<PAGE>
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549
                             --------------------
                                 FORM 10-K/A-1

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

                    FOR THE FISCAL YEAR ENDED OCTOBER 31, 1997
                                       OR
             [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                        COMMISSION FILE NUMBER:  0-17754

                                CONSILIUM, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


           DELAWARE                                       94-2523965
(STATE OR OTHER JURISDICTION OF                       (I.R.S. EMPLOYER
 INCORPORATION OR ORGANIZATION)                        IDENTIFICATION NO.)

                                485 CLYDE AVENUE
                            MOUNTAIN VIEW, CA 94043
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES INCLUDING ZIP CODE)

                        TELEPHONE NUMBER (650) 691-6100
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

       SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE

          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                    COMMON STOCK, $0.01 PAR VALUE PER SHARE

     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 the 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. __

     The aggregate market value of Common Stock held by non-affiliates of the
Registrant as of October 31, 1997 was approximately $15,623,850.58. Shares of
Common Stock held by each executive, director and 5% or greater shareholder
have been excluded in that such persons may be deemed affiliates. This
determination of affiliate status is not necessarily a conclusive
determination for other purposes.

     As of October 31, 1997, there were approximately 8,290,290 shares of
the Registrant's Common Stock outstanding.

                      DOCUMENTS INCORPORATED BY REFERENCE

  Portions of the definitive Proxy Statement in connection with the Registrant's
Annual Meeting of Stockholders to be held March 18, 1998 are incorporated by
reference in Part III.
<PAGE>

                                    PART IV

ITEM 14.    EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K

 
          (a)  The following documents are filed as part of this Report:

               1.  Financial Statements.
                   --------------------
                        
                   Report of Independent Public Accountants (Arthur Andersen
                   LLP) dated December 3, 1997.

                   Report of Independent Accountants (Coopers & Lybrand L.L.P.)
                   dated December 6, 1995.

                   Consolidated Statements of Operation - Years Ended October 
                   31, 1997, 1996 and 1995.

                   Consolidated Balance Sheets - October 31, 1997 and 1996.

                   Consolidated Statements of Stockholder's Equity - Years 
                   Ended October 31, 1997, 1996 and 1995.

                   Consolidated Statements of Cash Flows - Years Ended October
                   31, 1997, 1996 and 1995.

                   Notes to Consolidated Financial Statements.


               2.  Financial Statement Schedule.
                   ----------------------------

                   The following financial statement schedule of Consilium, Inc.
is filed as part of this Report and should be read in conjunction with the
Consolidated Financial Statements of Consilium, Inc.

                   Report of Independent Accountants 
                                                                     
                   Schedule II - Valuation and Qualifying Accounts       

                   
                   Schedules not listed above have been omitted because the
information required to be set forth therein is not applicable or is shown in
the financial statements or notes thereto.



                                       2
<PAGE>

          3.  Exhibits.
              --------

<TABLE>
<CAPTION>
          Exhibit 
          Number                            Exhibit Title
        ----------    ----------------------------------------------------------------------- 
        <S>           <C>                                                                 
           2.1        Asset Purchase Agreement for the acquisition of FAST Associates, Pte. dated                         
                      July 31, 1997. /3/                                                                                   
                                                                                                                          
           3.1        Certificate of Incorporation of the Company. /2/                                                      
                                                                                                                          
           3.2        By-Laws of the Company. /2/                                                                           
                                                                                                                          
           3.3        Certificate of Designation of Series A Convertible Preferred Stock. /3/                                
                                                                                                                          
           4.1        Form of Warrant Agreement dated April 1, 1997 between the Company and                               
                      Imperial Bank. /3/                                                                                     
                                                                                                                          
           4.2        Form of 8% Convertible Preferred Stock Subscription Agreement for the Sale of                       
                      an Aggregate $3 million worth of Preferred Shares to certain private                                
                      institutional investors dated August 19, 1997. /3/                                                      
                                                                                                                          
           4.3        Form of Warrant Agreement dated August 19, 1997 between the Company and                             
                      certain placement agents. /3/                                                                           
                                                                                                                          
          10.2        Master Lease Agreement, dated December 2, 1988, between the Company and                             
                      General Electric Capital Corporation, with schedules. /1/                                             
                                                                                                                          
          10.3        Letter Agreement, dated July 22, 1987, with respect to the employment of                            
                      Thomas Tomasetti. /1/,/6/                                                                               
                                                                                                                          
          10.5        Agreement between the Company and Honeywell, Inc., Industrial Automation and                        
                      Control, dated April 1, 1993. /2/,/5/                                                                   
                                                                                                                          
          10.6        Form of Director and Officer Indemnity Agreement. /4/                                                 
                                                                                                                          
          10.7        Amended and Restated 1983 Stock Option Plan. /6/,/7/                                                    
                                                                                                                          
          10.8        Forms of Stock Option Agreement used in conjunction with the 1983 Stock                             
                      Option Plan. /6/,/7/                                                                                    
                                                                                                                          
          10.9        1990 Outside Director's Stock Option Plan. /6/,/7/                                                       

          10.10       Forms of Outside Directors Stock Option Agreement used in conjunction with                                 
                      the 1990 Outside Director's Stock Option Plan. /6/,/7/

          10.11       Lease agreement for the Company's principal facility, dated August 2, 1995,                                
                      among the Company and The Prudential Insurance Company of America. /7/                                       

          10.12       Letter Agreement, dated August 5, 1994, with respect to the employment of                                  
                      Edward Norton. /6/,/7/

          10.13       Letter Agreement, dated September 28, 1994, with respect to the employment of                              
                      Richard Van Hoesen. /6/,/7/                  

          10.14       Letter Agreement, dated July 12, 1996 , with respect to the resignation of                                 
                      Thomas Tomasetti. /6/,/8/                    

          10.15       Letter Agreement dated June 3, 1996, with respect to the employment of                                     
                      Laurence R. Hootnick. /6/,/8/                

          10.16       Asset Purchase Agreement for the acquisition of the Taiwan operations of                                   
                      Systematic Designs International, Inc. dated July 2, 1996. /10/                                              

          10.17       Letter Agreement dated August 6, 1996, with respect to the employment of Wynn                              
                      Bowman. /6/,/9/          

          10.18       Letter Agreement dated August 6, 1996, with respect to the employment of                                   
                      Michael J. Field. /6/,/9/

          10.19       Change of Control Agreement with Laurence R. Hootnick. /6/,/11/

          10.20       Change of Control Agreement with Jonathan J. Golovin. /6/,/11/

          10.21       Form of Change of Control Agreement for Executive Officers. /6/,/11/

          10.22       1996 Stock Option Plan and Forms of Stock Option Agreement. /6/,/11/

          10.23       Security and Loan Agreement dated April 1, 1997 between the Company and                                    
                      Imperial Bank. /3/                                                                                            

          10.24       Agreement between the Company and HCL America, Inc., dated May 21, 1997. /13/

           21.1       Schedule of Subsidiaries. /12/

           23.1       Consent of Independent Accountants (Coopers & Lybrand L.L.P.). /14/

           23.2       Consent of Independent Public Accountants (Arthur Andersen LLP). /14/

           24.1       Power of Attorney. /14/

           27         Financial Data Schedule (available in EDGAR format only). /14/
</TABLE>


                                       3
<PAGE>
 
------------------
1    Incorporated by reference from exhibits of the same number in Registrant's
     Registration Statement on Form S-1 (File No. 33-27947), effective May 9,
     1989.

2    Incorporated by reference from exhibits 3.1, 3.2 and 10.19, respectively,
     in Registrant's Quarterly Report on Form 10-Q for the Quarter ended April
     30, 1993.

3    Incorporated by reference from exhibits of the same number in Registrant's 
     Quarterly Report on Form 10-Q for the Quarter ended July 31, 1997.

4    Incorporated by reference from exhibit 10.6 in Registrant's Quarterly
     Report on Form 10-Q for the Quarter ended July 31, 1994.

5    The Securities and Exchange Commission has granted confidential treatment
     for portions of this document.

6    Compensatory or employment arrangement.

7    Incorporated by reference from exhibits of the same number in Registrant's
     Annual Report on Form 10-K for the Year ended October 31, 1995.

8    Incorporated by reference from exhibits of the same number in Registrant's
     Quarterly Report on Form 10-Q for the Quarter ended July 31, 1996.

9    Incorporated by reference from exhibits of the same number in Registrant's
     Annual Report on Form 10-K for the Year ended October 31, 1996.

10   Incorporated by reference from exhibit 2.1 in Registrant's Report on Form
     8-K filed on July 26, 1996 for the acquisition of the Taiwan operations of
     Systematic Designs International, Inc.

11   Incorporated by reference from exhibits of the same number in Registrant's
     Quarterly Report on Form 10-Q for the Quarter ended January 31, 1997.

12   Incorporated by reference from exhibits of the same number in Registration
     Statement on Form S-1 (File No. 333-44743), filed January 22, 1998.

13   The Company has filed a request for confidential treatment for portions
     of this document with the Securities and Exchange Commission.

14   Previously filed with this report.
 
          4. Reports on Form 8-K.
             -------------------

          Report under Item 2 dated August 15, 1997 regarding the Asset 
Purchase Agreement with Fast Associates Pte., Ltd. and three amendments thereto 
under Item 7 dated September 9, 1997, October 15, 1997 and December 19, 1997.




                                       4
<PAGE>
 
                                   SIGNATURES

  Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange
Act of 1934, the Registrant has duly caused this Amendment Number 1 to the
Annual Report on Form 10-K to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Mountain View, State of California, on
the 11th day of June, 1998.

                                      CONSILIUM, INC.

                                      By:    *                     
                                          -------------------------------
                                          Laurence R. Hootnick
                                          President and Chief Executive Officer


<TABLE> 
<CAPTION> 

                 SIGNATURE                                       TITLE

<S>                                          <C>  
/s/                  *                        Chairman of the Board and Chief Technical
------------------------------------          Officer
Jonothan J. Golovin
 
/s/                   *                       President, Chief Executive Officer and
------------------------------------          Director
Laurence R. Hootnick                          (Principal Executive Officer)
 
/s/ CLIFTON WONG                              Chief Financial Officer and Vice President
------------------------------------          (Principal Financial Officer)
Clifton Wong

/s/                   *
------------------------------------          Director
Robert C. Fink
 
/s/                   *
------------------------------------          Director
Robert Horne
 
/s/                   *
------------------------------------          Director
Thomas A. Tomasetti
 
/s/                   *
------------------------------------          Director
Frederick M. O'Such

/s/ CLIFTON WONG
------------------------------------          
* Clifton Wong                       
  Attorney-In-Fact

</TABLE>


                                       5
<PAGE>
 
                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>
          Exhibit 
          Number                            Exhibit Title
        ----------    ----------------------------------------------------------------------- 
        <S>           <C>                                                                 
           2.1        Asset Purchase Agreement for the acquisition of FAST Associates, Pte. dated                         
                      July 31, 1997. /3/                                                                                   
                                                                                                                          
           3.1        Certificate of Incorporation of the Company. /2/                                                      
                                                                                                                          
           3.2        By-Laws of the Company. /2/                                                                           
                                                                                                                          
           3.3        Certificate of Designation of Series A Convertible Preferred Stock. /3/                                
                                                                                                                          
           4.1        Form of Warrant Agreement dated April 1, 1997 between the Company and                               
                      Imperial Bank. /3/                                                                                     
                                                                                                                          
           4.2        Form of 8% Convertible Preferred Stock Subscription Agreement for the Sale of                       
                      an Aggregate $3 million worth of Preferred Shares to certain private                                
                      institutional investors dated August 19, 1997. /3/
                                                                                                                          
           4.3        Form of Warrant Agreement dated August 19, 1997 between the Company and                             
                      certain placement agents. /3/                                                                           
                                                                                                                          
          10.2        Master Lease Agreement, dated December 2, 1988, between the Company and                             
                      General Electric Capital Corporation, with schedules. /1/                                             
                                                                                                                          
          10.3        Letter Agreement, dated July 22, 1987, with respect to the employment of                            
                      Thomas Tomasetti. /1/,/6/                                                                               
                                                                                                                          
          10.5        Agreement between the Company and Honeywell, Inc., Industrial Automation and                        
                      Control, dated April 1, 1993. /2/,/5/                                                                   
                                                                                                                          
          10.6        Form of Director and Officer Indemnity Agreement. /4/                                                 
                                                                                                                          
          10.7        Amended and Restated 1983 Stock Option Plan. /6/,/7/                                                    
                                                                                                                          
          10.8        Forms of Stock Option Agreement used in conjunction with the 1983 Stock                             
                      Option Plan. /6/,/7/                                                                                    
                                                                                                                          
          10.9        1990 Outside Director's Stock Option Plan. /6/,/7/                                                       

          10.10       Forms of Outside Directors Stock Option Agreement used in conjunction with                                 
                      the 1990 Outside Director's Stock Option Plan. /6/,/7/

          10.11       Lease agreement for the Company's principal facility, dated August 2, 1995,                                
                      among the Company and The Prudential Insurance Company of America. /7/                                       

</TABLE> 

<PAGE>

<TABLE>
<CAPTION>
          Exhibit 
          Number                            Exhibit Title
        ----------    ----------------------------------------------------------------------- 
        <S>           <C>                                                                 

          10.12       Letter Agreement, dated August 5, 1994, with respect to the employment of                                  
                      Edward Norton. /6/,/7/

          10.13       Letter Agreement, dated September 28, 1994, with respect to the employment of                              
                      Richard Van Hoesen. /6/,/7/                  

          10.14       Letter Agreement, dated July 12, 1996 , with respect to the resignation of                                 
                      Thomas Tomasetti. /6/,/8/                    

          10.15       Letter Agreement dated June 3, 1996, with respect to the employment of                                     
                      Laurence R. Hootnick. /6/,/8/                

          10.16       Asset Purchase Agreement for the acquisition of the Taiwan operations of                                   
                      Systematic Designs International, Inc. dated July 2, 1996. /10/                                              

          10.17       Letter Agreement dated August 6, 1996, with respect to the employment of Wynn                              
                      Bowman. /6/,/9/          

          10.18       Letter Agreement dated August 6, 1996, with respect to the employment of                                   
                      Michael J. Field. /6/,/9/

          10.19       Change of Control Agreement with Laurence R. Hootnick. /6/,/11/

          10.20       Change of Control Agreement with Jonathan J. Golovin. /6/,/11/

          10.21       Form of Change of Control Agreement for Executive Officers. /6/,/11/

          10.22       1996 Stock Option Plan and Forms of Stock Option Agreement. /6/,/11/

          10.23       Security and Loan Agreement dated April 1, 1997 between the Company and                                    
                      Imperial Bank. /3/                                                                                            

          10.24       Agreement between the Company and HCL America, Inc., dated May 21, 1997. /13/

           21.1       Schedule of Subsidiaries. /12/

           23.1       Consent of Independent Accountants (Coopers & Lybrand L.L.P.). /14/

           23.2       Consent of Independent Public Accountants (Arthur Andersen LLP). /14/

           24.1       Power of Attorney. /14/

           27         Financial Data Schedule (available in EDGAR format only). /14/
</TABLE>

------------------
1    Incorporated by reference from exhibits of the same number in Registrant's
     Registration Statement on Form S-1 (File No. 33-27947), effective May 9,
     1989.

2    Incorporated by reference from exhibits 3.1, 3.2 and 10.19, respectively,
     in Registrant's Quarterly Report on Form 10-Q for the Quarter ended April
     30, 1993.

3    Incorporated by reference from exhibits of the same number in Registrant's 
     Quarterly Report on Form 10-Q for the Quarter ended July 31, 1997.

4    Incorporated by reference from exhibit 10.6 in Registrant's Quarterly
     Report on Form 10-Q for the Quarter ended July 31, 1994.

5    The Securities and Exchange Commission has granted confidential treatment
     for portions of this document.

 
<PAGE>
 

6    Compensatory or employment arrangement.

7    Incorporated by reference from exhibits of the same number in Registrant's
     Annual Report on Form 10-K for the Year ended October 31, 1995.

8    Incorporated by reference from exhibits of the same number in Registrant's
     Quarterly Report on Form 10-Q for the Quarter ended July 31, 1996.

9    Incorporated by reference from exhibits of the same number in Registrant's
     Annual Report on Form 10-K for the Year ended October 31, 1996.

10   Incorporated by reference from exhibit 2.1 in Registrant's Report on Form
     8-K filed on July 26, 1996 for the acquisition of the Taiwan operations of
     Systematic Designs International, Inc.

11   Incorporated by reference from exhibits of the same number in Registrant's
     Quarterly Report on Form 10-Q for the Quarter ended January 31, 1997.

12   Incorporated by reference from exhibits of the same number in Registration
     Statement on Form S-1 (File No. 333-44743), filed January 22, 1998.

13   The Company has filed a request for confidential treatment for portions
     of this document with the Securities and Exchange Commission.

14   Previously filed with this report.