<PAGE>

   As filed with the Securities and Exchange Commission on January 27, 2000

                         REGISTRATION STATEMENT NO. 333-

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

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                                 SELFCARE, INC.
             (Exact name of Registrant as specified in its charter)

           Delaware                                    04-3164127
      (State of Incorporation)           (I.R.S. Employer Identification Number)

                               200 PROSPECT STREET
                          WALTHAM, MASSACHUSETTS 02453
                                 (781) 647-3900

   (Address, including zip code, and telephone number, including area code, of
                   Registrant's principal executive offices)

        STOCK OPTION GRANTS TO KEITH MAY, JEROME MCALEER AND DAVID SCOTT

                            (Full Title of the Plan)

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

                                  RON ZWANZIGER
                      CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                                 SELFCARE, INC.
                               200 PROSPECT STREET
                          WALTHAM, MASSACHUSETTS 02453
                                 (781) 647-3900

            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                 With a copy to:
                              Stephen W. Carr, P.C.
                           GOODWIN, PROCTER & HOAR LLP
                                 Exchange Place
                                 53 State Street
                        Boston, Massachusetts 02109-2881
                                 (617) 570-1000

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

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
 Title of Securities Being          Amount to be        Proposed Maximum Offering  Proposed Maximum Aggregate       Amount of
         Registered                  Registered              Price Per Share             Offering Price         Registration Fee

<S>                     <C>        <C>                  <C>                        <C>                          <C>
Common Stock, par value $.001      660,000 shares                 $4.94(1)                 $3,260,400                   $861
per share
</TABLE>

(1)      This estimate is based on the average of the high and low sales prices
         on the American Stock Exchange of the Common Stock of Selfcare, Inc. on
         January 26, 2000 pursuant to Rules 457(c) and (h) under the Securities
         Act of 1933, as amended, solely for purposes of determining the
         registration fee.

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.        INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

        Selfcare, Inc. (the "Company") hereby incorporates by reference the
documents listed in (a) through (c) below, which have previously been filed with
the Securities and Exchange Commission.

        (a) The Company's Annual Report on Form 10-K/A for the fiscal year ended
            December 31, 1998;

        (b) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended March 31, 1999;

        (c) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended June 30, 1999;

        (d) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended September 30, 1999;

        (e) The Company's Current Report on Form 8-K filed with the
            Securities and Exchange Commission on May 28, 1999; and

        (f) The description of the Company's common stock contained in its
            Registration Statement on Form 8-A, filed with the Securities and
            Exchange Commission on June 14, 1996, as amended, under Section
            12 of the Exchange Act and any amendments or reports filed for
            the purpose of updating such description.

        In addition, all documents subsequently filed with the Securities and
Exchange Commission by the Company 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 which 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.

Item 4.        DESCRIPTION OF SECURITIES.

        Not Applicable.

Item 5.        INTERESTS OF NAMED EXPERTS AND COUNSEL.

        The legality of the shares of Common Stock registered by the Company
hereby will be passed upon for the Company by Goodwin, Procter & Hoar LLP,
Boston, Massachusetts. The president of a professional corporation which is a
partner in the firm of Goodwin, Procter & Hoar LLP beneficially owns an
aggregate of approximately 53,642 shares of Common Stock. The president of
another professional corporation which is a partner in Goodwin, Procter & Hoar
LLP beneficially owns 4,000 shares of Common Stock.

Item 6.        INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        In accordance with Section 145 of the General Corporation Law of the
State of Delaware, Article VII of the Company's Amended and Restated Certificate
of Incorporation, as amended (the "Certificate of Incorporation"), provides that
no director of the Company shall be personally liable to the Company 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
Company or its stockholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii) in
respect of certain 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 of Incorporation
provides that if the Delaware General Corporation Law is amended to authorize
the further elimination or limitation of the liability of


<PAGE>

directors, then the liability of a director of the Corporation shall be
eliminated or limited to the fullest extent permitted by the Delaware General
Corporation Law, as so amended.

        Article V of the Company's Amended and Restated By-laws (the "By-laws")
provides for indemnification by the Company of its directors, officers and
certain non-officer employees under certain circumstances against expenses
(including judgments, fines and amounts reasonably paid in settlement) 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 an officer or employee of the Company, 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 Company, and, with respect to
criminal proceedings, if such person had no reasonable cause to believe his or
her conduct was unlawful.

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

Item 7.        EXEMPTION FROM REGISTRATION CLAIMED.

        Not applicable.

Item 8.        EXHIBITS.

        The following is a complete list of exhibits filed or incorporated by
reference as part of this registration statement.

<TABLE>
<CAPTION>
EXHIBITS
<S>            <C>
      4.1      Amended and Restated Certificate of Incorporation.*
      4.2      Amended and Restated By-laws.*
      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).
     23.2      Consent of Arthur Andersen LLP, Independent Accountants.
     24.1      Powers of Attorney (included on signature page hereto).
     99.1      Form of Option Agreement.
     99.2      Form of Option Agreement.
     99.3      Form of Option Agreement.
</TABLE>

        * Incorporated by reference to the Company's registration statement on
          Form SB-2, No. 333-4830-NY.

Item 9.        UNDERTAKINGS.

        (a) The undersigned registrant hereby undertakes:

                      (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;

                             (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.
                      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 and 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; and

                                        2
<PAGE>

                             (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 information required to be
                      included in a post-effective amendment by those paragraphs
                      is contained in periodic reports filed with or furnished
                      to the Securities and Exchange Commission by Selfcare,
                      Inc. pursuant to Section 13 or 15(d) of the Securities
                      Exchange Act of 1934 that are incorporated by reference in
                      this registration statement;

                      (2) That, for the purpose of determining any liability
               under the Securities Act of 1933, 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; and

                      (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 of 1933,
               each filing of the registrant's annual report pursuant to Section
               13(a) or 15(d) of the Securities Exchange Act of 1934 (and, where
               applicable, each filing of an employee benefit plan's annual
               report pursuant to Section 15(d) of the Securities Exchange Act
               of 1934) 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 of 1933 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 Securities and Exchange
               Commission such indemnification is against public policy as
               expressed in the Securities Act of 1933, 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 of 1933 and will be governed by
               the final adjudication of such issue.


                                        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 Waltham, Commonwealth of Massachusetts, on
January 27, 2000.

                                     SELFCARE, INC.

                                     By:  /s/ Ron Zwanziger
                                          -------------------------------------
                                          Ron Zwanziger
                                          President and Chief Executive Officer

                            POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and
directors of Selfcare, Inc. hereby severally constitute Ron Zwanziger and
Jeffrey A. Templer, and each of them singly, our true and lawful attorneys with
full power to them, and each of them singly, to sign for us and in our names in
the capacities indicated below, the registration statement filed herewith and
any and all amendments to said registration statement, and generally to do all
such things in our names and in our capacities as officers and directors to
enable Selfcare, Inc. to comply with the provisions of the Securities Act of
1933 and all requirements of the Securities and Exchange Commission, hereby
ratifying and confirming our signatures as they may be signed by our said
attorneys, or any of them, to said registration statement and any and all
amendments thereto.

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

<TABLE>
<CAPTION>
              SIGNATURE                                   CAPACITY                                     DATE

<S>                                         <C>                                                  <C>
 /s/ Ron Zwanziger                          Director, President and                              January 27, 2000
------------------------------------
Ron Zwanziger                               Chief Executive Officer
                                            (Principal Executive Officer)

 /s/ Jeffrey A. Templer                     Chief Financial Officer (Principal Financial         January 27, 2000
------------------------------------
Jeffrey A. Templer                          Officer)

 /s/ Jonathan J. Fleming                    Director                                             January 27, 2000
------------------------------------
Jonathan J. Fleming

 /s/ Carol R. Goldberg                      Director                                             January 27, 2000
------------------------------------
Carol R. Goldberg

 /s/ John F. Levy                           Director                                             January 27, 2000
------------------------------------
John F. Levy

 /s/ Robert Oringer                         Director                                             January 27, 2000
------------------------------------
Robert Oringer

 /s/ Edward B. Roberts                      Director                                             January 27, 2000
------------------------------------
Edward B. Roberts

 /s/ Peter Townsend                         Director                                             January 27, 2000
------------------------------------
Peter Townsend

 /s/ Willard Lee Umphrey                    Director                                             January 27, 2000
------------------------------------
Willard Lee Umphrey
</TABLE>

<PAGE>

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT NO.                                     DESCRIPTION                                             PAGE

<S>            <C>                                                                                      <C>
      4.1      Amended and Restated Certificate of Incorporation.*
      4.2      Amended and Restated By-laws.*
      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).
     23.2      Consent of Arthur Andersen LLP, Independent Accountants.
     24.1      Powers of Attorney (included on signature page hereto).
     99.1      Form of Option Agreement.
     99.2      Form of Option Agreement.
     99.3      Form of Option Agreement.
</TABLE>

        * Incorporated by reference to the Company's registration statement on
          Form SB-2, No. 333-4830-NY.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19402}]
{"company-data": {"conformed-name": "SELFCARE INC", "cik": "0000915901", "assigned-sic": "3826", "irs-number": "043164127", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-95471", "film-number": "514281"}, "business-address": {"street1": "200 PROSPECT STREET", "city": "WALTHAM", "state": "MA", "zip": "02154-3457", "phone": "7816473900"}}
As filed with the Securities and Exchange Commission on January 27, 2000

                         REGISTRATION STATEMENT NO. 333-

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

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                                 SELFCARE, INC.
             (Exact name of Registrant as specified in its charter)

           Delaware                                    04-3164127
      (State of Incorporation)           (I.R.S. Employer Identification Number)

                               200 PROSPECT STREET
                          WALTHAM, MASSACHUSETTS 02453
                                 (781) 647-3900

   (Address, including zip code, and telephone number, including area code, of
                   Registrant's principal executive offices)

        STOCK OPTION GRANTS TO KEITH MAY, JEROME MCALEER AND DAVID SCOTT

                            (Full Title of the Plan)

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

                                  RON ZWANZIGER
                      CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                                 SELFCARE, INC.
                               200 PROSPECT STREET
                          WALTHAM, MASSACHUSETTS 02453
                                 (781) 647-3900

            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                 With a copy to:
                              Stephen W. Carr, P.C.
                           GOODWIN, PROCTER & HOAR LLP
                                 Exchange Place
                                 53 State Street
                        Boston, Massachusetts 02109-2881
                                 (617) 570-1000

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

                         CALCULATION OF REGISTRATION FEE
Title of Securities Being          Amount to be        Proposed Maximum Offering  Proposed Maximum Aggregate       Amount of
         Registered                  Registered              Price Per Share             Offering Price         Registration Fee
Common Stock, par value $.001      660,000 shares                 $4.94(1)                 $3,260,400                   $861
per share
(1)      This estimate is based on the average of the high and low sales prices
         on the American Stock Exchange of the Common Stock of Selfcare, Inc. on
         January 26, 2000 pursuant to Rules 457(c) and (h) under the Securities
         Act of 1933, as amended, solely for purposes of determining the
         registration fee.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.        INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.

        Selfcare, Inc. (the "Company") hereby incorporates by reference the
documents listed in (a) through (c) below, which have previously been filed with
the Securities and Exchange Commission.

        (a) The Company's Annual Report on Form 10-K/A for the fiscal year ended
            December 31, 1998;

        (b) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended March 31, 1999;

        (c) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended June 30, 1999;

        (d) The Company's Quarterly Report on Form 10-Q for the fiscal quarter
            ended September 30, 1999;

        (e) The Company's Current Report on Form 8-K filed with the
            Securities and Exchange Commission on May 28, 1999; and

        (f) The description of the Company's common stock contained in its
            Registration Statement on Form 8-A, filed with the Securities and
            Exchange Commission on June 14, 1996, as amended, under Section
            12 of the Exchange Act and any amendments or reports filed for
            the purpose of updating such description.

        In addition, all documents subsequently filed with the Securities and
Exchange Commission by the Company 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 which 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.

Item 4.        DESCRIPTION OF SECURITIES.

        Not Applicable.

Item 5.        INTERESTS OF NAMED EXPERTS AND COUNSEL.

        The legality of the shares of Common Stock registered by the Company
hereby will be passed upon for the Company by Goodwin, Procter & Hoar LLP,
Boston, Massachusetts. The president of a professional corporation which is a
partner in the firm of Goodwin, Procter & Hoar LLP beneficially owns an
aggregate of approximately 53,642 shares of Common Stock. The president of
another professional corporation which is a partner in Goodwin, Procter & Hoar
LLP beneficially owns 4,000 shares of Common Stock.

Item 6.        INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        In accordance with Section 145 of the General Corporation Law of the
State of Delaware, Article VII of the Company's Amended and Restated Certificate
of Incorporation, as amended (the "Certificate of Incorporation"), provides that
no director of the Company shall be personally liable to the Company 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
Company or its stockholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii) in
respect of certain 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 of Incorporation
provides that if the Delaware General Corporation Law is amended to authorize
the further elimination or limitation of the liability of
directors, then the liability of a director of the Corporation shall be
eliminated or limited to the fullest extent permitted by the Delaware General
Corporation Law, as so amended.

        Article V of the Company's Amended and Restated By-laws (the "By-laws")
provides for indemnification by the Company of its directors, officers and
certain non-officer employees under certain circumstances against expenses
(including judgments, fines and amounts reasonably paid in settlement) 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 an officer or employee of the Company, 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 Company, and, with respect to
criminal proceedings, if such person had no reasonable cause to believe his or
her conduct was unlawful.

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

Item 7.        EXEMPTION FROM REGISTRATION CLAIMED.

        Not applicable.

Item 8.        EXHIBITS.

        The following is a complete list of exhibits filed or incorporated by
reference as part of this registration statement.
EXHIBITS
4.1      Amended and Restated Certificate of Incorporation.*
      4.2      Amended and Restated By-laws.*
      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).
     23.2      Consent of Arthur Andersen LLP, Independent Accountants.
     24.1      Powers of Attorney (included on signature page hereto).
     99.1      Form of Option Agreement.
     99.2      Form of Option Agreement.
     99.3      Form of Option Agreement.
* Incorporated by reference to the Company's registration statement on
          Form SB-2, No. 333-4830-NY.

Item 9.        UNDERTAKINGS.

        (a) The undersigned registrant hereby undertakes:

                      (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;

                             (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.
                      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 and 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; and

                                        2
(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 information required to be
                      included in a post-effective amendment by those paragraphs
                      is contained in periodic reports filed with or furnished
                      to the Securities and Exchange Commission by Selfcare,
                      Inc. pursuant to Section 13 or 15(d) of the Securities
                      Exchange Act of 1934 that are incorporated by reference in
                      this registration statement;

                      (2) That, for the purpose of determining any liability
               under the Securities Act of 1933, 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; and

                      (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 of 1933,
               each filing of the registrant's annual report pursuant to Section
               13(a) or 15(d) of the Securities Exchange Act of 1934 (and, where
               applicable, each filing of an employee benefit plan's annual
               report pursuant to Section 15(d) of the Securities Exchange Act
               of 1934) 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 of 1933 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 Securities and Exchange
               Commission such indemnification is against public policy as
               expressed in the Securities Act of 1933, 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 of 1933 and will be governed by
               the final adjudication of such issue.

                                        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 Waltham, Commonwealth of Massachusetts, on
January 27, 2000.

                                     SELFCARE, INC.

                                     By:  /s/ Ron Zwanziger
                                          -------------------------------------
                                          Ron Zwanziger
                                          President and Chief Executive Officer

                            POWER OF ATTORNEY

        KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and
directors of Selfcare, Inc. hereby severally constitute Ron Zwanziger and
Jeffrey A. Templer, and each of them singly, our true and lawful attorneys with
full power to them, and each of them singly, to sign for us and in our names in
the capacities indicated below, the registration statement filed herewith and
any and all amendments to said registration statement, and generally to do all
such things in our names and in our capacities as officers and directors to
enable Selfcare, Inc. to comply with the provisions of the Securities Act of
1933 and all requirements of the Securities and Exchange Commission, hereby
ratifying and confirming our signatures as they may be signed by our said
attorneys, or any of them, to said registration statement and any and all
amendments thereto.

        Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities and on the date indicated.
SIGNATURE                                   CAPACITY                                     DATE
/s/ Ron Zwanziger                          Director, President and                              January 27, 2000
------------------------------------
Ron Zwanziger                               Chief Executive Officer
                                            (Principal Executive Officer)

 /s/ Jeffrey A. Templer                     Chief Financial Officer (Principal Financial         January 27, 2000
------------------------------------
Jeffrey A. Templer                          Officer)

 /s/ Jonathan J. Fleming                    Director                                             January 27, 2000
------------------------------------
Jonathan J. Fleming

 /s/ Carol R. Goldberg                      Director                                             January 27, 2000
------------------------------------
Carol R. Goldberg

 /s/ John F. Levy                           Director                                             January 27, 2000
------------------------------------
John F. Levy

 /s/ Robert Oringer                         Director                                             January 27, 2000
------------------------------------
Robert Oringer

 /s/ Edward B. Roberts                      Director                                             January 27, 2000
------------------------------------
Edward B. Roberts

 /s/ Peter Townsend                         Director                                             January 27, 2000
------------------------------------
Peter Townsend

 /s/ Willard Lee Umphrey                    Director                                             January 27, 2000
------------------------------------
Willard Lee Umphrey
EXHIBIT INDEX
EXHIBIT NO.                                     DESCRIPTION                                             PAGE
4.1      Amended and Restated Certificate of Incorporation.*
      4.2      Amended and Restated By-laws.*
      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).
     23.2      Consent of Arthur Andersen LLP, Independent Accountants.
     24.1      Powers of Attorney (included on signature page hereto).
     99.1      Form of Option Agreement.
     99.2      Form of Option Agreement.
     99.3      Form of Option Agreement.
* Incorporated by reference to the Company's registration statement on
          Form SB-2, No. 333-4830-NY.