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

                                  FORM 10-K/A
                          AMENDMENT NO. 1 TO FORM 10-K

                                   (Mark One)

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

    For the fiscal year ended June 28, 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 number 0-14742

                              CANDELA CORPORATION
                              -------------------
             (Exact name of registrant as specified in its charter)

              Delaware                                         04-2477008
              --------                                         ----------
      (State or other jurisdiction                          (I.R.S.  employer
    of incorporation or organization)                      identification no.)
                                 
          530 Boston Post Road    
         Wayland, Massachusetts                                   01778
         ----------------------                                   -----
(Address of principal executive offices)                        (Zip code)
                                        

      Registrant's telephone number, including area code:  (508) 358-7400
                                                           --------------

       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
                          ----------------------------
                                (Title of Class)

                         Common Stock Purchase Warrants
                         ------------------------------
                                (Title of Class)

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 checkmark 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 definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [_].
<PAGE>
 
                                       2




The aggregate market value of the Common Stock, $.01 par value, of the
registrant held by non-affiliates of the registrant as of October 13, 1997
(computed based on the closing price of $7.125 of such stock on The Nasdaq
National Market on October 13, 1997) was $19,909,608.

As of October 13, 1997, 5,433,665 shares of the registrants Common Stock, $.01
par value, were issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None.
<PAGE>
 
                                       3


          The undersigned registrant hereby amends the following items of its
Annual Report on Form 10-K as set forth on the pages attached hereto:
<PAGE>
 
                                       4


                                   PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
<TABLE> 
<CAPTION> 

     NAME                         AGE  POSITION            
     ----                         ---  --------            
     <S>                          <C>  <C>                                    
     Gerard E. Puorro              50  President, Chief Executive Officer and 
                                       Director                               
     Kennth D. Roberts             64  Chairman of the Board of Directors     
     Theodore G. Johnson           65  Director                               
     Douglas W. Scott              51  Director                               
     Richard J. Cleveland, M.D.    65  Director                               
     Robert E. Dornbush            50  Director 
</TABLE>

     Mr. Puorro was appointed a Director of the Company in September 1991.  Mr.
Puorro has been President and Chief Executive Officer of the Company since April
1993.  From April 1989 until April 1993, Mr. Puorro was Senior Vice President
and Chief Financial Officer of the Company.  Mr. Puorro was elected Treasurer in
April 1991 and Chief Operating Officer in December 1992.  Prior to joining the
Company and since 1982, he was Vice President and Controller at Massachusetts
Computer Corporation, a manufacturer of micro-supercomputers.

     Mr. Roberts has been a Director of the Company since August 1989 and
Chairman of the Board of Directors since November 1991.  From November 1992 to
June 1995, Mr. Roberts was employed on a part-time basis as Vice President and
Chief Financial Officer of Foster Miller, Inc., an engineering services company.
Since December 1988, he has been an independent management consultant.  From
July 1986 to December 1988, Mr. Roberts was Vice President, Treasurer and Chief
Financial Officer of Massachusetts Computer Corporation, a manufacturer of
micro-supercomputers.  Prior to that time and for many years, he was Senior Vice
President and Treasurer of Dynatech Corporation, a provider of diversified high
technology products and services.

     Mr. Johnson has been a Director of the Company since February 1988.  From
1983 until 1991, he managed his own venture capital and consulting business,
Prelude Management, Inc.  Since that time, he has been an active venture
investor and director of a number of companies.  Prior to that and for twenty-
five years, he was a Vice President at Digital Equipment Company.  Mr. Johnson
is currently a Director of Kronos, Inc., Gensym, Inc., and a number of private
companies including Enrollment Collaborative, Inc., a computer-based college
application service.

     Mr. Scott has been a Director of the Company since September 1991.  Since
1985, Mr. Scott has been a partner with Phildius, Kenyon & Scott, a health care
consulting and investment firm.  Mr. Scott is currently President, Chief
Operating Officer, and a Director of Avitar, Inc., a publicly held health care
company.  Mr. Scott also served as Chief Executive Officer of Avitar from
December 1989 through April 1991.

     Dr. Cleveland was appointed a Director of the Company in April 1994.  He
has been Professor of Surgery at Tufts University School of Medicine since 1972.
In 1986, he was appointed the Andrews Professor of Surgery at the same
institution.  From 1975 to 1993, Dr. Cleveland was Chairman of the Department of
Surgery and Surgeon-in-Chief at the New England Medical Center and a member of
the staff of several hospitals in the Boston area.  He is presently Secretary-
Treasurer of the American Board of Thoracic Surgery and has held numerous
positions in a variety of other professional associations.

     Mr. Dornbush was appointed a Director of the Company in January 1995.  He
has been a principal in Co-Development International, a health care consulting
firm, since 1992.  In that capacity, he served as a materials management
consultant for Kaiser Permanente from 1994 through 1995.  Prior to that time,
Mr. Dornbush was President of UNIT Consulting Group.  From 1978 through 1991,
Mr. Dornbush held the positions of President and Chief Executive Officer at Itel
Distribution Systems, Inc. and The Dornbush Group, Inc.  Mr. Dornbush also is
<PAGE>
 
                                       5


currently a partner in five real estate entities: Pratezk Partners, Double M
Investments, Dom Associates, Westside Development and Lewis, Wolcott and
Dornbush Real Estate, Inc.

     Information regarding the Company's executive officers is contained in Part
I of the Company's Annual Report on Form 10-K filed with the Securities and
Exchange Commission (the "SEC") on September 19, 1997.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Section 16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's directors and officers, and persons who
own more than 10% of a registered class of the Company's equity securities, to
file initial reports of ownership and reports of changes in ownership with the
Securities and Exchange Commission (the "SEC").  Such persons are required by
SEC regulations to furnish the Company with copies of all Section 16(a) forms
they file.

     Each of William B. Kelley, Vice President, North American Sales and Service
for the Company, Richard J. Olsen, Senior Vice President for the Company and Mr.
Scott failed to timely file a Statement of Beneficial Ownership of Securities on
Form 4 for a single transaction.  Each of Messrs. Cleveland, Dornbush, Roberts,
Scott and Johnson failed to timely file an Annual Statement of Beneficial
Ownership of Securities on Form 5 for two transactions.  Each of Jay Caplan,
Vice President, Operations for the Company, James C. Hsia, Senior Vice
President, Research for the Company, Mr. Puorro and Robert Wilber, Vice
President, Service for the Company, failed to timely file an Annual Statement of
Beneficial Ownership of Securities on Form 5 for a single transaction.  The
foregoing information is based solely on the Company's review of the copies of
such forms received by it or written representations from certain reporting
persons that no Forms 4 or 5 were required to be filed.

ITEM 11.  EXECUTIVE COMPENSATION

DIRECTOR COMPENSATION

     Directors who are not employees of the Company receive a fee of $750 per
meeting of the Board of Directors or committee meeting thereof if held
separately.  Directors are also reimbursed for out-of-pocket expenses incurred
in connection with the performance of their duties as a director.

     On May 10, 1990, the Board of Directors of the Company adopted the 1990
Non-Employee Director Plan, which was approved by the Company's shareholders on
November 13, 1990.  The 1990 Non-Employee Director Plan provides for the
issuance of options for the purchase of up to 60,000 shares of the Company's
Common Stock. Under this plan, each member of the Company's Board of Directors
who is neither an employee nor officer of the Company receives a one-time grant
of an option to purchase 10,000 shares of Common Stock at an exercise price
equal to the fair market value on the date of grant.  The options generally
become exercisable in equal amounts over a period of four years from the date of
grant, expire seven years after the date of grant and are nontransferable.
Including cancellations, options for the purchase of 66,500 shares have been
granted at a range of exercise prices from $3.25 to $14.50 per share.  Upon
shareholder approval of the 1993 Non-Employee Director Stock Option Plan, the
Board of Directors terminated the granting of options under the 1990 Non-
Employee Director Stock Option Plan.

     On June 2, 1993, the Board of Directors of the Company adopted the 1993
Non-Employee Director Stock Option Plan, which was approved by the Company's
shareholders on November 18, 1993.  The 1993 Non-Employee Director Plan provides
for the issuance of options for the purchase of up to 80,000 shares of the
Company's Common Stock.  Under this Plan, each member of the Company's Board of
Directors who is neither an employee nor an officer of the Company receives a
onetime grant of an option to purchase 10,000 shares of Common Stock at an
exercise price equal to the fair market value on the date of grant.  The options
generally become exercisable in equal amounts over a period of two years from
the date of grant, expire ten years after the date of grant and are
nontransferable. To date, options for the purchase of 60,000 shares have been
granted at exercise prices ranging from $1.50 to $3.25 per share.
<PAGE>
 
                                       6

  On December 24, 1996, Dr. Cleveland, a director of the Company, was granted
non-statutory options to purchase 20,000 shares of the common stock of Candela
Skin Care Centers, Inc., a subsidiary of the Company, at an exercise price of
$1.00.  These non-statutory options were granted pursuant to the terms of the
Candela Skin Care Centers, Inc. 1996 Incentive and Non-Statutory Stock Option
Plan, have a term of 10 years from the date of grant and become exercisable over
a four-year period.

  In fiscal 1997, Mr. Roberts, Chairman of the Board of Directors of the
Company, received compensation in the amount of $3,147 from the Company for
services provided to the Company pursuant to a Consulting Agreement dated June
10, 1996.

  In fiscal 1997, Dr. Cleveland, a director of the Company, received
compensation in the amount of $32,697 from Candela Skin Care Centers, Inc. for
services provided to the Company pursuant to a Consulting Agreement dated June
10, 1996.

EXECUTIVE COMPENSATION

  The following table sets forth certain information with respect to the
compensation paid or accrued by the Company for services rendered to the
Company, in all capacities, for the year ended June 28, 1997 by its Chief
Executive Officer (the "CEO") and the four other most highly paid executive
officers of the Company, in each case whose total salary and bonus exceeded
$100,000 during the year ended June 28, 1997 (collectively, the "Named Executive
Officers").

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
 
                                                                                        LONG-TERM
                                                ANNUAL COMPENSATION(1)                COMPENSATION
                                        -------------------------------------------------------------
                                 FISCAL                        OTHER ANNUAL             AWARDS(2)            ALL OTHER 
 NAME AND PRINCIPAL POSITION      YEAR     SALARY($)          COMPENSATION($)        OPTIONS/SARS(#)       COMPENSATION($)
---------------------------------------------------------------------------------------------------------------------------
<S>                              <C>       <C>                <C>                   <C>                    <C>
Gerard E. Puorro...............   1997      209,792               15,000(3)            100,000                3,046(5)
  Chief Executive Officer,        1996      207,615               15,000(3)             50,000(4)             2,376(5)             
  President and Director          1995      205,085               43,125(3)            100,000                2,590(5)             
                                                                                                                                  
James C. Hsia, Ph.D. ..........   1997      141,686                   --                20,000                2,935(6)             
  Senior Vice President,          1996      131,019                   --                40,000                2,470(6)             
  Research                        1995      127,453                   --                     0                2,673(6)             
                                                                                                                                  
Kenji Shimizu..................   1997      152,098                   --                     0                2,491(7)             
  Executive Vice President        1996      145,720                   --                     0                  174(7)             
                                  1995      135,011                   --                25,000                  188(7)             
                                                                                                                                  
William B. Kelley..............   1997      156,988                   --                25,000                2,401(8)             
  Vice President, North           1996      135,520                   --                     0                1,934(8)             
  American Sales and Service      1995      135,408                   --                20,000                2,119(8)             
                                                                                                                                  
Richard J. Olsen...............   1997      135,583                   --                     0                1,688(9)             
  Senior Vice President           1996      124,377                   --                90,000(4)             1,669(9)             
                                  1995      116,384                   --                20,000                2,028(9)             
</TABLE>
---------------------
(1) Excludes perquisites and other personal benefits, the aggregate annual
    amount of which for each officer was less than the lesser of $50,000 or 10%
    of the total salary and bonus reported for the named executive officer.
(2) The Company did not grant any restricted stock awards or stock appreciation
    rights ("SARs") or make any long-term incentive plan pay-outs during the
    fiscal years ended June 28, 1997, June 29, 1996 or July 1, 1995.
<PAGE>
 
                                       7


(3) For fiscal 1997, 1996 and 1995, includes $15,000, $15,000 and $43,125 of
    debt forgiveness, respectively.
(4) Options for the purchase of shares in Candela Skin Care Centers, Inc., a
    subsidiary of the Company.
(5) For fiscal 1997, includes $2,320 in matching contributions by the Company
    pursuant to the Company's 401(k) Plan and $726 in life insurance premiums
    paid by the Company for the benefit of Mr. Puorro.  For fiscal 1996,
    includes $1,717 in matching contributions by the Company pursuant to the
    Company's 401(k) Plan and $659 in life insurance premiums paid by the
    Company for the benefit of Mr. Puorro.  For fiscal 1995, includes $1,816 in
    matching contributions by the Company pursuant to the Company's 401(k) Plan
    and $714 in life insurance premiums paid by the Company for the benefit of
    Mr. Puorro.
(6) For fiscal 1997, includes $2,175 in matching contributions by the Company
    pursuant to the Company's 401(k) Plan and $760 in life insurance premiums
    paid by the Company for the benefit of Dr. Hsia.  For fiscal 1996, includes
    $1,773 in matching contributions by the Company pursuant to the Company's
    401(k) Plan and $697 in life insurance premiums paid by the Company for the
    benefit of Dr. Hsia.  For fiscal 1995, includes $1,912 in matching
    contributions by the Company pursuant to the Company's 401(k) Plan and $761
    in life insurance premiums paid by the Company for the benefit of Dr. Hsia.
(7) For fiscal 1997, includes $2,292 in matching contributions by the Company
    pursuant to the Company's 401(k) Plan.  For fiscal 1997, 1996 and 1995,
    includes $199, $174 and $188, respectively, in life insurance premiums paid
    by the Company for the benefit of Mr. Shimizu.
(8) For fiscal 1997, includes $2,291 in matching contributions by the Company
    pursuant to the Company's 401(k) Plan and $110 in life insurance premiums
    paid by the Company for the benefit of Mr. Kelley.  For fiscal 1996,
    includes $1,837 in matching contributions by the Company pursuant to the
    Company's 401(k) Plan and $97 in life insurance premiums paid by the Company
    for the benefit of Mr. Kelley.  For fiscal 1995, includes $2,012 in matching
    contributions by the Company pursuant to the Company's 401(k) Plan and $107
    in life insurance premiums paid by the Company for the benefit of Mr.
    Kelley.
(9) For fiscal 1997, includes $1,013 in matching contributions by the Company
    pursuant to the Company's 401(k) Plan and $675 in life insurance premiums
    paid by the Company for the benefit of Mr. Olsen.  For fiscal 1996, includes
    $1,072 in matching contributions by the Company pursuant to the Company's
    401(k) Plan and $597 in life insurance premiums paid by the Company for the
    benefit of Mr. Olsen.  For fiscal 1995, includes $1,182 in matching
    contributions by the Company pursuant to the Company's 401(k) Plan and $846
    in life insurance premiums paid by the Company for the benefit of Mr. Olsen.
<PAGE>
 
                                       8

                     OPTION GRANTS IN THE LAST FISCAL YEAR
                                        
     The following table sets forth grants of stock options pursuant to the
Company's 1989 Stock Plan during the fiscal year ended June 28, 1997 to the
Named Executive Officers listed in the Summary Compensation Table above.

                     OPTION/SAR GRANTS IN LAST FISCAL YEAR
<TABLE>
<CAPTION>
                                                                                                                 POTENTIAL
                                                                                                             REALIZABLE VALUE  
                                                                                                                AT ASSUMED 
                                                                                                              ANNUAL RATES OF      
                                                                                                                STOCK PRICE       
                                                                                                              APPRECIATION FOR
                                                       INDIVIDUAL GRANTS                                         OPTIONS(1)
                           -------------------------------------------------------------------------   ---------------------------
                                                      PERCENT OF                                       
       NAME                                             TOTAL                                          
                                                       OPTIONS/                                        
                                                      GRANTED TO        EXERCISE                       
                                    OPTION            EMPLOYEES          OF BASE           EXPIR-      
                                    GRANTED           IN FISCAL           PRICE            ATION       
                                      (#)                YEAR           ($/SHARE)           DATE             5%             10%
------------------------   -------------------------------------------------------------------------   ---------------------------
<S>                                <C>                <C>               <C>                <C>            <C>            <C>
Gerard E. Puorro........           100,000(2)          46.51%              7.50            8/9/06         471,671        1,195,307
James C. Hsia, Ph.D. ...            20,000(2)           9.30%              7.50            8/9/06          94,334          239,061
Kenji Shimizu...........                 0                --                 --                --              --               --
William B. Kelley.......            25,000(2)          11.63%              7.50            8/9/06         117,918          298,827
Richard J. Olsen........                 0                --                 --                --              --               --
----------------
</TABLE>
(1) Amounts reported in these columns represent amounts that may be realized
    upon exercise of the options immediately prior to the expiration of their
    term assuming the specified compounded rates of appreciation (5% and 10%) on
    the Company's Common Stock, as the case may be, over the term of the
    options.  These numbers are calculated based on rules promulgated by the
    Securities and Exchange Commission and do not reflect the Company's estimate
    of future stock price growth.  Actual gains, if any, on stock option
    exercises and Common Stock holdings are dependent on the timing of such
    exercise and the future performance of the Company's Common Stock.  There
    can be no assurance that the rates of appreciation assumed in this table can
    be achieved or that the amounts reflected will be received by the
    individuals.
(2) These options were granted on August 9, 1996, have a term of ten years from
    the date of grant, become exercisable over a four year period and qualify as
    incentive stock options under Section 422 of the Internal Revenue Code.
<PAGE>
 
                                       9

OPTION EXERCISES AND FISCAL YEAR END VALUES

      The following table sets forth information with respect to options to
purchase (1) the Company's Common Stock granted under the 1987 Stock Option Plan
and 1989 Stock Plan, and (2) shares of the Company's subsidiary, Candela Skin
Care Centers, Inc. including (i) the number of shares purchased upon exercise of
options in the most recent fiscal year, (ii) the net value realized upon such
exercise, (iii) the number of unexercised options outstanding at June 28, 1997,
and (iv) the value of such unexercised options at June 28, 1997:

             AGGREGATE OPTION/SAR EXERCISES IN LAST FISCAL YEAR AND
                          JUNE 28, 1997 OPTION VALUES
<TABLE>
<CAPTION>
 
                                                                            NUMBER OF                    VALUE OF UNEXERCISED   
                                                                       UNEXERCISED OPTIONS               IN-THE-MONEY OPTIONS   
                                                                       AT JUNE 28, 1997 (#)             AT JUNE 28, 1997 ($)(2) 
                                                           -----------------------------------------------------------------------
                                SHARES          VALUE
                               ACQUIRED       REALIZED              EXERCIS-         UNEXERCIS-        EXERCIS-       UNEXERCIS-
NAME                         ON EXERCISE       ($)(1)                 ABLE              ABLE             ABLE            ABLE
                                  (#)
----------------------------------------------------------------------------------------------------------------------------------
<S>                          <C>              <C>                   <C>              <C>               <C>            <C>
Gerard E. Puorro ........           0               0               155,000          125,000           410,625         175,000     
                                    0               0                37,500(3)        12,500(3)             --(4)           --(4)
James C. Hsia, Ph.D. ....           0               0                80,546           31,250           108,472               0     
Kenji Shimizu ...........           0               0                31,250           12,500            93,750          43,750     
William B. Kelley .......       1,500           8,250                49,214           35,000           146,074          35,000     
Richard J. Olsen ........           0               0                43,939           10,000           128,472          35,000     
                                    0               0                45,000(3)        45,000(3)             --(4)           --(4)
</TABLE> 
--------------------
(1) Named Executive Officers will receive cash only if and when they sell the
    securities issued upon exercise of the options and the amount of cash
    received by such individuals is dependent on the value of such securities at
    the time of such sale, if any.
(2) Value is based on the difference between option grant price and the fair
    market value at 1997 fiscal year end ($6.25 per share as quoted on the
    Nasdaq Stock Market at the close of trading on June 27, 1997) multiplied by
    the number of shares underlying the option.
(3) These options are for the purchase of shares of Candela Skin Care Centers,
    Inc., a subsidiary of the Company.
(4) Value of options to purchase shares of Candela Skin Care Centers, Inc.
    cannot be determined due to the lack of a public market. At the time of
    grant, the board of directors of Candela Skin Care Centers, Inc. determined
    that the exercise price of $1.00 was not less than the fair market value of
    shares of Candela Skin Care Centers, Inc.

EMPLOYMENT CONTRACTS

      The Company has a severance agreement with each of Messrs. Puorro, Hsia,
Shimizu, Kelley and Olsen. Under the Company's agreements with Messrs. Puorro,
Hsia, Shimizu, Kelley and Olsen, each of them is entitled to continue to receive
from the Company their respective base annual salary over 12 months in the event
that their services for the Company are terminated for any reason except
resignation.  Under the Company's agreement with Mr. Puorro, he is entitled to
receive 18 months of severance in the event that there is a change in control of
the Company as defined by the agreement.
<PAGE>
 
                                       10

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      The following table sets forth certain information with respect to the
beneficial ownership of the Company's Common Stock as of October 17, 1997 by (i)
each person known to the Company who beneficially owns 5% or more of the
outstanding shares of its Common Stock, (ii) each director or nominee to become
a director of the Company, (iii) each executive officer identified in the
Summary Compensation Table and (iv) all directors and executive officers of the
Company as a group:
<TABLE>
<CAPTION>

                                           AMOUNT OF BENEFICIAL OWNERSHIP(1)
                                           ---------------------------------
 
        NUMBER AND ADDRESS OF            NUMBER OF SHARES    PERCENT OF SHARES
          BENEFICIALLY OWNED            BENEFICIALLY OWNED  BENEFICIALLY OWNED
------------------------------------------------------------------------------
 <S>                                    <C>                 <C>
Gerard E. Puorro(2) ..................         207,706             3.7%        
                                                                               
Theodore G. Johnson(3) ...............          73,349             1.3%        
                                                                               
Kenneth D. Roberts(4) ................          26,500             *           
                                                                               
Douglas W. Scott(5) ..................          26,250             *           
                                                                               
Richard J. Cleveland, M.D.(6) ........          17,000             *           
                                                                               
Robert E. Dornbush(7) ................         305,335             5.6%        
                                                                               
James C. Hsia(8) .....................         120,718             2.2%        
                                                                               
Kenji Shimizu(9) .....................          40,000             *           
                                                                               
William B. Kelley(10) ................          60,989             1.1%        
                                                                               
Richard J. Olsen(11) .................          74,805             1.4%        
                                                                               
Singatronics Asset Holdings Private                                            
  Limited(12) ........................         870,146            16.0%        
  506 Chai Chee Lane                                      
  Singapore 469026                                        
                                                          
William D. Witter, Inc.(13) ..........       1,340,233            24.7%
  153 East 53rd Street                                    
  New York, NY 10022                                      
                                                          
All Directors and Executive                                       
  Officers as a Group (13 Persons)(14)         991,429            16.5% 
 
--------------------
</TABLE>
*   Represents less than 1% of the Company's outstanding Common Stock.
(1) Except as otherwise indicated, the persons named in the table have sole
    voting and investment power with respect to all shares of Common Stock
    beneficially owned by them.  Pursuant to the rules of the Securities and
    Exchange Commission the number of shares of Common Stock deemed outstanding
    includes, for each person or group referred to in the table, shares issuable
    pursuant to options held by the respective person or group which may be
    exercised within 60 days after October 17, 1997.
<PAGE>
 
                                       11

(2)  Includes 205,000 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(3)  Includes 20,500 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(4)  Includes 22,500 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997. Excludes 3,000 shares
     held by a trust for the benefit of one of Mr. Roberts' children as to which
     Mr. Roberts disclaims beneficial ownership.
(5)  Includes 25,000 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(6)  Includes 15,000 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(7)  Includes 15,000 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997 and warrants to
     purchase 2,000 shares of Common Stock. Excludes 119,885 shares held by
     Kenan Greg Loomis which, by virtue of their expectation that they are
     likely to act in concert with respect to future transactions in the
     Company's securities, each of Messrs. Dornbush and Loomis may be deemed to
     own beneficially. However, each of Messrs. Dornbush and Loomis disclaims
     voting power and investment power over the securities of the Company owned
     by the other. Information based on Amendment No. 2 to Schedule 13D, dated
     September 9, 1992, and Amendment No. 6 to Schedule 13D, dated December 22,
     1994 filed with the Securities and Exchange Commission.
(8)  Includes 85,546 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(9)  Includes 37,500 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(10) Includes 60,464 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(11) Includes 48,939 shares issuable pursuant to stock options exercisable
     within the 60 day period following October 17, 1997.
(12) Includes warrants to purchase 39,142 shares of Common Stock. Information
     based on Amendment No. 3 to Schedule 13D, dated June 9, 1992 filed with the
     Securities and Exchange Commission.
(13) Information based on Amendment No. 2 to Schedule 13G which was filed with
     the Securities and Exchange Commission on September 12, 1995, Amendment No.
     4 to Schedule 13G filed on February 16, 1996, Amendment No. 5 to Schedule
     13G filed on June 21, 1996 and Amendment No. 6 to Schedule 13G filed
     September 19, 1997.
(14) Includes 562,474 shares subject to stock options exercisable within the 60
     day period following October 17, 1997.  Also includes warrants to purchase
     2,000 shares of Common Stock.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.
<PAGE>
 
                                       12

                                  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, this 23rd day of October,
1997.

                                     CANDELA CORPORATION


                                     By:  /s/ Gerard E. Puorro
                                         ---------------------
                                         Gerard E. Puorro
                                         President and Chief Executive Officer