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

                                FORM 10-K/A
                              AMENDMENT NO. 1
(Mark One)

     [X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
          EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED JUNE 30, 1997

                                     OR

     [ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934


                       COMMISSION FILE NUMBER 1-6179

                            THIOKOL CORPORATION
INCORPORATED IN THE STATE OF DELAWARE           IRS EMPLOYER IDENTIFICATION
                                                      NO. 36-2678716
                        Principal Executive Offices
                2475 Washington Boulevard, Ogden, Utah 84401
                      Telephone Number: (801) 629-2000

Securities registered pursuant to Section 12(b) of the Act:

  TITLE OF EACH CLASS                                  Name of Each Exchange
Common Stock, par value                                ON WHICH REGISTERED
  $1.00 per share                                      New York Stock Exchange
Common Stock Purchase Rights                           Chicago Stock Exchange

     Indicate by check mark if disclosure of delinquent  filers pursuant to
Item  405 of  Regulation  S-K is not  contained  herein,  and  will  not be
contained,  to the best of registrant's  knowledge,  in definitive proxy or
information  statements  incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.  X

Securities registered pursuant to Section 12(g) of the Act: NONE

     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 than 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

     Aggregate   market  value  of   Registrant's   voting  stock  held  by
non-affiliates,  based upon the closing price of said stock on the New York
Stock  Exchange-Composite  Transaction Listing on August 29, 1997, ($79.625
per share): $1,455,933,889

     Number of shares of Common  Stock  outstanding  as of August 29, 1997:
18,284,884

                    DOCUMENTS INCORPORATED BY REFERENCE

1. Portions of Annual Report to Stockholders for the fiscal year ended June
   30, 1997: Parts I, II, and IV.
2. Portions of definitive  Proxy Statement dated September 12, 1997:  Parts
   III and IV.
==============================================================================

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                                  PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K


(a)  DOCUMENTS FILED AS PART OF THIS REPORT

     1. FINANCIAL STATEMENTS

     The following  consolidated financial statements are included on pages
34 through 51 of the Company's Annual Report to Stockholders for the fiscal
year ended June 30,  1997,  and are  incorporated  herein by  reference  in
Exhibit Number 13:

     Consolidated  Statements of Income -- Years ended June 30, 1997,  1996
     and 1995.

     Consolidated Balance Sheets -- June 30, 1997 and June 30, 1996.

     Consolidated  Statements  of Cash Flows -- Years ended June 30,  1997,
     1996 and 1995.

     Consolidated  Statements of  Stockholders'  Equity -- Years ended June
     30, 1997, 1996 and 1995.

     Notes to Consolidated Financial Statements.

     Management's Report on Financial Statements.

     Report of Ernst & Young LLP, Independent Auditors.

     2. FINANCIAL STATEMENT SCHEDULES

     All  schedules  for  which  provision  is made  under  the  applicable
accounting regulation of the Securities and Exchange Commission are omitted
as they are either  not  required  under the  related  instructions  or are
otherwise inapplicable.

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     3. INDEX TO EXHIBITS

 Exhibit
  NUMBER                    DESCRIPTION

(3) Certificate of Incorporation and By-Laws.

     3.01      Restated   Certificate  of  Incorporation  of  the  Company,
               effective July 3, 1989: Incorporated by reference as Exhibit
               3 to Form 10-K for fiscal year ended June 30, 1989.

     3.02      Amended By-Laws of the Company: Incorporated by reference to
               Annex IV to Proxy  Statement/Prospectus  dated May 22, 1989,
               for Special Stockholders meeting held June 23, 1989.

     3.03      Amended  By-Laws of the  Company  June 19,  1997  increasing
               Board of Directors:  Incorporated  by reference as Exhibit 3
               to Form 10-K for fiscal year ended June 30, 1997.

(4)  Instruments   defining  the  rights  of  security  holders   including
     indentures.

     4.01      Rights  Agreement  between  Thiokol  Corporation  and  First
               Chicago Trust Company of New York: Incorporated by reference
               to Exhibit 4 to Form 8-A dated May 28, 1997.

     4.02      See Exhibits 3.01, 3.02, and 3.03 above.

(10) Material contracts.

     10.01     (1)1989  Stock  Awards  Plan:  Incorporated  by reference to
               Annex VI to Proxy  Statement/Prospectus  dated May 22, 1989,
               for special Stockholders Meeting held June 23, 1989.


     10.02     (1)1989 Stock Awards Plan as amended by stockholder approval
               October  15,   1993:   Incorporated   by  reference  to  the
               definitive Proxy Statement dated September 11, 1992.

     10.03     (1)Survivor  Income Benefits Plan, amended through March 24,
               1983:  Incorporated  by reference as Exhibit 10 to Form 10-K
               for fiscal year ended June 30, 1989.


     10.04     (1)Arrangements   whereby   the  Company   compensates   its
               independent   auditors  for  tax  services  to  certain  key
               executives

                                     2

<PAGE>

                                  
               for which  there is no  written  document:  Incorporated  by
               reference  as Exhibit 10 to Form 10-K for fiscal  year ended
               June 30, 1989.

     10.05     (1)Form of  Employment  Agreement  between  the  Company and
               certain  of  its  executive  officers  including  the  Chief
               Executive  Officer and the other four highest paid executive
               officers:  Incorporated  by  reference as Exhibit 10 to Form
               10-K for fiscal year ended June 30, 1989.

     10.06     Amended Form of Employment  Agreement between certain of its
               executive   officers   including   the  five   most   highly
               compensated: Incorporated by reference as Exhibit 10 to Form
               10-K for fiscal year ended June 30, 1990.

     10.07     Credit  Agreement  dated  September  30, 1993 among  Thiokol
               Corporation and The First National Bank of Chicago,  Bank of
               America  National Trust and Savings  Association,  NBD Bank,
               N.A.,  and  The  Northern  Trust  Company:  Incorporated  by
               reference  as Exhibit 10 to Form 10-K for fiscal  year ended
               June 30, 1994.

     10.08     (1)Thiokol  Corporation  Pension  Plan  (Second  Restatement
               Effective  January 1, 1989):  Incorporated  by  reference as
               Exhibit 10 to Form 10-K for fiscal year ended June 30, 1994.

     10.09     Huck  International,  Inc. Personal  Retirement Account Plan
               (Second  Restatement  Effective  as  of  January  1,  1992):
               Incorporated  by  reference  as  Exhibit 10 to Form 10-K for
               fiscal year ended June 30, 1995.

     10.10     Huck International,  Inc. Supplemental  Executive Retirement
               Plan (Effective January 1, 1992):  Incorporated by reference
               as Exhibit  10 to Form 10-K for  fiscal  year ended June 30,
               1995.

     10.11     Stock  Purchase  Agreement  by  and  among  Thiokol  Holding
               Company,  Carlyle-Blade Acquisition Partners L.P., and Blade
               Acquisition   Corp.   dated  as  of   December   13,   1995:
               Incorporated by reference as Exhibit 10 to Form 10-Q for the
               quarterly period ended December 31, 1995.


     10.12     Shareholders'   Agreement  by  and  among  Thiokol   Holding
               Company, Carlyle-Blade Acquisition Partners, L.P., and Blade
               Acquisition   Corp.   dated  as  of   December   13,   1995:
               Incorporated by reference as Exhibit 10 to Form 10-Q for the
               quarterly period

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<PAGE>

               ended December 31, 1995.

     10.13     Registration   Rights   Agreement   by  and  between   Blade
               Acquisition Corp., Thiokol Holding Company and Carlyle-Blade
               Acquisition  Partners,  L.P.  dated as of December 13, 1995:
               Incorporated by reference as Exhibit 10 to Form 10-Q for the
               quarterly period ended December 31, 1995.

     10.14     Holding   Management   Agreement   by  and  between   Howmet
               Corporation and Thiokol Holding Company dated as of December
               13,  1995:  Incorporated  by reference as Exhibit 10 to Form
               10-Q for the quarterly period ended December 31, 1995.

     10.15     Thiokol  Transaction  Fee  Agreement  by and between  Howmet
               Holdings  Acquisition Corp. and Thiokol Corporation dated as
               of December 13, 1995:  Incorporated  by reference as Exhibit
               10 to Form 10-Q for the quarterly  period ended December 31,
               1995.

     10.16     Amended   Certificate  of   Designations,   Preferences  and
               Relative, Participating,  Optional, and Other Special Rights
               of  Preferred  Stock and  Qualifications,  Limitations,  and
               Restrictions  thereof  of 9.0%  Series A  Senior  Cumulative
               Preferred Stock of Blade Acquisition Corp.:  Incorporated by
               reference  as  Exhibit  10 to Form  10-Q  for the  quarterly
               period ended December 31, 1995.

     10.17     Standstill  Agreement by and among Thiokol Holding  Company,
               Thiokol  Corporation,  Carlyle-Blade  Acquisition  Partners,
               L.P. et al. dated as of December 13, 1995:  Incorporated  by
               reference  as  Exhibit  10 to Form  10-Q  for the  quarterly
               period ended December 31, 1995.

     10.18     Collateral  Custodial  Agreement by and among  Carlyle-Blade
               Acquisition  Partners L.P., Thiokol Holding Company, and the
               First National Bank of Chicago: Incorporated by reference as
               Exhibit  10 to Form  10-Q  for the  quarterly  period  ended
               December 31, 1995.

     10.19     Credit  Agreement  dated as of May 23, 1996,  among  Thiokol
               Corporation   and  The  First   National  Bank  of  Chicago.
               Incorporated  by  reference  as  Exhibit 10 to Form 10-K for
               fiscal year ended June 30, 1996.

     10.20     Thiokol Corporation 1996 Stock Awards Plan:  Incorporated by
               reference as Exhibit A to Proxy  Statement  dated  September
               20, 1996.

                                     4
<PAGE>


     10.21     (1)Thiokol  Corporation  Supplemental  Executive  Retirement
               Plan amended and restated effective June 16, 1997.

     10.22     Thiokol  Corporation  Executive  Bonus Plan as  amended  and
               restated effective June 16, 1997.

     10.23     (1)Thiokol  Corporation  Key Executive Bonus Plan as amended
               and restated effective June 16, 1997.

     10.24     (1)Thiokol  Corporation  Key Executive  Long-Term  Incentive
               Plan as amended and restated effective June 16, 1997.

     10.25     (1)Huck International, Inc. Excess Benefit Plan for Selected
               Employees amended and restated effective June 16, 1997.

     10.26     (1)Thiokol   Corporation  Grant  Agreement  Incentive  Stock
               Option amended and restated June 16, 1997.

     10.27     (1)Thiokol  Corporation Grant Agreement  Non-qualified Stock
               Option amended and restated June 16, 1997.

(11) Statement re computation of per share earnings.

     Statement  re  computation  of per share  earnings  of the Company and
     subsidiaries for the three years ended June 30, 1997, 1996, and 1995.

(13) Annual Report to security holders.

     Applicable  sections  of the  Annual  Report  to  Stockholders  of the
     Company for fiscal year 1997 incorporated by reference.

     (21)      Subsidiaries of the registrant.

               Subsidiaries of the Company.

     (24)      Consents.

               Consent of Ernst & Young LLP, independent auditors.

     (27)      Financial Data Schedule.

(b)  REPORTS ON FORM 8-K

     Form 8-K filed May 22,  1997.  Item 5 - Other  Events - related to the
     Rights

                                     5

<PAGE>

     Agreement between Thiokol  Corporation and First Chicago Trust Company
     of New York dated May 22, 1997.


(d) SEPARATE FINANCIAL STATEMENTS OF SUBSIDIARIES NOT CONSOLIDATED AND 
    FIFTY PERCENT OR LESS OWNED PERSONS

     The financial  statements for Howmet International Inc. formerly Blade
     Acquisition Corp.  ("Howmet")  required by Rule 3-09 of Regulation S-X
     to be filed as an amendment to this report on Form 10-K within 90 days
     after the end of Howmet's  fiscal year ending  December 31, 1997,  are
     incorporated  herein by  reference  to Item  14(a) and  Exhibit  13 to
     Annual  Report on Form 10-K of Howmet  International  Inc.  for fiscal
     year ended  December 31, 1997.  The Howmet  financial  statements  are
     incorporated  by  reference   pursuant  to  Rule  12b-23  and  12b-32.
--------------------------

(1)  Management contract or compensatory plan or arrangement has been filed
     as an Exhibit to this Form 10-K pursuant to Item 14c.





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<PAGE>



                                 SIGNATURES


     PURSUANT TO THE  REQUIREMENTS OF SECTION 13 OR 15(D) 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,  AS OF
THE 26TH DAY OF MARCH, 1998.

                                                  THIOKOL CORPORATION
                                                      (Registrant)




                                    By          /S/ RICHARD L. CORBIN
                                                    Richard L. Corbin
                                                    Senior Vice President and
                                                    Chief Financial Officer


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<PAGE>




                                                               EXHIBIT (24)






                      CONSENT OF INDEPENDENT AUDITORS


     We consent to the  incorporation  by reference in this Amended  Annual
Report (Form 10-K/A) of Thiokol Corporation of our report dated January 28,
1997  included  in  the  1998  Annual  Report  to  Shareholders  of  Howmet
International  Inc.  which is  incorporated  by  reference  into the Annual
Report on Form 10-K of Howmet International Inc.

          We  also  consent  to  the  incorporation  by  reference  in  the
Registration Statements Form S-3 No. 333-1753, and Form S-8, Nos. 33-18630,
33-2921,  33-10316,  2-76672, 2-90885, 33-38322, and 33-22965 pertaining to
certain  Retirement  Savings and Investment Plans and Stock Option Plans of
Thiokol  Corporation of our report dated January 28, 1998,  with respect to
the  consolidated   financial   statements  of  Howmet  International  Inc.
incorporated  by reference in the Amended  Annual  Report (Form  10-K/A) of
Thiokol Corporation for the year ended June 30, 1997.


                                                    /S/   ERNST & YOUNG LLP
                                                    ________________________
                                                         ERNST & YOUNG LLP



Stamford, Connecticut
March 20, 1998










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