SecProbe.io

November 26, 2013

Via E -Mail
Mr. David Lissy
Chief Executive Officer
Bright Horizons Family Solutions , Inc.
200 Talcott Avenue South
Watertown, MA   02472

Re: Bright Horizons Family Solutions , Inc.
 Form 10-K for the Year Ended December 31, 2012
Filed March 26, 2013
Form 10 -Q for the Period Ended September 30, 2013
Filed November 7, 2013
File No. 001-35780

Dear Mr. Lissy :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

Form 10 -K for the Year Ended December 31, 2012
Item 7. Management’s Discussion and Analysis  of Financia l Condition and Results of
Operations, page 35
Results of Operations  -Year Ended December 31, 2012 Compared to the Year Ended December
31, 2011, page 39

1. You discuss selling, general and administrative expenses and income from operations
excluding stock compensation expense .  These amounts appear to represent non -
GAAP measures.  In your Form 10 -Q for the period ended September 30, 2013, you
similarly discuss selling, general and administrative expenses and income from
operations exclusive of several charges.  In future filings, please provide the
disclosures required by Item 10(e) of Regulation S -K.  Please provide us with your
proposed revised disclosures.

Mr. David Lissy
Bright Horizons Family Solutions , Inc.
November 26 , 2013
Page 2

Item 8. Financial Stat ements and Suppleme ntary Data , page 56
Notes to the Consolidated Financial Statements , page 62
Note 11.  Income Taxes, page 78

2. In future filings, please disclose as of each balance sheet date the cumulative amount
of undistributed earnings of foreign subsidiaries that  you intend to permanently
reinvest and have not currently provided for in your U.S. income taxes.  Please
provide us with your proposed revised disclosures.  Refer to ASC 740 -30-50-2.

Note 16.  Segment and Geographic Information, page 88

3. We note your di sclosure that the various service offerings  included in the Full Service
Center -Based Care reportable segment have similar operating characteristics and
meet the criteria for aggregation under ASC 280 -10-50-11.  Please identify  each of
the operating segment s in the Full Service Center -Based Care reportable segment and
provide us with the analysis you performed in concluding that these operating
segments could be aggregated into the same reportable segment.  In doing so, p lease
also tell us your consideration  of the two distinct economic models,  Profit and Loss
and Cost Plus, in arriving at this conclusion.

4. Please disclose in future filings your domestic  revenues and long -lived assets as
required by  ASC 280 -10-50-41.  The amounts related to individual foreign
countries should also be disclosed, if material.  Please provide us with your
proposed revised disclosures.

Item 11. Executive Compensation , page 95
Equity Awards, page 98
5. We note the substantial  option awards on May 2, 2012 as disclosed in the summary
compensation table and the grant of plan -based awards table.   It is unclear from your
disclosure in this section how the option awards were determined.   Please revise your
filing to include substant ive analysis and insight into how your Compensation
Committee made its restricted option award determinations with respect to each
named executive officer.   Refer to subparagraphs (b)(1)(iii) and (v)  of Item  402 of
Regulation S -K.  For example, please disc uss and analyze how the Compensation
Committee determined the actual number of shares underlying the option awards to
your named executive officers and how and why those awards varied among the
named executive officers.   Also, it appears from your disclosu re that the awards were
based in part on your relatively strong performance during the economic
downturn.   To the extent that equity awards are based on data you have  analyzed from
peer companies, please identify the peer companies you use and include an a nalysis
of where actual option awards fell relative to your peer companies.

Mr. David Lissy
Bright Horizons Family Solutions , Inc.
November 26 , 2013
Page 3

 Exhibit s 31.1 and 31.2

6. In future filings, please confirm you will remove the certifying individual  title from
the first line of the Section 302 ce rtification.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rule s require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;
 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking
 any action with respect to the filing; and
 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Jamie Kessel, Sta ff Accountant,  at (202) 551 -3727  or Rufus Decker,
Branch Chief, at (202) 551 -3769  if you have questions regarding comments on the financial
statements and related matters.  Please contact Ruairi Regan at (202) 551 -3269 or Brigitte
Lippman n at (202) 551 -3713  with any other questions.

Sincerely,

/s/Tia L. Jenkins

Tia L. Jenkins
Senior Assistant Chief Accountant
Office of Beverages, Apparel , and
Mining