<PAGE>   1


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

                                   FORM 10-Q/A


                 X  QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                ---   OF THE SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended June 30, 1996
                                                -------------
                                       OR

         _____ TRANSITION REPORT PURSUANT TO SECTION 13 OF THE
                 SECURITIES EXCHANGE ACT OF 1934


         For the transition period from ____________ to_____________


         Commission file number 0-17254
                                -------

                           NOVEN PHARMACEUTICALS, INC.             
            ------------------------------------------------------
            (Exact name of Registrant as specified in its charter)


<TABLE>
<S>                                                         <C>
      STATE OF DELAWARE                                               59-2767632        
-------------------------------                             ----------------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                              Identification Number)
</TABLE>


<TABLE>
<S>                                                                 <C>
  11960 S.W. 144th Street, Miami, FL                                    33186    
---------------------------------------                             -------------
(Address of principal executive offices)                            (Zip Code)
</TABLE>


Registrant's telephone number, including area code  (305) 253-5099
                                                    --------------    

         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 last practicable date.


<TABLE>
<S>                                                         <C>
            Class                                           Outstanding at July 26, 1996   
            -----                                           -------------------------------
Common stock $.0001 par value                                       19,819,166
</TABLE>
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      Item 6.             Exhibits and Reports on Form 8-K
      ------              --------------------------------

       10.28              Amendment dated May 6, 1996 to the June 9, 1994
                          Amendment to the License Agreement and the Supply
                          Agreement, each dated April 27, 1989 by and between
                          the Company and Rhone-Poulenc Rorer, Inc. (with
                          certain portions omitted pursuant to Rule 24b-2).
                          Confidential Treatment has been requested for certain
                          portions of this exhibit.
                        
   
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                                   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.

 
                                          NOVEN PHARMACEUTICALS, INC.
                                                (Registrant)





Date: November 27, 1996                     By: /s/ Steven Sablotsky
      ---------------                         ---------------------------------
                                              Steven Sablotsky, Chairman of the
                                              Board and President



                                          By: /s/ William A. Pecora
                                              ---------------------------------
                                              William A. Pecora
                                              Chief Financial Officer