Filed pursuant to Rule 424(b)(3) and Rule 424(c)
                                                     Registration No. 333-132864


PROSPECTUS SUPPLEMENT NO.  3


                              MACROCHEM CORPORATION

                        21,463,002 SHARES OF COMMON STOCK


     This  prospectus  supplement  amends the  prospectus  dated  April 18, 2006
related to common  stock that may be sold by the selling  security  holders upon
the conversion of our Series C Cumulative  Convertible  Preferred  Stock or upon
the  exercise  of  warrants  to  include   information   regarding  the  selling
stockholders.

     This  prospectus   supplement  should  be  read  in  conjunction  with  the
prospectus  dated April 18, 2006,  Prospectus  Supplement No. 1 dated August 15,
2006,  and  Prospectus  Supplement  No. 2 dated  August 25, 2006 which are to be
delivered with this prospectus supplement.

NEITHER  THE  SECURITIES  AND  EXCHANGE  COMMISSION  NOR  ANY  STATE  SECURITIES
COMMISSION HAS APPROVED OR  DISAPPROVED  OF THESE  SECURITIES OR PASSED UPON THE
ADEQUACY  OR ACCURACY  OF THIS  PROSPECTUS  SUPPLEMENT  OR THE  PROSPECTUS.  ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.







                                January 19, 2007











The selling  stockholder table on page 16 of the prospectus dated April 18, 2006
is hereby amended as follows with information as of January 19, 2007.

The entry for Quogue  Capital LLC is deleted in its entirety  and replaced  with
the following:



                                       SHARES BENEFICIALLY       SHARES          SHARES OWNED AND
                                           OWNED PRIOR            BEING             OWNERSHIP
    SELLING STOCKHOLDER                    TO OFFERING           OFFERED            PERCENTAGE
                                               (1)                 (2)          AFTER OFFERING (1)
                                                                      

Quogue Capital LLC (15)                      51,916             390,477            0          *


(15) Includes 152,381 shares received upon the conversion of Series C Cumulative
Convertible  Preferred  Stock and 238,096  shares  issuable upon the exercise of
warrants.  The shares  issuable  upon the  conversion of the Series C Cumulative
Convertible  Preferred  Stock and upon  exercise  of the  warrants  held by this
selling security holder,  however, are subject to the 4.95% beneficial ownership
cap described above.


In addition,  the following entry for a new selling  stockholder,  Hudson Square
Capital LLC, is added to the selling stockholder table:




                                       SHARES BENEFICIALLY       SHARES          SHARES OWNED AND
                                           OWNED PRIOR            BEING             OWNERSHIP
    SELLING STOCKHOLDER                    TO OFFERING           OFFERED            PERCENTAGE
                                               (1)                 (2)          AFTER OFFERING (1)
                                                                      
Hudson Square Capital LLC (20)               51,916              85,714            0          *



(20) Includes  85,714 shares issuable upon the conversion of Series C Cumulative
Convertible  Preferred  Stock.  The shares  issuable upon the  conversion of the
Series C Cumulative Convertible Preferred Stock by this selling security holder,
however,  are subject to the 4.95% beneficial ownership cap described above. Mr.
Mark Alvino is the  President of Hudson Square  Capital LLC and  exercises  sole
voting and  dispositive  power with respect to the shares owned by Hudson Square
Capital LLC. Mr. Alvino is also  Managing  Director of SCO  Securities  LLC, the
placement agent for the private placement of our Series C Cumulative Convertible
Preferred Stock and a financial advisor to the Company.