As filed with the Securities and Exchange Commission on August 10, 1998
                                                    Registration No. 333-

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

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

                              SPECTRIAN CORPORATION
             (Exact name of Registrant as specified in its charter)

       Delaware                                                 77-0023003
(State of Incorporation)                                     (I.R.S. Employer
                                                             Identification No.)

                               350 West Java Drive
                           Sunnyvale, California 94089
                                 (408) 745-5400
   (Address and telephone number of Registrant's principal executive offices)

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

                       1998 NONSTATUTORY STOCK OPTION PLAN
                            (Full Title of the Plan)

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

                                 BRUCE R. WRIGHT
              Executive Vice President, Finance and Administration,
                      Chief Financial Officer and Secretary
                              Spectrian Corporation
                               350 West Java Drive
                           Sunnyvale, California 94089
                                 (408) 745-5400
            (Name, address and telephone number of agent for service)

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

                                    Copy to:
                             CHRIS F. FENNELL, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                        Palo Alto, California 94304-1050
                                 (650) 493-9300

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

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


<PAGE>


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

                         CALCULATION OF REGISTRATION FEE

================================================================================
                                       Proposed        Proposed
 Title of                              Maximum         Maximum
Securities             Amount          Offering        Aggregate       Amount of
   to be               to be          Price Per        Offering     Registration
Registered           Registered        Share(1)        Price(1)          Fee
================================================================================

Common Stock,
$.001 par value(2)  500,000 shares     $13.06         $6,530,000     $1,926.35

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

(1)      Estimated  in  accordance  with Rule  457(c)  solely for the purpose of
         calculating  the  registration  fee on the basis of the  average of the
         high and low prices per share for the Common  Stock as  reported on the
         Nasdaq National Market System on August 5, 1998.

(2)      Includes Preferred Share Purchase Rights which, prior to the occurrence
         of certain events, will not be exercisable or evidenced separately from
         the Common Stock.


                                       -2-

<PAGE>


         The contents of the Registrant's  Form S-8  Registration  Statement No.
333-49081 as filed with the  Securities and Exchange  Commission  (the "SEC") on
April 1, 1998 is incorporated herein by reference.


             PART II: INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 8.           Exhibits
                  --------


  Exhibit
   Number                                 Documents
-------------   ----------------------------------------------------------------
    4.1*        1998 Nonstatutory Stock Option Plan
    5.1         Opinion of counsel as to legality of securities being registered
   23.1         Consent of Counsel (contained in Exhibit 5.1)
   23.2         Consent of Independent Auditors
   24.1         Power of Attorney (see page 5)
------------------

*        Incorporated  by  reference  to the  Exhibit  filed with the  Company's
         Registration  Statement on Form S-8 No. 333-49081 as filed with the SEC
         on April 1, 1998.



                                       -3-

<PAGE>



                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Spectrian  Corporation,  a corporation organized and existing under
the laws of the State of Delaware,  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  Sunnyvale,  State of
California, on this 10th day of August, 1998.


                            SPECTRIAN CORPORATION



                            By:    /s/ Bruce R. Wright
                                  ---------------------------------------------
                                  Bruce R. Wright
                                  Executive Vice President, Finance and
                                  Administration, Chief Financial Officer and
                                  Secretary (Principal Financial and Accounting
                                  Officer)




                                       -4-

<PAGE>


                                POWER OF ATTORNEY


         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears  below  constitutes  and  appoints  Garrett A.  Garrettson  and Bruce R.
Wright,  jointly and severally,  his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration  Statement on Form S-8 and to file the same, with exhibits  thereto
and other  documents in connection  therewith,  with the Securities and Exchange
Commission,   hereby   ratifying   and   confirming   all  that   each  of  said
attorneys-in-fact,  or his substitute or substitutes, may do or cause to be done
by virtue hereof.
<TABLE>
         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.


<CAPTION>
           Signature                               Title                             Date
----------------------------------   -----------------------------------  --------------------------
<S>                                  <C>                                         <C>
                                     President, Chief Executive Officer          August 10, 1998
  /s/ Garrett A. Garrettson          and Director (Principal Executive
----------------------------------   Officer)
(Garrett A. Garrettson)

                                     Executive Vice President, Finance           August 10, 1998
                                     and Administration, Chief Financial
  /s/ Bruce R. Wright                Officer and Secretary (Principal
----------------------------------   Financial and Accounting Officer)
(Bruce R. Wright)

  /s/ James A. Cole                  Director                                    August 10, 1998
----------------------------------
(James A. Cole)

  /s/ Martin Cooper                  Director                                    August 10, 1998
----------------------------------
(Martin Cooper)

  /s/ Charles Kissner                Director                                    August 10, 1998
----------------------------------
(Charles Kissner)

  /s/ Robert C. Wilson               Director                                    August 10, 1998
----------------------------------
(Robert C. Wilson)

  /s/ Eric A. Young                  Director                                    August 10, 1998
----------------------------------
(Eric A. Young)

</TABLE>


                                               -5-

<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



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

                                    EXHIBITS

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

                       Registration Statement on Form S-8

                              SPECTRIAN CORPORATION

                                 August 10, 1998



<PAGE>



                              SPECTRIAN CORPORATION

                       REGISTRATION STATEMENT ON FORM S-8
                       ----------------------------------

                                INDEX TO EXHIBITS





 Exhibit                   Description Number
---------  ---------------------------------------------------------------------

  4.1*     1998 Nonstatutory Stock Option Plan

  5.1      Opinion of counsel as to legality  of  securities  being registered

 23.1      Consent of Counsel  (contained in Exhibit 5.1)

 23.2      Consent of  Independent  Auditors

 24.1      Power of Attorney (contained in page 5)

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

*        Incorporated  by  reference  to the  Exhibit  filed with the  Company's
         Registration  Statement on Form S-8 No. 333-49081 as filed with the SEC
         on April 1, 1998.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 9960}]
{"company-data": {"conformed-name": "SPECTRIAN CORP /CA/", "cik": "0000925054", "assigned-sic": "3663", "irs-number": "770023003", "state-of-incorporation": "CA", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-61085", "film-number": "98680984"}, "business-address": {"street1": "350 WEST JAVA DRIVE", "city": "SUNNYVALE", "state": "CA", "zip": "94089", "phone": "4087455400"}, "mail-address": {"street1": "350 WEST JAVA DRIVE", "street2": "C/O CORPORATE CONTROLLER", "city": "SUNNYVALE", "state": "CA", "zip": "94089"}}
As filed with the Securities and Exchange Commission on August 10, 1998
                                                    Registration No. 333-

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

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

                              SPECTRIAN CORPORATION
             (Exact name of Registrant as specified in its charter)

       Delaware                                                 77-0023003
(State of Incorporation)                                     (I.R.S. Employer
                                                             Identification No.)

                               350 West Java Drive
                           Sunnyvale, California 94089
                                 (408) 745-5400
   (Address and telephone number of Registrant's principal executive offices)

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

                       1998 NONSTATUTORY STOCK OPTION PLAN
                            (Full Title of the Plan)

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

                                 BRUCE R. WRIGHT
              Executive Vice President, Finance and Administration,
                      Chief Financial Officer and Secretary
                              Spectrian Corporation
                               350 West Java Drive
                           Sunnyvale, California 94089
                                 (408) 745-5400
            (Name, address and telephone number of agent for service)

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

                                    Copy to:
                             CHRIS F. FENNELL, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                        Palo Alto, California 94304-1050
                                 (650) 493-9300

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

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

                         CALCULATION OF REGISTRATION FEE

================================================================================
                                       Proposed        Proposed
 Title of                              Maximum         Maximum
Securities             Amount          Offering        Aggregate       Amount of
   to be               to be          Price Per        Offering     Registration
Registered           Registered        Share(1)        Price(1)          Fee
================================================================================

Common Stock,
$.001 par value(2)  500,000 shares     $13.06         $6,530,000     $1,926.35

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

(1)      Estimated  in  accordance  with Rule  457(c)  solely for the purpose of
         calculating  the  registration  fee on the basis of the  average of the
         high and low prices per share for the Common  Stock as  reported on the
         Nasdaq National Market System on August 5, 1998.

(2)      Includes Preferred Share Purchase Rights which, prior to the occurrence
         of certain events, will not be exercisable or evidenced separately from
         the Common Stock.

                                       -2-
The contents of the Registrant's  Form S-8  Registration  Statement No.
333-49081 as filed with the  Securities and Exchange  Commission  (the "SEC") on
April 1, 1998 is incorporated herein by reference.

             PART II: INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 8.           Exhibits
                  --------

  Exhibit
   Number                                 Documents
-------------   ----------------------------------------------------------------
    4.1*        1998 Nonstatutory Stock Option Plan
    5.1         Opinion of counsel as to legality of securities being registered
   23.1         Consent of Counsel (contained in Exhibit 5.1)
   23.2         Consent of Independent Auditors
   24.1         Power of Attorney (see page 5)
------------------

*        Incorporated  by  reference  to the  Exhibit  filed with the  Company's
         Registration  Statement on Form S-8 No. 333-49081 as filed with the SEC
         on April 1, 1998.

                                       -3-
SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant,  Spectrian  Corporation,  a corporation organized and existing under
the laws of the State of Delaware,  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  Sunnyvale,  State of
California, on this 10th day of August, 1998.

                            SPECTRIAN CORPORATION

                            By:    /s/ Bruce R. Wright
                                  ---------------------------------------------
                                  Bruce R. Wright
                                  Executive Vice President, Finance and
                                  Administration, Chief Financial Officer and
                                  Secretary (Principal Financial and Accounting
                                  Officer)

                                       -4-
POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE  PRESENTS,  that each person whose  signature
appears  below  constitutes  and  appoints  Garrett A.  Garrettson  and Bruce R.
Wright,  jointly and severally,  his  attorneys-in-fact,  each with the power of
substitution,  for him in any and all capacities, to sign any amendments to this
Registration  Statement on Form S-8 and to file the same, with exhibits  thereto
and other  documents in connection  therewith,  with the Securities and Exchange
Commission,   hereby   ratifying   and   confirming   all  that   each  of  said
attorneys-in-fact,  or his substitute or substitutes, may do or cause to be done
by virtue hereof.

         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
----------------------------------   -----------------------------------  --------------------------
President, Chief Executive Officer          August 10, 1998
  /s/ Garrett A. Garrettson          and Director (Principal Executive
----------------------------------   Officer)
(Garrett A. Garrettson)

                                     Executive Vice President, Finance           August 10, 1998
                                     and Administration, Chief Financial
  /s/ Bruce R. Wright                Officer and Secretary (Principal
----------------------------------   Financial and Accounting Officer)
(Bruce R. Wright)

  /s/ James A. Cole                  Director                                    August 10, 1998
----------------------------------
(James A. Cole)

  /s/ Martin Cooper                  Director                                    August 10, 1998
----------------------------------
(Martin Cooper)

  /s/ Charles Kissner                Director                                    August 10, 1998
----------------------------------
(Charles Kissner)

  /s/ Robert C. Wilson               Director                                    August 10, 1998
----------------------------------
(Robert C. Wilson)

  /s/ Eric A. Young                  Director                                    August 10, 1998
----------------------------------
(Eric A. Young)
-5-
SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                                    EXHIBITS

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

                       Registration Statement on Form S-8

                              SPECTRIAN CORPORATION

                                 August 10, 1998
SPECTRIAN CORPORATION

                       REGISTRATION STATEMENT ON FORM S-8
                       ----------------------------------

                                INDEX TO EXHIBITS

 Exhibit                   Description Number
---------  ---------------------------------------------------------------------

  4.1*     1998 Nonstatutory Stock Option Plan

  5.1      Opinion of counsel as to legality  of  securities  being registered

 23.1      Consent of Counsel  (contained in Exhibit 5.1)

 23.2      Consent of  Independent  Auditors

 24.1      Power of Attorney (contained in page 5)

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

*        Incorporated  by  reference  to the  Exhibit  filed with the  Company's
         Registration  Statement on Form S-8 No. 333-49081 as filed with the SEC
         on April 1, 1998.