<PAGE>

As filed with the Securities and Exchange Commission on March 21, 2000

                                                      Registration No. 333-_____


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form S-8

                             Registration Statement
                                   Under The
                             Securities Act of 1933

                        Edwards Lifesciences Corporation
             (Exact name of Registrant as Specified in Its Charter)



<TABLE>
<S>                                                              <C>
             Delaware                                                      36-4316614
  (State or Other Jurisdiction                                          (I.R.S. Employer
  of Incorporation or Organization)                                  Identification Number)

       17221 Red Hill Avenue                                                  92614
        Irvine, California                                                  (Zip Code)
(Address of Principal Executive Offices)
</TABLE>

Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program
Edwards Lifesciences Corporation Employee Stock Purchase Plan for United States
                                   Employees
Edwards Lifesciences Corporation Employee Stock Purchase Plan for International
                                   Employees
 Edwards Lifesciences Corporation Non-Employee Directors and Consultants Stock
                               Incentive Program
                           (Full Title of the Plans)

                              Michael A. Mussallem
               Chairman of the Board and Chief Executive Officer
                        Edwards Lifesciences Corporation
                             17221 Red Hill Avenue
                               Irvine, California
                                 (949) 250-2500
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
<PAGE>

                        Calculation of Registration Fee


<TABLE>
<CAPTION>
 Title of Each Class      Amount to be                 Proposed Maximum                Proposed Maximum        Amount of
 of Securities to be       Registered                  Offering Price Per             Aggregate Offering    Registration Fee
     Registered                                               Unit                           Price
-----------------------------------------------------------------------------------------------------------------------------------
<S>                     <C>                            <C>                            <C>                   <C>
Common Stock, $1 par    12,643,374 shares(1)                $11.14(2)                  $140,847,186.36(2)      $39,155.52
 value
-----------------------------------------------------------------------------------------------------------------------------------
Preferred Stock           12,643,374 rights                      (3)                           (3)                 (3)
 Purchase Rights
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

(1) Consists of 12,138,893 shares of Common Stock issuable pursuant to the
Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program,
325,000 shares of Common Stock issuable pursuant to the Edwards Lifesciences
Corporation Employee Stock Purchase Plan for United States Employees, 50,000
shares of Common Stock issuable pursuant to the Edwards Lifesciences Corporation
Employee Stock Purchase Plan for International Employees, and 129,481 shares of
Common Stock issuable pursuant to the Edwards Lifesciences Corporation Non-
Employee Directors and Consultants Stock Incentive Program. This registration
statement also covers an additional and indeterminate number of shares of Common
Stock that may be issued pursuant to the anti-dilution provisions of the Plans
described herein.

(2)  Estimated solely for the purpose of calculating the registration fee and,
pursuant to Rules 457(c) and 457(h) under the Securities Act of 1933, as
amended, based upon the pro forma book value per share of the Common Stock
calculated from the most recent financial statements contained in the Company's
Registration Statement on Form 10 filed under the Securities Exchange Act of
1934, as amended.

(3)  The Preferred Stock Purchase Rights initially are attached to and trade
with the shares of Common Stock being registered hereby.  Value attributable to
such Rights, if any, is reflected in the market price of the Common Stock.
<PAGE>

                                    Part II

               Information Required in the Registration Statement

Item 3.  Incorporation of Certain Documents by Reference
         -----------------------------------------------

     The following documents heretofore filed with the Securities and Exchange
Commission (the "Commission") by Edwards Lifesciences Corporation (the
"Company") are incorporated herein by reference:

     (a)  The Company's effective Registration Statement on Form 10, as amended
(Commission File No. 1-15525); and

     (b)  The descriptions of the Company's Common Stock, $1 par value per share
(the "Common Stock"), and the related Preferred Stock Purchase Rights (the
"Rights") associated with the Common Stock, which are contained in the Section
entitled "Description of Edwards Lifesciences Capital Stock" in the Company's
Registration Statement on Form 10/A No. 3, including any amendments or reports
filed for the purpose of updating such descriptions.

     All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), after the date of this Registration Statement and prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference into this Registration
Statement and to be a part hereof from the respective dates of filing of such
documents (such documents, and the documents enumerated above, being hereinafter
referred to as "Incorporated Documents").

     Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement.  Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities
         -------------------------

     Not applicable.

Item 5.  Interests of Named Experts and Counsel
         --------------------------------------

     Not applicable.

Item 6.  Indemnification of Directors and Officers
         -----------------------------------------

     In accordance with Section 102(b)(7) of the Delaware General Corporation
Law (the "DGCL"), the Company's Amended and Restated Certificate of
Incorporation provides that directors will not be personally liable to the
Company or its stockholders for monetary damages for breaches of their fiduciary
duty as directors except for (i) breaches of their duty of loyalty to

                                      -3-
<PAGE>

the Company or its stockholders, (ii) acts of omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii)
certain transactions under Section 174 of the DGCL (which concerns unlawful
payments of dividends, stock purchases or redemptions) or (iv) transactions from
which a director derives an improper personal benefit.

     While the Company's Amended and Restated Certificate of Incorporation
provides directors with protection from awards for monetary damages for breaches
of their duty of care, it does not eliminate their duty of care.  Accordingly,
the Amended and Restated Certificate of Incorporation will have no effect on the
availability of equitable remedies such as an injunction or rescission based on
a director's breach of his or her duty of care.  The provisions of the Amended
and Restated Certificate of Incorporation described above apply to an officer of
the Company only if he or she is a director of the Company and is acting in his
or her capacity as director, and do not apply to the Company's officers who are
not directors.

     The Company's Amended and Restated Certificate of Incorporation provides
that each person who is, or was, or has agreed to become a director or officer
of the Company, and each person who serves, or may have served, at the Company's
request as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, will be indemnified by
the Company to the fullest extent permitted by the DGCL, as amended from time to
time.  Directors and officers will not be indemnified with respect to an action
commenced by such directors or officers against the Company or by such directors
or officers as a derivative action.

     The Company's Amended and Restated Certificate of Incorporation provides
that the right to indemnification and payment of expenses conferred therein will
not be exclusive of any other right that any person may have or may in the
future acquire under any agreement, vote of stockholders, vote of disinterested
directors or otherwise.  The Amended and Restated Certificate of Incorporation
permits the Company to maintain insurance on behalf of any person who is or was
a director, officer, employee or agent of the Company, or is serving at the
request of the Company as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise against any
expense, liability or loss, whether or not the Company would have the power to
indemnify such person against such liability under the Amended and Restated
Certificate of Incorporation or the DGCL.

     The Company intends to obtain directors and officers liability insurance
providing coverage to its directors and officers.

Item 7.  Exemption from Registration Claimed
         -----------------------------------

     Not applicable.

Item 8.  Exhibits
         --------

Exhibit
Number   Description of Exhibit
-------  ----------------------

4.1       Amended and Restated Certificate of Incorporation of the Company, as
          amended, filed as Exhibit 3.1 to the Company's Registration Statement
          on Form 10, as

                                      -4-
<PAGE>

          amended (Commission File No. 1-15525) (the "Form 10"), is incorporated
          herein by reference.

4.2       Amended and Restated Bylaws of the Company, filed as Exhibit 3.2 to
          the Form 10, are incorporated herein by reference.

*4.3      Edwards Lifesciences Corporation Long-Term Stock Incentive
          Compensation Program.

*4.4      Edwards Lifesciences Corporation Employee Stock Purchase Plan for
          United States Employees.

*4.5      Edwards Lifesciences Corporation Employee Stock Purchase Plan for
          International Employees.

*4.6      Edwards Lifesciences Corporation Non-Employee Directors and
          Consultants Stock Incentive Program.

4.7       Form of Rights Agreement between the Company and First Chicago Trust
          Company of New York, a division of EquiServe, as Rights Agent, filed
          as Exhibit 10.9 to the Form 10, is incorporated herein by reference.

*5        Opinion of Sidley & Austin.

*23.1     Consent of PricewaterhouseCoopers LLP.

*23.2     Consent of Sidley & Austin (included in its opinion filed as Exhibit
          5).

*24.1     Power of Attorney from Michael R. Bowlin, Director.

*24.2     Power of Attorney from Victoria R. Fash, Director.

*24.3     Power of Attorney from Vernon R. Loucks Jr., Director.

*24.4     Power of Attorney from Philip M. Neal, Director.

*24.5     Power of Attorney from David E.I. Pyott, Director.

_____________________
*    Filed herewith.

Item 9.  Undertakings
         ------------

     (a)  The undersigned registrant hereby undertakes:

                                      -5-
<PAGE>

     (1) To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

          (i)  To include any prospectus required by Section 10(a)(3) of the
     Securities Act of 1933, as amended (the "Securities Act");

          (ii)  To reflect in the prospectus any facts or events arising after
     the effective date of the registration statement (or the most recent post-
     effective amendment thereof) which, individually or in the aggregate,
     represent a fundamental change in the information set forth in the
     registration statement; and notwithstanding the foregoing, any increase or
     decrease in volume of securities offered (if the total dollar value of
     securities offered would not exceed that which was registered) and any
     deviation from the low or high end of the estimated maximum offering range
     may be reflected in the form of prospectus filed with the Commission
     pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
     price represent no more than a 20 percent change in the maximum aggregate
     offering price set forth in the "Calculation of Registration Fee" table in
     the effective registration statement; and

          (iii)  To include any material information with respect to the plan of
     distribution not previously disclosed in the registration statement or any
     material change to such information in the registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
--------  -------
registration statement is on Form S-3, Form S-8 or Form F-3, and the information
required to be included in a post-effective amendment by those paragraphs is
contained in periodic reports filed with or furnished to the Commission by the
registrant pursuant to Section 13 or 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

     (2)  That, for the purpose of determining any liability under the
Securities Act, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
                                                                           ----
fide offering thereof.
----

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
                                                                           ----
fide offering thereof.
----

     (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore,

                                      -6-
<PAGE>

unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the registrant of expenses incurred or
paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      -7-
<PAGE>

                                   Signatures

     The Registrant.  Pursuant to the requirements of the Securities Act of
     --------------
1933, as amended, the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Irvine, State of
California, on this 10th day of March, 2000.

                                   EDWARDS LIFESCIENCES CORPORATION



                              By:  Michael A. Mussallem
                                   ----------------------------------
                                   Michael A. Mussallem
                                   Chairman of the Board and Chief Executive
                                     Officer

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated on this 10th day of March, 2000.

Name                                    Capacity
----                                    --------




Michael A. Mussallem                Director, Chairman of the Board and Chief
--------------------------
Michael A. Mussallem                Executive Officer
                                    (principal executive officer)



Bruce J. Bentcover                  Corporate Vice President and Chief
--------------------------
Bruce J. Bentcover                  Financial Officer
                                    (principal financial officer and
                                     principal accounting officer)



Michael R. Bowlin                   Director
--------------------------
Michael R. Bowlin



Victoria R. Fash                    Director
--------------------------
Victoria R. Fash

                                      -8-
<PAGE>

Vernon R. Loucks Jr.                Director
--------------------------
Vernon R. Loucks Jr.



Philip M. Neal                      Director
--------------------------
Philip M. Neal



David E.I. Pyott                    Director
--------------------------
David E.I. Pyott

                                      -9-
<PAGE>

            Index to Exhibits to Registration Statement on Form S-8

Exhibit
Number       Description of Exhibit
-------      ----------------------

4.1         Amended and Restated Certificate of Incorporation of the Company, as
            amended, filed as Exhibit 3.1 to the Company's Registration
            Statement on Form 10, as amended (Commission File No. 1-15525) (the
            "Form 10"), is incorporated herein by reference.

4.2         Amended and Restated Bylaws of the Company, filed as Exhibit 3.2 to
            the Form 10, are incorporated herein by reference.

*4.3        Edwards Lifesciences Corporation Long-Term Stock Incentive
            Compensation Program.

*4.4        Edwards Lifesciences Corporation Employee Stock Purchase Plan for
            United States Employees.

*4.5        Edwards Lifesciences Corporation Employee Stock Purchase Plan for
            International Employees.

*4.6        Edwards Lifesciences Corporation Non-Employee Directors and
            Consultants Stock Incentive Program.

4.7         Form of Rights Agreement between the Company and First Chicago Trust
            Company of New York, a division of EquiServe, as Rights Agent, filed
            as Exhibit 10.9 to the Form 10, is incorporated herein by reference.

*5          Opinion of Sidley & Austin.

*23.1       Consent of PricewaterhouseCoopers LLP.

*23.2       Consent of Sidley & Austin (included in its opinion filed as Exhibit
            5).

*24.1       Power of Attorney from Michael R. Bowlin, Director.

*24.2       Power of Attorney from Victoria R. Fash, Director.

*24.3       Power of Attorney from Vernon R. Loucks Jr., Director.

*24.4       Power of Attorney from Philip M. Neal, Director.

*24.5       Power of Attorney from David E.I. Pyott, Director.

_____________________
*    Filed herewith.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 21038}]
{"company-data": {"conformed-name": "EDWARDS LIFESCIENCES CORP", "cik": "0001099800", "assigned-sic": "8731", "irs-number": "364316614", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-33054", "film-number": "575996"}, "business-address": {"street1": "17221 RED HILL AVE", "city": "IRVINE", "state": "CA", "zip": "92614", "phone": "9492502500"}, "mail-address": {"street1": "17221 RED HILL AVE", "city": "IRVINE", "state": "CA", "zip": "92614"}, "former-company": {"former-conformed-name": "CVG CONTROLLED INC", "date-changed": "19991126"}}
As filed with the Securities and Exchange Commission on March 21, 2000

                                                      Registration No. 333-_____

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form S-8

                             Registration Statement
                                   Under The
                             Securities Act of 1933

                        Edwards Lifesciences Corporation
             (Exact name of Registrant as Specified in Its Charter)
Delaware                                                      36-4316614
  (State or Other Jurisdiction                                          (I.R.S. Employer
  of Incorporation or Organization)                                  Identification Number)

       17221 Red Hill Avenue                                                  92614
        Irvine, California                                                  (Zip Code)
(Address of Principal Executive Offices)
Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program
Edwards Lifesciences Corporation Employee Stock Purchase Plan for United States
                                   Employees
Edwards Lifesciences Corporation Employee Stock Purchase Plan for International
                                   Employees
 Edwards Lifesciences Corporation Non-Employee Directors and Consultants Stock
                               Incentive Program
                           (Full Title of the Plans)

                              Michael A. Mussallem
               Chairman of the Board and Chief Executive Officer
                        Edwards Lifesciences Corporation
                             17221 Red Hill Avenue
                               Irvine, California
                                 (949) 250-2500
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
Calculation of Registration Fee
Title of Each Class      Amount to be                 Proposed Maximum                Proposed Maximum        Amount of
 of Securities to be       Registered                  Offering Price Per             Aggregate Offering    Registration Fee
     Registered                                               Unit                           Price
-----------------------------------------------------------------------------------------------------------------------------------
Common Stock, $1 par    12,643,374 shares(1)                $11.14(2)                  $140,847,186.36(2)      $39,155.52
 value
-----------------------------------------------------------------------------------------------------------------------------------
Preferred Stock           12,643,374 rights                      (3)                           (3)                 (3)
 Purchase Rights
-----------------------------------------------------------------------------------------------------------------------------------
(1) Consists of 12,138,893 shares of Common Stock issuable pursuant to the
Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program,
325,000 shares of Common Stock issuable pursuant to the Edwards Lifesciences
Corporation Employee Stock Purchase Plan for United States Employees, 50,000
shares of Common Stock issuable pursuant to the Edwards Lifesciences Corporation
Employee Stock Purchase Plan for International Employees, and 129,481 shares of
Common Stock issuable pursuant to the Edwards Lifesciences Corporation Non-
Employee Directors and Consultants Stock Incentive Program. This registration
statement also covers an additional and indeterminate number of shares of Common
Stock that may be issued pursuant to the anti-dilution provisions of the Plans
described herein.

(2)  Estimated solely for the purpose of calculating the registration fee and,
pursuant to Rules 457(c) and 457(h) under the Securities Act of 1933, as
amended, based upon the pro forma book value per share of the Common Stock
calculated from the most recent financial statements contained in the Company's
Registration Statement on Form 10 filed under the Securities Exchange Act of
1934, as amended.

(3)  The Preferred Stock Purchase Rights initially are attached to and trade
with the shares of Common Stock being registered hereby.  Value attributable to
such Rights, if any, is reflected in the market price of the Common Stock.
Part II

               Information Required in the Registration Statement

Item 3.  Incorporation of Certain Documents by Reference
         -----------------------------------------------

     The following documents heretofore filed with the Securities and Exchange
Commission (the "Commission") by Edwards Lifesciences Corporation (the
"Company") are incorporated herein by reference:

     (a)  The Company's effective Registration Statement on Form 10, as amended
(Commission File No. 1-15525); and

     (b)  The descriptions of the Company's Common Stock, $1 par value per share
(the "Common Stock"), and the related Preferred Stock Purchase Rights (the
"Rights") associated with the Common Stock, which are contained in the Section
entitled "Description of Edwards Lifesciences Capital Stock" in the Company's
Registration Statement on Form 10/A No. 3, including any amendments or reports
filed for the purpose of updating such descriptions.

     All documents filed by the Company with the Commission pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), after the date of this Registration Statement and prior to
the filing of a post-effective amendment which indicates that all securities
offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference into this Registration
Statement and to be a part hereof from the respective dates of filing of such
documents (such documents, and the documents enumerated above, being hereinafter
referred to as "Incorporated Documents").

     Any statement contained in an Incorporated Document shall be deemed to be
modified or superseded for purposes of this Registration Statement to the extent
that a statement contained herein or in any other subsequently filed
Incorporated Document modifies or supersedes such statement.  Any such statement
so modified or superseded shall not be deemed, except as so modified or
superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Securities
         -------------------------

     Not applicable.

Item 5.  Interests of Named Experts and Counsel
         --------------------------------------

     Not applicable.

Item 6.  Indemnification of Directors and Officers
         -----------------------------------------

     In accordance with Section 102(b)(7) of the Delaware General Corporation
Law (the "DGCL"), the Company's Amended and Restated Certificate of
Incorporation provides that directors will not be personally liable to the
Company or its stockholders for monetary damages for breaches of their fiduciary
duty as directors except for (i) breaches of their duty of loyalty to

                                      -3-
the Company or its stockholders, (ii) acts of omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii)
certain transactions under Section 174 of the DGCL (which concerns unlawful
payments of dividends, stock purchases or redemptions) or (iv) transactions from
which a director derives an improper personal benefit.

     While the Company's Amended and Restated Certificate of Incorporation
provides directors with protection from awards for monetary damages for breaches
of their duty of care, it does not eliminate their duty of care.  Accordingly,
the Amended and Restated Certificate of Incorporation will have no effect on the
availability of equitable remedies such as an injunction or rescission based on
a director's breach of his or her duty of care.  The provisions of the Amended
and Restated Certificate of Incorporation described above apply to an officer of
the Company only if he or she is a director of the Company and is acting in his
or her capacity as director, and do not apply to the Company's officers who are
not directors.

     The Company's Amended and Restated Certificate of Incorporation provides
that each person who is, or was, or has agreed to become a director or officer
of the Company, and each person who serves, or may have served, at the Company's
request as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, will be indemnified by
the Company to the fullest extent permitted by the DGCL, as amended from time to
time.  Directors and officers will not be indemnified with respect to an action
commenced by such directors or officers against the Company or by such directors
or officers as a derivative action.

     The Company's Amended and Restated Certificate of Incorporation provides
that the right to indemnification and payment of expenses conferred therein will
not be exclusive of any other right that any person may have or may in the
future acquire under any agreement, vote of stockholders, vote of disinterested
directors or otherwise.  The Amended and Restated Certificate of Incorporation
permits the Company to maintain insurance on behalf of any person who is or was
a director, officer, employee or agent of the Company, or is serving at the
request of the Company as a director, officer, employee or agent of another
corporation, partnership, joint venture, trust or other enterprise against any
expense, liability or loss, whether or not the Company would have the power to
indemnify such person against such liability under the Amended and Restated
Certificate of Incorporation or the DGCL.

     The Company intends to obtain directors and officers liability insurance
providing coverage to its directors and officers.

Item 7.  Exemption from Registration Claimed
         -----------------------------------

     Not applicable.

Item 8.  Exhibits
         --------

Exhibit
Number   Description of Exhibit
-------  ----------------------

4.1       Amended and Restated Certificate of Incorporation of the Company, as
          amended, filed as Exhibit 3.1 to the Company's Registration Statement
          on Form 10, as

                                      -4-
amended (Commission File No. 1-15525) (the "Form 10"), is incorporated
          herein by reference.

4.2       Amended and Restated Bylaws of the Company, filed as Exhibit 3.2 to
          the Form 10, are incorporated herein by reference.

*4.3      Edwards Lifesciences Corporation Long-Term Stock Incentive
          Compensation Program.

*4.4      Edwards Lifesciences Corporation Employee Stock Purchase Plan for
          United States Employees.

*4.5      Edwards Lifesciences Corporation Employee Stock Purchase Plan for
          International Employees.

*4.6      Edwards Lifesciences Corporation Non-Employee Directors and
          Consultants Stock Incentive Program.

4.7       Form of Rights Agreement between the Company and First Chicago Trust
          Company of New York, a division of EquiServe, as Rights Agent, filed
          as Exhibit 10.9 to the Form 10, is incorporated herein by reference.

*5        Opinion of Sidley & Austin.

*23.1     Consent of PricewaterhouseCoopers LLP.

*23.2     Consent of Sidley & Austin (included in its opinion filed as Exhibit
          5).

*24.1     Power of Attorney from Michael R. Bowlin, Director.

*24.2     Power of Attorney from Victoria R. Fash, Director.

*24.3     Power of Attorney from Vernon R. Loucks Jr., Director.

*24.4     Power of Attorney from Philip M. Neal, Director.

*24.5     Power of Attorney from David E.I. Pyott, Director.

_____________________
*    Filed herewith.

Item 9.  Undertakings
         ------------

     (a)  The undersigned registrant hereby undertakes:

                                      -5-
(1) To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

          (i)  To include any prospectus required by Section 10(a)(3) of the
     Securities Act of 1933, as amended (the "Securities Act");

          (ii)  To reflect in the prospectus any facts or events arising after
     the effective date of the registration statement (or the most recent post-
     effective amendment thereof) which, individually or in the aggregate,
     represent a fundamental change in the information set forth in the
     registration statement; and notwithstanding the foregoing, any increase or
     decrease in volume of securities offered (if the total dollar value of
     securities offered would not exceed that which was registered) and any
     deviation from the low or high end of the estimated maximum offering range
     may be reflected in the form of prospectus filed with the Commission
     pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
     price represent no more than a 20 percent change in the maximum aggregate
     offering price set forth in the "Calculation of Registration Fee" table in
     the effective registration statement; and

          (iii)  To include any material information with respect to the plan of
     distribution not previously disclosed in the registration statement or any
     material change to such information in the registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
--------  -------
registration statement is on Form S-3, Form S-8 or Form F-3, and the information
required to be included in a post-effective amendment by those paragraphs is
contained in periodic reports filed with or furnished to the Commission by the
registrant pursuant to Section 13 or 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

     (2)  That, for the purpose of determining any liability under the
Securities Act, each such post-effective amendment shall be deemed to be a new
registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
                                                                           ----
fide offering thereof.
----

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (b)  The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
                                                                           ----
fide offering thereof.
----

     (c)  Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the registrant pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act and
is, therefore,

                                      -6-
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the registrant of expenses incurred or
paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      -7-
Signatures

     The Registrant.  Pursuant to the requirements of the Securities Act of
     --------------
1933, as amended, the registrant certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Irvine, State of
California, on this 10th day of March, 2000.

                                   EDWARDS LIFESCIENCES CORPORATION

                              By:  Michael A. Mussallem
                                   ----------------------------------
                                   Michael A. Mussallem
                                   Chairman of the Board and Chief Executive
                                     Officer

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated on this 10th day of March, 2000.

Name                                    Capacity
----                                    --------

Michael A. Mussallem                Director, Chairman of the Board and Chief
--------------------------
Michael A. Mussallem                Executive Officer
                                    (principal executive officer)

Bruce J. Bentcover                  Corporate Vice President and Chief
--------------------------
Bruce J. Bentcover                  Financial Officer
                                    (principal financial officer and
                                     principal accounting officer)

Michael R. Bowlin                   Director
--------------------------
Michael R. Bowlin

Victoria R. Fash                    Director
--------------------------
Victoria R. Fash

                                      -8-
Vernon R. Loucks Jr.                Director
--------------------------
Vernon R. Loucks Jr.

Philip M. Neal                      Director
--------------------------
Philip M. Neal

David E.I. Pyott                    Director
--------------------------
David E.I. Pyott

                                      -9-
Index to Exhibits to Registration Statement on Form S-8

Exhibit
Number       Description of Exhibit
-------      ----------------------

4.1         Amended and Restated Certificate of Incorporation of the Company, as
            amended, filed as Exhibit 3.1 to the Company's Registration
            Statement on Form 10, as amended (Commission File No. 1-15525) (the
            "Form 10"), is incorporated herein by reference.

4.2         Amended and Restated Bylaws of the Company, filed as Exhibit 3.2 to
            the Form 10, are incorporated herein by reference.

*4.3        Edwards Lifesciences Corporation Long-Term Stock Incentive
            Compensation Program.

*4.4        Edwards Lifesciences Corporation Employee Stock Purchase Plan for
            United States Employees.

*4.5        Edwards Lifesciences Corporation Employee Stock Purchase Plan for
            International Employees.

*4.6        Edwards Lifesciences Corporation Non-Employee Directors and
            Consultants Stock Incentive Program.

4.7         Form of Rights Agreement between the Company and First Chicago Trust
            Company of New York, a division of EquiServe, as Rights Agent, filed
            as Exhibit 10.9 to the Form 10, is incorporated herein by reference.

*5          Opinion of Sidley & Austin.

*23.1       Consent of PricewaterhouseCoopers LLP.

*23.2       Consent of Sidley & Austin (included in its opinion filed as Exhibit
            5).

*24.1       Power of Attorney from Michael R. Bowlin, Director.

*24.2       Power of Attorney from Victoria R. Fash, Director.

*24.3       Power of Attorney from Vernon R. Loucks Jr., Director.

*24.4       Power of Attorney from Philip M. Neal, Director.

*24.5       Power of Attorney from David E.I. Pyott, Director.

_____________________
*    Filed herewith.