<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

/x/      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended December 31, 1997

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

                  For the transition period from __________ to __________

Commission file number 0-19267

                                 ALKERMES, INC.
             (Exact name of registrant as specified in its charter)

         PENNSYLVANIA                                            23-2472830
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

    64 Sidney Street, Cambridge, MA                              02139-4136
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number including area code:  (617) 494-0171

                                 Not Applicable
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                                Shares Outstanding as of February 2, 1998
                         -----                                -----------------------------------------
<S>                                                           <C>       
         Common Stock, par value $.01                                            20,911,103
</TABLE>
<PAGE>   2
                         ALKERMES, INC. AND SUBSIDIARIES

                                      INDEX

                                                                        Page No.

PART I - FINANCIAL INFORMATION

                Item 1.    Consolidated Financial Statements

                           Consolidated Balance Sheets                         3
                           - December 31, 1997 and March 31, 1997

                           Consolidated Statements of Operations               4
                           - Three months ended December 31, 1997 and 1996
                              Nine months ended December 31, 1997 and 1996

                           Consolidated Statement of Shareholders' Equity      5
                           - Nine months ended December 31, 1997

                           Consolidated Statements of Cash Flows               6
                           - Nine months December 31, 1997 and 1996

                           Notes to Consolidated Financial Statements          7

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

PART II - OTHER INFORMATION

            Item 6.    Exhibits and Reports on Form 8-K                       11

SIGNATURES                                                                    13

EXHIBIT INDEX                                                                 14


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<PAGE>   3
Item 1.  Consolidated Financial Statements:

                         ALKERMES, INC. AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                         December 31,          March 31,
                                                                            1997                 1997
                                                                        -------------        -------------
<S>                                                                     <C>                  <C>          
                                  A S S E T S
Current Assets:
      Cash and cash equivalents                                         $   4,325,882        $   2,799,012
      Short-term investments                                               75,480,696           82,497,939
      Prepaid expenses and other current assets                             5,839,410            4,571,089
                                                                        -------------        -------------
           Total current assets                                            85,645,988           89,868,040
                                                                        -------------        -------------
Property, Plant and Equipment:
      Land                                                                    235,000              225,000
      Building                                                              1,275,000            1,275,000
      Furniture, fixtures and equipment                                    15,271,851           11,963,945
      Leasehold improvements                                                2,342,122            2,183,280
      Construction in progress                                              1,812,949               90,000
                                                                        -------------        -------------
                                                                           20,936,922           15,737,225
           Less accumulated depreciation and amortization                  (9,301,863)          (7,289,446)
                                                                        -------------        -------------
                                                                           11,635,059            8,447,779
                                                                        -------------        -------------
Investments                                                                 6,398,697            5,366,291
                                                                        -------------        -------------
Other Assets                                                                  487,549              582,732
                                                                        -------------        -------------
Other Investments                                                             225,900              432,176
                                                                        -------------        -------------
                                                                        $ 104,393,193        $ 104,697,018
                                                                        =============        =============

        L I A B I L I T I E S  A N D  S H A R E H O L D E R S'  E Q U I T Y

Current Liabilities:
      Accounts payable and accrued expenses                             $   4,003,459        $   4,653,081
      Deferred revenue                                                      7,699,416                   --
      Long-term obligations--current portion                                3,308,857            3,547,542
                                                                        -------------        -------------
           Total current liabilities                                       15,011,732            8,200,623
                                                                        -------------        -------------
Long-Term Obligations                                                      10,558,333           10,914,127
                                                                        -------------        -------------
Other Long-Term Liabilities                                                 1,921,500            1,430,832
                                                                        -------------        -------------
Deferred Revenue                                                            5,000,000            5,000,000
                                                                        -------------        -------------
Shareholders' Equity:
      Capital stock, par value $.01 per share:
        Authorized, 5,000,000 shares; none issued
      Common stock, par value $.01 per share:
        Authorized 40,000,000 shares; issued 20,869,998 shares at
        December 31, 1997 and 20,718,790 shares at March 31, 1997             208,700              207,188
      Additional paid-in capital                                          199,726,938          198,844,191
      Deferred compensation                                                  (104,084)            (109,901)
      Cumulative foreign currency translation adjustments                     (14,477)             (16,869)
      Unrealized gain (loss) on marketable securities                         (75,000)              71,250
      Accumulated deficit                                                (127,840,449)        (119,844,423)
                                                                        -------------        -------------
           Total shareholders' equity                                      71,901,628           79,151,436
                                                                        -------------        -------------
                                                                        $ 104,393,193        $ 104,697,018
                                                                        =============        =============
</TABLE>

See notes to consolidated financial statements.


                                      (3)
<PAGE>   4
                         ALKERMES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           Three Months        Three Months        Nine Months          Nine Months
                                                              Ended               Ended               Ended               Ended
                                                           December 31,        December 31,        December 31,        December 31,
                                                               1997                1996               1997                 1996
                                                           ------------        ------------        ------------        ------------
<S>                                                        <C>                 <C>                 <C>                 <C>         
Revenues:
     Research and development revenue under
        collaborative arrangements                         $  6,437,761        $  4,913,099        $ 18,550,227        $ 10,827,964
     Research and development revenue under
        collaborative arrangement with related party                 --                  --                  --           1,415,313
     Interest income                                          1,367,319             591,945           3,619,436           1,763,905
                                                           ------------        ------------        ------------        ------------
                                                              7,805,080           5,505,044          22,169,663          14,007,182
                                                           ------------        ------------        ------------        ------------
Expenses:
     Research and development                                 8,154,705           7,657,829          22,857,229          21,213,773
     General and administrative                               2,266,691           1,683,749           6,066,354           5,753,367
     Interest expense                                           392,424             400,157           1,242,106           1,010,108
                                                           ------------        ------------        ------------        ------------
                                                             10,813,820           9,741,735          30,165,689          27,977,248
                                                           ------------        ------------        ------------        ------------
Net loss                                                   ($ 3,008,740)       ($ 4,236,691)       ($ 7,996,026)       ($13,970,066)
                                                           ============        ============        ============        ============
Basic and diluted loss per common share                    ($      0.14)       ($      0.23)       ($      0.38)       ($      0.77)
                                                           ============        ============        ============        ============
Weighted average number of common shares
  outstanding                                                20,831,339          18,479,498          20,792,230          18,076,420
                                                           ============        ============        ============        ============
</TABLE>

See notes to consolidated financial statements.


                                      (4)
<PAGE>   5
                         ALKERMES, INC. AND SUBSIDIARIES

                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                                          
                                                                                           Additional                     
                                                                  Common Stock              Paid-in          Deferred     
                                                            Shares          Amount          Capital         Compensation  
                                                          ----------       --------       ------------       ---------    
<S>                                                       <C>              <C>            <C>               <C>           
Balance, April 1, 1997                                    20,718,790       $207,188       $198,844,191       ($109,901)   
Issuance of common stock 4/97 through 6/97                    57,050            571            261,661              --    
Amortization of compensation relating to grant
   of stock options and awards made                               --             --                 --          15,614    
Unrealized gain on marketable securities                          --             --                 --              --    
Cumulative foreign currency translation adjustments               --             --                 --              --    
Net loss for period                                               --             --                 --              --    
                                                          ----------       --------       ------------       ---------    
Balance, June 30, 1997                                    20,775,840        207,759        199,105,852         (94,287)   
Issuance of common stock 7/97 through 9/97                    26,816            268            111,406              --    
Amortization of compensation relating to grant
   of stock options and awards made                               --             --                 --          15,614    
Unrealized loss on marketable securities                          --             --                 --              --    
Cumulative foreign currency translation adjustments               --             --                 --              --    
Net loss for period                                               --             --                 --              --    
                                                          ----------       --------       ------------       ---------    
Balance, September 30, 1997                               20,802,656        208,027        199,217,258         (78,673)   
Issuance of common stock 10/97 through 12/97                  67,342            673            460,450              --    
Compensation relating to award made                               --             --             49,230         (49,230)   
Amortization of compensation relating to grant
   of stock options and awards made                               --             --                 --          23,819    
Unrealized loss on marketable securities                          --             --                 --              --    
Cumulative foreign currency translation adjustments               --             --                 --              --    
Net loss for period                                               --             --                 --              --    
                                                          ----------       --------       ------------       ---------    
Balance, December 31, 1997                                20,869,998       $208,700       $199,726,938       ($104,084)   
                                                          ==========       ========       ============       =========    
</TABLE>

<TABLE>
<CAPTION>
                                                         Cumulative      Unrealized
                                                      Foreign Currency   Gain (Loss)
                                                        Translation     on Marketable      Accumulated
                                                        Adjustments      Securities          Deficit               Total
                                                         --------        ---------        -------------        ------------
<S>                                                   <C>               <C>               <C>                  <C>         
Balance, April 1, 1997                                   ($16,869)       $  71,250        ($119,844,423)       $ 79,151,436
Issuance of common stock 4/97 through 6/97                     --               --                   --             262,232
Amortization of compensation relating to grant
   of stock options and awards made                            --               --                   --              15,614
Unrealized gain on marketable securities                       --           37,500                   --              37,500
Cumulative foreign currency translation adjustments         9,053               --                   --               9,053
Net loss for period                                            --               --           (4,027,732)         (4,027,732)
                                                         --------        ---------        -------------        ------------
Balance, June 30, 1997                                     (7,816)         108,750         (123,872,155)         75,448,103
Issuance of common stock 7/97 through 9/97                     --               --                   --             111,674
Amortization of compensation relating to grant
   of stock options and awards made                            --               --                   --              15,614
Unrealized loss on marketable securities                       --          (23,437)                  --             (23,437)
Cumulative foreign currency translation adjustments       (17,565)              --                   --             (17,565)
Net loss for period                                            --               --             (959,554)           (959,554)
                                                         --------        ---------        -------------        ------------
Balance, September 30, 1997                               (25,381)          85,313         (124,831,709)         74,574,835
Issuance of common stock 10/97 through 12/97                   --               --                   --             461,123
Compensation relating to award made                            --               --                   --                  --
Amortization of compensation relating to grant
   of stock options and awards made                            --               --                   --              23,819
Unrealized loss on marketable securities                       --         (160,313)                  --            (160,313)
Cumulative foreign currency translation adjustments        10,904               --                   --              10,904
Net loss for period                                            --               --           (3,008,740)         (3,008,740)
                                                         --------        ---------        -------------        ------------
Balance, December 31, 1997                               ($14,477)       ($ 75,000)       ($127,840,449)       $ 71,901,628
                                                         ========        =========        =============        ============
</TABLE>

See notes to consolidated financial statements.


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<PAGE>   6
                         ALKERMES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                               Nine Months         Nine Months
                                                                                 Ended               Ended
                                                                               December 31,       December 31,
                                                                                 1997                1996
                                                                              ------------        ------------
<S>                                                                           <C>                 <C>          
Cash flows from operating activities:
   Net loss                                                                   ($ 7,996,026)       ($13,970,066)
   Adjustments to reconcile net loss to net cash provided by (used by)
        operating activities:
        Depreciation and amortization                                            2,178,093           1,734,763
        Amortization of compensation relating to grant of stock options
            and awards made                                                         55,047             164,507
        Loss on sale of equipment                                                    8,527                  --
        Adjustments to other investments                                            60,026              14,483
        Changes in assets and liabilities:
             Prepaid expenses and other current assets                          (1,268,648)         (2,309,389)
             Accounts payable and accrued expenses                                (648,903)         (1,134,615)
             Deferred revenue                                                    7,699,416                  --
             Other long-term liabilities                                           490,668             387,842
                                                                              ------------        ------------
                  Net cash provided by (used by) operating activities              578,200         (15,112,475)
                                                                              ------------        ------------
Cash flows from investing activities:
   Additions to property, plant and equipment, net                              (5,262,914)         (1,349,023)
   Sales (purchases) of short-term investments, net                              7,017,243         (10,535,121)
   (Purchases) sales of investments, net                                        (1,032,406)              1,597
   Other assets                                                                    (17,320)             10,500
                                                                              ------------        ------------
                  Net cash provided by (used by) investing activities              704,603         (11,872,047)
                                                                              ------------        ------------
Cash flows from financing activities:
   Proceeds from issuance of common stock, net                                     835,029          24,059,636
   Proceeds from issuance of long-term debt                                      2,500,000           5,000,000
   Payment of long-term obligations                                             (3,094,433)         (2,346,535)
                                                                              ------------        ------------
                  Net cash provided by financing activities                        240,596          26,713,101
                                                                              ------------        ------------
Effect of exchange rate changes on cash                                              3,471              37,054
                                                                              ------------        ------------
Net increase (decrease) in cash and cash equivalents                             1,526,870            (234,367)
Cash and cash equivalents, beginning of period                                   2,799,012             445,150
                                                                              ------------        ------------
Cash and cash equivalents, end of period                                      $  4,325,882        $    210,783
                                                                              ============        ============
Supplementary information:
   Interest paid                                                              $    702,600        $    541,876
                                                                              ============        ============
</TABLE>

See notes to consolidated financial statements.


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<PAGE>   7
                         ALKERMES, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The consolidated financial statements for the three and nine month periods ended
December 31, 1997 and 1996, are unaudited and include all adjustments which, in
the opinion of management, are necessary to present fairly the results of
operations for the periods then ended. All such adjustments are of a normal
recurring nature. These financial statements should be read in conjunction with
the Company's Annual Report on Form 10-K for the year ended March 31, 1997,
which includes consolidated financial statements and notes thereto for the years
ended March 31, 1997, 1996 and 1995. In addition, the financial statements
include the accounts of Alkermes Controlled Therapeutics, Inc., Alkermes
Controlled Therapeutics Inc. II, Alkermes Investments, Inc., Alkermes Europe,
Ltd. and Alkermes Development Corporation II ("ADC II"), wholly owned
subsidiaries of the Company.

The results of the Company's operations for any interim period are not
necessarily indicative of the results of the Company's operations for any other
interim period or for a full fiscal year.

The preparation of the Company's financial statements in conformity with
generally accepted accounting principles necessarily requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

2. NEW ACCOUNTING PRONOUNCEMENT

In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share," which the
Company adopted in the quarter ending December 31, 1997. SFAS No. 128 requires
companies to change the method currently used to compute earnings per share and
to restate all prior periods for comparability. The adoption of SFAS No. 128 did
not have any impact on the Company's consolidated financial statements because
the Company continues to be in a net loss position and, consequently, common
equivalent shares from stock options and warrants are excluded as their effect
is antidilutive.

3. LONG-TERM DEBT

In June 1997, the Company amended its loan agreement with a bank to increase the
principal amount of the loan thereunder by $2,500,000 and to grant a security
interest in certain equipment as security for the entire principal of, and
interest on, the loan. The additional principal amount of the loan is payable
over five years in equal monthly installments of $41,667, which commenced July
1, 1997, and bears interest at the fixed rate of 8.58% per annum.

4. RECLASSIFICATIONS

Certain reclassifications have been made to the fiscal 1997 amounts to conform
to the presentation used in fiscal 1998.


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<PAGE>   8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

INTRODUCTION

Alkermes is developing innovative pharmaceutical products based on three
proprietary drug delivery systems: ProLease(R), RMP-7(TM) and Medisorb(R). Since
its inception in 1987, the Company has devoted substantially all of its
resources to its research and development programs. Alkermes has not received
any revenue from the sales of products. The Company has been unprofitable since
inception and expects to incur substantial additional operating losses over the
next several years. At December 31, 1997, the Company had an accumulated deficit
of approximately $127.8 million.

The Company has funded its operations primarily through public offerings and
private placements of equity securities, bank loans and payments under research
and development agreements with collaborators, including Alkermes Clinical
Partners, L.P. ("Clinical Partners"), a research and development limited
partnership of which ADC II serves as the one percent general partner. The
Company intends to develop its product candidates in collaboration with others
on whom the Company will rely for funding, development, manufacturing and/or
marketing.

FORWARD-LOOKING STATEMENTS

Any statements set forth below or otherwise made in writing or orally by the
Company with regard to its expectations as to financial results and other
aspects of its business may constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Although the
Company makes such statements based on assumptions which it believes to be
reasonable, the Company's business is subject to significant risks and there can
be no assurance that actual results will not differ materially from the
Company's expectations. Accordingly, the Company hereby identifies the following
important factors, among others, which could cause its results to differ from
any results which might be projected, forecasted or estimated by the Company in
any such forward-looking statements: (i) the Company and its collaborators could
not be permitted by regulatory authorities to undertake additional clinical
trials for ProLease, RMP-7 or Medisorb product candidates; (ii) product
candidates could be ineffective or unsafe during clinical trials; (iii) the
Company could incur difficulties or set-backs in obtaining the substantial
additional funding required to continue research and development programs and
clinical trials; (iv) even if product candidates appear promising at an early
stage of development, product candidates could fail to receive necessary
regulatory approvals, be difficult to manufacture on a large scale, be
uneconomical, fail to achieve market acceptance, be precluded from
commercialization by proprietary rights of third parties or experience
substantial competition in the marketplace; (v) technological change in the
biotechnology or pharmaceutical industries could render the Company's product
candidates obsolete or noncompetitive; (vi) disputes with collaborators,
termination of collaborations or failure to negotiate acceptable new
collaborative arrangements for ProLease and Medisorb technologies, which are not
independently commercializable, or for RMP-7, could occur; (vii) disputes with
Clinical Partners over rights to the RMP-7 and related technology could occur,
or the Company could fail to purchase this technology from the Limited Partners
of Clinical Partners pursuant to the purchase option (the "Purchase Option"),
or, if the Company did purchase RMP(TM) technology from the Limited Partners (a)
in shares of the Company's common stock, the Company's shareholders would be
substantially diluted or (b) in cash, the Company's capital resources would be
significantly depleted; and (viii) difficulties or set-backs in obtaining and
enforcing Alkermes' patents and difficulties with the patent rights of others
could occur.

RESULTS OF OPERATIONS

The Company's research and development revenue under collaborative arrangements
for the three and nine months ended December 31, 1997 was $6,437,761 and
$18,550,227 compared to $4,913,099 and $10,827,964 for the corresponding periods
of the prior year. The increase in such


                                      (8)
<PAGE>   9
revenue for the three and nine months ended December 31, 1997 as compared to the
corresponding periods of the prior year was mainly a result of the increased
funding earned under collaborative agreements related to the Company's ProLease,
Medisorb and RMP-7 technologies. There has been no research and development
revenue under collaborative arrangement with related party since the quarter
ended June 30, 1996. At that time, the development funding under the product
development agreement with Clinical Partners was completed.

Interest income for the three and nine months ended December 31, 1997 was
$1,367,319 and $3,619,436 compared to $591,945 and $1,763,905 for the
corresponding periods of the prior year. The increase in such revenue for the
three and nine months ended December 31, 1997 as compared to the corresponding
periods of the prior year was primarily a result of the interest income earned
on $49.7 million in net proceeds from the sale of 2,000,000 shares of the
Company's common stock to ALZA Corporation ("ALZA") in March 1997 as well as $10
million received from a development and commercialization agreement with ALZA in
October 1997 (see "Liquidity and Capital Resources" below).

The Company's total operating expenses were $10,813,820 and $30,165,689 for the
three and nine months ended December 31, 1997 as compared to $9,741,735 and
$27,977,248 for the three and nine months ended December 31, 1996. Research and
development expenses for the three and nine months ended December 31, 1997 were
$8,154,705 and $22,857,229 compared to $7,657,829 and $21,213,773 for the
corresponding periods of the prior year. The increase in research and
development expenses for the three and nine months ended December 31, 1997 as
compared to the three and nine months ended December 31, 1996 was mainly the
result of an increase in salary and related benefits and other costs as the
Company advances its product candidates through development and clinical trials
and prepares for process development and commercial scale manufacturing.

General and administrative expenses for the three and nine months ended December
31, 1997 were $2,266,691 and $6,066,354 as compared to $1,683,749 and $5,753,367
for the corresponding periods of the prior year. The increase in the three and
nine months ended December 31, 1997 as compared to the three and nine months
ended December 31, 1996 was mainly the result of an increase in salary and
related benefits, patent legal costs and consulting costs. The amount of the
increase in the nine months ended December 31, 1997 as compared to the nine
months ended December 31, 1996 was reduced by one-time, non-cash charges related
to the write-down of the Company's investment in Clinical Partners which were
recorded in the three months ended June 30, 1996.

The Company does not believe that inflation and changing prices have had a
material impact on its results of operations.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents and short-term investments were approximately $79.8
million at December 31, 1997 as compared to $85.3 million at March 31, 1997. The
primary uses of cash and investments were to finance the Company's operations
and for capital expenditures. Cash increased during the nine months ended
December 31, 1997, principally as a result of the $10 million received from ALZA
in October 1997. In addition to cash, cash equivalents and U.S. Government
obligations, the Company now invests in high grade corporate notes and
commercial paper which totaled approximately $19.9 million at December 31, 1997.
The Company's short-term investment objectives are, first, to assure
conservation of principal, and second, to obtain investment income.

In January 1998, The Company entered into an agreement with R. W. Johnson
Pharmaceutical Research Institute (PRI), a Johnson & Johnson company, for the
development of ProLease injectable sustained release formulations of
erythropoietin. Assuming the development of the


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<PAGE>   10
product candidate proceeds as planned, milestone payments and development
funding to Alkermes are expected to be in excess of $30 million.

The Company's research and development costs to date have been financed
primarily by sales of equity securities and funding from research and
development collaborative arrangements. The Company expects to incur significant
research and development and other costs, including costs related to preclinical
studies, clinical trials and facilities expansion. Therefore, the Company
expects that its costs, including research and development costs for all of its
product candidates, will exceed revenues significantly for the next several
years, which will result in continuing losses from operations.

Since the research and development revenue from Clinical Partners ended during
the quarter ended June 30, 1996, Alkermes has been using its own resources to
continue to develop RMP-7. The Company is required to fund the development of
RMP-7 to maintain its option to purchase the Limited Partners' interests in
Clinical Partners. Effective September 30, 1997, the Company entered into an
agreement with ALZA relating to the development and commercialization of RMP-7.
ALZA made a $10 million upfront payment to Alkermes to fund clinical
development, of which $7.7 million has been recorded as deferred revenue at
December 31, 1997. In return, ALZA will have the option to acquire exclusive
worldwide commercialization rights to RMP-7. If ALZA exercises its option, ALZA
will make additional payments to cover costs associated with advanced clinical
development. If RMP-7 is commercialized successfully by ALZA, ALZA will pay the
Company certain milestone payments. Alkermes would be responsible for the
manufacturing of RMP-7, and the two companies would share approximately equally
in profits from sales of the product.

Capital expenditures were approximately $5.3 million in the nine months ended
December 31, 1997, principally reflecting equipment purchases and construction
in progress for the expansion of the Wilmington, Ohio facility and for
preconstruction costs relating to the new ProLease manufacturing facility in
Cambridge, Massachusetts. The Company began construction of the new commercial
scale ProLease manufacturing facility in Cambridge in February 1998. The Company
began an expansion of its Medisorb manufacturing facility in Wilmington during
the quarter ended September 30, 1997. The total cost for both facilities is
expected to be approximately $15 to $20 million. The Company's capital
expenditures for equipment, facilities and building improvements have been
financed to date primarily with proceeds from bank loans and the sales of equity
securities. The Company will continue to pursue opportunities to obtain
additional financing in the future. Such financing may be sought through various
sources, including equity offerings, bank borrowings, lease arrangements
relating to fixed assets or other financing methods. The source, timing and
availability of any financings will depend on market conditions, interest rates
and other factors.

The Company's future capital requirements will depend on many factors, including
continued scientific progress in its research and development programs, the
magnitude of these programs, progress with preclinical testing and clinical
trials, the time and costs involved in obtaining regulatory approvals, the costs
involved in filing, prosecuting and enforcing patent claims, competing
technological and market developments, the establishment of additional
collaborative arrangements, the cost of manufacturing facilities and of
commercialization activities and arrangements and the cost of product
in-licensing and any possible acquisitions.

The Company will need to raise substantial additional funds for longer-term
product development, regulatory approvals and manufacturing or marketing
activities that it might undertake in the future. There can be no assurance that
additional funds will be available on favorable terms, if at all. If adequate
funds are not available, the Company may be required to curtail significantly
one or more of its research and development programs and/or obtain funds through
arrangements with collaborative partners or others that may require the Company
to relinquish rights to certain of its technologies, product candidates or
future products.


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<PAGE>   11
PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits:
                           Number                     Exhibit

                           3.1(a)   Second Amended and Restated Articles of
                                    Incorporation, as filed with the
                                    Pennsylvania Secretary of State on July 23,
                                    1991 (Incorporated by reference to Exhibit
                                    4.1(a) to the Company's Report on Form 10-Q
                                    for the quarter ended June 30, 1991).

                           3.1(b)   Statement of Change of Registered Office, as
                                    filed with the Pennsylvania Secretary of
                                    State on July 23, 1991 (Incorporated by
                                    reference to Exhibit 4.1(b) to the Company's
                                    Report on Form 10-Q for the quarter ended
                                    June 30, 1991).

                           3.1(c)   Amendment to the Second Amended and Restated
                                    Articles of Incorporation, as filed with the
                                    Pennsylvania Secretary of State on November
                                    1, 1991. (Incorporated by reference to
                                    Exhibit 4.1(c) to the Company's Report on
                                    Form 10-Q for the quarter ended September
                                    30, 1991).

                           3.1(d)   Amendment to the Second Amended and Restated
                                    Articles of Incorporation, as filed with the
                                    Pennsylvania Secretary of State on February
                                    12, 1993. (Incorporated by reference to
                                    Exhibit 4.1(d) to the Company's Report on
                                    Form 10-Q for the quarter ended December 31,
                                    1992).

                           3.2      Amended and Restated By-Laws of Alkermes,
                                    Inc., effective as of July 1, 1994.
                                    (Incorporated by reference to Exhibit 4.2 to
                                    the Company's Report on Form 10-Q for the
                                    quarter ended June 30, 1994).

                           4.1      Specimen of Common Stock Certificate of
                                    Alkermes, Inc. (Incorporated by reference to
                                    Exhibit 4 to the Company's Registration
                                    Statement on Form S-1, as amended (File No.
                                    33-40250)).

                           4.2      Form of 1992 Warrant to purchase 2,800
                                    shares of the Company's Common Stock.
                                    (Incorporated by reference to Exhibit 4.2 to
                                    the Company's Report on Form 10-K for the
                                    fiscal year ended March 31, 1992).

                           4.3      Form of 1995 Warrant to purchase 300 shares
                                    of the Company's Common Stock. (Incorporated
                                    by reference to Exhibit 4.3 to the Company's
                                    Report on Form 10-K for the fiscal year
                                    ended March 31, 1992).


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<PAGE>   12
                           Number                     Exhibit

                           4.4      Form of Global Warrant Certificate for 1994
                                    Class A Warrants. (Incorporated by reference
                                    to Exhibit 4.6 to the Company's Report on
                                    Form 10-Q for the quarter ended December 31,
                                    1994).

                           4.5      Form of Global Warrant Certificate for 1994
                                    Class B Warrants. (Incorporated by reference
                                    to Exhibit 4.7 to the Company's Report on
                                    Form 10-Q for the quarter ended December 31,
                                    1994).

                           4.6      Form of Global Warrant Certificate for 1994
                                    Affiliate Warrants. (Incorporated by
                                    reference to Exhibit 4.8 to the Company's
                                    Report on Form 10-Q for the quarter ended
                                    December 31, 1994).

                           4.7      Form of Global Warrant Certificate for 1994
                                    Incentive Warrants. (Incorporated by
                                    reference to Exhibit 4.9 to the Company's
                                    Report on Form 10-Q for the quarter ended
                                    December 31, 1994).

                           4.8      Warrant Agreement, dated as of November 18,
                                    1994, by and between the Company and The
                                    First National Bank of Boston. (Incorporated
                                    by reference to Exhibit 4.10 to the
                                    Company's Report on Form 10-Q for the
                                    quarter ended December 31, 1994).

                           11       Statement regarding computation of per share
                                    loss.

                           27       Financial Data Schedule.

(b)      The Registrant filed a report on Form 8-K dated September 30, 1997
         under Item 5 on October 24, 1997.


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<PAGE>   13
                                   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.

                                             ALKERMES, INC.
                                             (Registrant)

Date:  February 13, 1998                     By: /s/  Richard F. Pops
                                                ----------------------
                                                 Richard F. Pops
                                                 Chief Executive Officer and
                                                  Director
                                                  (Principal Executive Officer)

Date:  February 13, 1998                     By: /s/  Michael J. Landine
                                                -------------------------
                                                 Michael J. Landine
                                                 Senior Vice President, Chief
                                                 Financial Officer and Treasurer
                                                  (Principal Financial and
                                                   Accounting Officer)


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<PAGE>   14
                                  EXHIBIT INDEX

Exhibit
Number   Description

3.1(a)   Second Amended and Restated Articles of Incorporation, as filed with
         the Pennsylvania Secretary of State on July 23, 1991 (Incorporated by
         reference to Exhibit 4.1(a) to the Company's Report on Form 10-Q for
         the quarter ended June 30, 1991).

3.1(b)   Statement of Change of Registered Office, as filed with the
         Pennsylvania Secretary of State on July 23, 1991 (Incorporated by
         reference to Exhibit 4.1(b) to the Company's Report on Form 10-Q for
         the quarter ended June 30, 1991).

3.1(c)   Amendment to the Second Amended and Restated Articles of Incorporation,
         as filed with the Pennsylvania Secretary of State on November 1, 1991.
         (Incorporated by reference to Exhibit 4.1(c) to the Company's Report on
         Form 10-Q for the quarter ended September 30, 1991).

3.1(d)   Amendment to the Second Amended and Restated Articles of Incorporation,
         as filed with the Pennsylvania Secretary of State on February 12, 1993.
         (Incorporated by reference to Exhibit 4.1(d) to the Company's Report on
         Form 10-Q for the quarter ended December 31, 1992).

3.2      Amended and Restated By-Laws of Alkermes, Inc., effective as of July 1,
         1994. (Incorporated by reference to Exhibit 4.2 to the Company's Report
         on Form 10-Q for the quarter ended June 30, 1994).

4.1      Specimen of Common Stock Certificate of Alkermes, Inc. (Incorporated by
         reference to Exhibit 4 to the Company's Registration Statement on Form
         S-1, as amended (File No. 33-40250)).

4.2      Form of 1992 Warrant to purchase 2,800 shares of the Company's Common
         Stock. (Incorporated by reference to Exhibit 4.2 to the Company's
         Report on Form 10-K for the fiscal year ended March 31, 1992).

4.3      Form of 1995 Warrant to purchase 300 shares of the Company's Common
         Stock. (Incorporated by reference to Exhibit 4.3 to the Company's
         Report on Form 10-K for the fiscal year ended March 31, 1992).


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<PAGE>   15
Exhibit
Number   Description

4.4      Form of Global Warrant Certificate for 1994 Class A Warrants.
         (Incorporated by reference to Exhibit 4.6 to the Company's Report on
         Form 10-Q for the quarter ended December 31, 1994).

4.5      Form of Global Warrant Certificate for 1994 Class B Warrants.
         (Incorporated by reference to Exhibit 4.7 to the Company's Report on
         Form 10-Q for the quarter ended December 31, 1994).

4.6      Form of Global Warrant Certificate for 1994 Affiliate Warrants.
         (Incorporated by reference to Exhibit 4.8 to the Company's Report on
         Form 10-Q for the quarter ended December 31, 1994).

4.7      Form of Global Warrant Certificate for 1994 Incentive Warrants.
         (Incorporated by reference to Exhibit 4.9 to the Company's Report on
         Form 10-Q for the quarter ended December 31, 1994).

4.8      Warrant Agreement, dated as of November 18, 1994, by and between the
         Company and The First National Bank of Boston. (Incorporated by
         reference to Exhibit 4.10 to the Company's Report on Form 10-Q for the
         quarter ended December 31, 1994).

11       Statement regarding computation of per share loss.

27       Financial Data Schedule.


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