UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-Q/A

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

       For the period ended January 31, 2004.

[ ]    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: 1-9974


                               ENZO BIOCHEM, INC.
                               ------------------
             (Exact name of registrant as specified in its charter)


             NEW YORK                                     13-2866202
------------------------------------           ---------------------------------
(State or other jurisdiction                   (IRS Employer Identification No.)
 of incorporation or organization)


               60 EXECUTIVE BOULEVARD, FARMINGDALE, NEW YORK 11735
               ---------------------------------------------------
              (Address of principal executive offices and zip code)


                                 (631) 755-5500
               ----------------------------------------------------
              (Registrant's telephone number, including area code)


           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

    Common Stock, $0.01 par value                        New York Stock Exchange
---------------------------------------                  -----------------------
         (Title of Class)                                (Name of Each Exchange
                                                          on which Registered)

           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 that the  registrant  has
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

Yes X   No

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              As of February 26, 2003 the Registrant had 28,466,200
                      shares of Common Stock outstanding.

<PAGE>

PORTIONS AMENDED

The Registrant hereby amends Part II Item 4 contained in the Registrant's Report
on Form  10-Q  for the  quarterly  period  ended  January  31,  2004 to  provide
information  relating to the election of directors  at the  Registrant's  Annual
Meeting of Shareholders held on January 14, 2004. Except as set forth in Item 4,
no other changes are made to the Company's Report on Form 10-Q for the quarterly
period ended January 31, 2004.



                           PART II - OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

(a) The Annual Meeting of Stockholders was held on January 14, 2004.

(b) The following matters were voted upon and the results were as follows:

(1) Shahram Rabbani and Irwin C. Gerson were nominated by management and elected
by the  stockholders to serve as Class I Directors until the next Annual Meeting
of  Stockholders  or until  their  respective  successors  are elected and shall
qualify.  The  Stockholders  voted  27,894,999  and  28,069,121  shares  in  the
affirmative  for  Messrs.  Rabbani  and  Gerson,  respectively,  and 571,946 and
397,824 shares withheld for Messrs. Rabbani and Gerson respectively.

(2) The Stockholders  voted 27,976,368 shares in the affirmative with respect to
the ratification of Ernst & Young LLP as the Company's  independent auditors for
the fiscal year ended July 31, 2004 and 488,941 shares against and 41,636 shares
abstained.


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                                    SIGNATURE

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                               ENZO BIOCHEM, INC.
                                  (registrant)


Date: May 28, 2004                                   by: /s/ Barry Weiner
                                                     ---------------------------
                                                     Chief Financial Officer