<PAGE>

                                                     REGISTRATION NO. 333-
===============================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                            ----------------------

                                  FORM S-8

                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933

                       ENCHIRA BIOTECHNOLOGY CORPORATION
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE                                                             04-3078857
(STATE OR OTHER JURISDICTION OF                                (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                              IDENTIFICATION NO.)

4200 RESEARCH FOREST DRIVE
THE WOODLANDS, TEXAS                                                      77381
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                             (ZIP CODE)

                       ENCHIRA BIOTECHNOLOGY CORPORATION
                 NON-EMPLOYEE DIRECTOR OPTION PLAN, AS AMENDED
                                      AND
                       ENCHIRA BIOTECHNOLOGY CORPORATION
                       1997 STOCK OPTION PLAN, AS AMENDED
                           (FULL TITLE OF THE PLANS)

                              PAUL G. BROWN, III
                           CHIEF FINANCIAL OFFICER
                       ENCHIRA BIOTECHNOLOGY CORPORATION
                          4200 RESEARCH FOREST DRIVE
                          THE WOODLANDS, TEXAS 77381
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

                                (281) 419-7000
         (TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

                            ----------------------

                                    COPY TO:
                               JEFFREY R. HARDER
                             ANDREWS & KURTH L.L.P.
                        2170 BUCKTHORNE PLACE, SUITE 150
                           THE WOODLANDS, TEXAS 77380
                                 (713) 220-4801

                            ----------------------

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
============================================================================================================================
                                                                              PROPOSED          PROPOSED
                                                               AMOUNT         MAXIMUM            MAXIMUM          AMOUNT OF
                                                               TO BE       OFFERING PRICE       AGGREGATE       REGISTRATION
TITLE OF SECURITIES TO BE REGISTERED   TITLE OF THE PLAN   REGISTERED(2)    PER SHARE(3)    OFFERING PRICE(3)      FEE(3)
----------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                 <C>             <C>              <C>                 <C>
                                           Non-Employee
                                           Director Stock
Common Stock, par value $0.01 per share(1) Option Plan       200,000 shares   $5.1875           $1,037,500         $259.38
----------------------------------------------------------------------------------------------------------------------------
                                           1997 Stock
Common Stock, par value $0.01 per share(1) Option Plan     1,200,000 shares   $5.1875           $6,225,000       $1,556.25
============================================================================================================================
</TABLE>
(1) Each share of Common Stock includes one Preferred Stock Purchase Right.
(2) Pursuant to Rule 416(a), this registration statement shall cover any
    additional securities issued to prevent dilution resulting from stock
    splits, stock dividends or similar transactions.
(3) Estimated solely for the purpose of calculating the registration fee
    pursuant to Rule 457(c) and (h), based on the average of the high and low
    sales prices per share of the Registrant's Common Stock, as reported on The
    Nasdaq Stock Market on February 14, 2001.


===============================================================================
<PAGE>

                                     PART I

                INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS

        The document(s) containing the information specified in Part I of Form
S-8 will be sent or given to participants as specified by Rule 428(b)(1) of
the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated herein by reference pursuant to Item
3 of Part II of this Registration Statement, taken together, constitute a
prospectus that meets the requirements of Section 10(a) of the Securities Act
(the "Prospectus").

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

        Enchira Biotechnology Corporation (the "Company") incorporates herein
by reference the following documents, as filed with the Securities and
Exchange Commission (the "Commission"), as of their respective filing dates:

                (a) The Company's Annual Report on Form 10-K (File No.
        0-21130) for the year ended December 31, 1999;

                (b) The Company's Quarterly Report on Form 10-Q (File No.
        0-21130) for the quarters ended March 31, 2000, June 30, 2000 and
        September 30, 2000;

                (c) The description of the Company's common stock, par value
        $.01 per share (the "Common Stock"), contained in the Company's
        Registration Statement on Form 8-A filed January 25, 1993, as amended by
        Post-Effective Amendment No. 1 filed with the Commission on March 15,
        1993; and

                (d) The description of the Preferred Stock Purchase Rights
        attached to the Common Stock contained in the Company's Registration
        Statement on Form 8-A filed March 15, 1995, as amended by Amendment
        No. 1 filed with the Commission on March 27, 1995.

        All documents filed by the Company pursuant to Sections 13(a), 13(c),
14 and 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), after the date of this Registration Statement and prior to the filing
of a post-effective amendment which indicates that all securities offered
hereby have been sold or which deregisters all such securities then 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 such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

        The information required by Item 4 is not applicable to this
Registration Statement because 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 information required by Item 5 is not applicable to this
Registration Statement.

                                        II-2
<PAGE>

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        Section 145 of the Delaware General Corporation Law ("DGCL"), INTER
ALIA, empowers a Delaware corporation to indemnify any person who was or is a
party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding (other than an action by or in the right
of the corporation) by reason of the fact that such person is or was a
director, officer, employee or agent of the corporation, or is or was serving
at the request of the corporation as a director, officer, employee or agent of
another corporation or other enterprise, against expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action, suit or proceeding
if he acted in good faith and in a manner he reasonably believed to be in or
not opposed to the best interests of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe his conduct
was unlawful.  Similar indemnity is authorized for such persons against
expenses (including attorneys' fees) actually and reasonably incurred in
connection with the defense or settlement of any such threatened, pending or
completed action or suit if such person acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation, and provided further that (unless a court of competent
jurisdiction otherwise provides) such person shall not have been adjudged
liable to the corporation.  Any such indemnification may be made only as
authorized in each specific case upon a determination by the stockholders or
disinterested directors or by independent legal counsel in a written opinion
that indemnification is proper because the indemnitee has met the applicable
standard of conduct.

        Section 145 further authorizes a corporation to purchase and maintain
insurance on behalf of  any person who is or was a director, officer, employee
or agent of the corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another corporation
or enterprise, against any liability asserted against him and incurred by him
in any such capacity, or arising out of his status as such, whether or not the
corporation would otherwise have the power to indemnify him under Section 145.
 The Company maintains policies insuring its and its subsidiaries' officers
and directors against certain liabilities for actions taken in such
capacities, including liabilities under the Securities Act of 1933, as amended
(the "Securities Act").

        Article IX of the Company's Bylaws provides for indemnification of the
directors and officers of the Company to the full extent permitted by law, as
now in effect or later amended.

        Article VI(e) of the Company's Amended and Restated Certificate of
Incorporation provides that the Company shall, to the maximum extent permitted
under Delaware law, indemnify and upon request shall advance expenses to any
person who is or was a party or is threatened to be made a party to any
threatened, pending or completed action, suit, proceeding or claim, whether
civil, criminal, administrative or investigative, by reason of the fact that
he is or was or has agreed to be a director or officer of the Company or while
a director or officer is or was serving at the request of the Company as a
director, officer, partner, trustee, employee or agent of any corporation,
partnership, joint venture, trust or other enterprise, against expenses,
judgments, fines, penalties and amounts paid in settlement or incurred in
connection with the investigation, preparation to defend or defense of such
action, suit, proceeding, claim or counterclaim initiated by or on behalf of
such person.

        Article VI(f) of the Company's Amended and Restated Certificate of
Incorporation limits under certain circumstances the liability of the
Company's directors for a breach of their fiduciary duty as directors.  These
provisions do not eliminate the liability of a director (i)for a breach of the
director's duty of loyalty to the Company or its stockholders, (ii)for acts or
omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) under Section 174 of the Delaware General
Corporation Law (relating to the declaration of dividends and purchase or
redemption of shares in violation of the Delaware General Corporation Law) or
(iv)for any transaction from which the director derived an improper personal
benefit.


                                        II-3
<PAGE>

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

        The information required by Item 7 is not applicable to this
Registration Statement.

ITEM 8. EXHIBITS.
<TABLE>
<CAPTION>
Exhibit
Number                                  Description
-------                                 -----------
<S>     <C> <C>

 3.1    +   Amended and Restated Certificate of Incorporation of Registrant
            (incorporated by reference to Exhibit 2 filed with Post-Effective
            Amendment No. 1 to the Registrant's Registration Statement on
            Form 8-A as filed with the Commission on March 15, 1993).

 3.2    +   Certificate of Designation of Series One Junior Participating
            Preferred Stock of the Company (incorporated by reference to
            Exhibit 3.1(c) to the Company's Annual Report on Form 10-K for
            the year ended December 31, 1994).

 3.3    +   Certificate of the Powers, Designation, Preferences and Rights of
            the Series B Convertible Preferred Stock (incorporated by
            reference to Exhibit 3.1(d) to the Company's Annual Report on Form
            10-K for the year ended December 31, 1996).

 3.4    +   Bylaws of Registrant (incorporated by reference to Exhibit 3 filed
            with Post-Effective Amendment No.1 to the Registrant's
            Registration Statement on Form 8-A as filed with the Commission on
            March 15, 1993).

 4.1    +   Form of Stock Purchase Agreement, dated as of February 21, 1997,
            by and between the Company and the Purchasers of the Series B
            Convertible Preferred Stock (incorporated by reference to Exhibit
            4.2 to the Company's Annual Report on Form 10-K for the year ended
            December 31, 1996).

 4.2    +   Form of Stock Exchange Agreement, dated as of February 21, 1997,
            by and between the Company and the Exchanging Holders of Series A
            Convertible Preferred Stock (incorporated by reference to
            Exhibit4.3 to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1996).

 4.3    +   Stockholder Rights Agreement, dated as of March 8, 1995, between
            the Company and Society National Bank (incorporated by reference
            to Exhibit 4.1 to the Company's Current Report on Form 8-K dated
            March 8, 1995).

 5.1    *   Opinion of Andrews & Kurth L.L.P.

 23.1   *   Consent of Andrews & Kurth L.L.P. (included in Exhibit 5.1).

 23.2   *   Consent of Arthur Andersen LLP.

 24.1   *   Power of Attorney (set forth on the signature page contained in
            Part II of this Registration Statement).

 99.1   +   Enchira Biotechnology Corporation 1997 Stock Option Plan, as
            amended (incorporated by reference to Exhibit A to the Company's
            Definitive Proxy Statement as filed with the Commission on
            April 27, 1999).

 99.2   +   Enchira Biotechnology Corporation Non-Employee Director Option
            Plan, as amended (incorporated by reference to Exhibit B to the
            Company's Definitive Proxy Statement as filed with the Commission
            on April 27, 1999).

</TABLE>
---------------------
+ Incorporated herein by reference.
* Filed herewith.

ITEM 9. UNDERTAKINGS.

       (a) 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 Section10(a)(3) of
                   the Securities Act of 1933;


                                        II-4
<PAGE>

              (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 this 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 this Registration Statement;

        PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) above do
        not apply if the information required to be included in a post-effective
        amendment by those paragraphs is contained in periodic reports filed by
        the Company pursuant to Section 13 or Section 15(d) of the Securities
        Exchange Act of 1934 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) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Company's annual report pursuant to Section13(a) or 15(d) of the Securities
Exchange Act of 1934 that is incorporated by reference in this 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.

        (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company 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
Company of expenses incurred or paid by a director, officer or controlling
person of the Company 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 Company 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.


                                        II-5
<PAGE>

                                     SIGNATURES

        Pursuant to the requirements of the Securities Act of 1933, 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 Woodlands, Texas, on the 15th day of
February, 2001.

                                       ENCHIRA BIOTECHNOLOGY CORPORATION

                                       By: /s/ Peter Policastro
                                          --------------------------------------
                                           Peter Policastro
                                           President and Chief Executive Officer

        KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned officers
and directors of Enchira Biotechnology Corporation (the "Company") hereby
constitutes and appoints Peter Policastro and Paul G. Brown, III, or either of
them (with full power to each of them to act alone), his true and lawful
attorney-in-fact and agent, with full power of substitution and
resubstitution, for him and on his behalf and in his name, place and stead, in
any and all capacities, to sign, execute and file this Registration Statement
under the Securities Act of 1933, as amended, and any or all amendments
(including, without limitation, post-effective amendments), with all exhibits
and any and all documents required to be filed with respect thereto, with the
Securities and Exchange Commission or any regulatory authority, granting unto
such attorneys-in-fact and agents, and each of them acting alone, full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises in order to effectuate the
same, as fully to all intents and purposes as he himself might or could do if
personally present, hereby ratifying and confirming all that such
attorneys-in-fact and agents, or any of them, or their substitute or
substitutes, may lawfully do or cause to be done.

        Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
           SIGNATURE                             TITLE                      DATE
           ---------                             -----                      ----
<S>                               <C>                                 <C>
/s/ Peter Policastro              President, Chief Executive Officer  February 15, 2001
--------------------------------              and Director
    Peter Policastro                 (PRINCIPAL EXECUTIVE OFFICER)

/s/ Paul G. Brown, III                Vice President--Finance and     February 15, 2001
--------------------------------        Chief Financial Officer
    Paul G. Brown, III                 (PRINCIPAL FINANCIAL AND
                                          ACCOUNTING OFFICER)

/s/ Daniel J. Monticello, Ph.D.      Vice President--Research and
--------------------------------      Development, and Director       February 15, 2001
    Daniel J. Monticello, Ph.D.

/s/ William E. Nasser                    Chairman of the Board        February 15, 2001
--------------------------------
    William E. Nasser

/s/ Ramon Lopez                                Director               February 13, 2001
--------------------------------
    Ramon Lopez

/s/ R. James Comeaux                           Director               February 15, 2001
--------------------------------
    R. James Comeaux

/s/ G. Anthony Gorry, Ph.D.                    Director               February 15, 2001
--------------------------------
    G. Anthony Gorry, Ph.D.

/s/ Thomas E. Messmore                         Director               February 13, 2001
--------------------------------
    Thomas E. Messmore

/s/ Nancy Chang, Ph.D.                         Director               February 13, 2001
--------------------------------
    Nancy Chang, Ph.D.

                                               Director               February __, 2001
--------------------------------
    William D. Young
</TABLE>


                                        II-6
<PAGE>

EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit
Number                                  Description
-------                                 -----------
<S>     <C> <C>

 3.1    +   Amended and Restated Certificate of Incorporation of Registrant
            (incorporated by reference to Exhibit2 filed with Post-Effective
            Amendment No. 1 to the Registrant's Registration Statement on Form
            8-A as filed with the Commission on March 15, 1993).

 3.2    +   Certificate of Designation of Series One Junior Participating
            Preferred Stock of the Company (incorporated by reference to
            Exhibit 3.1(c) to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1994).

 3.3    +   Certificate of the Powers, Designation, Preferences and Rights of
            the Series B Convertible Preferred Stock (incorporated by
            reference to Exhibit 3.1(d) to the Company's Annual Report on Form
            10-K for the year ended December 31, 1996).

 3.4    +   Bylaws of Registrant (incorporated by reference to Exhibit 3 filed
            with Post-Effective Amendment No.1 to the Registrant's
            Registration Statement on Form 8-A as filed with the Commission on
            March 15, 1993).

 4.1    +   Form of Stock Purchase Agreement, dated as of February 21, 1997,
            by and between the Company and the Purchasers of the Series B
            Convertible Preferred Stock (incorporated by reference to Exhibit
            4.2 to the Company's Annual Report on Form 10-K for the year ended
            December 31, 1996).

 4.2    +   Form of Stock Exchange Agreement, dated as of February 21, 1997,
            by and between the Company and the Exchanging Holders of Series A
            Convertible Preferred Stock (incorporated by reference to
            Exhibit 4.3 to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1996).

 4.3    +   Stockholder Rights Agreement, dated as of March 8, 1995, between
            the Company and Society National Bank (incorporated by reference
            to Exhibit 4.1 to the Company's Current Report on Form 8-K dated
            March 8, 1995).

 5.1    *   Opinion of Andrews & Kurth L.L.P.

 23.1   *   Consent of Andrews & Kurth L.L.P. (included in Exhibit 5.1).

 23.2   *   Consent of Arthur Andersen LLP.

 24.1   *   Power of Attorney (set forth on the signature page contained in
            Part II of this Registration Statement).

 99.1   +   Enchira Biotechnology Corporation 1997 Stock Option Plan, as
            amended (incorporated by reference to Exhibit A to the Company's
            Definitive Proxy Statement as filed with the Commission on
            April 27, 1999).

 99.2   +   Enchira Biotechnology Corporation Non-Employee Director Option
            Plan, as amended (incorporated by reference to Exhibit B to the
            Company's Definitive Proxy Statement as filed with the Commission
            on April 27, 1999).

</TABLE>
---------------------
+ Incorporated herein by reference.
* Filed herewith.


                                        II-7
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{"company-data": {"conformed-name": "ENCHIRA BIOTECHNOLOGY CORP", "cik": "0000895677", "assigned-sic": "8731", "irs-number": "043078857", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-55880", "film-number": "1549911"}, "business-address": {"street1": "4200 RESEARACH FOREST DR", "city": "THE WOODLANDS", "state": "TX", "zip": "77381", "phone": "2813646142"}, "mail-address": {"street1": "4200 RESEARCH FOREST DR", "city": "THE WOODLANDS", "state": "TX", "zip": "77381"}, "former-company": {"former-conformed-name": "ENERGY BIOSYSTEMS CORP", "date-changed": "19940204"}}
REGISTRATION NO. 333-
===============================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                            ----------------------

                                  FORM S-8

                            REGISTRATION STATEMENT
                                    UNDER
                          THE SECURITIES ACT OF 1933

                       ENCHIRA BIOTECHNOLOGY CORPORATION
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

DELAWARE                                                             04-3078857
(STATE OR OTHER JURISDICTION OF                                (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                              IDENTIFICATION NO.)

4200 RESEARCH FOREST DRIVE
THE WOODLANDS, TEXAS                                                      77381
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                             (ZIP CODE)

                       ENCHIRA BIOTECHNOLOGY CORPORATION
                 NON-EMPLOYEE DIRECTOR OPTION PLAN, AS AMENDED
                                      AND
                       ENCHIRA BIOTECHNOLOGY CORPORATION
                       1997 STOCK OPTION PLAN, AS AMENDED
                           (FULL TITLE OF THE PLANS)

                              PAUL G. BROWN, III
                           CHIEF FINANCIAL OFFICER
                       ENCHIRA BIOTECHNOLOGY CORPORATION
                          4200 RESEARCH FOREST DRIVE
                          THE WOODLANDS, TEXAS 77381
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

                                (281) 419-7000
         (TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

                            ----------------------

                                    COPY TO:
                               JEFFREY R. HARDER
                             ANDREWS & KURTH L.L.P.
                        2170 BUCKTHORNE PLACE, SUITE 150
                           THE WOODLANDS, TEXAS 77380
                                 (713) 220-4801

                            ----------------------

                        CALCULATION OF REGISTRATION FEE
============================================================================================================================
                                                                              PROPOSED          PROPOSED
                                                               AMOUNT         MAXIMUM            MAXIMUM          AMOUNT OF
                                                               TO BE       OFFERING PRICE       AGGREGATE       REGISTRATION
TITLE OF SECURITIES TO BE REGISTERED   TITLE OF THE PLAN   REGISTERED(2)    PER SHARE(3)    OFFERING PRICE(3)      FEE(3)
----------------------------------------------------------------------------------------------------------------------------
Non-Employee
                                           Director Stock
Common Stock, par value $0.01 per share(1) Option Plan       200,000 shares   $5.1875           $1,037,500         $259.38
----------------------------------------------------------------------------------------------------------------------------
                                           1997 Stock
Common Stock, par value $0.01 per share(1) Option Plan     1,200,000 shares   $5.1875           $6,225,000       $1,556.25
============================================================================================================================
(1) Each share of Common Stock includes one Preferred Stock Purchase Right.
(2) Pursuant to Rule 416(a), this registration statement shall cover any
    additional securities issued to prevent dilution resulting from stock
    splits, stock dividends or similar transactions.
(3) Estimated solely for the purpose of calculating the registration fee
    pursuant to Rule 457(c) and (h), based on the average of the high and low
    sales prices per share of the Registrant's Common Stock, as reported on The
    Nasdaq Stock Market on February 14, 2001.

===============================================================================
PART I

                INFORMATION REQUIRED IN SECTION 10(A) PROSPECTUS

        The document(s) containing the information specified in Part I of Form
S-8 will be sent or given to participants as specified by Rule 428(b)(1) of
the Securities Act of 1933, as amended (the "Securities Act").  These
documents and the documents incorporated herein by reference pursuant to Item
3 of Part II of this Registration Statement, taken together, constitute a
prospectus that meets the requirements of Section 10(a) of the Securities Act
(the "Prospectus").

                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

        Enchira Biotechnology Corporation (the "Company") incorporates herein
by reference the following documents, as filed with the Securities and
Exchange Commission (the "Commission"), as of their respective filing dates:

                (a) The Company's Annual Report on Form 10-K (File No.
        0-21130) for the year ended December 31, 1999;

                (b) The Company's Quarterly Report on Form 10-Q (File No.
        0-21130) for the quarters ended March 31, 2000, June 30, 2000 and
        September 30, 2000;

                (c) The description of the Company's common stock, par value
        $.01 per share (the "Common Stock"), contained in the Company's
        Registration Statement on Form 8-A filed January 25, 1993, as amended by
        Post-Effective Amendment No. 1 filed with the Commission on March 15,
        1993; and

                (d) The description of the Preferred Stock Purchase Rights
        attached to the Common Stock contained in the Company's Registration
        Statement on Form 8-A filed March 15, 1995, as amended by Amendment
        No. 1 filed with the Commission on March 27, 1995.

        All documents filed by the Company pursuant to Sections 13(a), 13(c),
14 and 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), after the date of this Registration Statement and prior to the filing
of a post-effective amendment which indicates that all securities offered
hereby have been sold or which deregisters all such securities then 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 such documents.

ITEM 4. DESCRIPTION OF SECURITIES.

        The information required by Item 4 is not applicable to this
Registration Statement because 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 information required by Item 5 is not applicable to this
Registration Statement.

                                        II-2
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

        Section 145 of the Delaware General Corporation Law ("DGCL"), INTER
ALIA, empowers a Delaware corporation to indemnify any person who was or is a
party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding (other than an action by or in the right
of the corporation) by reason of the fact that such person is or was a
director, officer, employee or agent of the corporation, or is or was serving
at the request of the corporation as a director, officer, employee or agent of
another corporation or other enterprise, against expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with such action, suit or proceeding
if he acted in good faith and in a manner he reasonably believed to be in or
not opposed to the best interests of the corporation, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe his conduct
was unlawful.  Similar indemnity is authorized for such persons against
expenses (including attorneys' fees) actually and reasonably incurred in
connection with the defense or settlement of any such threatened, pending or
completed action or suit if such person acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation, and provided further that (unless a court of competent
jurisdiction otherwise provides) such person shall not have been adjudged
liable to the corporation.  Any such indemnification may be made only as
authorized in each specific case upon a determination by the stockholders or
disinterested directors or by independent legal counsel in a written opinion
that indemnification is proper because the indemnitee has met the applicable
standard of conduct.

        Section 145 further authorizes a corporation to purchase and maintain
insurance on behalf of  any person who is or was a director, officer, employee
or agent of the corporation, or is or was serving at the request of the
corporation as a director, officer, employee or agent of another corporation
or enterprise, against any liability asserted against him and incurred by him
in any such capacity, or arising out of his status as such, whether or not the
corporation would otherwise have the power to indemnify him under Section 145.
 The Company maintains policies insuring its and its subsidiaries' officers
and directors against certain liabilities for actions taken in such
capacities, including liabilities under the Securities Act of 1933, as amended
(the "Securities Act").

        Article IX of the Company's Bylaws provides for indemnification of the
directors and officers of the Company to the full extent permitted by law, as
now in effect or later amended.

        Article VI(e) of the Company's Amended and Restated Certificate of
Incorporation provides that the Company shall, to the maximum extent permitted
under Delaware law, indemnify and upon request shall advance expenses to any
person who is or was a party or is threatened to be made a party to any
threatened, pending or completed action, suit, proceeding or claim, whether
civil, criminal, administrative or investigative, by reason of the fact that
he is or was or has agreed to be a director or officer of the Company or while
a director or officer is or was serving at the request of the Company as a
director, officer, partner, trustee, employee or agent of any corporation,
partnership, joint venture, trust or other enterprise, against expenses,
judgments, fines, penalties and amounts paid in settlement or incurred in
connection with the investigation, preparation to defend or defense of such
action, suit, proceeding, claim or counterclaim initiated by or on behalf of
such person.

        Article VI(f) of the Company's Amended and Restated Certificate of
Incorporation limits under certain circumstances the liability of the
Company's directors for a breach of their fiduciary duty as directors.  These
provisions do not eliminate the liability of a director (i)for a breach of the
director's duty of loyalty to the Company or its stockholders, (ii)for acts or
omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) under Section 174 of the Delaware General
Corporation Law (relating to the declaration of dividends and purchase or
redemption of shares in violation of the Delaware General Corporation Law) or
(iv)for any transaction from which the director derived an improper personal
benefit.

                                        II-3
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

        The information required by Item 7 is not applicable to this
Registration Statement.

ITEM 8. EXHIBITS.
Exhibit
Number                                  Description
-------                                 -----------
3.1    +   Amended and Restated Certificate of Incorporation of Registrant
            (incorporated by reference to Exhibit 2 filed with Post-Effective
            Amendment No. 1 to the Registrant's Registration Statement on
            Form 8-A as filed with the Commission on March 15, 1993).

 3.2    +   Certificate of Designation of Series One Junior Participating
            Preferred Stock of the Company (incorporated by reference to
            Exhibit 3.1(c) to the Company's Annual Report on Form 10-K for
            the year ended December 31, 1994).

 3.3    +   Certificate of the Powers, Designation, Preferences and Rights of
            the Series B Convertible Preferred Stock (incorporated by
            reference to Exhibit 3.1(d) to the Company's Annual Report on Form
            10-K for the year ended December 31, 1996).

 3.4    +   Bylaws of Registrant (incorporated by reference to Exhibit 3 filed
            with Post-Effective Amendment No.1 to the Registrant's
            Registration Statement on Form 8-A as filed with the Commission on
            March 15, 1993).

 4.1    +   Form of Stock Purchase Agreement, dated as of February 21, 1997,
            by and between the Company and the Purchasers of the Series B
            Convertible Preferred Stock (incorporated by reference to Exhibit
            4.2 to the Company's Annual Report on Form 10-K for the year ended
            December 31, 1996).

 4.2    +   Form of Stock Exchange Agreement, dated as of February 21, 1997,
            by and between the Company and the Exchanging Holders of Series A
            Convertible Preferred Stock (incorporated by reference to
            Exhibit4.3 to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1996).

 4.3    +   Stockholder Rights Agreement, dated as of March 8, 1995, between
            the Company and Society National Bank (incorporated by reference
            to Exhibit 4.1 to the Company's Current Report on Form 8-K dated
            March 8, 1995).

 5.1    *   Opinion of Andrews & Kurth L.L.P.

 23.1   *   Consent of Andrews & Kurth L.L.P. (included in Exhibit 5.1).

 23.2   *   Consent of Arthur Andersen LLP.

 24.1   *   Power of Attorney (set forth on the signature page contained in
            Part II of this Registration Statement).

 99.1   +   Enchira Biotechnology Corporation 1997 Stock Option Plan, as
            amended (incorporated by reference to Exhibit A to the Company's
            Definitive Proxy Statement as filed with the Commission on
            April 27, 1999).

 99.2   +   Enchira Biotechnology Corporation Non-Employee Director Option
            Plan, as amended (incorporated by reference to Exhibit B to the
            Company's Definitive Proxy Statement as filed with the Commission
            on April 27, 1999).
---------------------
+ Incorporated herein by reference.
* Filed herewith.

ITEM 9. UNDERTAKINGS.

       (a) 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 Section10(a)(3) of
                   the Securities Act of 1933;

                                        II-4
(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 this 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 this Registration Statement;

        PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) above do
        not apply if the information required to be included in a post-effective
        amendment by those paragraphs is contained in periodic reports filed by
        the Company pursuant to Section 13 or Section 15(d) of the Securities
        Exchange Act of 1934 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) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Company's annual report pursuant to Section13(a) or 15(d) of the Securities
Exchange Act of 1934 that is incorporated by reference in this 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.

        (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Company pursuant to the foregoing provisions, or otherwise, the
Company 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
Company of expenses incurred or paid by a director, officer or controlling
person of the Company 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 Company 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.

                                        II-5
SIGNATURES

        Pursuant to the requirements of the Securities Act of 1933, 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 Woodlands, Texas, on the 15th day of
February, 2001.

                                       ENCHIRA BIOTECHNOLOGY CORPORATION

                                       By: /s/ Peter Policastro
                                          --------------------------------------
                                           Peter Policastro
                                           President and Chief Executive Officer

        KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned officers
and directors of Enchira Biotechnology Corporation (the "Company") hereby
constitutes and appoints Peter Policastro and Paul G. Brown, III, or either of
them (with full power to each of them to act alone), his true and lawful
attorney-in-fact and agent, with full power of substitution and
resubstitution, for him and on his behalf and in his name, place and stead, in
any and all capacities, to sign, execute and file this Registration Statement
under the Securities Act of 1933, as amended, and any or all amendments
(including, without limitation, post-effective amendments), with all exhibits
and any and all documents required to be filed with respect thereto, with the
Securities and Exchange Commission or any regulatory authority, granting unto
such attorneys-in-fact and agents, and each of them acting alone, full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises in order to effectuate the
same, as fully to all intents and purposes as he himself might or could do if
personally present, hereby ratifying and confirming all that such
attorneys-in-fact and agents, or any of them, or their substitute or
substitutes, may lawfully do or cause to be done.

        Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE                             TITLE                      DATE
           ---------                             -----                      ----
/s/ Peter Policastro              President, Chief Executive Officer  February 15, 2001
--------------------------------              and Director
    Peter Policastro                 (PRINCIPAL EXECUTIVE OFFICER)

/s/ Paul G. Brown, III                Vice President--Finance and     February 15, 2001
--------------------------------        Chief Financial Officer
    Paul G. Brown, III                 (PRINCIPAL FINANCIAL AND
                                          ACCOUNTING OFFICER)

/s/ Daniel J. Monticello, Ph.D.      Vice President--Research and
--------------------------------      Development, and Director       February 15, 2001
    Daniel J. Monticello, Ph.D.

/s/ William E. Nasser                    Chairman of the Board        February 15, 2001
--------------------------------
    William E. Nasser

/s/ Ramon Lopez                                Director               February 13, 2001
--------------------------------
    Ramon Lopez

/s/ R. James Comeaux                           Director               February 15, 2001
--------------------------------
    R. James Comeaux

/s/ G. Anthony Gorry, Ph.D.                    Director               February 15, 2001
--------------------------------
    G. Anthony Gorry, Ph.D.

/s/ Thomas E. Messmore                         Director               February 13, 2001
--------------------------------
    Thomas E. Messmore

/s/ Nancy Chang, Ph.D.                         Director               February 13, 2001
--------------------------------
    Nancy Chang, Ph.D.

                                               Director               February __, 2001
--------------------------------
    William D. Young
II-6
EXHIBIT INDEX
Exhibit
Number                                  Description
-------                                 -----------
3.1    +   Amended and Restated Certificate of Incorporation of Registrant
            (incorporated by reference to Exhibit2 filed with Post-Effective
            Amendment No. 1 to the Registrant's Registration Statement on Form
            8-A as filed with the Commission on March 15, 1993).

 3.2    +   Certificate of Designation of Series One Junior Participating
            Preferred Stock of the Company (incorporated by reference to
            Exhibit 3.1(c) to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1994).

 3.3    +   Certificate of the Powers, Designation, Preferences and Rights of
            the Series B Convertible Preferred Stock (incorporated by
            reference to Exhibit 3.1(d) to the Company's Annual Report on Form
            10-K for the year ended December 31, 1996).

 3.4    +   Bylaws of Registrant (incorporated by reference to Exhibit 3 filed
            with Post-Effective Amendment No.1 to the Registrant's
            Registration Statement on Form 8-A as filed with the Commission on
            March 15, 1993).

 4.1    +   Form of Stock Purchase Agreement, dated as of February 21, 1997,
            by and between the Company and the Purchasers of the Series B
            Convertible Preferred Stock (incorporated by reference to Exhibit
            4.2 to the Company's Annual Report on Form 10-K for the year ended
            December 31, 1996).

 4.2    +   Form of Stock Exchange Agreement, dated as of February 21, 1997,
            by and between the Company and the Exchanging Holders of Series A
            Convertible Preferred Stock (incorporated by reference to
            Exhibit 4.3 to the Company's Annual Report on Form 10-K for the
            year ended December 31, 1996).

 4.3    +   Stockholder Rights Agreement, dated as of March 8, 1995, between
            the Company and Society National Bank (incorporated by reference
            to Exhibit 4.1 to the Company's Current Report on Form 8-K dated
            March 8, 1995).

 5.1    *   Opinion of Andrews & Kurth L.L.P.

 23.1   *   Consent of Andrews & Kurth L.L.P. (included in Exhibit 5.1).

 23.2   *   Consent of Arthur Andersen LLP.

 24.1   *   Power of Attorney (set forth on the signature page contained in
            Part II of this Registration Statement).

 99.1   +   Enchira Biotechnology Corporation 1997 Stock Option Plan, as
            amended (incorporated by reference to Exhibit A to the Company's
            Definitive Proxy Statement as filed with the Commission on
            April 27, 1999).

 99.2   +   Enchira Biotechnology Corporation Non-Employee Director Option
            Plan, as amended (incorporated by reference to Exhibit B to the
            Company's Definitive Proxy Statement as filed with the Commission
            on April 27, 1999).
---------------------
+ Incorporated herein by reference.
* Filed herewith.

                                        II-7