<PAGE>


   As filed with the Securities and Exchange Commission on September 26, 2002

                                           REGISTRATION STATEMENT NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                              MOLDFLOW CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

        DELAWARE                                        04-3406763
(STATE OF INCORPORATION)                    (I.R.S. EMPLOYER IDENTIFICATION NO.)

                              430 BOSTON POST ROAD
                          WAYLAND, MASSACHUSETTS 01778
                                 (508) 358-5848
          (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING
             AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

            MOLDFLOW CORPORATION 2000 STOCK OPTION AND INCENTIVE PLAN
                            (FULL TITLE OF THE PLAN)

                                A. ROLAND THOMAS
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                              MOLDFLOW CORPORATION
                              430 BOSTON POST ROAD
                          WAYLAND, MASSACHUSETTS 01778
                                 (508) 358-5848
       (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING
                        AREA CODE, OF AGENT FOR SERVICE)

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

                                  WITH COPY TO:
                              STUART M. CABLE, P.C.
                              ANDREW F. VILES, P.C.
                               GOODWIN PROCTER LLP
                                 EXCHANGE PLACE
                        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              Amount of
          Registered              Registered (1) (2)       Price Per Share (3)        Aggregate Offering Price    Registration Fee
----------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>                      <C>                       <C>                          <C>
Common Stock, par value $.01         10,282 shares             $4.65                        $47,812                      $5.00
          per share
==================================================================================================================================
</TABLE>

(1)      This Registration Statement covers shares of Common Stock of Moldflow
         Corporation (the "Registrant") which may be offered or sold pursuant to
         the Moldflow Corporation 2000 Stock Option and Incentive Plan (the
         "Plan"). The Registration Statement also relates to such indeterminate
         number of additional shares of Common Stock, par value $.01 per share,
         of Moldflow Corporation (the "Common Stock") as may be required
         pursuant to the Plan in the event of a stock dividend, reverse stock
         split, split-up, recapitalization, forfeiture of stock under the Plan
         or other similar event.

(2)      The Registrant previously filed a registration statement on Form S-8 on
         September 20, 2000 under file number 333-46162 (the "Prior Registration
         Statement") identifying shares to be registered in connection with the
         Plan. Section 3(a) of the Plan provides that the maximum number of
         shares of Common Stock reserved for issuance under the Plan shall be
         increased, as of each June 30 and December 31 following the closing of
         the Registrant's initial public offering, by an additional positive
         number equal to twenty percent of the shares of Common Stock issued by
         the Registrant during the six-month period then ended (excluding shares
         issued in the Registrant's initial public offering). During the
         six-month periods ended December 31, 2001, and June 30, 2002, the
         Registrant issued an aggregate of 51,412 shares of Common Stock. As a
         result, the maximum number of shares of Common Stock reserved for
         issuance under the Plan has been increased by 20% of 51,412, or 10,282
         shares. By filing this Registration Statement in accordance with
         Instruction E to Form S-8, the Registrant hereby registers this
         additional number of shares.

(3)      This estimate is made pursuant to Rule 457(c) and (h) under the
         Securities Act of 1933, as amended (the "Securities Act" ), solely for
         the purposes of determining the amount of the registration fee. The
         registration fee is based upon the average of the high and low sale
         price for a share of Common Stock, as reported on the Nasdaq National
         Market System as of a date within five business days prior to filing
         this Registration Statement.

================================================================================

<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 1.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         Pursuant to General Instruction E to Form S-8, Moldflow Corporation
(the "Registrant") hereby incorporates by reference the contents of its
Registration Statement on Form S-8 filed with the Securities and Exchange
Commission (the "Commission") on September 20, 2000 under file number 333-46162.


<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act, Moldflow
Corporation 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 Wayland, Massachusetts on September 26, 2002.


                                      MOLDFLOW CORPORATION



                                      By: /s/ A. Roland Thomas
                                          -------------------------------------
                                          A. Roland Thomas
                                          PRESIDENT AND CHIEF EXECUTIVE OFFICER


                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that each individual whose signature
appears below constitutes and appoints each of A. Roland Thomas and Suzanne E.
Rogers MacCormack such person's true and lawful attorney-in-fact and agent with
full power of substitution and resubstitution, for such person and 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 dates indicated.

<TABLE>
<CAPTION>

               SIGNATURE                                         TITLE                                DATE
               ---------                                         -----                                ----
<S>                                           <C>                                              <C>

/s/ A. ROLAND THOMAS                          President and Chief Executive Officer and        September 26, 2002
---------------------------------------       Director (Principal Executive Officer)
A. Roland Thomas


/s/ SUZANNE E. ROGERS MACCORMACK              Executive Vice President and Chief Financial     September 26, 2002
---------------------------------------       Officer (Principal Financial Officer and
Suzanne E. Rogers MacCormack                  Principal Accounting Officer)


/s/ MARC J.L. DULUDE                          Chairman of the Board of Directors               September 26, 2002
---------------------------------------
Marc J.L. Dulude


/s/ ROGER E. BROOKS                           Director                                         September 26, 2002
---------------------------------------
Roger E. Brooks

<PAGE>


/s/ RICHARD A. CHARPIE, Ph.D.                 Director                                         September 26, 2002
---------------------------------------
Richard A. Charpie, Ph.D.


/s/ FRANK W. HAYDU III                        Director                                         September 26, 2002
---------------------------------------
Frank W. Haydu III


/s/ ROBERT P. SCHECHTER                       Director                                         September 26, 2002
---------------------------------------
Robert P. Schechter


/s/ CHARLES D. YIE                            Director                                         September 26, 2002
---------------------------------------
Charles D. Yie
</TABLE>


<PAGE>


                                  EXHIBIT INDEX

EXHIBIT NO.      DESCRIPTION

5.1              Opinion of Goodwin Procter LLP as to the legality of the
                 securities being registered.

23.1             Consent of Counsel (included in Exhibit 5.1 hereto).

23.2             Consent of PricewaterhouseCoopers LLP.

24.1             Powers of Attorney (included in the signature page of this
                 Registration Statement).
[{"type": "S-8", "sequence": "1", "filename": "a2090163zs-8.txt", "description": "S-8", "secsgml_size_bytes": 10686}]
{"company-data": {"conformed-name": "MOLDFLOW CORP", "cik": "0001103234", "assigned-sic": "7372", "irs-number": "043406763", "fiscal-year-end": "0620"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-100122", "film-number": "02773582"}, "business-address": {"street1": "91 HARTWELL AVE", "city": "LEXINGTON", "state": "MA", "zip": "02421", "phone": "7816740085"}, "mail-address": {"street1": "91 HARTWELL AVE", "city": "LEXINGTON", "state": "MA", "zip": "02421"}}
As filed with the Securities and Exchange Commission on September 26, 2002

                                           REGISTRATION STATEMENT NO. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

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

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

                              MOLDFLOW CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

        DELAWARE                                        04-3406763
(STATE OF INCORPORATION)                    (I.R.S. EMPLOYER IDENTIFICATION NO.)

                              430 BOSTON POST ROAD
                          WAYLAND, MASSACHUSETTS 01778
                                 (508) 358-5848
          (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING
             AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)

            MOLDFLOW CORPORATION 2000 STOCK OPTION AND INCENTIVE PLAN
                            (FULL TITLE OF THE PLAN)

                                A. ROLAND THOMAS
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                              MOLDFLOW CORPORATION
                              430 BOSTON POST ROAD
                          WAYLAND, MASSACHUSETTS 01778
                                 (508) 358-5848
       (NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING
                        AREA CODE, OF AGENT FOR SERVICE)

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

                                  WITH COPY TO:
                              STUART M. CABLE, P.C.
                              ANDREW F. VILES, P.C.
                               GOODWIN PROCTER LLP
                                 EXCHANGE PLACE
                        BOSTON, MASSACHUSETTS 02109-2881
                                 (617) 570-1000

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

                         CALCULATION OF REGISTRATION FEE
==================================================================================================================================
  Title of Securities Being          Amount to be       Proposed Maximum Offering      Proposed Maximum              Amount of
          Registered              Registered (1) (2)       Price Per Share (3)        Aggregate Offering Price    Registration Fee
----------------------------------------------------------------------------------------------------------------------------------
Common Stock, par value $.01         10,282 shares             $4.65                        $47,812                      $5.00
          per share
==================================================================================================================================
(1)      This Registration Statement covers shares of Common Stock of Moldflow
         Corporation (the "Registrant") which may be offered or sold pursuant to
         the Moldflow Corporation 2000 Stock Option and Incentive Plan (the
         "Plan"). The Registration Statement also relates to such indeterminate
         number of additional shares of Common Stock, par value $.01 per share,
         of Moldflow Corporation (the "Common Stock") as may be required
         pursuant to the Plan in the event of a stock dividend, reverse stock
         split, split-up, recapitalization, forfeiture of stock under the Plan
         or other similar event.

(2)      The Registrant previously filed a registration statement on Form S-8 on
         September 20, 2000 under file number 333-46162 (the "Prior Registration
         Statement") identifying shares to be registered in connection with the
         Plan. Section 3(a) of the Plan provides that the maximum number of
         shares of Common Stock reserved for issuance under the Plan shall be
         increased, as of each June 30 and December 31 following the closing of
         the Registrant's initial public offering, by an additional positive
         number equal to twenty percent of the shares of Common Stock issued by
         the Registrant during the six-month period then ended (excluding shares
         issued in the Registrant's initial public offering). During the
         six-month periods ended December 31, 2001, and June 30, 2002, the
         Registrant issued an aggregate of 51,412 shares of Common Stock. As a
         result, the maximum number of shares of Common Stock reserved for
         issuance under the Plan has been increased by 20% of 51,412, or 10,282
         shares. By filing this Registration Statement in accordance with
         Instruction E to Form S-8, the Registrant hereby registers this
         additional number of shares.

(3)      This estimate is made pursuant to Rule 457(c) and (h) under the
         Securities Act of 1933, as amended (the "Securities Act" ), solely for
         the purposes of determining the amount of the registration fee. The
         registration fee is based upon the average of the high and low sale
         price for a share of Common Stock, as reported on the Nasdaq National
         Market System as of a date within five business days prior to filing
         this Registration Statement.

================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 1.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         Pursuant to General Instruction E to Form S-8, Moldflow Corporation
(the "Registrant") hereby incorporates by reference the contents of its
Registration Statement on Form S-8 filed with the Securities and Exchange
Commission (the "Commission") on September 20, 2000 under file number 333-46162.
SIGNATURES

         Pursuant to the requirements of the Securities Act, Moldflow
Corporation 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 Wayland, Massachusetts on September 26, 2002.

                                      MOLDFLOW CORPORATION

                                      By: /s/ A. Roland Thomas
                                          -------------------------------------
                                          A. Roland Thomas
                                          PRESIDENT AND CHIEF EXECUTIVE OFFICER

                                POWER OF ATTORNEY

         KNOW ALL MEN BY THESE PRESENTS that each individual whose signature
appears below constitutes and appoints each of A. Roland Thomas and Suzanne E.
Rogers MacCormack such person's true and lawful attorney-in-fact and agent with
full power of substitution and resubstitution, for such person and 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 dates indicated.
SIGNATURE                                         TITLE                                DATE
               ---------                                         -----                                ----
/s/ A. ROLAND THOMAS                          President and Chief Executive Officer and        September 26, 2002
---------------------------------------       Director (Principal Executive Officer)
A. Roland Thomas

/s/ SUZANNE E. ROGERS MACCORMACK              Executive Vice President and Chief Financial     September 26, 2002
---------------------------------------       Officer (Principal Financial Officer and
Suzanne E. Rogers MacCormack                  Principal Accounting Officer)

/s/ MARC J.L. DULUDE                          Chairman of the Board of Directors               September 26, 2002
---------------------------------------
Marc J.L. Dulude

/s/ ROGER E. BROOKS                           Director                                         September 26, 2002
---------------------------------------
Roger E. Brooks
/s/ RICHARD A. CHARPIE, Ph.D.                 Director                                         September 26, 2002
---------------------------------------
Richard A. Charpie, Ph.D.

/s/ FRANK W. HAYDU III                        Director                                         September 26, 2002
---------------------------------------
Frank W. Haydu III

/s/ ROBERT P. SCHECHTER                       Director                                         September 26, 2002
---------------------------------------
Robert P. Schechter

/s/ CHARLES D. YIE                            Director                                         September 26, 2002
---------------------------------------
Charles D. Yie
EXHIBIT INDEX

EXHIBIT NO.      DESCRIPTION

5.1              Opinion of Goodwin Procter LLP as to the legality of the
                 securities being registered.

23.1             Consent of Counsel (included in Exhibit 5.1 hereto).

23.2             Consent of PricewaterhouseCoopers LLP.

24.1             Powers of Attorney (included in the signature page of this
                 Registration Statement).