As filed with the Securities and Exchange Commission on  July 31, 2000
                                                Registration No. 333-__________
--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


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

                                 CONCEPTUS, INC.
             (Exact Name of Registrant as Specified in Its Charter)

               Delaware                                      94-3170244
    (State or Other Jurisdiction of                         (IRS Employer
    Incorporation or Organization)                     Identification Number)



                               1021 Howard Avenue
                          San Carlos, California 94070
           (Address of Principal Executive Offices including Zip Code)


                                 1993 Stock Plan
                           (Full Titles of the Plans)



                                  Steven Bacich
                      President and Chief Executive Officer
                                 CONCEPTUS, INC.
                               1021 Howard Avenue
                          San Carlos, California 94070
                                 (650) 802-7240
          (Name and Address, Including Zip Code, and Telephone Number,
                   Including Area Code, of Agent for Service)
<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------
                                           CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------------------------
<S>                                                <C>             <C>                 <C>              <C>
                                                                    Proposed         Proposed
                  Title Of                         Amount           Maximum           Maximum         Amount Of
              Securities To Be                     To Be            Offering         Aggregate      Registration
                 Registered                    Registered (1)      Price Per         Offering            Fee
                                                                   Share (2)         Price (2)
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
Common Stock, par value $.003 per share (2)       500,000            $7.22          $3,608,880         $952.75
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
<FN>

(1)     This  Registration  Statement shall also cover any additional  shares of
        Common  Stock  which  become  issuable  under the 1993  Stock Plan being
        registered  pursuant  to this  Registration  Statement  by reason of any
        stock  dividend,  stock  split,  recapitalization  or any other  similar
        transaction  effected without the receipt of consideration which results
        in an increase in the number of the Registrant's  outstanding  shares of
        Common Stock.

(2)     Estimated for the purpose of calculating  the  registration  fee for the
        1993 Stock Plan (i)  pursuant  to Rule 457(h) on the basis of a weighted
        average  exercise  price per share for 98,000 shares  subject to options
        previously  granted at $6.06 per share and (ii)  pursuant to Rule 457(c)
        for the remaining  402,000 shares  available for future grants under the
        1993  Stock  Plan  based  on the  average  high and low  prices  for the
        Registrant's  Common  Stock at $7.50 as reported on the Nasdaq  National
        Market on July 26, 2000.

(3)     The 1993 Stock Plan  authorizes  the  issuance of a maximum of 3,075,000
        shares,  of which 500,000 of the authorized  shares are being registered
        hereunder.
</FN>
</TABLE>
<PAGE>


                                     PART I

    The information called for in Part I of the Form S-8 is not being filed with
or included in this Form S-8 (by  incorporation,  by reference or  otherwise) in
accordance  with the  rules  and  regulations  of the  Securities  and  Exchange
Commission (the "SEC").

                                     PART II

    The  contents  of  the  Registrant's  Registration  Statement  on  Form  S-8
(Registration  No. 333-4186) dated June 26, 1997, as amended by the Registrant's
Post-Effective  Amendment  No. 1 on Form S-8 dated  June 26,  1997,  are  hereby
incorporated by this reference.

Item 8.  Exhibits

         See Index to Exhibits on page 5.


                                       2

<PAGE>




                                   SIGNATURES

    Pursuant to the  requirements of the Securities Act of 1993, the Registrant,
Conceptus,  Inc.,  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 San Carlos,  State of California,  on July 28,
2000.

                                           CONCEPTUS, INC.



                                           By: /s/ Oliver Brouse
                                              ------------------------------
                                              Oliver Brouse,
                                              Director Finance


                                       3


<PAGE>


                                POWER OF ATTORNEY

    KNOW ALL MEN BY THESE  PRESENT,  that each person  whose  signature  appears
below  constitutes  and appoints  Steven Bacich and Oliver  Brouse,  and each of
them, his true and lawful  attorneys-in-fact and agents, each with full power of
substitution  and  resubstitution,  for him and in his name, place and stead, in
any and all capacities, to sign any and 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  attorneys-in-fact  and
agents,  and each of them,  full power and  authority to do and perform each and
every act and thing  requisite  and  necessary to be done in order to effectuate
the same as  fully,  to all  intents  and  purposes,  as he might or could do in
person, hereby ratifying and confirming all that each of said  attorneys-in-fact
and  agents,  or any of them,  may  lawfully  do or  cause to be done by  virtue
hereof.

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

Signature                     Title                                       Date
---------                     -----                                       ----
<S>                           <C>                                         <C>

/s/ Steven Bacich
--------------------------    President, Chief Executive Officer and      July 28, 2000
Steven Bacich                 Director (Principal Executive Officer)

/s/ Oliver Brouse
--------------------------    Directory Finance  (Principal Financial     July 28, 2000
Oliver Brouse                 and Accounting Officer)

/s/ Florence Comite
--------------------------    Director                                    July 28, 2000
Florence Comite

/s/ Sanford Fitch
--------------------------    Director                                    July 28, 2000
Sanford Fitch

/s/ Howard Palefsky
--------------------------    Director                                    July 28, 2000
Howard Palefsky

/s/ Richard D. Randall
--------------------------    Director                                    July 28, 2000
Richard D. Randall

/s/ Kathryn Tunstall
--------------------------    Director                                    July 28, 2000
Kathryn Tunstall

</TABLE>


                                       4

<PAGE>


                                INDEX TO EXHIBITS

EXHIBIT

5.1       Opinion of Latham & Watkins.

23.1      Consent of Ernst & Young LLP, Independent Auditors

23.2      Consent of Latham & Watkins (included in Exhibit 5.1)

24.1      Power of Attorney (included in the signature page to this Registration
          Statement)


                                       5
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 8895}]
{"company-data": {"conformed-name": "CONCEPTUS INC", "cik": "0000896778", "assigned-sic": "3841", "irs-number": "973170244", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-42656", "film-number": "682747"}, "business-address": {"street1": "1021 HOWARD AVE", "city": "SAN CARLOS", "state": "CA", "zip": "94070", "phone": "4158027240"}, "mail-address": {"street1": "1021 HOWARD AVENUE", "city": "SAN CARLOS", "state": "CA", "zip": "94070"}}
As filed with the Securities and Exchange Commission on  July 31, 2000
                                                Registration No. 333-__________
--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                 CONCEPTUS, INC.
             (Exact Name of Registrant as Specified in Its Charter)

               Delaware                                      94-3170244
    (State or Other Jurisdiction of                         (IRS Employer
    Incorporation or Organization)                     Identification Number)

                               1021 Howard Avenue
                          San Carlos, California 94070
           (Address of Principal Executive Offices including Zip Code)

                                 1993 Stock Plan
                           (Full Titles of the Plans)

                                  Steven Bacich
                      President and Chief Executive Officer
                                 CONCEPTUS, INC.
                               1021 Howard Avenue
                          San Carlos, California 94070
                                 (650) 802-7240
          (Name and Address, Including Zip Code, and Telephone Number,
                   Including Area Code, of Agent for Service)
-------------------------------------------------------------------------------------------------------------------
                                           CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------------------------
Proposed         Proposed
                  Title Of                         Amount           Maximum           Maximum         Amount Of
              Securities To Be                     To Be            Offering         Aggregate      Registration
                 Registered                    Registered (1)      Price Per         Offering            Fee
                                                                   Share (2)         Price (2)
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
Common Stock, par value $.003 per share (2)       500,000            $7.22          $3,608,880         $952.75
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
--------------------------------------------- ----------------- ----------------- ---------------- ----------------
(1)     This  Registration  Statement shall also cover any additional  shares of
        Common  Stock  which  become  issuable  under the 1993  Stock Plan being
        registered  pursuant  to this  Registration  Statement  by reason of any
        stock  dividend,  stock  split,  recapitalization  or any other  similar
        transaction  effected without the receipt of consideration which results
        in an increase in the number of the Registrant's  outstanding  shares of
        Common Stock.

(2)     Estimated for the purpose of calculating  the  registration  fee for the
        1993 Stock Plan (i)  pursuant  to Rule 457(h) on the basis of a weighted
        average  exercise  price per share for 98,000 shares  subject to options
        previously  granted at $6.06 per share and (ii)  pursuant to Rule 457(c)
        for the remaining  402,000 shares  available for future grants under the
        1993  Stock  Plan  based  on the  average  high and low  prices  for the
        Registrant's  Common  Stock at $7.50 as reported on the Nasdaq  National
        Market on July 26, 2000.

(3)     The 1993 Stock Plan  authorizes  the  issuance of a maximum of 3,075,000
        shares,  of which 500,000 of the authorized  shares are being registered
        hereunder.
PART I

    The information called for in Part I of the Form S-8 is not being filed with
or included in this Form S-8 (by  incorporation,  by reference or  otherwise) in
accordance  with the  rules  and  regulations  of the  Securities  and  Exchange
Commission (the "SEC").

                                     PART II

    The  contents  of  the  Registrant's  Registration  Statement  on  Form  S-8
(Registration  No. 333-4186) dated June 26, 1997, as amended by the Registrant's
Post-Effective  Amendment  No. 1 on Form S-8 dated  June 26,  1997,  are  hereby
incorporated by this reference.

Item 8.  Exhibits

         See Index to Exhibits on page 5.

                                       2
SIGNATURES

    Pursuant to the  requirements of the Securities Act of 1993, the Registrant,
Conceptus,  Inc.,  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 San Carlos,  State of California,  on July 28,
2000.

                                           CONCEPTUS, INC.

                                           By: /s/ Oliver Brouse
                                              ------------------------------
                                              Oliver Brouse,
                                              Director Finance

                                       3
POWER OF ATTORNEY

    KNOW ALL MEN BY THESE  PRESENT,  that each person  whose  signature  appears
below  constitutes  and appoints  Steven Bacich and Oliver  Brouse,  and each of
them, his true and lawful  attorneys-in-fact and agents, each with full power of
substitution  and  resubstitution,  for him and in his name, place and stead, in
any and all capacities, to sign any and 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  attorneys-in-fact  and
agents,  and each of them,  full power and  authority to do and perform each and
every act and thing  requisite  and  necessary to be done in order to effectuate
the same as  fully,  to all  intents  and  purposes,  as he might or could do in
person, hereby ratifying and confirming all that each of said  attorneys-in-fact
and  agents,  or any of them,  may  lawfully  do or  cause to be done by  virtue
hereof.

    Pursuant  to the  requirements  of the  Securities  Act,  this  Registration
Statement has been signed by the following  persons in the capacities  indicated
on the dates indicated.
Signature                     Title                                       Date
---------                     -----                                       ----
/s/ Steven Bacich
--------------------------    President, Chief Executive Officer and      July 28, 2000
Steven Bacich                 Director (Principal Executive Officer)

/s/ Oliver Brouse
--------------------------    Directory Finance  (Principal Financial     July 28, 2000
Oliver Brouse                 and Accounting Officer)

/s/ Florence Comite
--------------------------    Director                                    July 28, 2000
Florence Comite

/s/ Sanford Fitch
--------------------------    Director                                    July 28, 2000
Sanford Fitch

/s/ Howard Palefsky
--------------------------    Director                                    July 28, 2000
Howard Palefsky

/s/ Richard D. Randall
--------------------------    Director                                    July 28, 2000
Richard D. Randall

/s/ Kathryn Tunstall
--------------------------    Director                                    July 28, 2000
Kathryn Tunstall
4
INDEX TO EXHIBITS

EXHIBIT

5.1       Opinion of Latham & Watkins.

23.1      Consent of Ernst & Young LLP, Independent Auditors

23.2      Consent of Latham & Watkins (included in Exhibit 5.1)

24.1      Power of Attorney (included in the signature page to this Registration
          Statement)

                                       5