<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)

                        1986 EMPLOYEE STOCK PURCHASE 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            500,000 shares            $1.53            $765,000              $191.25
         issuable under the
         1986 Employee Stock
         Purchase Plan
-----------------------------------------------------------------------------------------------------------------
</TABLE>


(1)      Represents the fair market value of the Common Stock on July 13, 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 500,000 shares of
Common Stock (the "Common Stock") in accordance with the terms of the Company's
1986 Employee Stock Purchase 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 December 28, 2000 (Commission File No. 333-52990), 200,000
shares registered on the Company's Form S-8 filed on May 5, 1998 (Commission
File No. 333-52139) and 75,000 shares registered on the Company's Form S-8 filed
on June 5, 1986 (Commission File No. 33-6238) (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

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 , as amended through June 17, 1998
                  (filed as Exhibit 3.2 to the Quarterly Report on Form 10-Q for
                  the fiscal quarter ended May 31, 1998 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).

    5             Opinion of Lucash, Gesmer & Updegrove, LLP.

    10.2          1986 Employee Stock Purchase Plan, as amended through June 12,
                  2001 (filed as exhibit 10.2 to the Quarterly Report on Form
                  10-Q for the fiscal quarter ended May 31, 2001 of Media 100
                  Inc. (File No. 0-14779)).

    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 18th 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>

/s/ John A. Molinari                       President and Chief Executive               July 18, 2001
-------------------------                  Officer and Director
John A. Molinari                           (Principal Executive Officer)


/s/ Steven D. Shea                         Chief Financial Officer and Chief           July 18, 2001
-------------------------                  Accounting Officer
Steven D. Shea                             (Principal Financial Officer and
                                           Principal Accounting Officer)

/s/ Maurice L. Castonguay                  Director                                    July 18, 2001
-------------------------
Maurice L. Castonguay


/s/ Carl Rosendahl                         Director                                    July 18, 2001
--------------------------
Carl Rosendahl


/s/ Paul J. Severino                       Director                                    July 18, 2001
--------------------------
Paul J. Severino
</TABLE>


                                       E-1

<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 , as amended through June 17, 1998
                  (filed as Exhibit 3.2 to the Quarterly Report on Form 10-Q for
                  the fiscal quarter ended May 31, 1998 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).

    5             Opinion of Lucash, Gesmer & Updegrove, LLP.

    10.2          1986 Employee Stock Purchase Plan, as amended through June 12,
                  2001.

    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).
[{"type": "S-8", "sequence": "1", "filename": "a2054440zs-8.txt", "description": "FORM S-8", "secsgml_size_bytes": 10279}]
{"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": "333-65338", "film-number": "1683729"}, "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)

                        1986 EMPLOYEE STOCK PURCHASE 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            500,000 shares            $1.53            $765,000              $191.25
         issuable under the
         1986 Employee Stock
         Purchase Plan
-----------------------------------------------------------------------------------------------------------------
(1)      Represents the fair market value of the Common Stock on July 13, 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 500,000 shares of
Common Stock (the "Common Stock") in accordance with the terms of the Company's
1986 Employee Stock Purchase 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 December 28, 2000 (Commission File No. 333-52990), 200,000
shares registered on the Company's Form S-8 filed on May 5, 1998 (Commission
File No. 333-52139) and 75,000 shares registered on the Company's Form S-8 filed
on June 5, 1986 (Commission File No. 33-6238) (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

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 , as amended through June 17, 1998
                  (filed as Exhibit 3.2 to the Quarterly Report on Form 10-Q for
                  the fiscal quarter ended May 31, 1998 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).

    5             Opinion of Lucash, Gesmer & Updegrove, LLP.

    10.2          1986 Employee Stock Purchase Plan, as amended through June 12,
                  2001 (filed as exhibit 10.2 to the Quarterly Report on Form
                  10-Q for the fiscal quarter ended May 31, 2001 of Media 100
                  Inc. (File No. 0-14779)).

    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 18th 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
/s/ John A. Molinari                       President and Chief Executive               July 18, 2001
-------------------------                  Officer and Director
John A. Molinari                           (Principal Executive Officer)

/s/ Steven D. Shea                         Chief Financial Officer and Chief           July 18, 2001
-------------------------                  Accounting Officer
Steven D. Shea                             (Principal Financial Officer and
                                           Principal Accounting Officer)

/s/ Maurice L. Castonguay                  Director                                    July 18, 2001
-------------------------
Maurice L. Castonguay

/s/ Carl Rosendahl                         Director                                    July 18, 2001
--------------------------
Carl Rosendahl

/s/ Paul J. Severino                       Director                                    July 18, 2001
--------------------------
Paul J. Severino
E-1
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 , as amended through June 17, 1998
                  (filed as Exhibit 3.2 to the Quarterly Report on Form 10-Q for
                  the fiscal quarter ended May 31, 1998 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).

    5             Opinion of Lucash, Gesmer & Updegrove, LLP.

    10.2          1986 Employee Stock Purchase Plan, as amended through June 12,
                  2001.

    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).