<PAGE>

                    As filed with the Securities and Exchange
                          Commission on July 20, 1999.

                                                   Registration No. ____________

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

                                    Form S-8

                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                          INCYTE PHARMACEUTICALS, INC.
                        -------------------------------
             (Exact name of registrant as specified in its charter)

                 Delaware                                  94-3136539
      ------------------------------            --------------------------------
      (State or other jurisdiction of                   (I.R.S. Employer
      incorporation or organization)                   Identification No.)

             3174 Porter Drive
           Palo Alto, California                              94304
     --------------------------------           --------------------------------
 (Address of Principal Executive Offices)                  (Zip Code)

                 1991 STOCK PLAN OF INCYTE PHARMACEUTICALS, INC.
            --------------------------------------------------------
                            (Full title of the plan)

               ROY A. WHITFIELD                              Copy to:
            Chief Executive Officer                    STANTON D. WONG, ESQ.
         Incyte Pharmaceuticals, Inc.              Pillsbury Madison & Sutro LLP
               3174 Porter Drive                           P.O. Box 7880
          Palo Alto, California 94304                 San Francisco, CA 94120
                (415) 855-0555                            (415) 983-1000
         ----------------------------              ----------------------------
     (Name, address and telephone number,
  including area code, of agent for service)

<TABLE>

<CAPTION>
                         CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
           Title of                 Amount               Proposed Maximum             Proposed               Amount of
         Securities To               To Be                Offering Price          Maximum Aggregate        Registration
         Be Registered           Registered(1)             per Share(2)           Offering Price(2)             Fee
------------------------------------------------------------------------------------------------------------------------------------
      <S>                          <C>                       <C>                     <C>                     <C>

         Common Stock,             1,100,000
      $.001 par value(3)            shares                  $27.15625                $29,871,875             $8304.38
------------------------------------------------------------------------------------------------------------------------------------

<FN>
(1)    Calculated pursuant to General Instruction E to Form S-8.

(2)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rule 457(c), based upon the average of the high and low
       sales prices of the Company's  Common  Stock on the Nasdaq  National
       Market on July 15, 1999.

(3)    Associated with the Company's Common Stock are Preferred Stock
       Purchase Rights which will not be exercisable or evidenced separately
       from the Common Stock prior to the occurrence of certain events.
                                -----------------

     The Registration Statement shall become effective upon filing in accordance
with Rule 462 under the Securities Act of 1933.
------------------------------------------------------------------------------------------------------------------------------------
</FN>
</TABLE>

                                       -1-

<PAGE>

                          INFORMATION REQUIRED PURSUANT
                          -----------------------------
                      TO GENERAL INSTRUCTION E TO FORM S-8
                      ------------------------------------

GENERAL INSTRUCTION E INFORMATION

     This Registration Statement is being filed for the purpose of increasing
the number of securities of the same class as other securities for which a
Registration Statement of the Registrant on Form S-8 relating to the same
employee benefit plan is effective.

     Registrant's Form S-8 Registration Statements filed with the Securities and
Exchange Commission on September 9, 1998 (File No. 333-63069), July 16, 1997
(File No. 333-31413), October 4, 1996 (File No. 333- 13449), June 20, 1995 (File
No. 33-93666) and on March 10, 1994 (File No. 33-76344) are hereby incorporated
by reference in this Registration Statement.

                                     Part II

INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents previously filed by Registrant with the Commission
are hereby incorporated by reference in this Registration Statement:

     (1) Registrant's Annual Report on Form 10-K (File No. 0-27488) for the
fiscal year ended December 31, 1998;

     (2) Registrant's Quarterly Report on Form 10-Q (File No. 0-27488) for the
quarter ended March 31, 1999;

     (3) Registrant's Current Report on Form 8-K dated February 3, 1999 (File
No. 0-27488);

     (4) The description of the Common Stock contained in Registrant's
Registration Statement on Form 8-A filed January 5, 1996 (File No. 0-27488); and

     (5) The description of the Series A Participating Preferred Stock Purchase
Rights contained in Registrant's Registration Statement on Form 8-A filed
September 30, 1998 (File No. 0-27488).

     In addition, all documents subsequently filed by Registrant pursuant to
Section 13(a), 13(c), 14 or 15(d) of the Exchange Act of 1934 prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all 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 of such documents.

                                    EXHIBITS
                                    --------
Exhibit
Number       Exhibit
---------    -------

     5.1     Opinion of Pillsbury Madison & Sutro LLP.

    10.18    1991 Stock Plan, as amended and restated on April 16, 1999.

    23.1     Consent of Ernst & Young LLP, Independent Auditors.

    23.2     Consent of PricewaterhouseCoopers LLP, Independent
             Accountants (with respect to its report on the financial
             statements of diaDexus, LLC).

    23.3     Consent of Pillsbury Madison & Sutro LLP (included in Exhibit 5.1).

                                       -2-

<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 City of Palo Alto, State of California, on July 20, 1999.


                                       INCYTE PHARMACEUTICALS, INC.



                                       By        /s/ Roy A. Whitfield
                                          --------------------------------------
                                                     Roy A. Whitfield
                                                  Chief Executive Officer
                                              (Principal Executive Officer)


                               POWER OF ATTORNEY
                               -----------------

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Roy A. Whitfield, Randal W. Scott and Elias Lee
Bendekgey, and each of them, his true and lawful attorneys-in-fact and agents,
each 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 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, 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 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 date indicated:


      Signature                     Title                              Date
      ---------                     -----                              ----


 /s/ Roy A. Whitfield
------------------------    Chief Executive Officer (Principal     July 20, 1999
     Roy A. Whitfield         Executive Officer) and Director


 /s/ Lee Bendekgey
------------------------       Chief Financial Officer             July 20, 1999
     Lee Bendekgey          (Principal Financial Officer)


                                       -3-

<PAGE>


 /s/ Timothy Henn
------------------------      Controller (Principal Accounting     July 20, 1999
     Timothy Henn                       Officer)


/s/ Randal W. Scott
------------------------                Director                   July 20, 1999
    Randal W. Scott



/s/ Jeffrey J. Collinson
------------------------         Chairman of the Board             July 20, 1999
    Jeffrey J. Collinson



------------------------                Director                   July __, 1999
    Barry M. Bloom



------------------------                Director                   July __, 1999
   Frederick B. Craves


  /s/ Jon S. Saxe
-----------------------                 Director                   July 20, 1999
      Jon S. Saxe


                                       -4-

<PAGE>


                                INDEX TO EXHIBITS
                                -----------------


Exhibit
Number         Exhibit
------         -------


  5.1          Opinion of Pillsbury Madison & Sutro LLP.

 10.18         1991 Stock Plan, as amended and restated on April 16, 1999.

 23.1          Consent of Ernst & Young LLP, Independent Auditors.

 23.2          Consent of PricewaterhouseCoopers LLP, Independent
               Accountants (with respect to its report on the financial
               statements of diaDexus, LLC).

 23.3          Consent of Pillsbury Madison & Sutro LLP (included in
               Exhibit 5.1).

                                       -5-
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 11282}]
{"company-data": {"conformed-name": "INCYTE PHARMACEUTICALS INC", "cik": "0000879169", "assigned-sic": "8731", "irs-number": "943136539", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-83291", "film-number": "99667387"}, "business-address": {"street1": "3174 PORTER DR", "city": "PALO ALTO", "state": "CA", "zip": "94304", "phone": "6508550555"}, "mail-address": {"street1": "3174 PORTER DRIVE", "city": "PALO ALTO", "state": "CA", "zip": "94304"}}
As filed with the Securities and Exchange
                          Commission on July 20, 1999.

                                                   Registration No. ____________

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

                                    Form S-8

                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                          INCYTE PHARMACEUTICALS, INC.
                        -------------------------------
             (Exact name of registrant as specified in its charter)

                 Delaware                                  94-3136539
      ------------------------------            --------------------------------
      (State or other jurisdiction of                   (I.R.S. Employer
      incorporation or organization)                   Identification No.)

             3174 Porter Drive
           Palo Alto, California                              94304
     --------------------------------           --------------------------------
 (Address of Principal Executive Offices)                  (Zip Code)

                 1991 STOCK PLAN OF INCYTE PHARMACEUTICALS, INC.
            --------------------------------------------------------
                            (Full title of the plan)

               ROY A. WHITFIELD                              Copy to:
            Chief Executive Officer                    STANTON D. WONG, ESQ.
         Incyte Pharmaceuticals, Inc.              Pillsbury Madison & Sutro LLP
               3174 Porter Drive                           P.O. Box 7880
          Palo Alto, California 94304                 San Francisco, CA 94120
                (415) 855-0555                            (415) 983-1000
         ----------------------------              ----------------------------
     (Name, address and telephone number,
  including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
           Title of                 Amount               Proposed Maximum             Proposed               Amount of
         Securities To               To Be                Offering Price          Maximum Aggregate        Registration
         Be Registered           Registered(1)             per Share(2)           Offering Price(2)             Fee
------------------------------------------------------------------------------------------------------------------------------------
Common Stock,             1,100,000
      $.001 par value(3)            shares                  $27.15625                $29,871,875             $8304.38
------------------------------------------------------------------------------------------------------------------------------------
(1)    Calculated pursuant to General Instruction E to Form S-8.

(2)    Estimated solely for the purpose of calculating the registration fee
       pursuant to Rule 457(c), based upon the average of the high and low
       sales prices of the Company's  Common  Stock on the Nasdaq  National
       Market on July 15, 1999.

(3)    Associated with the Company's Common Stock are Preferred Stock
       Purchase Rights which will not be exercisable or evidenced separately
       from the Common Stock prior to the occurrence of certain events.
                                -----------------

     The Registration Statement shall become effective upon filing in accordance
with Rule 462 under the Securities Act of 1933.
------------------------------------------------------------------------------------------------------------------------------------
-1-
INFORMATION REQUIRED PURSUANT
                          -----------------------------
                      TO GENERAL INSTRUCTION E TO FORM S-8
                      ------------------------------------

GENERAL INSTRUCTION E INFORMATION

     This Registration Statement is being filed for the purpose of increasing
the number of securities of the same class as other securities for which a
Registration Statement of the Registrant on Form S-8 relating to the same
employee benefit plan is effective.

     Registrant's Form S-8 Registration Statements filed with the Securities and
Exchange Commission on September 9, 1998 (File No. 333-63069), July 16, 1997
(File No. 333-31413), October 4, 1996 (File No. 333- 13449), June 20, 1995 (File
No. 33-93666) and on March 10, 1994 (File No. 33-76344) are hereby incorporated
by reference in this Registration Statement.

                                     Part II

INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents previously filed by Registrant with the Commission
are hereby incorporated by reference in this Registration Statement:

     (1) Registrant's Annual Report on Form 10-K (File No. 0-27488) for the
fiscal year ended December 31, 1998;

     (2) Registrant's Quarterly Report on Form 10-Q (File No. 0-27488) for the
quarter ended March 31, 1999;

     (3) Registrant's Current Report on Form 8-K dated February 3, 1999 (File
No. 0-27488);

     (4) The description of the Common Stock contained in Registrant's
Registration Statement on Form 8-A filed January 5, 1996 (File No. 0-27488); and

     (5) The description of the Series A Participating Preferred Stock Purchase
Rights contained in Registrant's Registration Statement on Form 8-A filed
September 30, 1998 (File No. 0-27488).

     In addition, all documents subsequently filed by Registrant pursuant to
Section 13(a), 13(c), 14 or 15(d) of the Exchange Act of 1934 prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all 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 of such documents.

                                    EXHIBITS
                                    --------
Exhibit
Number       Exhibit
---------    -------

     5.1     Opinion of Pillsbury Madison & Sutro LLP.

    10.18    1991 Stock Plan, as amended and restated on April 16, 1999.

    23.1     Consent of Ernst & Young LLP, Independent Auditors.

    23.2     Consent of PricewaterhouseCoopers LLP, Independent
             Accountants (with respect to its report on the financial
             statements of diaDexus, LLC).

    23.3     Consent of Pillsbury Madison & Sutro LLP (included in Exhibit 5.1).

                                       -2-
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 Palo Alto, State of California, on July 20, 1999.

                                       INCYTE PHARMACEUTICALS, INC.

                                       By        /s/ Roy A. Whitfield
                                          --------------------------------------
                                                     Roy A. Whitfield
                                                  Chief Executive Officer
                                              (Principal Executive Officer)

                               POWER OF ATTORNEY
                               -----------------

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Roy A. Whitfield, Randal W. Scott and Elias Lee
Bendekgey, and each of them, his true and lawful attorneys-in-fact and agents,
each 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 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, 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 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 date indicated:

      Signature                     Title                              Date
      ---------                     -----                              ----

 /s/ Roy A. Whitfield
------------------------    Chief Executive Officer (Principal     July 20, 1999
     Roy A. Whitfield         Executive Officer) and Director

 /s/ Lee Bendekgey
------------------------       Chief Financial Officer             July 20, 1999
     Lee Bendekgey          (Principal Financial Officer)

                                       -3-
/s/ Timothy Henn
------------------------      Controller (Principal Accounting     July 20, 1999
     Timothy Henn                       Officer)

/s/ Randal W. Scott
------------------------                Director                   July 20, 1999
    Randal W. Scott

/s/ Jeffrey J. Collinson
------------------------         Chairman of the Board             July 20, 1999
    Jeffrey J. Collinson

------------------------                Director                   July __, 1999
    Barry M. Bloom

------------------------                Director                   July __, 1999
   Frederick B. Craves

  /s/ Jon S. Saxe
-----------------------                 Director                   July 20, 1999
      Jon S. Saxe

                                       -4-
INDEX TO EXHIBITS
                                -----------------

Exhibit
Number         Exhibit
------         -------

  5.1          Opinion of Pillsbury Madison & Sutro LLP.

 10.18         1991 Stock Plan, as amended and restated on April 16, 1999.

 23.1          Consent of Ernst & Young LLP, Independent Auditors.

 23.2          Consent of PricewaterhouseCoopers LLP, Independent
               Accountants (with respect to its report on the financial
               statements of diaDexus, LLC).

 23.3          Consent of Pillsbury Madison & Sutro LLP (included in
               Exhibit 5.1).

                                       -5-