<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-Q
                                   (Mark One)

 X   Quarterly report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934


For the quarterly period ended April 30, 2000 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 0-17521

                                    ZILA, INC
             (Exact Name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                                                     <C>
            Delaware                                    No. 86-0619668
(State or Other Jurisdiction of incorporation           (IRS Employer Identification number)
organization)

5227 North 7th Street, Phoenix, Arizona                    85014
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code (602)266-6700
(Former name, former address and former fiscal year, if changed since last
report)
</TABLE>

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

         The number of shares of the Company's common stock outstanding at April
30, 2000 was 43,329,544 shares.

                                                                Exhibit Index 18
                                                                  Total pages 19


<PAGE>   2
                                TABLE OF CONTENTS

                                                                        Page no.
PART   I     FINANCIAL INFORMATION

   Item 1.  Financial Statements (Unaudited)

             Condensed consolidated balance sheets as of
             April 30, 2000 and July 31, 1999                                3

             Condensed consolidated statements of operations
             for the quarters and nine months ended
             April 30, 2000 and 1999                                         4

             Condensed consolidated statements of cash flows
             for the nine months ended April 30, 2000 and 1999               5

             Notes to condensed consolidated financial statements         6-10

   Item 2.   Management's discussion and analysis of financial
             condition and results of operations                         11-16

PART II.       OTHER INFORMATION

   Item 1.  Legal proceedings                                               16

   Item 5.  Other information                                               17

   Item 6.  Exhibits and reports on Form 8-K                                17

             SIGNATURES                                                     18



                                       2
<PAGE>   3

ZILA, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS - (Unaudited)
<TABLE>
<CAPTION>

                                                                                     April               July
ASSETS                                                                            30, 2000           31, 1999
                                                                                  --------           --------
CURRENT ASSETS:
<S>                                                                              <C>             <C>
  Cash and cash equivalents ..................................................   $  4,334,707    $  5,770,970
  Trade receivables - net ....................................................     10,904,728       8,741,283
  Inventories - net ..........................................................     11,790,091      11,405,883
  Prepaid expenses and other current assets ..................................      2,519,039       1,126,773
  Deferred income taxes ......................................................        244,788       3,705,715
                                                                                 ------------    ------------

         Total current assets ................................................     29,793,353      30,750,624
                                                                                 ------------    ------------

PROPERTY AND EQUIPMENT - Net .................................................      6,561,757       5,680,281
PURCHASED TECHNOLOGY RIGHTS - Net ............................................      5,710,086       6,037,415
GOODWILL - Net ...............................................................     13,020,405      15,679,969
TRADEMARKS - Net .............................................................     10,367,365      10,782,029
CASH HELD BY TRUSTEE .........................................................      4,488,182       4,834,755
OTHER ASSETS .................................................................      3,867,126       2,790,860
                                                                                 ------------    ------------


TOTAL ........................................................................   $ 73,808,274    $ 76,555,933
                                                                                 ============    ============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable ...........................................................   $  4,708,533    $  3,680,639
  Accrued liabilities ........................................................      3,281,797       2,760,735
  Deferred revenue ...........................................................         13,750         982,037
  Short-term borrowings ......................................................         53,065         116,950
  Current portion of long-term debt ..........................................        481,841       1,164,399
                                                                                 ------------    ------------

         Total current liabilities ...........................................      8,538,986       8,704,760

LONG-TERM DEBT - Net of current portion ......................................      4,977,046       9,577,755
                                                                                 ------------    ------------

          Total liabilities ..................................................     13,516,032      18,282,515
                                                                                 ------------    ------------

COMMITMENTS AND CONTINGENCIES

SERIES A CONVERTIBLE REDEEMABLE PREFERRED STOCK:
  Issued 30,000; zero outstanding (April 30, 2000) and
  7,482 shares (July 31, 1999); liquidation preference value: $1,220 per share              0       8,787,191
                                                                                 ------------    ------------

SHAREHOLDERS' EQUITY:
  Preferred stock, $.001 par value - authorized 2,500,000 shares,
  issued 30,000 shares of Series A Preferred Stock

  Common stock, $.001 par value - authorized, 65,000,000 shares, issued
  43,329,544 shares (April 30,2000) and 40,378,588 shares (July 31, 1999) ....         43,330          40,379
  Capital in excess of par value .............................................     78,642,170      69,395,976
  Treasury stock, at cost (125,000 shares) ...................................       (372,413)
  Deficit ....................................................................    (18,020,420)    (19,949,703)
                                                                                 ------------    ------------

                                                                                   60,292,667      49,486,652
  Less 42,546 common shares held by wholly-owned
    subsidiary (at cost) .....................................................           (425)           (425)
                                                                                 ------------    ------------

        Total shareholders' equity ...........................................     60,292,242      49,486,227
                                                                                 ------------    ------------

TOTAL ........................................................................   $ 73,808,274    $ 76,555,933
                                                                                 ============    ============
</TABLE>

See notes to condensed consolidated financial statements.

                                       3
<PAGE>   4

 ZILA, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
 QUARTERS AND NINE MONTHS ENDED APRIL 30, 2000 AND 1999

<TABLE>
<CAPTION>

                                                Quarters ended                  Nine months ended
                                                --------------                  -----------------

                                        April 30,       April 30,         April 30,       April 30,
                                            2000            1999              2000            1999
                                        ---------       ---------         ---------      ---------


<S>                                     <C>             <C>             <C>             <C>
NET REVENUES ........................   $ 19,422,777    $ 16,916,658    $ 58,811,167    $ 51,541,085
                                        ------------    ------------    ------------    ------------

OPERATING COSTS AND EXPENSES:
  Cost of products sold .............     10,020,367       8,435,501      29,678,102      24,919,199
  Selling, general and administrative      8,351,277       8,912,238      25,383,126      24,345,960
  Research and development ..........        379,535       1,057,527       1,482,434       3,012,534
  Depreciation and amortization .....        841,893         897,050       2,649,290       2,638,923
                                        ------------    ------------    ------------    ------------
                                          19,593,072      19,302,316      59,192,952      54,916,616
                                        ------------    ------------    ------------    ------------

LOSS FROM OPERATIONS ................       (170,295)     (2,385,658)       (381,785)     (3,375,531)
                                        ------------    ------------    ------------    ------------

OTHER INCOME (EXPENSES):
  Interest income ...................        118,317          41,160         293,322         174,337
  Interest expense ..................        (20,400)        (79,107)       (192,274)       (210,087)
  Other (expense) income ............         (6,979)          2,621         (30,937)          2,507
  Realized gain on sale of assets ...                                      4,659,127
                                        ------------    ------------    ------------    ------------

                                              90,938         (35,326)      4,729,238         (33,243)
                                        ------------    ------------    ------------    ------------

(LOSS) INCOME BEFORE INCOME TAXES ...        (79,357)     (2,420,984)      4,347,453      (3,408,774)

INCOME TAX (EXPENSE) BENEFIT ........         95,770            --        (2,418,170)        596,000
                                        ------------    ------------    ------------    ------------

NET INCOME (LOSS) ...................   $     16,413    $ (2,420,984)   $  1,929,283    $ (2,812,774)
                                        ============    ============    ============    ============

NET INCOME (LOSS)  PER SHARE - BASIC    $       0.00    $      (0.06)   $       0.05    $      (0.08)
                                        ============    ============    ============    ============

NET INCOME (LOSS) PER SHARE - DILUTED   $       0.00    $      (0.06)   $       0.05    $      (0.08)
                                        ============    ============    ============    ============

BASIC SHARES OUTSTANDING ............     43,271,080      39,068,984      42,175,534      37,358,081
EQUIVALENT SHARES ...................        548,915            --           313,685            --
                                        ------------    ------------    ------------    ------------
BASIC AND DILUTED SHARES OUTSTANDING      43,819,995      39,068,984      42,489,219      37,358,081
                                        ============    ============    ============    ============

</TABLE>


See notes to condensed consolidated financial statements.







                                       4
<PAGE>   5

ZILA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
NINE MONTHS ENDED APRIL 30, 2000 AND 1999

<TABLE>
<CAPTION>

                                                                           2000            1999
                                                                   ------------    ------------
OPERATING ACTIVITIES:
<S>                                                                <C>             <C>
     Net income (loss)                                             $  1,929,283    $ (2,812,774)

     Adjustments to reconcile net income (loss) to net cash
         used in operating activities:
         Depreciation and amortization                                2,649,290       2,638,923
         Gain on sale of assets                                      (4,659,127)
         Deferred income taxes                                        2,334,127        (662,419)
         Other                                                           21,411          93,060
         Change in operating assets and liabilities excluding
         the effects of dispositions:
             Receivables - net                                       (2,994,671)       (462,321)
             Inventories                                             (1,476,507)        137,384
             Prepaid expenses and other assets                       (1,240,197)       (258,346)
             Accounts payable and accrued expenses                    1,430,728      (1,558,860)
             Deferred revenue                                            97,031         285,227
                                                                   ------------    ------------

               Net cash used in operating activities                 (1,908,632)     (2,600,126)
                                                                   ------------    ------------

INVESTING ACTIVITIES:
     Net purchases of property and equipment                         (2,030,067)     (1,417,046)
     Net proceeds from sale of assets                                 7,749,927
     Purchases of intangible assets                                     (45,938)       (525,901)
                                                                   ------------    ------------

             Net cash provided by (used in) investing activities      5,673,922      (1,942,947)
                                                                   ------------    ------------

FINANCING ACTIVITIES:
     Net proceeds (repayments) of short-term borrowings                 (63,885)        148,721
     Net proceeds from issuance of common stock                         196,028         247,498
     Cash released (held) by trustee                                    346,573      (4,841,352)
     Acquisition of treasury stock                                     (372,413)
     Net proceeds from long-term debt                                                 9,209,486
     Principal payments on debt                                      (5,307,856)       (871,182)
                                                                   ------------    ------------

             Net cash (used in) provided by financing activities     (5,201,553)      3,893,171
                                                                   ------------    ------------

NET DECREASE IN CASH AND CASH EQUIVALENTS                            (1,436,263)       (649,902)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                     $  5,770,970    $  5,241,201
                                                                   ------------    ------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                           $  4,334,707    $  4,591,299
                                                                   ============    ============



CASH PAID FOR INTEREST                                             $    167,685    $    117,026
                                                                   ============    ============

CASH PAID FOR INCOME TAXES                                         $     86,650    $       --
                                                                   ============    ============


SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND
     FINANCING ACTIVITIES FOR 2000 AND 1999:


     Income tax benefit attributable to exercise of common
     stock options                                                 $    250,000    $    250,000
                                                                   ------------    ------------

     Conversion of Series A Convertible Redeemable
      Preferred stock                                              $  8,787,191    $ 21,872,331
                                                                   ------------    ------------
</TABLE>

See notes to condensed consolidated financial statements.


                                       5
<PAGE>   6
                          ZILA, INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1.  BASIS OF PRESENTATION

         The condensed consolidated financial statements include the accounts of
         Zila, Inc. and its wholly-owned subsidiaries, Zila Pharmaceuticals,
         Inc., Zila International Inc., Zila Ltd., Bio-Dental Technologies
         Corporation ("Bio-Dental"), Zila Technologies, Inc. formerly Cygnus
         Imaging, Inc. ("Cygnus"), and Oxycal Laboratories, Inc. ("Oxycal"). All
         significant intercompany balances and transactions are eliminated in
         consolidation.

         In the opinion of management of Zila, Inc. and its subsidiaries
         (collectively referred to herein as "Zila" or the "Company"), all
         adjustments, consisting of normal recurring accruals, considered
         necessary for a fair presentation have been included in the condensed
         consolidated financial statements. The results of operations for the
         interim period are not necessarily indicative of the results that may
         be expected for the entire year. The preparation of financial
         statements in conformity with generally accepted accounting principles
         requires management to make estimates and assumptions that affect the
         reported amounts of assets and liabilities and disclosure of contingent
         assets and liabilities at the date of the financial statements and the
         reported amounts of revenues and expenses during the reporting period.
         Actual results could differ from those estimates.

2.  NET INCOME (LOSS) PER SHARE

         The following is a reconciliation of the numerator and denominator of
         basic and diluted earnings per share:
<TABLE>
<CAPTION>
                                                  For the three months ended       For the nine months
                                                          April 30,                  ended April 30,
                                                     2000           1999           2000           1999
                                              -------------------------------------------------------------
<S>                                            <C>            <C>             <C>            <C>
Net income (loss)                              $     16,413   $ (2,420,984)   $  1,929,283   $ (2,812,774)

Average outstanding common shares                43,271,080     39,068,984      42,175,534     37,358,081
Basic net income (loss) per share              $       0.00   $      (0.06)   $       0.05   $      (0.08)

Diluted net income (loss) per share:
Net income (loss) available for diluted
earnings                                       $     16,413   $ (2,420,984)   $  1,929,283   $ (2,812,774)
Average outstanding common shares
from above                                       43,271,080     39,068,984      42,175,534     37,358,081
Additional dilutive shares related to stock
options and warrants                                548,915                        313,685
Average outstanding and potentially dilutive
common shares                                    43,819,995                     42,489,219
Dilutive net income (loss)  per share          $       0.00   $      (0.06)   $       0.05   $      (0.08)
</TABLE>

Since a loss was incurred for the three months and nine months ended April 30,
1999, options and warrants to purchase shares of common stock and shares related
to convertible preferred stock were not included in the computation of dilutive
net income per share because their effect would be antidilutive.

                                       6
<PAGE>   7

3.  INVENTORIES

  Inventories consist of the following:
<TABLE>
<CAPTION>

                                    April 30,        July 31,
                                        2000            1999

<S>                             <C>             <C>
Finished goods                  $  8,168,980    $  7,531,175
Raw materials                      3,772,111       4,174,321
Inventory reserves                 (151,000)       (299,613)
                                ------------    ------------

                                  11,790,091    $ 11,405,883
                                ============    ============
</TABLE>

4.  INCOME TAXES

         Deferred income taxes reflect the tax effect of temporary differences
         between the amounts of assets and liabilities recognized for financial
         reporting and tax purposes. In the past, the Company had fully offset
         its net deferred tax asset with a valuation allowance due to the
         Company's lack of earnings history. During the quarter ended October
         31, 1999, the Company reduced its valuation allowance by $820,000. In
         the nine months ended April 30, 2000, the Company recorded income tax
         expense of $2,418,170 which is net of the income tax benefit of
         $820,000 recorded in the first quarter of fiscal year 2000 ($250,000 of
         which was attributable to the exercise of common stock options in prior
         years and therefore was credited to capital in excess of par value).
         The Company's effective tax rate for the three month and nine month
         period ended April 30, 2000 is significantly higher than the statutory
         rate due primarily to amortization of intangible assets that is not
         deductible for tax purposes. Additionally, approximately $1.7 million
         of goodwill related to the sale of Cygnus was not deductible for tax
         purposes.

         In the nine months ended April 30, 1999, the Company reduced its
         valuation allowance resulting in an income tax benefit of $910,000
         ($250,000 of which was attributable to the exercise of common stock
         options in prior years and therefore was credited to capital in excess
         of par value), which was partially offset by an income tax expense of
         $64,000 related to the first quarter of fiscal year 1999.

5.  NEW ACCOUNTING PRONOUNCEMENTS

         In June 1998, the Financial Accounting Standards Board ("FASB") issued
         Statement of Financial Accounting Standards ("SFAS") No. 133,
         Accounting for Derivative Instruments and Hedging Activities. SFAS No.
         133 requires that an enterprise recognize all derivatives as either
         assets or liabilities in the statement of financial position and
         measure those instruments at fair value. The statement is effective for
         the Company's fiscal quarters and fiscal years beginning after June 15,
         2000. The Company has not completed evaluating the impact of
         implementing the provisions of SFAS No. 133.

6.  REDEEMABLE PREFERRED STOCK

         On November 10, 1997, the Company completed a $30,000,000 financing
         involving the private placement of Series A Convertible Redeemable
         Preferred Stock. Proceeds from the sale were used primarily to acquire
         all the outstanding shares of Oxycal. The Preferred Stock was
         convertible into shares of the Company's common stock at a conversion
         rate based on the price

                                       7
<PAGE>   8

         of such common stock at the date of issuance. Additionally, because the
         Preferred Stock had conditions for redemption that were not solely
         within the control of the Company, it has been classified outside of
         permanent equity in the accompanying consolidated balance sheet and had
         been accreted to its redemption value. During the first nine months of
         fiscal year 2000, the remaining 7,482 of the outstanding shares of the
         Preferred Stock were converted into common stock.

7. DISPOSITION OF ASSETS

         On October 28, 1999, Cygnus completed the sale of substantially all of
         its assets and certain liabilities to Procare Laboratories, Inc.
         ("Procare"), of Scottsdale, Arizona for approximately $4.0 million.
         Procare is controlled by the former owner and President of Cygnus,
         Egidio Cianciosi. The sale resulted in a $139,000 gain during the first
         quarter of fiscal year 2000.

         On December 20, 1999, the Company, through its wholly-owned subsidiary,
         Integrated Dental Technologies, Inc. ("IDT"), completed the sale of
         substantially all of IDT's assets and liabilities related to its
         PracticeWorks division located in Gold River, California to InfoCure
         Corporation ("InfoCure"), of Atlanta, Georgia for approximately $4.65
         million. InfoCure is a national provider of healthcare practice
         management software products and services to targeted healthcare
         practice specialties and is listed on the NASDAQ under the symbol INCX.
         Under the terms of the agreement, ten percent (10%) of the sales price
         will be held in escrow for one year in order to secure the
         representations, warranties, and covenants made by the Company to
         InfoCure.

         The following unaudited pro forma condensed statement of operations
         data for the nine months ended April 30, 2000, present historical
         statement of operations data for the Company, Cygnus and IDT as if the
         Cygnus and IDT transactions had occurred as of August 1, 1999. The pro
         forma data are not necessarily indicative of the financial position or
         results of operations that would actually have been reported had the
         transactions been consummated at the date mentioned above or which may
         be reported in the future.
<TABLE>
<CAPTION>

       Unaudited Pro Forma Condensed Statement of Operations                 Historical
       Nine months ended April 30, 2000                          --------------------------------
       (in thousands except per share data)                           Zila                             Pro forma
                                                                 Consolidated   Cygnus        IDT     Adjustments         Pro Forma
                                                                 ------------   ------        ---     -----------         ---------
                                                                                   (a)        (a)         (b)
<S>                                                                 <C>          <C>         <C>        <C>                <C>
       Net revenues                                                 $58,811      $193        $1,515                        $57,103
       Cost of products sold                                         29,678       110            69                         29,499
       Selling, general and administrative expenses                  25,383       491         1,188                         23,704
       Research and development expenses                              1,483       155           120                          1,208
       Depreciation and amortization                                  2,649       110            35                          2,504
       (Loss) income from operations                                  (382)      (673)          103                            188
       Other income (expense)                                         4,729                             (4,659)                 70
       Income tax (expense) benefit                                 (2,418)                             (2,761)                343
       Net income (loss)                                              1,929      (673)          103     (1,898)                601

       Net income per share (basic)                                   $0.05                                                  $0.01
       Basic shares outstanding                                      42,176                                                 42,176
       Net income per share (diluted)                                 $0.05                                                  $0.01
       Diluted shares outstanding                                    42,489                                                 42,489
</TABLE>

                                       8
<PAGE>   9
(a)           Represents Cygnus and IDT balances for the nine months ended April
              30, 2000. These amounts are removed to reflect the sale of assets
              and the corresponding revenue and expenses thereby reducing the
              consolidated balances for pro forma purposes.

(b)           The Company believes that no pro forma adjustments are required to
              the transactions other than the elimination of the gain on the
              sale of the assets and the resulting income tax effect recorded in
              the consolidated statement of operations.


8. SEGMENT INFORMATION

         The Company is organized into three major product groups and further
         organized into six segments, all of which have distinct product lines,
         brand names and are managed as autonomous business units. The Company
         has identified the following segments: Pharmaceuticals, which includes
         Zila Pharmaceuticals, Inc.; OraTest products; Dental Supply, which
         includes Bio-Dental and Ryker Dental of Kentucky, Inc. (a subsidiary of
         Bio-Dental) which does business under the name Zila Dental Supply;
         Dental Software, which includes IDT, (a subsidiary of Bio-Dental) the
         distributor for PracticeWorks; Dental Imaging, which includes Cygnus
         and Nutraceuticals, which includes Oxycal. The Company evaluates
         performance and allocates resources to segments based on operating
         results. Corporate overhead expenses have been combined with the
         OraTest segment. (See Note 7 regarding the sale of the Cygnus and
         PracticeWorks businesses.)

         The table below presents information about reported segments as of and
         for the nine months ended April 30 (in thousands):
<TABLE>
<CAPTION>

                                                                   Dental      Dental     Dental
                                       Pharmaceuticals  OraTest    Supply     Software    Imaging     Nutraceuticals  Total
     Net revenues:
<S>                                      <C>           <C>         <C>          <C>         <C>            <C>         <C>
            2000                         $12,326          $104     $29,817      $1,515        $193         $14,856     $58,811
            1999                          12,504           278      23,093       3,410       1,522          10,734      51,541
     Income (loss) before
       income taxes:
            2000                           3,605        (7,858)        319       4,830        (734)          4,185       4,347
            1999                           3,889        (6,674)        418         382       (2763)          1,339      (3,409)
     Depreciation and
       amortization:
            2000                             756           763         227          35         110             758       2,649
            1999                             758           678         221          71         288             623       2,639
     Total assets:
            2000                          13,444        16,928      11,987         470           0          30,979      73,808
            1999                          13,289        17,327       9,211       1,195       3,979          29,854      74,855
</TABLE>
9. COMMITMENTS AND CONTINGENCIES

         In November 1999, the Company contracted with ILEX(TM) Oncology
         Services, Inc. ("ILEX"), a wholly-owned subsidiary of ILEX(TM)
         Oncology, Inc. of San Antonio, Texas, for management of clinical
         research and liaison with the U.S. Food and Drug Administration related
         to the Company's pursuit of regulatory approval for the OraTest(R) oral
         cancer detection product. In March 2000, the Company paid approximately
         $792,000 to ILEX as a deposit on estimated expenses related to an
         FDA-required clinical study associated with the Company's ongoing
         efforts to obtain FDA approval of OraTest(R). Current commitments under
         the ILEX agreement include fourth quarter professional fees and
         expenses of approximately $150,000 plus clinical and patient-related
         costs as they occur during the course of the study. The contract or any
         workplan may be terminated at any time by Zila upon not less than
         ninety (90) days prior written


                                       9
<PAGE>   10
         notice of termination to ILEX. If the agreement is so terminated, Zila
         shall pay ILEX any amount owed, but not yet paid, for work performed
         prior to the date of termination.

         The Company and certain of its officers have been named as defendants
         in a consolidated First Amended Class Action Complaint filed July 6,
         1999 in the United States District Court for the District of Arizona,
         under the caption In re Zila Securities Litigation, No. CIV 99 0115 PHX
         EHC. The First Amended Class Action Compliant seeks damages in an
         unspecified amount on behalf of a class consisting of purchasers of the
         Company's securities from November 14, 1996 through January 13, 1999
         for alleged violations of the federal securities laws. Specifically,
         the plaintiffs allege that in certain public statements and filings
         with the Securities and Exchange Commission the defendants made false
         or misleading statements and concealed material adverse information
         related to OraTest(R) that artificially inflated the price of the
         Company's securities. The Company and the individual defendants deny
         all allegations of wrongdoing and are defending themselves vigorously.
         On September 10, 1999, the Company and the individual defendants filed
         with the Court a motion to dismiss the First Amended Class Action
         Complaint in its entirety. The plaintiffs filed with the court a
         response to the motion to dismiss and the defendant has filed their
         reply memorandum in support of the motion. It is not possible to
         predict with any degree of certainty when the Court will rule on the
         defendants' motion to dismiss.

         On September 8, 1999, the Securities and Exchange Commission (the
         "Commission") entered an order directing an investigation entitled "In
         the Matter of Zila, Inc." The Commission is investigating whether (i)
         there were purchases or sales of securities of the Company by persons
         while in possession of material non-public information concerning the
         prospects that the Oncologic Drugs Advisory Committee for the FDA would
         recommend approval of the OraTest(R) NDA and whether the FDA would
         subsequently approve the NDA; (ii) such persons conveyed information
         regarding these matters to other persons who effected transactions in
         securities of the Company without disclosing the information; and (iii)
         there were false and misleading statements in press releases, filings
         with the Commission, or elsewhere concerning these matters. The Company
         does not believe it has violated any of the federal securities laws and
         is cooperating fully with the Commission in its investigation.

         The Company is subject to other legal proceedings and claims, which
         arise in the ordinary course of business. In the opinion of management,
         the amount of ultimate liability with respect to these other actions
         will not materially affect the financial position or results of
         operations of the Company.


10.  STOCKHOLDERS' EQUITY

         During the quarter ended January 31, 2000, the Company began acquiring
         shares of its common stock in conjunction with a stock repurchase
         program announced in November 1999. That program authorized the
         repurchase of up to one million shares of Zila common stock from time
         to time on the open market depending on market conditions and other
         factors. As of April 30, 2000, the Company has purchased 125,000 shares
         of common stock at an aggregate cost of $372,413.



                                       10
<PAGE>   11
ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

                           ZILA, INC. AND SUBSIDIARIES

FORWARD LOOKING INFORMATION

This Report contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. The words "believe," "expect," "anticipate," "intend," "estimate" and
other expressions, which are predictions of or indicate future events and trends
and which do not relate to historical matters, identify forward-looking
statements. These forward-looking statements are based largely on the Company's
expectations or forecasts of future events, can be affected by inaccurate
assumptions and are subject to various business risks and known and unknown
uncertainties, a number of which are beyond the Company's control. Therefore,
actual results could differ materially from the forward-looking statements
contained in this document, and readers are cautioned not to place undue
reliance on such forward-looking statements. The Company undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. A wide variety of
factors could cause or contribute to such differences and could adversely impact
revenues, profitability, cash flows and capital needs. Included among the
factors affecting OraTest(R) are the FDA's ultimate decision regarding
OraTest(R); the length and expense of the new clinical study and the FDA review
process; the limitations on indicated uses for which OraTest(R) may be marketed;
and, if approved, the market reception to OraTest(R) and any post-marketing
reports or surveillance programs to monitor usage or side effects of OraTest(R).
There can be no assurance that the forward-looking statements contained in this
document will, in fact, transpire or prove to be accurate. For a more detailed
description of these and other cautionary factors that may affect the Company's
future results, please refer to the Company's Annual Report on Form 10-K for its
fiscal year ended July 31, 1999 filed with the Securities and Exchange
Commission.

COMPANY OVERVIEW:

         Zila is a worldwide manufacturer and marketer of pharmaceutical,
biomedical, dental and nutritional products. The Company has three major product
groups: Pharmaceuticals, Professional Products and Nutraceuticals. The
Pharmaceuticals Group consists of over-the-counter and prescription products,
including the Zilactin(R) family of over-the-counter products, Peridex(R)
prescription mouth rinse, and the OraTest(R) oral cancer detection system. The
Professional Products Group includes Zila Dental Supply, a national distributor
of professional dental supplies, Zila Technologies, Inc., formerly Cygnus
Imaging ("Cygnus"), a manufacturer and marketer of digital x-ray systems and
intraoral cameras, and Integrated Dental Technologies, Inc. ("IDT") which
distributed PracticeWorks, a dental practice management software product. The
Nutraceuticals Group is comprised of Oxycal Laboratories, Inc. ("Oxycal") and
its Inter-Cal subsidiary, which are manufacturers and distributors of a patented
and unique form of vitamin C under the trademark Ester-C(R) and of the
Palmettex(TM) botanical product.

         On October 28, 1999, Cygnus completed the sale of substantially all of
its assets and certain liabilities to Procare Laboratories, Inc. ("Procare"), of
Scottsdale, Arizona for approximately $4.0 million. Procare is controlled by the
former owner and President of Cygnus, Egidio Cianciosi. The sale resulted in a
$139,000 gain during the first quarter of fiscal year 2000. The sale did not
include the assumption by Procare of all of Cygnus's liabilities, and therefore,
no assurances can be given that claims will not be made against the Company in
the future arising out of Cygnus's former operations. In management's

                                       11
<PAGE>   12
opinion, such claims would not have a material adverse effect on the Company's
financial condition and results of operations.

                  On December 20, 1999, the Company, through its wholly-owned
subsidiary, Integrated Dental Technologies, Inc. ("IDT"), completed the sale of
substantially all of IDT's assets and liabilities related to its PracticeWorks
division located in Gold River, California to InfoCure, Corporation
("InfoCure"), of Atlanta, Georgia for approximately $4.65 million. InfoCure is a
national provider of healthcare practice management software products and
services to targeted healthcare practice specialties and is listed on the NASDAQ
under the symbol INCX. Under the terms of the agreement, ten percent (10%) of
the sales price will be held in escrow for one year in order to secure the
representations, warranties, and covenants made by the Company to InfoCure.


RESULTS OF OPERATIONS

THREE MONTHS ENDED APRIL 30, 2000 AND 1999

                  Total net revenues grew 14.8% to $19.4 million for the quarter
ended April 30, 2000, compared to revenues of $16.9 million during the third
quarter of the prior fiscal year.

                  Net revenues for Zila Dental Supply increased 24.2% to $10.1
million for the quarter ended April 30, 2000 compared to $8.2 million for the
corresponding fiscal quarter in 1999. This increase was primarily attributable
to improved results in its full-service operations and an increase in internet
sales. Zila Pharmaceuticals had net revenues of $4.0 million for the quarter
ended April 30, 2000, a 3.5% increase over the $3.9 million recorded during the
corresponding quarter last year. The increase was due primarily to a 42.7%
increase in over the counter product sales, specifically Zilactin Toothache
Swabs and Zilactin-L product lines, when compared to the corresponding quarter
last year and offset by a decline in sales of Peridex(R) of 37.0% due to
increased pricing pressures from generic equivalents. In addition, the OraTest
product was launched in the United Kingdom, Bahrain and Greece during the
current quarter.

                  Net revenues for Oxycal for the quarter ended April 30, 2000,
were $5.2 million, a 64.3% increase when compared to the $3.2 million for the
corresponding 1999 fiscal quarter. Oxycal's international sales increased
approximately 96% during the current quarter as compared to the previous year
quarter due to improved economic conditions in foreign markets primarily in the
Pacific Rim region. In addition, Oxycal had increases in all of its domestic
product lines when compared to the fiscal 1999 quarter.

                  For the quarter ended April 30, 2000, cost of products sold
was $10.0 million, an 18.8% increase from $8.4 million for the quarter ended
April 30, 1999. Cost of products sold as a percentage of net revenues increased
to 51.6% in the quarter ended April 30, 2000 from 49.9% in the quarter ended
April 30, 1999. The increase for the quarter reflects the growth of Zila Dental
Supply as a percentage of total revenues, 52.2% for the quarter ended April 30,
2000 compared to 48.3% for the previous year quarter. Gross profit margins for
Zila Dental Supply are lower as compared to the other operating groups resulting
in a higher cost of products sold as a percentage of revenues. Overall changes
in cost of product sold, as a percentage of net revenues for each business unit
were not significantly different from the previous year quarter.

                  The Company incurred selling, general and administrative
expenses of $8.4 million, or 43.0% of net revenues during the third quarter of
fiscal year 2000 compared to $8.9 million, or 52.7% of net revenue in the same
period in fiscal 1999. The decrease is attributable to a reduction in costs
related to

                                       12
<PAGE>   13
the Cygnus and PracticeWorks businesses partially offset by increased costs
related to the expansion of the sales force and service department at Zila
Dental Supply, increased marketing and selling costs related to the OraTest(R)
product introductions in the United Kingdom and Greece, increased marketing and
selling expenses at Oxycal and increased corporate legal, professional and
insurance expenses.

                  Research and development expenses decreased $678,000 or 64.1%,
from $1.1 million in the third quarter of fiscal year 1999 to $380,000 for the
same period in fiscal year 2000. The decrease was primarily due to reduced
expenses related to research and clinical activities associated with OraTest(R),
a reduction of costs related to the Cygnus and PracticeWorks businesses, and
reduced expenses related to seeking international approval of the OraTest(R)
product.

                  Depreciation and amortization expenses decreased $55,000 from
$897,000 in the third quarter of fiscal year 1999 to $842,000 for the same
period in fiscal year 2000. The decrease is due primarily to a reduction in
costs associated with the Cygnus and PracticeWorks businesses partially offset
by the depreciation of assets related to the Company's tolonium chloride
manufacturing facility that were placed in service August 1, 1999.

                  The Company recorded interest expense of $20,000 for the
quarter ended April 30, 2000 compared to $79,000 in the same period of the
previous year. The decrease was attributable to a reduction of debt obligations
during the fiscal year 2000 quarter as compared to the previous year quarter.
Interest income rose to $118,000 during the current quarter compared to $41,000
in the same period last year. The increase was attributable to increased cash
and investment balances, which included the cash held by trustee.

                  For the quarter ended April 30, 2000, the Company recorded an
income tax benefit of $96,000 related to the net loss before income taxes
incurred during the quarter. The Company's effective tax rate for the three
month period ended April 30, 2000 is significantly higher than the statutory
rate due primarily to amortization of intangible assets that is not deductible
for tax purposes. In the prior year quarter ended April 30, 1999, the Company
recorded no income tax benefit or expense.

                  The Company had net income of $16,413 for the quarter ended
April 30, 2000, compared to a net loss of $2.4 million for the quarter ended
April 30, 1999. The decrease in loss is due primarily to the elimination of
losses associated with the Cygnus business and increased profitability in the
Nutraceuticals Group.



NINE MONTHS ENDED APRIL 30, 2000 AND 1999

                  Total net revenues grew 14.1% to $58.8 million for the nine
months ended April 30, 2000, compared to revenues of $51.5 million for the nine
months ended April 30, 1999.

                  Net revenues for Zila Dental Supply increased 29.1% to $29.8
million for the nine months ended April 30, 2000, compared to $23.1 million for
the corresponding nine months in 1999. This increase was primarily attributable
to an increase in full-service operations and increases in internet sales. Zila
Pharmaceuticals had net revenues of $12.3 million for the nine months ended
April 30, 2000, a 1.4% decrease from the $12.5 million recorded during the
corresponding period last year. The decrease was due primarily to a 38.0%
decline in sales of Peridex(R) due to increased pricing pressures from generic
equivalents. Over the counter product sales increased 34.4% when compared to the
corresponding period last year primarily due to increased sales of the Toothache
Swab and Zilactin-L product lines.

                                       13
<PAGE>   14
                  Net revenues for Oxycal for the nine months ended April 30,
2000, were $14.9 million, a 38.4% increase when compared to the $10.7 million
for the corresponding period in fiscal year 1999. Oxycal's international sales
increased 108.1% to $4.1 million during the first nine months of the current
fiscal year as compared to the previous year amount due to improved economic
conditions in foreign markets primarily in the Pacific Rim region. In addition,
Oxycal had increases in all of its domestic product lines in the first nine
months of fiscal 2000 when compared to the fiscal 1999 period.

                  For the nine months ended April 30, 2000, cost of products
sold was $29.7 million, a 19.1% increase from $24.9 million for the nine months
ended April 30, 1999. Cost of products sold as a percentage of net revenues
increased to 50.5% in the nine months ended April 30, 2000 from 48.3% in the
corresponding 1999 period. The increase for the period reflects the growth of
Zila Dental Supply as a percentage of total revenues, 50.7% for the nine months
ended April 30, 2000 compared to 44.8% for same period of the previous fiscal
year. Gross profit margins for Zila Dental Supply are lower as compared to the
other operating groups resulting in a higher cost of products sold as a
percentage of revenues.

                  Cost of products sold as a percentage of net revenues for Zila
Dental Supply decreased slightly to 74.5% for the nine months ended April 30,
2000 from 75.0% for the nine months ended April 30, 1999 primarily due to an
increase in vendor rebate programs in the first quarter of fiscal 2000. Cost of
products sold as a percentage of net revenues for Zila Pharmaceuticals increased
to 20.2% in the nine months ended April 30, 2000, compared to 17.2% for the
corresponding period in fiscal 1999. The increase for the period is a result of
a change in the mix of products sold. Cost of products sold as a percentage of
net revenues for Oxycal decreased slightly to 27.2% in the nine months ended
April 30, 2000 from 27.4% in the nine months ended April 30, 1999.

                  The Company incurred selling, general and administrative
expenses of $25.4 million, or 43.2% of net revenues during the first nine months
of fiscal year 2000 compared to $24.3 million, or 47.2% of net revenue in the
same period in fiscal 1999. The decrease in selling, general and administrative
expenses as a percentage of revenue is attributable to a reduction in costs
related to the Cygnus and PracticeWorks businesses partially offset by increased
costs related to the expansion of the sales force and service department at Zila
Dental Supply's full service branches, increased selling and administrative
costs related to the OraTest(R) international product launches, increased
marketing and selling expenses at Oxycal and increased corporate legal,
professional and insurance expenses.

                  Research and development expenses decreased $1.5 million or
50.8%, from $3.0 million incurred in the nine months of fiscal year 1999 to $1.5
million for the same period in fiscal year 2000. The decrease was primarily due
to a reduction of costs incurred in the Cygnus and PracticeWorks businesses,
reduced expenses related to research and clinical activities associated with
OraTest(R), and reduced expenses related to seeking international approval of
the OraTest(R) product.

                  The Company recorded interest expense of $192,000 for the nine
months ended April 30, 2000 compared to $210,000 in the same period of the
previous year. The decrease was attributable to decreases in debt obligations
incurred during fiscal year 2000 as compared to the previous year period.

                  In the nine months ended April 30, 2000, the Company recorded
income tax expense of $2.4 million which is net of the income tax benefit of
$820,000 recorded in the first quarter of fiscal year 2000 ($250,000 of which
was attributable to the exercise of common stock options in prior years and
therefore was credited to capital in excess of par value). The Company's
effective tax rate for the nine month period ended April 30, 2000 is
significantly higher than the statutory rate due primarily to amortization of
intangible assets that is not deductible for tax purposes. Additionally,
approximately $1.7 million of goodwill related to the sale of Cygnus was not
deductible for tax purposes. In the nine

                                       14
<PAGE>   15
months ended April 30, 1999, the Company recorded an income tax benefit of
$910,000 ($250,000 of which was attributable to the exercise of common stock
options in prior years and therefore was credited to capital in excess of par
value), partially offset by an income tax expense of $64,000 related to the
first quarter of fiscal year 1999.



LIQUIDITY AND CAPITAL RESOURCES

         At April 30, 2000, the Company had cash and cash equivalents of $4.3
million and working capital of $21.3 million. The Company's current ratio
remained the same at 3.5 at April 30, 2000, from 3.5 at July 31, 1999. Cash and
cash equivalents are invested primarily in money market accounts.

         During the nine months ended April 30, 2000, the Company used $1.9
million of cash in operating activities primarily related to net income of $1.9
million plus non-cash depreciation and amortization of $2.6 million, reduced by
the net gain on sale of assets of $1.9 million, deferred income taxes of $0.3
million and changes in operating assets and liabilities of $4.2 million.
Significant changes in operating assets and liabilities were primarily comprised
of an increase in accounts receivable of $3.0 million as the sales in the
current quarter were higher than sales in the July 1999 quarter, an increase in
inventories of $1.5 million primarily because of new product introductions at
Oxycal and large purchases during the third quarter to qualify for rebates and
lower prices at Zila Dental Supply, an increase in prepaid expenses and other
assets of $1.3 million primarily related to the deposit paid to ILEX and renewal
of general insurance, partially offset by an increase in accounts payable and
accrued expenses of $1.4 million.

         The Company generated cash from investing activities of $5.7 million
during the nine months ended April 30, 2000, including $7.7 million net proceeds
from the sale of the Cygnus and PracticeWorks assets. These proceeds were used
to purchase property and equipment of $2.0 million, consisting of manufacturing
additions for Oxycal and OraTest(R) businesses. In addition, $5.2 million of the
proceeds were used in financing activities for the nine months ended April 30,
2000. The Company retired outstanding debt of $5.3 million, comprised of the
final payment of $1.0 million made to The Procter & Gamble Company related to
the acquisition of the Peridex product line and $4.2 million to repay in full
its line of credit with Bank One. In addition, $372,000 was used to repurchase
125,000 shares of Zila common stock on the open market.

         At April 30, 2000, the Company had federal income tax net operating
loss carryforwards of approximately $17.8 million, which expire in years 2000
through 2015.

         In February 1999, the Company increased its line of credit with Bank
One to $9 million and extended the commitment period to December 1, 2000.
Additionally, the interest rate was reduced to the prime rate (9.0% at April 30,
2000) plus .25%. At April 30, 2000, the Company had no borrowings against the
line of credit. Under the line of credit, the Company is required to comply with
financial covenants based on certain financial ratios. At April 30, 2000, the
Company was in compliance with such covenants.

         During the current quarter, Oxycal began construction of a new
manufacturing and laboratory facility that is expected to be completed by
mid-2000. In April 1999, Oxycal entered into a transaction with The Industrial
Development Authority of the County of Yavapai (the "Authority") in which the
Authority issued $5.0 million in Industrial Development Revenue Bonds (the
"Bonds"), the proceeds of which were loaned to Oxycal for the construction of
the facility. The trustee, Bank One, Arizona, is holding the Bond proceeds but
released $346,573 during the quarter to pay for construction costs. The Bonds
consist of $3.9 million Series A and $1.1 million Taxable Series B which, as of
April 30, 2000,

                                       15
<PAGE>   16
carried interest rates of 5.20% and 6.20%, respectively. The Bonds were marketed
and sold by Banc One Capital Markets and carry a maturity of 20 years. In
connection with the issuance of the Bonds, the Authority required that Oxycal
obtain, for the benefit of the Bondholders, an irrevocable direct-pay letter of
credit to secure payment of principal and interest. The letter of credit is
guaranteed by Zila.

         On December 20, 1999, IDT completed the sale of substantially all of
its assets and liabilities related to its PracticeWorks division located in Gold
River, California to InfoCure Corporation ("InfoCure"), of Atlanta, Georgia for
approximately $4.65 million. InfoCure is a national provider of healthcare
practice management software products and services to targeted healthcare
practice specialties and is listed on the NASDAQ under the symbol INCX. Under
the terms of the agreement, ten percent (10%) of the sales price will be held in
escrow for one year in order to secure the representations, warranties, and
covenants made by the Company to InfoCure.

         In November 1999, the Company contracted with ILEX(TM) Oncology
Services, Inc. ("ILEX"), a wholly owned subsidiary of ILEX(TM) Oncology, Inc. of
San Antonio, Texas, for management of clinical research and liaison with the
U.S. Food and Drug Administration related to the Company's pursuit of regulatory
approval for the OraTest(R) oral cancer detection product. In March 2000, the
Company paid approximately $792,000 to ILEX as a deposit on estimated expenses
related to an FDA-required clinical study associated with the Company's ongoing
efforts to obtain FDA approval of OraTest(R). Current commitments under the ILEX
agreement include fourth quarter professional fees and expenses of approximately
$150,000 plus clinical and patient-related costs as they occur during the course
of the study. The contract or any workplan may be terminated at any time by Zila
upon not less than ninety (90) days prior written notice of termination to ILEX.
If the agreement is so terminated, Zila shall pay ILEX any amount owed, but not
yet paid, for work performed prior to the date of termination.

         On November 10, 1999, the Company announced that the Company's Board of
Directors authorized the repurchase of up to one million shares of Zila common
stock. Purchases will be made on the open market depending on market conditions
and other factors. During the nine months ended April 30, 2000, 125,000 shares
were repurchased.

         The Company believes that cash generated from its operations, its
investing activities and the availability of cash under its line of credit are
sufficient to finance its level of operations, anticipated capital expenditures
and stock repurchase program. The Company may require additional financing to
support the production and future OraTest(R) clinical, regulatory, manufacturing
and marketing costs or to make any significant acquisitions. There can be no
assurances that such funds would be available on terms acceptable to the
Company.


PART II - OTHER INFORMATION

ITEM 1.- Legal Proceedings

        The Company and certain of its officers have been named as defendants in
a consolidated First Amended Class Action Complaint filed July 6, 1999 in the
United States District Court for the District of Arizona, under the caption In
re Zila Securities Litigation, No. CIV 99 0115 PHX EHC. The First Amended Class
Action Compliant seeks damages in an unspecified amount on behalf of a class
consisting of purchasers of the Company's securities from November 14, 1996
through January 13, 1999 for alleged violations of the federal securities laws.
Specifically, the plaintiffs allege that in certain public statements and
filings with the Securities and Exchange Commission the defendants made false or
misleading statements and concealed material adverse information related to
OraTest(R) that artificially inflated the price of the Company's securities. The
Company and the individual defendants

                                       16
<PAGE>   17
deny all allegations of wrongdoing and are defending themselves vigorously. On
September 10, 1999, the Company and the individual defendants filed with the
Court a motion to dismiss the First Amended Class Action Complaint in its
entirety. The plaintiffs have filed a response to the motion to dismiss, and the
defendant has filed their reply memorandum in support of the motion. It is not
possible to predict with any degree of certainty when the Court will rule on the
defendants' motion to dismiss.

       On September 8, 1999, the Securities and Exchange Commission (the
"Commission") entered an order directing an investigation entitled "In the
Matter of Zila, Inc." The Commission is investigating whether (i) there were
purchases or sales of securities of the Company by persons while in possession
of material non-public information concerning the prospects that the Oncologic
Drugs Advisory Committee for the FDA would recommend approval of the OraTest(R)
NDA and whether the FDA would subsequently approve the NDA; (ii) such persons
conveyed information regarding these matters to other persons who effected
transactions in securities of the Company without disclosing the information;
and (iii) there were false and misleading statements in press releases, filings
with the Commission, or elsewhere concerning these matters. The Company does not
believe it has violated any of the federal securities laws and is cooperating
fully with the Commission in its investigation.

       The Company is subject to other legal proceedings and claims, which arise
in the ordinary course of business. In the opinion of management, the amount of
ultimate liability with respect to these other actions will not materially
affect the financial position or results of operations of the Company.

ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS

     Not Applicable.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

     Not Applicable.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
          None.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits

           Exhibit Number             Description

                      27              Financial Data Schedule

         (b)      Reports on Form 8-K

                  None.

                                       17
<PAGE>   18

                                   SIGNATURES

         Pursuant to the requirements 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.


Date: June 14, 2000                            By /s/Joseph Hines
                                               ---------------------------------
                                               Joseph Hines
                                               President, Chairman of the Board
                                               (Principal Executive Officer)



                                               By /s/Bradley C. Anderson
                                               ---------------------------------
                                               Bradley C. Anderson
                                               Vice President and Chief
                                               Financial Officer (Principal
                                               Financial & Accounting Officer)




                                       18
<PAGE>   19
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.           Description
<S>                   <C>
27                    Financial Data Schedule
</TABLE>