SECURITIES AND EXCHANGE COMMISSION
                         Washington D.C.

                            FORM 10-Q

           Quarterly Report Under Section 13 or 15(d)
             Of the Securities Exchange Act of 1934


           For the Quarterly Period September 30, 2000
                 Commission File Number  0-7955


                       Mentor Corporation
     (Exact name of registrant as specified in its charter)


     Minnesota                        41-0950791
(State of Incorporation) (I.R.S. Employer Identification Number)


201 Mentor Drive, Santa Barbara, California            93111
  (Address of Principal Executive Offices)          (Zip Code)


Registrant's Telephone Number:     (805) 879-6000



Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by section 13 of 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

The number of shares outstanding for each of the Issuer's classes
of common stock as of November 10, 2000 was:

          Common stock, $.10 par value 23,279,806 shares
                       Mentor Corporation


                              INDEX

Part I.  Financial Information

     Item 1.  Financial Statements (unaudited)

          Condensed Consolidated Statements of Financial
               Position -- September 30, 2000 and March 31, 2000

          Consolidated Statements of Income - Three Months
               Ended September 30, 2000 and 1999

          Consolidated Statements of Income - Six Months
               Ended September 30, 2000 and 1999

          Condensed Consolidated Statements of Cash Flows --
               Six Months Ended September 30, 2000 and 1999

          Notes to Condensed Consolidated Financial Statements--
               September 30, 2000

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

     Item 3.  Quantitative and Qualitative Disclosures About
               Market Risk

Part II. Other Information

     Item 1.   Legal Proceedings

     Item 2.   Changes in Securities

     Item 3.   Defaults upon Senior Securities

     Item 4.   Submission of Matters to a Vote of Security
               Holders

     Item 5.   Other Information

     Item 6.   Exhibits and Reports on Form 8-K

List of Exhibits

     27   Financial Data Schedule


                       Mentor Corporation
     Condensed Consolidated Statements of Financial Position
              September 30, 2000 and March 31, 2000
                           (Unaudited)


                                            Sept 30,     March 31,
(dollars in thousands)                        2000         2000

ASSETS
Current assets:
  Cash and cash equivalents               $  16,006     $  24,313
  Marketable securities                      46,327        52,563
  Accounts receivable, net                   37,890        45,310
  Inventories                                37,383        34,441
  Deferred income taxes                       7,552         5,739
  Prepaid expenses and other                  6,975         6,096
          Total current assets              152,133       168,462

Property and equipment, net                  34,267        36,522
Intangibles, net                             13,721         4,008
Goodwill, net                                 4,597         4,394
Long-term marketable securities
  and investments                            10,216        12,848
Other assets                                  4,323         4,472
                                             67,124        62,244
Total assets                              $ 219,257     $ 230,706


See Notes to Condensed Consolidated Financial Statements


                       Mentor Corporation
     Condensed Consolidated Statements of Financial Position
              September 30, 2000 and March 31, 2000
                           (Unaudited)

                                        Sept 30,     March 31,
(dollars in thousands)                    2000         2000

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable                    $   6,699    $  10,342
  Accrued compensation                    6,318        8,972
  Income taxes payable                      910        3,868
  Dividends payable                         594          608
  Sales returns                           5,809        6,401
  Warranty and related reserves           8,542        6,563
  Accrued royalties                       1,055        1,600
  Other accrued liabilities               7,265        5,967
          Total current liabilities      37,192       44,321

Deferred income taxes                     3,194        2,743

Shareholders' equity:
  Common stock, $.10 par value:
    Authorized 50,000,000 shares
    Issued and outstanding:
       shares at 23,449,708
        September 30, 2000
     24,208,834 shares at
        March 31, 2000                    2,345        2,421
  Capital in excess of par value              -        9,876
  Foreign currency translation
    Adjustments                          (3,918)      (2,694)
  Net unrealized gains on securities      3,417        5,017
  Retained earnings                     177,027      169,022
                                        178,871      183,642

Total liabilities and shareholders'
  Equity                              $ 219,257    $ 230,706

See Notes to Condensed Consolidated Financial Statements


                       Mentor Corporation
                Consolidated Statements of Income
         Three Months Ended September 30, 2000 and 1999
                           (Unaudited)


(in thousands, except per share
data)                                    2000           1999

Net sales                            $   60,349    $   58,002
Costs and expenses:
  Cost of sales                          23,257        21,910
  Selling, general and
     administrative, exclusive of        23,886        23,894
     restructuring charge
  Research and development                4,914         3,908
  Restructuring charge                    1,050             -
                                         53,107        49,712
Operating income                          7,242         8,290
  Interest expense                          (21)          (10)
  Interest income                         1,109           807
  Other income, net                         657          (235)
Income from continuing operations
    before income taxes                   8,987         8,852
  Income taxes                            2,964         2,839
Income from continuing operations         6,023         6,013
Income from discontinued
    operations, net of income taxes           -           289
Net income                           $    6,023    $    6,302

Basic earnings per share:
  Continuing operations              $      .25    $      .25
  Discontinued operations                     -           .01
    Basic earnings per share         $      .25    $      .26

Diluted earnings per share:
  Continuing operations              $      .25    $      .24
  Discontinued operations                     -           .01
    Diluted earnings per share       $      .25    $      .25

See notes to consolidated financial statements


                       Mentor Corporation
                Consolidated Statements of Income
          Six Months Ended September 30, 2000 and 1999
                           (Unaudited)

(in thousands, except per share
data)                                    2000           1999

Net sales                            $  127,134    $   118,146
Costs and expenses:
  Cost of sales                          48,208         43,430
  Selling, general and
    administrative, exclusive of         50,326         48,425
    restructuring charge
  Research and development                9,186          8,034
  Restructuring charge                    1,050              -
                                        108,770         99,889
Operating income                         18,364         18,257
  Interest expense                          (86)           (29)
  Interest income                         2,238            982
  Other income, net                         833           (163)
Income from continuing operations
    before income taxes                  21,349         19,047
  Income taxes                            6,993          6,059
Income from continuing operations        14,356         12,988
Income from discontinued
    operations, net of income taxes           -          7,226
Net income                           $   14,356    $    20,214

Basic earnings per share:
  Continuing operations              $      .60    $       .53
  Discontinued operations                     -            .30
    Basic earnings per share         $      .60    $       .83

Diluted earnings per share:
  Continuing operations              $      .59    $       .52
  Discontinued operations                     -            .29
    Diluted earnings per share       $      .59    $       .81

See notes to consolidated financial statements


                       Mentor Corporation
         Condensed Consolidated Statements of Cash Flows
          Six Months Ended September 30, 2000 and 1999
                           (Unaudited)

(in thousands)                            2000       1999

Net cash provided by continuing
  operating activities                 $  12,544   $  13,511
Net cash provided by discontinued
  operating activities                         -      (1,163)
Net cash provided by operating
  activities                              12,544      12,348

Cash from Investing Activities:
  Purchases of property, equipment,
    and intangibles                       (3,060)     (6,012)
  Purchases and sales of marketable
    securities, net                        7,500     (12,383)
  Other, net                                 149         (21)
Net cash provided by (used for)
continuing investing activities            4,589     (18,416)
Net cash provided by discontinued
  Investing activities                         -      38,377
Net cash provided by
  Investing activities                     4,589      19,961

Cash from Financing Activities:
  Proceeds from exercise of stock
    Options                                  937       3,253
  Dividends paid                          (1,203)     (1,223)
  Borrowings under line of credit
    Agreement                              6,000           -
  Repayments under line of credit
    Agreement                             (6,000)     (4,000)
  Repurchase of common stock             (25,174)     (5,686)
Net cash used for financing activities   (25,440)     (7,656)

Increase (decrease) in cash and cash
  Equivalents                             (8,307)     24,653
Cash and cash equivalents at beginning
  of period                               24,313      19,533
Cash and cash equivalents at end of
  Period                               $  16,006   $  44,186

See notes to consolidated financial statements


                       Mentor Corporation
      Notes to Condensed Consolidated Financial Statements
                       September 30, 2000

Note A - Summary of Significant Accounting Policies

The   accompanying  unaudited  condensed  consolidated  financial
statements  have  been  prepared  in  accordance  with  generally
accepted  accounting principles for interim financial information
and with instructions to Form 10-Q and Article 10 of Regulation S-
X.  Accordingly,  they do not include all of the information  and
footnotes  required  by generally accepted accounting  principles
for  complete financial statements. In the opinion of management,
all   adjustments  (consisting  of  normal  recurring   accruals)
considered necessary for a fair presentation have been  included.
Operating results for the three-month and six-month periods ended
September 30, 2000 are not necessarily indicative of the  results
that may be expected for the year ended March 31, 2001.

The  balance  sheet at March 31, 2000 has been derived  from  the
audited  financial statements at that date but does  not  include
all  of  the  information  and footnotes  required  by  generally
accepted accounting principles for complete financial statements.

For  further  information,  refer to the  consolidated  financial
statements and footnotes thereto included in the Company's Annual
Report on Form 10-K for the year ended March 31, 2000.

Note B - Inventories

Inventories at September 30, 2000 and March 31, 2000 consisted
of:

(in thousands)              Sept 30,      March 31,

Raw materials            $   6,169      $   5,880
Work in process              6,358          7,068
Finished goods              24,856         21,493
                         $  37,383      $  34,441

Note C - Long-Term Marketable Securities

The  Company's  long-term marketable securities  and  investments
include  the  Company's equity investments in  its  manufacturing
partners,  Intracel  Corporation and North  American  Scientific,
Inc.  (NASI)  and  shares  of Paradigm Medical  Industries,  Inc.
(Paradigm)  received in connection with the  sale  of  assets  of
discontinued  operations.  Intracel Corporation is  developing  a
new   potential  treatment  for  bladder  cancer.  The   Intracel
Corporation investment is carried at $3 million adjusted cost  as
quoted  market  prices are not available.   Also  included  is  a
equity  interest  in  NASI, the Company's  manufacturing  partner
under   an   exclusive   agreement  for   the   distribution   of
brachytherapy seeds for the treatment of prostate cancer, and  an
equity  interest in Paradigm.  These investments are recorded  at
fair  market  value  of  $7,216,000,  (cost  of  $1,956,000)  and
$9,840,000  (cost of $2,122,000) based upon quoted  stock  market
prices  at  September 30, 2000 and March 31, 2000,  respectively.
The unrealized gain of $3,417,000 and $5,017,000, net of taxes of
$1,843,000 and $2,701,000, at September 30, and March  31,  2000,
respectively,   is   reported  as   a   separate   component   of
shareholders' equity.  The Company has sold a portion of its NASI
securities and realized a gain of $641,000 for the quarter  ended
September  30, and $1,098,000 for the six months ended  September
30, 2000. The gain was reflected in other income, net.

Note D - Comprehensive Income

The components of comprehensive income are listed below:

                            Three Months Ended  Six Months Ended
                               September 30,     September 30,
(in thousands)                2000     1999      2000    1999

Net income                  $ 6,023   $  6,302  $14,356  $ 20,214
Foreign currency
  translation adjustment       (728)     (489)   (1,224)     (239)
Unrealized gains (losses)
  on investment activities      514      (135)   (1,600)      534
Comprehensive income        $ 5,809   $ 6,656   $11,532  $ 20,509

Note E - Business Segment Information

The  Company's operations are principally managed on a functional
basis and reported on a product or geographic basis.  As a result
there   are  four  reportable  segments:  Aesthetic  and  General
Surgery,  Surgical  Urology,  Clinical  and  Consumer  Healthcare
products, and International.

The  Aesthetic  and  General  Surgery products  segment  consists
primarily  of breast implants, tissue expanders and the Company's
Contour  Genesis  Ultrasonic equipment product  line  along  with
equipment  and  disposables  for  traditional  liposuction.   The
Surgical  Urology  segment  includes  penile  implants,  surgical
incontinence  products and brachytherapy seeds for the  treatment
of prostate cancer.  The Clinical and Consumer Healthcare segment
includes  catheters  and other products  for  the  management  of
urinary  incontinence  and retention.  The International  segment
includes   the   operations  of  the   Company's   wholly   owned
international  sales offices, which cover most of  the  Company's
implantable product lines, and a small European manufacturing and
distribution facility.  Segment revenues include domestic  sales,
sales  to  independent  foreign distributors  and  sales  to  the
Company's direct international sales offices.

Selected  financial  information  for  the  Company's  reportable
segments  for  the  quarter ended September  30,  2000  and  1999
follows:
                          Three Months Ended     Six Months Ended
                             September 30,        September 30,
(in thousands)              2000       1999      2000       1999
Revenues
Aesthetic and General
  Surgery                $ 30,747    $ 28,663  $ 66,649   $ 62,816
Surgical Urology           13,369      12,533    27,021     23,006
Clinical and Consumer
  Healthcare               11,120      12,190    22,876     21,993
International               9,450       8,901    20,881     19,751
  Total reportable
    segments               64,686      62,287   137,427    127,566
Elimination of inter-
  segment revenues         (4,337)     (4,285)  (10,293)    (9,420)
  Total consolidated
    revenues             $ 60,349    $ 58,002  $127,134   $118,146


                          Three Months Ended     Six Months Ended
                             September 30,        September 30,
(in thousands)              2000       1999      2000       1999
Operating profit (loss)
  from continuing
  operations
Aesthetic and General
  Surgery                $  6,553    $  6,145  $ 15,446   $ 17,473
Surgical Urology            1,941       1,964     3,492      2,563
Clinical and Consumer
  Healthcare                1,672       2,623     3,770      3,827
International               1,094       1,502     3,252      3,449
  Total reportable
    segments               11,260      12,234    25,960     27,312
Corporate operating loss   (4,018)     (3,944)   (7,596)    (9,055)
Interest expense              (21)        (10)      (86)       (29)
Interest income             1,109         807     2,238        982
Other income                  657        (235)      833       (163)
Income from continuing
  operations before
  taxes                  $  8,987    $  8,852  $ 21,349   $ 19,047


                                     September 30,   March 31,
(in thousands)                            2000          2000
Identifiable assets
Aesthetic and General Surgery        $   61,060     $  56,583
Surgical Urology                         24,442        23,429
Clinical and Consumer Healthcare         22,760        26,714
International                            25,094        24,627
  Total reportable segments             133,356       131,353
Corporate and other                      85,901        99,353
Consolidated assets                  $  219,257     $ 230,706
Note F - Discontinued Operations

In  May  1999, the Company announced that its Board of  Directors
had decided to divest the ophthalmology business, which accounted
for  approximately 16% of sales in fiscal 1999.  Consistent  with
the  plan to dispose of its ophthalmic business segment, the  net
assets  and operations of the ophthalmic segment of the business,
comprised   of  the  intraocular  lens  products  and  ophthalmic
equipment lines, have been classified as discontinued operations.

A   summary   of  the  results  of  operations  for  discontinued
operations  for  the  three-month  and  six-month  periods  ended
September 30, 1999 follows:

                                  Three Months     Six Months
                                     Ended           Ended
                                 September 30,   September 30,
(in thousands)                        1999            1999
Revenues                         $    4,883     $    13,962
Income before income taxes              536           1,102
Income tax expense                      247           1,350
Net (loss) from discontinued
  operations                            289            (248)
Gain from disposal, net
  of taxes of $3,826                      -           7,474
Net income from discontinued
  operations                     $      289     $     7,226

During the quarter ended June 30, 1999, the Company completed the
sale  of  the assets of the intraocular lens business,  for  cash
consideration  of $38.4 million.  As disclosed in  the  Company's
annual  report  on  Form 10-K for March 31, 2000,  the  remaining
assets  related to the ophthalmic business segment were  disposed
of in the quarter ending December 31, 1999.

At  September 30, 2000 and March 31, 2000, remaining  assets  and
liabilities   related   to  discontinued  operations   were   not
significant.

Note G - Earnings per Share

A  reconciliation of weighted average shares outstanding, used to
calculate  basic earnings per share, to weighted  average  shares
outstanding assuming dilution, used to calculate diluted earnings
per share, follows:

                            Three Months Ended   Six Months Ended
                               September 30,       September 30,
                              2000      1999      2000      1999
Average outstanding shares:
  Basic                      23,646    24,414    23,790   24,468
Shares issuable through
  options                       576       753       618      639
Average common shares
  outstanding:  Diluted      24,222    25,167    24,408   25,107

Shares issuable through options are determined using the treasury
stock method.

Note H - Interim Reporting

The  Company's three quarterly interim reporting periods are each
approximately thirteen-week periods ending on the Friday  nearest
the end of the third calendar month.  The fiscal year end remains
March  31.   To  facilitate  ease of presentation,  each  interim
period is shown as if it ended on the last day of the appropriate
calendar month.  The actual dates for each quarter end are  shown
below:

                          Fiscal 2001          Fiscal 2000

First Quarter          June 30, 2000       July 2, 1999
Second Quarter         September 29, 2000  October 1, 1999
Third Quarter          December 29, 2000   December 31, 1999

Note I - Effects of Recent Accounting Pronouncements

In  December 1999, the Securities and Exchange Commission  issued
Staff  Accounting  Bulletin  No.  101  "Revenue  Recognition   in
Financial Statements" or SAB 101.  SAB 101 summarizes certain  of
the  SEC  Staff's views in applying generally accepted accounting
principles  to revenue recognition in financial statements.   The
Company  is  currently evaluating the potential impact,  if  any,
that  this  SAB  will  have on its revenue recognition  policies.
However,  based on preliminary evaluations, the Company does  not
believe that this SAB will result in any material change  to  its
revenue recognition policies.  SAB 101 will become effective  for
the fourth quarter ending March 31, 2001.

Note J - Acquisition of Intangible assets

Certain  technologies  related  to  the  manufacture  of  mammary
prostheses were developed under a 1983 agreement with  a  limited
partnership  whereby  the  limited  partners  contributed   money
towards  the  development  of  the  technology  in  exchange  for
payments  based upon a percentage of future sales of the products
utilizing the technology.

During  the  first  quarter  ended  June  30,  2000  the  Company
exercised  its  option under the Agreement of Purchase  and  Sale
between  Mentor Corporation and the Partnership, as  amended,  to
make  a  lump sum payment to the Limited Partners in lieu of  all
future payments and rights.  The Limited Partners could elect  to
be  paid in cash, Company's common stock, or a combination.  This
transaction  was completed in the second quarter ended  September
30,  2000.  The limited partners elected to be paid $1.0  million
in  cash  and  434 thousand shares of the Company's common  stock
which were issued under rule 144 and transfer is restricted.  The
shares  were  valued  at the fair market value  on  the  date  of
issuance, of approximately $9 million.  Accordingly the purchased
partnership  rights were recorded as $10.1 million, cost,  as  an
intangible  asset  and  will be amortized  over  their  estimated
economic life.

Note K -Restructuring charge

In September 2000, Mentor initiated a restructuring plan as part
of a strategic initiative to streamline operations and improve
the efficiency of the Company.  Early in October, staff
reductions at the Corporate headquarters were announced and costs
were estimated to total $1.8 million.  The plan was later
expanded to include employee reductions at the two manufacturing
plants.  The total plan includes a reduction in workforce of
approximately 70 employees and changes in internal organization
structure.  Employees effected by the restructuring will be
provided with a severance package, outplacement counseling and
extended benefits totaling approximately $2.4 million. The
Company recorded $1.050 million of the restructuring charge in
the quarter ended September 30, 2000 and expects to record the
remainder in the quarter ending December 31, 2000.  Approximately
$1.9 million of the total amount was paid early in the third
quarter.


                       Mentor Corporation
       Management's Discussion and Analysis of Results of
               Operations and Financial Condition

Except  for  the  historical information  contained  herein,  the
matters discussed in this Management's Discussion contain certain
forward-looking  statements that involve  risk  and  uncertainty.
Such  forward-looking statements are characterized by  future  or
conditional  verbs  and  include  statements  regarding  new  and
existing  products,  technologies and opportunities,  market  and
industry  segment  growth and demand and acceptance  of  new  and
existing products.  Such statements are only predictions and  our
actual  results  may differ materially from those anticipated  in
these  forward-looking statements.  Factors that may  cause  such
differences   include,   but  are  not  limited   to,   increased
competition,  changes  in  product  demand,  changes  in   market
acceptance,  new product development, obtaining FDA  approval  of
new  and  existing  products, changes in  government  regulation,
supply  of  raw  materials,  changes in reimbursement  practices,
adverse results of litigation and other risks identified in  this
Form  10-Q  or in other documents filed by the Company  with  the
Securities and Exchange Commission.  Specific attention should be
directed   to  the  sections  entitled  "Government  Regulation",
"Product Liability", and "Factors that May Effect Future  Results
of  Operations" in the Company's Annual Report on Form  10-K  for
the  fiscal  year ended March 31, 2000.  The Company  assumes  no
obligation  to update forward-looking statements as circumstances
change.

In  May  1999, the Company announced that its Board of  Directors
decided to divest the ophthalmology business, which accounted for
approximately 16% of sales in fiscal 1999.  The Company completed
the  sale  of the assets of the intraocular lens portion  of  the
ophthalmology business in the quarter ended June  30,  1999.   In
the  quarter  ended December 31, 1999, the Company completed  the
sale  of  the  remaining  assets of the  Ophthalmology  business,
primarily the equipment product lines.  Accordingly, the  Company
accounts   for   the  ophthalmic  business  as  a   "Discontinued
Operations"  in  accordance  with Generally  Accepted  Accounting
Principles.  Accordingly, results of operations of the ophthalmic
business  are reported, on a net basis, as a single line  on  the
financials.  All prior period amounts in this Form 10-Q have been
presented  to  exclude operating the results  of  the  ophthalmic
business as discontinued operations.

RESULTS OF OPERATIONS

Sales

Sales for the three months ended September 30, 2000 increased  4%
to  $60  million,  compared to $58 million for  the  prior  year.
Strong sales in key growth products were offset by weaknesses  in
other  product  lines.   World-wide,  our  breast  implant  sales
increased  by 11% over the same quarter last year.  At  the  same
time, sales of body contouring (liposuction) products declined by
13%  for the quarter, resulting in overall sales of $35.4 million
for  aesthetic  and general surgery products, an increase  of  9%
over second quarter last year.

Sales of surgical urology products totaled $13.6 million for  the
quarter,  up  6%  over  last year.  Sales of  our  Suspend  sling
implant  for  incontinence increased by over  40%,  brachytherapy
product sales grew by 6%, and penile implant sales were unchanged
from a year ago.

The clinical and consumer healthcare product line, consisting  of
urological  catheters and other disposables, sales totaled  $11.3
million,  a decline of 11% compared to second quarter last  year.
The  decline  in sales from prior year levels was anticipated  as
prior  year sales were unusually high due to stocking  orders  in
advance of an announced price increase.  Healthcare sales for the
six-month  year-to-date are about even with last year, and  sales
for the fiscal year are expected to show a slight gain.

For  the  Six months ended September 30, 2000 sales increased  8%
from  $118  million  to $127 million.  Surgical  Urology  product
revenue   increased  16%  primarily  due  to  strong  growth   in
brachytherapy  seeds  and Suspend Sling.  Aesthetic  and  General
surgery  products  increased 7% reflecting 8% growth  in  mammary
implant  revenues and a 10% decrease in body contouring revenues.
Clinical  and  Consumer  Healthcare  sales  were  flat  with  the
previous year.

                             Sales by Principal Product Line
                 For the Three Months Ended   For the Six Months Ended
                       September 30,                September 30,
                                    Percent                      Percent
                  2000      1999    Change     2000      1999    Change
Aesthetic &
 General Surgery
 Products        $35,402  $ 32,421    9%      $76,228   $71,177    7%
Surgical Urology
 Products         13,600    12,810    6%       27,555    23,735    16%
Clinical &
 Consumer
 Healthcare
 Products         11,347    12,771   (11)%     23,351    23,234    1%
                 $60,349  $ 58,002    4%     $127,134  $118,146    8%


Cost of Sales

Cost  of sales as a percent of net sales for the quarter and six-
month  period  ended  September 30, 2000 were  38.5%  and  37.9%,
respectively compared to 37.8% and 36.8% for the same  periods  a
year  ago.   The  Company's product mix has changed  somewhat  in
recent   years.   A  greater  percentage  of  total   sales   are
represented by two products (brachytherapy seeds and the Suspendr
Sling)  which  are distributed under alliance agreements.   These
products  generate gross margins of approximately 50%,  which  is
lower  than  the  margin generated by products  manufactured  and
distributed by the Company.  In addition, gross margins have been
negatively impacted by the strength of the dollar in our European
markets.

Selling, General and Administrative Expenses

Selling,  general  and  administrative expenses  exclusive  of  a
second  quarter restructuring charge were 39.6% of sales  in  the
quarter  compared  to 41.2% in the previous year.   For  the  six
months   ended   September   30,  2000   selling,   general   and
administrative  expenses decreased from 41% of  sales  to  39.6%.
The  decrease reflects lower spending on the Company's direct-to-
consumer  advertising campaign partially offset by  increases  in
general  and  administrative expenses, primarily  related  to  an
increase in product liability reserves and information technology
costs.

The Company announced a reduction in corporate staff at its
headquarters in Santa Barbara as part of a restructuring move to
streamline operations and improve efficiency.  Employees affected
by the restructuring were provided with a severance package,
outplacement counseling and extended benefits to help with the
transition.  This program will result in a restructuring charge
of approximately $2.4 million of which $1 million was recorded in
the second quarter and $1.4 million will be recorded in the third
quarter.

Research and Development

Research  and development expenses as a percent of net sales  for
the  quarter and six-month period ended September 30,  2000  were
8.1%  and  7.2%, respectively compared to 6.7% and 6.8%  for  the
same  periods  a year ago.  The increase is attributable  to  the
spending on the Company's clinical studies related to silicon gel
mammary implants.  In May 2000, the Company received FDA approval
for  saline-filled breast implants and in July  received  similar
regulatory clearance on our inflatable penile implants.  Although
the  Company  has successfully completed these PMAA  submissions,
the  amount  of  spending  on research  and  development  is  not
expected  to  decrease as the focus of research  and  development
efforts will shift towards new product development.  In addition,
the  Company is committed to a variety of clinical and laboratory
studies  in connection with its ultrasonic liposuction equipment,
gel-filled mammary implants and other products.

The  Company  has  an  investment in  Intracel  Corporation,  its
manufacturing  partner for a potential bladder cancer  treatment.
The Intracel agreement required the Company to pay $1 million per
year  for three years to defray the costs of the clinical  trials
for  the  product.  That agreement has been modified to  increase
Mentor's  commitment by $1 million.  The Company  has  previously
paid $2 million to Intracel for the clinical trials, and will pay
the  remaining $2 million in quarterly payments of $250  thousand
which began on July 1, 2000.

Interest and Other Income and Expense

Interest expense was $21 thousand in the quarter compared to  $10
thousand  in the same quarter of the previous year.   During  the
quarter  ended June 30, the Company borrowed under  its  line  of
credit to fund its stock repurchase program.  The borrowings were
repaid during the same quarter.

Interest  income  for the three months ended September  30,  2000
increased  to $1.1 million from $807 thousand for the  comparable
period  in the previous year.  The increase is a result of higher
cash  balances  from operations and $21 million in proceeds  from
the  sale  of  the  remaining assets of the ophthalmic  business,
reported  as discontinued operations, received after  the  second
quarter in the previous year.  Further, the Company increased its
use of fully taxable investments, which have a higher coupon rate
and has also benefited from higher prevailing interest rates.

Other  income and expense, primarily includes realized  gains  on
sales  of  marketable securities recorded as long-term marketable
securities  available for sale, gains or losses on  disposals  of
assets,  and  foreign  currency gains or losses  related  to  the
Company's foreign operations. The Company recorded a gain on  the
sale of long-term marketable securities of $641,000 thousand  for
the three months ended September 30 and $1,098,000 for six months
ended  September  30,  2000.  Foreign  currency  translation  and
transaction  losses in the quarter were offset by  gains  of  the
disposal of assets.

Income Taxes

The  effective  rate of corporate income taxes for  the  year  is
approximately  32.8%, as compared to 31.8% in the same  period  a
year  ago.   The  increase  in the effective  rate  is  primarily
related to utilization of research and development credits.

Income from Continuing Operations

Income  from  continuing operations for  the  second  quarter  of
fiscal  2001  was unchanged from the prior year at $6.0  million.
Income from continuing operations for the six-month period  ended
September  30,  2000 was $14.4 million compared to $13.0  million
for  the comparable period the prior year.  The operating  income
of  fiscal  2001 is net of the restructuring charge of $1,050,000
described  above.   Diluted earnings per  share  from  continuing
operations were $0.25 for the quarter compared to $0.24  for  the
comparable  period last year, an increase of  4%.   Although  the
increase in diluted earnings per share from continuing operations
is  consistent  with  the  increase in sales,  the  restructuring
charge   offset  improvements  in  operating  trends  and   other
efficiencies as well as the effect of fewer shares outstanding as
a result of the share buyback program.

Discontinued Operations

In  May  1999, the Company announced that its Board of  Directors
decided to divest the ophthalmology business, which accounted for
approximately 16% of sales in fiscal 1999.  The Company completed
the  sale  of the assets of the intraocular lens portion  of  the
ophthalmology  business  in  the quarter  ended  June  30,  1999.
Accordingly, the Company accounts for the ophthalmic business  as
a "Discontinued Operations" in accordance with Generally Accepted
Accounting Principles.

At  March 31, 2000 the Company had completed its divestiture  and
discontinued  operations, accordingly there were  no  significant
remaining   assets  or  liabilities  related  to  the  Ophthalmic
division.   For the quarter ended September 30, 1999 the  Company
had  a  loss on discontinued operations of $289 thousand, net  of
tax.   Also, during the quarter ended June 30, 1999, the  Company
completed  the  sale  of  the  assets  of  the  intraocular  lens
business,  recording a gain of $7.5 million,  net  of  tax.   The
results   of  discontinued  operations  for  the  quarter   ended
September  30,  1999 included a $0.01 per share  income  for  the
quarter.   There  were  no  discontinued  operations  during  the
quarter ended September 30, 2000.


LIQUIDITY AND CAPITAL RESOURCES

At  September  30, 2000, the Company's working capital  was  $115
million  compared  to  $124  million  at  March  31,  2000.   The
Company's working capital needs were provided from operations.

The  Company  generated  $12.5 million of  cash  from  continuing
operations  during  the  six  months ended  September  30,  2000,
compared to $12.4 million the previous year.

The  Company  anticipates investing approximately $6  million  in
facilities and capital equipment in fiscal 2001.  The majority of
the  expenditures will be for facility upgrades at the  Company's
facilities in The Netherlands and Texas, as well as for enhancing
the Company's information technology capabilities.

The  Company has a line of credit for $25 million.  In  order  to
temporarily  fund stock repurchases in fiscal 2001,  the  Company
borrowed  and repaid $6 million on its line of credit during  the
quarter ended June 30, 2000.

The  Company's Board of Directors has authorized an ongoing stock
repurchase  program.  The objectives of the program, among  other
items,  are  to  offset  the issuance of stock  options,  provide
liquidity  to  the  market and to reduce the  overall  number  of
shares outstanding.  Repurchases are subject to market conditions
and  cash  availability.  In May 1999, the  Board  increased  the
repurchase  authorization  by 4 million  shares  to  4.6  million
shares.   The  Company intends to continue the  share  repurchase
program in fiscal 2001, and repurchased 1,320 thousand shares for
$25.2  million  during the first two quarters, and an  additional
173  thousand shares for $2.9 million early in the third quarter.
As  of September 30, 2000 authorization to repurchase 2.5 million
shares was remaining.

For the last several years, the Company has paid a quarterly cash
dividend  of $.025 per share.  At the indicated rate of $.10  per
year,  the  aggregate  annual dividend would equal  approximately
$2.4 million.

Certain  technologies  related  to  the  manufacture  of  mammary
prostheses were developed under a 1983 agreement with  a  limited
partnership  whereby  the  limited  partners  contributed   money
towards  the  development  of  the  technology  in  exchange  for
payments  based upon a percentage of future sales of the products
utilizing  the  technology.  The Company  paid  approximately  $2
million  in such payments to the partnership for last year.   The
Company  was  the  general  partner for  this  partnership.   The
agreement  included  an  option to purchase  the  technology  and
thereby terminate the partnership.

The  Company exercised its option to make a lump sum  payment  to
the  Limited Partners in lieu of all future payments  and  rights
according  to  the Agreement of Purchase and Sale between  Mentor
Corporation  and  the  Partnership,  as  amended.   The   Limited
Partners  could elect to be paid in cash, Company's stock,  or  a
combination.   This  transaction  was  completed  in  the  second
quarter  ended September 30, 2000.  The limited partners  elected
to  be  paid $1.0 million in cash and 434 thousand shares of  the
Company's  common  stock.   The  stock  transfer  of   which   is
restricted  by rule 144, valued at the fair market value  on  the
date  of issuance, of approximately $9 million.  The decrease  in
payments  to  the  partners  will  be  offset  by  the  increased
amortization  of  the  new intangible asset  and  the  additional
common  shares  outstanding,  thus having  a  neutral  effect  on
earnings per share.

The Company's principal source of liquidity at September 30, 2000
consisted  of $62 million in cash and marketable securities  plus
$25  million  available under its line of  credit.   The  Company
believes  that  funds  generated from operations,  its  cash  and
marketable  securities  and funds available  under  its  line  of
credit  will be adequate to meet its working capital and  capital
expenditure requirements through fiscal 2001.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There  has been no material changes in the Company's exposure  to
market  risk as reported in Item 7A in the annual report on  Form
10-K for the fiscal year ended March 31, 2000.

PART II

Item 1.   Legal Proceedings

          In regards to the litigation reported in Item 3 of the
annual report on Form 10-K for the fiscal year ended March 31,
2000, there have been no material changes.

Item 2.   Changes in Securities

          During the quarter the Company issued 434,424 shares of
restricted  common  stock, $.10 par value under  rule  144.   The
shares  were valued at fair market value on the date of issuance,
August 15, 2000, at $21 per share for a total of $9,123,000.  The
shares  were  issued, along with $1 million in cash, in  exchange
for  all  rights  and in lieu of all future  payments  due  to  a
limited  partnership established in 1983 that  contributed  money
towards the development of certain mammary prosthesis technology.

Item 3.   Defaults Upon Senior Securities

          No event constituting a material default has occurred
respecting any senior security of the Registrant.

Item 4.   Submission of Matters to a Vote of Security Holders

          At the Company's 2000 Annual Meeting of Shareholders
held on September 19, 2000, the following proposals were
presented:

          (1)  A proposal to elect a Board of Directors of the
Company to serve until the next annual meeting, or until their
successors are elected, as follows:

Name of Director          Votes For   Votes Withheld
Christopher J. Conway    20,581,770       953,138
Anthony R. Gette         20,863,470       671,438
Eugene G. Glover         20,863,190       671,718
Walter W. Faster         20,863,570       671,338
Michael Nakonechny       20,583,670       951,238
Dr. Richard W. Young     20,863,590       671,318
Ronald J. Rossi          20,863,670       671,238

          (2)  A proposal to approve the Company's 2000 Long-Term Incentive
Plan.

          The vote on proposal number 2 to approve the Company's
Long-term Incentive plan was discussed and the meeting was  then
adjourned to be reconvened on October 19 at 10:00 a.m. in  Santa
Barbara,  California to allow the board to collect and  consider
input   from  shareholders  concerning  the  proposed  Long-term
Incentive Plan.  At the reconvened meeting there were 13,153,458
(including 2,161,942 proxies given to management) votes for  the
proposal   and  8,315,840  against.   Prior  to  the  reconvened
meeting, the Company determined after considering input from the
shareholders,  that  the number of shares authorized  under  the
plan  would  be reduced from 7,500,000 to 3,000,000  shares  and
that  the plan terms would not allow option repricing.  In light
of the changes made to the plan, the Board intends to submit the
amended   plan   for  shareholder  vote  at  the   next   Annual
shareholder's meeting.

          (3)   A  proposal to ratify the appointment of Ernst  &
Young  LLP to act as independent auditors of the Company for  the
fiscal  year  ending  March  31,  2001.   The  proposal  received
21,460,573  votes  for, and 39,481 against  ratification.   There
were 33,854 abstentions and no broker non-votes.

Item 5.   Other Information

          The Securities and Exchange Commission informed the
Company that it is investigating, under a formal order of
investigation, the events relating to the March 23, 2000 USA
Today article entitled "Breast Implant manufacturer under
investigation by the FDA," which was authored by Rita Rubin, and
the March 23, 2000 press release issued by Mentor responding to
that article, and possibly other matters. The Company is
cooperating fully with the SEC's investigation.  An investigation
does not indicate that the SEC or its staff has concluded that
violations of law have occurred.

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

               27   Financial Data Schedule

          (b)  Reports on Form 8-K

               No reports on Form 8-K were filed during the three
               months ended September 30, 2000.

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.

MENTOR CORPORATION
(Registrant)


DATE:     November 10, 2000        BY:  /s/CHRISTOPHER CONWAY
                                        Christopher J. Conway
                                        President and
                                        Chief Executive Officer


DATE:     November 10, 2000        BY:  /s/ADEL MICHAEL
                                        Adel Michael
                                        Senior Vice President
                                        Chief Financial Officer