SECURITIES AND EXCHANGE COMMISSION    Total Pages-   16
                          WASHINGTON, D.C. 20549          Exhibit Index- 15
                                                

                                 FORM 10-Q
(Mark one)

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

For the quarterly period ended      September 30, 1996       

                                    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 Number 0-12042
                                                         


                               BIOGEN, INC.                     
                                                                  

          (Exact name of registrant as specified in its charter)


          Massachusetts                            04-3002117              
   (State or other jurisdiction of     (I.R.S. Employer Identification No.) 
 incorporation or organization)

14 Cambridge Center, Cambridge, MA                   02142                 
(Address of principal executive offices)           (Zip Code)


     Registrant's telephone number, including area code:  (617) 679-2000

     Former name, former address and former fiscal year, if changed since
last report:   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     

     Number of shares outstanding of each of the issuer's classes of common
stock, as of November 4, 1996:

  Common Stock, par value $0.01                    36,004,196              
      (Title of each class)                    (Number of Shares)

<PAGE>
                          B I O G E N , I N C .                      Page 2


                                   INDEX

                                                                 Page No.

PART I - FINANCIAL INFORMATION

   Condensed Consolidated Balance Sheets -
     September 30, 1996 and December 31, 1995 . . . . . . . . . . .   3

   Condensed Consolidated Statements of Income -
     Three months and nine months ended September 30, 1996 and 1995   4

   Condensed Consolidated Statements of Cash Flows -
     Nine months ended September 30, 1996 and 1995. . . . . . . . .   5

   Notes to Condensed Consolidated Financial Statements . . . . . .   6

   Management's Discussion and Analysis of Financial
     Condition and Results of Operations. . . . . . . . . . . . . .   9

 PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . . . . .   13



                   * * * * * * * * * * * * * * * * * * 












Note concerning trademarks:   Certain names mentioned in this report are
                              trademarks owned by Biogen, Inc. or its
                              affiliates.  HIRULOG(R) and AVONEX(TM) are
                              trademarks of Biogen, Inc.



<PAGE>
                       BIOGEN, INC. AND SUBSIDIARIES                 Page 3

                   CONDENSED CONSOLIDATED BALANCE SHEETS
                              (in thousands)

                                            September 30,1996  Dec. 31,1995
                                               (unaudited)
ASSETS
   Current assets
    Cash and cash equivalents . . . . . . . . .  $ 62,610      $ 45,770
    Marketable securities . . . . . . . . . . .   220,089       262,178
    Accounts receivable, net. . . . . . . . . .    65,858        19,612
    Inventory . . . . . . . . . . . . . . . . .    16,802         7,131
    Deferred income taxes . . . . . . . . . . .    44,239          --
    Other . . . . . . . . . . . . . . . . . . .     5,040         5,618
                                                 --------      --------
    Total current assets. . . . . . . . . . . .   414,638       340,309
                                                 --------      --------
   Property, plant and equipment
    Total cost. . . . . . . . . . . . . . . . .   206,462       155,014
    Less accumulated depreciation . . . . . . .    49,253        39,966
                                                 --------      --------
    Property, plant and equipment, net. . . . .   157,209       115,048
                                                 --------      --------
   Other assets, net. . . . . . . . . . . . . .    15,521        13,844
                                                 --------      --------
                                                 $587,368      $469,201
                                                 ========      ========


LIABILITIES AND SHAREHOLDERS' EQUITY
   Current liabilities
    Accounts payable. . . . . . . . . . . . . .  $  9,902      $ 12,512
    Current portion long-term debt. . . . . . .     1,667         1,667
    Other current liabilities . . . . . . . . .    54,741        39,216
                                                 --------      --------
    Total current liabilities . . . . . . . . .    66,310        53,395
                                                 --------      --------
   Long-term debt . . . . . . . . . . . . . . .    59,956        32,826
                                                 --------      --------
   Shareholders' equity
    Common stock. . . . . . . . . . . . . . . .       717           710
    Additional paid-in capital. . . . . . . . .   456,539       408,793
    Retained earnings (deficit) . . . . . . . .     4,602       (27,699)
    Unrealized gain (loss) on
     marketable securities, net of tax . . . .       (694)        1,245 
    Cumulative translation adjustment . . . . .       (62)          (69)
                                                 --------      --------
    Total shareholders' equity. . . . . . . . .   461,102       382,980
                                                 --------      --------
                                               $  587,368      $469,201
                                                 ========      ========


See Notes to Condensed Consolidated Financial Statements.







                       BIOGEN, INC. AND SUBSIDIARIES                 Page 4

                CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                (unaudited)
                 (in thousands, except per share amounts)




                                        Three Months         Nine Months
                                       Ended Sept.30,       Ended Sept. 30,
                                       1996      1995       1996      1995 

REVENUES

   Product sales. . . . . . . . . .  $27,517  $     --   $ 33,642  $     --
   Royalties. . . . . . . . . . . .   69,236    33,884    138,646    98,554
   Interest . . . . . . . . . . . .    4,106     4,293     12,815    12,489
                                      -------   -------    -------   ------ 
    Total revenues . . . . . . . .    100,859    38,177    185,103   111,043
                                     -------   -------    -------   -------
EXPENSES

   Cost of sales. . . . . . . . . .   10,424     2,601     18,413     7,753
   Research and development . . . .   30,338    22,465     84,051    64,170
   Selling, general and 
      administrative. . . . . . . .   18,880    10,272     51,873    27,796
   Other. . . . . . . . . . . . . .      494       881      1,812     5,398
                                     -------   -------    -------   -------
   Total expenses . . . . . . . . .   60,136    36,219    156,149   105,117
                                     -------   -------    -------   -------

INCOME BEFORE INCOME TAXES . . . . .  40,723     1,958     28,954     5,926

Income taxes. . . . . . . . . . . .   (4,329)      830     (3,347)    1,250
                                     -------   -------   -------   --------
NET INCOME . . . . . . . . . . . .  $ 45,052   $ 1,128   $ 32,301   $ 4,676
                                      ======   =======    =======  ======== 
    
NET INCOME PER SHARE . . . . . . .  $   0.60   $  0.02    $  0.45   $  0.06
                                     =======   =======    =======   =======

Average shares outstanding. . . . .   74,570    73,440     72,395    71,956
                                     =======   =======    =======   =======




See Notes to Condensed Consolidated Financial Statements.





<PAGE>
                       BIOGEN, INC. AND SUBSIDIARIES                 Page 5

              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (unaudited)
                              (in thousands)

                                                     Nine Months Ended
                                                          September,      
                                                   1996             1995  

CASH FLOWS FROM OPERATING ACTIVITIES
  Net income. . . . . . . . . . . . . . . . . .  $  32,301        $  4,676
  Adjustments to reconcile net income
   to net cash used by operating activities:
   Depreciation and amortization. . . . . . . .     11,195           7,833
   Deferred income taxes . . . . . . . . . . . .    (5,534)             --  
   Other. . . . . . . . . . . . . . . . . . . .      1,163           1,161
   Changes in:
    Accounts receivable . . . . . . . . . . . .    (46,246)            116
    Other current assets. . . . . . . . . . . .     (9,093)         (4,328)
    Other assets. . . . . . . . . . . . . . . .     (1,517)         (3,888)
    Accounts payable and 
     other current liabilities. . . . . . . . .     12,105          (6,689)
                                                  --------         -------
  Net cash used by operating activities . . . .     (5,626)         (1,119)
                                                  --------         -------
CASH FLOWS FROM INVESTING ACTIVITIES
  Purchases of marketable securities. . . . . .   (265,594)       (178,229)
  Proceeds from sales of marketable securities.    304,524         163,919
  Acquisitions of property, plant and
   equipment. . . . . . . . . . . . . . . . . .    (50,613)        (33,221)
  Additions to patents. . . . . . . . . . . . .     (1,742)         (1,687)
                                                  --------          ------- 
   Net cash used by investing activities . . .     (13,425)        (49,218)
                                                 ---------         -------
CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from issuance of long-term debt. . .     27,963          30,799
  Payments of long-term debt. . . . . . . . . .       (833)            --
  Proceeds from exercise of common 
    stock warrants and options. . . . . . . . .       8,761          17,373
                                                  --------          ------
  Net cash provided from financing activities .     35,891          48,172
                                                  --------          ------

NET INCREASE (DECREASE) IN CASH AND 
  CASH EQUIVALENTS. . . . . . . . . . . . . . .     16,840          (2,165)

CASH AND CASH EQUIVALENTS, 
  BEGINNING OF PERIOD . . . . . . . . . . . . .     45,770          54,682
                                                  --------         -------      
CASH AND CASH EQUIVALENTS,
  END OF PERIOD . . . . . . . . . . . . . . . .  $  62,610        $ 52,517
                                                 ========          =======



See Notes to Condensed Consolidated Financial Statements.



                       BIOGEN, INC. AND SUBSIDIARIES                 Page 6

           NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                (unaudited)



1.  In the opinion of management, the accompanying unaudited condensed
    consolidated financial statements include all adjustments, consisting of
    normal recurring accruals, considered necessary to present fairly the
    financial position, results of operations and cash flows of the Company. 
    The Company's accounting policies are described in the Notes to
    Consolidated Financial Statements in the Company's 1995 Annual Report. 
    Interim results are not necessarily indicative of the operating results 
    for any other interim period or for the full year.

    The preparation of financial statements in conformity with generally
    accepted accounting principles requires management to make estimates
    and assumptions that affect the reported amounts of assets and
    liabilities and disclosure of contingent assets and liabilities at
    the date of the financial statements and the reported amounts of
    revenues and expenses during the reporting period.  Actual results
    could differ from those estimates.

    On October 22, 1996, the Board of Directors declared a two-for-one stock
    split to be effected in the form of a stock dividend of one share of
    Common Stock for each share outstanding.  The stock dividend will be
    payable on November 15, 1996 to shareholders of record at the close of
    business on November 4, 1996.  All references to the number of shares
    and per share amounts in the financial statements have been restated to
    reflect the effect of the stock split.  As of September 30, 1996 and
    December 31, 1995, there were 33,505,501 and 35,855,807 shares
    outstanding which have been restated for the two-for-one stock split to
    71,011,022 and 71,710,414, respectively.

2.  On May 17, 1996, the Company received a license from the U.S. Food and
    Drug Administration ("FDA") to market AVONEX(TM) (Interferon beta-1a), a
    new drug for treatment of relapsing forms of multiple sclerosis. 
    Revenues from product sales are recognized when goods are shipped and
    are net of third party contractual allowances.

3.  In March 1995, the Company completed construction of its research
    laboratory and office building in Cambridge, Massachusetts and
    exercised its option to obtain a 7.5% secured term loan with a bank
    for $25 million.  The annual principal payable in each of the years
    1996 through 1999 is $1.7 million with the balance due May 8, 2005. 
    In the second quarter of 1995, the Company began construction of its
    biologics manufacturing facility in Research Triangle Park, North
    Carolina.  The estimated cost of construction, including land, of
    this facility is $59 million.  As of September 30, 1996, the Company
    had paid or been invoiced approximately $49 million and had
    additional commitments totaling approximately $10 million on this
    project.  In August 1995, the Company entered into a loan agreement
    with a bank for financing of this project.  Under the terms of the
    agreement, the Company may be advanced funds during the construction
    period up to $50 million.  As of September 30, 1996, funds advanced
    were approximately $38 million.


    
                                                            Page 7

    Terms of the loan agreements include various covenants, including
    financial covenants which require the Company to maintain minimum net
    worth, cash flow and various financial ratios.  The loans are secured by
    the underlying buildings.

4.  Inventories are stated at the lower of cost or market with cost
    determined under the first-in/first-out ("FIFO") method.  Included in
    inventory are raw materials used in the production of pre-clinical and
    clinical products which are expensed as research and development costs
    when consumed.  Inventories, net of applicable reserves and allowances,
    at September 30, 1996 and December 31, 1995 are as follows:

                                          (In Thousands)
                                 September 30,1996    December 31, 1995
          Raw materials          $     3,614         $     3,051
          Work in process              8,337               2,968
          Finished goods               4,851               1,112
                                 -----------         -----------
                                 $    16,802         $     7,131
                                 ===========         ===========

5.  Effective July 1, 1996, the Company signed a collaborative research and
    commercialization agreement with Ontogeny, Inc. ("Ontogeny"), a private
    biotechnology company, for the development and commercialization of
    three specific Hedgehog cell differentiation proteins.  The Company
    acquired a minority equity interest in Ontogeny as well as certain
    exclusive, worldwide rights related to products based on the Hedgehog
    proteins for most disease areas.  The Company has agreed to fund
    approximately $6 million in research and development costs of Ontogeny
    over two years and to make license fees and milestone payments to
    Ontogeny of up to $27 million per Hedgehog protein, depending on the
    achievement of certain clinical, regulatory and commercial milestones.

6.  On October 7, 1996, a judge dismissed the lawsuit filed by Berlex
    Laboratories, Inc. ("Berlex") against the FDA in the United States
    District Court for the District of Columbia in which Berlex claimed that
    the FDA's approval of Biogen's  AVONEX(TM)(Interferon beta 1a) was
    improper.  Biogen was an intervenor-defendant in the litigation.  In
    dismissing the suit, the judge held that the FDA acted lawfully in
    approving AVONEX(TM).  Berlex has sixty days from the date of the
    decision to appeal.
   
    On July 3, 1996, Berlex filed suit against Biogen alleging that Biogen's
    production of AVONEX(TM) infringes Berlex's "McCormick" patent in the
    United States.  Berlex seeks a judgment granting it unspecified damages,
    a trebling of any damages awarded and a permanent injunction restraining
    Biogen from alleged infringement.  Prior to the date of the suit filed
    by Berlex on the McCormick patent, Biogen had filed a suit against
    Schering AG ("Schering"), Berlex and the Board of Trustees of the Leland
    Stanford Jr. University ("Stanford") seeking a judgment which declares
    the McCormick patent invalid and not infringed by Biogen and which
    enjoins Schering, Berlex and Stanford from asserting any charge of
    infringement of the McCormick patent or asserting any civil action
    against Biogen and its customers or users of AVONEX(TM).  See Item 1 -
    Legal Proceedings.



                                                              Page 8

    The Company is also a party to a class action lawsuit in connection with
    disclosures related to Biogen's HIRULOG(R) product.

    The Company's management believes that it has meritorious defenses to
    the preceding claims and given these defenses, believes the ultimate
    outcome of these legal proceedings will not have a material adverse
    effect on the results of operations or financial position of the
    Company.

7.  Due to the sustained growth during the quarter in sales and
    profitability of the Company's first commercial product, AVONEX(TM), the
    Company made the determination that it is more likely than not that it
    will realize the benefits of the net deferred tax assets and it has
    therefore reversed all of the related valuation allowance. 

    The Company's reversal of the valuation allowance resulted in a
    realization of income tax benefit of approximately $23 million
    representing the balance of tax-loss carryforwards and tax credits that
    had not been recognized at the beginning of the quarter as well as tax
    credits generated during the quarter.  The reversal of the valuation 
    allowance also resulted in an increase in additional paid-in capital of
    $38.6 million relating to deductions for non-qualified stock options.

8.  On September 30, 1996, Biogen Technologies, Inc., a wholly-owned
    subsidiary of the Company, entered into an agreement to license to
    Pharmacia & Upjohn, Inc. ("Pharmacia & Upjohn") certain patent rights to
    proprietary protein secretion technology.  Under the agreement Pharmacia
    & Upjohn paid the Company a one-time royalty of $30 million and agreed
    to pay a percentage of future sales of Pharmacia & Upjohn's product
        Genotropin in North America and Japan.<PAGE>
                       BIOGEN, INC. AND SUBSIDIARIES                 Page 9

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

Overview

Biogen, Inc. (the "Company") is a biopharmaceutical company principally
engaged in developing and manufacturing drugs for human health care through
genetic engineering.  On May 17, 1996, the Company received a license from
the U.S. Food and Drug Administration ("FDA") to market AVONEX(TM)
(Interferon beta-1a), the Company's first commercial product.  The Company
currently markets AVONEX(TM) under the Biogen name as a treatment for
relapsing forms of multiple sclerosis ("MS").  MS is a chronic,
inflammatory disease of the central nervous system in which most patients
incur physical disability over time.  MS affects approximately 250,000
people in the United States, about two-thirds of whom are women.  Disease
onset typically occurs in young adults between the ages of 20 and 40. 
Revenues from AVONEX(TM) sales were $27.5 million and $33.6 million,
respectively, for the three-month and nine-month periods ended September
30, 1996.  The Company expects to receive regulatory approval in the
European Union and to be selling AVONEX(TM) in certain European markets in
the first half of 1997.


Results of Operations

On October 22,1996, the Board of Directors declared a two-for-one stock
split to be effected in the form of a stock dividend of one share of Common
Stock for each share outstanding.  The stock dividend will be payable on
November 15, 1996 to shareholders of record on November 4, 1996.  All
references to the number of shares and per share amounts in the financial
statements have been restated to reflect the effect of the stock split.  

For the third quarter ended September 30, 1996, the Company reported net
income of $45.1 million or $0.60 per share as compared to $1.1 million or
$0.02 per share in the third quarter of 1995.  For the nine months ended
September 30, 1996, the Company recorded net income of $32.3 million or
$0.45 per share as compared to $4.7 million or $0.06 per share for the
comparable period of 1995. 


Total revenues for the third quarter of 1996 were $100.9 million, including
$27.5 million from sales of AVONEX(TM) and a one-time royalty payment of
$30.0 million from Pharmacia & Upjohn, Inc. ("Pharmacia & Upjohn"),
compared to $38.2 million in the comparable quarter of 1995.  Under the
terms of a licensing agreement covering certain patent rights for
proprietary protein secretion technology, Pharmacia & Upjohn paid the
Company a one-time royalty of $30 million and agreed to pay a percentage of
future sales of Pharmacia & Upjohn's product Genotropin in North America
and Japan.  Excluding sales of AVONEX(TM)and the one-time royalty payment,
revenues increased 13.5%, primarily as a result of an increase in ongoing
royalties received from Schering-Plough Corporation ("Schering-Plough"),
the Company's licensee for alpha interferon.  Royalties on sales of
Hepatitis B vaccines sold by SmithKline Beecham plc ("SmithKline") and
Merck & Co., Inc. ("Merck") increased in Germany as a result of a recently
initiated vaccination policy which offset a decrease in the market in
France which had instituted a vaccination program for infants and
adolescents during 1994.                                             

                                                Page 10

Total revenues for the nine months ended September 30, 1996 were $185.1 
million, including $33.6 million from sales of AVONEX(TM) and the one-time
royalty payment of $30 million from Pharmacia & Upjohn, as compared to $111
million in the comparable period of 1995.  Excluding sales of AVONEX(TM)and
the one-time royalty payment, revenues increased approximately 9.5%
primarily as a result of an increase in royalties on alpha interferon sales
by Schering-Plough, which were partially offset by a decrease in royalties
on sales of Hepatitis B vaccines sold by SmithKline and Merck.  The
decrease in Hepatitis B vaccine royalties from the prior period was
primarily a result of declines in the markets in the United States and
France offset by an increase in the German market.

On October 31, 1996, the House of Lords in the United Kingdom ruled that
one of Biogen's two British patents for Hepatitis B antigens is invalid. 
As a result of the ruling, the invalidated patent will no longer be
enforceable in the United Kingdom or in British patent registration
countries.  In 1995, royalties from licensee sales of Hepatitis B products
in the United Kingdom were less than $1.0 million.  The Company does not
believe that the House of Lords ruling will affect the validity of its
hepatitis B patent portfolio outside the United Kingdom and the British
patent registration countries.

The Company expects product sales as of a percentage of total revenues to
increase as the Company continues to market its new product AVONEX(TM).  In
the near term, the Company expects overall sales of licensee products to
continue at or around current levels although royalty income may fluctuate
depending on changes in sales volumes for specific products.  In addition,
licensee product sales levels and the Company's royalty levels may
fluctuate from quarter to quarter as a result of the timing and extent of
major events such as new indication approvals, vaccination programs and new
licensing arrangements.

Total expenses for the third quarter of 1996 were $60.1 million as compared 
to $36.2 million in the comparable 1995 quarter, a $23.9 million or 66%
increase.  Cost of sales increased $7.8 million over the comparable 1995
quarter primarily due to the sales of AVONEX(TM) and the royalty revenue
from Pharmacia & Upjohn.  Costs of sales includes $4.1 million in the
current quarter related to sales of AVONEX(TM).  Research and development
expenses for the current quarter were $30.3 million as compared to $22.5
million in the comparable 1995 quarter, an increase of $7.8 million or 35%. 
This increase was primarily due to research funding under existing and new
collaboration agreements, an increase in clinical trial costs in connection
with development efforts on new products and an increase in the Company's
development efforts related to other research and development programs in
its pipeline.  Selling, general and administrative expenses for the current
quarter were $18.9 million as compared to $10.3 million in the comparable
1995 quarter, an increase of $8.6 million or 83%.  This increase was
primarily due to costs associated with the commercial launch of AVONEX(TM)
in the United States, including the operation of a domestic sales
organization, and market development efforts in the United States and
Europe related to AVONEX(TM).  

For the nine-month period ended September 30, 1996, total expenses were
$156.1 million as compared to $105.1 million in the comparable period in
1995, an increase of $51 million or 49%.  Cost of sales increased $10.7
million over the comparable period in 1995 primarily due to the sales of 

                                                           Page 11 

AVONEX(TM), and the royalty revenue from Pharmacia & Upjohn.  Costs of
sales includes $5 million in the current nine month period related to the
sale of AVONEX(TM).  Research and development expenses for the current
nine-month period were $84.1 million as compared to $64.2 million in the 
comparable 1995 period, an increase of $19.9 million or 31%.  This increase
was primarily due to research funding under existing and new collaboration
agreements, payments made to acquire certain patent rights, an increase in
clinical trial costs in connection with development efforts on new products
and an increase in the Company's development efforts related to other
research and development programs in its pipeline.  The Company expects
that, in the long-term, research and development expenses will increase as
the Company continues to expand its development efforts with respect to new
products and begins clinical trials of these products.  Selling, general
and administrative expenses for the nine-month period ended September 30, 
1996 were $51.9 million as compared to $27.8 million in the comparable
period in 1995, an increase of $24.1 million or 87%.  This increase was
primarily due to costs associated with the commercial launch of AVONEX(TM)
in the United States, including the start-up and operation of a domestic
sales organization and the market development efforts in the United States
and Europe related to AVONEX(TM).  

During the current nine-month period, the Company substantially completed
the hiring of its domestic sales force and the build-up of its corporate
and administrative departments to support the Company's ongoing commercial
operations.  The Company expects that selling, general and administrative
expenses will continue to increase as the Company continues to build the
commercial infrastructure and sales and marketing organizations necessary
to sell AVONEX(TM) worldwide.  The anticipated level of expense will depend
on the overall sales levels achieved by AVONEX(TM) and the status of
applications for marketing approvals for AVONEX(TM) in the European Union
and in several other jurisdictions, including Canada. 

Income tax expense for the 1996 and 1995 periods varied from the amount
computed at U.S. federal statutory rates primarily because of the impact of
net operating loss carry forwards.  As of December 31, 1995, the Company
had a deferred tax asset of $57.1 million (before valuation allowance)
consisting of the future tax benefits from net operating loss carry
forwards and other tax credits. Due to the sustained growth during the
quarter in sales and profitability of the Company's first commercial
product, AVONEX(TM), the Company made the determination that it is more
likely than not that it will realize the benefits of the net deferred tax
assets, and it has therefore reversed all of the related valuation
allowance. The Company's reversal of the valuation allowance resulted in a
realization of income tax benefit of approximately $23 million representing
the balance of tax-loss carryforwards and tax credits that had not been
recognized at the beginning of the quarter as well as tax credits generated
during the quarter.  The reversal of the valuation allowance also resulted
in an increase in additional paid-in capital of $38.6 million relating to
deductions for non-qualified stock options.

During 1995, the Financial Accounting Standards Board issued SFAS 123,
"Accounting for Stock-Based Compensation".  Biogen intends to adopt SFAS
123 through disclosure only in 1996.

Financial Condition

At September 30, 1996, the Company had cash, cash equivalents and
marketable securities of $282.7 million, a $25.2 million decrease from the

                                                             Page 12

$307.9 million on hand at December 31, 1995.  Working capital increased
$61.4 million to $348.3 million. The increase in working capital is
primarily due to the reversal of the deferred tax asset valuation 
allowance.  Net cash used by operating activities for the nine months ended
September 30, 1996 was $5.6 million. Other outflows of cash included
investments in property, plant and equipment and patents of $52.3 million. 
The Company's common stock option and purchase plans provided $8.8 million
in the first nine months of 1996.  The Company also received proceeds of
$28 million from the issuance of long-term debt issued in connection with
the construction of its biologics manufacturing facility.

In March 1995, the Company completed construction of its research
laboratory and office building in Cambridge, Massachusetts and exercised
its option to obtain a 7.5% secured loan with a bank for $25 million.  The 
annual principal payable in each of the years 1996 through 1999 is $1.7
million with the balance due May 8, 2005.  In the third quarter of 1995,
the Company began construction of its biologics manufacturing facility in 
Research Triangle Park, North Carolina.  The estimated cost of
construction, including land, is $59 million.  As of September 30, 1996, 
the Company had been invoiced approximately $49 million and had commitments
totaling approximately $10 million on this project.  In August 1995, the
Company entered into a loan agreement with a bank for financing of this 
project.  Under the terms of the agreement, the Company may be advanced 
funds during the construction period up to $50 million.  As of September
30, 1996, funds advanced were approximately $38 million.
                                                                           
Several legal proceedings were pending during the current quarter which
involve the Company.  See Note 6 of Notes to Condensed Consolidated
Financial Statements for discussion of these legal proceedings.

The Company currently believes that the financial resources available to
it, including its current working capital, revenues from product sales and
its existing and anticipated contractual relationships, will be sufficient
to finance its planned operations and capital expenditures for the near
term.  However, the Company may have additional funding needs, the extent
of which will depend upon the level of royalties and product sales, the
outcome of clinical trial programs, the receipt and timing of required
regulatory approvals for products, the results of research and development
efforts and business expansion opportunities.  Accordingly, from time to
time, the Company may obtain funding through various means which could
include collaborative agreements, lease or mortgage financings, sales of
equity or debt securities and other financing arrangements.

Outlook

Having completed the development effort and launch of AVONEX(TM) in the
United States, the Company has begun to expand its development efforts
related to other products in its pipeline.  The expansion of the pipeline
may include increases in spending on internal projects, the acquisition of
third party technologies or products or other types of investments.  Since 
AVONEX(TM) is the first drug the Company markets directly, the Company
continues to build a commercial infrastructure both in the United States
and in Europe to market and sell AVONEX(TM).  

While in the past the Company's ability to achieve profitability has been
dependent mainly on the level of royalty revenues as compared to expenses,
in the future, profitability will be dependent on the outcome of a number
of factors.  These include:  the level of royalties from existing    

                                                Page 13 

licensees' product sales, the timing and extent of royalties from
additional licensing opportunities, successful marketing and sales of
AVONEX(TM), the level of revenues and profitability from AVONEX(TM) sales,
receipt of timely European regulatory approval for AVONEX(TM), which is
subject to the discretion of regulatory authorities, the nature of the
regulatory and reimbursement decisions related to AVONEX(TM) made by
governments around the world, the cost and success of developing and
commercializing other products and the cost and success of other business
opportunities that may arise from time to time.  There can be no assurance
that the Company will achieve a positive outcome with respect to any of
these factors, or that the timing and extent of the Company's success with
respect to any combination of these factors will be sufficient to result in
the sustained profitability of the Company.

Certain of the statements set forth above and elsewhere in the financial
statements, including statements regarding the rate of the Company's 
royalties and product sales in the future, the Company's future expenses
and the predictions as to the actions of regulatory authorities in the
European Union with respect to AVONEX(TM) and the anticipated outcome of
pending litigation, are forward-looking statements within the meaning of
the "safe harbor" provisions of the Private Securities Litigation Reform
Act of 1995, and are based upon the Company's current belief as to the
outcome and timing of future events.  Important factors which could cause
actual results to differ materially from those described in the forward-looking
statements and which could negatively impact the Company's results
of operations going forward are set forth under "Risks Associated with Drug
Development" in the Company's Form 10-K and under Financial Condition in
this Form 10-Q and above.


                        PART II - OTHER INFORMATION                        

Item 1 - Legal Proceedings

On October 7,1996, a judge dismissed the lawsuit filed by Berlex
Laboratories, Inc. against the FDA in the U.S. District Court for the
District of Columbia in which Berlex claimed that the FDA's approval of
Biogen's  AVONEX(TM)(Interferon beta 1a) was improper.  Biogen was an
intervenor-defendant in the litigation.  In dismissing the suit, the judge
held that the FDA acted lawfully in approving AVONEX(TM).  Berlex has sixty
days from the date of the decision to appeal.   

On July 3, 1996, Berlex filed suit against Biogen in the United States
District Court for the District of New Jersey alleging infringement by
Biogen of Berlex's "McCormick" patent in the United States in the
production of AVONEX(TM).  Berlex seeks a judgment granting it unspecified
damages, a trebling of any damages awarded and a permanent injunction
restraining Biogen from alleged infringement.  Prior to the date of the
suit filed by Berlex on the McCormick patents, Biogen had filed a suit
against Schering AG ("Schering"), Berlex and the Board of Trustees of the
Leland Stanford Jr. University ("Stanford") in the United States District
Court for the District of Massachusetts for a declaratory judgment of non-
infringement and invalidity of the McCormick patent contending that
AVONEX(TM), its manufacturing process and intermediates used in that
process do not infringe the McCormick patent and that such patent is valid. 
Biogen seeks a judgment which declares the McCormick patent invalid and not


                                                  Page 14

infringed by Biogen and which enjoins Schering, Berlex and Standford from
asserting any charge of infringement of the McCormick patent or asserting 
any civil action against Biogen and its customers or users of AVONEX(TM). 
Biogen and Berlex have each made motions to have the entire case heard in
the jurisdiction in which it originally filed its lawsuit.
As reported in previous disclosures, the Company is also a party to a class
action lawsuit in connection with disclosures related to Biogen's
HIRULOG(R) product.





Item 6 - Exhibits and Reports on Form 8-K

     (a) Exhibits     

         No. 11       Computation of Earnings per Share.

     (b) During the quarter ended September 30, 1996, the Company filed
         the following report on Form 8-K:

         On July 3, 1996, the Company filed a report on Form 8-K to
         disclose a patent suit filed by Berlex Laboratories, Inc., the
         current status of the legal proceeding among the FDA, Berlex and
         the Company regarding the FDA's approval of Biogen's drug
         AVONEX(TM) and the filing by ASTA Medica Aktiengesselschaft for
         arbitration against the Company with the International Chamber of
         Commerce.
  









                                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.

                                        BIOGEN, INC.

Dated: November 5, 1996                       /s/Timothy M. Kish           
                                        ----------------------------------
                                                Timothy M. Kish
                                          Vice President-Finance and
                                            Chief Financial Officer<PAGE>
 


                                EXHIBITS                           Page 15



Index to Exhibits.


          No. 11       Computation of Earnings per Share.