SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-Q/A
                                (Amendment No. 1)
(Mark One)

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

                For the quarterly period ended September 30, 1996

                                       OR

[  ]     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 1-10451

                          NORTH AMERICAN VACCINE, INC.
                          ----------------------------
             (Exact name of registrant as specified in its charter)


         Canada                                               98-0121241
         ------                                               ----------
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                             Identification No.)

12103 Indian Creek Court, Beltsville, Maryland                  20705
----------------------------------------------                  -----
 (Address of principal executive offices)                     (Zip Code)

Registrant's telephone number, including area code:  (301) 419-8400


--------------------------------------------------------------------------------
(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 registrant's classes of
common stock, as of the latest practicable date.

Common Stock,  no par value,  outstanding  as of November 11, 1996 -- 31,258,833
shares


<PAGE>







                           PART II. OTHER INFORMATION


ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits
                  --------

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

                  10.32             Stock Purchase  Agreement  dated October 11,
                                    1996 between Abbott Laboratories  ("Abbott")
                                    and the Company.

                  10.33             Assets Purchase  Agreement dated October 17,
                                    1996, among the Company,  Cephalon  Property
                                    Management,    Inc.   and   Cephalon,   Inc.
                                    (confidential  treatment has been  requested
                                    for portions of this exhibit).

                  27                Financial Data Schedule.

         (b)      Reports on Form 8-K

                  On August 16, 1996,  the Company filed with the Securities and
                  Exchange  Commission a Current Report on Form 8-K under Item 5
                  reporting the  Agreement in principle  between the Company and
                  Abbott  to  market  the  Company's  diphtheria,   tetanus  and
                  acellular pertussis (DTaP) vaccine.



<PAGE>


                                   SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly caused  Amendment No. 1 to this report to be signed on
its behalf by the undersigned thereunto duly authorized.


                                     NORTH AMERICAN VACCINE, INC.
                                             (Registrant)



                                     By:      /s/ Sharon Mates
                                              --------------------------
                                              Sharon Mates, Ph.D.
                                              President



                                     By:      /s/ Lawrence J. Hineline
                                              --------------------------
                                              Lawrence J. Hineline
                                              Vice President - Finance














Date:    May 27, 1997