<PAGE>   1
   
    
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

   
                                  FORM 10-Q/A
                               (Amendment No. 1)
    

(Mark One)
  [ X ]  Quarterly report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996

                                       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 0-27212

                                 ENDOCARE, INC.

A DELAWARE CORPORATION                     I.R.S. EMPLOYER I.D. NO. 33-0618093


                         18 TECHNOLOGY DRIVE, SUITE 134
                            IRVINE, CALIFORNIA 92618
                                 (714) 450-1410


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


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 / / 

The number of shares of the Registrant's Common Stock, par value $.001 per
share, outstanding on November 8, 1996 was 5,645,139.
<PAGE>   2
                                 ENDOCARE, INC.

                   FORM 10-Q, QUARTER ENDED SEPTEMBER 30, 1996

                                      INDEX

<TABLE>
<CAPTION>
                                                                               PAGE                               
                                                                               ----                               
<S>          <C>                                                               <C>                                
                          PART I. FINANCIAL INFORMATION                                                           
                                                                                                                  
Item 1       Financial Statements                                                                                 
                                                                                                                  
                   Condensed Statements of Operations for the three and                                           
                   nine months ended September 30, 1996 and 1995                 3                                 
                                                                                                                  
                   Condensed Balance Sheets at September 30, 1996 and                                             
                   December 31, 1995                                             4                                 
                                                                                                                  
                   Condensed Statements of Cash Flows for the nine months                                         
                   ended September 30, 1996 and 1995                             5                                 
                                                                                                                  
                   Notes to Financial Statements                                 6                                
                                                                                                                  
Item 2       Management's Discussion and Analysis of Financial Condition                                          
             and Results of Operations                                          10                                
                                                                                                                  
                                                                                                                  
                           PART II. OTHER INFORMATION                                                             
                                                                                                                  
Item 1       Legal Proceedings                                                  14                                
                                                                                                                  
Item 2       Changes in Securities                                              14                                
                                                                                                                  
Item 3       Defaults Upon Senior Securities                                    14                                
                                                                                                                  
Item 4       Submission of Matters to a Vote of Security Holders                14                                
                                                                                                                  
Item 5       Other Information                                                  14                                
                                                                                                                  
Item 6       Exhibits and Reports on Form 8-K                                   14                                
                                                                                                                  
                                                                                                                  
             Signature Page                                                     15                                
</TABLE>


                                      - 2 -
<PAGE>   3
ITEM 1.  FINANCIAL STATEMENTS



                                 ENDOCARE, INC.
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


   
<TABLE>
<CAPTION>
                                                    Three Months Ended                     Nine Months Ended
                                                      September 30,                          September 30,
                                               ------------------------------        ------------------------------
                                                   1996               1995               1996               1995
                                               -----------        -----------        -----------        -----------
                                               (restated)                            (restated)
<S>                                            <C>                <C>                <C>                <C>        
Revenues:
    Net product sales                          $   499,073        $   161,445        $ 1,287,914        $   749,192
    Research revenues                                    0            107,049              1,600            215,290
                                               -----------        -----------        -----------        -----------
       Total revenues                              499,073            268,494          1,289,514            964,482

Costs and expenses:
    Cost of sales                                  233,542             73,932            709,706            260,154
    Research and development                       323,161            167,744            686,816            619,508
    Selling, general and administrative            309,432            136,318            907,317            467,057
    Impairment loss on long-lived assets                 0                  0            324,878                  0
                                               -----------        -----------        -----------        -----------
       Total costs and expenses                    866,135            377,994          2,628,717          1,346,719
                                               -----------        -----------        -----------        -----------
Loss before income taxes                          (367,062)          (109,500)        (1,339,203)          (382,237)
Provision for income taxes                               0                  0                  0                  0
                                               -----------        -----------        -----------        -----------
Net loss                                       $  (367,062)       $  (109,500)       $(1,339,203)       $  (382,237)
                                               ===========        ===========        ===========        ===========


Net loss per share of common stock             $      (.07)                          $      (.24)
                                               ===========                           ===========

Weighted average shares and common
    stock equivalents outstanding                5,638,943                             5,633,068
                                               ===========                           ===========
</TABLE>
    


   The accompanying notes are an integral part of these financial statements.


                                      - 3 -
<PAGE>   4
                                 ENDOCARE, INC.
                                 BALANCE SHEETS

   
<TABLE>
<CAPTION>
                                                                   September 30, 1996  December 31, 1995
                                                                      (unaudited)         (audited)
                                                                      -----------        -----------
                                                                      (restated)
<S>                                                                   <C>                <C>        
                                     ASSETS
Current assets:
     Cash and cash equivalents                                        $   687,835        $     1,941
     Accounts receivable, net                                             175,045            102,416
     Inventories                                                          278,921            219,298
     Prepaid expenses and other current assets                             70,361              7,335
                                                                      -----------        -----------
         Total current assets                                           1,212,162            330,990

Property and equipment, at cost                                           362,214            760,011
Less accumulated depreciation and amortization                           (256,064)          (362,046)
                                                                      -----------        -----------
     Net property and equipment                                           106,150            397,965

Intangible assets                                                               0             60,831
Other assets                                                                5,907             15,907
                                                                      -----------        -----------

              Total assets                                            $ 1,324,219        $   805,693
                                                                      ===========        ===========


                  LIABILITIES AND SHAREHOLDERS'/DIVISION EQUITY
Current liabilities:
     Accounts payable                                                 $   429,186        $         0
     Accrued payroll expenses                                              52,331                  0
     Other accrued liabilities                                             61,138              1,628
     Customer deposits                                                      2,268                932
                                                                      -----------        -----------
         Total current liabilities                                        544,923              2,560

Convertible note payable                                                  750,000                  0

Shareholders'/division equity:
     Advances from Medstone International, Inc.                                 0          2,831,364
     Common stock, $.001 par value                                          5,645                  0
     Additional paid-in capital                                         1,362,854                  0
     Accumulated deficit                                               (1,339,203)        (2,028,231)
                                                                      -----------        -----------
         Total shareholders'/division equity                               29,296            803,133
                                                                      -----------        -----------

              Total liabilities and equity                            $ 1,324,219        $   805,693
                                                                      ===========        ===========
</TABLE>
    


   The accompanying notes are an integral part of these financial statements.


                                      - 4 -
<PAGE>   5
                                 ENDOCARE, INC.
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                             Nine Months Ended September 30,
                                                             -------------------------------
                                                                 1996               1995
                                                              -----------        ---------
                                                              (restated)
<S>                                                           <C>                <C>       
Cash flows from operating activities:
     Net loss                                                 $(1,339,203)       $(382,237)
     Adjustments to reconcile net loss to net
         cash used in operating activities:
              Depreciation                                         25,385          125,005
              Impairment loss on long-lived assets                324,878                0
     Changes in operating assets and liabilities:
              Accounts receivable                                 (72,628)         110,756
              Inventories                                         (59,623)         (59,405)
              Prepaid expenses and other current assets           (63,025)           4,430
              Other assets                                         10,000          (14,328)
              Accounts payable                                    429,186           32,942
              Accrued payroll expenses                             52,331          (88,484)
              Other accrued liabilities                            59,509             (122)
              Customer deposits                                     1,336                0
                                                              -----------        ---------
Net cash used in operating activities                            (631,854)        (271,443)

Cash flows from investing activities:
     Purchases of property and equipment                          (24,991)         (19,814)
     Disposals of property and equipment                           27,374           26,594
                                                              -----------        ---------
Net cash provided by investing activities                           2,383            6,780

Cash flows from financing activities:
     Advances from Medstone                                             0          264,663
     Borrowing on convertible note payable                        750,000                0
     Issuance of common stock, Medstone Distribution              500,000                0
     Issuance of common stock, other                               65,365                0
                                                              -----------        ---------
Net cash provided by financing activities                       1,315,365          264,663
                                                              -----------        ---------


Net increase in cash and cash equivalents                         685,894                0
Cash and cash equivalents, beginning of period                      1,941                0
                                                              -----------        ---------
Cash and cash equivalents, end of period                      $   687,835        $       0
                                                              ===========        =========
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                      - 5 -
<PAGE>   6
                                 ENDOCARE, INC.
                          NOTES TO FINANCIAL STATEMENTS


1.   ORGANIZATION AND OPERATIONS OF THE COMPANY

     Endocare, Inc. (the "Company") designs, manufactures, and markets medical
     devices to treat prostate diseases worldwide.

     Since its formation in 1990, Endocare operated first as a research and
     development department, then later as a division of Medstone International,
     Inc. ("Medstone"). Effective January 1, 1996, Endocare became a totally
     independent, publicly-owned corporation. At the beginning of 1996,
     Endocare, Inc. issued 5,616,528 shares of Endocare common stock to Medstone
     in exchange for $500,000 cash and the accounts receivable, inventory, and
     other net assets of the Endocare Division. On February 6, 1996, Medstone
     distributed to existing Medstone shareholders a stock dividend of one share
     of Endocare common stock for each share of Medstone common stock
     outstanding on December 29, 1995.

     All 1995 comparative amounts shown in the accompanying financial statements
     reflect operations while Endocare was a division of Medstone. In
     particular, the December 31, 1995 Balance Sheet is before Medstone's
     conversion of its net advance to equity and before Medstone's contribution
     of $500,000 cash.


2.   BASIS OF PRESENTATION

     The accompanying unaudited financial statements have been prepared by
     Endocare, Inc. in accordance with Securities and Exchange Commission rules
     and regulations. In the opinion of Company management, the unaudited
     financial statements include all entries and adjustments necessary for a
     fair presentation.

     These financial statements should be read in conjunction with the audited
     financial statements and other information included in the Company's Form
     10-K for the year ended December 31, 1995. Financial results for this
     interim nine-month period are not necessarily indicative of results to be
     expected for the full year 1996.

   
     During its third quarter of 1996, the Company recognized a sale relating to
     the shipment of product to an international distributor. The total revenue
     recognized on this sale approximated $140,000. Due to the lack of payment
     by the customer, the Company provided an allowance for doubtful accounts
     for a substantial portion of the sale in the fourth quarter of 1996.
     However, the Company became aware that the product had not been shipped to
     the customer. As a result, the Company has restated the results of
     operations for the third quarter of 1996. In addition, the above
     restatement is reflected in the Company's balance sheet as of September 30,
     1996, primarily as a reduction of net accounts receivable and certain 
     current liabilities and an increase in inventories.
    

3.   USE OF ESTIMATES

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities at
     the date of the financial statements and the reported amounts of revenue
     and expenses during the reporting period. Actual results could differ from
     those estimates.


                                      - 6 -
<PAGE>   7
4.   SUPPLEMENTAL FINANCIAL STATEMENT DATA

   
<TABLE>
<CAPTION>
                                                     September 30,    December 31,
                                                         1996            1995
                                                     ------------     -----------
<S>                                                   <C>              <C>      
Inventories:
     Raw materials                                    $ 161,209        $ 168,788
     Work in process                                     45,249            2,849
     Finished goods (restated)                           72,463           47,661
                                                      ---------        ---------
          Total inventories                           $ 278,921        $ 219,298
                                                      =========        =========

</TABLE>
    




                                      - 7 -
<PAGE>   8
5.     IMPLEMENTATION OF NEW ACCOUNTING PRONOUNCEMENT:
       STOCK-BASED COMPENSATION

       In October 1995, the Financial Accounting Standards Board issued
       Statement of Financial Accounting Standards No. 123, "Accounting for
       Stock-Based Compensation." Effective January 1, 1996, Endocare adopted
       this pronouncement. In accordance with this standard, the Company has
       elected to follow the guidance of Accounting Principles Board Opinion No.
       25, "Accounting for Stock Issued to Employees." Per this election,
       compensation related to employee stock options is calculated as the
       difference between the grant price and the fair market value of the
       underlying common shares at the grant date. Endocare's usual practice is
       to issue stock options with a grant price equal to the fair market value
       of the Company's common stock on the grant date. Hence, this difference
       typically will be zero.


6.     EARNINGS PER SHARE

       Earnings per share data for the period is computed using the weighted
       average number of common shares and dilutive common stock options
       outstanding, at the average market price for the period. Fully diluted
       earnings per share amounts are not presented because they approximate
       primary earnings per share.

       Earnings per share data is not presented for 1995, because at that time
       Endocare was operating as a division of Medstone. Endocare, Inc. shares
       were not outstanding at any time during 1995.


                                      - 8 -
<PAGE>   9
7.    CONVERTIBLE LOAN PAYABLE

      On August 26, 1996, Endocare obtained a two-year $1,500,000 borrowing
      facility from four partnerships managed by Technology Funding, a venture
      capital firm.  At September 30, 1996, $750,000 was outstanding under this
      loan.  The remaining $750,000 may be borrowed by Endocare under the loan
      at any time prior to August 26, 1998, if Endocare meets certain financial
      requirements.

      The loan accrues interest at the rate of 16% per year, which is due and
      payable in arrears on the maturity date.  The outstanding principal and
      interest under the loan is convertible into common stock of Endocare at a
      conversion price of $2.50 per share, subject to certain conditions.  All
      of the obligations under the loan are secured by a security interest in
      all present and after acquired personal property of Endocare.

      In connection with entering into this loan, Endocare issued to such
      partnerships warrants to purchase an aggregate of up to 150,000 shares of
      Endocare common stock.  The warrants are exercisable at any time on or
      before August 26, 2001, at an exercise price of $3.00 per share, subject
      to adjustment.





                                     - 9 -
<PAGE>   10
ITEM 2.

                                 ENDOCARE, INC.
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

Endocare, Inc. (the "Company") designs, manufactures, and markets medical
devices to treat diseases of the prostate, including prostate cancer and
prostate enlargement.  Endocare began marketing disposable surgical devices in
1993 with the introduction of the ProLase laser catheter.  In late 1995,
Endocare began marketing two new disposable product families, the UroLoop and
VaporBar electrosurgical cutting elements, which became the more significant
portion of revenue in early 1996.  In May 1996, the Company introduced its new
CryoCare cryosurgical system for the treatment of prostate cancer.  The Company
expects surgical systems to comprise a larger portion of revenue generated in
the future.

Endocare currently is developing additional, innovative therapies for prostate
enlargement.  The Company does not expect to be profitable in the foreseeable
future because of increased operating expenses from expanded research and
development efforts and support of clinical trials for products currently under
development.

Since its formation in 1990, Endocare operated first as a research and
development department, then later as a division of Medstone International,
Inc. ("Medstone").  In this form, Endocare shared facilities and certain
personnel with its parent.  Effective January 1, 1996, Endocare began operating
as a totally independent corporation.  Comparisons of financial results for
1996 with those of 1995 may be impacted significantly by these two very
different organizational structures.  In 1995 Endocare received direction,
services, actual funding, and accounting allocations from Medstone.  In 1996
Endocare is independent.  All 1996 charges are directly incurred by Endocare as
it replaces services previously provided by Medstone with its own resources.





                                     - 10 -
<PAGE>   11
RESULTS OF OPERATIONS

   
Product revenue for the nine months ended September 30, 1996 increased 72% to
$1,288,000 compared to $749,000 for the nine months ended September 30, 1995.
For the three months ended September 30, 1996, product revenue increased 209%
to $499,000 from $161,000 in the corresponding quarter in 1995.  These
increases have resulted from the introduction of new products.  In 1995 product
sales consisted almost entirely of ProLase laser catheters, the volumes of
which had dropped considerably by the end of 1995.  At the beginning of 1996,
Endocare's newly introduced UroLoops and VaporBars began contributing
significant revenue.  In May 1996, Endocare introduced its new CryoCare
surgical system, which generated $162,000 of revenue in the second quarter and
$339,000 in the third quarter of 1996.
    

Research revenue was $1,600 and zero for the nine and three month periods ended
September 30, 1996.  In 1996 Endocare is focusing its research efforts on its
own internal product development rather than performing research services for
its former parent, Medstone.  In 1995 Medstone reported $215,000 and $107,000
of Endocare research revenue for the nine and three month periods,
respectively.

   
Gross margins on product sales for the three months ended September 30 were 53%
in 1996 and 55% in 1995.  However, product margins for the nine months ended
September 30 were 44% in 1996 and 65% in 1995.  These differences are caused by
changes in Endocare's product revenue mix as new products were introduced and
older products exhibited margin declines.  The 1996 nine month margin is
significantly lower than 1995 because 1995's margins were high in the beginning
of the year and then declined, while 1996's margins were low in the beginning of
the year and then rose.  In 1995 Endocare's revenue was almost entirely from
ProLase, where margins were eroding from quarter to quarter as newer
technologies became more popular.  In 1996 this trend has been reversed by
increasing revenue and higher margins on the new UroLoop and VaporBar products
introduced in the fourth quarter of 1995 and on the CryoCare systems introduced
in May, 1996.
    

Research and development expense increased to $687,000 and $323,000 for the nine
and three month periods ended September 30, 1996, compared to $620,000 and
$168,000 for the corresponding periods in 1995.  The 1996 amounts represent
increases of 11% and 107% compared to the corresponding periods in 1995.  These
increases primarily reflect increased development efforts completing development
of the new CryoCare system in the beginning of 1996 and initiation of other new
product development in the second and third quarters.

   
Selling, general and administrative expense increased to $907,000 and $309,000
for the nine and three month periods ended September 30, 1996, compared to
$467,000 and $136,000 for the corresponding periods in 1995.  The 1996 amounts
represent increases of 94% and 127% compared to the corresponding periods in
1995.  These increases reflect the higher administrative expense of operating
as an independent, publicly-traded company, as well as general investment in
sales and marketing resources to establish a foundation for future revenue
growth.  Also, during the second quarter of 1996, sales and marketing expenses
increased for the introduction of the new CryoCare system.
    



                                     - 11 -
<PAGE>   12
   
Endocare's net loss was $1,339,000 and $367,000 for the nine and three month
periods ended September 30, 1996.  These amounts compare to losses of $382,000
and $110,000 for the corresponding periods in 1995.  This increase was
primarily due to the increase in selling, general and administrative costs
described above.  In addition, a major factor contributing to the loss was the
effect of adopting the new accounting pronouncement requiring review of
long-lived assets for possible impairment.  As described in Note 5 to the
financial statements, review of the assets contributed to Endocare by Medstone
resulted in a write-down of $325,000 effective January 1, 1996.
    

   
Within 1996, the quarterly losses decreased from $578,000 in the first quarter
to $395,000 in the second quarter and $367,000 in the third quarter.  This
improvement mainly results from increasing quarterly revenue and gross margin
contributions.
    

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 1996, Endocare's cash balance was $688,000, compared to $2,000
at December 31, 1995.  This cash increase was provided by product sales as well
as two financing transactions.

In connection with the January 1996 spin-out, Medstone contributed $500,000
cash to Endocare.  In addition, Endocare took possession of $102,000 of its
accounts receivable and $219,000 of inventory.  Medstone retained
responsibility for all financial liabilities incurred before January 1, 1996.

In August, 1996, Endocare obtained a two-year $1,500,000 secured borrowing
facility with four partnerships managed by Technology Funding, a venture
capital firm.  At September 30, 1996, $750,000 was outstanding under this loan.

   
Additional working capital has been used as Endocare's operations have
increased in 1996.  With higher revenue levels, net accounts receivable
increased to $175,000 at September 30, 1996, compared to approximately $100,000
at both December 31, 1995, and June 30, 1996.  To support higher production
levels, inventory increased to $279,000 at September 30, 1996,  approximately
$60,000 higher than at the beginning of the year.  Fixed asset additions during
the nine months ended September 30, 1996 were approximately $25,000.  As
described in Note 5 to the financial statements, implementation of a new
accounting standard resulted in a non-cash write-off of $325,000 of non-current
assets effective January 1, 1996.  Working capital was provided as accounts
payable and other current liabilities grew to an operating level of
approximately $550,000, starting from the initial zero balance at the January
1, 1996, spin-out from Medstone.
    





                                     - 12 -
<PAGE>   13
   
At September 30, 1996, the ratio of current assets to current liabilities was
2.2 to 1.  Per its current financial operating plans, the Company believes that
its existing cash resources and anticipated cash flows from future operations
can provide sufficient resources to meet present and reasonably foreseeable
working capital requirements and other cash needs through at least the first
quarter of 1997.  Insofar as the Company may elect to undertake or accelerate
significant research and development projects for new products, it may require
additional outside financing prior to such time.
    

The preceding forward-looking statements are subject to uncertainties in
economic conditions, regulatory issues, and other risk factors highlighted in
the Company's Form 10-K for the period ended December 31, 1995.  Such factors
may cause actual future results to differ significantly from management's
current expectations.





                                     - 13 -
<PAGE>   14
PART II.  OTHER INFORMATION


Item 1.      Legal Proceedings

             None.

Item 2.      Changes in Securities

             As described in Note 1 to the financial statements, in January 1996
             Endocare was spun-out from its previous parent company, Medstone
             International, Inc., becoming a totally independent,
             publicly-traded corporation. In the first quarter of 1996,
             Endocare, Inc. issued 5,616,528 shares of Endocare common stock to
             Medstone in exchange for $500,000 cash and the accounts receivable,
             inventory, and other net assets of the Endocare Division. On
             February 6, 1996, Medstone distributed to existing Medstone
             shareholders a stock dividend of one share of Endocare common stock
             for each share of Medstone common stock outstanding on December 29,
             1995.

Item 3.      Defaults Upon Senior Securities

             None.

Item 4.      Submission of Matters to a Vote of Security Holders

             None.

Item 5.      Other Information

   
             The Company has prepared this Amendment No. 1 to its Form 10-Q/A 
             for the quarter ended September 30, 1996. See Note 2 to the 
             Financial Statements.
    

Item 6.      Exhibits and Reports on Form 8-K

             (a)   Exhibits

                     Exhibit 11  Calculation of Earnings Per Share    page 16

                     Exhibit 27  Financial Data Schedule              page 17

             (b)   Reports on Form 8-K

                     September 10, 1996: Convertible note agreement with
                     Technology Funding.


                                     - 14 -
<PAGE>   15
                                   SIGNATURES


   
Pursuant to the requirements of section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Amendment No. 1 to the report
to be signed on its behalf by the undersigned, thereunto duly authorized.
    



                                            ENDOCARE, INC.
                                             (Registrant)






   
Date:  May 29, 1997                        /s/ PAUL W. MIKUS
                                           ---------------------------------
                                           Paul W. Mikus
                                           Chairman of the Board,
                                           Chief Executive Officer, President,
                                           Chief Financial Officer and Treasurer
                                           (Duly Authorized Officer and
                                           Principal Financial Officer)
    




                                     - 15 -