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 December 31, 1998.

                                       OR

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

                        Commission file number: 000-22673

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

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

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

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.
Yes [_] 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  February  23,  1999  (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 quarter ended December 31,
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 December 31, 1998 and
                    March 31, 1998  ...........................................................    Page 1

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

                    Consolidated Statements of Cash Flows for the nine
                    months ended December 31, 1998 and 1997  ..................................    Page 3

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

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

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

PART II. OTHER INFORMATION:

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

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

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

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

SIGNATURE......................................................................................   Page 13

EXHIBIT 27.....................................................................................   Page 14
</TABLE>


<PAGE>



PART I.   Financial Information

Item 1.  Financial Statements

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

<TABLE>
<CAPTION>
                                                                     December 31, 1998     March 31, 1998
                                                                     -----------------    ---------------
                                                                   (As restated, Note 3)
                                                                        (unaudited)
<S>                                                                    <C>                <C>
                    Assets
Current assets
    Cash and cash equivalents ......................................   $         1,376    $         6,217
    Short-term investments .........................................             3,359             14,022
    Accounts receivable, net of allowance for doubtful
      accounts of  $2,748 and $200 respectively ....................             7,925             10,173
    Inventories ....................................................            15,408             12,152
    Income taxes receivable ........................................             3,092                 --
    Prepayments and other current assets ...........................               566                746
                                                                       ---------------    ---------------
                  Total current assets .............................            31,726             43,310
Equipment, net .....................................................             7,980              5,801
Investments ........................................................             1,250              1,000
Deferred tax asset .................................................                --                349
Other assets .......................................................             1,384              1,214
                                                                       ---------------    ---------------
                  Total assets .....................................   $        42,340    $        51,674
                                                                       ===============    ===============
                   Liabilities and Stockholders' Equity
Current liabilities
    Accounts payable and accrued expenses ..........................   $        11,206    $         7,010
    Accrued salaries and commissions ...............................               974              1,473
   Deferred revenue ................................................               483                362
    Deposits from customers ........................................               227                331
    Warranty obligations ...........................................               366                245
    Income taxes payable ...........................................                --                144
   Capital lease obligations, current ..............................                74                 --
                                                                       ---------------    ---------------
                  Total current liabilities ........................            13,330              9,565

Capital lease obligations ..........................................               101                 --
                                                                       ---------------    ---------------
          Total liabilities ........................................            13,431              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; 10,052,488 and 9,992,057 shares issued
      and outstanding) .............................................               100                100
    Additional paid-in capital .....................................            41,236             41,204
    (Accumulated deficit) retained earnings ........................           (12,427)               805
                                                                       ---------------    ---------------
                  Total stockholders' equity .......................            28,909             42,109

                        Total liabilities and stockholders' equity .   $        42,340    $        51,674
                                                                       ===============    ===============
</TABLE>

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


                                       1
<PAGE>

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

<TABLE>
<CAPTION>
                                          Three months ended December 31,   Nine months ended December 31,
                                          -------------------------------   ------------------------------
                                                1998            1997            1998            1997
                                            ------------    ------------    ------------    ------------
                                            (As restated                   (As restated,
                                                 Note 3)                         Note 3)

<S>                                         <C>             <C>             <C>             <C>
Revenue, net ............................   $     15,540    $     11,912    $     38,288    $     26,176
                                            ------------    ------------    ------------    ------------
Cost of sales ...........................         12,031           5,529          25,671          12,227
Excess and obsolete inventory ...........          2,741              --           2,741              --
                                                            ------------    ------------    ------------
Total cost of sales .....................         14,772           5,529          28,412          12,227
                                            ------------    ------------    ------------    ------------
                      Gross profit ......            768           6,383           9,876          13,949
Operating expenses:
    Selling and marketing ...............          5,457           2,903          13,754           6,787
    General and administrative ..........          2,209           1,192           4,997           2,923
    Research and development ............            907           1,289           2,773           2,896
    Bad debt expenses ...................          1,810              --            2548              --
    Patent litigation settlement ........             --              --              --             600
                                            ------------    ------------    ------------    ------------
          Total operating expenses ......         10,383           5,384          24,072          13,206
                                            ------------    ------------    ------------    ------------
          Income (loss) from operations .         (9,615)            999         (14,196)            743
                                            ------------    ------------    ------------    ------------
Other income (expense)
      Interest income ...................             48             360             477             858
      Interest expense ..................             (2)            (26)             (8)            (77)
                                            ------------    ------------    ------------    ------------
              Total other income ........             46             334             469             781
                                            ------------    ------------    ------------    ------------
          Income (loss) before income tax         (9,569)          1,333         (13,727)          1,524
                                            ------------    ------------    ------------    ------------
Provision (benefit) for income taxes ....           (565)            108            (495)            (14)
                                            ------------    ------------    ------------    ------------
Net income (loss) .......................   ($     9,004)   $      1,225    ($    13,232)   $      1,538
                                            ============    ============    ============    ============
Earnings (loss) per share ...............   ($      0.90)   $       0.12    ($      1.32)   $       0.17
                                            ============    ============    ============    ============

Earnings (loss) per share -
      assuming dilution .................   ($      0.90)   $       0.12    ($      1.32)   $       0.16
                                            ============    ============    ============    ============
</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)

<TABLE>
<CAPTION>
                                                                   Nine months ended December 31,
                                                                   ------------------------------
                                                                        1998            1997
                                                                    ------------    ------------
                                                               (As restated, Note 3)
<S>                                                                 <C>             <C>
Cash flows from operating activities:
Net income (loss) ...............................................   $    (13,232)   $      1,538
Adjustments to reconcile net loss to net cash  (used in)
    provided by operating activities
      Depreciation and amortization .............................          1,359             570
      Stock and option grant compensation .......................             --              15
      Accrued interest on investments ...........................             --            (436)
      Provision for doubtful accounts ...........................           2548              --
         Provision for excess and obsolete inventory ............           1810              --
         Warranty obligations ...................................            121              --
Changes in assets and liabilities:
    Accounts receivable .........................................           (300)         (4,993)
    Inventories .................................................         (5,066)         (6,128)
       Income taxes receivable ..................................         (3,092)             --
    Prepayments and other current assets ........................            180             (41)
    Other assets ................................................           (270)            (73)
    Deferred income taxes .......................................            349            (434)
    Accounts payable and accrued expenses .......................          3,697           3,994
    Income taxes payable ........................................           (144)            420
    Deferred revenue ............................................            121             189
    Deposits from customers .....................................           (104)             44
    Accrued interest on notes payable ...........................             --            (102)
                                                                    ------------    ------------
              Net cash used in operating activities .............        (12,023)         (5,437)
                                                                    ------------    ------------
Cash flows from investing activities:
    Investment in capitalized software ..........................             --             (70)
    Purchases of available-for-sale investments .................             --              --
    Purchases of held-to-maturity investments ...................        (10,561)        (15,518)
    Proceeds from maturities of held-to-maturity investments ....         21,224           1,444
    Business acquisition ........................................             --          (1,450)
    Purchase of minority interest in Photobit Corporation .......           (250)         (1,000)
    Capital expenditures ........................................         (3,438)         (2,816)
                                                                    ------------    ------------
              Net cash provided by (used in) investing activities          6,975         (19,410)
                                                                    ------------    ------------
Cash flows from financing activities:
    Net proceeds from issuance and sale of common stock .........             --          33,608
    Net proceeds from issuance and sale of common stock and
      warrants ..................................................             32              --
    Repayment of notes payable ..................................             --          (1,513)
    Proceeds of capital lease obligations .......................            175              --
    Principal payments on capital lease obligations .............             --            (109)
                                                                    ------------    ------------
              Net cash provided by financing activities .........            207          31,986
                                                                    ------------    ------------
Net increase in cash and cash equivalents .......................         (4,841)          7,139
Cash and cash equivalents at beginning of period ................          6,217           1,710
                                                                    ------------    ------------
Cash and cash equivalents at end of period ......................   $      1,376    $      8,849
                                                                    ============    ============
</TABLE>

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


                                       3
<PAGE>

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

1.   Basis of Presentation

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

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

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

2.   Inventories

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

                                             December 31, 1998    March 31, 1998
                                             -----------------   ---------------
Raw materials .............................   $         4,849    $         7,108
Work-in-process ...........................             6,022              3,466
Finished goods ............................             6,347              1,578
Reserve for slow moving/obsolete ..........            (1,810)                --
                                              ---------------    ---------------
            Total inventories .............   $        15,408    $        12,152
                                              ===============    ===============

3.   Restatement

     The Company's  previously  reported results of operations for the three and
nine month periods ended December 31, 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,  and for the three and six
months ended September 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 in the three and nine month periods ended  December 31, 1998 are set forth
in the following table.

                                                     Three months   Nine months
                                                          ended December 31
                                                       1998              1998
                                                      -------           -------
Revenue ....................................          $(1,550)          $(9,018)
Cost of sales ..............................              501             1,013
                                                      -------           -------
Gross profit ...............................           (1,049)           (8,005)
                                                      -------           -------

Total operating expenses ...................               --                59
                                                      -------           -------
Loss from operations .......................           (1,049)           (7,946)

Income tax benefit .........................               --                --
                                                      -------           -------

Net loss ...................................          $(1,049)          $(7,946)
                                                      =======           =======

     Beginning in the second quarter ended  September 30, 1998 and  accelerating
in the third  quarter  ended  December  31,  1998,  product  returns  and unpaid
accounts  receivable  increased  significantly.   The  reasons  for  significant
increases  in bad debts and product  returns are believed to be: (a) a change in
sensor and computer


                                       4
<PAGE>

hardware  technology  announced  early in the first quarter of fiscal 1999;  (b)
initial problems in servicing  installations  orders for new CDR(R) systems; and
(c) unsuccessful follow-up on accounts receivable. Resultant accounts receivable
charge-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 and
that  additional  provisions for bad debts and product returns are needed in the
period ended December 31, 1998.

     Adjustments  to  revenues in the third  quarter of fiscal  1999  include an
increase  of $700  related to the  revenues  shifted  from the  second  quarter.
Revenues  in the amount of $353 were  recognized  during the third  quarter  for
consignment  sales to distributors.  These revenues were recognized upon payment
by the respective distributor. These increases in revenues were offset by $90 of
revenues  related to product  shipments  subject  to trial  periods,  which were
shifted to the fourth quarter of 1999.  Revenues in the amount of $357,  related
to  shipments of products  subject to trial  periods  where the  customer  never
confirmed acceptance of the product and subsequently  returned the products were
reversed. Revenues of $2,149 were reduced in the third 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.

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

     The previously reported results of operations for the three and nine months
ended  December  31,  1998,  as reported on Forms 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 the
Company's  previously  reported  results for three and nine-month  periods ended
December 31, 1998, are set forth below.

<TABLE>
<CAPTION>
                                                                 Three months ended      Nine months ended
                                                                 December 31, 1998       December 31, 1998
                                                             ----------------------- -----------------------
                                                                 As                      As
                                                             originally              originally
                                                              reported   As restated  reported   As restated
                                                             ---------   ----------- ---------   -----------
<S>                                                           <C>         <C>         <C>         <C>
Revenue ...................................................   $ 17,090    $ 15,540    $ 43,179    $ 38,288
Total cost of sales .......................................     15,273      14,772      29,530      28,912
                                                              --------    --------    --------    --------
Gross profit ..............................................      1,817         768      13,649       9,876

Total operating expenses ..................................     10,383      10,383      24,534      24,072
                                                              --------    --------    --------    --------
Loss from operations ......................................     (8,566)     (9,615)    (10,885)    (14,196)

Total other income ........................................         46          46         469         469
                                                              --------    --------    --------    --------
Loss before taxes .........................................     (8,520)     (9,569)    (10,416)    (13,727)

Benefit for income taxes ..................................       (565)       (565)       (495)       (495)
                                                              --------    --------    --------    --------
Net income loss ...........................................   $ (7,955)   $ (9,004)   $ (9,921)   $(13,232)
                                                              ========    ========    ========    ========
                  Basic earnings and diluted loss per share   $  (0.80)   $  (0.90)   $  (0.99)   $  (1.32)
                                                              ========    ========    ========    ========
</TABLE>

4.   Initial Public Offering

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

5.   Patent Litigation Settlement

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


                                       5
<PAGE>

6.   Earnings (Loss) Per Share

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

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

<TABLE>
<CAPTION>
                                                         Three months                    Nine months
                                                       ended December 31,            ended December 31,
                                                 ----------------------------  ----------------------------
                                                     1998            1997           1998            1997
                                                 ------------    ------------   ------------    ------------
<S>                                              <C>             <C>            <C>             <C>
Net income available to common
      stockholders ...........................   $     (9,004)   $      1,225   $    (13,232)   $      1,538
Weighted average shares outstanding
      for basic earnings per share ...........     10,002,987       9,981,154      9,996,023       9,307,598
Dilutive effect of stock options and warrants              --         438,183             --         301,534
                                                 ------------    ------------   ------------    ------------
Weighted average shares outstanding
      for diluted earnings per share .........     10,002,987      10,281,278      9,996,023       9,609,132
Basic earnings per share .....................   $      (0.90)   $       0.12   $      (1.32)   $       0.17
                                                 ============    ============   ============    ============
Diluted earnings per share ...................   $      (0.90)   $       0.12   $      (1.32)   $       0.16
                                                 ============    ============   ============    ============
</TABLE>


7.   Subsequent Events

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. In
September 1999, the Company sold 250,000 shares of Photobit stock for $1,000 and
recorded an investment gain of approximately $565.

Bridge Note Payable

     Effective  July 30, 1999,  the Company  secured an extension to the secured
promissory  note it initially  issued in March 1999 for $5,000.  Pursuant to the
amended and restated  note,  the  principal of the note was increased to $6,222.
The increase in the principal  amount  resulted  from the  conversion of certain
trade payables owed to the third party lender into the principal  balance of the
note. The amended and restated note bears interest at the rate of prime plus two
and one-half percent per annum.  Interest on the note is payable monthly and the
note is secured by the Company's  tangible and intangible  assets. The principal
is payable in quarterly installments of $1,000 commencing December 31, 1999. The
Company is also required to make additional  principal  payments equal to 25% of
the net proceeds of any equity or debt financing or asset sale (other than sales
of inventory in the ordinary  course of business) to the extent that 25% of such
proceeds exceeds the $1,000 principal  installment due at the end of the quarter
in which the  financing  or asset  sale is  completed.  In  connection  with the
amended  and  restated  note,  the  Company  issued  650,000   warrants  to  the
note-holder.  The warrants are exercisable for a period of 5 years and each 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.


                                       6
<PAGE>

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 (as amended,
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  risks  relating  to  recent
substantial operating losses,  dependence on financing,  dependence on products,
competition, the changing economic and competitive conditions in the medical and
dental digital radiography markets,  dependence on key personnel,  dependence on
distributors,  ability to manage growth, fluctuation in results and seasonality,
regulatory  approvals,  technological  developments,  protection  of  technology
utilized by the Company,  patent infringement claims and other litigation,  need
for additional  financing and further risks and  uncertainties,  including those
detailed  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


                                       7
<PAGE>

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  December  31, 1998  increased  $3.6
million (30%) to $15.5 million from $11.9 million during the  comparable  period
of fiscal  1998.  Net revenue  for the nine  months  ended  December  31,  1998,
increased  $12.1 million  (46%) to $38.3  million from $26.2 million  during the
comparable  period of fiscal 1998. The revenue growth is due to increased  sales
of the Company's CDR(R) dental product and accuDEXA(R)  bone density  assessment
device. The accuDEXA was introduced during the third quarter of fiscal 1998, and
did not contribute significantly to revenues until the first and second quarters
of fiscal 1999.

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

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

                                                                   (In Millions)

Gross Revenues: ..................................................    $  24.3
Sales Returns and Allowances: ....................................    $  (8.8)
                                                                      -------
Net Revenue: .....................................................    $  15.5
                                                                      =======

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

     On a net of returns  basis,  in the third quarter of fiscal 1999,  accuDEXA
represented  approximately  $2.5 million  (16%) of the  Company's  sales and CDR
represented approximately $13.0 million (84%) 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:

     Firstly,  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  its  original  method of CDR
installation.

     The  Company  also  experienced  a higher  than  normal  rate of returns of
accuDEXA  units.  The  Company  believes  that these  returns are due to several
factors, including the following:

     First,  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


                                       8
<PAGE>

improvements to accuDEXA, to further increase reliability,  in the first half of
fiscal 2001.

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

     Total cost of sales for the three months ended  December 31, 1998 increased
$9.2 million (167%) to $14.7 million (95% of net revenue) from $5.5 million (46%
of net revenue) for the  comparable  period of fiscal 1998.  Total cost of sales
for the nine months ended December 31, 1998,  increased  $16.2 million (132%) to
$28.4  million (74% of net  revenues)  from $12.2  million (47% of net revenues)
during the comparable period of fiscal 1998.

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

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

     Selling and  Marketing  expenses for the three  months  ended  December 31,
1998,  increased  $2.6 million  (88%) to $5.5 million (35% of net revenue)  from
$2.9  million (24% of net  revenue)  for the  comparable  period of fiscal 1998.
Selling and  marketing  expenses  for the nine months  ended  December 31, 1998,
increased  $7.0 million  (103%) to $13.8  million (36% of net revenue) from $6.8
million (26% of net revenue)  during the  comparable  period of fiscal 1998. The
increase was due to increases in direct selling expenses in the CDR and accuDEXA
product lines. The Company continued to expand its sales forces during the third
quarter of fiscal 1999,  to a total of 125 at the end of the third  quarter.  In
addition,  expenses were affected by the cost of two major dental industry trade
shows which  occurred  during the third quarter of fiscal 1999. In January 1999,
the Company reduced the number of its direct salespersons to 98.

     General and administrative expenses for the three months ended December 31,
1998,  increased  $1.0 million  (85%) to $2.2 million (14% of net revenue)  from
$1.2  million (10% of net  revenue)  for the  comparable  period of fiscal 1998.
General and administrative expenses for the nine months ended December 31, 1998,
increased  $2.1 million  (71%) to $5.0  million  (13% of net revenue)  from $2.9
million  (11% of net  revenue)  during  the  comparable  period of fiscal  1998.
General  and  administrative  cost  increases  were  attributable  to  increased
administrative expenditures.

     Bad debt  expenses  included an increase of $1.8  million for  reserves for
doubtful accounts due to reevaluation of collection information related to sales
in the first and second quarter of fiscal 1999.

     Research and  development  expenses for the three months ended December 31,
1998, decreased $0.4 million (30%) to $0.9 million (6% of net revenue) from $1.3
million (11% of net revenue) for the comparable period of fiscal 1998.  Research
and development  expenses for the nine months ended December 31, 1998, decreased
$ 0.1 million (4%) to $2.8 million (7% of net revenue) from $2.9 million (11% of
net revenue) for the comparable period of fiscal 1998. The decrease in costs for
the three-month period ended December 31, 1998 primarily reflects lower spending
on testing  materials and services and the transfer of research and  development
employees to the quality control department.

     Interest  income  decreased  to $48  thousand  in the  three  months  ended
December 31, 1998 from $360  thousand in the  comparable  period of fiscal 1998.
Interest  income for the nine months ended  December 31, 1998  decreased to $477
thousand  from $858  thousand  for the  comparable  period of fiscal  1998.  The
decrease is  attributable  to lower cash balances and  investments in short-term
interest-bearing  securities  that  were  purchased  with  the  proceeds  of the
Company's July 1997 Initial Public Offering (the "IPO"). Interest expense of $77
thousand  for the six month  period  ended  December  31,  1997 was  principally
attributable  to a loan from Merck & Co. Inc. that was repaid upon  consummation
of the IPO.



                                       9
<PAGE>

Liquidity and Capital Resources

     Net proceeds from the July 1997 IPO were  approximately  $33.5 million.  At
December  31, 1998,  the Company had $1.4 million in cash and cash  equivalents,
$3.4 million in  short-term  investments  and $18.4  million in working  capital
compared  to $6.2  million  in cash  and  cash  equivalents,  $14.0  million  in
short-term investments and $33.7 million in working capital at March 31, 1998.

     During the nine months ended December 31, 1998, cash used in operations was
$12.0 million compared to $5.4 million used in operations  during the comparable
period of fiscal  1998.  The  increased  cash used in  operations  is  primarily
attributable  to  increases  in the  Company's  inventory.  Accounts  receivable
decreased  from $10.2  million at March 31, 1998 to $7.9 million at December 31,
1998 due to  increases in  allowances  for  doubtful  accounts.  The increase in
inventory of $3.3 million from $12.1  million at March 31, 1998 to $15.4 million
at December 31, 1998 is primarily  attributable  to the unsold (or returned) CDR
and accuDEXA units.  The Company has made estimated tax payments and anticipates
receiving a refund of  approximately  $1.7  million and expects a $600  thousand
refund claim  resulting from the net operating  loss carryback  generated in the
current period.

     The  Company's  capital  expenditures  during the  nine-month  period ended
December 31, 1998 were in the amount of $3.4 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,  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 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


                                       10
<PAGE>

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

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

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

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

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

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

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

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

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


                                       11
<PAGE>

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 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) or its
          designee


                                       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 22, 2000                      By: /S/ David B. Schick
                                          David B. Schick
                                          President and
                                          Chief Executive Officer

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


                                       13