<PAGE>   1
As filed with the Securities and Exchange Commission on December 28, 1998

                                                       Registration No. 333-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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

                           MOTORVAC TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

                DELAWARE                         33-0522018              
       (State of Incorporation)        (I.R.S. Employer Identification No.)

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

                               1431 S. VILLAGE WAY
                           SANTA ANA, CALIFORNIA 92705
   (Address, including zip code, of Registrant's principal executive offices)

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

                          1998 STOCK COMPENSATION PLAN
                        1998 EMPLOYEE STOCK PURCHASE PLAN
                            1996 DIRECTOR STOCK PLAN
                         1996 STOCK INCENTIVE AWARD PLAN
                         1994 STOCK INCENTIVE AWARD PLAN
                            (Full title of the plans)

                                  LEE W. MELODY
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                               1431 S. VILLAGE WAY
                               SANTA ANA, CA 92705
                                 (714) 558-4822
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                   Copies to:

                             JEREMY D. GLASER, ESQ.
                               COOLEY GODWARD LLP
                        4365 EXECUTIVE DRIVE, SUITE 1100
                               SAN DIEGO, CA 92121
                                 (619) 550-6000

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




<PAGE>   2



                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
=========================================================================================================
                                           PROPOSED MAXIMUM      PROPOSED MAXIMUM
 TITLE OF SECURITIES     AMOUNT TO BE     OFFERING PRICE PER    AGGREGATE OFFERING        AMOUNT OF
  TO BE REGISTERED        REGISTERED           SHARE(1)              PRICE(1)         REGISTRATION FEE
=========================================================================================================
<S>                       <C>             <C>                    <C>                 <C>    
Common   Stock,   par
value $.01                 933,426         $ .8125 - 5.10         $ 2,402,461.10          $ 667.88
=========================================================================================================
</TABLE>



(1)     Estimated solely for the purpose of calculating the amount of the
        registration fee pursuant to Rule 457 of the Securities Act of 1933, as
        amended (the "Securities Act"). The price per share and aggregate
        offering price are based upon (a) the actual exercise price for shares
        subject to outstanding stock options previously granted under the
        Registrant's 1996 Director Stock Plan, 1996 Stock Incentive Award Plan,
        as amended, and 1994 Stock Incentive Award Plan, as amended and (b) the
        average of the high and low sales prices of Registrant's Common Stock on
        December 22, 1998 as reported on the Nasdaq SmallCap Market, for shares
        issuable under the Registrant's 1998 Stock Compensation Plan, 1998
        Employee Stock Purchase Plan, 1996 Director Stock Plan, as amended, 1996
        Stock Incentive Award Plan, as amended, and 1994 Stock Incentive Award
        Plan, as amended. The following chart shows the calculation of the
        registration fee.


<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------
                                                                                           Aggregate
              Type of Shares             Number of Shares       Offering Price Per        Offering Price
                                                                      Share
--------------------------------------------------------------------------------------------------------------

<S>                                         <C>                <C>                        <C>
      Common Stock issuable pursuant        331,492              $  .8125(b)             $   269,337.25
      to the 1998 Employee Stock
      Purchase Plan
--------------------------------------------------------------------------------------------------------------

      Common Stock issuable pursuant        120,000              $  .8125(b)             $    97,500
      to the 1998 Stock Compensation
      Plan
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant         50,000              $ 2.38  (a)             $    71,975
      to outstanding options under
      the 1996 Director Stock Plan,
      as amended
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant        325,000              $ 4.75  (a)             $ 1,418,285.50
      to outstanding options under
      the 1996 Stock Incentive Award
      Plan, as amended
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant        106,934              $ 5.10  (a)             $   545,363.40
      to outstanding options under
      the 1994 Stock Incentive Award
      Plan, as amended
--------------------------------------------------------------------------------------------------------------
</TABLE>

(a)     Weighted average exercise price.

(b)     Average of the high and low sales prices of Registrant's Common Stock on
        December 22, 1998, as reported on the NASDAQ SmallCap Market.

================================================================================


                                       2
<PAGE>   3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

        The following documents filed by MotorVac Technologies, Inc. (the
"Registrant" or "Company") with the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange Act") are incorporated by reference into this Registration Statement
except as superseded or modified herein:

        The Company's Annual Report on Form 10-KSB for the year ended December
31, 1997, the Company's Quarterly Report on Form 10-QSB for the quarter ended
March 31, 1998, the Company's Quarterly Report on Form 10-QSB for the quarter
ended June 30, 1998, the Company's Quarterly Report on Form 10-QSB for the
quarter ended September 30, 1998 and the description of the Company's Common
Stock contained in its Registration Statement on Form 8-A dated April 1, 1996,
including any amendment or reports filed for the purpose of updating such
description. All reports and other documents subsequently filed by the Company
with the Commission pursuant to Sections 13(a), 13(c), 14 and 15(d) of 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 securities then remaining unsold
shall be deemed to be incorporated by reference herein and to be a part of this
Registration Statement from the date of the filing of such reports and
documents. Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in any
other subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.



ITEM 4. DESCRIPTION OF SECURITIES

        Not applicable.


ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

        Not applicable.


ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

        Under Section 145 of the Delaware General Corporation Law the Company
has broad powers to indemnify its directors and officers against liabilities
they may incur in such capacities, including liabilities under the Securities
Act.

        The Company's Certificate of Incorporation includes provisions to
eliminate the personal liability of its directors for monetary damages from
breaches or alleged breaches of their fiduciary duty as directors to the extent
permitted under Delaware law. The Company's Bylaws require the Company to
indemnify its directors and officers, or individuals serving at the request of a
director, officer, employee or other agent, under certain circumstances,
including circumstances in which indemnification would otherwise be
discretionary, and the Company is required to advance expenses to its officers
and directors as incurred in connection with proceedings against them for which
they may be indemnified, upon an undertaking by the indemnified party to repay
such advances if it is ultimately determined that such party is not entitled to
indemnification.

        The Company has entered into indemnity agreements with each of its
directors and executive officers. Such indemnity agreements contain provisions
which are in some respects broader than the specific indemnification provisions
contained in Delaware law. The indemnification agreements require the Company,
among other things, to indemnify such officers and directors against certain
liabilities that may arise by reason of their status or service as directors or
officers to the


                                       1
<PAGE>   4

fullest extent permitted by Delaware law and to advance their expenses incurred
as a result of any proceedings against them as to which they could be
indemnified.


ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

        Not applicable.


ITEM 8. EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT NO.    DESCRIPTION
-----------    -----------
<S>             <C>
 4.1           Form of Certificate Evidencing Shares of Registrant's Common
               Stock.(1)

 5.1           Opinion of Cooley Godward LLP.

23.1           Consent of Deloitte & Touche LLP.

23.2           Consent of Cooley Godward LLP is contained in Exhibit 5.1 to this
               Registration Statement.

24             Power of Attorney is contained on page 4.

99.1           Registrant's 1998 Stock Compensation Plan.

99.2           Registrant's 1998 Employee Stock Purchase Plan and related
               offering document.

99.3           1996 Stock Incentive Award Plan of Registrant.(2)

99.4           First Amendment to Registrant's 1996 Stock Incentive Award Plan.

99.5           Form of 1996 Director Non-Qualified Stock Option Agreement.(2)

99.6           First Amendment to Registrant's Form of 1996 Director
               Non-Qualified Stock Option Agreement.

99.7           Form of 1996 Employee Non-Qualified Stock Option Agreement.(2)

99.8           First Amendment to Registrant's Form of 1996 Employee
               Non-Qualified Stock Option Agreement.

99.9           1996 Director Stock Plan of Registrant.(2)

99.10          1994 Stock Incentive Award Plan of Registrant.(2)

99.11          First Amendment to Registrant's 1994 Stock Incentive Award Plan.

99.12          Form of 1994 Director Non-Qualified Stock Option Agreement.(2)

99.13          First Amendment to Registrant's Form of 1994 Director
               Non-Qualified Stock Option Agreement.

99.14          Form of 1994 Employee Non-Qualified Stock Option Agreement.(2)

99.15          First Amendment to Registrant's Form of 1994 Employee
               Non-Qualified Stock Option Agreement.
</TABLE>

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


                                       2
<PAGE>   5

(1) Filed as an exhibit to the Registrant's Registration Statement on Form 8-A,
as amended (No. 333-1866-LA) filed with the Commission on April 1, 1996, and
incorporated herein by this reference.

(2) Filed as an exhibit to the Registrant's Registration Statement on Form SB-2
(No. 333-1866-LA) filed with the Commission February 29, 1996, and incorporated
herein by this reference.

ITEM 9. UNDERTAKINGS

        The undersigned registrant will:

        (1) File, during any period in which it offers or sells securities, a
post-effective amendment to this Registration Statement to:

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

               (ii) include any additional or changed material information on
        the plan of distribution;

        (2) For determining liability under the Securities Act, treat each
post-effective amendment as a new registration statement of the securities
offered, and the offering of the securities at that time to be the initial bona
fide offering; and

        Insofar as indemnification for liabilities arising under the Securities
Act 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 Commission such indemnification is
against public policy as expressed in the Securities Act and is, therefore,
unenforceable.


                                       3
<PAGE>   6

                                   SIGNATURES

        Pursuant to the requirements of the Securities Act, 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 Ana, State of California, on December 28, 1998.


                                         MOTORVAC TECHNOLOGIES, INC.



                                         By /s/ Lee W. Melody
                                           -------------------------- 
                                           Lee W. Melody,
                                           President and Chief Executive Officer


                                POWER OF ATTORNEY


        KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Lee W. Melody and David P. Nelson, and
each or any one of them, his true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him and in his name, place
and stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this Registration Statement, and to file the same,
with all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in connection therewith,
as fully to all intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, or their or his substitutes or substitute, may lawfully do or cause to be
done by virtue hereof.


                                       4
<PAGE>   7

        Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.

<TABLE>
<S>                                         <C>                             <C>
SIGNATURE                                   TITLE                               DATE


/s/ Lee W. Melody                           President, Chief Executive       December 28, 1998
------------------------------------        Officer and Director 
Lee W. Melody                               (Principal Executive Officer)



/s/ David P. Nelson                         Chief Financial Officer,         December 28, 1998
------------------------------------        Treasurer and Secretary
David P. Nelson                             (Principal Financial and
                                            Accounting Officer)



/s/ Ronald J. Monark                        Director                         December 28, 1998
------------------------------------
Ronald J. Monark



/s/ Grant Ferrier                           Director                         December 28, 1998
------------------------------------
Grant Ferrier



/s/ Stephen L. Greaves                      Director                         December 28, 1998
-------------------------------------
Stephen L. Greaves




/s/ Gerald C. Quinn                         Director                         December 28, 1998
------------------------------------
Gerald C. Quinn




/s/ Daniel P. Whelan                        Director                         December 28, 1998
------------------------------------
Daniel P. Whelan
</TABLE>


                                       5
<PAGE>   8

                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
 EXHIBIT NO.                     DESCRIPTION                                    SEQUENTIAL PAGE NUMBER
 ----------                      -----------                                    ----------------------
<S>             <C>                                     
 4.1           Form of Certificate Evidencing Shares of Registrant's Common 
               Stock.(1)

 5.1           Opinion of Cooley Godward LLP.

23.1           Consent of Deloitte & Touche LLP.

23.2           Consent of Cooley Godward LLP is contained in Exhibit 5.1 to this
               Registration Statement.

24             Power of Attorney is contained on the signature pages.

99.1           1998 Stock Compensation Plan.

99.2           1998 Employee Stock Purchase Plan and related offering document.

99.3           1996 Stock Incentive Award Plan of Registrant.(2)

99.4           First Amendment to Registrant's 1996 Stock Incentive Award Plan.

99.5           Form of 1996 Director Non-Qualified Stock Option Agreement.(2)

99.6           First Amendment to Registrant's Form of 1996 Director
               Non-Qualified Stock Option Agreement.

99.7           Form of 1996 Employee Non-Qualified Stock Option Agreement.(2)

99.8           First Amendment to Registrant's Form of 1996 Employee
               Non-Qualified Stock Option Agreement.

99.9           1996 Director Stock Plan of Registrant.(2)

99.10          1994 Stock Incentive Award Plan of Registrant.(2)

99.11          First Amendment to Registrant's 1994 Stock Incentive Award Plan.

99.12          Form of 1994 Director Non-Qualified Stock Option Agreement.(2)

99.13          First Amendment to Registrant's Form of 1994 Director
               Non-Qualified Stock Option Agreement.

99.14          Form of 1994 Employee Non-Qualified Stock Option Agreement.(2)

99.15          First Amendment to Registrant's Form of 1994 Employee
               Non-Qualified Stock Option Agreement.
</TABLE>

------------
(1) Filed as an exhibit to the Registrant's Registration Statement on Form 8-A, 
    as amended (No. 333-1866-LA) filed with the Commission on April 1, 1996,
    and incorporated herein by this reference.

(2) Filed as an exhibit to the Registrant's Registration Statement on Form SB-2 
    (No. 333-1866-LA) filed with the Commission February 29, 1996, and
    incorporated herein by this reference.




                                       6
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20426}]
{"company-data": {"conformed-name": "MOTORVAC TECHNOLOGIES INC", "cik": "0000915846", "assigned-sic": "3590", "irs-number": "330522018", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-69757", "film-number": "98776302"}, "business-address": {"street1": "1431 S VILLAGE WAY", "city": "SANTA ANA", "state": "CA", "zip": "92705"}, "mail-address": {"street1": "1431 S VILLAGE WAY", "city": "SANTA ANA", "state": "CA", "zip": "92705"}}
1
As filed with the Securities and Exchange Commission on December 28, 1998

                                                       Registration No. 333-
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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

                           MOTORVAC TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

                DELAWARE                         33-0522018              
       (State of Incorporation)        (I.R.S. Employer Identification No.)

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

                               1431 S. VILLAGE WAY
                           SANTA ANA, CALIFORNIA 92705
   (Address, including zip code, of Registrant's principal executive offices)

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

                          1998 STOCK COMPENSATION PLAN
                        1998 EMPLOYEE STOCK PURCHASE PLAN
                            1996 DIRECTOR STOCK PLAN
                         1996 STOCK INCENTIVE AWARD PLAN
                         1994 STOCK INCENTIVE AWARD PLAN
                            (Full title of the plans)

                                  LEE W. MELODY
                      PRESIDENT AND CHIEF EXECUTIVE OFFICER
                               1431 S. VILLAGE WAY
                               SANTA ANA, CA 92705
                                 (714) 558-4822
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                                   Copies to:

                             JEREMY D. GLASER, ESQ.
                               COOLEY GODWARD LLP
                        4365 EXECUTIVE DRIVE, SUITE 1100
                               SAN DIEGO, CA 92121
                                 (619) 550-6000

                                 -------------
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        REGISTERED           SHARE(1)              PRICE(1)         REGISTRATION FEE
=========================================================================================================
Common   Stock,   par
value $.01                 933,426         $ .8125 - 5.10         $ 2,402,461.10          $ 667.88
=========================================================================================================
(1)     Estimated solely for the purpose of calculating the amount of the
        registration fee pursuant to Rule 457 of the Securities Act of 1933, as
        amended (the "Securities Act"). The price per share and aggregate
        offering price are based upon (a) the actual exercise price for shares
        subject to outstanding stock options previously granted under the
        Registrant's 1996 Director Stock Plan, 1996 Stock Incentive Award Plan,
        as amended, and 1994 Stock Incentive Award Plan, as amended and (b) the
        average of the high and low sales prices of Registrant's Common Stock on
        December 22, 1998 as reported on the Nasdaq SmallCap Market, for shares
        issuable under the Registrant's 1998 Stock Compensation Plan, 1998
        Employee Stock Purchase Plan, 1996 Director Stock Plan, as amended, 1996
        Stock Incentive Award Plan, as amended, and 1994 Stock Incentive Award
        Plan, as amended. The following chart shows the calculation of the
        registration fee.
--------------------------------------------------------------------------------------------------------------
                                                                                           Aggregate
              Type of Shares             Number of Shares       Offering Price Per        Offering Price
                                                                      Share
--------------------------------------------------------------------------------------------------------------
Common Stock issuable pursuant        331,492              $  .8125(b)             $   269,337.25
      to the 1998 Employee Stock
      Purchase Plan
--------------------------------------------------------------------------------------------------------------

      Common Stock issuable pursuant        120,000              $  .8125(b)             $    97,500
      to the 1998 Stock Compensation
      Plan
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant         50,000              $ 2.38  (a)             $    71,975
      to outstanding options under
      the 1996 Director Stock Plan,
      as amended
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant        325,000              $ 4.75  (a)             $ 1,418,285.50
      to outstanding options under
      the 1996 Stock Incentive Award
      Plan, as amended
--------------------------------------------------------------------------------------------------------------
      Common Stock issuable pursuant        106,934              $ 5.10  (a)             $   545,363.40
      to outstanding options under
      the 1994 Stock Incentive Award
      Plan, as amended
--------------------------------------------------------------------------------------------------------------
(a)     Weighted average exercise price.

(b)     Average of the high and low sales prices of Registrant's Common Stock on
        December 22, 1998, as reported on the NASDAQ SmallCap Market.

================================================================================

                                       2
3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

        The following documents filed by MotorVac Technologies, Inc. (the
"Registrant" or "Company") with the Securities and Exchange Commission (the
"Commission") pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange Act") are incorporated by reference into this Registration Statement
except as superseded or modified herein:

        The Company's Annual Report on Form 10-KSB for the year ended December
31, 1997, the Company's Quarterly Report on Form 10-QSB for the quarter ended
March 31, 1998, the Company's Quarterly Report on Form 10-QSB for the quarter
ended June 30, 1998, the Company's Quarterly Report on Form 10-QSB for the
quarter ended September 30, 1998 and the description of the Company's Common
Stock contained in its Registration Statement on Form 8-A dated April 1, 1996,
including any amendment or reports filed for the purpose of updating such
description. All reports and other documents subsequently filed by the Company
with the Commission pursuant to Sections 13(a), 13(c), 14 and 15(d) of 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 securities then remaining unsold
shall be deemed to be incorporated by reference herein and to be a part of this
Registration Statement from the date of the filing of such reports and
documents. Any statement contained in a document incorporated by reference
herein shall be deemed to be modified or superseded for purposes of this
Registration Statement to the extent that a statement contained herein or in any
other subsequently filed document which also is or is deemed to be incorporated
by reference herein modifies or supersedes such statement. Any such statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.

ITEM 4. DESCRIPTION OF SECURITIES

        Not applicable.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL

        Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS

        Under Section 145 of the Delaware General Corporation Law the Company
has broad powers to indemnify its directors and officers against liabilities
they may incur in such capacities, including liabilities under the Securities
Act.

        The Company's Certificate of Incorporation includes provisions to
eliminate the personal liability of its directors for monetary damages from
breaches or alleged breaches of their fiduciary duty as directors to the extent
permitted under Delaware law. The Company's Bylaws require the Company to
indemnify its directors and officers, or individuals serving at the request of a
director, officer, employee or other agent, under certain circumstances,
including circumstances in which indemnification would otherwise be
discretionary, and the Company is required to advance expenses to its officers
and directors as incurred in connection with proceedings against them for which
they may be indemnified, upon an undertaking by the indemnified party to repay
such advances if it is ultimately determined that such party is not entitled to
indemnification.

        The Company has entered into indemnity agreements with each of its
directors and executive officers. Such indemnity agreements contain provisions
which are in some respects broader than the specific indemnification provisions
contained in Delaware law. The indemnification agreements require the Company,
among other things, to indemnify such officers and directors against certain
liabilities that may arise by reason of their status or service as directors or
officers to the

                                       1
4

fullest extent permitted by Delaware law and to advance their expenses incurred
as a result of any proceedings against them as to which they could be
indemnified.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED

        Not applicable.

ITEM 8. EXHIBITS
EXHIBIT NO.    DESCRIPTION
-----------    -----------
4.1           Form of Certificate Evidencing Shares of Registrant's Common
               Stock.(1)

 5.1           Opinion of Cooley Godward LLP.

23.1           Consent of Deloitte & Touche LLP.

23.2           Consent of Cooley Godward LLP is contained in Exhibit 5.1 to this
               Registration Statement.

24             Power of Attorney is contained on page 4.

99.1           Registrant's 1998 Stock Compensation Plan.

99.2           Registrant's 1998 Employee Stock Purchase Plan and related
               offering document.

99.3           1996 Stock Incentive Award Plan of Registrant.(2)

99.4           First Amendment to Registrant's 1996 Stock Incentive Award Plan.

99.5           Form of 1996 Director Non-Qualified Stock Option Agreement.(2)

99.6           First Amendment to Registrant's Form of 1996 Director
               Non-Qualified Stock Option Agreement.

99.7           Form of 1996 Employee Non-Qualified Stock Option Agreement.(2)

99.8           First Amendment to Registrant's Form of 1996 Employee
               Non-Qualified Stock Option Agreement.

99.9           1996 Director Stock Plan of Registrant.(2)

99.10          1994 Stock Incentive Award Plan of Registrant.(2)

99.11          First Amendment to Registrant's 1994 Stock Incentive Award Plan.

99.12          Form of 1994 Director Non-Qualified Stock Option Agreement.(2)

99.13          First Amendment to Registrant's Form of 1994 Director
               Non-Qualified Stock Option Agreement.

99.14          Form of 1994 Employee Non-Qualified Stock Option Agreement.(2)

99.15          First Amendment to Registrant's Form of 1994 Employee
               Non-Qualified Stock Option Agreement.
------------

                                       2
5

(1) Filed as an exhibit to the Registrant's Registration Statement on Form 8-A,
as amended (No. 333-1866-LA) filed with the Commission on April 1, 1996, and
incorporated herein by this reference.

(2) Filed as an exhibit to the Registrant's Registration Statement on Form SB-2
(No. 333-1866-LA) filed with the Commission February 29, 1996, and incorporated
herein by this reference.

ITEM 9. UNDERTAKINGS

        The undersigned registrant will:

        (1) File, during any period in which it offers or sells securities, a
post-effective amendment to this Registration Statement to:

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

               (ii) include any additional or changed material information on
        the plan of distribution;

        (2) For determining liability under the Securities Act, treat each
post-effective amendment as a new registration statement of the securities
offered, and the offering of the securities at that time to be the initial bona
fide offering; and

        Insofar as indemnification for liabilities arising under the Securities
Act 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 Commission such indemnification is
against public policy as expressed in the Securities Act and is, therefore,
unenforceable.

                                       3
6

                                   SIGNATURES

        Pursuant to the requirements of the Securities Act, 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 Ana, State of California, on December 28, 1998.

                                         MOTORVAC TECHNOLOGIES, INC.

                                         By /s/ Lee W. Melody
                                           -------------------------- 
                                           Lee W. Melody,
                                           President and Chief Executive Officer

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Lee W. Melody and David P. Nelson, and
each or any one of them, his true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him and in his name, place
and stead, in any and all capacities, to sign any and all amendments (including
post-effective amendments) to this Registration Statement, and to file the same,
with all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in connection therewith,
as fully to all intents and purposes as he might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, or their or his substitutes or substitute, may lawfully do or cause to be
done by virtue hereof.

                                       4
7

        Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.
SIGNATURE                                   TITLE                               DATE

/s/ Lee W. Melody                           President, Chief Executive       December 28, 1998
------------------------------------        Officer and Director 
Lee W. Melody                               (Principal Executive Officer)

/s/ David P. Nelson                         Chief Financial Officer,         December 28, 1998
------------------------------------        Treasurer and Secretary
David P. Nelson                             (Principal Financial and
                                            Accounting Officer)

/s/ Ronald J. Monark                        Director                         December 28, 1998
------------------------------------
Ronald J. Monark

/s/ Grant Ferrier                           Director                         December 28, 1998
------------------------------------
Grant Ferrier

/s/ Stephen L. Greaves                      Director                         December 28, 1998
-------------------------------------
Stephen L. Greaves

/s/ Gerald C. Quinn                         Director                         December 28, 1998
------------------------------------
Gerald C. Quinn

/s/ Daniel P. Whelan                        Director                         December 28, 1998
------------------------------------
Daniel P. Whelan
5
8

                                  EXHIBIT INDEX
EXHIBIT NO.                     DESCRIPTION                                    SEQUENTIAL PAGE NUMBER
 ----------                      -----------                                    ----------------------
4.1           Form of Certificate Evidencing Shares of Registrant's Common 
               Stock.(1)

 5.1           Opinion of Cooley Godward LLP.

23.1           Consent of Deloitte & Touche LLP.

23.2           Consent of Cooley Godward LLP is contained in Exhibit 5.1 to this
               Registration Statement.

24             Power of Attorney is contained on the signature pages.

99.1           1998 Stock Compensation Plan.

99.2           1998 Employee Stock Purchase Plan and related offering document.

99.3           1996 Stock Incentive Award Plan of Registrant.(2)

99.4           First Amendment to Registrant's 1996 Stock Incentive Award Plan.

99.5           Form of 1996 Director Non-Qualified Stock Option Agreement.(2)

99.6           First Amendment to Registrant's Form of 1996 Director
               Non-Qualified Stock Option Agreement.

99.7           Form of 1996 Employee Non-Qualified Stock Option Agreement.(2)

99.8           First Amendment to Registrant's Form of 1996 Employee
               Non-Qualified Stock Option Agreement.

99.9           1996 Director Stock Plan of Registrant.(2)

99.10          1994 Stock Incentive Award Plan of Registrant.(2)

99.11          First Amendment to Registrant's 1994 Stock Incentive Award Plan.

99.12          Form of 1994 Director Non-Qualified Stock Option Agreement.(2)

99.13          First Amendment to Registrant's Form of 1994 Director
               Non-Qualified Stock Option Agreement.

99.14          Form of 1994 Employee Non-Qualified Stock Option Agreement.(2)

99.15          First Amendment to Registrant's Form of 1994 Employee
               Non-Qualified Stock Option Agreement.
------------
(1) Filed as an exhibit to the Registrant's Registration Statement on Form 8-A, 
    as amended (No. 333-1866-LA) filed with the Commission on April 1, 1996,
    and incorporated herein by this reference.

(2) Filed as an exhibit to the Registrant's Registration Statement on Form SB-2 
    (No. 333-1866-LA) filed with the Commission February 29, 1996, and
    incorporated herein by this reference.

                                       6