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 September 30, 1997

                                       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 November 11, 1997  9,969,731  shares of common  stock,  par value $.01 per
share, were outstanding.



================================================================================


<PAGE>


                            SCHICK TECHNOLOGIES, INC.

                                TABLE OF CONTENTS

<TABLE>
<S>                                                                                             <C>
PART I.  FINANCIAL INFORMATION:
         Item 1.  Financial Statements:

                  Consolidated Balance Sheet as of September 30, 1997 
                  and March 31, 1997..........................................................  Page 1

                  Consolidated Statement of Operations for the three and six
                  months ended September 30, 1997 and 1996....................................  Page 2

                  Consolidated Statement of Cash Flows for the six
                  months ended September 30, 1997 and 1996....................................  Page 3

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

         Item 2.  Management's Discussion and Analysis of Financial Condition
                           And Results of Operations..........................................  Page 6

PART II.  OTHER INFORMATION:

         Item 1.  Legal Proceedings...........................................................  Page 8

         Item 2.  Changes in Securities and Use of  Proceeds..................................  Page 8

         Item 6.  Exhibits and Reports on Form 8-K............................................  Page 9

SIGNATURE.....................................................................................  Page 10

EXHIBIT 11....................................................................................  Page 11

EXHIBIT 27....................................................................................  Page 15
</TABLE>


<PAGE>


PART I.  Financial Information
Item 1.  Financial Statements

                            Schick Technologies, Inc.
                           Consolidated Balance Sheet

<TABLE>
<CAPTION>
                       Assets                                                             September 30, 1997          March 31, 1997
                                                                                          ------------------          --------------
                                                                                              (unaudited)
<S>                                                                                          <C>                       <C>         
Current assets
  Cash and cash equivalents                                                                  $ 12,308,054              $  1,710,429
  Short-term investments                                                                       16,355,741                 2,313,226
  Accounts receivable, net of allowance for doubtful
   accounts of $130,000 and $50,000, respectively                                               4,088,356                 1,927,993
  Inventories                                                                                   7,250,670                 2,510,959
  Prepayments and other current assets                                                            407,391                   327,220
                                                                                             ------------              ------------
         Total current assets                                                                  40,410,212                 8,789,827

Equipment, net                                                                                  3,732,471                 1,644,528
Investments                                                                                     1,483,973                   490,000
Deferred tax asset                                                                                121,582                        --
Other assets                                                                                      977,549                   135,727
                                                                                             ------------              ------------

         Total assets                                                                        $ 46,725,787              $ 11,060,082
                                                                                             ============              ============

       Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and accrued expenses                                                      $  4,891,055              $  2,102,293
  Accrued salaries and commissions                                                                824,336                   540,061
  Provision for warranty obligations                                                              632,741                   329,426
  Deferred revenue                                                                                247,934                   141,017
  Deposits from customers                                                                          74,151                   136,628
  Capital lease obligations, current                                                               24,099                    22,200
                                                                                             ------------              ------------
         Total current liabilities                                                              6,694,316                 3,271,625

Notes payable                                                                                          --                 1,512,833
Accrued interest on notes payable                                                                      --                   101,654
Capital lease obligations, long-term                                                               74,422                    86,991
                                                                                             ------------              ------------
         Total liabilities                                                                      6,768,738                 4,973,103

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; 9,969,731 and 7,957,231 shares issued
   and outstanding, respectively)                                                                  99,697                    79,572
  Additional paid-in capital                                                                   41,100,259                 7,562,766
  Accumulated deficit                                                                          (1,242,907)               (1,555,359)
                                                                                             ------------              ------------
         Total stockholders' equity                                                            39,957,049                 6,086,979
                                                                                             ------------              ------------
           Total liabilities and stockholders' equity                                        $ 46,725,787              $ 11,060,082
                                                                                             ============              ============
</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 September 30,         Six months ended September 30,
                                                           --------------------------------        --------------------------------
                                                               1997                1996                1997                1996
                                                           ------------------------------------------------------------------------
<S>                                                        <C>                 <C>                 <C>                 <C>         
Revenue, net                                               $  8,224,354        $  3,160,329        $ 14,264,385        $  5,787,211
Cost of sales                                                 3,867,216           1,630,671           6,697,779           3,071,318
                                                           ------------        ------------        ------------        ------------
           Gross profit:                                      4,357,138           1,529,658           7,566,606           2,715,893
                                                           ------------        ------------        ------------        ------------

Operating expenses:
  Selling and marketing                                       2,087,926           1,126,390           3,883,509           1,998,380
  General and administrative                                    853,802             344,743           1,731,466             730,945
  Research and development                                      968,695             356,105           1,607,149             580,486
  Patent litigation settlement                                       --                  --             600,000                  --
                                                           ------------        ------------        ------------        ------------
     Total operating expenses                                 3,910,423           1,827,238           7,822,124           3,309,811
                                                           ------------        ------------        ------------        ------------
     Income (loss) from operations                              446,715            (297,580)           (255,518)           (593,918)
                                                           ------------        ------------        ------------        ------------


Other income (expense)
   Interest income                                              449,136              50,343             497,573              55,048
   Interest expense                                              (7,609)            (46,725)            (51,185)            (71,994)
                                                           ------------        ------------        ------------        ------------
      Total other income (expense)                              441,527               3,618             446,388             (16,946)
                                                           ------------        ------------        ------------        ------------

    Income (loss) before income tax                             888,242            (293,962)            190,870            (610,864)
                                                           ------------        ------------        ------------        ------------

Provision (benefit) for income
taxes                                                          (121,582)                 --            (121,582)                 --
                                                           ------------        ------------        ------------        ------------

Net income (loss)                                          $  1,009,824        $   (293,962)       $    312,452        $   (610,864)
                                                           ============        ============        ============        ============


Net income (loss) per common share                         $       0.10        $      (0.04)       $       0.03        $      (0.08)
                                                           ============        ============        ============        ============

Weighted average shares
   outstanding                                               10,419,071           8,204,485           9,346,896           8,129,803
                                                           ============        ============        ============        ============
</TABLE>


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


                                       2
<PAGE>


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

<TABLE>
<CAPTION>
                                                                                                  Six months ended September 30
                                                                                              -------------------------------------
                                                                                                  1997                     1996
                                                                                              ------------             ------------
<S>                                                                                           <C>                      <C>          
Net cash flows from operating activities:
Net income (loss)                                                                             $    312,452             $   (610,864)
Adjustments to reconcile net loss to net cash used in
  operating activities
   Depreciation                                                                                    297,701                   92,952
   Amortization                                                                                        543                   36,667
   Stock and option grant compensation                                                              10,094                       --
   Accrued interest on investments                                                                 (36,756)                      --
   Non-cash interest expense                                                                            --                   98,323
Changes in assets and liabilities:
  Accounts receivable                                                                           (2,160,363)                   6,282
  Inventories                                                                                   (4,572,711)                (102,815)
  Prepayments and other current assets                                                             (41,171)                 (23,765)
  Other assets                                                                                     (59,365)                 (98,956)
  Deferred tax assets                                                                             (121,582)                      --
  Accounts payable and accrued expenses                                                          3,376,352                 (192,229)
  Deferred revenue                                                                                 106,917                   65,567
  Deposits from customers                                                                          (62,477)                   3,771
  Accrued interest on notes payable                                                               (101,654)                  22,747
                                                                                              ------------             ------------
                   Net cash used in operating activities                                        (3,052,020)                (702,320)
                                                                                              ------------             ------------

Cash flows from investing activities:
  Investment in capitalized software                                                               (39,000)
  Purchases of available-for-sale investments                                                           --                 (500,000)
  Purchases of held-to-maturity investments                                                    (15,439,829)              (2,653,007)
  Proceeds from maturities of held-to-maturity investments                                       1,434,070                       --
  Business acquisition                                                                          (1,450,000)                      --
  Purchase of minority interest in Photobit Corporation                                           (993,973)                      --
  Capital expenditures                                                                          (1,885,644)                (401,784)
                                                                                              ------------             ------------
                   Net cash used in investing activities                                       (18,374,376)              (3,554,791)

Cash flows from financing activities:
  Net proceeds from issuance and sale of common stock
   and warrants                                                                                         --                4,311,800
  Net proceeds from issuance and sale of common stock                                           33,547,524                       --
  Proceeds from issuance of long-term notes                                                             --                1,000,000
  Repayment of notes payable                                                                    (1,512,833)                      --
  Principal payments on capital lease obligations                                                  (10,670)                 (10,254)
                                                                                              ------------             ------------
               Net cash provided by financing activities                                        32,024,021                5,301,546

Net increase  in cash and cash equivalents                                                      10,597,625                1,044,435
Cash and cash equivalents at beginning of period                                                 1,710,429                  524,917
                                                                                              ------------             ------------
Cash and cash equivalents at end of period                                                    $ 12,308,054             $  1,569,352
                                                                                              ============             ============
</TABLE>


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


                                       3
<PAGE>


                            Schick Technologies, Inc.
             Notes to Consolidated Financial Statements (unaudited)
--------------------------------------------------------------------------------

1.   Basis of Presentation

     The consolidated financial statements of Schick Technologies,  Inc. and its
     subsidiaries  (collectively 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  financial  statements and
     notes thereto for the year ended March 31, 1997,  included in the Company's
     Prospectus dated July 1, 1997 forming a part of the company's  Registration
     Statement on Form S-1, as amended ("Form S-1"),  which was initially  filed
     with the SEC on May 13, 1997.

     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 three
     and six months ended September 30, 1997, are not necessarily  indicative of
     the results to be expected for the full year ending March 31, 1998.

     The  consolidated  financial  statements  of the Company,  at September 30,
     1997,   include  the   accounts  of  the  Company  and  its  wholly   owned
     subsidiaries,  Schick New York (as  hereinafter  defined)  and Schick X-Ray
     Corporation.  All  significant  intercompany  balances have been eliminated
     (see Notes 2 and 7).

2.   Restructuring and recapitalization

     In connection with the Company's  initial public offering (the "IPO") under
     the  Securities  Act of  1933,  as  amended,  the  Company  engaged  in the
     following restructuring and recapitalization  transactions.  In April 1997,
     Schick  Technologies,  Inc.  ("Schick  Delaware" or "The  Company") and its
     wholly owned subsidiary,  STI Acquisition  Corporation  ("STI") were formed
     under the General  Corporation Law of the State of Delaware for the purpose
     of forming a holding  company and  changing the state of  incorporation  of
     Schick Technologies, Inc., a New York corporation ("Schick New York" or the
     "Predecessor  Corporation").  Effective  June 4, 1997 (pursuant to a merger
     agreement  among Schick  Delaware,  the  Predecessor  Corporation and STI),
     Schick  Delaware  issued  7,957,231  shares of its common stock for all the
     outstanding  common  stock  of the  Predecessor  Corporation.  STI  and the
     Predecessor  Corporation  merged and the  Predecessor  Corporation  was the
     survivor  of the merger,  and became a  wholly-owned  subsidiary  of Schick
     Delaware.  In connection with the restructuring and merger,  the holders of
     the Predecessor  Corporation's  outstanding  warrants and options converted
     such  warrants  and  options  to  similar  warrants  and  options of Schick
     Delaware  (based on the same  ratio of  exchange,  2.8  shares for 1 share,
     applicable to the common stock  exchange).  Schick  Delaware's  articles of
     incorporation also authorize  2,500,000 shares of preferred stock, $.01 par
     value.

     The 1996 Stock Option Plan of the  Predecessor  Corporation  was amended by
     Schick Delaware and the shares available for issuance  pursuant to the Plan
     were adjusted to 470,000.  Schick Delaware also  implemented its 1997 Stock
     Option Plan for  Non-Employee  Directors  ("the  Directors  Plan")  whereby
     nonqualified  options  to  purchase  up to 35,000  shares of the  Company's
     common stock may be granted to non-employee directors.  Each option granted
     under the Directors Plan becomes exercisable on the second anniversary date
     of its grant and must have an exercise price equal to the fair market value
     of the Company's common stock on the date of grant.

     All common  shares,  stock  options,  warrants  and  related per share data
     reflected in the accompanying  financial statements and notes thereto, have
     been  presented  as if the  recapitalization  had  been  effective  for all
     periods presented.

     References herein to the operations and historical financial information of
     the  "Company"  prior  to  the  date  of  the  restructuring  refer  to the
     operations  and  historical   financial   information  of  the  Predecessor
     Corporation.



                                       4
<PAGE>


                            Schick Technologies, Inc.
             Notes to Consolidated Financial Statements (unaudited)
--------------------------------------------------------------------------------

3.   Inventories

     Inventories  at September  30, 1997 and March 31, 1997 are comprised of the
     following:

                                             September 30, 1997   March 31, 1997
                                             ------------------   --------------
Raw materials ............................       $4,142,048         $1,671,010
Work-in-process...........................        2,129,940            421,863
Finished goods ...........................          978,682            418,086
                                                 ----------         ----------
                                                
    Total inventories ....................       $7,250,670         $2,510,959
                                                 ==========         ==========
                                               

4.   Initial Public Offering

     In July 1997, the Company  completed 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 $37,231,250 and net proceeds,  after underwriting  discounts and
     commissions  and estimated  offering  expenses  payable by the Company,  of
     approximately $33,547,000.

     In July 1997,  upon the  declaration of the  effectiveness  of the Form S-1
     filed in connection  with the IPO, the Company  repaid,  as required by the
     note  agreement,  a  secured  note  payable  in  the  principal  amount  of
     $1,512,833 and accrued interest thereon in the amount of $144,296.

5.   Patent Litigation Settlement

     In July 1997,  the Company , in connection  with the  settlement of certain
     pending patent  litigation  involving a United States patent  directed to a
     display  for  digital   dental   radiographs,   was  granted  a  worldwide,
     non-exclusive  fully paid license covering such patent in consideration for
     a payment by the Company of $600,000.  The Company expensed the license fee
     in the quarter ended June 30, 1997.

6.   Keystone Acquisition

     On September 24, 1997, the Company's wholly owned subsidiary,  Schick X-Ray
     Corporation  ("Schick  X-Ray"),  a Delaware  corporation,  acquired certain
     assets of Keystone Dental X-Ray Inc. ("Keystone"),  a manufacturer of x-ray
     equipment for the medical and dental  radiology  field,  for  $1,450,000 in
     cash.  Schick X-Ray was formed on September 24, 1997,  for the sole purpose
     of acquiring  the assets of  Keystone.  Schick  X-Ray  acquired  inventory,
     manufacturing equipment, tooling and intellectual property. The acquisition
     has been  accounted  for using the  purchase  method,  and Schick X-Ray has
     recorded  goodwill  in the  amount  of  approximately  $750,000,  which  is
     included in other  assets and will be amortized  on a  straight-line  basis
     over 10 years.  The  accounts of Schick X-Ray have been  consolidated  with
     those of the Company at September 30, 1997.

7.   Investment in Photobit Corporation

     On September 30, 1997, the Company purchased a minority interest of 5%, for
     approximately   $1,000,000,   in  Photobit  Corporation,   a  developer  of
     complementary  metal-oxide  semiconductor  ("CMOS"),   active-pixel  sensor
     ("APS") imaging  technology.  The Company is the exclusive  licensee of the
     APS technology for medical applications and plans to utilize the technology
     in its bone-mineral density device.



                                       5
<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.  Actual results,
events and  circumstances  could differ  materially from those set forth in such
statements due to various  factors.  Such factors include the changing  economic
and competitive conditions in the medical and dental digital radiography market,
regulatory approvals, including approvals related to accuDEXA(TM), technological
developments,   protection  of  technology  utilized  by  the  Company,   patent
infringement  claims and other litigation,  and further risks and uncertainties,
including  those detailed 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 measurement device to assist in the diagnosis of osteoporosis,  which is
scheduled to be introduced in the fourth quarter of 1997,  pending FDA marketing
clearance.  In  addition,  the  Company is  developing  large-area  radiographic
imaging devices for digital mammography.

Results of Operations

Net revenue for the three months ended September 30, 1997,  increased $5,064,025
(160%) to $8,224,354  from  $3,160,329  for the  comparable  period of 1996. Net
revenue for the six months ended September 30, 1997, increased $8,477,174 (147%)
to $14,264,385  from $5,787,211 for the comparable  period of 1996. The increase
was  attributable  principally to an increase in the number of CDR(TM)  products
sold,  including  sales of the  Company's  CDRCam(TM)  which was  introduced  in
February of 1997.  The number of products  sold was  positively  affected by the
Company's increased  expenditures on sales and marketing,  personnel recruiting,
sales events and other promotional activities.

Cost of  sales  for  the  three  months  ended  September  30,  1997,  increased
$2,236,545  (137%) to $3,867,216 (47% of net revenue) from $1,630,671  (51.6% of
net revenue) for the comparable period of 1996. Cost of sales for the six months
ended September 30, 1997,  increased  $3,626,461  (118%) to $6,697,779 (46.9% of
net revenue) from $3,071,318 (53.0% of net revenue) for the comparable period of
1996.  The increase was due to the  increase in sales of the  Company's  CDR(TM)
products.  The  decrease as a  percentage  of net revenue was  primarily  due to
increased manufacturing efficiencies, increased production yields, and economies
of scale generated by an increase in the number of CDR(TM) products sold.

Selling and marketing  expenses for the three months ending  September 30, 1997,
increased  $961,536 (85.4%) to $2,087,926 (25.4% of net revenue) from $1,126,390
(35.6% of net revenue) for the comparable period of 1996.  Selling and marketing
expenses for the six months  ending  September  30, 1997,  increased  $1,885,129
(94%) to  $3,883,509  (27.2%  of net  revenue)  from  $1,998,380  (34.5%  of net
revenue)  for the  comparable  period  of 1996.  The  increase  in  dollars  was
attributable  principally  to the hiring and training of new  salespeople as the
Company continued to increase the size of its national sales force. In addition,
the Company significantly increased its promotional activities to create greater
market awareness, and developed market strategies for new products.

General and  administrative  expenses for the three months ended  September  30,
1997,  increased  $509,059  (147.7%) to  $853,802  (10.4% of net  revenue)  from
$344,743 (10.9% of net revenue) for the comparable  period of 1996.  General and
administrative  expenses for the six months ended September 30, 1997,  increased
$1,000,521  (137%) to $1,731,466  (12.1% of net revenue) from $730,945 (12.6% of
net  revenue) for the  comparable  period of 1996.  The  increase was  primarily
attributable to the hiring of administrative personnel and legal fees associated
with patent infringement litigation.

Research and development expenses for the three months ended September 30, 1997,
increased  $612,590  (172%) to $968,695  (11.8% of net  revenue)  from  $356,105
(11.3%  of net  revenue)  for  the  comparable  period  of  1996.  Research  and
development  expenses for the six months  ended  September  30, 1997,  increased
$1,026,663  (177%) to $1,607,149  (11.3% of net revenue) from $580,486 (10.0% of
net revenue) 



                                       6
<PAGE>


for the comparable period of 1996. The increase was attributable to the expenses
associated with the development of a bone mineral  density  measurement  device,
enhancements to the Company's products, and initial development of a mammography
system.

In July 1997, the Company,  in connection with the settlement of certain pending
patent  litigation  involving a United States  patent  directed to a display for
digital dental  radiographs,  was granted a worldwide,  non-exclusive fully paid
license  covering such patent in  consideration  for a payment by the Company of
$600,000.

Interest  income  increased to $449,136 in the three months ended  September 30,
1997 from $50,343 in the comparable period of 1996. Interest income increased to
$497,573  in the six  months  ended  September  30,  1997  from  $55,048  in the
comparable  period of 1996.  These  increases  are  attributable  to higher cash
balances and  investments in  interest-bearing  securities  which were purchased
with the  proceeds of the July 1, 1997  Initial  Public  Offering  (the  "IPO").
Interest expense  decreased to 7,609 for the three-month  period ended September
30,  1997  from  $46,725  in the  comparable  period of 1996.  Interest  expense
decreased  to $51,185 for the  six-month  period ended  September  30, 1997 from
$71,994 in the  comparable  period of 1996.  Interest  expense was  attributable
principally to the Merck Loan, which was repaid from the proceeds of the IPO.

Liquidity and Capital Resources

At September 30, 1997, the Company had $12,308,054 in cash and cash equivalents,
$16,355,741  in  short-term  investments  and  $33,715,896  in  working  capital
compared to  $1,710,429 in cash and cash  equivalents,  $2,313,226 in short-term
investments and $5,518,202 in working capital at March 31, 1997. The increase in
working  capital for the six months  ended  September  30,  1997,  is  primarily
attributable  to the net proceeds  from the issuance and sale of common stock in
connection with the Company's IPO (see below).

On July 7, 1997, the Company sold 1,750,000  shares of common stock in an IPO at
a price of $18.50  per  share,  resulting  in net  proceeds  to the  Company  of
approximately  $29,031,444 after deducting  expenses.  In addition,  on July 10,
1997, the Company received approximately  $4,516,080,  net of expenses, upon the
exercise of the underwriters'  over-allotment  option to purchase 262,500 shares
of common  stock.  A portion of the proceeds from the IPO was used to retire the
debt due Merck & Co. in the  principal  amount of  $1,512,833  and  interest  of
$144,296 (the "Merck Loan"). Additional proceeds were used to purchase assets in
Keystone  Dental  X-Ray Inc.  ("Keystone")  and a minority  interest in Photobit
Corporation ("Photobit") as described below. The remaining proceeds are expected
to be used (i) to expand the Company's  research and  development  capabilities,
(ii) to expand its sales and  marketing  effort,  (iii) for working  capital and
general corporate  purposes,  and (iv) for expansion of its facilities.  Pending
such  uses,   the  Company   invests  the  net  proceeds  in   investment-grade,
interest-bearing  securities.  From  time to  time,  the  Company  may  evaluate
potential  acquisitions  of assets,  businesses and product  lines,  which would
complement  or  enhance  the  business  of the  Company.  Depending  on the cash
requirements of any such acquisition,  the Company may finance such acquisition,
in whole or in part, with a portion of the net proceeds of the IPO.

On September  24, 1997,  the  Company's  wholly owned  subsidiary,  Schick X-Ray
Corporation,   acquired  certain  assets  of  Keystone  Dental  X-Ray,  Inc.,  a
manufacturer of x-ray equipment for the medical and dental  radiology field, for
$1,450,000 in cash. Schick X-Ray acquired  inventory,  manufacturing  equipment,
tooling and intellectual  property. The acquisition has been accounted for using
the purchase method.

On  September  30,  1997,  the Company  purchased  a minority  interest of 5% in
Photobit Corporation, a developer of sensor imaging technology for approximately
$1,000,000.  The Company is the exclusive  licensee of a certain  technology for
medical  applications  and plans to utilize the  technology  in its bone mineral
density measurement device.

The Company had no material cash requirement for income taxes for the six months
ending September 30, 1997.



                                       7
<PAGE>


PART II  OTHER INFORMATION

Item 1.  Legal Proceedings.

     The  Company is a named  defendant  in two  lawsuits  instituted  by Trophy
Radiologie,  S.A. ("Trophy S.A.").  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(TM) 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 Company is  represented  by the French law firm of
Pierre Cousin and French patent counsel Cabinet beau de lomenie.

     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(TM)  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 is
represented by Fitzpatrick,  Cella,  Harper & Scinto,  which has issued a formal
opinion that the CDR(TM) 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,  a recently  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-suits are meritorious, and is vigorously pursuing them.

     On September 12, 1997, 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 the
"best mode" defense. These motions are currently pending.

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 an over-allotment option to purchase up to 262,500 shares of Common
Stock  ("the  "Underwriters'  Option").  On  July  10,  1997,  the  underwriters
exercised the Underwriters' Option .

     The managing underwriter for the Offering was Lehman Brothers.  The co-lead
underwriters were J.P. Morgan & Co. and Pacific Growth Equities, Inc.

     The aggregate  offering price of the 2,012,500  shares of Common Stock sold
in the Offering to the public was  $37,231,250  (inclusive of the  Underwriters'
Option),  with  proceeds  to the Company  after  deduction  of the  underwriting
discount and  commissions  in the amount of $2,606,188,  of $34,625,062  (before
deducting offering expenses payable by the Company).

     During the period of July 1, 1997 through September 30, 1997, the aggregate
expenses   incurred  by  the  Company  in  connection   with  the  issuance  and
distribution  of the shares of Common  Stock  offered and sold in the  Offering,
including  expenses  paid for  accounting,  legal,  printing and other  expenses
amounted to $1,077,539.

     As the Company's legal counsel in connection with the Offering,  Kelly Drye
& Warren LLP received  legal  expenses paid by the Company.  Mark Bane,  Esq., a
partner of Kelly Drye & Warren LLP, is a director of the Company. Other than the
payment by the Company of legal expenses to Kelly Drye & Warren LLP, none of the
expenses paid by the Company in connection  with the Offering or the exercise of


                                       8
<PAGE>


the  Underwriters'  Option were paid,  directly  or  indirectly,  to  directors,
officers,  controlling  stockholders  (e.g.,  persons  owning 10% or more of any
class of the Company's stock) of the Company, or affiliates.

     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 $33,547,524. During the period of
July 1, 1997 through  September 30, 1997, such net proceeds have been applied as
follows:  (i) $366,988 for  leasehold  improvements  (ii) $855,234 for property,
plant,  and equipment;  (iii)  $1,450,000 to purchase certain assets of Keystone
Dental X-Ray Corp.; (iv) $1,000,000 to purchase a 5% interest in Photobit, Inc.;
(v) $1,512,833 to pay the notes payable and the interest thereon to Merck & Co.,
Inc.; (vi)  $15,000,000 to short term  investments;  (vii)  $10,221,469 to money
market  investments;  and (viii) the remaining  $3,141,000  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.

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

          (a)  Exhibits

               The  exhibits  listed in the  following  table have been filed as
          part of this Quarterly Report Report on Form 10-Q:

          Exhibit Number

               (10.1) Asset Purchase  Agreement dated September 24, 1997 between
          Schick X-Ray Corporation  ("Schick X-Ray"), a wholly-owned  subsidiary
          of  the  Company,  and  Keystone  Dental  X-Ray,  Inc.   ("Keystone").
          (Incorporated  by reference to Exhibit  10.1 to  Registrant's  Current
          Report on Form 8-K filed on October 9, 1997)

               (11) Statement re: Computation of Per Share Earnings

               (12) Financial Data Schedule


          (b)  Reports on Form 8-K:

               A  Current  Report  on Form 8-K was  filed  on  October  9,  1997
          reporting  (under  Item 2) the  purchase  of certain  assets by Schick
          X-Ray from Keystone.



                                       9
<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:   November 14, 1997                   By: /s/ David B. Schick
                                                --------------------------------
                                                   David B. Schick
                                                   President and
                                                   Chief Executive Officer



                                            By: /s/ David B. Spector
                                                --------------------------------
                                                   David B. Spector
                                                   Chief Financial Officer and
                                                   Treasurer
                                                   (Principal Financial Officer)


                                       10