================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 10-Q/A

(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
    Act of 1934

For the quarterly period ended September 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      000-21615
                           ------------


                             BOSTON BIOMEDICA, INC.
             (Exact name of Registrant as Specified in its Charter)

     Massachusetts                                   04-2652826
------------------------                       ----------------------
    (State or other                               (I.R.S. Employer
    Jurisdiction of                               Identification No.)
      Incorporation or
     Organization)

   375 West Street,
   West Bridgewater,
     Massachusetts                                   02379-1040
------------------------                       ----------------------
 (Address of Principal                              (Zip Code)
  Executive Offices)

Registrant's telephone number, including area code    (508) 580-1900
                                                      --------------

         Indicate  by check  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 [ ]

     The number of shares  outstanding of the Registrant's  only class of common
stock as of October 31, 2000 was 5,647,097.

================================================================================

<PAGE>
PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                    BOSTON BIOMEDICA, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                  (Unaudited)

<TABLE>

                                                         For the Three Months Ended       For the Nine Months Ended
                                                                September 30,                   September 30,
                                                        ----------------------------    ----------------------------
                                                             2000           1999             2000            1999
                                                        ------------    ------------    ------------    ------------
REVENUE:
<S>                                                     <C>             <C>             <C>             <C>
   Products .........................................   $  2,643,965    $  3,649,818    $  8,780,907    $ 10,597,343
   Services .........................................      3,857,180       3,830,124      12,304,959      10,866,421
                                                        ------------    ------------    ------------    ------------
         Total revenue ..............................      6,501,145       7,479,942      21,085,866      21,463,764

COSTS AND EXPENSES:
   Cost of product sales ............................      1,552,374       1,780,760       4,570,407       5,411,944
   Cost of services .................................      2,868,835       2,794,385       9,390,866       7,906,037
   Research and development .........................        717,934         891,145       2,210,788       2,382,206
   Selling and marketing ............................        936,329       1,021,324       2,889,042       3,129,141
   General and administrative .......................      1,621,182       1,291,832       4,368,673       3,503,497
   Impairment of intangible asset ...................      1,464,220            --         1,464,220            --
                                                        ------------    ------------    ------------    ------------
         Total operating costs and expenses .........      9,160,874       7,779,446      24,893,996      22,332,825

         Loss from operations .......................     (2,659,729)       (299,504)     (3,808,130)       (869,061)

Interest income .....................................          8,675           2,941           9,097           3,796
Interest expense ....................................       (389,582)       (118,143)       (794,442)       (294,891)
                                                        ------------    ------------    ------------    ------------

         Loss before income taxes ...................     (3,040,636)       (414,706)     (4,593,475)     (1,160,156)

Income taxes (expense) benefit ......................     (1,725,347)        157,588      (1,135,267)        440,860
                                                        ------------    ------------    ------------    ------------

         Net loss ...................................   $ (4,765,983)   $   (257,118)   $ (5,728,742)   $   (719,296)
                                                        ============    ============    ============    ============


          Net loss per share, basic and diluted .....   $      (0.85)   $      (0.05)   $      (1.02)   $      (0.15)

Number of shares used to calculate net loss per share
          Basic and diluted .........................      5,623,803       4,769,003       5,617,661       4,669,217



</TABLE>

        The accompanying notes are an integral part of the Consolidated
                              Financial Statements


                                    Page - 2
<PAGE>

                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)

<TABLE>

                                                                     September 30,   December 31,
                                                                         2000            1999
                                                                     ------------    ------------
                           ASSETS
CURRENT ASSETS:
<S>                                                              <C>             <C>
    Cash and cash equivalents ....................................   $  2,525,402    $    314,923
    Accounts receivable, less allowances of $848,655 in 2000 and
       $746,797 in 1999 ..........................................      5,377,337       6,446,318
    Inventories ..................................................      7,273,526       6,917,916
    Prepaid expenses and other current assets ....................        372,883         344,353
    Deferred income taxes ........................................           --           934,790
                                                                     ------------    ------------
                Total current assets .............................     15,549,148      14,958,300
                                                                     ------------    ------------

Property and equipment, net ......................................      8,203,128       8,295,024

OTHER ASSETS:
    Goodwill and other intangibles, net ..........................        966,058       2,589,310
    Deferred income taxes ........................................           --           220,535
    Notes receivable and other ...................................        364,048          99,171
                                                                     ------------    ------------
                                                                        1,330,106       2,909,016
                                                                     ------------    ------------
              TOTAL ASSETS .......................................   $ 25,082,382    $ 26,162,340
                                                                     ============    ============


            LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
    Accounts payable .............................................   $  2,051,983    $  2,552,268
    Accrued compensation .........................................      1,340,134       1,189,140
    Other accrued expenses .......................................      1,089,507       1,141,154
    Current maturities of long-term debt .........................      5,826,321          22,414
    Deferred revenue and other current liabilities ...............         79,985            --
                                                                     ------------    ------------
                Total current liabilities ........................     10,387,930       4,904,976
                                                                     ------------    ------------

LONG-TERM LIABILITIES:
    Long-term debt, less current maturities ......................      2,523,511       7,145,651
    Convertible debentures, net ..................................      2,562,950            --
    Deferred rent and other liabilities ..........................        337,779         465,590

STOCKHOLDERS' EQUITY:
    Common stock, $.01 par value; 20,000,000 shares authorized in
       2000 and 1999; 5,646,659 issued and outstanding in 2000 and
       4,773,365 in 1999 .........................................         56,467          47,734
    Additional paid-in capital ...................................     20,389,973      16,809,242
    Receivable for exercised warrants ............................     (2,236,633)           --
    Accumulated deficit ..........................................     (8,939,595)     (3,210,853)
                                                                     ------------    ------------
                Total stockholders' equity .......................      9,270,212      13,646,123
                                                                     ------------    ------------
             TOTAL LIABILITIES & STOCKHOLDERS' EQUITY ............   $ 25,082,382    $ 26,162,340
                                                                     ============    ============
</TABLE>

         The accompanying notes are an integral part of the Consolidated
                              Financial Statements


                                    Page - 3
<PAGE>

                    BOSTON BIOMEDICA, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)


<TABLE>
                                                                     For the Nine Months Ended
                                                                            September 30,
                                                                     --------------------------
                                                                         2000          1999
CASH FLOWS FROM OPERATING ACTIVITIES:                                -----------  -------------
<S>                                                                  <C>          <C>
  Net loss .................................................         $(5,728,742) $    (719,296)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
  Depreciation and amortization ............................           1,402,509      1,126,511
  Non-cash interest expense on convertible debentures ......             153,359           --
  Impairment of intangible assets ..........................           1,464,220           --
  Provision for doubtful accounts ..........................             105,074        171,103
  Other liabilities ........................................              63,408       (279,504)
  Deferred income tax valuation allowance ..................           1,155,325       (100,711)
  Loss on disposal of property and equipment ...............               4,722           --
  Changes in operating assets and liabilities:
    Accounts receivable ....................................             963,907        321,225
    Inventories ............................................            (355,610)      (231,708)
    Prepaid expenses and other current assets ..............             (28,530)      (324,644)
    Accounts payable .......................................            (500,285)      (108,924)
    Accrued compensation and other expenses ................              99,347        121,664
    Deferred revenue .......................................               4,808       (660,877)
                                                                     -----------    -----------
        Net cash used in operating activities ..............          (1,196,488)      (685,161)
                                                                     -----------    -----------

CASH FLOWS FOR INVESTING ACTIVITIES:
  Payments for additions to property and equipment .........          (1,147,110)    (1,643,779)
  Change in deposits and other assets ......................             (18,424)        11,992
                                                                     -----------    -----------
        Net cash used in investing activities ..............          (1,165,534)    (1,631,787)
                                                                     -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from mortgage, net ..............................           2,446,573           --
  Proceeds from issuance of convertible debentures, net ....           2,544,350           --
  Proceeds from issuance of warrants .......................             326,643
  Proceeds from issuance of common stock ...................             674,922        224,488
  (Repayments) Borrowings on line of credit ................          (1,383,016)     2,191,836
  Repayments of long-term debt .............................             (36,971)       (11,533)
                                                                     -----------    -----------

        Net cash provided by financing activities ..........           4,572,501      2,404,791
                                                                     -----------    -----------

INCREASE IN CASH: ..........................................           2,210,479         87,843
  Cash and cash equivalents, beginning of period ...........             314,923        146,978
                                                                     -----------    -----------
  Cash and cash equivalents, end of period .................         $ 2,525,402    $   234,821
                                                                     ===========    ===========
</TABLE>

        The accompanying notes are an integral part of the Consolidated
                              Financial Statements

                                    Page - 4
<PAGE>

                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1)     Basis of Presentation
-----------------------------

     The  accompanying  unaudited  consolidated  financial  statements have been
prepared in accordance  with generally  accepted  accounting  principles for the
interim financial information and with the 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  only  normal  recurring   adjustments)   considered  necessary  for  a  fair
presentation have been included. Operating results for the three and nine months
ended September 30, 2000 are not necessarily  indicative of the results that may
be expected  for the year ending  December 31,  2000.  For further  information,
refer to the consolidated financial statements and footnotes thereto included in
both the Form 10-K  filing for the fiscal year ended  December  31, 1999 and the
Form 10-Q  filings for both the three months and six months ended March 31, 2000
and June 30, 2000,  respectively,  for Boston  Biomedica,  Inc. and Subsidiaries
("the  Company"  or  "Boston  Biomedica").  Certain  prior  year  amounts in the
consolidated  financial  statements  have been  reclassified  to  conform to the
current year's presentation.

(2)     Use of Estimates
------------------------

     In conformity with generally accepted accounting principles,  management is
required to make estimates and assumptions  that affect the reported  amounts of
assets,  liabilities,  revenues,  and expenses for the periods  presented.  Such
estimates include reserves for uncollectable  accounts receivable as well as the
net  realizable  value of  inventories.  Actual  results  could  differ from the
estimates and assumptions used by management.

(3)     Inventories
-------------------

    Inventories consist of the following:
<TABLE>

                                 September 30,  December 31,
                                     2000           1999
                                  ----------     ----------
<S>                               <C>            <C>
Raw materials ................    $3,562,920     $2,675,735
Work-in-process ..............     1,382,328      1,845,778
Finished goods ...............     2,328,278      2,396,403
                                  ----------     ----------
                                  $7,273,526     $6,917,916
                                  ==========     ==========
</TABLE>

(4) Segment Reporting and Related Information
---------------------------------------------


     The Company has five operating segments. The Diagnostics segment serves the
worldwide in vitro diagnostics industry, including users and regulators of their
test kits,  with quality control  products and test kit components.  The Biotech
segment  pursues third party  contracts,  primarily  with agencies of the United
States Government, to help fund the development of products and services for the
other segments.  The Clinical  Laboratory  Services segment  performs  specialty
infectious  disease  testing  for  hospitals,  blood  banks,  doctors  and other
clinical   laboratories,    primarily   in   North   America.   The   Laboratory
Instrumentation  segment sells laboratory instruments primarily to the worldwide
in vitro  diagnostics  industry  on an OEM  basis,  and also  performs  in-house
instrument  servicing.  Finally, the "Other" segment's two R&D operations do not
currently have any product or service revenue,  and none is expected in the near
future.  Their revenue to date consists of both private and public (NIH) funding
of  segment  research.  Most of the  expenditures  by this  segment  are for R&D
expenses,  and general  management  expenses including patent costs. The Company
continues to seek  funding from both private and public  sources to minimize the
impact of their development costs on the Company's overall operating results.


                                    Page - 5
<PAGE>



                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)



(4) Segment Reporting and Related Information - continued
---------------------------------------------------------


    Operating segment information is as follows (in thousands):
<TABLE>


Segment revenue:                            Three Months              Nine Months
----------------                           Ended Sept. 30,          Ended Sept. 30,
                                         2000         1999         2000         1999
                                       --------     --------     --------     --------
<S>                                    <C>          <C>          <C>          <C>
Diagnostics .......................    $  2,593     $  3,166     $  8,102     $  8,696
Biotech ...........................       1,719        1,504        5,779        4,320
Clinical Laboratory Services ......       2,001        2,677        6,613        7,346
Laboratory Instrumentation ........         460          611        1,717        2,537
Other .............................         153           80          421          163
Eliminations ......................        (425)        (558)      (1,546)      (1,598)
                                       --------     --------     --------     --------
   Total revenue ..................    $  6,501     $  7,480     $ 21,086     $ 21,464
                                       ========     ========     ========     ========



Segment operating income (loss):            Three Months              Nine Months
--------------------------------           Ended Sept. 30,          Ended Sept. 30,
                                         2000         1999         2000         1999
                                       --------     --------     --------     --------

<S>                                    <C>          <C>          <C>          <C>
Diagnostics .......................    $    246     $    793     $  1,079     $  1,831
Biotech ...........................        (151)        (192)        (167)        (357)
Clinical Laboratory Services ......        (150)         102         (344)         237
Laboratory Instrumentation ........      (1,991)        (420)      (2,581)        (921)
Other .............................        (614)        (583)      (1,795)      (1,659)
                                       --------     --------     --------     --------
   Total loss from operations .....    $ (2,660)    $   (300)    $ (3,808)    $   (869)
                                       ========     ========     ========     ========



Identifiable segment assets:               September 30,              December 31,
----------------------------                    2000                      1999
                                           -------------             -------------
<S>                                        <C>                       <C>
Diagnostics .......................        $      11,489             $      12,170
Biotech ...........................                4,772                     4,643
Clinical Laboratory Services ......                2,795                     3,188
Laboratory Instrumentation ........                1,976                     3,789
Corporate .........................                3,034                     1,205
Other .............................                1,016                     1,167
                                           -------------             -------------
   Total assets ...................        $      25,082             $      26,162
                                           =============             =============

</TABLE>

                                    Page - 6
<PAGE>

                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(5)  Recent Accounting Standards
--------------------------------

     In  March  2000,  the  Financial  Accounting  Standard  Board  issued  FASB
Interpretation  No. 44,  "Accounting  for Certain  Transactions  Involving Stock
Compensation  - an  interpretation  of APB Opinion  No. 25" ("FIN  44").  FIN 44
clarifies the application of APB Opinion No. 25 to certain issues including: the
definition  of an employee  for  purposes  of  applying  APB Opinion No. 25; the
criteria for determining  whether a plan qualifies as a  non-compensatory  plan;
the accounting  consequence of various  modifications to the terms of previously
fixed stock  options or awards;  and the  accounting  for the  exchange of stock
compensation awards in a business combination. FIN 44 is effective July 1, 2000,
but  certain  conclusions  in FIN 44 are  applicable  retroactively  to specific
events  occurring  after  either  December  15,  1998 or January 12,  2000.  The
adoption  of FIN 44 did not have a material  impact on the  Company's  financial
position or results of  operations  for the quarter  ended  September  30, 2000.

     In December  1999,  the Staff of the  Securities  and  Exchange  Commission
issued Staff  Accounting  Bulletin No. 101,  "Revenue  Recognition  in Financial
Statements"  ("SAB 101").  This SAB  summarizes  certain of the Staff's views in
applying  generally  accepted  accounting  principles,  in the United States, to
revenue  recognition  in  financial   statements.   SAB  101B  amends  SAB  101;
accordingly,  this  bulletin  is now  scheduled  to  become  effective  for  the
Company's  fourth  quarter  ended  December 31,  2000.  The Company is currently
assessing the impact that SAB 101B may have on its financial statements.

(6)  Computation of Net Loss per Share
--------------------------------------

     Basic  loss per share is  computed  by  dividing  net loss by the  weighted
average number of common shares outstanding.  Diluted loss per share is computed
by dividing net loss by the weighted average number of common shares outstanding
plus  additional  common  shares  that would have been  outstanding  if dilutive
potential common shares had been issued.  For the purposes of this  calculation,
stock options are considered  common stock  equivalents in periods in which they
have a dilutive  effect.  Stock options that are  antidilutive are excluded from
the calculation.  Potentially  dilutive  securities of 155,153 and 145,037,  and
376,965 and 79,165  were not  included in the  computation  of diluted  loss per
share  because to do so would have  reduced the loss per share for the three and
nine months ended September 30, 2000 and 1999, respectively.

(7)  Stock Purchase Warrants / Contingencies
--------------------------------------------

     On February 17, 2000, the Company  received notice that Paradigm Group, LLC
exercised 500,000 warrants. This exercise will result in proceeds to the Company
of  approximately  $2,100,000,  net of  transaction  costs.  The  holders of the
warrants  are required to pay the exercise  price when the  registration  of the
underlying  shares is effective.  The Company  recorded a receivable as a contra
equity  account to reflect the shares as  outstanding,  as of the exercise date.
The Company  considers these shares to be issued and  outstanding,  although the
shares have not been delivered to the warrant holders as of early November 2000,
and will not be delivered until the registration statement is declared effective
and the shares have been paid for.  Additionally,  the Company  accrued a broker
fee  related  to the  warrant  exercise  which is  payable  upon  receipt of the
exercise  proceeds.  This  broker fee of $133,500  was  recorded as an offset to
additional paid-in capital.

     On August 18,  2000,  the  Company  received a summons and  complaint  from
Paradigm Group, LLC naming the Company as a defendant.  Paradigm Group, LLC is a
selling shareholder in the Company's  registration  statement of the on Form S-3
which has been filed with the Securities  and Exchange  Commission but which has
not yet been declaired  effective.  The suit, filed in the Circuit Court of Cook
County,  Illinois,  alleges  breach of  contract  claims and fraud  against  the
Company in connection with the sale by the Company to the Paradigm Group, LLC of
warrants to purchase up to 500,000  shares of the Company's  common  stock,  the
exercise  of  those  warrants  by  Paradigm  Group,  LLC  and  a  delay  in  the
registration of those shares with the U. S. Securities and Exchange  Commission.
Paradigm Group, LLC seeks several remedies,  including  $3,000,000 in damages or
unspecified  monetary  damages,  return of the  $42,500  purchase  price for the
warrants  and  rescission  of its  exercise  of the  warrants,  and  unspecified
punitive  damages.  The Company  believes this complaint to be without merit and
intends to  vigorously  defend this matter and collect the  proceeds  due to the
Company.
                                    Page - 7
<PAGE>

                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)


(8)  Debt
---------

     The  September 30, 2000 balance sheet  reflects the  classification  of the
Company's  outstanding  line-of-credit  balance as short-term  debt. The Company
reclassified  the debt because in the first,  second and third quarters of 2000,
it violated a financial covenant limiting the amount of allowable losses.  There
have been no payment  defaults.  In the meantime,  there have been no changes in
the financial  terms or availability  formula under the existing  line-of-credit
agreement.

     On August 25, 2000, the Company entered into Securities Purchase Agreements
providing  for the issuance of  $3,250,000  (face value) 3% Senior  Subordinated
Convertible Debentures due August 25, 2003, (the "Debentures").  Proceeds to the
Company,  net of a 5% original issue discount and debt issuance costs,  amounted
to  $2,870,993,  of which $327,000 has been allocated to the relative fair value
of the associated common stock purchase warrants. The fair value of the warrants
was determined  using the Black Scholes  option-pricing  model and the following
assumptions:  a risk free interest rate of 6.02%, a volatility factor of 91.17%,
a contractual  life of 5 years and no expected  dividend yield. The Company then
allocated the proceeds of the  Debentures,  net of the original  issue  discount
($3,087,500),  on a  pro-rata  basis  using  the  calculated  fair  value of the
warrants  ($318,000)  and the fair value of the  Debentures  ($2,685,000).  This
resulted in proceeds of approximately $327,000 and $2,761,000 being allocated to
the relative fair value of the warrants and the  Debentures,  respectively.  The
Debentures are convertible into the Company's  common stock commencing  November
24, 2000,  at a  conversion  price equal to the lesser of (i) $3.36 per share or
(ii) 90% of the average of the five lowest volume weighted  average sales prices
of Common Stock as reported by Bloomberg L.P.  during the  twenty-five  business
days  immediately  preceding the date on which the Debenture  holders notify the
Company of their  intention to convert all or part of the Debenture  into Common
Stock. In connection with this transaction,  the Company also issued warrants to
purchase up to 135,556 shares of the Company's common stock at an exercise price
of $3.60 per share.

     Interest  on the  Debentures  is payable  quarterly  in arrears  commencing
September 30, 2000. The Debentures are subordinate to both the Company's line of
credit and mortgage on its West Bridgewater,  MA facility.  The Company will use
the proceeds from the  aforementioned  transactions  for  completion of its West
Bridgewater,  MA  manufacturing  facility and for general  corporate and working
capital purposes.

     The  Company  may elect at any time to  redeem  all or any  portion  of the
remaining unpaid principal amount of the Debentures for cash. In addition,  upon
receipt of a notice of conversion from a holder of the  Debentures,  the Company
may elect to redeem  that  portion  being  converted  for cash in lieu of common
stock of the Company.  In both cases,  the redemption price equals the number of
shares of common stock into which the Debenture  being redeemed is  convertible,
times the average  closing bid price of the Company's  common stock for the five
preceding trading days.

     The  Securities  Purchase  Agreements and related  documents  place certain
restrictions on the Company's ability to incur additional indebtedness,  to make
certain  payments,  investments,  loans,  guarantees  and/or  transactions  with
affiliates,  to sell or otherwise  dispose of a  substantial  portion of assets,
and/or to merge or consolidate with an unaffiliated entity.

     Original issue discount and associated  debt issuance costs of $162,500 and
$216,500,  respectively, are being amortized ratably over the three-year life of
the underlying  debt as additional  interest  expense.  Also, in accordance with
Emerging Issues Task Force Issue 98-5,  proceeds of $351,000 have been allocated
to the beneficial  conversion  feature of the Debentures by decreasing the value
of the debt and increasing  additional paid in capital.  The amount allocated to
the beneficial  conversion  feature was valued using conversion method (ii) from
above  as of the date of the  transaction  as it was  determined  to be the most
beneficial to the holders of the  Debentures.  This amount will be expensed over
the initial 90 day non-convertible  period. The remaining difference between the
relative fair value of the Debentures and the face value of the Debentures (as a
result of the $327,000 of proceeds  allocated to the warrants)  will be expensed
as interest  expense over the three-year  term of the  Debentures.  In the third
quarter of 2000, the Company  recorded  interest  expense of $153,000 related to
amortization  of the debt discount,  the warrants and the beneficial  conversion
feature of the Debentures.

                                    Page - 8
<PAGE>


                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)


(8)  Debt - continued
---------------------

     On April 5, 2000, the Company  borrowed  $2,446,573  (net) under a mortgage
agreement on its West  Bridgewater,  MA facility.  The Company used the funds to
reduce the  outstanding  balance of its existing  line of credit.  The principal
amount of the note issued in  connection  with the  mortgage is due on March 31,
2010.  During the first five years the note  carries an interest  rate of 9.75%;
after five years the rate charged will be .75% greater than the  Corporate  Base
Rate then in effect.  Under this  mortgage  agreement  the Company is subject to
certain  financial  covenants by which a default in its line of credit financial
covenants  will cause a default on this note.  The Company has received a waiver
from this lending institution regarding the covenant violation.  The payments on
this mortgage are based on a 20 year amortization schedule.

(9)  Revenue Recognition
------------------------

     For  further  information   regarding  the  Company's  revenue  recognition
policies,  refer to the consolidated  financial statements and footnotes thereto
included  in both the Form 10-K filing for the fiscal  year ended  December  31,
1999 and the Form 10-Q  filings for both the three  months  ended March 31, 2000
and the three and six months ended June 30, 2000 for Boston Biomedica,  Inc. and
Subsidiaries.

     Revenue for service and research and development contracts,  in addition to
revenues associated with long-term contracts, is recognized when the customer is
contractually obligated to pay and the fees are not refundable.

(10)  Income Taxes
------------------

     For further  information  regarding  the  Company's  income tax  accounting
policies,  refer to the consolidated  financial statements and footnotes thereto
included  in both the Form 10-K filing for the fiscal  year ended  December  31,
1999 and the Form 10-Q  filings for both the three  months  ended March 31, 2000
and  the six  months  ended  June  30,  2000  for  Boston  Biomedica,  Inc.  and
Subsidiaries.

     In the third  quarter  of 2000 the  Company  established  a full  valuation
allowance  for its  deferred  tax  assets  based  on the  applicable  accounting
standards and in consideration of incurring three  consecutive  years of losses.
The  $1,725,000  includes the  write-off of $1,135,000 of deferred tax assets on
the balance  sheet at December 31, 1999 and tax benefits of $590,000  recognized
during the first two  quarters of 2000.  On December  31, 1999 the Company had a
loss carryforward of approximately $2,000,000 for federal and state tax purposes
that was obtained  through the  acquisition  of BioSeq,  Inc. This  carryforward
expires from 2011  through  2018 for federal  purposes and 2001 through 2003 for
state  purposes.  In  addition,  the Company has a federal  net  operating  loss
carryforward  at December 31, 1999 of  approximately  $300,000  which expires in
2019.  The Company has state net operating  loss  carryforwards  at December 31,
1999 of approximately $2,000,000 which expire at various dates from 2002 through
2019.

                                    Page - 9
<PAGE>


                     BOSTON BIOMEDICA, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)


 (11)  Impairment of Intangible Asset
-------------------------------------

     As part of an ongoing  strategic  review  process,  the Company's  Board of
Directors met in late  September,  2000 to review the progress of its Laboratory
Instrumentation  segment,  and that segment's prospects for the future. Based on
new  updated  information  presented  at this  meeting and  subsequent  analyses
showing lower revenue expectations, management approved implementation of a cost
reduction plan including a headcount  reduction,  salary freeze, and sublease of
excess manufacturing  space. Using the assumptions  associated with this revised
business plan, the Company  estimated future net  undiscounted  cash inflows and
cash outflows over the remaining original  amortization period of that segment's
goodwill, and concluded an impairment had occurred. These annual net future cash
inflows  and  outflows  were then  discounted  at a rate  commensurate  with the
business   risks   inherent  with  the  future   operations  of  the  Laboratory
Instrumentation  segment,  and thus, in accordance  with the  provisions of both
"Accounting  Principles Board Opinion No. 17 - Intangible Assets" and "Statement
of Financial  Accounting  Standards No. 121 - Accounting  for the  Impairment of
Long-Lived  Assets and for Long-Lived  Assets to Be Disposed Of," this segment's
goodwill was written down by approximately $1,464,000 as of the end of the third
quarter of 2000 to a balance of $254,000.



                                   Page - 10
<PAGE>




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

Three Months Ended September 30, 2000 and 1999

Revenue
-------

     Total revenue  decreased  13.1%,  or $979,000,  to $6,501,000 for the three
months ended  September  30, 2000 from  $7,480,000 in the third quarter of 1999.
This overall  decrease was primarily the result of a decrease in product revenue
of 27.6% or $1,006,000, from $3,650,000 to $2,644,000

     Product  Revenue.  The  product  revenue  decrease  was  attributable  to a
$816,000  decrease by the  Diagnostics  segment  and a $194,000  decrease in the
Laboratory Instrumentation segment. The Diagnostics decrease was the result of a
reduced level of sales of its OEM panel products as the consolidation within the
in vitro diagnostic  industry has negatively affected demand for these products.
These decreases were partially offset by a 21.7% increase in Accurun sales and a
136.8% increase in  Characterized  Disease State blood sales driven by continued
strong demand from end users. Laboratory  Instrumentation revenue decreased as a
result of a lower level of contract  manufacturing due to the timing of an order
from a large customer and another  customer  experiencing  financial  difficulty
causing them to place their order on hold.

     Service Revenue.  The increase of approximately  $27,000 in service revenue
was  primarily  attributable  to  increases  of  $243,000  from the  Diagnostics
segment,  $147,000  from the Biotech  segment and $99,000 in the Other  segment.
These  increases  were mostly offset by a $676,000  decrease in revenue from the
Clinical  Laboratory  Services  segment.  The Diagnostics  increase was due to a
higher  level of  inactivation  and other  manufacturing  services  provided  to
customers.  The Biotech growth was due to new government  contracts for both its
repository and research  services.  The Other  segment's  growth was a result of
funding received from both the NIH and the Consortium for Plasma Science,  which
partially  defrayed the cost of pressure  cycling  technology  development.  The
Clinical Laboratory  Services' revenue declined as a result of a lower volume of
molecular  testing as several customers began performing these tests in-house in
2000.

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

     Overall gross profit  decreased  28.4%, or $825,000,  to $2,080,000 for the
three months ended  September  30, 2000 from  $2,905,000  for the same period in
1999.  Product gross profit decreased  41.6%, or $777,000,  to $1,092,000 in the
three months ended  September  30, 2000 from  $1,869,000  for the same period in
1999 and product gross margin  decreased to 41.3% in third quarter of 2000, from
51.2% in the same period of 1999.  Services  gross profit  decreased  $47,000 to
$988,000 for the three months ended  September 30, 2000 from  $1,035,000 for the
same period in 1999 and service gross margin  declined to 25.6% in third quarter
of 2000, from 27.0% in the same period of 1999.

     Product Gross Margin. The decrease in product gross margin was attributable
to a decrease in the gross margin at the  Company's  Laboratory  Instrumentation
segment. This decrease was caused by a low level of sales activity, resulting in
underutilized  capacity and excess overhead costs. In addition,  the Company has
increased the inventory reserve for this segment by $100,000.

     Service Gross  Margin.  The decrease in service gross margins was primarily
due  to  the  Clinical  Laboratory  Service  segment.  The  Clinical  Laboratory
Services'  segment  realized  service gross margins of 27.6% in third quarter of
2000,  versus  34.0% in the same period of 1999.  This  decrease is due to lower
revenue combined with competitive pricing pressure in the molecular testing. The
Company  anticipates  that service  margins will  continue to feel pressure from
increased  competition in the clinical testing market and is currently reviewing
operations for cost savings opportunities.




                                   Page - 11
<PAGE>
Research and Development
------------------------

     Research and development  expenditures  decreased  19.4%,  or $173,000,  to
$718,000  in the third  quarter of this year as compared to $891,000 in the same
period  last year.  Laboratory  Instrumentation  segment  expenditures  declined
$119,000 as the  PlateMate  program was  discontinued  in September of 1999.  In
addition,  there was a decline in the Other segment R&D expenditures as a result
of lower occupancy  costs for BBI BioSeq from its move from its  pre-acquisition
location  in Woburn,  MA to  Gaithersburg,  MD,  where it shares  space with the
Biotech  segment.  This move has resulted in increased  efficiencies for the PCT
effort,   lower  facility   costs,   and  greater  access  to  both   scientific
professionals and laboratory equipment.

Selling and Marketing
---------------------

     Selling and marketing expenses  decreased by 8.3%, or $85,000,  to $936,000
for the three months ended September 30, 2000 from $1,021,000 in the prior year.
This  decrease  was a result  of a  slight  reduction  in  promotion  costs  and
continued vacancy in several key positions at the Diagnostics segment.

General and Administrative
--------------------------

     General  and  administrative   costs  increased  25.5%,  or  $329,000,   to
$1,621,000 for the three months ended  September 30, 2000 from $1,292,000 in the
prior  year.  This  increase  was as a result  of the  corporate  reorganization
(announced in July 1999) which added several  executive  level  employees to the
general and administrative financial statement line item of the income statement
coupled  with a  significant  increase in  professional  consulting  services in
connection with the Company's various transactions and regulatory filings during
the quarter. Additionally,  $125,000 of the general and administrative personnel
expenses  incurred  during third quarter of 1999 were  capitalized  into the ERP
system implementation in accordance with applicable  accounting  standards.  The
Company  completed  the project in  November  1999;  therefore,  these costs are
expensed as incurred during 2000. Finally, the Company added $60,000 to reserves
for doubtful accounts based on its ongoing review of the financial  condition of
its customers.

Impairment of Intangible Asset
------------------------------

     As part of an ongoing  strategic  review  process,  the Company's  Board of
Directors  met in late  September  to  review  the  progress  of its  Laboratory
Instrumentation  segment,  and  that  segment's  prospects  for  the  future  to
determine if any  impairment  of the segment's  goodwill has occurred.  Based on
information  presented at this meeting and  subsequent  analyses  showing  lower
revenue expectations,  management has approved a cost reduction plan including a
headcount reduction,  salary freeze, and sublease of excess manufacturing space.
Using the lower revenue  projections  associated  with this plan, the Laboratory
Instrumentation segment's undiscounted future cash flows are now projected to be
less than the carrying value of that segment's goodwill.  In accordance with the
provisions of "Statement of Financial  Accounting Standards No. 121 - Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of," this segment's goodwill was written down by approximately  $1,464,000 as of
the end of the third quarter of 2000.

Operating Loss
--------------

     Consolidated  loss from  operations  increased to  $2,660,000  in the third
quarter of 2000  versus a loss of  $300,000  in the third  quarter of 1999.  The
Diagnostics  segment's operating income decreased to $246,000 from $793,000 as a
result of the 18.1% revenue decline.  The Biotech segment's loss for the quarter
ended September 30, 2000 was $151,000, a $41,000 improvement over the prior year
period on the  strength of higher  contract  revenue.  The  Clinical  Laboratory
Services segment had an operating loss of $150,000 for the third quarter of 2000
versus income of $102,000 for the same period last year due to both lower volume
and competitive pricing pressure resulting in lower gross profit and margin. The
Laboratory  Instrumentation  segment had an  operating  loss of $527,000 for the
third quarter of 2000, excluding a partial impairment of the goodwill associated
with its  acquisition,  versus a loss for the same period last year of $420,000,
due to lower volume of contract  manufacturing.  At the end of the third quarter
of  2000,   management   approved  a  cost  reduction  plan  in  the  Laboratory
Instrumentation  segment  including a headcount  reduction,  salary freeze,  and
sublease of excess  manufacturing space. The operating loss of the Other segment
increased to $614,000 from $583,000 in the prior year's period due to higher G&A
expenditures  related to patents  and sale of equity for  Panacos.  The  Company

                                   Page - 12
<PAGE>

continues to invest heavily in the areas of pressure cycling  technology and the
drug  discovery  program,  through  its  subsidiaries  BBI  BioSeq  and  Panacos
Pharmaceuticals,   respectively.  Management  anticipates  a  reduction  of  the
operating  losses of the Other  segment in the area of PCT through  research and
development alliances, which will supplement the expenditures of the Company.

     The Company now expects to relinquish control of Panacos, by the end of the
year, by the sale of more than fifty percent of that  company's  equity to third
party investors.  This will cause a change from consolidation to the cost method
of accounting for Panacos' results.

Interest Expense
----------------

     Net interest  expense  increased from $115,000 in 1999 to $381,000 in 2000.
Throughout the third quarter of 2000, the Company  carried a higher average debt
balance  and  interest  rate  than  in  the  prior  year  period.  In  addition,
amortization  of the  beneficial  conversion  feature,  warrant  costs  and debt
discount  associated  with the  Company's  August 2000 issuance of $3,250,000
3% senior subordinated convertible debentures contributed an additional $153,000
of interest expense.

Income Taxes
------------

     In the third  quarter  of 2000 the  Company  established  a full  valuation
allowance for its deferred tax assets as a result of incurring three consecutive
years of losses.  In the third quarter of 1999 the Company recorded a income tax
benefit at a combined rate of 38%.

Net Loss
--------

     Net loss increased to $4,766,000 in the third quarter 2000 from $257,000 in
the comparable prior year period as a result of the items discussed above.


Nine Months Ended September 30, 2000 and 1999

Revenue
-------

     Total revenue  decreased  1.8%, or $378,000,  to  $21,086,000  for the nine
months ended  September  30, 2000 from  $21,464,000  in the same period of 1999.
This  decrease was the result of a $1,816,000  decrease in product  revenue from
$10,597,000 to $8,781,000,  partially offset by a $1,439,000 increase in service
revenue from $10,866,000 to $12,305,000.

     Product  Revenue.  The  product  revenue  decrease  was  attributable  to a
$1,069,000  decrease in the Diagnostics  segment and a $733,000  decrease in the
Laboratory Instrumentation. The Diagnostics decrease was primarily the result of
a reduced level of sales of its OEM panel products as the  consolidation  within
the in vitro  diagnostic  industry  has  negatively  affected  demand  for these
products coupled with lower than expected sales of Basematrix and Seroconversion
panels.  These  decreases  were  partially  offset by an increase in Accurun and
Characterized Disease State blood product sales. The Laboratory  Instrumentation
segment  decreased  due to a lower  level of contract  manufacturing  due to the
timing of an order  from a large  customer  and  another  customer  experiencing
financial difficulty causing them to place their order on hold.

     Service Revenue. The increase in service revenue was primarily attributable
to increases  of $483,000  from the  Diagnostics  segment,  $1,459,000  from the
Biotech  segment  and  $258,000  in the  Other  segment,  partially  offset by a
$733,000 decrease in revenue from the Clinical Laboratory Services segment.  The
growth  in   Diagnostics   was  related  to  increased   service  work  for  IVD
manufacturers  including plasma  inactivations.  The Biotech segments growth was
due to new government  contracts for both its repository and research  services.
The Other  segment's  growth was a result of funding received from both the
NIH and the Consortium for Plasma Science,  which partially defrayed the cost of
pressure  cycling  technology  development.  The Clinical  Laboratory  Services'
revenue  declined as a result of a lower volume of molecular  testing as several
customers began performing these tests in-house in 2000.

                                   Page - 13
<PAGE>

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

     Overall gross profit decreased  12.5%, or $1,021,000,  to $7,125,000 in the
nine months  ended  September  30, 2000 from  $8,146,000  for the same period in
1999.  Product gross profit decreased  18.8%, or $974,000,  to $4,211,000 in the
nine months ended September 30, 2000 from $5,185,000 for the same period in 1999
and product gross margin  decreased to 48.0% in first nine months of 2000,  from
48.9% in the same period of 1999.  Services  gross profit  decreased  $46,000 to
$2,914,000 in the nine months ended  September 30, 2000 from  $2,960,000 for the
same period in 1999 and  service  gross  margin  declined to 23.7% in first nine
months of 2000, from 27.2% in the same period of 1999.

     Product  Gross  Margin.  The 0.9%  decrease in product gross margin was due
entirely  to  a  17.8%   decrease  in  the  gross   margin  of  the   Laboratory
Instrumentation  operating  segment.  This  decrease was due to a lower level of
sales activity,  resulting in underutilized  capacity and excess overhead costs.
In addition, the Company has increased the inventory reserve for this segment by
$100,000.

     Service Gross Margin. The 3.5% decrease in service gross margins was due to
decreases in the Clinical Laboratory Service segment and in the Biotech segment.
The Clinical  Laboratory  Services'  segment  realized  service gross margins of
27.7% in first nine  months of 2000,  versus  31.1% in the same  period of 1999.
This decrease is due to lower revenue combined with competitive pricing pressure
in molecular  testing.  The Biotech  segment  realized  service gross margins of
15.5% in first nine months of 2000,  versus 23.6% in the same period of 1999 due
to an increase in low margin government contracts.  The Company anticipates that
service margins will continue to feel pressure from increased competition in the
clinical testing market and is currently  reviewing  operations for cost savings
opportunities.

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

     Research and  development  expenditures  decreased  7.2%,  or $171,000,  to
$2,211,000  in the first nine months of this year as compared to  $2,382,000  in
the same period last year. As was the case last quarter,  the Company  continued
to emphasize  development  efforts  within the Other segment which  includes BBI
BioSeq  ("BioSeq") and Panacos  Pharmaceuticals  ("Panacos").  Other segment R&D
expenditures  increased  $142,000 to $1,265,833  for the nine month period ended
September  30,  2000.  This  increase  was more than offset by a decrease at the
Laboratory Instrumentation segment in R&D spending of $308,000, as the PlateMate
program was discontinued in September 1999. Additionally, in September 1999, BBI
BioSeq  was  moved  from  its   pre-acquisition   location  in  Woburn,   MA  to
Gaithersburg,  MD, where it shares space with the Biotech segment. This move has
resulted in increased efficiencies for the PCT effort, lower facility costs, and
greater access to both scientific professionals and laboratory equipment.

Selling and Marketing
---------------------

     Selling  and  marketing  expenses  decreased  by  7.7%,  or  $240,000,   to
$2,889,000 for the nine months ended  September 30, 2000 from  $3,129,000 in the
prior year.  This  decrease was a result of a slight  reduction in promotion and
travel  costs,  and vacancies in several key  positions at the  Diagnostics  and
Laboratory  Instrumentation  segments. Some of these positions were filled early
in the third quarter of 2000.

General and Administrative
--------------------------

     General  and  administrative   costs  increased  24.7%,  or  $866,000,   to
$4,369,000 for the nine months ended  September 30, 2000 from  $3,503,000 in the
prior  year.  This  increase  was as a result  of the  corporate  reorganization
(announced in July 1999) which added several  executive  level  employees to the
general and administrative financial statement line item of the income statement
coupled  with an increase of  professional  consulting  services.  Additionally,
$290,000 of the general and  administrative  personnel  expenses incurred during
first nine months of 1999 were capitalized into the ERP system implementation in
accordance  with  applicable  accounting  standards.  The Company  completed the
project in November 1999; therefore, these costs are expensed as incurred during
2000.  Finally,  the Company  added  $102,000 to reserves for doubtful  accounts
based on its ongoing review of the financial condition of its customers.

                                   Page - 14
<PAGE>
Impairment of Intangible Asset
------------------------------

     As part of an ongoing  strategic  review  process,  the Company's  Board of
Directors  met in late  September  to  review  the  progress  of its  Laboratory
Instrumentation  segment,  and  that  segment's  prospects  for  the  future  to
determine if any  impairment  of the segment's  goodwill has occurred.  Based on
information  presented at this meeting and  subsequent  analyses  showing  lower
revenue expectations,  management has approved a cost reduction plan including a
headcount reduction,  salary freeze, and sublease of excess manufacturing space.
Using the lower revenue  projections  associated  with this plan, the Laboratory
Instrumentation segment's undiscounted future cash flows are now projected to be
less than the carrying value of that segment's goodwill.  In accordance with the
provisions of "Statement of Financial  Accounting Standards No. 121 - Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of," this segment's goodwill was written down by approximately  $1,464,000 as of
the end of the third quarter of 2000.

Operating Loss
--------------

     Consolidated loss from operations increased to $3,808,000 in the first nine
months  of 2000  versus  a  $869,000  loss  in the  same  period  of  1999.  The
Diagnostics  segment's  operating income decreased to $1,079,000 from $1,831,000
as a result of decreased  revenue and the beneficial  effect on 1999's operating
income of capitalized  salaries for the ERP System  implementation.  The Biotech
segment's operating loss decreased to $167,000 from $357,000 for the nine months
ended  September  30, 2000 and 1999,  due to increased  revenue from  government
contracts.  The Clinical  Laboratory  Services  segment had an operating loss of
$344,000  for the first nine  months of 2000 versus  income of $237,000  for the
same period last year due to lower  volume of testing  and  competitive  pricing
pressure resulting in lower gross margin. The Laboratory Instrumentation segment
had an operating  loss of $2,581,000  for the first nine months of 2000 versus a
loss for the same period last year of  $921,000.  The year 2000 loss  includes a
write-down of  approximately  80% of their  goodwill as of the previous  balance
sheet date..  Excluding  this,  the  Laboratory  Instrumentation  segment had an
operating loss of $1,117,000  for the nine months ended  September 30, 2000 as a
result of continued  low levels of revenue.  At the end of the third  quarter of
2000,   management   approved   a  cost   reduction   plan  in  the   Laboratory
Instrumentation  segment  including a headcount  reduction,  salary freeze,  and
sublease of excess  manufacturing space. The operating loss of the Other segment
increased  to  $1,795,000  from  $1,659,000  in the prior  year's  period due to
planned, higher R&D expenditures and patent related costs. The Company continues
to invest  heavily  in the areas of  pressure  cycling  technology  and the drug
discovery   program,   through   its   subsidiaries   BBI  BioSeq  and   Panacos
Pharmaceuticals,   respectively.  Management  anticipates  a  reduction  of  the
operating  losses of the Other  segment in the area of PCT through  research and
development alliances, which will supplement the expenditures of the Company.

     The Company now expects to relinquish control of Panacos, by the end of the
year, by the sale of more than fifty percent of that  company's  equity to third
party  investors.  This  should  result in a change from  consolidation  to cost
accounting for the Panacos results.

Interest Expense
----------------

     Net interest expense increased from $291,000 in the first three quarters of
1999 to  $785,000 in 2000.  Throughout  the first  three  quarters of 2000,  the
Company  carried a higher  average debt  balance and  interest  rate than in the
prior year  period.  In  addition,  amortization  of the  beneficial  conversion
feature,  warrant costs and debt discount  associated with the Company's  August
2000  issuance  of  $3,250,000  3% senior  subordinated  convertible  debentures
contributed an additional $153,000 of interest expense.

Income Taxes
------------

     In the third  quarter  of 2000 the  Company  established  a full  valuation
allowance  for its  deferred  tax  assets on the basis of the three  consecutive
years of losses.  In first nine months of 1999 the Company recorded a income tax
benefit at a combined rate of 38%.

Net Loss
--------

     Net loss  increased to $5,729,000  for the nine months ended  September 30,
2000 from $719,000 in the comparable  prior year period as a result of the items
discussed above.
                                   Page - 15
<PAGE>

LIQUIDITY AND FINANCIAL CONDITION

     At  September  30,  2000,  the  Company  had cash and cash  equivalents  of
approximately $2,525,000,  and total working capital of $5,161,000.  Gross trade
accounts receivable  decreased $967,000 from year end 1999 as cash receipts have
outpaced  new  sales.  Inventory  increased  $356,000  or 5.1% due to  increased
purchases of critical raw materials,  and production of HIV subtype viral stocks
under a Material Transfer  Agreement signed with the NIH.  Management intends to
continue to focus its efforts on utilizing  existing  inventory  where possible,
while continuing to purchase those critical, hard to find raw materials in short
supply.

     The  Company's  working  capital  position  as of  September  30,  2000 was
adversely  affected  by  the  classification  of its  $5,763,000  line-of-credit
balance as short-term  debt.  The Company  reclassified  the debt because in the
first three  quarters of 2000,  it violated a financial  covenant  limiting  the
amount of allowable  losses.  There have been no payment  defaults.  The Company
expects to finalize  negotiations  and close on a new facility by the end of the
year.  In the  meantime,  there have been no changes in the  financial  terms or
availability formula under the existing line-of-credit agreement.

     In August 2000,  the Company  issued  $3,250,000 of 3% Senior  Subordinated
Convertible Debentures due August 25, 2003; net proceeds to the Company amounted
to  approximately  $2,871,000  after  deduction  of original  issue  discount of
$162,500 and  associated  closing  costs of  $216,500.  The Company will use the
proceeds for completion of its West Bridgewater,  MA manufacturing  facility and
for general corporate and working capital purposes.  For accounting  purposes, a
portion of the cash proceeds,  amounting to $327,000,  has been allocated to the
relative fair value of warrants issued in conjunction with these debentures. See
Note 8  entitled  "Debt"  to  these  this  Form  10Q for  additional  accounting
disclosures.

     Any  conversion of these  outstanding  3% senior  subordinated  convertible
debentures and/or the exercise of outstanding warrants to purchase the Company's
common stock will have a dilutive impact on our security holders.  The number of
shares of common  stock that may  ultimately  be issued upon  conversion  of the
outstanding debentures is presently  undeterminable because the conversion price
of the  debentures is the lower of: (i) $3.36 a share or (ii) 90% of the average
of the five (5) lowest volume  weighted  average sales prices of common stock as
reported by Bloomberg,  L.P. during the 25 business days  immediately  preceding
the date on which any debenture holder notifies us that it will convert all or a
part of their  debenture into common stock.  The terms of the debenture  entitle
the Company to redeem any of the outstanding  debenture(s) at a redemption price
equal to the number of shares of common  stock into which said  debenture(s)  is
then  convertible  times the average  closing bid price as reported by Bloomberg
L.P.  for the five  (5)  trading  days  immediately  prior to the date  that the
debenture(s) is called for  redemption,  plus accrued and unpaid  interest.  The
Company may not have  sufficient  funds to redeem the debentures at such time if
determined to be appropriate to redeem the debenture(s).

     In April  2000,  the  Company  borrowed  $2,447,000  (net) under a mortgage
agreement on its West Bridgewater,  MA facility. The Company used these funds to
reduce the  outstanding  balance on its  line-of-credit.  The mortgage is due on
March 31, 2010. During the first five years the note carries an interest rate of
9.75%;  after five years the rate  charged  will be 0.75%  greater than the bank
base rate then in effect.  Under this mortgage  agreement the Company is subject
to  certain  financial  covenants  by  which  a  default  in its  line-of-credit
covenants  will cause a default on this note.  The Company has received a waiver
from this lending institution regarding the covenant violation.  Payments due on
this mortgage are based on a 20 year amortization schedule.

     In February  2000, the Company  received  notice that Paradigm  Group,  LLC
exercised  warrants to purchase  500,000  shares of the Company's  common stock.
This  exercise  will  result  in  proceeds  to  the  Company  of   approximately
$2,100,000.  The holders of the warrants are required to pay the exercise  price
when the  registration  of the  underlying  shares  is  effective.  The  Company
currently  expects  the  registration  of the  underlying  shares to be declared
effective by the Securities and Exchange  Commission in the next few months.  On
August 18, 2000,  the Company  received a summons and  complaint  from  Paradigm
Group,  LLC naming the Company as a defendant.  Paradigm Group, LLC is a selling
shareholder in an open, pending S-3 registration  statement of the Company.  The
suit,  filed in the Circuit Court of Cook County,  Illinois,  alleges  breach of
contract claims and fraud against the Company in connection with the sale by the
Company to the Paradigm Group,  LLC of warrants to purchase up to 500,000 shares
of the Company's common stock, the exercise of those warrants by Paradigm Group,
LLC and a delay in the  registration  of those shares with the U. S.  Securities


                                   Page - 16
<PAGE>

and Exchange Commission.  Paradigm Group, LLC seeks several remedies,  including
$3,000,000 in damages or  unspecified  monetary  damages,  return of the $42,500
purchase  price for the warrants and rescission of its exercise of the warrants,
and  unspecified  punitive  damages.  The Company  believes this complaint to be
without  merit and  intends to  vigorously  defend  this  matter and collect the
proceeds due to the Company.

     The Company has outstanding warrants, with various strike prices, which are
exercisable  for a total of  494,744  shares of common  stock.  This  represents
approximately 8.8% of the Company"s issued and outstanding common stock based on
the number of shares issued and outstanding as of September 30, 2000.

     Net cash used in  operations  for the nine months ended  September 30, 2000
was $1,196,000 as compared to cash use of $685,000 in the comparable period last
year.  This  increase in  operational  use of cash was  primarily  the result of
higher operating losses.

     Cash used in investing  activities  was $1,166,000 in the first nine months
of 2000 versus $1,632,000 for the comparable prior year period.  During the nine
months ended September 30, 2000, the Company's Biotech segment invested $580,000
to build-out its new repository  facility in Frederick,  Maryland.  In addition,
significant  investments were made for laboratory and  manufacturing  equipment.
The Company  capitalized  approximately  $290,000 of general and  administrative
costs relative to the  implementation of its ERP system in the first nine months
of 1999.

     Cash  provided by financing  activities  was  $4,573,000  in the first nine
months of 2000 versus  $2,405,000 for the comparable  prior year period.  During
the  nine  months  ended  September  30,  2000,  the net cash  provided  by debt
consisted  of the  mortgage  loan  of  approximately  $2,447,000  (net)  and the
subordinated convertible debentures of approximately $2,871,000 (net), discussed
above,  less net repayments on the  line-of-credit  of $1,383,000.  In addition,
cash of  approximately  $675,000 was received from the exercise of stock options
and warrants,  exclusive of the 500,000 warrants awaiting registration discussed
above.

     The Company believes that existing cash balances and the borrowing capacity
available under the existing line of credit (or its replacement), are sufficient
to fund operations and anticipated  capital  expenditures for the next year. The
Company  continually  evaluates  financing  options,  as well as other strategic
alternatives in order to maximize shareholder value.



                                   Page - 17
<PAGE>

BOSTON BIOMEDICA, INC.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

     On August 18,  2000,  the  Company  received a summons and  complaint  from
Paradigm Group, LLC naming the Company as a defendant.  Paradigm Group, LLC is a
selling shareholder in the Company's  registration  statement of the on Form S-3
which has been filed with the Securities  and Exchange  Commission but which has
not yet been declaired  effective.  The suit, filed in the Circuit Court of Cook
County,  Illinois,  alleges  breach of  contract  claims and fraud  against  the
Company in connection with the sale by the Company to the Paradigm Group, LLC of
warrants to purchase up to 500,000  shares of the Company's  common  stock,  the
exercise  of  those  warrants  by  Paradigm  Group,  LLC  and  a  delay  in  the
registration of those shares with the U. S. Securities and Exchange  Commission.
Paradigm Group, LLC seeks several remedies,  including  $3,000,000 in damages or
unspecified  monetary  damages,  return of the  $42,500  purchase  price for the
warrants  and  rescission  of its  exercise  of the  warrants,  and  unspecified
punitive  damages.  The Company  believes this complaint to be without merit and
intends to  vigorously  defend this matter and collect the  proceeds  due to the
Company.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

     On August 25, 2000, the Company entered into Securities Purchase Agreements
providing  for the issuance of  $3,250,000  (face value) 3% Senior  Subordinated
Convertible Debentures due August 25, 2003, (the "Debentures").  Proceeds to the
Company,  net of a 5% original issue discount and debt issuance costs,  amounted
to  $2,870,993,  of which $327,000 has been allocated to the relative fair value
of the associated common stock purchase warrants. The Debentures are convertible
into the Company's  common stock  commencing  November 24, 2000, at a conversion
price  equal to the lesser of (i) $3.36 per share or (ii) 90% of the  average of
the five lowest volume weighted average sales prices of Common Stock as reported
by Bloomberg L.P. during the twenty-five business days immediately preceding the
date on which the  Debenture  holders  notify the Company of their  intention to
convert all or part of the Debenture into Common Stock.  In connection with this
transaction,  the Company also issued  warrants to purchase up to 135,556 shares
of the Company's common stock at an exercise price of $3.60 per share.

     The  aforementioned  securities  were  sold in a  transaction  exempt  from
registration pursuant to Section 4(2) of the Securities Act of 1933, as amended,
and the  Rules  promulgated  thereunder.  The  Company's  Common  Stock  and the
underlying Debentures and Warrants are entitled to certain registration rights.>

     Interest  on the  Debentures  is payable  quarterly  in arrears  commencing
September 30, 2000. The Company has elected to make interest payments in cash as
opposed to paying  interest in shares of its common stock.  The  Debentures  are
subordinate  to both the  Company's  line of  credit  and  mortgage  on its West
Bridgewater,   MA  facility.   The  Company  will  use  the  proceeds  from  the
aforementioned   transactions  for  completion  of  its  West  Bridgewater,   MA
manufacturing facility and for general corporate and working capital purposes.

     The  Company  may elect at any time to  redeem  all or any  portion  of the
remaining unpaid principal amount of the Debentures for cash. In addition,  upon
receipt of a notice of conversion  from a holder of the  Debentures  the Company
may elect to redeem  that  portion  being  converted  for cash in lieu of common
stock of the Company.  In both cases,  the redemption price equals the number of
shares of common stock into which the Debenture  being redeemed is  convertible,
times the average  closing bid price of the Company's  common stock for the five
preceding trading days. An election by the Company to redeem rather than convert
any amount of the  Debentures  shall be applicable to any  subsequent  notice of
conversion  received  by the  Company  for a twenty  day  period  following  the
election.

     The  Securities  Purchase  Agreements and related  documents  place certain
restrictions on the Company's ability to incur additional indebtedness,  to make
certain  payments,  investments,  loans,  guarantees  and/or  transactions  with
affiliates,  to sell or otherwise  dispose of a  substantial  portion of assets,
and/or to merge or consolidate with an unaffiliated entity.



                                   Page - 18
<PAGE>

     The Company also filed a  registration  statement in September 2000 seeking
to register 2,070,080 of its Common Shares. This registration  statement has not
yet been  declared  effective by the  Securities  and Exchange  Commission.  The
amount being  registered  includes (i) 135,556  shares of common stock  issuable
upon exercise of  outstanding  warrants and (ii) an estimated  967,262 shares of
common stock  issuable upon  conversion of  outstanding  3% Senior  Subordinated
Convertible Debentures.  The number of shares issuable upon conversion of the 3%
Senior  Subordinated  Convertible  Debentures is estimated based upon an assumed
conversion price of $3.36 per share.  Additional  shares of the Company's common
stock are being registered so that a sufficient  number of shares are registered
in the event that the conversion price of the 3% Senior Subordinated Convertible
Debentures is lower than expected.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

     The  September 30, 2000 balance sheet  reflects the  classification  of the
Company's outstanding  line-of-credit balance, in the amount of $5,762,636 as of
September  30, 2000,  as  short-term  debt.  The Company  reclassified  the debt
because in the first, second and third quarters of 2000, it violated a financial
covenant  limiting  the amount of allowable  losses.  There have been no payment
defaults.  The  Company  expects  to  finalize  negotiations  and close on a new
facility by the end of the year. In the meantime,  there have been no changes in
the financial  terms or availability  formula under the existing  line-of-credit
agreement.

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

     The  Company  held  its  Special  Meeting  in Lieu  of  Annual  Meeting  of
Stockholders on July 20, 2000 (the "Meeting").  A total of 4,274,914  shares, or
84%, of the Common  Stock  issued,  outstanding  and  entitled to vote as of the
record  date,  were  represented  at the  meeting in person or by proxy.  At the
meeting, one proposal was acted upon. The result of the election was as follows:

     1. Francis E.  Capitanio and Calvin A. Saravis,  Ph. D were elected Class I
Directors of the Company, to serve as such until the Year 2003 Annual Meeting of
Stockholders  and until their  successors  have been duly elected and qualified,
with 3,952,679 shares voting in favor, 322,235 votes withheld.

     The terms of office of Directors  Richard T. Schumacher,  Kevin W. Quinlan,
and William R. Prather, M.D., continued after the Meeting.

ITEM 5. OTHER INFORMATION.

    None




                                   Page - 19
<PAGE>


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

    (a) Exhibits

Exhibit No.

     3.1   Amended and Restated Articles of Organization of the Company*

     3.2   Amended and Restated Bylaws of the Company*

     4.1   Specimen Certificate for Shares of the Company's Common Stock*

     4.2   Description  of Capital  Stock  (contained in the Amended and
           Restated Articles of Organization of the Company filed as
           Exhibit 3.1)*

     4.3   3% Senior  Subordinated  Convertible  Debenture issued to
           GCA Strategic Investment Fund Limited **

     4.4   Warrant issued to GCA Strategic Investment Fund Limited **

     4.5   Warrant issued to Wharton Capital Partners, Ltd. **

     4.6   Warrant issued to DP Securities, Inc. **

     4.7   Registration  Rights  Agreement,  dated as of August 25, 2000,  by
           and among Boston Biomedica,  Inc.,  Wharton Capital  Partners, Ltd.,
           DP Securities, Inc. and GCA Strategic Investment Fund Limited **

     4.8   3% Senior  Subordinated  Convertible  Debenture  issued to
           Richard P. Kiphart **

     4.9   3%  Senior  Subordinated  Convertible  Debenture  issued  to
           Shoreline Micro-Cap Fund, L.P. **

     4.10  Warrant issued to Richard P. Kiphart **

     4.11  Warrant issued to Shoreline Micro-Cap Fund, L.P. **

     4.12  Registration Rights Agreement dated as of August 25, 2000, by and
           among Boston Biomedica, Inc., Richard P. Kiphart and Shoreline
           Micro-Cap Fund, L.P. **

     10.1  Securities  Purchase  Agreement  dated as of August 25, 2000,  by and
           among Boston Biomedica, Inc., and GCA Strategic Investment Fund
           Limited **

     10.2  Securities  Purchase  Agreement  dated as of August 25, 2000,  by and
           among Boston Biomedica,  Inc., Richard P. Kiphart and Shoreline
           Micro-Cap Fund, L.P. **

     10.22 Mortgage and Security Agreement dated March 31, 2000 ***

     27    Financial Data Schedule (Filed herewith)

     99.1  Press Release dated September 5, 2000 **
______
     * In accordance with Rule 12b-32 under the Securities Exchange Act of 1934,
as  amended,  reference  is made to the  documents  previously  filed  with  the
Securities and Exchange  Commission,  as exhibits to the Company's  Registration
Statement on Form S-1 (Registration No.  333-10759),  which documents are hereby
incorporated  by  reference.  The number  set forth  herein is the number of the
Exhibit in said registration statement.

     ** Incorporated by reference to the  registrant's  Report on Form 8-K dated
August 25, 2000.

     *** Incorporated by reference to the registrant's  Quarterly Report on Form
10-Q for the fiscal quarter ended June 30, 2000.

(b) Reports on Form 8-K

     The  Company  filed a Form 8-K,  dated  August 25,  2000,  relative  to the
Company's issuance of $3,250,000 3% Senior Subordinated  Convertible Debentures,
due August 25, 2003.
                                   Page - 20
<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.



                                                      BOSTON BIOMEDICA, INC.



Date:  December 7, 2000          By: /s/ Kevin W. Quinlan
     -----------------------        ---------------------------------------
                                      Kevin W. Quinlan,
                                      President, Chief Operating Officer &
                                      Principal Accounting and Financial Officer







                                   Page - 21
<PAGE>

                             BOSTON BIOMEDICA, INC.

                                  EXHIBIT INDEX


Exhibit No.

    3.1   Amended and Restated Articles of Organization of the Company*

     3.2   Amended and Restated Bylaws of the Company*

     4.1   Specimen Certificate for Shares of the Company's Common Stock*

     4.2   Description  of Capital  Stock  (contained in the Amended and
           Restated Articles of Organization of the Company filed as
           Exhibit 3.1)*

     4.3   3% Senior  Subordinated  Convertible  Debenture issued to
           GCA Strategic Investment Fund Limited **

     4.4   Warrant issued to GCA Strategic Investment Fund Limited **

     4.5   Warrant issued to Wharton Capital Partners, Ltd. **

     4.6   Warrant issued to DP Securities, Inc. **

     4.7   Registration  Rights  Agreement,  dated as of August 25, 2000,  by
           and among Boston Biomedica,  Inc.,  Wharton Capital  Partners, Ltd.,
           DP Securities, Inc. and GCA Strategic Investment Fund Limited **

     4.8   3% Senior  Subordinated  Convertible  Debenture  issued to
           Richard P. Kiphart **

     4.9   3%  Senior  Subordinated  Convertible  Debenture  issued  to
           Shoreline Micro-Cap Fund, L.P. **

     4.10  Warrant issued to Richard P. Kiphart **

     4.11  Warrant issued to Shoreline Micro-Cap Fund, L.P. **

     4.12  Registration Rights Agreement dated as of August 25, 2000, by and
           among Boston Biomedica, Inc., Richard P. Kiphart and Shoreline
           Micro-Cap Fund, L.P. **

     10.1  Securities  Purchase  Agreement  dated as of August 25, 2000,  by and
           among Boston Biomedica, Inc., and GCA Strategic Investment Fund
           Limited **

     10.2  Securities  Purchase  Agreement  dated as of August 25, 2000,  by and
           among Boston Biomedica,  Inc., Richard P. Kiphart and Shoreline
           Micro-Cap Fund, L.P. **

     10.22 Mortgage and Security Agreement dated March 31, 2000 ***

     27    Financial Data Schedule (Filed herewith)

     99.1  Press Release dated September 5, 2000 **

_______

     * In accordance with Rule 12b-32 under the Securities Exchange Act of 1934,
as  amended,  reference  is made to the  documents  previously  filed  with  the
Securities and Exchange  Commission,  as exhibits to the Company's  Registration
Statement on Form S-1 (Registration No.  333-10759),  which documents are hereby
incorporated  by  reference.  The number  set forth  herein is the number of the
Exhibit in said registration statement.

     ** Incorporated by reference to the  registrant's  Report on Form 8-K dated
August 25, 2000.

     *** Incorporated by reference to the registrant's  Quarterly Report on Form
10-Q for the fiscal quarter ended June 30, 2000.

                                   Page - 22
<PAGE>