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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 for the quarterly period ended December 31, 1999.

                                       OR

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE  ACT OF 1934  for the  transition  period  from  _____________  to
     _______________.

                        Commission file number: 000-22673

                            SCHICK TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                             11-3374812
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                            Identification Number)

         31-00 47th Avenue                                        11101
     Long Island City, New York                                 (Zip Code)
(Address of principal executive offices)

       Registrant's telephone number, including area code: (718) 937-5765

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 [  ] No [X]

As of March 14,  2000,  10,136,113  shares of common  stock,  par value $.01 per
share, were outstanding.

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<PAGE>



                            SCHICK TECHNOLOGIES, INC.

                                TABLE OF CONTENTS


<TABLE>
<S>                                                                                                <C>
PART I.  FINANCIAL INFORMATION:

         Item 1.    Financial Statements:

                    Consolidated Balance Sheets as of December 31, 1999 and
                    March 31, 1999  ...........................................................    Page 1

                    Consolidated Statements of Operations for the three and nine
                    months ended December 31, 1999 and 1998 ...................................    Page 2

                    Consolidated Statements of Cash Flows for the nine
                    months ended December 31, 1999 and 1998  ..................................    Page 3

                    Notes to Consolidated Financial Statements  ...............................    Page 4

         Item 2.    Management's Discussion and Analysis of Financial Condition
                    and Results of Operations  ................................................    Page 7

         Item 3.    Quantitative and Qualitative Disclosures about Market Risk ................    Page 10

PART II. OTHER INFORMATION:

         Item 1.    Legal Proceedings .........................................................    Page 10

         Item 2.    Changes in Securities and Use of Proceeds  ................................    Page 12

         Item 3.    Defaults Upon Senior Securities ...........................................    Page 12

         Item 4.    Submission of Matters to a Vote of Security Holders .......................    Page 12

         Item 5.    Other Information .........................................................    Page 12

         Item 6.    Exhibits and Reports on Form 8-K ..........................................    Page 12

SIGNATURES          ...........................................................................    Page 14

EXHIBIT 27

EXHIBIT 10.25

<PAGE>




PART I.   Financial Information

Item 1.  Financial Statements

    Schick Technologies, Inc.
    Consolidated Balance Sheets
    (In thousands, except share amounts)

                                                                 December 31,             March 31,
                                                                         1999                 1999
                                                                 ------------             --------
                                                                 (unaudited)
Assets
Current assets
<S>                                                                  <C>                  <C>
      Cash and cash equivalents                                      $  1,692             $  1,415
      Short-term investments                                               --                  360
      Accounts receivable, net of allowance for
          doubtful accounts of $2,318 and $4,512                        1,858                4,205
      Inventories                                                       6,643               10,686
      Income taxes receivable                                             127                2,720
      Prepayments and other current assets                                164                  321
                                                                     --------             --------
               Total current assets                                    10,484               19,707
Equipment, net                                                          5,718                7,221
Investments                                                               815                1,250
Other assets                                                            1,024                1,208
                                                                     --------             --------
               Total assets                                          $ 18,041             $ 29,386
                                                                     ========             ========

Liabilities and Stockholders' Equity
Current liabilities
      Accounts payable and accrued expenses                          $  5,169             $  8,946
      Bridge note payable                                               6,222                5,000
      Accrued salaries and commissions                                    626                1,296
      Deferred revenue                                                  1,031                  564
      Deposits from customers                                             576                  513
      Warranty obligations                                                352                  402
      Capital lease obligations, current                                   53                   84
                                                                     --------             --------
               Total current liabilities                               14,029               16,805
Loan payable                                                              575                   --
Capital lease obligations                                                   4                   45
                                                                     --------             --------
               Total liabilities                                       14,608               16,850
Commitments and contingencies

Stockholders' equity
      Preferred stock ($.01 par value; 2,500,000
          Shares authorized; none issued and outstanding)                  --                   --
      Common stock ($.01 par value; 25,000,000 shares authorized;
          10,059,384 shares issued and outstanding)                       101                  101
      Additional paid-in capital                                       41,751               41,236
      Accumulated deficit                                             (38,419)             (28,801)
                                                                     --------             --------
               Total stockholders' equity                               3,433               12,536
                                                                     --------             --------

               Total liabilities and stockholders' equity            $ 18,041             $ 29,386
                                                                     ========             ========
</TABLE>

                   The accompanying notes are an integral part
                   of these consolidated financial statements


                                       1


<PAGE>




Schick Technologies, Inc.
Consolidated Statements of Operations (unaudited)
(In thousands, except per-share amounts)

<TABLE>
<CAPTION>
                                                                       Three months ended                    Nine months ended
                                                                          December 31,                          December 31,
                                                                      1999               1998               1999               1998
                                                                  --------           --------           --------           --------
<S>                                                               <C>                <C>                <C>                <C>
Revenues, net                                                     $  4,771           $ 15,540           $ 16,574           $ 38,288
                                                                  --------           --------           --------           --------
Cost of sales                                                        2,806             12,031             12,387             25,671
Excess and obsolete inventory                                          165              2,741                774              2,741
                                                                  --------           --------           --------           --------
Total cost of sales                                                  2,971             14,772             13,161             28,412
                                                                  --------           --------           --------           --------
      Gross profit                                                    1800                768              3,413              9,876

Operating expenses
      Selling and marketing                                          1,590              5,457              6,001             13,754
      General and administrative                                     1,601              2,209              5,116              4,997
      Research and development                                         595                907              2,164              2,773
      Bad debt expense                                                  --              1,810                  9              2,548
                                                                  --------           --------           --------           --------
      Total operating expenses                                       3,786             10,383             13,290             24,072
                                                                  --------           --------           --------           --------

      Loss from operations                                          (1,986)            (9,615)            (9,877)           (14,196)

Other income (expense)
      Gain from sale of investment                                      --                 --                565                 --
      Interest income                                                   32                 48                 71                477
      Interest expense                                                 (90)                (2)              (377)                (8)
                                                                  --------           --------           --------           --------
      Total other income (expense)                                     (58)                46                259                469
                                                                  --------           --------           --------           --------

      Loss before income taxes                                      (2,044)            (9,569)            (9,618)           (13,727)

      Benefit from income taxes                                         --               (565)                --               (495)
                                                                  --------           --------           --------           --------
      Net loss                                                    $ (2,044)          $ (9,004)          $ (9,618)          $(13,232)
                                                                  ========           ========           ========           ========

      Basic and diluted loss per share                            $  (0.20)          $  (0.90)          $  (0.96)          $  (1.32)
                                                                  ========           ========           ========           ========
</TABLE>

                     The accompanying notes are an integral
                part of these consolidated financial statements


                                       2


<PAGE>



Schick Technologies, Inc.
Consolidated Statements of Cash Flow (unaudited)
(In thousands)

<TABLE>
<CAPTION>
                                                                                        Nine months ended
                                                                                           December 31,
                                                                                       1999                1998
                                                                                   --------            --------
<S>                                                                                <C>                 <C>
Cash flows from operating activities:
      Net loss                                                                     $ (9,618)           $(13,232)
      Adjustments to reconcile net loss to
         net cash used in operating activities
            Depreciation and amortization                                             1,577               1,359
            Deferred income taxes                                                        --                 349
            Provision for excess and obsolete inventory                                 774               2,741
            Provision for doubtful accounts                                               9               2,548
              Gain from sale of investment in Photobit Corporation                     (565)                 --
              Changes in assets and liabilities:
                Accounts receivable                                                   2,338                (300)
                Inventories                                                           3,269              (5,997)
                Income taxes receivable                                               2,593              (3,092)
                Prepayments and other current assets                                    157                 180
                Other assets                                                            182                (270)
                Accounts payable and accrued expenses                                (4,290)              3,697
                Income taxes payable                                                     --                (144)
                Deferred revenue                                                        467                 121
                Deposits from customers                                                  63                (104)
                Warranty obligations                                                    (50)                121
                                                                                   --------            --------
                Net cash used in operating activities                                (3,094)            (12,023)

Cash flows from investing activities:
      Proceeds from maturities of held to maturity investments                          360              21,224
      Purchase of held to maturity investments                                           --             (10,561)
      Purchase of minority interest in Photobit Corporation                              --                (250)
      Proceeds from sale of investment in Photobit Corporation stock                  1,000                  --
      Capital expenditures                                                             (139)             (3,263)
                                                                                   --------            --------

                         Net cash provided from investing activities                  1,221               7,150
                                                                                   --------            --------

Cash flows from financing activities:
      Proceeds from exercise of common stock options                                     --                  32
      Proceeds of loan payable                                                        1,000                  --
      Proceeds of bridge note payable                                                 1,222                  --
      Principal payments of capital lease obligations                                   (72)                 --
                                                                                   --------            --------

                         Net cash provided from financing activities                  2,150                  32
                                                                                   --------            --------

Net increase (decrease) in cash and cash equivalents                                    277              (4,841)
Cash and cash equivalents at beginning of period                                      1,415               6,217
                                                                                   --------            --------
Cash and cash equivalents at end of period                                         $  1,692            $  1,376
                                                                                   ========            ========
</TABLE>

                     The accompanying notes are an integral
                part of these consolidated financial statements


                                       3


<PAGE>

                            Schick Technologies, Inc.
             Notes to Consolidated Financial Statements (unaudited)
               (in thousands, except share and per share amounts)

1.   Basis of Presentation

     The consolidated  financial  statements of Schick  Technologies,  Inc. (the
"Company") have been prepared in accordance with generally  accepted  accounting
principles for interim financial information and the rules of the Securities and
Exchange  Commission (the "SEC") for quarterly  reports on Form 10-Q, and do not
include all of the  information and footnote  disclosures  required by generally
accepted  accounting  principles  for  complete  financial   statements.   These
statements should be read in conjunction with the audited consolidated financial
statements  and notes  thereto for the year ended March 31, 1999 included in the
Company's Annual Report on Form 10-K.

     In the  opinion of  management,  the  accompanying  unaudited  consolidated
financial  statements include all adjustments  (consisting of normal,  recurring
adjustments)  necessary for a fair presentation of results of operations for the
interim  periods.  The results of operations  for the nine months ended December
31, 1999, are not  necessarily  indicative of the results to be expected for the
full year ending March 31, 2000.

     The consolidated financial statements of the Company, at December 31, 1999,
include  the  accounts of the Company  and its wholly  owned  subsidiaries.  All
significant intercompany balances have been eliminated.

     During the quarter ending December 31, 1999, the Company continued to incur
operating  losses  and has a  deficiency  in  working  capital.  In spite of the
Company's cost reductions, refinancing and tightening of credit, there can be no
assurance  that the Company will achieve  profitability  or generate  sufficient
working capital to permit its  continuation  as a going concern.  The ability of
the  Company  to  satisfy  its cash  requirements  is  dependent  in part on the
Company's  ability to attain  adequate  sales and  profit  levels and to control
warranty  obligations  by  increasing  warranty  revenues and reducing  warranty
costs,  and to collect its accounts  receivable  on a timely  basis.  Management
currently believes that existing capital  resources,  which have been diminished
as a result of losses in fiscal 1999 and the first nine  months of fiscal  2000,
and sources of credit,  including the Greystone credit facility, are adequate to
meet its current cash  requirements.  However,  if the Company's  cash needs are
greater than  anticipated,  the  restructuring of the bridge note payable is not
completed, or the Company does not satisfy drawdown conditions under the amended
loan agreement with Greystone Funding Corporation,  the Company will be required
to seek additional or alternative  financing sources.  There can be no assurance
that such  financing  will be available or available on terms  acceptable to the
Company.

2.   Inventories

     Inventories  at December  31, 1999 and March 31, 1999 are  comprised of the
following:

<TABLE>
<CAPTION>
                                                              December 31, 1999             March 31, 1999
                                                              -----------------             --------------
<S>                                                                <C>                         <C>
Raw materials ..........................................           $  2,587                    $  3,657
Work-in-process ........................................              8,257                       7,598
Finished goods .........................................              2,007                       4,897
Reserve for slow moving/obsolete .......................             (6,208)                     (5,466)
                                                                   --------                    --------
            Total inventories ..........................           $  6,643                    $ 10,686
                                                                   ========                    ========
</TABLE>

3.   Loss Per Share

     The  computation of basic and diluted loss per share for the three and nine
months ended December 31, 1999 and 1998 are as follows:

<TABLE>
<CAPTION>
                                                           Three months ended December 31,          Nine months ended December 31,
                                                           --------------------------------        --------------------------------
                                                               1999                1998                1999                1998
                                                           ------------        ------------        ------------        ------------
<S>                                                        <C>                 <C>                 <C>                 <C>
Net loss available to common stockholders ..........       $     (2,044)       $     (9,004)       $     (9,618)       $    (13,232)
Weighted average shares outstanding
      for basic and diluted loss per share .........         10,059,384          10,002,987          10,059,384           9,996,023
Basic and diluted loss per share ...................       $      (0.20)       $      (0.90)       $      (0.96)       $      (1.32)
                                                           ============        ============        ============        ============
</TABLE>


                                       4

<PAGE>


4.   Commitments and Contingencies

Employment Agreements

On or  subsequent  to December 31,  1999,  the Company  entered into  employment
agreements with four executive  officers.  These agreements  provide for monthly
base salaries which, when annualized,  aggregate $710 in executive  compensation
and for benefits.  In addition,  certain of the Company's agreements provide for
the  issuance of common stock and/or  common  stock  options to the  executives,
which  generally  vest  ratably  over the term of the  agreements  (2-3  years).
Additionally,  certain  executives  may earn bonus  compensation  based upon the
specific terms of the respective agreements, as defined.

Product Liability

The  Company is subject to the risk of  product  liability  and other  liability
claims in the event that the use of its products  results in personal  injury or
other claims.  Although the Company has not  experienced  any product  liability
claims to date, any such claims could have an adverse impact on the Company. The
Company maintains  insurance  coverage related to product liability claims,  but
there can be no assurance that product liability or other claims will not exceed
its  insurance  coverage  limits,  or that such  insurance  will  continue to be
available on commercially acceptable terms, or at all.

SEC Investigation and Other

In August 1999, the Company, through its outside counsel, contacted the Division
of Enforcement of the Securities and Exchange Commission ("SEC") to advise it of
certain  matters related to the Company's  restatement of earnings.  The SEC has
made a voluntary  request for the production of certain  documents.  The Company
intends  to  cooperate  fully  with the SEC  staff and has  provided  responsive
documents to it. In addition,  investigators associated with the U.S. Attorney's
Office have made inquires of certain former employees,  apparently in connection
with the same event.  The inquiries  are in a preliminary  stage and the Company
cannot predict their potential outcome.

Litigation

During fiscal 1999, several shareholder class action lawsuits were filed against
the Company.  In May 1999 a consolidated  and amended class action complaint was
filed  naming the  Company,  certain of its  officers  and former  officers  and
various  third  parties  as  defendants.  The  complaint  alleges  that  certain
defendants  issued false and  misleading  statements  concerning  the  Company's
publicly  reported  earnings in violation of the federal  securities  laws.  The
complaint seeks  certification of a class of persons who purchased the Company's
common stock between July 1, 1997 and February 19, 1999, inclusive, and does not
specify  the amount of damages  sought.  The  Company  intends to defend  itself
vigorously against such allegations and believes the claims to be without merit.
As these  actions  are in their  preliminary  stages,  the  Company is unable to
predict the ultimate outcome of these claims. The outcome, if unfavorable, could
have a  material  adverse  effect  on the  financial  position  and  results  of
operations of the Company.

During  1996,  the  Company  was named as a  defendant  in  patent  infringement
litigation  commenced  by a  competitor  in the United  States and  France.  The
Company is vigorously defending itself against such allegations and believes the
claims to be without  merit.  The  Company has filed a  countersuit  against the
competitor for infringement of a U.S. Patent which has been exclusively licensed
to the  Company.  The  Company  has  obtained a formal  opinion of  intellectual
property counsel that its products do not infringe the competitor's U.S. patent.
The Company has filed motions for summary  judgment seeking the dismissal of the
action in the United States. Such motions are currently pending.  The Company is
unable to predict the  ultimate  outcome of this  litigation.  The  outcome,  if
unfavorable,  could have a material adverse effect on the financial position and
results  of  operations  of the  Company.  No  provision  has been made for any,
potential  losses at December 31, 1999 as the range of potential  loss,  if any,
cannot be reasonably estimated.

During 1997, the Company was named as a defendant in patent litigation involving
a patent  directed to a display system for digital dental  radiographs.  In July
1997 the Company reached a settlement under which it paid $600 for a world wide,
non-exclusive license for the patent. The license fee was expensed during 1998.


                                       5


<PAGE>


The Company may be a party to a variety of legal  actions (in  addition to those
referred to above),  such as employment  and  employment  discrimination-related
suits,  employee  benefit  claims,  breach of  contract  actions,  tort  claims,
shareholder suits, including securities fraud, and intellectual property related
litigation.  In addition,  because of the nature of its business, the Company is
subject to a variety  of legal  actions  relating  to its  business  operations.
Recent court  decisions  and  legislative  activity  may increase the  Company's
exposure for any of these types of claims. In some cases,  substantial  punitive
damages may be sought.  The Company currently has insurance coverage for some of
these potential  liabilities.  Other potential liabilities may not be covered by
insurance,  insurers may dispute coverage, or the amount of insurance may not be
sufficient to cover the damages awarded.  In addition,  certain types of damages
such as  punitive  damages,  may not be  covered  by  insurance,  and  insurance
coverage  for all or  certain  forms of  liability  may  become  unavailable  or
prohibitively expensive in the future.

5.   Investment in Photobit Corporation

     In September  1997,  the Company  purchased a minority  interest of 5%, for
$1,000  in  Photobit  Corporation,  a  developer  of  complementary  metal-oxide
semiconductor  ("CMOS"),  APS  imaging  technology.  In July 1998,  the  Company
invested  an  additional  $250  in  Photobit  Corporation,  bringing  its  total
investment in Photobit to $1,250.  The Company is the exclusive  licensee of the
APS  technology  for medical  applications  and utilizes the  technology  in its
bone-mineral  density  assessment device and certain  components of its computed
dental x-ray  imaging  system.  The Company  carries the  investment at cost. In
September 1999, the Company sold 250,000 shares of Photobit stock for $1,000 and
recorded an investment gain of approximately $565.

6.   Bridge Note Payable

     Effective  July 30, 1999,  the Company  secured an extension to the secured
promissory  note it initially  issued in March 1999 for $5,000.  Pursuant to the
amended and restated  note,  the  principal of the note was increased to $6,222.
The increase in the principal  amount  resulted  from the  conversion of certain
trade payables owed to the third-party  lender into the principal balance of the
note. The amended and restated note bears interest at the rate of prime plus two
and one-half percent per annum.  Interest on the note is payable monthly and the
note is secured by the Company's  tangible and intangible  assets. The principal
is payable in quarterly installments of $1,000 commencing December 31, 1999. The
Company is also required to make additional  principal  payments equal to 25% of
the net proceeds of any equity or debt financing or asset sale (other than sales
of inventory in the ordinary  course of business) to the extent that 25% of such
proceeds exceeds the $1,000 principal  installment due at the end of the quarter
in which the  financing  or asset  sale is  completed.  In  connection  with the
amended  and  restated  note,  the  Company  issued  650,000   warrants  to  the
note-holder.  The warrants are  exercisable for a period of 5 years and each has
an  exercise  price of $2.19.  The  Company is not in  compliance  with  certain
financial  covenants,  and other terms and provisions  contained in the extended
bridge loan and is currently in the process of restructuring the obligation.

7.   NASDAQ Delisting

     On September 15, 1999, the Company received notice from the Nasdaq Listings
Qualifications  Panel  that its  common  stock  would no longer be listed on the
Nasdaq  National  Market  effective  with the close of business on September 15,
1999. The panel's action was based on the Company's inability to timely file its
Annual  Report on Form 10-K for the fiscal  year ended March 31, 1999 and public
interest  concerns  regarding  the  Company's  revenue   recognition  and  sales
practices.

8.   Loan Payable

     In December  1999,  the Company  entered  into a Loan  Agreement (the "Loan
Agreement") with Greystone  Funding  Corporation  ("Greystone") to provide up to
$7.5  million of  subordinated  debt in the form of a secured  credit  facility.
Pursuant  to the Loan  Agreement,  and to induce  Greystone  to enter  into said
Agreement,  the  Company  issued to  Greystone  and its  designees,  warrants to
purchase  3,000,000 shares of the Company's Common Stock at an exercise price of
$0.75 per share.  The  Company  agreed to issue to  Greystone  or its  designees
warrants to  purchase an  additional  2,000,000  shares at an exercise  price of
$0.75 per share in connection  with a cash payment of $1 million by Greystone to
the  Company in  consideration  of a sale of  Photobit  stock by the  Company to
Greystone.  The sale of the Photobit  stock was made subject to a right of first
refusal held by Photobit and its  founders.  By letter dated  February 17, 2000,
counsel for Photobit informed the Company that Photobit  considers the Company's
sale  of its  shares  to  Greystone  to be void on the  basis  of the  Company's
purported failure to properly comply with Photobit's right of first refusal.


                                       6


<PAGE>


     On March 17, 2000,  the Company and  Greystone  entered into an Amended and
Restated  Loan  Agreement  effective as of December 27, 1999 (the  "Amended Loan
Agreement")  which  amended and  restated the Loan  Agreement  pursuant to which
Greystone agreed to provide up to $7.5 million of subordinated  debt in the form
of a secured  credit  facility.  The $1 million  cash payment to the Company was
converted  as of December 27, 1999 into an initial  advance of $1 million  under
the Amended  Loan  Agreement.  Pursuant to the Amended  Loan  Agreement,  and to
induce  Greystone to enter into said  Agreement,  the Company issued warrants to
Greystone and its  designees,  consisting of those  warrants  previously  issued
under the Loan Agreement,  to purchase  5,000,000 shares of the Company's Common
Stock at an  exercise  price of $0.75 per share,  exercisable  at any time after
December 27, 1999. Under the Amended Loan Agreement,  the Company also issued to
Greystone or its designees  warrants (the "Additional  Warrants") to purchase an
additional  13,000,000  shares of common stock,  which Additional  Warrants will
vest and be  exercisable at a rate of two shares of Common Stock for each dollar
advanced  under the Amended  Loan  Agreement in excess of the initial draw of $1
million.  Any  Additional  Warrants  which do not vest  prior to  expiration  or
surrender of the line of credit will be forfeited  and  canceled.  In connection
with the Greystone  secured credit facility,  effective as of February 15, 2000,
DVI Financial  Services,  Inc., the Company's  senior  lender,  consented to the
Company's grant to Greystone of a second priority lien encumbering the Company's
assets,  under and subject in priority and right of payment to all liens granted
by the Company to DVI.

     The $1 million  proceeds of the initial draw has been allocated to the loan
and 15  million  warrants  issued,  based  upon their  relative  fair  values at
issuance.  The carrying  value of the note of $575 is being accreted to the face
value of $1 million using the interest  method over the  seven-year  term of the
loan.  However,  in the event that the loan is paid  sooner,  the  Company  will
recognize a charge for the unamortized  discount  remaining in such period.  The
fair  value of 3 million  warrants  issued  in  connection  with the  agreement,
amounting to $90, is being  accounted  for as a deferred  financing  cost.  This
cost,  included in "Other Assets" in the  accompanying  balance sheet,  is being
amortized on a straight-line basis over the seven year life of the loan.

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

This Quarterly Report on Form 10-Q contains  forward-looking  statements  within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section 21E of the  Securities  Exchange Act of 1934,  as amended.  The words or
phrases  "believes,"  "may,"  "will  likely  result,"  "estimates,"  "projects,"
"anticipates,"  "expects"  or similar  expressions  and  variations  thereof are
intended to identify such forward-looking statements. Actual results, events and
circumstances  could differ  materially  from those set forth in such statements
due  to  various  factors.   Such  factors  include  risks  relating  to  recent
substantial operating losses,  dependence on financing,  dependence on products,
competition, the changing economic and competitive conditions in the medical and
dental digital radiography markets,  dependence on key personnel,  dependence on
distributors,  ability to manage growth, fluctuation in results and seasonality,
regulatory  approvals,  technological  developments,  protection  of  technology
utilized by the Company,  patent infringement claims and other litigation,  need
for additional  financing and further risks and  uncertainties,  including those
detailed and in the  Company's  other filings with the  Securities  and Exchange
Commission.

General

     The Company designs,  develops and manufactures digital imaging systems and
devices  for the dental and  medical  markets.  In the field of  dentistry,  the
Company has developed,  and currently  manufactures  and markets,  an intra-oral
digital  radiography  system.  The  Company has also  developed  a bone  mineral
density assessment  device,  which was introduced in December of 1997, to assist
in the  diagnosis  of  osteoporosis.  The Company is also  developing  a digital
mammography  device,  and  has  commenced   development  of  a  general  digital
radiography device for intended use in various applications.

Results of Operations

     Net revenues for the three months ended December 31, 1999  decreased  $10.7
million (69%) to $4.8 million from $15.5 million during the comparable period of
fiscal 1999. Net revenues for the nine months ended December 31, 1999, decreased
$21.7 million (57%) to $16.6  million from $38.3 million  during the  comparable
period  of  fiscal  1999.  The  revenue  decline  is due to  lower  sales of the
Company's CDR(R) dental product and accuDEXA(TM) bone density assessment device.
Fiscal 2000 revenues were negatively  affected by reduced marketing activity for
the  Company's  products,   by  reducing  credit  granting  to  select  dealers,
hospitals,  universities and governmental agencies and, the Company believes, by
the negative perception that existed in the marketplace concerning the Company's
viability  and long-term  ability to upgrade and service its  products.  For the
quarter ended December 31, 1999, net revenues of the Company's  accuDEXA and CDR
product  decreased to  approximately  $0.7 million (14%) and $4.1 million (86%),
respectively   compared  to  $2.5  million  (16%)  and  $13.0   million   (84%),
respectively in the comparable quarter of fiscal 1999. For the nine months ended
December  31,  1999,  net  revenues of the  Company's  accuDEXA and CDR products
decreased to approximately $2.8 million (17%) and $13.8 million (83%),


                                       7


<PAGE>


respectively  of the  Company's  net revenues as compared to $12.7 million (33%)
and $25.6 million (67%),  respectively  in the comparable  nine months of fiscal
1999.

     The rate of  returns  in fiscal  2000 for the  Company's  CDR and  accuDEXA
products decreased  significantly from that of fiscal 1999. The decreased return
rate for CDR is believed to be  attributable to several  factors,  including the
following:  First,  during fiscal 1999, the Company resolved  certain  technical
problems in transitioning  its CDR product line from CCD sensors to APS sensors.
Shipments  of the  Company's  initial  version of its new APS sensor for the CDR
product,  which were  primarily  delivered  from April 1998 through August 1998,
exhibited a high failure rate and other  technical  problems during fiscal 1999.
The Company has provided for  replacements of systems shipped during this period
where  practical and provided for  anticipated  returns for units which were not
upgraded during fiscal 1999. In September 1998, the Company began shipping a new
version of the APS sensor  which has  exhibited  a lower  failure  rate than the
initial version.  Second,  the Company's single user CDR System requires minimal
installation.  Commencing in September 1998, the Company  initiated a program in
coordination  with its computer  supplier,  in which the supplier  installed all
single-user CDR Systems. As a result of logistical problems in implementing this
program, the supplier's installations  experienced significant delays, which led
to a higher than normal rate of return for single user  systems  shipped in this
period. Starting in January 1999, the Company resumed its original method of CDR
installation and has since experienced a reduced rate of return.

     The Company also  experienced  decreased rate of returns of accuDEXA units.
The Company  believes the  decrease in such  returns is due to several  factors,
including the following: First, early shipments of accuDEXA experienced a higher
than  normal  failure  rate due to  shipping  damage,  as well as  humidity  and
temperature  sensitivity  of several  components  in the  initial  design of the
product.  The Company took steps to address  these  problems  and believes  that
failure   rates   relating  to  such  damage  and   sensitivity   have   dropped
significantly.  In this  regard,  the Company  currently  expects to implement a
number of additional  improvements to accuDEXA, to further increase reliability,
in the first half of fiscal 2001.  Second, the Company initiated a change in its
sales policy which affected  accuDEXA sales made from May 1998 through  November
1998.  During this time, the Company waived its customary 10% deposit charged to
customers  prior to shipment of goods. In December 1998, the Company changed its
credit policy requiring prepayment from non-dealer customers.

     Total cost of sales for the three months ended  December 31, 1999 decreased
$11.8  million  (80%) to $3.0 million (62% of net  revenues)  from $14.8 million
(95% of net revenues) for the  comparable  period of fiscal 1999.  Total cost of
sales  decreased  for the three and nine months  ended  December 31, 1999 due to
lower direct and indirect labor costs,  warranty  expenditures,  material costs,
royalty  costs,  and  overhead  costs as a result of  decreased  revenues in the
respective  periods;  and a decrease in the  provision  for excess and  obsolete
inventory.  The decrease in the provision for excess and obsolete inventory from
fiscal 1999 to fiscal 2000 is  primarily  attributable  to the  obsolescence  of
inventory in the third quarter of fiscal 1999 due to the introduction of the new
APS sensors.  The cost savings in the three months  resulted in increased  gross
profit  percentage  of 37.7% in fiscal  2000,  compared to 5.0% in fiscal  1999.
However,  these  decreases were not adequate to cause the Company's gross profit
percentage  for the nine months  ended  December 31, 1999 to be greater than the
gross profit  percentage  for fiscal 1999.  The gross profit  percentage for the
nine months ended  December 31, 1999 was 20.6% compared to 25.8% in fiscal 1999.
In January 1999, in an effort to streamline operations and reduce expenses,  and
as a result  of more  efficient  manufacturing  processes  and a higher  rate of
outsourcing,  the Company reduced its direct  manufacturing labor force from 101
to 64 employees  and relocated the  operations of its  wholly-owned  subsidiary,
Schick X-Ray Corp.,  from its facility in Roebling,  New Jersey to the Company's
headquarters  in Long Island City,  New York.  In August 1999,  Schick X-Ray was
dissolved and its operations absorbed by the Company.

     Selling & marketing  expenses for the three months ended December 31, 1999,
decreased  $3.9 million  (71%) to $1.6 million (33% of net  revenues)  from $5.5
million (35% of net revenues) for the comparable period of fiscal 1999.  Selling
and marketing  expenses for the nine months ended  December 31, 1999,  decreased
$7.8 million (56%) to $6.0 million (36% of net revenues) from $13.8 million (36%
of net revenues) during the comparable  period of fiscal 1999. The decreases for
the three and nine months ended December 31, 1999 are due to decreases in direct
selling expenses in the CDR and accuDEXA product lines,  trade show expenses and
other  marketing  expenses.  Additionally,  the Company reduced its direct sales
force and associated overhead expenses as a result of decreased revenues.

     General and administrative expenses for the three months ended December 31,
1999,  decreased  $0.6 million


                                       8


<PAGE>


     (28%) to $1.6 million (34% of net  revenues)  from $2.2 million (14% of net
revenues) for the comparable period of fiscal 1999.  General and  administrative
expenses for the nine months ended December 31, 1999, increased $0.1 million (2%
of net revenues) to $5.1 million (31% of net revenues) from $5.0 million (13% of
net revenues) during the comparable period of fiscal 1999. The increases for the
three and nine months ended  December 31, 1999 were  primarily  attributable  to
increases in professional  services  rendered in connection with the restatement
of the Company's interim  financial  statements for fiscal 1999 partially offset
by decreases in payroll and related costs.

     Research and  development  expenses for the three months ended December 31,
1999,  decreased  $0.3 million (34%) to $0.6 million (12% of net revenues)  from
$0.9  million (6% of net  revenues)  for the  comparable  period of fiscal 1999.
Research and  development  expenses for the nine months ended December 31, 1999,
decreased $ 0.6 million  (22%) to $2.2 million (13% of net  revenues)  from $2.8
million (7% of net  revenues)  for the  comparable  period of fiscal  1999.  The
decreases  for the three and nine months  ended  December  31, 1999 are primarly
attributable  to a decrease in payroll and related  costs due to a reduction  in
personnel, partially offset by increase in test services and supply expenses.

     Interest  income  decreased  to $32  thousand  in the  three  months  ended
December  31, 1999 from $48  thousand in the  comparable  period of fiscal 1999.
Interest  income for the nine months ended  December  31, 1999  decreased to $71
thousand  from $477  thousand  for the  comparable  period of fiscal  1999.  The
decrease is  attributable  to lower cash balances and  investments in short-term
interest-bearing  securities  that  were  purchased  with  the  proceeds  of the
Company's July 1997 Initial Public  Offering.  Interest  expense of $90 thousand
and $377 thousand for the three and nine month periods ended  December  31,1999,
respectively, was principally attributable to the bridge note payable.

Liquidity and Capital Resources

     At  December  31,  1999,  the  Company  had $1.7  million  in cash and cash
equivalents  and a working capital  deficiency of $3.5 million  compared to $1.4
million in cash and cash equivalents, $0.4 million in short-term investments and
$2.9  million in working  capital at March 31,  1999.  The  decrease  in working
capital  is  primarily  attributable  to the loss from  operations  for the nine
months  ended  December  31,  1999.  Ongoing  losses in fiscal 2000 have further
reduced working capital.

     During the nine months ended December 31, 1999, cash used in operations was
$3.1 million compared to $12.0 million used in operations  during the comparable
period of fiscal 1999.  Increases to cash were primarily provided by the sale of
a portion of the Company's  investment in Photobit  stock and loan proceeds from
the Company's  bridge note payable and loan payable.  This cash was used to fund
the Company's  operating losses and account payable  reduction,  which more than
exceeded  reductions  in  accounts  receivable,   inventory  and  collection  of
refundable  income taxes.  Accounts  receivable  decreased  from $4.2 million at
March 31,  1999 to $1.9  million at December  31, 1999 due to reduced  sales and
restricted  credit  granting  to select  dealers,  hospitals,  universities  and
governmental agencies.  Inventory decreased from $10.7 million at March 31, 1999
to $6.6  million at December 31, 1999  primarily  due to the  Company's  planned
reduction of inventory  levels.  The Company received  estimated tax payment and
net operating loss refunds of approximately  $2.6 million during the nine months
ended December 1999.

     The Company's capital  expenditures  during the three months ended December
31,  1999  amounted  to  $0.1  million.  Such  expenditures  included  leasehold
improvements, computers, and production equipment.

     DVI Financial  Services,  Inc.  ("DVI") has provided the Company with loans
and advances up to $6.2 million in the aggregate (the "Bridge  Loan"),  which is
secured by first priority liens on collateral (the  "Collateral")  consisting of
all of the Company's  now-owned and  hereafter-acquired  tangible and intangible
personal property including,  without limitation,  cash, marketable  securities,
accounts  receivable,   inventories,   contract  rights,  patents,   trademarks,
copyrights and other general intangibles,  machinery, equipment and interests in
real estate of the Company,  together with all products and proceeds thereof. In
connection  with  the  Bridge  Loan,  and  reflecting  the  Company's  repayment
obligations  thereunder as well as the security  interest created thereby in the
Collateral,  the  Company  executed  a Secured  Promissory  Note and a  Security
Agreement  (the  "Security  Agreement")  dated January 25, 1999, and executed an
Amended and Restated  Secured  Promissory Note dated July 30, 1999. The Security
Agreement provides, in part, that the Company may not permit the creation of any
lien or encumbrance on the Company's  property or assets.  The Company is not in
compliance  with  certain  financial  covenants  and other terms and  provisions
contained in the Bridge Loan. The Company and DVI have entered into a commitment
letter for the restructuring of its Bridge Loan.

     In December  1999,  the Company  entered  into a Loan  Agreement (the "Loan
Agreement") with Greystone  Funding  Corporation  ("Greystone") to provide up to
$7.5 million of subordinated debt in the form of a


                                       9


<PAGE>


secured credit facility. Pursuant to the Loan Agreement, and to induce Greystone
to enter into said Agreement, the Company issued to Greystone and its designees,
warrants to purchase  3,000,000  shares of Company's Common Stock at an exercise
price of $0.75  per  share.  The  Company  agreed to issue to  Greystone  or its
designees  warrants to purchase an  additional  2,000,000  shares at an exercise
price of $0.75 per share in  connection  with a cash  payment  of $1  million by
Greystone  to the Company in  consideration  of a sale of Photobit  stock by the
Company to Greystone. The sale of the Photobit stock was made subject to a right
of first refusal held by Photobit and its founders. By letter dated February 17,
2000,  counsel for Photobit  informed the Company that  Photobit  considers  the
Company's  sale of its  shares  to  Greystone  to be void  on the  basis  of the
Company's  purported  failure to properly comply with Photobit's  right of first
refusal.

     On March 17, 2000,  the Company and  Greystone  entered into an Amended and
Restated  Loan  Agreement  effective as of December 27, 1999 (the  "Amended Loan
Agreement"),  which amended and restated the Loan  Agreement,  pursuant to which
Greystone agreed to provide up to $7.5 million of subordinated  debt in the form
of a secured  credit  facility.  The $1 million  cash payment to the Company was
converted  as of December 27, 1999 into an initial  advance of $1 million  under
the Amended Loan Agreement. Pursuant to the Amended Loan Agreement and to induce
Greystone to enter into said Agreement, the Company issued warrants to Greystone
and its designees, consisting of those warrants previously issued under the Loan
Agreement,  to purchase  5,000,000  shares,  of the Company's Common Stock at an
exercise  price of $0.75 per share,  exercisable  at any time after December 27,
1999. Under the Amended Loan Agreement,  the Company also issued to Greystone or
its  designees  warrants (the  "Additional  Warrants") to purchase an additional
13,000,000  shares of common stock,  which Additional  Warrants will vest and be
exercisable  at a rate of two shares of Common  Stock for each  dollar  advanced
under the Amended  Loan  Agreement  in excess of the initial draw of $1 million.
Any  additional  warrants  which do not vest prior to expiration or surrender of
the line of credit  will be  forfeited  and  canceled.  In  connection  with the
Greystone  secured  credit  facility,  effective as of February  15,  2000,  DVI
consented  to the  Company's  grant  to  Greystone  of a  second  priority  lien
encumbering  the  Company's  assets,  under and subject in priority and right of
payment to all liens granted by the Company to DVI.

     The Company has also undertaken  various  cost-cutting  measures  including
reduction  of  facilities  and  personnel by over 40% from peak levels of fiscal
1999. The Company  discontinued  certain promotional programs which had resulted
in increased credit risk, and concomitantly  limited credit to selected domestic
dealers.  The Company  continues  efforts to improve its products and methods of
production and believes it has  strengthened  customer  support  services to its
customers.

     In spite of the Company's cost  reductions,  refinancing  and tightening of
credit, there can be no assurance that the Company will achieve profitability or
generate  sufficient  working  capital  to permit  its  continuation  as a going
concern.  The  ability  of the  Company  to  satisfy  its cash  requirements  is
dependent in part on the Company's  ability to attain  adequate sales and profit
levels and to control warranty  obligations by increasing  warranty revenues and
reducing warranty costs and to collect its account receivable on a timely basis.
Management  currently  believes that existing  capital  resources and sources of
credit,  including  the  Greystone  credit  facility,  are  adequate to meet its
current cash requirements. However, if the Company's cash needs are greater than
anticipated,  the  restructuring  of the DVI Bridge Loan is not completed or the
Company does not satisfy  drawdown  conditions under the Amended Loan Agreement,
the  Company  will be  required  to seek  additional  or  alternative  financing
sources.  There can be no  assurance  that such  financing  will be available or
available on terms acceptable to the Company.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The DVI Bridge Loan bears an annual  interest  rate based on the prime rate
plus 2.5%. Because the interest rate is variable, the Company's cash flow may be
adversely affected by increases in interest rates. Management does not, however,
believe that any risk inherent in the variable-rate nature of the loan is likely
to have a material effect on the Company's interest expense or available cash.


PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

     The  Company  and/or  certain  of its  officers  and former  officers,  are
involved in the proceedings described below:


                                       10


<PAGE>


     I. The Company is a named  defendant in two lawsuits  instituted  by Trophy
Radiologie, S.A. (`Trophy S.A.'), a subsidiary of Trex Medical Corporation.  One
lawsuit was instituted in France and the other in the United States.

     The French  lawsuit was filed in November  1995,  in the tribunal de Grande
Instance de Bobigny,  the French patent court,  and originally  alleged that the
Company's  CDR(R)system  infringes French Patent No. 2,547,495,  European Patent
No. 129,451 and French Certificate of Addition No. 2,578,737. These patents, all
of which are  related,  are  directed to a CCD-based  intra-oral  sensor.  Since
filing its lawsuit,  Trophy S.A. has  withdrawn its  allegation of  infringement
with respect to the Certificate of Addition.  Trophy S.A. is seeking a permanent
injunction and  unspecified  damages,  including  damages for its purported lost
profits.  The  Company  believes  that  the  lawsuit  is  without  merit  and is
vigorously defending it.

     The  lawsuit in the United  States was filed in March 1996 by Trophy  S.A.,
Trophy  Radiology,  Inc., a United  States  subsidiary  of Trophy S.A.  (`Trophy
Inc.') and the named inventor on the patent in suit,  Francis  Mouyen,  a French
citizen.  The suit was  brought  in the  United  States  District  Court for the
Eastern  District of New York,  and alleges  that the  Company's  CDR(R)  system
infringes  United  States  Patent No.  4,593,400  (the `400  patent'),  which is
related to the patents in the French  lawsuit.  Trophy  S.A.,  Trophy  Inc.  and
Mouyen are seeking a permanent  injunction and  unspecified  damages,  including
damages for purported lost profits, enhanced damages for the Company's purported
willful  infringement  and an award of attorney fees. The Company  believes that
the  lawsuit is without  merit and is  vigorously  defending  it. The  Company's
counsel  in the United  States  suit has  issued a formal  opinion  that the CDR
system does not infringe the 400 patent.

     In addition,  the Company has counter-sued  Trophy S.A. and Trophy Inc. for
infringement of United States Patent No. 4,160,997,  an expired patent which was
exclusively  licensed to the Company by its inventor,  Dr. Robert Schwartz,  and
for false  advertising  and unfair  competition.  The Company  believes that its
counter-suit is meritorious, and is vigorously pursuing it.

     On September 12, 1997,  after having been given  permission to do so by the
Court, the Company served two motions for summary judgment seeking  dismissal of
the action pending in the United States District Court for the Eastern  District
of New York,  on the  grounds  of  non-infringement  and patent  invalidity.  On
February 22, 2000,  oral argument on these  motions was heard by the Court.  The
motions are currently pending.

     While the Company  believes such suits against it are without merit,  there
can be no assurance that the Company will be successful in its defense of any of
these actions,  or in its  counter-suit.  If the Company is  unsuccessful in its
defense of any of these  actions,  it could have a material  adverse effect upon
the Company. Moreover, regardless of their outcome, the Company may be forced to
expend  significant  amounts  of money in legal  fees in  connection  with these
lawsuits.

     II. In late 1998 through early 1999, nine shareholder complaints purporting
to be class action  lawsuits were filed in the United States  District Court for
the Eastern  District of New York.  Plaintiffs  filed a Consolidated and Amended
Complaint on or about May 27, 1999 and, on or about  November 24, 1999,  filed a
Second Amended and Consolidated Complaint (the "Complaint"). The Complaint names
as  defendants  the Company,  David B. Schick,  Thomas E.  Rutenberg,  and David
Spector   (collectively,    the   "Individual    Defendants"),    as   well   as
PricewaterhouseCoopers LLP.

     The Complaint alleges, inter alia, that certain defendants issued false and
misleading  statements  concerning the Company's  publicly  reported earnings in
violation of the federal securities laws. The Complaint seeks certification of a
class of persons who purchased  the Company's  Common Stock between July 1, 1997
and  February 19,  1999,  inclusive,  and does not specify the amount of damages
sought.

     The Company has retained counsel,  believes that these lawsuits are without
merit, and intends to vigorously defend them. On or about February 11, 2000, the
Company and the Individual  Defendants  filed a Motion to Dismiss the Complaint.
As these  actions  are in their  preliminary  stages,  the  Company is unable to
predict  their  ultimate  outcome.  The outcome,  if  unfavorable,  could have a
material adverse effect on the Company.

     III. In August 1999, the Company,  through its outside  counsel,  contacted
the Division of Enforcement of the Securities and Exchange Commission ("SEC") to
advise it of certain matters  related to the Company's  restatement of earnings.
The SEC has made a voluntary  request for the  production of certain  documents.
The  Company  intends to  cooperate  fully  with the SEC staff and has  provided
responsive documents to it. The inquiry is in a preliminary


                                       11


<PAGE>


stage and the Company cannot predict its potential outcome.

     The  Company may be a party to a variety of legal  actions (in  addition to
those    referred   to   above),    such   as    employment    and    employment
discrimination-related  suits,  employee  benefit  claims,  breach  of  contract
actions,  tort  claims,  shareholder  suits,  including  securities  fraud,  and
intellectual property related litigation. In addition,  because of the nature of
its business,  the Company is subject to a variety of legal actions  relating to
its business  operations.  Recent court decisions and  legislative  activity may
increase the Company's exposure for any of these types of claims. In some cases,
substantial  punitive damages may be sought. The Company currently has insurance
coverage for some of these potential  liabilities.  Other potential  liabilities
may not be covered by insurance, insurers may dispute coverage, or the amount of
insurance  may not be  sufficient  to cover the damages  awarded.  In  addition,
certain  types of  damages,  such as  punitive  damages,  may not be  covered by
insurance  and  insurance  coverage for all or certain  forms of  liability  may
become unavailable or prohibitively expensive in the future.

Item 2.  Changes in Securities and Use of Proceeds

     (d) On July 7, 1997, the Company's initial public offering (the "Offering")
of 1,750,000  shares of its common stock,  $.01 par value per share (the "Common
Stock") closed. The Company's  registration  statement on Form S-1 (Registration
No. 333-33731) was declared effective by the Securities and Exchange  Commission
on  June  30,  1997.  As  part  of the  Offering,  the  Company  granted  to the
Underwriters  over-allotment  options to purchase up to 262,500 shares of Common
Stock  ("the  "Underwriters'  Option").  On  July  10,  1997,  the  underwriters
exercised the  Underwriters'  Option  purchasing  262,500 shares of Common Stock
from the Company.  The aggregate  offering  price of 2,012,500  shares of Common
Stock  registered  for the  account  of the  Company  pursuant  to the  Offering
(inclusive of the Underwriters' Option) was $37.2 million.

     The aggregate net proceeds received by the Company from the Offering and as
a  result  of  the  exercise  of  the  Underwriters'   Option,  after  deducting
underwriting and commissions and expenses were $33,508,731. During the period of
July 1, 1997 through  December 31, 1999,  such net proceeds have been applied as
follows:  (i) $1,606,000 for leasehold  improvements;  (ii) $5,248,000 for plant
and equipment;  (iii)  $1,450,000 to purchase  certain assets of Keystone Dental
X-Ray Corp.;  (iv)  $1,250,000 to purchase a 5% interest in Photobit,  Inc.; (v)
$1,512,833  to pay the notes  payable and  interest in the amount of $144,296 to
Merck & Co., Inc.; and (vii) the remaining  $22,442,000 was used in its entirety
for working  capital  purposes and to fund the Company's  substantial  operation
losses in fiscal 1999 and 2000. None of the net proceeds were paid,  directly or
indirectly, to directors,  officers,  controlling stockholders, or affiliates of
the Company.

Item 3.  Defaults Upon Senior Securities

     DVI Financial  Services,  Inc.  ("DVI") has provided the Company with loans
and advances up to  $6,222,000 in the aggregate  (the "Bridge  Loan"),  which is
secured by first priority liens on collateral consisting of all of the Company's
now-owned  and  hereafter-acquired  tangible and  intangible  personal  property
including, without limitation, cash, marketable securities, accounts receivable,
inventories,  contract rights, patents, trademarks, copyrights and other general
intangibles,  machinery,  equipment and interests in real estate of the Company,
together  with  all  products  and  proceeds  thereof.  The  Company  is  not in
compliance  with  certain  financial  covenants  and other terms and  provisions
contained in the Bridge Loan. The Company and DVI have entered into a commitment
letter for the restructuring of its Bridge Loan.

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

     Not Applicable.

Item 5.  Other Information

     Not Applicable.

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

    10.25 Amended and Restated Loan  Agreement,  dated March 17, 2000,  and made
          effective as of December 27, 1999, by and between Schick Technologies,
          Inc., a Delaware corporation, Schick


                                       12


<PAGE>


          Technologies,  Inc., a New York  corporation,  and  Greystone  Funding
          Corporation, a Virginia corporation

     27   Financial Data Schedule (Filed in electronic format only)

(b)  Reports on Form 8-K

     None


                                       13


<PAGE>


                            SCHICK TECHNOLOGIES, INC.

                                    SIGNATURE


     Pursuant to the  requirement  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.

                                               SCHICK TECHNOLOGIES, INC.

Date: March 24, 2000                           By: /S/ David B. Schick
                                               David B. Schick
                                               Chief Executive Officer

                                               By: /S/ Ronald Rosner
                                               Ronald Rosner
                                               Controller
                                               (Principal Financial Officer)


                                       14