<PAGE>

           As filed with the Securities and Exchange Commission on ___________
                                                     Registration No. ________

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                 MEDIA 100 INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                     04-2532613
(State or other Jurisdiction of            (I.R.S. Employer Identification No.)
Incorporation or Organization)

                           290 Donald Lynch Boulevard
                     Marlborough, Massachusetts 01752-4748
                        (Address, including zip code, of
                   registrant's principal executive offices)

                           KEY EMPLOYEE INCENTIVE PLAN
                            (Full title of the Plan)


                                 Steven D. Shea
                            Chief Financial Officer
                                 Media 100 Inc.
                           290 Donald Lynch Boulevard
                       Marlboro, Massachusetts 01752-4748
                                 (508) 460-1600
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                    Copy to:

                                Peter M. Moldave
                         Lucash, Gesmer & Updegrove, LLP
                                 40 Broad Street
                           Boston, Massachusetts 02109
                                  617-350-6800

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------
                                            Proposed maximum    Proposed maximum
 Title of securities     Amount to be      offering price per  aggregate offering       Amount of
  to be registered        registered            unit (1)            price (2)      registration fee (3)
--------------------------------------------------------------------------------------------------------
<S>                   <C>                  <C>                 <C>                 <C>
Common Stock          2,000,000 shares           $1.4165           $2,833,000            $703.25
issuable under the
Key Employee
Incentive Plan
--------------------------------------------------------------------------------------------------------

</TABLE>

(1)      Represents the fair market value of the Common Stock on July 20, 2001,
         based on the average of the high and low sale price reported by the
         NASDAQ National Market for such date.

(2)      Calculated pursuant to Rule 457(h).

(3)      .025% of the maximum aggregate offering price.


<PAGE>

                                  INTRODUCTION

This Registration Statement on Form S-8 is filed by Media 100 Inc., a Delaware
corporation (the "Company" or the "Registrant"), relating to 2,000,000 shares of
Common Stock (the "Common Stock") in accordance with the terms of the Company's
Key Employee Incentive Plan (the "Plan"), to be registered hereby, which
obligations are in addition to the 200,000 shares registered on the Company's
Form S-8 filed on July 18, 2001 (Commission File No. 333-65336), the 200,000
shares registered on the Company's Form S-8 filed on May 8, 1998 (Commission
File No. 333-52139), 1,000,000 shares registered on the Company's Form S-8 filed
on March 28, 1997 (Commission File No. 333-24139) and the 520,000 shares
registered on the Company's Form S-8 filed on August 10, 1992 (Commission File
No. 33-50692) (collectively, the "Prior Registration Statements"). Pursuant to
Instruction E of Form S-8, the contents of the Prior Registration Statements, to
the extent relating to the registration of Common Stock and except as otherwise
set forth in this Registration Statement, are incorporated by reference herein.

ITEM 8.  EXHIBITS

4.1      Restated Certificate of Incorporation of the Registrant (filed as
         Exhibit 3.1 to the Annual Report on Form 10-K for the fiscal year ended
         November 30, 1996 of Media 100 Inc. (File No. 0-14779)).

4.2      By-laws of the Registrant (filed as Exhibit 3.2 to the Annual Report on
         Form 10-K for the fiscal year ended November 30, 1997 of Media 100 Inc.
         (File No. 0-14779)).

4.3      Specimen of the form of certificate representing ownership of shares of
         the Registrant's Common Stock, par value $.01 per share (filed as
         Exhibit 4.3 to Registration Statement No. 333-24139).

10.3     Key Employee Incentive Plan (1992), as amended through June 12, 2001,
         (filed as exhibit 10.3 to the Quarterly Report on Form 10-Q for the
         fiscal quarter end May 31, 2001 of Media 100 Inc. (File No.
         0-14779)).

5        Opinion of Lucash, Gesmer & Updegrove, LLP.

23.1     Consent of Arthur Andersen LLP.

23.2     Consent of Lucash, Gesmer & Updegrove, LLP (contained in the opinion
         filed as Exhibit 5 to this Registration Statement).

23.3     Consent of Ernst & Young LLP.

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


                                      II-1

<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that is 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 Town of Marlboro, Massachusetts, this 25th day of July
2001.

                                             MEDIA 100 INC.

                                             By:      /s/ John A. Molinari

                                                      ----------------
                                             Name:    John A. Molinari
                                             Title:   President and Chief
                                                      Executive Officer


                                POWER OF ATTORNEY

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. Each person whose signature appears below hereby authorizes and
constitutes John A. Molinari and Steven D. Shea, each of them singly, his true
and lawful attorneys with full power to them, and each of them singly, to sign
for him and in his 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 hereby ratifies and confirms his signature as it may be signed by said
attorneys, or any of them, to any and all such amendments.

<TABLE>
<CAPTION>

Signature                                  Title                                       Date
<S>                                        <C>                                         <C>
                                           President and Chief Executive               July 25, 2001
/s/ JOHN A. MOLINARI                       Officer and Director
John A. Molinari                           (Principal Executive Officer)

                                           Chief Financial Officer and Chief           July 25, 2001
/s/ STEVEN D. SHEA                         Accounting Officer
Steven D. Shea                             (Principal Financial Officer and
                                           Principal Accounting Officer)

/s/ MAURICE L. CASTONGUAY                  Director                                    July 25, 2001
Maurice L. Castonguay


/s/ CARL ROSENDAHL                         Director                                    July 25, 2001
Carl Rosendahl

/s/ PAUL J. SEVERINO                       Director                                    July 25, 2001
Paul J. Severino

</TABLE>


<PAGE>

                                INDEX TO EXHIBITS

Exhibit No.      Description

4.1              Restated Certificate of Incorporation of the Registrant (filed
                 as Exhibit 3.1 to the Annual Report on Form 10-K for the fiscal
                 year ended November 30, 1996 of Media 100 Inc. (File No.
                 0-14779)).

4.2              By-laws of the Registrant (filed as Exhibit 3.2 to the Annual
                 Report on Form 10-K for the fiscal year ended November 30, 1997
                 of Media 100 Inc. (File No. 0-14779)).

4.3              Specimen of the form of certificate representing ownership of
                 shares of the Registrant's Common Stock, par value $.01 per
                 share (filed as Exhibit 4.3 to Registration Statement No.
                 333-24139).

10.3             Key Employee Incentive Plan (1992), as amended through June 12,
                 2001, (filed as exhibit 10.3 to the Quarterly Report on Form
                 10-Q for the fiscal quarter end May 31, 2001 of Media 100 Inc.
                 (File No. 0-14779)).

5                Opinion of Lucash, Gesmer & Updegrove, LLP.

23.1             Consent of Arthur Andersen LLP.

23.2             Consent of Lucash, Gesmer & Updegrove, LLP (contained in the
                 opinion filed as Exhibit 5 to this Registration Statement).

23.3             Consent of Ernst & Young LLP.

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


                                      E-1
[{"type": "S-8", "sequence": "1", "filename": "a2054812zs-8.txt", "description": "S-8", "secsgml_size_bytes": 9995}]
{"company-data": {"conformed-name": "MEDIA 100 INC", "cik": "0000713138", "assigned-sic": "3577", "irs-number": "042532613", "state-of-incorporation": "DE", "fiscal-year-end": "1130"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-65798", "film-number": "1688799"}, "business-address": {"street1": "290 DONALD LYNCH BLVD", "city": "MARLBOROUGH", "state": "MA", "zip": "01752-4748", "phone": "5084601600"}, "mail-address": {"street1": "290 DONALD LYNCH BLVD", "city": "MARLBOROUGH", "state": "MA", "zip": "01752"}, "former-company": {"former-conformed-name": "DATA TRANSLATION INC", "date-changed": "19920703"}}
As filed with the Securities and Exchange Commission on ___________
                                                     Registration No. ________

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                                 MEDIA 100 INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                     04-2532613
(State or other Jurisdiction of            (I.R.S. Employer Identification No.)
Incorporation or Organization)

                           290 Donald Lynch Boulevard
                     Marlborough, Massachusetts 01752-4748
                        (Address, including zip code, of
                   registrant's principal executive offices)

                           KEY EMPLOYEE INCENTIVE PLAN
                            (Full title of the Plan)

                                 Steven D. Shea
                            Chief Financial Officer
                                 Media 100 Inc.
                           290 Donald Lynch Boulevard
                       Marlboro, Massachusetts 01752-4748
                                 (508) 460-1600
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                    Copy to:

                                Peter M. Moldave
                         Lucash, Gesmer & Updegrove, LLP
                                 40 Broad Street
                           Boston, Massachusetts 02109
                                  617-350-6800

                         CALCULATION OF REGISTRATION FEE
--------------------------------------------------------------------------------------------------------
                                            Proposed maximum    Proposed maximum
 Title of securities     Amount to be      offering price per  aggregate offering       Amount of
  to be registered        registered            unit (1)            price (2)      registration fee (3)
--------------------------------------------------------------------------------------------------------
Common Stock          2,000,000 shares           $1.4165           $2,833,000            $703.25
issuable under the
Key Employee
Incentive Plan
--------------------------------------------------------------------------------------------------------
(1)      Represents the fair market value of the Common Stock on July 20, 2001,
         based on the average of the high and low sale price reported by the
         NASDAQ National Market for such date.

(2)      Calculated pursuant to Rule 457(h).

(3)      .025% of the maximum aggregate offering price.
INTRODUCTION

This Registration Statement on Form S-8 is filed by Media 100 Inc., a Delaware
corporation (the "Company" or the "Registrant"), relating to 2,000,000 shares of
Common Stock (the "Common Stock") in accordance with the terms of the Company's
Key Employee Incentive Plan (the "Plan"), to be registered hereby, which
obligations are in addition to the 200,000 shares registered on the Company's
Form S-8 filed on July 18, 2001 (Commission File No. 333-65336), the 200,000
shares registered on the Company's Form S-8 filed on May 8, 1998 (Commission
File No. 333-52139), 1,000,000 shares registered on the Company's Form S-8 filed
on March 28, 1997 (Commission File No. 333-24139) and the 520,000 shares
registered on the Company's Form S-8 filed on August 10, 1992 (Commission File
No. 33-50692) (collectively, the "Prior Registration Statements"). Pursuant to
Instruction E of Form S-8, the contents of the Prior Registration Statements, to
the extent relating to the registration of Common Stock and except as otherwise
set forth in this Registration Statement, are incorporated by reference herein.

ITEM 8.  EXHIBITS

4.1      Restated Certificate of Incorporation of the Registrant (filed as
         Exhibit 3.1 to the Annual Report on Form 10-K for the fiscal year ended
         November 30, 1996 of Media 100 Inc. (File No. 0-14779)).

4.2      By-laws of the Registrant (filed as Exhibit 3.2 to the Annual Report on
         Form 10-K for the fiscal year ended November 30, 1997 of Media 100 Inc.
         (File No. 0-14779)).

4.3      Specimen of the form of certificate representing ownership of shares of
         the Registrant's Common Stock, par value $.01 per share (filed as
         Exhibit 4.3 to Registration Statement No. 333-24139).

10.3     Key Employee Incentive Plan (1992), as amended through June 12, 2001,
         (filed as exhibit 10.3 to the Quarterly Report on Form 10-Q for the
         fiscal quarter end May 31, 2001 of Media 100 Inc. (File No.
         0-14779)).

5        Opinion of Lucash, Gesmer & Updegrove, LLP.

23.1     Consent of Arthur Andersen LLP.

23.2     Consent of Lucash, Gesmer & Updegrove, LLP (contained in the opinion
         filed as Exhibit 5 to this Registration Statement).

23.3     Consent of Ernst & Young LLP.

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

                                      II-1
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that is 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 Town of Marlboro, Massachusetts, this 25th day of July
2001.

                                             MEDIA 100 INC.

                                             By:      /s/ John A. Molinari

                                                      ----------------
                                             Name:    John A. Molinari
                                             Title:   President and Chief
                                                      Executive Officer

                                POWER OF ATTORNEY

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. Each person whose signature appears below hereby authorizes and
constitutes John A. Molinari and Steven D. Shea, each of them singly, his true
and lawful attorneys with full power to them, and each of them singly, to sign
for him and in his 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 hereby ratifies and confirms his signature as it may be signed by said
attorneys, or any of them, to any and all such amendments.
Signature                                  Title                                       Date
President and Chief Executive               July 25, 2001
/s/ JOHN A. MOLINARI                       Officer and Director
John A. Molinari                           (Principal Executive Officer)

                                           Chief Financial Officer and Chief           July 25, 2001
/s/ STEVEN D. SHEA                         Accounting Officer
Steven D. Shea                             (Principal Financial Officer and
                                           Principal Accounting Officer)

/s/ MAURICE L. CASTONGUAY                  Director                                    July 25, 2001
Maurice L. Castonguay

/s/ CARL ROSENDAHL                         Director                                    July 25, 2001
Carl Rosendahl

/s/ PAUL J. SEVERINO                       Director                                    July 25, 2001
Paul J. Severino
INDEX TO EXHIBITS

Exhibit No.      Description

4.1              Restated Certificate of Incorporation of the Registrant (filed
                 as Exhibit 3.1 to the Annual Report on Form 10-K for the fiscal
                 year ended November 30, 1996 of Media 100 Inc. (File No.
                 0-14779)).

4.2              By-laws of the Registrant (filed as Exhibit 3.2 to the Annual
                 Report on Form 10-K for the fiscal year ended November 30, 1997
                 of Media 100 Inc. (File No. 0-14779)).

4.3              Specimen of the form of certificate representing ownership of
                 shares of the Registrant's Common Stock, par value $.01 per
                 share (filed as Exhibit 4.3 to Registration Statement No.
                 333-24139).

10.3             Key Employee Incentive Plan (1992), as amended through June 12,
                 2001, (filed as exhibit 10.3 to the Quarterly Report on Form
                 10-Q for the fiscal quarter end May 31, 2001 of Media 100 Inc.
                 (File No. 0-14779)).

5                Opinion of Lucash, Gesmer & Updegrove, LLP.

23.1             Consent of Arthur Andersen LLP.

23.2             Consent of Lucash, Gesmer & Updegrove, LLP (contained in the
                 opinion filed as Exhibit 5 to this Registration Statement).

23.3             Consent of Ernst & Young LLP.

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

                                      E-1