<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K/A


(Mark One)

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                   For the fiscal year ended December 31, 2001

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

                         Commission file number: 0-9463

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

                       DELAWARE                      75-2626358
             (State or other jurisdiction         (I.R.S. Employer
           of incorporation or organization)     Identification No.)

                1301 WATERS RIDGE DRIVE
                   LEWISVILLE, TEXAS                   75057
       (Address of principal executive offices)     (Zip Code)

     Registrant's telephone number, including area code: (972) 353-6500

      Securities registered pursuant to Section 12(b) of the Act: NONE

       Securities registered pursuant to Section 12(g) of the Act:

                          COMMON STOCK, $.01 PAR VALUE

    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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in a definitive proxy to be filed or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

    The aggregate market value of the voting stock held by non-affiliates of the
registrant, as of March 15, 2002 was $10,702,912. As of that date, 14,026,588
shares of the Registrant's Common Stock were outstanding.

    DOCUMENTS INCORPORATED BY REFERENCE:  None.



<PAGE>


This Form 10-K/A amends the Company's Form 10-K filed on April 15, 2002 as
previously amended by a Form 10-K/A filed on April 30, 2002 as follows as to (i)
"LIQUIDITY AND CAPITAL RESOURCES", (ii) "Executive Officers' Options, Exercises
and Holdings Table" (under "Item 11" as reported in the Company's Form 10-K/A
filed April 30, 2002), (iii) "Option Repricing" (under "Item 11" as reported in
the Company's Form 10-K/A filed April 30,2002), and (iv) "NOTE D-FINANCING
ARRANGEMENTS."

(i)  LIQUIDITY AND CAPITAL RESOURCES

    The Company experienced a decline in cash flows from operations in 2001 of
$5.1 million, despite a reduction in the net loss of $56.7 million in 2001.

    Net cash provided by investing activities was $25.2 million in 2001, versus
$2.9 million of cash used in investing activities in 2000. The large increase in
2001 primarily resulted from the net proceeds on the sale of the shares of
Detection Systems, Inc. and the Industrial Furnace Camera business. Purchases of
fixed assets and capitalized software were $2.0 million in 2001, compared to
$5.5 million in capital spending in 2000. This resulted in a $28.1 million
increase in the cash provided by investing activities.

    Net cash used in financing activities was $22.4 million in 2001, compared to
negligible cash provided by financing activities in 2000. The most significant
differences resulted from $20.4 million of net repayments on the Company's
revolving line of credit and repayments of $11.5 million on the mortgage for the
Headquarters Facility in 2001. These repayments were offset by the proceeds of
$6.6 million from the sale of the Headquarters Facility, as well as $4.1 million
in proceeds from the issuance of additional Common Stock.

    At December 31, 2001, the Company had $15.0 million outstanding under its
revolving credit facility. The amount outstanding was subsequently reduced to
$12.0 million during the first quarter of 2002. During the first three quarters
of 2001, the interest rate on the credit facility was adjusted to prime plus a
range of 0.0% to 0.75%, depending on the leverage ratio and other conditions,
determined on a quarterly basis.

    As a result of the disputes with lenders described below, interest rates
increased after the end of the third quarter of 2001. The rate was fixed at
prime plus 3.25% during the fourth quarter of 2001. Late in the first quarter of
2002, the rate was subsequently increased to 12.00%. The Company also paid a
monthly fee of 0.375% per annum based on the average unused borrowing
availability under the credit facility. The credit facility contained certain
financial and operational covenants, including a maximum leverage ratio, a debt
service ratio and minimum net worth amounts. The lenders alleged that the
Company violated certain of these covenants at various times during 2001, but
subsequently waived the alleged defaults.

    Subsequent to December 31, 2001, an amendment (the "Eighth Amendment") to
the Company's revolving credit facility was signed at the insistence of the
lenders (see Exhibit 10.51 to this Form 10-K) that increased the interest rate
to 12.00%, reduced the lending commitment from $30 million to $20 million, and
accelerated the termination date of the facility from March 31, 2002 to February
28, 2002. The Eighth Amendment also waived certain alleged defaults by the
Company under the loan covenants and provided for the payment of certain fees.

    Consequently, subsequent to February 28, 2002, the lenders declared the
outstanding balance of the loan to be due, increased the interest rate to
12.00%, refused to advance funds under the credit facility, and reserved the
right to commence foreclosure proceedings if their loan was not repaid in full
by April 30, 2002.

    On April 19, 2002, the Company signed a three-year, $15 million revolving
credit facility with The Frost National Bank, a national banking association,
doing business as Frost Capital Group and formerly known as Creekwood Capital.
This new financing arrangement will serve as Ultrak's main line of credit,
paying off its indebtedness to its previous lenders, while permitting sufficient
financial support for Ultrak's working capital needs. As part of this new
arrangement, Ultrak significantly reduces its overall interest expense and
related costs. The Frost arrangement also frees up Ultrak's international
divisions to secure localized lines of credit, further enhancing Ultrak's
financial flexibility to pursue growth opportunities.

    The Company received during the week of April 15, 2002 a federal income tax
refund of approximately $6.5 million as a result of the Job Creation and Worker
Assistance Act of 2002, signed into law March 9, 2002. This statute allowed the
Company to carry back its 2001 net operating losses to the 1996 and 1997 tax
years, permitting a



                                       2
<PAGE>

refund of federal income taxes previously paid for those years. The act extended
the carry back period on net operating losses to five years from two years for
losses arising in tax years ending in 2001 and 2002.

(ii) EXECUTIVE OFFICERS' OPTIONS, EXERCISES AND HOLDINGS TABLE

        There were no exercises of stock options during 2001 by the Executive
Officers. The Company does not utilize stock appreciation rights ("SARs"). The
unexercised options owned by the Executive Officers as of December 31, 2001 are
presented below:

<TABLE>
<CAPTION>
                                                           NUMBER OF
                                                           SECURITIES             VALUE OF
                                                           UNDERLYING             UNEXERCISED IN-
                                                           UNEXERCISED            THE-MONEY
                                                           OPTIONS/SARS           OPTIONS/SARS
                         SHARES             VALUE          AS AT 12/31/01         AS AT 12/31/01
                      ACQUIRED ON          REALIZED        EXERCISABLE/           EXERCISABLE/
NAME                EXERCISE IN 2001       ($) (1)         UNEXERCISABLE          UNEXERCISABLE (2)
----                ----------------       -------         -------------          -----------------
<S>                       <C>                <C>           <C>                        <C>
George K. Broady          0                  N/A           96,400/224,451(3)               $0/$0

Peter D. Beare            0                  N/A           12,400/299,600             $0/$14,000

Chris T. Sharng           0                  N/A               0/0(4)                      $0/$0

Wendy S. Diddell          0                  N/A           12,000/81,000              $0/$14,000
</TABLE>

(1)  If applicable, would be based on the fair market value of the shares on the
     exercise date less the exercise price paid for those shares.

(2)  Based on the fair market value of the option shares at fiscal year end
     ($1.46 per share on the basis of the closing price on the NASDAQ National
     Market at fiscal year-end) less the exercise price. If the closing price is
     less than the exercise price, then the value of unexercised options equals
     zero.

(3)  Total of 224,451 at December 31, 2001 does not include 475,000 options
     granted to Mr. Broady in January 2002.

(4)  Mr. Sharng was granted 75,000 options in January 2002.


(iii) OPTION EXCHANGE

    In June 2001, the Company implemented a stock option exchange program (the
"Exchange Program") pursuant to applicable SEC rules and regulations. No options
were issued in 2001 pursuant to the Exchange Program. Only one Executive Officer
participated in the Exchange Program and no options were issued in 2001 pursuant
to the Exchange Program to such Executive Officer.

(iv) NOTE D - FINANCING ARRANGEMENTS

Line of Credit

    At December 31, 2001 and 2000, the Company had $15.0 million and $35.4
million outstanding, respectively, under a credit facility. During the first
quarter of 2001, the credit facility was reduced from $45 million to $30.0
million. The facility provides for interest payable quarterly at prime plus a
range of 0.00% to 0.75% or LIBOR plus a range of 2.25% to 2.75%, depending on
the leverage ratio, as defined, for the quarter. The credit facility contains
certain restrictive financial and operational covenants and conditions,
including a maximum leverage ratio, a debt service ratio and minimum net worth
amounts. The Company pays a monthly unused fee of .375% per annum and borrowings
are collateralized by substantially all assets of the Company. At December 31,
2001, the Company was in violation of certain loan covenants and the interest
rate was increased to the base rate plus 3.25%, or 8%.

    In February 2002, an amendment (the "Eighth Amendment") to the Company's
credit facility was signed at the insistence of the lenders that increased the
interest rate to 12%, reduced the lending commitment from $30 million to $20
million, and shortened the termination date of the facility from March 31, 2002
to February 28, 2002. The Eighth Amendment also waived certain alleged defaults
by the Company under the loan covenants and provided for the payment of certain
fees, including fees which the Company believes gave it the right to extend the
termination date of the facility back to March 31, 2002.

                                       3
<PAGE>

    Although the Company paid and the lenders accepted all of the fees
prescribed by the amendment, the lenders have asserted that the Company did not
have the right to extend the termination date of the credit facility.
Consequently, in March 2002, the lenders have declared the outstanding balance
of the loan to be due, refused to advance funds under the credit facility, and
reserved the right to commence foreclosure proceedings if the loan is not repaid
by April 30, 2002. Although the Company believes that the actions of its lenders
are unwarranted and in breach of their obligations under the credit facility, it
expects to repay the loan before such actions are initiated.

    The Company has received a financing commitment from a new lender that,
combined with a tax refund in excess of $6 million to be received by April 16,
2002, will allow the existing revolving credit facility to be repaid and provide
sufficient funds for the Company's operations. The Company and the new lender
have approved the terms of the loan documents and the new credit facility is
expected to close on April 19, 2002, with funding to follow shortly thereafter.

Financing Obligation

    During 1998, the Company's Worldwide Corporate headquarters located in
Lewisville, Texas was built. Through December 31, 2000, the Company leased its
facility under a synthetic lease classified for book purposes as an operating
lease. In January 2001, the Company terminated its lease and purchased its
corporate headquarters facility from the lessor for $11.5 million.

    In December 2001, the building and the surrounding 14 acres of land were
sold to Briarwood Capital Corporation for $6.6 million. The Company will
leaseback the building and land at a cost of $60,000 per month for a term of 30
months beginning in January 2002. The lease includes an option to purchase the
building and land for $6.9 million at the end of 24 months. Accordingly, this
transaction has been accounted for as a financing transaction. The Company has
recorded the proceeds from the sale as a financing obligation, classified the
lease payments as interest expense and continues to carry the land and building
on its books and record depreciation. The difference between the net book value
and sales proceeds, which totals $4,466,000, has been recorded in the
accompanying statements of operations as an asset impairment.

    In connection with the financing transaction, the Company granted warrants
to purchase 200,000 shares of the Company's common stock to the Company's
Chairman and Chief Executive Officer. Additionally, the Company granted warrants
to purchase 100,000 shares of the Company's common stock to Briarwood Capital
Corporation. See Note E regarding details of the warrants.

Other Debt

    The Company has other financing arrangements ($0.4 million) in Belgium which
consist of various term loans collateralized by automobiles and computer
software. These loans have been classified as current liabilities as a result of
management's decision to withdraw from Belgium and their intention to repay
these obligations.

    The Company has overdraft facility agreements for certain European
subsidiaries up to $1.8 million. At December 31, 2001, there is $0.4 million
outstanding under these agreements.

Interest Rate Swap

    At December 31, 2001, the Company has an interest rate swap to limit the
effect of increases in interest rates. The swap has a notional amount of $5
million and expires February 2004. The effect of this agreement is to limit the
Company's interest rate exposure by fixing the interest rate at 6.485%. At
December 31, 2001, the swap had a fair value of $194,000 and is included in
other current liabilities.


                                       4
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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 on the 9th day of May,
2002.

                                              ULTRAK, INC.

                                              By  /s/ George K. Broady
                                                ----------------------------
                                                George K. Broady
                                                Chief Executive Officer

    Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>

               NAME                                TITLE                      DATE
<S>                                  <C>                                  <C>
       /s/ Niklaus F. Zenger         Chairman of the Board and Chief      May 9, 2002
---------------------------------    Executive Officer
           Niklaus F. Zenger

       /s/ George K. Broady          Chief Executive Officer              May 9, 2002
---------------------------------    (Principal Executive Officer)
           George K. Broady

      /s/ Chris Sharng               Senior Vice President-Finance,       May 9, 2002
---------------------------------    Secretary, Treasurer and Chief
          Chris Sharng               Financial Officer (Principal
                                     Financial and Accounting
                                     Officer)

   /s/ Alastair  J.A.B. Gunning      Director                             May 9, 2002
---------------------------------
      Alastair J.A.B. Gunning

       /s/ Bryan C. W. Tate          Director                             May 9, 2002
---------------------------------
           Bryan C. Tate

      /s/ Michael G. Morris          Director                             May 9, 2002
---------------------------------
          Michael G. Morris

     /s/ Gerard Codeluppi            Director                             May 9, 2002
---------------------------------
         Gerard Codeluppi

</TABLE>