SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

DREIER STEPHEN I

(Last)

(First)

(Middle)

C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC

200 TALCOTT AVENUE SOUTH

(Street)

WATERTOWN

02472

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/24/2013

3. Issuer Name and Ticker or Trading Symbol
BRIGHT HORIZONS FAMILY SOLUTIONS INC. [ BFAM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	38,529	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	3,484	$2.56	D
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	452	$4.93	D
Option to Purchase Common Stock	⁽¹⁾	09/02/2018	Common Stock	62,296	$14.54	D
Option to Purchase Common Stock	⁽¹⁾	09/02/2018	Common Stock	8,084	$12	D
Option to Purchase Common Stock	04/04/2012	04/04/2022	Common Stock	4,153	$14.54	D
Option to Purchase Common Stock	04/04/2012	04/04/2022	Common Stock	538	$12	D
Option to Purchase Common Stock	⁽²⁾	05/02/2022	Common Stock	8,798	$14.54	D
Option to Purchase Common Stock	⁽²⁾	05/02/2022	Common Stock	1,141	$12	D

Explanation of Responses:

1. The option to purchase 62,296 shares of common stock is vested as to 49,836 shares and the option to purchase 8,084 shares of common stock is vested as to 6,467 shares. The remaining portion of each option award is eligible to vest and become exercisable on May 28, 2013.

2. The option is eligible to vest as to 40% of the underlying shares on May 2, 2014 and thereafter, as to the remaining 60% of underlying shares, in three equal annual installments beginning on May 2, 2015.

Remarks:

Secretary and Chief Administrative Officer Exhibit List Exhibit 24 - Power of Attorney

	/s/ John Casagrande, attorney-in-fact for Steven Dreier	01/24/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.