<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 26, 2002.

_________ 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 68,208,485 shares of common stock as of
December 4, 2002.

                                  Page 1 of 17

<PAGE>

                            PATTERSON DENTAL COMPANY

                                      INDEX


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

       Item 1 - Financial Statements                                                                      3-8

                Consolidated Balance Sheets as of October 26, 2002 and April 27, 2002                       3

                Consolidated Statements of Income for the Three Months
                and Six Months Ended October 26, 2002 and October 27, 2001                                  4

                Consolidated Statements of Cash Flows for the Six
                Months Ended October 26, 2002 and October 27, 2001                                          5

                Notes to Consolidated Financial Statements                                                  6

       Item 2 - Management's Discussion and Analysis of Financial Condition and
       Results of Operations.                                                                            9-13

       Item 3 - Quantitative and Qualitative Disclosures About Market Risk                                 14

       Item 4 - Controls and Procedures                                                                    14


PART II - OTHER INFORMATION

       Item 4 - Submission of Matters to a Vote of Security Holders                                        14

       Item 6 - Exhibits and Reports on Form 8-K                                                           15

       Signatures                                                                                          15

       Certifications                                                                                   16-17
</TABLE>

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

       This Form 10-Q for the period ended October 26, 2002, 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, 2002, and
other documents filed with the Securities and Exchange Commission. See also page
13 of this Form 10-Q.

                                       2

<PAGE>

                          PART I FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                      October 26, 2002    April 27, 2002
                                                      ----------------    --------------
ASSETS                                                   (unaudited)
<S>                                                   <C>                 <C>
Current assets:
     Cash and cash equivalents                        $        143,031    $      125,986
     Short-term investments                                     24,001            25,251
     Receivables, net                                          201,774           222,435
     Inventory                                                 142,853           142,457
     Prepaid expenses and other current assets                  12,972            13,291
                                                      ----------------    --------------
         Total current assets                                  524,631           529,420
Property and equipment, net                                     57,089            57,140
Goodwill                                                       121,430           115,079
Identifiable intangibles, net                                    9,910            11,149
Other                                                           23,896             5,588
                                                      ----------------    --------------
         Total assets                                 $        736,956    $      718,376
                                                      ================    ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                 $        102,502    $      133,637
     Accrued payroll expense                                    20,746            28,311
     Income taxes payable                                        5,398             7,815
     Other accrued expenses                                     33,751            28,244
                                                      ----------------    --------------
         Total current liabilities                             162,397           198,007
Non-current liabilities                                          2,377             2,637
                                                      ----------------    --------------
         Total liabilities                                     164,774           200,644

Deferred credits                                                    --             3,372

STOCKHOLDERS' EQUITY
     Common stock                                                  682               681
     Additional paid-in capital                                 92,760            90,777
     Accumulated other comprehensive loss                       (3,239)           (3,084)
     Retained earnings                                         505,654           449,661
     Notes receivable from ESOP                                (23,675)          (23,675)
                                                      ----------------    --------------
         Total stockholders' equity                            572,182           514,360
                                                      ----------------    --------------
         Total liabilities and stockholders' equity   $        736,956    $      718,376
                                                      ================    ==============
</TABLE>

                             See accompanying notes.

                                        3

<PAGE>

                            PATTERSON DENTAL COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
                 (Dollars in thousands except per share amounts)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    Three Months Ended             Six Months Ended
                                                October 26,    October 27,    October 26,    October 27,
                                                   2002           2001           2002            2001
                                                -----------    -----------    -----------    -----------
<S>                                             <C>            <C>            <C>            <C>
Net sales                                       $   400,821    $   355,018    $   788,560    $   658,272

Cost of sales                                       263,047        233,815        517,611        430,002
                                                -----------    -----------    -----------    -----------

Gross margin                                        137,774        121,203        270,949        228,270

Operating expenses                                   95,316         85,248        189,628        162,875
                                                -----------    -----------    -----------    -----------

Operating income                                     42,458         35,955         81,321         65,395

Other income and expense:
          Amortization of deferred credits               --            221             --            442
          Finance income, net                         1,751          1,131          3,091          2,806
          Interest expense                               (2)           (34)           (11)           (71)
          Loss on currency exchange                     (61)           (86)           (70)           (49)
                                                -----------    -----------    -----------    -----------

Income before income taxes and
     cumulative effect of accounting change          44,146         37,187         84,331         68,523

Income taxes                                         16,601         13,905         31,710         25,628
                                                -----------    -----------    -----------    -----------

Income before cumulative effect of
     accounting change                               27,545         23,282         52,621         42,895

Cumulative effect of accounting change-
     see Note 7                                          --             --          3,372             --

                                                -----------    -----------    -----------    -----------

Net income                                      $    27,545    $    23,282    $    55,993    $    42,895
                                                ===========    ===========    ===========    ===========

Before cumulative effect of accounting change:
          Earnings per share - basic            $      0.41    $      0.34    $      0.78    $      0.63
                                                ===========    ===========    ===========    ===========
          Earnings per share - diluted          $      0.40    $      0.34    $      0.77    $      0.63
                                                ===========    ===========    ===========    ===========

After cumulative effect of accounting change:
          Earnings per share - basic            $      0.41    $      0.34    $      0.82    $      0.63
                                                ===========    ===========    ===========    ===========
          Earnings per share - diluted          $      0.40    $      0.34    $      0.82    $      0.63
                                                ===========    ===========    ===========    ===========

Weighted average common shares:
          Basic                                      67,902         67,772         67,884         67,669
                                                ===========    ===========    ===========    ===========
          Dilutive potential                         68,604         68,253         68,555         68,133
                                                ===========    ===========    ===========    ===========
</TABLE>

                             See accompanying notes.

                                        4

<PAGE>

                            PATTERSON DENTAL COMPANY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                        Six Months Ended
                                                                October 26, 2002    October 27, 2001
                                                                ----------------    ----------------
<S>                                                             <C>                 <C>
Operating activities:
      Income before cumulative effect of
        accounting change                                       $         52,621    $         42,895
      Adjustments to reconcile net income to net
        cash (used in) provided by operating activities:
            Depreciation                                                   5,363               4,462
            Amortization of deferred credits                                  --                (442)
            Amortization of intangibles                                    1,237               2,473
            Bad debt expense                                                 531               1,071
            Change in assets and liabilities, net of acquired            (34,292)            (22,514)
                                                                ----------------    ----------------
Net cash provided by operating activities                                 25,460              27,945

Investing activities:
      Additions to property and equipment, net                            (6,906)             (6,105)
      Acquisitions, net                                                   (4,527)            (84,182)
      Sale (purchase) of short-term investments                            1,250                (577)
                                                                ----------------    ----------------
Net cash used in investing activities                                    (10,183)            (90,864)

Financing activities:
      Payments and retirement of long-term debt and
        obligations under capital leases                                    (181)               (217)
      Common stock issued, net                                             1,984              (6,791)
                                                                ----------------    ----------------
Net cash provided by (used in) financing activities                        1,803              (7,008)

Effect of exchange rate changes on cash                                      (35)               (355)
                                                                ----------------    ----------------

Net increase (decrease) in cash and cash equivalents                      17,045             (70,282)

Cash and cash equivalents at beginning of period                         125,986             160,024

                                                                ----------------    ----------------
Cash and cash equivalents at end of period                      $        143,031    $         89,742
                                                                ================    ================
</TABLE>

                             See accompanying notes.

                                        5

<PAGE>

                            PATTERSON DENTAL COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                October 26, 2002

1.   In the opinion of management, the accompanying unaudited consolidated
     financial statements contain all adjustments necessary to present fairly
     the financial position of the Company as of October 26, 2002, and the
     results of operations and the cash flows for the periods ended October 26,
     2002 and October 27, 2001. Such adjustments are of a normal recurring
     nature. The results of operations for the quarter ended October 26, 2002
     and October 27, 2001, are not necessarily indicative of the results to be
     expected for the full year. The balance sheet at April 27, 2002, 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
     2002 Annual Report on Form 10-K filed on July 25, 2002.

     The consolidated financial statements of Patterson Dental Company include
     the assets and liabilities of PDC Funding Company, LLC, a wholly owned
     subsidiary and a separate legal entity under Minnesota law. The assets of
     PDC Funding Company, LLC, would be available first and foremost to satisfy
     the claims of its creditors. There are no known creditors of PDC Funding
     Company, LLC.

2.   The fiscal year end of the Company is the last Saturday in April. The
     second quarter of fiscal 2003 and 2002 represent the 13 weeks ended October
     26, 2002 and October 27, 2001, respectively.

3.   Total comprehensive income was $27,978 and $55,838 for the three and six
     months ended October 26, 2002, respectively, and $23,349 and $42,499 for
     the three and six months ended October 27, 2001, respectively.

4.   On July 9, 2002 the Company purchased Distribution Quebec Dentaire, Inc.
     (DQD), a full-service distributor of dental supplies and equipment serving
     the province of Quebec. The operating results of DQD are included in the
     consolidated statements of income since the date of acquisition. Pro forma
     results of operations have not been presented since the effect of the
     acquisition was not material to the Company.

     The Company also acquired the assets of J. A. Webster, Inc. in July 2001.
     The following pro forma summary presents the results of operations, as if
     the acquisition had occurred at the beginning of the prior fiscal year. The
     pro forma results of operations are not necessarily indicative of the
     results that would have been achieved had the two companies been combined:

                                                                Six Months Ended
                                                                October 27, 2001
                                                                ----------------

                   Net sales                                       $691,900
                   Net Income                                        43,367/(1)/

                   Earnings per share - basic and diluted          $   0.64/(1)/

(1)  Reflects the amortization of certain identifiable intangible assets.
     Because the transaction was consummated following the effective date
     specified in the recently issued Statement of the Financial Accounting
     Standards Board No. 142 "Goodwill and Other Intangible Assets," the Company
     is not

                                       6

<PAGE>

     amortizing goodwill for this transaction, but the goodwill becomes subject
     to periodic evaluations of possible impairment in its value.

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

<TABLE>
<CAPTION>
                                                  Three Months Ended              Six Months Ended
                                                  ------------------              ----------------
                                              October 26,     October 27,    October 26,    October 27,
                                                  2002           2001            2002           2001
                                              -----------     -----------    -----------    -----------
<S>                                           <C>             <C>            <C>            <C>
Denominator:
  Denominator for basic earnings per
   share - weighted-average shares                 67,902          67,772         67,884         67,669

  Effect of dilutive securities:
    Stock Option Plans                                604             378            591            376
    Employee Stock Purchase Plan                       10               8              9              9
    Capital Accumulation Plan                          88              95             71             79
                                              -----------     -----------    -----------    -----------

  Dilutive potential common shares                    702             481            671            464
                                              -----------     -----------    -----------    -----------

 Denominator for diluted earnings per
    share - adjusted weighted-average
    shares and assumed conversions                 68,604          68,253         68,555         68,133
                                              ===========     ===========    ===========    ===========
</TABLE>

6.   Certain financial information regarding the Company's reportable segments
     is as follows:

<TABLE>
<CAPTION>
                                                  Three Months Ended                 Six Months Ended
                                                  ------------------                 ----------------
                                              October 26,     October 27,    October 26,    October 27,
                                                  2002           2001            2002           2001
                                              -----------     -----------    ------------   -----------
     <S>                                      <C>             <C>           <C>             <C>
     Net sales:
         Dental supply:
            Consumable dental and
               printed office products        $   219,078     $   194,989   $    431,383    $   382,648
            Equipment and software                103,464          89,387        200,693        168,957
            Other                                  33,058          27,212         64,245         53,755
                                              -----------     -----------   ------------    -----------
                                                  355,600         311,588        696,321        605,360
         Veterinary supply                         45,221          43,430         92,239         52,912
                                              -----------     -----------   ------------    -----------
     Consolidated net sales                   $   400,821     $   355,018   $    788,560    $   658,272
                                              ===========     ===========   ============    ===========

     Operating income:
         Dental supply                        $    38,786     $    33,314   $     73,811    $    62,190
         Veterinary supply                          3,672           2,641          7,510          3,205
                                              -----------     -----------   ------------    -----------
      Consolidated operating income           $    42,458     $    35,955   $     81,321    $    65,395
                                              ===========     ===========   ============    ===========
</TABLE>

7.   In July 2001, the Financial Accounting Standards Board issued Statement No.
     142, "Goodwill and Other Intangible Assets", which eliminated the
     systematic amortization of goodwill. The statement also required that
     goodwill be reviewed for impairment at adoption and at least annually
     thereafter.

                                        7

<PAGE>

The Company adopted Statement No. 142 in the first quarter of fiscal 2003 and as
such discontinued amortization of goodwill effective April 28, 2002. With the
adoption of the statement, the Company recognized as the cumulative effect of a
change in accounting principle the remaining balance of its unamortized deferred
credits. The deferred credits were negative goodwill that arose from
acquisitions in the 1980's and amounted to approximately $3.4 million at the
time of the adoption. The Company completed the required transitional impairment
tests of goodwill and determined the fair value to be in excess of the carrying
value of these assets.

The following table reconciles reported fiscal 2002 net earnings and basic and
diluted net earnings per share before the cumulative effect of an accounting
change had this statement been effective April 29, 2001:

<TABLE>
<CAPTION>
                                             Three Months Ended      Six Months Ended
                                              October 27, 2001       October 27, 2001
                                              ----------------       ----------------
         <S>                                  <C>                    <C>
         Net Earnings:
         Reported net income                  $         23,282       $         42,895
         Deferred credit amortization                     (221)                  (442)
         Goodwill amortization, net of tax                 611                  1,215
                                              ----------------       ----------------
         Adjusted net earnings                $         23,672       $         43,668
                                              ================       ================

         Earnings per share:
         Reported basic                       $           0.34       $           0.63
         Deferred credit amortization                       --                     --
         Goodwill amortization, net of tax                0.01                   0.02
                                              ----------------       ----------------
         Adjusted basic earnings per share    $           0.35       $           0.65
                                              ================       ================

         Reported diluted                     $           0.34       $           0.63
         Deferred credit amortization                       --                  (0.01)
         Goodwill amortization, net of tax                0.01                   0.02
                                              ----------------       ----------------
         Adjusted diluted earnings per share  $           0.35       $           0.64
                                              ================       ================
</TABLE>

Goodwill by operating segment is as follows:

<TABLE>
<CAPTION>
                                              October 26, 2002         April 27, 2002
                                              ----------------         --------------
                     <S>                      <C>                      <C>
                     Dental Supply            $         62,799         $       57,017
                     Veterinary Supply                  58,631                 58,062
                                              ----------------         --------------
                     Total                    $        121,430         $      115,079
                                              ================         ==============
</TABLE>

The change in the dental supply segment goodwill is predominantly the result of
the preliminary purchase price allocation for the acquisition of Distribution
Quebec Dentaire in July 2002 and adjustment of the preliminary purchase price
allocation associated with the purchase of Thompson Dental Supply in April 2002.

The Company continues to amortize intangibles with finite lives. Identifiable
intangible assets are primarily comprised of non-compete agreements arising from
previous acquisitions made by the Company.

                                        8

<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. 26, 2002   Oct. 27, 2001   Oct. 26, 2002    Oct. 27, 2001
                                         -------------   -------------   -------------    -------------
<S>                                      <C>             <C>             <C>              <C>
Net sales                                        100.0%          100.0%          100.0%           100.0%
Cost of sales                                     65.6%           65.9%           65.6%            65.3%
                                         -------------   -------------   -------------    -------------

Gross profit                                      34.4%           34.1%           34.4%            34.7%
Operating expenses                                23.8%           24.0%           24.1%            24.7%
                                         -------------   -------------   -------------    -------------

Operating income                                  10.6%           10.1%           10.3%            10.0%
Other income and expense, net                      0.4%            0.4%            0.4%             0.4%

Income before income tax and cumulative
     effect of accounting change                  11.0%           10.5%           10.7%            10.4%
Income taxes                                       4.1%            3.9%            4.0%             3.9%
                                         -------------   -------------   -------------    -------------

Income before cumulative effect of
     accounting change                             6.9%            6.6%            6.7%             6.5%
                                         =============   =============   =============    =============
</TABLE>

QUARTER ENDED OCTOBER 26, 2002 COMPARED TO QUARTER ENDED OCTOBER 27, 2001.

          Net Sales. Net sales for the three months ended October 26, 2002
     ("Current Quarter") totaled $400.8 million, a 12.9% increase from $355.0
     million reported for the three months ended October 27, 2001 ("Prior
     Quarter").

          Dental supply sales improved 14.1% to $355.6 million in the Current
     Quarter, with the recent acquisitions of Thompson Dental Company and
     Distribution Quebec Dentaire, Inc., or DQD, accounting for approximately 4%
     to 5% of the year-over-year increase. Equipment sales, excluding software
     unit sales, were also a key sales growth driver in the Current Quarter
     increasing 16.7%, fueled by strong growth of both new generation and basic
     equipment lines. However, total software sales were down due to lower
     volumes of traditional front-office practice management software.
     Consumable and printed product sales grew 12.4% in the Current Quarter.
     Sales of other services and products, consisting primarily of parts,
     technical service labor, software support and insurance e-claims, increased
     21.5%.

          Canadian dental sales were up 9.5% in the Current Quarter due
     principally to the acquisition of DQD. Excluding the acquisition, revenue
     growth during the Current Quarter reflected weakness in certain regional
     markets.

                                        9

<PAGE>

         Veterinary supply sales increased 4.1% in the second quarter to $45.2
   million. Results of the veterinary supply segment were affected by robust
   introductory and promotional sales of a major heart worm medication in the
   year earlier quarter and the decision of the manufacturer to scale back sales
   and marketing support for this product during the fall months of the current
   period. Excluding this factor, veterinary supply sales rose approximately
   16.0% in the Current Quarter.

         Gross Margins. Gross margins increased 13.7% over the Prior Quarter due
   a combination of higher sales volumes and a 30 basis point expansion in the
   gross margin rate. The consolidated gross margin rate benefited from
   favorable changes in product mix within the veterinary supply segment. Dental
   supply gross margins were the same as last year reflecting a shift in sales
   mix to a higher percentage of consumables and equipment due to dental
   acquisitions together with lower high-margin software revenues. This year's
   gross margins also reflect the benefit of above average finance contract
   sales during the quarter.

         Operating Expenses. Results for the Current Quarter include the impact
   of the adoption of SFAS No. 142, "Goodwill and Other Intangible Assets"
   resulting in the cessation of goodwill amortization. Additional information
   regarding the adoption of SFAS No. 142 is included in the Notes to the
   Consolidated Financial Statements on pages 7 and 8 of this document. That
   information is incorporated by reference into this section of this report.
   After adjusting the Prior Quarter to exclude goodwill amortization, Current
   Quarter operating expenses increased 13.0% and were flat as a ratio to sales.

         The Company continued to invest in new marketing programs and technical
   service initiatives in the second quarter. Over the past few quarters, the
   Company has made substantial investments in people and training to support
   its single-source technology solution aimed at automating and networking the
   dental office. While the Company realized sales and modest profits from this
   program in the Current Quarter, it had a dampening effect on the Company's
   operating expense rate. The implementation of new systems for managing and
   strengthening the Company's technical service operation affected the expense
   rate in the Current Quarter as well. The Company expects these new systems to
   improve operating efficiencies and contribute to sales growth over time. For
   the short-term, however, this initiative will continue to add incremental
   expense for the Company consisting primarily of additional training, software
   licensing fees and communication costs. The Current Quarter expense rate also
   reflects the impact of the acquisition of Thompson Dental, which was
   contributory to operating earnings in the Current Quarter but to a lesser
   degree than the Company's historical dental business. We expect the operating
   income contribution to increase from this incremental business in the second
   half of the fiscal year.

         Operating Income. Operating income increased 18.1% and improved 50
   basis points as a percent of sales. Higher sales volumes accounted for most
   of the increase. The improvement in operating income as a percent of sales is
   primarily the result of a positive sales mix in the veterinary supply
   business. The discontinuation of goodwill amortization in the Current Quarter
   due to adoption of SFAS No. 142 also helped improve operating income.

         Other Income. Other income, net of expenses, was $1.7 million for the
   Current Quarter compared to $1.2 million for the Prior Quarter. The benefit
   of higher financing income from equipment contracts was mitigated by the
   elimination of the amortization of deferred credits associated with the
   adoption of SFAS No. 142.

                                       10

<PAGE>

         Income Taxes. The effective income tax rate in the Current Quarter was
   37.6%, which was adjusted up from the 37.4% rate used in Prior Quarter to
   reflect the impact of the elimination of the amortization of the deferred
   credits discussed above.

         Earnings Per Share, Before Cumulative Effect of Accounting Change.
   Diluted earnings per share increased to $0.40 versus $0.34 a year ago. Had
   amortization of goodwill and the deferred credits ceased in the Prior
   Quarter, Prior Quarter earnings would have increased by $0.4 million or less
   than $0.01 per diluted share.

Six-months Ended October 26, 2002 Compared to six-months Ended OCTOBER 27, 2001.

         Net Sales. Net sales for the six months ended October 26, 2002
   ("Current Period") increased 19.8% to $788.6 million from $658.3 million in
   the six months ended October 27, 2001 ("Prior Period"). Six month results
   include two months of incremental sales from the acquisition of the assets of
   J. A. Webster, Inc. which annualized into the Company's results in July 2002.

         Dental supply sales grew 15.0%. Six month trends parallel second
   quarter results where increases reflect strong sales in consumables and
   equipment with acquisitions contributing between 4% and 5% to the overall
   sales increase. Sales of consumable dental supplies, including printed office
   products, increased 12.7% paced by the US dental market where consumable
   sales increased 14.0%. Equipment and software sales increased 18.8%. The
   Company experienced double digit growth in all major equipment product
   offerings. However, a decline in front-office practice management software
   tempered sales growth of this product category. Sales of other services and
   products, up 19.5%, benefited from strong sales of technical service labor
   and parts, software support and insurance e-claims.

         Canadian dental sales increased 13.1% over last year led by strong
   sales of equipment. The acquisition of DQD in July 2002 contributed between
   5% and 6% to the overall sales increase in Canada. Currency exchange rates
   had a nominal impact on results in the Current Period.

         Veterinary supply sales improved 7.7% on a pro forma basis amounting to
   $92.2 million in the Current Period.

         Gross Margins. Gross margins represented 34.4% of sales, down 30 basis
   points from the Prior Period reflecting the impact of the acquisition of the
   assets of J. A. Webster, Inc. which did not annualize into the Company's
   results until July 2002. Gross margins in the veterinary business are
   typically in the lower to mid 20's compared to the mid 30's for the dental
   business. The gross margins for the dental business were better than last
   year by 10 basis points.

         Operating Expenses. Operating expenses increased $26.8 million, or
   16.4%. As a percentage of sales, operating expenses declined 60 basis points
   from the Prior Period. Current Period operating expenses as a percent of
   sales reflects six months of operating results for Webster Veterinary Supply
   compared to four months in the Prior Period. Since the operating expense rate
   in the veterinary business is lower than in the dental business, this
   disparity provides a favorable year-over-year impact of approximately 40
   basis points after the amortization of certain identifiable intangible
   assets. Discontinuation of goodwill amortization resulting from the adoption
   of FAS 142 also positively impacted the year-over-year expense rate by
   approximately 20 basis points. Excluding the impact of the adoption of FAS
   142, the Current Period operating expense rate for the historical dental
   business was unchanged from the Prior Period. Six month performance in the
   dental business

                                       11

<PAGE>

   operating expense rate is similar to second quarter results reflecting the
   strategic investments the Company is undertaking to capitalize on market
   opportunities, as well as in infrastructure and systems to strengthen
   efficiencies and reduce costs. Also analogous to the second quarter is the
   pressure on the expense rate from the integration and leveraging of the
   Thompson Dental acquisition.

         Operating Income. Operating income grew by 24.4% and improved 30 basis
   points as a percent of sales. The elimination of goodwill amortization
   benefited operating income by $1.7 million or 20 basis points.

         Other Income. Other income declined $0.1 million in the Current Period.
   The cessation of the amortization of deferred credits associated with the
   adoption of SFAS No. 142 net of increased interest income resulted in the
   decrease.

         Income Taxes. The effective tax rate increased to 37.6% up from 37.4%
   in the Prior Period.

         Earnings Per Share, Before Cumulative Effect of Accounting Change.
   Diluted earnings per share increased to $0.77 versus $0.63 a year ago. Had
   amortization of goodwill and the deferred credits ceased in the Prior Year,
   Prior Year earnings would have increased by $0.8 million or $0.01 per diluted
   share.

LIQUIDITY AND CAPITAL RESOURCES

   During the first half of fiscal 2003, Patterson generated $25.5 million of
   cash from operations, compared to $28.0 million in the year-earlier period.
   Operating cash flow declined relative to the prior year despite a 22.7%
   increase in earnings. The $2.5 million decrease results primarily from a
   reduction in accounts payable levels including the expiration of extended
   billing terms from Fort Dodge for its Proheart-6(R) heartworm medication.
   Days sales outstanding were 45 days at the end of the second quarter.
   Inventory turns stood at 6.7, essentially unchanged from the year-earlier
   period.

   We invested $4.5 million to acquire Distribution Quebec Dentaire Inc., and to
   settle certain contingent consideration obligations related to previous
   acquisitions. In comparison, we used $84.2 million of cash in the Prior
   Quarter primarily to purchase the assets of J. A. Webster, Inc.

   The Company expects funds generated by operations and existing cash and cash
   equivalents to continue to be its most significant sources of liquidity. The
   Company currently believes funds generated from the expected results of
   operations and available cash and cash equivalents of $167.0 million will be
   sufficient to meet the Company's working capital needs and finance
   anticipated expansion plans and strategic initiatives for the next fiscal
   year. In November 2002, the Company entered into a new credit facility, which
   provides for an unsecured line of credit of up to $50 million. Should
   additional investment opportunities arise, management believes that the
   strength of the Company's earnings, cash flows and balance sheet will permit
   the Company to obtain additional debt or equity capital, if necessary, at a
   reasonable cost.

                                       12

<PAGE>

CRITICAL ACCOUNTING POLICIES

     There has been no material change in the Company's Critical Accounting
     Policies, as disclosed in its 2002 Annual Report on Form 10-K filed July
     25, 2002.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     Certain information of a non-historical nature contains forward-looking
     statements. Words such as "believes," "expects," "plans," "estimates,"
     "intends" 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 cause the Company's actual operating results to 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.

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

     .   The 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.

     .   The 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.

     .   Changes in the 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.

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

     .   The 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.

     .   Changes in the economics of the veterinary supply market, including
         reduced growth in per capita expenditures for veterinary services and
         reduced growth in the number of households owning pets.

                                       13

<PAGE>

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There have been no material changes in market risk during the three months
     ended October 26, 2002. For additional information refer to Item 7A of the
     Company's 2002 Form 10-K.

ITEM 4.   CONTROLS AND PROCEDURES

     (a)  Evaluation of Disclosure Controls and Procedures

          Within the 90 days prior to the date of this report, the Company
          carried out an evaluation, under the supervision and with the
          participation of the Company's management, including the Company's
          Chief Executive Officer and Chief Financial Officer, of the
          effectiveness of the design and operation of the Company's disclosure
          controls and procedures as defined in Exchange Act Rules 13a-14(c) and
          15d-14(c). Based on that evaluation, the Chief Executive Officer and
          Chief Financial Officer concluded that the Company's disclosure
          controls and procedures are effective in alerting them timely to
          material information relating to the Company (including its
          consolidated subsidiaries) required to be included in the Company's
          periodic SEC filings.

     (b)  Changes in Internal Controls

          There were no significant changes in the Company's internal controls
          or in other factors that could significantly affect these controls
          subsequent to the date of their evaluation.

                            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 9, 2002.

     (c)(1) The shareholders voted for one director nominee, Harold C.
            Slavkin, for a one year term, and two director nominees, Ronald
            E. Ezerski and Andre B. Lacy, for three year terms. 61,423,448
            shares were voted for Mr. Slavkin and 1,131,640 shares withheld
            authority. 61,423,448 shares were voted for Mr. Ezerski and
            1,131,640 shares withheld authority. 61,423,448 shares were voted
            for Mr. Lacy and 1,131,640 shares withheld authority There were no
            abstentions and no broker non-votes.

        (2) The shareholders voted to approve the Company's 2002 Stock Option
            Plan. The vote was 58,500,333 shares for, 3,949,685 shares against
            and 105,070 abstentions. There were no broker non-votes.

        (3) The shareholders voted to ratify the appointment of Ernst & Young
            LLP as independent auditors of the Company for the fiscal year
            ending April 26, 2003. The vote was 60,844,490 shares for,
            1,661,113 shares against and 47,357 abstentions. There were no
            broker non-votes.

                                       14

<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits

         99.1   Certification of Chief Executive Officer and Chief Financial
                Officer Pursuant to 18  U.S.C.(S)1350, as Adopted, pursuant to
                Section 906 of the Sarbanes-Oxley Act of 2002

     (b) No reports on Form 8-K were filed during the quarter for which this
         report is filed.

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, 2002.

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 9, 2002

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

                                       15

<PAGE>

                           CERTIFICATIONS PURSUANT TO
                               SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Peter L. Frechette, the Chief Executive Officer of Patterson Dental Company,
   certify that:

1. I have reviewed this quarterly report on Form 10-Q of Patterson Dental
   Company;

2. Based on my knowledge, this quarterly report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this quarterly report, fairly present in all material
   respects the financial condition, results of operations and cash flows of the
   registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures (as defined
   in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
   information relating to the registrant, including its consolidated
   subsidiaries, is made known to us by others within those entities,
   particularly during the period in which this quarterly report is being
   prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
   procedures as of a date within 90 days prior to the filing date of this
   quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
   the disclosure controls and procedures based on our evaluation as of the
   Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
   most recent evaluation , to the registrant's auditors and the audit committee
   of registrant's board of directors (or persons performing the equivalent
   function):

a) all significant deficiencies in the design or operation of internal controls
   which could adversely affect the registrant's ability to record, process,
   summarize and report financial data and have identified for the registrant's
   auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
   employees who have a significant role in the registrant's internal controls;
   and

6. The registrant's other certifying officers and I have indicated in this
   quarterly report whether or not there were significant changes in internal
   controls or in other factors that could significantly affect internal
   controls subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date: December 9, 2002                      /s/ Peter L. Frechette
                                            ----------------------
                                            Peter L. Frechette
                                            Chief Executive Officer

                                       16

<PAGE>

                           CERTIFICATIONS PURSUANT TO
                               SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, R. Stephen Armstrong, the Chief Financial Officer of Patterson Dental
   Company, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Patterson Dental
   Company;

2. Based on my knowledge, this quarterly report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this quarterly report, fairly present in all material
   respects the financial condition, results of operations and cash flows of the
   registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures (as defined
   in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
   information relating to the registrant, including its consolidated
   subsidiaries, is made known to us by others within those entities,
   particularly during the period in which this quarterly report is being
   prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
   procedures as of a date within 90 days prior to the filing date of this
   quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
   the disclosure controls and procedures based on our evaluation as of the
   Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
   most recent evaluation , to the registrant's auditors and the audit committee
   of registrant's board of directors (or persons performing the equivalent
   function):

a) all significant deficiencies in the design or operation of internal controls
   which could adversely affect the registrant's ability to record, process,
   summarize and report financial data and have identified for the registrant's
   auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
   employees who have a significant role in the registrant's internal controls;
   and

6. The registrant's other certifying officers and I have indicated in this
   quarterly report whether or not there were significant changes in internal
   controls or in other factors that could significantly affect internal
   controls subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date: December 9, 2002                      /s/ R. Stephen Armstrong
                                            ------------------------
                                            R. Stephen Armstrong
                                            Chief Financial Officer

                                       17
[{"type": "10-Q", "sequence": "1", "filename": "d10q.txt", "description": "FORM 10-Q", "secsgml_size_bytes": 57940}]
{"company-data": {"conformed-name": "PATTERSON DENTAL CO", "cik": "0000891024", "assigned-sic": "5047", "irs-number": "410886515", "state-of-incorporation": "MN", "fiscal-year-end": "0429"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "000-20572", "film-number": "02852566"}, "business-address": {"street1": "1031 MENDOTA HEIGHTS RD", "city": "ST PAUL", "state": "MN", "zip": "55120-1401", "phone": "6126861600"}, "mail-address": {"street1": "1031 MENDOTA HEIGHTS RD", "city": "ST PAUL", "state": "MN", "zip": "55120-1401"}}
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 26, 2002.

_________ 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 68,208,485 shares of common stock as of
December 4, 2002.

                                  Page 1 of 17
PATTERSON DENTAL COMPANY

                                      INDEX
Page
                                                                                                        ----
PART I - FINANCIAL INFORMATION

       Item 1 - Financial Statements                                                                      3-8

                Consolidated Balance Sheets as of October 26, 2002 and April 27, 2002                       3

                Consolidated Statements of Income for the Three Months
                and Six Months Ended October 26, 2002 and October 27, 2001                                  4

                Consolidated Statements of Cash Flows for the Six
                Months Ended October 26, 2002 and October 27, 2001                                          5

                Notes to Consolidated Financial Statements                                                  6

       Item 2 - Management's Discussion and Analysis of Financial Condition and
       Results of Operations.                                                                            9-13

       Item 3 - Quantitative and Qualitative Disclosures About Market Risk                                 14

       Item 4 - Controls and Procedures                                                                    14

PART II - OTHER INFORMATION

       Item 4 - Submission of Matters to a Vote of Security Holders                                        14

       Item 6 - Exhibits and Reports on Form 8-K                                                           15

       Signatures                                                                                          15

       Certifications                                                                                   16-17
Safe Harbor Statement Under The Private Securities Litigation Reform Act Of
1995:

       This Form 10-Q for the period ended October 26, 2002, 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, 2002, and
other documents filed with the Securities and Exchange Commission. See also page
13 of this Form 10-Q.

                                       2
PART I FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)
October 26, 2002    April 27, 2002
                                                      ----------------    --------------
ASSETS                                                   (unaudited)
Current assets:
     Cash and cash equivalents                        $        143,031    $      125,986
     Short-term investments                                     24,001            25,251
     Receivables, net                                          201,774           222,435
     Inventory                                                 142,853           142,457
     Prepaid expenses and other current assets                  12,972            13,291
                                                      ----------------    --------------
         Total current assets                                  524,631           529,420
Property and equipment, net                                     57,089            57,140
Goodwill                                                       121,430           115,079
Identifiable intangibles, net                                    9,910            11,149
Other                                                           23,896             5,588
                                                      ----------------    --------------
         Total assets                                 $        736,956    $      718,376
                                                      ================    ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                 $        102,502    $      133,637
     Accrued payroll expense                                    20,746            28,311
     Income taxes payable                                        5,398             7,815
     Other accrued expenses                                     33,751            28,244
                                                      ----------------    --------------
         Total current liabilities                             162,397           198,007
Non-current liabilities                                          2,377             2,637
                                                      ----------------    --------------
         Total liabilities                                     164,774           200,644

Deferred credits                                                    --             3,372

STOCKHOLDERS' EQUITY
     Common stock                                                  682               681
     Additional paid-in capital                                 92,760            90,777
     Accumulated other comprehensive loss                       (3,239)           (3,084)
     Retained earnings                                         505,654           449,661
     Notes receivable from ESOP                                (23,675)          (23,675)
                                                      ----------------    --------------
         Total stockholders' equity                            572,182           514,360
                                                      ----------------    --------------
         Total liabilities and stockholders' equity   $        736,956    $      718,376
                                                      ================    ==============
See accompanying notes.

                                        3
PATTERSON DENTAL COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
                 (Dollars in thousands except per share amounts)
                                   (Unaudited)
Three Months Ended             Six Months Ended
                                                October 26,    October 27,    October 26,    October 27,
                                                   2002           2001           2002            2001
                                                -----------    -----------    -----------    -----------
Net sales                                       $   400,821    $   355,018    $   788,560    $   658,272

Cost of sales                                       263,047        233,815        517,611        430,002
                                                -----------    -----------    -----------    -----------

Gross margin                                        137,774        121,203        270,949        228,270

Operating expenses                                   95,316         85,248        189,628        162,875
                                                -----------    -----------    -----------    -----------

Operating income                                     42,458         35,955         81,321         65,395

Other income and expense:
          Amortization of deferred credits               --            221             --            442
          Finance income, net                         1,751          1,131          3,091          2,806
          Interest expense                               (2)           (34)           (11)           (71)
          Loss on currency exchange                     (61)           (86)           (70)           (49)
                                                -----------    -----------    -----------    -----------

Income before income taxes and
     cumulative effect of accounting change          44,146         37,187         84,331         68,523

Income taxes                                         16,601         13,905         31,710         25,628
                                                -----------    -----------    -----------    -----------

Income before cumulative effect of
     accounting change                               27,545         23,282         52,621         42,895

Cumulative effect of accounting change-
     see Note 7                                          --             --          3,372             --

                                                -----------    -----------    -----------    -----------

Net income                                      $    27,545    $    23,282    $    55,993    $    42,895
                                                ===========    ===========    ===========    ===========

Before cumulative effect of accounting change:
          Earnings per share - basic            $      0.41    $      0.34    $      0.78    $      0.63
                                                ===========    ===========    ===========    ===========
          Earnings per share - diluted          $      0.40    $      0.34    $      0.77    $      0.63
                                                ===========    ===========    ===========    ===========

After cumulative effect of accounting change:
          Earnings per share - basic            $      0.41    $      0.34    $      0.82    $      0.63
                                                ===========    ===========    ===========    ===========
          Earnings per share - diluted          $      0.40    $      0.34    $      0.82    $      0.63
                                                ===========    ===========    ===========    ===========

Weighted average common shares:
          Basic                                      67,902         67,772         67,884         67,669
                                                ===========    ===========    ===========    ===========
          Dilutive potential                         68,604         68,253         68,555         68,133
                                                ===========    ===========    ===========    ===========
See accompanying notes.

                                        4
PATTERSON DENTAL COMPANY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                   (Unaudited)
Six Months Ended
                                                                October 26, 2002    October 27, 2001
                                                                ----------------    ----------------
Operating activities:
      Income before cumulative effect of
        accounting change                                       $         52,621    $         42,895
      Adjustments to reconcile net income to net
        cash (used in) provided by operating activities:
            Depreciation                                                   5,363               4,462
            Amortization of deferred credits                                  --                (442)
            Amortization of intangibles                                    1,237               2,473
            Bad debt expense                                                 531               1,071
            Change in assets and liabilities, net of acquired            (34,292)            (22,514)
                                                                ----------------    ----------------
Net cash provided by operating activities                                 25,460              27,945

Investing activities:
      Additions to property and equipment, net                            (6,906)             (6,105)
      Acquisitions, net                                                   (4,527)            (84,182)
      Sale (purchase) of short-term investments                            1,250                (577)
                                                                ----------------    ----------------
Net cash used in investing activities                                    (10,183)            (90,864)

Financing activities:
      Payments and retirement of long-term debt and
        obligations under capital leases                                    (181)               (217)
      Common stock issued, net                                             1,984              (6,791)
                                                                ----------------    ----------------
Net cash provided by (used in) financing activities                        1,803              (7,008)

Effect of exchange rate changes on cash                                      (35)               (355)
                                                                ----------------    ----------------

Net increase (decrease) in cash and cash equivalents                      17,045             (70,282)

Cash and cash equivalents at beginning of period                         125,986             160,024

                                                                ----------------    ----------------
Cash and cash equivalents at end of period                      $        143,031    $         89,742
                                                                ================    ================
See accompanying notes.

                                        5
PATTERSON DENTAL COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  (Dollars in thousands except per share data)
                                  (Unaudited)
                                October 26, 2002

1.   In the opinion of management, the accompanying unaudited consolidated
     financial statements contain all adjustments necessary to present fairly
     the financial position of the Company as of October 26, 2002, and the
     results of operations and the cash flows for the periods ended October 26,
     2002 and October 27, 2001. Such adjustments are of a normal recurring
     nature. The results of operations for the quarter ended October 26, 2002
     and October 27, 2001, are not necessarily indicative of the results to be
     expected for the full year. The balance sheet at April 27, 2002, 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
     2002 Annual Report on Form 10-K filed on July 25, 2002.

     The consolidated financial statements of Patterson Dental Company include
     the assets and liabilities of PDC Funding Company, LLC, a wholly owned
     subsidiary and a separate legal entity under Minnesota law. The assets of
     PDC Funding Company, LLC, would be available first and foremost to satisfy
     the claims of its creditors. There are no known creditors of PDC Funding
     Company, LLC.

2.   The fiscal year end of the Company is the last Saturday in April. The
     second quarter of fiscal 2003 and 2002 represent the 13 weeks ended October
     26, 2002 and October 27, 2001, respectively.

3.   Total comprehensive income was $27,978 and $55,838 for the three and six
     months ended October 26, 2002, respectively, and $23,349 and $42,499 for
     the three and six months ended October 27, 2001, respectively.

4.   On July 9, 2002 the Company purchased Distribution Quebec Dentaire, Inc.
     (DQD), a full-service distributor of dental supplies and equipment serving
     the province of Quebec. The operating results of DQD are included in the
     consolidated statements of income since the date of acquisition. Pro forma
     results of operations have not been presented since the effect of the
     acquisition was not material to the Company.

     The Company also acquired the assets of J. A. Webster, Inc. in July 2001.
     The following pro forma summary presents the results of operations, as if
     the acquisition had occurred at the beginning of the prior fiscal year. The
     pro forma results of operations are not necessarily indicative of the
     results that would have been achieved had the two companies been combined:

                                                                Six Months Ended
                                                                October 27, 2001
                                                                ----------------

                   Net sales                                       $691,900
                   Net Income                                        43,367/(1)/

                   Earnings per share - basic and diluted          $   0.64/(1)/

(1)  Reflects the amortization of certain identifiable intangible assets.
     Because the transaction was consummated following the effective date
     specified in the recently issued Statement of the Financial Accounting
     Standards Board No. 142 "Goodwill and Other Intangible Assets," the Company
     is not

                                       6
amortizing goodwill for this transaction, but the goodwill becomes subject
     to periodic evaluations of possible impairment in its value.

5.   The following table sets forth the denominator for the computation of basic
     and diluted earnings per share:
Three Months Ended              Six Months Ended
                                                  ------------------              ----------------
                                              October 26,     October 27,    October 26,    October 27,
                                                  2002           2001            2002           2001
                                              -----------     -----------    -----------    -----------
Denominator:
  Denominator for basic earnings per
   share - weighted-average shares                 67,902          67,772         67,884         67,669

  Effect of dilutive securities:
    Stock Option Plans                                604             378            591            376
    Employee Stock Purchase Plan                       10               8              9              9
    Capital Accumulation Plan                          88              95             71             79
                                              -----------     -----------    -----------    -----------

  Dilutive potential common shares                    702             481            671            464
                                              -----------     -----------    -----------    -----------

 Denominator for diluted earnings per
    share - adjusted weighted-average
    shares and assumed conversions                 68,604          68,253         68,555         68,133
                                              ===========     ===========    ===========    ===========
6.   Certain financial information regarding the Company's reportable segments
     is as follows:
Three Months Ended                 Six Months Ended
                                                  ------------------                 ----------------
                                              October 26,     October 27,    October 26,    October 27,
                                                  2002           2001            2002           2001
                                              -----------     -----------    ------------   -----------
Net sales:
         Dental supply:
            Consumable dental and
               printed office products        $   219,078     $   194,989   $    431,383    $   382,648
            Equipment and software                103,464          89,387        200,693        168,957
            Other                                  33,058          27,212         64,245         53,755
                                              -----------     -----------   ------------    -----------
                                                  355,600         311,588        696,321        605,360
         Veterinary supply                         45,221          43,430         92,239         52,912
                                              -----------     -----------   ------------    -----------
     Consolidated net sales                   $   400,821     $   355,018   $    788,560    $   658,272
                                              ===========     ===========   ============    ===========

     Operating income:
         Dental supply                        $    38,786     $    33,314   $     73,811    $    62,190
         Veterinary supply                          3,672           2,641          7,510          3,205
                                              -----------     -----------   ------------    -----------
      Consolidated operating income           $    42,458     $    35,955   $     81,321    $    65,395
                                              ===========     ===========   ============    ===========
7.   In July 2001, the Financial Accounting Standards Board issued Statement No.
     142, "Goodwill and Other Intangible Assets", which eliminated the
     systematic amortization of goodwill. The statement also required that
     goodwill be reviewed for impairment at adoption and at least annually
     thereafter.

                                        7
The Company adopted Statement No. 142 in the first quarter of fiscal 2003 and as
such discontinued amortization of goodwill effective April 28, 2002. With the
adoption of the statement, the Company recognized as the cumulative effect of a
change in accounting principle the remaining balance of its unamortized deferred
credits. The deferred credits were negative goodwill that arose from
acquisitions in the 1980's and amounted to approximately $3.4 million at the
time of the adoption. The Company completed the required transitional impairment
tests of goodwill and determined the fair value to be in excess of the carrying
value of these assets.

The following table reconciles reported fiscal 2002 net earnings and basic and
diluted net earnings per share before the cumulative effect of an accounting
change had this statement been effective April 29, 2001:
Three Months Ended      Six Months Ended
                                              October 27, 2001       October 27, 2001
                                              ----------------       ----------------
Net Earnings:
         Reported net income                  $         23,282       $         42,895
         Deferred credit amortization                     (221)                  (442)
         Goodwill amortization, net of tax                 611                  1,215
                                              ----------------       ----------------
         Adjusted net earnings                $         23,672       $         43,668
                                              ================       ================

         Earnings per share:
         Reported basic                       $           0.34       $           0.63
         Deferred credit amortization                       --                     --
         Goodwill amortization, net of tax                0.01                   0.02
                                              ----------------       ----------------
         Adjusted basic earnings per share    $           0.35       $           0.65
                                              ================       ================

         Reported diluted                     $           0.34       $           0.63
         Deferred credit amortization                       --                  (0.01)
         Goodwill amortization, net of tax                0.01                   0.02
                                              ----------------       ----------------
         Adjusted diluted earnings per share  $           0.35       $           0.64
                                              ================       ================
Goodwill by operating segment is as follows:
October 26, 2002         April 27, 2002
                                              ----------------         --------------
Dental Supply            $         62,799         $       57,017
                     Veterinary Supply                  58,631                 58,062
                                              ----------------         --------------
                     Total                    $        121,430         $      115,079
                                              ================         ==============
The change in the dental supply segment goodwill is predominantly the result of
the preliminary purchase price allocation for the acquisition of Distribution
Quebec Dentaire in July 2002 and adjustment of the preliminary purchase price
allocation associated with the purchase of Thompson Dental Supply in April 2002.

The Company continues to amortize intangibles with finite lives. Identifiable
intangible assets are primarily comprised of non-compete agreements arising from
previous acquisitions made by the Company.

                                        8
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. 26, 2002   Oct. 27, 2001   Oct. 26, 2002    Oct. 27, 2001
                                         -------------   -------------   -------------    -------------
Net sales                                        100.0%          100.0%          100.0%           100.0%
Cost of sales                                     65.6%           65.9%           65.6%            65.3%
                                         -------------   -------------   -------------    -------------

Gross profit                                      34.4%           34.1%           34.4%            34.7%
Operating expenses                                23.8%           24.0%           24.1%            24.7%
                                         -------------   -------------   -------------    -------------

Operating income                                  10.6%           10.1%           10.3%            10.0%
Other income and expense, net                      0.4%            0.4%            0.4%             0.4%

Income before income tax and cumulative
     effect of accounting change                  11.0%           10.5%           10.7%            10.4%
Income taxes                                       4.1%            3.9%            4.0%             3.9%
                                         -------------   -------------   -------------    -------------

Income before cumulative effect of
     accounting change                             6.9%            6.6%            6.7%             6.5%
                                         =============   =============   =============    =============
QUARTER ENDED OCTOBER 26, 2002 COMPARED TO QUARTER ENDED OCTOBER 27, 2001.

          Net Sales. Net sales for the three months ended October 26, 2002
     ("Current Quarter") totaled $400.8 million, a 12.9% increase from $355.0
     million reported for the three months ended October 27, 2001 ("Prior
     Quarter").

          Dental supply sales improved 14.1% to $355.6 million in the Current
     Quarter, with the recent acquisitions of Thompson Dental Company and
     Distribution Quebec Dentaire, Inc., or DQD, accounting for approximately 4%
     to 5% of the year-over-year increase. Equipment sales, excluding software
     unit sales, were also a key sales growth driver in the Current Quarter
     increasing 16.7%, fueled by strong growth of both new generation and basic
     equipment lines. However, total software sales were down due to lower
     volumes of traditional front-office practice management software.
     Consumable and printed product sales grew 12.4% in the Current Quarter.
     Sales of other services and products, consisting primarily of parts,
     technical service labor, software support and insurance e-claims, increased
     21.5%.

          Canadian dental sales were up 9.5% in the Current Quarter due
     principally to the acquisition of DQD. Excluding the acquisition, revenue
     growth during the Current Quarter reflected weakness in certain regional
     markets.

                                        9
Veterinary supply sales increased 4.1% in the second quarter to $45.2
   million. Results of the veterinary supply segment were affected by robust
   introductory and promotional sales of a major heart worm medication in the
   year earlier quarter and the decision of the manufacturer to scale back sales
   and marketing support for this product during the fall months of the current
   period. Excluding this factor, veterinary supply sales rose approximately
   16.0% in the Current Quarter.

         Gross Margins. Gross margins increased 13.7% over the Prior Quarter due
   a combination of higher sales volumes and a 30 basis point expansion in the
   gross margin rate. The consolidated gross margin rate benefited from
   favorable changes in product mix within the veterinary supply segment. Dental
   supply gross margins were the same as last year reflecting a shift in sales
   mix to a higher percentage of consumables and equipment due to dental
   acquisitions together with lower high-margin software revenues. This year's
   gross margins also reflect the benefit of above average finance contract
   sales during the quarter.

         Operating Expenses. Results for the Current Quarter include the impact
   of the adoption of SFAS No. 142, "Goodwill and Other Intangible Assets"
   resulting in the cessation of goodwill amortization. Additional information
   regarding the adoption of SFAS No. 142 is included in the Notes to the
   Consolidated Financial Statements on pages 7 and 8 of this document. That
   information is incorporated by reference into this section of this report.
   After adjusting the Prior Quarter to exclude goodwill amortization, Current
   Quarter operating expenses increased 13.0% and were flat as a ratio to sales.

         The Company continued to invest in new marketing programs and technical
   service initiatives in the second quarter. Over the past few quarters, the
   Company has made substantial investments in people and training to support
   its single-source technology solution aimed at automating and networking the
   dental office. While the Company realized sales and modest profits from this
   program in the Current Quarter, it had a dampening effect on the Company's
   operating expense rate. The implementation of new systems for managing and
   strengthening the Company's technical service operation affected the expense
   rate in the Current Quarter as well. The Company expects these new systems to
   improve operating efficiencies and contribute to sales growth over time. For
   the short-term, however, this initiative will continue to add incremental
   expense for the Company consisting primarily of additional training, software
   licensing fees and communication costs. The Current Quarter expense rate also
   reflects the impact of the acquisition of Thompson Dental, which was
   contributory to operating earnings in the Current Quarter but to a lesser
   degree than the Company's historical dental business. We expect the operating
   income contribution to increase from this incremental business in the second
   half of the fiscal year.

         Operating Income. Operating income increased 18.1% and improved 50
   basis points as a percent of sales. Higher sales volumes accounted for most
   of the increase. The improvement in operating income as a percent of sales is
   primarily the result of a positive sales mix in the veterinary supply
   business. The discontinuation of goodwill amortization in the Current Quarter
   due to adoption of SFAS No. 142 also helped improve operating income.

         Other Income. Other income, net of expenses, was $1.7 million for the
   Current Quarter compared to $1.2 million for the Prior Quarter. The benefit
   of higher financing income from equipment contracts was mitigated by the
   elimination of the amortization of deferred credits associated with the
   adoption of SFAS No. 142.

                                       10
Income Taxes. The effective income tax rate in the Current Quarter was
   37.6%, which was adjusted up from the 37.4% rate used in Prior Quarter to
   reflect the impact of the elimination of the amortization of the deferred
   credits discussed above.

         Earnings Per Share, Before Cumulative Effect of Accounting Change.
   Diluted earnings per share increased to $0.40 versus $0.34 a year ago. Had
   amortization of goodwill and the deferred credits ceased in the Prior
   Quarter, Prior Quarter earnings would have increased by $0.4 million or less
   than $0.01 per diluted share.

Six-months Ended October 26, 2002 Compared to six-months Ended OCTOBER 27, 2001.

         Net Sales. Net sales for the six months ended October 26, 2002
   ("Current Period") increased 19.8% to $788.6 million from $658.3 million in
   the six months ended October 27, 2001 ("Prior Period"). Six month results
   include two months of incremental sales from the acquisition of the assets of
   J. A. Webster, Inc. which annualized into the Company's results in July 2002.

         Dental supply sales grew 15.0%. Six month trends parallel second
   quarter results where increases reflect strong sales in consumables and
   equipment with acquisitions contributing between 4% and 5% to the overall
   sales increase. Sales of consumable dental supplies, including printed office
   products, increased 12.7% paced by the US dental market where consumable
   sales increased 14.0%. Equipment and software sales increased 18.8%. The
   Company experienced double digit growth in all major equipment product
   offerings. However, a decline in front-office practice management software
   tempered sales growth of this product category. Sales of other services and
   products, up 19.5%, benefited from strong sales of technical service labor
   and parts, software support and insurance e-claims.

         Canadian dental sales increased 13.1% over last year led by strong
   sales of equipment. The acquisition of DQD in July 2002 contributed between
   5% and 6% to the overall sales increase in Canada. Currency exchange rates
   had a nominal impact on results in the Current Period.

         Veterinary supply sales improved 7.7% on a pro forma basis amounting to
   $92.2 million in the Current Period.

         Gross Margins. Gross margins represented 34.4% of sales, down 30 basis
   points from the Prior Period reflecting the impact of the acquisition of the
   assets of J. A. Webster, Inc. which did not annualize into the Company's
   results until July 2002. Gross margins in the veterinary business are
   typically in the lower to mid 20's compared to the mid 30's for the dental
   business. The gross margins for the dental business were better than last
   year by 10 basis points.

         Operating Expenses. Operating expenses increased $26.8 million, or
   16.4%. As a percentage of sales, operating expenses declined 60 basis points
   from the Prior Period. Current Period operating expenses as a percent of
   sales reflects six months of operating results for Webster Veterinary Supply
   compared to four months in the Prior Period. Since the operating expense rate
   in the veterinary business is lower than in the dental business, this
   disparity provides a favorable year-over-year impact of approximately 40
   basis points after the amortization of certain identifiable intangible
   assets. Discontinuation of goodwill amortization resulting from the adoption
   of FAS 142 also positively impacted the year-over-year expense rate by
   approximately 20 basis points. Excluding the impact of the adoption of FAS
   142, the Current Period operating expense rate for the historical dental
   business was unchanged from the Prior Period. Six month performance in the
   dental business

                                       11
operating expense rate is similar to second quarter results reflecting the
   strategic investments the Company is undertaking to capitalize on market
   opportunities, as well as in infrastructure and systems to strengthen
   efficiencies and reduce costs. Also analogous to the second quarter is the
   pressure on the expense rate from the integration and leveraging of the
   Thompson Dental acquisition.

         Operating Income. Operating income grew by 24.4% and improved 30 basis
   points as a percent of sales. The elimination of goodwill amortization
   benefited operating income by $1.7 million or 20 basis points.

         Other Income. Other income declined $0.1 million in the Current Period.
   The cessation of the amortization of deferred credits associated with the
   adoption of SFAS No. 142 net of increased interest income resulted in the
   decrease.

         Income Taxes. The effective tax rate increased to 37.6% up from 37.4%
   in the Prior Period.

         Earnings Per Share, Before Cumulative Effect of Accounting Change.
   Diluted earnings per share increased to $0.77 versus $0.63 a year ago. Had
   amortization of goodwill and the deferred credits ceased in the Prior Year,
   Prior Year earnings would have increased by $0.8 million or $0.01 per diluted
   share.

LIQUIDITY AND CAPITAL RESOURCES

   During the first half of fiscal 2003, Patterson generated $25.5 million of
   cash from operations, compared to $28.0 million in the year-earlier period.
   Operating cash flow declined relative to the prior year despite a 22.7%
   increase in earnings. The $2.5 million decrease results primarily from a
   reduction in accounts payable levels including the expiration of extended
   billing terms from Fort Dodge for its Proheart-6(R) heartworm medication.
   Days sales outstanding were 45 days at the end of the second quarter.
   Inventory turns stood at 6.7, essentially unchanged from the year-earlier
   period.

   We invested $4.5 million to acquire Distribution Quebec Dentaire Inc., and to
   settle certain contingent consideration obligations related to previous
   acquisitions. In comparison, we used $84.2 million of cash in the Prior
   Quarter primarily to purchase the assets of J. A. Webster, Inc.

   The Company expects funds generated by operations and existing cash and cash
   equivalents to continue to be its most significant sources of liquidity. The
   Company currently believes funds generated from the expected results of
   operations and available cash and cash equivalents of $167.0 million will be
   sufficient to meet the Company's working capital needs and finance
   anticipated expansion plans and strategic initiatives for the next fiscal
   year. In November 2002, the Company entered into a new credit facility, which
   provides for an unsecured line of credit of up to $50 million. Should
   additional investment opportunities arise, management believes that the
   strength of the Company's earnings, cash flows and balance sheet will permit
   the Company to obtain additional debt or equity capital, if necessary, at a
   reasonable cost.

                                       12
CRITICAL ACCOUNTING POLICIES

     There has been no material change in the Company's Critical Accounting
     Policies, as disclosed in its 2002 Annual Report on Form 10-K filed July
     25, 2002.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

     Certain information of a non-historical nature contains forward-looking
     statements. Words such as "believes," "expects," "plans," "estimates,"
     "intends" 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 cause the Company's actual operating results to 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.

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

     .   The 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.

     .   The 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.

     .   Changes in the 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.

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

     .   The 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.

     .   Changes in the economics of the veterinary supply market, including
         reduced growth in per capita expenditures for veterinary services and
         reduced growth in the number of households owning pets.

                                       13
ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There have been no material changes in market risk during the three months
     ended October 26, 2002. For additional information refer to Item 7A of the
     Company's 2002 Form 10-K.

ITEM 4.   CONTROLS AND PROCEDURES

     (a)  Evaluation of Disclosure Controls and Procedures

          Within the 90 days prior to the date of this report, the Company
          carried out an evaluation, under the supervision and with the
          participation of the Company's management, including the Company's
          Chief Executive Officer and Chief Financial Officer, of the
          effectiveness of the design and operation of the Company's disclosure
          controls and procedures as defined in Exchange Act Rules 13a-14(c) and
          15d-14(c). Based on that evaluation, the Chief Executive Officer and
          Chief Financial Officer concluded that the Company's disclosure
          controls and procedures are effective in alerting them timely to
          material information relating to the Company (including its
          consolidated subsidiaries) required to be included in the Company's
          periodic SEC filings.

     (b)  Changes in Internal Controls

          There were no significant changes in the Company's internal controls
          or in other factors that could significantly affect these controls
          subsequent to the date of their evaluation.

                            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 9, 2002.

     (c)(1) The shareholders voted for one director nominee, Harold C.
            Slavkin, for a one year term, and two director nominees, Ronald
            E. Ezerski and Andre B. Lacy, for three year terms. 61,423,448
            shares were voted for Mr. Slavkin and 1,131,640 shares withheld
            authority. 61,423,448 shares were voted for Mr. Ezerski and
            1,131,640 shares withheld authority. 61,423,448 shares were voted
            for Mr. Lacy and 1,131,640 shares withheld authority There were no
            abstentions and no broker non-votes.

        (2) The shareholders voted to approve the Company's 2002 Stock Option
            Plan. The vote was 58,500,333 shares for, 3,949,685 shares against
            and 105,070 abstentions. There were no broker non-votes.

        (3) The shareholders voted to ratify the appointment of Ernst & Young
            LLP as independent auditors of the Company for the fiscal year
            ending April 26, 2003. The vote was 60,844,490 shares for,
            1,661,113 shares against and 47,357 abstentions. There were no
            broker non-votes.

                                       14
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits

         99.1   Certification of Chief Executive Officer and Chief Financial
                Officer Pursuant to 18  U.S.C.(S)1350, as Adopted, pursuant to
                Section 906 of the Sarbanes-Oxley Act of 2002

     (b) No reports on Form 8-K were filed during the quarter for which this
         report is filed.

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, 2002.

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 9, 2002

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

                                       15
CERTIFICATIONS PURSUANT TO
                               SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Peter L. Frechette, the Chief Executive Officer of Patterson Dental Company,
   certify that:

1. I have reviewed this quarterly report on Form 10-Q of Patterson Dental
   Company;

2. Based on my knowledge, this quarterly report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this quarterly report, fairly present in all material
   respects the financial condition, results of operations and cash flows of the
   registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures (as defined
   in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
   information relating to the registrant, including its consolidated
   subsidiaries, is made known to us by others within those entities,
   particularly during the period in which this quarterly report is being
   prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
   procedures as of a date within 90 days prior to the filing date of this
   quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
   the disclosure controls and procedures based on our evaluation as of the
   Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
   most recent evaluation , to the registrant's auditors and the audit committee
   of registrant's board of directors (or persons performing the equivalent
   function):

a) all significant deficiencies in the design or operation of internal controls
   which could adversely affect the registrant's ability to record, process,
   summarize and report financial data and have identified for the registrant's
   auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
   employees who have a significant role in the registrant's internal controls;
   and

6. The registrant's other certifying officers and I have indicated in this
   quarterly report whether or not there were significant changes in internal
   controls or in other factors that could significantly affect internal
   controls subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date: December 9, 2002                      /s/ Peter L. Frechette
                                            ----------------------
                                            Peter L. Frechette
                                            Chief Executive Officer

                                       16
CERTIFICATIONS PURSUANT TO
                               SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, R. Stephen Armstrong, the Chief Financial Officer of Patterson Dental
   Company, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Patterson Dental
   Company;

2. Based on my knowledge, this quarterly report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of the circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this quarterly report, fairly present in all material
   respects the financial condition, results of operations and cash flows of the
   registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
   establishing and maintaining disclosure controls and procedures (as defined
   in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
   information relating to the registrant, including its consolidated
   subsidiaries, is made known to us by others within those entities,
   particularly during the period in which this quarterly report is being
   prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
   procedures as of a date within 90 days prior to the filing date of this
   quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
   the disclosure controls and procedures based on our evaluation as of the
   Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
   most recent evaluation , to the registrant's auditors and the audit committee
   of registrant's board of directors (or persons performing the equivalent
   function):

a) all significant deficiencies in the design or operation of internal controls
   which could adversely affect the registrant's ability to record, process,
   summarize and report financial data and have identified for the registrant's
   auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
   employees who have a significant role in the registrant's internal controls;
   and

6. The registrant's other certifying officers and I have indicated in this
   quarterly report whether or not there were significant changes in internal
   controls or in other factors that could significantly affect internal
   controls subsequent to the date of our most recent evaluation, including any
   corrective actions with regard to significant deficiencies and material
   weaknesses.

Date: December 9, 2002                      /s/ R. Stephen Armstrong
                                            ------------------------
                                            R. Stephen Armstrong
                                            Chief Financial Officer

                                       17