<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q/A

[X]      Quarterly report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

For the quarterly period ended   May 23, 1997

                                       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  1-7623

                           GENOVESE DRUG STORES, INC.
             (Exact name of registrant as specified in its charter)

            DELAWARE                                            11-1556812
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                             Identification No.)

                   80 Marcus Drive, Melville, New York, 11747
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (516) 420-1900
              (Registrant's telephone number, including area code)

                                      NONE
     (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 close of the period covered by this report.

<TABLE>
<CAPTION>
              CLASS                     OUTSTANDING AT MAY 23, 1997
----------------------------------      ---------------------------
<S>                                     <C>
COMMON STOCK:
Class A, par value $1.00 per share             6,340,136
Class B, par value $1.00 per share             6,037,100
</TABLE>
<PAGE>   2
                           GENOVESE DRUG STORES, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                             (Dollars in Thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                              Sixteen Weeks Ended
                                                            ------------------------
                                                             May 23,         May 24,
                                                              1997            1996
                                                            --------        --------
<S>                                                         <C>             <C>
Cash Flows From Operating Activities:
  Net income                                                $  1,829        $  1,285
  Adjustments to reconcile net income to
    net cash provided by (used for) operating
    activities:
     Depreciation and amortization                             3,918           3,397
     Provision for LIFO inventory valuation                    1,600           1,200
     Provision for other noncash expenses                         41              93
     Changes in certain assets and liabilities:
       Receivables                                               563          (2,129)
       Merchandise inventory                                   5,794           1,519
       Prepaid expenses and other                                 25           1,676
       Other assets                                           (1,859)           (965)
       Supplier advances                                       6,224            --
       Accounts payable, accrued expenses
        and other                                            (21,340)        (11,458)
                                                            --------        --------
Net cash used for operating activities                        (3,205)         (5,382)
                                                            --------        --------
Cash Flows From Investing Activities:
  Purchase of property and equipment                          (6,155)         (4,985)
  Proceeds from the sale of the Living Color
    photo processing lab                                       3,952            --
                                                            --------        --------

Net cash used for investing activities                        (2,203)         (4,985)
                                                            --------        --------
Cash Flows From Financing Activities:
  Net increase in bank borrowings                              5,800          10,600
  Repayments of long term liabilities                           (286)           (222)
  Issuance of Common Stock - Employee Stock Ownership
   and Appreciation Rights Plan                                  356               5
  Treasury stock purchased                                      (120)             (1)
  Payment of cash dividends                                     (740)           (666)
                                                            --------        --------

Net cash provided by financing activities                      5,010           9,716
                                                            --------        --------

Net Increase (Decrease) in Cash                                 (398)           (651)
Cash at Beginning of Period                                    2,368           2,251
                                                            --------        --------

Cash at End of Period                                       $  1,970        $  1,600
                                                            ========        ========
Supplemental Disclosure:
  Interest paid                                             $  1,019        $  1,186
                                                            ========        ========

  Income taxes paid                                         $  5,619        $  3,422
                                                            ========        ========
</TABLE>


See the accompanying notes to unaudited condensed financial statements.



                                       
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PART II.  OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

The following exhibits are included herein:

(11) Statement re:  computation of net income per common share.

There were no reports on Form 8-K filed during the sixteen weeks ended May 23,
1995.



                                   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.


                                 GENOVESE DRUG STORES, INC.
                                       (Registrant)



Date:   July 9, 1997             By:  /s/ Jerome Stengel
                                      -----------------------------
                                             Jerome Stengel
                                      (Vice President & Treasurer)
                                      (Principal Financial Officer)