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


                    FORM 10-Q/A
                 (Amendment No. 1)
[X]  Quarterly Report Pursuant to Section 13 or 15(d) of 
     the Securities Exchange Act of 1934.  
     For the period ended March 31, 1996

 Commission File Number:    0-12104

           IMMUNOMEDICS, INC.
 (Exact name of registrant as specified in its charter)

           Delaware                                61-1009366
 (State or other jurisdiction of         (IRS Employer Identification No.)
 incorporation or organization)

 300 American Road, Morris Plains, New Jersey            07950
 (Address of principal executive offices)              (Zip code)

      (201) 605-8200
 (Registrant's telephone number, including area code) 

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.

                             [X] Yes  [ ] No
                        

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.

As of May 8, 1996, there were 34,064,014 shares of the registrant's
common stock outstanding.

                        


PART II - Other Information:

Item   6. Exhibits and reports on Form 8-K

          (a)  Exhibits
 
               10.22     Distribution and Marketing Agreement, dated as of
                         April 4, 1996, between the Registrant and
                         Mallinckrodt Medical, Inc.
                           *  Confidential portions have been omitted and
                              filed separately with the Commission.        

          (b)  Reports on Form 8-K

               The Company did not file a Current Report on Form 8-K during
               the three-month period ended March 31, 1996.


                           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.

                                                 IMMUNOMEDICS, INC.
                                                    (Registrant)





     DATE: July 19, 1996           /s/ David M. Goldenberg
                                   
                                   _______________________
                                   David M. Goldenberg,
                                   Chairman of the Board,
                                   Chief Executive Officer, and Treasurer
                                   (Principal Executive Officer
                                   and Principal Accounting Officer)