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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                                (Amendment No. 1)


                            CLINTRIALS RESEARCH INC.
                                (Name of Issuer)

                                  COMMON STOCK
                         (Title of Class of Securities)

                                   188760-10-7
                                 (CUSIP Number)

                                RICHARD J. ESKIND
                             104 LYNNWOOD BOULEVARD
                           NASHVILLE, TENNESSEE 37205
                                 (615) 298-9821

                     (Name, Address and Telephone Number of
                          Person Authorized to Receive
                           Notice and Communications)

                                FEBRUARY 22, 2001
                      (Date of Event which Requires Filing
                               of this Statement)


         If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box
[ ].

         Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)

         NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.

         * The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.




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         The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Exchange Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).



                        (Continued on Following page(s))





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CUSIP NO.  188767-10-7               13D



(1)      NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
         RICHARD J. ESKIND

(2)      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [ ]

                                                                        (b) [ ]

(3)      SEC USE ONLY




(4)      SOURCE OF FUNDS *
         NA

(5)      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
         TO ITEMS 2(d) or (e)                                               [ ]



(6)      CITIZENSHIP OR PLACE OF ORGANIZATION
         U.S.


NUMBER OF SHARES          (7)  SOLE VOTING POWER
                                       0

BENEFICIALLY              (8)  SHARED VOTING POWER
                               1,709,632 (SEE ITEM 5)

OWNED BY EACH             (9)  SOLE DISPOSITIVE POWER
                                       0

REPORTING PERSON          (10) SHARED DISPOSITIVE POWER
                               1,709,632 (SEE ITEM 5)

(11)     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         1,709,632 SHARES OF COMMON STOCK (SEE ITEM 5) (1)


(12)     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
                                                                           [  ]


(13)     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         9.3% (SEE ITEM 5)




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(14)      TYPE OF REPORTING PERSON *
          IN

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

          (1) On February 22, 2001, Inveresk Research Group Limited, a
          corporation organized under the laws of Scotland ("Parent") and Indigo
          Acquisition Corp., a Delaware corporation ("Purchaser"), a wholly
          owned subsidiary of Inveresk Research (Canada) Inc., a corporation
          organized under the laws of Canada ("Inveresk Canada") and a wholly
          owned subsidiary of Parent, entered into a Stockholders Agreement (the
          "Stockholders Agreement") with Reporting Person and other individuals
          and their affiliates (the "Principal Stockholders") pursuant to which
          each Reporting Person has agreed, among other things, in connection
          with the Offer (as defined in the Offer to Purchase (as defined
          below)) to tender all such Reporting Person shares of Common Stock of
          the Company (as defined below) at a price of $6.00 per share in cash
          or such greater amount as shall be equal to the highest price per
          Share (as defined in the Offer to Purchase) paid pursuant to the
          Offer. Under the Stockholders Agreement, each Reporting Person has
          granted to Parent and any nominee of Parent a proxy with respect to
          the Shares subject to the Stockholders Agreement to vote such Shares
          under certain circumstances. The Purchaser's right to purchase through
          the Offer and vote the Shares subject to the Stockholders Agreement is
          reflected in Rows 8 and 10 of each of the tables above. A copy of such
          Stockholders Agreement is incorporated by reference as Exhibit (2)(c)
          and is described more fully in Section 11 of the Offer to Purchase
          dated March 5, 2001 (the "Offer to Purchase"), incorporated by
          reference as Exhibit (2)(a).



                      *SEE INSTRUCTIONS BEFORE FILLING OUT!




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                                  SCHEDULE 13D

Introduction

         This statement (the "First Amendment") is amendment number 1 to an
initial statement on Schedule 13D filed on April 1, 1994 (the First Amendment
and the initial statement being referred to as the "Schedule 13D") and is filed
with respect to the common stock of ClinTrials Research Inc. (the "Issuer").

Item 1.  Security and Issuer.

         Item 1 is amended and supplemented as follows:

         This statement relates to the common stock of ClinTrials Research Inc.,
         a Delaware corporation, whose principal executive offices are located
         at: 11000 Weston Parkway, Cary, North Carolina 27513.

Item 4.  Purpose of Transactions.

         Item 4 is amended and supplemented as follows:

         (a)-(g) and (j) The information set forth in Section 11 ("Purpose of
the Offer; Plans for the Company; the Merger; the Merger Agreement; the
Stockholders Agreement") of the Offer to Purchase is incorporated herein by
reference.

         (h) and (i) The information set forth in Section 7 ("Effect of the
Offer on the Market for the Shares; Stock Quotation, Margin Regulations and
Exchange Act Registration") of the Offer to Purchase is incorporated herein by
reference.

Item 5.  Interest in Securities of the Issuer.

         Item 5 is deleted in its entirety and replaced by the following:

         (a) As of the close of business on February 22, 2001, Mr. Eskind
         beneficially owns in the aggregate 1,709,632 shares of the Issuer's
         common stock (including 500,000 shares beneficially owned through the
         Richard J. Eskind Grantor Retained Annuity Trust No. 2), constituting
         approximately 9.3% of the outstanding shares of the Issuer's common
         stock, based upon 18,402,852 shares outstanding as of February 22, 2001
         (represented by the Issuer in its Schedule 14D-9 dated March 5, 2001).

         (b) Reporting Person shares his voting power and disposition rights
         with Parent, Purchaser and Inveresk Canada as more fully set forth in
         Item 6. To the best knowledge of Reporting Person, such entities have
         not, during the last five years, (a) been convicted in any criminal
         proceeding (excluding traffic violations or similar misdemeanors) or
         (b) been a party to a civil proceeding of a judicial or administrative
         body of competent jurisdiction and, as a result of such proceeding, was
         or is subject to a judgment, decree or final order enjoining future
         violations of, or prohibiting or mandating activity subject to, federal
         or state securities laws or finding any violations with respect to such
         laws. The responses of



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         Reporting Person to Items (7) through (11) of the portions of the cover
         page of this Schedule 13D that relate to beneficial ownership are
         incorporated herein by reference.

         (c) (d) and (e) Not applicable.

Item 6.  Contracts, Arrangements, Understanding or Relationships with Respect to
         Securities of the Issuer.

         Item 6 is amended and supplemented as follows:

         The information set forth in "Introduction", Section 9 ("Certain
Information Concerning Candover Investments plc, Candover Partners Ltd.,
Candover 1997 Fund, Parent, Inveresk Canada and Purchaser") and Section 11
("Purpose of the Offer; Plans for the Company; the Merger; the Merger Agreement;
the Stockholders Agreement") of the Offer to Purchase that relates to the
Stockholders Agreement are incorporated herein by reference.

Item 7.  Materials to be Filed as Exhibits.

         Item 7 is amended and supplemented as follows:

         (2)(a)  Offer to Purchase (incorporated by reference to Exhibit (a)(1)
                 of Purchaser's Schedule TO, filed with the Securities and
                 Exchange Commission (the "Commission") on March 5, 2001).

         (2)(b)  Agreement and Plan of Merger, dated February 22, 2001, among
                 the Company, Purchaser and Parent (incorporated by reference to
                 Exhibit (d)(1) of Purchaser's Schedule TO, filed with the
                 Commission on March 5, 2001).

         (2)(c)  Stockholders Agreement, dated as of February 22, 2001, among
                 Parent, Purchaser and certain Company stockholders
                 (incorporated by reference to Exhibit(d)(2) of Purchaser's
                 Schedule TO, filed with the Commission on March 5, 2001).




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                                   SIGNATURES

        After reasonable inquiry and to the best knowledge and belief of each of
the undersigned, the undersigned certify that the information set forth in this
statement is true, complete and correct.

Date:   March 20, 2001


                                    /s/ Richard J. Eskind
                                    --------------------------------------------
                                    Richard J. Eskind



