<DOCUMENT>
<TYPE>10-Q/A
<SEQUENCE>1
<FILENAME>d10qa.txt
<DESCRIPTION>GTS DURATEK
<TEXT>

<PAGE>

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

                                  FORM 10-Q/A

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

     For the Quarter 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 0-14292

                               GTS DURATEK, INC.
            (Exact name of Registrant as specified in its charter)

Delaware                                                             22-2476180
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

10100 Old Columbia Road, Columbia, Maryland                               21046
(Address of principal executive offices)                              (Zip Code)

      Registrant's telephone number, including area code: (410) 312-5100



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  _________
                                         ---------


Number of shares outstanding of each of the issuer's classes of common stock as
of November 7, 2000:

Class of stock                                                  Number of shares
--------------------------------------------------------------------------------
Common Stock, par value $0.01 per share                            13,425,369
<PAGE>

                      GTS DURATEK, INC. AND SUBSIDIARIES

                               TABLE OF CONTENTS
                               -----------------

<TABLE>
<CAPTION>
                                                                                        PAGE
                                                                                        ----
<S>                                                                                     <C>
Part I    Financial Information

Item 1.   Financial Statements

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

          Condensed Consolidated Statements of Operations for the Three and
               Nine Months Ended September 30, 2000 and 1999..........................     3

          Condensed Consolidated Statement of Changes in Stockholders'
               Equity for the Nine Months Ended September 30, 2000....................     4

          Condensed Consolidated Statements of Cash Flows for the
               Nine Months Ended September 30, 2000 and 1999..........................     5

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

Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations..............................................    12

Item 3.   Quantitative and Qualitative Information About Market Risk..................    14

Part II   Other Information
------

Item 1.   Legal Proceedings...........................................................    15

Item 4.   Submission of Matters to a Vote of Securities Holders.......................    15

Item 5.   Other Information...........................................................    15

Item 6.   Exhibits and Reports on Form 8-K............................................    16

          Signatures..................................................................    17
</TABLE>

The results of operations for the three and nine months ended September 30, 2000
and September 30, 1999 have been restated. See Note 7 to the Notes to Condensed
Consolidated Financial Statements.

                                       1
<PAGE>

Part I   Financial Information
------
Item 1.  Financial Statements


                      GTS DURATEK, INC. AND SUBSIDIARIES

                     CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                   September 30,            December 31,
                                                                                      2000                      1999
                                                                             -----------------------    --------------------
                    ASSETS                                                        (unaudited and                 *
                                                                                     restated)
<S>                                                                            <C>                      <C>
Current assets:
 Cash and cash equivalents.....................................................         $    454,790            $     59,525
 Receivables, net..............................................................           52,715,797              33,309,141
 Other accounts receivable.....................................................            8,440,140               6,292,606
 Costs and estimated earnings in excess of billings on uncompleted contracts...           31,271,058              15,924,413
 Prepaid expenses and other current assets.....................................           11,013,553               3,160,064
 Net assets held for sale......................................................                    -               6,618,836
                                                                                     ---------------         ---------------
  Total current assets.........................................................          103,895,338              65,364,585

Property, plant and equipment, net.............................................           83,298,090              63,417,307
Investments in and advances to joint ventures, net.............................              742,402               4,183,773
Goodwill and other intangible assets, net......................................           74,097,883              23,122,192
Other assets...................................................................           21,522,612               1,231,506
                                                                                     ---------------         ---------------
                                                                                        $283,556,325            $157,319,363
                                                                                     ===============         ===============

                 LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Short-term borrowings.........................................................         $ 26,000,000            $  9,000,000
 Current portion of long-term debt.............................................           10,400,000               4,000,000
 Accounts payable..............................................................           15,315,853              15,529,048
 Accrued expenses and other current liabilities................................           28,043,289               4,878,875
 Unearned revenues.............................................................            9,533,873               7,460,699
 Waste processing and disposal liabilities.....................................              660,000               3,910,155
                                                                                     ---------------         ---------------
  Total current liabilities....................................................           89,953,015              44,778,777

Long-term debt.................................................................           74,400,000              13,200,000
Convertible debenture..........................................................           12,889,810              12,334,813
Facility and equipment decontamination and decommissioning liabilities.........           25,298,942               8,507,641
Other noncurrent liabilities...................................................            1,905,023               2,259,984
                                                                                     ---------------         ---------------
 Total liabilities.............................................................          204,446,790              81,081,215

Redeemable preferred stock
  (Liquidation value $16,320,000)..............................................           15,436,839              15,509,438

Stockholders' equity:
 Common stock..................................................................              149,133                 148,238
 Capital in excess of par value................................................           77,105,318              75,207,177
 Accumulated deficit...........................................................           (3,165,922)             (5,438,979)
 Treasury stock, at cost.......................................................           (9,187,726)             (9,187,726)
 Deferred stock compensation...................................................           (1,228,107)                      -
                                                                                     ---------------         ---------------
  Total stockholders' equity...................................................           63,672,696              60,728,710
                                                                                     ---------------         ---------------
                                                                                        $283,556,325            $157,319,363
                                                                                     ===============         ===============
</TABLE>

*  The Consolidated Condensed Balance Sheet as of December 31, 1999 has been
derived from the Company's audited restated Consolidated Balance Sheet reported
in the Company's Annual Report on Form 10-K for the year ended December 31,
2000. See notes to condensed consolidated financial statements.

                                       2
<PAGE>

                      GTS DURATEK, INC. AND SUBSIDIARIES

                CONDENSED CONSOLIDATED STATEMENTS OF PERATIONS

                           (Unaudited and restated)

<TABLE>
<CAPTION>
                                                       Three months                     Nine months
                                                   ended September 30,              ended September 30,
                                               ---------------------------   -------------------------------
                                                   2000            1999           2000             1999
                                               -----------   -------------   --------------  ---------------
                                                       (restated)                       (restated)
<S>                                            <C>           <C>             <C>             <C>
Revenues...................................    $71,007,773     $44,703,734     $162,930,117     $124,943,405
Cost of revenues...........................     53,632,677      31,840,713      124,521,768       90,986,457
                                               -----------   -------------   --------------  ---------------

Gross profit...............................     17,375,096      12,863,021       38,408,349       33,956,948

Selling, general and
  administrative expenses..................     11,595,591       7,097,540       26,934,490       20,475,110
                                               -----------   -------------   --------------  ---------------

Income from operations.....................      5,779,505       5,765,481       11,473,859       13,481,838

Other income (expense).....................     (1,456,000)              -         (290,000)               -
Interest expense, net......................     (3,234,924)       (948,674)      (5,374,957)      (1,532,286)
                                               -----------   -------------   --------------  ---------------

Income before income taxes and
 proportionate share of loss of joint
 venture...................................      1,088,581       4,816,807        5,808,902       11,949,552


Income taxes...............................        435,432       1,930,323        2,289,934        4,749,005
                                               -----------   -------------   --------------  ---------------

Income before proportionate share of loss
 of joint venture..........................
                                                   653,149       2,886,484        3,518,968        7,200,547

Proportionate share of loss of joint
 venture...................................        (62,500)        (50,000)        (112,500)        (150,000)
                                               -----------   -------------   --------------  ---------------

Net income.................................        590,649       2,836,484        3,406,468        7,050,547

Preferred stock dividends and
 charges for accretion.....................        378,834         377,651        1,133,411        1,132,306
                                               -----------   -------------   --------------  ---------------

Net income attributable to
 common shareholders.......................    $   211,815     $ 2,458,833     $  2,273,057     $  5,918,241
                                               ===========   =============   ==============  ===============

Basic net income per share.................    $      0.02     $      0.19     $       0.17     $       0.44
                                               ===========   =============   ==============  ===============

Diluted net income per share...............    $      0.02     $      0.15     $       0.17     $       0.36
                                               ===========   =============   ==============  ===============

Basic weighted average common stock
 outstanding...............................     13,434,241      13,183,653       13,430,210       13,449,605
                                               ===========   =============   ==============  ===============

Diluted weighted average common stock and
 dilutive securities outstanding...........     13,592,302      20,208,566       13,567,240       20,493,780
                                               ===========   =============   ==============  ===============
</TABLE>



See notes to condensed consolidated financial statements.

                                       3
<PAGE>

                      GTS DURATEK, INC. AND SUBSIDIARIES

      CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

                     Nine Months Ended September 30, 2000

                           (Unaudited and restated)


<TABLE>
<CAPTION>
                                  Common Stock          Capital                                     Deferred           Total
                            ----------------------   in Excess of     Accumulated     Treasury        Stock         Stockholders'
                                Shares     Amount      Par Value        deficit        Stock       Compensation       Equity
                            ----------------------------------------------------------------------------------------------------
<S>                         <C>           <C>         <C>            <C>           <C>             <C>             <C>
Balance, December 31, 1999   14,823,850    $148,238    $75,207,177    $(5,438,979)  $(9,187,726)    $         -     $60,728,710

Net loss                              -           -              -      3,406,468             -               -       3,406,468

Deferred stock compensation           -           -      1,591,989              -             -      (1,591,989)              -

Restricted stock
   amortization                       -           -              -              -             -         363,882         363,882

Conversion of preferred
   stock                         82,500         825        246,675              -             -               -         247,500

Other issuances of common
   stock                          6,986          70         59,477              -             -               -          59,547

Preferred dividends                   -           -              -       (960,000)            -               -        (960,000)

Accretion of redeemable
   preferred stock                    -           -              -       (173,411)            -               -        (173,411)
                            ---------------------------------------------------------------------------------------------------
Balance, September 30, 2000  14,913,336    $149,133    $77,105,318    $(3,165,922)  $(9,187,726)    $(1,228,107)    $63,672,696
                            ===================================================================================================
</TABLE>



See notes to condensed consolidated financial statements.

                                       4
<PAGE>

                      GTS DURATEK, INC. AND SUBSIDIARIES


                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                           (Unaudited and restated)

<TABLE>
<CAPTION>
                                                                                                              Nine months
                                                                                                          ended September 30,
                                                                                                     -----------------------------
                                                                                                         2000             1999
                                                                                                     ------------     ------------
<S>                                                                                                 <C>              <C>
Cash flows from operating activities:
 Net income..................................................................................        $  3,406,468     $  7,050,547
 Adjustments to reconcile net income to net cash provided by (used in) operating activities:
    Depreciation and amortization............................................................           6,318,560        4,094,681
    Charge for asset impairment..............................................................           1,456,000                -
    Stock compensation expense...............................................................             363,882                -
    Accrued interest on convertible debenture................................................             554,997          439,754
    Proportionate share of loss of joint venture.............................................             112,500          150,000
    Gain on sale of DuraTherm, Inc...........................................................          (1,166,000)               -
    Changes in operating assets and liabilities, net of effects from businesses
      acquired and disposed of 2000:
        Receivables, net.....................................................................          (4,776,555)      (1,547,574)
        Cost in excess of billings...........................................................          (6,901,636)      (4,875,841)
        Prepaid expenses and other current assets............................................          (5,792,104)      (2,142,355)
        Net assets held for sale.............................................................             161,172                -
        Accounts payables, accrued expenses and other current liabilities....................           1,559,126        2,726,926
        Unearned revenues....................................................................             326,156       (1,457,362)
        Waste processing and disposal liabilities............................................          (3,250,155)      (2,315,659)
        Facility and equipment decontamination and decommissioning liabilities................          1,029,009          665,426
                                                                                                     ------------     ------------
  Net cash provided by (used in) operations..................................................          (6,598,580)       2,788,543
                                                                                                     ------------     ------------
Cash flows from investing activities:
 Additions to property, plant and equipment, net.............................................         (10,616,311)      (5,033,207)
 Proceeds from sale of DuraTherm, Inc., net of transaction costs.............................           7,623,664                -
 Acquisition of Waste Management Nuclear Services, net of cash acquired......................         (66,988,658)               -
 Acquisition of Frank W. Hake Associates, LLC................................................                   -      (13,156,698)
 Advances to joint ventures..................................................................                   -          (39,998)
 Other.......................................................................................          (3,016,231)          (7,607)
                                                                                                     ------------     ------------
   Net cash used in investing activities.....................................................         (72,997,536)     (18,237,510)
                                                                                                     ------------     ------------
Cash flows from financing activities:
  Short-term borrowings, net.................................................................          17,000,000       (1,747,148)
  Proceeds from borrowings under long-term debt..............................................          90,000,000       20,000,000
  Repayments of long-term debt...............................................................         (22,400,000)      (1,060,280)
  Preferred stock dividends..................................................................            (960,000)        (960,000)
  Deferred financing costs...................................................................          (3,165,419)      (1,062,630)
  Repayments of capital lease obligations....................................................            (483,200)               -
  Repurchase of treasury shares..............................................................                   -       (4,140,773)
  Proceeds from issuance of common stock.....................................................                   -          330,400
                                                                                                     ------------     ------------
    Net cash provided by financing activities................................................          79,991,381       11,359,569
                                                                                                     ------------     ------------

Net change in cash and cash equivalents......................................................             395,265       (4,089,398)
Cash and cash equivalents at beginning of period.............................................              59,525        5,944,274
                                                                                                     ------------     ------------
Cash and cash equivalents at end of period...................................................        $    454,790     $  1,854,876
                                                                                                     ============     ============
</TABLE>


See notes to condensed consolidated financial statements.

                                       5
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements


1.   Principles of consolidation and basis of presentation

     The accompanying unaudited condensed consolidated financial statements of
GTS Duratek, Inc. and its wholly-owned subsidiaries (the "Company") have been
prepared in accordance with generally accepted accounting principles for interim
financial information. All significant intercompany balances and transactions
have been eliminated in consolidation. Investments in subsidiaries and joint
ventures in which the Company does not have control or majority ownership are
accounted for under the equity method.

     All adjustments (consisting of normal recurring accruals) that, in the
opinion of management, are necessary for the fair presentation of this interim
financial information have been included. Results of interim periods are not
necessarily indicative of results to be expected for the year as a whole. The
effect of seasonal business fluctuations and the occurrence of many costs and
expenses in annual cycles require certain estimations in the determination of
interim results. The information contained in the interim financial statements
should be read in conjunction with the Company's latest Annual Report on Form
10-K filed with the Securities and Exchange Commission. Certain
reclassifications have been made to prior period financial statements in order
to conform to the presentation used in the 2000 interim financial statements.


2.   Acquisitions

     On June 8, 2000, the Company acquired the nuclear services business of
Waste Management, Inc. ("WMI"). The acquisition was effected as the purchase of
all of the outstanding capital stock of Waste Management Federal Services, Inc.
("WMFS") from Rust International, Inc. ("Rust") and all of the outstanding
membership interests of Chem-Nuclear Systems, LLC ("Chem-Nuclear") from Chemical
Waste Management, Inc. ("CWM") and CNS Holdings, Inc. ("CNS"). Each of Rust,
CWM, and CNS are indirect subsidiaries of WMI. The purchase price was $67
million in cash, consisting of $65 million in cash and $2 million of transaction
costs. The purchase price is also subject to certain post closing adjustments.
The acquired companies are referred to as Waste Management Nuclear Services
("WMNS"). WMNS is a leader in providing low-level radioactive waste management
services for the commercial industry and the federal government. WMNS consists
primarily of three operating segments: (i) the Federal Services Division which
provides radioactive waste handling, transportation, treatment packaging,
storage, disposal, site cleanup, and project management services primarily for
the United States Department of Energy ("DOE") and other federal agencies; (ii)
the Commercial Services Division which provides radioactive waste handling,
transportation, licensing, packing, disposal, and decontamination and
decommissioning services primarily to nuclear utilities; and (iii) the
Commercial Processing and Disposal Division which operates a commercial low-
level radioactive waste disposal facility at Barnwell, South Carolina. The
acquisition has been accounted for under the purchase method of accounting. The
aggregate purchase price in excess of the estimated fair value of tangible
assets and identifiable intangible assets will be allocated to goodwill and
amortized over 30 years. Results of WMNS for the period June 8, 2000 to
September 30, 2000 are included in the Company's consolidated results for the
three and nine months ended September 30, 2000.

     The aggregate purchase price for WMNS is as follows:

      Cash paid to Waste Management                          $ 65,000,000
      Liabilities assumed                                      38,969,000
      Transaction costs                                         2,000,000
                                                             ------------
         Aggregate purchase price                            $105,969,000
                                                             ============

                                       6
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements

     The aggregate purchase price was allocated to the acquired assets based
upon their estimated fair values as follows:


      Accounts receivable                                  $ 16,778,000
      Unbilled revenues                                       8,445,000
      Inventory                                               1,558,000
      Property and equipment                                 13,116,000
      Decommissioning trust fund                             16,687,000
      Other tangible assets                                     700,000
      Goodwill and other intangible assets                   48,685,000
                                                           ------------
                                                           $105,969,000
                                                           ============

     The above information is based upon management's best estimate of the fair
value of the assets acquired. The Company is in the process of completing
appraisals of the assets acquired and liabilities assumed. Upon completion of
this process the Company will adjust the amounts recorded to the final
appraisals. Such adjustments could be material.

     The acquisition was financed with borrowings under the Company's amended
and restated bank credit facility. Under the facility the Company has available
borrowings of up to $135 million. The facility consists of a five year $45
million revolving line of credit, including $15 million for standby letters of
credit, a five year $50 million term loan and a six and one-half year $40
million term loan. Borrowings under the credit facility bear interest at LIBOR
plus an applicable margin, or at the Company's option, the prime rate plus an
applicable margin. The applicable margin is determined based upon the Company's
performance and was set at 3.25% for LIBOR based borrowings, and 2.25% for prime
based borrowings during the first six months following the acquisition.
Borrowings under the $40 million term loan bear an additional 0.5% interest. The
term loans require aggregate quarterly principal payments of $7.8 million in
2000, $10.4 million in 2001, $10.4 million in 2002, $10.4 million in 2003, $15.1
million in 2004, $21.6 million in 2005, and $14.3 million in 2006. In addition,
the Company is also required to prepay the term loans in an amount equal to 50%
of excess cash flows, as defined. The bank credit facility requires the Company
to maintain certain financial ratios and restricts the payment of dividends on
the Company's common stock. At the time of the acquisition, the Company had
borrowings of $90 million under the term loan and $6 million under the revolving
line of credit. At September 30, 2000, the Company had $26.0 million under the
revolving line of credit and $84.8 million outstanding under the term loans. At
September 30, 2000, $19.0 million of additional borrowings were available under
the revolving credit portion of the bank credit facility.


3.   Sale of DuraTherm, Inc.

     In February 2000, the Company completed the sale of its 80% interest in
DuraTherm, Inc. ("DTI") to DuraTherm Group, Inc. for $8.0 million in cash and a
subordinated note for $336,000. Proceeds to the Company of $8.0 million were
used by the Company to pay down borrowings under its bank credit facility. The
note receivable bears interest at 14%, payable semi-annually during the first
year following the sale, and 18% during the second year following the sale with
the principal due in February 2002. The subordinated note has been paid in full.
The Company recognized a pre-tax gain of $1.2 million on the sale.


4.   Pro Forma Results

     The pro forma condensed consolidated statements of operations presented
below give effect to the disposition of the assets of DTI and the acquisition of
WMNS as if such transactions had occurred on January 1, 1999. The results
presented are not necessarily indicative of results expected for the full year,
and are not necessarily indicative of results expected for the remainder of 2000
or future years.

                                       7
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements

     Pro forma revenues, net income, and diluted net income per share for the
three and nine month periods ended September 30, 1999 and 2000, as if the
transactions to dispose of DTI and acquire WMNS were consummated on January 1,
1999, are as follows:

<TABLE>
<CAPTION>
                                                  Three months ended                                Nine months ended
                                                     September 30,                                     September 30,
                                     --------------------------------------------    -----------------------------------------------
                                              2000                    1999                    2000                       1999
                                     --------------------    --------------------    --------------------      ---------------------
<S>                                   <C>                    <C>                     <C>                       <C>
Revenues                                    $71,007,773             $96,268,338            $212,533,961               $267,773,566
Net income                                  $   590,649             $ 3,741,146            $  6,216,939               $ 14,506,159
Diluted net income per share                $      0.02             $      0.19            $      (0.37)              $       0.72
</TABLE>

5.    Earnings per share

     Basic earnings per share is calculated by dividing net income by the
weighted average number of common shares outstanding for the period. Diluted
earnings per share reflects the potential dilution of stock options, convertible
redeemable preferred stock, and convertible debentures that could share in the
earnings of the Company. The reconciliation of amounts used in the computation
of basic and diluted earnings per share for the three and nine months ended
September 30, 2000 and 1999 consist of the following:

<TABLE>
<CAPTION>
                                                                           Three months                        Nine months
                                                                        ended September 30,                ended September 30,
                                                               ----------------------------------    ------------------------------
                                                                      2000               1999             2000             1999
                                                               ---------------     --------------    -------------    -------------
<S>                                                            <C>                 <C>               <C>              <C>
    Numerator:
     Net income attributable to common shareholders.........       $   212,131        $ 2,458,833     $  2,271,567      $ 5,918,241

     Plus: Income impact of assumed conversions -
       Preferred stock dividends and charges for
        accretion...........................................                --            377,651               --        1,132,306

       Interest on convertible debenture, net of tax........                --             96,451               --          263,853
                                                                  ------------     --------------    -------------    -------------
                                                                            --            474,102               --        1,396,159
                                                                  ------------     --------------    -------------    -------------
     Net income attributable to common shareholders
      assuming conversion...................................       $   212,131        $ 2,932,935     $  2,271,567      $ 7,314,400
                                                                  ============     ==============    =============    =============

    Denominator:
     Weighted-average shares outstanding....................        13,434,241         13,183,653       13,430,210       13,449,605

       Effect of dilutive securities:
       Incremental shares from assumed conversion of:
          Employee stock options............................            99,372            313,007          110,365          332,269
          Restricted stock awards...........................            58,689                  -           26,665                -
          Convertible redeemable preferred stock............                --          5,330,331               --        5,330,331
          Convertible debentures............................                --          1,381,575               --        1,381,575
                                                                  ------------     --------------    -------------    -------------
                                                                       158,061          7,024,913          137,030        7,044,175
                                                                  ------------     --------------    -------------    -------------
     Adjusted weighted average shares outstanding
      and assumed conversions...............................        13,592,302         20,208,566       13,567,240       20,493,780
                                                                  ============     ==============    =============    =============
    Basic earnings per share                                       $      0.02        $      0.19     $       0.17      $      0.44
                                                                  ============     ==============    =============    =============
    Diluted earning per share                                      $      0.02        $      0.15     $       0.17      $      0.36
                                                                  ============     ==============    =============    =============
</TABLE>
                                       8
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements

     Options to purchase common stock of the Company at September 30, 2000 and
1999 that were not included in the computation of diluted earnings per share
because the effect would have been anti-dilutive are as follows:

<TABLE>
<CAPTION>
                                                           Three months                                  Nine months
                                                       ended September 30,                           ended September 30,
                                           ------------------------------------------    ------------------------------------------
                                                    2000                   1999                   2000                   1999
                                           -------------------    -------------------    -------------------    -------------------
<S>                                        <C>                    <C>                    <C>                    <C>
Options to purchase common stock                  778,300                328,300                778,300                328,300
</TABLE>

6.   Segment reporting

     The Company has three primary segments: (i) commercial processing and
disposal, (ii) federal services, and (iii) commercial services. Following the
acquisition of WMNS, the Company has reorganized its reporting segments. Below
is a brief description of each of the segments including WMNS:

1.   Commercial Processing and Disposal (CPD) - The Company conducts its
     commercial processing and disposal operations principally at its Bear Creek
     Operations Facility located in Oak Ridge, Tennessee and Memphis, Tennessee
     and the disposal site operated in Barnwell, South Carolina. The Company's
     waste treatment technologies include: incineration; compaction; metal
     decontamination and recycling; vitrification; steam reforming; and thermal
     desorption (prior to February, 2000). Commercial waste processing customers
     primarily include commercial nuclear utilities, governmental entities, and
     petrochemical companies. Material is received and disposed of at the
     Barnwell facility primarily from commercial nuclear utilities.

2.   Federal Services (FS) - The Company provides on-site waste processing
     services on large government projects for the DOE. The on-site waste
     processing services provided by the Company on DOE projects include program
     development, project management, waste characterization, on-site waste
     treatment, facility operation, packaging and shipping of residual waste,
     profiling and manifesting the processed waste, selected technical support
     services, and site clean up.

3.   Commercial Services (CS) - The Company's technical support services
     encompass engineers, consultants and technicians, some of whom are full-
     time employees and the balance of whom are contract employees, who support
     and complement the Company's commercial and government waste processing
     operations and also provide highly specialized technical support services
     for the Company's customers.

     The Company's segment information is as follows:

<TABLE>
<CAPTION>
                                                          For the three months ended September 30, 2000
                                                                            (restated)
                                     -------------------------------------------------------------------------------------

                                           CPD              FS              CS          Unallocated Items     Consolidated
                                     -------------------------------------------------------------------------------------
<S>                                    <C>             <C>             <C>              <C>                   <C>
Revenues from
  external customers                    $22,150,995     $28,983,526     $19,873,252           $         -      $71,007,773
Income from operations                    1,526,411       4,321,011         (67,917)                    -        5,779,505
Interest expense                                  -               -               -            (3,234,924)      (3,234,924)
Proportionate share
  of losses of joint
  ventures                                        -               -               -               (62,500)         (62,500)
Income tax expense                                -               -               -               435,432          435,432
</TABLE>

                                       9
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements

<TABLE>
<CAPTION>
                                                         For the three months ended September 30, 1999
                                                                           (restated)
                                     -------------------------------------------------------------------------------------
                                           CPD             FS              CS           Unallocated Items     Consolidated
                                     -------------------------------------------------------------------------------------
<S>                                    <C>             <C>            <C>               <C>                   <C>
Revenues from
  external customers                    $21,751,738     $9,633,984     $13,318,012           $        -        $44,703,734
Income from operations                    4,194,320        855,359         715,802                    -          5,765,481
Interest expense                                  -              -               -             (948,674)          (948,674)
Proportionate share
  of losses of joint
  ventures                                        -              -               -              (50,000)           (50,000)
Income tax expense                                -              -               -            1,930,323          1,930,323
</TABLE>


<TABLE>
<CAPTION>
                                                      As of and for the nine months ended September 30, 2000
                                                                            (restated)
                                     -------------------------------------------------------------------------------------
                                           CPD              FS               CS         Unallocated Items     Consolidated
                                     -------------------------------------------------------------------------------------
<S>                                    <C>             <C>              <C>             <C>                   <C>
Revenues from
  external customers                   $ 63,869,350    $51,593,457     $47,467,310          $         -       $162,930,117
Income from operations                    3,603,476      6,904,029         966,354                    -         11,473,859
Interest expense                                  -              -               -           (5,374,957)        (5,374,957)
Depreciation and
  amortization
  expense                                 4,393,004        535,870         678,091              711,595          6,318,560
Proportionate share
  of losses of joint
  ventures                                        -              -               -             (112,500)          (112,500)
Income tax expense                                -              -               -            2,289,934          2,289,934
Capital expenditure
  for additions to
  long-lived assets                       8,436,246        (15,460)      1,036,956            1,158,569         10,616,311
Total assets                            161,296,612     67,375,913      42,350,822           12,532,978        283,556,325
</TABLE>

<TABLE>
<CAPTION>
                                                     As of and for the nine months ended September 30, 1999
                                                                           (restated)
                                     -------------------------------------------------------------------------------------
                                           CPD              FS              CS          Unallocated Items     Consolidated
                                     -------------------------------------------------------------------------------------
<S>                                    <C>             <C>             <C>             <C>                   <C>
Revenues from
  external customers                    $58,682,084    $27,692,162     $38,569,159          $         -       $124,943,405
Income from operations                    8,586,703      3,591,360       1,303,775                    -         13,481,838
Interest expense                                  -              -               -           (1,532,286)        (1,532,286)
Depreciation and
  amortization
  expense                                 3,231,413        153,212         582,628              127,428          4,094,681
Proportionate share
  of losses of joint
  ventures                                        -              -               -             (150,000)          (150,000)
Income tax expense                                -              -               -            4,749,005          4,749,005
Capital expenditure
  for additions to
  long-lived assets                       4,125,142         63,500         254,554              590,011          5,033,207
Total assets                             92,715,853     23,047,118      20,691,310           16,749,475        153,203,756
</TABLE>

                                      10
<PAGE>

                        DURATEK, INC. AND SUBSIDIARIES

             Notes to Condensed Consolidated Financial Statements


7.   Restatement

     The Company incurred a substantial operating loss in 2000 principally
as the result of operating problems experienced at the Company's Bear Creek
and Memphis facilities during the fourth quarter of 2000. The operational
issues that resulted in the operating loss for 2000 caused the Company to
undertake further review and analysis of its commercial waste processing
operations. One element of determining revenue recognition and the related
burial costs is the reconciliation of quarterly inventories of unprocessed
waste to the deferred revenue and burial accrual amounts reported at each
quarter end. The Company determined, in the course of its review, that full
reconciliations of the quarterly inventories of unprocessed waste were not
performed at each quarter end in 2000. The appropriate recording of
revenues was further complicated by the high volumes of wastes and newly-
implemented waste processing strategies. As a result of a review of
adjustments made by the Company to its results in fourth quarter of 2000,
the Company is restating its previously reported results for the three and
nine months ended September 30, 2000 to more appropriately reflect such
adjustments in the period in which they relate. As a result of the above,
adjustments were made to the results for the nine months ended September 30,
2000 reducing revenues by $4,800,000 and increasing costs of revenues by
$1,477,000. In addition, adjustments were made to the results for the nine
months ended September 30, 2000 increasing selling, general and administrative
expenses by $1,242,000 (related to stock compensation expense of $432,000, legal
expenses related to the successful defense of a contract of $467,000 and certain
other costs of $343,000 primarily related to compensation and benefit costs),
increasing other expense, net related to the loss on abandonment of equipment of
$1,330,000, increasing interest expense by $72,000 related to deferred financing
costs and decreasing income tax expense by $3,550,000 for the income tax benefit
of the above items.

     The Company also adjusted the results for the nine months ended
September 30, 1999 by reducing revenue $412,000 for the same reasons noted
above. In addition, adjustments were made to the results for the nine months
ended September 30, 1999 increasing selling, general and administrative expenses
by $179,000 for legal expenses related to the successful defense of a contract
and decreasing income tax expense by $222,000 for the income tax benefit of the
above items.

                                      11


<PAGE>

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

Overview

GTS Duratek, Inc. (the "Company") derives substantially all of its revenues from
commercial and government waste processing operations and from technical support
services to electric utilities, industrial facilities, commercial businesses and
government agencies. Commercial waste processing operations are provided
primarily at the Company's Bear Creek low-level radioactive waste processing
facility located in Oak Ridge, Tennessee and the disposal site in Barnwell,
South Carolina. The Company also provides on-site waste processing services on
large government projects for the United States Department of Energy ("DOE").
Technical support services are generally provided pursuant to multi-year time
and materials contracts. Revenues are recognized as costs are incurred according
to predetermined rates. The contract costs primarily include direct labor,
materials and the indirect costs related to contract performance.

     The Company's future operating results will be affected by, among other
things, the duration of commercial waste processing contracts and amount of
waste to be processed by the Company's commercial waste processing operations
pursuant to these contracts; the timing and scope of DOE waste treatment
projects, including the Hanford and Idaho Falls DOE projects; and the Company's
waste receipts at its waste processing facility in South Carolina.

     On June 8, 2000, the Company acquired the nuclear services business of
Waste Management, Inc. ("WMI"). The acquisition was effected as the purchase of
all of the outstanding capital stock of Waste Management Federal Services, Inc.
("WMFS") from Rust International, Inc. ("Rust") and all of the outstanding
membership interests of Chem-Nuclear Systems, LLC ("Chem-Nuclear") from Chemical
Waste Management, Inc. ("CWM") and CNS Holdings, Inc. ("CNS"). Each of Rust,
CWM, and CNS are indirect subsidiaries of WMI. The purchase price was $67
million in cash, consisting of $55 million in cash at closing, $10 million in
additional cash consideration held in escrow until upon the satisfaction of
certain post closing conditions, and $2 million of transaction costs. The
purchase price is also subject to certain post closing adjustments. The acquired
companies are referred to as Waste Management Nuclear Services ("WMNS"). WMNS is
a leader in providing low-level radioactive waste management services for the
commercial industry and the federal government.

     In February 2000, the Company completed the sale of its 80% interest in
DuraTherm, Inc. to DuraTherm Group, Inc. for $8.0 million in cash and a
subordinated note for $336,000. Proceeds to the Company of $8.0 million were
used by the Company to pay down borrowings under its bank credit facility. The
note receivable bears interest at 14%, payable semi-annually during the first
year following the sale, and 18% during the second year following the sale with
the principal due in February 2002. The subordinated note has been paid in full.
The Company recognized a pre-tax gain of $1.2 million on the sale.

     The results of operations for the nine months ended September 30, 2000 and
September 30, 1999 have been restated. See Note 7 to the Notes to Condensed
Consolidated Financial Statements.

Results of Operations

Three Months Ended September 30, 1999 As Compared To Three Months Ended
September 30, 2000

     Revenues increased by $26.3 million, or 58.8%, from $44.7 million in 1999
to $71.0 million in 2000. The increase is comprised of revenue increases of
$19.3 million in Federal Services, $6.6 million in Commercial Services, and
$400,000 in Commercial Processing and Disposal. The increase in revenues from
Federal Services is primarily the result of $17.3 million in revenues from the
federal services business of WMNS, which was acquired in June, 2000, and $2.0
million increase in other government waste processing and

                                      12
<PAGE>

technical services revenues, which was primarily due to additional contract fees
generated by the Hanford River Protection Project. The increase in Commercial
Services is primarily due to the commercial operation of WMNS purchased in June,
2000. The increase in revenues from Commercial Processing and Disposal was
primarily related to $4.1 million in revenues from the Barnwell South Carolina
disposal site, which was acquired as part of WMNS, partially offset by the
decrease of $3.8 million in revenues from the Company's DuraTherm business that
was sold in February, 2000. There was a slight increase in revenues from the
Company's low level radioactive waste processing facilities located in
Tennessee.

     Gross profit increased $4.4 million, or 35.1%, from $12.9 million in 1999
to $17.4 million in 2000. The increase is comprised of $5.2 million in Federal
Services and $2.2 million in Commercial Services, partially offset by a $3.0
million decrease in Commercial Processing and Disposal. The increase in gross
profit from Federal Services is the result of a $3.4 million increase
attributable to the acquisition of WMNS and a $1.8 million increase in other
government waste processing and technical services fees from the Hanford River
Protection Project. The increase in Commercial Services is primarily due to the
commercial operations of WMNS acquired in June, 2000. The decrease in Commercial
Processing and Disposal is due to a $1.0 million decrease in gross profit
related to the sale of the Company's DuraTherm business in February, 2000 and a
$4.1 million decrease in gross profit from the Tennessee facilities as a result
of changes in waste mix processed, offset by a $2.2 million increase in gross
profit resulting from commercial operation of WMNS purchased in June, 2000. As a
percentage of revenues, gross profit decreased from 28.8% in 1999 to 24.5% in
2000.

     Selling, general and administrative expenses increased by $4.5 million, or
63.4%, from $7.1 million in 1999 to $11.6 million in 2000 primarily due to the
acquisition of WMNS and activities supporting higher revenues. As a percentage
of revenues, selling, general and administrative expenses increased from 15.9%
in 1999 to 16.3% in 2000.

     The Company recognized other expense of $1.5 million during the three
months ended September 30, 2000 relating to a loss on the abandonment of certain
waste processing equipment previously held by its DuraChem joint venture with
Waste Management, Inc.

     Interest expense, net increased by $2.3 million from 1999 to 2000. The
increase was the result of increased borrowings required to fund working capital
needs and the acquisitions of WMNS in June, 2000 and Frank W. Hake Associates
LLC ("Hake") in June, 1999, as well as higher borrowing costs.

     Income taxes expense decreased $1.5 million from $1.9 million in 1999 to
$435,000 million in 2000. The Company is accruing income taxes at full statutory
rates.

Nine Months Ended September 30, 1999 As Compared To Nine Months Ended September
30, 2000

     Revenues increased by $38.0 million, or 30.4%, from $124.9 million in 1999
to $162.9 million in 2000. The increase is comprised of revenue increases of
$23.9 million in Federal Services, $5.2 million in Commercial Processing and
Disposal, and $8.9 million in Commercial Services. The increase in revenues from
Federal Services is primarily the result of $21.1 million in revenues from the
federal services business of WMNS acquired in June, 2000 and a $2.8 million
increase in other government waste processing and technical services revenues,
which was primarily due to additional contract fees generated by the Hanford
River Protection Project. The increase in revenues from Commercial Processing
and Disposal was primarily related to $4.3 million in revenues from the Barnwell
South Carolina disposal site acquired as part of WMNS in June, 2000 and a $10.6
million increase at the Company's low level radioactive waste processing
facilities located in Tennessee due to higher processing volume and change in
waste mix, partially offset by the decrease of $9.7 million in the Company's
DuraTherm business that was sold in February, 2000. The increase in Commercial
Services is primarily due to the commercial operation of WMNS purchased in June,
2000.

     Gross profit increased $4.5 million, or 13.1%, from $33.9 million in 1999
to $38.4 million in 2000. The increase is comprised of $5.5 million in Federal
Services and $1.9 million in Commercial Services, offset by a $2.9 million
decrease in Commercial Processing and Disposal. The increase in gross profit
from Federal Services is the result of a $4.1 million increase attributable of
the acquisition of WMNS and a $1.4 million increase in other government waste
processing and technical services from higher processing volume.

                                      13
<PAGE>

The decrease in Commercial Processing and Disposal is due to a $3.4 million
decrease in the Tennessee facilities as the result of higher cost of processing
and changes in waste mix at the Bear Creek facility and a $2.9 million decrease
from, the Company's DuraTherm business that was sold in February, 2000,
partially offset by $3.4 million increase from the Barnwell South Carolina
disposal site acquired as part of WMNS in June, 2000.

     Selling, general and administrative expenses increased by $6.4 million, or
31.5%, from $20.5 million in 1999 to $26.9 million in 2000 primarily due to the
acquisition of WMNS and activities supporting higher revenues. As a percentage
of revenues, selling, general and administrative expenses increased from 16.4%
in 1999 to 16.5% in 2000.

     During the nine months ended September 30, 2000, the Company recognized as
other expense, net a $300,000 loss, which consisted of a $1.2 million gain on
the disposition of assets from the sale of DuraTherm, Inc. and a $1.5 million
loss on the abandonment of certain waste processing equipment previously held by
its DuraChem joint venture with Waste Management, Inc.

     Interest expense, net increased by $3.8 million from 1999 to 2000. The
increase was the result of increased borrowings required to fund working capital
needs and the acquisitions of WMNS in June, 2000 and Hake in June, 1999, as well
as higher borrowing costs.

     Income taxes decreased by $2.5 million from 1999 to 2000. The Company's
effective tax rate was 39.6% in both 1999 and in 2000.

Liquidity and Capital Resources

     The Company has available an amended and restated bank credit facility
which provides for borrowings of up to $135 million. The facility consists of a
five year $45 million revolving line of credit, including $15 million for
standby letters of credit, a five year $50 million term loan and a six and one-
half year $40 million term loan. Borrowings under the credit facility bear
interest at LIBOR plus an applicable margin, or at the Company's option, the
prime rate plus an applicable margin.

     The acquisition of WMNS was financed with borrowings under the bank credit
facility. The applicable margin is determined based upon the Company's
performance and was set at 3.25% for LIBOR based borrowings, and 2.25% for prime
based borrowings during the first six months following the acquisition.
Borrowings under the $40 million term loan bear an additional 0.5% interest. The
term loans require aggregate quarterly principal payments of $7.8 million in
2000, $10.4 million in 2001, $10.4 million in 2002, $10.4 million in 2003, $15.1
million in 2004, $21.6 million in 2005, and $14.3 million in 2006. In addition,
the Company is also required to prepay the term loans in an amount equal to 50%
of excess cash flows, as defined. The bank credit facility requires the Company
to maintain certain financial ratios and restricts the payment of dividends on
the Company's common stock. At the time of the acquisition, the Company had
borrowings of $90 million under the term loan and $6 million under the revolving
line of credit. At September 30, 2000, the Company had $26.0 million under the
revolving line of credit and $84.8 million outstanding under the term loans. At
September 30, 2000, $19.0 million of additional borrowings were available under
the revolving credit portion of the bank credit facility.

     The Company believes cash flows from operations and, if necessary,
borrowings available under its credit facility will be sufficient to meet its
operating needs, including the quarterly preferred dividend requirement of
$320,000, for at least the next twelve months.

Item 3.   Quantitative and Qualitative Information about Market Risk

     The Company's major market risk relates to changing interest rates. At
September 30, 2000, the Company had floating rate long-term debt of $84.8
million and floating short-term rate debt of $26.0 million. The long-term debt
bears interest at LIBOR plus 2.25%. The short-term debt bears interest at the
bank's base rate, as defined.

     The Company has not purchased any interest rate derivative instruments but
may do so in the future. In addition, the Company does not have any foreign
currency or commodity risk.

                                      14

<PAGE>

Part II  Other Information
-------


Item 1.    Legal Proceedings

     Refer to the Company's annual report on Form 10-K for the year ended
December 31, 1999 for a discussion of legal proceedings.


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

     None.

Item 5.    Other Information

     In response to the "safe harbor" provisions contained in the Private
Securities Litigation Reform Act of 1995, the Company is including in this
Quarterly Report on Form 10-Q the following cautionary statements which are
intended to identify certain important factors that could cause the Company's
actual results to differ materially from those projected in forward-looking
statements of the Company made by or on behalf of the Company. Many of these
factors have been discussed in prior filings with the Securities and Exchange
Commission.

     The Company's future operating results are largely dependent upon the
Company's ability to manage its commercial waste processing operations,
including obtaining commercial waste processing contracts and processing waste
under such contracts in a timely and cost effective manner. In addition, the
Company's future operating results are dependent upon the timing and awarding of
contracts by the DOE for the cleanup of other waste sites administered by it.
The timing and award of such contracts by the DOE is directly related to the
response of governmental authorities to public concerns over the treatment and
disposal of radioactive, hazardous, mixed, and other wastes. The lessening of
public concern in this area or other changes in the political environment could
adversely affect the availability and timing of government funding for the
cleanup of DOE and other sites containing radioactive and mixed wastes.
Additionally, revenues from technical support services have in the past and
continue to account for a substantial portion of the Company's revenues and the
loss of one or more technical support service contracts could adversely affect
the Company's future operating results.

     The Company's future operating results may fluctuate due to factors such
as: the timing of new commercial waste processing contracts and duration of and
amount of waste to be processed pursuant to those contracts; the Company's
ability to integrate acquired businesses, including the Company's most recent
acquisition of WMNS; the acceptance and implementation of its waste treatment
technologies in the government and commercial sectors; the evaluation by the DOE
and other customers of the Company's technologies versus other competing
technologies as well as conventional storage and disposal alternatives; the
timing of new waste treatment projects and the duration of such projects; and
the timing of outage support projects and other large technical support services
projects at its customers' facilities.

                                      15
<PAGE>

Item 6.   Exhibits and Reports on Form 8-K

          a.   Exhibits
               --------

               See accompanying Index to Exhibits.

          b.   Reports
               -------

               Current Report on Form 8-K/A filed on August 22, 2000.

          c.   Financial Data Schedule
               -----------------------

               Filed herewith.

                                      16
<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.


                                        GTS DURATEK, INC.



Dated:  April 24, 2001                  BY: /s/ Robert F. Shawver
                                            ----------------------------
                                            Robert F. Shawver
                                            Executive Vice President and
                                            Chief Financial Officer



Dated:  April 24, 2001                  BY: /s/ Charles L. Standley
                                            ----------------------------
                                            Charles L. Standley
                                            Controller

                                      17
<PAGE>


                                 Exhibit Index

3.1   Amended and Restated Certificate of Incorporation of the Registrant.
      Incorporated herein by reference to Exhibit 3.1 of the Registrant's
      Quarterly Report on From 10-Q for the quarter ended March 31, 1996 (File
      No. 0-14292).

3.2   By-Laws of the Registrant. Incorporated herein by reference to Exhibit 3.3
      of the Registrant's Form S-1 Registration Statement Form S-1 (File No.
      33-2062).

4.1   Certificate of Designations of the 8% Cumulative Convertible Redeemable
      Preferred Stock dated January 23, 1995. Incorporated herein by reference
      to Exhibit 4.1 of the Registrants Current Report on Form 8-K filed on
      February 1, 1995 (File No. 0-14292).

4.2   Stock Purchase Agreement among Carlyle Partners II, L.P., Carlyle
      International Partners II, L.P., Carlyle International Partners III, L.P.,
      C/S International Partners, Carlyle-GTSD Partners, L.P. Carlyle-GTSD
      Partners II, L.P. and GTS Duratek, Inc. and National Patent Development
      Corporation dated as of January 24, 1995. Incorporated herein by reference
      to Exhibit 4.2 of the Registrants Current Report on Form 8-K filed on
      February 1, 1995 (File No. 0-14292).

4.3   Stockholders Agreement by and among GTS Duratek, Inc., Carlyle Partners
      II, L.P., Carlyle International Partners II, L.P., Carlyle International
      Partners III, L.P., C/S International Partners, Carlyle-GTSD Partners,
      L.P., Carlyle-GTSD Partners II, L.P. and GTS Duratek, Inc. and National
      Patent Development Corporation dated as of January 24, 1995. Incorporated
      herein by reference to Exhibit 4.3 of the Registrants Current Report on
      Form 8-K filed on February 1, 1995 (File No. 0-14292).

4.4   Registration Rights Agreement by and among GTS Duratek, Inc., Carlyle
      Partners II, L.P., Carlyle International Partners II, L.P. Carlyle
      International Partners III, L.P., C/S International Partners, Carlyle-GTSD
      Partners, L.P., Carlyle-GTSD Partners II, L.P. and GTS Duratek, Inc. and
      National Patent Development Corporation dated as of January 24, 1995.
      Incorporated herein by reference to Exhibit 4.4 of the Registrants Current
      Report on Form 8-K filed on February 1, 1995 (File No. 0-14292).

4.5   Convertible Debenture issued by GTS Duratek, Inc., General Technical
      Services, Inc. and GTS Instrument Services Incorporated to BNFL Inc. dated
      November 7, 1995. Incorporated herein by reference to Exhibit 10.20 of the
      Registrant's Quarterly Report on Form 10-Q for the quarter ended September
      30, 1995 (File No. 0-14292).

10.1  1984 Duratek Corporation Stock Option Plan, as Amended. Incorporated
      herein by reference to Exhibit 10.9 of the Registrant's Annual Report on
      Form 10-K for the year ended December 31, 1990 (File No. 0-14292).

10.2  License Agreement dated as of August 17, 1992 between GTS Duratek, Inc.
      and Dr. Theodore Aaron Litovitz and Dr. Pedro Buarque de Macedo.
      Incorporated herein by reference to Exhibit 10.9 of the Registrant's
      Annual Report on Form 10-K for the year ended December 31, 1992 (File No.
      0-14292).

                                      E-1


<PAGE>

10.3   Stockholders' Agreement dated December 28, 1993 between GTS Duratek, Inc.
       and Vitritek Holdings, L.L.C. Incorporated by reference to Exhibit 3 of
       the Registrant's Form 8-K Current Report dated December 22, 1993 (File
       No. 0-14292).

10.4   Agreement dated January 14, 1994 between GTS Duratek, Inc. and
       Westinghouse Savannah River Company. Incorporated by reference to Exhibit
       10.17 of the Registrant's Annual Report on Form 10-K for the year ended
       December 31, 1993 (File No. 0-14292).

10.5   Teaming Agreement by and between GTS Duratek, Inc. and BNFL Inc. dated
       November 7, 1995. Incorporated herein by reference to Exhibit 10.20 of
       the Registrant's Quarterly report on Form 10-Q for the quarter ended
       September 30, 1995 (File No. 0-14292).

10.6   Sublicense Agreement by and between GTS Duratek, Inc. and BNFL Inc. dated
       November 7, 1995. Incorporated herein by reference to Exhibit 10.20 of
       the Registrant's Quarterly Report on Form 10-Q for the quarter ended
       September 30, 1995 (File No. 0-14292).

10.7   GTS Duratek, Inc. Executive Compensation Plan. Incorporated herein by
       reference to Exhibit 10.19 of the Registrant's Quarterly Report on Form
       10-Q for the quarter ended September 30, 1997 (File No. 0-14292).

10.8   Stock Purchase Agreement between HakeTenn, Inc., George T. Hamilton and
       Richard Wilson and GTS Duratek, Inc. dated as of June 30, 1999.
       Incorporated herein by reference to Exhibit (c)(2) of the Registrant's
       Current Report on Form 8-K filed on July 13, 1999 (File No. 0-14292).

10.9   Stock Purchase Agreement between DuraTherm Group, Inc. and GTSD Sub III,
       Inc. dated February 7, 2000. Incorporated herein by reference to
       Exhibit 99.2 of the Registrant's Current Report on Form 8-K filed on
       February 22, 2000 (File No. 0-14292).

10.10  Amended and Restated Credit Agreement dated as of June 8, 2000 by and
       among GTS Duratek, Inc., GTS Duratek Bear Creek, Inc., GTS Duratek
       Colorado, Inc., Hittman Transport Services, Inc., GTS Instrument
       Services, Incorporated, General Technical Services, Inc., GTSD Sub III,
       Inc., GTSD Sub IV, Inc., Frank W. Hake Associates LLC, Chem-Nuclear
       Systems L.L.C., Waste Management Federal Services, Inc., Waste Management
       Federal Services of Idaho, Inc., Waste Management Federal Services of
       Hanford, Inc., Waste Management Technical Services, Inc., Waste
       Management Geotech, Inc., the Lenders party thereto, First Union National
       Bank, as Administrative Agent, Credit Lyonnais New York Branch, as
       Documentation Agent, Fleet National Bank, as Syndication Agent, and First
       Union Securities, Inc., as Lead Arranger and Book Manager (File No. 0-
       14292).

10.11  Second Amended and Restated Security Agreement dated as of June 8, 2000
       made by GTS Duratek, Inc., GTS Duratek Bear Creek, Inc., GTS Duratek
       Colorado, Inc., Hittman Transport Services, Inc., GTS Instrument
       Services, Incorporated, General Technical Services, Inc., GTSD Sub III,
       Inc., GTSD Sub IV, Inc., Frank W. Hake Associates, L.L.C., Chem-Nuclear
       Systems, L.L.C., Waste Management Federal Services, Inc., Waste
       Management Federal Services of Idaho, Inc., Waste Management Federal
       Services of Hanford, Inc., Waste Management Technical Services, Inc.,
       Waste Management Geotech, Inc., and First Union National Bank, as
       Collateral Agent (File No. 0-14292).

10.12  Purchase Agreement by and among Chemical Waste Management Inc., Rust
       International, Inc., CNS Holdings, Inc. and GTS Duratek, Inc. dated March
       29, 2000 (File No. 0-14292).

10.13  Amendment No. 1 to Purchase Agreement and Disclosure Letter by and among
       Chemical Waste Management Inc., Rust International, Inc., CNS
       Holdings, Inc. and GTS Duratek, Inc. dated June 8, 2000 (File No. 0-
       14292).

                                      E-2
</TEXT>
</DOCUMENT>