UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended Commission File No. December 31, 1996 0-15443 THERAGENICS CORPORATION (Exact name of registrant as specified in its charter) Delaware 58-1528626 (State of incorporation) (I.R.S. Employer Identification Number) 5325 Oakbrook Parkway Norcross, Georgia 30093 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(770) 381-8338 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which registerer None None Securities registered pursuant to Section 12(g) of the Act: Title of Class Common Stock, par value $.01 per share, together with the associated Common Stock Purchase Rights Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K _____. As of March 18, 1997 the aggregate market value of the common stock of the registrant held by non-affiliates of the registrant, as determined by reference to the closing price of the Common Stock as reported on the Nasdaq National Market system, was $244,272,249. As of March 18, 1997 the number of shares of common stock, $.01 par value, outstanding was 11,843,503. Documents incorporated by Reference: Proxy Statement for the registrant's 1997 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission not later than 120 days after December 31, 1996, is incorporated by reference in Part III herein. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. THERAGENICS CORPORATION (Registrant) By:/s/ M. Christine Jacobs M. Christine Jacobs Chief Executive Officer Dated: March 24, 1997 Norcross, Georgia Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Name Title Date /s/ M. Christine Jacobs Chief Executive Officer 3/24/97 M. Christine Jacobs (Principal Executive Officer); Director /s/ Bruce W. Smith Chief Financial Officer, 3/24/97 Bruce W. Smith Treasurer (Principal Financial Officer) and Secretary /s/ Charles Klimkowski Director, Chairman 3/24/97 Charles Klimkowski /s/ John V. Herndon Director 3/24/97 John V. Herndon /s/ Orwin L. Carter Director 3/24/97 Orwin L. Carter /s/ Peter A.A. Saunders Director 3/24/97 Peter A.A. Saunders /s/ Otis W. Brawley Director 3/24/97 Otis W. Brawley THERAGENICS CORPORATION INDEX TO EXHIBITS Page No. 10.17 Employment Agreement of M. Christine 53 Jacobs dated as of August 1, 1996 24.1 Consent of Independent Public Accountants 73 for Incorporation by Regerence of Audit Statement into Registration Statement (CORRECTED CONSENT DATE)