As filed with the Securities and Exchange Commission on December 10, 2001

================================================================================
                                                     Registration No. 333-______

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             -----------------------

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

                             -----------------------
                           SELECT COMFORT CORPORATION
             (Exact name of registrant as specified in its charter)

           MINNESOTA                                        41-1597886
 (State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                          Identification No.)

    6105 TRENTON LANE NORTH
    MINNEAPOLIS, MINNESOTA                                   55442
(Address of principal executive offices)                   (Zip code)

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

                            1997 STOCK INCENTIVE PLAN
                        1999 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plans)

                             -----------------------
                                 MARK A. KIMBALL
                    SENIOR VICE PRESIDENT AND GENERAL COUNSEL
                           SELECT COMFORT CORPORATION
                             6105 TRENTON LANE NORTH
                              MINNEAPOLIS, MN 55442
                                 (763) 551-7070
                      (Name, address and telephone number,
                   including area code, of agent for service)
                            -------------------------
        APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
           IMMEDIATELY UPON THE FILING OF THIS REGISTRATION STATEMENT
                            ------------------------

                         CALCULATION OF REGISTRATION FEE
<TABLE>
======================================== ============= ================ ================ ============
                                                       PROPOSED MAXIMUM PROPOSED MAXIMUM   AMOUNT OF
        TITLE OF SECURITIES              AMOUNT TO BE   OFFERING PRICE      AGGREGATE    REGISTRATION
          TO BE REGISTERED               REGISTERED(1)    PER UNIT(2)    OFFERING PRICE      FEE(2)
---------------------------------------- ------------- ---------------- ---------------- ------------
<S>                                        <C>               <C>           <C>             <C>
1997 Stock Incentive Plan
Common Stock, par value $0.01 per share    4,000,000         $2.16         $8,640,000      $2,064.96
---------------------------------------- ------------- ---------------- ---------------- ------------
1999 Employee Stock Purchase Plan
Common Stock, par value $0.01 per share      500,000         $1.99           $995,000      $  237.81
======================================== ============= ================ ================ ============
</TABLE>

(1) Represents  increases  in the total  number of shares  reserved for issuance
    under the  Select  Comfort  Corporation  1997 Stock  Incentive  Plan and the
    Select Comfort  Corporation  1999 Employee Stock Purchase Plan. An aggregate
    of  2,397,082  shares  has been  previously  registered  under  registration
    statements on Form S-8 (File Nos.  333-70493 and 333-84329)  with respect to
    the 1997 Stock  Incentive  Plan, and an aggregate of 500,000 shares has been
    previously  registered under a registration  statement on Form S-8 (File No.
    333-80755)  with  respect  to the 1999  Employee  Stock  Purchase  Plan.  In
    addition,  pursuant  to Rule 416  under  the  Securities  Act of 1933,  this
    registration statement includes an indeterminate number of additional shares
    that  may be  offered  and  sold as a  result  of  anti-dilution  provisions
    described in the above-described plans.

(2) Estimated   solely  for  the  purpose  of  calculating  the  amount  of  the
    registration  fee and  calculated  pursuant to Rule 457(c) and (h) under the
    Securities Act as follows:  (i) with respect to options  previously  granted
    under the 1997 Stock  Incentive  Plan, on the basis of the weighted  average
    exercise  price of these option  grants,  (ii) with respect to options to be
    granted  under the 1997 Stock  Incentive  Plan,  on the basis of the average
    between the high and low sales  prices of the  registrant's  common stock on
    December 4, 2001 on the  over-the-counter  market, as reported by the Nasdaq
    National  Market,  and (ii) with respect to shares to be purchased under the
    1999 Employee Stock  Purchase Plan, on the basis of the average  between the
    high and low sales  prices of the  registrant's  common stock on December 4,
    2001 on the  over-the-counter  market,  as reported  by the Nasdaq  National
    Market.
================================================================================



<PAGE>

                    STATEMENT UNDER GENERAL INSTRUCTION E --
                      REGISTRATION OF ADDITIONAL SECURITIES

     The registrant,  Select Comfort Corporation,  previously filed registration
statements on Form S-8 with the  Securities  and Exchange  Commission  (SEC File
Nos.  333-70493  and  333-84329)  in  connection  with  the  registration  of an
aggregate of 2,397,082  shares of Select Comfort common stock to be issued under
Select  Comfort  Corporation  1997  Stock  Incentive  Plan  and  a  registration
statement  on  Form  S-8  (SEC  File  No.  333-80755)  in  connection  with  the
registration of an aggregate of 500,000 shares of Select Comfort common stock to
be issued under the Select  Comfort  Corporation  1999 Employee  Stock  Purchase
Plan.

     Pursuant to General Instruction E of Form S-8, this registration  statement
is filed by Select Comfort solely to register an additional  4,000,000 shares of
Select Comfort common stock reserved for issuance under the 1997 Stock Incentive
Plan and an additional  500,000  shares of Select  Comfort common stock reserved
for issuance under the 1999 Employee Stock Purchase Plan.  These  increases were
approved by Select  Comfort's board of directors on March 2, 2000,  February 13,
2001 and May 1, 2001 and by Select  Comfort's  shareholders  on May 18, 2000 and
July 17,  2001.  Pursuant to  Instruction  E, the  contents of Select  Comfort's
previously filed registration  statements on Form S-8 (SEC File Nos.  333-70493,
333-84329  and  333-80755)  are  hereby  incorporated  by  reference  into  this
registration statement pursuant to General Instruction E of Form S-8.

     In addition,  the following  documents  previously filed (File No. 0-25121)
with the Securities and Exchange  Commission pursuant to the Securities Exchange
Act of 1934 (the "Exchange Act") are, as of their respective dates, incorporated
by reference in this registration statement:

               (a) The Annual Report on Form 10-K of Select Comfort  Corporation
          for the fiscal year ended  December  30, 2000 (which  incorporates  by
          reference  certain  portions  of  Select  Comfort's  definitive  proxy
          statement for Select Comfort's 2001 Annual Meeting of Shareholders);

               (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
          Annual Report referred to in (a) above; and

               (c) The description of Select Comfort's common stock contained in
          a registration  statement filed pursuant to the Exchange Act, together
          with any  amendments or reports filed for the purpose of updating that
          description.

     In addition,  all documents filed by Select Comfort pursuant to Sections 13
(a),  13  (c),  14,  or 15 (d) of the  Exchange  Act  after  the  date  of  this
registration statement and before the filing of a post-effective  amendment that
indicates  that all  shares of common  stock  offered  have been  sold,  or that
deregisters all shares of common stock then remaining unsold, shall be deemed to
be  incorporated  by  reference  in,  and to be a  part  of,  this  registration
statement from the date of filing of those 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 purposes of this registration statement to the extent that such statement is
modified or superseded by any other  subsequently  filed  document that is or is
deemed to be  incorporated  by reference  herein.  Any  statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this registration statement.



                                       1
<PAGE>



                                     PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 8.  EXHIBITS.

EXHIBIT NO.    DESCRIPTION
-----------    -----------

   5.1         Opinion of Oppenheimer Wolff & Donnelly LLP (filed herewith)
  23.1         Consent of KPMG LLP (filed herewith)
  23.2         Consent of Oppenheimer  Wolff & Donnelly LLP (included in Exhibit
               5.1)
  24.1         Power  of  Attorney  (included  on the  signature  page  to  this
               registration statement)



                                       2
<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  of  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 the City of  Minneapolis,  State of  Minnesota,  on December 10,
2001.

                                    SELECT COMFORT CORPORATION

                               By:  /s/William R. McLaughlin
                                    --------------------------------------------
                                    William R. McLaughlin
                                    President and Chief Executive Officer
                                    (principal executive officer)

                               By:  /s/James C. Raabe
                                    --------------------------------------------
                                    James C. Raabe
                                    Chief Financial Officer
                                    (principal financial and accounting officer)

                                POWER OF ATTORNEY

     Each person whose signature  appears below constitutes and appoints William
R.  McLaughlin and James C. Raabe,  and each of them, his or her true and lawful
attorney-in-fact  and agent with full powers of substitution and resubstitution,
for and in his or her name, place and stead, in any and all capacities,  to sign
any or all amendments (including post-effective amendments) to this registration
statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said  attorney-in-fact and agent full power and authority to do and perform
each and every act and thing  requisite or necessary to be done in and about the
premises, as fully to all intents and purposes as he or she might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and agent
or his substitute or substitutes,  may lawfully do or cause to be done by virtue
thereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has been signed on December  10, 2001 by the  following
persons in the capacities indicated.

SIGNATURE                     TITLE
---------                     -----

/s/Patrick A. Hopf            Chairman of the Board
----------------------------
Patrick A. Hopf

/s/William R. McLaughlin      President and Chief Executive Officer and Director
----------------------------
William R. McLaughlin

/s/Thomas J. Albani           Director
----------------------------
Thomas J. Albani

/s/Christopher P. Kirchen     Director
----------------------------
Christopher P. Kirchen

/s/David T. Kollat            Director
----------------------------
David T. Kollat

/s/Ervin R. Shames            Director
----------------------------
Ervin R. Shames

/s/Jean-Michel Valette        Director
----------------------------
Jean-Michel Valette



                                       3
<PAGE>

                           SELECT COMFORT CORPORATION
                       REGISTRATION STATEMENT ON FORM S-8

                                INDEX TO EXHIBITS


<TABLE>
EXHIBIT
  NO.                            ITEM                                  METHOD OF FILING
-------  ----------------------------------------------------  -------------------------------
<S>       <C>                                                   <C>
  5.1     Opinion of Oppenheimer Wolff & Donnelly LLP.........  Filed herewith.

 23.1     Consent of KPMG LLP.................................  Filed herewith.

 23.2     Consent of Oppenheimer Wolff & Donnelly LLP........   Included in Exhibit 5.1.

 24.1     Power of Attorney...................................  Included on the signature page
                                                                to this registration statement.
</TABLE>



<PAGE>

                                                                     EXHIBIT 5.1
                  [Oppenheimer Wolff & Donnelly LLP Letterhead]

December 5, 2001

Select Comfort Corporation
6105 Trenton Lane North
Minneapolis, MN  55442

RE:     SELECT COMFORT CORPORATION
        REGISTRATION STATEMENT ON FORM S-8

Ladies and Gentlemen:

We have acted as counsel to Select Comfort Corporation,  a Minnesota corporation
(the "Company"), in connection with the registration by the Company of 4,500,000
shares of common  stock,  par value $0.01 per share (the "Common  Stock") of the
Company issuable under the Company's 1997 Stock Incentive Plan and 1999 Employee
Stock Purchase Plan, pursuant to a registration statement on Form S-8 filed with
the Securities  and Exchange  Commission  (the  "Registration  Statement").  The
4,500,000  shares of Common Stock of the Company  issuable  under the  Company's
1997  Stock   Incentive   Plan  and  the  1999  Employee   Stock  Purchase  Plan
(collectively, the "Plans") are collectively referred to herein as the "Shares."

In acting as counsel  for the Company and  arriving  at the  opinions  expressed
below,  we have  examined  and relied upon  originals  or copies,  certified  or
otherwise  identified  to our  satisfaction,  of such  records  of the  Company,
agreements and other instruments,  certificates of officers and  representatives
of the Company,  certificates of public officials and other documents as we have
deemed necessary or appropriate as a basis for the opinions expressed herein. In
connection  with  our  examination,  we  have  assumed  the  genuineness  of all
signatures,  the authenticity of all documents tendered to us as originals,  the
legal capacity of all natural  persons and the conformity to original  documents
of all documents submitted to us as certified or photostatic copies.

Based on the foregoing, and subject to the qualifications and limitations stated
herein, it is our opinion that:

1.   The Company has the  corporate  authority to issue the Shares in the manner
     and under the terms set forth in the Registration Statement.

2.  The Shares have been duly  authorized  and, when issued,  delivered and paid
    for in accordance with the Plans as set forth in the Registration Statement,
    will be validly issued, fully paid and nonassessable.

We  express  no  opinion  with  respect to laws other than those of the State of
Minnesota and the federal laws of the United States of America, and we assume no
responsibility as to the applicability  thereto,  or the effect thereon,  of the
laws of any other jurisdiction.

We  hereby  consent  to  the  filing  of  this  opinion  as  Exhibit  5.1 to the
Registration Statement and to its use as part of the Registration Statement.

Very truly yours,

/s/ Oppenheimer Wolff & Donnelly LLP




<PAGE>



                                                                   Exhibit  23.1




                          INDEPENDENT AUDITORS' CONSENT




The Board of Directors
Select Comfort Corporation:


We consent to the use of our reports incorporated herein by reference.

Our reports dated February 2, 2001, except with respect to Notes 1 & 10 which
are as of April 12, 2001, contain an explanatory paragraph that states that the
Company has incurred negative cash flows that raise substantial doubt about its
ability to continue as a going concern. The consolidated financial statements
and financial statement schedule do not include any adjustments that might
result from the outcome of that uncertainty.



/s/KPMG LLP


Minneapolis, Minnesota
December 7, 2001
[{"type": "S-8", "sequence": "1", "filename": "a2001_s-8sipespp.txt", "description": "1997 SIP & 1999 ESPP", "secsgml_size_bytes": 17452}]
{"company-data": {"conformed-name": "SELECT COMFORT CORP", "cik": "0000827187", "assigned-sic": "2510", "irs-number": "410157886", "state-of-incorporation": "MN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-74876", "film-number": "1810661"}, "business-address": {"street1": "6105 TRENTON LANE NORTH", "city": "MINNEAPOLIS", "state": "MN", "zip": "55344", "phone": "7635517000"}}
As filed with the Securities and Exchange Commission on December 10, 2001

================================================================================
                                                     Registration No. 333-______

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             -----------------------

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

                             -----------------------
                           SELECT COMFORT CORPORATION
             (Exact name of registrant as specified in its charter)

           MINNESOTA                                        41-1597886
 (State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                          Identification No.)

    6105 TRENTON LANE NORTH
    MINNEAPOLIS, MINNESOTA                                   55442
(Address of principal executive offices)                   (Zip code)

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

                            1997 STOCK INCENTIVE PLAN
                        1999 EMPLOYEE STOCK PURCHASE PLAN
                            (Full title of the plans)

                             -----------------------
                                 MARK A. KIMBALL
                    SENIOR VICE PRESIDENT AND GENERAL COUNSEL
                           SELECT COMFORT CORPORATION
                             6105 TRENTON LANE NORTH
                              MINNEAPOLIS, MN 55442
                                 (763) 551-7070
                      (Name, address and telephone number,
                   including area code, of agent for service)
                            -------------------------
        APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
           IMMEDIATELY UPON THE FILING OF THIS REGISTRATION STATEMENT
                            ------------------------

                         CALCULATION OF REGISTRATION FEE

======================================== ============= ================ ================ ============
                                                       PROPOSED MAXIMUM PROPOSED MAXIMUM   AMOUNT OF
        TITLE OF SECURITIES              AMOUNT TO BE   OFFERING PRICE      AGGREGATE    REGISTRATION
          TO BE REGISTERED               REGISTERED(1)    PER UNIT(2)    OFFERING PRICE      FEE(2)
---------------------------------------- ------------- ---------------- ---------------- ------------
1997 Stock Incentive Plan
Common Stock, par value $0.01 per share    4,000,000         $2.16         $8,640,000      $2,064.96
---------------------------------------- ------------- ---------------- ---------------- ------------
1999 Employee Stock Purchase Plan
Common Stock, par value $0.01 per share      500,000         $1.99           $995,000      $  237.81
======================================== ============= ================ ================ ============
(1) Represents  increases  in the total  number of shares  reserved for issuance
    under the  Select  Comfort  Corporation  1997 Stock  Incentive  Plan and the
    Select Comfort  Corporation  1999 Employee Stock Purchase Plan. An aggregate
    of  2,397,082  shares  has been  previously  registered  under  registration
    statements on Form S-8 (File Nos.  333-70493 and 333-84329)  with respect to
    the 1997 Stock  Incentive  Plan, and an aggregate of 500,000 shares has been
    previously  registered under a registration  statement on Form S-8 (File No.
    333-80755)  with  respect  to the 1999  Employee  Stock  Purchase  Plan.  In
    addition,  pursuant  to Rule 416  under  the  Securities  Act of 1933,  this
    registration statement includes an indeterminate number of additional shares
    that  may be  offered  and  sold as a  result  of  anti-dilution  provisions
    described in the above-described plans.

(2) Estimated   solely  for  the  purpose  of  calculating  the  amount  of  the
    registration  fee and  calculated  pursuant to Rule 457(c) and (h) under the
    Securities Act as follows:  (i) with respect to options  previously  granted
    under the 1997 Stock  Incentive  Plan, on the basis of the weighted  average
    exercise  price of these option  grants,  (ii) with respect to options to be
    granted  under the 1997 Stock  Incentive  Plan,  on the basis of the average
    between the high and low sales  prices of the  registrant's  common stock on
    December 4, 2001 on the  over-the-counter  market, as reported by the Nasdaq
    National  Market,  and (ii) with respect to shares to be purchased under the
    1999 Employee Stock  Purchase Plan, on the basis of the average  between the
    high and low sales  prices of the  registrant's  common stock on December 4,
    2001 on the  over-the-counter  market,  as reported  by the Nasdaq  National
    Market.
================================================================================
STATEMENT UNDER GENERAL INSTRUCTION E --
                      REGISTRATION OF ADDITIONAL SECURITIES

     The registrant,  Select Comfort Corporation,  previously filed registration
statements on Form S-8 with the  Securities  and Exchange  Commission  (SEC File
Nos.  333-70493  and  333-84329)  in  connection  with  the  registration  of an
aggregate of 2,397,082  shares of Select Comfort common stock to be issued under
Select  Comfort  Corporation  1997  Stock  Incentive  Plan  and  a  registration
statement  on  Form  S-8  (SEC  File  No.  333-80755)  in  connection  with  the
registration of an aggregate of 500,000 shares of Select Comfort common stock to
be issued under the Select  Comfort  Corporation  1999 Employee  Stock  Purchase
Plan.

     Pursuant to General Instruction E of Form S-8, this registration  statement
is filed by Select Comfort solely to register an additional  4,000,000 shares of
Select Comfort common stock reserved for issuance under the 1997 Stock Incentive
Plan and an additional  500,000  shares of Select  Comfort common stock reserved
for issuance under the 1999 Employee Stock Purchase Plan.  These  increases were
approved by Select  Comfort's board of directors on March 2, 2000,  February 13,
2001 and May 1, 2001 and by Select  Comfort's  shareholders  on May 18, 2000 and
July 17,  2001.  Pursuant to  Instruction  E, the  contents of Select  Comfort's
previously filed registration  statements on Form S-8 (SEC File Nos.  333-70493,
333-84329  and  333-80755)  are  hereby  incorporated  by  reference  into  this
registration statement pursuant to General Instruction E of Form S-8.

     In addition,  the following  documents  previously filed (File No. 0-25121)
with the Securities and Exchange  Commission pursuant to the Securities Exchange
Act of 1934 (the "Exchange Act") are, as of their respective dates, incorporated
by reference in this registration statement:

               (a) The Annual Report on Form 10-K of Select Comfort  Corporation
          for the fiscal year ended  December  30, 2000 (which  incorporates  by
          reference  certain  portions  of  Select  Comfort's  definitive  proxy
          statement for Select Comfort's 2001 Annual Meeting of Shareholders);

               (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
          Annual Report referred to in (a) above; and

               (c) The description of Select Comfort's common stock contained in
          a registration  statement filed pursuant to the Exchange Act, together
          with any  amendments or reports filed for the purpose of updating that
          description.

     In addition,  all documents filed by Select Comfort pursuant to Sections 13
(a),  13  (c),  14,  or 15 (d) of the  Exchange  Act  after  the  date  of  this
registration statement and before the filing of a post-effective  amendment that
indicates  that all  shares of common  stock  offered  have been  sold,  or that
deregisters all shares of common stock then remaining unsold, shall be deemed to
be  incorporated  by  reference  in,  and to be a  part  of,  this  registration
statement from the date of filing of those 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 purposes of this registration statement to the extent that such statement is
modified or superseded by any other  subsequently  filed  document that is or is
deemed to be  incorporated  by reference  herein.  Any  statement so modified or
superseded  shall  not be  deemed,  except  as so  modified  or  superseded,  to
constitute a part of this registration statement.

                                       1
PART II

                              INFORMATION REQUIRED
                          IN THE REGISTRATION STATEMENT

ITEM 8.  EXHIBITS.

EXHIBIT NO.    DESCRIPTION
-----------    -----------

   5.1         Opinion of Oppenheimer Wolff & Donnelly LLP (filed herewith)
  23.1         Consent of KPMG LLP (filed herewith)
  23.2         Consent of Oppenheimer  Wolff & Donnelly LLP (included in Exhibit
               5.1)
  24.1         Power  of  Attorney  (included  on the  signature  page  to  this
               registration statement)

                                       2
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  of  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 the City of  Minneapolis,  State of  Minnesota,  on December 10,
2001.

                                    SELECT COMFORT CORPORATION

                               By:  /s/William R. McLaughlin
                                    --------------------------------------------
                                    William R. McLaughlin
                                    President and Chief Executive Officer
                                    (principal executive officer)

                               By:  /s/James C. Raabe
                                    --------------------------------------------
                                    James C. Raabe
                                    Chief Financial Officer
                                    (principal financial and accounting officer)

                                POWER OF ATTORNEY

     Each person whose signature  appears below constitutes and appoints William
R.  McLaughlin and James C. Raabe,  and each of them, his or her true and lawful
attorney-in-fact  and agent with full powers of substitution and resubstitution,
for and in his or her name, place and stead, in any and all capacities,  to sign
any or all amendments (including post-effective amendments) to this registration
statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto said  attorney-in-fact and agent full power and authority to do and perform
each and every act and thing  requisite or necessary to be done in and about the
premises, as fully to all intents and purposes as he or she might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and agent
or his substitute or substitutes,  may lawfully do or cause to be done by virtue
thereof.

     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has been signed on December  10, 2001 by the  following
persons in the capacities indicated.

SIGNATURE                     TITLE
---------                     -----

/s/Patrick A. Hopf            Chairman of the Board
----------------------------
Patrick A. Hopf

/s/William R. McLaughlin      President and Chief Executive Officer and Director
----------------------------
William R. McLaughlin

/s/Thomas J. Albani           Director
----------------------------
Thomas J. Albani

/s/Christopher P. Kirchen     Director
----------------------------
Christopher P. Kirchen

/s/David T. Kollat            Director
----------------------------
David T. Kollat

/s/Ervin R. Shames            Director
----------------------------
Ervin R. Shames

/s/Jean-Michel Valette        Director
----------------------------
Jean-Michel Valette

                                       3
SELECT COMFORT CORPORATION
                       REGISTRATION STATEMENT ON FORM S-8

                                INDEX TO EXHIBITS

EXHIBIT
  NO.                            ITEM                                  METHOD OF FILING
-------  ----------------------------------------------------  -------------------------------
5.1     Opinion of Oppenheimer Wolff & Donnelly LLP.........  Filed herewith.

 23.1     Consent of KPMG LLP.................................  Filed herewith.

 23.2     Consent of Oppenheimer Wolff & Donnelly LLP........   Included in Exhibit 5.1.

 24.1     Power of Attorney...................................  Included on the signature page
                                                                to this registration statement.
EXHIBIT 5.1
                  [Oppenheimer Wolff & Donnelly LLP Letterhead]

December 5, 2001

Select Comfort Corporation
6105 Trenton Lane North
Minneapolis, MN  55442

RE:     SELECT COMFORT CORPORATION
        REGISTRATION STATEMENT ON FORM S-8

Ladies and Gentlemen:

We have acted as counsel to Select Comfort Corporation,  a Minnesota corporation
(the "Company"), in connection with the registration by the Company of 4,500,000
shares of common  stock,  par value $0.01 per share (the "Common  Stock") of the
Company issuable under the Company's 1997 Stock Incentive Plan and 1999 Employee
Stock Purchase Plan, pursuant to a registration statement on Form S-8 filed with
the Securities  and Exchange  Commission  (the  "Registration  Statement").  The
4,500,000  shares of Common Stock of the Company  issuable  under the  Company's
1997  Stock   Incentive   Plan  and  the  1999  Employee   Stock  Purchase  Plan
(collectively, the "Plans") are collectively referred to herein as the "Shares."

In acting as counsel  for the Company and  arriving  at the  opinions  expressed
below,  we have  examined  and relied upon  originals  or copies,  certified  or
otherwise  identified  to our  satisfaction,  of such  records  of the  Company,
agreements and other instruments,  certificates of officers and  representatives
of the Company,  certificates of public officials and other documents as we have
deemed necessary or appropriate as a basis for the opinions expressed herein. In
connection  with  our  examination,  we  have  assumed  the  genuineness  of all
signatures,  the authenticity of all documents tendered to us as originals,  the
legal capacity of all natural  persons and the conformity to original  documents
of all documents submitted to us as certified or photostatic copies.

Based on the foregoing, and subject to the qualifications and limitations stated
herein, it is our opinion that:

1.   The Company has the  corporate  authority to issue the Shares in the manner
     and under the terms set forth in the Registration Statement.

2.  The Shares have been duly  authorized  and, when issued,  delivered and paid
    for in accordance with the Plans as set forth in the Registration Statement,
    will be validly issued, fully paid and nonassessable.

We  express  no  opinion  with  respect to laws other than those of the State of
Minnesota and the federal laws of the United States of America, and we assume no
responsibility as to the applicability  thereto,  or the effect thereon,  of the
laws of any other jurisdiction.

We  hereby  consent  to  the  filing  of  this  opinion  as  Exhibit  5.1 to the
Registration Statement and to its use as part of the Registration Statement.

Very truly yours,

/s/ Oppenheimer Wolff & Donnelly LLP
Exhibit  23.1

                          INDEPENDENT AUDITORS' CONSENT

The Board of Directors
Select Comfort Corporation:

We consent to the use of our reports incorporated herein by reference.

Our reports dated February 2, 2001, except with respect to Notes 1 & 10 which
are as of April 12, 2001, contain an explanatory paragraph that states that the
Company has incurred negative cash flows that raise substantial doubt about its
ability to continue as a going concern. The consolidated financial statements
and financial statement schedule do not include any adjustments that might
result from the outcome of that uncertainty.

/s/KPMG LLP

Minneapolis, Minnesota
December 7, 2001