<PAGE>

                                  FORM   10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


              X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
           ------
                      THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly
                      Period ended July 31, 1999.

           ______     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934.

                          Commission File No. 0-20572


                            PATTERSON DENTAL COMPANY
                            ------------------------
             (Exact Name of Registrant as Specified in its Charter)


                  Minnesota                         41-0886515
                  ---------                         ----------
           (State of Incorporation)     (IRS Employer Identification No.)

              1031 Mendota Heights Road, St. Paul, Minnesota 55120
              ----------------------------------------------------
                    (Address of Principal Executive Offices)
                                   (Zip Code)

                                 (651) 686-1600
                                 --------------
              (Registrant's Telephone Number, Including Area Code)



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 at least the past 90 days.

                X      Yes              _________   No
            --------


Patterson Dental Company has outstanding 33,678,333 shares of common stock as of
September 8, 1999.


                                  Page 1 of 13
<PAGE>

                            PATTERSON DENTAL COMPANY

                                     INDEX

<TABLE>
<CAPTION>
                                                                           Page
                                                                           ----
<S>                                                                         <C>
PART I - FINANCIAL INFORMATION

   Item 1 - Financial Statements                                            3-7

            Condensed Consolidated Balance Sheets as of
            July 31, 1999 and April 24, 1999                                  3

            Condensed Consolidated Statements of Income for the three
            months ended July 31, 1999 and July 25, 1999                      4

            Condensed Consolidated Statements of Cash Flows for the three
            months ended July 31, 1999 and July 25, 1999                      5

            Notes to Condensed Consolidated Financial
            Statements                                                      6-7

   Item 2 - Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                      8-12

PART II - OTHER INFORMATION

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

   Signatures                                                                13
</TABLE>

Safe Harbor Statement Under The Private Securities Litigation Reform Act Of
---------------------------------------------------------------------------
1995:
----

   This Form 10-Q for the period ended July 31, 1999 contains certain forward-
looking statements as defined in the Private Securities Litigation Reform Act of
1995, which may be identified by the use of forward-looking terminology such as
"may", "will", "expect", "anticipate", "estimate", "believe", "goal", or
"continue", or comparable terminology that involves risks and uncertainties and
that are qualified in their entirety by cautionary language set forth in the
Company's Form 10-K report filed July 19, 1999, and other documents filed with
the Securities and Exchange Commission. See also pages 11-12 of this Form 10-Q.

                                       2
<PAGE>

                         PART I  FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                     ASSETS
<TABLE>
<CAPTION>
                                                      July 31,      April 24,
                                                        1999           1999
                                                     ---------      ---------
                                                    (unaudited)
Current assets:
<S>                                                 <C>             <C>
   Cash and cash equivalents.......................   $ 73,182        $ 78,746
   Short-term investments..........................      9,711               -
   Receivables, net................................    105,920         112,521
   Inventory.......................................    101,640          91,722
   Prepaid expenses and other current assets.......      4,869           3,655
                                                      --------        --------
       Total current assets........................    295,322         286,644
Property and equipment, net........................     38,574          37,018
Intangibles, net...................................     46,318          46,867
Other..............................................      2,378           2,721
                                                      --------        --------
       Total assets................................   $382,592        $373,250
                                                      ========        ========
</TABLE>


<TABLE>
<CAPTION>

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
<S>                                                   <C>             <C>
   Accounts payable................................   $ 63,760        $ 67,213
   Accrued payroll expense.........................      7,114          14,342
   Other accrued expenses..........................     14,845          16,556
   Income taxes payable............................      7,892             166
   Current maturities of long-term debt............        445             415
                                                      --------        --------
       Total current liabilities...................     94,056          98,692
Long-term debt.....................................      1,523           1,682
Deferred taxes.....................................      1,650           1,650
                                                      --------        --------
       Total liabilities...........................     97,229         102,024

Deferred credits...................................      5,806           6,027

Stockholders' equity:
   Preferred stock.................................        ---             ---
   Common stock....................................        336             336
   Additional paid-in capital......................     67,113          66,992
   Retained earnings...............................    228,249         213,761
   Accumulated other comprehensive loss............     (2,473)         (2,222)
   Note receivable from ESOP.......................    (13,668)        (13,668)
                                                      --------        --------
       Total stockholders' equity..................    279,557         265,199
                                                      --------        --------
       Total liabilities and stockholders' equity..   $382,592        $373,250
                                                      ========        ========
</TABLE>
                            See accompanying notes.

                                       3
<PAGE>

                           PATTERSON DENTAL COMPANY
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                    (In thousands except per share amounts)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                  Three Months Ended
                                                  -------------------
                                                July 31,      July 25,
                                                  1999          1998
                                                 ------        ------
                                               (14 Weeks)    (13 Weeks)
<S>                                            <C>           <C>
Net sales.....................................    $254,599     $200,073

Cost of sales.................................     161,068      126,482
                                                  --------     --------

Gross profit..................................      93,531       73,591

Operating expenses............................      71,388       57,348
                                                  --------     --------

Operating income..............................      22,143       16,243

Other income and expense:
  Amortization of deferred credits............         221          222
  Finance income, net.........................         891          404
  Interest expense............................         (46)        (140)
  Loss on currency exchange...................         (59)         (66)
                                                  --------     --------

Income before income taxes....................      23,150       16,663

Income taxes..................................       8,661        6,434
                                                  --------     --------

Net income....................................    $ 14,489     $ 10,229
                                                  ========     ========

Earnings per share - basic and diluted........       $0.43        $0.31
                                                  ========     ========

Weighted average and dilutive potential
common shares.................................      33,747       33,387
                                                  ========     ========
</TABLE>

                            See accompanying notes.

                                       4
<PAGE>

                            PATTERSON DENTAL COMPANY
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                            ----------------------
                                                             July 31,    July 25,
                                                               1999        1998
                                                            ----------  ----------
                                                            (14 weeks)  (13 weeks)
<S>                                                         <C>         <C>
Operating activities:
   Net income.............................................   $ 14,489    $ 10,229
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
       Depreciation.......................................      1,752       1,483
       Amortization of deferrals..........................       (221)       (221)
       Amortization of goodwill...........................        738         669
       Bad debt expense...................................        305         246
       Change in assets and liabilities, net of acquired..     (8,766)    (10,312)
                                                             --------    --------
Net cash provided by operating activities.................      8,297       2,094

Investing activities:
   Proceeds from sale of facilities.......................        ---       2,250
   Additions to property and equipment, net...............     (3,347)     (1,566)
   Acquisitions, net......................................       (750)        ---
   Purchase of investments................................     (9,711)        ---
                                                             --------    --------
Net cash (used in) provided by investing activities.......    (13,808)        684

Financing activities:
   Increase in bank indebtedness..........................        ---       1,471
   Payments and retirement of long-term debt and
     obligations under capital leases.....................       (146)     (2,161)
   Common stock issued, net...............................        121         434
                                                             --------    --------
Net cash used by financing activities.....................        (25)       (256)

Effect of exchange rate changes on cash...................        (28)          2
                                                             --------    --------

Net (decrease) increase in cash and cash equivalents......     (5,564)      2,524

Cash and cash equivalents at beginning of period..........     78,746      35,619
                                                             --------    --------

Cash and cash equivalents at end of period................   $ 73,182    $ 38,143
                                                             ========    ========
</TABLE>

                            See accompanying notes.

                                       5
<PAGE>

                            PATTERSON DENTAL COMPANY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                 July 31, 1999


1. In the opinion of management, the accompanying unaudited condensed
   consolidated financial statements contain all adjustments necessary to
   present fairly the financial position as of July 31, 1999, and the results of
   operations and the cash flows for the periods ended July 31, 1999, and July
   25, 1998. Such adjustments are of a normal recurring nature. The results of
   operations for the quarter ended July 31, 1999, and July 25, 1998, are not
   necessarily indicative of the results to be expected for the full year. The
   balance sheet at April 24, 1999, is derived from the audited balance sheet as
   of that date. These financial statements should be read in conjunction with
   the financial statements included in the 1999 Annual Report on Form 10-K
   filed on July 19, 1999.

2. The fiscal year end of the Company is the last Saturday in April. The first
   quarter of fiscal year 2000 includes 14 weeks, while the first quarter of
   fiscal 1999 ended July 25, 1998 includes 13 weeks.

3. Cash equivalents consist of investments in money market funds, highly rated
   commercial paper and government securities. The maturities of these
   securities at the time of purchase is 90 days or less. Short-term investments
   consist of highly rated commercial paper and government securities with
   maturities longer than 90 days at the date of purchase. All cash equivalents
   and short-term investments are classified as available for sale and cost
   approximates market value.

4. In 1999, the Company adopted SFAS No. 130, Reporting Comprehensive Income.
   SFAS 130 establishes new rules for the reporting and display of comprehensive
   income and its components. SFAS 130 requires foreign currency translation
   adjustments, which prior to adoption were reported separately in
   shareholders' investment, to be included in other comprehensive income. The
   adoption of SFAS 130 resulted in revised and additional disclosures but had
   no impact on the Company's consolidated financial position, results of
   operations or liquidity.

5. On July 27, 1998, the Company acquired the assets of Dentaplex, Inc. This
   acquisition was accounted for as a purchase and, accordingly, the net assets
   and operating results are included in the Company's financial statements from
   the date of acquisition. The results of operations of Dentaplex, Inc. were
   not material to the financial statements on a pro forma basis.

6. On February 5, 1999, the Company acquired Professional Business Systems, Inc.
   in exchange for 214,317 shares of common stock. The acquisition was accounted
   for as a pooling-of-interests and was not material to the financial
   statements on a pro forma basis. The financial statements do not reflect the
   financial position and results of the operations prior to the date of
   acquisition based on materiality.

7. On June 26, 1999, the Company acquired Barr Dental Supply, Inc. This
   acquisition was accounted for as a purchase and, accordingly, the net assets
   and operating results are included in the Company's financial statements from
   the date of acquisition. The results of operations of Barr Dental Supply,
   Inc. are not material to the financial statements on a pro forma basis.

                                       6
<PAGE>

8. The following table sets forth the denominator for the computation of basic
   and diluted earnings per share:

<TABLE>
<CAPTION>
                                                  Three Months Ended
                                                  ------------------
                                                 July 31,     July 25,
                                                  1999          1998
                                                 -------      -------
Denominator:
<S>                                              <C>          <C>
 Denominator for basic earnings per
  share - weighted-average shares                33,655       33,291

 Effect of dilutive securities:
  Director Stock Option Plan                         52           57
  Employee Stock Purchase Plan                        5            5
  Capital Accumulation Plan                          35           34
                                                 -------      -------

 Dilutive potential common shares                    92           96
                                                 -------      -------

 Denominator for diluted earnings per
  share - adjusted weighted-average
  shares and assumed conversions                 33,747       33,387
                                                 =======      =======
</TABLE>

                                       7
<PAGE>

                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, the percentage of net
sales represented by certain operational data.

<TABLE>
<CAPTION>
                                     Three Months Ended
                                     -------------------
                                   July 31,    July 25,
                                     1999        1998
                                   -------     -------
<S>                                <C>         <C>
Net sales...................         100.0%     100.0%
Cost of sales...............          63.3%      63.2%
                                   -------     ------

Gross profit................          36.7%      36.8%
Operating expenses..........          28.0%      28.7%
                                   -------     ------

Operating income............           8.7%       8.1%
Other income, net...........           0.4%       0.2%
                                   -------     ------

Income before income taxes..           9.1%       8.3%
Income taxes................           3.4%       3.2%
                                   -------     ------

Net income..................           5.7%       5.1%
                                   =======     ======
</TABLE>

QUARTER ENDED JULY 31, 1999 COMPARED TO QUARTER ENDED JULY 25, 1998.

          Net Sales. Net sales increased 27.3% to $ 255.0 million for the three
     months ended July 31, 1999 ("Current Quarter") from $ 200.1 million for the
     three months ended July 25, 1998 ("Prior Quarter"). The Current Quarter
     includes 14 weeks versus 13 weeks in the Prior Quarter. Excluding the
     impact of the additional week, sales increased approximately 18.2%. Sales
     references in parentheses exclude the additional week. Sales of dental
     products increased 25.5%(16.6%) due to contributions from an expanded
     dental sales force which increased 11.0% and an increase in number and
     volume of purchases by customers. Sales of sundries increased 27.3%(17.6%)
     due primarily to the increased number of customers. Equipment sales
     increased 28.0%(19.9%) on strong demand across the line. Sales of printed
     office products through Colwell Systems were up 40.1%. Excluding the impact
     of an acquisition (Professional Business Systems) and the additional week
     sales increased 5.4%. An expanded product offering and the marketing
     efforts of the dental sales force were the major factors contributing to
     the increase. EagleSoft software sales increased 93.1%(75.0%) reflecting
     strong demand for computerized practice management software and support
     services.

          Gross Profit. Gross margin was 36.7% for the Current Quarter versus
     36.8% for the Prior Quarter. Gross profit increased 27.1% to $93.5 million
     for the Current Quarter from $73.6 million for the Prior Quarter. The
     majority of the increase in gross profit was due to increased sales volume
     and the additional week of sales in the Current Quarter.

                                       8
<PAGE>

          Operating Expenses.  Operating expenses increased 24.5% to $71.4
     million for the Current Quarter from $57.3 million for the Prior Quarter.
     The increase in operating expenses was principally related to increased
     variable costs related to the higher sales volume.  Operating expenses as a
     percent of sales decreased to 28.0% for the Current Quarter from 28.7% in
     the Prior Quarter due primarily to improved operating leverage across all
     product groups.

          Operating Income. Operating income increased 36.3% to $22.1 million
     for the Current Quarter from $16.2 million for the Prior Quarter. Operating
     income as a percent of net sales increased to 8.7% from 8.1%, due to
     improved operating leverage and the resulting reduction of operating
     expenses in relation to sales.

          Other Income. Other income, net of expenses, was $1.0 million for the
     Current Quarter compared to $0.4 million for the Prior Quarter. The
     increase was due to the higher average balance of investable cash.

          Income Taxes.  The effective income tax rate decreased to 37.4% for
     the Current Quarter from 38.6% for the Prior Quarter.  The decrease in rate
     was caused by the profit and utilization of tax-loss carryforwards in
     Canada versus a loss in that country in the Prior Quarter.  No tax benefit
     was recorded for the loss in the Prior Quarter.

          Net Income was $14.5 million, up $4.3 million or 41.6% from $10.2
     million reported in the first quarter of last year due to the factors
     discussed above.

          Earnings per Share were 43 cents which represents an 12 cent or 40.2%
     increase over the same quarter a year ago.


LIQUIDITY AND CAPITAL RESOURCES

     Available liquid resources at July 31, 1999 consisted of  $82.9 million in
     cash and short-term investments and $10.8 million available under existing
     bank lines.  Inventory increased $ 9.9 million from the beginning of the
     fiscal year, however, increased volumes resulted in an increase in
     inventory turns from 6.0 to 6.2 turns at July 31, 1999.  Accounts
     receivable decreased $6.6 million to $105.9 million from $112.5 million at
     the end of fiscal 1999 and days sales outstanding declined to 40 days
     versus 43 at year end.  The Company believes that cash and short-term
     investments and the remainder of its credit lines are sufficient to meet
     any existing and presently anticipated cash needs.  In addition, because of
     its low debt to equity ratio, the Company believes it has sufficient debt
     capacity to replace its existing revolver and provide the necessary funds
     to achieve its corporate objectives.


IMPACT OF YEAR 2000

     The Year 2000 issue is the result of the widespread use of computer
     programs which were written using two digits rather than four to define the
     applicable year in performing computations or decision-making functions.
     The Company has completed its assessment of its major information
     technology and technology reliant operating systems, including its internal
     accounting, general ledger, billing, inventory and accounts payable
     systems.  Necessary modifications or replacements of existing systems,
     including testing of these systems, have been substantially completed.  The
     Company

                                       9
<PAGE>

     anticipates that the remaining remediation and testing of these systems
     will be completed by September 30, 1999. The Company has also assessed the
     need for modifications or replacements of existing hardware, particularly
     personal computers, and has completed this assessment phase. The
     remediation and testing of existing hardware has been completed. As a
     result, the Company believes that substantially all critical business
     systems and hardware are Year 2000 compliant. The Company has been
     implementing the necessary modifications and replacements of its operating
     systems in the ordinary course of its business over the last four years and
     believes the incremental costs to complete this program were less than
     $200,000. Over the past four years the Company has invested approximately
     $500,000 in new systems.

     The Company is also dependent on its vendors to supply the products it
     sells and on service providers, including transportation providers and
     utilities.  The Company has sought assurances from its significant
     suppliers of products and services to determine the impact on the Company
     if such suppliers fail to convert their computer systems.  While many of
     the Company's significant suppliers have assured the Company that their
     systems are currently Year 2000 compliant, or will be made Year 2000
     compliant prior to December 31, 1999, the Company has not yet received such
     assurances from a sufficient number of its product suppliers to enable the
     Company to complete its assessment of the impact on the Company if a
     substantial number of significant suppliers fail to convert their systems.

     The Year 2000 efforts of third parties are ultimately beyond the Company's
     control. The risk to the Company if significant product vendors fail to
     convert their computer systems and, as a result, are unable to ship
     products to the Company in a timely manner after the year 2000 is that the
     Company may not be able to offer such products to its customers and will be
     able to offer only replacement products, if available. The Company
     generally has more than one source of supply for almost all categories of
     products it sells. The risks to the Company if significant service
     providers fail to timely convert their computer systems may include, in the
     case of vital utility services, the inability of a branch office or
     distribution center to operate. In such an event, the Company does have the
     ability to shift its distribution and branch office operations to other
     distribution centers and branches within its system. However,
     notwithstanding the Company's efforts to substitute products or shift
     distribution or branch operations, the inability of significant suppliers
     of products and services to complete their Year 2000 resolution process in
     a timely fashion could materially adversely affect the Company. The amount
     of lost revenue and the impact on the Company can not be reasonably
     estimated at this time.

     The Company currently has no contingency plans in place in the event all
     phases of the Year 2000 program are not completed or significant suppliers
     of products and services fail to complete their Year 2000 resolution
     process. The Company is in the process of evaluating whether such a plan is
     necessary.

     The Company believes it has an effective program in place to resolve the
     Year 2000 issue in a timely manner. As noted above, the failure of
     significant suppliers of products and services to the Company to resolve
     their own Year 2000 issues could materially adversely affect the Company.
     In addition, disruptions in the economy generally as a result of Year 2000
     issues also could materially adversely affect the Company.

     The foregoing discussion regarding Year 2000, including the discussion of
     the timing and effectiveness of the Company's Year 2000 remediation
     efforts, contains forward-looking statements which are based on
     management's best estimates derived using assumptions and information
     considered reasonable. These forward-looking statements involve inherent
     risks and uncertainties,

                                       10
<PAGE>

     and actual results could differ materially from those contemplated by such
     statements. Factors that might cause material differences include, but are
     not limited to, the Company's ability to locate and correct all relevant
     Year 2000 computer code and the ability of significant suppliers of
     products and services to effectively address the Year 2000 issue. Such
     material differences could result in business disruption, operational
     problems, and similar risks.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     Certain information of a non-historical nature contain forward-looking
     statements. Words such as "believes," "expects," "plans," "estimates" and
     variations of such words are intended to identify such forward-looking
     statements. The statements are not guaranties of future performance and are
     subject to certain risks, uncertainties or assumptions that are difficult
     to predict: therefore, the Company cautions shareholders and prospective
     investors that the following important factors, among others, could in the
     future affect the Company's actual operating results which could differ
     materially from those expressed in any forward-looking statements. The
     statements under this caption are intended to serve as cautionary
     statements within the meaning of the Private Securities Litigation Reform
     Act of 1995. The following information is not intended to limit in any way
     the characterization of other statements or information under other
     captions as cautionary statements for such purpose. The order in which such
     factors appear below should not be construed to indicate their relative
     importance or priority.

      .  Reduced growth in expenditures for dental services by private dental
         insurance plans.

      .  Accuracy of the Company's assumptions concerning future per capita
         expenditures for dental services, including assumptions as to
         population growth and the demand for preventive dental services such as
         periodontic, endodontic and orthodontic procedures.

      .  The rate of growth in demand for infection control products currently
         used for prevention of the spread of communicable diseases such as
         AIDS, hepatitis and herpes.

      .  The effects of health care reform, increasing emphasis on controlling
         health care costs and legislation or regulation of health care pricing,
         all of which may affect the ability of dentists to obtain reimbursement
         for use of new and state-of-the-art procedures and technologies.

      .  The amount and growth of the Company's selling, general and
         administrative expenses.

      .  The effects of, and changes in, U.S. and world social and economic
         conditions, monetary and fiscal conditions, laws and regulations, other
         activities of governments, agencies and similar organizations, trade
         policies and taxes, import and other charges, inflation and monetary
         fluctuations; the ability or inability of the Company to obtain or
         hedge against foreign currencies, foreign exchange rates and
         fluctuations in those rates.

      .  Ability of the Company to retain its base of customers and to increase
         its market share.

      .  The ability of the Company to maintain satisfactory relationships with
         qualified and motivated sales personnel.

                                       11
<PAGE>

      .  Changes in economics of dentistry affecting dental practice growth and
         the demand for dental products, including the ability and willingness
         of dentists to invest in high-technology diagnostic and therapeutic
         products.

      .  The Company's ability to meet increased competition from national,
         regional and local full-service distributors and mail-order
         distributors of dental products, while maintaining current or improved
         profit margins.

      .  Continued ability of the Company to maintain satisfactory relationships
         with key vendors and the ability of the Company to create relationships
         with additional manufacturers of quality, innovative products.

      .  The ability of the Company and its suppliers to upgrade their computer
         systems to adequately address the Year 2000 issue.

      .   Future operating results of the Company's printed office products
          group depends upon its ability to attract and retain customers by
          offering quick response time and innovative products that meet
          industry reporting standards. Cost of paper stock represents over half
          the cost of its paper and printed products, future operating results
          may be subject to fluctuations in paper prices. The introduction of
          computer-based technologies into the management of health care
          practices may affect future demand for printed products.


                          PART II OTHER INFORMATION

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

       (a)  Item 27 Financial Data Schedule.

       (b)  Reports on Form 8-K.

              On July 2, 1999 the Company filed a report on Form 8-K relating to
              the resignation of Ronald E. Ezerski and the election of R.
              Stephen Armstrong as Executive Vice President, Treasurer and Chief
              Financial Officer of the Company effective July 31, 1999.

All other items under Part II have been omitted because they are inapplicable or
the answers are negative, or, in the case of legal proceedings, were previously
reported in the annual report on Form 10-K filed July 19, 1999.

                                       12
<PAGE>

                                   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.


                                    PATTERSON DENTAL COMPANY
                                    (Registrant)

Dated:  September 13, 1999.

                                By: /s/  R. Stephen Armstrong
                                    ----------------------------
                                    R. Stephen Armstrong
                                    Executive Vice President, Treasurer and
                                    Chief
                                     Financial Officer
                                    (Principal Financial and Accounting Officer)

                                       13
[{"type": "10-Q", "sequence": "1", "description": "FORM 10-Q", "secsgml_size_bytes": 36384}]
{"company-data": {"conformed-name": "PATTERSON DENTAL CO", "cik": "0000891024", "assigned-sic": "5047", "irs-number": "410886515", "state-of-incorporation": "MN", "fiscal-year-end": "0427"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "000-20572", "film-number": "99710365"}, "business-address": {"street1": "1031 MENDOTA HEIGHTS RD", "city": "ST PAUL", "state": "MN", "zip": "55120-1419", "phone": "6126861600"}, "mail-address": {"street1": "1100 EAST 80TH ST", "city": "MINNEAPOLIS", "state": "MN", "zip": "55450"}}
FORM   10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

              X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
           ------
                      THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly
                      Period ended July 31, 1999.

           ______     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934.

                          Commission File No. 0-20572

                            PATTERSON DENTAL COMPANY
                            ------------------------
             (Exact Name of Registrant as Specified in its Charter)

                  Minnesota                         41-0886515
                  ---------                         ----------
           (State of Incorporation)     (IRS Employer Identification No.)

              1031 Mendota Heights Road, St. Paul, Minnesota 55120
              ----------------------------------------------------
                    (Address of Principal Executive Offices)
                                   (Zip Code)

                                 (651) 686-1600
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

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 at least the past 90 days.

                X      Yes              _________   No
            --------

Patterson Dental Company has outstanding 33,678,333 shares of common stock as of
September 8, 1999.

                                  Page 1 of 13
PATTERSON DENTAL COMPANY

                                     INDEX
Page
                                                                           ----
PART I - FINANCIAL INFORMATION

   Item 1 - Financial Statements                                            3-7

            Condensed Consolidated Balance Sheets as of
            July 31, 1999 and April 24, 1999                                  3

            Condensed Consolidated Statements of Income for the three
            months ended July 31, 1999 and July 25, 1999                      4

            Condensed Consolidated Statements of Cash Flows for the three
            months ended July 31, 1999 and July 25, 1999                      5

            Notes to Condensed Consolidated Financial
            Statements                                                      6-7

   Item 2 - Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                      8-12

PART II - OTHER INFORMATION

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

   Signatures                                                                13
Safe Harbor Statement Under The Private Securities Litigation Reform Act Of
---------------------------------------------------------------------------
1995:
----

   This Form 10-Q for the period ended July 31, 1999 contains certain forward-
looking statements as defined in the Private Securities Litigation Reform Act of
1995, which may be identified by the use of forward-looking terminology such as
"may", "will", "expect", "anticipate", "estimate", "believe", "goal", or
"continue", or comparable terminology that involves risks and uncertainties and
that are qualified in their entirety by cautionary language set forth in the
Company's Form 10-K report filed July 19, 1999, and other documents filed with
the Securities and Exchange Commission. See also pages 11-12 of this Form 10-Q.

                                       2
PART I  FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                     ASSETS
July 31,      April 24,
                                                        1999           1999
                                                     ---------      ---------
                                                    (unaudited)
Current assets:
Cash and cash equivalents.......................   $ 73,182        $ 78,746
   Short-term investments..........................      9,711               -
   Receivables, net................................    105,920         112,521
   Inventory.......................................    101,640          91,722
   Prepaid expenses and other current assets.......      4,869           3,655
                                                      --------        --------
       Total current assets........................    295,322         286,644
Property and equipment, net........................     38,574          37,018
Intangibles, net...................................     46,318          46,867
Other..............................................      2,378           2,721
                                                      --------        --------
       Total assets................................   $382,592        $373,250
                                                      ========        ========
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable................................   $ 63,760        $ 67,213
   Accrued payroll expense.........................      7,114          14,342
   Other accrued expenses..........................     14,845          16,556
   Income taxes payable............................      7,892             166
   Current maturities of long-term debt............        445             415
                                                      --------        --------
       Total current liabilities...................     94,056          98,692
Long-term debt.....................................      1,523           1,682
Deferred taxes.....................................      1,650           1,650
                                                      --------        --------
       Total liabilities...........................     97,229         102,024

Deferred credits...................................      5,806           6,027

Stockholders' equity:
   Preferred stock.................................        ---             ---
   Common stock....................................        336             336
   Additional paid-in capital......................     67,113          66,992
   Retained earnings...............................    228,249         213,761
   Accumulated other comprehensive loss............     (2,473)         (2,222)
   Note receivable from ESOP.......................    (13,668)        (13,668)
                                                      --------        --------
       Total stockholders' equity..................    279,557         265,199
                                                      --------        --------
       Total liabilities and stockholders' equity..   $382,592        $373,250
                                                      ========        ========
See accompanying notes.

                                       3
PATTERSON DENTAL COMPANY
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                    (In thousands except per share amounts)
                                  (Unaudited)
Three Months Ended
                                                  -------------------
                                                July 31,      July 25,
                                                  1999          1998
                                                 ------        ------
                                               (14 Weeks)    (13 Weeks)
Net sales.....................................    $254,599     $200,073

Cost of sales.................................     161,068      126,482
                                                  --------     --------

Gross profit..................................      93,531       73,591

Operating expenses............................      71,388       57,348
                                                  --------     --------

Operating income..............................      22,143       16,243

Other income and expense:
  Amortization of deferred credits............         221          222
  Finance income, net.........................         891          404
  Interest expense............................         (46)        (140)
  Loss on currency exchange...................         (59)         (66)
                                                  --------     --------

Income before income taxes....................      23,150       16,663

Income taxes..................................       8,661        6,434
                                                  --------     --------

Net income....................................    $ 14,489     $ 10,229
                                                  ========     ========

Earnings per share - basic and diluted........       $0.43        $0.31
                                                  ========     ========

Weighted average and dilutive potential
common shares.................................      33,747       33,387
                                                  ========     ========
See accompanying notes.

                                       4
PATTERSON DENTAL COMPANY
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                  (Unaudited)
Three Months Ended
                                                            ----------------------
                                                             July 31,    July 25,
                                                               1999        1998
                                                            ----------  ----------
                                                            (14 weeks)  (13 weeks)
Operating activities:
   Net income.............................................   $ 14,489    $ 10,229
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
       Depreciation.......................................      1,752       1,483
       Amortization of deferrals..........................       (221)       (221)
       Amortization of goodwill...........................        738         669
       Bad debt expense...................................        305         246
       Change in assets and liabilities, net of acquired..     (8,766)    (10,312)
                                                             --------    --------
Net cash provided by operating activities.................      8,297       2,094

Investing activities:
   Proceeds from sale of facilities.......................        ---       2,250
   Additions to property and equipment, net...............     (3,347)     (1,566)
   Acquisitions, net......................................       (750)        ---
   Purchase of investments................................     (9,711)        ---
                                                             --------    --------
Net cash (used in) provided by investing activities.......    (13,808)        684

Financing activities:
   Increase in bank indebtedness..........................        ---       1,471
   Payments and retirement of long-term debt and
     obligations under capital leases.....................       (146)     (2,161)
   Common stock issued, net...............................        121         434
                                                             --------    --------
Net cash used by financing activities.....................        (25)       (256)

Effect of exchange rate changes on cash...................        (28)          2
                                                             --------    --------

Net (decrease) increase in cash and cash equivalents......     (5,564)      2,524

Cash and cash equivalents at beginning of period..........     78,746      35,619
                                                             --------    --------

Cash and cash equivalents at end of period................   $ 73,182    $ 38,143
                                                             ========    ========
See accompanying notes.

                                       5
PATTERSON DENTAL COMPANY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                 July 31, 1999

1. In the opinion of management, the accompanying unaudited condensed
   consolidated financial statements contain all adjustments necessary to
   present fairly the financial position as of July 31, 1999, and the results of
   operations and the cash flows for the periods ended July 31, 1999, and July
   25, 1998. Such adjustments are of a normal recurring nature. The results of
   operations for the quarter ended July 31, 1999, and July 25, 1998, are not
   necessarily indicative of the results to be expected for the full year. The
   balance sheet at April 24, 1999, is derived from the audited balance sheet as
   of that date. These financial statements should be read in conjunction with
   the financial statements included in the 1999 Annual Report on Form 10-K
   filed on July 19, 1999.

2. The fiscal year end of the Company is the last Saturday in April. The first
   quarter of fiscal year 2000 includes 14 weeks, while the first quarter of
   fiscal 1999 ended July 25, 1998 includes 13 weeks.

3. Cash equivalents consist of investments in money market funds, highly rated
   commercial paper and government securities. The maturities of these
   securities at the time of purchase is 90 days or less. Short-term investments
   consist of highly rated commercial paper and government securities with
   maturities longer than 90 days at the date of purchase. All cash equivalents
   and short-term investments are classified as available for sale and cost
   approximates market value.

4. In 1999, the Company adopted SFAS No. 130, Reporting Comprehensive Income.
   SFAS 130 establishes new rules for the reporting and display of comprehensive
   income and its components. SFAS 130 requires foreign currency translation
   adjustments, which prior to adoption were reported separately in
   shareholders' investment, to be included in other comprehensive income. The
   adoption of SFAS 130 resulted in revised and additional disclosures but had
   no impact on the Company's consolidated financial position, results of
   operations or liquidity.

5. On July 27, 1998, the Company acquired the assets of Dentaplex, Inc. This
   acquisition was accounted for as a purchase and, accordingly, the net assets
   and operating results are included in the Company's financial statements from
   the date of acquisition. The results of operations of Dentaplex, Inc. were
   not material to the financial statements on a pro forma basis.

6. On February 5, 1999, the Company acquired Professional Business Systems, Inc.
   in exchange for 214,317 shares of common stock. The acquisition was accounted
   for as a pooling-of-interests and was not material to the financial
   statements on a pro forma basis. The financial statements do not reflect the
   financial position and results of the operations prior to the date of
   acquisition based on materiality.

7. On June 26, 1999, the Company acquired Barr Dental Supply, Inc. This
   acquisition was accounted for as a purchase and, accordingly, the net assets
   and operating results are included in the Company's financial statements from
   the date of acquisition. The results of operations of Barr Dental Supply,
   Inc. are not material to the financial statements on a pro forma basis.

                                       6
8. The following table sets forth the denominator for the computation of basic
   and diluted earnings per share:
Three Months Ended
                                                  ------------------
                                                 July 31,     July 25,
                                                  1999          1998
                                                 -------      -------
Denominator:
Denominator for basic earnings per
  share - weighted-average shares                33,655       33,291

 Effect of dilutive securities:
  Director Stock Option Plan                         52           57
  Employee Stock Purchase Plan                        5            5
  Capital Accumulation Plan                          35           34
                                                 -------      -------

 Dilutive potential common shares                    92           96
                                                 -------      -------

 Denominator for diluted earnings per
  share - adjusted weighted-average
  shares and assumed conversions                 33,747       33,387
                                                 =======      =======
7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, the percentage of net
sales represented by certain operational data.
Three Months Ended
                                     -------------------
                                   July 31,    July 25,
                                     1999        1998
                                   -------     -------
Net sales...................         100.0%     100.0%
Cost of sales...............          63.3%      63.2%
                                   -------     ------

Gross profit................          36.7%      36.8%
Operating expenses..........          28.0%      28.7%
                                   -------     ------

Operating income............           8.7%       8.1%
Other income, net...........           0.4%       0.2%
                                   -------     ------

Income before income taxes..           9.1%       8.3%
Income taxes................           3.4%       3.2%
                                   -------     ------

Net income..................           5.7%       5.1%
                                   =======     ======
QUARTER ENDED JULY 31, 1999 COMPARED TO QUARTER ENDED JULY 25, 1998.

          Net Sales. Net sales increased 27.3% to $ 255.0 million for the three
     months ended July 31, 1999 ("Current Quarter") from $ 200.1 million for the
     three months ended July 25, 1998 ("Prior Quarter"). The Current Quarter
     includes 14 weeks versus 13 weeks in the Prior Quarter. Excluding the
     impact of the additional week, sales increased approximately 18.2%. Sales
     references in parentheses exclude the additional week. Sales of dental
     products increased 25.5%(16.6%) due to contributions from an expanded
     dental sales force which increased 11.0% and an increase in number and
     volume of purchases by customers. Sales of sundries increased 27.3%(17.6%)
     due primarily to the increased number of customers. Equipment sales
     increased 28.0%(19.9%) on strong demand across the line. Sales of printed
     office products through Colwell Systems were up 40.1%. Excluding the impact
     of an acquisition (Professional Business Systems) and the additional week
     sales increased 5.4%. An expanded product offering and the marketing
     efforts of the dental sales force were the major factors contributing to
     the increase. EagleSoft software sales increased 93.1%(75.0%) reflecting
     strong demand for computerized practice management software and support
     services.

          Gross Profit. Gross margin was 36.7% for the Current Quarter versus
     36.8% for the Prior Quarter. Gross profit increased 27.1% to $93.5 million
     for the Current Quarter from $73.6 million for the Prior Quarter. The
     majority of the increase in gross profit was due to increased sales volume
     and the additional week of sales in the Current Quarter.

                                       8
Operating Expenses.  Operating expenses increased 24.5% to $71.4
     million for the Current Quarter from $57.3 million for the Prior Quarter.
     The increase in operating expenses was principally related to increased
     variable costs related to the higher sales volume.  Operating expenses as a
     percent of sales decreased to 28.0% for the Current Quarter from 28.7% in
     the Prior Quarter due primarily to improved operating leverage across all
     product groups.

          Operating Income. Operating income increased 36.3% to $22.1 million
     for the Current Quarter from $16.2 million for the Prior Quarter. Operating
     income as a percent of net sales increased to 8.7% from 8.1%, due to
     improved operating leverage and the resulting reduction of operating
     expenses in relation to sales.

          Other Income. Other income, net of expenses, was $1.0 million for the
     Current Quarter compared to $0.4 million for the Prior Quarter. The
     increase was due to the higher average balance of investable cash.

          Income Taxes.  The effective income tax rate decreased to 37.4% for
     the Current Quarter from 38.6% for the Prior Quarter.  The decrease in rate
     was caused by the profit and utilization of tax-loss carryforwards in
     Canada versus a loss in that country in the Prior Quarter.  No tax benefit
     was recorded for the loss in the Prior Quarter.

          Net Income was $14.5 million, up $4.3 million or 41.6% from $10.2
     million reported in the first quarter of last year due to the factors
     discussed above.

          Earnings per Share were 43 cents which represents an 12 cent or 40.2%
     increase over the same quarter a year ago.

LIQUIDITY AND CAPITAL RESOURCES

     Available liquid resources at July 31, 1999 consisted of  $82.9 million in
     cash and short-term investments and $10.8 million available under existing
     bank lines.  Inventory increased $ 9.9 million from the beginning of the
     fiscal year, however, increased volumes resulted in an increase in
     inventory turns from 6.0 to 6.2 turns at July 31, 1999.  Accounts
     receivable decreased $6.6 million to $105.9 million from $112.5 million at
     the end of fiscal 1999 and days sales outstanding declined to 40 days
     versus 43 at year end.  The Company believes that cash and short-term
     investments and the remainder of its credit lines are sufficient to meet
     any existing and presently anticipated cash needs.  In addition, because of
     its low debt to equity ratio, the Company believes it has sufficient debt
     capacity to replace its existing revolver and provide the necessary funds
     to achieve its corporate objectives.

IMPACT OF YEAR 2000

     The Year 2000 issue is the result of the widespread use of computer
     programs which were written using two digits rather than four to define the
     applicable year in performing computations or decision-making functions.
     The Company has completed its assessment of its major information
     technology and technology reliant operating systems, including its internal
     accounting, general ledger, billing, inventory and accounts payable
     systems.  Necessary modifications or replacements of existing systems,
     including testing of these systems, have been substantially completed.  The
     Company

                                       9
anticipates that the remaining remediation and testing of these systems
     will be completed by September 30, 1999. The Company has also assessed the
     need for modifications or replacements of existing hardware, particularly
     personal computers, and has completed this assessment phase. The
     remediation and testing of existing hardware has been completed. As a
     result, the Company believes that substantially all critical business
     systems and hardware are Year 2000 compliant. The Company has been
     implementing the necessary modifications and replacements of its operating
     systems in the ordinary course of its business over the last four years and
     believes the incremental costs to complete this program were less than
     $200,000. Over the past four years the Company has invested approximately
     $500,000 in new systems.

     The Company is also dependent on its vendors to supply the products it
     sells and on service providers, including transportation providers and
     utilities.  The Company has sought assurances from its significant
     suppliers of products and services to determine the impact on the Company
     if such suppliers fail to convert their computer systems.  While many of
     the Company's significant suppliers have assured the Company that their
     systems are currently Year 2000 compliant, or will be made Year 2000
     compliant prior to December 31, 1999, the Company has not yet received such
     assurances from a sufficient number of its product suppliers to enable the
     Company to complete its assessment of the impact on the Company if a
     substantial number of significant suppliers fail to convert their systems.

     The Year 2000 efforts of third parties are ultimately beyond the Company's
     control. The risk to the Company if significant product vendors fail to
     convert their computer systems and, as a result, are unable to ship
     products to the Company in a timely manner after the year 2000 is that the
     Company may not be able to offer such products to its customers and will be
     able to offer only replacement products, if available. The Company
     generally has more than one source of supply for almost all categories of
     products it sells. The risks to the Company if significant service
     providers fail to timely convert their computer systems may include, in the
     case of vital utility services, the inability of a branch office or
     distribution center to operate. In such an event, the Company does have the
     ability to shift its distribution and branch office operations to other
     distribution centers and branches within its system. However,
     notwithstanding the Company's efforts to substitute products or shift
     distribution or branch operations, the inability of significant suppliers
     of products and services to complete their Year 2000 resolution process in
     a timely fashion could materially adversely affect the Company. The amount
     of lost revenue and the impact on the Company can not be reasonably
     estimated at this time.

     The Company currently has no contingency plans in place in the event all
     phases of the Year 2000 program are not completed or significant suppliers
     of products and services fail to complete their Year 2000 resolution
     process. The Company is in the process of evaluating whether such a plan is
     necessary.

     The Company believes it has an effective program in place to resolve the
     Year 2000 issue in a timely manner. As noted above, the failure of
     significant suppliers of products and services to the Company to resolve
     their own Year 2000 issues could materially adversely affect the Company.
     In addition, disruptions in the economy generally as a result of Year 2000
     issues also could materially adversely affect the Company.

     The foregoing discussion regarding Year 2000, including the discussion of
     the timing and effectiveness of the Company's Year 2000 remediation
     efforts, contains forward-looking statements which are based on
     management's best estimates derived using assumptions and information
     considered reasonable. These forward-looking statements involve inherent
     risks and uncertainties,

                                       10
and actual results could differ materially from those contemplated by such
     statements. Factors that might cause material differences include, but are
     not limited to, the Company's ability to locate and correct all relevant
     Year 2000 computer code and the ability of significant suppliers of
     products and services to effectively address the Year 2000 issue. Such
     material differences could result in business disruption, operational
     problems, and similar risks.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     Certain information of a non-historical nature contain forward-looking
     statements. Words such as "believes," "expects," "plans," "estimates" and
     variations of such words are intended to identify such forward-looking
     statements. The statements are not guaranties of future performance and are
     subject to certain risks, uncertainties or assumptions that are difficult
     to predict: therefore, the Company cautions shareholders and prospective
     investors that the following important factors, among others, could in the
     future affect the Company's actual operating results which could differ
     materially from those expressed in any forward-looking statements. The
     statements under this caption are intended to serve as cautionary
     statements within the meaning of the Private Securities Litigation Reform
     Act of 1995. The following information is not intended to limit in any way
     the characterization of other statements or information under other
     captions as cautionary statements for such purpose. The order in which such
     factors appear below should not be construed to indicate their relative
     importance or priority.

      .  Reduced growth in expenditures for dental services by private dental
         insurance plans.

      .  Accuracy of the Company's assumptions concerning future per capita
         expenditures for dental services, including assumptions as to
         population growth and the demand for preventive dental services such as
         periodontic, endodontic and orthodontic procedures.

      .  The rate of growth in demand for infection control products currently
         used for prevention of the spread of communicable diseases such as
         AIDS, hepatitis and herpes.

      .  The effects of health care reform, increasing emphasis on controlling
         health care costs and legislation or regulation of health care pricing,
         all of which may affect the ability of dentists to obtain reimbursement
         for use of new and state-of-the-art procedures and technologies.

      .  The amount and growth of the Company's selling, general and
         administrative expenses.

      .  The effects of, and changes in, U.S. and world social and economic
         conditions, monetary and fiscal conditions, laws and regulations, other
         activities of governments, agencies and similar organizations, trade
         policies and taxes, import and other charges, inflation and monetary
         fluctuations; the ability or inability of the Company to obtain or
         hedge against foreign currencies, foreign exchange rates and
         fluctuations in those rates.

      .  Ability of the Company to retain its base of customers and to increase
         its market share.

      .  The ability of the Company to maintain satisfactory relationships with
         qualified and motivated sales personnel.

                                       11
.  Changes in economics of dentistry affecting dental practice growth and
         the demand for dental products, including the ability and willingness
         of dentists to invest in high-technology diagnostic and therapeutic
         products.

      .  The Company's ability to meet increased competition from national,
         regional and local full-service distributors and mail-order
         distributors of dental products, while maintaining current or improved
         profit margins.

      .  Continued ability of the Company to maintain satisfactory relationships
         with key vendors and the ability of the Company to create relationships
         with additional manufacturers of quality, innovative products.

      .  The ability of the Company and its suppliers to upgrade their computer
         systems to adequately address the Year 2000 issue.

      .   Future operating results of the Company's printed office products
          group depends upon its ability to attract and retain customers by
          offering quick response time and innovative products that meet
          industry reporting standards. Cost of paper stock represents over half
          the cost of its paper and printed products, future operating results
          may be subject to fluctuations in paper prices. The introduction of
          computer-based technologies into the management of health care
          practices may affect future demand for printed products.

                          PART II OTHER INFORMATION

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

       (a)  Item 27 Financial Data Schedule.

       (b)  Reports on Form 8-K.

              On July 2, 1999 the Company filed a report on Form 8-K relating to
              the resignation of Ronald E. Ezerski and the election of R.
              Stephen Armstrong as Executive Vice President, Treasurer and Chief
              Financial Officer of the Company effective July 31, 1999.

All other items under Part II have been omitted because they are inapplicable or
the answers are negative, or, in the case of legal proceedings, were previously
reported in the annual report on Form 10-K filed July 19, 1999.

                                       12
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.

                                    PATTERSON DENTAL COMPANY
                                    (Registrant)

Dated:  September 13, 1999.

                                By: /s/  R. Stephen Armstrong
                                    ----------------------------
                                    R. Stephen Armstrong
                                    Executive Vice President, Treasurer and
                                    Chief
                                     Financial Officer
                                    (Principal Financial and Accounting Officer)

                                       13