SECOND
                              AMENDED AND RESTATED
                             SECURED PROMISSORY NOTE
                       (DVI CONTRACT NO. 003-9805633-705)

$1,596,189.00                                           Doylestown, Pennsylvania
                                                                  March 15, 2000

     FOR VALUE  RECEIVED AND  INTENDING  TO BE LEGALLY  BOUND,  the  undersigned
(individually  and  collectively,  the "Borrower")  hereby jointly and severally
promise  to pay to the  order of DVI  FINANCIAL  SERVICES  INC.  ("Lender")  the
principal  sum of ONE  MILLION  FIVE  HUNDRED  NINETY-SIX  THOUSAND  ONE HUNDRED
EIGHTY-NINE  DOLLARS  ($1,596,189.00),  together with interest  thereon upon the
following terms:

     1.  Collateral.  This Note is secured,  inter alia, by the  following:  (a)
Amended  and  Restated  Security   Agreement  of  even  date,  given  by  Schick
Technologies,  Inc., a New York corporation to Lender, (b) Security Agreement of
even date, given by Schick Technologies, Inc., a Delaware Corporation to Lender,
and (c) Collateral Assignment of Patents, Trademarks,  Copyrights,  Licenses and
Trade Secrets dated July 30, 1999, between Schick Technologies, Inc., a Delaware
corporation and Lender (the Security Agreements, the Collateral Assignment, this
Note and all other documents,  instruments and agreements collateral thereto, as
the same may be modified,  amended,  supplemented  and/or  replaced from time to
time, are  collectively  referred to herein as the "Loan  Documents").  The term
"Collateral"  as used  herein  shall  mean  all real and  personal  property  of
Borrower,  or either of them,  pledged  to Lender  under the Loan  Documents  as
security for Borrower's obligations hereunder.

     2. Interest  Rate.  Interest on the unpaid  principal  balance  hereof will
accrue from the date of advance until final payment thereof at the rate equal to
two and one-half  percent (2 1/2%) per annum over the Prime Rate (such  interest
rate to  change  immediately  upon any  change  in the  Prime  Rate);  provided,
however,  that if any payments due to Lender hereunder is past due for more than
sixty  (60)  days,  interest  on  the  unpaid  principal  balance  hereof  shall
thereafter  accrue  until  final  payment  thereof at the rate equal to five and
one-half  percent (5 1/2%) per annum over the Prime Rate (such  interest rate to
change  immediately  upon any change in the Prime  Rate).  For  purposes of this
Note,  "Prime  Rate" shall mean the prime rate as  published  in The Wall Street
Journal.

     3. Default  Interest.  Interest  will accrue on the  outstanding  principal
amount  hereof  following  the  occurrence  of an Event of Default  until  final
payment  thereof at the rate of eighteen  percent  (18%) per annum (the "Default
Rate").

     4. Late  Charge.  In the event that  Borrower  fails to pay any  principal,
interest or other fees or expenses  payable  hereunder  for a period of at least
five (5) days,  in addition to paying such sums,  Borrower  will pay to Lender a
one-time  late charge (for each such past due  payment)  equal to the greater of
(a) five  percent  (5%),  of such past due  payment,  or (b) the  product of (i)
fifteen (15) basis points,  times (ii) the then  outstanding  principal  balance
hereof, as compensation for the expenses incident to such past due payment.


                                       1
<PAGE>


     5. Post Judgment Interest.  Any judgment obtained for sums due hereunder or
under the Loan Documents will accrue interest at the Default Rate until paid.

     6.  Computation.  Interest will be computed on the basis of a year of three
hundred sixty (360) days comprised of twelve (12) 30-day months and paid for the
actual number of days elapsed.

     7.  Principal and Interest  Payments.  The principal of this Note,  and the
interest accrued thereon, are due and payable as follows:

          (a) Monthly  Interest  Payments.  On the fifteenth  (15th) day of each
     calendar  month  during the first nine (9) months of the term of this Note,
     Borrower will pay to the Lender accrued interest at the applicable rate, in
     arrears, commencing on April 15, 2000.

          (b) Monthly Principal and Interest Payments. Commencing on January 15,
     2001,  and  continuing on the fifteenth  (15th) day of each calendar  month
     thereafter,  Borrower will pay to Lender the principal of this Note and the
     interest  accrued  thereon  as  follows:  (i)  twenty-six  (26)  equal  and
     consecutive  monthly  payments of  Sixty-Seven  Thousand One Hundred Ninety
     Dollars and Seventy-Eight  Cents  ($67,190.78),  and (ii) one final payment
     due March 15,  2003,  in an amount  equal to the then  remaining  principal
     balance  hereof,  plus all accrued and unpaid  interest due thereon and all
     costs,  fees and  expenses  due  hereunder  or under any of the other  Loan
     Documents.

          (c)  Resolution of Disputed  Returns.  Any amounts  received by Lender
     from a customer of Borrower on account of a disputed  return of  Borrower's
     equipment  sold to such customer by Borrower and financed by Lender will be
     applied by Lender,  after satisfaction of all Lender's costs of collection,
     attorneys fees,  interest,  taxes,  insurance and any other cost or expense
     associated with such finance, against the principal payments due hereunder,
     in inverse order of maturity,  provided,  that the amount of final disputed
     return was  included  in the  principal  amount of this Note.  Lender  will
     provide  Borrower with  confirmation  of all amounts so applied  within any
     calendar month by not later than thirty (30) days following the end of such
     calendar month.

     8. Place of Payment.  Principal and interest  hereunder shall be payable to
DVI at 500 Hyde Park, Doylestown,  Pennsylvania 18901, or at such other place as
Lender, from time to time, may designate in writing.

     9. Financial Reporting  Requirements.  On an on-going basis,  Borrower will
deliver to Lender such periodic annual financial  statements  (including balance
sheet,  income  statements  and statements of cash flow) as requested by Lender,
including,  without limitation,  a forecast,  in substantially the same form and
content as the Fiscal 2000-2001 Forecast,  Statement of Operations and Cash Flow
(the "Basic  Forecast")  prepared by Greystone & Co., Inc.  Notwithstanding  the
foregoing,  the  forecast  for each  following  fiscal year of Borrower  will be
delivered  to Lender not later than  sixty (60) days prior to the  beginning  of
each such fiscal year.

     10. Events of Default.  The  occurrence of any one or more of the following
events shall constitute an Event or Events of Default hereunder:


                                       2
<PAGE>

          (a) The failure of Borrower to pay any amount of principal or interest
     on this Note, or any fee or other sums payable  hereunder,  or under any of
     the other Loan Documents or the date on which such payment is due,  whether
     on demand, at the stated maturity or due date thereof,  or by reason of any
     requirement  for the prepayment  thereof,  by acceleration or otherwise and
     such failure  continues  unremedied  for a period of fifteen (15) days from
     and including the date such payment is first due;

          (b) The failure of Borrower to duly perform or observe any obligation,
     covenant or  agreement  on its part  contained  herein or in any other Loan
     Document not otherwise specifically  constituting an Event of Default under
     this  Section  10 and such  failure  continues  unremedied  for a period of
     fifteen (15) days after notice from Lender to Borrower of the  existence of
     such failure;

          (c) The failure of Borrower to perform or pay any other  obligation to
     Lender or any  affiliate  of Lender  under any other  agreement  or note or
     otherwise  arising,  whether or not  related to this  Agreement,  after the
     expiration of any notice and/or grace periods permitted in such documents;

          (d) The  adjudication  of Borrower as a bankrupt or insolvent,  or the
     entry of an order  for  relief  against  Borrower  or the entry of an order
     appointing  a receiver  or trustee for  Borrower or any of its  property or
     approving a petition seeking  reorganization  or other similar relief under
     the  bankruptcy  or other similar laws of the United States or any state or
     any other competent jurisdiction;

          (e) A proceeding under any bankruptcy, reorganization,  arrangement of
     debt,  insolvency,  readjustment of debt or receivership law is filed by or
     (unless dismissed or stayed within 60 days) against  Borrower,  or Borrower
     makes an  assignment  for the benefit of creditors,  or Borrower  takes any
     action to authorize any of the foregoing;

          (f)  All or any  material  part of the  Collateral  or the  assets  of
     Borrower are attached,  seized, subjected to a writ or distress warrant, or
     levied  upon,  or come within the  possession  or control of any  receiver,
     trustee, custodian or assignee for the benefit of creditors;

          (g) The entry of a final  judgment  for the payment of money in excess
     of Fifty Thousand Dollars  ($50,000.00),  individually or in the aggregate,
     against  Borrower which,  within fifteen (15) days after such entry,  shall
     not have been  discharged or execution  thereof  stayed  pending  appeal or
     shall not have been discharged within five (5) days after the expiration of
     any such stay;

          (h) Any  representation  or  warranty  of  Borrower in any of the Loan
     Documents  is  discovered  to be  untrue  in any  material  respect  or any
     statement,  certificate  or data furnished by Borrower  pursuant  hereto is
     discovered to be untrue in any material  respect as of the date as of which
     the facts therein set forth are stated or certified;

          (i) Borrower  voluntarily or involuntarily  dissolves or is dissolved,
     liquidates or is liquidated;


                                       3
<PAGE>

          (j) A material and adverse change occurs in any Borrower's operations,
     management or financial condition or the value of the Collateral;

          (k) The validity or  enforceability  of this Note,  or any of the Loan
     Documents, is contested by Borrower or David Schick or Borrower denies that
     Borrower  has any or any  further  liability  or  obligation  hereunder  or
     thereunder;

          (l) The failure of Greystone Funding Corporation ("Greystone") to duly
     perform  or observe  any  obligation,  covenant  or  agreement  on its part
     contained in that certain Lien  Subordination and  Intercreditor  Agreement
     dated  ________,  2000 by and  between  Greystone  and  Lender  (the  "Lien
     Agreement"); or

          (m) The  occurrence of an Event of Default as defined in the Greystone
     Loan Documents (as defined in Lien Agreement).

     11. Default;  Remedies. Upon the occurrence of an Event of Default, Lender,
at its option and without  further notice to Borrower,  may declare  immediately
due and payable the entire unpaid balance of principal and all other sums due by
Borrower  hereunder and under the other Loan  Documents,  together with interest
accrued  thereon at the applicable rate specified above to the date of the Event
of Default and thereafter at the Default Rate.  Payment  thereof may be enforced
and  recovered  in whole or in part at any time and from  time to time by one or
more of the remedies provided to Lender in this Note or in the Loan Documents or
as otherwise  provided at law or in equity, all of which remedies are cumulative
and concurrent.

     12.  Waivers.  Borrower and all endorsers  hereby,  jointly and  severally,
waive presentment for payment, demand, notice of demand, notice of nonpayment or
dishonor,  protest and notice of protest of this Note,  and all other notices in
connection with the delivery, acceptance, performance, default or enforcement of
the payment of this Note.

     13. Miscellaneous.  If any provisions of this Note shall be held invalid or
unenforceable,  such invalidity or  unenforceability  shall not affect any other
provision  hereof.  This Note has been delivered in and shall be governed by and
construed  in  accordance  with the  laws of the  Commonwealth  of  Pennsylvania
without regard to the law of conflicts. This Note shall be binding upon Borrower
and upon  Borrower's  successors  and assigns and shall  benefit  Lender and its
successors and assigns. The prompt and faithful performance of all of Borrower's
obligations hereunder, including, without limitation, time of payment, is of the
essence of this Note.

     14. Notices.  All notices,  requests and other communications made or given
in connection  with this Note shall be in writing and,  unless receipt is stated
herein to be required,  shall be deemed to have been validly  given if delivered
personally to the individual,  division or department to whose attention notices
to a party are to be addressed,  or by private carrier,  telecopy (with original
forwarded by first class mail), or registered or certified mail,  return receipt
requested, in all cases, with charges prepaid,  addressed as follows, until some
other address (or individual,  division or department for attention)  shall have
been designated by notice given by one party to the other:


                                       4
<PAGE>

     To Borrower:

                  Schick Technologies, Inc.
                  31-00 47th Avenue
                  Long Island City, NY  11101
                  Attention:  President
                  Telecopier No.:  718-937-5962

     To Lender:

                  DVI Strategic Partner Group
                  707 Skokie Boulevard
                  Northbrook, IL  60062
                  Attention:  Chief Operating Officer
                  Telecopier No.:  847-564-2965

     With a copy to:

                  DVI, Inc.
                  500 Hyde Park
                  Doylestown, PA  18901
                  Attention: Legal Department
                  Telecopier No.:  215-345-7759

     or after August 1, 2000:

                  DVI, Inc.
                  2500 York Road
                  Jamison, PA  18929
                  Attention: Legal Department
                  Telecopier No.:  215-488-5010

     15.   Submission  to   Jurisdiction.   Borrower   hereby  consents  to  the
jurisdiction  of any state or federal court located within the  Commonwealth  of
Pennsylvania,  and irrevocably agrees that,  subject to Lender's  election,  any
actions  or  proceedings  relating  to the Loan  Documents  or the  transactions
contemplated  hereunder may be litigated in such courts, and Borrower waives any
objection  which it may have based on lack of  personal  jurisdiction,  improper
venue or forum non conveniens to the conduct of any proceeding in any such court
and waives  personal  service of any and all process upon it, and consents  that
all such service of process be made by mail or  messenger  directed to it at the
address  set forth in Section 14.  Nothing  contained  in this  Section 15 shall
affect the right of Lender to serve legal process in any other manner  permitted
by law or affect the right of Lender to bring any action or  proceeding  against
Borrower or its property in the courts of any other jurisdiction.

     16. Fees, Costs and Expenses.  Borrower shall pay upon demand all costs and


                                       5
<PAGE>

expenses  incurred  by Lender in  connection  with the  enforcement  of the Loan
Documents  and  the  DVI  Indebtedness,   including,   without  limitation,  all
reasonable legal fees and costs.

     17.  Limitation  of Interest to Maximum  Lawful Rate. In no event shall the
rate of interest payable hereunder exceed the maximum rate of interest permitted
to be  charged by  applicable  law  (including  the choice of law rules) and any
interest  paid in excess of the  permitted  rate shall be refunded to  Borrower.
Such refund shall be made by  application  of the  excessive  amount of interest
paid against any sums  outstanding  and shall be applied in such order as Lender
may  determine.  If the  excessive  amount of  interest  paid  exceeds  the sums
outstanding,  the portion  exceeding the said sums outstanding shall be refunded
in cash by  Lender.  Any such  crediting  or refund  shall not cure or waive any
default by Borrower  hereunder.  Borrower agrees,  however,  that in determining
whether or not any  interest  payable  under this Note  exceeds the highest rate
permitted by law, any non-principal payment, including, without limitation, late
charges,  loan fees and expenses are and shall be deemed to the extent permitted
by law to be  late  charges,  loan  fees or  expenses,  as  applicable,  and not
interest.

     18. Law Governing.  This Note has been made,  executed and delivered in the
Commonwealth  of  Pennsylvania  and will be  construed  in  accordance  with and
governed  by the  laws  of  such  Commonwealth  (without  giving  effect  to any
principles of conflicts of law).

     19.  Assignment or Sale by Lender.  Lender may sell,  assign or participate
all or a portion of its  interest in this Note and/or any of the Loan  Documents
and in connection  therewith may make  available to any  prospective  purchaser,
assignee  or  participant  any  information  relative  to  Borrower  and/or  any
Guarantor in its possession.

     20. No  Assignment  by Borrower.  Borrower may not assign any of its rights
hereunder  without the prior written consent of Lender,  and Lender shall not be
required to lend hereunder except to Borrower as it presently exists.

     21. Binding Effect. This Note and all rights and powers granted hereby will
bind and  inure to the  benefit  of the  parties  hereto  and  their  respective
permitted successors and assigns.

     22.  Modifications.  No  modification  of  this  Note  or any  of the  Loan
Documents shall be binding or enforceable  unless in writing and signed by or on
behalf of the party against whom enforcement is sought.

     23. JURY TRIAL WAIVER. BORROWER AND LENDER WAIVE ANY RIGHT TO TRIAL BY JURY
ON ANY CLAIM,  DEMAND,  ACTION OR CAUSE OF ACTION (a)  ARISING  UNDER ANY OF THE
LOAN  DOCUMENTS OR (b) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE
DEALINGS OF BORROWER OR LENDER WITH RESPECT TO ANY OF THE LOAN  DOCUMENTS OR THE
TRANSACTIONS  RELATED  HERETO OR  THERETO,  IN EACH  CASE  WHETHER  SOUNDING  IN
CONTRACT OR TORT OR  OTHERWISE.  BORROWER  AND LENDER AGREE AND CONSENT THAT ANY
SUCH CLAIM,  DEMAND,  ACTION OR CAUSE OF ACTION  SHALL BE DECIDED BY COURT TRIAL
WITHOUT A JURY,  AND THAT ANY PARTY TO THE LOAN  DOCUMENTS  MAY FILE AN ORIGINAL


                                       6
<PAGE>

COUNTERPART OR A COPY OF THIS SECTION WITH ANY COURT AS WRITTEN  EVIDENCE OF THE
CONSENT OF  BORROWER  AND LENDER TO THE WAIVER OF THEIR  RIGHT TO TRIAL BY JURY.
BORROWER  ACKNOWLEDGES  THAT IT HAS HAD THE  OPPORTUNITY TO CONSULT WITH COUNSEL
REGARDING THIS SECTION, THAT IT FULLY UNDERSTANDS ITS TERMS, CONTENT AND EFFECT,
AND THAT IT VOLUNTARILY AND KNOWINGLY AGREES TO THE TERMS OF THIS SECTION.

     24. Effect of Amendment.  This Note, together with that certain Amended and
Restated Secured Promissory Note of even date given by Borrower to Lender in the
original  principal  amount of Five Million Dollars  ($5,000,000.00)  amends and
restates,  but does not repay or  satisfy,  Borrower's  obligations  under  that
certain Secured  Promissory Note (DVI Contract No.  003-9805633-70_)  dated July
30, 1999.

     25.  CONFESSION OF JUDGMENT.  EACH BORROWER HEREBY  AUTHORIZES AND EMPOWERS
ANY ATTORNEY OR THE  PROTHONOTARY  OR CLERK OF ANY COURT IN THE  COMMONWEALTH OF
PENNSYLVANIA,  OR IN ANY OTHER  JURISDICTION WHICH PERMITS THE ENTRY OF JUDGMENT
BY  CONFESSION,  TO APPEAR FOR THAT BORROWER AT ANY TIME AFTER THE OCCURRENCE OF
AN EVENT OF DEFAULT  HEREUNDER IN ANY ACTION  BROUGHT  AGAINST  BORROWER ON THIS
NOTE OR THE LOAN DOCUMENTS AT THE SUIT OF LENDER,  WITH OR WITHOUT  COMPLAINT OR
DECLARATION  FILED,  WITHOUT  STAY OF  EXECUTION,  AS OF ANY TERM OR  TIME,  AND
THEREIN TO CONFESS OR ENTER  JUDGMENT  AGAINST  BORROWER  FOR THE ENTIRE  UNPAID
OUTSTANDING  PRINCIPAL  AMOUNT  OF THIS  NOTE AND ALL  OTHER  SUMS TO BE PAID BY
BORROWER TO OR ON BEHALF OF LENDER  PURSUANT TO THE TERMS  HEREOF OR OF THE LOAN
DOCUMENTS AND ALL  ARREARAGES OF INTEREST  THEREON,  TOGETHER WITH ALL COSTS AND
OTHER EXPENSES AND AN ATTORNEY'S  COLLECTION  COMMISSION OF FIVE PERCENT (5%) OF
THE AGGREGATE AMOUNT OF THE FOREGOING SUMS, BUT IN NO EVENT LESS THAN $5,000.00;
AND FOR SO DOING THIS NOTE OR A COPY  HEREOF  VERIFIED BY  AFFIDAVIT  SHALL BE A
SUFFICIENT  WARRANT.  THE AUTHORITY GRANTED HEREIN TO CONFESS JUDGMENT SHALL NOT
BE EXHAUSTED BY ANY EXERCISE THEREOF BUT SHALL CONTINUE FROM TIME TO TIME AND AT
ALL TIMES UNTIL PAYMENT IN FULL OF ALL THE AMOUNTS DUE HEREUNDER.  EACH BORROWER
ACKNOWLEDGES  THAT IT HAS BEEN  REPRESENTED  BY COUNSEL IN  CONNECTION  WITH THE
EXECUTION AND DELIVERY OF THIS NOTE AND THAT IT KNOWINGLY WAIVES ITS RIGHT TO BE
HEARD PRIOR TO THE ENTRY OF SUCH JUDGMENT AND UNDERSTANDS THAT, UPON SUCH ENTRY,
SUCH JUDGMENT SHALL BECOME A LIEN ON ALL REAL AND PERSONAL  PROPERTY OF BORROWER
IN THE COUNTY WHERE SUCH JUDGMENT IS ENTERED AND THAT EXECUTION MAY  IMMEDIATELY
BE ISSUED ON THE JUDGMENT TO GARNISH, LEVY ON OR ATTACH ANY PERSONAL PROPERTY OF
BORROWER.

     26. Nature of Obligations. The obligations of each Borrower under this Note
are joint


                                       7
<PAGE>

and several.  Lender may proceed  against any Borrower for the entire amount due
hereunder,  and each  Borrower  waives any right it may have to compel Lender to
proceed against any other Borrower or any of the Collateral.

     IN WITNESS  WHEREOF,  Borrower,  intending to be legally bound hereby,  has
caused this Note to be duly executed the day and year first above written.

                               SCHICK TECHNOLOGIES, INC., a New York corporation

                               By:
                                  ----------------------------------------------
                               Name:
                                    --------------------------------------------
                               Title:
                                     -------------------------------------------

                               SCHICK TECHNOLOGIES, INC., a Delaware Corporation

                               By:
                                  ----------------------------------------------
                               Name:
                                    --------------------------------------------
                               Title:
                                     -------------------------------------------


                               DVI FINANCIAL SERVICES INC.

                               By:
                                  ----------------------------------------------
                               Name:
                                    --------------------------------------------
                               Title:
                                     -------------------------------------------