SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended June 30, 2000

                                       OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from --------------- to ---------------

                        Commission File Number 333-24001


                           Packard BioScience Company
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                Delaware                                       06-0676652
------------------------------------------              -----------------------
     (State or other jurisdiction of                       (I.R.S. Employer
      incorporation or organization)                      Identification No.)


800 Research Parkway, Meriden, Connecticut                       06450
------------------------------------------              -----------------------
 (Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code:  203-238-2351


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 [  ]


Shares of Common Stock Outstanding at August 4, 2000:  61,824,275


<PAGE>


                   PACKARD BIOSCIENCE COMPANY AND SUBSIDIARIES
                                      INDEX



PART I.    FINANCIAL INFORMATION                                           Page
                                                                           ----
Item 1.    Financial Statements

           Condensed Consolidated Balance Sheets as of  June 30, 2000
           and December 31, 1999                                              2

           Condensed Consolidated Statements of Income (Loss) for the
           Three and Six Months Ended June 30, 2000 and 1999                  3

           Condensed Consolidated Statements of Cash Flows for the
           Six Months Ended June 30, 2000 and 1999                            4

           Notes to Condensed Consolidated Financial Statements               5

Item 2.    Management's Discussion and Analysis of Financial
           Condition and Results of Operations                               11

Item 3.    Quantitative and Qualitative Disclosures About Market Risk        19


PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings                                                 20

Item 6.    Exhibits and Reports on Form 8-K                                  20


<PAGE>
<TABLE>
<CAPTION>

                          PART I. FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS
                   PACKARD BIOSCIENCE COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                    AS OF JUNE 30, 2000 and DECEMBER 31, 1999
                                 (In thousands)

ASSETS                                                       June 30, 2000            December 31, 1999
------                                                       -------------            -----------------
<S>                                                         <C>                       <C>

CURRENT ASSETS:
   Cash and cash equivalents                                    $ 46,565                  $  7,576
   Accounts receivable, net                                       46,185                    63,350
   Inventories, net                                               35,147                    34,191
   Deferred income taxes                                           5,332                     4,795
   Other current assets                                            7,317                     6,271
                                                                --------                  --------
      Total current assets                                       140,546                   116,183
                                                                --------                  --------
PROPERTY, PLANT AND EQUIPMENT, at cost                            54,365                    51,329
   Less - accumulated depreciation                               (23,342)                  (21,215)
                                                                --------                  --------
                                                                  31,023                    30,114
                                                                --------                  --------
OTHER ASSETS:
   Goodwill, net                                                  42,489                    41,919
   Deferred financing costs, net                                   4,646                     6,801
   Other                                                          10,581                    10,978
                                                                --------                  --------
                                                                  57,716                    59,698
                                                                --------                  --------
TOTAL ASSETS                                                    $229,285                  $205,995
                                                                ========                  ========

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
----------------------------------------------

CURRENT LIABILITIES:
   Notes payable                                                $  4,313                  $  3,197
   Current portion of long-term obligations                          817                     2,113
   Accounts payable and accrued liabilities                       34,092                    58,004
   Deferred income                                                14,066                    14,304
                                                                --------                  --------
      Total current liabilities                                   53,288                    77,618
                                                                --------                  --------
LONG-TERM OBLIGATIONS, net of current portion                    154,551                   225,731
                                                                --------                  --------
DEFERRED INCOME TAXES                                              4,880                     4,807
                                                                --------                  --------
OTHER NONCURRENT LIABILITIES                                       3,490                     3,428
                                                                --------                  --------
COMMITMENTS AND CONTINGENCIES

MINORITY INTEREST IN EQUITY OF SUBSIDIARIES                        2,367                     2,301
                                                                --------                  --------
STOCKHOLDERS' EQUITY (DEFICIT) (Note 3):
   Common stock                                                      164                       137
   Paid in capital                                               117,931                     1,827
   Accumulated deficit                                           (20,309)                  (12,895)
   Accumulated other comprehensive income
      (cumulative translation adjustment)                            477                       527
                                                                --------                  --------
                                                                  98,263                   (10,404)
   Less: Treasury stock, at cost                                 (87,095)                  (96,920)
         Deferred compensation                                      (459)                     (566)
                                                                --------                  --------
            Total stockholders' equity (deficit)                  10,709                  (107,890)
                                                                --------                  --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)            $229,285                  $205,995
                                                                ========                  ========

   The accompanying notes are an integral part of these condensed consolidated
                             financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                   PACKARD BIOSCIENCE COMPANY AND SUBSIDIARIES
               CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                 (In thousands)

                                                        Three Months Ended              Six Months Ended
                                                              June 30,                       June 30,
                                                       2000             1999          2000             1999
                                                       ----             ----          ----             ----
<S>                                               <C>              <C>           <C>             <C>

NET SALES                                            $60,471          $62,479       $122,956         $121,180

COST OF SALES                                         29,569           32,006         59,909           61,389

AMORTIZATION OF ACQUIRED INVENTORY
   STEP-UP (Note 4)                                        0            1,000              0            1,000

RESTRUCTURING CHARGE (Note 8)                              0                0          2,372                0
                                                     -------          -------       --------         --------
GROSS PROFIT                                          30,902           29,473         60,675           58,791

RESEARCH AND DEVELOPMENT EXPENSES                      9,137            7,534         17,572           14,809

SELLING, GENERAL AND ADMINISTRATIVE
   EXPENSES (Note 7)                                  16,076           14,658         40,559           29,191
                                                     -------          -------       --------         --------
INCOME FROM OPERATIONS                                 5,689            7,281          2,544           14,791

INTEREST EXPENSE, NET                                 (3,960)          (5,333)        (9,916)         (10,600)

FOREIGN EXCHANGE TRANSACTION GAINS
   (LOSSES), NET                                        (151)           1,048            131              791
                                                     -------          -------       --------         --------
INCOME (LOSS) BEFORE INCOME TAXES,
   MINORITY INTEREST AND EXTRAORDINARY ITEMS           1,578            2,996         (7,241)           4,982

PROVISION FOR (BENEFIT FROM) INCOME TAXES                175              764         (2,535)           1,827

MINORITY INTEREST IN (INCOME) LOSS
   OF SUBSIDIARIES                                        15             (121)           (66)             128                  128
                                                     -------          -------       --------         --------
INCOME (LOSS) BEFORE EXTRAORDINARY ITEMS               1,418            2,111         (4,772)           3,283

EXTRAORDINARY ITEMS, NET OF INCOME TAXES
   (Note 9)                                              567                0            567                0
                                                     -------          -------       --------         --------
NET INCOME (LOSS)                                    $ 1,985          $ 2,111       ($ 4,205)        $  3,283
                                                     =======          =======       ========         ========

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                   PACKARD BIOSCIENCE COMPANY AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                 (In thousands)

                                                                    For the Six Months Ended
                                                                            June 30,
                                                                    2000                1999
                                                                    ----                ----
<S>                                                            <C>                <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                              ($ 4,205)           $ 3,283
   Adjustments to reconcile net income (loss) to net
    cash provided by (used for) operating activities:
       Non-cash stock compensation charges (Note 7)                  8,273                  0
       Non-cash deferred financing fees writeoff (Note 9)            1,437                  0
       Depreciation and amortization of intangibles                  5,078              4,672
       Amortization of deferred financing costs                        718                773
       Amortization of acquired inventory step-up                        0              1,000
       Minority interest in net income (loss) of
        subsidiaries                                                    66               (128)
       Other, net                                                      (34)              (269)
       Changes in operating assets and liabilities                  (3,200)           (10,622)
                                                                   -------            -------
          Net cash provided by (used for)
           operating activities                                      8,133             (1,291)
                                                                   -------            -------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Acquisitions of businesses, net of cash acquired                 (8,107)           (28,198)
   Capital expenditures, net                                        (4,053)            (4,912)
   Product lines, patent rights and licenses acquired                 (770)              (267)
                                                                   -------            -------
      Net cash used for investing activities                       (12,930)           (33,377)
                                                                   -------            -------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Borrowings under long-term obligations                           30,937             44,687
   Repayments of long-term obligations                            (100,695)            (3,366)
   Purchase of treasury stock                                         (124)              (120)
   Proceeds from exercise of stock options                           4,354                 13
   Proceeds from sale of common stock, net of expenses             110,293                 42
                                                                   -------            -------
      Net cash provided by investing activities                     44,765             41,256
                                                                   -------            -------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                               (979)            (2,704)
                                                                   -------            -------

NET INCREASE IN CASH AND CASH EQUIVALENTS                           38,989              3,884
CASH AND CASH EQUIVALENTS, beginning of period                       7,576              7,929
                                                                   -------            -------
CASH AND CASH EQUIVALENTS, end of period                           $46,465            $11,813
                                                                   =======            =======

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.

</TABLE>
<PAGE>


                   PACKARD BIOSCIENCE COMPANY AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



The condensed  consolidated  financial  statements  and related  notes  included
herein have been prepared by Packard  BioScience Company (the "Company") without
audit, except for the December 31, 1999,  condensed  consolidated  balance sheet
which was derived  from the  Company's  Annual  Report on Form 10-K for the year
ended December 31, 1999 (the "Company's 1999 Form 10-K"),  pursuant to the rules
and regulations of the Securities and Exchange  Commission.  Certain information
and footnote  disclosures which normally accompany financial statements prepared
in accordance with generally  accepted  accounting  principles have been omitted
from the accompanying condensed consolidated financial statements,  as permitted
by the Securities and Exchange  Commission's rules and regulations.  The Company
believes that the  accompanying  disclosures  and notes are adequate to make the
financial  statements  not  misleading.  Such financial  statements  reflect all
adjustments  which are normal and recurring  and, in the opinion of  management,
necessary for a fair  presentation  of the results of  operations  and financial
position  of the  Company  for the  periods  reported  herein.  These  financial
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements and notes thereto included in the Company's 1999 Form 10-K.


Note 1.  Basis of  Presentation and Significant Accounting Policies:
         ----------------------------------------------------------

General -
-------

The accompanying  financial statements have been prepared in accordance with the
accounting policies described in Note 1 to the consolidated financial statements
included in the Company's 1999 Form 10-K. The Company's practices of recognizing
assets, liabilities,  revenues, expenses and other transactions which impact the
accompanying financial information are consistent with such note.

New Accounting Standards -
------------------------

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting Standard No. 133,  "Accounting for Derivative  Instruments
and Hedging  Activities"  ("SFAS No. 133"), which establishes the accounting and
reporting standards for derivative  instruments and for hedging activities.  The
Company purchases forward contracts to cover foreign exchange  fluctuation risks
on  intercompany  sales to certain of its  foreign  operations.  Such  contracts
qualify as foreign  currency  cash flow hedges  under SFAS No. 133 and, as such,
require  that gains and losses on such  contracts be presented as a component of
comprehensive  income.  The  effective  date of SFAS No. 133 (which was deferred
through the  issuance of SFAS No. 137 and amended  through the  issuance of SFAS
No.  138) is the  Company's  calendar  year  commencing  January 1,  2001.  This
statement  is  not  expected  to  have  a  material   effect  on  the  Company's
consolidated operating results or financial position upon adoption.

In December 1999, the  Securities and Exchange  Commission  ("SEC") issued Staff
Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" ("SAB
No.  101").  SAB No.  101,  among  other  things,  provides  guidance on revenue
recognition  when customer  acceptance and  installation  provisions  exist. The
Company is required to adopt SAB No. 101, effective January 1, 2000, by December
31, 2000. The Company has not yet  quantified the cumulative  effect of adopting
SAB No.  101, as of January 1, 2000,  which  could be material to the  Company's
consolidated operating results or financial position.

Stock Split -
-----------

On March 20, 2000, the Company's Board of Directors  approved a 5-for-1 split of
the Company's common stock. All share and per share information  included in the
accompanying  condensed  consolidated financial statements and notes hereto have
been restated to reflect the effect of the split.


<PAGE>


Reclassifications -
-----------------

Certain reclassifications have been made to prior period information in order to
make it consistent with the current period presentation.


Note 2.  Inventories:
         -----------

Inventories  consisted of the following at June 30, 2000,  and December 31, 1999
(in thousands):

<TABLE>
<CAPTION>

                                              June 30, 2000    December 31, 1999
                                              -------------    -----------------
<S>                                           <C>               <C>

     Raw materials and parts                     $20,090            $19,028
     Work in process                               3,852              3,031
     Finished goods                               16,656             17,394
                                                 -------            -------
                                                  40,598             39,453
          Excess and obsolete reserves            (5,451)            (5,262)
                                                 -------            -------
                                                 $35,147            $34,191
                                                 =======            =======
</TABLE>


Note 3.  Stockholders' Equity (Deficit):
         ------------------------------

Below is a summary of the changes in selected components of stockholders' equity
(deficit) for the six-month period ended June 30, 2000 (dollars in thousands):

<TABLE>
<CAPTION>
                                               Common            Paid-In            Accumulated         Treasury
                                               Stock             Capital              Deficit             Stock
                                               -----             -------            -----------         --------
<S>                                         <C>               <C>                 <C>                <C>

   Balance, December 31, 1999                  $ 137             $  1,827            ($12,895)          ($96,920)
   Net loss                                        0                    0              (4,205)                 0
   Sale of stock, net                             27              107,877              (3,209)             9,825
   Non-cash stock compensation charges             0                8,273                   0                  0
   Restricted stock forfeitures                    0                  (46)                  0                  0
                                               -----             --------            --------           --------
   Balance, June 30, 2000                      $ 164             $117,931            ($20,309)          ($87,095)
                                               =====             ========            ========           ========
</TABLE>

Sale of stock, net includes  proceeds from the exercise of stock options as well
as sales and  purchases  of  treasury  stock.  In  addition,  the  effect of the
Company's  initial  public  offering  (refer  to  the  following  paragraph)  is
reflected in these amounts.

On April 19, 2000, the Company completed the registration for public sale of the
Company's common stock (the "Offering").  The Offering raised approximately $110
million, including the over-allotment option, after consideration of expenses of
$12 million associated with the Offering.


Note 4.  Acquisitions:
         ------------

On  April  1,  1999,   the  Company   acquired  the  net  operating   assets  of
Tennelec/Nucleus,  Inc. and formed a new subsidiary, Tennelec, Inc. ("Tennelec")
to  effect  the  purchase.   Tennelec   manufactures  and  distributes   nuclear
instrumentation   and   high-purity   germanium   crystals.   The  Company  paid
approximately $10.7 million,  including acquisition costs, for the net operating
assets  received.  The acquisition  resulted in a $1.0 million charge during the
three months ended June 30, 1999, to writeoff the step-up in inventory  acquired
which was recorded at fair value at the date of acquisition.


<PAGE>


In March 2000,  the Company  acquired a 51% equity  interest in Carl  Consumable
Products, LLC ("CCP") for an initial cash payment of $510,000, with an option to
acquire the  remaining  49% equity  interest for (a) a cash payment of $490,000,
plus (b) earn-out  payments equal to 25% of the operating  profit (as defined in
the purchase  agreement) of CCP in excess of $530,000 which is generated in each
calendar year occurring during the four-year  period  following  exercise of the
option (unless the option is exercised prior to March 6, 2001, in which case the
applicable  earn-out percentage will be increased from 25% to 35%). CCP is a new
company  formed to design and  manufacture  sophisticated  pipettes  used in the
liquid dispensing process of drug discovery and genomic research.

In April 2000,  the Company  acquired  certain net operating  assets,  primarily
intangibles, of Cambridge Imaging Limited ("CIL"), effective March 31, 2000. The
Company paid $1.25 million initially with additional  contingent payments, up to
$4.0  million,  that may be made through April 2005,  subject to the  operations
achieving  certain  post-acquisition  performance  levels through  calendar year
2004. The assets and technology acquired will be used to develop and manufacture
biomedical imaging technology and devices.

The above  acquisitions  have been  accounted  for using the purchase  method of
accounting  and,  accordingly,  the purchase  prices have been  allocated to the
assets  purchased and the  liabilities  assumed  based upon the  estimated  fair
values at the dates of acquisition.  The excess of the purchase  prices,  in the
aggregate, over the fair values of the net assets acquired has been reflected as
goodwill in the accompanying condensed consolidated balance sheets. Net goodwill
totals  approximately  $42.5  million as of June 30, 2000.  The goodwill  amount
includes  contingent payments earned through June 30, 2000, and will increase to
the  extent  future  contingent  payments  are  earned.  The  goodwill  is being
amortized  on a  straight-line  basis  over  20 to 40  years  from  the  initial
acquisition dates.

The  operating  results  of  Tennelec,  CCP and CIL have been  reflected  in the
accompanying  condensed  consolidated  statements  of income  (loss) since their
respective   dates  of  acquisition.   The  following   unaudited   consolidated
information  is  presented  on a pro forma  basis,  as if the  acquisitions  had
occurred  as of the  beginning  of the  periods  presented.  In the  opinion  of
management,  the pro forma information reflects all adjustments  necessary for a
fair  presentation.  The pro forma adjustments  primarily consist of: addback of
nonrecurring  charges taken in connection with the acquisitions  associated with
acquired  inventory step-up writeoff,  amortization of goodwill  associated with
the  acquisitions,  pre-acquisition  operating  results,  adjustments to reflect
additional  interest expense relating to the financing of the acquisitions,  and
adjustments to reflect the related income tax effects, if any, of the above. The
1999 results do not eliminate sales and cost of sales of those products that the
Company has removed from the market.  There are no pro forma adjustments related
to CCP or CIL since they are start-up operations.

<TABLE>
<CAPTION>
                                                          For the Three Months             For the Six Months
                                                             Ended June 30,                  Ended June 30,
                                                         2000             1999           2000*            1999
                                                         ----             ----           ----             ----
                                                             (Dollars in thousands, except per share amounts)
<S>                                                 <C>              <C>            <C>              <C>

   Net sales                                           $ 60,471         $62,475        $122,956         $124,484

   Income from operations                              $  5,689         $ 8,353        $  2,544         $ 16,507

   Net income (loss)                                   $  1,985         $ 2,792       ($  4,205)        $  4,247

   Basic earnings (loss) per share                     $   0.03         $  0.06       ($   0.08)        $   0.09

   *Refer  to  Notes  7,  8 and 9 for a  description  of  special  charges  and
    extraordinary items reflected in the 2000 period presented.

</TABLE>
<PAGE>


Note 5.  Earnings Per Share:
         ------------------

Basic  earnings  per share is computed  based upon the weighted  average  shares
outstanding during each of the periods presented.  Diluted earnings per share is
computed based upon the weighted average shares  outstanding  during each of the
periods presented, including the impact of outstanding options, determined under
the treasury stock method, to the extent their inclusion is dilutive.  Basic and
diluted  weighted  average  shares  outstanding  during the three and six months
ended June 30, 2000 and 1999 are as follows (in thousands):

<TABLE>
<CAPTION>
                                                           Three Months Ended                Six Months Ended
                                                                June 30,                         June 30,
                                                         2000             1999             2000            1999
                                                         ----             ----             ----            ----
<S>                                                  <C>              <C>              <C>             <C>

   Basic weighted average shares outstanding            58,049           45,751           53,055          45,752

   Dilutive effect of outstanding stock options          3,906            2,123              N/A           2,130
                                                        ------           ------           ------          ------
   Diluted weighted average shares outstanding          61,955           47,874           53,055          47,882
                                                        ======           ======           ======          ======
</TABLE>

For the six-month period ended June 30, 2000, 4,277 of common stock  equivalents
were excluded from diluted weighted  average shares  outstanding as their effect
was anti-dilutive.

Basic and diluted  earnings  (loss) per share for the three and six months ended
June 30, 2000 and 1999, are as follows:

<TABLE>
<CAPTION>
                                                            Three Months Ended              Six Months Ended
                                                                 June 30,                        June 30,
                                                           2000            1999           2000             1999
                                                           ----            ----           ----             ----
<S>                                                    <C>             <C>            <C>              <C>
   BASIC -

      Income (loss) before extraordinary items            $0.02           $0.05          ($0.09)          $0.07

      Extraordinary items                                  0.01             0.0            0.01             0.0
                                                          -----           -----           -----           -----
      Net income (loss)                                   $0.03           $0.05          ($0.08)          $0.07
                                                          =====           =====           =====           =====
</TABLE>

<TABLE>
<CAPTION>
                                                            Three Months Ended              Six Months Ended
                                                                 June 30,                         June 30,
                                                           2000            1999           2000             1999
                                                           ----            ----           ----             ----
<S>                                                    <C>             <C>            <C>              <C>
   DILUTED -

       Income (loss) before extraordinary items           $0.02           $0.04          ($0.09)          $0.07

       Extraordinary items                                 0.01            0.00            0.01            0.00
                                                          -----           -----           -----           -----
       Net income (loss)                                  $0.03           $0.04          ($0.08)          $0.07
                                                          =====           =====           =====           =====
</TABLE>


Note 6.  Segment Information:
         -------------------

Refer to Management's Discussion and Analysis of Financial Condition and Results
of  Operations  included in Item 2 of this Form 10-Q for a discussion of segment
operating  performance  for the six months  ended June 30, 2000.  The  Company's
total assets,  by industry  segment,  as of June 30, 2000 and December 31, 1999,
are as follows:


<PAGE>
<TABLE>
<CAPTION>

                                        June 30, 2000          December 31, 1999
                                        -------------          -----------------

<S>                                     <C>                      <C>
       Packard                             $111,323                 $112,123

       Canberra                              76,909                   83,986

       Corporate                             41,053                    9,886
                                           --------                 --------
          Total                            $229,285                 $205,995
                                           ========                 ========
</TABLE>


Note 7.  Stock Compensation Charges:
         --------------------------

In December 1999, the Company  granted  certain  options to employees  which, in
accordance  with  financial  reporting  guidelines,   required  the  Company  to
recognize compensation expense over the vesting period of such options. On March
20, 2000,  the Company's  Board of Directors  approved the  acceleration  of the
vesting of all  outstanding  unvested  stock  options,  making them 100% vested,
effective  March 17,  2000.  This  resulted  in the  recognition  of a  non-cash
compensation  charge of $7.3  million  during the three  months  ended March 31,
2000, associated with the options granted in December 1999.

In March 2000, certain members of the Company's management gifted 107,400 shares
of  their  own  Company  common  stock  to  substantially  all of the  Company's
employees who did not own shares or options to purchase  shares of the Company's
common  stock  on  the  date  of  the  gifting.  This  resulted  in  a  non-cash
compensation  charge of $1.0  million  during the three  months  ended March 31,
2000.

Both of the  charges  discussed  above are  included  in  selling,  general  and
administrative expenses in the accompanying condensed consolidated statements of
income (loss).


Note 8.  Restructuring Charge:
         --------------------

The Company has decided to terminate certain product lines and eliminate certain
positions  and  facilities   associated  with  its  Harwell  Instruments,   Ltd.
("Harwell")   subsidiary  which  was  acquired  in  1999.  The  estimated  costs
associated  with  this  restructuring  (approximately  $2.4  million)  have been
recorded as a component of cost of goods sold as of June 30,  2000.  Included in
this  amount is $0.8  million of  severance  and  employee-related  costs,  $1.3
million of facility  closing and  relocation-related  costs, and $0.3 million to
dispose of inventory  which  Harwell  will not  continue to use or  manufacture.
Approximately seven employees,  consisting of manufacturing,  sales, service and
administrative  positions  will be  terminated.  A nominal  amount of  severance
payments had been made as of June 30, 2000.


Note 9.  Extraordinary Items:
         -------------------

In April 2000,  the Company  utilized  $68.2  million of the  proceeds  from the
Offering (see Note 3) to pay off its remaining term facility ($37.3 million) and
the U.S.  dollar  denominated  balance of its revolving  credit  facility ($30.9
million).  In May 2000, the Company  repurchased  approximately $22.5 million of
its senior  subordinated notes in the open market. The repurchase  resulted in a
gain as the  senior  subordinated  notes were  repurchased  at a  discount.  The
Company also wrote off the remaining  unamortized  balance of deferred financing
fees  associated  with the term loan as well as that portion  applicable  to the
senior  subordinated  notes  that  were  repurchased.   The  gain  on  the  note
repurchases  ($2.3 million)  referred to above is reflected as an  extraordinary
item in the accompanying condensed consolidated statements of income (loss), net
of the  extraordinary  expense  associated  with  the  deferred  financing  fees
writeoff ($1.4 million) and income taxes ($0.3 million).


<PAGE>


Note 10.  Subsequent Event:
          ----------------

The Company has retained  the  services of Robert W. Baird & Co., an  investment
banking  firm,  to assist the Company in exploring  strategic  alternatives  for
Canberra.


<PAGE>


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


The following  discussion and analysis  should be read in  conjunction  with our
condensed  consolidated  financial  statements and  accompanying  notes included
elsewhere in this Form 10-Q.

This report contains statements which, to the extent they are not recitations of
historical facts, constitute  "forward-looking"  statements.  Many factors could
cause actual results to differ  materially from these  estimates.  These factors
include, but are not limited to, the following:

-  intense competition in the markets we target;
-  our ability to successfully introduce new products and expand the range of
   applications for our current products;
-  our ability to effectively protect our intellectual property from
   infringement;
-  potential infringement of intellectual property rights of others;
-  customers may face risks in the industries they serve, such as pharmaceutical
   and biotechnology industries;
-  decline in the use of processes and instruments that represent a significant
   portion of our revenues;
-  our ability to maintain and enhance collaborative and academic arrangements
   and to establish additional relationships;
-  our dependence on capital spending policies of our customers and governmental
   funding;
-  availability of nuclear waste repositories;
-  changes in environmental regulations;
-  economic, political and other risks associated with international sales and
   operations;
-  limited source supply of key raw materials;
-  our ability to attract and retain key employees; and
-  our ability to meet financial expectations of securities analysts and
   investors.


OVERVIEW

Packard  BioScience  Company  (the  "Company")  is a leading  global  developer,
manufacturer  and marketer of instruments  and related  consumables and services
for use in the life sciences research and nuclear industries. Packard Instrument
is a leader in laboratory  automation and has developed scalable platforms built
on our worldwide  leadership in the manufacturing and marketing of bioanalytical
instruments for use in the life sciences research industry.  Canberra Industries
is a  worldwide  leader in  analytical  instruments  used to  detect,  identify,
quantify and monitor radioactive  materials for the nuclear industry and related
markets.

Packard's   revenues  are  derived  primarily  from  sales  of  instruments  and
consumables  with additional sales from service.  While  outsourcing and support
services  continue to be an important  part of  Packard's  revenue  stream,  the
Company is moving towards marketing Packard's instruments as parts of integrated
platforms,  which the Company  expects will generate  increasing  instrument and
consumable sales at higher gross margins than our service business.

Canberra has experienced growth in its base services business resulting from the
Company's strategic focus on this area. Like Packard, Canberra is moving towards
marketing its instruments as parts of integrated systems. In addition,  Canberra
is  focusing  on  increasing   revenues  from  emerging   applications  such  as
environmental  restoration and waste  management,  environmental  monitoring and
nuclear weapons stewardship.


<PAGE>
<TABLE>
<CAPTION>


RESULTS OF OPERATIONS (dollars in millions)

                                             Three Months Ended                          Six Months Ended
                                                  June 30,                                    June 30,
                                                                 % Inc.                                      % Inc.
                                      2000          1999         (Dec.)           2000          1999         (Dec.)
                                      ----          ----         ------           ----          ----         ------
<S>                               <C>           <C>           <C>             <C>           <C>           <C>
Total net sales:
   Packard                           $ 38.6        $ 37.3          3.5%          $ 78.5        $ 75.5          3.8%
   Canberra                            21.9          25.2        (13.1%)           44.5          45.7         (2.6%)
                                     ------        ------        ------          ------        ------        ------
                                       60.5          62.5         (3.2%)          123.0         121.2          1.5%
                                     ------        ------        ------          ------        ------        ------
Gross profit:
   Packard                             22.1          19.7         12.2%            44.5          40.6          9.6%
   Canberra                             8.8           9.8        (10.2%)           16.2          18.2        (11.0%)
                                     ------        ------        ------          ------        ------        ------
                                       30.9          29.5          4.7%            60.7          58.8          3.2%
                                     ------        ------        ------          ------        ------        ------
Operating expenses:
   Research and development             9.1           7.5         21.3%            17.6          14.8         18.9%
   Selling, general and
      administrative                   16.1          14.7          9.5%            40.6          29.2         39.0%
                                     ------        ------        ------          ------        ------        ------
Income from operations                  5.7           7.3        (21.9%)            2.5          14.8        (83.1%)
Interest expense, net                  (4.0)         (5.3)       (24.5%)           (9.8)        (10.6)        (7.5%)
Foreign exchange transaction
   gains (losses), net                 (0.1)          1.0           N/A             0.1           0.8           N/A
                                     ------        ------        ------          ------        ------        ------
Income (loss) before income
   taxes, minority interest
   and extraordinary items              1.6           3.0        (46.7%)           (7.2)          5.0           N/A
Provision for (benefit from)
   income taxes                         0.2           0.8        (75.0%)           (2.5)          1.8           N/A
Minority interest in (income)
   loss of subsidiaries                 0.0          (0.1)          N/A            (0.1)          0.1           N/A
                                     ------        ------        ------          ------        ------        ------
Income (loss) before
   extraordinary items                  1.4           2.1        (33.3%)           (4.8)          3.3           N/A
Extraordinary items, net of
   income taxes                         0.6           0.0           N/A             0.6           0.0           N/A
                                     ------        ------        ------          ------        ------        ------
Net income (loss)                    $  2.0        $  2.1         (4.8%)         $ (4.2)       $  3.3           N/A
                                     ======        ======        ======          ======        ======        ======
</TABLE>


INITIAL PUBLIC OFFERING

On April 19, 2000,  the Company  completed  the  registration  of the  Company's
common stock for public sale (the "Offering"). The Offering raised approximately
$110 million,  after  consideration of the expenses associated with the Offering
and the  exercise of the  underwriters'  over-allotment  option.  The  following
management's  discussion and analysis of the Company's results of operations and
financial  condition  includes a historical  discussion  covering the  reporting
periods included within this Form 10-Q as well as a discussion of the use of the
proceeds of the Offering and how this is expected to effect the Company's future
operating results and financial condition.


RESULTS OF OPERATIONS

Revenues
--------

Overall -

Consolidated  net sales  decreased 3.2% ($60.5 million versus $62.5 million) and
increased 1.5% ($123.0  million versus $121.2  million)  during the three months
and six months ended June 30, 2000, respectively,  as compared to the prior year
periods. Major factors causing the fluctuations between the periods were:


<PAGE>


a)       the three and six month  periods  of 1999  include  approximately  $0.8
         million and $3.9 million,  respectively,  of revenues  associated  with
         certain  Packard  product  lines that were either sold or terminated in
         1999 and, therefore, did not contribute to revenues in the 2000 period;
b)       the six months ended June 30, 2000, includes approximately $0.8 million
         of revenues associated with the Company's 1999 acquisition of Tennelec,
         Inc.  ("Tennelec")  that were not present during the first three months
         of 1999 as Tennelec was acquired effective April 1, 1999; and
c)       foreign currency exchange rate  fluctuations had an unfavorable  effect
         on 2000  consolidated  revenues.  Had exchange  rates remained the same
         during  the  three  and six  months  ended  June  30,  2000,  as in the
         comparable  1999 periods,  consolidated  net sales would have been $1.3
         million and $2.8 million higher, respectively.

Excluding the above-mentioned items, consolidated net sales during the three and
six  months  ended  June  30,  2000,   would  have   increased  0.2%  and  6.5%,
respectively, over the comparable 1999 periods. The Company's revenue growth has
been attributable primarily to the Packard operating segment.

Packard -

Packard's net sales  increased  from $37.3  million to $38.6 million  during the
three months ended June 30, 2000, as compared to the 1999 period, representing a
3.5%  increase.  During the six months ended June 30, 2000,  Packard's net sales
increased  3.8%,  from $75.5  million to $78.5  million,  when  compared  to the
comparable  1999  period.  Excluding  the  effect  of  product  lines  sold  and
terminated,  as  well as the  effect  of  foreign  exchange  rate  fluctuations,
Packard's net sales  increased  7.5% and 11.8%,  during the three and six months
ended June 30, 2000,  respectively,  as compared to the prior year periods. On a
year-to-date basis,  Packard's service revenues have increased 10.5%, from $14.5
million in 1999 to $16.0 million in 2000,  primarily  due to Y2K services  which
are not expected to continue at the same level over the  remainder  of 2000.  In
addition, Packard has experienced strong instrumentation sales growth in some of
its major product lines including  liquid handling where revenues have increased
from $15.9  million  during the six months ended June 30, 1999, to $22.3 million
during the six months ended June 30, 2000, representing a 40.3% increase.

A portion of the Offering proceeds is being used to increase  Packard's spending
associated with research and development,  new product development,  enhancement
of existing products and strategic collaborations and acquisitions.  The Company
has  identified  several  key  areas of focus  where  it has  begun to  increase
spending in order to accelerate  development and market  introduction.  Assuming
that Packard is  successful  in these  areas,  it is expected  that  incremental
revenues from instruments and consumables will be generated,  however, there can
be no  guarantee  that such success and  resulting  increased  revenues  will be
achieved.

Canberra -

Canberra's net sales  decreased from $25.2 million during the three months ended
June 30,  1999,  to $21.9  million  during the three months ended June 30, 2000,
representing a 13.1%  decrease.  On a year-to-date  basis,  Canberra's net sales
have decreased  2.6%, from $45.7 million during the 1999 period to $44.5 million
during the 2000 period.  The 2000 periods include  approximately $0.8 million of
incremental  revenues associated with the Company's April 1, 1999 acquisition of
Tennelec.  Excluding  the effect of the  Tennelec  acquisition,  as well foreign
currency  exchange rate  fluctuations,  Canberra's net sales have decreased 1.6%
during the  year-to-date  2000  period as  compared  to the same period in 1999.
Canberra has experienced strong growth in its services business, increasing from
$12.9 million during the six months ended June 30, 1999, to $14.9 million during
the comparable current year period, representing a 14.9% increase. This increase
was  attributable  to Y2K related  services,  growth in Canberra's core services
business and the  exploitation  of new service  opportunities,  which  generated
approximately $0.9 million in revenues during the current  year-to-date  period.
However,  Canberra's  product sales have decreased  particularly  in the area of
large systems. This has been partially offset by stronger 2000 sales of detector
equipment.

In July 2000,  Canberra received its largest product order in the history of the
Company,  consisting  of five waste assay systems to be supplied to a Department
of Energy  ("DOE")  facility  at a total  price of $7.3  million.  In  addition,
Canberra   received  a  $24.3   million   blanket   purchase   order  for  waste
characterization  services to be utilized at DOE  facilities  over the next five
years.


<PAGE>


Gross Profit
------------

Overall -

Consolidated  gross profit was $30.9 million and $60.7 million  during the three
and six months ended June 30, 2000, respectively,  compared to $29.5 million and
$58.8 million  during the comparable  1999 periods.  Excluding the effect of the
Packard  sold  and  terminated   product  lines,  the  acquisition  of  Tennelec
(including  the  writeoff  of the stepup in acquired  inventory  during the 1999
periods  totaling  $1.0  million),  and the $2.4 million  Harwell  restructuring
reserve, the Company's  consolidated gross profit increased 6.8% during the 2000
year-to-date  period as compared  to the 1999  period.  The  Company  intends to
terminate certain product lines associated with its Harwell acquisition. Harwell
will also eliminate  certain  positions and  facilities in connection  with this
plan. The estimated cost associated  with this  restructuring  is  approximately
$2.4 million  including  severance,  facility closing costs and inventory.  As a
percentage  of  revenues,  the  year-to-date  2000 gross profit was 51.3% versus
50.0% in the 1999 period,  excluding the effect of items  mentioned  above.  The
improvement  was  primarily  attributable  to  increased,  high margin  sales by
Packard Japan KK ("PJKK").  Gross profit on service revenues increased from $6.5
million  during  the  1999  year-to-date  period  to  $7.9  million  during  the
comparable 2000 period. Service margins increased during the current year period
also, increasing from 23.7% during 1999 to 25.5% in the 2000 period.

Packard -

Packard's  gross profit  increased  from $19.7  million  during the three months
ended June 30, 1999, to $22.1 million during the comparable current year period,
a 12.2% increase. On a year-to-date basis, Packard's gross profit increased from
$40.6 million  during the 1999 period to $44.5  million  during the current year
period, representing a 9.6% increase. Excluding sold or terminated product lines
from the 1999  periods,  Packard's  gross margin during the three months and six
months  ended  June 30,  2000,  increased  13.3% and 12.7%,  respectively,  when
compared to the prior year periods. The gross margin percentages, excluding sold
and terminated  product lines,  increased from 55.1% during the six months ended
June 30, 1999, to 56.7% during the six months ended June 30, 2000. This increase
is primarily due to higher margin sales at PJKK and a higher mix of CCS Packard,
Inc. ("CCS") product sales.

Canberra -

Canberra's  gross profit  decreased  from $9.8  million  during the three months
ended June 30, 1999, to $8.8 million during the comparable 2000 period.  For the
six months ended June 30,  Canberra's  gross profit decreased from $18.2 million
in 1999 to $16.2 million in 2000.  Excluding the  incremental  2000 revenues and
the resulting gross profit associated with the Tennelec  acquisition  (including
the writeoff of the stepup in acquired  inventories  totaling  $1.0 million) and
the $2.4  million  charge  associated  with the Harwell  restructuring  reserve,
Canberra's  gross profit would have  decreased from $19.6 million during the six
months ended June 30, 1999, to $18.6 million during the current year period.  As
a percentage  of  revenues,  Canberra's  gross  margin has  remained  relatively
consistent between years at approximately 42%.


OPERATING EXPENSES

Research and Development
------------------------

Overall -

Consolidated  research  and  development  expenses  were $9.1  million and $17.6
million  during the three and six months ended June 30, 2000,  respectively,  as
compared to $7.5 million and $14.8 million during the  comparable  1999 periods.
These  represent  21.3% and 18.9%  increases  over the prior  year three and six
month periods,  respectively. The majority of research and development spending,
as well as the current year increase, was by Packard in the areas of new product
development and enhancement.  The Company is utilizing a portion of the Offering
proceeds to increase funding of Packard's  research and development  programs in
order to accelerate the development and market  introduction of key products and
platforms.  In addition,  the Company plans to utilize a portion of the proceeds
to aggressively pursue strategic collaborations and potential acquisitions.  The
increased  spending  during the 2000 periods was a reflection of this  strategic
initiative in the area of research and development.


<PAGE>


Packard -

Packard's  research and development  spending increased from $5.7 million in the
second  quarter of 1999 to $7.0  million  during  the  comparable  2000  period,
representing a 24.2% increase.  On a year-to-date basis,  Packard's research and
development  spending has increased  21.3%,  from $10.9 million in 1999 to $13.3
million in 2000.  The  increased  spending is a direct  result of the  strategic
focus  described  above.  Packard  intends to  continue  to spend  research  and
development  dollars at an  increased  level  through the  remainder of 2000 and
beyond.

Canberra -

Canberra's  second  quarter 2000  research and  development  expenses  were $2.1
million, up 12.5% from the comparable 1999 period of $1.9 million.  Year-to-date
Canberra research and development  spending was $4.3 million,  up 11.2% from the
prior  year-to-date  amount of $3.9 million.  Canberra's  increased research and
development  spending is on a few  discreet  projects  which are not expected to
extend beyond 2001.

Selling, General and Administrative
-----------------------------------

Overall -

Consolidated selling,  general and administrative expenses totaled $16.1 million
and $40.6  million  for the three and six month  periods  ended  June 30,  2000,
respectively. This compares to $14.7 million and $29.2 million for the three and
six months ended June 30, 1999,  respectively.  The  year-to-date  2000 increase
over the  comparable  1999 period  (39.0%) was  primarily  due to a $7.3 million
compensation  charge  recorded  in the first  quarter  of 2000  associated  with
certain stock options  granted to employees in December 1999, and a $1.0 million
compensation  charge associated with stock that Company senior management gifted
to certain  employees in March 2000. Both of these charges  represent  non-cash,
non-recurring  charges  to  the  Company.   Excluding  these  2000  charges  and
incremental  selling,  general  and  administrative  costs  associated  with the
Tennelec  acquisition,  selling,  general and administrative  expenses increased
9.1% during the six months ended June 30, 2000,  versus the  prior-year  period,
due  primarily  to  additional  corporate  expenses  incurred as a result of the
Offering  as  well  as  higher  goodwill  amortization  expense  resulting  from
contingent  earnout  payments made in the first quarter of 2000.  However,  as a
percentage of revenues, such costs were relatively flat at approximately 26%.

Packard -

Packard's  selling,  general and  administrative  expenses  increased  from $9.4
million during the three months ended June 30, 1999, to $11.1 million during the
comparable 2000 period. On a year-to-date basis, Packard's selling,  general and
administrative  expenses  increased  from $18.7 in 1999 to $21.8 million in 2000
(excluding  Packard's  portion of the  compensation  charges  discussed  above),
representing a 16.6% increase.  As a percentage of revenues,  Packard's selling,
general and administrative  expenses were 27.9% during the six months ended June
30, 2000, as compared to 26.2% during the comparable  1999 period.  The increase
is  a  result  of  additional   spending  for   applications   specialists   and
strengthening the sales and marketing organization.

Canberra -

Canberra's  selling,  general and administrative  expenses were $5.0 million and
$10.4  million  (excluding   Canberra's  portion  of  the  compensation  changes
discussed  above as well the  incremental  costs  associated  with the  Tennelec
acquisition) during the three and six months ended June 30, 2000,  respectively,
compared to $5.3 million and $10.9 million in the comparable 1999 periods.  As a
percentage  of  revenues,  the  expenses  were  comparable  between  periods  at
approximately 23.5%.


<PAGE>


Interest Expense, Net
---------------------

Interest expense, net was $4.0 million and $9.8 million during the three and six
months  ended June 30,  2000,  respectively,  compared to $5.3 million and $10.6
million during the comparable 1999 periods.  The decreased interest expense, net
was attributable to lower average borrowings outstanding during each of the 2000
periods, as compared to the 1999 periods, as a result of the Company's repayment
of the term loan facility balance ($37.3 million) and a portion of the revolving
credit  facility  ($30.9  million)  in April  2000 and the  repurchase  of $22.5
million of senior subordinated notes in May 2000. In addition, the Company had a
higher  average  invested  cash balance  during the 2000  periods,  generating a
higher level of interest income.  The debt repayments and invested cash balances
were a direct  result of the  Offering.  The above  factors,  which  resulted in
reducing interest expense, net, were partially offset by higher average interest
rates  (approximately  100 to 150 basis points higher) on the Company's variable
rate indebtedness during the 2000 periods.

Foreign Currency Transaction Gains (Losses), Net
------------------------------------------------

During the six months ended June 30, 2000,  foreign currency  transaction  gains
(losses),  net was a net gain of $0.1 million  versus a net gain of $0.8 million
in the prior year period. The 1999 amount included approximately $1.1 million of
gains  associated  with the  Company's  conversion  of certain euro  denominated
indebtedness  into British pounds sterling.  To the extent the Company has loans
outstanding at foreign  subsidiaries  which are denominated in currencies  other
than  such  subsidiary's   functional  currency,   resulting  gains  and  losses
attributable  to foreign  currency  fluctuations  are reflected in the Company's
operating results while such loans are outstanding.

Effective Tax Rates
-------------------

The Company's  effective tax rate was 35.0% during the six months ended June 30,
2000,  compared to 36.7% during the comparable 1999 period. Both periods reflect
the effect of  nondeductible  goodwill.  The 2000 period  reflects U.S.  pre-tax
losses resulting from the nonrecurring  special  compensation charges arising in
connection  with the  Offering,  which  mitigates  the effect of higher
overseas tax rates. In addition, the 2000 period reflects increased research and
development  credits  resulting  from higher  planned  research and  development
spending as a result of the Offering.

Minority Interest in (Income) Loss of Subsidiaries
--------------------------------------------------

Minority interest in (income) loss of subsidiaries  generally represents the 45%
minority  interest in the Company's  subsidiary,  Mobile Waste  Characterization
Services, LLC.

Extraordinary Items, Net of Income Taxes
----------------------------------------

As discussed  above,  during the three  months ended June 30, 2000,  the Company
repaid the  outstanding  balance on its term loan facility ($37.3 million) and a
portion of its  revolving  credit  facility  indebtedness  ($30.9  million).  In
addition, the Company repurchased $22.5 million of senior subordinated notes, at
a discount from par, during May 2000. The senior  subordinated  notes repurchase
resulted  in a  pre-tax  gain of  approximately  $2.3  million.  This  gain  was
partially  offset  by the  writeoff  of  unamortized  deferred  financing  costs
associated  with the  repayment  of the term loan and the  portion of the senior
subordinated   notes  that  were   repurchased.   Such  unamortized  costs  were
approximately  $1.4  million.  The  gain,  net of the  deferred  financing  fees
writeoff  and income  taxes,  is reflected as  extraordinary  items,  net in the
accompanying condensed consolidated financial statements.

Net Income (Loss)
-----------------

The Company incurred a net loss of $4.2 million during the six months ended June
30, 2000,  compared to net income of $3.3 million in the comparable 1999 period.
The 2000 period  loss was  attributable  to the  nonrecurring  compensation  and
restructuring  charges  discussed above,  offset partially by the  extraordinary
items.


<PAGE>


LIQUIDITY AND FINANCIAL RESOURCES

The  Company's  liquidity  requirements  arise  from cash  used for  operations,
including  research  and  development  expenditures,   payments  on  outstanding
indebtedness and funding of acquisitions and other collaborations. The Company's
2000 and 1999 cash  requirements  have been met primarily through cash generated
from operations and borrowings  through the Company's  revolving credit facility
and  overseas  bank  facilities.  In  addition,  the 2000  period  reflects  the
Company's receipt of net proceeds totaling  approximately  $110 million from the
Offering.  Approximately  $90.7  million of such  proceeds was used to repay the
Company's  outstanding  term loan  indebtedness  and a portion of the  revolving
credit  facility  balance as well as to repurchase a portion of the  outstanding
senior  subordinated  notes.  The remaining  cash is available for the Company's
general corporate requirements.

Approximately half of the Company's revenues are generated from foreign sources,
most of which are denominated in currencies other than the U.S. dollar. As such,
the Company's  reported earnings and financial  position are affected by changes
in foreign  currency  exchange  rates. A  strengthening  U.S. dollar against the
currencies  through  which the Company  conducts  its  business has had, and may
continue  to have,  a  negative  impact  on U.S.  dollar  denominated  operating
results.  To manage the exposure of foreign currency exchange rates, the Company
employs hedging  strategies.  The Company  purchases  various  foreign  currency
forward contracts, at specified levels of coverage, generally for the purpose of
hedging firm intercompany inventory purchase commitments.

Net cash  generated by operating  activities  was $7.6 million  during the first
half of 2000 as compared to $1.3 million of net cash used during the  comparable
1999 period. The increase in cash generated by operating  activities between the
periods  presented  was  primarily  a  result  of  strong  accounts   receivable
collection  experience  in the 2000  period  as well as a greater  reduction  in
inventory levels. This increase in operating cash flow was partially offset by a
decrease in accounts payables and accrued liabilities.

Net cash used for investing  purposes during the six months ended June 30, 2000,
consisted  primarily  of  amounts  paid to acquire a 51%  interest  in CCP ($0.5
million) and certain net operating assets of CIL ($1.5 million),  as well as the
payment of contingent  earnouts  earned for the period ended  December 31, 1999,
associated  with  the  Aquila   Technologies  Group,  Inc.  ("Aquila")  and  CCS
acquisitions  (totaling $6.2 million).  In addition,  approximately $4.1 million
was expended on capital equipment and improvements.  During the six months ended
June 30, 1999,  investing  activities  consisted of the  acquisition  of Harwell
($10.0 million),  the acquisition of Tennelec ($10.7 million) and the payment of
earnouts  associated  with  the  Aquila  and  CCS  acquisitions  (totaling  $7.3
million).  In addition,  during this period,  capital  expenditures totaled $4.9
million.

Financing  activities  during  the first  half of 2000  consisted  primarily  of
receipt of the net proceeds from the Offering and a use of a substantial portion
of such proceeds, combined with available invested cash, to paydown $101 million
of  indebtedness.  Additional  borrowings  under the Company's  revolving credit
facility  were  used to fund the  payment  of the  contingent  earnout  payments
referred to above and the March 2000 semi-annual interest payment ($7.0 million)
associated with the Company's  outstanding  subordinated  notes.  The borrowings
were also  utilized to fund  operating  requirements,  as needed.  In  addition,
proceeds  from the exercise of stock  options  totaled  $4.4 million  during the
first  half  of  2000.  During  the  comparable  prior  year  period,  financing
activities consisted primarily of borrowings under the revolving credit facility
to fund the  acquisitions  of Harwell and Tennelec as well as to fund contingent
earnout payments  associated with the Aquila and CCS acquisitions.  In addition,
borrowings during this period were utilized to make the semi-annual subordinated
notes interest payment and to fund operating requirements, as needed.


BACKLOG

As of June 30, 2000 and 1999, the Company's gross  third-party order backlog was
approximately  $47.2  million  and  $47.8  million,  respectively.  The  Company
includes in backlog only those orders for which it has received  purchase orders
and does not include in backlog orders for service or its services business. The
Company's  backlog as of any particular date may not be representative of actual
sales for any succeeding period.


<PAGE>


NEW ACCOUNTING STANDARDS

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting Standard No. 133,  "Accounting for Derivative  Instruments
and Hedging  Activities"  ("SFAS No. 133"), which establishes the accounting and
reporting standards for derivative  instruments and for hedging activities.  The
Company purchases forward contracts to cover foreign exchange  fluctuation risks
on  intercompany  sales to certain of its  foreign  operations.  Such  contracts
qualify as foreign  currency  cash flow hedges  under SFAS No. 133 and, as such,
require  that gains and losses on such  contracts be presented as a component of
comprehensive  income.  The  effective  date of SFAS No. 133 (which was deferred
through the  issuance of SFAS No. 137 and amended  through the  issuance of SFAS
No.  138) is the  Company's  calendar  year  commencing  January 1,  2001.  This
statement  is  not  expected  to  have  a  material   effect  on  the  Company's
consolidated operating results or financial position upon adoption.

In December 1999,  the SEC issued Staff  Accounting  Bulletin No. 101,  "Revenue
Recognition in Financial  Statements"  ("SAB No. 101"). SAB No. 101, among other
things,  provides guidance on revenue  recognition when customer  acceptance and
installation  provisions  exist.  The  Company is required to adopt SAB No. 101,
effective  January 1, 2000,  by  December  31,  2000.  The  Company  has not yet
quantified the cumulative effect of adopting SAB No. 101, as of January 1, 2000,
which could be  material  to the  Company's  consolidated  operating  results or
financial position.


SUBSEQUENT EVENT

The Company has retained  the  services of Robert W. Baird & Co., an  investment
banking  firm,  to assist the Company in exploring  strategic  alternatives  for
Canberra.


<PAGE>


       ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There  has been no  significant  change in this  area  since  the  filing of the
Company's 1999 Form 10-K.


<PAGE>


                           PART II. OTHER INFORMATION

                           PACKARD BIOSCIENCE COMPANY


Item 1.  Legal Proceedings

There  has been no  significant  change in this  area  since  the  filing of the
Company's Form 10-Q for the quarter ended March 31, 2000.


Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits:

              Exhibit No.           Description
              -----------           -----------
                  27                Financial data schedule pursuant to
                                    Article 5 of Regulation S-X

         (b)  Reports on Form 8-K:

              None.


<PAGE>


                                   SIGNATURES

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,  in the  City  of  Meriden,  State  of
Connecticut, on August 7, 2000.


                                              PACKARD BIOSCIENCE COMPANY


                           By:                    /s/ Emery G. Olcott
                                     -------------------------------------------
                                                      Emery G. Olcott
                                                Chairman of the Board, Chief
                                               Executive Officer and President



                           By:                    /s/ Ben D. Kaplan
                                     -------------------------------------------
                                                      Ben D. Kaplan
                                                 Vice President and Chief
                                                    Financial Officer



                           By:                    /s/ David M. Dean
                                     -------------------------------------------
                                                      David M. Dean
                                                  Corporate Controller



<PAGE>