As filed with the Securities and Exchange Commission on September 13, 2000
                                                      Registration No. 333-_____
                                  UNITED STATES
                       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         (I.R.S. Employer Identification Number)
   Incorporation or Organization)

                       5388 Sterling Center Drive, Unit C
                       Westlake Village, California 91361
               (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
                       5388 Sterling Center Drive, Unit C
                       Westlake Village, California 91361
                     (Name and Address of Agent For Service)

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

                                   Copies to:
                            Kenneth J. Baronsky, Esq.
                       Milbank, Tweed, Hadley & McCloy LLP
                      601 South Figueroa Street, 30th Floor
                          Los Angeles, California 90017
                                 (213) 892-4000

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

===========================================================================================
                                     Proposed maximum  Proposed maximum
     Title of        Amount to be     Offering price per   aggregate         Amount of
  Securities to     registered (1)       Share (2)         offering        registration
  be Registered                                            price (2)          fee (2)
-------------------------------------------------------------------------------------------
<S>                     <C>               <C>             <C>                   <C>
  Common Stock,         75,000            $3.4375         $257,812.5            $69
   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. Reflects a one-for-two reverse stock split
     of the Common Stock which was effective as of December 15, 1998.

(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 September 7, 2000.


<PAGE>


                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 62,5001
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/A for the fiscal  year ended  January 29, 2000 and Forms
10Q for the fiscal quarters ended April 29, 2000 and July 29, 2000, 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.

<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 Westlake Village, State of California,  on this
12th day of September, 2000.


                              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             Chairman of the Board,      September 12, 2000
-----------------------        President and Chief
Jerry R. Welch                  Executive Officer


/s/ Richard A. Kayne                  Director             September 12, 2000
-----------------------
    Richard A. Kayne


/s/ Andrew D. Feshbach                Director             September 12, 2000
-----------------------
    Andrew D. Feshbach


/s/ Robert R. Hollman                 Director             September 12, 2000
-----------------------
    Robert R. Hollman


/s/ Fred Kayne                        Director             September 12, 2000
-----------------------
    Fred Kayne


/s/ Howard M. Zelikow                 Director             September 12, 2000
-----------------------
    Howard M. Zelikow


/s/ Raymond P. Springer        Chief Financial Officer     September 12, 2000
-----------------------        (principal financial and
Raymond P. Springer              accounting officer)
<PAGE>


                                  EXHIBIT INDEX






   Exhibit Number                    Description

          5         Opinion of Milbank,  Tweed,  Hadley & McCloy LLP.

          23.1      Consent of Arthur Andersen LLP.

          23.2      Consent of PricewaterhouseCoopers LLP.

          23.3      Consent of Milbank, Tweed, Hadley & McCloy LLP.
                    (included in Exhibit 5)
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "1995 EMPLOYEE STOCK OPTION PLAN", "secsgml_size_bytes": 7963}]
{"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": "333-45698", "film-number": "722212"}, "business-address": {"street1": "5388 STERLING CENTER DR", "city": "WESTLAKE VILLAGE", "state": "CA", "zip": "91361", "phone": "8187077100"}, "mail-address": {"street1": "5388 STERLING CENTER DRIVE", "city": "WESTLAKE VILLAGE", "state": "CA", "zip": "91361"}}
As filed with the Securities and Exchange Commission on September 13, 2000
                                                      Registration No. 333-_____
                                  UNITED STATES
                       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         (I.R.S. Employer Identification Number)
   Incorporation or Organization)

                       5388 Sterling Center Drive, Unit C
                       Westlake Village, California 91361
               (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
                       5388 Sterling Center Drive, Unit C
                       Westlake Village, California 91361
                     (Name and Address of Agent For Service)

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

                                   Copies to:
                            Kenneth J. Baronsky, Esq.
                       Milbank, Tweed, Hadley & McCloy LLP
                      601 South Figueroa Street, 30th Floor
                          Los Angeles, California 90017
                                 (213) 892-4000

                         CALCULATION OF REGISTRATION FEE
===========================================================================================
                                     Proposed maximum  Proposed maximum
     Title of        Amount to be     Offering price per   aggregate         Amount of
  Securities to     registered (1)       Share (2)         offering        registration
  be Registered                                            price (2)          fee (2)
-------------------------------------------------------------------------------------------
Common Stock,         75,000            $3.4375         $257,812.5            $69
   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. Reflects a one-for-two reverse stock split
     of the Common Stock which was effective as of December 15, 1998.

(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 September 7, 2000.
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 62,5001
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/A for the fiscal  year ended  January 29, 2000 and Forms
10Q for the fiscal quarters ended April 29, 2000 and July 29, 2000, 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.
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 Westlake Village, State of California,  on this
12th day of September, 2000.

                              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             Chairman of the Board,      September 12, 2000
-----------------------        President and Chief
Jerry R. Welch                  Executive Officer

/s/ Richard A. Kayne                  Director             September 12, 2000
-----------------------
    Richard A. Kayne

/s/ Andrew D. Feshbach                Director             September 12, 2000
-----------------------
    Andrew D. Feshbach

/s/ Robert R. Hollman                 Director             September 12, 2000
-----------------------
    Robert R. Hollman

/s/ Fred Kayne                        Director             September 12, 2000
-----------------------
    Fred Kayne

/s/ Howard M. Zelikow                 Director             September 12, 2000
-----------------------
    Howard M. Zelikow

/s/ Raymond P. Springer        Chief Financial Officer     September 12, 2000
-----------------------        (principal financial and
Raymond P. Springer              accounting officer)
EXHIBIT INDEX

   Exhibit Number                    Description

          5         Opinion of Milbank,  Tweed,  Hadley & McCloy LLP.

          23.1      Consent of Arthur Andersen LLP.

          23.2      Consent of PricewaterhouseCoopers LLP.

          23.3      Consent of Milbank, Tweed, Hadley & McCloy LLP.
                    (included in Exhibit 5)