EXECUTIVEEMPLOYMENT AGREEMENT

        Thisamended employee employment agreement (the “Amended EmploymentAgreement”) is made as of the 24th day of July, 2002, between THERAGENICSCORPORATION, a Delaware Corporation (the “Company”) and JAMESMACLENNAN (the “Employee”). 

INTRODUCTION

# The Company and the Employee desire to enter into an employmentagreement embodying the terms and conditions of the Employee's employment.NOW THEREFORE, the parties agree as follows:1. Definitions
        (a)“Affiliate” means any person, firm, corporation, partnership,association or entity that, directly or indirectly or through one or moreintermediaries, controls, is controlled by or is under common control with theCompany. 

        (b)“Applicable Period” means the period of the Employee’semployment hereunder and for two (2) years after termination of his employmentwith the Company. 

        (c)“      "Area"” means the United States.

        (d)“Board ofDirectors” means the Board of Directors of the Company

        (e)“Business of the Company” means any business that involves themanufacture, production, sale, marketing, promotion, exploitation, developmentand distribution of palladium-103 or temporary or permanently implantabledevices for use in the treatment of cancer, restenosis or macular degeneration. 

        (f)“Cause” means the occurrence of any of the following events:(i) willful and continued failure (other than such failure resulting fromhis incapacity during physical or mental illness) by the Employee tosubstantially perform his duties with the Company or an Affiliate; (ii) conductby the Employee that amounts to willful misconduct or gross negligence;(iii) any act by the Employee of fraud, misappropriation, dishonesty orembezzlement against the Company or an Affiliate; (iv) commission by theEmployee of a felony or any other crime involving dishonesty; (v) illegaluse by the Employee of alcohol or drugs; or (vi) a material breach of theAgreement by the Employee. 

        (g)“Change in Control” means
         (1)the acquisition by any individual, entity or group (within the meaning ofSection 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended(the “Exchange Act”)) (a “Person”) of beneficial ownership(within the meaning of Rule 13d-3 promulgated under the Exchange Act) of votingsecurities of the corporation where such acquisition causes such person to ownthirty-five percent (35%) or more of the combined voting power of the thenoutstanding voting securities of the Company entitled to vote generally in theelection of directors (the “Outstanding Company Voting Securities”);provided, however, that for purposes of this Subsection (1), the followingacquisitions shall not be deemed to result in a Change of Control: (i) anyacquisition directly from the Company, (ii) any acquisition by the Company,(iii) any acquisition by any employee benefit plan (or related trust)sponsored or maintained by the Company or any corporation controlled by theCompany or (iv) any acquisition by any corporation pursuant to atransaction that complies with clauses (i), (ii) and (iii) of Subsection (3)below; and provided, further, that if any Person’s beneficial ownership ofthe Outstanding Company Voting Securities reaches or exceeds thirty-five percent(35%) as a result of a transaction described in clause (i) or (ii) above, andsuch Person subsequently acquires beneficial ownership of additional votingsecurities of the Company, such subsequent acquisition shall be treated as anacquisition that causes such Person to own thirty-five percent (35%) or more ofthe Outstanding Company Voting Securities; or