As filed with the Securities and Exchange Commission on May 22, 1998
                                                      Registration No. 333-17413
================================================================================


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           ---------------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933
                               TELEGEN CORPORATION
             (Exact name of Registrant as specified in its charter)

           California                                  84-0672714
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)

                                101 Saginaw Drive
                         Redwood City, California 94063
    (Address, including zip code, and telephone number, including area code,
                  of Registrant's principal executive offices)

                                 1996 STOCK PLAN

                            (Full title of the plan)

                                FRED Y. KASHKOOLI
                             Chief Executive Officer
                               TELEGEN CORPORATION
                                101 Saginaw Drive
                         Redwood City, California 94063
                                 (650) 261-9400
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:
                            THOMAS C. DeFILIPPS, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                               Palo Alto, CA 94304
                                 (650) 493-9300


<TABLE>
                                       CALCULATION OF REGISTRATION FEE
<CAPTION>
============================================================================================================
                                                  Proposed              Proposed
        Title of              Amount               Maximum               Maximum
      Securities to           to be               Offering              Aggregate              Amount of
      be Registered         Registered         Price Per Share        Offering Price        Registration Fee
------------------------------------------------------------------------------------------------------------
<S>                           <C>                 <C>                    <C>                   <C>
Common Stock
  - 1996 Stock Plan           400,000             $   0.54  (1)          $ 216,000             $ 63.72


TOTALS                        400,000                                    $ 216,000             $ 63.72
                              =======                                     ========              ========

---------------------------
<FN>
(1)   Estimated  in  accordance  with Rule  457(h)  solely  for the  purpose  of
      calculating the amount of the registration fee on the basis of 100% of the
      average of the high and low sale prices reported in the Nasdaq  Electronic
      Bulletin Board on May 20, 1998.
</FN>
============================================================================================================
</TABLE>

<PAGE>

                          INCORPORATION BY REFERENCE OF
                        PRIOR S-8 REGISTRATION STATEMENT

        This  Registration  Statement  is made for the  registration  of 400,000
additional  shares of common  stock under the  Company's  1996 Stock  Plan.  The
contents of the Form S-8  Registration  Statement  filed with the Securities and
Exchange  Commission (the  "Commission") on December 5, 1996  (Registration  No.
333-17413  for the  registration  of shares of  common  stock to be issued  upon
exercise of options under the Company's 1996 Stock Plan are hereby  incorporated
by reference.


                                   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 City of Redwood City, State of California, on May 22, 1998.

                                              TELEGEN CORPORATION


                                              By: /s/ Fred Y. Kashkooli
                                                 -------------------------------
                                                      Fred Y. Kashkooli
                                                      Chief Executive Officer


                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE  PRESENTS,  that each person  whose  signature
appears  below  constitutes  and  appoints  Fred  Y.  Kashkooli,  as  his or her
attorney-in-fact, with full power of substitution, for him or her and in any and
all capacities, to sign any and all amendments to this Registration Statement on
Form S-8, and to file the same, with all exhibits thereto and other documents in
connection  therewith,  with the  Securities  and  Exchange  Commission,  hereby
ratifying and confirming all that said attorney-in-fact, or his 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.


                                      II-1

<PAGE>

<TABLE>
<CAPTION>
                Signature                        Title                       Date
------------------------------       --------------------------------    -------------


<S>                                  <C>                                  <C> 
   /s/ Fred Y. Kashkooli
    --------------------------       Chief Executive Officer              May 22, 1998
       Fred Y. Kashkooli             (principal executive officer,
                                     principal
                                     finance and accounting officer)

   /s/ Gilbert F. Decker
    --------------------------       Director                             May 22, 1998
       Gilbert F. Decker

   /s/ Gregory Bell 
    --------------------------       Director                             May 22, 1998
       Gregory Bell

 

    --------------------------       Director                             
       James R. Iverson

   /s/ Frederick T. Lezak, Jr.
    --------------------------       Director                             May 22, 1998
       Frederick T. Lezak, Jr.

   /s/ Larry J. Wells
    --------------------------       Director                             May 22, 1998
       Larry J. Wells

 
    --------------------------       Director                             
       Bonnie A. Crystal


    --------------------------       Director                             
      Jessica L. Stevens

</TABLE>


                                          II-2

<PAGE>

                                INDEX TO EXHIBITS



                                                             Sequentially
Exhibit                                                        Numbered
Number                     Description                           Page
-------      ------------------------------------      -------------------------
  4.3*       1996 Stock Option Plan

  5.1        Opinion of Wilson, Sonsini, Goodrich
               & Rosati, P.C.

 23.1        Consent of Coopers & Lybrand L.L.P.

 23.3        Consent of Wilson, Sonsini, Goodrich      Contained in Exhibit 5.1
               & Rosati

 24.1        Power of Attorney                         Page II-2 of Registration
                                                       Statement



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

*  Incorporated by reference from the Form S-8  Registration  Statement filed by
the Company with the Commission on December 5, 1996 (Registration No. 333-17413)


                                      II-3
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 8453}]
{"company-data": {"conformed-name": "TELEGEN CORP /CO/", "cik": "0000906448", "assigned-sic": "3661", "irs-number": "840672714", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-53469", "film-number": "98630987"}, "business-address": {"street1": "101 SAGINAW DRIVE", "city": "REDWOOD CITY", "state": "CA", "zip": "94063", "phone": "4152619400"}, "mail-address": {"street1": "10075 E COUNTY LINE ROAD", "city": "LONGMONT", "state": "CO", "zip": "80501"}, "former-company": {"former-conformed-name": "SOLAR ENERGY RESEARCH CORP /CO/", "date-changed": "19930604"}}
As filed with the Securities and Exchange Commission on May 22, 1998
                                                      Registration No. 333-17413
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                           ---------------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933
                               TELEGEN CORPORATION
             (Exact name of Registrant as specified in its charter)

           California                                  84-0672714
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)

                                101 Saginaw Drive
                         Redwood City, California 94063
    (Address, including zip code, and telephone number, including area code,
                  of Registrant's principal executive offices)

                                 1996 STOCK PLAN

                            (Full title of the plan)

                                FRED Y. KASHKOOLI
                             Chief Executive Officer
                               TELEGEN CORPORATION
                                101 Saginaw Drive
                         Redwood City, California 94063
                                 (650) 261-9400
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:
                            THOMAS C. DeFILIPPS, ESQ.
                        Wilson Sonsini Goodrich & Rosati
                            Professional Corporation
                               650 Page Mill Road
                               Palo Alto, CA 94304
                                 (650) 493-9300

                                       CALCULATION OF REGISTRATION FEE
============================================================================================================
                                                  Proposed              Proposed
        Title of              Amount               Maximum               Maximum
      Securities to           to be               Offering              Aggregate              Amount of
      be Registered         Registered         Price Per Share        Offering Price        Registration Fee
------------------------------------------------------------------------------------------------------------
Common Stock
  - 1996 Stock Plan           400,000             $   0.54  (1)          $ 216,000             $ 63.72

TOTALS                        400,000                                    $ 216,000             $ 63.72
                              =======                                     ========              ========

---------------------------
(1)   Estimated  in  accordance  with Rule  457(h)  solely  for the  purpose  of
      calculating the amount of the registration fee on the basis of 100% of the
      average of the high and low sale prices reported in the Nasdaq  Electronic
      Bulletin Board on May 20, 1998.
============================================================================================================
INCORPORATION BY REFERENCE OF
                        PRIOR S-8 REGISTRATION STATEMENT

        This  Registration  Statement  is made for the  registration  of 400,000
additional  shares of common  stock under the  Company's  1996 Stock  Plan.  The
contents of the Form S-8  Registration  Statement  filed with the Securities and
Exchange  Commission (the  "Commission") on December 5, 1996  (Registration  No.
333-17413  for the  registration  of shares of  common  stock to be issued  upon
exercise of options under the Company's 1996 Stock Plan are hereby  incorporated
by reference.

                                   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 City of Redwood City, State of California, on May 22, 1998.

                                              TELEGEN CORPORATION

                                              By: /s/ Fred Y. Kashkooli
                                                 -------------------------------
                                                      Fred Y. Kashkooli
                                                      Chief Executive Officer

                                POWER OF ATTORNEY

        KNOW ALL PERSONS BY THESE  PRESENTS,  that each person  whose  signature
appears  below  constitutes  and  appoints  Fred  Y.  Kashkooli,  as  his or her
attorney-in-fact, with full power of substitution, for him or her and in any and
all capacities, to sign any and all amendments to this Registration Statement on
Form S-8, and to file the same, with all exhibits thereto and other documents in
connection  therewith,  with the  Securities  and  Exchange  Commission,  hereby
ratifying and confirming all that said attorney-in-fact, or his 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.

                                      II-1
Signature                        Title                       Date
------------------------------       --------------------------------    -------------
/s/ Fred Y. Kashkooli
    --------------------------       Chief Executive Officer              May 22, 1998
       Fred Y. Kashkooli             (principal executive officer,
                                     principal
                                     finance and accounting officer)

   /s/ Gilbert F. Decker
    --------------------------       Director                             May 22, 1998
       Gilbert F. Decker

   /s/ Gregory Bell 
    --------------------------       Director                             May 22, 1998
       Gregory Bell

 

    --------------------------       Director                             
       James R. Iverson

   /s/ Frederick T. Lezak, Jr.
    --------------------------       Director                             May 22, 1998
       Frederick T. Lezak, Jr.

   /s/ Larry J. Wells
    --------------------------       Director                             May 22, 1998
       Larry J. Wells

 
    --------------------------       Director                             
       Bonnie A. Crystal

    --------------------------       Director                             
      Jessica L. Stevens
II-2
INDEX TO EXHIBITS

                                                             Sequentially
Exhibit                                                        Numbered
Number                     Description                           Page
-------      ------------------------------------      -------------------------
  4.3*       1996 Stock Option Plan

  5.1        Opinion of Wilson, Sonsini, Goodrich
               & Rosati, P.C.

 23.1        Consent of Coopers & Lybrand L.L.P.

 23.3        Consent of Wilson, Sonsini, Goodrich      Contained in Exhibit 5.1
               & Rosati

 24.1        Power of Attorney                         Page II-2 of Registration
                                                       Statement

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

*  Incorporated by reference from the Form S-8  Registration  Statement filed by
the Company with the Commission on December 5, 1996 (Registration No. 333-17413)

                                      II-3