<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                                   FORM 10-K/A

                                 AMENDMENT NO. 2

                                       TO

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

     FOR THE FISCAL YEAR ENDED                      COMMISSION FILE NUMBER
          DECEMBER 31, 1996                                 0-26976

                                      PIXAR
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


            CALIFORNIA                                 68-0086179
  (STATE OR OTHER JURISDICTION OF         (I.R.S. EMPLOYER IDENTIFICATION NO.)
  INCORPORATION OR ORGANIZATION)

                 1200 PARK AVENUE, EMERYVILLE, CALIFORNIA 94608
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (510) 752-3000

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

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                      NONE

           SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                      COMMON STOCK, NO PAR VALUE PER SHARE
                                (TITLE OF CLASS)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

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

As of March 20, 1997, there were 40,141,461 shares of the Registrant's Common
Stock outstanding and the aggregate market value of such shares held by
non-affiliates of the Registrant (based upon the closing sale price of such
shares on the Nasdaq National Market on March 20, 1997) was approximately
$167,113,835. Shares of Common Stock held by each executive officer and director
and by each entity that owns 5% or more of the outstanding Common Stock have
been excluded in that such persons may be deemed to be affiliates. This
determination of affiliate status is not necessarily a conclusive determination
for other purposes.


<PAGE>
                                EXPLANATORY NOTE

The sole purpose of this Amendment No. 2 is to refile Exhibit 10.10 to our
Annual Report on Form 10-K for the fiscal year ended December 31, 1996, as
amended (the "Form 10-K"). Exhibit 10.10 is the Employment Agreement dated as of
February 24, 1997, between the Company and John Lasseter. Exhibit 10.10 is no
longer in effect; for the current employment agreement between us and Mr.
Lasseter see Exhibit 10.5 to our Annual Report on Form 10-K for the fiscal year
ended December 29, 2001. Exhibit 10.10 is being refiled in connection with our
application to the Commission to extend the period of time for which specific
portions of Exhibit 10.10 will remain confidential. No other changes have been
made to the Form 10-K.


<PAGE>
SIGNATURE

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. 2 on Form 10-K/A
to be signed on its behalf by the undersigned, thereunto duly authorized, on
this 20th day of May 2002.

                                   PIXAR

                                   By: /s/ ANN MATHER
                                   ------------------------------------------
                                   Ann Mather
                                   Executive Vice President and Chief
                                   Financial Officer


<PAGE>
                                INDEX TO EXHIBITS


<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                     EXHIBITS
<S>            <C>
10.10          Employment Agreement between the Registrant and John Lasseter
               dated February 24, 1997(1)
</TABLE>


(1)     PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FILED
        WITH THE COMMISSION TO EXTEND THE PERIOD OF TIME FOR CONFIDENTIAL
        TREATMENT FOR SUCH PORTIONS UNDER SEC ORDER #5002 (ISSUED MAY 8, 1997).