UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549
                           
                                 FORM 10-Q/A  

(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
    Act of 1934 for the quarterly period ended March 31, 1997

                                       or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934   for the transition period from ____________ to
    ____________.

                          Commission File No. 0-20966


                                CATALYTICA, INC.
             (Exact name of Registrant as specified in its charter)


  DELAWARE                                                94-2262240
  (State or other jurisdiction of                         (IRS Employer
  incorporation or organization)                          Identification Number)

                              430 FERGUSON DRIVE
                       MOUNTAIN VIEW, CALIFORNIA  94043
                   (Address of principal executive offices)

                                (415) 960-3000
             (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

The number of outstanding shares of the Registrant's Common Stock, $.001 par
value, was 19,889,268 as of April 30, 1997.

 

    PART II - OTHER INFORMATION

 
Item 6.   Exhibits and Reports on Form 8-K  

 
     (a)  Exhibits  

 
          *27.1   Financial Data Schedule  

 
     (b)  Reports on Form 8-K  

 
          The Company filed one report on Form 8-K during the quarter ended 
March 31, 1997.  On February 24, 1997 the Company filed a Report on Form 8-K in 
response to trading activity in the Company's Common Stock following its news
release dated February 5, 1997 relating to the acquisition of a pharmaceutical
production facility from Glaxo Wellcome Inc., located in Greenville, North 
Carolina.  

All information required by other items in Part II is omitted because the items
are inapplicable, the answer is negative or substantially the same information
has been previously reported by the registrant.

 
- -------------
*Previously filed under Form 10-Q on May 14, 1997.  


 
                                CATALYTICA, INC.

                                   SIGNATURES

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

 
Date:  June 3, 1997                  CATALYTICA, INC.
       ------------                      (Registrant)
                                    
                                         
                                         By: /s/ Lawrence W. Briscoe
                                             -----------------------
                                         Lawrence W. Briscoe
                                         Vice President and Chief
                                         Financial Officer

                                         Signing on behalf of the
                                         registrant and as principal
                                         financial officer