<PAGE>   1
                                                    Registration No. ___________


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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                             THE VANTIVE CORPORATION
  ----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           Delaware                                       77-0266662
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. employer identification no.)
 incorporation or organization)


                              2455 Augustine Drive
                              Santa Clara, CA 95054
                             -----------------------
               (Address of principal executive offices) (Zip code)


                             THE VANTIVE CORPORATION
                 AMENDED AND RESTATED 1991 STOCK OPTION PLAN AND
                 INDIVIDUAL OPTION AGREEMENTS GRANTED UNDER THE
   INNOVATIVE COMPUTER CONCEPTS, INC. 1995 STOCK INCENTIVE PLAN AND ASSUMED BY
                             THE VANTIVE CORPORATION
  -----------------------------------------------------------------------------
                            (Full title of the plan)


                                David Schellhase
                       Vice President and General Counsel
                             The Vantive Corporation
                              2455 Augustine Drive
                              Santa Clara, CA 95054
                     (Name and address of agent for service)

Telephone number, including area code, of agent for service:  408/982-5700

This registration statement, including all exhibits and attachments, contains 16
pages. The exhibit index may be found on page 8 of the consecutively numbered
pages of the registration statement.

This registration statement shall hereafter become effective in accordance with
Rule 462 promulgated under the Securities Act of 1933, as amended.



                                       1
<PAGE>   2
<TABLE>
<CAPTION>
======================================================================================================================

                                           CALCULATION OF REGISTRATION FEE
----------------------------------------------------------------------------------------------------------------------
                                                         Proposed maximum      Proposed maximum
     Title of securities            Amount to be        offering price per    aggregate offering       Amount of
     to be registered(1)             registered              share(2)               price(2)        registration fee
------------------------------- ---------------------- --------------------- --------------------- -------------------
<S>                                    <C>                    <C>               <C>                    <C>
Amended and Restated 1991
Stock Option Plan

Common Stock                             161,133              $29.4011           $ 4,737,487.45
par value $0.001                       1,103,938              $27.125            $29,944,318.25

Assumed Options

Common Stock                              32,373               $0.09                  $2,913.57
par value $0.001

TOTALS                                 1,297,444                                 $34,684,719.27        $10,510.52
======================================================================================================================
</TABLE>

(1)  The securities to be registered include options to acquire such Common
     Stock.

(2)  Estimated pursuant to Rule 457 solely for purposes of calculating the
     registration fee. As to shares subject to outstanding but unexercised
     options under The Vantive Corporation Amended and Restated 1991 Stock
     Option Plan and the individual option agreements granted under the
     Innovative Computer Concepts, Inc. 1995 Stock Incentive Plan and assumed by
     The Vantive Corporation, the prices are computed on the basis of the
     weighted average exercise prices. As to the remaining shares under The
     Vantive Corporation Amended and Restated 1991 Stock Option Plan, the price
     is based upon the average of the high and low prices of the Common Stock on
     September 19, 1997 as reported on the National Association of Securities
     Dealers Automated Quotations System.


                                       2
<PAGE>   3
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT



Item 3.  Incorporation of Documents by Reference

         The Vantive Corporation (the "Company") hereby incorporates by
reference in this registration statement the following documents:

         (a) The Company's latest annual report on Form 10-K filed pursuant to
Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), containing audited financial statements for the Company's
latest fiscal year ended December 31, 1996, as filed with the Commission.

         (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the registrant document
referred to in (a) above.

         (c) The description of the Company's Common Stock contained in the
Company's Registration Statement on Form 8-A filed under the Exchange Act,
including any amendment or report filed for the purpose of updating such
description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a
post-effective amendment to this registration statement which indicates that all
securities offered hereby 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 a part hereof from the date of filing of such
documents.

Item 4.  Description of Securities

         The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel

         The validity of the shares of Common Stock to be offered hereunder has
been passed upon for the Company by Gray Cary Ware & Freidenrich, A Professional
Corporation ("GCWF"). As of September 15, 1997, certain attorneys of GCWF owned
28,519 shares of the Common Stock of the Company.

Item 6.  Indemnification of Directors and Officers

         Delaware law authorizes corporations to eliminate the personal
liability of directors to corporations and their stockholders for monetary
damages for breach or alleged breach of the directors' "duty of care." While the
relevant statute does not change the directors' duty of care, it enables
corporations to limit available relief to equitable remedies such as injunction
or rescission. The statute has no effect on directors' duty of loyalty, acts or
omissions not in good faith or




                                       3
<PAGE>   4
involving intentional misconduct or knowing violations of law, illegal
payment of dividends and approval of any transaction from which a director
derives an improper personal benefit.

         The Company has adopted provisions in its Certificate of Incorporation
which eliminate the personal liability of its directors to the Company and its
stockholders for monetary damages for breach or alleged breach of their duty of
care. The Bylaws of the Company provide for indemnification of its directors,
officers, employees and agents to the full extent permitted by the General
Corporation Law of the State of Delaware, the Company's state of incorporation,
including those circumstances in which indemnification would otherwise be
discretionary under Delaware Law. Section 145 of the General Corporation Law of
the State of Delaware provides for indemnification in terms sufficiently broad
to indemnify such individuals, under certain circumstances, for liabilities
(including reimbursement of expenses incurred) arising under the Securities Act
of 1933, as amended.

Item 7.  Exemption From Registration Claimed

         Inapplicable.

Item 8.  Exhibits

         See Exhibit Index.

Item 9.  Undertakings

         (a) Rule 415 Offering

             The undersigned registrant hereby undertakes:

             (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                 (i) To include any prospectus required by Section 10(a)(3) of
the Securities Act of 1933;

                 (ii) To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the registration
statement;

                 (iii) To include any material information with respect to the
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(l)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed by the registrant




                                       4
<PAGE>   5
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

             (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b) Filing incorporating subsequent Exchange Act documents by reference

             The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (h) Request for acceleration of effective date or filing of
             registration statement on Form S-8

             Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.




                                       5
<PAGE>   6
                                    SIGNATURE

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Santa Clara, State of California, on September
26, 1997.

                                       The Vantive Corporation



                                       By: /s/ Kathleen A. Murphy
                                          --------------------------------------
                                                Kathleen A. Murphy
                                                Chief Financial Officer






                                       6
<PAGE>   7
                        SIGNATURES AND POWER OF ATTORNEY

         The officers and directors of The Vantive Corporation, whose signatures
appear below, hereby constitute and appoint John R. Luongo and Kathleen A.
Murphy, and each of them, their true and lawful attorneys and agents, with full
power of substitution, each with power to act alone, to sign and execute on
behalf of the undersigned any amendment or amendments to this registration
statement on Form S-8, and each of the undersigned does hereby ratify and
confirm all that each of said attorney and agent, or their or his substitutes,
shall do or cause to be done by virtue hereof. Pursuant to the requirements of
the Securities Act of 1933, as amended, this registration statement has been
signed by the following persons in the capacities indicated on September 24,
1997.

<TABLE>
<CAPTION>
Signature                           Title
---------                           -----
<S>                                 <C>
/s/ John R. Luongo                  President, Chief Executive Officer and Director
------------------------------      (Principal Executive Officer)
John R. Luongo


/s/ Kathleen A. Murphy              Chief Financial Officer (Principal Financial
------------------------------      Officer)
Kathleen A. Murphy


/s/ Michael M. Loo                  Vice President, Finance (Principal Accounting
------------------------------      Officer)
Michael M. Loo


/s/ Roger J. Sippl                  Chairman of the Board and Director
------------------------------
Roger J. Sippl


/s/ Aneel Bhusri                    Director
------------------------------
Aneel Bhusri


/s/ William H. Davidow              Director
------------------------------
William H. Davidow


                                    Director
------------------------------
Kevin G. Hall


                                    Director
------------------------------
Raymond L. Ocampo Jr.


/s/ Peter A. Roshko                 Director
------------------------------
Peter A. Roshko
</TABLE>




                                       7
<PAGE>   8
                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
<S>        <C>                                                                   <C>
                                                                                  Sequentially
                                                                                  Numbered Page
                                                                                  -------------

4.1        Restated Certificate of Incorporation of the Company, as filed with       9
           the Secretary of State of the State of Delaware on August 18, 1995

4.2        Bylaws of the Company are incorporated by reference to Exhibit 3.2 to     --
           the Company's Registration Statement on Form S-1 filed with the
           Securities and Exchange Commission, declared effective on August 14,
           1995 (No. 33-94244)


5          Opinion re legality                                                        14

23.1       Consent of Counsel (included in Exhibit 5)                                 --

23.2       Consent of Arthur Andersen LLP                                             16

24         Power of Attorney (included in signature pages to this registration        --
           statement)

</TABLE>



                                       8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16779}]
{"company-data": {"conformed-name": "VANTIVE CORP", "cik": "0000947549", "assigned-sic": "7372", "irs-number": "770266662", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-36551", "film-number": "97686616"}, "business-address": {"street1": "2455 AUGUSTINE DR", "city": "SANTA CLARA", "state": "CA", "zip": "95054", "phone": "4089825700"}, "mail-address": {"street1": "2455 AUGUSTINE DR", "city": "SANTA CLARA", "state": "CA", "zip": "95054"}}
1
                                                    Registration No. ___________

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

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                             THE VANTIVE CORPORATION
  ----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                       77-0266662
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. employer identification no.)
 incorporation or organization)

                              2455 Augustine Drive
                              Santa Clara, CA 95054
                             -----------------------
               (Address of principal executive offices) (Zip code)

                             THE VANTIVE CORPORATION
                 AMENDED AND RESTATED 1991 STOCK OPTION PLAN AND
                 INDIVIDUAL OPTION AGREEMENTS GRANTED UNDER THE
   INNOVATIVE COMPUTER CONCEPTS, INC. 1995 STOCK INCENTIVE PLAN AND ASSUMED BY
                             THE VANTIVE CORPORATION
  -----------------------------------------------------------------------------
                            (Full title of the plan)

                                David Schellhase
                       Vice President and General Counsel
                             The Vantive Corporation
                              2455 Augustine Drive
                              Santa Clara, CA 95054
                     (Name and address of agent for service)

Telephone number, including area code, of agent for service:  408/982-5700

This registration statement, including all exhibits and attachments, contains 16
pages. The exhibit index may be found on page 8 of the consecutively numbered
pages of the registration statement.

This registration statement shall hereafter become effective in accordance with
Rule 462 promulgated under the Securities Act of 1933, as amended.

                                       1
2
======================================================================================================================

                                           CALCULATION OF REGISTRATION FEE
----------------------------------------------------------------------------------------------------------------------
                                                         Proposed maximum      Proposed maximum
     Title of securities            Amount to be        offering price per    aggregate offering       Amount of
     to be registered(1)             registered              share(2)               price(2)        registration fee
------------------------------- ---------------------- --------------------- --------------------- -------------------
Amended and Restated 1991
Stock Option Plan

Common Stock                             161,133              $29.4011           $ 4,737,487.45
par value $0.001                       1,103,938              $27.125            $29,944,318.25

Assumed Options

Common Stock                              32,373               $0.09                  $2,913.57
par value $0.001

TOTALS                                 1,297,444                                 $34,684,719.27        $10,510.52
======================================================================================================================
(1)  The securities to be registered include options to acquire such Common
     Stock.

(2)  Estimated pursuant to Rule 457 solely for purposes of calculating the
     registration fee. As to shares subject to outstanding but unexercised
     options under The Vantive Corporation Amended and Restated 1991 Stock
     Option Plan and the individual option agreements granted under the
     Innovative Computer Concepts, Inc. 1995 Stock Incentive Plan and assumed by
     The Vantive Corporation, the prices are computed on the basis of the
     weighted average exercise prices. As to the remaining shares under The
     Vantive Corporation Amended and Restated 1991 Stock Option Plan, the price
     is based upon the average of the high and low prices of the Common Stock on
     September 19, 1997 as reported on the National Association of Securities
     Dealers Automated Quotations System.

                                       2
3
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

         The Vantive Corporation (the "Company") hereby incorporates by
reference in this registration statement the following documents:

         (a) The Company's latest annual report on Form 10-K filed pursuant to
Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), containing audited financial statements for the Company's
latest fiscal year ended December 31, 1996, as filed with the Commission.

         (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
Exchange Act since the end of the fiscal year covered by the registrant document
referred to in (a) above.

         (c) The description of the Company's Common Stock contained in the
Company's Registration Statement on Form 8-A filed under the Exchange Act,
including any amendment or report filed for the purpose of updating such
description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a
post-effective amendment to this registration statement which indicates that all
securities offered hereby 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 a part hereof from the date of filing of such
documents.

Item 4.  Description of Securities

         The class of securities to be offered is registered under Section 12 of
the Exchange Act.

Item 5.  Interests of Named Experts and Counsel

         The validity of the shares of Common Stock to be offered hereunder has
been passed upon for the Company by Gray Cary Ware & Freidenrich, A Professional
Corporation ("GCWF"). As of September 15, 1997, certain attorneys of GCWF owned
28,519 shares of the Common Stock of the Company.

Item 6.  Indemnification of Directors and Officers

         Delaware law authorizes corporations to eliminate the personal
liability of directors to corporations and their stockholders for monetary
damages for breach or alleged breach of the directors' "duty of care." While the
relevant statute does not change the directors' duty of care, it enables
corporations to limit available relief to equitable remedies such as injunction
or rescission. The statute has no effect on directors' duty of loyalty, acts or
omissions not in good faith or

                                       3
4
involving intentional misconduct or knowing violations of law, illegal
payment of dividends and approval of any transaction from which a director
derives an improper personal benefit.

         The Company has adopted provisions in its Certificate of Incorporation
which eliminate the personal liability of its directors to the Company and its
stockholders for monetary damages for breach or alleged breach of their duty of
care. The Bylaws of the Company provide for indemnification of its directors,
officers, employees and agents to the full extent permitted by the General
Corporation Law of the State of Delaware, the Company's state of incorporation,
including those circumstances in which indemnification would otherwise be
discretionary under Delaware Law. Section 145 of the General Corporation Law of
the State of Delaware provides for indemnification in terms sufficiently broad
to indemnify such individuals, under certain circumstances, for liabilities
(including reimbursement of expenses incurred) arising under the Securities Act
of 1933, as amended.

Item 7.  Exemption From Registration Claimed

         Inapplicable.

Item 8.  Exhibits

         See Exhibit Index.

Item 9.  Undertakings

         (a) Rule 415 Offering

             The undersigned registrant hereby undertakes:

             (1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

                 (i) To include any prospectus required by Section 10(a)(3) of
the Securities Act of 1933;

                 (ii) To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent
post-effective amendment thereof) which, individually or in the aggregate,
represent a fundamental change in the information set forth in the registration
statement;

                 (iii) To include any material information with respect to the
plan of distribution not previously disclosed in the registration statement or
any material change to such information in the registration statement;

provided, however, that paragraphs (a)(1)(i) and (a)(l)(ii) do not apply if the
registration statement is on Form S-3 or Form S-8, and the information required
to be included in a post-effective amendment by those paragraphs is contained in
periodic reports filed by the registrant

                                       4
5
pursuant to Section 13 or Section 15(d) of the Exchange Act that are
incorporated by reference in the registration statement.

             (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

             (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b) Filing incorporating subsequent Exchange Act documents by reference

             The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (h) Request for acceleration of effective date or filing of
             registration statement on Form S-8

             Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       5
6
                                    SIGNATURE

         Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Santa Clara, State of California, on September
26, 1997.

                                       The Vantive Corporation

                                       By: /s/ Kathleen A. Murphy
                                          --------------------------------------
                                                Kathleen A. Murphy
                                                Chief Financial Officer

                                       6
7
                        SIGNATURES AND POWER OF ATTORNEY

         The officers and directors of The Vantive Corporation, whose signatures
appear below, hereby constitute and appoint John R. Luongo and Kathleen A.
Murphy, and each of them, their true and lawful attorneys and agents, with full
power of substitution, each with power to act alone, to sign and execute on
behalf of the undersigned any amendment or amendments to this registration
statement on Form S-8, and each of the undersigned does hereby ratify and
confirm all that each of said attorney and agent, or their or his substitutes,
shall do or cause to be done by virtue hereof. Pursuant to the requirements of
the Securities Act of 1933, as amended, this registration statement has been
signed by the following persons in the capacities indicated on September 24,
1997.
Signature                           Title
---------                           -----
/s/ John R. Luongo                  President, Chief Executive Officer and Director
------------------------------      (Principal Executive Officer)
John R. Luongo

/s/ Kathleen A. Murphy              Chief Financial Officer (Principal Financial
------------------------------      Officer)
Kathleen A. Murphy

/s/ Michael M. Loo                  Vice President, Finance (Principal Accounting
------------------------------      Officer)
Michael M. Loo

/s/ Roger J. Sippl                  Chairman of the Board and Director
------------------------------
Roger J. Sippl

/s/ Aneel Bhusri                    Director
------------------------------
Aneel Bhusri

/s/ William H. Davidow              Director
------------------------------
William H. Davidow

                                    Director
------------------------------
Kevin G. Hall

                                    Director
------------------------------
Raymond L. Ocampo Jr.

/s/ Peter A. Roshko                 Director
------------------------------
Peter A. Roshko
7
8
                                  EXHIBIT INDEX
Sequentially
                                                                                  Numbered Page
                                                                                  -------------

4.1        Restated Certificate of Incorporation of the Company, as filed with       9
           the Secretary of State of the State of Delaware on August 18, 1995

4.2        Bylaws of the Company are incorporated by reference to Exhibit 3.2 to     --
           the Company's Registration Statement on Form S-1 filed with the
           Securities and Exchange Commission, declared effective on August 14,
           1995 (No. 33-94244)

5          Opinion re legality                                                        14

23.1       Consent of Counsel (included in Exhibit 5)                                 --

23.2       Consent of Arthur Andersen LLP                                             16

24         Power of Attorney (included in signature pages to this registration        --
           statement)
8