<PAGE>

       As filed with the Securities and Exchange Commission on __________, 1999
                                                  Registration No. ____-_______

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

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                                 THE 3DO COMPANY
             (Exact name of registrant as specified in its charter)


          DELAWARE                                     94-3177293
  ------------------------               ------------------------------------
  (State of Incorporation)               (I.R.S. Employer Identification No.)


                               600 GALVESTON DRIVE
                         REDWOOD CITY, CALIFORNIA 94063
          (Address, including zip code, and telephone number, including
             area code, of registrant's principal executive offices)
                              --------------------
                            1993 INCENTIVE STOCK PLAN
                            (Full title of the plan)

                                 JAMES ALAN COOK
                  EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
                                 THE 3DO COMPANY
                               600 GALVESTON DRIVE
                         REDWOOD CITY, CALIFORNIA 94063
                                 (650) 261-3000
            (Name, address and telephone number of agent for service)

                                    COPY TO:
                                  NEIL J. WOLFF
                     WILSON SONSINI GOODRICH & ROSATI, P.C.
                               650 PAGE MILL ROAD
                        PALO ALTO, CALIFORNIA 94304-1050
                                 (650) 493-9300
------------------------------------------------------------------------------

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
                                                                 PROPOSED                PROPOSED
          TITLE OF                                                MAXIMUM                MAXIMUM                  AMOUNT
         SECURITIES                      AMOUNT                  OFFERING               AGGREGATE                   OF
           TO BE                          TO BE                  PRICE PER               OFFERING              REGISTRATION
         REGISTERED                    REGISTERED                SHARE(1)                PRICE(1)                  FEE
-------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>                            <C>                <C>                         <C>

Common Stock                        5,282,793 shares              $8.375             $44,243,391.38            $11,680.26
-------------------------------------------------------------------------------------------------------------------------------
</TABLE>
      1.     Estimated pursuant to Rule 457 solely for the purpose of
calculating the registration fee. Based on the average of the high and low
prices of the Common Stock on December 9, 1999 as reported on The Nasdaq Stock
Market.

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

<PAGE>

                                 THE 3DO COMPANY

                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents By Reference.

         The following documents and information previously filed with the
Securities and Exchange Commission by The 3DO Company (the "Company") are hereby
incorporated by reference in this Registration Statement:

(1)      The Company's Annual Report on Form 10-K for the year ended March 31,
         1999, filed pursuant to Section 13 of the Securities Exchange Act of
         1934, as amended (the "Exchange Act").

(2)      The Company's Quarterly Report on Form 10-Q for the fiscal quarter
         ended June 30, 1999, filed pursuant to Section 13 of the Exchange Act.

(3)      The Company's Quarterly Report on Form 10-Q for the fiscal quarter
         ended September 30, 1999, filed pursuant to Section 13 of the Exchange
         Act.

(4)      The Company's Report on Form 8-K filed on July 21, 1999 pursuant to
         Section 13 of the Exchange Act.

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

Item 4.  Description of Securities.

Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

Not Applicable.

Item 6.  Indemnification of Directors and Officers.

         Section 145 of the Delaware General Corporation Law authorizes a court
to award, or a corporation's Board of Directors to grant, indemnity to directors
and officers in terms sufficiently


                                      II-1
<PAGE>

broad to permit such indemnification under certain circumstances for
liabilities (including reimbursement for expenses incurred) arising under the
Securities Act of 1933, as amended (the "Securities Act"). The Company's
Restated Certificate of Incorporation and Amended and Restated Bylaws provide
for indemnification of its directors, officers, employees and other agents to
the maximum extent permitted by the Delaware General Corporation Law. In
addition, the Company has entered into Indemnification Agreements with its
executive officers and directors. The Company has also purchased and
maintains insurance for its officers, directors, employees and agents against
liabilities which an officer, a director, an employee or an agent may incur
in his capacity as such.

Item 7.  Exemption From Registration Claimed.

         Not Applicable.

Item 8.  Exhibits.

<TABLE>
<CAPTION>

     EXHIBIT
     NUMBER                               DESCRIPTION
    --------      --------------------------------------------------------------------
    <S>           <C>
      5.1         Opinion of Counsel as to legality of securities being registered.
     23.1         Consent of Counsel (contained in Exhibit 5.1).
     23.2         Consent of Independent Auditors.
     24.1         Power of Attorney (contained on page II-4).
</TABLE>

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 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.

         (2)      That, for the purpose of determining any liability under the
                  Securities Act, each such post-effective amendment shall be
                  deemed to be a new Registration Statement relating to the
                  securities offered therein, and the offering of such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.

         (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, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act 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.


                                      II-2
<PAGE>

(c)      Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.


                                      II-3
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement or amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Redwood City, California on this
December 13, 1999.

                                      THE 3DO COMPANY

                                      By:   /S/ JOHN ADAMS
                                            -----------------------------------
                                            John Adams, Chief Financial Officer
                                            (Principal Financial Officer
                                             and Principal Accounting Officer)
                                            (Duly Authorized Officer)

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints, jointly and severally, William M.
Hawkins, III, and James Alan Cook, and each of them, his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his 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 documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and to be done in and about the premises, as
fully to all intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or their or his substitute or substitutes, may lawfully do so or cause to
be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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>
                                               Chairman of the Board of Directors
/S/ WILLIAM M. HAWKINS, III                     and Chief Executive Officer
---------------------------                    (Principal Executive Officer)                   December 13, 1999
(William M. Hawkins, III)
                                               Chief Financial Officer
/S/ JOHN ADAMS                                 (Principal Financial Officer
--------------                                  and Principal Accounting Officer)              December 13, 1999
(John Adams)

/S/ H. WILLIAM JESSE, Jr.
-------------------------
(H. William Jesse, Jr.)                        Director                                        December 13, 1999

/S/ HUGH C. MARTIN
------------------
(Hugh C. Martin)                               Director                                        December 13, 1999

/S/ WILLIAM A. HALL
-------------------
(William A. Hall)                              Director                                        December 13, 1999
</TABLE>


                                      II-4
<PAGE>

                                                   EXHIBIT INDEX

<TABLE>
<CAPTION>
                                                                                           Sequentially
     Exhibit                                                                                 Numbered
     Number                                             Exhibit                                Page
------------------ ---------------------------------------------------------------------------------------
<S>                <C>                                                                     <C>

       5.1         Opinion of Counsel as to legality of securities being registered

      23.1         Consent of Counsel (contained in Exhibit 5.1)

      23.2         Consent of Independent Auditors

      24.1         Power of Attorney (contained on page II-4)
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 14514}]
{"company-data": {"conformed-name": "3DO CO", "cik": "0000898441", "assigned-sic": "7372", "irs-number": "943177293", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-92621", "film-number": "99773454"}, "business-address": {"street1": "600 GALVESTON DRIVE", "city": "REDWOOD CITY", "state": "CA", "zip": "94063", "phone": "6502613000"}, "mail-address": {"street1": "600 GALVESTON DRIVE", "street2": "600 GALVESTON DRIVE", "city": "REDWOOD CITY", "state": "CA", "zip": "94063"}}
As filed with the Securities and Exchange Commission on __________, 1999
                                                  Registration No. ____-_______

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

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                                 THE 3DO COMPANY
             (Exact name of registrant as specified in its charter)

          DELAWARE                                     94-3177293
  ------------------------               ------------------------------------
  (State of Incorporation)               (I.R.S. Employer Identification No.)

                               600 GALVESTON DRIVE
                         REDWOOD CITY, CALIFORNIA 94063
          (Address, including zip code, and telephone number, including
             area code, of registrant's principal executive offices)
                              --------------------
                            1993 INCENTIVE STOCK PLAN
                            (Full title of the plan)

                                 JAMES ALAN COOK
                  EXECUTIVE VICE PRESIDENT AND GENERAL COUNSEL
                                 THE 3DO COMPANY
                               600 GALVESTON DRIVE
                         REDWOOD CITY, CALIFORNIA 94063
                                 (650) 261-3000
            (Name, address and telephone number of agent for service)

                                    COPY TO:
                                  NEIL J. WOLFF
                     WILSON SONSINI GOODRICH & ROSATI, P.C.
                               650 PAGE MILL ROAD
                        PALO ALTO, CALIFORNIA 94304-1050
                                 (650) 493-9300
------------------------------------------------------------------------------

                         CALCULATION OF REGISTRATION FEE
PROPOSED                PROPOSED
          TITLE OF                                                MAXIMUM                MAXIMUM                  AMOUNT
         SECURITIES                      AMOUNT                  OFFERING               AGGREGATE                   OF
           TO BE                          TO BE                  PRICE PER               OFFERING              REGISTRATION
         REGISTERED                    REGISTERED                SHARE(1)                PRICE(1)                  FEE
-------------------------------------------------------------------------------------------------------------------------------
Common Stock                        5,282,793 shares              $8.375             $44,243,391.38            $11,680.26
-------------------------------------------------------------------------------------------------------------------------------
1.     Estimated pursuant to Rule 457 solely for the purpose of
calculating the registration fee. Based on the average of the high and low
prices of the Common Stock on December 9, 1999 as reported on The Nasdaq Stock
Market.

------------------------------------------------------------------------------
THE 3DO COMPANY

                       REGISTRATION STATEMENT ON FORM S-8

                                     PART II

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3.  Incorporation of Documents By Reference.

         The following documents and information previously filed with the
Securities and Exchange Commission by The 3DO Company (the "Company") are hereby
incorporated by reference in this Registration Statement:

(1)      The Company's Annual Report on Form 10-K for the year ended March 31,
         1999, filed pursuant to Section 13 of the Securities Exchange Act of
         1934, as amended (the "Exchange Act").

(2)      The Company's Quarterly Report on Form 10-Q for the fiscal quarter
         ended June 30, 1999, filed pursuant to Section 13 of the Exchange Act.

(3)      The Company's Quarterly Report on Form 10-Q for the fiscal quarter
         ended September 30, 1999, filed pursuant to Section 13 of the Exchange
         Act.

(4)      The Company's Report on Form 8-K filed on July 21, 1999 pursuant to
         Section 13 of the Exchange Act.

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

Item 4.  Description of Securities.

Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

Not Applicable.

Item 6.  Indemnification of Directors and Officers.

         Section 145 of the Delaware General Corporation Law authorizes a court
to award, or a corporation's Board of Directors to grant, indemnity to directors
and officers in terms sufficiently

                                      II-1
broad to permit such indemnification under certain circumstances for
liabilities (including reimbursement for expenses incurred) arising under the
Securities Act of 1933, as amended (the "Securities Act"). The Company's
Restated Certificate of Incorporation and Amended and Restated Bylaws provide
for indemnification of its directors, officers, employees and other agents to
the maximum extent permitted by the Delaware General Corporation Law. In
addition, the Company has entered into Indemnification Agreements with its
executive officers and directors. The Company has also purchased and
maintains insurance for its officers, directors, employees and agents against
liabilities which an officer, a director, an employee or an agent may incur
in his capacity as such.

Item 7.  Exemption From Registration Claimed.

         Not Applicable.

Item 8.  Exhibits.
EXHIBIT
     NUMBER                               DESCRIPTION
    --------      --------------------------------------------------------------------
5.1         Opinion of Counsel as to legality of securities being registered.
     23.1         Consent of Counsel (contained in Exhibit 5.1).
     23.2         Consent of Independent Auditors.
     24.1         Power of Attorney (contained on page II-4).
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 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.

         (2)      That, for the purpose of determining any liability under the
                  Securities Act, each such post-effective amendment shall be
                  deemed to be a new Registration Statement relating to the
                  securities offered therein, and the offering of such
                  securities at that time shall be deemed to be the initial bona
                  fide offering thereof.

         (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, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act 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.

                                      II-2
(c)      Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                      II-3
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement or amendment thereto to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Redwood City, California on this
December 13, 1999.

                                      THE 3DO COMPANY

                                      By:   /S/ JOHN ADAMS
                                            -----------------------------------
                                            John Adams, Chief Financial Officer
                                            (Principal Financial Officer
                                             and Principal Accounting Officer)
                                            (Duly Authorized Officer)

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints, jointly and severally, William M.
Hawkins, III, and James Alan Cook, and each of them, his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his 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 documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and to be done in and about the premises, as
fully to all intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or their or his substitute or substitutes, may lawfully do so or cause to
be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature                                        Title                                 Date
---------------------------------------------- ----------------------------------------------- -------------------------
Chairman of the Board of Directors
/S/ WILLIAM M. HAWKINS, III                     and Chief Executive Officer
---------------------------                    (Principal Executive Officer)                   December 13, 1999
(William M. Hawkins, III)
                                               Chief Financial Officer
/S/ JOHN ADAMS                                 (Principal Financial Officer
--------------                                  and Principal Accounting Officer)              December 13, 1999
(John Adams)

/S/ H. WILLIAM JESSE, Jr.
-------------------------
(H. William Jesse, Jr.)                        Director                                        December 13, 1999

/S/ HUGH C. MARTIN
------------------
(Hugh C. Martin)                               Director                                        December 13, 1999

/S/ WILLIAM A. HALL
-------------------
(William A. Hall)                              Director                                        December 13, 1999
II-4
EXHIBIT INDEX
Sequentially
     Exhibit                                                                                 Numbered
     Number                                             Exhibit                                Page
------------------ ---------------------------------------------------------------------------------------
5.1         Opinion of Counsel as to legality of securities being registered

      23.1         Consent of Counsel (contained in Exhibit 5.1)

      23.2         Consent of Independent Auditors

      24.1         Power of Attorney (contained on page II-4)