A spokeswoman for Mothercare confirmed that the group were in discussions with Early Learning Centre owners Chelsea Stores over the acquisition of the chain in cash and shares.
The move would be a major turnaround for Mothercare after it posted losses of £24.8million in 2003. Mothercare has about 230 stores in the UK and 319 more overseas operating as franchises.
The company posted pretax profits of £12.8million in the 28 weeks to October 14 last year, on sales of £264.3million.
The Early Learning Centre made profits of £13million last year.