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                       UNITED STATES
            SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549

                       SCHEDULE 13D

         Under the Securities Exchange Act of 1934

                   (Amendment No.  1 )*

                    Henry Schein, Inc.

                     (Name of Issuer)

          Common Stock, par value $.01 per share

              (Title of Class of Securities)

                         806407102

                      (CUSIP Number)

                   Irving Shafran, Esq.
                805 Third Avenue, 6th Floor
                    New York, NY 10022
                      (212) 755-4100

(Name, Address and Telephone Number of Person Authorized
         to Receive Notices and Communications)

                       June 20, 1996

(Date of Event which Requires Filing of this Statement)

If the filing person has previously  filed a statement on Schedule 13G to
report the  acquisition  which is the subject of this  Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box .|_|

Check the following box if a fee is being paid with the statement |_|. (A fee
is not required only if the reporting person:  (1) has a previous statement on
file reporting  beneficial  ownership  of more  than  five  percent  of the
class of securities  described  in Item 1;  and (2) has  filed  no  amendment
subsequent thereto reporting  beneficial  ownership of five percent or less of
such class.) (See Rule 13d-7.)

Note:  Six copies of this  statement,  including all exhibits,  should be filed
with the  Commission.  See Rule 13d-l(a) for other parties to whom copies are
to be sent.

*The  remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for  any  subsequent   amendment   containing   information
which  would  alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 ("Act") or otherwise  subject to the liabilities of that section of
the Act but  shall be  subject  to all other  provisions  of the Act  (however,
see the Notes).



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                               SCHEDULE 13D

- ------------------------------------------------
CUSIP No.    806407102
           --------------
- ------------------------------------------------


- ----------- -------------------------------------------------------------------
    1       NAME OF REPORTING PERSON
            S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Pamela M. Schein
- ----------- -------------------------------------------------------------------
    2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*       (a)|_|
                                                                    (b)|_|

- ----------- -------------------------------------------------------------------
    3       SEC USE ONLY


- ----------- -------------------------------------------------------------------
    4       SOURCE OF FUNDS*

            OO
- ----------- -------------------------------------------------------------------
    5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
            ITEMS 2(d) or 2(e)                                         |_|


- ----------- -------------------------------------------------------------------
    6       CITIZENSHIP OR PLACE OF ORGANIZATION

            United States of America
- --------------------- --------- -----------------------------------------------
                         7      SOLE VOTING POWER

                                1,642,503.5
                      --------- -----------------------------------------------
  NUMBER OF SHARES       8      SHARED VOTING POWER
 BENEFICIALLY OWNED
 BY EACH REPORTING              0
    PERSON WITH
                      --------- -----------------------------------------------
                         9      SOLE DISPOSITIVE POWER

                                1,642,503.5
                      --------- -----------------------------------------------
                         10     SHARED DISPOSITIVE POWER

                                0
- ----------- -------------------------------------------------------------------
    11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

            1,642,503.5
- ----------- -------------------------------------------------------------------
    12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
            SHARES*                                                   |_|

- ----------- -------------------------------------------------------------------
    13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

            7.8%
- ----------- -------------------------------------------------------------------
    14      TYPE OF REPORTING PERSON*

            IN
- ----------- -------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

            INCLUDE  BOTH SIDES OF THE COVER PAGE,  RESPONSES  TO
          ITEMS 1-7 (INCLUDING  EXHIBITS) OF THE SCHEDULE,  AND THE
                             SIGNATURE ATTESTATION.
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Item 1.  Security and Issuer

This Amendment No. 1 to Schedule 13D  ("Amendment  No. 1") relates to the Common
Stock,  par value $.01 per share (the "Common  Stock") of Henry Schein,  Inc., a
Delaware corporation ("HSI" or the "Company"). The Company's principal executive
offices are located at 135 Duryea Road, Melville, New York 11747.

Amendment No. 1 is being filed  pursuant to Rule 13d-2(a)  under the  Securities
Exchange Act of 1934 (the  "Exchange  Act") to reflect the change in  beneficial
ownership of the reporting  person  resulting from the sale of 715,000 shares of
Common Stock reported in Item 5(c). Pursuant to Rule 13d-2(c) under the Exchange
Act, the entire text of the Schedule 13D  previously  filed on November 15, 1995
is being restated.

Item 2.  Identity and Background

(a) Name:  Pamela M. Schein

(b) Business Address:  c/o Irving Shafran, Esq., 805 Third Avenue, 6th Floor,
New York, New York, 10022

(c) Present principal occupation:  Managing Editor; Name, principal business
and address of organization in which such employment is conducted: Country
Magazine, magazine publishing, 29 North Main Street, Southampton, New York
11968.

(d) Ms. Schein has not been convicted in a criminal proceeding during the last
five years.

(e) Ms.  Schein  has not  been  party to a civil  proceeding  of a  judicial
or administrative  body of  competent  jurisdiction  subjecting  her to a
judgment, decree  or final  order  enjoining  future  violations  of,  or
prohibiting  or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws during the last five
years.

(e) Citizenship:  United States of America

Item 3.  Source and Amount of Funds or Other Consideration

The Common Stock beneficially owned by Ms. Schein was inherited from her
father, Jacob M. Schein.

Item 4.  Purpose of Transaction

As stated above, the shares of Common Stock beneficially owned by Ms. Schein
were inherited.  Ms. Schein has no present plans or proposals of the type
required to be disclosed in this Item.



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Item 5.  Interest in Securities of the Issuer

(a) Pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, Ms. Schein
is the beneficial owner of 1,642,503.5 shares of Common Stock (representing
7.8% of the  outstanding  Common Stock of the  Company)  through her power to
revoke the Revocable Trust  established by her under Trust Agreement dated
October 26, 1994 (the "Revocable Trust").  Such Common Stock was transferred by
Ms. Schein to the Revocable Trust on November 8, 1995.

(b) The shares of Common  Stock  owned by the  Revocable  Trust are subject to
a Voting  Trust  Agreement,  dated  September  30,  1994  (the "HSI  Voting
Trust Agreement"),  among the Company, the Estate of Jacob M. Schein, the
Trusts under Articles Third and Fourth of the Will of Jacob M. Schein,  the
Trust established by Pamela  Joseph  under  Trust  Agreement  dated  February
9, 1994,  the Trust established by Martin Sperber under Trust  Agreement  dated
September 19, 1994, management  stockholders and Stanley M. Bergman, as Voting
Trustee. Mr. Bergman, as  Voting  Trustee,  has the sole  power to vote the
shares  of  Common  Stock beneficially  owned by Ms.  Schein,  except that Ms.
Schein retains the right to vote the  shares  of  Common  Stock in  connection
with  (i) a  dissolution  or liquidation  of the Company,  (ii) a merger or
consolidation  of the Company or (iii) a sale,  lease or other  transfer of a
Significant  Business  Unit of the Company (as such term is defined in the HSI
Voting Trust Agreement),  and upon a revocation of the  Revocable  Trust,
would have such voting  power.  Unless and until Ms.  Schein  revokes the
Revocable  Trust,  the Trustees of the Revocable Trust, Irving Shafran and
Judith Shafran,  share the power to vote, or to direct the vote of,  the
shares  of  Common  Stock  described  in Item  5(a)  above in connection  with
(i) a dissolution or liquidation of the Company,  (ii) a merger or
consolidation  of the Company or (iii) a sale,  lease or other transfer of a
Significant Business Unit of the Company.

Ms.  Schein does not have the power to dispose of, or to direct the
disposition of, any of the shares of Common Stock owned by the Revocable
Trust,  other than through the right to revoke such trust.  Unless and until
Ms. Schein revokes the Revocable Trust, the Trustees of the Revocable Trust,
Irving Shafran and Judith Shafran,  share the power to dispose  of, or to
direct the  disposition  of, the shares of Common Stock described in Item 5(a)
above.

Ms. Schein is also party to the Amended and Restated HSI Agreement, effective
as of February 16, 1994 (the "HSI Agreement"), among the Company, Marvin H.
Schein, the Trust  established by Marvin H. Schein under Trust Agreement dated
September 9, 1994,  the  Charitable  Trust  established  by Marvin H.  Schein
under Trust Agreement  dated  September 12, 1994, the Estate of Jacob M.
Schein,  the Trusts established  by Articles  Third and Fourth of the Will of
Jacob M.  Schein,  the Trust established by Pamela Joseph under Trust Agreement
dated February 9, 1994, the

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Trust  established by Martin Sperber under Trust  Agreement  dated September
19, 1994, the Trust  established by Stanley M. Bergman under Trust  Agreement
dated September 15, 1994,  Pamela Schein,  Pamela Joseph,  Martin Sperber,
Stanley M.  Bergman,  Steven  Paladino and James P.  Breslawski.  Although Ms.
Schein would, upon a revocation of the Revocable Trust,  have the sole power to
dispose of, or to direct the  disposition of, the shares of Common Stock
described in Item 5(a) above,  any  disposition of such shares may be made only
in accordance  with the terms and conditions of the HSI Agreement.

(c) The Trustees of the Revocable  Trust sold 715,000  shares of Common Stock
on June 20,  1996,  in  connection  with an  underwritten  public  offering  of
the Company's  Common  Stock at a price of $33.635  per share,  net of
underwriting discounts.

(d) Not applicable.

(e) Not applicable.

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer

As discussed in Item 5 above, the shares of Common Stock  beneficially  owned
by Ms. Schein are held by the Revocable  Trust. The Trustees of the Revocable
Trust share  investment  power over the shares of Common Stock.  As also
described in Item 5, the shares of Common Stock  beneficially owned by Ms.
Schein are subject to the HSI Voting Trust Agreement,  which grants the Voting
Trustee the right to vote such shares  except in  connection  with  certain
extraordinary  corporate transactions.

Additionally,  the  HSI  Agreement  provides  that  until  the  earlier  of
the termination of the Voting Trust Agreement or January 1, 1999, Ms. Schein
has the right to  serve as or  designate  a  director  of the  Company.  Irving
Shafran presently  serves as Ms.  Schein's  designee  on the Board of
Directors  of the Company. The HSI Agreement also limits the right of Ms.
Schein to participate in any  solicitation of proxies or any election contest
and limits the right of the Company to adopt a shareholder rights plan.

Additionally,  Marvin  Schein has agreed to consult with Ms. Schein prior to
the exercise  of  certain  of his  rights of  approval  and  consent  under
various agreements  executed in  connection  with the  reorganization  of the
Company in September 1994.

Item 7.  Material to be Filed as Exhibits

The Voting Trust Agreement,  dated September 30, 1994, among Henry Schein,
Inc., the Estate of Jacob M. Schein, the Trusts under Articles Third and Fourth
of the Will of Jacob M.  Schein,  the Trust  established  by Pamela  Joseph
under Trust Agreement dated February 9, 1994, the Trust  established by Martin
Sperber under Trust Agreement dated September 19, 1994, management stockholders

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and Stanley M. Bergman, as Voting Trustee, is hereby incorporated by reference
to Exhibit 9.1 to Henry Schein, Inc.'s Registration Statement on Form S-1
(Registration No. 33-96528).

The Amended and Restated HSI Agreement, effective as of February 16, 1994,
among the Company,  Marvin H. Schein,  the Trust established by Marvin H.
Schein under Trust  Agreement dated  September 9, 1994, the Charitable  Trust
established by Marvin H. Schein under Trust  Agreement  dated September 12,
1994, the Estate of Jacob M. Schein, the Trusts established by Articles Third
and Fourth of the Will of Jacob M. Schein, the Trust established by Pamela
Joseph under Trust Agreement dated  February 9, 1994,  the Trust  established
by Martin  Sperber under Trust Agreement dated September 19, 1994, the Trust
established by Stanley M. Bergman under Trust Agreement dated  September 15,
1994,  Pamela Schein,  Pamela Joseph, Martin Sperber, Stanley M. Bergman,
Steven Paladino and James P. Breslawski,  is hereby  incorporated  by
reference  to  Exhibit  10.1 to Henry  Schein,  Inc.'s Registration Statement
on Form S-1 (Registration No. 33-96528).

Power of attorney of Pamela M. Schein is hereby incorporated by reference to
the signature page of the Schedule 13D filed by Pamela M. Schein on November
15, 1995.



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                                  SIGNATURE

         After reasonable  inquiry and to the best of my knowledge and belief,
I certify that the information  set forth in this statement is true,  complete
and correct.


                                                             *
                                                      Pamela M. Schein

Date:  June 24, 1996



*By:   /s/ Irving Shafran
           Irving Shafran
           Attorney-in-fact



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                                    EXHIBIT INDEX

Exhibit
Number   Description

1        Voting Trust Agreement, dated September 30, 1994, among Henry
         Schein, Inc., the Estate of Jacob M. Schein, the Trusts under
         Articles Third and Fourth of the Will of Jacob M. Schein, the
         Trust established by Pamela Joseph under Trust Agreement
         dated February 9, 1994, the Trust established by Martin
         Sperber under Trust Agreement dated September 19, 1994,
         management stockholders and Stanley M. Bergman, as Voting
         Trustee.*

2        Amended and Restated HSI  Agreement,  effective as of February
         16,  1994,  among the  Company,  Marvin H.  Schein,  the Trust
         established  by Marvin H. Schein under Trust  Agreement  dated
         September 9, 1994, the Charitable Trust  established by Marvin
         H. Schein under Trust  Agreement dated September 12, 1994, the
         Estate of Jacob M. Schein,  the Trusts established by Articles
         Third  and  Fourth of the Will of Jacob M.  Schein,  the Trust
         established  by Pamela  Joseph  under  Trust  Agreement  dated
         February  9, 1994,  the Trust  established  by Martin  Sperber
         under Trust  Agreement  dated  September  19, 1994,  the Trust
         established by Stanley M. Bergman under Trust  Agreement dated
         September  15, 1994,  Pamela  Schein,  Pamela  Joseph,  Martin
         Sperber, Stanley M. Bergman, Steven Paladino and James P.
         Breslawski.**

3        Power of Attorney.***

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

*        Incorporated by reference to Exhibit 9.1 to Henry Schein, Inc.'s
         Registration Statement on Form S-1 (Registration No. 33-96528).

**       Incorporated by reference to Exhibit 10.1 to Henry Schein, Inc.'s
         Registration Statement on Form S-1 (Registration No. 33-96528).

***      Included on the signature page to the Schedule 13D filed by Pamela
         Schein on November 15, 1995.