ECOGEN INC
10-Q/A, 1995-10-23
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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<PAGE>   1
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                 Form 10-Q/A
                              (Amendment No. 1)

                 Quarterly Report under Section 13 or 15(d)
                   of the Securities Exchange Act of 1934

                       For Quarter Ended July 31, 1995
                                         -------------

                        Commission File number 1-9579
                                               ------

                                 Ecogen Inc.
                                 -----------

           (Exact name of registrant as specified in its charter)

           Delaware                                  22-2487948
           --------                                  ----------
      (State or other jurisdiction of               (I.R.S. Employer
      incorporation or organization)               Identification Number)

2005 Cabot Boulevard West, Langhorne, Pennsylvania             19047
- --------------------------------------------------             -----
 (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number,
including area code                                      (215) 757-1590
                                                         --------------

     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
filed 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:

<TABLE>
<CAPTION>
   Class                          Outstanding at September 1, 1995
   -----                          --------------------------------
<S>                                       <C>
Common Stock, $.01 par value              29,686,278
</TABLE>

     Item 6. (Exhibits and Reports on Form 8-K) of Registrant's Quarterly report
on Form 10-Q for the fiscal quarter ended July 31, 1995, is hereby amended and
restated in its entirety as follows:

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits.

     27. Financial Data Schedule.

     (b) Reports on Form 8-K.

     During the fiscal quarter ended July 31, 1995, no Current Reports on Form
8-K were filed.
<PAGE>   2

                                   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.

Date: October 23, 1995                      By: /s/ James P. Reilly, Jr. 
                                               -------------------------
                                              (James P. Reilly, Jr., President 
                                               and Chief Executive Officer)

                                            By: /s/ Mary Pactzold
                                               -------------------------
                                              (Mary Pactzold, Vice President
                                               and Chief Financial Officer)
<PAGE>   3
                              INDEX OF EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT NO.                                      DESCRIPTION
<S>                                         <C>
27                                          Financial Data Schedule
</TABLE>


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED CONDENSED FINANCIAL STATEMENTS INCLUDED IN THE JULY 31, 1995 3RD
QUARTER FORM 10Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 
FORM 10Q.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          OCT-31-1995
<PERIOD-START>                             NOV-01-1994
<PERIOD-END>                               JUL-31-1995
<CASH>                                       5,557,436
<SECURITIES>                                         0
<RECEIVABLES>                                2,602,360
<ALLOWANCES>                                    90,000
<INVENTORY>                                  6,762,135
<CURRENT-ASSETS>                            15,798,625
<PP&E>                                       7,510,420
<DEPRECIATION>                               5,111,590
<TOTAL-ASSETS>                              18,851,676
<CURRENT-LIABILITIES>                        7,084,330
<BONDS>                                              0
<COMMON>                                       296,863
                                0
                                      2,600
<OTHER-SE>                                   9,724,145
<TOTAL-LIABILITY-AND-EQUITY>                18,851,676
<SALES>                                      7,986,688
<TOTAL-REVENUES>                             7,986,688
<CGS>                                        4,800,026
<TOTAL-COSTS>                               24,020,684
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                           (18,086,591)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                       (18,086,591)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                              (18,086,591)
<EPS-PRIMARY>                                    (.70)
<EPS-DILUTED>                                        0
        

</TABLE>


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