<PAGE>
 
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 30, 1997
                                                    REGISTRATION  NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                        
                                    FORM S-8
                             REGISTRATION STATEMENT
                                   UNDER THE
                             SECURITIES ACT OF 1933
                                        


                               OPEN MARKET, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
                                        
                 DELAWARE                           04-3214536
--------------------------------------------------------------------------------
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)

245 FIRST STREET, CAMBRIDGE, MASSACHUSETTS                   02142
--------------------------------------------------------------------------------
(Address of principal executive offices)                  (Zip code)


                           1994 STOCK INCENTIVE PLAN
--------------------------------------------------------------------------------
                            (Full title of the plan)
                                        

                                GARY B. EICHHORN
                     PRESIDENT AND CHIEF EXECUTIVE OFFICER
                               OPEN MARKET, INC.
                   245 FIRST STREET, CAMBRIDGE, MASSACHUSETTS  02142
--------------------------------------------------------------------------------
                    (Name and address of agent for service)
                                        
                                (617) 621-9500
--------------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)
                                        
                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=====================================================================================
                                                      PROPOSED          PROPOSED     
 TITLE OF                                              MAXIMUM           MAXIMUM   
SECURITIES                  AMOUNT      OFFERING      AGGREGATE         AMOUNT OF
  TO BE                     TO BE       PRICE PER     OFFERING         REGISTRATION
REGISTERED                REGISTERED    SHARE(1)      PRICE(1)           FEE(1)
-------------------------------------------------------------------------------------
<S>                      <C>           <C>          <C>             <C>
1994 STOCK 
 INCENTIVE PLAN           2,200,000     $10.9375      $24,062,500        $7,292
Common Stock 
 (Par Value $.001)                     
------------------------------------------------------------------------------------- 
</TABLE>

(1)  Price estimated solely for the purpose of calculating the registration fee
     pursuant to Rules 457(c) and (h) under the Securities Act of 1933, as
     amended, and based on the average of the high and low prices of the
     Registrant's Common Stock on July 24, 1997 as reported by the Nasdaq
     National Market.
<PAGE>
 
                    STATEMENT OF INCORPORATION BY REFERENCE

                                        

      This Registration Statement on Form S-8 incorporates by reference the

contents of Registration Statement on Form S-8, File No. 333-06821 filed by the

Registrant on June 26, 1996, relating to the Registrant's 1994 Stock Incentive

Plan, 1996 Employee Stock Purchase Plan and 1996 Director Option Plan, except 

for Item 5 described below.


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

      The validity of the authorization and issuance of the Common Stock

offered hereby will be passed upon for the Registrant by Hale and Dorr LLP

(a limited liability partnership which includes professional corporations),

60 State Street, Boston, Massachusetts, 02109.  Paul P. Brountas, Assistant

Secretary of the Company, is a partner in the law firm of Hale and Dorr LLP.

As of the date of this Registration Statement, certain partners of Hale and 

Dorr LLP own, in the aggregate, approximately 67,000 shares of the

Registrant's Common Stock. 




<PAGE>
 
                                   SIGNATURES
                                        
      Pursuant to the requirements of the Securities Act, 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 Cambridge, Commonwealth of Massachusetts, on this
29th day of July, 1997.



                                    OPEN MARKET, INC.

                                    By: /s/ Gary B. Eichhorn
                                        -------------------------------------
                                        Gary B. Eichhorn
                                        President and Chief Executive Officer



                               POWER OF ATTORNEY

      We, the undersigned officers and directors of Open Market, Inc., hereby
severally constitute and appoint Gary B. Eichhorn, Regina O. Sommer and Paul P.
Brountas, 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 on Form S-8 filed
herewith, and any and all amendments to said Registration Statement and
generally to do all such things in our names and behalf in our capacities as
officers and directors to enable Open Market, Inc. to comply with the Securities
Act, 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, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.


    Signature                    Title (Capacity)                      Date
    ---------                    ----------------                      ----

/s/ Gary B. Eichhorn             President, Chief Executive        July 29, 1997
-----------------------------    Officer and Director
Gary B. Eichhorn                 (Principal Executive
                                 Officer)

/s/ Regina O. Sommer             Senior Vice President and         July 29, 1997
-----------------------------    Chief Financial Officer
Regina O. Sommer                 (Principal Financial Officer
                                 and Principal Accounting Officer)
<PAGE>
 
/s/ Gulrez Arshad                Director                          July 29, 1997
------------------------------                                  
Gulrez Arshad


/s/ Shikhar Ghosh                Director                          July 29, 1997
------------------------------                                  
Shikhar Ghosh


/s/ David K. Gifford             Director                          July 29, 1997
------------------------------                                  
David K. Gifford


/s/ Bruce Judson                 Director                          July 29, 1997
------------------------------                                  
Bruce Judson


/s/ William S. Kaiser            Director                          July 29, 1997
------------------------------                                  
William S. Kaiser


/s/ Brian J. Knez                Director                          July 29, 1997
------------------------------                                  
Brian J. Knez


/s/ Eugene F. Quinn              Director                          July 29, 1997
------------------------------                                  
Eugene F. Quinn


/s/ Ray Stata                    Director                          July 29, 1997
------------------------------                                  
Ray Stata
<PAGE>
 
                               INDEX TO EXHIBITS
                               -----------------


Exhibit
Number                          Exhibit
-------                         -------

4.1*        Amended and Restated Certificate of
            Incorporation of the Registrant

4.2**       By-Laws of the Registrant

4.3**       Specimen Stock Certificate of Common
            Stock of the Registrant

5           Opinion of Hale and Dorr LLP, counsel to
            the Registrant

23.1        Consent of Hale and Dorr LLP
            (included in Exhibit 5)

23.2        Consent of Arthur Anderson LLP

24          Power of Attorney (included in the
            signature pages of this Registration
            Statement)

------------
*  Previously filed with the Commission as an Exhibit to the Registrant's
   Registration Statement on Form S-8, File No. 333-06821 which was originally
   filed with the Commission June 26, 1996 and is incorporated herein by
   reference.

** Previously filed with the Commission as an Exhibit to the Registrant's
   Registration Statement on Form S-1, File No. 333-03340, which was originally
   filed with the Commission April 10, 1996 and is incorporated herein by
   reference.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 9747}]
{"company-data": {"conformed-name": "OPEN MARKET INC", "cik": "0000926019", "assigned-sic": "7372", "irs-number": "043214536", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-32449", "film-number": "97648299"}, "business-address": {"street1": "245 FIRST ST", "city": "CAMBRIDGE", "state": "MA", "zip": "02142", "phone": "6176219500"}, "mail-address": {"street1": "245 FIRST ST", "city": "CAMBRIDGE", "state": "MA", "zip": "02142"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 30, 1997
                                                    REGISTRATION  NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                        
                                    FORM S-8
                             REGISTRATION STATEMENT
                                   UNDER THE
                             SECURITIES ACT OF 1933
                                        

                               OPEN MARKET, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)
                                        
                 DELAWARE                           04-3214536
--------------------------------------------------------------------------------
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)

245 FIRST STREET, CAMBRIDGE, MASSACHUSETTS                   02142
--------------------------------------------------------------------------------
(Address of principal executive offices)                  (Zip code)

                           1994 STOCK INCENTIVE PLAN
--------------------------------------------------------------------------------
                            (Full title of the plan)
                                        

                                GARY B. EICHHORN
                     PRESIDENT AND CHIEF EXECUTIVE OFFICER
                               OPEN MARKET, INC.
                   245 FIRST STREET, CAMBRIDGE, MASSACHUSETTS  02142
--------------------------------------------------------------------------------
                    (Name and address of agent for service)
                                        
                                (617) 621-9500
--------------------------------------------------------------------------------
         (Telephone number, including area code, of agent for service)
                                        
                         CALCULATION OF REGISTRATION FEE
=====================================================================================
                                                      PROPOSED          PROPOSED     
 TITLE OF                                              MAXIMUM           MAXIMUM   
SECURITIES                  AMOUNT      OFFERING      AGGREGATE         AMOUNT OF
  TO BE                     TO BE       PRICE PER     OFFERING         REGISTRATION
REGISTERED                REGISTERED    SHARE(1)      PRICE(1)           FEE(1)
-------------------------------------------------------------------------------------
1994 STOCK 
 INCENTIVE PLAN           2,200,000     $10.9375      $24,062,500        $7,292
Common Stock 
 (Par Value $.001)                     
-------------------------------------------------------------------------------------
(1)  Price estimated solely for the purpose of calculating the registration fee
     pursuant to Rules 457(c) and (h) under the Securities Act of 1933, as
     amended, and based on the average of the high and low prices of the
     Registrant's Common Stock on July 24, 1997 as reported by the Nasdaq
     National Market.
STATEMENT OF INCORPORATION BY REFERENCE

                                        

      This Registration Statement on Form S-8 incorporates by reference the

contents of Registration Statement on Form S-8, File No. 333-06821 filed by the

Registrant on June 26, 1996, relating to the Registrant's 1994 Stock Incentive

Plan, 1996 Employee Stock Purchase Plan and 1996 Director Option Plan, except 

for Item 5 described below.

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

      The validity of the authorization and issuance of the Common Stock

offered hereby will be passed upon for the Registrant by Hale and Dorr LLP

(a limited liability partnership which includes professional corporations),

60 State Street, Boston, Massachusetts, 02109.  Paul P. Brountas, Assistant

Secretary of the Company, is a partner in the law firm of Hale and Dorr LLP.

As of the date of this Registration Statement, certain partners of Hale and 

Dorr LLP own, in the aggregate, approximately 67,000 shares of the

Registrant's Common Stock.
SIGNATURES
                                        
      Pursuant to the requirements of the Securities Act, 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 Cambridge, Commonwealth of Massachusetts, on this
29th day of July, 1997.

                                    OPEN MARKET, INC.

                                    By: /s/ Gary B. Eichhorn
                                        -------------------------------------
                                        Gary B. Eichhorn
                                        President and Chief Executive Officer

                               POWER OF ATTORNEY

      We, the undersigned officers and directors of Open Market, Inc., hereby
severally constitute and appoint Gary B. Eichhorn, Regina O. Sommer and Paul P.
Brountas, 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 on Form S-8 filed
herewith, and any and all amendments to said Registration Statement and
generally to do all such things in our names and behalf in our capacities as
officers and directors to enable Open Market, Inc. to comply with the Securities
Act, 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, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.

    Signature                    Title (Capacity)                      Date
    ---------                    ----------------                      ----

/s/ Gary B. Eichhorn             President, Chief Executive        July 29, 1997
-----------------------------    Officer and Director
Gary B. Eichhorn                 (Principal Executive
                                 Officer)

/s/ Regina O. Sommer             Senior Vice President and         July 29, 1997
-----------------------------    Chief Financial Officer
Regina O. Sommer                 (Principal Financial Officer
                                 and Principal Accounting Officer)
/s/ Gulrez Arshad                Director                          July 29, 1997
------------------------------                                  
Gulrez Arshad

/s/ Shikhar Ghosh                Director                          July 29, 1997
------------------------------                                  
Shikhar Ghosh

/s/ David K. Gifford             Director                          July 29, 1997
------------------------------                                  
David K. Gifford

/s/ Bruce Judson                 Director                          July 29, 1997
------------------------------                                  
Bruce Judson

/s/ William S. Kaiser            Director                          July 29, 1997
------------------------------                                  
William S. Kaiser

/s/ Brian J. Knez                Director                          July 29, 1997
------------------------------                                  
Brian J. Knez

/s/ Eugene F. Quinn              Director                          July 29, 1997
------------------------------                                  
Eugene F. Quinn

/s/ Ray Stata                    Director                          July 29, 1997
------------------------------                                  
Ray Stata
INDEX TO EXHIBITS
                               -----------------

Exhibit
Number                          Exhibit
-------                         -------

4.1*        Amended and Restated Certificate of
            Incorporation of the Registrant

4.2**       By-Laws of the Registrant

4.3**       Specimen Stock Certificate of Common
            Stock of the Registrant

5           Opinion of Hale and Dorr LLP, counsel to
            the Registrant

23.1        Consent of Hale and Dorr LLP
            (included in Exhibit 5)

23.2        Consent of Arthur Anderson LLP

24          Power of Attorney (included in the
            signature pages of this Registration
            Statement)

------------
*  Previously filed with the Commission as an Exhibit to the Registrant's
   Registration Statement on Form S-8, File No. 333-06821 which was originally
   filed with the Commission June 26, 1996 and is incorporated herein by
   reference.

** Previously filed with the Commission as an Exhibit to the Registrant's
   Registration Statement on Form S-1, File No. 333-03340, which was originally
   filed with the Commission April 10, 1996 and is incorporated herein by
   reference.