SECURITIES AND EXCHANGE COMMISSION
================================================================================
                             Washington, D.C. 20549

                             ----------------------

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

(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, 1998

                                       OR

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

                        Commission file number: 000-22673

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

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


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

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.
Yes [_]     No [X]

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

This  amendment  No. 1 on Form 10-Q/A (the  "Amendment")  amends and restates in
full  the  disclosures  made  by  the  registrant,  Schick  Technologies,   Inc.
("Schick",  and together with its subsidiaries,  the "Company"),  in response to
"Item 1. Financial Statements," "Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations" and "Item 6(a).  Exhibits" in its
Form 10-Q as originally  filed with the Securities and Exchange  Commission (the
"Commission")  via Edgar  transmission  on  November  16,  1998  (the  "Original
Filing").  The disclosures  responsive to all other Items in the Original Filing
are not  affected by this  Amendment  but  continue as set forth in the Original
Filing without  change.  Notwithstanding  the foregoing,  the disclosures in the
Original  Filing,  as amended by this  Amendment,  are subject to  updating  and
supplementation by the disclosures  contained in the filings made by the Company
with the Commission for any period subsequent to the three and six month periods
ended September 30, 1998, covered by the Original Filing.


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

<PAGE>


                            SCHICK TECHNOLOGIES, INC.

                                TABLE OF CONTENTS

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

         Item 1.    Financial Statements:

                    Consolidated Balance Sheets as of September 30, 1998
                    and March 31, 1998..........................................               Page 1

                    Consolidated Statements of Operations for the three and six
                    months ended September 30, 1998 and 1997....................               Page 2

                    Consolidated Statements of Cash Flows for the six
                    months ended September 30, 1998 and 1997....................               Page 3

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

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

         Item 3.    Quantitative and Qualitative Disclosures about Market Risk..               Page 9

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

SIGNATURE.......................................................................               Page 12

EXHIBIT 27......................................................................               Page 13
</TABLE>


<PAGE>

PART I.  Financial Information
Item 1.  Financial Statements

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

<TABLE>
<CAPTION>
                        Assets                           September 30, 1998     March 31, 1998
                                                         ------------------    ---------------
                                                       (As restated, Note 3)
<S>                                                         <C>                <C>
Current assets
  Cash and cash equivalents                                 $         2,409    $         6,217
  Short-term investments                                              7,069             14,022
  Accounts receivable, net of allowance for doubtful
   accounts of $938 and $200, respectively                            8,215             10,173
  Inventories                                                        18,326             12,152
  Income taxes receivable                                             2,297               --
  Prepayments and other current assets                                  611                746
                                                            ---------------    ---------------
         Total current assets                                        38,927             43,310

Equipment, net                                                        7,207              5,801
Investments                                                           1,250              1,000
Deferred tax asset                                                     --                  349
Other assets                                                          1,266              1,214
                                                            ---------------    ---------------


         Total assets                                       $        48,650    $        51,674
                                                            ===============    ===============

        Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and accrued expenses                     $         8,378    $         7,010
  Accrued salaries and commissions                                    1,203              1,473
  Deferred revenue                                                      373                362
  Deposits from customers                                               536                331
  Warranty obligations                                                  278                245
  Income taxes payable                                                 --                  144
                                                            ---------------    ---------------


         Total current liabilities                                   10,768              9,565


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; 9,996,123 and 9,992,057 shares issued
   and outstanding)                                                     100                100
  Additional paid-in capital                                         41,208             41,204
  (Accumulated deficit) retained earnings                            (3,426)               805
                                                            ---------------    ---------------
         Total stockholders' equity                                  37,882             42,109

            Total liabilities and stockholders' equity      $        48,650    $        51,674
                                                            ===============    ===============
</TABLE>

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


                                       1
<PAGE>


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

<TABLE>
<CAPTION>
                                            Three months             Six months
                                         ended September 30,     ended September 30,
                                        --------------------    --------------------
                                          1998        1997        1998        1997
                                        --------    --------    --------    --------
                                   (As restated,           (As restated,
                                         Note 3)                 Note 3)
<S>                                     <C>         <C>         <C>         <C>
Revenues, net                           $ 12,309    $  8,224    $ 22,748    $ 14,264
Cost of sales                              8,004       3,867      13,640       6,698
                                        --------    --------    --------    --------
           Gross profit                    4,305       4,357       9,108       7,566
                                        --------    --------    --------    --------

Operating expenses
  Selling and marketing                    4,359       2,088       8,297       3,884
  General and administrative               1,513         854       2,788       1,731
  Research and development                   833         968       1,866       1,607
  Bad debt expense                           282        --           738        --
  Patent litigation settlement              --          --          --           600
                                        --------    --------    --------    --------
     Total operating expenses              6,987       3,910      13,689       7,822
                                        --------    --------    --------    --------

    Income (loss) from operations         (2,682)        447      (4,581)       (256)
                                        --------    --------    --------    --------

Other income (expense)
   Interest income                           186         449         429         498
   Interest expense                           (6)         (8)         (6)        (51)
                                        --------    --------    --------    --------

     Total other income                      180         441         423         447
                                        --------    --------    --------    --------

     Income (loss)before income taxes     (2,502)        888      (4,158)        191
                                        --------    --------    --------    --------

Provision (benefit)for income taxes           35        (122)         70        (122)
                                        --------    --------    --------    --------


Net income (loss)                       $ (2,537)   $  1,010    $ (4,228)   $    313
                                        ========    ========    ========    ========


Basic earnings (loss) per share         $  (0.25)   $   0.10    $  (0.42)   $   0.03
                                        ========    ========    ========    ========

Diluted earnings (loss) per share       $  (0.25)   $   0.10    $  (0.42)   $   0.03
                                        ========    ========    ========    ========
</TABLE>


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


                                       2
<PAGE>

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

                                                              Six months ended
                                                               September 30,
                                                           --------------------
                                                             1998        1997
                                                           --------    --------
                                                         (As restated,
Cash flows from operating activities:                       Note 3)
Net income (loss)                                          $ (4,228)   $    313
Adjustments to reconcile net income (loss) to net cash
  used in operating activities
   Depreciation and amortization                                604         298
   Provision for bad debts                                      738        --
   Warranty obligations                                          33        --
   Stock and option grant compensation                         --            11
   Accrued interest on investments                             --           (37)
Changes in assets and liabilities:
  Accounts receivable                                         1,220      (2,160)
  Inventories                                                (6,174)     (4,573)
  Income taxes receivable                                    (2,297)       --
  Prepayments and other current assets                          133         (41)
  Other assets                                                  232         (59)
  Deferred income taxes                                        --          (122)
  Accounts payable and accrued expenses                       1,097       3,376
  Income taxes payable                                         (144)       --
  Deferred revenue                                               11         107
  Deposits from customers                                       205         (62)
  Accrued interest on notes payable                            --           102)
                                                           --------    --------
Net cash used in operating activities                        (8,570)     (3,051)
                                                           --------    --------
Cash flows from investing activities:
  Capitalization of software development costs                 --           (39)
  Purchases of held-to-maturity investments                 (10,759)    (15,440)
  Proceeds from maturities of held-to-maturity
   investments                                               17,712       1,434
  Business acquisition                                         --        (1,450)
  Purchase of minority interest in Photobit Corporation        (250)       (994)
  Capital expenditures                                       (1,944)     (1,886)
                                                           --------    --------
     Net cash provided by (used) in investing activities      4,759     (18,375)
                                                           --------    --------
Cash flows from financing activities:
  Proceeds from sale of common stock                           --        33,548
  Repayment of notes payable                                   --        (1,513)
  Proceeds from exercise of common stock options                  3        --
  Principal payments on capital lease obligations              --           (11)
                                                           --------    --------
    Net cash provided by financing activities                     3      32,024
                                                           --------    --------

Net increase (decrease) in cash and cash equivalents         (3,808)     10,598
Cash and cash equivalents at beginning of period              6,217       1,710
                                                           --------    --------
Cash and cash equivalents at end of period                 $  2,409    $ 12,308
                                                           ========    ========



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. and its
     subsidiaries   (the  "Company")  have  been  prepared  in  accordance  with
     generally accepted accounting  principles for interim financial information
     and the rules of the  Securities  and Exchange  Commission  (the "SEC") for
     quarterly  reports on Form 10-Q, and do not include all of the  information
     and  footnote   disclosures   required  by  generally  accepted  accounting
     principles for complete  financial  statements.  These statements should be
     read in conjunction with the audited consolidated  financial statements and
     notes  thereto for the year ended March 31, 1998  included in the Company's
     Annual Report on Form 10-K and Amendment No. 1 thereto.

     In the  opinion of  management,  the  accompanying  unaudited  consolidated
     financial  statements  include  all  adjustments   (consisting  of  normal,
     recurring  adjustments)  necessary  for a fair  presentation  of results of
     operations for the interim periods. The results of operations for the three
     and six months ended September 30, 1998, are not necessarily  indicative of
     the results to be expected for the full year ending March 31, 1999.

     The  consolidated  financial  statements  of the Company,  at September 30,
     1998,   include  the   accounts  of  the  Company  and  its  wholly   owned
     subsidiaries. All significant intercompany balances have been eliminated.

2.   Inventories

     Inventories  at September  30, 1998 and March 31, 1998 are comprised of the
     following:

                                         September 30, 1998    March 31, 1998
                                         ------------------    --------------
     Raw materials ..................         $ 6,190             $ 7,108
     Work-in-process ................           6,050               3,466
     Finished goods .................           6,086               1,578
                                              -------             -------

           Total inventories ........         $18,326             $12,152
                                              =======             =======


3.  Restatement

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

                                                 Three months    Six months
                                                      Ended September 30
                                                    1998            1998
                                                   -------         -------
     Revenue ..............................        $(1,927)        $(7,468)
     Cost of sales ........................         (1,069)            512
                                                   -------         -------
     Gross profit .........................         (2,996)         (6,956)

     Total operating expenses .............            221              59
                                                   -------         -------
     Loss from operations .................         (2,775)         (6,897)

     Income tax benefit ...................             68           1,016
                                                   -------         -------
     Net loss .............................        $(2,707)        $(5,881)
                                                   =======         =======




                                       4
<PAGE>

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

     Revenues in the second  quarter of fiscal 1999 were increased by the $3,295
shifted  from the first  quarter.  Such  increase  was offset by the reversal of
revenues in the amount of $1,998  related to consignment  sales to  distributors
and shipments for which the customer did not accept delivery. In addition,  $700
of revenues  related to product  shipments  subject to trial periods was shifted
from the second  quarter to the third  quarter of fiscal  1999.  Revenues in the
amount of $413 related to shipments of products  subject to trial  periods where
the customer never confirmed acceptance of the product and subsequently returned
the product were reversed. Revenues of $2,111 were reduced in the second quarter
of 1999 resulting from the accrual of returns from the fourth quarter of 1999.

     The Company has analyzed these economic factors and current and prior rates
of returns and bad debts and has revised its current and projected estimates for
product returns and bad debts accordingly.

     The previously  reported results of operations for the three and six months
ended  September  30,  1998,  as reported on Form 10-Q with the  Securities  and
Exchange  Commission,  have been  amended  to  reflect  the above  prior  period
adjustments.  The results of such prior period adjustments,  as compared with on
the Company's  previously reported results for three and six month periods ended
September 30, 1998, are set forth below.

                                     Three months ended      Six months ended
                                     September 30, 1998     September 30, 1998
                                     -------------------    -------------------
                                        As                     As
                                    originally     As      originally     As
                                     reported   restated    reported   restated
                                     --------   --------    --------   --------

Revenue ..........................   $ 14,236   $ 12,309    $ 30,216   $ 22,748

Cost of sales ....................      6,935      8,004      14,152     13,640
                                     --------   --------    --------   --------
Gross profit .....................      7,301      4,305      16,064      9,108

Total operating expenses .........      7,208      6,987      13,747     13,689
                                     --------   --------    --------   --------
Income (loss) from operations ....         93     (2,682)      2,317     (4,581)

Total other income ...............        180        180         422        423
                                     --------   --------    --------   --------
Income (loss) before taxes .......        273     (2,502)      2,739     (4,158)

Provision for income taxes .......        103         35       1,086         70
                                     --------   --------    --------   --------

Net income (loss) ................   $    170   $ (2,537)   $  1,653   $ (4,228)
                                     ========   ========    ========   ========
Basic earnings (loss) per share ..   $   0.02   $  (0.25)   $   0.17   $  (0.42)
                                     ========   ========    ========   ========
Diluted earnings (loss) per share    $   0.02   $  (0.25)   $   0.16   $  (0.42)
                                     ========   ========    ========   ========


4.   Initial Public Offering

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

5.   Patent Litigation Settlement

     In July 1997, in connection  with the settlement of certain  pending patent
litigation  involving a United


                                       5
<PAGE>

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

6.  Earnings (Loss) Per Share

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

     The  computation  of basic earnings  (loss) per share and diluted  earnings
(loss) per share for the three- and six-month  periods ended  September 31, 1998
and 1997 are as follows:

<TABLE>
<CAPTION>
                                                    Three months ended             Six months ended
                                                       September 30,                 September 30,
                                                 --------------------------   --------------------------
                                                     1998           1997          1998           1997
                                                 -----------    -----------   -----------    -----------
<S>                                              <C>            <C>           <C>            <C>
Net income (loss) available to common
      stockholders ...........................   $    (2,537)   $     1,010   $    (4,228)   $       313
Weighted average shares outstanding
      for basic earnings (loss) per share ....     9,992,566      9,969,731     9,992,521      8,968,980
Dilutive effect of stock options and warrants           --          463,143          --          232,837
                                                 -----------    -----------   -----------    -----------
Weighted average shares outstanding
      for diluted earnings (loss) per share ..     9,992,556     10,432,874     9,992,521      9,201,817
Basic earnings (loss) per share ..............   $     (0.25)   $      0.10   $     (0.42)   $      0.03
                                                 ===========    ===========   ===========    ===========
Diluted earnings (loss) per share ............   $     (0.25)   $      0.10   $     (0.42)   $      0.03
                                                 ===========    ===========   ===========    ===========
</TABLE>

7.   Investment in Photobit Corporation

     In September  1997,  the Company  purchased a minority  interest of 5%, for
$1,000  in  Photobit  Corporation,  a  developer  of  complementary  metal-oxide
semiconductor  ("CMOS"),  APS imaging technology.  On July 14, 1998, the Company
invested  an  additional  $250  in  Photobit  Corporation,  bringing  its  total
investment in Photobit to $1,250.  The Company is the exclusive  licensee of the
APS  technology  for medical  applications  and utilizes the  technology  in its
bone-mineral  density  assessment device and certain  components of its computed
dental x-ray  imaging  system.  The Company  carries the  investment at cost. No
dividends  were paid on this  investment.  In September  1999,  the Company sold
250,000 shares of Photobit  stock for $1,000 and recorded an investment  gain of
approximately $565.

8.   Subsequent Events

Bridge Note Payable

     Effective  July 30, 1999,  the Company  secured an extension to the secured
promissory  note it initially  issued in March 1999 for $5,000.  Pursuant to the
amended and restated  note,  the  principal of the note was increased to $6,222.
The increase in the principal  amount  resulted  from the  conversion of certain
trade payables owed to the third party lender into the principal  balance of the
note. The amended and restated note bears interest at the rate of prime plus two
and one-half percent per annum.  Interest on the note is payable monthly and the
note is secured by the Company's  tangible and intangible  assets. The principal
is payable in quarterly installments of $1,000 commencing December 31, 1999. The
Company is also required to make additional  principal  payments equal to 25% of
the net proceeds of any equity or debt financing or asset sale (other than sales
of inventory in the ordinary  course of business) to the extent that


                                       6
<PAGE>

25% of such proceeds exceeds the $1,000 principal  installment due at the end of
the quarter in which the  financing or asset sale is  completed.  In  connection
with the amended and restated note,  the Company issued 650,000  warrants to the
note-holder.  The warrants are exercisable for a period of 5 years and each have
an  exercise  price of $2.19.  The  Company is not in  compliance  with  certain
financial  covenants,  and other terms and provisions  contained in the extended
bridge loan and is currently in the process of refinancing the obligation.

NASDAQ Delisting

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

Greystone Funding Corporation

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

     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 $1,000,000 under the Amended Loan Agreement.  Pursuant to the Amended
Loan  Agreement,  and to induce  Greystone  to enter  into said  Agreement,  the
Company  issued  warrants to  Greystone  and its  designees,  inclusive 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 to DVI.

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

This Quarterly Report on Form 10-Q contains  forward-looking  statements  within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section 21E of the  Securities  Exchange Act of 1934,  as amended.  The words or
phrases  "believes,"  "may,"  "will  likely  result,"  "estimates,"  "projects,"
"anticipates,"  "expects"  or similar  expressions  and  variations  thereof are
intended to identify such forward-looking statements. Actual results, events and
circumstances  could differ  materially  from those set forth in such statements
due  to  various   factors.   Such  factors  include   dependence  on  products,
competition,


                                       7
<PAGE>

the  changing  economic  and  competitive  conditions  in the medical and dental
digital  radiography  markets,  dependence  on  key  personnel,   dependence  on
distributors,  ability to manage growth, fluctuation in results and seasonality,
regulatory  approvals,  technological  developments,  protection  of  technology
utilized by the Company,  patent infringement claims and other litigation,  need
for additional  financing and further risks and  uncertainties,  including those
detailed  in the  Company's  other  filings  with the  Securities  and  Exchange
Commission.

General

     The Company designs,  develops and manufactures digital imaging systems and
devices  for the dental and  medical  markets.  In the field of  dentistry,  the
Company has developed,  and currently  manufactures  and markets,  an intra-oral
digital  radiography  system.  The  Company has also  developed  a bone  mineral
density assessment  device,  which was introduced in December of 1997, to assist
in the diagnosis of osteoporosis.  The Company is also developing a 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 revenue for the three months ended  September 30, 1998  increased  $4.1
million (50%) to $12.3 million from the  comparable  period of fiscal 1998.  Net
revenue for the six months  ended  September  30, 1998,  increased  $8.5 million
(59%) to $22.7 million from $14.3 million during the comparable period of fiscal
1998.  The revenue  growth is due to  increased  sales of the  Company's  CDR(R)
dental product and to sales of its accuDEXA(TM) bone density  assessment device.
The accuDEXA was introduced during the third quarter of fiscal 1998, and did not
contribute  significantly  to  revenues  until the first and second  quarters of
fiscal 1999.

     Fiscal 1999 revenues were  negatively  affected by a rate of return for the
Company's products shipped during the first six months of fiscal 1999, which was
higher than the  historical  return rate for the  Company's  products.  Products
returns  relating to products  shipped  during the first and second  quarters of
fiscal 1999, which were generally returned in the second and third quarters.  In
addition, revenues were negatively affected by an increase in reserves for goods
which may be returned in the future.  Provisions  for returns are  comprised  of
actual returns and estimates for future returns.

     On a net of returns basis, for the six months ended September 30, 1998, CDR
represented  approximately  $12.5  million  (55%)  of the  Company's  sales  and
accuDEXA represented approximately $10.2 million (45%) of the Company's sales.

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

     First, the Company experienced  technical problems in transitioning its CDR
product line from CCD sensors to APS sensors. Shipments of the Company's initial
version  of its  new  APS  sensor  for the CDR  product,  which  were  primarily
delivered from April 1998 through August 1998, exhibited a high failure rate and
other technical  problems.  The Company has provided for replacements of systems
shipped during this period where practical and provided for anticipated  returns
for units which were not  upgradeable.  In  September  1998,  the Company  began
shipping a new version of the APS sensor  which has  exhibited  a lower  failure
rate than the initial version.  Management  anticipates that the  aforementioned
problem  has been  resolved  and all  returns  associated  therewith  have  been
provided for.

     Second, the Company's single user CDR System requires minimal installation.
Commencing in September  1998, the Company  initiated a program in  coordination
with its computer supplier,  in which the supplier installed all single-user CDR
Systems.  As a result of logistical  problems in implementing this program,  the
supplier's  installations  experienced significant delays, which led to a higher
than  normal  rate of return for single  user  systems  shipped in this  period.
Starting in January 1999, the Company  resumed  direct  management of its single
user CDR installations.

     The  Company  also  experienced  a higher  than  normal  rate of returns of
accuDEXA  units.  The  Company


                                       8
<PAGE>

believes that these returns are due to several factors, including the following:

     First, early shipments of accuDEXA experienced a higher than normal failure
rate due to shipping damage, as well as humidity and temperature  sensitivity of
several  components in the initial design of the product.  The Company has taken
steps to address these problems and believes that failure rates relating to such
damage and sensitivity have dropped  significantly.  In this regard, the Company
currently expects to implement a number of additional  improvements to accuDEXA,
to further increase reliability, in the first half of fiscal 2001.

     Second,  the Company  initiated a change in its sales policy which affected
accuDEXA sales made from May 1998 through  November 1998.  During this time, the
Company waived its customary 10% deposit  charged to customers prior to shipment
of goods.  In December  1998,  the Company  changed its credit policy  requiring
prepayment from non-dealer customers.

     Cost of sales for the three months ended  September 30, 1998 increased $4.1
million  (107%) to $8.0 million  (65% of net revenue)  from $3.9 million (47% of
net revenue) for the comparable period of fiscal 1998. Cost of sales for the six
months ended September 30, 1998,  increased $6.9 million (104%) to $13.6 million
(60% of net  revenues)  from  $6.7  million  (47% of net  revenues)  during  the
comparable  period of fiscal 1998.  In general,  cost of goods was  increased by
additional  direct and indirect labor costs,  increased  warranty  expenditures,
increased  material  costs,  increased  royalty  costs  for  certain  goods  and
increased overhead.

     Selling and  Marketing  expenses for the three months ended  September  30,
1998,  increased  $2.3 million  (109%) to $4.4 million (35% of net revenue) from
$2.1  million (25% of net  revenue)  for the  comparable  period of fiscal 1998.
Selling and  marketing  expenses  for the six months ended  September  30, 1998,
increased  $4.4 million  (114%) to $8.3  million (36% of net revenue)  from $3.9
million (27% of net revenue)  during the  comparable  period of fiscal 1998. The
increase was due to increases in direct selling expenses in the CDR and accuDEXA
product lines  attributable  principally to the hiring and training of new sales
representatives  as the Company  continued  to increase the size of its national
sales force and its promotional  programs to obtain greater market awareness and
to develop market strategies for new products.

     General and  administrative  expenses for the three months ended  September
30, 1998, increased $0.7 million (77%) to $1.5 million (12% of net revenue) from
$0.9  million (10% of net  revenue)  for the  comparable  period of fiscal 1998.
General and administrative expenses for the six months ended September 30, 1998,
increased  $1.1 million  (61%) to $2.8  million  (12% of net revenue)  from $1.7
million  (12% of net  revenue)  during  the  comparable  period of fiscal  1998.
General  and  administrative  cost  increases  were  attributable  to  increased
administrative expenditures, primarily the hiring of administrative personnel.

     Bad  debt  expenses  included  $738  thousand  for  reserves  for  doubtful
accounts.  The reserve for  doubtful  accounts  was  restated  for the first and
second quarters of fiscal 1999 due to  reevaluation  of collections  information
related to sales in the first and second quarter of fiscal 1999.

     Research and development  expenses for the three months ended September 30,
1998, decreased $0.1 million (14%) to $0.8 million (6% of net revenue) from $0.9
million (12% of net revenue) for the comparable period of fiscal 1998.  Research
and development  expenses for the six months ended September 30, 1998, increased
$ 0.3 million  (15%) to $1.9 million (7% of net revenue)  from $1.6 million (11%
of net revenue) for the comparable  period of fiscal 1998. The decrease in costs
for the  three-month  period ended  September 30, 1998 primarily  reflects lower
spending on testing  materials  and  services  and the  transfer of research and
development employees to the quality control department.

     Interest  income  decreased  to $180  thousand  in the three  months  ended
September 30, 1998 from $449 thousand in the  comparable  period of fiscal 1998.
Interest  income for the six months ended  September,  30 1998 decreased to $429
thousand  from $498  thousand  for the  comparable  period of fiscal  1998.  The
decrease is  attributable  to lower cash balances and  investments in short-term
interest-bearing  securities  that  were  purchased  with  the  proceeds  of the
Company's July 1997 Initial Public Offering (the "IPO"). Interest expense of $51
thousand  for the six month  period  ended  September  31,1997  was  principally
attributable  to a


                                       9
<PAGE>

loan from Merck & Co. Inc. that was repaid upon consummation of the IPO.

Liquidity and Capital Resources

     Net proceeds from the July 1997 IPO were  approximately  $33.5 million.  At
September 30, 1998,  the Company had $2.4 million in cash and cash  equivalents,
$7.1 million in  short-term  investments  and $28.2  million in working  capital
compared  to $6.2  million  in cash  and  cash  equivalents,  $14.0  million  in
short-term investments and $33.7 million in working capital at March 31, 1998.

     During the six months ended September 30, 1998, cash used in operations was
$8.6 million  compared to $3.1 million used in operations  during the comparable
period of fiscal  1998.  The  increased  cash used in  operations  is  primarily
attributable to increases in the Company's inventory levels. Accounts receivable
decreased  from $10.2 million at March 31, 1998 to $8.2 million at September 30,
1998 due to  increases  in sales  returns  and  provisions  for bad  debts.  The
increase in inventory  of $6.2  million from $12.2  million at March 31, 1998 is
primarily  attributable  to the unsold (or  returned)  CDR and  accuDEXA  units.
During fiscal 1999, the Company has made estimated tax payments and  anticipates
receiving a refund of  approximately  $1.7  million and expects a $600  thousand
refund claim  resulting from the net operating  loss carryback  generated in the
current period.

     The  Company's  capital  expenditures  during the  six-month  period  ended
December 31, 1998 were in the amount of $1.9 million. Such expenditures included
leasehold improvements, computers, and production equipment.

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

Year 2000 Compliance

     The Year 2000  problem  is the  result of  computer  programs  having  been
written  using two digits  rather  than four to define the  applicable  year.  A
computer  program that has date  sensitive  software may  recognize a date using
"00" as the year 1900 rather than the year 2000.  Should systems fail to process
date  information  correctly  because  of the  calendar  year  change  to  2000,
significant  problems  could occur as a result.  Through the filing date of this
Report,  the Company has not experienced any material adverse effects  resulting
from or relating to the Year 2000 computer problem.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

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

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

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


                                       10
<PAGE>

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.

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

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

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

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

     The Company has retained counsel,  believes that these lawsuits are without
merit, and intends to vigorously defend them. On or about February 11, 2000, the
Company and the Individual  Defendants  filed a Motion to Dismiss the Complaint.
As these  actions  are in their  preliminary  stages,  the  Company is unable to

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<PAGE>

predict  their  ultimate  outcome.  The outcome,  if  unfavorable,  could have a
material adverse effect on the Company.

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

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

Item 2.  Changes in Securities and Use of Proceeds

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

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

Item 3.  Defaults Upon Senior Securities

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

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits

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



                                       12
<PAGE>

                            SCHICK TECHNOLOGIES, INC.

                                    SIGNATURE


     Pursuant to the  requirement  of the  Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                           SCHICK TECHNOLOGIES, INC.

Date: March 20, 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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