CLAM STOCK, POTATOES, CLAMS, WATER, CELERY, CREAM (MILK), MODIFIED FOOD STARCH, CONTAINS LESS THAN 2% OF: WHEAT FLOUR, TITANIUM DIOXIDE, SALT, MONOSODIUM GLUTAMATE, SUGAR, ONIONS**, SPICES, DISODIUM INOSINATE, DISODIUM GUANYLATE, FLAVORING (CONTAINS COD), CELERY EXTRACT, ONION EXTRACT, SUCCINIC ACID, BUTTER (CREAM, SALT)**, BUTTERMILK, ENZYME MODIFIED BUTTER, SOY SAUCE (SOYBEANS, WHEAT, SALT), SKIM MILK, WHEY PROTEIN CONCENTRATE, ENZYME MODIFIED BUTTER FAT AND OIL, WHEY, SOY LECITHIN.