SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                             ---------------------

                                   FORM 10-Q/A
                                (Amendment No. 1)
(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, 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 1-12584

                         SHEFFIELD PHARMACEUTICALS, INC.
--------------------------------------------------------------------------------
             (Exact name of Registrant as Specified in its Charter)

          DELAWARE                                        13-3808303
---------------------------------                   ----------------------------
(State or Other Jurisdiction                        (IRS Employer Identification
 of Incorporation or Organization)                                  Number)


30 ROCKEFELLER PLAZA, NEW YORK, NEW YORK                                 10112
----------------------------------------                              ----------
(Address of Principal Executive Offices)                              (Zip Code)

Registrant's Telephone Number, Including Area Code: (212) 957-6600


                       SHEFFIELD MEDICAL TECHNOLOGIES INC.
--------------------------------------------------------------------------------
(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
issuer's  classes of common stock, as of the latest  practicable  date: At March
31, 1997 there were  outstanding  11,388,274  shares of Common  Stock,  $.01 par
value, of the Registrant.


<PAGE>
ITEM 2.           CHANGES IN SECURITIES.

                  The  following  unregistered  securities  were  issued  by the
Company during the quarter ended March 31, 1997:
<TABLE>
<CAPTION>

                                                   Number of Shares
                                                     Sold/Issued/
                                                        Subject to                 Offering/
        Date of                 Description of          Options or               Exercise Price
     Sale/Issuance            Securities Issued          Warrants                per share ($)            Purchaser or Class
--------------------      -----------------------  ---------------------     -------------------     -------------------------

<S>                       <C>                            <C>                     <C>                 <C>
January 1997              Common Stock                    5,000                   3.25 - 3.50        Advisor
                          Options

January - March           Common Stock                    7,500                   2.75 - 3.6875      Advisor
1997                      Options

January 1, 1997           Common Stock                   45,000                       3.25           Issuances to
                          Options                                                                    Directors pursuant
                                                                                                     to Directors Stock
                                                                                                     Option Plan

March 1997                Common Stock                    6,000                  3.0625 - 3.25       Issuances to
                          Options                                                                    employees pursuant
                                                                                                     to 1993 Stock
                                                                                                     Option Plan
March 1997                Common Stock                   15,000                      3.1875          Legal Counsel
                          Options

</TABLE>


The  issuance of these  securities  are  claimed to be exempt from  registration
pursuant  to  Section  4(2)  of the  Securities  Act of  1933,  as  amended,  as
transactions  by an  issuer  not  involving  a public  offering.  There  were no
underwriting  discounts or commissions  paid in connection  with the issuance of
any of these securities.








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<PAGE>
                               S I G N A T U R E S



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.



                                             SHEFFIELD PHARMACEUTICALS, INC.



                                             /S/ GEORGE LOMBARDI
                                             -------------------------
                                             George Lombardi
                                             (Vice President and Chief
                                             Financial Officer)





Date:  July 31, 1997


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