<PAGE>   1
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                           ---------------------------


                                  FORM 10-K/A

                   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF

                       THE SECURITIES EXCHANGE ACT OF 1934

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999

                          COMMISSION FILE NO. 000-22755

                           ---------------------------


                              COMPUTER MOTION, INC.

             (Exact name of Registrant as specified in its charter)

            DELAWARE                                             77-0458805
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)

                               130-B CREMONA DRIVE
                                GOLETA, CA 93117
                    (Address of principal executive offices)

                                 (805) 968-9600
              (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, $.001 PAR VALUE
                                (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; 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, or will not be contained, to
the best of the Registrant's knowledge, in definitive proxy information
statement incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

         The aggregate market value of the voting stock held by non-affiliates
of the Registrant was approximately $65.9 million at March 30, 2000, when the
closing sale price of such stock as reported on the NASDAQ National Market was
$9.50 per share.

         The number of shares outstanding of the Registrant's Common Stock,
$.001 par value, as of March 30, 2000 was 8,823,638 shares.

                      DOCUMENTS INCORPORATED BY REFERENCE

                                      None

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<PAGE>   2

                                AMENDMENT NO. 2
                   TO THE ANNUAL REPORT ON FORM 10-K FILED BY
                    COMPUTER MOTION, INC. ON APRIL 14, 2000

         The following Items comprising Part III were omitted from the Annual
Report on Form 10-K filed by Computer Motion, Inc. on April 14, 2000 (the "Form
10-K"), as permitted by rules and regulations promulgated by the Securities and
Exchange Commission. Part III of that Form 10-K is hereby amended and restated
to insert those Items as set forth herein. All capitalized terms used herein but
not defined shall have the meanings ascribed to them in the Form 10-K.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

Summary Information Concerning Directors, Executive Officers and Certain
Significant Employees

         The following table sets forth certain information regarding the
Company's directors and executive officers and certain significant employees,
and their ages as of April 14, 2000.

<TABLE>
<CAPTION>
                                                                                                    DIRECTOR
NAME AND AGE                          PRINCIPAL OCCUPATION                                           SINCE
------------                          --------------------                                          --------
<S>                                   <C>                                                           <C>
Daniel R. Doiron (49)                 Founder (Retired)                                               1996
                                      Miravant Medical Technologies, Inc.
                                      Santa Barbara, CA
                                      (Pharmaceuticals)

Robert W. Duggan (55)                 Chairman and Chief Executive Officer of the Company             1990

M. Jacqueline Eastwood (53)           President and Chief Executive Officer                           1998
                                      TissueLink Medical, Inc.
                                      Dover, NH
                                      (Medical devices)

W. Peter Geis (58)                    Director                                                        1996
                                      Minimally Invasive Surgical Training Institute
                                      Baltimore, MD
                                      (Endoscopic training institute)

Yulun Wang (39)                       Chief Technical Officer, Executive Vice President and           1990
                                      Founder of the Company
</TABLE>

OTHER INFORMATION REGARDING THE BOARD AND NOMINEES

         BUSINESS EXPERIENCE.

         Daniel R. Doiron, Ph.D., was a founder and director of Miravant Medical
Technologies, Inc. (formerly PDT, Inc.), a pharmaceutical company specializing
in photodynamic therapy for certain cancers and other diseases, where he served
in various capacities, including Vice President of Technology and Chief
Scientist and President of its subsidiary, PDT Systems, Inc., from 1989 to 1997.
Dr. Doiron holds B.S. and M.S. degrees in Nuclear Engineering and a Ph.D. in
Chemical Engineering from the University of California at Santa Barbara.

         Robert W. Duggan, has been Chairman of the Board of Directors of the
Company since 1990 and Chief Executive Officer since October 1997. Mr. Duggan
has been a private venture investor for more than 25 years, and has participated
as a director of, investor in and advisor to numerous small and large businesses
in the medical equipment, computer local and wide area networks, PC hardware and
software distribution, digital encryption, consumer retail goods and outdoor
media communications industries. He has also assisted in corporate planning,
capital formation and management for his various investments. He is a member of
the University of California at Santa Barbara Foundation Board of Trustees, as
well as the University's Engineering Steering Committee.

         M. Jacqueline Eastwood, has been President and Chief Executive Officer
of TissueLink Medical, Inc., a medical device company, since August 1999. Ms.
Eastwood previously served as Vice President, Corporate Ventures of Medtronic,
Inc., a medical device company, from 1997 to 1998. Ms. Eastwood's positions with
Medtronic Inc. have also included Vice President of Minimally Invasive Cardiac
Surgery from December 1995, and Vice President and General Manager of
Bio-Medicus from 1992.

         W. Peter Geis, M.D., is Director of the Minimally Invasive Surgical
Training Institute ("MISTI"), an endoscopic training institution in Baltimore,
Maryland. Dr. Geis was an Associate Professor of Surgery at the University of
Illinois. Dr. Geis has been Clinical Professor of Surgery for the University of
Chicago since 1991. Dr. Geis is a member of the American College of Surgeons and
the Society of American Gastrointestinal Endoscopic Surgeons. Dr. Geis also sits
on the advisory faculty of Johnson & Johnson's Ethicon Endo-Surgery business.
Dr. Geis received his M.D. from Loyola University in Chicago.

         Yulun Wang, Ph.D., founded Computer Motion in 1989 and served as
President until January 1996, at which time he became Chief Technical Officer
and Executive Vice President. He had been a Director of the company since its
inception. Dr. Wang is the principal architect of the company's product
strategy, and inventor of many of the technologies that are used to
<PAGE>   3

create the company's products. Dr. Wang has over 40 publications and holds over
two dozen patents and patents-pending. He frequently gives presentations at
major medical meetings on the future of robotics and computers in the field of
surgery. Prior to founding the company, Dr. Wang taught at the University of
California, Santa Barbara. He has also been the recipient of many research
grants from the National Aeronautics and Space Administration (NASA), National
Institute of Health and Defense Advanced Research Projects Agency (DARPA). Dr.
Wang earned B.S., M.S. and Ph.D. degrees in electrical engineering from the
University of California at Santa Barbara.

         BOARD COMPENSATION. Directors do not receive any cash compensation for
their services as members of the Board of Directors, but are reimbursed for
expenses in connection with attendance at Board of Directors and Committee
meetings. Non-employee directors are eligible for discretionary stock option
grants under the Company's stock plans. There were no stock option grants to
non-employee directors in 1999.

             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         Section 16(a) of the Securities and Exchange Act of 1934 (the "1934
Act") requires the Company's directors and executive officers to file with the
Securities and Exchange Commission reports of ownership and changes in ownership
of the Company's common stock, and the Company is required to identify any of
those persons who fail to file such reports on a timely basis. Based solely upon
its review of the copies of Forms 3, 4 and 5 furnished to the Company, and
written representations from certain persons that no annual Form 5 reports were
required, the Company believes that all filing requirements under Section 16(a)
of the 1934 Act were satisfied on a timely basis.

         Information on executive officers is set forth in Part I, Item 4A of
the Form 10-K.

ITEM 11. EXECUTIVE COMPENSATION

         SUMMARY OF CASH AND CERTAIN OTHER COMPENSATION. The following table
shows the cash compensation and certain other compensation paid or accrued by
the Company to each of the executive officers of the Company whose total cash
compensation exceeded $100,000 (collectively the "Named Executive Officers")
during fiscal years 1999, 1998, and 1997 in all capacities in which they served.

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
                                                           ANNUAL COMPENSATION           SECURITIES
                                                          ----------------------         UNDERLYING          ALL OTHER
      NAME AND PRINCIPAL POSITION           YEAR           SALARY         BONUS            OPTIONS         COMPENSATION(1)
      ---------------------------           ----          --------       -------         ----------        ---------------
<S>                                         <C>           <C>            <C>             <C>               <C>
      Robert Duggan (2)                     1999          $160,447       $ 3,280            20,000            $     --
        Chairman                            1998           108,750        16,312            20,000                  --
        Chief Executive Officer             1997                --            --            25,933                  --

      Yulun Wang                            1999           160,447        12,300            20,000                  --
        Chief Technical Officer             1998           143,750        21,562            20,000                  --
        Founder                             1997           120,000         7,020            15,000                  --

      Stephen L. Wilson (3)                 1999           156,990            --            35,000                  --
        Former Executive Vice               1998           151,250        22,688            20,000                  --
        President and Chief Financial       1997            87,500        75,000           116,701              39,956
        Officer

      David A. Stuart                       1999           129,125        10,050            20,000                  --
        Vice President                      1998           117,500        10,576            20,000              30,000
        Operations                          1997           110,000        18,262            18,153                  --
</TABLE>
<PAGE>   4
<TABLE>
<CAPTION>
                                                          ANNUAL COMPENSATION          SECURITIES
                                                         ---------------------         UNDERLYING           ALL OTHER
      NAME AND PRINCIPAL POSITION           YEAR          SALARY        BONUS            OPTIONS         COMPENSATION(1)
      ---------------------------           ----         ---------     -------         ----------        ---------------
<S>                                         <C>          <C>           <C>             <C>               <C>
      Richard J. DeRisio (4)                1999         $  7,796      $    --             50,000             $40,458
        Vice President, Clinical,           1998               --           --                 --                  --
        Regulatory and Quality Affairs      1997               --           --                 --                  --

      Gregory J. Ruehle (5)                 1999           77,213           --            160,000                  --
        Vice President                      1998               --           --                 --                  --
        Global Sales                        1997               --           --                 --                  --

      John M. Greathouse (6)                1999           89,330        7,000             20,000                  --
        Former Vice President               1998          126,400       10,652             20,000                  --
        Business Development                1997          100,302       17,396             23,339                  --

      Kermit R. Pope, Jr. (7)               1999               --           --                 --              64,825
        Former Vice President               1998          132,914           --             20,000                  --
        Sales and Marketing                 1997           93,269       27,392            127,800                  --
</TABLE>

(1)      Does not include the value of other compensation which in the aggregate
         did not exceed the lesser of $50,000 or 10% of the executive officer's
         salary and bonus.

(2)      Mr. Duggan was appointed Chief Executive Officer in October 1997, but
         did not begin drawing a salary until March 1998.

(3)      Mr. Wilson resigned in November 1999.

(4)      Mr. DeRisio began employment with the Company in December 1999, at an
         annual salary of $147,000.

(5)      Mr. Ruehle began employment with the Company in July 1999, at an annual
         salary of $150,000.

(6)      Mr. Greathouse resigned in August 1999.

(7)      Mr. Pope resigned in November 1998. Under the terms of a separation
         agreement, Mr. Pope received $8,333 per month for nine months.

                    STOCK OPTION GRANTS IN LAST FISCAL YEAR

         The following table sets forth information concerning the grants of
stock options made during the last fiscal year to each of the Named Executive
Officers. In addition, in accordance with the rules and regulations of the
Securities and Exchange Commission, the following table sets forth hypothetical
gains or "option spreads" that would exist for the options. Such gains are based
on assumed rates of annual compound stock appreciation of 5% and 10% from the
date on which the options were granted, over the full term of the options. The
rates do not represent the Company's estimate or projection of future common
stock prices and no assurance can be given that the rates of annual compound
stock appreciation assumed for the purposes of the following table will be
achieved.

<TABLE>
<CAPTION>
                                                  INDIVIDUAL GRANTS
------------------------------------------------------------------------------------------------------------------------
                               NUMBER OF      % OF TOTAL
                              SECURITIES       OPTIONS                                            POTENTIAL REALIZABLE
                              UNDERLYING      GRANTED TO                                                VALUE(3)
                                OPTIONS      EMPLOYEES IN       EXERCISE        EXPIRATION        ---------------------
NAME                          GRANTED (1)        1999       PRICE/SHARE (2)        DATE              5%          10%
----                          -----------    ------------   ---------------     ----------        --------     --------
<S>                           <C>            <C>            <C>                 <C>               <C>          <C>
Robert W. Duggan                  20,000          2.3%           $9.00            3/21/09         $113,201     $286,874
</TABLE>
<PAGE>   5

<TABLE>
<CAPTION>
                              NUMBER OF      % OF TOTAL
                              SECURITIES       OPTIONS
                              UNDERLYING      GRANTED TO                                         POTENTIAL REALIZABLE
                                OPTIONS      EMPLOYEES IN       EXERCISE        EXPIRATION            VALUE (3)
NAME                          GRANTED (1)        1999       PRICE/SHARE (2)        DATE              5%         10%
----                          -----------    ------------   ---------------     ----------           --         ---
<S>                           <C>            <C>            <C>                 <C>               <C>          <C>
Yulun Wang                          20,000        2.3              9.00            3/21/09          113,201      286,874

Stephen L. Wilson                   35,000        4.1              9.00            3/21/09          198,102      502,029

David A. Stuart                     20,000        2.3              9.00            3/21/09          113,201      286,874

Richard J. DeRisio                  50,000        5.8             10.625          12/12/09          334,100      846,676

Gregory J. Ruehle                  150,000       17.4             11.00            6/30/09        1,037,676    2,629,675

Gregory J. Ruehle                   10,000        1.2             10.063          12/28/09           63,286      160,378

John M. Greathouse                  20,000        2.3              9.00            3/21/09          113,201      286,874
</TABLE>

(1)      Stock options vest in four equal and annual installments.

(2)      The exercise price per share was equal to the fair market value of the
         common stock on the date of grant.

(3)      The potential realizable value is calculated assuming that the fair
         market value of the Company's common stock on the date of grant
         appreciates at the indicated annual rate compounded annually for the
         entire term of the stock option (ten years) and that the stock option
         is exercised and sold on the last day of its term for the appreciated
         stock price. The 5% and 10% assumed annual rates of stock price
         appreciation are mandated by the rules of the Securities and Exchange
         Commission. Actual gain, if any, on stock option exercises are
         dependent on the future performance of the common stock.

          The following table sets forth information concerning the exercise of
stock options during the last fiscal year and unexercised stock options held as
of the end of the fiscal year for the Named Executive Officers. In addition, the
table includes the number of shares covered by both exercisable and
unexercisable stock options as of December 31, 1999. Also reported are the
values for "in the money" options , which represent the positive spread between
the exercise prices of any such existing stock options and the fiscal year end
price of the Company's stock.

                          FISCAL YEAR-END OPTION VALUES

<TABLE>
<CAPTION>
                            SHARES                                NUMBER OF SECURITIES             VALUE OF UNEXERCISED
                          ACQUIRED ON      VALUE                 UNDERLYING UNEXERCISED            IN-THE-MONEY OPTIONS
   NAME                    EXERCISE     REALIZED (1)            OPTIONS AT FISCAL YEAR-END         AT FISCAL YEAR-END (2)

                                                                                    NON-                              NON-
                                                               EXERCISABLE      EXERCISABLE       EXERCISABLE      EXERCISABLE
                                                               -----------      -----------       -----------      -----------
<S>                          <C>             <C>               <C>              <C>               <C>              <C>
Robert W. Duggan                 --          $     --            21,856            44,077          $112,776          $111,499

Yulun Wang                       --                --            49,779            53,197           226,856           116,965

David A. Stuart                  --                --            70,093            58,080           422,988           201,552

Gregory Ruehle                   --                --            20,000           140,000                --             9,370

Richard DeRisio                  --                --                --            50,000                --            18,750

Stephen L. Wilson            50,862           349,371            46,526                --           271,429                --
</TABLE>

(1)      Represents market value of underlying securities at date of exercise
         less option exercise price.

(2)      Values were calculated using a price of $11.00 per share, the closing
         sale price of the Company's common stock as reported by the NASDAQ on
         December 31, 1999 minus the option exercise price.
<PAGE>   6
                              EMPLOYMENT AGREEMENTS

      EMPLOYMENT AGREEMENTS. The Company does not currently have employment
agreements with any of its employees.





<PAGE>   7
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table presents information provided to the Company as to
the beneficial ownership of the Company's common stock as of March 30, 2000 by
(i) persons holding 5% or more of such stock, (ii) Company directors and
executive officers individually, and (iii) all Company directors and executive
officers as a group.

Percentage of outstanding shares is based upon 8,823,638 shares of common stock
outstanding at March 30, 2000. Beneficial ownership is determined in accordance
with the rules of the Securities and Exchange Commission. Shares of common stock
subject to options or warrants currently exercisable or exercisable within 60
days of March 30, 2000 are deemed outstanding for computing the shares and
percentage ownership of the person holding such options or warrants, but are not
deemed outstanding for computing the percentage ownership of any other person.
Except as otherwise indicated and except for the effect of community property
laws, as applicable, the persons listed below have sole voting and investment
power with respect to all shares shown as beneficially owned by them.


<PAGE>   8
<TABLE>
<CAPTION>
                                              COMMON STOCK          PERCENT OF
                                              BENEFICIALLY         OUTSTANDING
BENEFICIAL OWNERS                                 OWNED               SHARES
-----------------                             ------------         -----------
<S>                                           <C>                  <C>
Directors and Executive Officers:
      Robert W. Duggan                        1,244,310 (1)           13.6
      Yulun Wang                                999,711 (2)           11.3
      Daniel R. Doiron                           92,403 (3)            1.0
      David A. Stuart                            81,425 (3)              *
      W. Peter Geis                              21,641 (3)              *
      Gregory Ruehle                             21,000 (3)              *
      M. Jacqueline Eastwood                      5,000 (3)              *

Directors and Executive Officers              2,465,490 (4)           26.3
     As a Group (7 persons)

Scudder Kemper Investments, Inc.                675,400 (5)            7.7
    345 Park Avenue
    New York, NY  10154

Capital Research and Management Co.             434,900 (6)            4.9
    333 South Hope Street
    Los Angeles, CA 90071
</TABLE>

* Less than 1.0%

(1)  Includes 144,699 shares owned by Mr. Duggan's spouse of which he disclaims
     beneficial ownership and 299,770 stock options and warrants which may be
     exercised within sixty days from March 30, 2000.

(2)  Includes 24,912 shares owned by Dr. Wang's minor children of which he
     disclaims beneficial ownership and 58,709 stock options and warrants which
     may be exercised within sixty days from March 30, 2000.

(3)  Includes 79,501, 78,140, 20,000, 18,606 and 5,000 stock options and
     warrants which may be exercised by Mr. Stuart, Dr. Doiron, Mr.,
     Ruehle, Dr. Geis and Ms. Eastwood, respectively within sixty days from
     March 30, 2000.

(4)  Includes 559,726 stock options and warrants which may be exercised
     within sixty days from March 30, 2000.

(5)  As of December 31, 1999, Scudder Kemper Investments, Inc. reported that it
     beneficially owned 675,400 shares of the Company's common stock of which it
     held sole power to vote or direct the vote of 395,800 shares, shared power
     to vote or direct the vote of 10,000 shares and no power to vote or direct
     the vote of 269,600 shares.

(6)  Beneficial ownership as reported as of December 31, 1999.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         INDEMNIFICATION AGREEMENTS. The Company indemnifies its directors and
officers against certain costs which could be incurred if they were made, or
threatened to be made, a party to a legal proceeding because of their official
status as a director or officer. The indemnification agreements, together with
the Company's bylaws provide for indemnification to the fullest extent permitted
by Delaware law.



<PAGE>   9
                                  SIGNATURES

Pursuant to the requirements of Sections 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.

                                   COMPUTER MOTION, INC.


June 23, 2000                      /s/ Robert W. Duggan
-------------                      ------------------------------------
Date                               Robert W. Duggan
                                   Chairman and Chief Executive Officer
                                   (Principal Executive Officer)

June 23, 2000                      /s/ Gordon L. Rogers
-------------                      ------------------------------------
Date                               Gordon L. Rogers
                                   Vice President, Chief Financial Officer
                                   and Secretary
                                   (Principal Financial and Accounting 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 date indicated.

<TABLE>
<S>                                         <C>                   <C>

/s/ Daniel R. Doiron                        Director              June 23, 2000
----------------------------------
    Daniel R. Doiron

/s/ Robert W. Duggan                        Director              June 23, 2000
----------------------------------
    Robert W. Duggan

/s/ W. Peter Geis                           Director              June 23, 2000
----------------------------------
    W. Peter Geis

/s/ M. Jacqueline Eastwood                  Director              June 23, 2000
----------------------------------
    M. Jacqueline Eastwood

/s/ Yulun Wang                              Director              June 23, 2000
----------------------------------
    Yulun Wang
</TABLE>