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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  ------------

                                   FORM 10-Q/A


                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES AND EXCHANGE ACT OF 1934

                        For Quarter Ended: March 1, 1997

                           Commission File No: 0-10824

                            GENOME THERAPEUTICS CORP.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                 MASSACHUSETTS                       04-2297484
         (STATE OR OTHER JURISDICTION       (I.R.S. EMPLOYER IDENTIFICATION
         OF INCORPORATION OR ORGNIZATION)               NO.)

         100 BEAVER STREET;  WALTHAM, MASSACHUSETTS            02154
         --- ------ ------   -------  -------------            -----
         (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)          (ZIP CODE)

                  REGISTRANT'S TELEPHONE NUMBER: (617) 398-2300

     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. 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.

        COMMON STOCK                                 17,660,477
        ------------                                 ----------
       $.10 PAR VALUE                         Outstanding April 11, 1997
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     This Form 10Q/A is being filed for the sole purpose of adding Exhibit
10.38, Collaboration and License Agreement between the Company, Schering
Corporation, and Schering-Plough Ltd. dated December 20, 1996, to the Company's
Quarterly Report on Form 10Q for quarter ended March 1, 1997, which was filed on
April 15, 1997.




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                                  EXHIBIT INDEX


10.38    Collaboration and License Agreement between the Company, Schering
         Corporation and Schering-Plough Ltd., dated as of December 20, 1996
         (22)*



                                    FOOTNOTES

*Confidential treatment requested with respect to a portion of this Exhibit.

(22)     Filed herewith.


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                                    Signature



Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized who also serves in the capacity of principal financial
officer.



                            Genome Therapeutics Corp.


                                /s/ Fenel M. Eloi
                             ----------------------

                                  Fenel M. Eloi
                          (Principal Financial Officer)

                               Date: June 1, 1997



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