FORM 10Q
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

    For the quarterly period ended June 30, 1997
                                   ------------- 


                         Commission file number 0-16005

                           Unigene Laboratories, Inc.
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                         22-2328609
-------------------------------                         -------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                         Identification No.)

110 Little Falls Road, Fairfield, New Jersey        07004
--------------------------------------------      ---------
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code: (973) 882-0860
                                                     -------------

--------------------------------------------------------------------------------
(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 [  ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest  practicable date: Common Stock, $.01 Par Value--
37,664,651 shares as of August 5, 1997
<PAGE>
                                      INDEX

                           UNIGENE LABORATORIES, INC.



PART I. FINANCIAL INFORMATION                              

Item 1. Financial Statements (Unaudited)

Condensed balance sheets-
         June 30, 1997 and December 31, 1996                    

Condensed statements of operations-
         Three months and six months ended June 30, 1997         
         and 1996                                                

Condensed statements of cash flows-
         Six months ended June 30, 1997 and 1996                 

Notes to condensed financial statements-
         June 30, 1997                                           

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


PART II. OTHER INFORMATION

Item 2.           Changes in Securities                          

Item 4.           Submission of Matters to a Vote of
                  Security Holders                               

Item 6.           Exhibits and Reports on Form 8-K               


SIGNATURES                                                 

<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
                           UNIGENE LABORATORIES, INC.
                            CONDENSED BALANCE SHEETS

                                                     June 30        December 31
                                                      1997             1996
                                                  ------------      ------------
                                                   (Unaudited)
<S>                                               <C>              <C>
ASSETS
Current assets:
   Cash and cash equivalents .................    $    790,063     $  4,491,386
   Accounts receivable .......................             380          100,954
   Prepaid expenses and other
      current assets .........................         487,825          882,135
                                                  ------------     ------------
        Total current assets .................       1,278,268        5,474,475

Property, plant and equipment-net
   of accumulated depreciation and
   amortization ..............................       9,782,677       10,356,070
Patents and other assets .....................       1,368,119        1,338,691
                                                  ------------     ------------
                                                  $ 12,429,064     $ 17,169,236
                                                  ============     ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable ..........................    $    827,372     $  1,025,136
   Accrued expenses ..........................         702,854          685,568
   Notes payable - stockholders ..............         610,000          810,000
                                                  ------------     ------------
         Total current liabilities ...........       2,140,226        2,520,704

   Note payable - stockholders ...............         655,000          655,000
   9.5% convertible debentures ...............         502,694        1,283,400
   10% convertible debentures ................         450,000          850,000

Stockholders' equity:
   Common stock-par value $.01 per share;
      authorized 60,000,000 shares, issued
      and outstanding 37,366,494 shares in
      1997 and 35,352,824 shares in 1996 .....         373,665          353,528
   Additional paid-in capital ................      59,740,115       55,829,641
   Accumulated deficit .......................     (51,431,605)     (44,322,006)
   Less: Treasury stock, at cost,
      7,290 shares ...........................          (1,031)          (1,031)
                                                  ------------     ------------
        Total stockholders' equity ...........       8,681,144       11,860,132
                                                  ------------     ------------
                                                  $ 12,429,064     $ 17,169,236
                                                  ============     ============


                  See notes to condensed financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                               CONDENSED STATEMENTS OF OPERATIONS
                                          (Unaudited)


                                    Three Months Ended                   Six Months Ended
                                         June 30                             June 30
                               -----------------------------     -----------------------------
                                   1997             1996              1997           1996
                               ------------     ------------     ------------     ------------
<S>                            <C>              <C>              <C>              <C>
Licensing and
  other revenue ...........    $         42     $        628     $      1,484     $    305,809
                               ------------     ------------     ------------     ------------
Operating expenses:
  Research and
    development ...........       2,210,570        1,785,509        4,403,531        3,550,955

  Settlement of contractual
    right (Note D) ........            --               --          1,669,063             --

   General and
    administrative ........         444,581          518,030          994,597          909,210
                               ------------     ------------     ------------     ------------
                                  2,655,151        2,303,539        7,067,191        4,460,165
                               ------------     ------------     ------------     ------------
Operating loss ............      (2,655,109)      (2,302,911)      (7,065,707)      (4,154,356)
                               ------------     ------------     ------------     ------------

Other income (expense):
  Interest/other income ...          39,209           58,454           87,407          136,792
  Interest expense ........         (57,699)        (286,053)        (131,300)        (460,642)
                               ------------     ------------     ------------     ------------
                                    (18,490)        (227,599)         (43,893)        (323,850)
                               ------------     ------------     ------------     ------------
Net loss ..................    $ (2,673,599)    $ (2,530,510)    $ (7,109,600)    $ (4,478,206)
                               ============     ============     ============     ============

Net loss per share ........    $       (.07)    $       (.10)    $       (.19)    $       (.18)
                               ============     ============     ============     ============
Weighted average number
  of shares outstanding ...      37,148,345       25,190,637       36,586,995       24,520,790
                               ============     ============     ============     ============



                         See notes to condensed financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                           UNIGENE LABORATORIES, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)



                                                            Six Months Ended
                                                               June 30,
                                                    ---------------------------
                                                         1997            1996
                                                    ------------    -----------
<S>                                                 <C>             <C>
Net cash used for operating activities .........    $ (4,328,679)   $(6,125,813)
                                                    -----------     -----------

Investing activities:

   Construction of leasehold improvements ......        (18,298)           --
   Purchase of equipment and furniture .........       (147,809)       (125,574)
   Increase in patents and other assets ........        (80,962)        (55,833)
                                                    -----------     -----------
                                                       (247,069)       (181,407)
                                                    -----------     -----------

Financing activities:

   Sales of stock, net of related expenses .....           --           300,440
   Issuance of debt, net of related expenses ...           --         8,137,000
   Exercise of stock options and warrants ......        874,425         152,032
   Repayment of debt ...........................           --           (60,000)
                                                    -----------     -----------
                                                        874,425       8,529,472
                                                    -----------     -----------
Net increase (decrease) in cash and
   cash equivalents ............................     (3,701,323)      2,222,252
Cash and cash equivalents at
   beginning of year ...........................      4,491,386         258,627
                                                    -----------     -----------
Cash and cash equivalents at
   end of period ...............................    $   790,063     $ 2,480,879
                                                    ===========     ===========

Supplemental cash flow information:
   Exchange of notes ...........................           --       $ 3,300,000

Conversion of convertible debentures
   and accrued interest, net of related
   offering expenses into common stock .........    $ 1,181,136     $ 4,605,147

Conversion of notes payable-stockholders
   into common stock ...........................    $   200,000            --

Interest paid ..................................    $    46,669     $   182,923

                  See notes to condensed financial statements.
</TABLE>
<PAGE>
                           UNIGENE LABORATORIES, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  JUNE 30, 1997

NOTE A-BASIS OF PRESENTATION

The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information and with the  instructions to Form 10-Q and Article 10 of Regulation
S-X.  Accordingly,  they do not include  all of the  information  and  footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements.  In the opinion of management,  all adjustments considered necessary
for a fair presentation have been included.  Operating results for the six month
period ended June 30, 1997 are not  necessarily  indicative  of the results that
may be expected for the year ended December 31, 1997.  For further  information,
please  refer  to the  Company's  financial  statements  and  footnotes  thereto
included in the Company's annual report on Form 10-K for the year ended December
31, 1996.

NOTE B-LICENSING AGREEMENT WITH WARNER-LAMBERT COMPANY

In July  1997  the  Company  signed a  worldwide  licensing  agreement  for oral
calcitonin with the Parke-Davis division of Warner-Lambert Company.  Pursuant to
the terms of the licensing  agreement,  Unigene  received $6 million in up-front
payments from  Warner-Lambert.  This total consisted of a $3 million purchase of
the Company's  common stock at a price that will be equal to the average closing
price of stock for the 60 day period  ending on August 14,  1997 and a licensing
fee of $3  million.  Unigene is also  eligible  to receive an  additional  $48.5
million in milestone payments during the development  program as well as revenue
from the sale of raw material to Warner-Lambert  and royalties on product sales.
As part  of the  agreement,  Warner-Lambert  will  develop  and  market  an oral
calcitonin  product  and  Unigene  will be the  exclusive  supplier  of the bulk
calcitonin and will provide analytical support services.

NOTE C - CONVERSION OF NOTES PAYABLE TO STOCKHOLDERS INTO COMMON STOCK

In 1995,  executive  officers of the company,  Warren Levy,  Ronald Levy and Jay
Levy,  and another  member of the Levy family loaned to the Company an aggregate
of $1,905,000.  A total of $440,000 of these loans was repaid in 1996. On May 2,
1997, an aggregate of $200,000 in principal  amount of these loans was converted
into 57,200  shares of the common stock of the Company at a conversion  price of
$3.4965 per share.  The  closing  price of the common  stock on May 1, 1997,  as
reported in the Wall Street Journal, was $3.21875 per share.

NOTE D - SETTLEMENT OF CONTRACTUAL RIGHT

On February 7, 1997, the Company issued an aggregate of 490,000 shares of common
stock to the holders of the Company's 9.5% Senior Secured Convertible Debentures
(the "Debentures") in exchange for the surrender of certain  contractual rights.
The shares were issued in consideration for the cancellation of an obligation of
the  Company  to pay to the  holders a fee equal to 2% of the sum of the  market
value as of December 31, 1998 of the  Company's  common stock plus the principal
amount of all outstanding debt of the Company, less its cash on deposit, up to a
maximum fee of $3,000,000.  The expense  associated  with this  transaction  was
valued at  $1,669,063,  based on a closing price of the common stock of $3.40625
on February 7, 1997.
<PAGE>
NOTE E - CONVERTIBLE DEBENTURES

During the period  January 1, 1997 through June 30, 1997,  $780,706 of principal
amount of the Company's 9.5% Senior Secured Convertible Debentures was converted
into 697,058 shares of common stock.

During the period  January 1, 1997 through June 30, 1997,  $400,000 of principal
amount of the  Company's  10%  Convertible  Debentures,  plus $40,931 of accrued
interest, was converted into 220,465 shares of common stock.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Revenues  for the first six months of 1996  included a license  fee of  $300,000
from the  Company's  joint  venture in China.  Revenues  from hormone and enzyme
sales were  $1,000 and $6,000 for the six months  ended June 30,  1997 and 1996,
respectively.

Research and  development,  the Company's  largest  expense,  increased 24% from
$1,786,000 to  $2,211,000,  and 24% from  $3,551,000 to $4,404,000 for the three
months and six months ended June 30, 1997, respectively, as compared to the same
periods in 1996. The increase was primarily related to regulatory  documentation
preparation fees and increased expenditures for supplies and salaries.

Settlement of contractual right in 1997 represents the following transaction. On
February 7, 1997,  the Company  issued an aggregate of 490,000  shares of common
stock to the holders of the Company's 9.5% Senior Secured Convertible Debentures
(the "Debentures") in exchange for the surrender of certain  contractual rights.
The shares were issued in consideration for the cancellation of an obligation of
the  Company  to pay to the  holders a fee equal to 2% of the sum of the  market
value as of December 31, 1998 of the  Company's  common stock plus the principal
amount of all outstanding debt of the Company, less its cash on deposit, up to a
maximum fee of $3,000,000.  The expense  associated  with this  transaction  was
valued at  $1,669,063,  based on a closing price of the common stock of $3.40625
on February 7, 1997.

General and administrative  expenses decreased 14% from $518,000 to $445,000 and
increased  9% from  $909,000 to  $995,000,  for the three  months and six months
ended June 30, 1997, respectively,  as compared to the same periods in 1996. The
three month decrease was primarily due to reduced financing  expenses  partially
offset by increased  legal costs.  The six month  increase was  primarily due to
higher insurance and legal expenses.

Interest and other income decreased $19,000 and $49,000 for the three months and
six months ended June 30, 1997, respectively, as compared to the same periods in
1996.  The  decreases  were  due to a  reduction  in the  amount  of funds to be
invested  in 1997,  decreasing  interest  income  in  1997,  as well as gains on
settlement of debt recognized in 1996.

Interest  expense  decreased  $228,000 and $329,000 for the three months and six
months  ended June 30,  1997,  respectively,  as compared to the same periods in
1996  due to  conversions  in  1996  and  1997  of a  portion  of the  Company's
convertible debentures.

As a result of decreased revenue,  as well as increased operating expenses which
included  the  $1,669,000  settlement  in the first  quarter of 1997,  partially
offset by decreased interest expense,  the Company's net loss increased $143,000
or 6% and  $2,631,000  or 59% for the three months and six months ended June 30,
1997, respectively, as compared to the same periods in 1996.
<PAGE>
As of December  31, 1996,  the Company had  available  for income tax  reporting
purposes  net  operating  loss   carryforwards  in  the  approximate  amount  of
$44,300,000,  expiring  from 1997 through  2011,  which are  available to reduce
future earnings that otherwise would be subject to federal income taxes. For the
six months ending June 30, 1997, the Company  accumulated  additional  losses of
approximately  $7,100,000.  In addition,  the Company has investment tax credits
and research and  development  credits in the amounts of $64,000 and $1,454,000,
respectively,  which are available to reduce the amount of future federal income
taxes. These credits expire from 1997 through 2011.

The Company follows  Statement of Financial  Accounting  Standards No. 109 (FASB
109),  "Accounting  for  Income  Taxes".  Given the  Company's  past  history of
incurring  operating losses, any deferred tax assets that are recognizable under
FASB 109 have been fully  reserved.  As of January 1, 1997,  under FASB 109, the
Company  had  deferred  tax assets of  approximately  $19,200,000,  subject to a
valuation  allowance of  $19,200,000.  The  deferred  tax assets were  generated
primarily as a result of the Company's  net  operating  losses and available tax
credits.  For the six-month  period ended June 30, 1997, the Company's  deferred
tax assets and valuation allowances each increased by approximately $2,800,000.

Statement of Financial Accounting Standards No. 128 "Earnings Per Share" changes
the  reporting  requirements  for earnings  per share (EPS) for publicly  traded
companies by replacing  primary EPS with basic EPS and changing the  disclosures
associated  with this change.  The Company is required to adopt this standard in
the  fourth  quarter  of 1997 and is  currently  evaluating  the  impact of this
standard.

Liquidity and Capital Resources

During  1994,  the Company  completed  construction  of its  peptide  production
facility in  Boonton,  New  Jersey.  The  facility  was  constructed  in a shell
building that is being leased under a ten year net lease which began in February
1994.  The  Company  has two  ten-year  renewal  options as well as an option to
purchase the facility.  The cost of leasehold improvements and process equipment
for this facility, including current validation costs, totaled approximately $12
million.  The improvements  and equipment have been primarily  financed from the
remainder of the $17 million of proceeds received as a result of the exercise by
the warrant  holders of the Company's  Class A Warrants in 1991 and the proceeds
of $2.2 million from the sale of stock in 1994.  There are currently no material
commitments for capital expenditures  relating to either the Boonton facility or
the Company's facility in Fairfield.

The Company,  at June 30, 1997,  had cash and cash  equivalents  of $790,000,  a
decrease of $3,700,000 from December 31, 1996.

The Company's  ability to generate  additional  cash from operations will depend
primarily  upon signing  research or  licensing  agreements,  achieving  defined
benchmarks in such agreements,  receiving  regulatory approval for its products,
and marketing hormones and enzyme products. As of June 30, 1997, the Company had
one joint  venture  agreement  in effect,  which  contributed  $300,000  to 1996
revenues.  However,  there is no assurance that any additional  revenues will be
recognized or received under this agreement.

In July 1997,  the Company  finalized a worldwide  licensing  agreement for oral
calcitonin with the Parke-Davis division of Warner-Lambert Company.  Pursuant to
the terms of this  agreement,  in July 1997, the Company  received $6 million in
payments from  Warner-Lambert  consisting of a $3 million licensing fee and a $3
million  equity  investment by  Warner-Lambert.  The Company is also entitled to
<PAGE>
receive an additional  $48.5 million in milestone  payments during the course of
the development  program,  of which $15.5 million would be received prior to the
commencement of Phase I studies in the U.S., as well as revenue from the sale of
raw material to Warner-Lambert  and royalties on product sales by Warner-Lambert
and  affiliates.  Unigene  has  retained  the  right to  license  the use of its
technologies for injectable and nasal  formulations of calcitonin on a worldwide
basis.

The Company's cash  requirements  have increased to approximately $9 million per
year with the opening of its peptide manufacturing  facility.  In addition,  the
Company  faces  principal and interest  obligations  over the next several years
under its outstanding debentures and other indebtedness. However, because of the
recent  increase  in the  Company's  stock  price and the  current  below-market
conversion prices of each of the issues of debentures,  a substantial portion of
such debentures has been, and a substantial portion of the remainder is expected
to be,  converted into common stock  decreasing  cash required for principal and
interest  payments.  After  the  receipt  of  $6  million  from  Warner-Lambert,
management  believes  that  the  Company  currently  has  sufficient   financial
resources to sustain its  operations  at the current  level through at least the
first  quarter of 1998.  The Company will require  additional  funds through the
achievement  of  specified  milestones  in the  Warner-Lambert  agreement or the
signing of additional licensing agreements to ensure continued operations beyond
that time. Management believes that the various milestones in the Warner-Lambert
agreement can be achieved on a timely basis thereby  precluding the need for any
outside financing of the Company's operations.  Early-stage milestones primarily
relate to the  product's  performance  characteristics,  while the  latter-stage
milestones are primarily related to regulatory filings and approvals.

In addition to the  Warner-Lambert  agreement,  management  is actively  seeking
other  licensing  and/or supply  agreements  with  pharmaceutical  companies for
injectable  and nasal forms of calcitonin.  However,  there is no assurance that
any  additional  revenue-generating  agreements  will  be  signed  or  that  the
milestones associated with the Warner-Lambert agreement will be achieved. In the
absence of or the delay in achieving the Warner-Lambert milestones or in signing
other agreements,  obtaining adequate interim financing from other sources would
be necessary. However, there is no assurance that in such event sufficient funds
will be obtained.  The Company  believes  that while the  implementation  of the
Warner-Lambert  licensing  transaction  will  satisfy  the  Company's  liquidity
requirements over the short-term,  satisfying the Company's  long-term liquidity
requirements  will  require  the  successful  commercialization  of the  product
licensed to Warner-Lambert or one of its other calcitonin products.

                SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 

Certain  statements in this Form 10-Q  constitute  "forward-looking  statements"
within the meaning of the Private Securities  Litigation Reform Act of 1995 (the
"Reform Act"). Such forward-looking  statements involve known and unknown risks,
uncertainties  and other factors that may cause the actual results,  performance
or activities of the Company,  or industry results,  to be materially  different
from any future results,  performance or activities expressed or implied by such
forward-looking  statements. Such factors include: general economic and business
conditions, the financial condition of the Company,  competition,  the Company's
dependence on other  companies to  commercialize,  manufacture and sell products
<PAGE>
using the Company's technologies,  the uncertainty of results of preclinical and
clinical testing, the risk of product liability and liability for human clinical
trials,  the  Company's  dependence  on patents  and other  proprietary  rights,
dependence on key management  officials,  the  availability and cost of capital,
the  availability of qualified  personnel,  changes in, or the failure to comply
with, governmental regulations and the failure to obtain regulatory approvals of
the Company's products.
 

PART II.  OTHER INFORMATION

Item 2.           Changes in Securities

                  (a) and (b) Not applicable

                  (c) Recent Sales of Unregistered Securities

         On May 2, 1997,  the Company  issued 57,200 shares of common stock upon
the  conversion  of $200,000 in principal  amount of loans from  officers of the
Company.  All of such shares were issued by the Company without  registration in
reliance on an exemption under Section 4(2) of the Securities Act.

         In the second  quarter of 1997,  the Company  issued  111,397 shares of
common stock upon the conversion of $222,794 in principal  amount of and accrued
interest on the Company's 10% Convertible Debentures due March 4, 1999 (the "10%
Debentures"). All of such shares were issued by the Company without registration
in reliance on an exemption under Section 3(a)(9) of the Securities Act.

         In the second  quarter of 1997,  the Company  issued  50,000  shares of
common  stock upon the exercise of an equal  number of warrants  exercisable  to
purchase one share of common stock at an exercise  price of $2.10 per share.  An
additional 16,795 shares were issued upon the "cashless"  exercise of a total of
35,000 warrants.  The warrants were issued by the Company to certain  accredited
investors in connection  with the sale of the 10%  Debentures in March 1996. The
sale of such shares was effected in reliance on an exemption  from  registration
pursuant to Section 4(2) of the Securities Act.

         In the second  quarter of 1997,  the  Company  issued an  aggregate  of
105,000  shares  of common  stock to  certain  financial  and  public  relations
consultants  upon the  exercise of an equal  number of warrants  exercisable  to
purchase  one share of common  stock at exercise  prices  ranging from $1.625 to
$2.00  per  share.  The sale of such  shares  was  effected  in  reliance  on an
exemption from registration pursuant to Section 4(2) of the Securities Act.
<PAGE>
ITEM 4.           Submission of Matters to a Vote of Security-Holders

                  (a)     The  matters  described  under  item 4(c)  below  were
                          submitted to a vote of  security-holders at the Annual
                          Meeting  of  Stockholders  held on June 30,  1997 (the
                          "Annual  Meeting") in  connection  with which  proxies
                          were  solicited  pursuant to Regulation  14A under the
                          Securities Exchange Act.

                  (b)      Not applicable.

                  (c)      The following describes the matters voted upon at the
                           Annual  Meeting  and sets  forth the  number of votes
                           cast  for,  against  or  withheld  and the  number of
                           abstentions   as  to  each  such  matter  (except  as
                           provided  below  in  (iii),   there  were  no  broker
                           non-votes):

                           (i)      Election of directors:
<TABLE>
<CAPTION>

                           Nominee                                     For                           Withheld
                           -------                                     ---                           --------
<S>                                                                    <C>                           <C>
                           Jay Levy                                    30,266,235                    472,123
                           Ronald S. Levy                              30,266,135                    472,223
                           Warren P. Levy                              30,280,635                    457,723
                           Robert G. Ruark                             30,313,435                    424,923
                           George M. Weimer                            30,294,435                    443,923
                           Robert F. Hendrickson                       30,313,045                    425,313
</TABLE>
                           (ii)     Proposal to amend the Company's  Certificate
                                    of  Incorporation  to increase the number of
                                    authorized   shares  of  common  stock  from
                                    48,000,000 shares to 60,000,000 shares:

                             For                 Against              Abstain
                             ---                 -------              -------
                           29,064,857           1,492,703             180,798

                           (iii)    Proposal   to  amend  the   Company's   1994
                                    Employee  Stock  Option Plan to increase the
                                    total  number of shares of common stock that
                                    may be sold hereunder from 1,500,000  shares
                                    to 2,250,000 shares:

                             For                 Against              Abstain
                             ---                 -------              -------
                           27,611,386           1,838,379             202,210

                           There were 1,086,383  broker  non-votes in connection
                           with this item.
<PAGE>
                           (iv)     Proposal to ratify the  appointment  of KPMG
                                    Peat  Marwick LLP as auditors of the Company
                                    for 1997:

                             For                 Against              Abstain
                             ---                 -------              -------
                           30,402,470            246,935               88,953

                  (d)      Not applicable.


ITEM 6.           Exhibits and Reports on Form 8-K

                  (a)      Exhibits:  None

                  (b)      Reports on Form 8-K:

                  June 30,  1997  (announcement  of the  signing  of a letter of
                  intent for a worldwide licensing agreement for oral calcitonin
                  with the Parke-Davis division of Warner-Lambert Company).
<PAGE>




                                   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.


                                   UNIGENE LABORATORIES, INC.
                                   -----------------------------
                                   (Registrant)


                                   /s/ Warren P. Levy
August 14, 1997                    -----------------------------
                                   Warren P. Levy, President
                                   (Chief Executive Officer)


                                   /s/ Jay Levy
August 14, 1997                    -----------------------------
                                   Jay Levy, Treasurer
                                   (Chief Financial Officer and
                                    Chief Accounting Officer)