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                                                                 EXHIBIT 10.41






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                           SPECIALTY FOODS CORPORATION

                                ANNUAL BONUS PLAN
                                      2000

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                                ANNUAL BONUS PLAN

1.  PURPOSES

Specialty Foods Corporation ("SFC") has established the Annual Bonus Plan (the
"Plan") as a vehicle for motivating and rewarding designated executives whose
responsibilities have a significant impact on the key short-term business
objectives of SFC. Annual incentive awards are determined by the relative
success of SFC and in achieving specific annual business objectives. The Plan
provides the opportunity for participants to receive incentive compensation when
results meet or exceed these pre-established goals.

2.  DEFINITION OF TERMS

The following defined terms will have the meanings set forth below for purposes
of the Plan:

a.       Annual Salary shall mean the annualized base salary in effect for a
         Participant on December 31, 2000.

b.       Award shall mean the cash payment made to Participants under the Plan.

c.       Cause shall mean the Participant's admission or conviction of a felony,
         the Participant's commission of an act of dishonesty in the course of
         his or her duties, the Participant's repeated disregard of policy
         directives of SFC or the Subsidiaries, or the Participant's breach of
         his or her fiduciary responsibilities or duties as an employee of SFC
         or the Subsidiaries.

d.       Compensation Committee shall mean the committee designated as such by
         the Board of Directors of SFC.

e.       Participant shall mean an employee designated by the Compensation
         Committee to participate in the Annual Bonus Plan, provided the
         authority to designate Participants may be delegated by the
         Compensation Committee to SFC.

f.       Performance Objectives shall mean the performance objective of SFC
         determined by the Compensation Committee for the Plan Year.

g.       Plan shall mean this Annual Bonus Plan.

h.       Plan Year shall mean January 1, 2000 through December 31, 2000.

i.       SFC shall mean Specialty Foods Corporation.

j.       Subsidiary shall mean a direct or indirect subsidiary of SFC which is
         included in SFC's consolidated tax return.

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3.  ELIGIBILITY FOR PARTICIPATION

An Award may be granted for the Plan Year to each Participant who is in active
service during the Plan Year; provided, however, that such Participant has
completed at least two months of active service with SFC or a Subsidiary during
the Plan Year.

4.  PERFORMANCE OBJECTIVES

Performance Objectives shall be recommended by the Chief Executive Officer of
SFC and approved by the Compensation Committee for the Plan Year and will be
reflected in the attached schedule entitled "2000 Annual Bonus Plan Performance
Objectives."

5.  ADMINISTRATIVE GUIDELINES

A.       ADJUSTMENTS IN FINANCIAL PERFORMANCE MEASUREMENTS

In order to effectuate the purpose of the Plan, the Compensation Committee may
make adjustments in the criteria established for the Plan Year which reflect any
extraordinary changes that may have occurred during the Plan Year or which
significantly alter the basis upon which such performance levels were
determined. Such changes may include, without limitation, changes in
acquisitions, accounting practices, tax, regulatory or other laws or
regulations, divestitures, financings, or economic changes not in the ordinary
course of business cycles. Any adjustments made by the Compensation Committee
can be made at any time and in any manner that the Compensation Committee in its
sole discretion deems appropriate, and any and all such adjustments shall be
conclusive and binding upon all parties concerned.

B.       APPROVAL AND PAYMENT OF BONUS AWARDS

Award payments are subject to the approval of the Compensation Committee and
will normally occur concurrently with payment for the last pay period in
February of the year following the Plan Year. Payments will normally be made by
ordinary payroll methods.

6.  GENERAL RULES

a.       Effective Date.  This Plan shall have an effective date of January 1,
         2000.

b.       Amendment. The Plan has been adopted by the Board of Directors of SFC
         and may be amended from time to time, in any respect, by such Board.
         Any such amendment may add to, amend, reduce or cancel any and all
         rights in regard to the Plan.

c.       Administration. The Compensation Committee shall be responsible for the
         general operation and administration of the Plan and shall have the
         authority to interpret the Plan and to adopt administrative rules and
         regulations governing its operation, provided that the Compensation
         Committee may delegate this responsibility to any officer of SFC.

d.       Termination. The Plan may be terminated at any time by the Board of
         Directors of SFC. Upon such termination, all rights of a Participant to
         amounts not then awarded to


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         Participants shall be null and void. However, amounts previously
         accrued through the date of the Plan termination shall not be affected.

e.       Continued Employment. Participation in the Plan shall not give any
         employee any right to remain in the employment of SFC. The Plan is not
         to be construed as a contract of employment for any period and does not
         alter the "employee-at-will" employment status of any Participant.

f.       Employment Taxes. Award payments under the Plan shall be treated as
         wages and shall be subject to income, FICA and any other applicable
         withholding taxes and deductions at the time received as required by
         applicable law or regulation, as in effect from time to time.

g.       Employment Agreements. If a Participant is party to an employment
         agreement, the terms of which relate to annual bonuses and which are
         inconsistent with the terms of this Plan, the terms of such employment
         agreement shall govern to the extent of such inconsistency.

h.       Unfunded Plan. The obligations under this Plan shall be unfunded.
         Neither SFC nor any of the Subsidiaries shall be required to establish
         any special or separate fund or to make any other segregation of assets
         to assure the payment of any Award under this Plan.

i.       Successors Bound. The rights and obligations of the Company hereunder
         shall inure to the benefit of and be binding upon the successors of the
         Company.

j.       Assignment. Participants shall not assign any rights granted to them by
         the terms of this Plan or encumber in any way their interests herein;
         provided, however, that in the event of a Participant's death, any
         payments then due and owing will be made when due prorated to the date
         of death.

k.       Effect of Plan. This Plan shall have a term expiring on the earlier of
         (1) the date on which all Awards earned under the Plan, if any, are
         paid to Participants and (2) the date on which a determination is made
         by the Compensation Committee that no Awards have been earned under the
         Plan (provided that the authority to determine that no Awards have been
         earned under the Plan may be delegated by the Compensation Committee to
         SFC). At such time, the Plan shall expire and be of no further force or
         effect.

l.       Governing Law/Jurisdiction. The substantive law (and not the law of
         conflicts) of the State of Illinois will govern all questions
         concerning the construction, validity and interpretation of this Plan
         and the performance of the obligations imposed by this Plan. The
         parties hereby waive their rights to request or demand a trial by jury
         in the event controversy arises under this Plan.

m.       Headings. The headings used herein are for reference purposes only and
         shall not in any way affect the meaning or interpretation of this Plan.


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