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

FORM 10-Q/A
Amendment No. 1



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

For the Quarterly period ended June 30, 2002.

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 No. 000-31101
APPLIED MOLECULAR EVOLUTION, INC.
(Exact name of registrant as specified in its charter)

|                                |  |                    
|------------------------------- |  | -------------------
|Delaware                        |  | 33-0374014         
|(State or other jurisdiction of |  | (I.R.S. Employer   
|incorporation or organization)  |  | Identification No.)

3520 Dunhill Street
San Diego, California 92121
(Address of principal executive offices and zip code)

(858) 597-4990
(Registrants telephone number, including area code)

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 [   ]

As of June 30, 2002, 22,427,116 shares of the Registrants Common Stock
were outstanding.





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|EXPLANATORY NOTE
|SIGNATURES      



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EXPLANATORY NOTE

This Form 10-Q/A Quarterly Report for the period ending June 30, 2002 is
being filed to amend the original Form 10-Q Quarterly Report filed August
14, 2002 to correct the number of shares of the Registrants Common Stock
issued and outstanding as of June 30, 2002. Apart from correcting the
number of shares of the Registrants Common Stock issued and outstanding,
there are no other changes to the Form 10-Q Quarterly Report as originally
filed.

In December of 2000, the Registrant repurchased one million two hundred
thousand shares of its Common Stock, which now retain the status of
treasury stock. The shares of treasury stock were inadvertently included
in the number of shares outstanding set forth on the cover pages of the
Registrants Annual Reports on Form 10-K filed March 19, 2001 and March 5,
2002 as well as its Quarterly Reports on Form 10-Q filed May 1, 2001,
August 7, 2001, November 6, 2001, May 7, 2002 and August 14, 2002.




SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this amendment to report to be signed on
its behalf by the undersigned thereunto duly authorized.

|                        |  |     |  |                                                                    
|----------------------- |  | --- |  | -------------------------------------------------------------------
|Date:  November 5, 2002 |  | By: |  | /s/ Lawrence E. Bloch, M.D., J.D.                                  
|                        |  |     |  |                                                                    
|                        |  |     |  | Lawrence E. Bloch, M.D., J.D.
Chief Financial Officer and Secretary