<PAGE>

As filed with the Securities and Exchange Commission on January 26, 2000
                                                           Registration No. 333-
================================================================================
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933

                       C-bridge Internet Solutions, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

            Delaware                                     52-2001899
     (State or Other Jurisdiction of                    (I.R.S. Employer
    Incorporation or Organization)                     Identification No.)

               219 Vassar Street Cambridge, Massachusetts 02139
             (Address of Principal Executive Offices)  (Zip Code)

                       1999 Employee Stock Purchase Plan
                           (Full Title of the Plan)

                               Joseph M. Bellini
                     President and Chief Executive Officer
                       C-bridge Internet Solutions, Inc.
                               219 Vassar Street
                        Cambridge, Massachusetts 02139
                    (Name and Address of Agent for Service)
                                (617) 497-1707
         (Telephone number, Including Area Code, of Agent For Service)

<TABLE>
<CAPTION>
                                        CALCULATION OF REGISTRATION FEE
==============================================================================================================

   Title of Each Class     Amount to be      Proposed Maximum      Proposed Maximum       Amount of
   of Securities to be      Registered      Offering Price Per   Aggregate Offering   Registration Fee
       Registered                                Share                 Price
<S>                       <C>              <C>                   <C>                  <C>
  Common Stock            750,000 shares    $47.75(1)             $35,812,500(1)       $9,454.50(1)
  $0.01 par value per
  share
==============================================================================================================
</TABLE>

(1)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as
       amended, and based upon the average of the high and low prices of the
       common stock as reported on the Nasdaq National Market on January 21,
       2000.

                                       1
<PAGE>

PART I.   INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Item 1. Plan Information.

     The information required by Part I is included in documents sent or given
to participants in the 1999 Employee Stock Purchase Plan of C-bridge Internet
Solutions, Inc. pursuant to Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act").


PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The registrant is subject to the informational and reporting requirements
of Sections 13(a), 14, and 15(d) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and in accordance therewith files reports, proxy
statements and other information with the Securities and Exchange Commission.
The following documents, which are filed with the Securities and Exchange
Commission, are incorporated in this registration statement by reference:

     (a)  The registrant's prospectus dated December 17, 1999, filed pursuant to
Rule 424(b) under the Securities Act.

     (b)  All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the prospectus referred
to in (a) above.

     (c)  The description of the common stock of the registrant, par value $0.01
per share, contained in the registrant's registration statement on Form 8-A
dated November 18, 1999 and filed under the Exchange Act, including any
amendment or report filed for the purpose of updating such description.

     All documents subsequently filed by the registrant 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 shares of common stock offered
hereby have been sold or which deregisters all shares of common stock then
remaining unsold, shall be deemed to be incorporated by reference herein and to
be part hereof from the date of the filing of the documents. Any statement
contained in a document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for the purposes of this
registration statement to the extent a statement contained herein or in any
other subsequently filed document which also is or deemed to be incorporated by
reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this registration statement.

     Item 4. Description of Securities.

     Not applicable.

                                       2
<PAGE>

     Item 5. Interest of Named Experts and Counsel.

     Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, P.C., Boston, Massachusetts
has opinioned as to the securities being offered by this Registration Statement.
Joseph E. Mullancy, III, a partner of the firm, owns 500 shares and options to
purchase 10,000 shares of common stock of the registrant.

     Item 6. Indemnification of Directors and Officers.

     Article EIGHTH of the registrant's Second Amended and Restated Certificate
of Incorporation provides that no director of the registrant shall be personally
liable for any monetary damages for any breach of fiduciary duty as a director,
except to the extent that the Delaware General Corporation Law statute prohibits
the elimination or limitation of liability of directors for breach of fiduciary
duty.

     Article NINTH of the registrant's Second Amended and Restated Certificate
of Incorporation provides that a director or officer of the registrant (a) shall
be indemnified by the registrant against all expenses (including attorneys'
fees), judgments, fines and amounts paid in settlement incurred in connection
with any litigation or other legal proceeding (other than an action by or in the
right of the registrant) brought against him by virtue of his position as a
director or officer of the registrant if he acted in good faith and in a manner
he reasonably believed to be in, or not opposed to, the best interests of the
registrant, and, with respect to any criminal action or proceeding, has no
reasonable cause to believe his conduct was unlawful and (b) shall be
indemnified by the registrant against all expenses (including attorneys' fees)
and amounts paid in settlement incurred in connection with any action by or in
the right of the registrant brought against him by virtue of his position as a
director or officer of the registrant if he acted in good faith and in a manner
he reasonably believed to be in, or not opposed to, the best interests of the
registrant, except that no indemnification shall be made with respect to any
matter as to which such person shall have been adjudged to be liable to the
registrant, unless a court determines that, despite such adjudication but in
view of all of the circumstances, he is entitled to indemnification of such
expenses. Notwithstanding the foregoing, to the extent that a director or
officer has been successful, on the merits or otherwise, including, without
limitation, the dismissal of an action without prejudice, he is required to be
indemnified by the registrant against all expenses (including attorneys' fees)
incurred in connection therewith. Expenses shall be advanced to a director or
officer at his request, provided that he undertakes to repay the amount advanced
if it is ultimately determined that he is not entitled to indemnification for
such expenses.

     Indemnification is required to be made unless the registrant determines
that the applicable standard of conduct required for indemnification has not
been met. In the event of a determination by the registrant that the director or
officer did not meet the applicable standard of conduct required for
indemnification, or if the registrant fails to make an indemnification payment
within 60 days after such payment is claimed by such person, such person is
permitted to petition the court to make an independent determination as to
whether such person is entitled to indemnification. As a condition precedent to
the right of indemnification, the director or

                                       3
<PAGE>

officer must give the registrant notice of the action for which indemnity is
sought and the registrant has the right to participate in such action or assume
the defense thereof.

     Article NINTH of the registrant's Second Amended and Restated Certificate
of Incorporation further provides that the indemnification provided therein is
not exclusive, and provides that in the event that the Delaware General
Corporation Law statute is amended to expand the indemnification permitted to
directors or officers the registrant must indemnify those persons to the full
extent permitted by such law as so amended.

     Section 145 of the Delaware General Corporation Law statute provides that a
corporation has the power to indemnify a director, officer, employee or agent of
the corporation and certain other persons serving at the request of the
corporation in related capacities against amounts paid and expenses incurred in
connection with an action or proceeding to which he is or is threatened to be
made a party by reason of such position, if such person shall have acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests of the corporation, and, in any criminal proceeding, if such person
had no reasonable cause to believe his conduct was unlawful; provided that, in
the case of actions brought by or in the right of the corporation no
indemnification shall be made with respect to any matter as to which such person
shall have been adjudged to be liable to the corporation unless and only to the
extent that the adjudicating court determines that such indemnification is
proper under the circumstances.


     Item 7. Exemption from Registration Claimed.

     Not applicable.

     Item 8. Exhibits.

     The Exhibit Index immediately preceding the exhibits is incorporated herein
by reference.

     Item 9. Undertakings.

     (a)     The 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;
                    (ii)   To reflect in the prospectus any facts or events
                           arising after the effective date of this Registration
                           Statement (or the most recent post-effective
                           amendment thereof) which, individually or in the
                           aggregate, represents a fundamental change in the
                           information set forth in this Registration Statement;
                           and
                    (iii)  To include any material information with respect to
                           the plan of distribution not previously disclosed in
                           this Registration Statement

                                       4
<PAGE>

                    or any material change to such information in this
                    Registration Statement;

     provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
     the information required to be included in a post-effective amendment by
     those paragraphs is contained in periodic reports filed with or furnished
     to the Commission by the registrant pursuant to Section 13 or Section 15(d)
     of the Exchange Act that are incorporated by reference 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 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 (and,
where applicable, each filing of an employee benefit plan's annual report
pursuant to 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.

     (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.

                                       5
<PAGE>

                                  SIGNATURES

     Pursuant to the requirements of the Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Cambridge, Massachusetts, on this 26th day of January, 2000.

                                      C-BRIDGE INTERNET SOLUTIONS, INC.

                                      By: /s/ Joseph M. Bellini
                                          ---------------------------------
                                          Joseph M. Bellini
                                          President and Chief Executive Officer


                       POWER OF ATTORNEY AND SIGNATURES

     We, the undersigned officers and directors of C-bridge Internet Solutions,
Inc., hereby severally constitute Joseph M. Bellini, Richard O. Wester and
Joseph E. Mullaney III, Esq., and each of them singly, our true and lawful
attorneys with full power to them, and each of them singly, to sign for us and
in our names in the capacities indicated below, the Registration Statement on
Form S-8 filed herewith and any and all subsequent amendments to said
Registration Statement, and generally to do all such things in our names and
behalf in our capacities as officers and directors to enable C-bridge Internet
Solutions, Inc. to comply with all requirements of the Securities and Exchange
Commission, hereby ratifying and confirming our signatures as they may be signed
by said attorneys, or any of them, to said Registration Statement and any and
all amendments thereto.

     Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated of January, 2000.

<TABLE>
<CAPTION>
Signature                                    Title                                            Date
---------                                    -----                                            ----
<S>                             <C>                                                       <C>
/s/ Joseph M. Bellini           President, Chief Executive Officer and Director           January 26, 2000
-----------------------------
Joseph M. Bellini               (Principal Executive Officer)


/s/ Richard O. Wester           Vice President, Finance, Chief Financial Officer and      January 26. 2000
-----------------------------
Richard O. Wester               Treasurer (Principal Financial Officer and
                                Principal Accounting Officer)


/s/ Joseph L. Badaracco, Jr.    Director                                                  January 26, 2000
-----------------------------
Joseph L. Badaracco, Jr.


/s/ Paul R. Charron             Director                                                  January 26, 2000
-----------------------------
Paul R. Charron


/s/ Gerard F. King, II          Director                                                  January 26, 2000
-----------------------------
Gerard F. King, II


/s/ Raymond J. Lane             Director                                                  January 26, 2000
-----------------------------
Raymond J. Lane


/s/ Ramanan Raghavendran        Director                                                  January 26, 2000
-----------------------------
Ramanan Raghavendran
</TABLE>

                                       6
<PAGE>

                               INDEX TO EXHIBITS

Number              Description
------              -----------

3.1(1)              Second Amended and Restated Certificate of Incorporation of
                    the Registrant

3.2(1)              Amended and Restated By-Laws of the Registrant

4.1(1)              Specimen stock certificate of common stock of the Registrant

5.1                 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
                    P.C., counsel to the Registrant

23.1                Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
                    P.C. (included in Exhibit 5.1)

23.2                Consent of Arthur Andersen LLP

24.1                Power of attorney (included in the signature pages of this
                    registration statement)


______________

(1)  Previously filed with the Securities and Exchange Commission as an Exhibit
     to the Registrant's Registration Statement on Form S-1, as amended (File
     No.333-89069) and incorporated herein by reference.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19362}]
{"company-data": {"conformed-name": "C-BRIDGE INTERNET SOLUTIONS INC", "cik": "0001088570", "assigned-sic": "7389", "irs-number": "522001899", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-95443", "film-number": "513848"}, "business-address": {"street1": "219 VASSAR STREET", "city": "CAMBRIDGE", "state": "MA", "zip": "02139", "phone": "6175281707"}, "mail-address": {"street1": "219 VASSAR STREET", "city": "CAMBRIDGE", "state": "MA", "zip": "02139"}}
As filed with the Securities and Exchange Commission on January 26, 2000
                                                           Registration No. 333-
================================================================================
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM S-8

                         REGISTRATION STATEMENT UNDER
                          THE SECURITIES ACT OF 1933

                       C-bridge Internet Solutions, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

            Delaware                                     52-2001899
     (State or Other Jurisdiction of                    (I.R.S. Employer
    Incorporation or Organization)                     Identification No.)

               219 Vassar Street Cambridge, Massachusetts 02139
             (Address of Principal Executive Offices)  (Zip Code)

                       1999 Employee Stock Purchase Plan
                           (Full Title of the Plan)

                               Joseph M. Bellini
                     President and Chief Executive Officer
                       C-bridge Internet Solutions, Inc.
                               219 Vassar Street
                        Cambridge, Massachusetts 02139
                    (Name and Address of Agent for Service)
                                (617) 497-1707
         (Telephone number, Including Area Code, of Agent For Service)
CALCULATION OF REGISTRATION FEE
==============================================================================================================

   Title of Each Class     Amount to be      Proposed Maximum      Proposed Maximum       Amount of
   of Securities to be      Registered      Offering Price Per   Aggregate Offering   Registration Fee
       Registered                                Share                 Price
Common Stock            750,000 shares    $47.75(1)             $35,812,500(1)       $9,454.50(1)
  $0.01 par value per
  share
==============================================================================================================
(1)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as
       amended, and based upon the average of the high and low prices of the
       common stock as reported on the Nasdaq National Market on January 21,
       2000.

                                       1
PART I.   INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Item 1. Plan Information.

     The information required by Part I is included in documents sent or given
to participants in the 1999 Employee Stock Purchase Plan of C-bridge Internet
Solutions, Inc. pursuant to Rule 428(b)(1) of the Securities Act of 1933, as
amended (the "Securities Act").

PART II.  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The registrant is subject to the informational and reporting requirements
of Sections 13(a), 14, and 15(d) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and in accordance therewith files reports, proxy
statements and other information with the Securities and Exchange Commission.
The following documents, which are filed with the Securities and Exchange
Commission, are incorporated in this registration statement by reference:

     (a)  The registrant's prospectus dated December 17, 1999, filed pursuant to
Rule 424(b) under the Securities Act.

     (b)  All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the prospectus referred
to in (a) above.

     (c)  The description of the common stock of the registrant, par value $0.01
per share, contained in the registrant's registration statement on Form 8-A
dated November 18, 1999 and filed under the Exchange Act, including any
amendment or report filed for the purpose of updating such description.

     All documents subsequently filed by the registrant 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 shares of common stock offered
hereby have been sold or which deregisters all shares of common stock then
remaining unsold, shall be deemed to be incorporated by reference herein and to
be part hereof from the date of the filing of the documents. Any statement
contained in a document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for the purposes of this
registration statement to the extent a statement contained herein or in any
other subsequently filed document which also is or deemed to be incorporated by
reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this registration statement.

     Item 4. Description of Securities.

     Not applicable.

                                       2
Item 5. Interest of Named Experts and Counsel.

     Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, P.C., Boston, Massachusetts
has opinioned as to the securities being offered by this Registration Statement.
Joseph E. Mullancy, III, a partner of the firm, owns 500 shares and options to
purchase 10,000 shares of common stock of the registrant.

     Item 6. Indemnification of Directors and Officers.

     Article EIGHTH of the registrant's Second Amended and Restated Certificate
of Incorporation provides that no director of the registrant shall be personally
liable for any monetary damages for any breach of fiduciary duty as a director,
except to the extent that the Delaware General Corporation Law statute prohibits
the elimination or limitation of liability of directors for breach of fiduciary
duty.

     Article NINTH of the registrant's Second Amended and Restated Certificate
of Incorporation provides that a director or officer of the registrant (a) shall
be indemnified by the registrant against all expenses (including attorneys'
fees), judgments, fines and amounts paid in settlement incurred in connection
with any litigation or other legal proceeding (other than an action by or in the
right of the registrant) brought against him by virtue of his position as a
director or officer of the registrant if he acted in good faith and in a manner
he reasonably believed to be in, or not opposed to, the best interests of the
registrant, and, with respect to any criminal action or proceeding, has no
reasonable cause to believe his conduct was unlawful and (b) shall be
indemnified by the registrant against all expenses (including attorneys' fees)
and amounts paid in settlement incurred in connection with any action by or in
the right of the registrant brought against him by virtue of his position as a
director or officer of the registrant if he acted in good faith and in a manner
he reasonably believed to be in, or not opposed to, the best interests of the
registrant, except that no indemnification shall be made with respect to any
matter as to which such person shall have been adjudged to be liable to the
registrant, unless a court determines that, despite such adjudication but in
view of all of the circumstances, he is entitled to indemnification of such
expenses. Notwithstanding the foregoing, to the extent that a director or
officer has been successful, on the merits or otherwise, including, without
limitation, the dismissal of an action without prejudice, he is required to be
indemnified by the registrant against all expenses (including attorneys' fees)
incurred in connection therewith. Expenses shall be advanced to a director or
officer at his request, provided that he undertakes to repay the amount advanced
if it is ultimately determined that he is not entitled to indemnification for
such expenses.

     Indemnification is required to be made unless the registrant determines
that the applicable standard of conduct required for indemnification has not
been met. In the event of a determination by the registrant that the director or
officer did not meet the applicable standard of conduct required for
indemnification, or if the registrant fails to make an indemnification payment
within 60 days after such payment is claimed by such person, such person is
permitted to petition the court to make an independent determination as to
whether such person is entitled to indemnification. As a condition precedent to
the right of indemnification, the director or

                                       3
officer must give the registrant notice of the action for which indemnity is
sought and the registrant has the right to participate in such action or assume
the defense thereof.

     Article NINTH of the registrant's Second Amended and Restated Certificate
of Incorporation further provides that the indemnification provided therein is
not exclusive, and provides that in the event that the Delaware General
Corporation Law statute is amended to expand the indemnification permitted to
directors or officers the registrant must indemnify those persons to the full
extent permitted by such law as so amended.

     Section 145 of the Delaware General Corporation Law statute provides that a
corporation has the power to indemnify a director, officer, employee or agent of
the corporation and certain other persons serving at the request of the
corporation in related capacities against amounts paid and expenses incurred in
connection with an action or proceeding to which he is or is threatened to be
made a party by reason of such position, if such person shall have acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests of the corporation, and, in any criminal proceeding, if such person
had no reasonable cause to believe his conduct was unlawful; provided that, in
the case of actions brought by or in the right of the corporation no
indemnification shall be made with respect to any matter as to which such person
shall have been adjudged to be liable to the corporation unless and only to the
extent that the adjudicating court determines that such indemnification is
proper under the circumstances.

     Item 7. Exemption from Registration Claimed.

     Not applicable.

     Item 8. Exhibits.

     The Exhibit Index immediately preceding the exhibits is incorporated herein
by reference.

     Item 9. Undertakings.

     (a)     The 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;
                    (ii)   To reflect in the prospectus any facts or events
                           arising after the effective date of this Registration
                           Statement (or the most recent post-effective
                           amendment thereof) which, individually or in the
                           aggregate, represents a fundamental change in the
                           information set forth in this Registration Statement;
                           and
                    (iii)  To include any material information with respect to
                           the plan of distribution not previously disclosed in
                           this Registration Statement

                                       4
or any material change to such information in this
                    Registration Statement;

     provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
     the information required to be included in a post-effective amendment by
     those paragraphs is contained in periodic reports filed with or furnished
     to the Commission by the registrant pursuant to Section 13 or Section 15(d)
     of the Exchange Act that are incorporated by reference 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 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 (and,
where applicable, each filing of an employee benefit plan's annual report
pursuant to 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.

     (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.

                                       5
SIGNATURES

     Pursuant to the requirements of the Securities Act, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Cambridge, Massachusetts, on this 26th day of January, 2000.

                                      C-BRIDGE INTERNET SOLUTIONS, INC.

                                      By: /s/ Joseph M. Bellini
                                          ---------------------------------
                                          Joseph M. Bellini
                                          President and Chief Executive Officer

                       POWER OF ATTORNEY AND SIGNATURES

     We, the undersigned officers and directors of C-bridge Internet Solutions,
Inc., hereby severally constitute Joseph M. Bellini, Richard O. Wester and
Joseph E. Mullaney III, Esq., and each of them singly, our true and lawful
attorneys with full power to them, and each of them singly, to sign for us and
in our names in the capacities indicated below, the Registration Statement on
Form S-8 filed herewith and any and all subsequent amendments to said
Registration Statement, and generally to do all such things in our names and
behalf in our capacities as officers and directors to enable C-bridge Internet
Solutions, Inc. to comply with all requirements of the Securities and Exchange
Commission, hereby ratifying and confirming our signatures as they may be signed
by said attorneys, or any of them, to said Registration Statement and any and
all amendments thereto.

     Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated of January, 2000.
Signature                                    Title                                            Date
---------                                    -----                                            ----
/s/ Joseph M. Bellini           President, Chief Executive Officer and Director           January 26, 2000
-----------------------------
Joseph M. Bellini               (Principal Executive Officer)

/s/ Richard O. Wester           Vice President, Finance, Chief Financial Officer and      January 26. 2000
-----------------------------
Richard O. Wester               Treasurer (Principal Financial Officer and
                                Principal Accounting Officer)

/s/ Joseph L. Badaracco, Jr.    Director                                                  January 26, 2000
-----------------------------
Joseph L. Badaracco, Jr.

/s/ Paul R. Charron             Director                                                  January 26, 2000
-----------------------------
Paul R. Charron

/s/ Gerard F. King, II          Director                                                  January 26, 2000
-----------------------------
Gerard F. King, II

/s/ Raymond J. Lane             Director                                                  January 26, 2000
-----------------------------
Raymond J. Lane

/s/ Ramanan Raghavendran        Director                                                  January 26, 2000
-----------------------------
Ramanan Raghavendran
6
INDEX TO EXHIBITS

Number              Description
------              -----------

3.1(1)              Second Amended and Restated Certificate of Incorporation of
                    the Registrant

3.2(1)              Amended and Restated By-Laws of the Registrant

4.1(1)              Specimen stock certificate of common stock of the Registrant

5.1                 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
                    P.C., counsel to the Registrant

23.1                Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
                    P.C. (included in Exhibit 5.1)

23.2                Consent of Arthur Andersen LLP

24.1                Power of attorney (included in the signature pages of this
                    registration statement)

______________

(1)  Previously filed with the Securities and Exchange Commission as an Exhibit
     to the Registrant's Registration Statement on Form S-1, as amended (File
     No.333-89069) and incorporated herein by reference.