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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 FORM 10-K/A-1

   [X]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
         SECURITIES EXCHANGE ACT OF 1934

                  For the Fiscal Year Ended December 31, 1998

                                       or

   [ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
         SECURITIES EXCHANGE ACT OF 1934

                        Commission File Number: 1-12574


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


            Delaware                                        13-3532643
    (State of Incorporation)                            (I.R.S. Employer
                                                     Identification Number)

                            7000 Fannin, Suite 1920
                              Houston, Texas 77030
                                 (713) 796-8822

   (Address and telephone number of principal executive offices and zip code)


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ITEM 14(b). REPORTS ON FORM 8-K.

     One report on Form 8-K was filed on December 16, 1998 regarding the 
amendment of the NDA for NOVASTAN(R).
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                                   SIGNATURES


     PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON
ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF HOUSTON
AND STATE OF TEXAS ON THE 31ST DAY OF MARCH, 1999.


                                           TEXAS BIOTECHNOLOGY CORPORATION


                                 
                                      By:   /s/  STEPHEN L. MUELLER
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                                                 Stephen L. Mueller
                                      Vice President, Finance and Administration
                                               Secretary and Treasurer