<PAGE>   1
 
================================================================================
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                            ------------------------
 
                                   FORM 10-K
(MARK ONE)
 
[X]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
 
                    FOR THE FISCAL YEAR ENDED JUNE 30, 1997
 
                                       OR
 
[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
 
                         COMMISSION FILE NUMBER 2-15299
 
                              RAYCHEM CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
<TABLE>
<S>                                              <C>
                  DELAWARE                                        94-1369731
(STATE OR OTHER JURISDICTION OF INCORPORATION          (IRS EMPLOYER IDENTIFICATION NO.)
               OR ORGANIZATION)
   300 CONSTITUTION DRIVE, MENLO PARK, CA                         94025-1164
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                        (ZIP CODE)
</TABLE>
 
       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (415) 361-3333
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
 
<TABLE>
<CAPTION>
             TITLE OF EACH CLASS                     NAME OF EXCHANGE ON WHICH REGISTERED
---------------------------------------------    ---------------------------------------------
<S>                                              <C>
         Common Stock, $1 par value                         New York Stock Exchange
</TABLE>
 
        SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE
 
     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]
 
     The aggregate market value of voting stock held by nonaffiliates of the
registrant (assuming for these purposes, but without conceding, that all
executive officers and directors are "affiliates" of the registrant) as of
August 18, 1997, (based on the closing sale price as reported on the New York
Stock Exchange on such date) was $4,050,898,709.
 
 Number of shares of Common Stock outstanding as of August 18, 1997: 42,992,280
 
                      DOCUMENTS INCORPORATED BY REFERENCE
 
Parts I, II and IV: Portions of the Annual Report to Stockholders for the fiscal
year ended June 30, 1997 Part III: Portions of the Proxy Statement dated
September 23, 1997
 
================================================================================
<PAGE>   2
 
                                     PART I
 
ITEM 1. BUSINESS
 
(a) GENERAL DEVELOPMENT OF BUSINESS
 
     Raychem Corporation, founded in 1957, is a broadly based materials science
company serving both domestic and international markets. The terms "company" or
"Raychem" mean Raychem Corporation and its consolidated subsidiaries.
 
     The company utilizes its expertise in materials science, product design and
process engineering to develop, manufacture and market a variety of
high-performance products for applications in electronics, telecommunications,
transportation, infrastructure, and energy networks markets.
 
     For information regarding the company's restructuring actions, see the Note
entitled "Restructuring and Divestitures" in the notes to consolidated financial
statements, and the section entitled "Financial Review" of the company's 1997
Annual Report to Stockholders (the "1997 Annual Report"), which are incorporated
herein by reference and are included in this filing as Exhibit 13.
 
     This annual report on Form 10-K contains a number of forward-looking
statements, including without limitation those relating to litigation matters,
availability of raw materials, backlog, and manufacturing capacity. Actual
results may differ materially from the results anticipated in the statements
made due to a variety of factors. For information regarding these risk factors,
see the section entitled "Forward-Looking Statements and Risk Factors" contained
within "Financial Review" of the 1997 Annual Report, which is incorporated
herein by reference and is included in this filing as Exhibit 13.
 
(b) FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS
 
     During 1997, the company realigned its segment reporting to more closely
reflect the company's management structure. The company's financial results are
now reported as three business segments: electronics OEM components,
telecommunications and energy networks, and commercial and industrial
infrastructure. The electronics OEM components segment serves original equipment
manufacturers (OEMs) in transportation, defense, and a wide range of commercial
electronics industries. The telecommunications and energy networks segment
serves telephone operating companies, cable television providers, electric
utilities, and industrial customers. The commercial and industrial
infrastructure segment serves customers who build and maintain the world's
commercial and industrial infrastructure, including industrial plants and
pipelines, gas and water utilities, and commercial construction. The company's
business segments, along with the corporate group, is referred to as the "core
business."
 
     During the third quarter of fiscal 1996, the company and LM Ericsson
reorganized their Ericsson Raynet joint venture. Following the reorganization,
effective January 1, 1996, the company's interest in the joint venture is
accounted for using the cost basis of accounting and the company no longer
shares in ongoing operating losses of the joint venture. For information
regarding the amendment, see the Note entitled "Ericsson Raynet" of the 1997
Annual Report, which is incorporated herein by reference and is included in this
filing as Exhibit 13.
 
     For financial and other information concerning the company's industry
segments, see the Note entitled "Business Segments" and the section entitled
"Financial Review" of the 1997 Annual Report, which are incorporated herein by
reference and are included in this filing as Exhibit 13.
 
(c) NARRATIVE DESCRIPTION OF BUSINESS
 
     For information regarding operating results, principal products produced,
and industries served by the company's industry segments, see the Note entitled
"Business Segments" and the section entitled "Financial Review" of the 1997
Annual Report, which are incorporated herein by reference and are included in
this filing as Exhibit 13.
 
                                        1
<PAGE>   3
 
  Methods of Distribution
 
     The products of the company's industry segments are marketed primarily
through Raychem's worldwide sales force as well as through outside distribution
channels both within and outside the United States.
 
  Sources and Availability of Raw Materials
 
     Although the company has not experienced any significant delays in
obtaining the materials needed to satisfy its requirements, in the past,
supplies of certain raw materials the company uses have become limited. In
addition, certain components purchased by the company are presently available
from only one or a few sources of supply. In response, the company is
identifying alternative materials and technologies for such raw materials and
components, and developing alternative sources of supply.
 
  Patents and Proprietary Information
 
     The company applies for patents in the United States and other countries,
as appropriate, to protect its significant patentable developments. As of June
30, 1997, the company had in force 831 U.S. patents and 3,469 foreign patents,
and had pending 255 U.S. patent applications and 3,158 foreign patent
applications. Patents held by the company in the aggregate are of material
importance in the operation of the company's business. Certain patents are the
subject of litigation. Management, however, does not believe that any single
patent, or group of related patents, is essential to the company's business as a
whole or to that of any of its industry segments. Additionally, the company owns
and uses in its business a substantial body of proprietary information and
numerous trademarks. In the normal course of business, the company from time to
time makes and receives inquiries with regard to possible patent infringement.
The company believes that it is unlikely that the outcome of these inquiries
will have a material adverse effect on the company's financial position. The
company is active and intends to continue to be active in the protection of its
intellectual property, including its patents.
 
  Working Capital
 
     Information relative to working capital is included in the section entitled
"Financial Review" of the 1997 Annual Report, which is incorporated herein by
reference and is included in this filing as Exhibit 13.
 
  Customers
 
     The company's industry segments sell to many customers. Management does not
believe that the loss of any one customer would have a material adverse effect
on the business of the company. During 1997, there was no single customer that
accounted for 10% or more of the company's revenues.
 
  Backlog
 
     The company's business is characterized by short lead times and the absence
of a significant backlog. The company expects that substantially all of the
backlog at June 30, 1997, will be shipped in fiscal 1998. Unfilled orders may be
canceled by customers prior to shipment of goods; however, such cancellations
historically have not been material.
 
     Set forth below is the backlog at June 30, 1997 and 1996, for each of the
company's industry segments.
 
<TABLE>
<CAPTION>
                                                                           JUNE 30
                                                                        --------------
                                                                        1997     1996
                                                                        -----    -----
                                                                        (IN MILLIONS)
        <S>                                                             <C>      <C>
        Electronics OEM components....................................  $ 167    $ 150
        Telecommunications and energy networks........................    102      111
        Commercial and industrial infrastructure......................     22       15
                                                                         ----     ----
                  Total...............................................  $ 291    $ 276
                                                                         ====     ====
</TABLE>
 
                                        2
<PAGE>   4
 
  Government Contracts
 
     No material portion of the company's business is subject to renegotiation
of profits or termination of contracts or subcontracts at the election of the
government.
 
  Competition
 
     The company's key competitive elements in its core business include:
developing products that provide innovative solutions to customers' technical
problems; providing high product quality and performance; continually
introducing new products as well as improvements to existing products; and
providing ongoing customer support.
 
     The products of the company's industry segments are sold in highly
competitive markets. The company's total sales are often a small fraction of
total sales within the markets in which it operates. Raychem's products compete
with those of a large number of companies and divisions within companies that
are both larger and smaller than Raychem.
 
  Research and Development
 
     For financial information on research and development expense, see the
sections entitled "Consolidated Statement of Operations" and "Financial Review"
of the 1997 Annual Report, which are incorporated herein by reference and are
included in this filing as Exhibit 13.
 
  Environmental Regulations
 
     For information regarding the effect of environmental regulations on the
company, see the section entitled "Financial Review," the Note entitled "Summary
of Significant Accounting Policies," and the Note entitled "Contingencies" of
the 1997 Annual Report, which are incorporated herein by reference and are
included in this filing as Exhibit 13.
 
     Additional information regarding environmental administrative and judicial
proceedings is set forth in Part I, Item 3 of this Form 10-K under the caption
"Legal Proceedings."
 
  Employees
 
     As of June 30, 1997, the company employed 8,650 people.
 
(d) FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS AND EXPORT SALES
 
     The company's international operations are conducted primarily through
wholly owned subsidiaries that are responsible for sales, distribution and, in
some cases, research, development, and manufacturing activities. At June 30,
1997, these operations employed approximately 4,436 people, representing 51% of
the company's total work force.
 
     For additional information regarding the company's international and
domestic operations and export sales, see the Note entitled "Worldwide
Operations" and the section entitled "Financial Review" of the 1997 Annual
Report, which are incorporated herein by reference and are included in this
filing as Exhibit 13.
 
ITEM 2. PROPERTIES
 
     The company's principal domestic facilities are located in Menlo Park and
Redwood City, California, and in Fuquay-Varina, North Carolina. Additional
facilities of significant size are located in Belgium, France, Germany, Ireland,
Japan, Mexico, the People's Republic of China, and the United Kingdom.
 
     The company owns approximately 213 acres of land in the United States and
239 acres abroad for a total of 452 acres. The company owns or leases
approximately 5,533,000 square feet of manufacturing, distribution, research and
development, and sales and administrative facilities worldwide. Of this total,
electronics OEM components uses approximately 37%; telecommunications and energy
networks, 38%; commercial and
 
                                        3
<PAGE>   5
 
industrial infrastructure, 7%; and corporate, 18%. None of the property owned by
the company is held subject to any major encumbrances.
 
     The company's facilities are suitable for their respective uses and, in
general, are adequate to support the current and anticipated volume of business.
In recent quarters there have been occasional capacity constraints in a few of
the rapidly growing product lines. The company is reviewing various short and
long term measures to address these constraints. Also, the company conducts
continuing reviews of its facilities under improvement programs aimed at
modernization and cost reduction. For information on capital expenditures, see
the section entitled "Financial Review" of the 1997 Annual Report, which is
incorporated herein by reference and is included in this filing as Exhibit 13.
 
     For information regarding leased properties, see the Note entitled
"Commitments" of the 1997 Annual Report, which is incorporated herein by
reference and is included in this filing as Exhibit 13.
 
ITEM 3: LEGAL PROCEEDINGS
 
     I. The company and its subsidiaries are parties to lawsuits, or may in the
future become parties to lawsuits, involving various types of commercial claims,
including, but not limited to, product liability, unfair competition, antitrust,
breach of contract, and intellectual property matters. The principal product
liability litigation involves a variety of claims arising from the company's
heat-tracing and freeze protection products. However, the company sells its
products into applications (including, for example, aerospace and automotive)
where product liability issues could be material. Certain major cases, which do
not necessarily meet the disclosure threshold of Item 103 of Regulation S-K,
include the following:
 
          A. On March 7, 1995, a complaint entitled All Alaskan Seafoods, Inc.,
     AAS-DMP Management Partnership, L.P. by Kodiak Marine Protein, Inc.,
     General Partner, Holding Company Dalmoreproduct, Sandra Kegley, and Shin
     Nihon Global Co., Ltd. v. Raychem Corporation and Rubatex Corporation was
     filed in the United States District Court, Western District of Washington
     at Seattle, asserting liability against the company for alleged fire damage
     to a ship and its cargo and the death of one crew member. Subsequently, the
     plaintiffs filed an amended complaint adding Marine Electric, Inc. and
     Westinghouse Electric Supply Co. as additional defendants; Rubatex
     Corporation and Westinghouse Electric Supply Co. were dismissed from the
     case; and Minnesota Mining and Manufacturing Corporation was added as
     another additional defendant. In March 1997, the company settled the
     wrongful death portion of this claim. The ship owner plaintiff has claimed
     damages in excess of $150 million. On June 2, 1996, the District Court
     granted the company's motion to limit compensatory damages claimed by the
     ship owner plaintiff to the value of the cargo lost/destroyed (alleged to
     be between $1 million and $3 million) on account of the incident. On June
     2, 1997, the U.S. Supreme Court reversed the Ninth Circuit's decision in
     Saratoga Fishing v. J.M. Marinac & Co., Marco Seattle, Inc., a case that
     the company had relied on in its motion to limit compensatory damages and
     that the District Court had relied on in its decision granting the
     company's motion. Due to the U.S. Supreme Court's decision, the District
     Court vacated the company's summary judgment on plaintiffs' damage claims
     arising from the loss of the vessel, and granted the company leave to
     refile the company's summary judgment motion to conform to the new standard
     established by the U.S. Supreme Court. The company anticipates filing a new
     motion, revised in light of the U.S. Supreme Court decision, during the
     first quarter of fiscal 1998.
 
          B. On September 26, 1996, the Ninth Circuit Court of Appeals affirmed
     the dismissal by the United States District, Northern District of
     California, of related lawsuits filed against the company on August 19,
     1993, Creole Engineering Co. v. Raychem Corporation, et al., and on June
     19, 1996, Unit Process Company, et al. v. Raychem Corporation, et al. Four
     similar state actions brought by the plaintiffs based on essentially the
     same facts alleged in the federal action, which had previously been
     consolidated in the Superior Court of San Mateo County, California, and the
     District Court of Jefferson County, Colorado, had been stayed pending
     resolution of the Ninth Circuit appeal. The plaintiffs have agreed to
     consolidate all of these state court actions in the Superior Court of San
     Mateo County, California. The company's motion to dismiss this lawsuit on
     the basis that the federal judgment is dispositive of the plaintiffs' state
     law antitrust claims is currently under consideration by the Court.
 
                                        4
<PAGE>   6
 
          C. On December 19, 1994, the company filed a complaint entitled
     Raychem Corporation and Thermacon, Inc. v. Steven D. Hogge, Bourns, Inc.,
     et al. in the Superior Court of the State of California, County of San
     Mateo, which alleged, among other claims, misappropriation of trade secrets
     and breach of contract. Mr. Hogge has filed a crosscomplaint against the
     company alleging interference with the pursuit of a lawful occupation and
     unfair competition. On May 2, 1995, a complaint entitled Bourns, Inc. v.
     Raychem Corporation was filed in the United States District Court, Central
     District of California. Bourns' action alleges various violations of
     federal antitrust laws by the company. Neither the federal complaint filed
     by Bourns nor Mr. Hogge's counterclaim state a specific amount of their
     claim for monetary damages, although in other documents Bourns has stated a
     damage claim which would be material to the company. The company has
     successfully moved to bring two of its state court misappropriation claims
     as counterclaims in the antitrust action brought by Bourns. Substantial
     discovery has taken place in this case. The trial date for the federal
     court action is set for 1998.
 
          D. On May 10, 1995, a decision was rendered on an appeal of a judgment
     in the company's favor in a lawsuit originally filed on September 9, 1988,
     in the Supreme Court of Newfoundland, Canada, Trial Division, Bow Valley,
     et al. v. Saint John Shipbuilding and Raychem. The Court of Appeal found
     the company 20% responsible for property damage of approximately $3.7
     million. On May 2, 1996, the Supreme Court of Canada granted plaintiffs'
     appeal petition to hear the case, and heard arguments on this case on June
     19, 1997. The Supreme Court of Canada has not issued an opinion on this
     case. The plaintiffs had alleged claims for damages arising out of a fire
     on an offshore drilling platform and made allegations attributing the cause
     and spread of the fire to heat-tracing and cladding products manufactured
     by the company. On November 30, 1993, a Petition by joint venturers of the
     plaintiffs in the Bow Valley lawsuit making similar claims was filed in the
     Supreme Court of Newfoundland, Canada, Trial Division and was served on the
     company on March 25, 1994. This action is stayed. A New Brunswick lawsuit
     filed by Saint John Shipbuilding against Raychem Canada, Ltd. arising out
     of the same incident has also been stayed by prior agreement of the
     parties.
 
          E. On March 31, 1997, the company was named by the former
     owner/operator of a landfill in Pittsburg, California as a defendant in a
     private cost recovery action entitled Members of the GBF/Pittsburg
     Landfill(s) Respondents Group v. Contra Costa Waste Service, Inc., et al.,
     in the U.S. District Court for the Northern District of California, Case
     No. C 96-03147. In its complaint, the former owner/operator alleges that
     the company generated wastes that were disposed of at the GBF/Pittsburg
     Landfill(s). The company was a de minimus contributor of waste at the
     Pittsburg landfill site and believes that any liability the company may
     have for clean-up costs at this site will not be material.
 
     II.  Legal proceedings tend to be unpredictable and costly and may be
affected by events outside the control of the company. Based on currently
available information, however, the company's management believes that the
resolution of pending claims, regulatory inquiries, and legal proceedings will
not have a material adverse effect on the company's operating results or
financial position. The company maintains various levels of insurance to apply
to product liability and certain other claims in excess of deductibles.
Effective March 31, 1996, the company increased its insurance deductible for
heat-tracing products. The company's insurance deductible for claims arising
from events prior to March 31, 1996, remains unchanged.
 
                                        5
<PAGE>   7
 
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
  None in the fourth quarter.
 
EXECUTIVE OFFICERS OF THE REGISTRANT
 
     The following table sets forth the names and ages of all executive officers
of the company as of June 30, 1997, their positions with the company, and the
date each was first elected as, or otherwise deemed to be, an executive officer
of the registrant. This table is included as an unnumbered item in Part I of
this Form 10-K.
 
<TABLE>
<CAPTION>
                                                              DATE APPOINTED
       NAME          AGE                POSITION                AN OFFICER
-------------------  ----   --------------------------------  --------------
<S>                  <C>    <C>                               <C>
Deidra D. Barsotti    41    Vice President and Controller          1991
L. Frans Berthels     52    Senior Vice President                  1995
Peter L. Brooks       51    Vice President                         1995
Timothy J. Burch      46    Vice President                         1996
Karen O. Cottle       48    Vice President, General Counsel        1996
                            and Secretary
Ralph H. Harnett      49    Senior Vice President                  1993
Timothy S. Jenks      42    Vice President                         1995
Richard A. Kashnow    55    Chairman of the Board, President       1995
                            and Chief Executive Officer
John D. McGraw        50    Senior Vice President                  1995
Arati Prabhakar       38    Senior Vice President and Chief        1997
                            Technology Officer
Andrew F. Roake       45    Vice President                         1995
Raymond J. Sims       46    Senior Vice President and Chief        1988
                            Financial Officer
Hus Tigli             43    Vice President                         1995
Eric Van Zele         49    Vice President                         1994
</TABLE>
 
     There are no family relationships between any executive officers. All of
the executive officers except Dr. Kashnow, Dr. Prabhakar and Mr. Burch have been
employed by or associated with the company in their present or other managerial
and executive capacities for more than five years.
 
     Dr. Kashnow joined Raychem in 1995 as Chairman of the Board, President, and
Chief Executive Officer. Before joining Raychem, Dr. Kashnow was President of
Schuller International Group, a subsidiary of Manville Corporation, from 1991 to
1995. Dr. Kashnow holds a Ph.D. in Physics from Tufts University.
 
     Dr. Prabhakar joined Raychem in 1997 as Senior Vice President and Chief
Technology Officer. Before joining Raychem, Dr. Prabhakar served as Director of
the U.S. National Institute of Standards and Technology from 1993 to 1997. Dr.
Prabhakar holds a Ph.D. in Applied Physics from the California Institute of
Technology.
 
     Mr. Burch joined Raychem in 1996 as Vice President of Human Resources.
Before joining Raychem, Mr. Burch served in various human resource management
positions for General Electric Company from 1973 through 1996. Mr. Burch holds a
B.A. in Sociology from Lafayette College.
 
                                        6
<PAGE>   8
 
                                    PART II
 
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
 
     The section entitled "Quarterly Financial Data (Unaudited)" of the 1997
Annual Report is incorporated herein by reference and is included in this filing
as Exhibit 13.
 
ITEM 6. SELECTED FINANCIAL DATA
 
     In the calculation of the ratio of earnings to fixed charges, "earnings"
consist of income before income taxes, adjusted to add back fixed charges
(excluding capitalized leases). "Fixed charges" consist of interest on all
indebtedness, including both amounts expensed and amounts capitalized. A table
setting forth the computation of the Ratio of Earnings to Fixed Charges for each
of the five years in the period ended June 30, 1997, is included in this filing
as Exhibit 12. The company's ratio of earnings to fixed charges for the year
ended June 30, 1997, was 11.21.
 
     For additional selected financial data, see the section entitled "Ten-Year
Summary" of the 1997 Annual Report, which is incorporated herein by reference
and is included in this filing as Exhibit 13.
 
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
 
     The section entitled "Financial Review" of the 1997 Annual Report is
incorporated herein by reference and is included in this filing as Exhibit 13.
 
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
     The section entitled "Market Risk Discussion" contained within "Financial
Review" of the 1997 Annual Report is incorporated herein by reference and is
included in this filing as Exhibit 13.
 
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
     The Consolidated Financial Statements, together with the Notes thereto and
the report thereon of Price Waterhouse LLP, dated July 16, 1997, and the
sections entitled "Subsequent Event-Common Stock Split (Unaudited)" and
"Quarterly Financial Data (Unaudited)" of the 1997 Annual Report are
incorporated herein by reference and are included in this filing as Exhibit 13.
 
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
 
     None.
 
                                        7
<PAGE>   9
 
                                    PART III
 
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
 
     Information with respect to the company's directors is presented in the
subsection entitled "Nominees" appearing on page 2 of the Proxy Statement dated
September 23, 1997 (the "1997 Proxy Statement"), which page is incorporated
herein by reference.
 
     Information regarding the company's executive officers is set forth in Part
I of this Form 10-K under the caption "Executive Officers of the Registrant."
 
ITEM 11. EXECUTIVE COMPENSATION
 
     Information regarding the company's compensation of its executive officers
is set forth on pages 5 to 10 of the 1997 Proxy Statement, which pages are
incorporated herein by reference.
 
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
     Information regarding security ownership of certain beneficial owners and
management is set forth on pages 3 to 4 of the 1997 Proxy Statement, which pages
are incorporated herein by reference.
 
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
     Information regarding transactions with the company's directors and
executive officers is set forth on page 12 of the 1997 Proxy Statement, which
page is incorporated herein by reference.
 
                                        8
<PAGE>   10
 
                                    PART IV
 
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
 
     (a) The following documents are filed as part of this report:
 
        (1) Consolidated Financial Statements
 
<TABLE>
<CAPTION>
                                                                      PAGE IN 1997
                                                                     ANNUAL REPORT*
                                                                     --------------
            <S>                                                      <C>
            Financial Review.....................................          8-16
            Report of Independent Accountants....................            17
            Consolidated Balance Sheet at June 30, 1997 and
              1996...............................................            18
            Consolidated Statement of Operations for the three
              years ended June 30, 1997..........................            19
            Consolidated Statement of Cash Flows for the three
              years ended June 30, 1997..........................            20
            Consolidated Statement of Stockholders' Equity for
              the three years ended June 30, 1997................            21
            Notes to Consolidated Financial Statements...........         22-38
            Subsequent Event-Common Stock Split (Unaudited)......            38
            Quarterly Financial Data (Unaudited).................            39
            Ten-Year Summary.....................................         40-41
</TABLE>
 
---------------
 
* Incorporated herein by reference and included in this filing as Exhibit 13.
 
        (2) Financial Statement Schedules
 
<TABLE>
<CAPTION>
                                                                      PAGE IN 1997
                                                                       FORM 10-K
                                                                     --------------
            <S>                                                      <C>
            Report of Independent Accountants on Financial
              Statement Schedule.................................            14
            Schedule II Valuation and Qualifying Accounts........            15
</TABLE>
 
     The financial statement schedule should be read in conjunction with the
financial statements in the 1997 Annual Report to Stockholders. All other
Financial Statement Schedules are omitted because they are not required or are
not applicable, or the required information is included in the Consolidated
Financial Statements or the Notes.
 
        (3) Index to Exhibits
 
<TABLE>
<CAPTION>
    EXHIBIT NO.                                     DESCRIPTION
    -----------    -----------------------------------------------------------------------------
    <S>            <C>
     2(a)          Ericsson Raynet Formation Agreement dated as of October 10, 1994(9)
     2(b)          Amendment to Ericsson Raynet Formation Agreement dated as of November 16,
                   1994(9)
     2(c)          Reorganization Agreement dated as of March 27, 1996(14)
     2(d)          Amendment and Restated Joint Venture Agreement dated as of March 29, 1996(14)
     3(a)          Amended and Restated Certificate of Incorporation(5)
     3(b)          Bylaws(1)
     3(c)          Certificate of Merger(1)
     4(a)          Rights Agreement(4)
     4(b)          Credit Agreement dated as of September 12, 1996(16)
    10(a)          Executive Long Term Incentive Plan(2)
    10(b)          Bonus Deferral Plan(2)
    10(c)          Amended and Restated 1987 Directors Stock Option Plan(7)
    10(d)          Supplemental Executive Retirement Plan(3)
</TABLE>
 
                                        9
<PAGE>   11
 
<TABLE>
<CAPTION>
    EXHIBIT NO.                                     DESCRIPTION
    -----------    -----------------------------------------------------------------------------
    <S>            <C>
    10(e)          Amended and Restated 1990 Incentive Plan(7)
    10(f)          Consulting Agreement dated as of April 1, 1990, between the company and Paul
                   M. Cook(5)
    10(g)          Description of Bonus Plan(6)
    10(h)          Consulting Agreement dated as of April 18, 1994, between Raynet Corporation
                   and Robert M. Halperin(8)
    10(i)          1995 Executive Deferred Compensation Plan(10)
    10(j)          Executive Termination Compensation Policy dated as of June 1, 1995(11)
    10(k)          Consulting/Employment Agreement dated as of June 7, 1995, between the company
                   and Robert J. Saldich(11)
    10(l)          Employment letter between the company and Dr. Richard Kashnow dated August
                   11, 1995(12)
    10(m)          Supplemental agreement between the company and Dr. Richard Kashnow dated
                   February 5, 1996(13)
    10(n)          Agreement and release between the company and Mr. Harry O. Postlewait dated
                   November 16, 1995(13)
    10(o)          Participation Agreement between the company and U.S. Bancorp Leasing &
                   Financial dated April 11, 1996(15)
    10(p)          Participation Agreement between the company and Metlife Capital Limited
                   Partnership dated April 11, 1996(15)
    10(q)          Headlease Agreement A between the company and Fleet National Bank dated April
                   11, 1996(15)
    10(r)          Headlease Agreement B between the company and Fleet National Bank dated April
                   11, 1996(15)
    10(s)          Lease Agreement A between the company and Fleet National Bank dated April 11,
                   1996(15)
    10(t)          Lease Agreement B between the company and Fleet National Bank dated April 11,
                   1996(15)
    10(u)          Agreement and release between the company and Mr. Michael T. Everett dated
                   July 22, 1996(15)
    10(v)          Consulting Agreement dated as of August 16, 1996, between the company and
                   Isaac Stein and Waverley Associates, Inc.(16)
    10(w)          Consulting Agreement dated as of December 12, 1996, between the company and
                   James F. Gibbons(17)
    10(x)          1996 Directors Stock Option Plan
    10(y)          Supplemental agreement between the company and Dr. Richard Kashnow dated June
                   30, 1997
    12             Computation of Ratio of Earnings to Fixed Charges
    13             Portions of the 1997 Annual Report to Stockholders
    21             Subsidiaries of the Registrant
    23             Consent of Independent Accountants
    27             Financial Data Schedule
    99(a)          List of subsidiaries whose employees are participating in the Amended and
                   Restated 1984 Employee Stock Purchase Plan for United States employees and
                   employees of certain domestic and foreign subsidiaries.
    99(b)          List of subsidiaries whose employees are participating in the 1985
                   Supplemental Employee Stock Purchase Plan for employees of certain
                   subsidiaries.
</TABLE>
 
---------------
 
 (1) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended March 31, 1987, (File No. 2-15299) and incorporated by
     reference.
 
 (2) Filed as an exhibit to the company's Proxy Statement dated September 12,
     1988, mailed to stockholders in connection with the 1988 Annual Meeting of
     Stockholders and incorporated by reference.
 
                                       10
<PAGE>   12
 
 (3) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1988, (File No. 2-15299) and incorporated by
     reference.
 
 (4) Filed as an exhibit to the Registration Statement on Form 8-A filed by the
     company on February 3, 1989, (File No. 2-15299) and incorporated by
     reference.
 
 (5) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1990, (File No. 2-15299) and incorporated by
     reference.
 
 (6) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1992, (File No. 2-15299) and incorporated by
     reference.
 
 (7) Filed as an exhibit to the company's Registration Statement on Form S-8
     filed by the company on October 25, 1993, (Registration No. 33-50737) and
     incorporated by reference.
 
 (8) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1994, (File No. 2-15299) and incorporated by
     reference.
 
 (9) Filed as an exhibit to the company's Form 8-K dated November 16, 1994,
     (File No. 2-15299) and incorporated by reference.
 
(10) Filed as an exhibit to the company's Registration Statement on Form S-8
     filed by the company on April 5, 1995, (Registration No. 33-58437) and
     incorporated by reference.
 
(11) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1995, (File No. 2-15299) and incorporated by
     reference.
 
(12) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended September 30, 1995, (File No. 2-15299) and incorporated by
     reference.
 
(13) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended December 31, 1995, (File No. 2-15299) and incorporated by
     reference.
 
(14) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended March 31, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(15) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(16) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended September 30, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(17) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended December 31, 1996, (File No. 2-15299) and incorporated by
     reference.
 
     (b) Reports on Form 8-K
 
        None.
 
                                       11
<PAGE>   13
 
                                   SIGNATURES
 
     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this Annual Report to be
signed on its behalf by the undersigned, thereunto duly authorized.
 
                                          RAYCHEM CORPORATION
                                          Registrant
 
                                          By /s/ RICHARD A. KASHNOW
                                            ------------------------------------
                                            Richard A. Kashnow
                                            President and
                                            Chief Executive Officer
 
Date: September 23, 1997
 
                               POWER OF ATTORNEY
 
     Each person whose signature appears below constitutes and appoints Richard
A. Kashnow and Raymond J. Sims, or either of them, as his attorney-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
amendments to this Report and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that each of said attorneys-in-fact, or his
substitute or substitutes, may do or cause to be done by virtue hereof.
 
     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 dates indicated.
 
<TABLE>
<CAPTION>
                  SIGNATURE                               TITLE                     DATE
---------------------------------------------  ----------------------------  -------------------
<C>                                            <S>                           <C>
           /s/ RICHARD A. KASHNOW              President,                    September 23, 1997
---------------------------------------------  Chairman of the Board and
             Richard A. Kashnow                Chief Executive Officer
                                               (Principal Executive
                                               Officer)
 
             /s/ RAYMOND J. SIMS               Senior Vice President and     September 23, 1997
---------------------------------------------  Chief Financial Officer
               Raymond J. Sims                 (Principal Financial
                                               Officer)
 
           /s/ DEIDRA D. BARSOTTI              Vice President and            September 23, 1997
---------------------------------------------  Controller (Principal
             Deidra D. Barsotti                Accounting Officer)
 
             /s/ RICHARD DULUDE                Director                      September 23, 1997
---------------------------------------------
               Richard Dulude
 
            /s/ JAMES F. GIBBONS               Director                      September 23, 1997
---------------------------------------------
              James F. Gibbons
 
             /s/ JOHN P. MCTAGUE               Director                      September 23, 1997
---------------------------------------------
               John P. McTague
</TABLE>
 
                                       12
<PAGE>   14
 
<TABLE>
<CAPTION>
                  SIGNATURE                               TITLE                     DATE
---------------------------------------------  ----------------------------  -------------------
<C>                                            <S>                           <C>
 
             /s/ DEAN O. MORTON                Director                      September 23, 1997
---------------------------------------------
               Dean O. Morton
 
               /s/ ISAAC STEIN                 Director                      September 23, 1997
---------------------------------------------
                 Isaac Stein
 
             /s/ CHANG-LIN TIEN                Director                      September 23, 1997
---------------------------------------------
               Chang-Lin Tien
 
            /s/ CYRIL J. YANSOUNI              Director                      September 23, 1997
---------------------------------------------
              Cyril J. Yansouni
</TABLE>
 
                                       13
<PAGE>   15
 
                      REPORT OF INDEPENDENT ACCOUNTANTS ON
                          FINANCIAL STATEMENT SCHEDULE
 
To the Board of Directors and Stockholders
of Raychem Corporation:
 
     Our audits of the consolidated financial statements referred to in our
report dated July 16, 1997 appearing on page 17 of the 1997 Annual Report to
Stockholders of Raychem Corporation (which report and consolidated financial
statements are incorporated herein by reference and included in this filing as
Exhibit 13) also included an audit of the Financial Statement Schedule listed in
Item 14(a)(2) of this Form 10-K. In our opinion, the Financial Statement
Schedule presents fairly, in all material respects, the information set forth
therein when read in conjunction with the related consolidated financial
statements.
 
PRICE WATERHOUSE LLP
 
San Jose, California
July 16, 1997
 
                                       14
<PAGE>   16
 
                                                                     SCHEDULE II
 
                      RAYCHEM CORPORATION AND SUBSIDIARIES
 
                       VALUATION AND QUALIFYING ACCOUNTS*
                    YEARS ENDED JUNE 30, 1997, 1996 AND 1995
                                 (IN THOUSANDS)
 
<TABLE>
<CAPTION>
                                                      ADDITIONS
                                     BALANCE AT      CHARGED TO                         FOREIGN       BALANCE
                                     BEGINNING        COSTS AND        ACCOUNTS        CURRENCY       AT END
            DESCRIPTION               OF YEAR       EXPENSES, NET     WRITTEN OFF     TANSLATION      OF YEAR
       --------------------          ----------     -------------     -----------     -----------     -------
<S>                                  <C>            <C>               <C>             <C>             <C>
1997:
Accounts receivable................   $ 10,033         $ 1,449          $ 2,244          $(441)       $ 8,797
                                       -------          ------           ------          -----        -------
1996:
Accounts receivable................   $ 10,348         $ 3,145          $ 3,204          $(256)       $10,033
                                       -------          ------           ------          -----        -------
1995:
Accounts receivable................   $ 11,599         $ 2,857          $ 4,509**        $ 401        $10,348
                                       -------          ------           ------          -----        -------
</TABLE>
 
---------------
 
 * Allowances are deducted from assets to which they apply.
 
** Includes $1,044 effect of deconsolidation of certain Raychem subsidiaries.
 
                                       15
<PAGE>   17
 
                                 EXHIBIT INDEX
 
<TABLE>
<CAPTION>
    EXHIBIT NO.                                     DESCRIPTION
    -----------    -----------------------------------------------------------------------------
    <S>            <C>
     2(a)          Ericsson Raynet Formation Agreement dated as of October 10, 1994(9)
     2(b)          Amendment to Ericsson Raynet Formation Agreement dated as of November 16,
                   1994(9)
     2(c)          Reorganization Agreement dated as of March 27, 1996(14)
     2(d)          Amendment and Restated Joint Venture Agreement dated as of March 29, 1996(14)
     3(a)          Amended and Restated Certificate of Incorporation(5)
     3(b)          Bylaws(1)
     3(c)          Certificate of Merger(1)
     4(a)          Rights Agreement(4)
     4(b)          Credit Agreement dated as of September 12, 1996(16)
    10(a)          Executive Long Term Incentive Plan(2)
    10(b)          Bonus Deferral Plan(2)
    10(c)          Amended and Restated 1987 Directors Stock Option Plan(7)
    10(d)          Supplemental Executive Retirement Plan(3)
    10(e)          Amended and Restated 1990 Incentive Plan(7)
    10(f)          Consulting Agreement dated as of April 1, 1990, between the company and Paul
                   M. Cook(5)
    10(g)          Description of Bonus Plan(6)
    10(h)          Consulting Agreement dated as of April 18, 1994, between Raynet Corporation
                   and Robert M. Halperin(8)
    10(i)          1995 Executive Deferred Compensation Plan(10)
    10(j)          Executive Termination Compensation Policy dated as of June 1, 1995(11)
    10(k)          Consulting/Employment Agreement dated as of June 7, 1995, between the company
                   and Robert J. Saldich(11)
    10(l)          Employment letter between the company and Dr. Richard Kashnow dated August
                   11, 1995(12)
    10(m)          Supplemental agreement between the company and Dr. Richard Kashnow dated
                   February 5, 1996(13)
    10(n)          Agreement and release between the company and Mr. Harry O. Postlewait dated
                   November 16, 1995(13)
    10(o)          Participation Agreement between the company and U.S. Bancorp Leasing &
                   Financial dated April 11, 1996(15)
    10(p)          Participation Agreement between the company and Metlife Capital Limited
                   Partnership dated April 11, 1996(15)
    10(q)          Headlease Agreement A between the company and Fleet National Bank dated April
                   11, 1996(15)
    10(r)          Headlease Agreement B between the company and Fleet National Bank dated April
                   11, 1996(15)
    10(s)          Lease Agreement A between the company and Fleet National Bank dated April 11,
                   1996(15)
    10(t)          Lease Agreement B between the company and Fleet National Bank dated April 11,
                   1996(15)
</TABLE>
<PAGE>   18
 
<TABLE>
<CAPTION>
    EXHIBIT NO.                                     DESCRIPTION
    -----------    -----------------------------------------------------------------------------
    <S>            <C>
    10(u)          Agreement and release between the company and Mr. Michael T. Everett dated
                   July 22, 1996(15)
    10(v)          Consulting Agreement dated as of August 16, 1996, between the company and
                   Isaac Stein and Waverley Associates, Inc.(16)
    10(w)          Consulting Agreement dated as of December 12, 1996, between the company and
                   James F. Gibbons(17)
    10(x)          1996 Directors Stock Option Plan
    10(y)          Supplemental agreement between the company and Dr. Richard Kashnow dated June
                   30, 1997
    12             Computation of Ratio of Earnings to Fixed Charges
    13             Portions of the 1997 Annual Report to Stockholders
    21             Subsidiaries of the Registrant
    23             Consent of Independent Accountants
    27             Financial Data Schedule
    99(a)          List of subsidiaries whose employees are participating in the Amended and
                   Restated 1984 Employee Stock Purchase Plan for United States employees and
                   employees of certain domestic and foreign subsidiaries.
    99(b)          List of subsidiaries whose employees are participating in the 1985
                   Supplemental Employee Stock Purchase Plan for employees of certain
                   subsidiaries.
</TABLE>
 
---------------
 
 (1) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended March 31, 1987, (File No. 2-15299) and incorporated by
     reference.
 
 (2) Filed as an exhibit to the company's Proxy Statement dated September 12,
     1988, mailed to stockholders in connection with the 1988 Annual Meeting of
     Stockholders and incorporated by reference.
 
 (3) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1988, (File No. 2-15299) and incorporated by
     reference.
 
 (4) Filed as an exhibit to the Registration Statement on Form 8-A filed by the
     company on February 3, 1989, (File No. 2-15299) and incorporated by
     reference.
 
 (5) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1990, (File No. 2-15299) and incorporated by
     reference.
 
 (6) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1992, (File No. 2-15299) and incorporated by
     reference.
 
 (7) Filed as an exhibit to the company's Registration Statement on Form S-8
     filed by the company on October 25, 1993, (Registration No. 33-50737) and
     incorporated by reference.
 
 (8) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1994, (File No. 2-15299) and incorporated by
     reference.
 
 (9) Filed as an exhibit to the company's Form 8-K dated November 16, 1994,
     (File No. 2-15299) and incorporated by reference.
 
(10) Filed as an exhibit to the company's Registration Statement on Form S-8
     filed by the company on April 5, 1995, (Registration No. 33-58437) and
     incorporated by reference.
 
(11) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1995, (File No. 2-15299) and incorporated by
     reference.
 
(12) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended September 30, 1995, (File No. 2-15299) and incorporated by
     reference.
 
(13) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended December 31, 1995, (File No. 2-15299) and incorporated by
     reference.
<PAGE>   19
 
(14) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended March 31, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(15) Filed as an exhibit to the company's Annual Report on Form 10-K for the
     fiscal year ended June 30, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(16) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended September 30, 1996, (File No. 2-15299) and incorporated by
     reference.
 
(17) Filed as an exhibit to the company's Quarterly Report on Form 10-Q for the
     quarter ended December 31, 1996, (File No. 2-15299) and incorporated by
     reference.