<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 October 25, 
          1997.

          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)

                                 (612) 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 22,051,446 shares of common stock as of
December 3, 1997.



                                  Page 1 of 13
<PAGE>
 
                            PATTERSON DENTAL COMPANY
                                        
                                     INDEX


                                                                           Page
                                                                           ----

PART I - FINANCIAL INFORMATION
 
  Item 1 - Financial Statements                                             3-7
 
         Condensed Consolidated Balance Sheets as of
         October 25, 1997 and April 26, 1997                                 3
 
         Condensed Consolidated Statements of Income for the three months
         and six months ended October 25, 1997 and October 26, 1996          4
 
         Condensed Consolidated Statements of Cash Flows for the six
         months ended October 25, 1997 and October 26, 1996                  5
 
         Notes to Condensed Consolidated Financial
         Statements                                                         6-7
 
  Item 2 - Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                        8-11
 
 
PART II - OTHER INFORMATION
 
  Item 4 - Submission of Matters to a Vote of Security Holders               12
 
  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 October 25, 1997 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 25, 1997, and
other documents filed with the Securities and Exchange Commission.

                                       2
<PAGE>
 
                         PART I  FINANCIAL INFORMATION
                                        
                            PATTERSON DENTAL COMPANY
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                     ASSETS

                                                October 25,   April 26,
                                                   1997         1997
                                                -----------   ----------
                                                (unaudited)   (restated)
Current assets:
   Cash and cash equivalents................     $ 21,220      $  9,095
   Receivables, net.........................       94,175        95,132
   Inventory................................       69,435        65,486
   Prepaid expenses.........................        2,743         2,927
   Deferred taxes...........................        1,289         1,178
                                                 --------      --------
       Total current assets.................      188,862       173,818
Property and equipment, net.................       36,128        35,563
Intangibles ................................       42,688        43,813
Other ......................................        2,454         2,117
                                                 --------      --------
       Total assets.........................     $270,132      $255,311
                                                 ========      ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable.........................     $ 47,497      $ 48,472
   Accrued payroll expense..................       10,261        12,281
   Other accrued expenses...................        9,682         9,268
   Income taxes payable.....................        3,092         1,677
   Bank indebtedness........................        3,535         3,927
   Current maturities of long-term debt.....          182         1,300
                                                 --------      --------
       Total current liabilities............       74,249        76,925
Long-term debt..............................        3,810         5,565
Deferred taxes..............................        1,362         1,362
                                                 --------      --------
       Total liabilities....................       79,421        83,852

Deferred credits............................        7,355         7,797

Stockholders' equity:
   Preferred stock..........................          ---           ---
   Common stock.............................          221           219
   Additional paid in capital...............       58,512        56,168
   Cumulative translation adjustment........         (869)         (899)
   Retained earnings........................      140,561       123,243
   Note receivable from ESOP................      (15,069)      (15,069)
                                                 --------      --------
       Total stockholders' equity...........      183,356       163,662
                                                 --------      --------
       Total liabilities and stockholders'
        equity..............................     $270,132      $255,311
                                                 ========      ========

                            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      Six Months Ended
                                                             ---------------------  ---------------------
                                                             Oct. 25,     Oct. 26,   Oct. 25,    Oct. 26,
                                                               1997         1996       1997        1996
                                                             --------     --------   --------    --------
                                                                         (restated)             (restated)
<S>                                                          <C>          <C>       <C>         <C>
 
Net sales........................................            $191,635     $169,013   $371,623    $318,312
 
Cost of sales....................................             120,887      109,127    235,009     205,652
                                                             --------     --------   --------    --------
 
Gross profit.....................................              70,748       59,886    136,614     112,660
 
Operating expenses...............................              55,059       47,487    107,592      90,917
                                                             --------     --------   --------    --------
 
Operating income.................................              15,689       12,399     29,022      21,743
 
Other income and expense:
    Amortization of deferred credits.............                 222          221        442         442
    Finance income, net..........................                 263          442        452         986
    Interest expense.............................                (222)        (280)      (417)       (507)
    Profit (loss) on currency exchange...........                 (12)           5        (21)         (4)
                                                             --------     --------   --------    --------
 
Income before income taxes.......................              15,940       12,787     29,478      22,660
 
Income taxes.....................................               5,877        4,695     11,075       8,250
                                                             --------     --------   --------    --------
 
Net income.......................................            $ 10,063     $  8,092   $ 18,403    $ 14,410
                                                             ========     ========   ========    ========
 
Earnings per common and common equivalent share..               $0.46     $   0.37      $0.84       $0.66
                                                             ========     ========   ========    ========
 
Weighted average common and common equivalent
    shares outstanding...........................              22,115       21,782     22,033      21,738
                                                             ========     ========   ========    ========
</TABLE> 
 
                            See accompanying notes.

                                       4
<PAGE>
 
                            PATTERSON DENTAL COMPANY
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                              Six Months Ended
                                                            ---------------------
                                                            Oct. 25,    Oct. 26,
                                                              1997        1996
                                                            ---------  ----------
                                                                       (restated)
<S>                                                         <C>        <C>
Operating activities:
   Net income.............................................   $18,403    $ 14,410
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
       Depreciation.......................................     2,727       2,151
       Amortization of deferrals..........................      (442)       (442)
       Amortization of goodwill...........................     1,173         342
       Bad debt expense...................................       440         283
       Change in assets and liabilities, net of acquired..    (4,279)     (5,048)
                                                             -------    --------
Net cash provided by operating activities.................    18,022      11,696
 
Investing activities:
   Additions to property and equipment, net...............    (3,187)     (2,218)
   Acquisitions...........................................       ---     (56,478)
   Cash received from acquisitions........................        69         204
   Other..................................................       (56)         (7)
                                                             -------    --------
 Net cash used in investing activities....................    (3,174)    (58,499)
 
Financing activities:
   (Decrease) increase in bank indebtedness...............      (359)      3,217
   Payments and retirement of long-term debt and
     obligations under capital leases.....................    (2,998)       (176)
   Common stock issued, net...............................       634         513
                                                             -------    --------
   Net cash provided by financing activities..............    (2,723)      3,554
 
Effect of exchange rate changes on cash...................       ---           6
                                                             -------    --------
 
Net increase (decrease) in cash and cash equivalents......    12,125     (43,243)
 
Cash and cash equivalents at beginning of period..........     9,095      46,056
                                                             -------    --------
 
Cash and cash equivalents at end of period................   $21,220    $  2,813
                                                             =======    ========
</TABLE>
                            See accompanying notes.

                                       5
<PAGE>
 
                            PATTERSON DENTAL COMPANY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                October 25, 1997


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 October 25, 1997, and the results of
operations and the cash flows for the periods ended October 25, 1997, and
October 26, 1996.  Such adjustments are of a normal recurring nature.  The
results of operations for the quarter and six months ended October 25, 1997, and
October 26, 1996, are not necessarily indicative of the results to be expected
for the full year.  The balance sheet at April 26, 1997, 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 1997 Annual
Report on Form 10-K filed on July 25, 1997, and the supplemental consolidated
financial statements included in the Current Report on Form 8-K filed November
26, 1997.  The accompanying financial statements and Management's Discussion and
Analysis give retroactive effect to the acquisition of Canadian Dental Supply
Ltd. ("CDS") and include CDS for all periods presented.  See Note 4. below.


2.  The fiscal year end of the Company is the last Saturday in April.  The
second quarter and six months of fiscal year 1998 and 1997 represent the 13
weeks and the twenty-six weeks ended October 25, 1997 and October 26, 1996,
respectively.


3.  On October 1, 1996 the Company purchased the Colwell division of Deluxe
Corporation ("Colwell") for an aggregate purchase price of $61.0 million.  The
acquisition was accounted for as a purchase and, accordingly, the net assets and
results of operations are included in the accompanying financial statements
since the date of acquisition.  The following unaudited pro forma summary
presents the consolidated results of operations as if the acquisition had
occurred at the beginning of the periods presented.  The pro forma information
does not purport to be indicative of the results of operations that would have
occurred had the acquisition been made as of those dates or future results.


                          Six Months Ended
                          ----------------
                          October 26, 1996
                          ----------------
                             (restated)
 
Net sales...............      $342,077
Net income..............        15,680
Earnings per share......      $   0.72
 

                                       6
<PAGE>
 
On July 18, 1997 the Company acquired EagleSoft Incorporated in a transaction
accounted for as a pooling of interests.  The acquisition was not material to
the financial statements.

4.  Effective August 26, 1997, the Company acquired Canadian Dental Supply Ltd.
("CDS") a Vancouver, British Columbia based distributor of dental supplies and
equipment.  Each share of CDS's outstanding common stock was converted into the
right to receive 4.216 shares of Company common stock.  The Company issued
112,432 shares of its common stock to acquire CDS.  The transaction was
accounted for as a pooling of interests.  The accompanying financial statements
and Management's Discussion and Analysis give retroactive effect to the
acquisition and include CDS for all periods presented.

    Separate results of operations for the periods prior to the merger with CDS
are as follows:
 
                                    Three Months Ended   Six Months Ended   
                                    ------------------   ----------------
                                    July 26,  July 27,       Oct. 26,
                                      1997      1996           1996
                                    --------  --------      ---------  
 Net Sales                     
 ---------                     
    Patterson Dental Company        $173,311  $142,193      $304,071
    CDS                                6,677     7,106        14,241
                                    --------  --------      --------  
      Total Combined                $179,988  $149,299      $318,312
                                    ========  ========      ========
                               
  Net Income                   
  ----------                   
    Patterson Dental Company        $  8,263  $  6,232      $ 14,063
    CDS                                   77        86           347
                                    --------  --------      --------
      Total Combined                $  8,340  $  6,318      $ 14,410
                                    ========  ========      ========
 
5.   In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards Number 131 (SFAS 131) "Disclosures about Segments
of an Enterprise and Related Information."  This statement, which is required to
be adopted for financial statements issued for periods beginning after December
15, 1997, establishes standards for the way that public business enterprises
report information about operating segments in financial reports issued to
shareholders.  The Company has not yet determined the financial statement
disclosure impact of SFAS 131.

                                       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          Six Months Ended
                                   ---------------------     ----------------------
                                     Oct. 25,   Oct. 26,      Oct. 25,     Oct. 26,
                                       1997      1996           1997         1996
                                   ---------   ---------     ---------    ---------
                                               (restated)                 (restated)
<S>                                 <C>         <C>           <C>          <C>
 
Net sales......................       100.0%      100.0%       100.0%        100.0%
Cost of sales..................        63.1%       64.6%        63.2%         64.6%
                                      -----       -----        -----         -----
 
Gross profit...................        36.9%       35.4%        36.8%         35.4%
Operating expenses.............        28.7%       28.1%        29.0%         28.6%
                                      -----       -----        -----         -----
 
Operating income...............        8.2%        7.3%          7.8%          6.8%
Other income and expense, net..        0.1%        0.3%          0.1%          0.3%
                                     -----       -----         -----         -----
 
Income before income taxes.....        8.3%        7.6%          7.9%          7.1%
Income taxes...................        3.0%        2.8%          2.9%          2.6%
                                     -----       -----         -----         -----
 
Net income.....................        5.3%        4.8%          5.0%          4.5%
                                     =====       =====         =====         =====
 
</TABLE>

QUARTER ENDED OCTOBER 25, 1997 COMPARED TO QUARTER ENDED OCTOBER 26, 1996.

          NET SALES. Net sales increased 13.4% to $191.6 million for the three
     months ended October 25, 1997 ("Current Quarter") from $169.0 million for
     the three months ended October 26, 1996 ("Prior Quarter"). There were
     thirteen weeks of Colwell sales in the Current Quarter versus four weeks of
     Colwell sales in the Prior Quarter. Sales grew $22.6 million, with Colwell
     contributing $9.1 million of the increase. Excluding Colwell, sales were up
     $13.5 million or 8.2% due primarily to strong demand for consumable
     products and price increases.

          GROSS PROFIT.  Gross profit margin increased to 36.9% for the Current
     Quarter from 35.4% for the Prior Quarter.  The 150 basis point gross margin
     increase is due to a combination of higher margins from U.S. Dental
     operations, Colwell and Eaglesoft.  Gross profit increased 18.1% to $70.7
     million for the Current Quarter from $59.9 million for the Prior Quarter.
     The majority of the increase in gross profit was due to increased sales.

                                       8
<PAGE>
 
          OPERATING EXPENSES.  Operating expenses increased 15.9% to $55.1
     million for the Current Quarter from $47.5 million for the Prior Quarter.
     The increase in operating expenses was principally related to the higher
     sales volume.  Operating expenses as a percent of sales increased from
     28.1% to 28.7% due primarily to the impact of Eaglesoft, which carries a
     much higher operating expense ratio as a percent of sales than the rest of
     the business, and increased health care costs.

          OPERATING INCOME.  Operating income increased 26.5% to $15.7 million
     for the Current Quarter from $12.4 million for the Prior Quarter.
     Operating income as a percent of net sales increased from 7.3% to 8.2%, due
     to higher gross margins.

          FINANCE INCOME.  Finance income, net of expenses, was $263,000 for the
     Current Quarter compared to $442,000 for the Prior Quarter.  Finance income
     decreased $179,000 due to lower average short term investments of cash.

          INTEREST EXPENSE.  Interest expense decreased to $222,000 for the
     Current Quarter from $280,000 for the Prior Quarter.  This decrease is due
     mainly to lower borrowings under the revolving bank loan.

          INCOME TAXES.  The effective income tax rate increased slightly to
     36.9% for the Current Quarter from 36.7% for the Prior Quarter.


SIX MONTHS ENDED OCTOBER 25, 1997 COMPARED TO SIX MONTHS ENDED OCTOBER 26, 1996.

          NET SALES. Net sales increased 16.7% to $371.6 million for the six
     months ended October 25, 1997 ("Current Period") from $318.3 million for
     the six months ended October 26, 1996 ("Prior Period"). There were twenty
     six weeks of Colwell sales in the Current Period versus four weeks in the
     Prior Period. Sales increased $53.3 million with Colwell contributing
     $22.6 million of the increase. Excluding Colwell, sales were up $30.8
     million or 9.8% due primarily to increased unit sales and price
     increases.

          GROSS PROFIT. Gross profit margin increased to 36.8% for the Current
     Period from 35.4% for the Prior Period due to the higher margins from
     Colwell and U.S. operations.  Gross profit increased 21.3% to $136.6
     million for the Current Period from $112.7 million for the Prior Period.
     the increase in gross profit was due primarily to the increase in sales.

          OPERATING EXPENSES.  Operating expenses increased 18.3% to $107.6
     million for the Current Period from $90.9 million for the Prior Period.
     The majority of the increase in operating expenses was related to increased
     sales.  Operating expenses as a percent of sales have increased from 28.6%
     to 29.0% due to increased health care and advertising costs.

                                       9
<PAGE>
 
          OPERATING INCOME.  Operating income increased 33.5% to $29.0 million
     for the Current Period from $21.7 million for the Prior Period.  As a
     percent of net sales, operating income increased from 6.8% to 7.8%, due to
     higher gross margins.

          FINANCE INCOME.  Finance income, net of expenses, was $452,000 for the
     Current Period compared to $986,000 for the Prior Period.  Finance income
     decreased $534,000 due primarily to lower short term investment of cash.

          INTEREST EXPENSE.  Interest expense decreased to $417,000 for the
     Current Period from $507,000 for the Prior Period. This decrease is due
     mainly to a reduction in the use of the revolving bank loan.

          INCOME TAXES.  The effective income tax rate increased to 37.6% for
     the Current Period from 36.4% for the Prior Period due primarily to
     higher levels of tax free investment income in the Prior Period related
     to short term investments of excess cash balances.


LIQUIDITY AND CAPITAL RESOURCES

     Available liquid resources at October 25, 1997 consisted of $21.2 million
     in cash and cash equivalents and $28.3 million available under bank lines.
     The company believes that cash and cash equivalents and the remainder of
     its credit lines are sufficient to meet any other existing and presently
     anticipated 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 for potential
     acquisitions.


FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     The Company wishes to caution 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 made by the Company.  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.

                                       10
<PAGE>
 
     -    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.

     -    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 full-service distributors and mail-order distributors of
          dental products, while maintaining current or improved profit margins.

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

                                       11
<PAGE>
 
                           PART II  OTHER INFORMATION
                                        
Item 4.  Submission of Matters to a Vote of Security Holders

     a)    The Company's Annual Meeting of Shareholders was held on September 8,
           1997.

     c)(1) The shareholders voted for one director nominee, Burt E. Swanson,
           for a three year term. 19,634,818 shares were voted for Mr. Swanson
           and 212,833 shares withheld authority.  There were no abstentions and
           no broker non-votes.

      (2)  The shareholders voted to ratify the appointment of Ernst & Young LLP
           as independent auditors of the Company for the fiscal year ending
           April 25, 1998. The vote was 19,830,501 shares for, 3,786 against and
           13,364 abstentions. There were no broker non-votes.

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

     (a)  Item 27 Financial Data Schedule.

     (b)  Reports on Form 8-K.

          On September 5, 1997 the Company filed a report on Form 8-K relating
          to the acquisition on Canadian Dental Supply Ltd. and the issuance of
          stock in connection therewith.

          On November 26, 1997 the Company filed a report on Form 8-K to present
          restated financial statements and other financial information as a
          result of the August 26, 1997 acquisition of Canadian Dental Supply
          Ltd. accounted for as a pooling of interests, and to report the
          issuance of additional shares in connection with the acquisition.

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 25, 1997.

                                       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:  December 5, 1997.

                                By:  /s/    Ronald E. Ezerski
                                   --------------------------
                                    Ronald E. Ezerski
                                    Executive Vice President, Treasurer and
                                    Chief Financial Officer
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)

                                       13
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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 October 25, 
          1997.

          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)

                                 (612) 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 22,051,446 shares of common stock as of
December 3, 1997.

                                  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
         October 25, 1997 and April 26, 1997                                 3
 
         Condensed Consolidated Statements of Income for the three months
         and six months ended October 25, 1997 and October 26, 1996          4
 
         Condensed Consolidated Statements of Cash Flows for the six
         months ended October 25, 1997 and October 26, 1996                  5
 
         Notes to Condensed Consolidated Financial
         Statements                                                         6-7
 
  Item 2 - Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                        8-11
 
 
PART II - OTHER INFORMATION
 
  Item 4 - Submission of Matters to a Vote of Security Holders               12
 
  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 October 25, 1997 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 25, 1997, and
other documents filed with the Securities and Exchange Commission.

                                       2
PART I  FINANCIAL INFORMATION
                                        
                            PATTERSON DENTAL COMPANY
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                     ASSETS

                                                October 25,   April 26,
                                                   1997         1997
                                                -----------   ----------
                                                (unaudited)   (restated)
Current assets:
   Cash and cash equivalents................     $ 21,220      $  9,095
   Receivables, net.........................       94,175        95,132
   Inventory................................       69,435        65,486
   Prepaid expenses.........................        2,743         2,927
   Deferred taxes...........................        1,289         1,178
                                                 --------      --------
       Total current assets.................      188,862       173,818
Property and equipment, net.................       36,128        35,563
Intangibles ................................       42,688        43,813
Other ......................................        2,454         2,117
                                                 --------      --------
       Total assets.........................     $270,132      $255,311
                                                 ========      ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable.........................     $ 47,497      $ 48,472
   Accrued payroll expense..................       10,261        12,281
   Other accrued expenses...................        9,682         9,268
   Income taxes payable.....................        3,092         1,677
   Bank indebtedness........................        3,535         3,927
   Current maturities of long-term debt.....          182         1,300
                                                 --------      --------
       Total current liabilities............       74,249        76,925
Long-term debt..............................        3,810         5,565
Deferred taxes..............................        1,362         1,362
                                                 --------      --------
       Total liabilities....................       79,421        83,852

Deferred credits............................        7,355         7,797

Stockholders' equity:
   Preferred stock..........................          ---           ---
   Common stock.............................          221           219
   Additional paid in capital...............       58,512        56,168
   Cumulative translation adjustment........         (869)         (899)
   Retained earnings........................      140,561       123,243
   Note receivable from ESOP................      (15,069)      (15,069)
                                                 --------      --------
       Total stockholders' equity...........      183,356       163,662
                                                 --------      --------
       Total liabilities and stockholders'
        equity..............................     $270,132      $255,311
                                                 ========      ========

                            See accompanying notes.

                                       3
PATTERSON   DENTAL  COMPANY
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                    (In thousands except per share amounts)
                                  (Unaudited)
Three Months Ended      Six Months Ended
                                                             ---------------------  ---------------------
                                                             Oct. 25,     Oct. 26,   Oct. 25,    Oct. 26,
                                                               1997         1996       1997        1996
                                                             --------     --------   --------    --------
                                                                         (restated)             (restated)
Net sales........................................            $191,635     $169,013   $371,623    $318,312
 
Cost of sales....................................             120,887      109,127    235,009     205,652
                                                             --------     --------   --------    --------
 
Gross profit.....................................              70,748       59,886    136,614     112,660
 
Operating expenses...............................              55,059       47,487    107,592      90,917
                                                             --------     --------   --------    --------
 
Operating income.................................              15,689       12,399     29,022      21,743
 
Other income and expense:
    Amortization of deferred credits.............                 222          221        442         442
    Finance income, net..........................                 263          442        452         986
    Interest expense.............................                (222)        (280)      (417)       (507)
    Profit (loss) on currency exchange...........                 (12)           5        (21)         (4)
                                                             --------     --------   --------    --------
 
Income before income taxes.......................              15,940       12,787     29,478      22,660
 
Income taxes.....................................               5,877        4,695     11,075       8,250
                                                             --------     --------   --------    --------
 
Net income.......................................            $ 10,063     $  8,092   $ 18,403    $ 14,410
                                                             ========     ========   ========    ========
 
Earnings per common and common equivalent share..               $0.46     $   0.37      $0.84       $0.66
                                                             ========     ========   ========    ========
 
Weighted average common and common equivalent
    shares outstanding...........................              22,115       21,782     22,033      21,738
                                                             ========     ========   ========    ========
See accompanying notes.

                                       4
PATTERSON DENTAL COMPANY
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                  (Unaudited)
Six Months Ended
                                                            ---------------------
                                                            Oct. 25,    Oct. 26,
                                                              1997        1996
                                                            ---------  ----------
                                                                       (restated)
Operating activities:
   Net income.............................................   $18,403    $ 14,410
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
       Depreciation.......................................     2,727       2,151
       Amortization of deferrals..........................      (442)       (442)
       Amortization of goodwill...........................     1,173         342
       Bad debt expense...................................       440         283
       Change in assets and liabilities, net of acquired..    (4,279)     (5,048)
                                                             -------    --------
Net cash provided by operating activities.................    18,022      11,696
 
Investing activities:
   Additions to property and equipment, net...............    (3,187)     (2,218)
   Acquisitions...........................................       ---     (56,478)
   Cash received from acquisitions........................        69         204
   Other..................................................       (56)         (7)
                                                             -------    --------
 Net cash used in investing activities....................    (3,174)    (58,499)
 
Financing activities:
   (Decrease) increase in bank indebtedness...............      (359)      3,217
   Payments and retirement of long-term debt and
     obligations under capital leases.....................    (2,998)       (176)
   Common stock issued, net...............................       634         513
                                                             -------    --------
   Net cash provided by financing activities..............    (2,723)      3,554
 
Effect of exchange rate changes on cash...................       ---           6
                                                             -------    --------
 
Net increase (decrease) in cash and cash equivalents......    12,125     (43,243)
 
Cash and cash equivalents at beginning of period..........     9,095      46,056
                                                             -------    --------
 
Cash and cash equivalents at end of period................   $21,220    $  2,813
                                                             =======    ========
See accompanying notes.

                                       5
PATTERSON DENTAL COMPANY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                October 25, 1997

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 October 25, 1997, and the results of
operations and the cash flows for the periods ended October 25, 1997, and
October 26, 1996.  Such adjustments are of a normal recurring nature.  The
results of operations for the quarter and six months ended October 25, 1997, and
October 26, 1996, are not necessarily indicative of the results to be expected
for the full year.  The balance sheet at April 26, 1997, 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 1997 Annual
Report on Form 10-K filed on July 25, 1997, and the supplemental consolidated
financial statements included in the Current Report on Form 8-K filed November
26, 1997.  The accompanying financial statements and Management's Discussion and
Analysis give retroactive effect to the acquisition of Canadian Dental Supply
Ltd. ("CDS") and include CDS for all periods presented.  See Note 4. below.

2.  The fiscal year end of the Company is the last Saturday in April.  The
second quarter and six months of fiscal year 1998 and 1997 represent the 13
weeks and the twenty-six weeks ended October 25, 1997 and October 26, 1996,
respectively.

3.  On October 1, 1996 the Company purchased the Colwell division of Deluxe
Corporation ("Colwell") for an aggregate purchase price of $61.0 million.  The
acquisition was accounted for as a purchase and, accordingly, the net assets and
results of operations are included in the accompanying financial statements
since the date of acquisition.  The following unaudited pro forma summary
presents the consolidated results of operations as if the acquisition had
occurred at the beginning of the periods presented.  The pro forma information
does not purport to be indicative of the results of operations that would have
occurred had the acquisition been made as of those dates or future results.

                          Six Months Ended
                          ----------------
                          October 26, 1996
                          ----------------
                             (restated)
 
Net sales...............      $342,077
Net income..............        15,680
Earnings per share......      $   0.72
 

                                       6
On July 18, 1997 the Company acquired EagleSoft Incorporated in a transaction
accounted for as a pooling of interests.  The acquisition was not material to
the financial statements.

4.  Effective August 26, 1997, the Company acquired Canadian Dental Supply Ltd.
("CDS") a Vancouver, British Columbia based distributor of dental supplies and
equipment.  Each share of CDS's outstanding common stock was converted into the
right to receive 4.216 shares of Company common stock.  The Company issued
112,432 shares of its common stock to acquire CDS.  The transaction was
accounted for as a pooling of interests.  The accompanying financial statements
and Management's Discussion and Analysis give retroactive effect to the
acquisition and include CDS for all periods presented.

    Separate results of operations for the periods prior to the merger with CDS
are as follows:
 
                                    Three Months Ended   Six Months Ended   
                                    ------------------   ----------------
                                    July 26,  July 27,       Oct. 26,
                                      1997      1996           1996
                                    --------  --------      ---------  
 Net Sales                     
 ---------                     
    Patterson Dental Company        $173,311  $142,193      $304,071
    CDS                                6,677     7,106        14,241
                                    --------  --------      --------  
      Total Combined                $179,988  $149,299      $318,312
                                    ========  ========      ========
                               
  Net Income                   
  ----------                   
    Patterson Dental Company        $  8,263  $  6,232      $ 14,063
    CDS                                   77        86           347
                                    --------  --------      --------
      Total Combined                $  8,340  $  6,318      $ 14,410
                                    ========  ========      ========
 
5.   In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards Number 131 (SFAS 131) "Disclosures about Segments
of an Enterprise and Related Information."  This statement, which is required to
be adopted for financial statements issued for periods beginning after December
15, 1997, establishes standards for the way that public business enterprises
report information about operating segments in financial reports issued to
shareholders.  The Company has not yet determined the financial statement
disclosure impact of SFAS 131.

                                       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          Six Months Ended
                                   ---------------------     ----------------------
                                     Oct. 25,   Oct. 26,      Oct. 25,     Oct. 26,
                                       1997      1996           1997         1996
                                   ---------   ---------     ---------    ---------
                                               (restated)                 (restated)
Net sales......................       100.0%      100.0%       100.0%        100.0%
Cost of sales..................        63.1%       64.6%        63.2%         64.6%
                                      -----       -----        -----         -----
 
Gross profit...................        36.9%       35.4%        36.8%         35.4%
Operating expenses.............        28.7%       28.1%        29.0%         28.6%
                                      -----       -----        -----         -----
 
Operating income...............        8.2%        7.3%          7.8%          6.8%
Other income and expense, net..        0.1%        0.3%          0.1%          0.3%
                                     -----       -----         -----         -----
 
Income before income taxes.....        8.3%        7.6%          7.9%          7.1%
Income taxes...................        3.0%        2.8%          2.9%          2.6%
                                     -----       -----         -----         -----
 
Net income.....................        5.3%        4.8%          5.0%          4.5%
                                     =====       =====         =====         =====
QUARTER ENDED OCTOBER 25, 1997 COMPARED TO QUARTER ENDED OCTOBER 26, 1996.

          NET SALES. Net sales increased 13.4% to $191.6 million for the three
     months ended October 25, 1997 ("Current Quarter") from $169.0 million for
     the three months ended October 26, 1996 ("Prior Quarter"). There were
     thirteen weeks of Colwell sales in the Current Quarter versus four weeks of
     Colwell sales in the Prior Quarter. Sales grew $22.6 million, with Colwell
     contributing $9.1 million of the increase. Excluding Colwell, sales were up
     $13.5 million or 8.2% due primarily to strong demand for consumable
     products and price increases.

          GROSS PROFIT.  Gross profit margin increased to 36.9% for the Current
     Quarter from 35.4% for the Prior Quarter.  The 150 basis point gross margin
     increase is due to a combination of higher margins from U.S. Dental
     operations, Colwell and Eaglesoft.  Gross profit increased 18.1% to $70.7
     million for the Current Quarter from $59.9 million for the Prior Quarter.
     The majority of the increase in gross profit was due to increased sales.

                                       8
OPERATING EXPENSES.  Operating expenses increased 15.9% to $55.1
     million for the Current Quarter from $47.5 million for the Prior Quarter.
     The increase in operating expenses was principally related to the higher
     sales volume.  Operating expenses as a percent of sales increased from
     28.1% to 28.7% due primarily to the impact of Eaglesoft, which carries a
     much higher operating expense ratio as a percent of sales than the rest of
     the business, and increased health care costs.

          OPERATING INCOME.  Operating income increased 26.5% to $15.7 million
     for the Current Quarter from $12.4 million for the Prior Quarter.
     Operating income as a percent of net sales increased from 7.3% to 8.2%, due
     to higher gross margins.

          FINANCE INCOME.  Finance income, net of expenses, was $263,000 for the
     Current Quarter compared to $442,000 for the Prior Quarter.  Finance income
     decreased $179,000 due to lower average short term investments of cash.

          INTEREST EXPENSE.  Interest expense decreased to $222,000 for the
     Current Quarter from $280,000 for the Prior Quarter.  This decrease is due
     mainly to lower borrowings under the revolving bank loan.

          INCOME TAXES.  The effective income tax rate increased slightly to
     36.9% for the Current Quarter from 36.7% for the Prior Quarter.

SIX MONTHS ENDED OCTOBER 25, 1997 COMPARED TO SIX MONTHS ENDED OCTOBER 26, 1996.

          NET SALES. Net sales increased 16.7% to $371.6 million for the six
     months ended October 25, 1997 ("Current Period") from $318.3 million for
     the six months ended October 26, 1996 ("Prior Period"). There were twenty
     six weeks of Colwell sales in the Current Period versus four weeks in the
     Prior Period. Sales increased $53.3 million with Colwell contributing
     $22.6 million of the increase. Excluding Colwell, sales were up $30.8
     million or 9.8% due primarily to increased unit sales and price
     increases.

          GROSS PROFIT. Gross profit margin increased to 36.8% for the Current
     Period from 35.4% for the Prior Period due to the higher margins from
     Colwell and U.S. operations.  Gross profit increased 21.3% to $136.6
     million for the Current Period from $112.7 million for the Prior Period.
     the increase in gross profit was due primarily to the increase in sales.

          OPERATING EXPENSES.  Operating expenses increased 18.3% to $107.6
     million for the Current Period from $90.9 million for the Prior Period.
     The majority of the increase in operating expenses was related to increased
     sales.  Operating expenses as a percent of sales have increased from 28.6%
     to 29.0% due to increased health care and advertising costs.

                                       9
OPERATING INCOME.  Operating income increased 33.5% to $29.0 million
     for the Current Period from $21.7 million for the Prior Period.  As a
     percent of net sales, operating income increased from 6.8% to 7.8%, due to
     higher gross margins.

          FINANCE INCOME.  Finance income, net of expenses, was $452,000 for the
     Current Period compared to $986,000 for the Prior Period.  Finance income
     decreased $534,000 due primarily to lower short term investment of cash.

          INTEREST EXPENSE.  Interest expense decreased to $417,000 for the
     Current Period from $507,000 for the Prior Period. This decrease is due
     mainly to a reduction in the use of the revolving bank loan.

          INCOME TAXES.  The effective income tax rate increased to 37.6% for
     the Current Period from 36.4% for the Prior Period due primarily to
     higher levels of tax free investment income in the Prior Period related
     to short term investments of excess cash balances.

LIQUIDITY AND CAPITAL RESOURCES

     Available liquid resources at October 25, 1997 consisted of $21.2 million
     in cash and cash equivalents and $28.3 million available under bank lines.
     The company believes that cash and cash equivalents and the remainder of
     its credit lines are sufficient to meet any other existing and presently
     anticipated 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 for potential
     acquisitions.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     The Company wishes to caution 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 made by the Company.  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.

                                       10
-    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.

     -    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 full-service distributors and mail-order distributors of
          dental products, while maintaining current or improved profit margins.

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

                                       11
PART II  OTHER INFORMATION
                                        
Item 4.  Submission of Matters to a Vote of Security Holders

     a)    The Company's Annual Meeting of Shareholders was held on September 8,
           1997.

     c)(1) The shareholders voted for one director nominee, Burt E. Swanson,
           for a three year term. 19,634,818 shares were voted for Mr. Swanson
           and 212,833 shares withheld authority.  There were no abstentions and
           no broker non-votes.

      (2)  The shareholders voted to ratify the appointment of Ernst & Young LLP
           as independent auditors of the Company for the fiscal year ending
           April 25, 1998. The vote was 19,830,501 shares for, 3,786 against and
           13,364 abstentions. There were no broker non-votes.

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

     (a)  Item 27 Financial Data Schedule.

     (b)  Reports on Form 8-K.

          On September 5, 1997 the Company filed a report on Form 8-K relating
          to the acquisition on Canadian Dental Supply Ltd. and the issuance of
          stock in connection therewith.

          On November 26, 1997 the Company filed a report on Form 8-K to present
          restated financial statements and other financial information as a
          result of the August 26, 1997 acquisition of Canadian Dental Supply
          Ltd. accounted for as a pooling of interests, and to report the
          issuance of additional shares in connection with the acquisition.

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 25, 1997.

                                       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:  December 5, 1997.

                                By:  /s/    Ronald E. Ezerski
                                   --------------------------
                                    Ronald E. Ezerski
                                    Executive Vice President, Treasurer and
                                    Chief Financial Officer
                                    (Principal Financial Officer and Principal
                                    Accounting Officer)

                                       13