SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 10-K

                  FOR ANNUAL AND TRANSITION REPORTS PURSUANT
        TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

      (Mark One)
      [ X ]ANNUAL  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
           EXCHANGE ACT OF 1934
                For the fiscal year ended December 31, 2000

                                      OR

      [   ]TRANSITION  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE                  ACT OF 1934
           For the transition period from __________ to ___________

                        Commission file number 0-16211

                          DENTSPLY International Inc.
            (Exact name of registrant as specified in its charter)

                      Delaware                            39-1434669
                (State or other jurisdiction of           (IRS Employer
                   incorporation or organization)          Identification No.)

            570 West College Avenue, York, Pennsylvania 17405-0872
              (Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code:  (717) 845-7511

Securities registered pursuant to Section 12(b) of the Act:

              Title of each class Name of each exchange on which
                                  registered

                      None
                                              Not applicable

Securities registered pursuant to Section 12(g) of the Act:

                    Common Stock, par value $.01 per share
                               (Title of class)

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





                                       1




      Indicate by check mark if  disclosure of  delinquent  filers  pursuant to
Item  405  of  Regulation  S-K  is  not  contained  herein,  and  will  not  be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy or
information  statements  incorporated  by  reference  in Part III of this  Form
10-K or any amendment to this Form 10-K. [ ]

     As of February 28, 2001, the aggregate  market value of voting common stock
held by  non-affiliates  of the  registrant,  based upon the last  reported sale
price for the  registrant's  Common Stock on the Nasdaq  National Market on such
date was  $1,903,600,040  (calculated by excluding shares owned  beneficially by
directors and executive officers as a group from total outstanding shares solely
for the purpose of this response).

      The number of shares of the registrant's  Common Stock  outstanding as of
the close of business on February 28, 2001 was 51,668,687.

                      DOCUMENTS INCORPORATED BY REFERENCE

      Certain  portions of the  registrant's  annual report to shareholders for
fiscal year 2000 (the "2000 Annual Report to  Shareholders")  are  incorporated
by  reference  into  Parts I and II of this  Annual  Report on Form 10-K to the
extent  provided  herein.  Certain  portions of the definitive  Proxy Statement
of DENTSPLY  International  Inc. to be used in connection  with the 2001 Annual
Meeting of Stockholders  (the "Proxy  Statement") are incorporated by reference
into  Part  III of this  Annual  Report  on Form  10-K to the  extent  provided
herein.  Except as specifically  incorporated by reference herein,  neither the
2000 Annual  Report to  Shareholders  nor the Proxy  Statement  is to be deemed
filed as part of this Annual Report on Form 10-K.



                                       2


                                    PART I

Item 1.  Business

Certain  statements  made  by  the  Company,   including  without   limitation,
statements   containing   the   words   "plans",   "anticipates",   "believes",
"expects",  or words of  similar  import  may be deemed  to be  forward-looking
statements  and are made pursuant to the safe harbor  provisions of the Private
Securities  Litigation  Reform  Act  of  1995.  Investors  are  cautioned  that
forward-looking   statements   involve  risks  and   uncertainties   which  may
materially affect the Company's  business and prospects,  and should be read in
conjunction   with  the  risk  factors  set  forth  in  the  section   entitled
"Additional  Factors that May Affect  Future  Results" in this Annual Report on
Form 10-K.

 Overview

   DENTSPLY  International  Inc.  ("DENTSPLY"  or the  "Company"),  a  Delaware
corporation,  was  created by a merger of  Dentsply  International  Inc.  ("Old
Dentsply")  and  GENDEX  Corporation  in 1993  (the  "Merger").  Old  Dentsply,
founded in 1899,  was a  manufacturer  and  distributor  of  artificial  teeth,
dental equipment,  and dental  consumable  products.  GENDEX,  founded in 1983,
was a manufacturer of dental x-ray equipment and  handpieces.  Today,  DENTSPLY
is the world's  largest  designer,  developer,  manufacturer  and marketer of a
broad  range  of  products  for the  dental  market.  The  Company's  worldwide
headquarters and executive offices are located in York, Pennsylvania.


   The  Company  operates  in  a  single  operating   segment  as  a  designer,
manufacturer  and distributor of dental  products in two principal  categories:
dental consumable and laboratory products,  and dental equipment.  Sales of the
Company's  professional  dental  products  accounted for  approximately  95% of
DENTSPLY's consolidated sales in each of the last three years.

Recent Events

   Recent  developments in DENTSPLY's  business include the acquisition of more
than  twenty   companies  since  the  Merger,   including  five  in  2000.  The
information  about the Company's  business  acquisitions  and  divestitures set
forth  in Note 3 in the  Notes  to  Consolidated  Financial  Statements  in the
Company's  2000  Annual  Report  to  Shareholders  is  incorporated  herein  by
reference.  Acquisitions  have  played  an  important  role  in the  growth  of
DENTSPLY's  business,  and  the  Company  continues  to seek  out and  identify
promising  acquisitions  that will  strengthen  and  broaden  existing  product
lines or strategically move the Company into new dental product categories.

Principal Products

   The  worldwide   professional  dental  industry  encompasses  the  diagnosis,
treatment  and  prevention  of  disease  and  ailments  of the  teeth,  gums and
supporting  bone.  DENTSPLY's two principal  dental product lines are consumable
and  laboratory  products,  and  equipment.  These  products are produced by the
Company in the United States and internationally and are distributed  throughout
the world under some of the most well-established  brand names and trademarks in
the  industry,  including  CAULK(R),   CAVITRON(R),   CERAMCO(R),   DENTSPLY(R),
DETREY(R),  GENDEX(R),  MIDWEST(R),  R&R(R), RINN(R), TRUBYTE(R),  MAILLEFER(R),
PROFILE(R),   THERMAFIL(R),   ACUCAM(R),  SANI-TIP(R),  OVATION(R),  ANTAEOS(R),
BEUTELROCK(R) and ZIPPERER(R).

   Consumable and  Laboratory  Products.  Consumable  and  laboratory  products
consist  of  dental  sundries  used  in  dental  offices  in the  treatment  of
patients and in dental  laboratories in the  preparation of dental  appliances.
DENTSPLY's  products in this category  include  dental  prosthetics,  including
artificial  teeth,  endodontic (root canal)  instruments and materials,  dental
injectable   anesthetics,   prophylaxis  paste,   dental  sealants,   implants,
impression  materials,  restorative  materials,  crown  and  bridge  materials,
tooth whiteners,  topical fluoride,  cutting  instruments,  dental needles, and
orthodontic  appliances and accessories.  The Company manufactures thousands of
different  consumable  and  laboratory  products  marketed  under  more  than a
hundred brand names.


                                       3


   Dental  Equipment.  Dental  equipment  products  consist of various  durable
goods used in dental  offices for  diagnosis  and treatment of patients as well
as in dental  laboratories.  DENTSPLY's  dental equipment product lines include
conventional  and digital  dental x-ray systems and related  support  equipment
and  accessories,  intraoral  cameras,  computer  imaging  systems  and related
software,   high  and  low  speed  handpieces,   intraoral   lighting  systems,
ultrasonic   scalers  and  polishers,   air  abrasion   systems  and  porcelain
furnaces.

Markets, Sales and Distribution

   DENTSPLY  distributes  the great  majority  of its dental  products  through
domestic and foreign  distributors,  dealers and  importers.  However,  certain
highly  technical  products  such  as  crown  and  bridge  porcelain  products,
endodontic  instruments  and  materials,   orthodontic  appliances,   and  bone
substitute  and grafting  materials are sold directly to the dental  laboratory
or  dentist  in  some  markets,  mainly  in the  United  States.  Sales  to two
customers,  both  distributors,  accounted  for 14% and 10%,  respectively,  of
consolidated net sales in 2000.

   The  information  about the Company's  foreign and domestic  operations  and
export  sales  set  forth  in Note 4 in the  Notes  to  Consolidated  Financial
Statements  in  the   Company's   2000  Annual   Report  to   Shareholders   is
incorporated herein by reference.

   Although  its  sales  are  made  primarily  to  distributors,  dealers,  and
importers,  DENTSPLY  focuses its  marketing  efforts on the  dentists,  dental
hygienists,  dental assistants,  dental laboratories and dental schools who are
the  end  users  of its  products.  As part of  this  end-user  "pull  through"
marketing   approach,   DENTSPLY   employs   nearly   1,100   highly   trained,
product-specific   sales  and   technical   staffs  to  provide   comprehensive
marketing and service  tailored to the particular  sales and technical  support
requirements of the dealers and the end users. The Company  conducts  extensive
distributor and end-user marketing  programs and trains laboratory  technicians
and  dentists  in the  proper  use of its  products,  introducing  them  to the
latest  technological  developments at its  Educational  Centers located in key
dental  markets.   The  Company  also  maintains  ongoing   relationships  with
various dental associations and recognized worldwide opinion leaders.

   DENTSPLY  believes  that  demand in a given  geographic  market  for  dental
procedures and products varies  according to the stage of social,  economic and
technical  development  that the market has  attained.  Geographic  markets for
DENTSPLY's  dental products can be categorized  into the following three stages
of development:

   The United States,  Canada,  Western Europe, the United Kingdom,  Japan, and
Australia are highly  developed  markets that demand the most  advanced  dental
procedures  and products and have the highest  level of  expenditure  on dental
care.  In  these  markets,  the  focus  of  dental  care is  increasingly  upon
preventive  care and  specialized  dentistry.  In addition to basic  procedures
such as the  excavation  and  filling  of  cavities  and tooth  extraction  and
denture  replacement,  dental  professionals  perform an  increasing  volume of
preventive and cosmetic  procedures.  These markets  require varied and complex
dental products,  utilize sophisticated  diagnostic and imaging equipment,  and
demand high levels of attention to  protection  against  infection  and patient
cross-contamination.

   In certain countries in Central America,  South America and the Pacific Rim,
dental care is often  limited to the  excavation  and  filling of cavities  and
other restorative  techniques,  reflecting more modest per capita  expenditures
for dental care.  These markets  demand  diverse  products such as high and low
speed  handpieces,   restorative   compounds,   finishing  devices  and  custom
restorative devices.

   In the People's Republic of China,  India,  Eastern Europe, the countries of
the former Soviet Union,  and other developing  countries,  dental ailments are
treated  primarily  through tooth  extraction  and denture  replacement.  These
procedures  require basic surgical  instruments,  artificial teeth for dentures
and bridgework, and anchoring devices such as posts.


                                       4


   The Company  offers  products  and  equipment  for use in markets at each of
these  stages  of  development.  The  Company  believes  that as each of  these
markets develop,  demand for more technically  advanced products will increase.
The Company also believes  that its  recognized  brand names,  high quality and
innovative  products,  technical  support  services  and  strong  international
distribution   capabilities   position  it  well  to  take   advantage  of  any
opportunities for growth in all of the markets that it serves.

      The following  trends  support the  Company's  confidence in its industry
growth outlook:

      Increasing  worldwide population - Population growth continues throughout
      the world.

      Growth  of the  population  65 or older - The  percentage  of the  United
      States and European  population  over age 65 is expected to nearly double
      by the year 2030.  In  addition  to having  significant  needs for dental
      care, the elderly are well positioned to pay for the required  procedures
      since they control sizable amounts of discretionary income.

      Natural  teeth are being  retained  longer -  According  to the  Princeton
      Dental Resource Center's study on Oral Health and Aging, "Individuals with
      natural  teeth are over four times as likely to visit a dentist in a given
      year than those without any natural teeth remaining."

      The  changing  dental  practice in  developed  countries  - Dentistry  in
      developed  countries  has been  transformed  from a profession  primarily
      dealing  with  pain,  infections  and tooth  decay to one with  increased
      emphasis on preventive care and cosmetic  dentistry.  DENTSPLY's  product
      lines are well  positioned  to provide  the new  sophisticated  solutions
      that these advanced procedures require.

      Per capita and  discretionary  incomes are increasing in emerging nations
      - As personal  incomes  continue to rise in the  emerging  nations of the
      Pacific Rim and Latin America,  healthcare  including dental services are
      a growing priority.

      Growth in the field of aesthetic  dentistry - Those among the aging "Baby
      Boomer"  population  are not only keeping  their natural teeth longer but
      are  interested  in looking their best,  increasing  the demand for tooth
      whitening and other aesthetic procedures.

Product Development

   Technological  innovation and successful product development are critical to
strengthening  the Company's  prominent  position in worldwide  dental markets,
maintaining  its  leadership  positions  in product  categories  where it has a
high market share,  and  increasing  market share in product  categories  where
gains  are   possible.   While  many  of   DENTSPLY's   innovations   represent
sequential  improvements  of existing  products,  the Company also continues to
successfully  launch products that represent  fundamental  change. Its research
centers  in Europe  and North  America  employ  approximately  200  scientists,
Ph.D.'s,   engineers  and   technicians   dedicated  to  research  and  product
development.  During 2000, 1999, and 1998,  approximately $20.4 million,  $18.5
million,  and $18.2  million,  respectively,  was  invested  by the  Company in
connection  with the  development  of new  products and in the  improvement  of
existing products.

Operating and Technical Expertise

   DENTSPLY believes that its  manufacturing  capabilities are important to its
success.   The  Company   continues  to  automate   its  global   manufacturing
operations in order to remain a low cost producer.

   The manufacture of the Company's  products  requires  substantial and varied
technical   expertise.   Complex   materials   technology   and  processes  are
necessary to manufacture the Company's products.

    DENTSPLY  has  completed  or has in  progress  a number of key  initiatives
around  the  world  that  are  focused  on  helping  the  Company  improve  its
operating margins.



                                       5




1.    The  Company has  projects  in  progress  in Europe and North  America to
      centralize  warehousing and  distribution  functions.  These projects are
      focused on  minimizing  both  inventory  levels and  multiple  shipments.
      They  will also help  improve  product  forecasting  and  service  to our
      customers.

2.    The  Company  completed  two   restructuring   projects  in  1999.  Tooth
      manufacturing  was moved from  Germany to Brazil,  which has a lower cost
      structure,  and the majority of  activities  of the New Image  division's
      intraoral   camera   operation  were   discontinued   and  the  remaining
      activities were integrated into the Gendex equipment  division located in
      Chicago.   These   initiatives   began  to  positively  affect  operating
      performance in 2000.

3.    In December  2000, the Company also  announced  plans to restructure  its
      French and Latin  American  businesses  by  consolidating  operations  in
      these regions in order to eliminate  duplicative  functions.  The Company
      anticipates  that this plan will increase  operational  efficiencies  and
      contribute  to future  earnings.  The  restructuring  will  result in the
      elimination  of  approximately  40  administrative  positions,  mainly in
      France.  The Company  anticipates  that most aspects of this project will
      be  completed  and the  benefits  of the  restructuring  will begin to be
      realized by the end of 2001.

4.    DENTSPLY  continues to focus on improving its manufacturing  processes at
      several of its manufacturing  locations,  providing improved flexibility.
      This will allow the Company to continue  to reduce  inventories,  improve
      response  times to changes in customer  demand,  and improve gross profit
      margins.

5.    The  Company  also  completed  its shared  services  initiative  in North
      America in 2000, which focused on the  consolidation  and  centralization
      of back office support functions.

6.    DENTSPLY is making significant  improvements in Information Technology as
      well.  The  Company  continues  to build upon the new  manufacturing  and
      financial  accounting system that was implemented in 1999, which provides
      the  Company  with a  common  software  platform  for  nearly  all of its
      locations around the world.

Foreign Operations

   The  Company   conducts  its   business  in  over  120  foreign   countries,
principally    through   its    foreign    subsidiaries.    DENTSPLY    has   a
long-established  presence in Canada and in the European  market,  particularly
in Germany,  Switzerland,  France,  Italy and  England.  The Company also has a
significant  market  presence in Central and South  America  including  Brazil,
Mexico,  Argentina,  Colombia,  and Chile; in South Africa;  and in the Pacific
Rim including Australia,  New Zealand,  China (including Hong Kong),  Thailand,
India, Philippines,  Taiwan, Korea, Vietnam,  Indonesia and Japan. DENTSPLY has
also  established   marketing  activities  in  Moscow,   Russia  to  serve  the
countries of the former Soviet Union.

   For 2000,  1999 and 1998,  the Company's  sales  outside the United  States,
including  export  sales,   accounted  for  approximately  42%,  45%  and  46%,
respectively,  of consolidated net sales.  The information  about the Company's
United  States  and  foreign  sales and assets set forth in Note 4 in the Notes
to  Consolidated  Financial  Statements in the Company's  2000 Annual Report to
Shareholders is incorporated herein by reference.

   As a result of the Company's significant international operations,  DENTSPLY
is subject to  fluctuations  in exchange  rates of various  foreign  currencies
and  other  risks  associated  with  foreign  trade.  The  impact  of  currency
fluctuations  in any given period can be favorable or  unfavorable.  The impact
of foreign  currency  fluctuations of European  currencies on operating  income
is  partially  offset by sales in the United  States of products  sourced  from
plants and third party suppliers located  overseas,  principally in Germany and
Switzerland.  The Company  enters into forward  foreign  exchange  contracts to
selectively  hedge assets and  liabilities  denominated in foreign  currencies.
The  information  regarding  foreign  exchange risk  management  activities set
forth under the caption  "Derivative  Financial  Instruments"  in the Company's
2000 Annual Report to Shareholders is incorporated herein by reference.


                                       6


Competition

   The Company  conducts its  operations,  both  domestic  and  foreign,  under
highly  competitive  market  conditions.  Competition in the dental consumables
and  equipment   industries  is  based  primarily  upon  product   performance,
quality,  safety  and  ease  of  use,  as  well  as  price,  customer  service,
innovation  and  acceptance  by   professionals   and   technicians.   DENTSPLY
believes  that its  principal  strengths  include  its  well-established  brand
names,   its  reputation  for  high-quality   and  innovative   products,   its
leadership in product  development  and  manufacturing,  and its  commitment to
customer service and technical support.

   The size and number of the  Company's  competitors  vary by product line and
from region to region.  There are many  companies  that produce  some,  but not
all, of the same types of products as those  produced by the  Company.  Certain
of DENTSPLY's  competitors may have greater  resources than does the Company in
certain of its product offerings.

Regulation

   The  Company's   products  are  subject  to   regulation   by,  among  other
governmental  entities,  the United  States Food and Drug  Administration  (the
"FDA").  In  general,  if a  dental  "device"  is  subject  to FDA  regulation,
compliance   with  the   FDA's   requirements   constitutes   compliance   with
corresponding  state  regulations.  In order to  ensure  that  dental  products
distributed  for human use in the  United  States are safe and  effective,  the
FDA   regulates   the   introduction,   manufacture,   advertising,   labeling,
packaging,   marketing  and  distribution  of,  and  record-keeping  for,  such
products.

   Dental devices of the types sold by the Company are generally  classified by
the FDA into a category  that renders  them  subject  only to general  controls
that  apply  to  all   medical   devices,   including   regulations   regarding
alteration,  misbranding,  notification,  record-keeping and good manufacturing
practices.   The  Company   believes  that  it  is  in   compliance   with  FDA
regulations applicable to its products and manufacturing operations.

   All dental amalgam filling materials,  including those manufactured and sold
by the  Company,  contain  mercury.  Various  groups have  alleged  that dental
amalgam  containing  mercury  is  harmful  to human  health  and have  actively
lobbied  state  and  federal  lawmakers  and  regulators  to pass laws or adopt
regulatory  changes  restricting  the  use,  or  requiring  a  warning  against
alleged  potential  risks,  of  dental  amalgams.   The  FDA's  Dental  Devices
Classification  Panel, the National  Institutes of Health and the United States
Public  Health  Service  have each  indicated  that no direct  hazard to humans
from  exposure to dental  amalgams has been  demonstrated  to them.  If the FDA
were to reclassify  dental mercury and amalgam filling  materials as classes of
products requiring FDA premarket  approval,  there can be no assurance that the
required  approval  would  be  obtained  or  that  the  FDA  would  permit  the
continued  sale  of  amalgam  filling  materials  pending  its   determination.
DENTSPLY also  manufactures  and sells  non-amalgam  dental  filling  materials
that do not contain mercury.

   The  introduction  and sale of dental  products of the types produced by the
Company  are also  subject to  government  regulation  in the  various  foreign
countries  in  which  they are  produced  or  sold.  Some of  these  regulatory
requirements  are more  stringent  than those  applicable in the United States.
DENTSPLY  believes  that  it is in  substantial  compliance  with  the  foreign
regulatory  requirements  that are applicable to its products and manufacturing
operations.

Sources and Supply of Raw Materials

  All of the  raw  materials  used by the  Company  in the  manufacture  of its
products are purchased  from various  suppliers and are available from numerous
sources.   No  single  supplier  accounts  for  a  significant   percentage  of
DENTSPLY's raw material requirements.

Trademarks and Patents

   Products   manufactured  by  DENTSPLY  are  sold  primarily  under  its  own
trademarks  and trade  names.  The  Company  also owns and  maintains  numerous
patents  throughout  the world and is licensed  under a small number of patents
owned by others.




                                       7


   DENTSPLY's policy is to protect its products and technology  through patents
and  trademark   registrations   in  the  United  States  and  in   significant
international  markets  for  its  products.   The  Company  carefully  monitors
trademark  use  worldwide,   and  promotes   enforcement  of  its  patents  and
trademarks  in  a  manner  that  is  designed  to  balance  the  cost  of  such
protection  against  obtaining  the greatest  value for the  Company.  DENTSPLY
believes its patents and trademark  properties  are important and contribute to
the  Company's  marketing  position  but  it  does  not  consider  its  overall
business to be materially dependent upon any individual patent or trademark.

Working Capital Practices

   Information  about  DENTSPLY's   working  capital,   liquidity  and  capital
resources  is  incorporated  herein  by  reference  to the  material  under the
caption "  Management's  Discussion  and  Analysis of Financial  Condition  and
Results of Operations" in the Company's 2000 Annual Report to Shareholders.

Employees

   As  of  December  31,  2000,  the  Company  and  its  subsidiaries  employed
approximately  6,150 employees.  A small percentage of the Company's  employees
are  represented  by labor unions.  Hourly  workers at the  Company's  Ransom &
Randolph  facility  in  Maumee,  Ohio are  represented  by Local  No. 12 of the
International  Union,  United Automobile,  Aerospace and Agriculture  Implement
Workers of America  under a  collective  bargaining  agreement  that expires on
January 31, 2004.  Hourly  workers at the  Company's  Midwest  Dental  Products
facility in Des Plaines,  Illinois are  represented  by Tool & Die Makers Local
113 of the  International  Association  of  Machinists  and  Aerospace  Workers
under a  collective  bargaining  agreement  that  expires on June 1, 2003.  The
Company believes that its relationship with its employees is good.

Environmental Matters

   DENTSPLY  believes that its operations  comply in all material respects with
applicable  environmental  laws  and  regulations.  Maintaining  this  level of
compliance  has not had, and is not expected to have, a material  effect on the
Company's capital expenditures or on its business.

ADDITIONAL FACTORS THAT MAY AFFECT FUTURE RESULTS

Rate of Growth

   The  Company's  ability to  continue  to increase  revenues  depends  upon a
number of  factors.  Among  those  factors are the rate of growth in the market
for dental  supplies and  equipment,  the ability of the Company to continue to
develop innovative and  cost-effective  new products,  the acceptance by dental
professionals of new products and  technologies,  and the Company's  ability to
complete  acquisitions.  The  demand  for  dental  services  can  be  adversely
affected by economic conditions,  healthcare reform,  government  regulation or
more stringent  limits in expenditures  by dental  insurance  providers.  There
is  also  a  risk  that  dental   professionals  may  resist  new  products  or
technologies or may not be able to obtain  reimbursement  from dental insurance
providers for the use of new procedures or equipment.

Acquisitions

   In 2000 the Company  completed  five  acquisitions.  In the first  quarter of
2001,  the Company  completed  two  acquisitions  and entered  into a definitive
agreement to acquire a third company.  These acquisitions  involve a substantial
degree of risk. The acquisitions are expected to result in benefits to DENTSPLY,
including  expanding  the  products  and  services  offered by  DENTSPLY  to its
customers and  potential  customers  and  enhancing  DENTSPLY's  presence in the
European market for dental products. Achieving the benefits of the acquisitions,
however,  will depend on a number of factors,  including the  integration of the
operations and personnel of DENTSPLY and the acquired  companies in a timely and
efficient  manner.  The integration will be complicated by the need to integrate
geographically  diverse  operations.  In general,  the Company  cannot offer any
assurances  that  it can  successfully  integrate  or  realize  the  anticipated
benefits of the  acquisitions.  Failure to do so could result in the loss of key
personnel  and have a material  adverse  effect on the acquired  businesses  and
DENTSPLY's financial condition and operating results. In addition, the attention
and  effort  devoted  to  the  integration  of  the  acquired   companies  could
significantly divert management's attention from other important tasks and could
seriously  harm  DENTSPLY.  Also,  there  can be no  assurance  that  regulatory
approval of any new products  will be obtained,  or that if such  approvals  are
obtained,  such  products  will be  accepted  in the  marketplace.  Other  risks
include:

                                       8


- -     unanticipated expenses related to technology integration;

- -     difficulties in maintaining uniform standards, controls, procedures and
        policies;

- -     the impairment of relationships with employees and customers as a result
        of any integration of new management personnel; and

- -     potential unknown liabilities associated with acquired businesses.

   DENTSPLY has acquired and may in the future acquire complementary  businesses
or technologies.  If appropriate  opportunities  present themselves,  additional
businesses or products may be acquired and any such acquisitions may be material
in size.  The Company may not be able to  successfully  identify,  negotiate  or
finance any future acquisitions.

   DENTSPLY may not succeed in addressing  the risks or problems  encountered in
connection with any future business combinations and acquisitions.

Fluctuating Operating Results

   The  Company's  business is subject to  quarterly  variations  in  operating
results caused by seasonality and by business and industry  conditions,  making
operating  results more difficult to predict.  The timing of acquisitions,  the
impact  of   purchase   accounting   adjustments   and   consolidations   among
distributors   of  the  Company's   products  may  also  affect  the  Company's
operating results in any particular period.

Currency Translation and International Business Risks

   Because  approximately 40% of the Company's  revenues have been generated in
currencies  other  than the U.S.  dollar,  the  value  of the  U.S.  dollar  in
relation to those  currencies  affects the  Company's  operating  results.  The
impact of foreign  currency  fluctuations  in any given period can be favorable
or  unfavorable.   If  the  U.S.  dollar   strengthens  in  relation  to  other
currencies,  the  Company's  revenues  and  operating  results are likely to be
adversely  affected.  In addition,  approximately 42% of the Company's revenues
result  from sales in markets  outside  of the United  States.  Europe has been
an important  market for the Company,  and although Asia and South America have
not  historically  been the source of  significant  revenues,  the  Company has
made  investments in Asian and South American  markets because it believes that
long-term   future  growth  prospects  in  these  geographic  areas  are  good.
Weakness in economic  conditions  in Europe,  Asia, or South America could have
a material  adverse  effect on the  Company's  sales,  operating  results,  and
future rate of growth.

Margin Improvements

   The Company  strives to increase  its margins by  controlling  its costs and
improving  manufacturing  efficiencies.  However,  there  can  be no  assurance
that the  Company's  efforts  will  continue to be  successful.  Margins can be
adversely affected by many factors,  including  competition,  product mix, cost
of materials and labor, and the effect of acquisitions.

Ability to Attract and Retain Personnel

   The Company's  success is dependent upon its  management and employees.  The
loss of  senior  management  employees  or any  failure  to  recruit  and train
needed  managerial,  sales  and  technical  personnel  could  have  a  material
adverse effect on the Company.

Competition

   The   worldwide   market  for  dental   supplies  and  equipment  is  highly
competitive.  There can be no  assurance  that the  Company  will  successfully
identify  new  product  opportunities  and  develop  and  market  new  products
successfully,  or that new products and technologies  introduced by competitors
will not render the Company's products obsolete or noncompetitive.


                                       9


Antitakeover Provisions

   Certain  provisions  of  the  Company's  Certificate  of  Incorporation  and
By-Laws and of Delaware  law could have the effect of making it  difficult  for
a third party to acquire control of the Company.  Such  provisions  include the
division of the Board of  Directors  of the Company  into three  classes,  with
the  three-year  term of a class  expiring each year, a provision  allowing the
Board of Directors to issue  preferred  stock having  rights senior to those of
the Common Stock and certain  procedural  requirements  which make it difficult
for   stockholders   to  amend  the  Company's   by-laws  and  which   preclude
stockholders  from  calling  special  meetings of  stockholders.  In  addition,
members  of  the  Company's   management  and  participants  in  the  Company's
Employee  Stock  Ownership  Plan  collectively  own  approximately  15%  of the
outstanding  Common  Stock of the Company,  which may  discourage a third party
from  attempting  to acquire  control of the Company in a  transaction  that is
opposed by the Company's management and employees.


Item 2.  Properties

      The following is a list of DENTSPLY's principal  manufacturing  locations
as of January 2001:



                                                                                      Leased
        Location                            Function                                 or Owned

                                                                                 
York, Pennsylvania           Manufacture and distribution of artificial teeth          Owned
                             and other dental laboratory products; export of
                             dental products; corporate headquarters

York, Pennsylvania           Manufacture of dental equipment and                       Owned
                             preventive dental products

Des Plaines, Illinois        Manufacture and assembly of dental handpieces             Leased
                             and components and dental x-ray equipment

Franklin Park, Illinois      Manufacture and distribution of needles and               Owned
                             needle-related products, primarily
                             for the dental profession

Milford, Delaware            Manufacture of consumable dental products                 Owned

Las Piedras, Puerto Rico     Manufacture of crown and bridge materials                 Owned

Elgin, Illinois              Manufacture of dental x-ray film holders, film            Owned
                             mounts and accessories

Maumee, Ohio                 Manufacture and distribution of investment                Owned
                             casting products


Lakewood, Colorado           Manufacture and distribution of bone grafting             Leased
                             materials and Hydroxylapatite plasma-feed
                             coating materials

Los Angeles, California      Manufacture and distribution of investment                Leased
                             casting products

Johnson City, Tennessee      Manufacture and distribution of endodontic                Leased
                             instruments and materials


                                       10


Columbus, Indiana            Manufacture and distribution of orthodontic               Leased
                             accessories

Petropolis, Brazil           Manufacture and distribution of artificial teeth          Owned
                             and consumable dental products

Petropolis, Brazil           Manufacture and distribution of dental                    Owned
                             anesthetics

Konstanz, Germany            Manufacture and distribution of consumable                Owned
                             dental products; distribution of dental equipment

Munich, Germany              Manufacture and distribution of endodontic                Owned
                             instruments and materials

Mannheim, Germany            Manufacture and distribution of dental                    Owned
                             implant products

Milan, Italy                 Manufacture and distribution of dental                    Leased
                             x-ray equipment

Mexico City, Mexico          Manufacture and distribution of dental products           Owned


Plymouth, England            Manufacture of dental hand instruments                    Leased

Ballaigues, Switzerland      Manufacture and distribution of endodontic                Owned
                             instruments

Ballaigues, Switzerland      Manufacture and distribution of plastic                   Owned
                             components and packaging material

Le Creux, Switzerland        Manufacture and distribution of endodontic                Owned
                             instruments

New Delhi, India             Manufacture and distribution of dental products           Leased

Tianjin, China               Manufacture and distribution of dental products           Leased





   In  addition,  the  Company  maintains  sales and  distribution  offices  at
certain of its foreign and  domestic  manufacturing  facilities,  as well as at
various  other  United  States  and  international  locations.  Of the  various
sites around the world that are used  exclusively  for sales and  distribution,
all but two are leased.  The Company also  maintains  sales  offices in various
countries throughout the world.

   On  January  25,  2001,  a fire  broke  out in  one of the  Company's  Swiss
manufacturing  facilities.  The fire caused  severe damage to a building and to
most of the  equipment it contained.  The Company has filed  several  insurance
claims   related  to  this  damage,   including  a  claim  under  its  business
interruption  policy.  The claims  process is lengthy and its outcome cannot be
predicted with certainty;  however,  the Company  anticipates  that all or most
of the  financial  loss  imposed  by this  fire  will be  recovered  under  its
various insurance policies.

   DENTSPLY  believes that its properties  and  facilities are well  maintained
and are  generally  suitable  and  adequate for the purposes for which they are
used.


                                       11



Item 3.  Legal Proceedings

   DENTSPLY  and its  subsidiaries  are from time to time  parties to  lawsuits
arising  out  of  their  respective  operations.   The  Company  believes  that
pending  litigation  to which  DENTSPLY  is a party  will  not have a  material
adverse  effect  upon  its  consolidated   financial  position  or  results  of
operations.

   In June 1995,  the  Antitrust  Division of the United  States  Department of
Justice  initiated  an  antitrust  investigation  regarding  the  policies  and
conduct  undertaken  by the  Company's  Trubyte  Division  with  respect to the
distribution  of  artificial  teeth and  related  products.  On January 5, 1999
the  Department  of Justice  filed a complaint  against the Company in the U.S.
District  Court in  Wilmington,  Delaware  alleging  that the  Company's  tooth
distribution  practices  violate  the  antitrust  laws and seeking an order for
the  Company to  discontinue  its  practices.  Three  follow on  private  class
action  suits on behalf of  dentists,  laboratories  and  denture  patients  in
seventeen  states,  respectively,  who  purchased  Trubyte  teeth  or  products
containing  Trubyte  teeth  were  filed and  transferred  to the U.S.  District
Court in  Wilmington,  Delaware.  These  cases have been  assigned  to the same
judge who is  handling  the  Department  of Justice  action.  The class  action
filed on behalf of the  dentists  has been  dismissed  by the  plaintiffs.  The
private  party suits seek  damages in an  unspecified  amount.  The Company has
filed  motions  for summary  judgment  in all of the above cases which  motions
were argued  December 8, 2000.  Four private  party class  actions on behalf of
indirect  purchasers  have  been  filed in  California  state  court  recently.
These  cases are based on  allegations  similar to those in the  Department  of
Justice  case.  The Company  has filed  motions to  consolidate  these cases in
one  Judicial  District.  It is the  Company's  position  that the  conduct and
activities of the Trubyte Division do not violate the antitrust laws.


Item 4.  Submission of Matters to a Vote of Security Holders

   Not applicable.


Executive Officers of the Registrant

   The following table sets forth certain  information  regarding the executive
officers of the Company as of February 28, 2001.



Name                 Age                  Position

John C. Miles II          59              Chairman  of the Board and Chief
                                          Executive Officer
Gerald K. Kunkle Jr.      54              President and Chief Operating Officer
William R. Jellison       43              Senior  Vice   President   and  Chief
                                          Financial Officer
J. Henrik Roos            43              Senior Vice President
W. William Weston         53              Senior Vice President
Thomas L. Whiting         58              Senior Vice President
Brian M. Addison          47              Vice President,Secretary and
                                          General Counsel


   John C. Miles II was named  Chairman of the Board  effective  May 20,  1998.
Prior  thereto,  he was Vice  Chairman of the Board since  January 1, 1997.  He
was named  Chief  Executive  Officer of the  Company  upon the  resignation  of
Burton C. Borgelt from that  position on January 1, 1996.  Prior to that he was
President and Chief  Operating  Officer and a director of the Company since the
Merger.  Prior to that he served as President and Chief  Operating  Officer and
a director of Old Dentsply commencing in January 1990.


                                       12


   Gerald K.  Kunkle  Jr.  was named  President  and  Chief  Operating  Officer
effective  January 1, 1997.  Prior  thereto,  Mr. Kunkle served as President of
Johnson  and  Johnson's  Vistakon  Division,  a  manufacturer  and  marketer of
contact  lenses,  from January 1994 and,  from early 1992 until  January  1994,
was  President of Johnson and Johnson  Orthopaedics,  Inc., a  manufacturer  of
orthopaedic implants, fracture management products and trauma devices.

   William R.  Jellison was named  Senior Vice  President  and Chief  Financial
Officer of the  Company  effective  April 20,  1998.  Prior to that  time,  Mr.
Jellison  held  the  position  of Vice  President  of  Finance,  Treasurer  and
Corporate  Controller  for  Donnelly  Corporation  of Holland,  Michigan  since
1994.  From  1991 to 1994,  Mr.  Jellison  was  Donnelly's  Vice  President  of
Financial  Operations,  Treasurer and Corporate  Controller.  Prior to that, he
served one year as Treasurer and Corporate  Controller  and in other  financial
management  positions  for  Donnelly.  Mr.  Jellison is a Certified  Management
Accountant.

   J. Henrik Roos was named Senior Vice  President  effective  June 1, 1999 and
oversees the following profit centers:  Ceramco,  CeraMed,  Dentsply Argentina,
Dentsply Brazil,  Dentsply  Canada,  Dentsply Herpo,  Dentsply Mexico,  DeTech,
Latin  American  Export,  Midwest,  Preventive  Care,  Ransom  &  Randolph  and
Trubyte.  Prior to his Senior Vice  President  appointment,  Mr. Roos served as
Vice President and General  Manager of the Company's  Gendex division from June
1995 to June 1999.  Prior to that,  he served as President  of Gendex  European
operations in Frankfurt, Germany since joining the Company in August 1993.

   W. William Weston was named Senior Vice President  effective January 1, 1996
and oversees the following  profit  centers:  DeDent,  Dentsply Asia,  Dentsply
Australia,  Dentsply France,  Dentsply Italy,  Dentsply Japan, Dentsply Russia,
Dentsply  United  Kingdom,  L.D. Caulk,  Middle  East/Africa,  SIMFRA and SPAD.
Prior to his Senior Vice President  appointment,  Mr. Weston served as the Vice
President and General  Manager of DENTSPLY's  DeDent  Operations in Europe from
October 1, 1990 to January  1, 1996.  Prior to that time he was  Pharmaceutical
Director for Pfizer in Germany.

   Thomas L.  Whiting was named Senior Vice  President  effective in early 1995
and oversees  the  following  profit  centers:  ESP LLC,  GAC,  Gendex,  Gendex
Germany, Gendex Italy, InfoSoft,  Maillefer,  MPL, Rinn, Tulsa Dental Products,
United Dental  Manufacturing  (UDM), and Vereinigte  Dentalwerke  (VDW).  Prior
to his Senior Vice  President  appointment,  Mr. Whiting was Vice President and
General  Manager of the Company's  L.D. Caulk Division from March 1987 to early
1995.  Prior to that time, Mr. Whiting held  management  positions with Deseret
Medical and the Parker-Davis Company.

   Brian M. Addison has been Vice  President,  Secretary and General Counsel of
the Company  since January 1, 1998.  Prior to that he was  Assistant  Secretary
and Corporate  Counsel since December  1994.  From August 1994 to December 1994
he was a Partner at the Harrisburg,  Pennsylvania  law firm of McNees,  Wallace
& Nurick.  Prior to that he was Senior Counsel at Hershey Foods Corporation.

                                    PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters

   The   information   set  forth   under  the  caption   "Supplemental   Stock
Information"   in  the  Company's  2000  Annual  Report  to   Shareholders   is
incorporated herein by reference.

Item 6.  Selected Financial Data

   The  information  set forth under the caption  "Selected  Financial Data" in
the Company's  2000 Annual Report to  Shareholders  is  incorporated  herein by
reference.

Item 7.  Management's  Discussion  and  Analysis of  Financial  Condition  and
Results of Operations

   The  information  set forth under the caption  "Management's  Discussion and
Analysis of Financial  Condition  and Results of  Operations"  in the Company's
2000 Annual Report to Shareholders is incorporated herein by reference.




                                       13


Item 7A.  Quantitative and Qualitative Disclosure About Market Risk

   The  information set forth under the caption  "Quantitative  and Qualitative
Disclosure   About  Market  Risk"  in  the  Company's  2000  Annual  Report  to
Shareholders is incorporated herein by reference.

Item 8.  Financial Statements and Supplementary Data

   The  information set  forth  under  the  captions   "Management's   Financial
Responsibility,"  "Consolidated  Statements of Income,"  "Consolidated  Balance
Sheets,"  "Consolidated  Statements  of  Stockholders'  Equity,"  "Consolidated
Statements  of Cash Flows," and "Notes to  Consolidated  Financial  Statements"
in the Company's 2000 Annual Report to Shareholders  is incorporated  herein by
reference.  The Report of KPMG,  LLP for the  Company's  fiscal  years ended
December 31, 1999 and December 31, 1998 is attached hereto as Exhibit 99.1.

Item 9.  Changes in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure

   Previously reported.

                                   PART III

Item 10.  Directors and Executive Officers of the Registrant

   The information (i) set forth under the caption  "Executive  Officers of the
Registrant"  in Part I of this  Annual  Report  on Form 10-K and (ii) set forth
under  the  captions   "Election  of  Directors,"   "Section  16(a)  Beneficial
Ownership  Reporting  Compliance" and "Other Matters" in the Proxy Statement is
incorporated herein by reference.

Item 11.  Executive Compensation

   The information set forth under the caption "Executive  Compensation" in the
Proxy Statement is incorporated herein by reference.

Item 12.  Security Ownership of Certain Beneficial Owners and Management

   The information set forth under the caption  "Security  Ownership of Certain
Beneficial  Owners  and  Management"  in the Proxy  Statement  is  incorporated
herein by reference.

Item 13.  Certain Relationships and Related Transactions

   The   information  set  forth  under  the   subcaptions   "Compensation   of
Directors",  "Human Resources Committee  Interlocks and Insider  Participation"
and "Human Resources  Committee  Report on Executive  Compensation" in the 2001
Proxy Statement is incorporated herein by reference.




                                       14


                                    PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)   Documents filed as part of this Report

      1    Financial Statements

      The following  consolidated financial statements of the Company set forth
      in the Company's  2000 Annual  Report to  Shareholders  are  incorporated
      herein by reference:

      Report of Independent Accountants
      Consolidated  Statements of Income - Years ended December 31, 2000,  1999
      and 1998
      Consolidated Balance Sheets - December 31, 2000 and 1999
      Consolidated  Statements of  Stockholders'  Equity - Years ended December
      31, 2000, 1999 and 1998
      Consolidated  Statements  of Cash Flows - Years ended  December 31, 2000,
      1999 and 1998
      Notes to Consolidated Financial Statements

      2    Financial Statement Schedules

      The  following  financial  statement  schedule and the Report of
      Independent Accountants on Financial Statement Schedule  are  filed
      as part of this Annual Report on Form 10-K:

      Report of Independent Accountants on Financial Statement Schedule
      Schedule II -- Valuation and Qualifying Accounts.

      All  other  schedules  for  which  provision  is made  in the  applicable
      accounting  regulations of the Securities and Exchange Commission are not
      required to be included  herein  under the  related  instructions  or are
      inapplicable and, therefore, have been omitted.

      3    Exhibits.  The Exhibits  listed below are filed or  incorporated  by
           reference as part of this Annual
           Report on Form 10-K.

                Exhibit
                 Number                      Description

           3.1                 Restated Certificate of Incorporation (1)
           3.2                 By-Laws, as amended (13)
           4.1  (a)            364-Day and 5-Year Competitive Advance,
                               Revolving Credit and Guaranty Agreements dated
                               as of October 23, 1997 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent. (11)
                (b)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of October 21, 1999 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent. (13)
                (c)            Amendment to the 5-year Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 20, 2000 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.



                                       15


                (d)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of October 19, 2000 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.
                (e)            Amendment to the  5-year Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 26, 2001 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.
                (f)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 26, 2001 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.
           4.2. (a)            Commercial Paper Issuing and paying Agency
                               Agreement
                               dated as of August 12,1999 between the Company
                               and the Chase Manhattan Bank (13)
                (b)            Commercial Paper Dealer Agreement dated  as of
                               August 12, 1999 between the Company and
                               Goldman, Sachs & Co. (13)
           4.3                 Series A and Series B Notes dated March 1, 2001
                               between the Company and Prudential Insurance
                               Company of America
           10.1                1992 Stock Option Plan adopted May 26, 1992 (4)
           10.2                1993 Stock Option Plan (2)
           10.3                1998 Stock Option Plan (1)
           10.4                Nonstatutory Stock Option Agreement between the
                               Company and Burton C. Borgelt (3)
           10.5 (a)            Employee Stock Ownership Plan as amended
                               effective as of December 1, 1982 restated as of
                               January 1, 1991 (7)
                (b)            Second amendment to the DENTSPLY Employee Stock
                               Ownership Plan (10)
                (c)            Third Amendment to the DENTSPLY Employee Stock
                               Ownership Plan (12)
           10.6 (a)            Trust Agreement for the Company's Employee
                               Stock Ownership Plan between the Company and T.
                               Rowe Price Trust Company dated as of November
                               1, 2000.
                (b)            Plan Recordkeeping Agreement for the Company's
                               Employee Stock Ownership Plan between the
                               Company and T. Rowe Price Trust Company dated
                               as of November 1, 2000.
           10.7 (a)            Employment Agreement dated as of December 31,
                               1987 between the Company and John C. Miles II
                               (5)*
                (b)            Amendment to Employment Agreement between the
                               Company and John C. Miles II dated February 16,
                               1996, effective January 1, 1996 (9)*
           10.8                Employment  Agreement  dated as of December  10,
                               1992  between  the  Company and Michael R. Crane
                               (5)*
           10.9                Employment Agreement dated January 1, 1996
                               between the Company and W. William Weston (9)*
           10.10               Employment Agreement dated January 1, 1996
                               between the Company and Thomas L. Whiting (9)*
           10.11               Employment Agreement dated October 11,1996
                               between the Company and Gerald K. Kunkle Jr.
                               (10)*
           10.12               Employment Agreement dated April 20, 1998
                               between the Company and William R. Jellison
                               (12)*
           10.13               Employment Agreement dated September 10, 1998
                               between the Company and Brian M. Addison (12)*


                                       16


           10.14               Employment Agreement dated June 1, 1999 between
                               the Company and J. Henrik Roos (13)*
           10.15               Midwest Dental Products Corporation Pension
                               Plan as amended and restated effective January
                               1, 1989 (7)*
           10.16               Revised Ransom & Randolph Pension Plan, as
                               amended effective as of September 1, 1985,
                               restated as of January 1, 1989 (7)*
           10.17               DENTSPLY International Inc. Directors' Deferred
                               Compensation Plan effective January 1, 1997
                               (10)*
           10.18(a)            Asset Purchase and Sale Agreement, dated
                               January 10, 1996, between Tulsa Dental
                               Products, L.L.C. and DENTSPLY International
                               Inc. (8)
                (b)            Amendment to Asset Purchase and Sale Agreement
                               between Tulsa Dental Products, L.L.C. and
                               DENTSPLY, dated January 1, 1999 (13)
           10.19               Supplemental Executive Retirement Plan
                               effective January 1, 1999 (12)*
           10.20               Written Description of Year 2000 Incentive
                               Compensation Plan.
           10.21               Sale and Purchase Agreement for all the shares
                               of Friadent Gmbh, dated December 28, 2000 by
                               and between Neptuno Verwaltungs und Treuhand -
                               Gersellschaft mbH, Dr. Eberhard Braun and Fria
                               Nu GmbH (a subsidiary of the Company).
           10.22(a)            AZLAD Products Agreement, dated January 18,
                               2001 between AstraZenaca AB and Maillefer
                               Instruments Holdings, S.A. (a subsidiary of the
                               Company).
                (b)            AZLAD Products Manufacturing Agreement, dated
                               January 18, 2001 between AstraZenaca AB and
                               Maillefer Instruments Holdings, S.A.
                (c)            AZ Trade Marks License Agreement, dated January
                               18, 2001 between AstraZenaca AB and Maillefer
                               Instruments Holdings, S.A.
           13                  Pages 21 through 51 of the Company's Annual
                               Report to Shareholders for fiscal year 2000
                               (only those portions of the Annual Report
                               incorporated by reference in this report are
                               deemed "filed")
           21.1                Subsidiaries of the Company
           23.1                Consent of Independent Accountants -
                               PricewaterhouseCoopers LLP
           23.2                Consent of Independent Auditors - KPMG LLP
           99.1                Audit Report of KPMG LLP


 *    Management contract or compensatory plan.

(1)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 333-56093).

(2)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-71792).

(3)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-79094).

(4)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-52616).

(5)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal  year ended March 31,  1993,  File No.
      0-16211.

(6)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1993,  File
      No. 0-16211.

(7)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the  fiscal  year  December  31,  1994,  File No.
      0-16211.


                                       17


(8)   Incorporated  by reference to exhibit  included in the Company's  Current
      Report on Form 8-K dated January 10, 1996, File No. 0-16211.

(9)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1995,  File
      No. 0-16211.

(10)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1996,  File
      No. 0-16211.

(11)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1997,  File
      No. 0-16211.

(12)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1998,  File
      No. 0-16211.

(13)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1999,  File
      No. 0-16211.

                                Loan Documents

   The Company and certain of its  subsidiaries  have entered into various loan
and credit  agreements  and issued various  promissory  notes and guaranties of
such notes,  listed  below,  the  aggregate  principal  amount of which is less
than 10% of its  assets on a  consolidated  basis.  The  Company  has not filed
copies of such  documents  but  undertakes  to  provide  copies  thereof to the
Securities and Exchange Commission supplementally upon request.

      (1)  Master  Grid Note dated  November  4, 1996  executed in favor of The
      Chase  Manhattan  Bank  in  connection  with  a  line  of  credit  up  to
      $20,000,000 between the Company and The Chase Manhattan Bank.

      (2)  Agreement  dated  February  26, 1999  between  Midland  Bank PLC and
      Dentsply  Limited  for  GBP3,000,000  overdraft  and  $2,500,000  foreign
      exchange facility.

      (3)   Promissory  Note dated August 14, 1998 in the  principal  amount of
      $6,000,000 of the Company in favor of First Union National Bank.

      (4)  Credit  Agreement dated  September 14, 1998 between  Dentsply Canada
      Limited ("DCL") and Bank of Montreal for C$3,500,000.

      (5)  Form of "comfort  letters"  to various  foreign  commercial  lending
      institutions  having  a  lending  relationship  with  one or  more of the
      Company's international subsidiaries.

      (6)   Unsecured  Note dated June 26, 1998  between the Company and Harris
      Trust and Savings Bank in the principal amount of $500,000.

      (7)  Standby  Letter of  Credit,  dated  March 1, 2001  Between  Dentsply
      Anesthetics S.a.r.l. and ABN AMRO Bank N.V. for $21,250,000.

(b)   Reports on Form 8-K

      The  Company  did not file any  Reports on Form 8-K  during  the  quarter
      ended December 31, 2000.



                                       18


                     Report of Independent Accountants on
                         Financial Statement Schedule


To the Board of Directors of
DENTSPLY International Inc.

Our audit of the consolidated balance sheets as of December 31, 2000 and the
related consolidated statements of income, of stockholders' equity and of
cash flows for the year then ended, referred to in our report dated January
19, 2001, except for Note 15, as to which the date is March 7, 2001,
appearing in the Annual Report to Shareholders of DENTSPLY International Inc.
(which report and consolidated financial statements are incorporated by
reference in this Annual Report on Form 10-K) also included an audit of the
financial statement schedule listed in Item 14(a)(2) of the Form 10-K.  In
our opinion, this financial statement schedule presents fairly, in all
material respects, the information set forth therein when read in conjunction
with the related consolidated financial statements.

PricewaterhouseCoopers LLP

Philadelphia, PA
January 19, 2001, except for Note 15, as to which the date is March 7, 2001



                                       19


SCHEDULE II

DENTSPLY INTERNATIONAL INC.
VALUATION AND QUALIFYING ACCOUNTS
FOR THE THREE YEARS ENDED DECEMBER 31, 2000



                                                                        Additions
                                                                 Charged
                                                 Balance at    (Credited)    Charged to       Write-offs                   Balance
                                                 Beginning      To Costs        Other           Net of     Translation     at End
Description                                      of Period    And Expenses    Accounts        Recoveries    Adjustment    of Period
                                                                                 (in thousands)

                                                                                                       
Allowance for doubtful accounts:

For Year Ended December 31,
                                1998            $    4,637    $     4,484    $      454   (a) $   (1,773)  $       89    $   7,891
                                1999                 7,891          1,418           541   (c)     (1,294)        (404)       8,152
                                2000                 8,152            397            34   (e)     (2,078)        (145)       6,360

Allowance for trade discounts:

For Year Ended December 31,
                                1998                 2,126          2,297             -           (2,556)          87        1,954
                                1999                 1,954          2,061             -           (1,538)        (183)       2,294
                                2000                 2,294          2,169             -           (1,732)        (102)       2,629

Inventory valuation reserves:

For Year Ended December 31,
                                1998                14,074          1,421         5,125   (b)     (8,496)         191       12,315
                                1999                12,315          2,116         2,679   (d)     (1,209)        (537)      15,364
                                2000                15,364          5,584            52   (f)     (5,741)        (317)      14,942
- ------------------
<FN>
(a) Includes $454 from acquisitions of Crescent and GAC.
(b) Includes $680 from acquisitions of Crescent and GAC and $4,445 for restructuring.
(c) Includes $62 from acquisition of VDW and $479 for the New Image restructuring.
(d) Includes $2,679 from acquisition of VDW and Herpo.
(e) Includes $34 from acquisition of MOM.
(f) Includes $52 from acquisition of MOM.
</FN>




                                       20


                           SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) 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.

                                   DENTSPLY INTERNATIONAL INC.


                                   By:/s/ John C. Miles II
                                      -----------------------
                                      John C. Miles II
                                      Chairman of the Board
                                      and Chief Executive Officer

   Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.


/s/ John C. Miles II                           March 19, 2001
- -------------------------                      --------------------
John C. Miles II                               Date
Chairman of the Board and
Chief Executive Officer and a Director
(Principal Executive Officer)


/s/ Gerald K. Kunkle                           March 19, 2001
- -------------------------                      --------------------
Gerald K. Kunkle                               Date
President and Chief
Operating Officer


/s/ William R. Jellison                        March 19, 2001
- -------------------------                      --------------------
William R. Jellison                            Date
Senior Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)


/s/ Burton C. Borgelt                          March 19, 2001
- -------------------------                      --------------------
Burton C. Borgelt                              Date
Director


/s/ Douglas K. Chapman                         March 19, 2001
- -------------------------                      --------------------
Douglas K. Chapman                             Date
Director



                                       21


/s/ Michael J. Coleman                         March 19, 2001
- -------------------------                      --------------------
Michael J. Coleman                             Date
Director


/s/ Cynthia P. Danaher                         March 19, 2001
- -------------------------                      --------------------
Cynthia P. Danaher                             Date
Director


/s/ Arthur A. Dugoni                           March 19, 2001
- -------------------------                      --------------------
Arthur A. Dugoni, D.D.S., M.S.D.               Date
Director


/s/ C. Frederick Fetterolf                     March 19, 2001
- -------------------------                      --------------------
C. Frederick Fetterolf                         Date
Director


/s/ Leslie A. Jones                            March 19, 2001
- -------------------------                      --------------------
Leslie A. Jones                                Date
Director


/s/Edgar H. Schollmaier                        March 19, 2001
- -------------------------                      --------------------
Edgar H. Schollmaier                           Date
Director


/s/ W. Keith Smith                             March 19, 2001
- -------------------------                      --------------------
W. Keith Smith                                 Date
Director




                                       22


EXHIBIT INDEX



        Exhibit                                                                  Sequential
         Number                              Description                           Page No.
                                                                              

           3.1                 Restated Certificate of Incorporation (1)
           3.2                 By-Laws, as amended (13)
           4.1  (a)            364-Day and 5-Year Competitive Advance,
                               Revolving Credit and Guaranty Agreements dated
                               as of October 23, 1997 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent. (11)
                (b)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of October 21, 1999 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent. (13)
                (c)            Amendment to the 5-year Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 20, 2000 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.                               27



                                       23


                (d)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of October 19, 2000 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.                               31
                (e)            Amendment to the  5-year Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 26, 2001 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.                               47
                (f)            Amendment to the 364-Day Competitive Advance,
                               Revolving Credit and Guaranty Agreement dated
                               as of January 26, 2001 among the Company, the
                               guarantors named therein, the banks named
                               therein, the Chase Manhattan Bank as
                               Administrative Agent, and ABN Amro Bank, N.V.
                               as Documentation Agent.                               53
           4.2. (a)            Commercial Paper Issuing and paying Agency Agreement
                               dated as of August 12,1999 between the Company
                               and the Chase Manhattan Bank (13)
                (b)            Commercial Paper Dealer Agreement dated  as of
                               August 12, 1999 between the Company and
                               Goldman, Sachs & Co. (13)
           4.3                 Series A and Series B Notes dated March 1, 2001
                               between the Company and Prudential Insurance
                               Company of America.                                   69
           10.1                1992 Stock Option Plan adopted May 26, 1992 (4)
           10.2                1993 Stock Option Plan (2)
           10.3                1998 Stock Option Plan (1)
           10.4                Nonstatutory Stock Option Agreement between the
                               Company and Burton C. Borgelt (3)
           10.5 (a)            Employee Stock Ownership Plan as amended
                               effective as of December 1, 1982 restated as of
                               January 1, 1991 (7)
                (b)            Second amendment to the DENTSPLY Employee Stock
                               Ownership Plan (10)
                (c)            Third Amendment to the DENTSPLY Employee Stock
                               Ownership Plan (12)
           10.6 (a)            Trust Agreement for the Company's Employee
                               Stock Ownership Plan between the Company and T.
                               Rowe Price Trust Company dated as of November
                               1, 2000.                                             116
                (b)            Plan Recordkeeping Agreement for the Company's
                               Employee Stock Ownership Plan between the
                               Company and T. Rowe Price Trust Company dated
                               as of November 1, 2000.                              133
           10.7 (a)            Employment Agreement dated as of December 31,
                               1987 between the Company and John C. Miles II
                               (5)*
                (b)            Amendment to Employment Agreement between the
                               Company and John C. Miles II dated February 16,
                               1996, effective January 1, 1996 (9)*
           10.8                Employment  Agreement  dated as of December  10,
                               1992  between  the  Company and Michael R. Crane
                               (5)*
           10.9                Employment Agreement dated January 1, 1996
                               between the Company and W. William Weston (9)*
           10.10               Employment Agreement dated January 1, 1996
                               between the Company and Thomas L. Whiting (9)*
           10.11               Employment Agreement dated October 11,1996
                               between the Company and Gerald K. Kunkle Jr.
                               (10)*
           10.12               Employment Agreement dated April 20, 1998
                               between the Company and William R. Jellison
                               (12)*
           10.13               Employment Agreement dated September 10, 1998
                               between the Company and Brian M. Addison (12)*


                                       24


           10.14               Employment Agreement dated June 1, 1999 between
                               the Company and J. Henrik Roos (13)*
           10.15               Midwest Dental Products Corporation Pension
                               Plan as amended and restated effective January
                               1, 1989 (7)*
           10.16               Revised Ransom & Randolph Pension Plan, as
                               amended effective as of September 1, 1985,
                               restated as of January 1, 1989 (7)*
           10.17               DENTSPLY International Inc. Directors' Deferred
                               Compensation Plan effective January 1, 1997
                               (10)*
           10.18(a)            Asset Purchase and Sale Agreement, dated
                               January 10, 1996, between Tulsa Dental
                               Products, L.L.C. and DENTSPLY International
                               Inc. (8)
                (b)            Amendment to Asset Purchase and Sale Agreement
                               between Tulsa Dental Products, L.L.C. and
                               DENTSPLY, dated January 1, 1999 (13)
           10.19               Supplemental Executive Retirement Plan
                               effective January 1, 1999 (12)*
           10.20               Written Description of Year 2000 Incentive
                               Compensation Plan.                                   147
           10.21               Sale and Purchase Agreement for all the shares
                               of Friadent Gmbh, dated December 28, 2000 by
                               and between Neptuno Verwaltungs und Treuhand -
                               Gersellschaft mbH, Dr. Eberhard Braun and Fria
                               Nu GmbH (a subsidiary of the Company).               148
           10.22(a)            AZLAD Products Agreement, dated January 18,
                               2001 between AstraZenaca AB and Maillefer
                               Instruments Holdings, S.A. (a subsidiary of the
                               Company).                                            177
                (b)            AZLAD Products Manufacturing Agreement, dated
                               January 18, 2001 between AstraZenaca AB and
                               Maillefer Instruments Holdings, S.A.                 216
                (c)            AZ Trade Marks License Agreement, dated January
                               18, 2001 between AstraZenaca AB and Maillefer
                               Instruments Holdings, S.A.                           239
           13                  Pages 21 through 51 of the Company'sAnnual
                               Report to Shareholders for fiscal year 2000
                               (only those portions of the Annual Report
                               incorporated by reference in this report are
                               deemed "filed").                                     250
           21.1                Subsidiaries of the Company                          286
           23.1                Consent of Independent Accountants -
                               PricewaterhouseCoopers LLP                           289
           23.2                Consent of Independent Auditors - KPMG LLP           290
           99.1                Audit Report of KPMG LLP                             291

<FN>

 *    Management contract or compensatory plan.

(1)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 333-56093).

(2)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-71792).

(3)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-79094).

(4)   Incorporated   by  reference  to  exhibit   included  in  the   Company's
      Registration Statement on Form S-8 (No. 33-52616).

(5)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal  year ended March 31,  1993,  File No.
      0-16211.

(6)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1993,  File
      No. 0-16211.

(7)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the  fiscal  year  December  31,  1994,  File No.
      0-16211.


                                       25


(8)   Incorporated  by reference to exhibit  included in the Company's  Current
      Report on Form 8-K dated January 10, 1996, File No. 0-16211.

(9)   Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1995,  File
      No. 0-16211.

(10)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1996,  File
      No. 0-16211.

(11)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1997,  File
      No. 0-16211.

(12)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1998,  File
      No. 0-16211.

(13)  Incorporated  by reference to exhibit  included in the  Company's  Annual
      Report on Form 10-K for the fiscal year ended  December  31,  1999,  File
      No. 0-16211.

                                       26
</FN>