<PAGE>   1

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

                                  FORM 10-QSB/A
                                AMENDMENT NO. 1

/X/   Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the period ended June 30, 1995

/ /   Transition Report Pursuant to Section 13 or 15(d) of The Securities
      Exchange Act of 1934 For the transition period from
                                                          ---------------
      to                       .
        -----------------------

                        Commission File Number:  0-16052

                              QUADRAX CORPORATION

             (Exact name of registrant as specified in its charter)


               DELAWARE                                     05-0420158
        (State or other jurisdiction of                   (I.R.S. Employer
        incorporation or organization)                  Identification Number)


                                                      
         300 HIGH POINT AVENUE                                 02871
        PORTSMOUTH, RHODE ISLAND                             (Zip Code)
 (Address of principal executive offices)
                                

                                 (401) 683-6600
              (Registrant's telephone number, including area code)


  (Former name, former address and former fiscal year, if changed since last
                                    report)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes   x    No      
   ------     -----

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

<TABLE>
<CAPTION>
                CLASS                            OUTSTANDING AT AUGUST 8, 1995
           ---------------                       -----------------------------
         <S>                                           <C>
         Common Stock, par value                       16,350,243 shares
           $.000009 per share
</TABLE>
<PAGE>   2
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)


                               INDEX TO FORM 10-Q



<TABLE>
PART I - FINANCIAL INFORMATION                                                                             PAGE
<S>                                                                                                     <C>

         Item 1  --  Condensed Consolidated Financial Statements

                     Condensed Consolidated Balance Sheets at
                     June 30, 1995 and at December 31, 1994   . . . . . . . . . . . . . . . . . . . . . . . 4

                     Condensed Consolidated Statements of Operations
                     for the three and six months ended June 30, 1995 and
                     July 3, 1994 and the period from March 6, 1986
                     (date of incorporation) to June 30, 1995   . . . . . . . . . . . . . . . . . . . . . . 5

                     Condensed Consolidated Statements of Cash Flows
                     for the three and six months ended June 30, 1995 and
                     July 3, 1994 and the period from March 6, 1986
                     (date of incorporation) to June 30, 1995   . . . . . . . . . . . . . . . . . . . . . 6-7

                     Notes to Condensed Consolidated Financial Statements   . . . . . . . . . . . . . .  8-10

         Item 2  --  Management's Discussion and Analysis of
                     Financial Condition and Results of Operations  . . . . . . . . . . . . . . . . . . 11-13


PART II - OTHER INFORMATION

         Item 1  --  Legal Proceedings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  12

         Item 6  --  Exhibits and Reports on Form 8-K   . . . . . . . . . . . . . . . . . . . . . . . . .  14

         Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  15
</TABLE>
<PAGE>   3
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)

                          CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)

                                     ASSETS

<TABLE>
<CAPTION>
                                                            JUNE 30, 1995             DECEMBER 31, 1994
                                                         -------------------       -----------------------
 <S>                                                         <C>                        <C>
 Current assets:
    Cash and cash equivalents                                $ 2,367,857                $ 382,721
    Accounts receivable                                          925,195                  224,180

 Inventories:
    Raw materials                                                401,273                1,059,213
    Work in process                                              663,153                  212,573
                                                         -------------------       -----------------------
                                                               1,064,426                1,271,786
 Other current assets                                            216,405                   81,756
                                                         -------------------       -----------------------

        TOTAL CURRENT ASSETS                                   4,573,883                1,960,443
                                                         -------------------       -----------------------

 Property and equipment, at cost:
    Machinery and equipment                                    4,497,850                3,875,955
    Office equipment                                             739,382                  689,944
    Leasehold improvements                                     1,037,157                1,035,513
                                                         -------------------       -----------------------
                                                               6,274,389                5,601,412
    Less accumulated depreciation and amortization             3,230,625                2,984,104
                                                         -------------------       -----------------------

        NET PROPERTY AND EQUIPMENT                             3,043,764                2,617,308
                                                         -------------------       -----------------------

 Receivables from officers and employees                          54,728                   54,728

 Non-competition agreement                                       573,750                  641,250

 Goodwill                                                        685,504                  709,142

 Other assets                                                    367,855                  507,855

 License agreement                                               600,000                  600,000

 Patents, net of amortization                                    165,507                  169,437
                                                         -------------------       -----------------------
                                            TOTAL ASSETS    $ 10,064,991              $ 7,260,163
                                                         ===================       =======================
</TABLE>

                                        See accompanying notes.
<PAGE>   4
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)

                          CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)

                      LIABILITIES AND STOCKHOLDERS EQUITY


<TABLE>
<CAPTION>
                                                               JUNE 30, 1995          DECEMBER 31, 1994
                                                             -----------------     ----------------------   
 <S>                                                            <C>                    <C>
 Current liabilities:
    Accounts payable                                            $ 1,117,836            $ 1,166,178
    Accrued expenses                                                761,247              1,547,986
    Notes payable to related party                                  660,000                135,000
    Notes payable                                                   250,000                310,000
                                                             -----------------     ----------------------   
                                   TOTAL CURRENT LIABILITIES      2,789,083              3,159,164

 Note payable to related party                                      540,000                540,000
                                                             -----------------     ----------------------   
                                           TOTAL LIABILITIES      3,329,083              3,699,164

 Stockholders' equity:
    Original convertible preferred stock                                  7                      7
    Class A convertible preferred stock                           1,339,200                      0
    Common stock                                                        131                     92
    Additional paid-in capital                                   54,270,816             48,356,319
    Deficit accumulated during development stage                (47,008,195)           (44,090,478)
                                                             -----------------     ----------------------   
                                                                  8,601,959              4,265,940
 Less:
    Treasury stock, at cost:                                       (993,009)              (243,009)
    Unearned compensation and deferred expenses                    (197,601)              (123,932)
    Note receivable for options                                    (675,441)              (338,000)
                                                             -----------------     ----------------------   
                                  TOTAL STOCKHOLDERS' EQUITY      6,735,908              3,560,999
                                                             -----------------     ----------------------   

                  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $ 10,064,991            $ 7,260,163
                                                             =================     ======================   
</TABLE>

                                        See accompanying notes.
<PAGE>   5
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                                        Cumulative
                                                  Three             Three                                              March 6,1986
                                                 months             months          Six months        Six months         (Date of
                                                  Ended             Ended             Ended             Ended         incorporation)
                                                June 30,         July 3, 1994        June 30,        July 3, 1994       to June 30,
                                                  1995                                 1995                                1995
                                               -------------    ---------------   --------------    ---------------   --------------
 <S>                                          <C>                <C>               <C>               <C>               <C>
 Revenue:
   Product sales                                 $1,234,786         $ 132,289        $2,309,429         $ 206,336        $7,635,231
   Interest income                                        0               208             8,995             2,215         1,400,357
   Other income                                           0                 0                 0                 0            68,408
                                               -------------    ---------------   --------------    ---------------   --------------
                              TOTAL REVENUE       1,234,786           132,497         2,318,424           208,551         9,103,996
                                               -------------    ---------------   --------------    ---------------   --------------

 Expenses:
   Cost of goods sold                             1,043,208            14,246         1,757,628            41,258         3,657,268
   Research and development                         (24,833)          289,132           211,240           688,441        13,637,058
   Selling, general and administrative            1,422,334           771,001         2,833,940         1,443,647        22,017,256

   Depreciation and amortization                    220,245           140,748           423,917           336,575         7,312,066
   Interest expense                                   5,025            28,611             9,415            32,850           459,554
   Loss on investment                                     0                 0                 0                 0           165,350
   Non-recurring financing related                        0                 0                 0         1,449,851         5,568,733
     expenses
                                               -------------    ---------------   --------------    ---------------   --------------
                             TOTAL EXPENSES       2,665,979         1,243,738         5,236,140         3,992,622        52,817,285
                                               -------------    ---------------   --------------    ---------------   --------------

        NET LOSS FROM CONTINUING OPERATIONS      (1,431,193)       (1,111,241)       (2,917,716)       (3,784,071)      (43,713,289)

 Discontinued operations:
   Net loss from discontinued operations                  0                 0                 0                 0        (2,509,968)
   Loss on disposal of laser segment                      0                 0                 0                 0          (579,848)
                                               -------------    ---------------   --------------    ---------------   --------------
                                   NET LOSS     $(1,431,193)      $(1,111,241)      $(2,917,716)      $(3,784,071)     $(46,803,105)
                                               =============    ===============   ==============    ===============   ==============
                NET LOSS PER COMMON SHARE *        $  (0.11)         $  (0.32)         $  (0.25)         $  (1.05)
                                               =============    ===============   ==============    ===============
             WEIGHTED AVERAGE COMMON SHARES     (13,008,872)        3,674,068        11,900,316         3,661,963
                                OUTSTANDING
                                               =============    ===============   ==============    ===============
</TABLE>


                                        See accompanying notes.



 *      Gives effect for all periods to a 1-for-10 reverse split effective July
        20, 1994.
<PAGE>   6
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                  (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                          Cumulative
                                                                                                        March 6, 1986
                                                               Six Months           Six Months             (date of
                                                                 Ended                 Ended            incorporation)
                                                             June 30, 1995         July 3, 1994        to June 30, 1995
 <S>                                                            <C>                  <C>                  <C>
 Cash flows from operating activities:
   Net loss                                                      $(2,917,716)         $(3,784,071)         $(46,803,105)
    Adjustments to reconcile net income to net cash
      used in operating activities:
     Depreciation & amortization of fixed assets                     246,521              318,057             3,942,983
     Amortization of intangibles                                      95,065                3,741               771,341
     Amortization of unearned compensation                                 0               (7,473)            1,702,774
     Amortization of deferred expense                                 82,331               22,250               634,156
     Amortization of deferred debt expense                                 0                    0               573,526
     Common stock issued for expenses                                258,274            1,287,225             2,572,163
     Common stock issued for interest                                      0                    0               132,236
     Common stock issued for financing related expenses                    0                    0             2,028,607
     Loss on retirement of fixed assets                                    0                    0                74,089
     Loss on disposal of laser segment                                     0                    0               579,848
     Loss on investment                                                    0                    0               176,900
     Cancellation of indebtedness                                          0               66,495               286,245
     Provision for loss contract                                           0             (145,000)                    0
     Effect on cash flows of changes in assets and
       liabilities:
       Accounts receivable and other                                (701,015)              65,060             (971,379)
       Inventories                                                   207,361              (48,131)            (727,676)
       Prepaid expenses and other assets                            (134,649)              18,947             (171,993)
       Receivables/payables from related parties                    (225,000)                   0             (185,343)
       Accounts payable                                              (48,342)             428,041            1,040,025
       Accrued expenses                                             (786,739)              30,038              716,247
       Non-current liabilities                                             0               90,000                    0
                                                            ------------------     ---------------       ---------------
                    Net cash used in operating activities         (3,923,909)          (1,654,821)         (33,628,356)
                                                            ------------------     ---------------       ---------------

 Cash flows from investing activities:                                                               
     Notes receivable - officers and employees                             0                    0               (90,783)
      Investments                                                          0               11,550               148,100
     Capital expenditures, net                                      (672,977)            (255,685)           (7,083,913)
     Other intangible assets                                               0              (15,182)             (874,492)
     Payments for businesses acquired net of cash                    140,000                    0              (260,029)
       acquired                                                                                      
                                                            ------------------      ---------------       ---------------
                 Net cash provided by (used in) investing                                            
                   activities                                       (532,977)            (259,317)           (8,161,117)
                                                            ------------------      ---------------       ---------------
                                                                                                     
 Cash flows from financing activities:                                                               
     Proceeds from exercise of common stock warrants,                      0                2,400            13,550,571
       net                                                                                           
     Proceeds from exercise of common stock options                   25,300                    0                57,570
     Net proceeds from rights offering                                     0                    0             2,684,217
     Sales of common stock                                                 0                    0                98,762
     Issuance of preferred stock                                   1,339,200                    0             1,339,212
     Net proceeds from initial public offering                             0                    0             4,740,022
     Net proceeds from sale of stock and warrants                  5,137,522                    0            14,949,356
     Issuance of debt                                                      0            1,250,000             8,521,653
     Repayment of debt                                               (60,000)                   0            (1,609,031)
     Shares acquired for treasury stock                                    0                    0              (175,000)
     Dividend payment on preferred stock (series A)                        0                    0                    (2)
                                                            ------------------      ---------------       ---------------
                Net cash provided by financing activities          6,442,022            1,252,400            44,157,330
                                                            ------------------      ---------------       ---------------
                                                                                                     
 Net increase (decrease) in cash and cash equivalents              1,985,136             (661,738)           $2,367,857
                                                                                                          ===============
 Cash and cash equivalents at beginning of period                    382,721              668,781    
                                                            ------------------      ---------------       
  Cash and cash equivalents at end of period                       $2,367,857             $ 7,043    
                                                            ==================      ===============                      
</TABLE>

                                        See accompanying notes.
<PAGE>   7
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)
                                  (UNAUDITED)

               CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                            FOR THE SIX MONTHS ENDED
                         JUNE 30, 1995 AND JULY 3, 1994


SUPPLEMENTAL SCHEDULE OF SIGNIFICANT NONCASH TRANSACTIONS:

        1995:

               The Company assumed $750,000 of debt due its former chairman
               from Conagher & Co., Inc. (See Note 4), for Conagher's
               purchase of the original preferred stock in 1994.

        1994:

               None.
<PAGE>   8
                              QUADRAX CORPORATION
                         (A DEVELOPMENT STAGE COMPANY)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

1.       The unaudited condensed consolidated financial statements presented
         herein have been prepared in accordance with the instructions to Form
         10-Q and do not include all of the information and note disclosures
         required by generally accepted accounting principles.  In the opinion
         of management, such condensed consolidated financial statements
         include all adjustments, consisting only of normal recurring
         adjustments, necessary to present fairly the Company's financial
         position as of June 30, 1995 and the results of operations for the six
         and three months ended June 30, 1995 and July 3, 1994.  The results of
         operations for the six and three month periods ended June 30, 1995 may
         not be indicative of the results that may be expected for the year
         ending December 31, 1995. It is suggested that these Condensed
         Consolidated Financial Statements be read in conjunction with the
         Consolidated Financial Statements and the notes thereto included in
         the Company's latest annual report to the Securities and Exchange
         Commission on Form 10-KSB, as amended, for the year ended December 31,
         1994.

         The Company converted its fiscal year, effective December 31, 1994,
         from a 52-53 week period ending on the Sunday closest to December 31
         to a calendar year ending December 31.  By accounting for its
         activities on a 52-53 week period in prior years, its fiscal year end
         and the fiscal quarters did not necessarily fall on the respective
         month-ends for each fiscal quarter.  All references to years in these
         notes to consolidated financial statements represent fiscal years
         unless otherwise noted.

2.       Notes Payable

         The Company's note payable is a non-interest bearing note for $250,000
         due regarding the acquisition of certain assets and liabilities of
         Time Sports, Inc., dba the Wimbledon division.

3.       Shareholders Equity

         The Company's capital shares are as follows:

         Original Convertible Preferred Stock, $.01 par value, 1,172 shares
         authorized at June 30, 1995 and December 31, 1994, 318 and 516 shares
         issued and outstanding at June 30, 1995 and December 31, 1994,
         respectively.  During the six months ended June 30, 1995, 198 shares
         of the Original Convertible Preferred Stock were converted to 75,268
         shares of Common Stock.

         Class A Convertible Preferred Stock, First Series, $10.00 par value,
         300,000 shares and -0- shares authorized at June 30, 1995 and December
         31, 1994, respectively, and 150,000 shares issued and outstanding at
         June 30, 1995.  Subsequent to June 30, 1995, these shares were
         converted into 1,320,634 shares of common stock.

         Common Stock, $.000009 par value, 90,000,000 shares authorized at June
         30, 1995 and December 31, 1994, 14,610,790 and 10,249,066 shares
         issued at June 30, 1995 and December 31, 1994, respectively and
         14,289,985 and 9,928,261 shares outstanding at June 30, 1995 and
         December 31, 1994, respectively.
<PAGE>   9
         On July 20, 1994, the Company amended its Certificate of Incorporation
         to provide for a 1 - for - 10 reverse stock split, effective July 20,
         1994.  All number of shares of Common Stock and related per share
         amounts in the accompanying consolidated financial statements and
         notes thereto have been adjusted to reflect this reverse split.

4.       Changes in Control

         On February 13, 1995, the Company entered into an agreement with
         Pattinson Hayton, III, the Company's former Chairman, and two of his
         affiliated companies, Conagher & Co., Inc., a California corporation,
         Allied-Asian Consolidated Limited, a Hong Kong corporation, Richard A.
         Fisher, who preceded Mr. Hayton as the Company's Chairman of the
         Board, and who was also the Company's former Chief Executive Officer
         and General Counsel, and James J. Palermo, the Company's current
         Chairman of the Board and Chief Executive Officer.  The details of
         this transaction have been described in the Company's Form 10-KSB for
         the fiscal year 1994 (See Changes in Control and Related Transactions
         and Note 10 to the Consolidated Financial Statements -- Changes in
         Control).

5.       Related Party Transactions

         During the six months ended June 30, 1995, the Company's former Chief
         Executive Officer, Richard A. Fisher, exercised options covering
         216,326 shares of the Company's common stock delivering notes
         therefore aggregating $337,441.  These notes are payable with interest
         in five equal annual installments.  In connection with the
         repurchasing of the voting control over the Company from Pattinson
         Hayton, III and his affiliated corporate entities (See Note 4 above),
         the Company assumed the obligation of Conagher & Co. to pay the former
         chief executive officer $750,000 for the convertible preferred stock
         which he had previously sold to Conagher & Co.  These shares were
         transferred in trust for the benefit of the common stockholders.  The
         note is payable in monthly installments of $75,000 plus interest, over
         a 10 month period commencing April 1995, provided that payments are
         not due if the Company does not have working capital of at least
         $500,000, and provided further that additional payments are due if the
         Company receives certain levels of additional equity financing.  For
         the period ending June 30, 1995, the Company had paid $225,000 under
         this agreement.  Subsequent to June 30, 1995, after paying an
         additional $75,000 to the former chief executive officer pursuant to
         this agreement, the Company agreed to amend this agreement as follows:

         1)      The Company would issue 300,000 shares of new common stock to
                 the former chief executive officer upon the effective date of
                 a registration statement which was filed with the Securities
                 and Exchange Commission in July 1995.

         2)      The former chief executive officer suspended further payments
                 from the Company on its notes payable of $450,000 due to
                 related parties until such time as the registration statement
                 becomes effective and the shares described in (1), above, can
                 be sold.  In addition, the lien placed on the original
                 preferred stock was released, and the former chief executive
                 surrendered his right to retake control of the board of
                 directors in the event of the Company's delinquency in
                 repaying the note.

         3)      All shares issued in conversion of the notes payable are to be
                 sold within a period of 150 days after the registration
                 statement becomes effective.  If the net proceeds realized on
                 the sale of the common stock to be issued to the former
<PAGE>   10
                 chief executive officer are less in total than $450,000, the
                 Company agreed to pay any deficiency in cash.  Conversely, if
                 the net proceeds realized exceed $450,000, the excess will be
                 rebated to the Company.

         Also during the period ended June 30, 1995, the Company's former Chief
         Executive Officer, Richard A. Fisher's consulting agreement dated
         September 30, 1994 was amended to reflect an increase in consulting
         fees of $12,500 per month and to issue him an additional 100,000 shares
         of common stock, in recognition of the substantial additional efforts
         expended and to be expended by Mr. Fisher on the Company's business.

6.       Earnings Per Share

         For the fiscal periods ending June 30, 1995 and July 3, 1994, the net
         loss per share was computed using the weighted number of average
         shares outstanding during the respective periods.  Common Stock
         equivalents did not enter into the computation because the impact
         would have been anti-dilutive.
<PAGE>   11
ITEM II

                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Results of Operations for Quarter Ended June 30, 1995
As compared to Quarter Ended July 3, 1994

    The Company is a development stage company.  The Company's net loss from
operations for the quarter ended June 30, 1995 ("1995 second quarter") of
approximately $1,416,000 was $304,000 more than its net loss from operations of
$1,111,000 for the quarter ended July 3, 1994 ("1994 second quarter").  This
increase was primarily the result of additional selling, general and
administrative costs incurred with the acquisition of the Wimbledon and McManis
sporting goods divisions acquired in November, 1994.

    Total revenue recognized during the 1995 second quarter was $1,235,000
compared to $132,000 in the 1994 second quarter.  This increase of $1,103,000
or 836 percent from the 1994 second quarter results from the Company shipping
product to its defense related customers in the approximate amount of
$1,009,000.  Additionally, $147,000 of Wimbledon related products were sold in
the 1995 second quarter .

    Costs of goods sold for the second quarter of 1995 of $1,043,000 reflect
costs associated with the defense and consumer products which the Company
shipped in the 1995 second quarter.  The cost of goods sold for the 1994 second
quarter was negligible.

    Research and development expenses were a credit of $25,000 in the 1995
second quarter, a decrease of $314,000 as compared to $289,000 in the 1994
second quarter.  The reason for this decrease is that the Company changed its
policy of accounting for new product development during this quarter.  Rather
than expense all product development costs as incurred, the Company is
capitalizing these costs until the product begins shipments and then the
capitalized costs are amortized over a three year period.

    Selling, general and administrative expenses increased by $651,000 to
$1,422,000 in the 1995 second quarter.  The reasons for this increase are as
follows:

         1)      The Company's general sales and marketing costs increased
                 $281,000 in the 1995 second quarter and these expenditures
                 were monies the Company used for its McManis and Wimbledon
                 divisions, which it acquired in November, 1994.

         2)      The Company's general and administrative costs increased
                 $370,000.  The reasons are four fold; first, payroll costs
                 increased $129,000 in the 1995 second quarter; two,
                 professional and consulting costs increased $99,000; three,
                 travel costs increased $120,000; and four, shareholder
                 communications and Board of Director costs increased $65,000.


    Depreciation and amortization expense increased by $80,000 to $204,000 in
the second quarter of 1995 due to amortization of a non-competition agreement
with the Company's former chief executive officer, $34,000, and amortization of
deferred expenses of $46,000.
<PAGE>   12
    Interest expense for the second quarter of 1995 was $5,000, while in  1994
it was $29,000, a decrease of $24,000. The reason for this decrease was the
Applied Laser Systems (ALS) financing debt which was entered into during the
1994 second quarter.

Results of Operations for the Six Months Ended June 30, 1995
As compared to the Six Months Ended July 3, 1994

    The Company's net loss from operations for the six months ended June 30,
1995 ("1995 first half") of approximately $2,902,000 was approximately $882,000
less than its net loss from operations of approximately $3,784,000 for the six
months ended July 3, 1994 ("1994 first half").  This decrease is a combination
of costs, $1,450,000, associated with the proposed acquisition of the Company
incurred in 1994 by ALS along with higher selling, general and administrative
costs incurred with the acquisition of the Wimbledon and McManis sporting goods
divisions acquired in November, 1994.

    Total revenue recognized during the 1995 first half was $2,309,000 compared
to $206,000 in the 1994 first half.  This increase of $2,103,000 or 1,121
percent from the 1994 first half results from the Company shipping product to
its defense related customers in the approximate amount of $1,728,000.
Additionally, $328,000 of Wimbledon related products and $122,000 of McManis
products were sold in the 1995 first half .

    Costs of goods sold for the first half of 1995 of $1,758,000 reflect costs
associated with the defense and consumer products which the Company shipped in
the 1995 first half.  The cost of goods sold for the 1994 first half was
negligible.

    Research and development expenses were $211,000 in the 1995 first half, a
decrease of $477,000 as compared to $688,000 in the 1994 first half.  The
reason for this decrease is that the Company changed its policy of accounting
for new product development during this period.  Rather than expense all
product development costs as incurred, the Company is capitalizing these costs
until the product begins shipments and then the capitalized costs are amortized
over a three year period.

    Selling, general and administrative expenses increased by $1,390,000 to
$2,834,000 in the 1995 first half.  The primary reasons for this increase are
as follows:

         1)      The Company's general sales and marketing costs increased
                 $882,000 in the 1995 first half and these expenditures were
                 monies the Company used for its McManis and Wimbledon
                 divisions, which it acquired in November, 1994.

         2)      The Company's general and administrative costs increased
                 $508,000.  The reasons are four fold; first, payroll costs
                 increased $189,000 in the 1995 first half; two, professional
                 and consulting costs increased $138,000; three, travel costs
                 increased $172,000; and four, shareholder communications and
                 Board of Director costs increased $85,000.

    Depreciation and amortization expense increased by $87,000 to $424,000 in
the first half of 1995, primarily due to amortization of a non-competition
agreement with the Company's former chief executive officer, in the amount of
$67,000.

    Interest expense for the first half of 1995 was $9,000, while in 1994 it
was $33,000, a decrease of $24,000. The reason for this decrease was the ALS
financing debt which was paid in September, 1994.
<PAGE>   13
Financial Position, Liquidity and Capital Resources

    The Company's working capital at June 30, 1995, increased approximately
$2,984,000 from December 31, 1994, due to the Company's successful efforts to
raise money from outside third party sources and the additional sales the
Company has generated during the 1995 first half.  At June 30, 1995, the
Company had working capital of approximately $1,785,000 as compared to a
working capital deficit of $1,199,000 at December 31, 1994.  The Company is
continuing to pursue the goal of changing its strategic objective to becoming a
vertically integrated supplier to OEMGs and end users of consumer products and
components manufactured from its proprietary materials systems.

    Cash provided by financing activities during the first six months of 1995   
totaled approximately $6,442,000 compared to $1,252,000 during the same period
of 1994.  The primary source of these funds in 1995 was $6,477,000 from sales
of common stock and convertible preferred stock to outside third parties.  The
1994 financing monies raised were attributable to monies advanced by Applied
Laser Systems which was subsequently discharged by Conagher & Co., Inc. for the
benefit of the Company.    

    The Company received a going concern qualification from its outside
independent auditors on its 1994 audited financial statements.  While the
Company believes it has made and will continue to make substantial progress
towards achieving profitability, the results to date have not yet been
sufficient to negate the auditors' qualifications.  The Company's management is
of the opinion that it will be able to continue to raise money from outside
third party sources in sufficient amounts to support its operations until the
time that the forecasted revenues for future periods materialize from programs
in which the Company is involved.  There is no assurance that the Company's
efforts to raise money will be successful or that the forecasts will be
achieved.  There will usually be differences between the forecast and actual
results because events and circumstances frequently do not occur as expected
and those differences may be material.  Because the Company is still in the
development stage, it is difficult to predict accurately the amount of revenues
that will be generated, the amount of expenses that will be required by its
operations or its ability to raise additional capital.

    It is difficult for the Company to predict with accuracy the point at which
the Company will no longer require a going concern qualification due to the
difficulty of predicting accurately the amount of revenues that the Company
will generate, the amount of expenses that will be required by its operations,
and the Company's ability to raise additional capital.  The Company believes,
however, that under its current business plan, its revenues and earnings will
be sufficient to make the going concern qualification unnecessary by December
31, 1996.
<PAGE>   14
                              QUADRAX CORPORATION


PART II - OTHER INFORMATION

Item 1   --  Legal Proceedings

    As of the date of this Amendment No. 1 to this Form 10-QSB, the Securities
and Exchange Commission is conducting two informal investigations of the
Company for activities occurring in 1994 and 1995.  The following discussion is
based on information learned by the Company as a result of its involvement in
the Commission's activities.  There may be other significant information
regarding these matters of which the Company is, at the time, not aware.

    One inquiry, being conducted by the Commission's Denver officer, is
believed to have as its principal focus, insofar as it relates to the Company,
activities by the Company's former Chairman of the Board involving certain
transactions in the Company's stock and certain expenditures of the Company
funds, during his term as Chairman, from July 1994 through February 1995.  A
second inquiry, being conducted under the supervision of the Commission's
Boston office, is believed to focus, insofar as it relates to the Company, on
certain activities involving the Company's public relations consultant
beginning January 1994.  While the Company's contract with its public relations
consultant nominally extends until January 1996, the Company is no longer using
the services of the consultant to any significant degree and does not expect to
extend the contract for his services beyond the date of the current contract.

    The Company has cooperated with the inquiries described above, providing
documents and other information in response to the Staff's requests.  At this
time, the Company does not know what conclusions the Staff will reach or what
action, if any, the Staff will recommend to the Commission upon the termination
of the two inquiries.

         Item 6  --  Exhibits and Reports on Form 8-K

                     (a)      Exhibits

                              27.1    Financial Data Schedule
                                      (Electronic Filing Only)


                     (b)      Reports on Form 8-K


None since Form 10-KSB for fiscal year ended December 31, 1994.
<PAGE>   15
                              QUADRAX CORPORATION


                                   SIGNATURES



Pursuant to the requirements 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.


                              QUADRAX CORPORATION
                                  (Registrant)





By:         /s/ James J. Palermo                      Date:   January 17, 1996
      -----------------------------
      James J. Palermo, Chairman
      and Chief Executive Officer




By:       /s/ Edward A. Stoltenberg                   Date:   January 17, 1996
      -----------------------------
      Edward A. Stoltenberg, Chief Financial
      Officer and Principal Accounting Officer
<PAGE>   16
                                 EXHIBIT INDEX



Sequentially Numbered

<TABLE>
<CAPTION>
Exhibit Number                Description                                                                Page
--------------                -----------                                                                ----
     <S>                      <C>
     27.1                     Financial Data Schedule
                              (Electronic Filing Only)
</TABLE>