SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    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 March 31, 2000

                                       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 0-13634

                             MACROCHEM CORPORATION
                             ---------------------
             (Exact name of registrant as specified in its charter)


          Delaware                                             04-2744744
--------------------------------                            ------------------
  (State or Other Jurisdiction                               (I.R.S. Employer
of Incorporation or Organization)                           Identification No.)

            110 Hartwell Avenue, Lexington, Massachusetts 02421-3134
            --------------------------------------------------------
               (Address of principal executive offices, Zip Code)

                                  781-862-4003
                                  ------------
              (Registrant's telephone number, including area code)

     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                                     Outstanding at May 15, 2000:
----------------------------                       ---------------------------
Common Stock, $.01 par value                              22,452,173


<PAGE>


                              MACROCHEM CORPORATION

                               INDEX TO FORM 10-Q
                               ------------------

                                                                     Page Number
                                                                     -----------
PART I      FINANCIAL INFORMATION

Item 1      Unaudited Financial Statements

               Balance Sheets
               March 31, 2000 and December 31, 1999                        3

               Statements of Operations
               Three Months Ended March 31, 2000 and 1999                  4

               Statements of Cash Flows
               Three Months Ended March 31, 2000 and 1999                  5

               Notes to Unaudited Financial Statements                    6-7


Item 2      Management's Discussion and Analysis of
            Financial Condition and Results of Operations                 8-10

Item 3      Quantitative and Qualitative Disclosures About Market Risk   10-11

PART II     OTHER INFORMATION

Item 6      Exhibits and Reports on Form 8-K                               11

SIGNATURES                                                                 12



                                       2
<PAGE>
Item 1.       Financial Statements
<TABLE>
<CAPTION>

                              MACROCHEM CORPORATION
                                 BALANCE SHEETS
                                   (Unaudited)
                    (Amounts in thousands except share data)

                                                               March 31,     December 31,
                                                                2000            1999
                                                              ----------     ------------

                                     ASSETS
<S>                                                           <C>             <C>

Current Assets:
       Cash and cash equivalents                              $ 13,583        $ 15,183
       Accounts receivable                                          43              67
       Receivable due from related party                            21              21
       Prepaid expenses and other current assets                   268             166
                                                                ------          ------
           Total current assets                                 13,915          15,437
                                                                ------          ------

Property and equipment, net                                        394             375
                                                                ------          ------

Other assets:
       Patents, net                                                503             471
       Deposits                                                     29              29
                                                                ------          ------
           Total other assets                                      532             500
                                                                ------          ------

Total assets                                                  $ 14,841        $ 16,312
                                                                ======          ======

                                   LIABILITIES

Current liabilities:
       Accounts payable                                       $     74        $     71
       Accrued expenses                                            273             492
       Deferred compensation and related
           accrued interest                                         97              96
                                                                ------          ------
           Total current liabilities                               444             659

Deferred revenue                                                   ---             500
                                                                ------          ------

Commitments and contingencies

                              STOCKHOLDERS' EQUITY

Preferred Stock                                                    ---             ---
Common Stock, $.01 par value, 60,000,000 shares authorized;
       22,615,120 and 22,597,564 shares issued at March 31,
       2000 and December 31, 1999, respectively                    226             226
Additional paid-in capital                                      49,469          49,387
Accumulated deficit                                            (34,202)        (33,295)
Unearned compensation                                          (   302)        (   382)
Less treasury stock, at cost, 162,947 and 160,165 shares at
       March 31, 2000 and December 31, 1999, respectively      (   794)        (   783)
                                                                ------          ------
           Total stockholders' equity                           14,397          15,153

Total liabilities and stockholders' equity                    $ 14,841        $ 16,312
                                                                ======          ======
</TABLE>


The accompanying notes are an integral part of these unaudited financial
statements.


                                       3
<PAGE>



                              MACROCHEM CORPORATION
                            STATEMENTS OF OPERATIONS
               For the three months ended March, 31 2000 and 1999
                                   (Unaudited)
                  (Amounts in thousands except per share data)


                                            For the three months ended March 31,
                                            ------------------------------------
                                                    2000           1999
                                                    ----           ----

Research contract revenues                       $    543       $     59

Costs and expenses:
       Research and development                     1,026          1,550
       Marketing, general and administrative          604            778
       Consulting fees with related parties            12             12
                                                   ------         ------
           Total costs and expenses                 1,642          2,340
                                                   ------         ------

Loss from operations                              ( 1,099)       ( 2,281)

Other income (expense):
       Interest income                                193            225
       Interest expense                           (     1)       (     1)
                                                   ------         ------
           Total other income                         192            224
                                                   ------         ------

Net loss                                         $(   907)      $( 2,057)
                                                   ======         ======

Net loss per common share - basic and diluted    $(  0.04)      $(  0.09)
                                                   ======         ======
Weighted average common shares
       Outstanding (basic and diluted)             22,438         22,179
                                                   ======         ======



The accompanying notes are an integral part of these unaudited financial
statements.


                                       4
<PAGE>
<TABLE>
<CAPTION>

                              MACROCHEM CORPORATION
                            STATEMENTS OF CASH FLOWS
               For the three months ended March 31, 2000 and 1999
                                   (Unaudited)
                             (Amounts in thousands)

                                                                          For the three months ended March 31,
                                                                         ------------------------------------
                                                                                    2000           1999
                                                                                    ----           ----
<S>                                                                             <C>             <C>
Cash flows from operating activities:
       Net loss                                                                 $(   907)       $( 2,057)
       Adjustments to reconcile net loss to net cash
           used by operating activities:
           Depreciation and amortization                                              47              53
           Stock-based compensation                                                   94             324
           401(k) contribution in Company common stock                                16              19
           Changes in assets and liabilities:
                Accounts receivable                                                   24               5
                Prepaid expenses and other current assets                        (   102)             11
                Accounts payable and accrued expenses and other liabilities      (   216)        (   382)
                Deferred compensation and related accrued interest                     1               1
Deferred revenue                                                                 (   500)            ---
                                                                                  ------          ------

Net cash used by operating activities                                            ( 1,543)        ( 2,026)
                                                                                  ------          ------

Cash flows from investing activities:
       Expenditures for property and equipment                                   (    61)        (   100)
       Additions to patents                                                      (    37)        (    16)
                                                                                  ------          ------
Net cash used for investing activities                                           (    98)        (   116)
                                                                                  ------          ------

Cash flows from financing activities:
       Purchases of treasury stock                                               (    21)            ---
       Proceeds from exercise of common stock options                                 62             137
                                                                                  ------          ------
Net cash provided from financing activities                                           41             137
                                                                                  ------          ------

Net change in cash and cash equivalents                                          ( 1,600)        ( 2,005)
Cash and cash equivalents at beginning of period                                  15,183          20,504
                                                                                  ------          ------

Cash and cash equivalents at end of period                                      $ 13,583        $ 18,499
                                                                                  ======          ======


</TABLE>

The accompanying notes are an integral part of these unaudited financial
statements.

                                       5
<PAGE>
                              MACROCHEM CORPORATION
                     NOTES TO UNAUDITED FINANCIAL STATEMENTS

(1)      Basis of Presentation
         ---------------------

         The  financial   statements  included  herein  have  been  prepared  by
         MacroChem  Corporation  ("MacroChem"  or the "Company")  without audit,
         pursuant to the rules and  regulations  of the  Securities and Exchange
         Commission.  Certain  information  and  footnote  disclosures  normally
         included in financial  statements prepared in accordance with generally
         accepted accounting  principles have been condensed or omitted pursuant
         to such  rules and  regulations.  In the  opinion  of  management,  the
         accompanying  unaudited  financial  statements  include all adjustments
         (consisting only of normal recurring  adjustments) necessary to present
         fairly the financial position,  results of operations and cash flows of
         the  Company  at the dates and the  periods  indicated.  The  unaudited
         financial statements included herein should be read in conjunction with
         the audited financial  statements and the notes thereto included in the
         Company's Annual Report on Form 10-K for the fiscal year ended December
         31, 1999.

         The results  disclosed  in the  Statement of  Operations  for the three
         months  ended  March 31,  2000 are not  necessarily  indicative  of the
         results to be expected for the full year.

         MacroChem is a biopharmaceutical company engaged in the development and
         commercialization of a portfolio of products through the application of
         SEPA(R)  (Soft  Enhancer  of  Percutaneous  Absorption),  its  patented
         topical drug delivery technology.


(2)      Basic and Diluted Loss Per Share
         --------------------------------
<TABLE>
<CAPTION>

         The  following  table sets forth the  computation  of basic and diluted
         loss per share:

                                                                       Three Months Ended March 31,
                                                                       ---------------------------
                                                                          2000            1999
                                                                       ----------      -----------
              <S>                                                     <C>             <C>

              Numerator for basic and diluted loss per share:
                    Net loss                                          $   907,000     $ 2,057,000
                                                                       ==========      ==========

              Denominator for basic and diluted loss per share:
                    Weighted average shares outstanding                22,438,000      22,179,000
                                                                       ==========      ==========

              Net loss per share - basic                              $      0.04     $      0.09
                                                                       ==========      ==========

              Net loss per share - diluted                            $      0.04     $      0.09
                                                                       ==========      ==========
</TABLE>

         During the three month  period  ended March 31,  2000,  securities  not
         included in the  computation  of diluted  earnings  per share,  because
         their  exercise  price  exceeded  the average  market  price during the
         period,  were  options to purchase  835,450  shares of Common  Stock at
         prices ranging from $6.56 to $12.69,  and with expiration dates ranging
         up to February  8, 2009.  Additionally,  during the three month  period
         ended March 31, 2000,  securities  not included in the  computation  of
         diluted earnings per share, because they would have an anti-dilutive
         effect due to the net loss for the  period,  were  options to  purchase
         3,160,175  shares of Common Stock at prices ranging from $0.44 to $6.06
         and with expiration dates ranging up to February 7, 2010.

                                       6
<PAGE>

         During the three month  period  ended March 31,  1999,  securities  not
         included in the  computation  of diluted  earnings  per share,  because
         their  exercise  price  exceeded  the average  market  price during the
         period,  were  options to purchase  368,000  shares of Common  Stock at
         prices ranging from $11.00 to $12.69, and with expiration dates ranging
         up to May 22, 2008.  Additionally,  during the three month period ended
         March 31, 1999,  securities not included in the  computation of diluted
         earnings per share, because they would have an anti-dilutive effect due
         to the net loss for the  period,  were  options to  purchase  3,601,637
         shares of Common  Stock at prices  ranging from $0.44 to $8.50 and with
         expiration dates ranging up to February 8, 2009.


(3)      Stockholders'Equity
         --------------------

         The Company  granted  13,000 Common Stock Options under the 1994 Equity
         Incentive  Plan (the "1994  Plan")  during the three months ended March
         31, 2000.  During this same period,  16,666 options under the 1994 Plan
         were  exercised.  In  addition,  no  options  under  the 1994 Plan were
         canceled in the three  month  period.  All options  were issued with an
         exercise price at the fair market value of the underlying  common stock
         determined on the date of grant.

(4)      Comprehensive Income
         --------------------

         The Company reports  comprehensive  income in accordance with Statement
         of  Financial   Accounting   Standards  ("SFAS")  No.  130,  "Reporting
         Comprehensive   Income",   which   requires   businesses   to  disclose
         comprehensive  income  and  its  components  in  their  general-purpose
         financial  statements.  Comprehensive  income  (loss)  is  equal to the
         Company's net loss for the three months ended March 31, 2000 and 1999.

(5)      Recent Accounting Pronouncements
         --------------------------------

         In June 1998, the Financial  Accounting Standards Board ("FASB") issued
         SFAS No.  133,  "Accounting  for  Derivative  Instruments  and  Hedging
         Activities"  ("SFAS No. 133"). SFAS No. 133 establishes  accounting and
         reporting  standards  for  derivative  instruments,  including  certain
         derivative  instruments  embedded  in  other  contracts   (collectively
         referred to as derivatives),  and for hedging activities.  SFAS No. 133
         requires  companies to recognize  all  derivatives  as either assets or
         liabilities,   with  the  instruments   measured  at  fair  value.  The
         accounting for changes in fair value,  gains or losses,  depends on the
         intended  use  of  the  derivative   and  its  resulting   designation.
         Management has not yet  determined  whether the effect of adopting SFAS
         No. 133 will be material to the Company's financial position or results
         of operations.

         In June 1999, the FASB issued SFAS No. 137 which defers the effective
         date of adoption of SFAS No. 133 to fiscal years beginning after
         June 15, 2000.


                                       7
<PAGE>

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

General
-------

MacroChem  Corporation's  primary business is the development of  pharmaceutical
products  for   commercialization   by  employing   SEPA(R)  (Soft  Enhancer  of
Percutaneous  Absorption),  its patented topical drug delivery technology.  SEPA
compounds,   when   properly   combined  with  drugs,   provide   pharmaceutical
formulations  (creams,  gels,  solutions,  etc.) that  enhance  the  transdermal
delivery of drugs into the skin or into the bloodstream.  The Company  currently
derives no significant  revenue from product  sales,  royalties or license fees.
The Company plans to develop specific SEPA formulations for use with proprietary
and  non-proprietary  drugs  manufactured by  pharmaceutical  companies,  and to
commercialize  these products through the formation of  partnerships,  strategic
alliances  and  license  agreements  with those  companies.  In order to attract
strategic  partners,  the  Company  is  conducting  clinical  testing of certain
SEPA-enhanced drugs.

The Company's results of operations can vary significantly from year to year and
quarter to quarter,  and  depend,  among  other  factors,  on the signing of new
licenses and product development  agreements,  the timing of revenues recognized
pursuant to license agreements,  the achievement of milestones by licensees, the
progress of clinical  trials  conducted by the licensees and the Company and the
degree of  research,  marketing  and  administrative  effort.  The timing of the
Company's revenues may not match the timing of the Company's  associated product
development  expenses. To date, research and development expenses have generally
exceeded revenue in any particular period and/or fiscal year.

AMERICAN HOME PRODUCTS LICENSE AGREEMENT

The  Company was  notified by American  Home  Products  ("AHP"),  that AHP,  for
internal  strategic  reasons,  was  terminating  its License and Stock  Purchase
Agreement  between  the  Company  and AHP (the "AHP  Agreement")  related to the
development of a SEPA-based product.  All rights to the subject product reverted
to the Company and the Company is continuing  to develop and seek  licensees for
the product.

As a result of the  termination  of the AHP  Agreement,  the Company  recognized
$500,000 in deferred revenue in the quarter ended March 31, 2000.

Results of Operations
---------------------

Revenues, consisting of research contract revenues, increased $484,000, or 820%,
to $543,000 in the three month  period  ended March 31, 2000 from $59,000 in the
three  month  period  ended  March 31,  1999.  Research  contract  revenues  are
represented by one research  contract related to the Company's  proprietary SEPA
technology.  The increase in revenues  during the three month period ended March
31,  2000 is a result of the  Company's  recognition  of  $500,000  in  deferred
revenue upon the termination of the AHP Agreement.

Research and development  expenses decreased $524,000,  or 34%, to $1,026,000 in
the three month period ended March 31, 2000 from  $1,550,000  in the three month
period  ended  March 31,  1999.  This  decrease  is  primarily  attributable  to
completion  during 1999 of various Phase I/II  clinical  trials of the Company's
product candidates.  The Company expects to initiate additional clinical testing
of its lead products during 2000.

Marketing,  general and administrative  expenses decreased $174,000,  or 22%, to
$604,000 in the three  months  ended  March 31, 2000 from  $778,000 in the three
                                       8
<PAGE>

month  period ended March 31, 1999.  The decrease is primarily  attributable  to
reductions in stock compensation  charges,  legal fees, and consulting fees with
financial  advisors and an investment  banker.  These  decreases  were partially
offset by an  increase in rent  expense  which is due to  additional  office and
laboratory space leased by the Company.

Other income  decreased  $32,000,  or 14%, to $192,000 in the three month period
ended March 31, 2000 from  $224,000  in the three month  period  ended March 31,
1999 primarily due to lower balances of cash and cash equivalents resulting from
funds used in Company operations.

For the reasons  described  above,  net loss  decreased  $1,150,000,  or 56%, to
$907,000 in the three month period ended March 31, 2000 from  $2,057,000  in the
three month period ended March 31, 1999.

Liquidity and Capital Resources
-------------------------------

Since inception,  the primary source of funding for the Company's operations has
been the private and public sale of its securities,  and to a lesser extent, the
licensing of its proprietary technology and products,  government grants and the
limited sales of products and test  materials.  During the first three months of
2000, the Company received aggregate net proceeds of approximately  $62,000 from
the exercise of stock options,  compared to approximately $137,000 for the three
months ended March 31, 1999.

At March 31, 2000 working  capital was  approximately  $13,471,000,  compared to
$14,778,000 at December 31, 1999. The reduction in the Company's working capital
was due primarily to the cash used by operating  activities.  Until such time as
the Company obtains agreements with third-party licensees or partners to provide
funding for the Company's anticipated business activities or the Company is able
to obtain  funds  through  the  private or public  sale of its  securities,  the
Company's  working  capital  will be utilized  primarily  to fund its  operating
activities.

Pursuant to a plan approved by the Company's Board of Directors,  the Company is
authorized  to  repurchase  1,000,000  shares of its Common  Stock to be held as
treasury  shares for future use.  During the three month  period ended March 31,
2000, the Company repurchased 5,000 shares of Common Stock at a cost of $21,000.
At March 31, 2000,  162,947  repurchased  shares remain available for future use
and 807,650 shares remain available for repurchase under the plan.

Capital  expenditures  and  additional  patent  development  costs for the three
months ended March 31, 2000 were approximately  $98,000. The Company anticipates
capital expenditures of approximately  $202,000 for the remainder of the current
year.

The Company's long term capital  requirements will depend upon numerous factors,
including the progress of the Company's research and development  programs;  the
resources  that  the  Company  devotes  to  self-funded   clinical   testing  of
SEPA-enhanced   compounds,   proprietary   manufacturing  methods  and  advanced
technologies;  the  ability of the  Company to enter into  additional  licensing
arrangements  or other  strategic  alliances;  the  ability  of the  Company  to
manufacture products under those arrangements and the demand for its products or
the products of its  licensees or  strategic  partners if and when  approved for
sale by regulatory authorities.  In any event, substantial additional funds will
be  required  before the  Company is able to  generate  revenues  sufficient  to
support its  operations.  There is no assurance that the Company will be able to
obtain such  additional  funds on  favorable  terms,  if at all.  The  Company's
inability to raise  sufficient  funds could  require it to delay,  scale back or
eliminate certain research and development programs.

The  Company  believes  that its  existing  cash and  cash  equivalents  will be
sufficient to meet its operating expenses and capital  expenditure  requirements

                                       9
<PAGE>

for at least the next twelve months.  The Company's cash  requirements  may vary
materially  from those now planned  because of changes in focus and direction of
the  Company's  research and  development  programs,  competitive  and technical
advances,  patent  developments or other  developments.  It is not believed that
inflation  will have any  significant  effect on the  results  of the  Company's
operations.

Year 2000 Compliance
--------------------

The  Company's  Year  2000  compliance  programs  were  completed  on time.  The
Company's  business  has not been  adversely  affected due to the failure of key
third parties to successfully complete the Year 2000 conversion.  Although there
can be no assurance that all of the Company's material third-party relationships
had successful  conversion  programs,  management  does not expect that any such
failure would have a material adverse effect on the financial position,  results
of operations or liquidity of the Company.  The costs of the Company's Year 2000
program  to date have not been  material,  and the  Company  knows of no further
required  modifications  to its  information  technology or embedded  technology
systems that would have a material impact on its financial position,  results of
operations or liquidity.

Future Adoption Of Accounting Pronouncements
--------------------------------------------

In June 1998, the Financial  Accounting Standards Board ("FASB") issued SFAS No.
133,  "Accounting for Derivative  Instruments and Hedging Activities" ("SFAS No.
133").  SFAS  No.  133  establishes   accounting  and  reporting  standards  for
derivative  instruments,  including certain derivative  instruments  embedded in
other  contracts  (collectively  referred  to as  derivatives),  and for hedging
activities.  SFAS No. 133 requires  companies to recognize  all  derivatives  as
either assets or liabilities,  with the instruments  measured at fair value. The
accounting for changes in fair value,  gains or losses,  depends on the intended
use of the  derivative  and its resulting  designation.  Management  has not yet
determined  whether the effect of adopting  SFAS No. 133 will be material to the
Company's financial position or results of operations.

In June 1999, the FASB issued SFAS No. 137 which defers the effective date of
adoption of SFAS No. 133 to fiscal years  beginning  after June 15, 2000.


Item 3.    Quantitative and Qualitative Disclosures About Market Risk

CASH AND CASH EQUIVALENTS

As of March 31,  2000,  the  Company  is exposed to market  risks  which  relate
primarily to changes in U.S.  interest rates. The Company's cash equivalents are
subject  to  interest  rate risk and will  decline  in value if  interest  rates
increase. Due to the short duration of these financial instruments, three months
or less,  changes to interest  rates  would not have a material  effect upon the
Company's financial position.  A hypothetical 10% change in interest rates would
result in an increase or decrease of  approximately  $19,000 on interest  income
within the Company's  statement of  operations  for the three months ended March
31, 2000.

THIS  REPORT  CONTAINS   FORWARD-LOOKING   STATEMENTS  THAT  INVOLVE  RISKS  AND
UNCERTAINTIES.  THE COMPANY'S ACTUAL RESULTS MAY DIFFER  SIGNIFICANTLY  FROM THE
RESULTS  DISCUSSED  IN THE  FORWARD-LOOKING  STATEMENTS  IN THIS  REPORT  AND IN
FORWARD-LOOKING STATEMENTS MADE FROM TIME TO TIME BY THE COMPANY ON THE BASIS OF
MANAGEMENT'S  THEN-CURRENT  EXPECTATIONS.   FACTORS  THAT  MIGHT  CAUSE  SUCH  A
DIFFERENCE INCLUDE, BUT ARE NOT LIMITED TO THE FOLLOWING:  THE COMPANY'S HISTORY

                                       10
<PAGE>
OF  OPERATING  LOSSES  AND NEED FOR  CONTINUED  WORKING  CAPITAL;  TECHNOLOGICAL
UNCERTAINTY RELATING TO TRANSDERMAL DRUG DELIVERY SYSTEMS AND THE EARLY STAGE OF
DEVELOPMENT  OF  THE  COMPANY'S  PROPOSED  PRODUCTS;   THE  COMPANY'S  NEED  FOR
SIGNIFICANT  ADDITIONAL PRODUCT  DEVELOPMENT  EFFORTS AND ADDITIONAL  FINANCING;
UNCERTAINTIES RELATED TO CLINICAL TRIALS OF THE COMPANY'S PROPOSED PRODUCTS; THE
COMPANY'S  DEPENDENCE  ON THIRD PARTIES FOR  COMMERCIALIZATION;  NO ASSURANCE OF
LICENSE  ARRANGEMENTS;  THE LACK OF SUCCESS OF THE COMPANY'S  PRIOR  DEVELOPMENT
EFFORTS;   UNCERTAINTIES   RELATING  TO  GOVERNMENT  REGULATION  AND  REGULATORY
APPROVALS;  THE COMPANY'S  DEPENDENCE  ON THIRD PARTIES FOR THE FDA  APPLICATION
PROCESS; THE COMPANY'S LACK OF EXPERIENCED MARKETING PERSONNEL AND DEPENDENCE ON
THIRD PARTIES FOR MARKETING AND DISTRIBUTION;  THE COMPANY'S DEPENDENCE ON THIRD
PARTIES FOR MANUFACTURING;  THE COMPANY'S RELIANCE ON KEY EMPLOYEES, THE LIMITED
PERSONNEL  OF THE COMPANY AND ITS  DEPENDENCE  ON ACCESS TO  SCIENTIFIC  TALENT;
UNCERTAINTIES  RELATING  TO  COMPETITION,  PATENTS AND  PROPRIETARY  TECHNOLOGY;
UNCERTAINTIES  RELATING TO RISKS OF PRODUCT  LIABILITY  CLAIMS,  LACK OF PRODUCT
LIABILITY INSURANCE,  AND EXPENSE AND DIFFICULTY OF OBTAINING ADEQUATE INSURANCE
COVERAGE;  UNCERTAINTY OF PHARMACEUTICAL  PRICING AND RELATED MATTERS; AND OTHER
FACTORS.  ADDITIONAL  INFORMATION  ON THESE AND OTHER FACTORS WHICH COULD AFFECT
THE COMPANY'S ACTUAL RESULTS AND EXPERIENCE ARE INCLUDED IN THE COMPANY'S ANNUAL
REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1999 AND, IN PARTICULAR, THE
SECTION ENTITLED "RISK FACTORS".



PART II - OTHER INFORMATION


Item 6.    Exhibits and Reports on Form 8-K.

                  (a)  The following exhibits are filed herewith:

                       27.  Financial Data Schedule

                  (b)  No reports on Form 8-K were filed during the quarter
                       for which this report is filed.


                                       11
<PAGE>
                                   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.


                                           MacroChem Corporation
                                           ---------------------
                                           (Registrant)



May 15, 2000                              /s/ Alvin J. Karloff
                                           --------------------
                                           Alvin J. Karloff
                                           President and Chief Executive
                                           Officer
                                           (Principal Executive Officer)

                                           /s/ Kenneth L. Rice, Jr.
                                           ------------------------
                                           Kenneth L. Rice, Jr.
                                           Chief Financial Officer, Treasurer,
                                           and Secretary
                                           (Principal Financial Officer)

                                       12
<PAGE>