UNITED STATES
                       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, 1997
                                       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 0-27074

                          SECURE COMPUTING CORPORATION
             (Exact name of registrant as specified in its charter)


          Delaware                                             52-1637226
(State or other jurisdiction of                             (I.R.S. employer
 incorporation or organization)                            identification no.)


        2675 Long Lake Road
        Roseville, Minnesota                                            55113
(Address of principal executive offices)                              (Zip code)

                                 (612) 628-2700
               Registrant's telephone number, including area code

                                 Not Applicable
(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  |_|

       Indicate the number of shares outstanding of each of the issueris classes
of common stock, as of the latest practical date: Common Stock, $.01 par value
-- 15,575,616 issued and outstanding as of August 4, 1997, which number includes
(i) 3,071,817 Exchangeable Shares that have the same voting and other
rights as Common Stock and are immediately exercisable for shares of Common
Stock and (ii) securities that are immediately convertible into
7,273 Exchangeable Shares.
<PAGE>


                          SECURE COMPUTING CORPORATION

                                   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.


                                            SECURE COMPUTING CORPORATION


DATE: August 14, 1997                       By:   \s\ Timothy P. McGurran
                                               --------------------------
                                                        Timothy P. McGurran,
                                                    Vice President of Operations
                                                     and Chief Financial Officer
                                                    (Duly authorized officer and
                                                    Principal Financial Officer)

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                                INDEX TO EXHIBITS

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EXHIBIT                               DESCRIPTION                                    PAGE
-------                               -----------                                    ----
<S>            <C>                                                           <C>
   10          Secure Computing Corporation 1997 Non-Officer Stock Option     FILED ELECTRONICALLY
                                          Plan

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