SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Form 10-QSB/A

(Mark One)

              [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 1997
                                                 --------------

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

             For the transition period from _________ to ___________

                         Commission file number 0-18109
                                                -------


                            BCAM INTERNATIONAL, INC.
        (Exact name of small business issuer as specified in its charter)

          New York                                   13-3228375
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

1800 Walt Whitman Road, Melville, New York 11747
------------------------------------------------
(Address of principal executive offices)

                                 (516) 752-3550
                           ---------------------------
                           (Issuer's telephone number)

                                 Not applicable
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report.)


     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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 ___

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court. Yes ___  No ___

     State the number of shares  outstanding of each of the issuer's  classes of
common equity as of the latest practicable date: 15,954,733
                                                 ----------

     Transitional Small Business Disclosure Format (check one): Yes ____ No X

<PAGE>

                                  FORM 10-QSB/A

                            BCAM INTERNATIONAL, INC.



PART I.  FINANCIAL INFORMATION:
-------------------------------

Item 1.  Financial Statements

Condensed Consolidated Balance Sheet--March 31, 1997 (Unaudited)...............3

Condensed Consolidated Statements of Operations - Three Months
   Ended March 31, 1997 and 1996 (Unaudited)...................................4

Condensed Consolidated Statements of Cash Flows - Three Months Ended
   March 31, 1997 and 1996 (Unaudited).........................................5

Notes to Condensed Consolidated Financial Statements - March 31, 1997
  (Unaudited)..................................................................6

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations....    .....................................8

PART II.  OTHER INFORMATION
---------------------------

Item 6.  Exhibits and Reports on Form 8-K.....................................10


SIGNATURES....................................................................11

INDEX OF EXHIBITS................................................. ...........12

                                       2

<PAGE>
<TABLE>
<CAPTION>
                                           BCAM INTERNATIONAL, INC.
                              CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
                                              MARCH 31, 1997

<S>                                                                                  <C>
   
ASSETS
Current assets:
    Cash and cash equivalents                                                        $           912,325
    Accounts receivable, less allowance for doubtful accounts of $11,245                          75,524
    Unbilled receivables                                                                          72,766
    Prepaid expenses and other current assets                                                    193,357
                                                                                     --------------------
Total current assets                                                                           1,253,972

Property, plant, and equipment, at cost:
    Furniture and fixtures                                                                       220,318
    Equipment                                                                                    595,812
    Leasehold improvements                                                                        50,519
                                                                                     --------------------
                                                                                                 866,649
    Less accumulated depreciation and amortization                                              (687,566)
                                                                                     --------------------
                                                                                                 179,083
Deferred finance and acquisition costs                                                           281,413
Other assets, principally patents and capitalized software
    (net of accumulated amortization of $97,229)                                                 316,422
                                                                                     --------------------
Total assets                                                                         $         2,030,890
                                                                                     ====================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
    Accounts payable                                                                 $           218,079
    Accrued expenses and other current liabilities                                               159,566
                                                                                     --------------------
Total current liabilities                                                                        377,645

Other liabilities                                                                                  4,289
Commitments and contingencies                                                                          -
Acquisition preferred stock, par value $.01 per share:
    Authorized 750,000 shares, no shares issued or outstanding                                         -

Common shareholders' equity:
    Common stock, par value $.01 per share; authorized 40,000,000 shares,
    16,717,915 shares issued and 15,954,733 shares outstanding                                   167,179
    Paid-in surplus                                                                           16,000,408
    Deficit                                                                                  (13,619,531)
                                                                                     --------------------
                                                                                               2,548,056
    Less 763,182 treasury shares                                                                (899,100)
                                                                                     --------------------
                                                                                               1,648,956
                                                                                     --------------------
Total liabilities and shareholders' equity                                           $         2,030,890
                                                                                     ====================
    

See accompanying notes
</TABLE>

                                                       3

<PAGE>
<TABLE>
<CAPTION>

                                        BCAM INTERNATIONAL, INC.
                      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


                                                               THREE MONTHS ENDED MARCH 31
                                                      ----------------------------------------------
                                                              1997                     1996
                                                      -------------------     ----------------------
<S>                                                   <C>                     <C>

Net revenue                                           $           71,371      $             102,495

Costs and expenses:
   Direct costs of revenue                                        79,171                     44,745
   Selling, general and administrative                           408,935                    507,656
   Research, development and engineering                           8,109                     27,227

                                                      -------------------     ----------------------
Total operating expenses                                         496,215                    579,628

                                                      -------------------     ----------------------
Net loss from operations                                        (424,844)                  (477,133)

Interest income (expense), net                                     6,603                     24,812

                                                      -------------------     ----------------------
Net loss                                              $         (418,241)     $            (452,321)
                                                      ===================     ======================

Net loss per share                                    $            (0.03)     $               (0.03)
                                                      ===================     ======================

Weighted average number of common
   shares outstanding                                         15,407,511                 14,857,233
                                                      ===================     ======================

See accompanying notes
</TABLE>

                                                      4

<PAGE>
<TABLE>
<CAPTION>
                                                          BCAM INTERNATIONAL, INC.

                                       CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


                                                                                         THREE MONTHS ENDED MARCH 31
                                                                                 ------------------------------------------
                                                                                        1997                     1996
                                                                                 ------------------       -----------------
<S>                                                                              <C>                      <C>
   
OPERATING ACTIVITIES
Net loss                                                                         $        (418,241)       $       (452,321)
Adjustments to reconcile net loss to net cash used in operating activities
      Depreciation                                                                          16,975                  36,415
      Amortization                                                                           6,467                       -
      Accrued interest on held to maturity securities                                            -                 (13,941)
      Changes in operating assets and liabilities:
         Accounts receivable, blled and unbilled                                           (25,391)                 25,716
         Prepaid expenses and other current assets                                        (118,866)                (12,428)
         Accounts payable, accrued expenses and sundry liabilities                          78,492                (156,474)
          (less amount accrued for finance and acquisition costs)
Other liabilities                                                                                -                   2,354
                                                                                 ------------------       -----------------
Net cash (used in) operating activities                                                   (460,564)               (570,679)
                                                                                 ------------------       -----------------

INVESTING ACTIVITIES
Purchase of property, plant and equipment                                                   (2,270)                      -
Investment in software technology                                                          (94,354)                  3,740
Proceeds from sale of held to maturity securities                                                -               1,521,113
Cash paid for deferred acquisition costs                                                   (84,188)                      -
                                                                                 ------------------       -----------------
Net cash (used in) provided by investing activities                                       (180,812)              1,524,853
                                                                                 ------------------       -----------------

FINANCING ACTIVITIES
Net proceeds from sale of common stock                                                   1,075,000                       -
Net proceeds from exercise of options                                                            -                       -
Payment of stock registration and issuance costs                                           (23,130)                (51,780)
Cash paid for deferred finance costs                                                       (24,513)                      -
                                                                                 ------------------       -----------------
Net cash provided by (used in) financing activities                                      1,027,357                 (51,780)
                                                                                 ------------------       -----------------

Increase in cash and cash equivalents                                                      385,981                 902,394
Cash and cash equivalents at beginning of period                                           526,344                 701,686
                                                                                 ==================       =================
Cash and cash equivalents at end of period                                       $         912,325        $      1,604,080
                                                                                 ==================       =================
    

See accompanying notes
</TABLE>

                                                                    5

<PAGE>



                            BCAM INTERNATIONAL, INC.
                                 ("THE COMPANY")

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

                                 MARCH 31, 1997

1. BASIS OF PRESENTATION

     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information  and  with  the  instructions  to  Form  10-QSB.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals)  considered  necessary  for a fair  presentation  have been  included.
Operating  results  for the  three-month  period  ended  March 31,  1997 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 1997. For further information,  refer to the consolidated financial
statements and footnotes thereto included in the Company's annual report on Form
10-KSB and Form 10-KSB/A for the year ended December 31, 1996.

2. PER SHARE DATA

     Net loss per share has been  computed on the basis of the weighted  average
number of common shares  outstanding for each of the periods  presented.  Common
stock equivalents have been excluded since their effect is antidilutive.

3. INCOME TAXES

     The  Company  accounts  for  income  taxes  in  accordance  with  Financial
Accounting  Standards Board ("FASB")  Statement No. 109,  "Accounting for Income
Taxes".  The  Company  has not  reflected  a  benefit  for  income  taxes in the
accompanying  Condensed  Consolidated  Statements  of  Operations  for the three
months ended March 31, 1997 and the three months ended March 31, 1996, since the
future availability of net operating loss carryforwards have been offset in full
by valuation allowances in accordance with FASB Statement No. 109.

                                       6
<PAGE>

BCAM INTERNATIONAL, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

4. PRIVATE PLACEMENT

     On January 15, 1997, the Company  offered a minimum of 400,000 units,  each
consisting of one share of the Company's common stock and a non-redeemable Class
AA warrant  which  entitles  the holder to purchase  one share of the  Company's
Common Stock at a price of $1.10 per share,  until March 31, 1999.  The offering
was  completed  on March 28,  1997,  and the Company  sold  1,075,000  units for
$1,075,000.  The funds will be used for the advancement of various  technologies
as well as for working capital.

5. STOCK PURCHASE AGREEMENT

     On March 19,  1997 the  Company  entered  into an  agreement  with  another
company (the "acquiree") to purchase all of the common stock of the acquiree for
approximately  $4,600,000.  This  commitment  is  contingent  upon  the  Company
obtaining  the necessary  financing to fund the  purchase.  The Company does not
have any obligations  under this agreement should management be unable to obtain
this financing.


                                       7
<PAGE>


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        ------------------------------------------------------------------------
        OF OPERATIONS
        -------------

     The March 31,  1997 Form  10-QSB/A  (which  amends the March 31,  1997 Form
10-QSB to correct  typographical  errors)  represents the first quarterly report
after the Form 10-KSB and Form  10-KSB/A  for the year ended  December 31, 1996.
The 10-QSB/A should be read in conjunction with the aforementioned document, and
represents a comparison between the quarter ended March 31, 1997 and the quarter
ended March 31, 1996.

RESULTS OF OPERATIONS

       

     Net revenue decreased by $31,124, to $71,371, during the three months ended
March 31,  1997,  as  compared  to the same  period in 1996.  The  decrease  was
primarily  due to a decline  of  approximately  $36,000 in  Ergonomic  Workplace
Assessment service revenue.

     Direct  costs  include   salaries,   equipment   purchases  for  contracts,
consulting fees and certain other costs.  Gross profit may fluctuate from period
to period.  Factors  influencing  fluctuations  include the nature and volume of
services  provided to individual  customers which affect contract  pricing,  the
Company's success in estimating contract costs (principally  professional time),
the timing of hiring new professionals,  who may require training before gaining
experience, efficiencies and meeting customer demands.

     Direct  costs in total  increased  by $34,427,  to $79,172,  in the quarter
ended March 31, 1997, as compared to the same period in 1996. The reason for the
increase in total is that 1996 direct  costs were offset by a $63,750  reduction
in a reserve established in 1994. Excluding this item, direct costs were $29,323
lower in 1997 than in 1996.

     As a result of the above,  gross  profit,  as set forth in the table below,
decreased by $65,551 for the quarter  ended March 31,  1997,  as compared to the
comparable period in 1996.


                                   Three Months Ended March 31
                                   ---------------------------
                                     1997                1996
                                     ----                ----

Net revenue                        $71,371            $102,495

Direct costs                        79,172              44,745
                                   -------            --------

Gross profit                       ($7,801)            $57,750

Gross profit %                      (11%)                56%


                                       8
<PAGE>

     Selling,  general and administrative  expenses decreased by $98,721 for the
three months ended March 31, 1997, as compared to the same period in 1996.  This
decrease was  primarily  attributable  to a reduction in salaries,  benefits and
related  expenses,  as a result of the  elimination  of two sales and  marketing
positions.  In addition,  insurance costs were reduced due to the negotiation of
more favorable rates on certain policies.

     Research,  development and engineering costs decreased by $19,118 to $8,109
for the quarter ended March 31, 1997 from $27,227 for the same period in 1996.

     Net interest  income  decreased by $18,209 for the three months ended March
31, 1997  compared to the three months  ended March 31, 1996.  This was due to a
decrease in assets available for investment.

     Net loss,  as a result of the above,  for the three  months ended March 31,
1997,  was  $418,241,  as compared to a net loss of $452,321 for the  comparable
period in 1996.

     There was no tax benefit for the three  months ended March 31, 1997 and the
three months ended March 31, 1996, due to losses which have increased the future
availability  of the net operating  loss  carryforward  which has been offset by
valuation allowances.


LIQUIDITY AND CAPITAL RESOURCES

   
     Cash, cash equivalents and held-to-maturity  securities were $912,325 as of
March 31, 1997,  compared to $526,344 as of December 31, 1996.  Net cash used in
operating activities,  mainly to cover the net loss, was $460,564 for the period
ended March 31, 1997.  Investing  activities  used  $180,812 in the three months
ended March 31, 1997,  primarily for investment in software  technology and cash
paid  for  deferred  acquisition  costs.  Financing  activities,  primarily  the
proceeds  from  a  private  placement  completed  on  March  28,  1997  provided
$1,027,357 in cash for the period ended March 31, 1997.

     Working capital was $876,327 as of March 31, 1997,  compared to $438,669 as
of December 31, 1996.  The increase of $437,658 or 99.8% in working  capital was
primarily  attributable to the proceeds from the private  placement,  reduced by
the net loss incurred in the three months ended March 31, 1997.
    

     The Company  expects that its working  capital,  together with revenue from
operations  will be more  than  sufficient  to meet any  liquidity  and  capital
requirements for the remainder of 1997.

                                       9
<PAGE>

     On March 19, 1997, the Company entered into an agreement with the owners of
Drew  whereby,  the Company  will  purchase  all of the Common Stock of Drew for
$4,600,000  subject to  financing.  Drew,  of Lancaster  Ohio, is a 125 year-old
leading designer,  manufacturer and distributor of medical footwear and orthotic
products.  This  acquisition  will  complete the Company's  restructuring.  Drew
represents  an  opportunistic  and  synergistic   vehicle  for  the  Company  to
incorporate  IST into medical  footwear and orthotic  products,  for  diabetics,
arthritics, and the aging population.

     The Company has  committed to spend  $230,000  during the remainder of 1997
for the development of the Microvalve.



         PART II. OTHER INFORMATION
                  -----------------

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
         --------------------------------

         (A)      EXHIBITS.
                  ---------

                  27       Financial Data Schedule

         (B)      REPORTS ON FORM 8-K
                  -------------------

                  No reports were filed on Form 8-K during the three month
                  period ended March 31, 1997.



                                       10
<PAGE>


                                   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.


                            BCAM INTERNATIONAL, INC.


   
Dated: October 28, 1997            By: /s/  Michael Strauss
       ------------                --------------------
                                       Michael Strauss
                                       Chairman of the Board of Directors
                                       Chief Executive Officer


Dated: October 28, 1997            By: /s/ Robert P. Wong
       ------------                ------------------
                                       Robert P. Wong
                                       Vice Chairman of the Board of Directors
                                       Chief Technology Officer
                                       Acting Chief Financial Officer
    


                                       11
<PAGE>


                                INDEX OF EXHIBITS
                                -----------------

Exhibit No.                Exhibit
-----------                -------

    27                     Financial Data Schedule, Unaudited



                                       12