<PAGE>
                                       
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                   FORM 10-QSB

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

                  For the quarterly period ended July 31, 1998

                         Commission File Number 0-26670

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

                         NORTH AMERICAN SCIENTIFIC, INC.
        (Exact name of small business issuer as specified in its charter)


          Delaware                                               51-0366422
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)


                7435 Greenbush Avenue, North Hollywood, CA 91605
                    (Address of principal executive offices)


                                 (818) 503-9201
              (Registrant's telephone number, including area code)

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


         Check whether the issuer (1) filed all reports required to be filed 
by Section 13 or 15(d) of the Exchange Act during the past 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.
                                               [X] Yes     [  ] No

         The number of shares of Registrant's Common Stock, $.01 par value, 
outstanding as of August 24, 1998 was 6,663,975 shares.

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<PAGE>
                                       
                         NORTH AMERICAN SCIENTIFIC, INC.

                                      INDEX
<TABLE>
<CAPTION>

                                                                                                            PAGE

                         PART I - FINANCIAL INFORMATION
<S>                                                                                                         <C>
ITEM 1.       FINANCIAL STATEMENTS

     Consolidated Balance Sheets as of July 31, 1998 and October 31, 1997.................................    3

     Consolidated Statements of Income for the three months and
       nine months ended July 31, 1998 and 1997 ..........................................................    4

     Consolidated Statements of Cash Flows for the nine months
       ended July 31, 1998 and 1997 ......................................................................    5

     Condensed Notes to Consolidated Financial Statements ................................................    6



ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS ......................................................................    8




                           PART II - OTHER INFORMATION


ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ........................................   11

ITEM 5.       OTHER MATTERS...............................................................................   11

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

     Exhibits ............................................................................................   11

     Reports on Form 8-K .................................................................................   11

</TABLE>
                                      -2-

<PAGE>
                                       


                         NORTH AMERICAN SCIENTIFIC, INC.

                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                        JULY 31,     OCTOBER 31,
                                                                                          1998          1997
                                                                                      -----------    -----------
                                                                                      (UNAUDITED)
<S>                                                                                  <C>            <C>
ASSETS

Current assets
   Cash and cash equivalents .....................................................   $  1,950,000   $  1,596,000
   Marketable securities .........................................................     10,099,000         27,000
   Accounts receivable, net ......................................................        908,000        430,000
   Inventories ...................................................................        596,000        378,000
   Income taxes receivable........................................................             -         106,000
   Prepaid expenses and other current assets......................................        242,000         34,000
                                                                                     ------------   ------------

     Total current assets ........................................................     13,795,000      2,571,000

Notes receivable..................................................................        700,000        500,000
Equipment and leasehold improvements, net ........................................      1,403,000        346,000
Investment in and advances to Affiliates .........................................      1,861,000             -
Deposits and other assets ........................................................        439,000        256,000
                                                                                     ------------   ------------

       Total assets ..............................................................   $ 18,198,000   $  3,673,000
                                                                                     ------------   ------------
                                                                                     ------------   ------------
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
   Accounts payable ..............................................................   $    415,000   $    364,000
   Accrued expenses ..............................................................         86,000         81,000
   Income taxes payable ..........................................................        314,000             -
                                                                                     ------------   -----------

     Total current liabilities ...................................................        815,000        445,000
                                                                                     ------------   ------------

Stockholders' equity
   Preferred stock, $.01 par value, 2,000,000 shares authorized;
     no shares issued.............................................................             -              -
   Common stock, $.01 par value, 40,000,000 shares authorized; 6,663,975 and
     5,176,052 shares issued and outstanding as of July 31, 1998
     and October 31, 1997, respectively...........................................         67,000         34,000
   Additional paid-in capital ....................................................     16,923,000      3,515,000
   Unrealized losses on investments ..............................................         (6,000)            -
   Retained earnings (deficit) ...................................................        399,000       (321,000)
                                                                                     ------------   ------------

     Total stockholders' equity ..................................................     17,383,000      3,228,000
                                                                                     ------------   ------------

     Total liabilities and stockholders' equity ..................................   $ 18,198,000   $  3,673,000
                                                                                     ------------   ------------
                                                                                     ------------   ------------
</TABLE>

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

                                      -3-

<PAGE>
                                       
                         NORTH AMERICAN SCIENTIFIC, INC.

                        CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>

                                                                 THREE MONTHS ENDED         NINE MONTHS ENDED
                                                                      JULY 31,                  JULY 31,
                                                              ------------------------  ---------------------
                                                                 1998          1997         1998         1997
                                                              -----------  -----------  -----------  --------
                                                                     (UNAUDITED)               (UNAUDITED)
<S>                                                            <C>           <C>         <C>          <C>
Net sales...................................................  $ 1,809,000  $   820,000  $ 3,981,000  $ 2,589,000

Cost of goods sold..........................................      776,000      449,000    1,879,000    1,367,000
                                                              -----------  -----------  -----------  -----------

     Gross profit ..........................................    1,033,000      371,000    2,102,000    1,222,000
                                                              -----------  -----------  -----------  -----------

Selling, general and administrative expenses ...............      486,000      296,000    1,297,000      851,000
Research and development....................................       56,000       13,000      122,000       28,000
                                                              -----------  -----------  -----------  -----------

Income from operations .....................................      491,000       62,000      683,000      343,000

Interest and other income...................................      175,000       16,000      483,000       32,000
                                                              -----------  -----------  -----------  -----------

Income before provision for income taxes ...................      666,000       78,000    1,166,000      375,000

Provision for income taxes .................................      246,000       37,000      425,000      155,000
                                                              -----------  -----------  -----------  -----------

Net income .................................................  $   420,000  $    41,000  $   741,000  $   220,000
                                                              -----------  -----------  -----------  -----------
                                                              -----------  -----------  -----------  -----------
Earnings per share

   Basic ...................................................  $    .07     $    .01     $    .12     $    .05
                                                              -----------  -----------  -----------  -----------
                                                              -----------  -----------  -----------  -----------


   Diluted..................................................  $    .06     $    .01     $    .10     $    .04
                                                              -----------  -----------  -----------  -----------
                                                              -----------  -----------  -----------  -----------


Weighted average number of common and
 common equivalent shares outstanding

   Basic  ..................................................    6,464,572    4,609,802    6,349,713    4,557,302
                                                              -----------  -----------  -----------  -----------
                                                              -----------  -----------  -----------  -----------
   Diluted .................................................    7,179,244    5,325,928    7,092,175    5,132,118
                                                              -----------  -----------  -----------  -----------
                                                              -----------  -----------  -----------  -----------
</TABLE>


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

                                      -4-

<PAGE>
                                       
                         NORTH AMERICAN SCIENTIFIC, INC.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                          NINE MONTHS ENDED
                                                                                              JULY 31,
                                                                                        1998              1997
                                                                                   -------------    ----------
                                                                                             (UNAUDITED)
<S>                                                                                <C>              <C>
Cash flows from operating activities:
    Net income    ..............................................................   $     741,000    $    220,000
    Adjustments to reconcile net income to net cash
      provided by operating activities
        Depreciation and amortization ..........................................         160,000          39,000
        Other     ..............................................................          (4,000)             -
        Changes in assets and liabilities
          Accounts receivable ..................................................        (488,000)        216,000
          Inventories ..........................................................        (218,000)       (236,000)
          Income taxes receivable...............................................         106,000              -
          Prepaid expenses and other assets ....................................        (444,000)        (65,000)
          Accounts payable .....................................................          51,000          47,000
          Accrued expenses .....................................................           5,000          (3,000)
          Income taxes payable .................................................         314,000        (155,000)
                                                                                   -------------    ------------

                  Net cash provided by operating activities ....................         223,000          63,000
                                                                                   -------------    ------------

Cash flows from investing activities:
    Investment in and advances to affiliates ...................................      (1,861,000)             -
    Net purchases of marketable securities .....................................     (10,078,000)             -
    Notes receivable............................................................        (200,000)             -
    Capital expenditures .......................................................      (1,171,000)       (151,000)
                                                                                   --------------   ------------

                  Net cash used in investing activities ........................     (13,310,000)       (151,000)
                                                                                   -------------    ------------

Cash flows from financing activities:
    Net proceeds from issuance of common stock..................................      13,441,000       1,114,000
                                                                                   -------------    ------------

                  Net cash provided by financing activities ....................      13,441,000       1,114,000
                                                                                   -------------    ------------

Effect of foreign currency translation on cash .................................              -           (5,000)
                                                                                   -------------    ------------

Net increase in cash and cash equivalents ......................................         354,000       1,021,000

Cash and cash equivalents at beginning of period ...............................       1,596,000         866,000
                                                                                   -------------    ------------

Cash and cash equivalents at end of period .....................................   $   1,950,000    $  1,887,000
                                                                                   -------------    ------------
                                                                                   -------------    ------------
Supplemental disclosure of cash flow information:

    Interest paid ..............................................................   $           -    $      1,000
                                                                                   -------------    ------------
                                                                                   -------------    ------------
    Income taxes paid...........................................................   $      37,000    $    344,000
                                                                                   -------------    ------------
                                                                                   -------------    ------------
</TABLE>



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

                                      -5-

<PAGE>
                                       
                         NORTH AMERICAN SCIENTIFIC, INC.

              CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1 - CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial information as of July 31, 1998 and for the three 
months and nine months then ended is unaudited. In the opinion of the 
Company, the unaudited financial information is presented on a basis 
consistent with the audited financial statements and contains all 
adjustments, consisting only of normal recurring adjustments, necessary for a 
fair statement of the results for such interim periods. The results of 
operations for interim periods are not necessarily indicative of results of 
operations for the full year. The interim financial statements should be read 
in conjunction with the audited financial statements and notes thereto 
included in the Company's Annual Report on Form 10-KSB for the fiscal year 
ended October 31, 1997.

Certain reclassifications of previously reported amounts have been made to 
conform to the current period's presentation.

NOTE 2 - STOCK SPLIT

Effective April 20, 1998, the Company effected a 3-for-2 stock split in the 
form of a share dividend. The par value of the Company's common stock was 
unchanged. All common stock information set forth in the consolidated 
financial statements and notes thereto has been restated to reflect the stock 
split.

NOTE 3 - MARKETABLE SECURITIES

The Company considers its marketable securities available-for-sale as defined 
in Statement of Financial Accounting Standards ("SFAS") No. 115. There were 
no material realized or unrealized gains or losses nor any material 
differences between estimated fair values, based upon quoted market prices, 
and the costs of securities as of July 31, 1998.

NOTE 4 - INVENTORIES

Inventories are stated at the lower of cost or market. Cost is determined 
using the first-in-first-out method.

NOTE 5 - NET INCOME PER SHARE

The Company adopted Statement of Financial Accounting Standards No. 128, 
"Earnings per Share", in the first quarter of fiscal 1998. SFAS 128 requires 
the Company to present basic and diluted earnings per share on the face of 
the statement of operations. Basic earnings per share is computed by dividing 
the net income by the weighted average number of shares outstanding for the 
period.

Diluted earnings per share is computed by dividing the net income by the sum 
of the weighted average number of common shares outstanding for the period 
plus the assumed exercise of all dilutive securities by applying the treasury 
stock method.

                                      -6-

<PAGE>
                                       
NOTE 6 - PRIVATE PLACEMENT

In November 1997, the Company completed a private placement of 800,000 shares 
of its common stock to certain institutional investors. The net proceeds to 
the Company from the sale were approximately $13.3 million.

NOTE 7 - RECENT ACCOUNTING PRONOUNCEMENTS

REPORTING COMPREHENSIVE INCOME

In June 1997, the FASB issued SFAS No. 130, Reporting Comprehensive Income 
("SFAS 130"). SFAS 130 establishes standards for the reporting and display of 
comprehensive income and its components in a full set of general-purpose 
financial statements. Comprehensive income is defined as the change in equity 
of a business enterprise during a period from transactions and other events 
and circumstances from non-owner sources. The Company is required to adopt 
SFAS 130 for its fiscal year beginning November 1, 1998; reclassification of 
financial statements for earlier periods provided for comparative purposes is 
required. The Company does not expect this pronouncement to materially impact 
the presentation of its financial statements.

DISCLOSURES ABOUT SEGMENTS OF AN ENTERPRISE AND RELATED INFORMATION

In June 1997, the FASB issued SFAS No. 131, Disclosures about Segments of an 
Enterprise and Related Information Reporting ("SFAS 131"). SFAS 131 
establishes standards for disclosure about operating in segments in annual 
financial statements and selected information in interim financial reports. 
It also establishes standards for related disclosures about products and 
services, geographic areas and major customers. This statement supersedes 
SFAS No. 14, Financial Reporting for Segments of a Business Enterprise. The 
Company is required to adopt SFAS 131 for its fiscal year ending October 31, 
1999, and requires that comparative information from earlier years be 
restated to conform to the requirements of this standard. The Company does 
not expect this pronouncement to materially change the Company's current 
reporting and disclosures.

ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative 
Instruments and Hedging Activities ("SFAS 133"). This statement establishes a 
new model for accounting for derivatives and hedging activities. Under SFAS 
133, all derivatives must be recognized as assets and liabilities and 
measured at fair value. The Company is required to adopt SFAS 133 for its 
fiscal year ending October 31, 2000. The Company does not expect this 
pronouncement to materially impact its consolidated financial position or 
results of operation

                                     -7-

<PAGE>
                                       
                         NORTH AMERICAN SCIENTIFIC, INC.

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the 
Consolidated Financial Statements contained herein and the notes thereto. 
Certain matters discussed in this quarterly report on Form 10-QSB are forward 
looking as that term is defined by: (i) the Private Securities Litigation 
Reform Act of 1955 (the "1995 Act") and (ii) releases issued by the SEC. 
These statements are being made pursuant to the provisions of the 1995 Act 
and with the intention of obtaining the benefits of the "Safe Harbor" 
provisions of the 1995 Act. The Company cautions investors that any forward 
looking statements made by the Company are not guarantees of future 
performance and that actual results may differ materially from those in such 
forward looking statements as a result of various factors, including, but not 
limited to the risks detailed herein or detailed from time to time in the 
Company's filings with the SEC, including those factors identified under 
"Business-Risk Factors" in the Company's Annual Report on Form 10-KSB for the 
fiscal year ended October 31, 1997.

                              RESULTS OF OPERATIONS

THREE MONTHS ENDED JULY 31, 1998 COMPARED TO THREE MONTHS ENDED JULY 31, 1997

NET SALES. Net sales increased $989,000, or 121%, to $1,809,000 for the three 
months ended July 31, 1998 from $820,000 for the three months ended July 31, 
1997. The increase in net sales was primarily due to the inclusion of 
revenues from a new product line, brachytherapy sources, which was introduced 
in the first quarter of fiscal 1998.

GROSS PROFIT. Gross profit increased $662,000 or 178% to $1,033,000 for the 
three months ended July 31, 1998 from $371,000 for the three months ended 
July 31, 1997. Gross profit as a percent of sales increased from 45% to 57% 
during this period. The increase in gross profit as a percentage of sales was 
primarily attributable to the inclusion of revenues from the brachytherapy 
product line in the third quarter of fiscal 1998 which yield greater gross 
margins than the Company's reference source product line.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and 
administrative ("SG&A") expenses increased $190,000, or 64%, to $486,000 for 
the three months ended July 31, 1998 from $296,000 for the three months ended 
July 31, 1997. SG&A expenses increased primarily due to the following: (i) 
the Company added staff to focus on reference source business product sales, 
to improve gross margins and to develop capabilities for new product lines 
and (ii) other general and administrative expenses were increased to support 
the growth of the Company.

RESEARCH AND DEVELOPMENT. Research and development efforts continued into the 
third quarter of 1998 with such expenditures totaling $56,000 during this 
period compared to $13,000 in the corresponding 1997 period. The increase was 
due primarily to development efforts associated with new product lines. Such 
expenditures are expected to increase in future periods.

INCOME FROM OPERATIONS. Income from operations increased $429,000 to $491,000 
for the three months ended July 31, 1998, from $62,000 for the three months 
ended July 31, 1997. This increase is a result of a combination of the 
factors described above.

                                      -8-

<PAGE>
                                       

INTEREST INCOME. Interest income increased $159,000 to $175,000 for the three 
months ended July 31, 1998 from $16,000 for the three months ended July 31, 
1997. This increase resulted from the investment of funds received from the 
Company's 1997 private placement.

NET INCOME. Net income increased $379,000 to $420,000 for the three months 
ended July 31, 1998 from $41,000 for the three months ended July 31, 1997. 
The increase is a result of the factors described above.

NINE MONTHS ENDED JULY 31, 1998 COMPARED TO NINE MONTHS ENDED JULY 31, 1997

NET SALES. Net sales increased $1,392,000, or 54%, to $3,981,000 for the nine 
months ended July 31, 1998 from $2,589,000 for the nine months ended July 31, 
1997. The increase in net sales is primarily due to: (i) the introduction of 
the brachytherapy source product line in the first quarter of fiscal 1998 
which increase was partially offset by (ii) a slight decline in sales of the 
reference source product line due to increased competition.

GROSS PROFIT. Gross profit increased $880,000 or 72% to $2,102,000 for the 
nine months ended July 31, 1998 from $1,222,000 for the nine months ended 
July 31, 1997. Gross profit as a percent of sales increased from 47% to 53% 
during this period. The increase in gross profit as a percentage of sales was 
primarily attributable to the inclusion of revenues from the brachytherapy 
product line in fiscal 1998 which yield greater gross margins than the 
Company's reference source product line.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. SG&A expenses increased 
$446,000, or 52%, to $1,297,000 for the nine months ended July 31, 1998 from 
$851,000 for the nine months ended July 31, 1997. SG&A expenses increased 
primarily due to the following: (i) the Company added staff to focus on 
increasing reference source business product sales and gross margins, and to 
develop capabilities for new product lines (ii) an increase in other general 
and administrative expenses to support the growth of the Company and (iii) 
the inclusion of $85,000 in waste disposal costs associated with the 
Company's first waste shipment since it began operations in 1990.

RESEARCH AND DEVELOPMENT. Research and development efforts continued into 
1998 and such expenditures totaled $122,000 for the period under review, 
compared to $28,000 in the same 1997 period. The increase was due primarily 
to development efforts associated with the brachytherapy source line. Such 
expenditures are expected to increase in future periods.

INCOME FROM OPERATIONS. Income from operations increased $340,000 to $683,000 
for the nine months ended July 31, 1998, from $343,000 for the nine months 
ended July 31, 1997. This increase is a result of the factors described above.

INTEREST INCOME. Interest income increased $451,000 to $483,000 for the nine 
months ended July 31, 1998 from $32,000 for the nine months ended July 31, 
1997. This increase resulted from the investment of funds received from the 
Company's 1997 private placement and cash generated from operations.

NET INCOME. Net income increased $521,000 to $741,000 for the nine months 
ended July 31, 1998 from $220,000 for the nine months ended July 31, 1997. 
The increase is a result of the factors described above.

                                      -9-

<PAGE>
                                       
                         LIQUIDITY AND CAPITAL RESOURCES

At July 31, 1998, the Company had cash and investments aggregating 
approximately $12.0 million. The increase in the Company's cash position 
during the nine months ended July 31, 1998, was primarily the result of the 
private placement of 800,000 shares of its common stock in November 1997 
which resulted in net proceeds to the Company of approximately $13.3 million. 
For the nine months ended July 31, 1998, net cash provided by operating 
activities was approximately $.3 million. Cash used in investing activities 
for capital expenditures, investments in marketable securities and advances 
to Affiliates totaling approximately $13.3 million were made during the nine 
months ended July 31, 1998. The capital expenditures primarily related to 
projects designed to increase manufacturing capacity for the new 
brachytherapy source line.

To date, the Company's short term liquidity needs have generally consisted of 
operating capital to finance growth in inventories, trade accounts receivable 
and new product development as well as to take advantage of strategic 
investments in related businesses. The Company has satisfied these needs 
primarily through a combination of private and public equity financings and 
from cash generated by operations. The Company has no long-term debt and has 
not had, or had the need for, a line of credit or similar arrangement with a 
bank. Management anticipates that its existing cash resources will be 
sufficient to fund its planned expansion over the next 24 months, although 
additional funding may be required to fund the acquisition of complementary 
businesses, technologies or products.

YEAR 2000 COMPLIANCE. The Year 2000 issue arises from the fact that most 
computer software programs have been written using two digits rather than 
four to represent a specific year. Any computer programs that have 
date-sensitive software may recognize a date using "00" as the year 1900 
rather than the year 2000. This could result in a system failure or 
miscalculation causing disruption of operations, including, among other 
things, a temporary inability to process transactions, send invoices or 
engage in similar normal business activities. Based on a recent assessment, 
the Company believes that it will not be required to modify or replace 
significant portions of its software in order to address its Year 2000 issue. 
The Company is initiating formal communications with its significant 
suppliers and large customers to determine the extent to which the Company is 
vulnerable to those third parties' failure to remediate their Year 2000 
issue. The Company has so far received no indication that its, or any 
material third party's, systems will not be Year 2000 compliant. 
Consequently, the Company does not expect the Year 2000 issue to be material. 
However, there can be no assurance that the systems of other companies will 
be converted timely, or that a failure to convert by another company, or a 
conversion that is incompatible with the Company's systems would not have a 
material adverse effect on the Company.

                                     -10-

<PAGE>
                                       

                           PART II - OTHER INFORMATION


The Company was not required to report the information pursuant to Items 1 
through 6 of Part II of Form 10-QSB except as follows:

ITEM 4        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Following a solicitation of consents by the Company, effective June 11, 1998 
the stockholders of the Company approved an amendment to the Certificate of 
Incorporation of the Company to increase the number of authorized shares from 
10 million to 40 million shares. An aggregate of 2,909,172 (68%) of the 
outstanding shares entitled to vote were cast in favor of the amendment, with 
175,237 (4%) shares being cast against and 552 shares (0.01%) abstaining. No 
broker non-votes were received in connection with the proposal. The 
Certificate of Amendment was filed with the Secretary of State for the State 
of Delaware on June 19, 1998.

ITEM 5   OTHER MATTERS

The Securities and Exchange Commission has recently amended Rules 14a-4 and 
14a-5 promulgated under the Securities Exchange Act of 1934, as amended (the 
"1934 Act"), in respect of the Company's exercise of discretionary voting 
authority in connection with annual shareholder meetings, and in particular 
with respect to matters not submitted under the Shareholder Proposal rule set 
forth in Rule 14a-8 under the 1934 Act.

Under the amended Rules, a company is permitted discretionary voting 
authority in those instances in which the company did not have notice of the 
matter by a date more than 45 days before the month and day in the current 
year corresponding to the date on which the company first mailed its proxy 
materials for the prior year's annual meeting of shareholders, or by a date 
established by an overriding advance notice provision in a company's articles 
of incorporation or bylaws. The Company has not implemented such an advance 
notice provision. Accordingly, in connection with the 1999 Annual Meeting of 
Stockholders of the Company, the date after which notice of a stockholder 
proposal submitted outside the processes of Rule 14a-8 under the 1934 Act is 
considered untimely is January 20, 1999.

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

a.   Exhibits - The following Exhibits are filed herewith:

     Exhibit 3.1 - Certification of Amendment to Certificate of Incorporation
     Exhibit 11  - Computation of Earnings per Share
     Exhibit 27  - Financial Data Schedules (EDGAR only)

b.   Reports on Form 8-K - No reports on Form 8-K have been filed during the 
     quarter for which this report is filed.

                                     -11-

<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.

                                     NORTH AMERICAN SCIENTIFIC, INC.




August 26, 1998           By:      /s/ L. Michael Cutrer
                                     ---------------------
                                     Name:    L. Michael Cutrer
                                     Title:   President and
                                              Chief Executive Officer
                                              (Principal Executive Officer)



August 26, 1998           By:      /s/ Alan I. Edrick
                                     ------------------
                                     Name:    Alan I. Edrick
                                     Title:   Chief Financial Officer
                                              (Principal Financial and 
                                              Accounting Officer)

                                      -12-