<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
                    END, January 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 67,758,667 shares of common stock as of
March 5, 2002.

                                  Page 1 of 16

<PAGE>

                            PATTERSON DENTAL COMPANY

                                      INDEX

                                                                           Page
                                                                           ----

PART I - FINANCIAL INFORMATION

    Item 1 - Financial Statements                                           3-9

             Consolidated Balance Sheets as of January 26, 2002 and
             April 28, 2001                                                   3

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

             Condensed Consolidated Statements of Cash Flows for the Nine

             Months Ended January 26, 2002 and January 27, 2001               5

             Notes to Consolidated Financial Statements                       6

    Item 2 - Management's Discussion and Analysis of Financial
             Condition and Results of Operations                          10-14

    Item 3 - Quantitative and Qualitative Disclosures About
             Market Risk                                                     14


PART II - OTHER INFORMATION

    Item 2 - Changes in Securities and Use of Proceeds                       14

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

    Signatures                                                               16


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

     This Form 10-Q for the period ended January 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 24, 2001, and
other documents filed with the Securities and Exchange Commission. See also
pages 13-14 of this Form 10-Q.

                                       2

<PAGE>

                          PART I FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                                   Jan. 26, 2002   Apr. 28, 2001
                                                   -------------  --------------
ASSETS                                              (unaudited)
Current assets:
      Cash and cash equivalents                      $ 107,611      $ 160,024
      Short-term investments                            22,748         24,484
      Receivables, net                                 168,049        144,625
      Inventory                                        151,950        103,700
      Prepaid expenses and other current assets          8,708          9,928
                                                     ---------      ---------
         Total current assets                          459,066        442,761
Property and equipment, net                             52,452         48,575
Intangibles, net                                       119,221         51,892
Other                                                    6,817          5,952
                                                     ---------      ---------
         Total assets                                $ 637,556      $ 549,180
                                                     =========      =========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
      Accounts payable                               $  98,769      $  89,321
      Accrued payroll expense                           21,743         20,866
      Income taxes payable                               4,730          4,805
      Other accrued expenses                            24,885         17,723
                                                     ---------      ---------
         Total current liabilities                     150,127        132,715
Non-current liabilities                                  3,359          3,693
                                                     ---------      ---------
         Total liabilities                             153,486        136,408

Deferred credits                                         3,593          4,257

STOCKHOLDERS' EQUITY

      Preferred stock                                    ---            ---
      Common stock                                         678            675
      Additional paid-in capital                        73,933         68,049
      Accumulated other comprehensive loss              (3,962)        (2,316)
      Retained earnings                                422,092        354,371
      Note receivable from ESOP                        (12,264)       (12,264)
                                                     ---------      ---------
         Total stockholders' equity                    480,477        408,515
                                                     ---------      ---------
         Total liabilities and stockholders' equity  $ 637,556      $ 549,180
                                                     =========      =========

                             See accompanying notes.

                                       3

<PAGE>

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

<TABLE>
<CAPTION>
                                                  Three Months Ended               Nine Months Ended
                                           Jan. 26, 2002    Jan. 27, 2001    Jan. 26, 2002    Jan. 27, 2001
                                           -------------    -------------    -------------    -------------
<S>                                         <C>              <C>              <C>              <C>
Net sales                                   $   357,394      $   290,579      $ 1,015,666      $   851,336

Cost of sales                                   231,786          185,826          661,788          551,489
                                            -----------      -----------      -----------      -----------

Gross margin                                    125,608          104,753          353,878          299,847

Operating expenses                               87,027           74,150          249,902          216,264
                                            -----------      -----------      -----------      -----------

Operating income                                 38,581           30,603          103,976           83,583

Other income and expense:
     Amortization of deferred credits               221              217              663              664
     Finance income, net                            949            1,796            3,755            4,541
     Interest expense                               (12)             (41)             (83)             (98)
     Profit (loss) on currency exchange             (70)               7             (119)            (109)
                                            -----------      -----------      -----------      -----------

Income before income taxes                       39,669           32,582          108,192           88,581

Income taxes                                     14,837           12,196           40,465           33,132
                                            -----------      -----------      -----------      -----------

Net income                                  $    24,832      $    20,386      $    67,727      $    55,449
                                            ===========      ===========      ===========      ===========

Earnings per share:
     Basic                                  $      0.37      $      0.30      $      1.00      $      0.82
                                            ===========      ===========      ===========      ===========
     Diluted                                $      0.36      $      0.30      $      0.99      $      0.82
                                            ===========      ===========      ===========      ===========

Weighted average shares outstanding:
     Basic                                       67,687           67,454           67,675           67,410
     Diluted                                     68,225           67,863           68,163           67,728
</TABLE>

                                       4

<PAGE>


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

<TABLE>
<CAPTION>
                                                                        Nine Months Ended
                                                                  Jan. 26, 2002    Jan. 27, 2001
                                                                  -------------    -------------
<S>                                                               <C>              <C>
Operating activities:
      Net income                                                    $  67,727        $  55,449
      Adjustments to reconcile net income
         to net cash provided by operating
         activities:
            Depreciation                                                6,684            5,757
            Amortization of deferred credits                             (664)            (664)
            Amortization of goodwill                                    3,909            2,467
            Bad debt expense                                            1,326              627
            Change in assets and liabilities, net of acquired         (32,742)         (14,673)
                                                                    ---------        ---------
Net cash provided by operating activities                              46,240           48,963

Investing activities:
      Additions to property and equipment, net                         (8,356)          (7,276)
      Acquisitions, net                                               (86,123)          (2,627)
      Sale (purchase) of short-term investments                         1,736          (11,546)
                                                                    ---------        ---------
 Net cash used in investing activities                                (92,743)         (21,449)

Financing activities:
      Payments and retirement of long-term debt and
        obligations under capital leases                                 (300)            (546)
      Common stock (repurchased) issued, net                           (4,826)           1,013
                                                                    ---------        ---------
Net cash used in financing activities                                  (5,126)             467

Effect of exchange rate changes on cash                                  (784)             (55)
                                                                    ---------        ---------

Net (decrease) increase in cash and cash equivalents                  (52,413)          27,926

Cash and cash equivalents at beginning of period                      160,024          113,453

                                                                    ---------        ---------
Cash and cash equivalents at end of period                          $ 107,611        $ 141,379
                                                                    =========        =========

Supplemental disclosure:
      Issuance of stock in acquisition                              $  10,707            $ -
                                                                    =========        =========
</TABLE>

                             See accompanying notes.

                                        5

<PAGE>

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

                                January 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 January 26, 2002, and the
     results of operations and the cash flows for the periods ended January 26,
     2002 and January 27, 2001. Such adjustments are of a normal recurring
     nature. The results of operations for the quarter ended January 26, 2002
     and January 27, 2001, are not necessarily indicative of the results to be
     expected for the full year. The balance sheet at April 28, 2001, 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
     2001 Annual Report on Form 10-K filed on July 24, 2001.

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

3.   Total comprehensive income was $23,582 and $66,081 for the three and nine
     months ended January 26, 2002, respectively, and $20,771 and $55,031 for
     the three and nine months ended January 27, 2001, respectively.

4.   On July 9, 2001, the Company purchased substantially all of the assets of
     J. A. Webster, Inc. and assumed certain liabilities, for a purchase price
     of $95,662, consisting of $84,955 in cash and $10,707 in stock. The value
     of the 322,524 common shares issued was determined based on the average
     market price of Patterson's common shares on July 9, 2001. The acquisition
     agreement also includes an earnout provision tied to future product sales,
     which could result in additional cash payments over five years if certain
     minimum revenue milestones are achieved. J. A. Webster is the leading
     distributor of veterinary supplies to companion-pet veterinary clinics in
     the eastern United States and the third largest nationally.

     The acquisition was accounted for under the purchase method of accounting;
     accordingly, the results of J. A. Webster, Inc.'s operations are included
     in the accompanying financial statements since the date of acquisition. The
     purchase price plus direct acquisition costs have been allocated on the
     basis of estimated fair values at the date of acquisition, pending final
     determination of the fair value of certain acquired assets. The preliminary
     purchase price allocation is as follows:

              Purchase price                              $ 95,662
              Less:
              Accounts receivable                           25,367
              Inventory                                     19,758
              Fixed assets                                   2,383
              Other assets                                     278
              Accounts payable                             (18,839)
              Accrued expenses                              (2,621)
                                                          --------

              Excess of purchase price over
              fair value of tangible net assets           $ 69,336
                                                          ========

                                        6

<PAGE>

     The following pro forma summary presents the results of operations, as if
     the acquisition had occurred at the beginning of the fiscal period. The pro
     forma results of operations are not necessarily indicative of the results
     that would have been achieved had the two companies been combined:

<TABLE>
<CAPTION>
                                                        Three Months Ended                  Nine Months Ended
                                                    Jan. 26, 2002   Jan. 27, 2001   Jan. 26, 2002   Jan. 27, 2001
                                                    ------------------------------  -----------------------------
<S>                                                 <C>             <C>             <C>             <C>
     Net sales                                        $357,394        $326,089        $1,049,294       $965,883
     Net income(1)                                      24,832          21,306            68,118         57,913

     Earnings per share - basic (1)                      $0.37           $0.31             $1.00          $0.86

     Earnings per share - diluted (1)                    $0.36           $0.31             $0.99          $0.85
</TABLE>

     (1) Reflects the amortization of certain 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 will not amortize
     goodwill for this transaction in future financial statements, 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   Nine Months Ended
                                       ------------------   ------------------
                                       Jan. 26,  Jan. 27,   Jan. 26,  Jan. 27,
                                         2002      2001       2002      2001
                                       ------------------   ------------------

Denominator:
  Denominator for basic earnings per
   share - weighted-average shares      67,687    67,454     67,675    67,410

  Effect of dilutive securities:
    Stock Option Plans                     449       310        401       219
    Employee Stock Purchase Plan             9        10          8        11
    Capital Accumulation Plan               80        89         79        88
                                        ----------------     ----------------

  Dilutive potential common shares         538       409        488       318
                                        ----------------     ----------------

  Denominator for diluted earnings per
    share - adjusted weighted-average
    shares and assumed conversions      68,225    67,863     68,163    67,728
                                        ================     ================

                                        7

<PAGE>

6.   Historically, the Company operated in one reportable segment, dental
     supply. In July 2001, the Company purchased J. A. Webster, Inc. The
     acquisition became a reportable business segment of the Company, and now
     Patterson Dental Company is comprised of two reportable segments, dental
     supply and veterinary supply. The Company's reportable segments are
     strategic business units that offer similar products and services to
     different customer bases. The dental supply segment provides a virtually
     complete range of consumable dental products, clinical and laboratory
     equipment and value-added services to dentists, dental laboratories,
     institutions and other healthcare providers throughout North America. The
     veterinary supply segment provides consumable supplies, equipment,
     diagnostic products, biologicals (vaccines) and pharmaceuticals to
     companion-pet veterinary clinics primarily in the Eastern, Mid-Atlantic and
     Southeastern regions of the United States.

     The accounting policies of the segments are the same as those described in
     the summary of significant accounting policies included in the Notes to the
     Consolidated Financial Statements in the Annual Report on Form 10-K filed
     July 24, 2001. The Company evaluates segment performance based on operating
     income.

     Certain financial information relating to the Company's reportable segments
     is as follows:

<TABLE>
<CAPTION>

                                         Three Months Ended                  Nine Months Ended
                                     Jan. 26, 2002    Jan. 27, 2001    Jan. 26, 2002    Jan. 27, 2001
                                     -------------    -------------    -------------    -------------
<S>                                  <C>              <C>              <C>              <C>
Net sales:
   Dental supply:
      Consumable dental and
         printed office products       $  189,807       $  175,821       $  507,224       $  528,314
      Equipment and software              103,059           90,588          272,016          250,342
      Other                                27,126           24,170           80,881           72,680
                                       ----------       ----------       ----------       ----------
                                          319,992          290,579          925,352          851,336
   Veterinary supply                       37,402              -             90,314              -
                                       ----------       ----------       ----------       ----------
Consolidated net sales                 $  357,394       $  290,579       $1,015,666       $  851,336
                                       ==========       ==========       ==========       ==========

Operating income:
   Dental supply                       $   36,781       $   30,603       $   98,971       $   83,583
   Veterinary supply                        1,800              -              5,005              -
                                       ----------       ----------       ----------       ----------
Consolidated operating income          $   38,581       $   30,603       $  103,976       $   83,583
                                       ==========       ==========       ==========       ==========

Total assets:
   Dental supply                                                         $  507,224       $  515,884
   Veterinary supply                                                        130,332              -
                                                                         ----------       ----------
Consolidated total assets                                                $  637,556       $  515,884
                                                                         ==========       ==========
</TABLE>

                                        8

<PAGE>

7.   In July 2001, The Financial Accounting Standards Board issued Statement of
     Financial Accounting Standards ("SFAS") No. 141, "Business Combinations",
     and SFAS No. 142, "Goodwill and Other Intangible Assets." SFAS 141
     addresses financial accounting and reporting for business combinations.
     Specifically, effective for business combinations occurring after June 30,
     2001, it eliminates the use of the pooling method of accounting and
     requires all business combinations to be accounted for under the purchase
     method. SFAS 142 addresses financial accounting and reporting for acquired
     goodwill and other intangible assets. The primary change related to this
     new standard is that the amortization of goodwill and intangible assets
     with indefinite useful lives will be discontinued and instead an annual
     impairment approach will be applied.

     As provided in the standards, the Company is not amortizing the goodwill
     related to the acquisition of the assets of J. A. Webster, Inc. The Company
     will discontinue amortization on the remainder of its indefinite lived
     intangible assets, including goodwill effective April 28, 2002. With the
     adoption of the remaining provisions of these standards, Patterson's
     reported net earnings per share are projected to increase by approximately
     $.03 on a going forward basis. In fiscal 2003, there also will be an
     additional one-time benefit of $.03 to $.04 per share as Patterson is
     required to write-off the remaining balance of its deferred credit. The
     deferred credit is negative goodwill that arose from acquisitions in the
     1980's and currently amounts to approximately $3.6 million.

                                        9

<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             Nine Months Ended
                                     Jan. 26, 2002   Jan. 27, 2001  Jan. 26, 2002   Jan. 27, 2001
                                     -------------   -------------  -------------   -------------
<S>                                  <C>             <C>            <C>             <C>
Net sales                                100.0%         100.0%          100.0%          100.0%
Cost of sales                             64.9%          64.0%           65.2%           64.8%
                                         -----          -----           -----           -----

Gross profit                              35.1%          36.0%           34.8%           35.2%
Operating expenses                        24.3%          25.5%           24.6%           25.4%
                                         -----          -----           -----           -----

Operating income                          10.8%          10.5%           10.2%            9.8%
Other income and expense, net              0.3%           0.7%            0.4%            0.6%
                                         -----          -----           -----           -----

Income before income tax                  11.1%          11.2%           10.6%           10.4%
Net income                                 6.9%           7.0%            6.6%            6.5%
                                         =====          =====         =======           =====
</TABLE>

Quarter Ended Jan. 26, 2002 Compared to Quarter Ended Jan. 27, 2001.

     Net Sales. Net sales for the three months ended Jan. 26, 2002 ("Current
Quarter") totaled $357.4 million a 23.0% increase from $290.6 million reported
for the three months ended Jan. 27, 2001 ("Prior Quarter"). All areas of the
business contributed to the Company's sales growth in the third quarter.
Reported sales growth further benefited from the acquisition of Webster
Veterinary Supply which added $37.4 million of incremental sales to the Current
Quarter.

     Dental supply sales rose 10.1% in the Current Quarter to $320.0 million
reflecting strong performance across all major product categories. Sales of the
CEREC 3 dental restorative system rebounded in the quarter increasing 43% from
the second quarter of the current fiscal year and 13% ahead of last year's third
quarter. Sales in the quarter were also helped by a 78% increase in software.
Dental acquisitions added approximately 2% to sales growth in the Prior Quarter
but had no impact in the Current Quarter.

     Sales of consumable dental supplies, including printed office products,
increased 8.0% in the Current Quarter led by a 9.2% increase in the U.S. market.
The U.S. market had one less billing day than in last year's third quarter which
reduced reported sales growth in that market by approximately 2%. The Colwell
product group reported another quarter of improved performance growing sales by
approximately 3% on a comparable basis. Dental equipment and software sales came
in 13.8% ahead of the Prior Quarter reflecting strong basic dental equipment
sales in addition to robust software sales and improved sales of the CEREC 3.
Sales of other services and products, consisting primarily of parts, technical
service, software support and insurance e-claims, grew 12.2% in the Current
Quarter due predominantly to higher software service revenues.

                                       10

<PAGE>

     Canadian sales in local currencies were up 5.0% over last year due
     principally to growth in our consumable dental product lines. Currency
     exchange rates continued to affect results in the quarter, reducing
     reported sales by approximately $1 million.

     On a proforma basis, veterinary sales grew 5.3% from the Prior Quarter.
     However, sales on a comparable basis, giving effect to the conversion of a
     product group from distribution status to an agency arrangement at the
     beginning of calendar year 2001, increased approximately 11%.

          Gross Margins. Gross margins increased 19.9% over Prior Quarter
     primarily as a result of higher sales volumes. Consolidated gross margins
     declined 90 basis points due solely to the addition of the veterinary
     supply business which carries lower margins, in the mid 20's for the
     Current Quarter. The dental gross margin rate improved 30 basis points
     benefiting from a stronger product mix.

          Operating Expenses. Operating expenses increased 17.4% and amounted to
     24.3% of sales. The Company achieved a 70 basis point reduction in its
     dental supply operating expense ratio despite continuing higher insurance
     and advertising costs. This improvement results from better operating
     leverage and several cost reduction initiatives. Current quarter
     consolidated expenses as a percent of sales also benefited from the
     acquisition of Webster Veterinary Supply. The veterinary operation has a
     lower expense ratio than the dental supply business favorably impacting the
     year-over-year consolidated expense rate by roughly 50 basis points.

          Operating Income. Operating income increased 26.1% to $38.6 million
     for the Current Quarter from $30.6 million for the Prior Quarter. Operating
     income increased as a percent of net sales from 10.5% to 10.8%. Dental
     supply operating income increased 20.2% due to improved gross margin
     performance and cost containment. Veterinary supply operating income was
     $1.8 million in the Current Quarter.

          Other Income. Other income, net of expenses, was $1.1 million for the
     Current Quarter compared to $2.0 million for the Prior Quarter. Lower
     yields on investment balances and reduced cash due to the purchase of
     Webster resulted in the decrease.

          Income Taxes. The effective income tax rate at 37.4% remained the same
     as last year.

          Net Income. Net income increased to $24.8 million, or 21.8% over prior
     year due to the factors discussed above.

          Earnings Per Share. Diluted earnings per share increased to $0.36
     versus $0.30 reported a year ago, a 6 cent or 20.0% increase over the same
     quarter a year ago.

NINE MONTHS ENDED JAN. 26, 2002 COMPARED TO NINE MONTHS ENDED JAN. 27, 2001.

          Net Sales. Net sales increased 19.3% to $1,015.7 million for the nine
     months ended January 26, 2002 ("Current Period") from $851.3 million for
     the nine months ended Jan. 27, 2001 ("Prior Period"). Results for the
     nine-month period benefited from an 8.7% increase in the dental supply
     market and $90.3 million of incremental veterinary supply sales. Veterinary
     sales are primarily in the consumable product category with a small portion
     attributed to equipment. Nine-month trends were similar to third quarter
     results with a few notable exceptions. Sales of the CEREC 3 dental
     restorative

                                       11

<PAGE>

     system, which accelerated during the third quarter, lagged prior year in
     the nine-month period by 21.1%. Similarly, although sales of printed office
     products continued to improve in the quarter, sales of this product line
     were flat for the nine-month period.

     Dental sales totaled $925.4 million. Sales of consumable dental supplies
     increased 8.4% paced by a 9.6% increase in the U.S. dental market.
     Excluding the impact of lower CEREC 3 sales, dental equipment sales were up
     13.0% reflecting strong sales of basic dental equipment and software. Other
     sales grew 11.3% in the Current Period aided by a 54.1% increase in
     software related services.

     Canadian sales increased approximately 7% in local currencies but only 3.1%
     in U.S. dollars. Foreign currency exchange reduced reported sales for the
     period by almost $3.0 million.

     Veterinary supply sales came in approximately 8% ahead of last year on a
     proforma basis.

          Gross Margins. Gross margins increased $54.0 million or 18.0% over the
     Prior Period and amounted to 34.8% of total sales. The dental gross margin
     rate was favorable to the Prior Period by 70 basis points, benefiting from
     improved consumables point-of-sale margins, the mix impact of growth in
     software and related services, and improvement in printed office products
     gross margins as this product group begins to see results from some of its
     realignment efforts. Veterinary gross margins were in the mid 20's, as
     expected.

          Operating Expenses. Operating expenses increased 15.6% to $249.9
     million but declined 80 basis points as a percent of sales from 25.4% in
     the Prior Period to 24.6% in the Current Period. Improved operating
     leverage in the dental supply segment and the veterinary supply segment's
     historically lower operating expense rate, 18.8% in the Current Period,
     were the principal factors driving the improvement. The absence of
     infrastructure associated with a technical service business allows the
     veterinary supply segment to maintain a lower expense rate than the
     historical dental supply segment.

          Operating Income. Operating income increased $20.4 million or 24.4%
     over Prior Period. Operating income increased as a percent of sales to
     10.2% from 9.8% due to improved gross margins and a lower operating expense
     rate in the dental segment.

          Other Income. Other income declined 15.6% from $5.0 million in the
     Prior Period to $4.2 million in the Current Period. Lower interest rates
     and reduced cash balances following the acquisition of Webster brought
     about the decrease.

          Income Tax. The effective income tax rate of 37.4% remains the same as
     the Prior Period.

          Net Income. Net income increased 22.1% to $67.7 million due to the
     reasons outlined aboved.

          Earnings Per Share. Diluted earnings per share increased to $0.99
     versus $0.82 reported a year ago, a 17 cent or 20.7% increase over the
     Prior Period.

                                       12

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

     The Company's financial condition remains strong. Cash generated from
     operating activities was our principal source of funds during the nine
     months ended January 26, 2002. In combination with previously generated
     funds, we invested in working capital, made an acquisition, funded capital
     expenditures and repurchased 247,000 shares of our common stock.

     The Company generated $46.2 million of cash from operations through the
     first nine months of fiscal 2002, a $2.7 million decrease from last year.
     Cash from operations declined despite a 22.1% increase in net income.
     Higher inventory levels due to year end buying opportunities in both the
     dental and veterinary businesses was the primary factor leading to this
     year-over-year reduction. Consistent with previous years, the Company
     expects this inventory build to be substantially liquidated by the end of
     the fiscal year.

     In July 2001, the Company invested $85.0 million of cash to acquire the
     assets of J. A. Webster, Inc. The Company invested $2.6 million of cash to
     acquire a dental distribution business and an internet service in the prior
     year nine months.

     Available liquid resources at January 26, 2002 consisted of $130.4 million
     of cash and short-term investments and $2.6 million available under
     existing bank lines. The Company believes that cash and short-term
     investments and the remainder of its credit lines are sufficient to meet
     any existing and presently anticipated cash needs. In addition, because of
     its low debt to equity ratio, the Company believes it has sufficient debt
     capacity to replace its existing revolver and provide the necessary funds
     to achieve its corporate objectives.

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" 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 and assumptions that are difficult
     to predict; therefore, the Company cautions shareholders and prospective
     investors that the following important factors, among others, could in the
     future affect the Company's actual operating results which could differ
     materially from those expressed in any forward-looking statements. The
     statements under this caption are intended to serve as cautionary
     statements within the meaning of the Private Securities Litigation Reform
     Act of 1995. The following information is not intended to limit in any way
     the characterization of other statements or information under other
     captions as cautionary statements for such purpose. The order in which such
     factors appear below should not be construed to indicate their relative
     importance or priority.

     o    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.

     o    The ability of the Company to retain its base of customers and to
          increase its market share.

                                       13

<PAGE>

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

     o    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.

     o    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.

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

     o    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.

     o    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.

     o    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.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There have been no material changes in market risk during the nine months
     ended January 26, 2002. For additional information refer to Item 7A of the
     Company's 2001 Form 10K.

                            PART II OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds.

     (a)  None.

     (b)  None.

     (c)  On July 9, 2001, 322,524 unregistered shares of the Company's common
          stock were issued in reliance on Regulation D of the Securities Act of
          1933. The shares were issued as part of the consideration paid by the
          Company for certain assets of J. A. Webster, Inc. The Asset Purchase
          Agreement by and among Patterson Dental Company and J. A. Webster,
          Inc., pursuant to which the shares were issued, was filed as Exhibit
          10.12 to the Company's Form 10-K filed with the Securities and
          Exchange Commission on July 24, 2001. See also, Note 4 to Notes to
          Consolidated Financial Statements on pages 6-7 of this Form 10-Q.

                                       14

<PAGE>

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

     (a)  None.

     (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 24, 2001.


                                       15

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                        PATTERSON DENTAL COMPANY
                                        (Registrant)

Dated: March 11, 2002
                                        By: /s/  R. Stephen Armstrong
                                            ------------------------------------
                                            R. Stephen Armstrong
                                            Executive Vice President, Treasurer
                                              and Chief Financial Officer
                                            (Principal Financial Officer and
                                              Principal Accounting Officer)


                                       16
[{"type": "10-Q", "sequence": "1", "filename": "d10q.txt", "description": "FORM 10-Q", "secsgml_size_bytes": 44789}]
{"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": "02572570"}, "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
                    END, January 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 67,758,667 shares of common stock as of
March 5, 2002.

                                  Page 1 of 16
PATTERSON DENTAL COMPANY

                                      INDEX

                                                                           Page
                                                                           ----

PART I - FINANCIAL INFORMATION

    Item 1 - Financial Statements                                           3-9

             Consolidated Balance Sheets as of January 26, 2002 and
             April 28, 2001                                                   3

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

             Condensed Consolidated Statements of Cash Flows for the Nine

             Months Ended January 26, 2002 and January 27, 2001               5

             Notes to Consolidated Financial Statements                       6

    Item 2 - Management's Discussion and Analysis of Financial
             Condition and Results of Operations                          10-14

    Item 3 - Quantitative and Qualitative Disclosures About
             Market Risk                                                     14

PART II - OTHER INFORMATION

    Item 2 - Changes in Securities and Use of Proceeds                       14

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

    Signatures                                                               16

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

     This Form 10-Q for the period ended January 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 24, 2001, and
other documents filed with the Securities and Exchange Commission. See also
pages 13-14 of this Form 10-Q.

                                       2
PART I FINANCIAL INFORMATION

                            PATTERSON DENTAL COMPANY
                           CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

                                                   Jan. 26, 2002   Apr. 28, 2001
                                                   -------------  --------------
ASSETS                                              (unaudited)
Current assets:
      Cash and cash equivalents                      $ 107,611      $ 160,024
      Short-term investments                            22,748         24,484
      Receivables, net                                 168,049        144,625
      Inventory                                        151,950        103,700
      Prepaid expenses and other current assets          8,708          9,928
                                                     ---------      ---------
         Total current assets                          459,066        442,761
Property and equipment, net                             52,452         48,575
Intangibles, net                                       119,221         51,892
Other                                                    6,817          5,952
                                                     ---------      ---------
         Total assets                                $ 637,556      $ 549,180
                                                     =========      =========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
      Accounts payable                               $  98,769      $  89,321
      Accrued payroll expense                           21,743         20,866
      Income taxes payable                               4,730          4,805
      Other accrued expenses                            24,885         17,723
                                                     ---------      ---------
         Total current liabilities                     150,127        132,715
Non-current liabilities                                  3,359          3,693
                                                     ---------      ---------
         Total liabilities                             153,486        136,408

Deferred credits                                         3,593          4,257

STOCKHOLDERS' EQUITY

      Preferred stock                                    ---            ---
      Common stock                                         678            675
      Additional paid-in capital                        73,933         68,049
      Accumulated other comprehensive loss              (3,962)        (2,316)
      Retained earnings                                422,092        354,371
      Note receivable from ESOP                        (12,264)       (12,264)
                                                     ---------      ---------
         Total stockholders' equity                    480,477        408,515
                                                     ---------      ---------
         Total liabilities and stockholders' equity  $ 637,556      $ 549,180
                                                     =========      =========

                             See accompanying notes.

                                       3
PATTERSON DENTAL COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
                     (In thousands except per share amounts)
                                   (Unaudited)
Three Months Ended               Nine Months Ended
                                           Jan. 26, 2002    Jan. 27, 2001    Jan. 26, 2002    Jan. 27, 2001
                                           -------------    -------------    -------------    -------------
Net sales                                   $   357,394      $   290,579      $ 1,015,666      $   851,336

Cost of sales                                   231,786          185,826          661,788          551,489
                                            -----------      -----------      -----------      -----------

Gross margin                                    125,608          104,753          353,878          299,847

Operating expenses                               87,027           74,150          249,902          216,264
                                            -----------      -----------      -----------      -----------

Operating income                                 38,581           30,603          103,976           83,583

Other income and expense:
     Amortization of deferred credits               221              217              663              664
     Finance income, net                            949            1,796            3,755            4,541
     Interest expense                               (12)             (41)             (83)             (98)
     Profit (loss) on currency exchange             (70)               7             (119)            (109)
                                            -----------      -----------      -----------      -----------

Income before income taxes                       39,669           32,582          108,192           88,581

Income taxes                                     14,837           12,196           40,465           33,132
                                            -----------      -----------      -----------      -----------

Net income                                  $    24,832      $    20,386      $    67,727      $    55,449
                                            ===========      ===========      ===========      ===========

Earnings per share:
     Basic                                  $      0.37      $      0.30      $      1.00      $      0.82
                                            ===========      ===========      ===========      ===========
     Diluted                                $      0.36      $      0.30      $      0.99      $      0.82
                                            ===========      ===========      ===========      ===========

Weighted average shares outstanding:
     Basic                                       67,687           67,454           67,675           67,410
     Diluted                                     68,225           67,863           68,163           67,728
4
PATTERSON DENTAL COMPANY
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                   (Unaudited)
Nine Months Ended
                                                                  Jan. 26, 2002    Jan. 27, 2001
                                                                  -------------    -------------
Operating activities:
      Net income                                                    $  67,727        $  55,449
      Adjustments to reconcile net income
         to net cash provided by operating
         activities:
            Depreciation                                                6,684            5,757
            Amortization of deferred credits                             (664)            (664)
            Amortization of goodwill                                    3,909            2,467
            Bad debt expense                                            1,326              627
            Change in assets and liabilities, net of acquired         (32,742)         (14,673)
                                                                    ---------        ---------
Net cash provided by operating activities                              46,240           48,963

Investing activities:
      Additions to property and equipment, net                         (8,356)          (7,276)
      Acquisitions, net                                               (86,123)          (2,627)
      Sale (purchase) of short-term investments                         1,736          (11,546)
                                                                    ---------        ---------
 Net cash used in investing activities                                (92,743)         (21,449)

Financing activities:
      Payments and retirement of long-term debt and
        obligations under capital leases                                 (300)            (546)
      Common stock (repurchased) issued, net                           (4,826)           1,013
                                                                    ---------        ---------
Net cash used in financing activities                                  (5,126)             467

Effect of exchange rate changes on cash                                  (784)             (55)
                                                                    ---------        ---------

Net (decrease) increase in cash and cash equivalents                  (52,413)          27,926

Cash and cash equivalents at beginning of period                      160,024          113,453

                                                                    ---------        ---------
Cash and cash equivalents at end of period                          $ 107,611        $ 141,379
                                                                    =========        =========

Supplemental disclosure:
      Issuance of stock in acquisition                              $  10,707            $ -
                                                                    =========        =========
See accompanying notes.

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

                                January 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 January 26, 2002, and the
     results of operations and the cash flows for the periods ended January 26,
     2002 and January 27, 2001. Such adjustments are of a normal recurring
     nature. The results of operations for the quarter ended January 26, 2002
     and January 27, 2001, are not necessarily indicative of the results to be
     expected for the full year. The balance sheet at April 28, 2001, 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
     2001 Annual Report on Form 10-K filed on July 24, 2001.

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

3.   Total comprehensive income was $23,582 and $66,081 for the three and nine
     months ended January 26, 2002, respectively, and $20,771 and $55,031 for
     the three and nine months ended January 27, 2001, respectively.

4.   On July 9, 2001, the Company purchased substantially all of the assets of
     J. A. Webster, Inc. and assumed certain liabilities, for a purchase price
     of $95,662, consisting of $84,955 in cash and $10,707 in stock. The value
     of the 322,524 common shares issued was determined based on the average
     market price of Patterson's common shares on July 9, 2001. The acquisition
     agreement also includes an earnout provision tied to future product sales,
     which could result in additional cash payments over five years if certain
     minimum revenue milestones are achieved. J. A. Webster is the leading
     distributor of veterinary supplies to companion-pet veterinary clinics in
     the eastern United States and the third largest nationally.

     The acquisition was accounted for under the purchase method of accounting;
     accordingly, the results of J. A. Webster, Inc.'s operations are included
     in the accompanying financial statements since the date of acquisition. The
     purchase price plus direct acquisition costs have been allocated on the
     basis of estimated fair values at the date of acquisition, pending final
     determination of the fair value of certain acquired assets. The preliminary
     purchase price allocation is as follows:

              Purchase price                              $ 95,662
              Less:
              Accounts receivable                           25,367
              Inventory                                     19,758
              Fixed assets                                   2,383
              Other assets                                     278
              Accounts payable                             (18,839)
              Accrued expenses                              (2,621)
                                                          --------

              Excess of purchase price over
              fair value of tangible net assets           $ 69,336
                                                          ========

                                        6
The following pro forma summary presents the results of operations, as if
     the acquisition had occurred at the beginning of the fiscal period. The pro
     forma results of operations are not necessarily indicative of the results
     that would have been achieved had the two companies been combined:
Three Months Ended                  Nine Months Ended
                                                    Jan. 26, 2002   Jan. 27, 2001   Jan. 26, 2002   Jan. 27, 2001
                                                    ------------------------------  -----------------------------
Net sales                                        $357,394        $326,089        $1,049,294       $965,883
     Net income(1)                                      24,832          21,306            68,118         57,913

     Earnings per share - basic (1)                      $0.37           $0.31             $1.00          $0.86

     Earnings per share - diluted (1)                    $0.36           $0.31             $0.99          $0.85
(1) Reflects the amortization of certain 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 will not amortize
     goodwill for this transaction in future financial statements, 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   Nine Months Ended
                                       ------------------   ------------------
                                       Jan. 26,  Jan. 27,   Jan. 26,  Jan. 27,
                                         2002      2001       2002      2001
                                       ------------------   ------------------

Denominator:
  Denominator for basic earnings per
   share - weighted-average shares      67,687    67,454     67,675    67,410

  Effect of dilutive securities:
    Stock Option Plans                     449       310        401       219
    Employee Stock Purchase Plan             9        10          8        11
    Capital Accumulation Plan               80        89         79        88
                                        ----------------     ----------------

  Dilutive potential common shares         538       409        488       318
                                        ----------------     ----------------

  Denominator for diluted earnings per
    share - adjusted weighted-average
    shares and assumed conversions      68,225    67,863     68,163    67,728
                                        ================     ================

                                        7
6.   Historically, the Company operated in one reportable segment, dental
     supply. In July 2001, the Company purchased J. A. Webster, Inc. The
     acquisition became a reportable business segment of the Company, and now
     Patterson Dental Company is comprised of two reportable segments, dental
     supply and veterinary supply. The Company's reportable segments are
     strategic business units that offer similar products and services to
     different customer bases. The dental supply segment provides a virtually
     complete range of consumable dental products, clinical and laboratory
     equipment and value-added services to dentists, dental laboratories,
     institutions and other healthcare providers throughout North America. The
     veterinary supply segment provides consumable supplies, equipment,
     diagnostic products, biologicals (vaccines) and pharmaceuticals to
     companion-pet veterinary clinics primarily in the Eastern, Mid-Atlantic and
     Southeastern regions of the United States.

     The accounting policies of the segments are the same as those described in
     the summary of significant accounting policies included in the Notes to the
     Consolidated Financial Statements in the Annual Report on Form 10-K filed
     July 24, 2001. The Company evaluates segment performance based on operating
     income.

     Certain financial information relating to the Company's reportable segments
     is as follows:
Three Months Ended                  Nine Months Ended
                                     Jan. 26, 2002    Jan. 27, 2001    Jan. 26, 2002    Jan. 27, 2001
                                     -------------    -------------    -------------    -------------
Net sales:
   Dental supply:
      Consumable dental and
         printed office products       $  189,807       $  175,821       $  507,224       $  528,314
      Equipment and software              103,059           90,588          272,016          250,342
      Other                                27,126           24,170           80,881           72,680
                                       ----------       ----------       ----------       ----------
                                          319,992          290,579          925,352          851,336
   Veterinary supply                       37,402              -             90,314              -
                                       ----------       ----------       ----------       ----------
Consolidated net sales                 $  357,394       $  290,579       $1,015,666       $  851,336
                                       ==========       ==========       ==========       ==========

Operating income:
   Dental supply                       $   36,781       $   30,603       $   98,971       $   83,583
   Veterinary supply                        1,800              -              5,005              -
                                       ----------       ----------       ----------       ----------
Consolidated operating income          $   38,581       $   30,603       $  103,976       $   83,583
                                       ==========       ==========       ==========       ==========

Total assets:
   Dental supply                                                         $  507,224       $  515,884
   Veterinary supply                                                        130,332              -
                                                                         ----------       ----------
Consolidated total assets                                                $  637,556       $  515,884
                                                                         ==========       ==========
8
7.   In July 2001, The Financial Accounting Standards Board issued Statement of
     Financial Accounting Standards ("SFAS") No. 141, "Business Combinations",
     and SFAS No. 142, "Goodwill and Other Intangible Assets." SFAS 141
     addresses financial accounting and reporting for business combinations.
     Specifically, effective for business combinations occurring after June 30,
     2001, it eliminates the use of the pooling method of accounting and
     requires all business combinations to be accounted for under the purchase
     method. SFAS 142 addresses financial accounting and reporting for acquired
     goodwill and other intangible assets. The primary change related to this
     new standard is that the amortization of goodwill and intangible assets
     with indefinite useful lives will be discontinued and instead an annual
     impairment approach will be applied.

     As provided in the standards, the Company is not amortizing the goodwill
     related to the acquisition of the assets of J. A. Webster, Inc. The Company
     will discontinue amortization on the remainder of its indefinite lived
     intangible assets, including goodwill effective April 28, 2002. With the
     adoption of the remaining provisions of these standards, Patterson's
     reported net earnings per share are projected to increase by approximately
     $.03 on a going forward basis. In fiscal 2003, there also will be an
     additional one-time benefit of $.03 to $.04 per share as Patterson is
     required to write-off the remaining balance of its deferred credit. The
     deferred credit is negative goodwill that arose from acquisitions in the
     1980's and currently amounts to approximately $3.6 million.

                                        9
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             Nine Months Ended
                                     Jan. 26, 2002   Jan. 27, 2001  Jan. 26, 2002   Jan. 27, 2001
                                     -------------   -------------  -------------   -------------
Net sales                                100.0%         100.0%          100.0%          100.0%
Cost of sales                             64.9%          64.0%           65.2%           64.8%
                                         -----          -----           -----           -----

Gross profit                              35.1%          36.0%           34.8%           35.2%
Operating expenses                        24.3%          25.5%           24.6%           25.4%
                                         -----          -----           -----           -----

Operating income                          10.8%          10.5%           10.2%            9.8%
Other income and expense, net              0.3%           0.7%            0.4%            0.6%
                                         -----          -----           -----           -----

Income before income tax                  11.1%          11.2%           10.6%           10.4%
Net income                                 6.9%           7.0%            6.6%            6.5%
                                         =====          =====         =======           =====
Quarter Ended Jan. 26, 2002 Compared to Quarter Ended Jan. 27, 2001.

     Net Sales. Net sales for the three months ended Jan. 26, 2002 ("Current
Quarter") totaled $357.4 million a 23.0% increase from $290.6 million reported
for the three months ended Jan. 27, 2001 ("Prior Quarter"). All areas of the
business contributed to the Company's sales growth in the third quarter.
Reported sales growth further benefited from the acquisition of Webster
Veterinary Supply which added $37.4 million of incremental sales to the Current
Quarter.

     Dental supply sales rose 10.1% in the Current Quarter to $320.0 million
reflecting strong performance across all major product categories. Sales of the
CEREC 3 dental restorative system rebounded in the quarter increasing 43% from
the second quarter of the current fiscal year and 13% ahead of last year's third
quarter. Sales in the quarter were also helped by a 78% increase in software.
Dental acquisitions added approximately 2% to sales growth in the Prior Quarter
but had no impact in the Current Quarter.

     Sales of consumable dental supplies, including printed office products,
increased 8.0% in the Current Quarter led by a 9.2% increase in the U.S. market.
The U.S. market had one less billing day than in last year's third quarter which
reduced reported sales growth in that market by approximately 2%. The Colwell
product group reported another quarter of improved performance growing sales by
approximately 3% on a comparable basis. Dental equipment and software sales came
in 13.8% ahead of the Prior Quarter reflecting strong basic dental equipment
sales in addition to robust software sales and improved sales of the CEREC 3.
Sales of other services and products, consisting primarily of parts, technical
service, software support and insurance e-claims, grew 12.2% in the Current
Quarter due predominantly to higher software service revenues.

                                       10
Canadian sales in local currencies were up 5.0% over last year due
     principally to growth in our consumable dental product lines. Currency
     exchange rates continued to affect results in the quarter, reducing
     reported sales by approximately $1 million.

     On a proforma basis, veterinary sales grew 5.3% from the Prior Quarter.
     However, sales on a comparable basis, giving effect to the conversion of a
     product group from distribution status to an agency arrangement at the
     beginning of calendar year 2001, increased approximately 11%.

          Gross Margins. Gross margins increased 19.9% over Prior Quarter
     primarily as a result of higher sales volumes. Consolidated gross margins
     declined 90 basis points due solely to the addition of the veterinary
     supply business which carries lower margins, in the mid 20's for the
     Current Quarter. The dental gross margin rate improved 30 basis points
     benefiting from a stronger product mix.

          Operating Expenses. Operating expenses increased 17.4% and amounted to
     24.3% of sales. The Company achieved a 70 basis point reduction in its
     dental supply operating expense ratio despite continuing higher insurance
     and advertising costs. This improvement results from better operating
     leverage and several cost reduction initiatives. Current quarter
     consolidated expenses as a percent of sales also benefited from the
     acquisition of Webster Veterinary Supply. The veterinary operation has a
     lower expense ratio than the dental supply business favorably impacting the
     year-over-year consolidated expense rate by roughly 50 basis points.

          Operating Income. Operating income increased 26.1% to $38.6 million
     for the Current Quarter from $30.6 million for the Prior Quarter. Operating
     income increased as a percent of net sales from 10.5% to 10.8%. Dental
     supply operating income increased 20.2% due to improved gross margin
     performance and cost containment. Veterinary supply operating income was
     $1.8 million in the Current Quarter.

          Other Income. Other income, net of expenses, was $1.1 million for the
     Current Quarter compared to $2.0 million for the Prior Quarter. Lower
     yields on investment balances and reduced cash due to the purchase of
     Webster resulted in the decrease.

          Income Taxes. The effective income tax rate at 37.4% remained the same
     as last year.

          Net Income. Net income increased to $24.8 million, or 21.8% over prior
     year due to the factors discussed above.

          Earnings Per Share. Diluted earnings per share increased to $0.36
     versus $0.30 reported a year ago, a 6 cent or 20.0% increase over the same
     quarter a year ago.

NINE MONTHS ENDED JAN. 26, 2002 COMPARED TO NINE MONTHS ENDED JAN. 27, 2001.

          Net Sales. Net sales increased 19.3% to $1,015.7 million for the nine
     months ended January 26, 2002 ("Current Period") from $851.3 million for
     the nine months ended Jan. 27, 2001 ("Prior Period"). Results for the
     nine-month period benefited from an 8.7% increase in the dental supply
     market and $90.3 million of incremental veterinary supply sales. Veterinary
     sales are primarily in the consumable product category with a small portion
     attributed to equipment. Nine-month trends were similar to third quarter
     results with a few notable exceptions. Sales of the CEREC 3 dental
     restorative

                                       11
system, which accelerated during the third quarter, lagged prior year in
     the nine-month period by 21.1%. Similarly, although sales of printed office
     products continued to improve in the quarter, sales of this product line
     were flat for the nine-month period.

     Dental sales totaled $925.4 million. Sales of consumable dental supplies
     increased 8.4% paced by a 9.6% increase in the U.S. dental market.
     Excluding the impact of lower CEREC 3 sales, dental equipment sales were up
     13.0% reflecting strong sales of basic dental equipment and software. Other
     sales grew 11.3% in the Current Period aided by a 54.1% increase in
     software related services.

     Canadian sales increased approximately 7% in local currencies but only 3.1%
     in U.S. dollars. Foreign currency exchange reduced reported sales for the
     period by almost $3.0 million.

     Veterinary supply sales came in approximately 8% ahead of last year on a
     proforma basis.

          Gross Margins. Gross margins increased $54.0 million or 18.0% over the
     Prior Period and amounted to 34.8% of total sales. The dental gross margin
     rate was favorable to the Prior Period by 70 basis points, benefiting from
     improved consumables point-of-sale margins, the mix impact of growth in
     software and related services, and improvement in printed office products
     gross margins as this product group begins to see results from some of its
     realignment efforts. Veterinary gross margins were in the mid 20's, as
     expected.

          Operating Expenses. Operating expenses increased 15.6% to $249.9
     million but declined 80 basis points as a percent of sales from 25.4% in
     the Prior Period to 24.6% in the Current Period. Improved operating
     leverage in the dental supply segment and the veterinary supply segment's
     historically lower operating expense rate, 18.8% in the Current Period,
     were the principal factors driving the improvement. The absence of
     infrastructure associated with a technical service business allows the
     veterinary supply segment to maintain a lower expense rate than the
     historical dental supply segment.

          Operating Income. Operating income increased $20.4 million or 24.4%
     over Prior Period. Operating income increased as a percent of sales to
     10.2% from 9.8% due to improved gross margins and a lower operating expense
     rate in the dental segment.

          Other Income. Other income declined 15.6% from $5.0 million in the
     Prior Period to $4.2 million in the Current Period. Lower interest rates
     and reduced cash balances following the acquisition of Webster brought
     about the decrease.

          Income Tax. The effective income tax rate of 37.4% remains the same as
     the Prior Period.

          Net Income. Net income increased 22.1% to $67.7 million due to the
     reasons outlined aboved.

          Earnings Per Share. Diluted earnings per share increased to $0.99
     versus $0.82 reported a year ago, a 17 cent or 20.7% increase over the
     Prior Period.

                                       12
LIQUIDITY AND CAPITAL RESOURCES

     The Company's financial condition remains strong. Cash generated from
     operating activities was our principal source of funds during the nine
     months ended January 26, 2002. In combination with previously generated
     funds, we invested in working capital, made an acquisition, funded capital
     expenditures and repurchased 247,000 shares of our common stock.

     The Company generated $46.2 million of cash from operations through the
     first nine months of fiscal 2002, a $2.7 million decrease from last year.
     Cash from operations declined despite a 22.1% increase in net income.
     Higher inventory levels due to year end buying opportunities in both the
     dental and veterinary businesses was the primary factor leading to this
     year-over-year reduction. Consistent with previous years, the Company
     expects this inventory build to be substantially liquidated by the end of
     the fiscal year.

     In July 2001, the Company invested $85.0 million of cash to acquire the
     assets of J. A. Webster, Inc. The Company invested $2.6 million of cash to
     acquire a dental distribution business and an internet service in the prior
     year nine months.

     Available liquid resources at January 26, 2002 consisted of $130.4 million
     of cash and short-term investments and $2.6 million available under
     existing bank lines. The Company believes that cash and short-term
     investments and the remainder of its credit lines are sufficient to meet
     any existing and presently anticipated cash needs. In addition, because of
     its low debt to equity ratio, the Company believes it has sufficient debt
     capacity to replace its existing revolver and provide the necessary funds
     to achieve its corporate objectives.

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" 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 and assumptions that are difficult
     to predict; therefore, the Company cautions shareholders and prospective
     investors that the following important factors, among others, could in the
     future affect the Company's actual operating results which could differ
     materially from those expressed in any forward-looking statements. The
     statements under this caption are intended to serve as cautionary
     statements within the meaning of the Private Securities Litigation Reform
     Act of 1995. The following information is not intended to limit in any way
     the characterization of other statements or information under other
     captions as cautionary statements for such purpose. The order in which such
     factors appear below should not be construed to indicate their relative
     importance or priority.

     o    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.

     o    The ability of the Company to retain its base of customers and to
          increase its market share.

                                       13
o    The ability of the Company to maintain satisfactory relationships with
          qualified and motivated sales personnel.

     o    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.

     o    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.

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

     o    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.

     o    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.

     o    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.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There have been no material changes in market risk during the nine months
     ended January 26, 2002. For additional information refer to Item 7A of the
     Company's 2001 Form 10K.

                            PART II OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds.

     (a)  None.

     (b)  None.

     (c)  On July 9, 2001, 322,524 unregistered shares of the Company's common
          stock were issued in reliance on Regulation D of the Securities Act of
          1933. The shares were issued as part of the consideration paid by the
          Company for certain assets of J. A. Webster, Inc. The Asset Purchase
          Agreement by and among Patterson Dental Company and J. A. Webster,
          Inc., pursuant to which the shares were issued, was filed as Exhibit
          10.12 to the Company's Form 10-K filed with the Securities and
          Exchange Commission on July 24, 2001. See also, Note 4 to Notes to
          Consolidated Financial Statements on pages 6-7 of this Form 10-Q.

                                       14
Item 6. Exhibits and Reports on Form 8-K.

     (a)  None.

     (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 24, 2001.

                                       15
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: March 11, 2002
                                        By: /s/  R. Stephen Armstrong
                                            ------------------------------------
                                            R. Stephen Armstrong
                                            Executive Vice President, Treasurer
                                              and Chief Financial Officer
                                            (Principal Financial Officer and
                                              Principal Accounting Officer)

                                       16