<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 FORM 10-Q/A

(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, 1996.

_____   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: 0-19749

                              CHEMTRAK INCORPORATED

            Delaware                                     77-0295388
(State or other jurisdiction of              (I.R.S Employer Identification No.)
incorporation or organization)

                    929 E. Arques Avenue, Sunnyvale, CA 94086
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (408) 773-8156

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

                          Common Stock $.001 par value
                                (Title of Class)

      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.

Class: Common Stock $.001 par value      Outstanding at July 31, 1996: 9,982,690
<PAGE>   2
                              CHEMTRAK INCORPORATED
                                      INDEX

<TABLE>
<CAPTION>
PART I.     FINANCIAL INFORMATION                                                   PAGE
                                                                                    ----
                                                                                     NO.
                                                                                    ----
<S>                                                                                 <C>
            Item 1:  Financial Statements

            Condensed Balance Sheets as of June 30, 1996 and December 31, 1995        3

            Condensed Statements of Operations for the three and six months ended
            June 30, 1996 and 1995                                                    4

            Condensed Statements of Cash Flows for the six months ended
            June 30, 1996 and 1995                                                    5

            Notes to Condensed Financial Statements                                   6

            Item 2:  Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                               7-9

PART II.    OTHER INFORMATION

            Item 4:  Submission of Matters to a Vote of Security-Holders             10

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

SIGNATURES                                                                           12

EXHIBITS                                                                             13
</TABLE>


                                       2
<PAGE>   3
                              CHEMTRAK INCORPORATED
                            CONDENSED BALANCE SHEETS
                                   (UNAUDITED)

                                     ASSETS

<TABLE>
<CAPTION>
                                                   June 30, 1996     December 31, 1995
                                                   -------------     -----------------
                                                    (unaudited)
<S>                                                <C>                 <C>
Current assets:
   Cash and cash equivalents                       $  5,989,000        $  4,251,000
   Short-term investments                             1,489,000           2,003,000
   Accounts receivable, net                             500,000             136,000
   Inventories                                          700,000             434,000
   Prepaid expenses and other current assets             78,000             245,000
                                                   ------------        ------------
      Total current assets                            8,756,000           7,069,000
   Property and equipment, net                        3,009,000           3,248,000
   Other assets                                          66,000              66,000
                                                   ------------        ------------
Total assets                                       $ 11,831,000        $ 10,383,000
                                                   ============        ============
</TABLE>

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<S>                                                <C>                 <C>
Current liabilities:
   Accounts payable                                $    449,000        $    632,000
   Accrued payroll and benefits                         157,000             121,000
   Other accrued liabilities                            560,000             258,000
   Accrued royalties                                    161,000             114,000
                                                   ------------        ------------
      Total current liabilities                       1,327,000           1,125,000

Accrued rent                                            268,000             240,000

Convertible debentures                                5,319,000                   0

Stockholders' equity:
   Common stock                                          10,000              10,000
   Additional paid-in capital                        37,733,000          37,528,000
   Deferred compensation                                (59,000)            (38,000)
   Accumulated deficit                              (32,767,000)        (28,482,000)
                                                   ------------        ------------
      Total stockholders' equity                      4,917,000           9,018,000
                                                   ------------        ------------
Total liabilities and stockholders' equity         $ 11,831,000        $ 10,383,000
                                                   ============        ============
</TABLE>

                             See accompanying notes.


                                       3
<PAGE>   4
                              CHEMTRAK INCORPORATED
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                               Three months ended                      Six months ended
                                                                     June 30,                               June 30,
                                                          ------------------------------        ------------------------------
                                                              1996               1995              1996                1995
                                                          -----------        -----------        -----------        -----------
<S>                                                       <C>                <C>                <C>                <C>
Net revenues:
    Product sales                                         $   581,000        $   238,000        $ 1,437,000        $ 1,664,000
    Funded research and other revenues                         25,000            520,000            175,000            910,000
                                                          -----------        -----------        -----------        -----------
        Total net revenues                                    606,000            758,000          1,612,000          2,574,000

Cost and expenses:
    Cost of product sales                                     824,000            640,000          1,555,000          2,037,000
    Research and development                                  729,000            658,000          1,473,000          1,250,000
    Marketing, general and administrative                   1,179,000            650,000          2,273,000          1,427,000
    Purchase of in-process research and development                --                 --                 --          1,500,000
                                                          -----------        -----------        -----------        -----------
        Total costs and expenses                            2,732,000          1,948,000          5,301,000          6,214,000
                                                          -----------        -----------        -----------        -----------
Operating loss                                             (2,126,000)        (1,190,000)        (3,689,000)        (3,640,000)

Net interest income and expense                              (663,000)            75,000           (596,000)           158,000
                                                          -----------        -----------        -----------        -----------
Net Income (loss)                                         $(2,789,000)       $(1,115,000)       $(4,285,000)       $(3,482,000)
                                                          ===========        ===========        ===========        ===========
Net income (loss) per share                               $     (0.29)       $     (0.12)       $     (0.44)       $     (0.36)
                                                          ===========        ===========        ===========        ===========
Shares used in calculating per share amounts                9,773,000          9,660,000          9,743,000          9,587,000
                                                          ===========        ===========        ===========        ===========
</TABLE>

                             See accompanying notes.


                                       4
<PAGE>   5
                              CHEMTRAK INCORPORATED
                       CONDENSED STATEMENTS 0F CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                         Six months ended
                                                                             June 30,
                                                                 ------------------------------
                                                                    1996                1995
                                                                 -----------        -----------
<S>                                                              <C>                <C>
Operating activities:
   Net loss                                                      $(4,285,000)       $(3,482,000)
   Adjustment to reconcile net loss to net cash and
     cash equivalents used in operating activities:
       Depreciation and amortization                                 430,000            423,000
       Non cash interest expense and financing costs
       associated with convertible debentures                        619,000             ------
       Accrued rent                                                   27,000             27,000
       Stock option compensation and other                             2,000            (48,000)
       Purchase of in-process research and development for
           common stock                                                    0            900,000
   Changes in operating assets and liabilities:
       Accounts receivable                                          (364,000)           436,000
       Inventories                                                  (266,000)           563,000
       Prepaid expenses and other current assets                     167,000            160,000
       Accounts payable                                             (183,000)          (434,000)
       Accrued payroll and benefits                                   36,000           (411,000)
       Other accrued liabilities                                     349,000           (140,000)
                                                                 -----------        -----------
            Net cash and cash equivalents provided
              by (used in) operating activities                   (3,468,000)        (2,006,000)
                                                                 -----------        -----------
Investing activities:
   Proceeds from available-for-sale securities                       514,000          3,000,000
   Aquisition of property and equipment, net                        (190,000)           (85,000)
                                                                 -----------        -----------
            Net cash and cash equivalents provided
             by (used in) investing activities                       324,000          2,915,000
                                                                 -----------        -----------
Financing activities:
   Net proceeds from issuance of convertible debentures            4,700,000                  0
   Issuance of common stock                                          182,000            119,000
                                                                 -----------        -----------
            Net cash and cash equivalents provided
             by financing activities                               4,882,000            119,000
                                                                 -----------        -----------
Net increase (decrease) in cash and cash equivalents               1,738,000          1,028,000
Cash and cash equivalents at beginning of period                   4,251,000          2,280,000
                                                                 -----------        -----------
Cash and cash equivalents at end of period                       $ 5,989,000        $ 3,308,000
                                                                 ===========        ===========
</TABLE>

                             See accompanying notes.


                                       5
<PAGE>   6
                              CHEMTRAK INCORPORATED

                     NOTES TO CONDENSED FINANCIAL STATEMENTS

                                  June 30, 1996

                                   (unaudited)

Note 1.  Basis of Presentation

         The accompanying unaudited financial statements include all adjustments
consisting of normal recurring adjustments which the Company's management
believes to be necessary to fairly present the Company's financial position as
of June 30, 1996, and the results of operations for the three and six months
ended June 30, 1996 and 1995.

         The operating results of the interim periods presented are not
necessarily indicative of the results for the full year. The accompanying
financial statements should be read in conjunction with the financial statements
for the year ended December 31, 1995, included in the ChemTrak Incorporated
Annual Report on Form 10-K for the fiscal year ended December 31, 1995 (the
"Form 10-K"), and the 1995 Annual Report to Stockholders (the "Annual Report").
The information set forth in the accompanying balance sheet as of December 31,
1995, has been derived from the audited balance sheet included in the
above-referenced Form 10-K and Annual Report.

Note 2.  Recent SEC Interpretation

         In March 1997, the Company determined that its previously reported
operating results and balance sheet data for the three-month periods ended June
30, 1996, September 30, 1996 and December 31, 1996 required restatement.  The
revisions to these quarters were made to reflect recent guidance that appeared
in a December 1996 speech outline from a member of the Division of Corporate
Finance of the Securities and Exchange Commission ("SEC") as it related to debt
that is convertible to equity at a discount to market.  As a result of the
SEC's recent statement, the Company restated quarters subsequent to the
completion of their May 1996 private placement of $5,000,000 in convertible
debentures that are convertible into common stock at a conversion price equal
to 82.5% of the average closing price of the common stock for the five
business days immediately preceding such time as the debentures are converted.
In accordance with the December 1996 guidance, the Company has recognized
additional non-cash interest expense of $875,000 ($656,250 and $218,750 in the
quarters ended June 30, 1996 and September 30, 1996, respectively) associated
with the embedded conversion feature which allows the debenture holders to
convert their debentures into common stock at a discount to the then market
price of the common stock.

Note 3.  Net Loss Per Share

Net loss per share is computed using the weighted number of shares outstanding.
Common equivalent shares from stock options are excluded in the computation as
their effect is antidilutive.

Note 4.  Inventories

         Inventories are stated at the lower of standard cost (which
approximates actual costs on a first-in, first-out basis) or market. Inventories
consisted of the following:

<TABLE>
<CAPTION>
                            June 30, 1996    December 31,1995
                            -------------    ----------------
<S>                           <C>                <C>
Raw materials.............    $153,000           $145,000
Work in process...........      64,000             41,000
Finished goods............     483,000            248,000
                              --------           --------
Total.....................    $700,000           $434,000
                              ========           ========
</TABLE>


                                       6
<PAGE>   7
                              CHEMTRAK INCORPORATED

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

        In December 1995 ChemTrak regained the exclusive rights to market its
AccuMeter Cholesterol Self-Test in the United States retail market. Previously
sold as the Advanced Care Cholesterol Test by Direct Access Diagnostics ("DAD"),
a Johnson & Johnson company, it has been relaunched under the trade name
CholesTrak. CholesTrak is the first and only over-the-counter cholesterol test
to be cleared by the U.S. Food and Drug Administration (the "FDA"). The
Company's position in this market was solidified earlier in 1995 when the FDA
cleared our High Density Lipoprotein, or so called "good cholesterol", test for
professional use.

        On April 29, 1996, the Company announced it had signed a multi-year
distribution agreement with Helena Laboratories (Canada) Ltd. for its CholesTrak
home cholesterol test. This agreement will result in the launch of CholesTrak
for the first time in Canada. Helena Laboratoris (Canada) has been marketing
ColoCARE, a unique and patented home test for colorectal cancer and has created
a new category in Canadian retail pharmacies.

        On July 2, 1996, the Company announced it had received marketing
clearance from the U.S. FDA for its H. pylori test for use in physicians
offices. In March 1995, ChemTrak entered into an exclusive distribution and
supply agreement for its H. pylori test in the U.S. market with Astra Merck,
Inc. a major pharmaceutical company.

        The Company has several products currently in development, some of which
are based on the AccuMeter technology. Other product applications have only
reached the laboratory feasibility stage. Factors that affect the Company's
success include ChemTrak's ability to develop future products, its ability to
manufacture its products, obtain regulatory clearance for marketing its
products, and have its products marketed successfully, all on a timely basis.
There can be no assurance that the Company's current product development efforts
will be successfully completed, that products will be manufactured in the
required commercial quantities, that timely required clearances will be obtained
for the Company's future products on a timely basis, if at all, or that the
Company's products will be marketed successfully.


                                       7
<PAGE>   8
        As of June 30, 1996 the Company had an accumulated deficit of
$32,767,000. Profitability is highly dependent upon numerous factors including,
but not limited to, the Company's ability to provide product in sufficient, cost
effective quantities and the ultimate success of its products in the U.S.
over-the-counter market. Due to the uncertainty of these factors, it is
difficult to reliably predict when such profitability may occur, if at all.

        The Company has historically experienced significant fluctuations in its
operating results and anticipates that these fluctuations may continue. The
market price of the shares of the Company's common stock, like those of other
emerging medical technology companies, has been highly volatile. Various
factors, including but not limited to fluctuations in the Company's operating
results, technical and regulatory developments, general market and economic
factors, may have a significant effect on the market price of the Company's
common stock.

RESULTS OF OPERATIONS

NET REVENUES

        Total net revenues decreased to $606,000 for the three months ended June
30, 1996 from $758,000 for the three months ended June 30, 1995. Product sales
increased to $581,000 in the three months ended June 30, 1996 from $238,000 in
the three months ended June 30, 1995, due to the relaunch of the Company's
AccuMeter Cholesterol Self-Test under the trade name CholesTrak. Funded research
decreased to $25,000 for the three months ended June 30, 1996 from $520,000 for
the three months ended June 30, 1995. The funded research of $520,000 for the
second quarter of 1995 included a $200,000 milestone payment from DAD for
completion of the third phase of a second generation total cholesterol test and
a $250,000 milestone payment received from Astra Merck Inc. for work completed
on the development stage test for detecting the presence of H. Pylori. For the
six months ended June 30, 1996, net revenue was $1,612,000 as compared to
$2,574,000 for the six months ended June 30, 1995. During the six months ended
June 30, 1996, product sales were $1,437,000 as compared to $1,664,000 for the
six months ended June 30, 1995. Funded research was $175,000 for the six months
ended June 30, 1996, compared with $910,000 for the six months ended June 30,
1995. This decrease was due to reduced milestone payments from Astra Merck and
DAD.

COST OF PRODUCT SALES

        For the three months ended June 30, 1996, the cost of product sales
increased to $824,000 from $640,000 for the three months ended June 30, 1995.
The increase was due to the increase in product sales volume. The decrease in
cost of product sales for the six months ended June 30, 1996 to $1,555,000 from
$2,037,000 for the same period last year is primarily due to improved
manufacturing effiencies.

        Product gross margin as a percentage of product sales increased to a
negative 42% on the three months ending June 30, 1996 from a negative 169% for
the same period in 1995. Product gross margin as a percentage of sales increased
to a negative 8% for the six months ended June 30, 1996 from a negative 22% for
the six months ended June 30, 1995. These increases were due to efforts made by
the company to decrease manufacturing costs.


                                       8
<PAGE>   9
RESEARCH AND DEVELOPMENT

        Research and development expenses increased to $729,000 in the three
months ended June 30, 1996 from $658,000 for the three months ended June 30,
1995. For the six months ended June 30, 1996, research and development expenses
increased to $1,473,000 from $1,250,000 for the six months period ended June 30,
1995. These increases were primarily due to increased research spending
associated with the Company's H. pylori test.

MARKETING, GENERAL AND ADMINISTRATIVE

        Marketing, general and administrative expenses increased to $1,179,000
for the three months ended June 30, 1996 from $650,000 for the three months
ended June 30, 1995. For the six months ended June 30, 1996, marketing, general
and administration expenses were $2,273,000 as compared to $1,427,000 for the
six months ended June 30, 1995. These increases were primarily due to selling
and advertising expenses associated with the relaunch of the Company's
CholesTrak total cholesterol test.

INTEREST INCOME AND EXPENSE

        Interest income and expense increased to $663,000 net expense in the
three months ended June 30, 1996 from $75,000 income for the three months ended
June 30, 1995, and decreased to $596,000 expense for the six months ended June
30, 1996 from $158,000 income for the six months ended June 30, 1995. These
decreases were due to reduced levels of short term investments and interest
expense attributable to the conversion feature of convertible debentures which
allows holders to convert their debentures into common stock at a discount to
market and stated interest on the convertible debentures that the Company
issued  during May 1996.

LIQUIDITY AND CAPITAL RESOURCES

        From August 1985 through January 1992 the Company was financed through
private placements of equity securities. In February 1992, the Company completed
its initial public offering, raising approximately $23,500,000 net of issuance
costs. In May 1996, the Company completed an issuance of convertible debentures,
raising approximately $4,700,000 net of issuance costs.

        At June 30, 1996, the Company had approximately $7,478,000 in cash and
short-term investments.

        During the three months ended June 30, 1996, the Company issued
$5,000,000 of convertible debentures. Prior to this issuance, the Company had no
long-term debt.

        The Company believes that its existing capital resources, together with
internally generated funds, will be sufficient to meet its operating needs as
well as its purchase requirements for property, plant and equipment for at least
the next twelve months.


                                       9
<PAGE>   10
                              CHEMTRAK INCORPORATED

                           PART II. OTHER INFORMATION

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

         a) The Annual Meeting of Stockholders of ChemTrak Incorporated was held
            on May 16, 1996.

         b) David Rubinfien was elected to the board of directors to hold office
            until the 1999 Annual Meeting of Stockholders.

            Following is a list of persons whose term of office as directors of
            the Company continued after the meeting:

            Director                            Term Expires
            --------                            ------------
            Jerry B. Gin                            1997
            Malcolm Jozoff                          1997
            Gordon Russell                          1998
            Prithipal Singh, Ph.D.                  1998

         c) The matters voted upon at the meeting and the voting of the
            stockholders with respect thereto are as follows:

            The election of David Rubenfien as a director to hold office until
            the 1999 Annual Meeting of Stockholders:

            For:   8,279,369              Withheld:    73,729

            Ratification of the selection of Ernst & Young LLP as independent
            public accountants of the Company for its fiscal year ending
            December 31, 1996:

            For: 8,312,891  Against:21,576  Abstain: 18,631  Broker Non-votes: 0


                                       10
<PAGE>   11
                              CHEMTRAK INCORPORATED

                           PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K                                 Page
         --------------------------------                                 ----
         a) Exhibits

            11.1    Statement re: computation of income (loss) per share   14

         b) Reports on Form 8-K

            A Current Report on Form 8-K (File No. 0-19749) dated May 13, 1996,
            announcing the closing of the convertible debenture transaction, was
            filed on June 6, 1996.


                                       11
<PAGE>   12
                              CHEMTRAK INCORPORATED

                                   SIGNATURES

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

Date: August 6, 1996                      CHEMTRAK INCORPORATED
                                    ____________________________________________
                                    Prithipal Singh, Ph.D.
                                    Chief Executive Officer and
                                    Chairman of the Board
                                    (Principal Executive Officer)

                                    ____________________________________________
                                    Edward F. Covell
                                    President and Chief Operating Officer
                                    (Principal Financial Officer)

                                    ____________________________________________
                                    Douglas W. Lange
                                    Principal Accounting Officer


                                       12
<PAGE>   13
                             CHEMTRAK INCORPORATED

                               INDEX TO EXHIBITS

          EXHIBIT
            NO.               DESCRIPTION
          -------             -----------
           11.1          Calculation of Earnings Per Share

           27.1          Financial Data Schedule


                                       18