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                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                      ----------------------------------

                                  FORM 10-K/A
                               (AMENDMENT NO. 1)

                       FOR ANNUAL AND TRANSITION REPORTS
                    PURSUANT TO SECTIONS 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

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

                  For the fiscal year ended December 31, 1997

                                      OR

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

                        Commission file number 1-11871

                     Commodore Applied Technologies, Inc.
            (Exact Name of Registrant as Specified in Its Charter)

         Delaware                                       11-3312952
         (State or Other Jurisdiction of                (I.R.S. Employer
         Incorporation or Organization)                 Identification No.)

         150 East 58th Street, Suite 3400
         New York, New York                             10155
         (Address of Principal Executive Offices)       (Zip Code)

Registrant's telephone number, including area code:  (212) 308-5800

Securities registered pursuant to Section 12(b) of the Act:

                                                     Name of Each Exchange
       Title of Each Class                            on Which Registered
       -------------------                            -------------------
Common Stock, par value $0.001 per share            American Stock Exchange
Redeemable Common Stock Purchase Warrants           American Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:  Not Applicable

         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 by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to be the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

         Non-affiliates of the registrant held shares of Common Stock as of
March 26, 1998 with an aggregate market value of approximately $55,608,000
(based upon the last sale price of the Common Stock on March 26, 1998 as
reported by the American Stock Exchange).

         As of March 26, 1998, 23,103,200 shares of the registrant's Common
Stock were outstanding.
                      ----------------------------------

                      DOCUMENTS INCORPORATED BY REFERENCE

                                     None

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                               EXPLANATORY NOTE

         This Amendment No. 1 to the Commodore Applied Technologies, Inc.
Annual Report on Form 10-K for the fiscal year ended December 31, 1997 (the
"Form 10-K") amends "ITEM 14" of the Form 10-K to include Exhibit 23.1
(Consent of Tanner + Co.) and Exhibit 23.2 (Consent of Price Waterhouse LLP)
as Exhibits to the Form 10-K. The Form 10-K was filed with the Securities and
Exchange Commission on March 31, 1998. Set forth below is the complete text of
ITEM 14 of the Form 10-K, as amended.

                                    PART IV
                                    -------

               EXHIBITS, FINANCIAL STATEMENT
ITEM 14.       SCHEDULES AND REPORTS ON FORM 8-K
--------       ---------------------------------

         The following documents are filed as part of this Annual Report:
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                                                                                                    Page No.
                                                                                                    --------
 Financial Statements.
 ---------------------
<S>                                                                                                     <C>
          Report of Independent Accountants.................................................          F-1
          Independent Auditor's Report......................................................          F-1A
          Consolidated Balance Sheet as of December 31, 1996 and 1997.......................          F-2
          Consolidated Statement of Operations for the years ended
                   December 31, 1995, 1996 and 1997.........................................          F-3
          Consolidated Statement of Stockholders' Equity for the years
                   ended December 31, 1995, 1996 and 1997...................................          F-4
          Consolidated Statement of Cash Flows for the years ended
                   December 31, 1995, 1996 and 1997.........................................          F-5
          Notes to Consolidated Financial Statements........................................          F-6
</TABLE>

          All financial statement schedules for which provision is made in the
applicable accounting regulation of the Securities and Exchange Commission are
not required under the related instructions or are inapplicable, and,
therefore, have been omitted. 

Exhibits.
---------
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Exhibit No.      Description
-----------      -----------
<S>              <C>                                                                             
1.1              Form of Underwriting Agreement between the Company and National Securities  Corporation,
                 as Representative of the several Underwriters listed therein (the "Representative"). (1)
3.1              Certificate of Incorporation of the Company. (1)
3.2              By-Laws of the Company. (1)
4.1              Specimen Common Stock Certificate. (3)
4.2              Form of Warrant Agreement between the Company and The Bank of New York. (1)
4.3              Specimen Warrant Certificate. (1)
4.4              Form of  Representative's  Warrant Agreement between the Company and the Representative,
                 including form of Representative's Warrant therein. (1)
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<S>              <C>                               
4.5              Registration  Rights  Agreement,  dated September 27, 1996,  among the Company,  CXI-ASI
                 Acquisition Corp., and certain stockholders. (5)
4.6              Registration  Rights  Agreement,  dated September 27, 1996,  among the Company,  CXI-ASE
                 Acquisition Corp., and certain stockholders. (5)
4.7              Series   A   Convertible   Preferred   Stock   Purchase Agreement,  dated as of  August  15,  1997, 
                 among  the Company  and the Series A  Preferred  Stock  purchasers listed therein. (9)
4.8              Certificate of Designations, Rights and Preferences of Series A Preferred Stock. (9)
4.9              Registration  Rights  Agreement  between the  Company  and the Series A Preferred  Stock
                 purchasers. (9)
4.10             Warrant to purchase 1,000,000 shares of Common Stock issued to Environmental. (9)
4.11             Common Stock  Purchase  Agreements,  dated as of September  26, 1997, by and between the
                 Company and each of certain private investors listed therein. (9)
4.12             Warrant to purchase 7,500,000 shares of Common Stock issued to Environmental. (10)
4.13             Warrant to purchase 1,500,000 shares of Common Stock issued to Environmental. (10)
4.14             Registration  Rights  Agreement,  dated as of  February  9,  1998,  among  the  Company,
                 Environmental and certain private investors listed therein. (10)
10.1             Employment  Agreement, dated June 1, 1995, between Environmental and  Neil  L.  Drobny, 
                 and  conditional assignment thereof by Environmental to the Company, dated March 29, 1996. (1)
10.2             Employment Agreement,  dated August 31, 1995, between Environmental and Carl O. Magnell,
                 and conditional  assignment  thereof by  Environmental  to the Company,  dated March 29,
                 1996. (1)
10.3             Form of Employment Agreement, dated July 28, 1993, between Commodore Laboratories,  Inc.
                 and  Albert E. Abel,  with  conditional  assignment  thereof  by  Commodore  Labs to the
                 Company, dated March 29, 1996. (1)
10.4             Employment  Agreement,  dated October 3, 1994, between Environmental and Vincent Valeri,
                 and conditional  assignment  thereof by  Environmental  to the Company,  dated March 29,
                 1996. (1)
10.5             Non-Competition,  Non-Disclosure and Intellectual  Property  Agreement,  dated March 29,
                 1996, between the Company and Gerry D. Getman. (1)
10.6             Employment  Agreement,  dated as of March 29,  1996.  Between  the  Company  and Paul E.
                 Hannesson. (2)
10.7             1996 Stock Option Plan of the Company. (1)
10.8             Executive Bonus Plan of the Company. (1)
10.9             Nationwide  Permit  for  PCB  Disposal  issued  by  the  EPA  to  Commodore  Remediation
                 Technologies, Inc. (1)
10.10            Memorandum of Understanding,  dated April 9, 1996, between Teledyne Brown Engineering (a
                 Division  of  Teledyne  Industries,   Inc.)  and  Commodore   Government   Environmental
                 Technologies, Inc. (1)
10.11            Memorandum of Understanding, dated March 28, 1996,  between Sharp Associates,  Inc. and
                 the Company. (1)
</TABLE>
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<TABLE>
<CAPTION>

<S>              <C>                                       
 10.12           Memorandum of Understanding,  dated April 12, 1996, between Sverdrup Environmental, Inc.
                 and the Company. (1)
 10.13           Credit Facility  Agreement and Promissory Note, dated April 5, 1996, between the Company
                 and Chemical Bank, and Guaranty and General Loan and  Collateral  Agreement,  each dated
                 April 5, 1996, between Bentley J. Blum and Chemical Bank. (1)
 10.14           Demand  Promissory Note, dated December 31, 1995, in the principal amount of $8,925,426,
                 issued by Commodore Labs to Environmental. (1)
 10.15           Form of $4,000,000  Promissory Note issued by the Company to  Environmental,  in partial
                 replacement of the $8,925,426  Demand  Promissory Note, dated December 31, 1995,  issued
                 by Commodore Labs to Environmental. (1)
 10.16           Bond  Purchase  Agreement,  dated  December 3, 1993,  by and between  Environmental  and
                 Credit Agricole Deux Sevres. (1)
 10.17           License  Agreement,  dated  as of  March  29,  1996,  by and  between  the  Company  and
                 Environmental, relating to the use of SET in the CFC Business. (2)
 10.18           Form of Technology  and Technical  Services  Agreement  entered into between the Company
                 and CFC Technologies.(2)
 10.19           Voting  Agreement,  dated June 28,  1996,  among  Environmental,  Bentley  J. Blum,  the
                 Company and National Securities Corporation. (4)
 10.20           Agreement  and Plan of Merger,  dated  September  27, 1996,  by and between the Company,
                 CXI-ASI Acquisition Corp. and Advanced Sciences, Inc. (5)
 10.21           Agreement  and Plan of Merger,  dated  September  27,  1996,  by and between the Company
                 CXI-ASE Acquisition Corp. and A.S. Environmental, Inc. (5)
 10.22           Agreement  of  Transfer,  dated as of  December  1, 1996 by and  between the Company and
                 Advanced Sciences. (11)
 10.23           Bill of Sale,  dated as of  December 1, 1996,  by and between the Company and  Commodore
                 Advanced Sciences, Inc. (11)
 10.24           Stock  Purchase  Agreement,  dated as of  December  2, 1996,  between  the  Company  and
                 Environmental. (6)
 10.25           Employment  Agreement,  dated as of October 31, 1996, between Environmental and Edwin L.
                 Harper. (7)
 10.26           Employment  Agreement,  dated as of October 1, 1996,  between  the Company and Thomas E.
                 Noel. (5)
 10.27           Form of Employment Agreement between Environmental and Paul E. Hannesson. (8)
 10.28           8% convertible note for $4.0 million from the Company to Environmental. (9)
 10.29           8% non-convertible note for $5,450,000 from the Company to Environmental. (10)
*10.30           Teaming Agreement,  dated March 18, 1997, by and between ICF Kaiser Engineers,  Inc. and
                 Advanced Sciences.
*10.31           Memorandum of  Understanding  between  Lockheed Martin Advanced  Environmental  Systems,
                 Inc. and Advanced Sciences.
</TABLE>
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<TABLE>
<CAPTION>

<S>                                                        <C>        
*10.32           Services Agreement, dated as of September 1, 1997, by
                 and among the Company, Environmental, Separation,
                 Advanced Sciences and other affiliated companies named
                 therein.
  16.1           Letter regarding change in certifying accountant. (12)
 *22.1           Subsidiaries of the Company.
**23.1           Consent of Tanner + Co.
**23.2           Consent of Price Waterhouse LLP.
 *27.1           Financial Data Schedule.

-------------------------
** Filed herewith.
* Filed with the Company's Annual Report on Form 10-K on March 31, 1998.

(1)   Incorporated by reference and filed as Exhibit to Registrant's
      Registration Statement on Form S-1 filed with the Securities and
      Exchange Commission on May 2, 1996 (File No. 333-4396).

(2)   Incorporated by reference and filed as Exhibit to Registrant's Amendment
      No. 1 to Registration Statement on Form S-1 filed with the Securities
      and Exchange Commission on June 11, 1996 (File No.
      333-4396).

(3)   Incorporated by reference and filed as Exhibit to Registrant's Amendment
      No. 2 to Registration Amendment No.2 to Registration Statement on Form
      S-1 filed with the Securities and Exchange Commission on June 25, 1996
      (File No. 333-4396).

(4)   Incorporated by reference and filed as Exhibit to Registrant's
      Post-Effective Amendment No. 1 to Registration Statement on Form S-1
      filed with the Securities and Exchange Commission on July 1, 1996 (File
      No. 333-4396).

(5)   Incorporated by reference and filed as Exhibit to Registrant's Current
      Report on Form 8-K filed with the Securities and Exchange Commission on
      October 15, 1996 (File No. 1-11871).

(6)   Incorporated by reference and filed as Exhibit to Registrant's Current
      Report on Form 8-K filed with the Securities and Exchange Commission on
      January 27, 1997 (File No. 1-11871).

(7)   Incorporated by reference and filed as Exhibit to Amendment No. 3 to
      Registration Statement on Form S-1 of Separation filed with the
      Securities and Exchange Commission on January 23, 1997 (File No.
      333-11813).

(8)   Incorporated by reference and filed as Exhibit to Annual Report on Form
      10-K for the fiscal year ended December 31, 1996 of Environmental filed
      with the Securities and Exchange Commission on April 15, 1997 (File No.
      0-10054).

(9)   Incorporated by reference and filed as an Exhibit to Registrant's
      Current Report on Form 8-K filed with the Securities and Exchange
      Commission on October 3, 1997 (File No. 1-11871).

(10)  Incorporated by reference and filed as an Exhibit to Registrant's
      Current Report on Form 8-K filed with the Securities and Exchange
      Commission on February 23, 1998 (File No. 1-11871).

(11)  Incorporated by reference and filed as an Exhibit to Registrant's Annual
      Report on Form 10-K for the fiscal year ended December 31, 1996 filed
      with the Securities and Exchange Commission on April 15, 1997 (File No.
      1-11871).
</TABLE>

                                     A-5
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<S>                                                        <C>        
(12)  Incorporated by reference and filed as on Exhibit to Registrant's
      Current Report on Form 8-K filed with the Securities and Exchange
      Commission on December 24, 1996 (File No. 1-11871).
</TABLE>


Reports on Form 8-K:
--------------------

         On October 3, 1997, the Company filed with the Securities and
Exchange Commission a Current Report on Form 8-K, dated August 15, 1997, with
respect to the Company's private placement sale of Series A Preferred Stock in
August 1997, Environmental's $4.0 million loan to the Company in September
1997, and the Company's private placement sale of 600,000 shares of Common
Stock in October 1997. Such transactions were reported under Item 5 of Form
8-K and no financial statements were included in such report.


                                     A-6

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                                  SIGNATURES
                                  ----------

     Pursuant to the requirements to Section 13 or 15(d) 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.

Date:  April 15, 1998                       COMMODORE APPLIED TECHNOLOGIES, INC.


                                            By: /s/ Michael D. Fullwood
                                                -------------------------------
                                                Michael D. Fullwood
                                                Senior Vice President, Chief 
                                                Financial and Administrative
                                                Officer, Secretary and General 
                                                Counsel


                                     A-7