<PAGE>
Filing under Rule 424(b)(2)
Registration Statement File No. 333-51657
PROSPECTUS SUPPLEMENT DATED MAY 15, 1998
(To Prospectus Dated May 14, 1998)
603,300 shares
Genzyme Transgenics Corporation
Common Stock, $0.01 par value per share
Genzyme Transgenics Corporation (the "Company") intends to offer, in a
privately-negotiated transaction and pursuant to a Common Stock Purchase
Agreement dated May 15, 1998 (the "Purchase Agreement") between the Company and
the purchaser(s) named therein, 603,303 shares of its Common Stock at a price
per share of $10.80 (the "Offered Shares"). The Offered Shares will be offered
directly by the Company pursuant to the Purchase Agreement. No underwriter has
been or will be engaged by the Company in connection with the sale of any of the
Shares. The Common Stock of the Company is listed for quotation on the Nasdaq
National Market under the symbol "GZTC." It is expected that the Offered Shares
will be ready for delivery on the closing date under the Purchase Agreement.
<TABLE>
<CAPTION>
Price to Proceeds to
Public Company (1)
<S> <C> <C>
Per Share............................... $ 10.80 $ 10.80
Total................................... $6,515,640.00 $6,515,640.00
</TABLE>
(1) Before deducting expenses payable by the Company estimated at $16,020.
AN INVESTMENT IN THE SECURITIES REGISTERED HEREBY INVOLVES
A HIGH DEGREE OF RISK. SEE "RISK FACTORS" ON PAGE ONE OF
THE PROSPECTUS TO WHICH THIS IS A SUPPLEMENT.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION; NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS SUPPLEMENT. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus Supplement is May 15, 1998
