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<TITLE>1st Quarter Year 2000 HTML 10-Q</TITLE>
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<H1 ALIGN=CENTER><FONT SIZE=3>UNITED STATES</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>SECURITIES AND EXCHANGE COMMISSION</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>WASHINGTON, D.C. 20549</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>FORM 10-Q</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>(X)    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE</FONT></H1>
<H1 ALIGN=CENTER><FONT SIZE=3>SECURITIES EXCHANGE ACT OF 1934</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>For the quarterly period ended March 31, 2000</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>or</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>(  )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE</FONT></H1>
<H1 ALIGN=CENTER><FONT SIZE=3>SECURITIES EXCHANGE ACT OF 1934</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>For the transition period from __________ to __________</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>Commission File No. 0-15443</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>

 <H1 ALIGN=CENTER><FONT SIZE=3>(Exact name of registrant as specified in its charter)</FONT></H1>

<PRE>
                        Delaware                                             58-1528626
            (State or other jurisdiction of                               (I.R.S. Employer
             incorporation or organization)                            Identification Number)


              5203 Bristol Industrial Way

                    Buford, Georgia                                            30518
        (Address of principal executive offices)                             (Zip Code)

</PRE>


Registrant's telephone number, including area code:  (770)  271-0233


<P><FONT SIZE=3>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 <U><U><U>X
_</U></U></U><U><U></U></U> NO ___ </FONT></P>

<P><FONT SIZE=3>As of May 8, 2000 the number of shares of $.01 par value common
stock outstanding was 29,527,782. </FONT></P>


<PAGE>



<H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>TABLE OF CONTENTS</FONT></H1>

<PRE>
PART I.  FINANCIAL INFORMATION:

     ITEM 1.  FINANCIAL STATEMENTS (UNAUDITED)                                                    Page No.
                                                                                                  --------

              Balance Sheets - December 31, 1999 and March 31, 2000 . . . . . . . . . . . . .         3

              Statements of Earnings for the three months ended
                 March 31, 1999 and 2000 . . . . . . . . . . . . . . . . . . . . . . . . . .          5

              Statements of Cash Flows for the three months ended
                 March 31, 1999 and 2000 . . . . . . . . . . . . . . . . . . . . . . . . . .          6

              Statement of Changes in Stockholders' Equity for the three
                 months ended March 31, 2000 . . . . . . . . . . . . . . . . . . . . . . . .          7

              Notes to Financial Statements . . . . . . . . . . . . . . . . . . . . . . . .           8

      ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . .         10


      ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
                 MARKET RISK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         13


 PART II.  OTHER INFORMATION

      ITEM 1. LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        13


      ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . . . . . . .        13


      SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . .        14

</PRE>

              <H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>
                 <H1 ALIGN=CENTER><FONT SIZE=3>BALANCE SHEETS</FONT></H1>
                 <H1 ALIGN=CENTER><FONT SIZE=3>(UNAUDITED)</FONT></H1>
<H1 ALIGN=CENTER><FONT SIZE=3>(Amounts in thousands, except per share data)</FONT></H1>

<PRE>
ASSETS

                                                                       December 31,            March 31,
                                                                          1999                    2000
                                                                    -----------------          --------------

CURRENT ASSETS

  Cash and short-term investments                               $           18,765         $       14,831
  Marketable Securities                                                     15,137                 19,976
  Trade Accounts Receivable                                                  7,333                 11,133
  Inventories                                                                1,172                  1,316
  Deferred income tax asset                                                    432                    360
  Prepaid expenses and other current assets                                    963                  1,035
                                                                    -----------------          --------------

      TOTAL CURRENT ASSETS                                                  43,802                 48,651

PROPERTY AND EQUIPMENT
  Buildings and improvements                                                20,453                 25,422
  Machinery and equipment                                                   37,010                 37,199
  Office furniture and equipment                                               436                    518
                                                                    -----------------          --------------

                                                                            57,899                 63,139
  Less accumulated depreciation and
   amortization                                                            (10,676)               (11,858)
                                                                    -----------------          --------------

                                                                            47,223                 51,281

  Land                                                                         848                    832
  Construction in progress                                                  16,010                 12,554
                                                                    -----------------          --------------

      TOTAL PROPERTY AND EQUIPMENT                                          64,081                 64,667

OTHER ASSETS                                                                   160                    144
                                                                    -----------------          --------------


          TOTAL ASSETS                                          $          108,043         $      113,462
                                                                    =================          ==============


</PRE>
The accompanying notes are an integral part of these statements.

        <H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>
            <H1 ALIGN=CENTER><FONT SIZE=3>BALANCE SHEETS</FONT></H1>
              <H1 ALIGN=CENTER><FONT SIZE=3>(UNAUDITED)</FONT></H1>
<H1 ALIGN=CENTER><FONT SIZE=3>(Amounts in thousands, except per share data)</FONT></H1>



LIABILITIES & STOCKHOLDERS'  EQUITY
<PRE>
                                                                       December 31,             March 31,
                                                                          1999                     2000
                                                                   --------------------      -----------------

CURRENT LIABILITIES
 Accounts Payable

    Trade                                                                         $783                 $1,160
    Construction                                                                   843                     --
 Accrued salaries, wages and payroll taxes                                         333                    481
 Income taxes payable                                                              563                  1,925
 Other current liabilities                                                         466                    401
                                                                   --------------------      -----------------

      TOTAL CURRENT LIABILITIES                                                  2,988                  3,967


LONG-TERM LIABILITIES
 Deferred income taxes                                                           3,900                  4,235
 Other liabilities                                                                  78                     77
                                                                   --------------------      -----------------

      TOTAL LONG-TERM LIABILITIES                                                3,978                  4,312

CONTINGENCIES                                                                        -                      -

STOCKHOLDERS' EQUITY
 Common stock, $.01 par value, 100,000
  shares authorized; 29,514 and 29,525
  issued and outstanding                                                           295                    295
 Additional paid-in capital                                                     59,600                 59,712
 Retained earnings                                                              41,182                 45,176
                                                                   --------------------      -----------------

      TOTAL STOCKHOLDERS' EQUITY                                               101,077                105,183

          TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY                                                $108,043               $113,462
                                                                   ====================      =================

</PRE>
The accompanying notes are an integral part of these statements.

<PAGE>



       <H1 ALIGN=CENTER><FONT SIZE=3> THERAGENICS CORPORATION</FONT></H1>
        <H1 ALIGN=CENTER><FONT SIZE=3> STATEMENTS OF EARNINGS</FONT></H1>
              <H1 ALIGN=CENTER><FONT SIZE=3>(UNAUDITED)</FONT></H1>
 <H1 ALIGN=CENTER><FONT SIZE=3>(Amounts in thousands, except per share data)</FONT></H1>

<PRE>
                                                                         Ended March 31,
                                                          ------------------------------------------

                                                                1999                     2000
                                                          ------------------       -----------------

REVENUE

  Product sales - affiliates                          $               9,106      $           11,230
  Product sales - non affiliates                                         33                      24
  Licensing Fees                                                         25                      25
                                                          ------------------       -----------------

                                                                      9,164                  11,279

COST OF SALES                                                         3,380                   3,302
                                                          ------------------       -----------------

           GROSS PROFIT                                               5,784                   7,977

OPERATING EXPENSES
  Selling, general and administrative                                 1,407                   1,821
  Research and development                                              139                     348
                                                          ------------------       -----------------
                                                                      1,546                   2,169
                                                          ------------------       -----------------

           EARNINGS FROM OPERATIONS                                   4,238                   5,808

OTHER INCOME (EXPENSE)
  Interest income                                                       277                     455
  Interest and financing costs                                           (6)                   (37)
  Other                                                                   3                     (4)
                                                          ------------------       -----------------
                                                                        274                     414
                                                          ------------------       -----------------


           EARNINGS BEFORE INCOME TAXES                               4,512                   6,222

  Income tax expense                                                  1,632                   2,228
                                                          ------------------       -----------------

          NET EARNINGS                                $               2,880      $            3,994
                                                          ==================       =================


NET EARNINGS PER COMMON SHARE

  Basic                                               $                0.10      $             0.14
  Diluted                                             $                0.10      $             0.13

WEIGHTED AVERAGE SHARES

  Basic                                                              29,427                  29,521
  Diluted                                                            29,872                  30,267


</PRE>
The accompanying notes are an integral part of these statements.

<PAGE>


       <H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>
       <H1 ALIGN=CENTER><FONT SIZE=3>STATEMENTS OF CASH FLOWS</FONT></H1>
              <H1 ALIGN=CENTER><FONT SIZE=3>(UNAUDITED)</FONT></H1>
 <H1 ALIGN=CENTER><FONT SIZE=3>(Amounts in thousands, except per share data)</FONT></H1>
<PRE>
                                                                                            Three Months
                                                                                           Ended March 31,

                                                                             ---------------------------------------
                                                                                   1999                   2000
                                                                             -----------------       ---------------


CASH FLOWS FROM OPERATING ACTIVITIES
  Net Earnings                                                            $             2,880      $          3,994
  Adjustments to reconcile net earnings to
   net cash provided by operating activities
    Deferred income taxes                                                                 143                   407
    Depreciation and amortization                                                         846                 1,193
    Provision for reserves                                                                  -                  (272)
    Stock based compensation                                                                                     47
                                                                                           69

    Income tax benefit from options                                                                              21
    Deferred rent                                                                           -                    (1)
  Changes in assets and liabilities:
   Accounts Receivable                                                                  2,893                (3,793)
   Inventories                                                                             (9)                  121
   Prepaid expenses and other current assets                                               (9)                  (72)
   Other assets                                                                             2                     4
   Trade accounts payable                                                                 150                   377
   Accrued salaries, wages and payroll taxes                                               36                   148
   Income taxes payable                                                                 1,471                 1,362
   Other current liabilities                                                              (16)                  (65)
                                                                             ------------------       --------------

       Net cash provided by operating activities                                        8,456                 3,471

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchases and construction of property and equipment                                 (1,825)               (2,626)
  Purchases and maturities of marketable securities                                    (2,681)               (4,839)
  Other                                                                                     -                    16
                                                                             -----------------       ---------------

      Net cash used by investing activities                                            (4,506)               (7,449)


CASH FLOWS FROM FINANCING ACTIVITIES
 Exercise of stock options and stock purchase plan                                         97                    44
                                                                             -----------------       ---------------

      Net Cash provided by financing activities                                            97                    44

NET INCREASE (DECREASE) IN CASH AND
  SHORT-TERM INVESTMENTS                                                                4,047                (3,934)

CASH AND SHORT-TERM INVESTMENTS AT
  BEGINNING OF PERIOD                                                                  19,542                18,765
                                                                             -----------------       ---------------

CASH AND SHORT-TERM INVESTMENTS AT
   END OF PERIOD                                                           $           23,589      $         14,831
                                                                             =================       ===============
</PRE>
The accompanying notes are an integral part of these statements.

<PAGE>





       <H1 ALIGN=CENTER><FONT SIZE=3> THERAGENICS CORPORATION</FONT></H1>
   <H1 ALIGN=CENTER><FONT SIZE=3>STATEMENT OF STOCKHOLDERS' EQUITY</FONT></H1>
 <H1 ALIGN=CENTER><FONT SIZE=3>FOR THE THREE MONTHS ENDED MARCH 31, 2000</FONT></H1>
              <H1 ALIGN=CENTER><FONT SIZE=3>(UNAUDITED)</FONT></H1>
 <H1 ALIGN=CENTER><FONT SIZE=3>(Amounts in thousands, except per share data)</FONT></H1>
<PRE>
                                                                        Common Stock                Additional
                                                                  Number of         Par value         paid-in               Retained
                                                                   shares            $0.01            capital               earnings            Total
                                                               ----------------  --------------- ------------------   ------------------  ------------------

  BALANCE, December 31, 1999                                          29,514             $295          $59,600              $41,182              $101,077

   Exercise of stock options                                               8                -               22                                         22

   Employee stock purchase plan                                            3                -               22                                         22

   Stock-based compensation                                                                                 47                                         47

   Tax effect from options                                                                                  21                                         21

   Net earnings for the period                                                                                                3,994                 3,994
                                                                 --------------  ----------------  -----------------  -----------------   ------------------

   BALANCE, March 31, 2000                                            29,525             $295          $59,712              $45,176              $105,183
                                                                 ==============  ================  =================  ===================  =================



</PRE>
   The accompanying notes are an integral part of these statements.

<PAGE>




<H2 ALIGN=LEFT><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>NOTES TO FINANCIAL STATEMENTS</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>MARCH 31, 2000</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>(Unaudited)</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>NOTE A - BASIS OF PRESENTATION</FONT></H2>

<P><FONT SIZE=3>The interim financial statements included herein have been
prepared by the Company without audit.  These statements reflect all adjustments
which  are,  in the  opinion of  management,  necessary  to  present  fairly the
financial   position,   results  of  operations,   cash  flows  and  changes  in
stockholders’ equity for the periods presented. All such adjustments are of
a normal recurring nature. Certain information and footnote disclosures normally
included in financial  statements prepared in accordance with generally accepted
accounting  principles have been condensed or omitted. The Company believes that
the financial  statements and  disclosures  are adequate to make the information
not  misleading.  It is suggested that these  financial  statements and notes be
read in conjunction with the audited financial statements and notes for the year
ended  December  31,  1999,  included  in the Form  10-K  filed by the  Company.
</FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3>NOTE B - CONSTRUCTION IN PROGRESS AND PURCHASE
COMMITMENTS</FONT></H2>

<P><FONT SIZE=3>Approximately $7.9 million of construction in progress consists
of payments made for manufacturing equipment and facilities expansion at the
Company&#146;s location in the Atlanta, Georgia area. At March 31, 2000, the
remaining purchase commitments for this expansion were not significant. </FONT></P>

<P><FONT SIZE=3>The U.S. Department of Energy (DOE) has granted Theragenics
access to unique DOE  technology  for use in production  of isotopes,  including
Pd-103 (the “DOE Project”). This technology venture represents part of
a DOE  initiative  to redirect  Cold War assets to peacetime use and cushion the
economic impact of U.S. Defense Department cutbacks. This project is expected to
enable the Company to significantly  increase its production  capacity and allow
for  expanded  use of Pd-103 and  TheraSeed®  beyond  treatment  of prostate
cancer to new medical  applications.  The Company is  constructing a facility in
Oak  Ridge,  Tennessee  to house the  equipment,  infrastructure  and work force
necessary to support the production of isotopes,  including  Pd-103,  using this
DOE  technology.  The Company expects to invest  approximately  $25.0 million to
$30.0 million  through 2001 to build this  manufacturing  and R&D  facility.
Construction  costs of  approximately  $4.1 million  have been  incurred on this
project as of March 31,  2000,  and are  included in  construction  in progress.
</FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3><B>NOTE C - CONTINGENCIES</B></FONT></H2>

<P><FONT SIZE=3>In January 1999, the Company and certain of its officers and
directors  were named as  defendants  in certain  securities  actions,  alleging
violations of the federal  securities laws,  including Sections 10(b), 20(a) and
Rule 10b-5 of the Securities and Exchange Act of 1934, as amended. These actions
have been  consolidated  into a single action pending in the U.S. District Court
for the Northern  District of Georgia.  The complaint,  as amended,  purports to
represent a class of investors who purchased or sold securities  during the time
period  from  January  29,  1998 to January  11,  1999.  The  amended  complaint
generally  alleges  that the  defendants  made  certain  misrepresentations  and
omissions in connection  with the  performance  of the Company  during the class
period and seeks  unspecified  damages. On May 14, 1999 a stockholder  of the Company </FONT></P>


<H2 ALIGN=LEFT><FONT SIZE=3><B>THERAGENICS CORRPORATION</B></FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3><B>NOTES TO FINANCIAL STATEMENTS</B></FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3><B>MARCH 31, 2000</B></FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>(Unaudited)</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3><B>NOTE C – CONTINGENCIES - CONTINUED</B></FONT></H2>

<P><FONT SIZE=3>filed a derivative complaint in the Delaware Court of Chancery
purportedly on behalf of the Company,  alleging that certain directors  breached
their  fiduciary  duties by  engaging  in the  conduct  that is  alleged  in the
consolidated  federal class action  complaint.  The  derivative  action has been
stayed by the agreement of the parties.  On September 3, 1999, the Company filed
a motion to dismiss the  consolidated  federal  class  action  complaint  on the
grounds that it fails to state a claim  against the  Company.  There has not yet
been a ruling on the Company’s  motion.  Management  believes these charges
are without  merit and intends to  vigorously  oppose the  litigation,  however,
given the nature and early stage of the proceedings, the ultimate outcome of the
litigation cannot be determined at this time. Accordingly,  no provision for any
liability  that might  result from this  litigation  has been made.  The Company
maintains insurance for claims of this general nature. </FONT></P>

<P><FONT SIZE=3>In trade secret litigation filed against International
Brachytherapy  (“IBt”),  Theragenics has claimed  ownership of certain
cyclotron  improvements  incorporated into the cyclotrons provided to IBt by the
companies’ common cyclotron vendor. IBt is seeking indemnification from the
cyclotron vendor against the Company’s  claims. The cyclotron vendor has in
turn filed for arbitration  seeking  determination of ownership of the cyclotron
improvements and certain other information  developed by Theragenics relating to
the cyclotron technology.  The cyclotron vendor is also seeking  indemnification
for any amounts  paid by the vendor to IBt to defend  against  the trade  secret
claims of  Theragenics,  and attorney  fees in the  arbitration.  The  cyclotron
vendor is not seeking to prevent the Company  from using the  cyclotrons  or the
related  improvements  or  information.  The  parties  are  in  the  process  of
conducting  discovery  and the ultimate  outcome of this  uncertainty  cannot be
determined at this time. Accordingly,  no provision for any liability that might
result from this uncertainty has been made. </FONT></P>

<PAGE>


<H2 ALIGN=LEFT><FONT SIZE=3><U>Item 2.   Management's' Discussion and Analysis of Financial Condition and</U></FONT></H2>
<H2 ALIGN=LEFT><FONT SIZE=3><U>          Results of Operations</U></FONT></H2>



<H2 ALIGN=LEFT><FONT SIZE=3><I>Results of Operations</I></FONT></H2>

<P><FONT SIZE=3>Revenues for the first quarter of 2000 were $11.3 million,  compared to
$9.2  million for the first  quarter of 1999,  an increase of $2.1  million,  or
22.8%.  The increase in revenues was  attributable  to a rebound in the sales of
TheraSeed(R)that  was supported by sales and marketing programs generated by the
Company's marketing partner,  Indigo Medical, Inc., a Johnson & Johnson company.
Management and Indigo recognize the dynamic nature of the  brachytherapy  market
and the need to make sales and marketing  adjustments to anticipate and react to
this changing  marketplace.  As part of this process of  adjustment,  Indigo has
advised the Company that it is  continuing  to fine-tune its sales and marketing
programs in search for the optimal balance between  patient  awareness  programs
and physician relationships.</FONT></P>

<P><FONT SIZE=3> Gross  profit as a  percentage  of revenue  increased  to 70.7% for the
first quarter of 2000, from 63.1% for the first quarter of 1999.  Accounting for
this  improvement  in gross profit margin was the increase in revenue  discussed
above,  plus a $78,000  decline in cost of sales in the first quarter of 2000 as
compared  to  the  first  quarter  of  1999.  Although  eleven  cyclotrons  were
operational  during the first quarter of 2000,  compared to eight  cyclotrons in
the first quarter of 1999, improved efficiencies and automation in the Company's
proprietary  production processes,  and the utilization of certain manufacturing
materials  and  resources  in research  and  development  activities  offset the
increase in cyclotron-related costs.</FONT></P>

<P><FONT SIZE=3> Consistent  with  Theragenics'  goal to have ample  capacity for future
TheraSeed(R)demand  as  well  as to  support  Pd-103  research  and  development
activities,  three additional  cyclotrons are expected to be operational  during
2000,  bringing the total  number of  cyclotrons  in  operation to fourteen.  As
additional  cyclotrons  come on line,  margins  generally  decline  because each
machine  represents  excess  capacity  for a  period  while  carrying  its  full
component of fixed costs, including  depreciation.  While the Company expects to
continue its efforts to improve the  efficiencies in its proprietary  production
processes, cost savings from additional improvements, if any, may not offset the
cost increases associated with additional cyclotrons. Accordingly, gross margins
are expected to decline to the extent that additional cyclotrons create capacity
more rapidly than the growth in demand for Pd-103 based products.</FONT></P>

<P><FONT SIZE=3> Selling, general and administrative ("SG&A") expenses were $1.8 million
during  the first  quarter of 2000  compared  to $1.4  million  during the first
quarter of 1999,  an increase of $400,000 or 28.6%.  The increase was  primarily
due to an increase in compensation  and benefits,  and start up-costs related to
the  Company's  construction  project  in Oak  Ridge,  Tennessee.  Printing  and
distribution costs for the Company's proxy statement and annual report were also
incurred in the first quarter of 2000. The comparable  printing and distribution
costs for the prior year were incurred in the second quarter of 1999.</FONT></P>

<P><FONT SIZE=3>Research and  development  (R&D)  expenses  were  $348,000 in the first
quarter of 2000, compared to $139,000 in the first quarter of 1999. The increase
in R&D  expenses  was a  result  of  activities  related  to the  Company's  R&D
initiatives  and  development  efforts  to  improve  the  Company's  proprietary
production  processes.  During the third quarter of 1999,  the Company  launched
research and  development  initiatives  to expand the  application of Pd-103 and
TheraSeed(R)to  other oncological and non-oncological  uses, and explore options
for using its expertise and  capabilities  in other areas.  Management  plans to
continue to increase  efforts in research and  development as its initiatives to
diversify  move  forward  and  expects  future  R&D   expenditures  to  increase
significantly.  However,  R&D spending is dependent on the complex scheduling of
research and development  activities in progress as well as the pursuit of other
appropriate opportunities as they arise. For these reasons, no assurances can be
made as to spending  amounts and R&D expenses may fluctuate  significantly  from
period to period.</FONT></P>

<P><FONT SIZE=3>In March 2000,  the Company  announced  that it had signed an agreement
with the Atlanta  Cardiovascular  Research Institute (ACRI) to begin a two-phase
animal study  addressing the use of Pd-103 for the prevention of restenosis (the
"ACRI  Agreement").  Restenosis  is the  reclosing of arteries that often occurs
after  coronary  angioplasties.  It is estimated that nearly half of the 350,000
coronary  angioplasties  done in the United  States each year fail or restenosis
within the first few months of the  operation.  In the first phase of the study,
which  began in April  2000,  the Company is  delivering  catheter-based  Pd-103
devices  to  ACRI  for   determination   of  whether  the  devices  can  inhibit
restenosis-like  changes in pig coronary arteries after balloon  angioplasty and
stent implantation,  and to assess the long-term  consequences of this treatment
model. The second phase of the study will have similar  objectives,  except that
the Company will be delivering stent-based Pd-103 devices to ACRI for use in the
studies.</FONT></P>

<P><FONT SIZE=3>Other  income was  $414,000  in the first  quarter of 2000  compared to
$274,000  during the same  period in 1999.  The  increase  was  attributable  to
additional  funds being available for investment  during the 2000 period.  Funds
available for investment have and will continue to be utilized for the Company's
current and future expansion  programs and research and development  activities.
As funds  continue  to be used for these  programs  and  activities,  management
expects other income to decline accordingly.</FONT></P>

<P><FONT SIZE=3>The Company's  effective  income tax rate was  approximately  35.8% and
36.2% for the first quarter of 2000 and 1999, respectively.</FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3><I>Liquidity and Capital Resources</I></FONT></H2>

<P><FONT SIZE=3>The Company had cash, short-term  investments and marketable securities
of $34.8  million at March 31, 2000,  compared to $33.9  million at December 31,
1999.  Marketable  securities consist primarily of high-credit quality municipal
obligations,  in accordance with the Company's investment policies. The increase
in cash,  short-term  investments and marketable securities was a result of cash
generated  by  operations,  partially  offset by capital  expenditures.  Working
capital  was $44.7  million  at March 31,  2000,  compared  to $40.8  million at
December 31, 1999.</FONT></P>

<P><FONT SIZE=3>The Company's principal source of cash in the first quarter of 2000 was
cash generated from operations.  Cash provided by operations was $3.5 million in
the first  quarter of 2000.  Cash  generated  from  operations  consists  of net
earnings plus non-cash  expenses such as  depreciation  and deferred  income tax
expense.</FONT></P>

<P><FONT SIZE=3>The Company's  primary use of cash in the first quarter of 2000 related
to capital spending to increase  manufacturing  capacity.  Cash used for capital
expenditures   was  $2.6  million  during  the  first  quarter  of  2000.  These
expenditures  related  primarily to the addition of  cyclotrons  and  supporting
facilities,  the  Company's  new  headquarters  facility and the  Company's  DOE
Project (see below).  The Company's  headquarters  facility  became  operational
during the first quarter of 2000.</FONT></P>

<P><FONT SIZE=3>As of March 31, 2000, eleven cyclotrons were fully  operational.  Three
additional   cyclotrons  and  supporting   facilities  are  expected  to  become
operational  during  2000.  Cyclotron  and  supporting  facility  related  costs
included in construction in progress totaled approximately $7.9 million at March
31, 2000.  Remaining costs to complete the cyclotrons and supporting  facilities
are not expected to be significant.</FONT></P>

<P><FONT SIZE=3>The U.S.  Department of Energy (DOE) has granted  Theragenics access to
unique DOE technology for use in production of isotopes,  including  Pd-103 (the
"DOE Project").  This technology  venture represents part of a DOE initiative to
redirect  Cold War assets to peacetime  use and cushion the  economic  impact of
U.S.  Defense  Department  cutbacks.  The Company  expects  that the use of this
technology will  significantly  increase its capacity and allow for expanded use
of Pd-103 and  TheraSeed(R)beyond  treatment  of prostate  cancer to new medical
applications.  The Company  also  believes  that the DOE Project may allow it to
explore options for applying this technology to other uses,  though there are no
assurances that this will be achieved. The Company is constructing a facility in
Oak  Ridge,  Tennessee  to house the  equipment,  infrastructure  and work force
necessary to support the production of isotopes,  including  Pd-103,  using this
DOE  technology.  Construction  costs of  approximately  $4.1  million have been
incurred on the DOE  Project  through  March 31,  2000.  The Company  expects to
invest  an  additional  $21.0 - $26.0  million  through  2001 to  complete  this
manufacturing and R&D facility.</FONT></P>

<P><FONT SIZE=3>As part of the DOE  Project,  the Company has leased land in the Oak Ridge,
Tennessee  area and  equipment  previously  used by the  government  to  produce
isotopes. As a result of the sensitive nature of the equipment,  the specialized
technology  involved  and the  restrictions  on access  to  unique  DOE-operated
facilities, the Company has contracted with the DOE's primary contractor for the
Oak Ridge  government  installation to handle certain  technical and operational
services that are critical to the project,  including  moving,  reassembling and
recommissioning  equipment  currently in storage,  designing and fabricating new
parts and  modifications to the equipment and DOE facilities;  and operating and
providing  ongoing access to the DOE  facilities.  The success of the project is
dependent on the continued  cooperation  of the DOE and its primary  contractor,
which could be  adversely  affected by future  changes in  governmental  program
priorities  and funding.  If the  equipment  cannot be moved and  recommissioned
successfully,  if there are problems with the operation or  modification  of the
DOE-operated facilities,  or if unforeseen challenges arise, the project may not
be  successful  or the costs or  timeliness  associated  with the project  could
exceed current estimates.</FONT></P>

<P><FONT SIZE=3>In addition to using cash to fund ongoing capital expansion projects in
2000, the Company  expects to  significantly  increase its spending for R&D. The
ACRI  Agreement  commenced  in April  2000,  and other R&D  activities  are also
occurring (see "Results of  Operations",  above).  The Company  expects that R&D
expense  spending  may total up to 5% of revenue in 2000,  depending  on whether
appropriate R&amp;D opportunities arise.</FONT></P>

<P><FONT SIZE=3>Cash provided by financing  activities was $44,000 in the first quarter
of 2000,  consisting of cash proceeds from the exercise of stock options and the
Company's Employee Stock Purchase Plan.</FONT></P>

<P><FONT SIZE=3>The Company  believes that current cash and investment  balances,  cash
from future  operations  and credit  facilities,  will be sufficient to meet its
currently anticipated working capital and capital expenditure  requirements.  In
the event additional financing becomes necessary, management may choose to raise
those funds through other means of financing as appropriate.</FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3><I>Forward Looking and Cautionary Statements</I></FONT></H2>

<P><FONT SIZE=3>This document  contains certain  forward-looking  statements within the
meaning of the  Private  Securities  Litigation  Reform  Act of 1995  including,
without limitation,  statements regarding,  sales and marketing efforts,  future
cost of sales, R&D efforts and expenses, SG&A expenses, expansion plans, the DOE
Project,  the development of new technologies,  processes and products,  adverse
changes in governmental program priorities and budgetary funding by the relevant
governmental  authorities,  potential  costs  and  delays  in  the  startup  and
refinement of technology and related  equipment,  potential  equipment  failure,
inability to obtain,  construct or install  necessary parts or  modifications to
production   equipment  or  facilities,and  the  sufficiency  of  the  Company's
liquidity and capital  resources.  From time to time,  the Company may also make
other forward-looking statements relating to such matters as well as anticipated
financial performance, business prospects, technological developments,  research
and development activities and similar matters. These forward-looking statements
are subject to certain risks,  uncertainties and other factors which could cause
actual results to differ  materially  from those  anticipated,  including  risks
associated with the management of growth,  research and development  activities,
effectiveness and execution of Indigo's marketing and sales programs, acceptance
and  efficacy of Pd-103 for other  applications,  government  regulation  of the
therapeutic  radiological  pharmaceutical  and device  business,  dependence  on
health care professionals, and competition from other brachytherapy products and
conventional and newly developed methods of treating localized cancer.</FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3>Item 3. Quantitative and Qualitative Disclosures
About Market Risk</FONT></H2>

<P><FONT SIZE=3>Not applicable.</FONT></P>



<H2 ALIGN=LEFT><FONT SIZE=3>PART II. OTHER INFORMATION</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>Item 1. Legal Proceedings.</FONT></H2>

<P><FONT SIZE=3>See Note C to the Company&#146;s financial statements included
in Item 1 of this report, which is incorporated by reference hereby. </FONT></P>

<H2 ALIGN=LEFT><FONT SIZE=3>Item 6. Exhibits and Reports on Form 8-K.</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>(a)     Exhibit 10.1 - Employment Agreement of M. Christine Jacobs</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>(b)     Exhibit 27 - Financial Data Schedule</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3>(c)     Reports on Form 8-K.</FONT></H2>

<H2 ALIGN=LEFT><FONT SIZE=3> No reports on Form 8-K were filed  during the quarter ended March
31, 2000.</FONT></H2>

<PAGE>



<H1 ALIGN=CENTER><FONT SIZE=3>SIGNATURES</FONT></H1>

<P><FONT SIZE=3>Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized. </FONT></P>



<H1 ALIGN=CENTER><FONT SIZE=3>REGISTRANT:</FONT></H1>

<H1 ALIGN=CENTER><FONT SIZE=3>THERAGENICS CORPORATION</FONT></H1>


<H1 ALIGN=RIGHT><FONT SIZE=3><U>By: /s/ M. Christine Jacobs</U></FONT></H1>

<H1 ALIGN=RIGHT><FONT SIZE=3>    M. Christine Jacobs</FONT></H1>
<H1 ALIGN=RIGHT><FONT SIZE=3>    Chief Executive Officer</FONT></H1>

<H1 ALIGN=RIGHT><FONT SIZE=3><U> /s/ Bruce W. Smith</U></FONT></H1>

<H1 ALIGN=RIGHT><FONT SIZE=3>    Bruce W. Smith</FONT></H1>

<H1 ALIGN=RIGHT><FONT SIZE=3>    Treasurer and Chief Financial Officer</FONT></H1>

<H1 ALIGN=LEFT><FONT SIZE=3>      Dated:  May 15, 2000</FONT></H1>

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