As filed with the Securities and Exchange Commission on December 19, 2001

                                                      Registration No. 333-_____

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                   -----------

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

                              The Right Start, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                              California 95-3971414
         (State or Other Jurisdiction of Incorporation or Organization)
                    (I.R.S. Employer Identification Number)

                           26610 Agoura Road Suite 250
                           Calabasas, California 91302
               (Address of Principal Executive Offices) (Zip Code)

                     1995 NON-EMPLOYEE DIRECTORS OPTION PLAN
                            (Full title of the Plan)
                           ---------------------------

                               Mr. Jerry R. Welch
                      President and Chief Executive Officer
                           26610 Agoura Road Suite 250
                           Calabasas, California 91302
                     (Name and Address of Agent For Service)

                                 (818) 707-7100
           Telephone Number, Including Area Code, of Agent for Service

                                   Copies to:
                               Victor Hsu, Esquire
                           Fulbright & Jaworski L.L.P.
                      865 South Figueroa Street, 29th Floor
                          Los Angeles, California 90017
                                 (213) 892-9200

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

============================ ========================= ========================= ========================= =========================
<S>                             <C>                     <C>                        <C>                      <C>

                                                           Proposed maximum           Proposed maximum
  Title of Securities to           Amount to be           Offering price per         aggregate offering      Amount of registration
       be Registered              registered (1)               Share (2)                 price (2)                  fee (2)
---------------------------- ------------------------- ------------------------- ------------------------- -------------------------
       Common Stock,                 100,000                     $4.39                    $439,000                    $105
       no par value
============================ ========================= ========================= ========================= =========================
</TABLE>

(1)  There are also  registered  hereby such  indeterminate  number of shares of
     Common  Stock  as  may  become  issuable  by  reason  of  operation  of the
     anti-dilution  provisions of the 1995 Non-Employee Directors Option Plan of
     the Registrant described herein.

(2)  Pursuant to Rule 457 under the  Securities  Act of 1933,  as  amended,  the
     proposed  maximum  offering  price  per  share  and  the  proposed  maximum
     aggregate  offering price are estimated  solely for purposes of calculating
     the  registration  fee and are based  upon the  average of the high and low
     prices of the Common Stock of the Registrant on the Nasdaq  National Market
     System on December 14, 2001.



                INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

     This  Registration  Statement filed under the Securities Act of 1933 by The
Right Start, Inc. (the "Registrant") with the Securities and Exchange Commission
(the  "Commission")  hereby  incorporates  by  reference  the  contents  of  the
Registration  Statement  on Form S-8  relating  to the  registration  of  62,500
(1) shares of Common Stock of the Registrant (File No. 333-21747) that was filed
with the  Commission on February 13, 1997. All documents  subsequently  filed by
the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange  Act  of  1934,  as  amended,   including,   without  limitation,   the
Registrant's Form 10-K for the fiscal year ended February 3, 2001 and Forms 10-Q
for the fiscal quarters ended May 5, 2001,  August 4, 2001 and November 3, 2001,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  then  offered  have been sold or which  deregisters  all  securities
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
Registration  Statement  and to be part  thereof from the date of filing of such
documents with the Commission.



               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
          (as updated through the date of this Registration Statement)

     Each of the items required in Part II of the Registration Statement remains
correct as of the date of the filing of this Registration Statement on Form S-8.

___________
1  Reflects a one-for-two reverse stock split of the Registrant's Common Stock
   which was effective as of December 15, 1998.


                                       2
<PAGE>



                                   SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on Form  S-8,  and has duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the City of Calabasas, State of California, on this 18th day
of December, 2001.


                                              THE RIGHT START, INC.


                                              By:  /s/ Jerry R. Welch
                                              Name: Jerry R. Welch
                                              Title: Chief Executive Officer


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

      Signature                       Title                          Date



/s/ Jerry R. Welch       President, Chief Executive Officer    December 18, 2001
Jerry R. Welch

/s/ Richard A. Kayne                 Director                  December 18, 2001
Richard A. Kayne

/s/ Andrew D. Feshbach               Director                  December 18, 2001
Andrew D. Feshbach

/s/ Jill Higgins                     Director                  December 18, 2001
Jill Higgins

/s/ Robert R. Hollman                Director                  December 18, 2001
Robert R. Hollman

/s/ Fred Kayne                       Director,                 December 18, 2001
Fred Kayne                      Chairman of the Board

/s/ Howard M. Zelikow                Director                  December 18, 2001
Howard M. Zelikow

/s/ Raymond P. Springer       Financial Officer (principal     December 18, 2001
Raymond P. Springer        inancial and accounting officer)




                                       3
<PAGE>



                                  EXHIBIT INDEX



Exhibit Number                    Description

         5       Opinion of Fulbright & Jaworski L.L.P.
         23.1    Consent of Arthur Andersen LLP.
         23.2    Consent of PricewaterhouseCoopers LLP.
         23.3    Consent of Fulbright & Jaworski L.L.P. (included in Exhibit 5).





                                       4
<PAGE>



                                    Exhibit 5



                            Fulbright & Jaworski L.L.P.
                      865 South Figueroa Street, 29th Floor
                          Los Angeles, California 90017
                              Phone: (213) 892-9200
                               Fax: (213) 680-4518


                                July 10, 2001



The Right Start, Inc.
26610 Agoura Road Suite 250
Calabasas, California 91302

Ladies and Gentlemen:

     We have acted as special  counsel for The Right  Start,  Inc., a California
corporation  (the  "Company"),   with  respect  to  rendering  this  opinion  in
connection with the Company's filing with the Securities and Exchange Commission
of a  Registration  Statement on Form S-8 (the  "Registration  Statement")  with
respect to the  registration  under the Securities  Act of 1933, as amended,  of
100,000  shares  of the  Company's  common  stock,  $0.01  par  value  per share
(collectively, the "1995 Plan Shares"), to be offered upon the terms and subject
to  the  conditions  set  forth  in the  Company's  Restated  1995  Non-Employee
Directors Option Plan (as amended and restated June 29, 2001) (the "1995 Plan").

     We have examined (i) the  Certificate  of  Incorporation  and Bylaws of the
Company,  each  as  amended  to  date,  (ii)  the  1995  Plan,  and  (iii)  such
certificates,  statutes and other  instruments  and  documents as we  considered
appropriate for purposes of the opinion hereafter expressed.

     In  connection  with this  opinion,  we have assumed the  authenticity  and
completeness of all records,  certificates and other instruments submitted to us
as originals, the conformity to original documents of all records,  certificates
and other  instruments  submitted to us as copies,  and the  correctness  of all
statements of fact contained in all records,  certificates and other instruments
that we have examined.

     Based upon and subject to the  foregoing,  we are of the  opinion  that the
1995 Plan Shares have been duly  authorized  and, when issued in accordance with
the  terms  of  the  1995  Plan,  will  be  validly   issued,   fully  paid  and
nonassessable.

     We hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
Registration Statement.


                                          Very truly yours,

                                          /s/ Fulbright & Jaworski L.L.P.

                                          Fulbright & Jaworski L.L.P.






                                       5
<PAGE>



                                  Exhibit 23.1




                       CONSENT OF INDEPENDENT ACCOUNTANTS


     As independent public  accountants,  we hereby consent to the incorporation
by reference in this  registration  statement of our report dated April 26, 2001
included in The Right  Start,  Inc.'s  Form 10-K for the year ended  February 3,
2001 and to all references to our Firm included in this registration statement.


/s/ Arthur Andersen LLP

ARTHUR ANDERSEN LLP

Los Angeles, California
December 17, 2001


                                       6
<PAGE>



                                  Exhibit 23.2


                       CONSENT OF INDEPENDENT ACCOUNTANTS



     We hereby consent to the  incorporation  by reference in this  Registration
Statement  on Form S-8 of our  report  dated  March  12,  1999  relating  to the
financial  statements  of The Right Start,  Inc. for the year ended  January 30,
1999,  which  appears in The Right Start,  Inc.'s Annual Report on Form 10-K for
the year ended February 3, 2001.


/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP
Los Angeles, California

December 17, 2001

                                       7
<PAGE>
[{"type": "S-8", "sequence": "1", "filename": "s81995.txt", "description": "1995 NON-EMPLOYEES DIRECTORS OPTION PLAN", "secsgml_size_bytes": 11537}]
{"company-data": {"conformed-name": "RIGHT START INC /CA", "cik": "0000878720", "assigned-sic": "5961", "irs-number": "953971414", "state-of-incorporation": "CA", "fiscal-year-end": "0130"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-75506", "film-number": "1818036"}, "business-address": {"street1": "26610 AGOURA RD", "street2": "STE 250", "city": "CALABASAS", "state": "CA", "zip": "91302", "phone": "8187077100"}, "mail-address": {"street1": "26610 AGOURA RD", "street2": "STE 250", "city": "CALABASAS", "state": "CA", "zip": "91302"}}
As filed with the Securities and Exchange Commission on December 19, 2001

                                                      Registration No. 333-_____

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                   -----------

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

                              The Right Start, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

                              California 95-3971414
         (State or Other Jurisdiction of Incorporation or Organization)
                    (I.R.S. Employer Identification Number)

                           26610 Agoura Road Suite 250
                           Calabasas, California 91302
               (Address of Principal Executive Offices) (Zip Code)

                     1995 NON-EMPLOYEE DIRECTORS OPTION PLAN
                            (Full title of the Plan)
                           ---------------------------

                               Mr. Jerry R. Welch
                      President and Chief Executive Officer
                           26610 Agoura Road Suite 250
                           Calabasas, California 91302
                     (Name and Address of Agent For Service)

                                 (818) 707-7100
           Telephone Number, Including Area Code, of Agent for Service

                                   Copies to:
                               Victor Hsu, Esquire
                           Fulbright & Jaworski L.L.P.
                      865 South Figueroa Street, 29th Floor
                          Los Angeles, California 90017
                                 (213) 892-9200

                         CALCULATION OF REGISTRATION FEE
============================ ========================= ========================= ========================= =========================
Proposed maximum           Proposed maximum
  Title of Securities to           Amount to be           Offering price per         aggregate offering      Amount of registration
       be Registered              registered (1)               Share (2)                 price (2)                  fee (2)
---------------------------- ------------------------- ------------------------- ------------------------- -------------------------
       Common Stock,                 100,000                     $4.39                    $439,000                    $105
       no par value
============================ ========================= ========================= ========================= =========================
(1)  There are also  registered  hereby such  indeterminate  number of shares of
     Common  Stock  as  may  become  issuable  by  reason  of  operation  of the
     anti-dilution  provisions of the 1995 Non-Employee Directors Option Plan of
     the Registrant described herein.

(2)  Pursuant to Rule 457 under the  Securities  Act of 1933,  as  amended,  the
     proposed  maximum  offering  price  per  share  and  the  proposed  maximum
     aggregate  offering price are estimated  solely for purposes of calculating
     the  registration  fee and are based  upon the  average of the high and low
     prices of the Common Stock of the Registrant on the Nasdaq  National Market
     System on December 14, 2001.

                INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

     This  Registration  Statement filed under the Securities Act of 1933 by The
Right Start, Inc. (the "Registrant") with the Securities and Exchange Commission
(the  "Commission")  hereby  incorporates  by  reference  the  contents  of  the
Registration  Statement  on Form S-8  relating  to the  registration  of  62,500
(1) shares of Common Stock of the Registrant (File No. 333-21747) that was filed
with the  Commission on February 13, 1997. All documents  subsequently  filed by
the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange  Act  of  1934,  as  amended,   including,   without  limitation,   the
Registrant's Form 10-K for the fiscal year ended February 3, 2001 and Forms 10-Q
for the fiscal quarters ended May 5, 2001,  August 4, 2001 and November 3, 2001,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  then  offered  have been sold or which  deregisters  all  securities
remaining  unsold,  shall be  deemed to be  incorporated  by  reference  in this
Registration  Statement  and to be part  thereof from the date of filing of such
documents with the Commission.

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
          (as updated through the date of this Registration Statement)

     Each of the items required in Part II of the Registration Statement remains
correct as of the date of the filing of this Registration Statement on Form S-8.

___________
1  Reflects a one-for-two reverse stock split of the Registrant's Common Stock
   which was effective as of December 15, 1998.

                                       2
SIGNATURES

     The Registrant. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the  requirements  for  filing  on Form  S-8,  and has duly  caused  this
Registration Statement to be signed on its behalf by the undersigned,  thereunto
duly authorized, in the City of Calabasas, State of California, on this 18th day
of December, 2001.

                                              THE RIGHT START, INC.

                                              By:  /s/ Jerry R. Welch
                                              Name: Jerry R. Welch
                                              Title: Chief Executive Officer

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

      Signature                       Title                          Date

/s/ Jerry R. Welch       President, Chief Executive Officer    December 18, 2001
Jerry R. Welch

/s/ Richard A. Kayne                 Director                  December 18, 2001
Richard A. Kayne

/s/ Andrew D. Feshbach               Director                  December 18, 2001
Andrew D. Feshbach

/s/ Jill Higgins                     Director                  December 18, 2001
Jill Higgins

/s/ Robert R. Hollman                Director                  December 18, 2001
Robert R. Hollman

/s/ Fred Kayne                       Director,                 December 18, 2001
Fred Kayne                      Chairman of the Board

/s/ Howard M. Zelikow                Director                  December 18, 2001
Howard M. Zelikow

/s/ Raymond P. Springer       Financial Officer (principal     December 18, 2001
Raymond P. Springer        inancial and accounting officer)

                                       3
EXHIBIT INDEX

Exhibit Number                    Description

         5       Opinion of Fulbright & Jaworski L.L.P.
         23.1    Consent of Arthur Andersen LLP.
         23.2    Consent of PricewaterhouseCoopers LLP.
         23.3    Consent of Fulbright & Jaworski L.L.P. (included in Exhibit 5).

                                       4
Exhibit 5

                            Fulbright & Jaworski L.L.P.
                      865 South Figueroa Street, 29th Floor
                          Los Angeles, California 90017
                              Phone: (213) 892-9200
                               Fax: (213) 680-4518

                                July 10, 2001

The Right Start, Inc.
26610 Agoura Road Suite 250
Calabasas, California 91302

Ladies and Gentlemen:

     We have acted as special  counsel for The Right  Start,  Inc., a California
corporation  (the  "Company"),   with  respect  to  rendering  this  opinion  in
connection with the Company's filing with the Securities and Exchange Commission
of a  Registration  Statement on Form S-8 (the  "Registration  Statement")  with
respect to the  registration  under the Securities  Act of 1933, as amended,  of
100,000  shares  of the  Company's  common  stock,  $0.01  par  value  per share
(collectively, the "1995 Plan Shares"), to be offered upon the terms and subject
to  the  conditions  set  forth  in the  Company's  Restated  1995  Non-Employee
Directors Option Plan (as amended and restated June 29, 2001) (the "1995 Plan").

     We have examined (i) the  Certificate  of  Incorporation  and Bylaws of the
Company,  each  as  amended  to  date,  (ii)  the  1995  Plan,  and  (iii)  such
certificates,  statutes and other  instruments  and  documents as we  considered
appropriate for purposes of the opinion hereafter expressed.

     In  connection  with this  opinion,  we have assumed the  authenticity  and
completeness of all records,  certificates and other instruments submitted to us
as originals, the conformity to original documents of all records,  certificates
and other  instruments  submitted to us as copies,  and the  correctness  of all
statements of fact contained in all records,  certificates and other instruments
that we have examined.

     Based upon and subject to the  foregoing,  we are of the  opinion  that the
1995 Plan Shares have been duly  authorized  and, when issued in accordance with
the  terms  of  the  1995  Plan,  will  be  validly   issued,   fully  paid  and
nonassessable.

     We hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
Registration Statement.

                                          Very truly yours,

                                          /s/ Fulbright & Jaworski L.L.P.

                                          Fulbright & Jaworski L.L.P.

                                       5
Exhibit 23.1

                       CONSENT OF INDEPENDENT ACCOUNTANTS

     As independent public  accountants,  we hereby consent to the incorporation
by reference in this  registration  statement of our report dated April 26, 2001
included in The Right  Start,  Inc.'s  Form 10-K for the year ended  February 3,
2001 and to all references to our Firm included in this registration statement.

/s/ Arthur Andersen LLP

ARTHUR ANDERSEN LLP

Los Angeles, California
December 17, 2001

                                       6
Exhibit 23.2

                       CONSENT OF INDEPENDENT ACCOUNTANTS

     We hereby consent to the  incorporation  by reference in this  Registration
Statement  on Form S-8 of our  report  dated  March  12,  1999  relating  to the
financial  statements  of The Right Start,  Inc. for the year ended  January 30,
1999,  which  appears in The Right Start,  Inc.'s Annual Report on Form 10-K for
the year ended February 3, 2001.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP
Los Angeles, California

December 17, 2001

                                       7