<PAGE>
 
   As filed with the Securities and Exchange Commission on February 5, 1998

                                                     File No. 333-______________
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                          __________________________

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


                             BRIGHT HORIZONS, INC.
            (Exact name of registrant as specified in its charter)


            DELAWARE                                   04-3390321
  (State or other jurisdiction                      (I.R.S. Employer
of incorporation or organization)                  Identification No.)


                       One Kendall Square, Building 200
                        Cambridge, Massachusetts 02139
         (Address of principal executive offices, including zip code)

          BRIGHT HORIZONS, INC. 1987 STOCK OPTION AND INCENTIVE PLAN
               BRIGHT HORIZONS, INC. 1996 EQUITY INCENTIVE PLAN
               BRIGHT HORIZONS, INC. 1997 EQUITY INCENTIVE PLAN

                          __________________________
                           (Full title of the plan)

                                Roger H. Brown
                            Chief Executive Officer
                             Bright Horizons, Inc.
                       One Kendall Square, Building 200
                        Cambridge, Massachusetts  02139
                                (617) 577-8020

                          __________________________

(Name, Address and Telephone Number, including Area Code, of Agent for Service)

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
 Title Of Securities      Amount To Be     Proposed Maximum    Proposed Maximum      Amount Of
  To Be Registered         Registered       Offering Price    Aggregate Offering   Registration
                                               Per Share           Price (1)           Fee
--------------------------------------------------------------------------------================
<S>                    <C>                 <C>                <C>                  <C>
Common Stock,
Par Value $.01             1,348,484 shares        (1)           $16,224,412         $4,787 
================================================================================================
</TABLE>

/(1)/ Determined pursuant to Rule 457(h) solely for the purpose of determining
      the registration fee. 829,424 of the shares being registered are subject
      to outstanding options on the date hereof and have an average exercise
      price of $6.89 per share and an aggregate exercise price of $5,713,447.
      There are 519,060 shares available for grant under the 1997 Equity
      Incentive Plan at option exercise prices still to be determined. The
      maximum per share and aggregate offering prices for these shares have been
      determined on the basis of the average of the high and low prices of the
      Common Stock reported on the National Association of Security Dealers,
      Inc. Automated Quotations National Market System on February 2, 1998 to be
      $20.25 and $10,510,965, respectively.

                          Exhibit Index on page II-5;
                               Page 1 of 8 pages.
================================================================================
<PAGE>
 
                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

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

          Bright Horizons, Inc. (the "Registrant" or the "Company") hereby
incorporates the following documents herein by reference:

          (a) Prospectus filed with the Securities and Exchange Commission (the
              "Commission") on November 7, 1997 pursuant to Rule 424(b)(4) under
              the Securities Act of 1933, as amended, on November 7, 1997, in
              connection with the Registrant's initial public offering of Common
              Stock pursuant to a Registration Statement on Form S-1 (File No.
              333-14981).

          (b) Quarterly Report on Form 10-Q for the quarter ended September 30,
              1997 filed with the Commission on December 3, 1997.

          (c) Description of the Company's Common Stock contained in its
              Registration Statement on Form 8-A, File No. 000-23273.

All documents subsequently filed by the Registrant or the Plan pursuant to
Section 13(a), Section 13(c), Section 14 and Section 15(d) of the Exchange Act
prior to the filing of a post-effective amendment to this Registration Statement
that indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated herein
by reference from the date of filing of such documents.

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

          Not applicable.

Item 5.   Interests of Named Experts and Counsel.
          -------------------------------------- 
 
          Not applicable.

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

          The Registrant's Amended and Restated Certificate of Incorporation
provides that the directors of the Registrant shall not be liable to the
Registrant or its stockholders for monetary damages for breach of fiduciary duty
as a director, except to the extent otherwise required by the Delaware General
Corporation Law. The Amended and Restated Certificate of Incorporation also
provides that the Registrant shall indemnify its directors and officers to the
fullest extent permitted by the Delaware General Corporation Law.

Item 7.   Exemption From Registration Claimed.
          ----------------------------------- 

          Not applicable.

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

          Exhibit

          4.1. Amended and Restated Certificate of Incorporation of the
               Registrant (incorporated by reference to Exhibit 3.1. of the
               Registrant's Registration Statement on Form S-1, File No. 333-
               14981).

                                      II-1
<PAGE>
 
          4.2. Amended and Restated By-Laws of the Registrant (incorporated by
               reference to Exhibit 3.2. of the Registration Statement on Form 
               S-1, File No. 333-14981).

          5.   Opinion of Ropes & Gray.

         23.1. Consent of Price Waterhouse LLP.

         23.2. Consent of Ropes & Gray (See Exhibit 5).

         24.   Power of Attorney (Included on Signature Page).

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, and (iii) to
          include any material information with respect to the plan of
          distribution not previously disclosed in the registration statement or
          any material change to such information in the registration statement;
          provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) shall 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 registrant pursuant to Section 13 or Section 15(d) of the
          Securities Exchange Act of 1934 that are incorporated by reference in
          the 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 herein, 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 of 1933, each
          filing of the Registrant's annual report pursuant to Section 13(a) or
          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 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 Act and will be
          governed by the final adjudication of such issue.

                                      II-2
<PAGE>
 
                                  SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Cambridge, The Commonwealth of Massachusetts, on
this 4th day of February, 1998.

                                  BRIGHT HORIZONS, INC.
 



                                  By:/s/ Roger H. Brown
                                     --------------------------------------
                                     Name:  Roger H. Brown
                                     Title: Chairman of the Board and
                                            Chief Executive Officer



                               POWER OF ATTORNEY
                               -----------------

     Pursuant to the requirement of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.  Each person whose signature appears
below hereby authorizes and constitutes Roger H. Brown and Elizabeth J. Boland,
and each of them singly, his or her true and lawful attorneys with full power to
them, and each of them singly, to sign for him or her and in his or her name in
the capacities indicated below any and all amendments (including post-effective
amendments) to this Registration Statement and to file the same, with exhibits
thereto, and other documents in connection therewith, and he or she hereby
ratifies and confirms his or her signature as it may be signed by said
attorneys, or any of them, to any and all such amendments.


Signature                  Capacity in Which Signed            Date
---------                  ------------------------            ----
 
/s/ Roger H. Brown
-----------------------    Chairman of the Board and           February 4, 1998
Roger H. Brown             Chief Executive Officer
                           (Principal Executive Officer)
 
/s/ Elizabeth J. Boland
-----------------------    Chief Financial Officer and         February 4, 1998
Elizabeth J. Boland        Treasurer (Principal Financial
                           Officer and Principal
                           Accounting Officer)
/s/ Linda A. Mason
-----------------------    Director                            February 4, 1998
Linda A. Mason

/s/ Joshua Bekenstein
-----------------------    Director                            February 4, 1998
Joshua Bekenstein   



------------------------   Director                            February 4, 1998
William H. Donaldson

                                      II-3
<PAGE>
/s/ Robert S. Benson
--------------------------     Director                         February 4, 1998
Robert S. Benson             
                             
/s/ John M. Reynolds         
--------------------------     Director                         February 4, 1998
John M. Reynolds

/s/ Sara Lawrence-Lightfoot
---------------------------    Director                         February 4, 1998
Sara Lawrence-Lightfoot

/s/ Ernest C. Parizeau   
---------------------------    Director                         February 4, 1998
Ernest C. Parizeau  

/s/ Rebecca Haag
---------------------------    Director                         February 4, 1998
Rebecca Haag
 
 

 
 

 
 
 
 
 
 

                                      II-4
<PAGE>
 
 
                                 EXHIBIT INDEX
<TABLE> 
<CAPTION> 
 
 
  Number                   Title of Exhibit                     Page
-------------------------  -----------------------------------  ----
<S>                        <C>                                  <C> 
   4.1.                    Amended and Restated
                           Certificate of Incorporation of
                           Registrant (incorporated by
                           reference to Exhibit 3.1. of the
                           Registrant's Registration
                           Statement on Form S-1, File
                           No. 333-14981).

   4.2.                    Amended and Restated By-
                           Laws of Registrant
                           (incorporated by reference to
                           Exhibit 3.2. of the Registrant's
                           Registration Statement on Form
                           S-1, File No. 333-14981).

   5.                      Opinion of Ropes & Gray.

  23.1.                    Consent of Price Waterhouse
                           LLP.

  23.2.                    Consent of Ropes & Gray
                           (See Exhibit 5). 

  24.                      Power of Attorney (Included on
                           Signature Page).
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15832}]
{"company-data": {"conformed-name": "BRIGHT HORIZONS HOLDINGS INC", "cik": "0001025702", "assigned-sic": "8351", "irs-number": "042949680", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-45659", "film-number": "98522469"}, "business-address": {"street1": "ONE KENDALL SQUARE", "street2": "BUILDING 200", "city": "CAMBRIDGE", "state": "MA", "zip": "02139", "phone": "6175778020"}, "mail-address": {"street1": "ROPES & GRAY", "street2": "ONE INTERNATIONAL PLACE", "city": "BOSTON", "state": "MA", "zip": "02110"}, "former-company": {"former-conformed-name": "BRIGHT HORIZONS CHILDRENS CENTERS INC", "date-changed": "19961022"}}
As filed with the Securities and Exchange Commission on February 5, 1998

                                                     File No. 333-______________
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                          __________________________

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

                             BRIGHT HORIZONS, INC.
            (Exact name of registrant as specified in its charter)

            DELAWARE                                   04-3390321
  (State or other jurisdiction                      (I.R.S. Employer
of incorporation or organization)                  Identification No.)

                       One Kendall Square, Building 200
                        Cambridge, Massachusetts 02139
         (Address of principal executive offices, including zip code)

          BRIGHT HORIZONS, INC. 1987 STOCK OPTION AND INCENTIVE PLAN
               BRIGHT HORIZONS, INC. 1996 EQUITY INCENTIVE PLAN
               BRIGHT HORIZONS, INC. 1997 EQUITY INCENTIVE PLAN

                          __________________________
                           (Full title of the plan)

                                Roger H. Brown
                            Chief Executive Officer
                             Bright Horizons, Inc.
                       One Kendall Square, Building 200
                        Cambridge, Massachusetts  02139
                                (617) 577-8020

                          __________________________

(Name, Address and Telephone Number, including Area Code, of Agent for Service)

                        CALCULATION OF REGISTRATION FEE
Title Of Securities      Amount To Be     Proposed Maximum    Proposed Maximum      Amount Of
  To Be Registered         Registered       Offering Price    Aggregate Offering   Registration
                                               Per Share           Price (1)           Fee
--------------------------------------------------------------------------------================
Common Stock,
Par Value $.01             1,348,484 shares        (1)           $16,224,412         $4,787 
================================================================================================
/(1)/ Determined pursuant to Rule 457(h) solely for the purpose of determining
      the registration fee. 829,424 of the shares being registered are subject
      to outstanding options on the date hereof and have an average exercise
      price of $6.89 per share and an aggregate exercise price of $5,713,447.
      There are 519,060 shares available for grant under the 1997 Equity
      Incentive Plan at option exercise prices still to be determined. The
      maximum per share and aggregate offering prices for these shares have been
      determined on the basis of the average of the high and low prices of the
      Common Stock reported on the National Association of Security Dealers,
      Inc. Automated Quotations National Market System on February 2, 1998 to be
      $20.25 and $10,510,965, respectively.

                          Exhibit Index on page II-5;
                               Page 1 of 8 pages.
================================================================================
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

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

          Bright Horizons, Inc. (the "Registrant" or the "Company") hereby
incorporates the following documents herein by reference:

          (a) Prospectus filed with the Securities and Exchange Commission (the
              "Commission") on November 7, 1997 pursuant to Rule 424(b)(4) under
              the Securities Act of 1933, as amended, on November 7, 1997, in
              connection with the Registrant's initial public offering of Common
              Stock pursuant to a Registration Statement on Form S-1 (File No.
              333-14981).

          (b) Quarterly Report on Form 10-Q for the quarter ended September 30,
              1997 filed with the Commission on December 3, 1997.

          (c) Description of the Company's Common Stock contained in its
              Registration Statement on Form 8-A, File No. 000-23273.

All documents subsequently filed by the Registrant or the Plan pursuant to
Section 13(a), Section 13(c), Section 14 and Section 15(d) of the Exchange Act
prior to the filing of a post-effective amendment to this Registration Statement
that indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated herein
by reference from the date of filing of such documents.

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

          Not applicable.

Item 5.   Interests of Named Experts and Counsel.
          -------------------------------------- 
 
          Not applicable.

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

          The Registrant's Amended and Restated Certificate of Incorporation
provides that the directors of the Registrant shall not be liable to the
Registrant or its stockholders for monetary damages for breach of fiduciary duty
as a director, except to the extent otherwise required by the Delaware General
Corporation Law. The Amended and Restated Certificate of Incorporation also
provides that the Registrant shall indemnify its directors and officers to the
fullest extent permitted by the Delaware General Corporation Law.

Item 7.   Exemption From Registration Claimed.
          ----------------------------------- 

          Not applicable.

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

          Exhibit

          4.1. Amended and Restated Certificate of Incorporation of the
               Registrant (incorporated by reference to Exhibit 3.1. of the
               Registrant's Registration Statement on Form S-1, File No. 333-
               14981).

                                      II-1
4.2. Amended and Restated By-Laws of the Registrant (incorporated by
               reference to Exhibit 3.2. of the Registration Statement on Form 
               S-1, File No. 333-14981).

          5.   Opinion of Ropes & Gray.

         23.1. Consent of Price Waterhouse LLP.

         23.2. Consent of Ropes & Gray (See Exhibit 5).

         24.   Power of Attorney (Included on Signature Page).

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, and (iii) to
          include any material information with respect to the plan of
          distribution not previously disclosed in the registration statement or
          any material change to such information in the registration statement;
          provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) shall 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 registrant pursuant to Section 13 or Section 15(d) of the
          Securities Exchange Act of 1934 that are incorporated by reference in
          the 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 herein, 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 of 1933, each
          filing of the Registrant's annual report pursuant to Section 13(a) or
          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 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 Act and will be
          governed by the final adjudication of such issue.

                                      II-2
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Cambridge, The Commonwealth of Massachusetts, on
this 4th day of February, 1998.

                                  BRIGHT HORIZONS, INC.
 

                                  By:/s/ Roger H. Brown
                                     --------------------------------------
                                     Name:  Roger H. Brown
                                     Title: Chairman of the Board and
                                            Chief Executive Officer

                               POWER OF ATTORNEY
                               -----------------

     Pursuant to the requirement of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.  Each person whose signature appears
below hereby authorizes and constitutes Roger H. Brown and Elizabeth J. Boland,
and each of them singly, his or her true and lawful attorneys with full power to
them, and each of them singly, to sign for him or her and in his or her name in
the capacities indicated below any and all amendments (including post-effective
amendments) to this Registration Statement and to file the same, with exhibits
thereto, and other documents in connection therewith, and he or she hereby
ratifies and confirms his or her signature as it may be signed by said
attorneys, or any of them, to any and all such amendments.

Signature                  Capacity in Which Signed            Date
---------                  ------------------------            ----
 
/s/ Roger H. Brown
-----------------------    Chairman of the Board and           February 4, 1998
Roger H. Brown             Chief Executive Officer
                           (Principal Executive Officer)
 
/s/ Elizabeth J. Boland
-----------------------    Chief Financial Officer and         February 4, 1998
Elizabeth J. Boland        Treasurer (Principal Financial
                           Officer and Principal
                           Accounting Officer)
/s/ Linda A. Mason
-----------------------    Director                            February 4, 1998
Linda A. Mason

/s/ Joshua Bekenstein
-----------------------    Director                            February 4, 1998
Joshua Bekenstein   

------------------------   Director                            February 4, 1998
William H. Donaldson

                                      II-3
/s/ Robert S. Benson
--------------------------     Director                         February 4, 1998
Robert S. Benson             
                             
/s/ John M. Reynolds         
--------------------------     Director                         February 4, 1998
John M. Reynolds

/s/ Sara Lawrence-Lightfoot
---------------------------    Director                         February 4, 1998
Sara Lawrence-Lightfoot

/s/ Ernest C. Parizeau   
---------------------------    Director                         February 4, 1998
Ernest C. Parizeau  

/s/ Rebecca Haag
---------------------------    Director                         February 4, 1998
Rebecca Haag
 
 

 
 

 
 
 
 
 
 

                                      II-4
EXHIBIT INDEX
Number                   Title of Exhibit                     Page
-------------------------  -----------------------------------  ----
4.1.                    Amended and Restated
                           Certificate of Incorporation of
                           Registrant (incorporated by
                           reference to Exhibit 3.1. of the
                           Registrant's Registration
                           Statement on Form S-1, File
                           No. 333-14981).

   4.2.                    Amended and Restated By-
                           Laws of Registrant
                           (incorporated by reference to
                           Exhibit 3.2. of the Registrant's
                           Registration Statement on Form
                           S-1, File No. 333-14981).

   5.                      Opinion of Ropes & Gray.

  23.1.                    Consent of Price Waterhouse
                           LLP.

  23.2.                    Consent of Ropes & Gray
                           (See Exhibit 5). 

  24.                      Power of Attorney (Included on
                           Signature Page).