As filed with the Securities and Exchange Commission on February 18, 1999
                                                 Registration No. 333-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                               LECTEC CORPORATION
             (Exact name of registrant as specified in its charter)

                  Minnesota                              41-1301878
       (State or other jurisdiction                   (I.R.S. Employer
     of incorporation or organization)               Identification No.)

                             10701 Red Circle Drive
                           Minnetonka, Minnesota 55343
                    (Address of Principal Executive Offices)

                    LECTEC CORPORATION 1998 STOCK OPTION PLAN
              LECTEC CORPORATION 1998 DIRECTORS' STOCK OPTION PLAN


            Mr. Rodney A. Young                          Copy to:
          Chief Executive Officer                Timothy S. Hearn, Esq.
            LecTec Corporation                    Dorsey & Whitney LLP
          10701 Red Circle Drive                 Pillsbury Center South
        Minnetonka, Minnesota 55343              220 South Sixth Street
   (Name and address of agent for service)   Minneapolis, Minnesota 55402-1498

              (612) 933-2291                          (612) 340-7802
(Telephone number, including area code, of agent for service)

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

         Approximate date of commencement of proposed sale to the public: from
time to time after the effective date of this Registration Statement.

                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
   Title of each                           Proposed            Proposed
class of Securities   Amount to be     Maximum Offering    Maximum Aggregate        Amount of
 to be registered     registered(1)   Price per Share(2)   Offering Price(2)   Registration Fee(2)
--------------------------------------------------------------------------------------------------
<S>                     <C>                 <C>              <C>                     <C>    
   Common Stock
 ($.01 par value)       700,000             $2.00            $1,400,000.00           $390.00
--------------------------------------------------------------------------------------------------
</TABLE>

(1)      The number of shares being registered represents 500,000 of shares of
         Common Stock that may be issued pursuant to the LecTec Corporation 1998
         Stock Option Plan and 200,000 shares of Common Stock that may be issued
         pursuant to the LecTec Corporation 1998 Directors' Stock Option Plan.

(2)      Determined pursuant to Rule 457(c), based on the average of the high
         and low sale prices of the Common Stock as reported on the Nasdaq
         National Market System on February 11, 1999.

<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Certain Documents by Reference

         The following documents, which have been filed by LecTec Corporation
(the "Company") with the Securities and Exchange Commission, are hereby
incorporated by reference in this Registration Statement:

                  (a) The Annual Report on Form 10-K for the year ended June 30,
         1998;

                  (b) The Quarterly Report on Form 10-Q for the quarters ended
         September 30, 1998 and December 31, 1998; and

                  (c) The description of the Common Stock contained in the
         Company's Registration Statement on Form 8-A filed on August 28, 1987,
         and any amendment or report updating such description filed subsequent
         to the date of such Registration Statement and prior to the termination
         of the offering described herein.

         All documents filed by the Company pursuant to Section 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), subsequent to the date hereof 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 in this Prospectus and to be a part hereof from the
respective dates of filing of such documents.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         Not applicable.

Item 6.  Indemnification of Directors and Officers

         Section 302A.521, subd. 2, of the Minnesota Statutes requires the
Company to indemnify a person made or threatened to be made a party to a
proceeding by reason of the former or present official capacity of the person
with respect to the Company, against judgments, penalties, fines, including,
without limitation, excise taxes assessed against the person with respect to an
employee benefit plan, settlements, and reasonable expenses, including
attorneys' fees and disbursements, incurred by the person in connection with the
proceeding with respect to the same acts or omissions if such person (1) has not
been indemnified by another organization or employee benefit plan for the same
judgments, penalties or fines; (2) acted in good faith; (3) received no improper
personal benefit, and statutory procedure has been followed in the case of any
conflict of interest by a director; (4) in the case of a criminal proceeding,
had no reasonable cause to believe the conduct was unlawful; and (5) in the case
of acts or omissions occurring in the person's performance in the official
capacity of director or, for a person not a director, in the official capacity
of officer, board committee member or employee, reasonably believed that the
conduct was in the best interests of the Company, or, in the case of performance
by a director, officer or employee of the Company involving service as a
director, officer, partner, trustee, employee or agent of another organization
or employee benefit plan, reasonably believed that the conduct was not opposed
to the best interests of the Company. In addition, Section 302A.521, subd. 3,
requires payment by the Company, upon written request, of reasonable expenses in
advance of final disposition of the proceeding in certain instances. A decision
as to required indemnification is made by a disinterested majority of the Board
of


                                      II-1

<PAGE>


Directors present at a meeting at which a disinterest quorum is present, or by a
designated committee of the Board, by special legal counsel, by the
shareholders, or by a court.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.      Exhibits

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

  4.1        LecTec Corporation 1998 Stock Option Plan

  4.2        LecTec Corporation 1998 Directors' Stock Option Plan

  5          Opinion of Dorsey & Whitney LLP

 23.1        Consent of Grant Thornton LLP

 23.2        Consent of Dorsey & Whitney LLP (included in Exhibit 5 to this
             Registration Statement)

 24          Power of Attorney

Item 9.      Undertakings

             The undersigned registrant hereby undertakes:

      (1)    To file, during any period in which offers or sales are being made,
             a post-effective amendment to this Registration Statement:

             (i)     To include any prospectus required by Section 10(a)(3) of
                     the Securities Act of 1933;

             (ii)    To reflect in the prospectus any facts or events arising
                     after the effective date of the registration statement (or
                     the most recent post-effective amendment thereof) which,
                     individually or in the aggregate, represent a fundamental
                     change in the information set forth in the registration
                     statement. Notwithstanding the foregoing, any increase or
                     decrease in volume of securities offered (if the total
                     dollar value of securities offered would not exceed that
                     which was registered) and any deviation from the low or
                     high end of the estimated maximum offering range may be
                     reflected in the form of prospectus filed with the
                     Commission pursuant to Rule 424(b) under the Securities Act
                     of 1933 if, in the aggregate, the changes in volume and
                     price represent no more than a 20% change in the maximum
                     aggregate offering price set forth in the "Calculation of
                     Registration Fee" table in the effective registration
                     statement; and

             (iii)   To include any material information with respect to the
                     plan of distribution not previously disclosed in the
                     registration statement or any material change to such
                     information in the registration statement.

Provided, however, that subparagraphs (1)(i) and (1)(ii) above do not apply if
the registration statement is on Form S-3, Form S-8 or Form F-3, and the
information required to be included in a post-effective amendment by those
paragraphs


                                      II-2

<PAGE>


is contained in periodic reports filed with or furnished to the Commission by
the registrant pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in this Registration
Statement.

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (3) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

         The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         Insofar as indemnification for liabilities arising under the Securities
Act of 1933 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 Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or other controlling person of the
registrant in the successful defense of any action, suit or proceeding) is
asserted by such director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.


                                      II-3

<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 Minnetonka, State of Minnesota, on February 18, 1999.

                              LECTEC CORPORATION


                              By     /s/ Rodney A. Young
                                 -----------------------------------------------
                                 Rodney A. Young
                                 Chief Executive Officer, President and Chairman

         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 February 18, 1999.

           Name                          Title                        Date
           ----                          -----                        ----


/s/ Rodney A. Young        Chief Executive Officer, President  February 18, 1999
------------------------   and Chairman (Principal Executive
Rodney A. Young            Officer)


/s/ Deborah L. Moore       Chief Financial Officer (Principal  February 18, 1999
------------------------   Financial and Accounting Officer)
Deborah L. Moore


            *              Director                            February 18, 1999
------------------------
Lee M. Berlin

            *              Director                            February 18, 1999
------------------------
Alan C. Hymes, M.D.

            *              Director                            February 18, 1999
------------------------
Paul O. Johnson

            *              Director                            February 18, 1999
------------------------
Bert J. McKasy

            *              Director                            February 18, 1999
------------------------
Marilyn K. Speedie

            *              Director                            February 18, 1999
------------------------
Donald C. Wegmiller


*By /s/ Rodney A. Young
   ---------------------
   Rodney A. Young, as Attorney-In-Fact


                                      II-4

<PAGE>


                                  EXHIBIT INDEX


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

      4.1            LecTec Corporation 1998 Stock Option Plan

      4.2            LecTec Corporation 1998 Directors' Stock Option Plan

      5              Opinion of Dorsey & Whitney LLP

     23.1            Consent of Grant Thornton LLP

     23.2            Consent of Dorsey & Whitney LLP (included in Exhibit 5.1 to
                     this Registration Statement)

     24              Power of Attorney


                                      II-5
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 15330}]
{"company-data": {"conformed-name": "LECTEC CORP /MN/", "cik": "0000805928", "assigned-sic": "3845", "irs-number": "431301878", "state-of-incorporation": "MN", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-72569", "film-number": "99545277"}, "business-address": {"street1": "10701 RED CIRCLE DR", "city": "MINNETONKA", "state": "MN", "zip": "55343", "phone": "6129332291"}, "mail-address": {"street1": "10701 RED CIRCLE DRIVE", "street2": "10701 RED CIRCLE DRIVE", "city": "MINNETONKA", "state": "MN", "zip": "55343"}}
As filed with the Securities and Exchange Commission on February 18, 1999
                                                 Registration No. 333-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                               LECTEC CORPORATION
             (Exact name of registrant as specified in its charter)

                  Minnesota                              41-1301878
       (State or other jurisdiction                   (I.R.S. Employer
     of incorporation or organization)               Identification No.)

                             10701 Red Circle Drive
                           Minnetonka, Minnesota 55343
                    (Address of Principal Executive Offices)

                    LECTEC CORPORATION 1998 STOCK OPTION PLAN
              LECTEC CORPORATION 1998 DIRECTORS' STOCK OPTION PLAN

            Mr. Rodney A. Young                          Copy to:
          Chief Executive Officer                Timothy S. Hearn, Esq.
            LecTec Corporation                    Dorsey & Whitney LLP
          10701 Red Circle Drive                 Pillsbury Center South
        Minnetonka, Minnesota 55343              220 South Sixth Street
   (Name and address of agent for service)   Minneapolis, Minnesota 55402-1498

              (612) 933-2291                          (612) 340-7802
(Telephone number, including area code, of agent for service)

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

         Approximate date of commencement of proposed sale to the public: from
time to time after the effective date of this Registration Statement.

                        CALCULATION OF REGISTRATION FEE
Title of each                           Proposed            Proposed
class of Securities   Amount to be     Maximum Offering    Maximum Aggregate        Amount of
 to be registered     registered(1)   Price per Share(2)   Offering Price(2)   Registration Fee(2)
--------------------------------------------------------------------------------------------------
Common Stock
 ($.01 par value)       700,000             $2.00            $1,400,000.00           $390.00
--------------------------------------------------------------------------------------------------
(1)      The number of shares being registered represents 500,000 of shares of
         Common Stock that may be issued pursuant to the LecTec Corporation 1998
         Stock Option Plan and 200,000 shares of Common Stock that may be issued
         pursuant to the LecTec Corporation 1998 Directors' Stock Option Plan.

(2)      Determined pursuant to Rule 457(c), based on the average of the high
         and low sale prices of the Common Stock as reported on the Nasdaq
         National Market System on February 11, 1999.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Certain Documents by Reference

         The following documents, which have been filed by LecTec Corporation
(the "Company") with the Securities and Exchange Commission, are hereby
incorporated by reference in this Registration Statement:

                  (a) The Annual Report on Form 10-K for the year ended June 30,
         1998;

                  (b) The Quarterly Report on Form 10-Q for the quarters ended
         September 30, 1998 and December 31, 1998; and

                  (c) The description of the Common Stock contained in the
         Company's Registration Statement on Form 8-A filed on August 28, 1987,
         and any amendment or report updating such description filed subsequent
         to the date of such Registration Statement and prior to the termination
         of the offering described herein.

         All documents filed by the Company pursuant to Section 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), subsequent to the date hereof 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 in this Prospectus and to be a part hereof from the
respective dates of filing of such documents.

Item 4.  Description of Securities

         Not applicable.

Item 5.  Interests of Named Experts and Counsel

         Not applicable.

Item 6.  Indemnification of Directors and Officers

         Section 302A.521, subd. 2, of the Minnesota Statutes requires the
Company to indemnify a person made or threatened to be made a party to a
proceeding by reason of the former or present official capacity of the person
with respect to the Company, against judgments, penalties, fines, including,
without limitation, excise taxes assessed against the person with respect to an
employee benefit plan, settlements, and reasonable expenses, including
attorneys' fees and disbursements, incurred by the person in connection with the
proceeding with respect to the same acts or omissions if such person (1) has not
been indemnified by another organization or employee benefit plan for the same
judgments, penalties or fines; (2) acted in good faith; (3) received no improper
personal benefit, and statutory procedure has been followed in the case of any
conflict of interest by a director; (4) in the case of a criminal proceeding,
had no reasonable cause to believe the conduct was unlawful; and (5) in the case
of acts or omissions occurring in the person's performance in the official
capacity of director or, for a person not a director, in the official capacity
of officer, board committee member or employee, reasonably believed that the
conduct was in the best interests of the Company, or, in the case of performance
by a director, officer or employee of the Company involving service as a
director, officer, partner, trustee, employee or agent of another organization
or employee benefit plan, reasonably believed that the conduct was not opposed
to the best interests of the Company. In addition, Section 302A.521, subd. 3,
requires payment by the Company, upon written request, of reasonable expenses in
advance of final disposition of the proceeding in certain instances. A decision
as to required indemnification is made by a disinterested majority of the Board
of

                                      II-1
Directors present at a meeting at which a disinterest quorum is present, or by a
designated committee of the Board, by special legal counsel, by the
shareholders, or by a court.

Item 7.  Exemption from Registration Claimed

         Not applicable.

Item 8.      Exhibits

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

  4.1        LecTec Corporation 1998 Stock Option Plan

  4.2        LecTec Corporation 1998 Directors' Stock Option Plan

  5          Opinion of Dorsey & Whitney LLP

 23.1        Consent of Grant Thornton LLP

 23.2        Consent of Dorsey & Whitney LLP (included in Exhibit 5 to this
             Registration Statement)

 24          Power of Attorney

Item 9.      Undertakings

             The undersigned registrant hereby undertakes:

      (1)    To file, during any period in which offers or sales are being made,
             a post-effective amendment to this Registration Statement:

             (i)     To include any prospectus required by Section 10(a)(3) of
                     the Securities Act of 1933;

             (ii)    To reflect in the prospectus any facts or events arising
                     after the effective date of the registration statement (or
                     the most recent post-effective amendment thereof) which,
                     individually or in the aggregate, represent a fundamental
                     change in the information set forth in the registration
                     statement. Notwithstanding the foregoing, any increase or
                     decrease in volume of securities offered (if the total
                     dollar value of securities offered would not exceed that
                     which was registered) and any deviation from the low or
                     high end of the estimated maximum offering range may be
                     reflected in the form of prospectus filed with the
                     Commission pursuant to Rule 424(b) under the Securities Act
                     of 1933 if, in the aggregate, the changes in volume and
                     price represent no more than a 20% change in the maximum
                     aggregate offering price set forth in the "Calculation of
                     Registration Fee" table in the effective registration
                     statement; and

             (iii)   To include any material information with respect to the
                     plan of distribution not previously disclosed in the
                     registration statement or any material change to such
                     information in the registration statement.

Provided, however, that subparagraphs (1)(i) and (1)(ii) above do not apply if
the registration statement is on Form S-3, Form S-8 or Form F-3, and the
information required to be included in a post-effective amendment by those
paragraphs

                                      II-2
is contained in periodic reports filed with or furnished to the Commission by
the registrant pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in this Registration
Statement.

         (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

         (3) To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

         The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

         Insofar as indemnification for liabilities arising under the Securities
Act of 1933 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 Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or other controlling person of the
registrant in the successful defense of any action, suit or proceeding) is
asserted by such director, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent, submit to a court
of appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be governed by the final
adjudication of such issue.

                                      II-3
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 Minnetonka, State of Minnesota, on February 18, 1999.

                              LECTEC CORPORATION

                              By     /s/ Rodney A. Young
                                 -----------------------------------------------
                                 Rodney A. Young
                                 Chief Executive Officer, President and Chairman

         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 February 18, 1999.

           Name                          Title                        Date
           ----                          -----                        ----

/s/ Rodney A. Young        Chief Executive Officer, President  February 18, 1999
------------------------   and Chairman (Principal Executive
Rodney A. Young            Officer)

/s/ Deborah L. Moore       Chief Financial Officer (Principal  February 18, 1999
------------------------   Financial and Accounting Officer)
Deborah L. Moore

            *              Director                            February 18, 1999
------------------------
Lee M. Berlin

            *              Director                            February 18, 1999
------------------------
Alan C. Hymes, M.D.

            *              Director                            February 18, 1999
------------------------
Paul O. Johnson

            *              Director                            February 18, 1999
------------------------
Bert J. McKasy

            *              Director                            February 18, 1999
------------------------
Marilyn K. Speedie

            *              Director                            February 18, 1999
------------------------
Donald C. Wegmiller

*By /s/ Rodney A. Young
   ---------------------
   Rodney A. Young, as Attorney-In-Fact

                                      II-4
EXHIBIT INDEX

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

      4.1            LecTec Corporation 1998 Stock Option Plan

      4.2            LecTec Corporation 1998 Directors' Stock Option Plan

      5              Opinion of Dorsey & Whitney LLP

     23.1            Consent of Grant Thornton LLP

     23.2            Consent of Dorsey & Whitney LLP (included in Exhibit 5.1 to
                     this Registration Statement)

     24              Power of Attorney

                                      II-5