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 June 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 August 13, 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 quarter ended June 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 June 30, 1998
                    and March 31, 1998..........................................       Page 1

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

                    Consolidated Statements of Cash Flows for the three
                    months ended June 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 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>
                        Assets                         June 30, 1998             March 31, 1998
                                                       -------------             --------------
                                               (As restated, Note 3)
<S>                                                         <C>                        <C>
Current assets
  Cash and cash equivalents                                 $  1,649                   $  6,217
  Short-term investments                                      13,933                     14,022
  Accounts receivable, net of allowance for doubtful
   accounts of  $656 and $200,  respectively                   8,565                     10,173
  Inventories                                                 15,023                     12,152
  Income taxes receivable                                        775                       --
  Prepayments and other current assets                           530                        746
                                                            --------                   --------

         Total current assets                                 40,475                     43,310

Equipment, net                                                 6,459                      5,801
Investments                                                    1,000                      1,000
Deferred tax asset                                              --                          349
Other assets                                                   1,265                      1,214
                                                            --------                   --------

         Total assets                                       $ 49,199                   $ 51,674
                                                            ========                   ========

        Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and accrued expenses                     $  6,300                   $  7,010
  Accrued salaries and commissions                             1,438                      1,473
  Deferred revenue                                               339                        362
  Deposits from customers                                        442                        331
 Warranty obligations                                            258                        245
  Income taxes payable                                          --                          144
                                                            --------                   --------
         Total current liabilities                             8,777                      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; 9,992,566 and 9,992,057 shares issued
   and outstanding)                                              100                        100
  Additional paid-in capital                                  41,208                     41,204
  (Accumulated deficit) retained earnings                       (886)                       805
                                                            --------                   --------
         Total stockholders' equity                           40,422                     42,109

            Total liabilities and stockholders' equity      $ 49,199                   $ 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)

                                                     Three months ended June 30,
                                                     ---------------------------
                                                        1998             1997
                                                      --------         --------
                                                (As restated, Note 3)

Revenues, net                                         $ 10,439         $  6,040
Cost of sales                                            5,636            2,831
                                                      --------         --------
           Gross profit                                  4,803           3 ,209
                                                      --------         --------


Operating expenses
  Selling and marketing                                  3,938            1,795
  General and administrative                             1,275              878
  Research and development                               1,033              638
  Bad debt expense                                         456               --
  Patent litigation settlement                              --              600
                                                      --------         --------
     Total operating expenses                            6,702            3,911
                                                      --------         --------

     Loss from operations                               (1,899)            (702)
                                                      --------         --------

Other income (expense)
   Interest income                                         243               48
   Interest expense                                         --              (43)
                                                      --------         --------

     Total other income                                    243                5
                                                      --------         --------
     Loss before income taxes                           (1,656)            (697)
                                                      --------         --------

Provision for income taxes                                  35               --
                                                      --------         --------

Net loss                                              $ (1,691)        $   (697)
                                                      ========         ========


Basic loss per share                                  $  (0.17)        $  (0.09)
                                                      ========         ========


Diluted loss per share                                $  (0.17)        $  (0.09)
                                                      ========         ========



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


                                       2
<PAGE>

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

<TABLE>
<CAPTION>
                                                               Three months ended June 30,
                                                               ---------------------------
                                                                    1998       1997
                                                                   -------    -------
                                                     (As restated, Note 3)
<S>                                                                <C>        <C>
Cash flows from operating activities:
Net loss                                                           $(1,691)   $  (697)
Adjustments to reconcile net loss to net cash  (used in)
  provided by operating activities
   Depreciation and amortization                                       431        125
   Provision for bad debts                                             456         --
   Stock and option grant compensation                                  --          5
   Accrued interest on investments                                    (182)        14
Changes in assets and liabilities:
  Accounts receivable                                                1,152       (635)
  Inventories                                                       (2,871)    (2,183)
  Income taxes receivable                                             (775)        --
  Prepayments and other current assets                                 216         47
  Other assets                                                         (96)       (29)
  Deferred income taxes                                                349         --
  Accounts payable and accrued expenses                               (732)     3,312
  Income taxes payable                                                (144)        --
  Deferred revenue                                                     (23)        58
  Deposits from customers                                              111         (6)
  Accrued interest on notes payable                                     --         39
                                                                   -------    -------
             Net cash (used in) provided by operating activities    (3,799)        50
                                                                   -------    -------

Cash flows from investing activities:
  Purchases of held-to-maturity investments                         (1,196)      (101)
  Proceeds from maturities of held-to-maturity investments           1,466        642
  Capital expenditures                                              (1,043)      (663)
                                                                   -------    -------
           Net cash used in investing activities                      (773)      (122)
                                                                   -------    -------

Cash flows from financing activities:
  Proceeds from exercise of common stock options                         4         --
  Deferred offering costs                                               --       (977)
  Principal payments on capital lease obligations                       --         (5)
                                                                   -------    -------
          Net cash provided by (used in) financing activities            4       (982)
                                                                   -------    -------

Net decrease  in cash and cash equivalents                          (4,568)    (1,054)
Cash and cash equivalents at beginning of period                     6,217      1,710
                                                                   -------    -------

Cash and cash equivalents at end of period                         $ 1,649    $   656
                                                                   =======    =======
</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. 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 months ended June 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 June 30, 1998,
include  the  accounts of the Company  and its wholly  owned  subsidiaries.  All
significant intercompany balances have been eliminated.

2.   Inventories

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

                                                 June 30, 1998   March 31, 1998
                                                 -------------   --------------
Raw materials ................................   $       6,904   $        7,108
Work-in-process ..............................           4,648            3,466
Finished goods ...............................           3,471            1,578
                                                 -------------   --------------
            Total inventories ................   $      15,023   $       12,152
                                                 =============   ==============

3.   Restatement

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


                                                                June 30, 1998
                                                                -------------

     Revenue ...........................................           $(5,541)
     Cost of sales .....................................             1,581
                                                                   -------

     Gross profit (loss) ...............................            (3,960)
     Total operating expenses ..........................              (162)
                                                                   -------

     Loss from operations ..............................            (4,122)
     Income tax benefit ................................               948
                                                                   -------
     Net loss ..........................................           $(3,174)
                                                                   =======

The adjustments to revenues in the quarter ended June 30, 1998 result  primarily
from premature  revenue  recognition  related to "Bill & Hold"  transactions and
promotional  programs  whereby the customer was provided a trial period prior to
the actual  purchase of the  Company's CDR and accuDEXA  systems.  Revenues were
initially  recognized  upon  shipment  of products  subject to the trial  period
versus at the  expiration  of the trial  period  or upon  confirmation  from the
customer of their acceptance of the purchase. The adjustments resulted in $3,295
of revenues  being  shifted from the first fiscal  quarter to the second  fiscal

                                       4
<PAGE>

quarter.  Revenues of $2,246 were reduced in the first quarter of 1999 resulting
from the accrual of returns from the fourth quarter of 1999.

     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. Certain of these returns and unpaid
accounts  receivable  related to product shipments made during the first quarter
ended June 30, 1998.  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( 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.

     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 months ended
June 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 the  Company's
previously reported quarter, are set forth below.

                                                          Three months ended
                                                            June 30, 1998
                                                          ------------------
                                           As originally reported    As restated
                                           ----------------------    -----------

Revenues net ......................................    $   15,980    $   10,439
Cost of sales .....................................         7,217         5,636
                                                       ----------    ----------
Gross profit ......................................         8,763         4,803
Total operating expenses ..........................         6,540         6,702
                                                       ----------    ----------
Income (loss) from operations .....................         2,223        (1,899)
Total other income ................................           243           243
                                                       ----------    ----------
Income (loss) before taxes ........................         2,466        (1,656)
Provision for (benefit from)
 income taxes .....................................           983            35
                                                       ----------    ----------
Net income (loss) .................................    $    1,483    $   (1,691)
                                                       ==========    ==========
Basic earnings (loss) per share ...................    $     0.15    $    (0.17)
                                                       ==========    ==========
Diluted earnings (loss) per share .................    $     0.14    $    (0.17)
                                                       ==========    ==========

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.   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.  Loss per share for the three month period
ended June 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
three-month period ended June 30, 1997.

     The  computation  of basic and diluted  loss per share for the  three-month
periods ended June 30, 1998 and 1997 are as follows:

                                                     Three months ended June 30,
                                                    ---------------------------
                                                       1998            1997
                                                    -----------     -----------
Net loss available to common
      stockholders .............................    $    (1,691)    $      (697)
                                                    ===========     ===========
Weighted average shares outstanding
      for basic and diluted loss per share .....      9,992,477       7,957,231
                                                    ===========     ===========

Basic and diluted loss per share ...............    $     (0.17)    $     (0.09)
                                                    ===========     ===========

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.  In July 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  (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, 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.


                                       7
<PAGE>

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 June 30, 1998 (the first  quarter of
fiscal 1999)  increased  $4.4 million  (73%) to $10.4  million from $6.0 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 quarter of fiscal 1999.

     Fiscal 1999 revenues were  negatively  affected by a rate of return for the
Company's  products  shipped  during the first  quarter of fiscal 1999 which was
higher than the  historical  return  rate for the  Company's  products.  Product
returns related to first quarter shipments were generally  returned by customers
to the Company 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,  in the  first  quarter  of fiscal  1999,  CDR
represented approximately $7.2 million (69%) of the Company's sales and accuDEXA
represented approximately $3.2 million (31%) 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:

     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.  The Company  continues to work to improve the reliability
and enhance the self-diagnostic capabilities of the CDR product.

     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  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  June 30,  1998  increased  $2.8
million (99%) to $5.6 million (54% of net revenue) from $2.8 million (47% of net
revenue) for the comparable period of fiscal 1998.



                                       8
<PAGE>

     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 & Marketing  expenses  for the three  months  ended June 30,  1998,
increased  $2.2 million  (119%) to $4.0  million (38% of net revenue)  from $1.8
million  (30% of net  revenue) for the  comparable  period of fiscal 1998.  This
increase was  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 June 30,
1998,  increased  $0.4 million  (45%) to $1.3 million (12% of net revenue)  from
$0.9  million (14% of net  revenue)  for 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  expense  included an increase of $456  thousand  for reserves for
doubtful accounts.  The reserve for doubtful accounts was restated for the first
quarter of fiscal 1999 due to reevaluation of collection  information related to
sales in the first quarter of fiscal 1999

     Research and development expenses for the three months ended June 30, 1998,
increased  $0.4 million  (62%) to $1.0  million  (10% of net revenue)  from $0.6
million  (11% of net  revenue) for the  comparable  period of fiscal  1998.  The
increase in spending reflects costs associated with the research and development
of mammography and panoramic x-ray systems and the hiring of additional research
and development personnel.

     In July 1997,  the Company,  in connection  with the  settlement of certain
pending patent litigation involving a United States patent directed to a display
for digital dental  radiographs,  was granted a worldwide,  non-exclusive  fully
paid license covering such patent in consideration  for a payment by the Company
of $0.6 million.  The Company expensed that license fee during the quarter ended
June 30, 1997.

     Interest  income  increased to $243 thousand in the three months ended June
30, 1998 from $48 thousand in the comparable period of fiscal 1998. The increase
is   attributable   to  higher  cash  balances  and  investments  in  short-term
interest-bearing  securities  that  were  purchased  with  the  proceeds  of the
Company's Initial Public Offering (the "IPO").  Interest expense of $43 thousand
for the three-month period ended June 30,1997 was principally  attributable to a
loan from Merck & Co. Inc. that was repaid upon consummation of the IPO.

Liquidity and Capital Resources

     Net proceeds from the July 1997 IPO were  approximately  $33.5 million.  At
June 30, 1998, the Company had $1.6 million in cash and cash equivalents,  $13.9
million in short-term  investments and $31.7 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 three months ended June 30, 1998,  cash used in  operations  was
$3.8  million  compared  to $50  thousand  provided  by  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.  The
increase in inventory  of $2.9  million from $12.2  million at March 31, 1998 to
$15.0  million  at June 30,  1998 is  primarily  attributable  to the unsold (or
returned) CDR and accuDEXA units.

     The Company's  capital  expenditures  during the  three-month  period ended
December 31, 1998 were in the amount of $1.0 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


                                       9
<PAGE>

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 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


                                       10
<PAGE>

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.  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.



                                       11
<PAGE>

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.

                                              /s/  David Schick
                                         ---------------------------------
Date: March 20, 2000                     By: /S/ David B. Schick
                                         David B. Schick
                                         Chief Executive Officer

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



                                       13