SECURITIES AND EXCHANGE COMMISSION

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                             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, 1998.

                                       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 [X] No [ ]

As of February 19, 1999,  10,061,113  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 Sheet as of December 31, 1998 and
                  March 31, 1998 ............................................   Page 1

                  Consolidated Statement of Operations for the three and nine
                  months ended December 31, 1998 and 1997 ...................   Page 2

                  Consolidated Statement of Cash Flows for the nine
                  months ended December 31, 1998 and 1997 ...................   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

PART II.  OTHER INFORMATION:
         Item 1.  Legal Proceedings .........................................   Page 12
         Item 2.  Changes in Securities and Use of  Proceeds ................   Page 12
         Item 6.  Exhibits and Reports on Form 8-K ..........................   Page 13
SIGNATURE ...................................................................   Page 14
EXHIBIT 27 ..................................................................   Page 15
EXHIBIT 99 ..................................................................   Page 16
</TABLE>


<PAGE>


PART I.  Financial Information
Item 1.  Financial Statements

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

<TABLE>
<CAPTION>
                                                       December 31, 1998  March 31, 1998
                                                       -----------------  --------------
                                                          (unaudited)
<S>                                                         <C>            <C>     
          Assets 
Current assets
  Cash and cash equivalents                                 $  1,376       $  6,217
  Short-term investments                                       3,359         14,022
  Accounts receivable, net of allowance for doubtful
   accounts of  $2,368 and $200 respectively                  12,815         10,173
  Inventories                                                 13,829         12,152
  Prepayments and other current assets                         3,658            746
                                                            --------       --------

         Total current assets                                 35,037         43,310

Equipment, net                                                 7,980          5,801
Investments                                                    1,250          1,000
Other assets                                                   1,384          1,214
Deferred tax asset                                                --            349
                                                            --------       --------

         Total assets                                       $ 45,651       $ 51,674
                                                            ========       ========

        Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and accrued expenses                     $ 11,206       $  7,010
  Accrued salaries and commissions                               974          1,473
  Provision for warranty obligations                             366            245
  Income taxes payable                                            --            144
  Deferred revenue                                               483            362
  Deposits from customers                                        227            331
                                                            --------       --------

         Total current liabilities                            13,256          9,565

Other long term liabilities                                      175             --

Commitments                                                       --             --

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; 10,052,488 and 9,992,057 shares issued
   and outstanding)                                              100            100
  Additional paid-in capital                                  41,236         41,204
  Retained earnings                                           (9,116)           805
                                                            --------       --------
         Total stockholders' equity                           32,220         42,109

            Total liabilities and stockholders' equity      $ 45,651       $ 51,674
                                                            ========       ========
</TABLE>

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


                                       1
<PAGE>


                            Schick Technologies, Inc.
                      Consolidated Statement of Operations
                                   (unaudited)

<TABLE>
<CAPTION>
                                                               Three months ended December 31,        Nine months ended December 31,
                                                               -------------------------------        ------------------------------
                                                                   1998               1997               1998                1997
                                                                 --------           --------           --------           --------
<S>                                                              <C>                <C>                <C>                <C>     
Revenue, net                                                     $ 17,090           $ 11,912           $ 43,179           $ 26,176
Cost of sales                                                      15,273              5,529             29,530             12,227
                                                                 --------           --------           --------           --------
           Gross profit                                             1,817              6,383             13,649             13,949

Operating expenses:
  Selling and marketing                                             5,457              2,903             14,216              6,787
  General and administrative                                        4,019              1,192              7,545              2,923
  Research and development                                            907              1,289              2,773              2,896
  Patent litigation settlement                                         --                 --                 --                600
                                                                 --------           --------           --------           --------
     Total operating expenses                                      10,383              5,384             24,534             13,206
                                                                 --------           --------           --------           --------

     Income (loss) from operations                                 (8,566)               999            (10,885)               743
                                                                 --------           --------           --------           --------


Other income (expense)
   Interest income                                                     46                360                469                858
   Interest expense                                                    --                (26)                --                (77)
                                                                 --------           --------           --------           --------
       Total other income (expense)                                    46                334                469                781
                                                                 --------           --------           --------           --------

     Income (loss) before income tax                               (8,520)             1,333            (10,416)             1,524
                                                                 --------           --------           --------           --------

Provision (benefit) for income taxes                                 (565)               108               (495)               (14)
                                                                 --------           --------           --------           --------

Net income (loss)                                                ($ 7,955)          $  1,225           ($ 9,921)          $  1,538
                                                                 ========           ========           ========           ========


Earnings (loss) per share                                        ($  0.80)          $   0.12           ($  0.99)          $   0.17
                                                                 ========           ========           ========           ========
                                                                                                                          
Earnings (loss) per share -                                                                                               
   assuming dilution                                             ($  0.77)          $   0.12           ($  0.96)          $   0.16
                                                                 ========           ========           ========           ========
</TABLE>                                                                     


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


                                       2
<PAGE>


                            Schick Technologies, Inc.
                      Consolidated Statement of Cash Flows
                                 (In thousands)
                                   (unaudited)

<TABLE>
<CAPTION>
                                                             Nine months ended December 31,
                                                             ------------------------------
                                                                    1998        1997
                                                                --------       --------
<S>                                                             <C>            <C>     
Net cash flows from operating activities:
Net income (loss)                                                 (9,921)      $  1,538
Adjustments to reconcile net loss to net cash  (used in)
  provided by operating activities
   Depreciation and amortization                                   1,284            570
   Stock and option grant compensation                                --             15
   Accrued interest on investments                                  (210)          (436)
   Non-cash interest expense                                                         --
Changes in assets and liabilities:
  Accounts receivable                                             (2,642)        (4,993)
  Inventories                                                     (1,677)        (6,128)
  Prepayments and other current assets                            (2,912)           (41)
  Other assets                                                      (273)           (73)
  Deferred income taxes                                              349           (434)
  Accounts payable and accrued expenses                            3,818          3,994
  Income taxes payable                                              (144)           420
  Deferred revenue                                                   121            189
  Deposits from customers                                           (103)            44
  Other liabilities                                                  174             --
  Accrued interest on notes payable                                   --           (102)
                                                                --------       --------
       Net cash (used in) provided by operating activities       (12,136)        (5,437)
                                                                --------       --------

Cash flows from investing activities:
  Investment in capitalized software                                (200)           (70)
  Purchases of available-for-sale investments                         --             --
  Purchases of held-to-maturity investments                      (10,561)       (15,518)
  Proceeds from maturities of held-to-maturity investments        21,435          1,444
  Business acquisition                                                --         (1,450)
  Purchase of minority interest in Photobit Corporation             (250)        (1,000)
  Capital expenditures                                            (3,161)        (2,816)
                                                                --------       --------
                     Net cash used in investing activities         7,263        (19,410)

Cash flows from financing activities:
  Net proceeds from issuance and sale of common stock                 --         33,608
  Net proceeds from issuance and sale of common stock and
   warrants                                                           32             --
  Proceeds from issuance of long-term notes                           --             --
  Repayment of notes payable                                          --         (1,513)
  Principal payments on capital lease obligations                     --           (109)
                                                                --------       --------
                 Net cash provided by financing activities            32         31,986

Net increase  in cash and cash equivalents                        (4,841)         7,139
Cash and cash equivalents at beginning of period                   6,217          1,710
                                                                --------       --------

Cash and cash  equivalents  at end of  period                   $  1,376       $  8,849
                                                                ========       ========
</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, 1998 included in the Company's  Annual
     Report on Form 10-K and Amendment No. 1 thereto.

     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, 1998,  are not  necessarily  indicative  of the
     results to be expected for the full year ending March 31, 1999.

     The consolidated financial statements of the Company, at December 31, 1998,
     include the accounts of the Company and its wholly owned subsidiaries.  All
     significant intercompany balances have been eliminated.

2.   Inventories

     Inventories  at December  31, 1998 and March 31, 1998 are  comprised of the
     following:

                                             December 31, 1998   March 31, 1998
                                             -----------------   --------------
     Raw .................................        $  4,849         $  7,108
     materials
     Work-in-process .....................           6,022            3,466
     Finished ............................           4,790            1,578
     goods
     Reserve for slow moving/obsolete ....          (1,832)              --
                                                  --------         --------
                                                                   ........
           Total inventories .............        $ 13,829         $ 12,152
                                                  ========         ========

3.   Prior Periods Adjustments

     The Company's previously reported results of operations for the three month
     period ended June 30, 1998 and the three and six months ended September 30,
     1998 will be restated to reflect  certain  prior  period  adjustments.  The
     effects  of  these  adjustments  to  correct  the  accounting  for  revenue
     recognition,  and reserves and  allowances for returns and bad debts in the
     three  months  ended  September  30 and June 30,  1998 are set forth in the
     following table.

<TABLE>
<CAPTION>
                                                           Three months     Three months     Six months
                                                           ended June 30,  ended September ended September
                                                                1998          30, 1998        30, 1998
<S>                                                           <C>            <C>             <C>     
     Revenue                                                  $(1,559)       $   773         $  (786)

     Provision for sales returns                               (1,962)        (1,378)         (3,340)

     Cost of sales                                              1,068         (1,174)           (106)

     Provision for bad debt expense                              (346)           (98)           (444)

     Accrued expenses                                              44             (4)             40

     Net of tax effect                                            948             68           1,016
                                                              ---------------------------------------
                                                              $(1,807)       $(1,813)        $(3,620)
                                                              ---------------------------------------
</TABLE>


     Beginning in the second quarter ended  September 30, 1998 and  accelerating
     in the third quarter ended  December 31, 1998,  product  returns and unpaid
     accounts receivable  increased  significantly.  The reasons for significant
     increases  in bad debts and  product  returns  are  believed  to be : (a) a
     change in sensor and computer  hardware  technology  announced early in the
     first  quarter of fiscal  1999;  (b)  initial  problems  in  servicing  and
     installing orders for new CDR(TM) systems;  and (c) unsuccessful  follow-up
     on accounts  receivable.  Resultant  accounts  receivable  charge-offs  and
     provisions for returns exceeded the respective accounting reserves


                                       4
<PAGE>


     and allowances for bad debts and product returns. Management has reanalyzed
     the basis for its  previous  estimates  and  determined  that  insufficient
     provisions  had been made in the first and second  quarters  of fiscal 1999
     and that additional provisions for bad debts and product returns are needed
     in the  period  ended  December  31,  1998.  

     The Company has analyzed these economic factors and current and prior rates
     of  returns  and bad  debts  and has  revised  its  current  and  projected
     estimates  for  product  returns  and bad debts  accordingly.  Also,  based
     primarily upon subsequent reevaluation of factors relating to certain sales
     to customers,  revenues recognized in the first quarter ended June 30, 1998
     in the amount of $1,559  were  shifted to the second  quarter  and  certain
     revenue  recognized in the second quarter ended  September 30, 1998, in the
     amount of $785, was eliminated.

     In response to the aforementioned  market events,  Management also reviewed
     the  adequacy of the  Company's  reserve for  inventory  obsolescence,  and
     inventory  reserves have been increased  by $ 1.8 million during  the three
     months ended December 31, 1998.

     The  previously  reported  results of operations for the three months ended
     June 30, 1998 and the three and six months ended  September  30,  1998,  as
     reported on Forms 10-Q with the Securities and Exchange Commission, will be
     amended to reflect the above prior period adjustments.  The effects of such
     prior period adjustments on the Company's two previously  reported quarters
     are set forth below.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                      Three months ended         Three months ended            Six months ended
------------------------------------------------------------------------------------------------------------------------------------
                                                        June 30, 1998            September 30, 1998           September 30, 1998
------------------------------------------------------------------------------------------------------------------------------------
                                                  As reported   As restated   As reported    As restated    As reported  As restated
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                 <C>           <C>            <C>           <C>            <C>           <C>     
    Revenues, net                                  $ 15,980      $ 12,459       $ 14,236      $ 13,631       $ 30,216      $ 26,090
-----------------------------------------------------------------------------------------------------------------------------------
    Cost of sales                                     7,217         6,149          6,935         8,110         14,152        14,259
                                                   --------      --------       --------      --------       --------      --------
-----------------------------------------------------------------------------------------------------------------------------------
    Gross profit                                      8,763         6,310          7,301         5,521         16,064        11,831
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Total operating expenses                          6,540         6,842          7,208         7,309         13,747        14,151
                                                   --------      --------       --------      --------       --------      --------
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Income (loss) from operations                     2,223          (532)            93        (1,788)         2,317        (2,320)
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Total other income (expense)                        243           243            180           180            422           423
                                                   --------      --------       --------      --------       --------      --------
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Income (loss) before taxes                        2,466          (289)           273        (1,608)         2,739        (1,897)
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Provision for (benefit from) income taxes           983            35            103            35          1,086            70
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Net income (loss)                              $  1,483      $   (324)      $    170      $ (1,643)      $  1,653      $ (1,967)
-----------------------------------------------------------------------------------------------------------------------------------
                                                                                         
-----------------------------------------------------------------------------------------------------------------------------------
    Basic earnings (loss) per share                $   0.15      $  (0.03)      $   0.02      $  (0.16)      $   0.17      $  (0.20)
-----------------------------------------------------------------------------------------------------------------------------------

-----------------------------------------------------------------------------------------------------------------------------------
    Diluted earnings (loss) per share              $   0.14      $  (0.03)      $   0.02      $  (0.16)      $   0.16      $  (0.19)
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>



                                        5
<PAGE>


4.   Initial Public Offering

     In July 1997,  the Company  completed  its  initial  public  offering  (the
     "IPO"),  selling  2,012,500 shares of common stock at a price of $18.50 per
     share  providing gross proceeds to the Company of $37,231 and net proceeds,
     after underwriting  discounts and commissions and offering expenses payable
     by the Company, of $33,508.

5.   Patent Litigation Settlement

     In July 1997, in connection  with the settlement of certain  pending patent
     litigation  involving  a United  States  patent  directed  to a display for
     digital   dental   radiographs,   the  Company  was  granted  a  worldwide,
     non-exclusive  fully paid license covering such patent in consideration for
     a payment by the Company of $600.  The Company  expensed the license fee in
     the quarter ended June 30, 1997.

6.   Earnings (Loss) Per Share

     Effective  December 31, 1997,  the Company  adopted  statement of Financial
     Accounting  Standards  No.  128,  "Earnings  per Share"  ("FAS  128") which
     requires presentation of basic earnings per share ("Basic EPS") and diluted
     earnings  per share  ("Diluted  EPS").  Basic EPS is  computed  by dividing
     income available to common stockholders by the  weighted-average  number of
     common shares  outstanding  during the period.  Diluted EPS gives effect to
     all dilutive  potential common shares  outstanding  during the period.  The
     computation  of  Diluted  EPS  does  not  assume  conversion,  exercise  or
     contingent exercise of securities that would have an antidilutive effect on
     earnings.  Earnings  per share for the  three and six month  periods  ended
     September  30,1997  have been  restated  for the  adoption of FAS 128.  The
     adoption of FAS 128 did not have a significant impact on the loss per share
     for the periods ended September 30, 1997.

     The computation of basic earnings per share and diluted  earnings per share
     for the three- and nine-month  periods ended December 31, 1998 and 1997 are
     as follows:

<TABLE>
<CAPTION>
                                                       Three months ended December 31,   Nine months ended December 31,
                                                       -------------------------------   ------------------------------
                                                            1998             1997             1998             1997
                                                            ----             ----             ----             ----
<S>                                                     <C>              <C>              <C>              <C>      

     Net income available to common                          (7,955)     $     1,225           (9,921)     $     1,538
        stockholders
     Weighted average shares outstanding                 10,002,987        9,981,154        9,996,023        9,307,598
        for basic earnings per share
     Dilutive effect of stock options and warrants          278,291          438,183          340,972          301,534
                                                        -----------      -----------      -----------      -----------
     Weighted average shares outstanding
        for diluted earnings per share                   10,281,278       10,281,278       10,336,995        9,609,132

     Basic earnings per share                           ($     0.80)      $     0.12      ($     0.99)     $      0.17
                                                        ===========      ===========      ===========      ===========
     Diluted earnings per share                         ($     0.77)      $     0.12      ($     0.96)     $      0.16
                                                        ===========      ===========      ===========      ===========
</TABLE>                                                                 

7.   Investment in Photobit

     On July 14,  1998,  the  Company  invested an  additional  $250 in Photobit
     Corporation,   a  developer  of  complementary   metal-oxide  semiconductor
     ("CMOS"),  active-pixel ("APS") imaging technology. As of December 31, 1998
     the Company's  investment in Photobit  Corporation  amounts to $1,250.  The
     Company  is the  exclusive  licensee  of the  APS  technology  for  medical
     applications and utilizes the technology in both its  bone-mineral  density
     assessment  device and certain  components  of its  computed  dental  x-ray
     imaging system.



                                       6
<PAGE>


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   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 in Exhibit 99 to this Report 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  large-area
radiographic imaging devices for digital mammography.

Results of Operations

Net revenue for the three months ended  December 31, 1998 increased $5.2 million
(44%) to $17.1 million from $11.9 million during the comparable period of fiscal
1998. Net revenue for the nine months ended December 31, 1998,  increased  $17.0
million (65%) to $43.2 million from $26.2 million during the  comparable  period
of fiscal 1998.  The revenue  growth is due to increased  sales of the Company's
CDR(R) dental  product and  accuDEXA(TM)  bone density  assessment  device.  The
accuDEXA was  introduced  during the third  quarter of fiscal 1998,  and did not
contribute  significantly  to  revenues  until the first and second  quarters of
fiscal 1999.

Fiscal  1999  revenues  were  negatively  affected  by a rate of return  for the
Company's products shipped within the third fiscal quarter which was higher than
the historical  return rate for the Company's  products,  as well as returns for
products shipped during the first and second quarters of fiscal 1999, which were
returned in the second and third quarters. In addition, revenues were negatively
affected  by an  increase  in  reserves  for goods  which may be returned in the
future.

The  following  table  depicts the effect of  returns,  upon the  Company's  net
revenues in the third fiscal quarter of 1999.

                                     (In Millions)
        Gross Revenues:                                              $23.7
        Sales Returns and Allowances:                                $(6.6)
        ==================================================================
        Net Revenue:                                                 $17.1

Provisions  for returns are comprised of actual returns and estimates for future
returns.

On a net of  returns  basis,  in the  third  quarter  of fiscal  1999,  accuDEXA
represented  approximately  $2.6 million  (15%) of the  Company's  sales and CDR
represented approximately $14.5 million (85%) of the Company's sales.

The rate of returns  in fiscal  1999  increased  significantly  over  1998.  The
increased return rate for CDR is believed to be attributable to several factors,
including the following:


                                       7
<PAGE>


First,  the Company  experienced  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.  The Company has provided for replacements of systems
shipped during this period where practical and provided for anticipated  returns
for units which were not  upgradeable.  In  September  1998,  the Company  began
shipping a new version of the APS sensor which has addressed problems associated
with the first version.  Management  anticipates that the aforementioned problem
has been resolved and all returns associated therewith have been provided for.

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.

The Company  also  experienced  a higher than normal rate of returns of accuDEXA
units.  The Company  believes  that these  returns  are 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. The Company has taken steps to address
these problems and believes that failure rates have dropped significantly.

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.  This sales  policy had been used  successfully  by the Company in the
past,  without  causing the rate of returns to escalate.  In December  1998, the
Company resumed its customary policy of charging 10% deposits.

Cost of sales for the three  months  ended  December  31,  1998  increased  $9.8
million  (176%) to $15.3  million (89% of net revenue) from $5.5 million (46% of
net revenue)  for the  comparable  period of fiscal 1998.  Cost of sales for the
nine months ended  December 31, 1998,  increased  $17.3 million  (142%) to $29.5
million (68% of net revenues)  from $12.2  million (47% of net revenues)  during
the comparable period of fiscal 1998.

Cost of sales was impacted by an increase in reserves  for  obsolete  inventory,
which was due primarily to changes in technology, including sensors, cameras and
associated  electronics,  including the Company's  phaseout of production of its
CCD Sensors (as well as its first  generation  APS  Sensors) in favor of its new
APS Sensors.  In addition,  the Company moved forward with the  development of a
new intra-oral dental camera which, the Company believes, may ultimately replace
the  CDRCam(R)  product  which the Company  currently  sells.  As a result,  the
Company took reserves against inventory associated with these products.

In general,  cost of goods was increased by additional direct and indirect labor
costs,  increased warranty  expenditures,  increased  material costs,  increased
royalty costs for certain goods and increased  overhead.  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.

Selling & Marketing  expenses  for the three  months  ended  December  31, 1998,
increased  $2.6 million  (88%) to $5.5  million  (32% of net revenue)  from $2.9
million (24% of net revenue) for the comparable  period of fiscal 1998.  Selling
and marketing  expenses for the nine months ended  December 31, 1998,  increased
$7.4 million (109%) to $14.2 million (33% of net revenue) from $6.8 million (26%
of net revenue)  during the  comparable  period of fiscal 1998. The increase was
due to increases  in direct  selling  expenses in the CDR and  accuDEXA  product
lines. The Company continued to expand its sales forces during the third quarter
of fiscal 1999, to a total of 125 at the end of the third quarter.  In addition,
expenses  were  affected by the cost of two major  dental  industry  trade shows
which  occurred  during the third quarter of fiscal 1999.  In January 1999,  the
Company reduced the number of its direct salespersons to 98.


                                       8
<PAGE>


General and  administrative  expenses for the three  months  ended  December 31,
1998,  increased  $2.8 million  (237%) to $4.0 million (24% of net revenue) from
$1.2  million (10% of net  revenue)  for the  comparable  period of fiscal 1998.
General and administrative expenses for the nine months ended December 31, 1998,
increased  $4.6 million  (158%) to $7.5  million (17% of net revenue)  from $2.9
million  (11% of net  revenue)  during  the  comparable  period of fiscal  1998.
General and  administrative  expenses  included an increase of $1.2  million for
reserves  for doubtful  accounts and $142  thousand in write offs for bad debts.
The increase in reserves for doubtful accounts was partly offset by increases of
$443  thousand in the  reserves for the  restated  first and second  quarters of
fiscal 1999 due to reevaluation of collections  information  related to sales in
the first and second  quarter of fiscal 1999.  General and  administrative  cost
increases were also attributable to increased administrative expenditures.

Research and development  expenses for the three months ended December 31, 1998,
decreased  $0.4  million  (30%) to $0.9  million (5% of net  revenue)  from $1.3
million (11% of net revenue) for the comparable period of fiscal 1998.  Research
and development  expenses for the nine months ended December 31, 1998, decreased
$ 0.1 million (4%) to $2.8 million (6% of net revenue) from $2.9 million (11% of
net revenue) for the comparable period of fiscal 1998. The decrease in costs for
the three-month period ended December 31, 1998 primarily reflects lower spending
on testing  materials and services and the transfer of research and  development
employees to the quality control department.

Interest income decreased to $46 thousand in the three months ended December 31,
1998 from $449 thousand in the comparable period of fiscal 1998. Interest income
for the nine months ended December 31, 1998 decreased to $469 thousand from $858
thousand for the comparable  period of fiscal 1998. 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 (the "IPO").  Interest expense of $77 thousand for the six month period
ended December  31,1997 was principally  attributable to a loan from Merck & Co.
Inc. that was repaid upon consummation of the IPO.

Liquidity and Capital Resources

Net  proceeds  from the  July  1997 IPO were  approximately  $33.5  million.  At
December  31, 1998,  the Company had $1.4 million in cash and cash  equivalents,
$3.4 million in  short-term  investments  and $21.8  million in working  capital
compared  to $6.2  million  in cash  and  cash  equivalents,  $14.0  million  in
short-term investments and $33.7 million in working capital at March 31, 1998.

During the nine months  ended  December 31, 1998,  cash used in  operations  was
$12.1 million compared to $5.4 million used in operations  during the comparable
period of fiscal  1998.  The  increased  cash used in  operations  is  primarily
attributable  to increases in the Company's  inventory  and accounts  receivable
levels.  Accounts  receivable  increased from $10.2 million at March 31, 1998 to
$12.8  million at  December  31,  1998 due to  increases  in sales  volume.  The
increase in inventory  of $1.6  million from $12.2  million at March 31, 1998 to
$13.8 million at December 31, 1998 is primarily  attributable  to the unsold (or
returned) CDR and accu DEXA units.  The Company has made  estimated tax payments
and anticipates  receiving a refund of approximately  $1.7 million and expects a
$600  thousand  refund claim  resulting  from the net operating  loss  carryback
generated in the current period.

The Company's capital  expenditures  during the nine-month period ended December
31,  1998  were  in the  amount  of $3.2  million.  Such  expenditures  included
leasehold improvements, computers, and production equipment.

Management  currently believes that existing capital resources,  which have been
diminished  in  fiscal  1999,   will  be  adequate  to  meet  its  current  cash
requirements. However, there can be no assurance that such capital resources are
adequate or that changes in the  Company's  plans or other events  affecting the
Company's   operations  will  not  result  in  accelerated  or  unexpected  cash
requirements.  The ability of the Company to satisfy  its cash  requirements  is
dependent in part on the Company's ability to collect its accounts receivable on
a timely basis. There can be no assurance that the Company's  collection efforts
will be successful or, even if successful, that such collection will satisfy the
Company's  cash  requirements.  The Company is


                                       9
<PAGE>


currently in discussions with various  potential  financing  sources to obtain a
line of credit for working capital requirements.  There can be no assurance that
a line of credit will be  available  to the Company on  commercially  reasonable
terms, if at all. Failure to obtain a line of credit could materially  adversely
affect the Company's liquidity.


                                       10
<PAGE>


Year 2000 Compliance

GENERAL

As the century concludes,  the Company is aware of the risks associated with the
Year 2000  computer  problem.  The Year 2000  problem is the result of  computer
programs  being  written  using  two  digits  rather  than  four to  define  the
applicable  year.  A  computer  program  that has date  sensitive  software  may
recognize  a date using  "00" as the year 1900  rather  than the year  2000.  If
systems  fail to process  date  information  correctly  when the year changes to
2000, many problems could occur.

The Company `s Y2K Task Force is assessing the Company's potential for Year 2000
related  problems on a continuing  basis.  The Y2K Task Force is evaluating  the
Company's information technology ("IT") and non-information  technology systems.
The Y2K Task Force program  includes  three phases:  (1) an assessment  phase to
identify Year 2000 issues;  (2) a modification  phase to correct any area of the
Company's  business  which is not Year 2000  compliant;  and (3) a test phase to
confirm that all systems work  successfully.  The Company's  potential  problems
focus on three key areas of business operations:  products and services provided
to the Company by  third-party  vendors;  systems used by the Company to run its
business internally; and the Company's product line.

The potential  impact of the Year 2000 issue depends heavily on the way in which
the Year 2000 issue is  addressed  by  vendors,  service  providers,  utilities,
governmental  agencies and other  entities  with which the Company does business
(collectively known as the "Vendors").  The Y2K Task Force mailed Y2K surveys to
the Company's  Vendors in December 1998 to determine if their operations and the
products and services they provide are Year 2000 compliant. Responses to the Y2K
surveys arrive daily and are helping the Company evaluate the extent to which it
may be vulnerable to its Vendors' own Year 2000 issues.  Where practicable,  the
Company will attempt to mitigate its risks with respect to Vendors which are not
Year 2000 compliant and may, for example,  seek alternative sources of supplies.
However,  Year 2000 related  failures by Vendors remain a possibility  and could
have a  material  adverse  impact on the  Company's  results  of  operations  or
financial condition.

The Company is currently in the process of evaluating  the  capabilities  of its
internal  systems to process the Year 2000 correctly.  The Company believes that
most vendor-developed software which it utilizes in its internal operations will
be made Year 2000 compliant before April 1999 through vendor-provided updates or
replacements  with  other  Year  2000  compliant   hardware  and  software.   If
modifications  or conversion to existing  software or conversion to new software
become  necessary  and  modifications  or  conversions  are not made, or are not
completed  timely,  the Year 2000 issue could have a material  adverse effect on
the Company's business, financial condition and results of operations.

Additionally,  the  Company is testing its  internally  developed  software  and
hardware which are included in the products sold to customers.  Such assessments
are expected to be completed by April 1999.

COSTS

The total  costs  associated  with  required  modifications  to become Year 2000
compliant are not expected to be material to the Company's  financial  position.
Current  estimated  costs  for the Y2K  Task  Force  program  are  approximately
$250,000;  however,  such  costs are  subject  to change as a result of  ongoing
evaluation  of the  extent  of the Year  2000  problem  at the  Company  and its
suppliers and affiliates.  As of the current date,  costs incurred in connection
with the Y2K Task Force program have been immaterial.

RISKS

The  Company  is  developing  specific  contingency  plans in the event that the
Company's  Year 2000 issues are not  resolved  prior to the time that any system
failures or  interruptions  in day-to-day  business  operations could occur. The
contingency plans are evolving as Year 2000 assessment progresses.


There can be no assurances that the Year 2000 compliance activities performed by
the Company  will  adequately  identify and test all of the  Company's  critical
internal and external systems to ensure Year 2000 compliance. Due to the general
uncertainty inherent in the Year 2000 problem, resulting in part from the


                                       11
<PAGE>


uncertainty  of the Year 2000  readiness of third  parties with whom the Company
relies  on,  the  Company  is  unable to  determine  at this  time  whether  the
consequences  of Year 2000 failures will have a material  adverse  impact on the
Company's  results  of  operations  but the  Company  believes  that,  with  the
completion  of  the  project  as  scheduled,   the  possibility  of  significant
interruptions of normal operations should be reduced.


                                       12
<PAGE>


PART II  OTHER INFORMATION

Item 1. Legal Proceedings

     Nine  shareholder  complaints  purporting to be class action  lawsuits were
filed with the United States District Court for the Eastern District of New York
alleging  that the Company and several of its current and former  directors  and
officers  violated  sections  10(b) of the  Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"),   Rule  10b-5  promulgated  by  the  Commission
thereunder, and Section 20(a) of the Exchange Act. Named as defendants in one or
more of the complaints are the Company,  David B. Schick,  Thomas E.  Rutenberg,
Mark Bane, Euval  Barrekette,  Fred Levine,  Daniel  Neugroschl,  Zvi N. Raskin,
Howard Wasserman and David Spector.

     The  complaints   allege  that  defendants   issued  false  and  misleading
statements  concerning the Company's publicly reported earnings.  The complaints
seek  certification  of a class of persons who purchased  the  Company's  Common
Stock  between  February 4, 1998 and December 10,  1998,  inclusive  (the "Class
Period") and do not specify the amount of damages sought. No responsive pleading
has been  filed and no  discovery  has been  taken.  The  Company  has  retained
counsel,  believes  that  these  lawsuits  are  without  merit,  and  intends to
vigorously  defend them. 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 Company. See Exhibit
99 to this Report - "Cautionary Statement."

Item 2. Changes in Securities and Use of Proceeds

(c) During the  quarter  ended  December  31,  1998,  existing  warrant  holders
surrendered an aggregate of 142,520  warrants  exercisable at $7.86 per share in
cashless exercises to purchase an aggregate of 44,364 shares of Common Stock and
an  aggregate  of 58,240  warrants  exercisable  at $8.21 per share in  cashless
exercises  to purchase  an  aggregate  of 15,558  shares of Common  Stock.  Such
issuances  were  exempt  from  registration  pursuant  to  Section  4(2)  of the
Securities Act of 1933, as amended.

(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
fees, commissions and expenses were $33.5 million.  During the period of July 1,
1997 through  December 31, 1998, such net proceeds have been applied as follows:
(i) $1.4 million for  leasehold  improvements;  (ii) $5.9 million for  property,
plant, and equipment;  (iii) $1.5 million to purchase certain assets of Keystone
Dental X-Ray Corp.; (iv) $1.3 million to purchase an interest in Photobit, Inc.;
(v) $1.5 million to pay the notes  payable and the  interest  thereon to Merck &
Co., Inc.;  (vi) $3.0 million to short term  investments;  (vii) $0.4 million to
money market  investments;  and (viii) the remaining  $21.3 million was used for
working  capital  purposes.  None of the net  proceeds  were paid,  directly  or
indirectly, to directors,  officers,  controlling stockholders, or affiliates of
the Company.


                                       13
<PAGE>


Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits

     (27) Financial Data Schedule (Filed in electronic format only)

     (99) Cautionary  Statement for Purposes of the "Safe Harbor"  Provisions of
          the Private Securities Litigation Reform Act of 1995




                                       14
<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:  February 22, 1999                    By:   /S/ David B. Schick
                                                  ------------------------------
                                                  David B. Schick
                                                  President and
                                                  Chief Executive Officer



                                            By:   /S/ Thomas E. Rutenberg
                                                  ------------------------------
                                                  Thomas E. Rutenberg
                                                  Director of Finance
                                                  (Principal Financial Officer)




                                       15