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


                                   FORM 10-Q/A
                                (Amendment No.1)

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                   THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2001


Commission file number  000-23213

                             YOUNG INNOVATIONS, INC.
             (Exact name of registrant as specified in its charter)

                  Missouri                                        43-1718931
(State or other jurisdiction of incorporation                 (I.R.S. Employer
               or organization)                              Identification No.)


            13705 Shoreline Court East, Earth City, Missouri   63045
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (314) 344-0010
              (Registrant's telephone number, including area code)


     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 the Registrant's Common Stock at July 31, 2001:
           6,539,543 shares of Common Stock, par value $.01 per share


This form 10-Q/A is filed to amend and restate the fourth paragraph under the
heading "LIQUIDITY AND CAPITAL RESOURCES" of Item 2, Part 1, of the Company's
10-Q filed on August 14, 2001.



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

RESULTS OF OPERATIONS

THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THREE MONTHS ENDED JUNE 30, 2000

NET SALES

         Net sales increased $3.1 million, or 26.7%, to $15.0 million in the
second quarter of 2001 from $11.9 million in the second quarter of 2000. The
increase was primarily a result of the addition of a full quarter of Plak
Smacker sales and partial inclusion of Biotrol/Challenge sales in the second
quarter of 2001. Plak Smacker was acquired on June 13, 2000. Biotrol/Challenge
was acquired on June 12, 2001.

 GROSS PROFIT

         Gross profit increased $1.4 million or 22.8%, to $7.9 million in the
second quarter of 2001 from $6.5 million in the second quarter of 2000. Gross
profit benefited from the acquisitions of Plak Smacker and Biotrol/Challenge and
from strong sales in the base business. Gross margin decreased to 52.8% of net
sales in the second quarter of 2001 from 54.5% in the second quarter of 2000.
The decrease was primarily a result of the inclusion of a full quarter of sales
at Plak Smacker, which typically carry lower gross margins.

SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES

         SG&A expenses increased $1.0 million or 33.0% to $4.2 million in the
second quarter of 2001 from $3.2 million in the second quarter of 2000. The
increase was primarily the result of the inclusion of a full quarter of Plak
Smacker and a partial quarter of Biotrol/Challenge. As a percent of net sales,
SG&A expenses increased to 28.2% in 2001 from 26.9% in 2000.

INCOME FROM OPERATIONS

         Income from operations increased $420,000 or 12.8%, to $3.7 million in
the second quarter of 2001 from $3.3 million in the second quarter of 2000. The
increase was a result of the items explained above.

OTHER EXPENSE

         Other expense decreased $45,000 to $9,000 in the second quarter of 2001
from $54,000 in the second quarter of 2000. The decrease was primarily
attributable to the Company's portion of the loss from investment in IAI being
lower than in the year earlier period.

PROVISION FOR INCOME TAXES

         Provision for income taxes increased $163,000 for the second quarter of
2001 to $1.4 million from $1.3 million in the second quarter of 2000.


SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SIX MONTHS ENDED JUNE 30, 2000

NET SALES

         Net sales increased $6.9 million, or 31.3%, to $29.0 million for the
first six months of 2001 from $22.1 million for the first six months of 2000.
The increase was primarily a result of the addition of a full period of Plak
Smacker sales and partial inclusion of Biotrol/Challenge sales in the first six
months of 2001 as well as growth in some of the base business products. Plak
Smacker was acquired on June 13, 2000. Biotrol/Challenge was acquired on June
12, 2001.



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GROSS PROFIT

         Gross profit increased $2.8 million or 23.2%, to $15.0 million for the
first six months of 2001 from $12.2 million for the first six months of 2000.
Gross profit benefited from the acquisitions of Biotrol/Challenge and Plak
Smacker and through strong sales in the other base businesses. Gross margin
decreased to 52.0% of net sales for the first six months of 2001 from 55.4% of
net sales for the comparable period in 2000. The decrease was primarily a result
of the inclusion of sales of Plak Smacker products, which typically carry lower
gross margins.

SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES

         SG&A expenses increased $2.2 million, or 35.5%, to $8.2 million for the
first six months of 2001 from $6.0 million for the first six months of 2000. The
increase in SG&A expenses is primarily attributable to the inclusion of
Biotrol/Challenge and Plaksmacker. As a percent of net sales, SG&A expenses
increased to 28.3% in 2001 from 27.4% in 2000.

INCOME FROM OPERATIONS

         Income from operations increased $682,000 or 11.1%, to $6.9 million for
the first six months of 2001 from $6.2 million for the first six months of 2000.
The increase is a result of the items explained above.

OTHER EXPENSE (INCOME)

                  Other expense (income) decreased $97,000 to ($32,000) for the
first six months of 2001 from $65,000 for the comparable period in 2000. The
decrease was primarily attributable to the Company's portion of the loss from
investment in IAI being lower than in the year earlier period.

PROVISION FOR INCOME TAXES

         Provision for income taxes increased $268,000 in 2001 to $2.7 million
from $2.4 million in 2000.

LIQUIDITY AND CAPITAL RESOURCES

     On June 12, 2001, the Company acquired substantially all of the assets of
Biotrol/Challenge for approximately $9.1 million in cash. The purchase price was
principally financed with borrowings on the Company's credit facilities and with
cash flows from operations.

    On June 13, 2000, the Company acquired substantially all of the assets of
Plak Smacker for approximately $7.1 million in cash. The purchase price was
principally financed with borrowings on the Company's credit facilities and with
cash flows from operations.

     Historically, the Company has financed its operations primarily through
cash flow from operating activities and, to a lesser extent, through borrowings
under its credit facilities. Net cash flows from operating activities were $5.7
million and $2.6 million for the first six months of 2001 and 2000,
respectively. Capital expenditures for property, plant and equipment were $5.9
million and $949,000 for the first six months of 2001 and 2000, respectively.
During the first six months of 2001, the Company spent $3.2 million for
additional land and buildings at its Earth City, MO and its Ft. Wayne, IN
locations as well as approximately $2.0 million of machinery and equipment to
update various manufacturing operations. Consistent with the Company's
historical capital expenditures, future capital expenditures are expected to
include building improvements, the purchase of panoramic X-ray machines for
rental, injection molding equipment and upgrades to production machinery and to
the Company's information systems.

     In March 2001, the Company entered into a three year $20 million credit
arrangement. Borrowings made under this arrangement will bear interest at either
the prime rate or LIBOR + 1%. Administrative fees for this arrangement are based
on .15% of the unused balance. As of June 30, 2001, $9.4 million was outstanding
under the arrangement resulting in $10.6 million available for borrowing. The
agreement is unsecured and contains various financial and other covenants. The
credit arrangement will be used primarily to fund future acquisitions and may be
used for working capital, capital expenditures as well as other corporate needs.



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NEW ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board adopted SFAS No. 141
"Business Combinations" and No. 142, "Goodwill and Intangible Assets." SFAS No.
141 requires all business combinations initiated after June 30, 2001 to be
accounted for using the purchase method of accounting. SFAS No. 141 is required
to be implemented for all acquisitions initiated after June 30, 2001 and all
business combinations accounted for using the purchase method for which the date
of acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will not
impact the consolidated financial statements of the Company.

     Under SFAS No. 142, goodwill is no longer subject to amortization over its
useful life; rather, it is subject to at least annual assessments of impairment.
Also, under SFAS No. 142, an intangible asset should be recognized if the
benefit of the intangible is obtained through contractual or other legal rights
or if the intangible asset can be sold, transferred, licensed, rented or
exchanged. Such intangibles will be amortized over their useful lives. Certain
intangibles have indefinite useful lives and will not be amortized. SFAS No. 142
will be implemented by the Company on January 1, 2002. All goodwill and
intangible assets acquired after June 30, 2001 will be immediately subject to
the provisions of SFAS No. 142. The Company is currently in the process of
assessing the future impact of adoption of SFAS No. 142.

FORWARD-LOOKING STATEMENTS

     Investors are cautioned that this report as well as other reports and oral
statements by Company officials may contain certain forward-looking statements
as defined in the Private Securities Litigation and Reform Act of 1995.
Forward-looking statements include statements which are predictive in nature,
which depend upon or refer to future events or conditions and which include
words such as "expects", "anticipates", "intends", "plans", "believes",
"estimates" or similar expressions. These statements are not guaranties of
future performance and the Company makes no commitment to update or disclose any
revisions to forward-looking statements, or any facts, events or circumstances
after the date hereof that may bear upon forward-looking statements. Because
such statements involve risks and uncertainties, actual actions and strategies
and the timing and expected results thereof may differ materially from those
expressed or implied by such forward-looking statements. These risks and
uncertainties include, but are not limited to, those disclosed in the Company's
Annual Report on Form 10-K for the year ended December 31, 2000 and other
reports filed with the Securities and Exchange Commission.




                                   SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Amendment No.1 to Form 10-Q report to be signed
on its behalf by the undersigned thereunto duly authorized.

                                   YOUNG INNOVATIONS, INC.

August 15, 2001                    /s/  Arthur L. Herbst, Jr.
----------------                   ---------------------------------------------
Date                               Arthur L. Herbst, Jr.
                                   Executive Vice President Strategic Planning &
                                   Chief Financial Officer


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