<PAGE>

      As filed with the Securities and Exchange Commission on June 29, 2000
                                                 REGISTRATION STATEMENT NO. 333-
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           --------------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                           --------------------------

                                  DIGITAS INC.
             (Exact Name of Registrant as Specified in Its Charter)

         DELAWARE                                         04-3494311
 (State of Incorporation)                   (I.R.S. Employer Identification No.)

                    THE PRUDENTIAL TOWER, 800 BOYLSTON STREET
                                BOSTON, MA 02199
                                 (617) 867-1000
    (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                  OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

                 DIGITAS INC. 2000 EMPLOYEE STOCK PURCHASE PLAN
                DIGITAS INC. 2000 STOCK OPTION AND INCENTIVE PLAN
                            AS AMENDED AND RESTATED,
               BRONNER SLOSBERG HUMPHREY CO. 1999 OPTION PLAN AND
                 BRONNER SLOSBERG HUMPHREY CO. 1998 OPTION PLAN
                            (Full title of the plans)
                      ------------------------------------

                               MARSCHALL I. SMITH
                          GENERAL COUNSEL AND SECRETARY
                                  DIGITAS INC.
                    THE PRUDENTIAL TOWER, 800 BOYLSTON STREET
                           BOSTON, MASSACHUSETTS 02199
                                 (617) 867-1000
                              (617) 867-7308 (FAX)
 (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                             OF AGENT FOR SERVICE)

                                 WITH A COPY TO:
                              STUART M. CABLE, P.C.
                             JEFFREY C. HADDEN, P.C.
                           GOODWIN, PROCTER & HOAR LLP
                                 EXCHANGE PLACE
                        BOSTON, MASSACHUSETTS 02109-2881
                                 (617) 570-1000
                              (617) 523-1231 (FAX)

                      ------------------------------------

<TABLE>
<CAPTION>
                                                  CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
  Title of Securities Being           Amount to Be              Proposed Maximum            Proposed Maximum       Amount of
          Registered                  Registered(1)         Offering Price Per Share    Aggregate Offering Price   Registration Fee
<S>                                   <C>                          <C>                      <C>                         <C>
 2000 EMPLOYEE STOCK PURCHASE         2,200,000(2)                 $  16.875(3)             $  37,125,000               $      9,801
             PLAN
   Common Stock, par value
        $.01 per share
------------------------------------------------------------------------------------------------------------------------------------
                                         24,997                    $    8.75                $     218,724               $         58
    2000 STOCK OPTION AND               109,450                    $   12.875               $   1,409,169               $        373
        INCENTIVE PLAN                   71,050                    $   16.375               $   1,163,444               $        307
   Common Stock, par value              206,600                    $   24.00                $   4,958,400               $      1,310
        $.01 per share                7,839,166                    $   16.875(3)            $ 132,285,927               $     34,924
------------------------------------------------------------------------------------------------------------------------------------

</TABLE>

<PAGE>

<TABLE>

<CAPTION>

------------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                          <C>                    <C>                         <C>
       1999 OPTION PLAN               5,874,500                    $    8.75              $  51,401,875               $     13,571
   Common Stock, par value
        $.01 per share
------------------------------------------------------------------------------------------------------------------------------------
       1998 OPTION PLAN               1,680,000                    $    0.94              $   1,579,200               $        417
   Common Stock, par value            5,700,000                    $    1.01              $   5,757,000               $      1,520
        $.01 per share                1,620,000                    $    1.13              $   1,830,600               $        484
                                      2,249,225                    $    1.18              $   2,654,086               $        701
                                         59,225                    $    1.27              $      75,216               $         20
                                        118,449                    $    1.2733            $     150,822               $         40
                                      3,030,524                    $    1.65              $   5,000,365               $      1,321
                                      9,642,000                    $    2.52              $  24,297,840               $      6,415
------------------------------------------------------------------------------------------------------------------------------------
Total                                40,425,186                                           $ 269,907,668               $     71,262
------------------------------------------------------------------------------------------------------------------------------------

</TABLE>

(1)  This Registration Statement also relates to such indeterminate number of
     additional shares available for issuance under the plans as may be required
     pursuant to the plans in the event of a stock dividend, stock split,
     recapitalization or other similar event or as otherwise provided for in
     the plans.

(2)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the 2000 Employee Stock Purchase described
     herein.

(3)  Estimated solely for purposes of determining the registration fee pursuant
     to Rule 457(c) and (h) under the Securities Act of 1933, as amended and
     based on the average of the high and low sales prices of the Common Stock
     on June 27, 2000.


<PAGE>

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. PLAN INFORMATION.*

Item 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*

     * Information required by Part I to be contained in the Section 10(a)
Prospectuses is omitted from this Registration Statement in accordance with Rule
428 under the Securities Act of 1933 (the "Securities Act") and the Introductory
Note to Part I of Form S-8.

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

     Digitas Inc. (the "Registrant") hereby incorporates by reference the
following documents which have previously been filed with the Securities and
Exchange Commission (the "Commission"):

-    The description of the Registrant's Common Stock contained in the
     Registration Statement Form 8-A (Registration Statement No. 333-93585)
     dated February 25, 2000, as filed with the Securities and Exchange
     Commission on February 25, 2000, pursuant to Section 12(g) of the
     Securities Exchange Act of 1934, as amended.

-    The Registrant's Quarterly Report on Form 10-Q for the quarter ended March
     31, 2000.

     In addition, all documents subsequently filed with the Commission by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities offered hereunder have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes hereof to the
extent that a statement contained herein or in any subsequently filed document
which also is incorporated by reference herein modifies or supersedes such
statement. Any 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 145 of the Delaware General Corporate Law
("DGCL"), Article VII of the Registrant's Certificate of Incorporation (the
"Certificate") provides that no director of the Registrant be personally liable
to the Registrant or its stockholders for monetary damages for breach of
fiduciary duty as a director, except for liability (i) for any breach of the
director's duty of loyalty to the Registrant or its stockholders, (ii) for acts
or omissions not in good faith or which involve intentional misconduct or a
knowing


                                      II-1
<PAGE>

violation of the law, (iii) in respect of unlawful dividend payments or stock
redemptions or repurchases, or (iv) for any transaction from which the director
derived an improper personal benefit. In addition, the Certificate provides that
if the DGCL is amended to authorize the further elimination or limitation of the
liability of directors, then the liability of a director of the Registrant shall
be eliminated or limited to the fullest extent permitted by the DGCL, as so
amended. The Certificate further provides that any repeal of Article VII by the
stockholders or an amendment to the DGCL shall not adversely effect any right or
protection with respect to acts or omissions occurring prior to such repeal.

     Article V of the Registrant's By-laws (the "By-laws") provides for
indemnification by the Registrant of its directors, officers and certain
non-officer employees and agents under certain circumstances against expenses,
including attorneys fees, judgments, fines and amounts paid in settlement
reasonably incurred in connection with the defense or settlement of any
threatened, pending or completed legal proceeding in which any such person is
involved by reason of the fact that such person is or was a director, an
officer, an employee or agent of the Registrant, or is acting in any capacity
with other entities at the request of the Registrant, if such person acted in
good faith and in a manner he or she reasonably believed to be in, or not
opposed to, the best interests of the Registrant, and with respect to criminal
actions or proceedings, that such person had no reasonable cause to believe his
or her conduct was unlawful.

     The Registrant has entered into indemnification agreements with each of its
directors reflecting the foregoing provisions of its By-laws and requiring the
advancement of expenses in proceedings, if such person had no reasonable cause
to believe his or her conduct was unlawful.

     The Registrant carries directors' and officers' liability insurance
covering its directors and officers.

Item 7. EXEMPTION FROM REGISTRATION.

     Not applicable.

Item 8. EXHIBITS.

     The following is a complete list of exhibits filed as part of this
Registration Statement.

<TABLE>

<CAPTION>

EXHIBIT
<S>        <C>
   *4.1    Amended and Restated Certificate of Incorporation of the Registrant.
   *4.2    By-laws of the Registrant.
   *4.3    Specimen Certificate of Common Stock of the Registrant.
   *4.4    2000 Employee Stock Purchase Plan for the Registrant.
   *4.5    2000 Stock Option and Incentive Plan for the Registrant.
   *4.6    Bronner Slosberg Humphrey Co. 1999 Option Plan for the Registrant.
   *4.7    Bronner Slosberg Humphrey Co. 1998 Option Plan for the Registrant.
    5.1    Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
           securities being registered.
   23.1    Consent of Goodwin, Procter & Hoar LLP (included in Exhibit 5.1
           hereto).
   23.2    Consent of Arthur Andersen LLP.
   23.3    Consent of PricewaterhouseCoopers LLP.
   24.1    Powers of Attorney (included in the signature page of this
           Registration Statement).

</TABLE>

---------------------------------------------
     * Incorporated by reference to the relevant exhibit in the Digitas Inc.
     Registration Statement on Form S-1 (SEC File No. 333-93585), as amended, as
     filed with the Securities and Exchange Commission.

Item 9.               UNDERTAKINGS.

        (a)           The undersigned Registrant hereby undertakes:


                                      II-2
<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;

          (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. Not
               withstanding 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 20 percent
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               Registration Statement;

          (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) herein do not
     apply if the information required to be included in a post-effective
     amendment by those paragraphs is contained in periodic reports filed by the
     undersigned Registrant pursuant to Section 13 or Section 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 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, 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.


                                      II-3
<PAGE>

                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, 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 Boston, Commonwealth of Massachusetts, on this 29th
day of June, 2000.

                         DIGITAS INC.

                         By: /S/ MARSCHALL I. SMITH
                            -------------------------------------------
                             Marschall I. Smith
                             General Counsel, Secretary and Assistant Treasurer

     KNOW ALL BY THESE PRESENTS that each individual whose signature appears
below constitutes and appoints Marschall I. Smith as such person's true and
lawful attorney-in-fact and agent with full power of substitution and
resubstitution, for such person in such person's name, place and stead, in any
and all capacities, to sign any and all amendments (including post-effective
amendments) to this Registration Statement, and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the Securities
and Exchange Commission, granting unto each said attorney-in-fact and agent full
power and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as such person might or could do in person, hereby ratifying and
confirming all that any said attorney-in-fact and agent, or any substitute or
substitutes of any of them, may lawfully do or cause to be done by virtue
hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.

<TABLE>

<CAPTION>

          SIGNATURE                             TITLE                           DATE

<S>                                   <C>                                  <C>
 /S/ DAVID W. KENNY                   Chief Executive Officer              June 29, 2000
----------------------------------    and Chairman of the Board
David W. Kenny                        (Principal Executive Officer)

 /S/ JEFFREY J. COTE                  Corporate Controller                 June 29, 2000
----------------------------------    (Principal Accounting Officer)
Jeffrey Cote

 /S/ MICHAEL F. GOSS                  Chief Financial Officer              June 29, 2000
----------------------------------    (Principal Financial Officer)
Michael F. Goss

 /S/ KATHLEEN L. BIRO                 Director                             June 29, 2000
----------------------------------
Kathleen L. Biro

 /S/ MICHAEL E. BRONNER               Director                             June 29, 2000
----------------------------------
Michael E. Bronner

 /S/ JOHN L. BUNCE, JR.               Director                             June 29, 2000
----------------------------------
John L. Bunce, Jr.

 /S/ ORIT GADIESH                     Director                             June 29, 2000
----------------------------------
Orit Gadiesh

 /S/ PHILIP U. HAMMARSKJOLD           Director                             June 29, 2000
----------------------------------
Philip U. Hammarskjold

 /S/ PATRICK J. HEALY                 Director                             June 29, 2000
----------------------------------
Patrick J. Healy

</TABLE>

<TABLE>

<CAPTION>

<S>                                   <C>                                  <C>
 /S/ ARTHUR KERN                      Director                             June 29, 2000
----------------------------------
Arthur Kern

</TABLE>

                                      II-4
<PAGE>


     Pursuant to the requirements of the Securities Act of 1933, the
Administrator of the Digitas Inc. 2000 Employee Stock Purchase Plan has duly
caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of
Massachusetts, on this 29th day of June, 2000.

                                    DIGITAS INC. 2000 EMPLOYEE STOCK
                                    PURCHASE PLAN

                                    By: /S/ ROBERT GALFORD
                                       -----------------------------------------
                                         Robert Galford
                                         Administrator


                                      II-5
<PAGE>

                                  EXHIBIT INDEX

<TABLE>

<CAPTION>

EXHIBIT NO.                  DESCRIPTION
<S>             <C>
   *4.1         Amended and Restated Certificate of Incorporation of the Registrant.
   *4.2         By-laws of the Registrant.
   *4.3         Specimen Certificate of Common Stock of the Registrant.
   *4.4         2000 Employee Stock Purchase Plan for the Registrant.
   *4.5         2000 Stock Option and Incentive Plan for the Registrant.
   *4.6         Bronner Slosberg Humphrey Co. 1999 Option Plan for the Registrant.
   *4.7         Bronner Slosberg Humphrey Co. 1998 Option Plan for the Registrant.
    5.1         Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
                securities being registered.
   23.1         Consent of Goodwin, Procter & Hoar LLP(included in Exhibit 5.1 hereto).
   23.2         Consent of Arthur Andersen LLP.
   23.3         Consent PricewaterhouseCoopers LLP.
   24.1         Powers of Attorney (included in the signature page of this Registration
                Statement).
---------------------

</TABLE>

     * Incorporated by reference to the relevant exhibit in the Digitas Inc.
     Registration Statement on Form S-1 (SEC File No. 333-93585), as amended, as
     filed with the Securities and Exchange Commission.


                                      II-6
[{"type": "S-8", "sequence": "1", "filename": "s-8.txt", "description": "FORM S-8", "secsgml_size_bytes": 24308}]
{"company-data": {"conformed-name": "DIGITAS INC", "cik": "0001100885", "assigned-sic": "7389", "irs-number": "042712533", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-40462", "film-number": "665358"}, "business-address": {"street1": "800 BOYLSTON STREET", "street2": "PRUDENTIAL TOWER", "city": "BOSTON", "state": "MA", "zip": "02199", "phone": "6178671000"}, "mail-address": {"street1": "800 BOYLSTON STREET", "street2": "PRUDENTIAL TOWER", "city": "BOSTON", "state": "MA", "zip": "02199"}, "former-company": {"former-conformed-name": "BRONNERCOM INC", "date-changed": "19991214"}}
As filed with the Securities and Exchange Commission on June 29, 2000
                                                 REGISTRATION STATEMENT NO. 333-
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           --------------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                           --------------------------

                                  DIGITAS INC.
             (Exact Name of Registrant as Specified in Its Charter)

         DELAWARE                                         04-3494311
 (State of Incorporation)                   (I.R.S. Employer Identification No.)

                    THE PRUDENTIAL TOWER, 800 BOYLSTON STREET
                                BOSTON, MA 02199
                                 (617) 867-1000
    (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                  OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

                 DIGITAS INC. 2000 EMPLOYEE STOCK PURCHASE PLAN
                DIGITAS INC. 2000 STOCK OPTION AND INCENTIVE PLAN
                            AS AMENDED AND RESTATED,
               BRONNER SLOSBERG HUMPHREY CO. 1999 OPTION PLAN AND
                 BRONNER SLOSBERG HUMPHREY CO. 1998 OPTION PLAN
                            (Full title of the plans)
                      ------------------------------------

                               MARSCHALL I. SMITH
                          GENERAL COUNSEL AND SECRETARY
                                  DIGITAS INC.
                    THE PRUDENTIAL TOWER, 800 BOYLSTON STREET
                           BOSTON, MASSACHUSETTS 02199
                                 (617) 867-1000
                              (617) 867-7308 (FAX)
 (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
                             OF AGENT FOR SERVICE)

                                 WITH A COPY TO:
                              STUART M. CABLE, P.C.
                             JEFFREY C. HADDEN, P.C.
                           GOODWIN, PROCTER & HOAR LLP
                                 EXCHANGE PLACE
                        BOSTON, MASSACHUSETTS 02109-2881
                                 (617) 570-1000
                              (617) 523-1231 (FAX)

                      ------------------------------------
CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
  Title of Securities Being           Amount to Be              Proposed Maximum            Proposed Maximum       Amount of
          Registered                  Registered(1)         Offering Price Per Share    Aggregate Offering Price   Registration Fee
2000 EMPLOYEE STOCK PURCHASE         2,200,000(2)                 $  16.875(3)             $  37,125,000               $      9,801
             PLAN
   Common Stock, par value
        $.01 per share
------------------------------------------------------------------------------------------------------------------------------------
                                         24,997                    $    8.75                $     218,724               $         58
    2000 STOCK OPTION AND               109,450                    $   12.875               $   1,409,169               $        373
        INCENTIVE PLAN                   71,050                    $   16.375               $   1,163,444               $        307
   Common Stock, par value              206,600                    $   24.00                $   4,958,400               $      1,310
        $.01 per share                7,839,166                    $   16.875(3)            $ 132,285,927               $     34,924
------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
1999 OPTION PLAN               5,874,500                    $    8.75              $  51,401,875               $     13,571
   Common Stock, par value
        $.01 per share
------------------------------------------------------------------------------------------------------------------------------------
       1998 OPTION PLAN               1,680,000                    $    0.94              $   1,579,200               $        417
   Common Stock, par value            5,700,000                    $    1.01              $   5,757,000               $      1,520
        $.01 per share                1,620,000                    $    1.13              $   1,830,600               $        484
                                      2,249,225                    $    1.18              $   2,654,086               $        701
                                         59,225                    $    1.27              $      75,216               $         20
                                        118,449                    $    1.2733            $     150,822               $         40
                                      3,030,524                    $    1.65              $   5,000,365               $      1,321
                                      9,642,000                    $    2.52              $  24,297,840               $      6,415
------------------------------------------------------------------------------------------------------------------------------------
Total                                40,425,186                                           $ 269,907,668               $     71,262
------------------------------------------------------------------------------------------------------------------------------------
(1)  This Registration Statement also relates to such indeterminate number of
     additional shares available for issuance under the plans as may be required
     pursuant to the plans in the event of a stock dividend, stock split,
     recapitalization or other similar event or as otherwise provided for in
     the plans.

(2)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the 2000 Employee Stock Purchase described
     herein.

(3)  Estimated solely for purposes of determining the registration fee pursuant
     to Rule 457(c) and (h) under the Securities Act of 1933, as amended and
     based on the average of the high and low sales prices of the Common Stock
     on June 27, 2000.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1. PLAN INFORMATION.*

Item 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.*

     * Information required by Part I to be contained in the Section 10(a)
Prospectuses is omitted from this Registration Statement in accordance with Rule
428 under the Securities Act of 1933 (the "Securities Act") and the Introductory
Note to Part I of Form S-8.

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

     Digitas Inc. (the "Registrant") hereby incorporates by reference the
following documents which have previously been filed with the Securities and
Exchange Commission (the "Commission"):

-    The description of the Registrant's Common Stock contained in the
     Registration Statement Form 8-A (Registration Statement No. 333-93585)
     dated February 25, 2000, as filed with the Securities and Exchange
     Commission on February 25, 2000, pursuant to Section 12(g) of the
     Securities Exchange Act of 1934, as amended.

-    The Registrant's Quarterly Report on Form 10-Q for the quarter ended March
     31, 2000.

     In addition, all documents subsequently filed with the Commission by the
Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment hereto that indicates that all
securities offered hereunder have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference in this
Registration Statement and to be a part hereof from the date of filing of such
documents. Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes hereof to the
extent that a statement contained herein or in any subsequently filed document
which also is incorporated by reference herein modifies or supersedes such
statement. Any 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 145 of the Delaware General Corporate Law
("DGCL"), Article VII of the Registrant's Certificate of Incorporation (the
"Certificate") provides that no director of the Registrant be personally liable
to the Registrant or its stockholders for monetary damages for breach of
fiduciary duty as a director, except for liability (i) for any breach of the
director's duty of loyalty to the Registrant or its stockholders, (ii) for acts
or omissions not in good faith or which involve intentional misconduct or a
knowing

                                      II-1
violation of the law, (iii) in respect of unlawful dividend payments or stock
redemptions or repurchases, or (iv) for any transaction from which the director
derived an improper personal benefit. In addition, the Certificate provides that
if the DGCL is amended to authorize the further elimination or limitation of the
liability of directors, then the liability of a director of the Registrant shall
be eliminated or limited to the fullest extent permitted by the DGCL, as so
amended. The Certificate further provides that any repeal of Article VII by the
stockholders or an amendment to the DGCL shall not adversely effect any right or
protection with respect to acts or omissions occurring prior to such repeal.

     Article V of the Registrant's By-laws (the "By-laws") provides for
indemnification by the Registrant of its directors, officers and certain
non-officer employees and agents under certain circumstances against expenses,
including attorneys fees, judgments, fines and amounts paid in settlement
reasonably incurred in connection with the defense or settlement of any
threatened, pending or completed legal proceeding in which any such person is
involved by reason of the fact that such person is or was a director, an
officer, an employee or agent of the Registrant, or is acting in any capacity
with other entities at the request of the Registrant, if such person acted in
good faith and in a manner he or she reasonably believed to be in, or not
opposed to, the best interests of the Registrant, and with respect to criminal
actions or proceedings, that such person had no reasonable cause to believe his
or her conduct was unlawful.

     The Registrant has entered into indemnification agreements with each of its
directors reflecting the foregoing provisions of its By-laws and requiring the
advancement of expenses in proceedings, if such person had no reasonable cause
to believe his or her conduct was unlawful.

     The Registrant carries directors' and officers' liability insurance
covering its directors and officers.

Item 7. EXEMPTION FROM REGISTRATION.

     Not applicable.

Item 8. EXHIBITS.

     The following is a complete list of exhibits filed as part of this
Registration Statement.
EXHIBIT
*4.1    Amended and Restated Certificate of Incorporation of the Registrant.
   *4.2    By-laws of the Registrant.
   *4.3    Specimen Certificate of Common Stock of the Registrant.
   *4.4    2000 Employee Stock Purchase Plan for the Registrant.
   *4.5    2000 Stock Option and Incentive Plan for the Registrant.
   *4.6    Bronner Slosberg Humphrey Co. 1999 Option Plan for the Registrant.
   *4.7    Bronner Slosberg Humphrey Co. 1998 Option Plan for the Registrant.
    5.1    Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
           securities being registered.
   23.1    Consent of Goodwin, Procter & Hoar LLP (included in Exhibit 5.1
           hereto).
   23.2    Consent of Arthur Andersen LLP.
   23.3    Consent of PricewaterhouseCoopers LLP.
   24.1    Powers of Attorney (included in the signature page of this
           Registration Statement).
---------------------------------------------
     * Incorporated by reference to the relevant exhibit in the Digitas Inc.
     Registration Statement on Form S-1 (SEC File No. 333-93585), as amended, as
     filed with the Securities and Exchange Commission.

Item 9.               UNDERTAKINGS.

        (a)           The undersigned Registrant hereby undertakes:

                                      II-2
(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;

          (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. Not
               withstanding 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 20 percent
               change in the maximum aggregate offering price set forth in the
               "Calculation of Registration Fee" table in the effective
               Registration Statement;

          (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) herein do not
     apply if the information required to be included in a post-effective
     amendment by those paragraphs is contained in periodic reports filed by the
     undersigned Registrant pursuant to Section 13 or Section 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 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, 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.

                                      II-3
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, 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 Boston, Commonwealth of Massachusetts, on this 29th
day of June, 2000.

                         DIGITAS INC.

                         By: /S/ MARSCHALL I. SMITH
                            -------------------------------------------
                             Marschall I. Smith
                             General Counsel, Secretary and Assistant Treasurer

     KNOW ALL BY THESE PRESENTS that each individual whose signature appears
below constitutes and appoints Marschall I. Smith as such person's true and
lawful attorney-in-fact and agent with full power of substitution and
resubstitution, for such person in such person's name, place and stead, in any
and all capacities, to sign any and all amendments (including post-effective
amendments) to this Registration Statement, and to file the same, with all
exhibits thereto, and all documents in connection therewith, with the Securities
and Exchange Commission, granting unto each said attorney-in-fact and agent full
power and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as such person might or could do in person, hereby ratifying and
confirming all that any said attorney-in-fact and agent, or any substitute or
substitutes of any of them, may lawfully do or cause to be done by virtue
hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the date indicated.
SIGNATURE                             TITLE                           DATE
/S/ DAVID W. KENNY                   Chief Executive Officer              June 29, 2000
----------------------------------    and Chairman of the Board
David W. Kenny                        (Principal Executive Officer)

 /S/ JEFFREY J. COTE                  Corporate Controller                 June 29, 2000
----------------------------------    (Principal Accounting Officer)
Jeffrey Cote

 /S/ MICHAEL F. GOSS                  Chief Financial Officer              June 29, 2000
----------------------------------    (Principal Financial Officer)
Michael F. Goss

 /S/ KATHLEEN L. BIRO                 Director                             June 29, 2000
----------------------------------
Kathleen L. Biro

 /S/ MICHAEL E. BRONNER               Director                             June 29, 2000
----------------------------------
Michael E. Bronner

 /S/ JOHN L. BUNCE, JR.               Director                             June 29, 2000
----------------------------------
John L. Bunce, Jr.

 /S/ ORIT GADIESH                     Director                             June 29, 2000
----------------------------------
Orit Gadiesh

 /S/ PHILIP U. HAMMARSKJOLD           Director                             June 29, 2000
----------------------------------
Philip U. Hammarskjold

 /S/ PATRICK J. HEALY                 Director                             June 29, 2000
----------------------------------
Patrick J. Healy
/S/ ARTHUR KERN                      Director                             June 29, 2000
----------------------------------
Arthur Kern
II-4
Pursuant to the requirements of the Securities Act of 1933, the
Administrator of the Digitas Inc. 2000 Employee Stock Purchase Plan has duly
caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of
Massachusetts, on this 29th day of June, 2000.

                                    DIGITAS INC. 2000 EMPLOYEE STOCK
                                    PURCHASE PLAN

                                    By: /S/ ROBERT GALFORD
                                       -----------------------------------------
                                         Robert Galford
                                         Administrator

                                      II-5
EXHIBIT INDEX
EXHIBIT NO.                  DESCRIPTION
*4.1         Amended and Restated Certificate of Incorporation of the Registrant.
   *4.2         By-laws of the Registrant.
   *4.3         Specimen Certificate of Common Stock of the Registrant.
   *4.4         2000 Employee Stock Purchase Plan for the Registrant.
   *4.5         2000 Stock Option and Incentive Plan for the Registrant.
   *4.6         Bronner Slosberg Humphrey Co. 1999 Option Plan for the Registrant.
   *4.7         Bronner Slosberg Humphrey Co. 1998 Option Plan for the Registrant.
    5.1         Opinion of Goodwin, Procter & Hoar LLP as to the legality of the
                securities being registered.
   23.1         Consent of Goodwin, Procter & Hoar LLP(included in Exhibit 5.1 hereto).
   23.2         Consent of Arthur Andersen LLP.
   23.3         Consent PricewaterhouseCoopers LLP.
   24.1         Powers of Attorney (included in the signature page of this Registration
                Statement).
---------------------
* Incorporated by reference to the relevant exhibit in the Digitas Inc.
     Registration Statement on Form S-1 (SEC File No. 333-93585), as amended, as
     filed with the Securities and Exchange Commission.

                                      II-6