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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 for the quarterly period ended June 30, 2000.

                                       OR

[x]  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 July 31,  2000,  10,136,113  shares of common  stock,  par value  $.01 per
share, were outstanding.


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<PAGE>

                            SCHICK TECHNOLOGIES, INC.

                                TABLE OF CONTENTS


<TABLE>
<CAPTION>
PART I.   FINANCIAL INFORMATION:

     Item 1.   Financial Statements:

<S>            <C>                                                                  <C>
               Consolidated Balance Sheets as of June 30, 2000 (unaudited) and
               March 31, 2000 ..................................................    Page 1

               Consolidated Statements of Operations for the three
               months ended June 30, 2000 and 1999 (unaudited)..................    Page 2

               Consolidated Statements of Cash Flows for the three
               months ended June 30, 2000 and 1999  (unaudited).................    Page 3

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

     Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations  ......................................    Page 8

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

PART II. OTHER INFORMATION:

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

     Item 2.   Changes in Securities and Use of Proceeds........................    Page 11

     Item 3.   Defaults Upon Senior Securities..................................    Page 11

     Item 4.   Submission of Matters to a Vote of Security Holders..............    Page 11

     Item 5.   Other Information................................................    Page 11

     Item 6.   Exhibits and Reports on Form 8-K.................................    Page 11

SIGNATURES     .................................................................    Page 13

EXHIBIT 27     .................................................................    Page 20
</TABLE>



<PAGE>

PART I.  Financial Information
Item 1.  Financial Statements --

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

<TABLE>
<CAPTION>
                                                                           June 30,      March 31,
                                                                             2000          2000
                                                                           --------      --------
                                                                         (unaudited)
<S>                                                                        <C>           <C>
Assets
Current assets
       Cash and cash equivalents                                           $    987      $  1,429
       Short - term investments                                                  10             8
       Accounts receivable, net of allowance for
                  doubtful accounts of $2,447 and $2,449, respectively        1,397         1,535
       Inventories                                                            5,075         5,612
       Income taxes receivable                                                  127           127
       Prepayments and other current assets                                     109           166
                                                                           --------      --------
                            Total current assets                              7,705         8,877
                                                                           --------      --------
Equipment, net                                                                4,803         5,206
Investments                                                                     815           815
Other assets                                                                  1,377         1,392
                                                                           --------      --------
                            Total assets                                   $ 14,700      $ 16,290
                                                                           ========      ========

Liabilities and Stockholders' Equity
Current liabilities
       Current maturities of long term debt                                $    371      $    245
       Accounts payable and accrued expenses                                  3,289         4,255
       Accrued salaries and commissions                                         552           878
       Deferred revenue                                                       2,163         1,681
       Deposits from customers                                                  349           666
       Warranty obligations                                                     215           278
       Capital lease obligations, current                                        19            33
                                                                           --------      --------
                            Total current liabilities                         6,958         8,036
                                                                           --------      --------
Long term debt                                                                6,823         6,938
                                                                           --------      --------

                            Total liabilities                                13,781        14,974
                                                                           --------      --------

Commitments and contingencies                                                  --            --
Stockholders' equity
       Preferred stock ($0.01 par value; 2,500,000
                shares authorized; none issued and outstanding)                --            --
       Common stock ($0.01 par value; 25,000,000 shares authorized:
                10,134,384 shares issued and outstanding)                       101           101
       Additional paid-in capital                                            42,477        42,347
       Accumulated deficit                                                  (41,659)      (41,132)
                                                                           --------      --------
                            Total stockholders' equity                          919         1,316
                                                                           --------      --------

                            Total liabilities and stockholders' equity     $ 14,700      $ 16,290
                                                                           ========      ========
</TABLE>

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

                                       1

<PAGE>

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

                                                        Three months ended
                                                             June 30
                                                  -----------------------------
                                                      2000             1999
                                                  ------------     ------------

Revenue, net                                      $      6,243     $      7,238
                                                  ------------     ------------

Cost of sales                                            3,096            5,264
Excess and obsolete inventory                               --              498
                                                  ------------     ------------
Total cost of sales                                      3,096            5,762
                                                  ------------     ------------

          Gross profit                                   3,147            1,476
                                                  ------------     ------------

Operating expenses:
     Selling and marketing                               1,614            2,778
     General and administrative                          1,161            1,710
     Research and development                              554              884
                                                  ------------     ------------
          Total operating costs                          3,329            5,372
                                                  ------------     ------------

          Loss from operations                            (182)          (3,896)
                                                  ------------     ------------

Other income (expense)
     Interest income                                        14               13
     Interest expense                                     (359)             (94)
                                                  ------------     ------------
          Total other expense                             (345)             (81)
                                                  ------------     ------------

          Loss before income taxes                        (527)          (3,977)

          Provision for income taxes                        --               --
                                                  ------------     ------------

          Net loss                                $       (527)    $     (3,977)
                                                  ============     ============

          Basic and diluted loss per share        $      (0.05)    $      (0.40)
                                                  ============     ============
          Weighted average common shares
               outstanding (basic and diluted)      10,134,384       10,059,384
                                                  ============     ============


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

                                       2

<PAGE>

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

<TABLE>
<CAPTION>
                                                                                  Three months ended
                                                                                        June 30
                                                                                   2000         1999
                                                                                 -------      -------
<S>                                                                              <C>          <C>
Cash flows from operating activities
      Net loss                                                                   $  (527)     $(3,977)
      Adjustments to reconcile net loss to
         Net cash used in operating activities
             Depreciation and amortization                                           477          550
             Provision for excess and obsolete inventory                              --          498
             Amortization of debt discount and deferred financing costs              116           --
             Changes in assets and liabilities:

                 Accounts receivable                                                 138        1,274

                 Inventories                                                         537        1,184

                 Income taxes receivable                                              --        2,328

                 Prepayments and other current assets                                 57           51

                 Other assets                                                         (6)         224

                 Account payable and accrued expenses                             (1,292)      (2,451)

                 Deferred revenue                                                    482          (62)

                 Deposits from customers                                            (317)         189

                 Warranty obligations                                                (63)         (43)
                                                                                 -------      -------
                         Net cash used in operating activities                      (398)        (235)
                                                                                 -------      -------
Cash flows from investing activities
      Proceeds from maturities of held-to-maturity investments                        --          360
      Capital expenditures, net                                                      (30)         (67)
                                                                                 -------      -------
                         Net cash (used in) provided by investing activities         (30)         293
                                                                                 -------      -------
Cash flows from financing activities
      Principal repayments on capital lease obligations                              (14)         (22)
                                                                                 -------      -------
                         Net cash used in financing activities                       (14)         (22)
                                                                                 -------      -------

Net (decrease) increase in cash and cash equivalents                                (442)          36
Cash and cash equivalents at beginning of period                                   1,429        1,415
                                                                                 -------      -------

Cash and cash equivalents at end of period                                       $   987      $ 1,451
                                                                                 =======      =======
</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, 2000 included in the
Company's Annual Report on Form 10-K.

     In the  opinion of  management,  the  accompanying  unaudited  consolidated
financial  statements include all adjustments  (consisting of normal,  recurring
adjustments)  necessary for a fair presentation of results of operations for the
interim  periods.  The results of operations for the three months ended June 30,
2000, are not necessarily  indicative of the results to be expected for the full
year ending March 31, 2001.

     The  consolidated  financial  statements of the Company,  at June 30, 2000,
include  the  accounts of the Company  and its wholly  owned  subsidiaries.  All
significant intercompany balances have been eliminated.

2.   Inventories

     Inventories are comprised of the following:

                                                June 30, 2000     March 31, 2000
                                                -------------     --------------

     Raw materials                                     $1,108             $  973
     Work-in-process                                    1,636              3,278
     Finished goods                                     2,331              1,361
                                                       ------             ------
     Total inventories                                 $5,075             $5,612
                                                       ======             ======


3.   Debt

     Long-term debt is summarized as follows:

                                                 June 30,2000     March 31,2000
                                                 ------------     -------------

     Term notes                                        $6,596            $6,596
     Secured credit facility                              598               587
                                                       ------            ------
                                                        7,194             7,183
     Less current maturities                              371               245
                                                       ------            ------
                                                       $6,823            $6,938
                                                       ======            ======

Term Notes

     In June 2000,  the Company  amended its term note  increasing its principal
balance to $6,596 ("the amended note").  The term note was originally  issued in
March 1999 for $5,000 and renewed in July 1999 for $6,222 the  "renewed  note").
The increase in the principal  amounts  resulted from the  conversion of certain
trade payables owed to the lender into the principal  balance of the notes.  The
amended note is segregated into two term loans:  Term Loan A amounting to $5,000
and Term Loan B amounting to $1,596.

     Term Loan A

     The  principal  balance of term loan A is  payable  in 49 monthly  payments
commencing  April 15, 2001, with interest payable monthly at the prime rate plus
2.5% commencing April 15, 2000.

                                       4

<PAGE>

     Term Loan B

     The  principal  balance of term loan B is  payable  in 27 monthly  payments
commencing January 15, 2001 with interest payable monthly at the prime rate plus
2.5% commencing April 15, 2000.

     The Company is also required to make additional principal payments equal to
fifty percent of the  "positive  actual cash flow",  as defined.  The term loans
have been classified  based upon the terms of the amended note. The tangible and
intangible assets of the Company, as defined, collateralize the term loans.

     In connection with the renewed note, the Company granted the lender 650,000
warrants at an exercise  price of $2.19  expiring on November 15, 2004. The fair
value  of the  warrants  amounted  to $596,  and is  accounted  for as  deferred
financing costs.  The costs are,  included in "Other Assets" in the accompanying
balance sheet and are being amortized on a straight-line  basis over the life of
the renewed note (17 months). Interest expense of approximately $104 relating to
this warrants issuance was recognized for the three months ending June 30, 2000.

     In connection  with the amended  note,  the  warrants'  exercise  price was
reduced to $.75 and the expiration  date extended to December  2006.  Additional
deferred  financing  costs of $130 were incurred and will be amortized  over the
five-year life of the amended note.

Secured Credit Facility

     In December  1999,  the Company  entered into a Loan  Agreement  (the "Loan
Agreement") with Greystone  Funding  Corporation  ("Greystone") to provide up to
$7.5  million of  subordinated  debt in the form of a secured  credit  facility.
Under the Loan  Agreement,  the Company  appointed two of Greystone's  executive
officers, on as President of the Company and both as Directors.  Pursuant to the
Loan  Agreement,  and to induce  Greystone  to enter  into said  Agreement,  the
Company  issued to Greystone and its designees,  warrants to purchase  3,000,000
shares of the  Company's  Common Stock at an exercise  price of $0.75 per share.
The  President  of the Company has been issued  750,000  warrants as a Greystone
designee.  The Company agreed to issue to Greystone or its designees warrants to
purchase an additional  2,000,000 shares at an exercise price of $0.75 per share
in  connection  with a cash payment of $1 million by Greystone to the Company in
consideration of a sale of Photobit stock by the Company to Greystone.  The sale
of the  Photobit  stock was made  subject  to a right of first  refusal  held by
Photobit  and its  founders.  By letter dated  February  17,  2000,  counsel for
Photobit informed the Company that Photobit  considers the Company's sale of its
shares to Greystone to be void on the basis of the Company's  purported  failure
to properly comply with Photobit's right of first refusal.

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

     The $1 million  proceeds of the initial draw has been allocated to the loan
and 15  million  warrants  issued,  based  upon their  relative  fair  values at
issuance.  The carrying  value of the note of $575 is being accreted to the face
value of $1 million  using the interest  method over the  five-year  term of the
loan.  However,  in the event that the loan is paid  sooner,  the  Company  will
recognize a charge for the unamortized  discount  remaining in such period.  The
fair  value of 3 million  warrants  issued  in  connection  with the  agreement,
amounting to $90, is being accounted for as deferred  financing cost. This cost,
included in "Other Assets" in the accompanying balance sheet, is being amortized
on a straight-line basis over the five-year life of the loan. Interest under the
credit line is due monthly at an annual rate of 10% until December 2005 when the
outstanding loan is due to be repaid.

                                       5

<PAGE>

     The term notes and secured  facility are subject to various  financial  and
restrictive covenants including, among others, interest coverage, current ratio,
and EBITDA.

     Principal maturities of long-term debt are as follows:

         Year ending June 30,
         --------------------
                2001                                           $371
                2002                                          1,440
                2003                                          1,515
                2004                                          1,040
                2005                                          3,230
                                                              -----
                                                             $7,596
                                                             ======

4.   Contingencies

Product Liability

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

SEC Investigation and Other

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

Litigation

In May 2000,  the Company  entered into an agreement  for the  settlement of the
class  action  lawsuit  naming the  Company,  certain of its officers and former
officers and various third  parties as  defendants.  The complaint  alleged that
certain  defendants  issued  false  and  misleading  statements  concerning  the
Company's  publicly  reported  earnings in violation  of the federal  securities
laws. The complaint sought certification of a class of persons who purchased the
Company's  common stock  between July 1, 1997 and February 19, 1999,  inclusive,
and did  not  specify  the  amount  of  damages  sought.  Under  the  settlement
agreement,  reflected in a memorandum of  understanding,  all claims against the
Company and the other  defendants  are to be dismissed  without  presumption  or
admission of any liability or wrongdoing.  The principal terms of the settlement
agreement call for payment to the  plaintiffs,  for the benefit of the class, of
the sum of $3.4 million.  The settlement  amount will be paid in its entirety by
the Company's  insurance carrier and is not expected to have any material impact
on the financial results of the Company. The terms of the settlement are subject
to approval by the Court.

During  1996,  the  Company  was  named  as  defendant  in  patent  infringement
litigation  commenced  by a  competitor  in the United  States and  France.  The
Company is vigorously defending itself against such allegations and believes the
claims to be without  merit.  The  Company has filed a  countersuit  against the
competitor for infringement of a U.S. Patent which has been exclusively licensed
to the  Company.  The  Company  has  obtained a formal  opinion of  intellectual
property  counsel  that its products do not  infringe on the  competitor's  U.S.
patent. The Company has filed motions for Summary Judgment seeking the dismissal
of the action in the United  States.  Such motions are  currently  pending.  The
Company is unable to  predict  the  ultimate  outcome  of this  litigation.  The
outcome,  if unfavorable,  could have a material adverse effect on the financial
position and results of  operations  of the Company.  No provision has been made
for any  potential  losses at June 30,  2000 and 1999 as the range of  potential
loss, if any cannot be reasonably estimated.

The Company may be a party to a variety of legal  actions (in  addition to those
referred to above),  such as employment  and  employment  discrimination-related
suits,  employee  benefit  claims,  breach of  contract  actions,  tort  claims,
shareholder suits, including securities fraud, and intellectual property related
litigation.  In addition,  because of the nature of its business, the Company is
subject to a variety  of legal  actions  relating  to its  business  operations.
Recent court  decisions  and  legislative  activity  may increase the  Company's
exposure for any of these types of claims. In some cases,  substantial  punitive
damages may be sought. The Company currently has insurance coverage

                                       6

<PAGE>

for some of these potential liabilities.  Other potential liabilities may not be
covered by insurance,  insurers may dispute coverage, or the amount of insurance
may not be sufficient to cover the damages awarded.  In addition,  certain types
of  damages,  such as punitive  damages,  may not be covered by  insurance,  and
insurance  coverage for all or certain forms of liability may become unavailable
or prohibitively expensive in the future.

                                       7

<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  risks  relating  to  recent
substantial operating losses,  dependence on financing,  dependence on products,
competition, the changing economic and competitive conditions in the medical and
dental digital radiography markets,  dependence on key personnel,  dependence on
distributors,  ability to manage growth, fluctuation in results and seasonality,
governmental   approvals   and   investigations,   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 the Company's other filings with the
Securities and Exchange Commission.

General

     The Company designs,  develops and manufactures digital imaging systems 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 to assist in the diagnosis and treatment of osteoporosis.  The
Company  is  also   developing  a   radiographic   imaging  device  for  digital
mammography,  and has commenced  development  of a general  digital  radiography
device for intended use in various applications.

Results of Operations

     Net  revenues  for the three  months  ended June 30,  2000  decreased  $1.0
million (14%) to $6.2 million from $7.2 million during the comparable  period of
fiscal 2000. The Company  believes the decrease in revenue is due to lower sales
of the Company's  accuDEXA bone density  assessment  device due to a decrease in
promotional  activity of the product  line.  During the first  quarter of fiscal
2001, the Company  discontinued third party dealers order solicitation and began
a direct mail  solicitation  for a rental program for the accuDEXA.  The Company
will evaluate  this  marketing  approach  during the second and third quarter of
fiscal  2001.  In  the  first  quarter  of  fiscal  2001,  accuDEXA  represented
approximately $.2 million (3%) of the Company's net revenues and CDR represented
approximately  $6.0 million  (97%) of the  Company's net revenues as compared to
$1.4 million  (19%) and $5.8 million  (81%) in the first  quarter of fiscal 2000
for accuDEXA and CDR, respectively.

     In May 2000 the Company  consolidated its marketing  efforts for its CDR(R)
dental  products  and entered  into an  exclusive  distribution  agreement  with
Patterson  Dental  Company   ("Patterson").   This  agreement  grants  Patterson
exclusive  rights to  distribute  the  Company's  dental  products in the United
States and  Canada.  However,  the  Company  retains  direct  relationships  for
hospitals,  universities  and governmental  agencies.  The Company believes that
Patterson's  strong  perception  in the  marketplace  will improve its sales and
customer service capabilities.

     Total cost of sales for the three months ended June 30, 2000 decreased $2.7
million (46%) to $3.1 million (50% of net revenue) from $5.8 million (80% of net
revenue) from the comparable period of fiscal 2000. The decrease in the relative
total  cost of sales  is due to  several  factors  including  increased  prices,
improved product mix, increased warranty revenues and reduction in the provision
for excess and obsolete inventory. Additionally,  indirect labor costs, warranty
expenditures,  material costs,  royalty costs, rent and overhead costs decreased
due to a January 2000 reduction in plant and facilities,  improve utilization of
facilities  and an improved rate of recovery of warranty  replacement  inventory
from customers.

     Selling and  marketing  expenses  for the three months ended June 30, 2000,
decreased  $1.3 million  (42%) to $1.6  million  (26% of net revenue)  from $2.8
million  (38% of net  revenue) for the  comparable  period of fiscal 2000.  This
decrease is principally  attributable to a reduction in direct selling  expenses
of the CDR, a reduction in the  Company's  direct  sales force and  reduction in
other  promotional  and  trade  show  expenses  principally  as a result  of the
Patterson distribution agreement.

                                       8

<PAGE>

     General and  administrative  expenses  for the three  months ended June 30,
2000,  decreased  $0.5 million  (32%) to $1.2 million (19% of net revenue)  from
$1.7 million (24% of net revenue) for the comparable  period of fiscal 2000. The
decrease in general and administrative  expenses was primarily attributable to a
decrease in payroll and related  costs and a decrease in  professional  services
rendered in connection with the restatement of the Company's  interim  financial
statements for fiscal 1999.

     Research and development expenses for the three months ended June 30, 2000,
decreased  $0.3  million  (37%) to $0.6  million (9% of net  revenue)  from $0.9
million  (12% of net  revenue) for the  comparable  period of fiscal  2000.  The
decrease is primarily  attributable  to a decrease in payroll and related  costs
due to a reduction  in  personnel  and  decreases  in test  services  and supply
expenses.

     Interest  expense for the three-month  period ended June 30, 2000 increased
$0.3  million to $0.4 million  from $0.1  million for the  comparable  period of
fiscal 2000. The increase was principally  attributable  to the  amortization of
deferred  financing  costs in  connection  with the term  notes and the  secured
credit facility entered into in the third quarter of fiscal 2000.

Liquidity and Capital Resources

     At June 30, 2000, the Company had $1.0 million in cash and cash equivalents
and a working capital of $0.7 million, compared to $1.4 million in cash and cash
equivalents and $0.8 million in working capital at March 31, 2000.

     During the three months ended June 30, 2000,  cash used in  operations  was
$0.4 million  compared to $0.2 million used in operations  during the comparable
period of fiscal  2000.  The  increase in cash used in  operations  is primarily
attributable  to the  reduction in the  Company's  accounts  payable and accrued
expenses  and  deposits  from   customers,   offset  by  decreases  in  accounts
receivable, inventory levels and deferred revenue. Accounts receivable decreased
from $1.5  million at March 31,  2000 to $1.4  million  at June 30,  2000 due to
lower rates of sale and limiting the  availability  of credit to select dealers,
hospitals,  universities and governmental agencies. The decrease in inventory of
$0.5  million  from $5.6  million at March 31, 2000 to $5.1  million at June 30,
2000 is primarily attributable to planned reductions.

     The Company's capital expenditures during the three-month period ended June
30,  2000  amounted  to  $30  thousand.  Such  expenditures  included  leasehold
improvements, computers, and production equipment.

     DVI  Financial  Services,  Inc.  ("DVI") has provided the Company with term
notes  aggregating  $6.6 million  which are secured by first  priority  liens on
substantially all of the Company's  assets.  The Company issued promissory notes
and security  agreements that provide,  in part, that the Company may not permit
creation of any  additional  lien or  encumbrance  on the Company's  property or
assets. The notes are due in varying  installments through fiscal 2006. Interest
is paid monthly at the prime rate (9-1/2% at June 30, 2000) plus 2-1/2%.

     In December  1999 and as later amended in March 2000,  the Company  entered
into a Secured Loan Agreement  ("Amended Loan Agreement") with Greystone Funding
Corporation  ("Greystone") to provide up to $7.5 million of subordinated debt in
the form of a secured credit  facility.  Pursuant to the Loan Agreement,  and to
induce  Greystone to enter into said Agreement,  the Company issued to Greystone
or its  designees,  warrants to purchase  5,000,000  shares of Company's  Common
Stock at an  exercise  price of $0.75 per share,  exercisable  at any time after
December 27, 1999. Under the Amended Loan Agreement,  the Company also issued to
Greystone or its designees  warrants (the "Additional  Warrants") to purchase an
additional  13,000,000  shares of common stock,  which Additional  Warrants will
vest and be  exercisable at a rate of two shares of Common Stock for each dollar
advanced  under the Amended  Loan  Agreement in excess of the initial draw of $1
million.  Any  additional  warrants,  which do not vest prior to  expiration  or
surrender of the line of credit,  will be forfeited and canceled.  In connection
with the Greystone  secured credit facility,  effective as of February 15, 2000,
DVI  consented to the  Company's  grant to Greystone of a second  priority  lien
encumbering  the  Company's  assets,  under and subject in priority and right of
payment to all liens granted by the Company to DVI. To date, no additional funds
have been  advanced  under the Amended  Loan  Agreement in excess of the initial
draw of $1 million.

     The Company has also undertaken  various  cost-cutting  measures  including
reduction of  facilities  and  personnel  from peak levels of fiscal  1999.  The
Company  discontinued  certain  promotional  programs,  which  had  resulted  in
increased  credit risk, and  concomitantly  limited credit to selected  domestic
dealers.  The Company  continues  efforts to improve its products and methods of
production. Effective May 1, 2000 the Company entered an exclusive

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distribution  agreement with Patterson Dental Company  ("Patterson").  Under the
terms of this agreement the Company  discontinued  all direct  domestic sales of
its dental  products,  with the exception of those to governmental  agencies and
universities.  As a result of the  agreement,  the Company  further  reduced its
sales force.  Remaining domestic sales  representatives have become manufacturer
representatives  charged with support of the Patterson sales effort. The Company
terminated  all existing  dealer  agreements  including its agreement with Henry
Schein, Inc.

     The Company  believes that its financing  agreements,  cost  reductions and
distribution  agreement  with  Patterson  should  permit the Company to generate
sufficient  working capital to meet its obligations as they mature.  The ability
of the  Company to meet its cash  requirements  is  dependent,  in part,  on the
Company's  ability to attain adequate sales and profit levels and to satisfy its
existing warranty obligations without incurring expenses substantially in excess
of related warranty  revenue and to collect its accounts  receivable on a timely
basis.  Management  believes  that  existing  capital  resources  and sources of
credit,  including  the  Greystone  credit  facility,  are  adequate to meet its
current cash requirements. However, if the Company's cash needs are greater than
anticipated  or the  Company  does not  satisfy  drawdown  conditions  under the
Amended  Loan  Agreement,  the Company  will be required to seek  additional  or
alternative  financing  sources.  There can be no assurance  that such financing
will be available or available on terms acceptable to the Company.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The DVI term  notes  bear an annual  interest  rate based on the prime rate
plus 2.5%,  provided however,  that if any payments to DVI are past due for more
than 60 days,  interest  will  thereafter  accrue at the prime  rate plus  5.5%.
Because the interest rate is variable,  the Company's cash flow may be adversely
affected by increases in interest rates.  Management does not, however,  believe
that any risk inherent in the variable-rate nature of the loan is likely to have
a material effect on the Company's interest expense or available cash.

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

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

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

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

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

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

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

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

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

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

     On May 23, 2000,  the Company  entered into an agreement in principle  with
the  plaintiffs  for the  settlement  of the  class  action  lawsuit.  Under the
settlement  agreement,  reflected in a Memorandum of  Understanding,  all claims
against the Company and the Individual  Defendants  are to be dismissed  without
presumption or admission of any liability or wrongdoing.  The principal terms of
the settlement agreement call for payment to the Plaintiffs,  for the benefit of
the class, of the sum of $3.4 million. The settlement amount will be paid in its
entirety by the  Company's  insurance  carrier  and is not  expected to have any
material  impact on the  financial  results of the Company.  The  settlement  is
subject to approval by the Court.

     III. In August 1999, the Company,  through its outside  counsel,  contacted
the Division of Enforcement of the Securities and Exchange Commission ("SEC") to
advise it of certain  matters  related to the Company's  restatement of earnings
for interim periods of fiscal 1999. The SEC has made a request for the voluntary
production of certain documents. The Company intends to cooperate fully with the
SEC staff and has  provided  responsive  documents  to it.  This  matter is in a
preliminary stage and the Company cannot predict its potential outcome.

Item 2.  Changes in Securities and Use of Proceeds

(a) On August 4, 2000,  Article I,  Section  7(c) of the  Company's  By-laws was
amended to provide that,  except as otherwise  required by the Delaware  General
Corporation  Law, the Certificate of  Incorporation  or the By-laws,  any matter
submitted to a vote at a meeting of stockholders  "shall have been approved only
if...the  holders of a majority  of the  issued  and  outstanding  shares of the
capital stock of the  Corporation  present in person or by proxy at such meeting
and entitled to vote on such matter  shall have voted to approve  such  matter."
Previously,  such  provision  of the  Company's  By-laws  required  that "...the
holders of a majority of the issued and outstanding  shares of the capital stock
of the  Corporation  entitled to vote on such matter shall have voted to approve
such matter."

Item 3.  Defaults Upon Senior Securities

         Not Applicable.

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

         Not Applicable.

Item 5.  Other Information

         Not Applicable.

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

         3.2    Bylaws of the Company, as amended.
         27     Financial Data Schedule (Filed in electronic format only).

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<PAGE>

(b)  Reports on Form 8-K

     1.   A  Form  8-K  was  filed  on  April  13,  2000  and  reported  on  the
          Distributorship  Agreement  entered  into on April 6, 2000 between the
          Company and  Patterson  Dental  Company in Item 5, "Other  Events," of
          said Form 8-K.

     2.   A Form 8-K was filed on May 23, 2000 and reported on the settlement of
          the  consolidated  securities class action lawsuit pending against the
          Company in Item 5, "Other Events," of said Form 8-K.

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<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: August 7, 2000                       By: /S/ David Schick
                                            David B. Schick
                                            Chief Executive Officer

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

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