NBTY, Inc.          
(Exact name of registrant as specified in its charter)

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 and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registration was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES [x]          NO [  ]

Number of Shares of Common Stock Outstanding as of June 30, 2000:   -  68,463,699

This change addresses only the three months ended June 30, 1999. This Form 10-Q/A amends an error in transmission of the Registrant's Quarterly Report on Form 10-Q for the period ended June 30, 2000. In preparing the 10-Q for conversion to EDGAR, in "Part I, Item1. Financial Statement", the Litigation charge of $4,600,000 was omitted from the Condensed and Consolidated Statement of Income for the three months ended June 30, 1999 and consequently the sub-total of Cost and Expenses, Income from Operations, Income Before Taxes and Net Income were affected. Net Income Per Share was not affected.

See notes to condensed consolidated financial statements.

See notes to condensed consolidated financial statements.

See notes to condensed consolidated financial statements.

See notes to condensed consolidated financial statements.

See notes to condensed consolidated financial statements.

(Dollars and shares in thousands, except per share amounts)

Supplemental Non-cash Investing and Financing Information:

In connection with the Company's January 1, 2000 acquisition of Nutrition Warehouse, Inc. and its affiliated companies (NW), the Company issued approximately 1,059 shares of its common stock with a total then market value of $12,244.

During the nine months ended June 30, 2000, options were exercised with 1,361 shares of common stock issued to executives for cash of $1,666, interest bearing stock subscriptions receivable of $1,760 and $964 of NBTY shares. As a result of the exercise of those options, the Company expects to receive a compensation deduction for tax purposes of approximately $4,310 and a tax benefit of approximately $1,681.

During the nine months ended June 30, 1999, options were exercised with 3,520 shares of common stock issued to certain officers and an executive for interest-bearing stock subscriptions receivable aggregating $839 and cash of $67. As a result of the exercise of those options, the Company received a compensation deduction for tax purposes of approximately $14,847 and a tax benefit of approximately $5,790.

(Dollars and shares in thousands, except per share amounts)

1.    Principles of consolidation and basis of presentation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated.

In the opinion of the Company, the unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly its financial position as of June 30, 2000 and its results of operations for the three and nine months ended June 30, 2000 and 1999 and statements of cash flows for the nine months ended June 30, 2000 and 1999. The condensed consolidated balance sheet as of September 30, 1999 has been derived from the audited balance sheet as of that date. The results of operations for the three and nine months ended June 30, 2000 and statements of cash flows for the nine months ended June 30, 2000 are not necessarily indicative of the results to be expected for the full year. This report should be read in conjunction with the Company's annual report filed on Form 10-K for the fiscal year ended September 30, 1999.

    Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

    Reclassifications

Certain reclassifications have been made to conform prior year amounts to the current year presentation.

    New accounting standards

Effective October 1, 1998, the Company adopted SFAS No. 131, "Disclosures About Segments of an Enterprise and Related Information," which establishes standards for reporting information about operating segments. It also establishes standards for disclosures regarding products and services, geographic areas and major customers. SFAS No. 131 requires comparative information for earlier years to be restated. The adoption of SFAS No. 131 did not affect the Company's results of operations or financial position, but did affect the disclosure of segment information.

In June 1998, the FASB issued SFAS No. 133, "Statement of Financial Accounting Standards Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"). SFAS 133, as amended, is effective for the Company in fiscal 2002. SFAS 133 requires that all derivative instruments be recorded on the balance sheet at their fair value. Changes in the fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is the type of hedge transaction. Management of the Company anticipates that, due to its limited use of derivative instruments, the adoption of SFAS 133 will not have a significant effect on the Company's results of operations or its financial position, however, it is currently reviewing the impact of adopting such pronouncement.

2.    Acquisitions

During the quarter ended 6/30/00, the Company acquired certain assets and liabilities of Longevity Formulas, Inc. (also known as "Healthwatchers System") and Martin Health Systems, Inc. for $5,150.

In addition, the Company acquired the mailing list of Rexall Sundown's SDV vitamin catalog and mail order list for $16,500. The list contains approximately 750,000 customer names, which has been merged into the existing customer base of the Direct Response/ Puritan.com/e-commerce business.

On January 1, 2000, the Company acquired Nutrition Warehouse, Inc. and its affiliated companies ("NW") for $20,000 in cash and approximately 1,059 shares of NBTY stock having a market value of $12,200. NW operated an Direct Response/e-commerce business as well as 14 retail stores in various locations in New York. The e-commerce business has been combined with the Company's Puritan.com operations and the retail stores have been merged into the Company's U.S. Retail operations. Annual revenues approximated $14,000 for the e-commerce/direct response business as well as $14,000 in retail sales for the year ended December 31, 1999. The cash portion of the acquisition was funded with $20,000 in borrowings under the Company's Credit and Guarantee Agreement (CGA).

In May 1999, the Company acquired the assets and certain liabilities of a network marketing company, Dynamic Essentials, Inc. (DEI) for approximately $1,000 in cash.

3.    Comprehensive earnings

Comprehensive income for the Company includes net income and the effects of foreign currency translation, which are charged or credited to the cumulative translation adjustment account within stockholders' equity.

Comprehensive earnings for the three and nine months ended June 30, 2000 and 1999 are as follows:

Accumulated other comprehensive (loss) income, which is classified as a separate component of stockholders' equity, is comprised of cumulative translation adjustments of $(9,344) and $6,135 at June 30, 2000 and September 30, 1999, respectively.

4.    Inventories

Inventories have been estimated using the gross profit method for the interim periods. The components of inventories are as follows:

5.    Earnings per share (EPS)

Basic EPS computations are based on the weighted average number of common shares outstanding during the three and nine month periods ended June 30, 2000 and 1999. Diluted EPS include the dilutive effect of outstanding stock options, as if exercised. The following is a reconciliation between the basic and diluted EPS:

6.    Stock options:

During the nine months ended June 30, 2000, options were exercised with 1,361 shares of common stock issued to executives for cash of $1,666, interest bearing stock subscriptions receivable of $1,760 and $964 of NBTY common shares. As a result of the exercise of those options, the Company expects to receive a compensation deduction for tax purposes of approximately $4,310 and a tax benefit of approximately $1,681.

During the nine months ended June 30, 1999, options were exercised with 3,560 shares of common stock issued to certain officers for interest-bearing stock subscriptions receivable aggregating $839 and cash of $67. As a result of the exercise of those options, the Company received a compensation deduction for tax purposes of approximately $14,847 and a tax benefit of approximately $5,790.

7.    Segment Information:

The Company's segments are organized by sales market on a worldwide basis. The Company's management reporting system evaluates performance based on a number of factors; however, the primary measure of performance is the pretax operating income of each segment. Accordingly, the Company reports four worldwide segments: Direct Response/Puritan.com, Retail: United States and United Kingdom, and Wholesale. All of the Company's products fall into one of these four segments. The Direct Response/Puritan.com segment generates revenue through the sale of its products primarily through mail order catalog and the internet. Catalogs are strategically mailed to customers who order by mail or phoning customer service representatives in New York, Illinois and the United Kingdom. The Retail United States segment generates revenue through the sale of proprietary brand and third-party products through its 459 Company-operated stores. The Retail United Kingdom segment generates revenue through the sales of proprietary brand and third-party products in 424 Company-operated stores. The Wholesale segment (including Network Marketing) is comprised of several divisions each targeting specific market groups. These market groups include wholesalers, distributors, chains, pharmacies, health food stores, bulk and international customers.

The following table represents key financial information of the Company's business segments (in thousands):

The following table reflects identifiable assets by market segment at June 30, 2000 and 1999:

8.    Litigation:

In August 1997, the Company acquired Holland & Barrett from the German-based GEHE AG. A dispute arose over certain provisions of the purchase agreement. On July 30, 1999, the court rendered a decision in favor of GEHE. Results for the third quarter and nine months of 1999 were affected by a one-time litigation charge of $4,600 which includes the amount of the judgment plus interest and legal fees.

In addition, the Company received $2,511 in partial settlement of ongoing price fixing litigation brought by the Company against certain raw material vitamin suppliers.

9.    Subsequent Events

In July, 2000, the Company was informed through the internet of threatened class action suits to be brought against the Company, certain officers and directors. The Company has not been served in any class action suits and therefore cannot comment on any allegations which might be contained in such suits. The Company intends to vigorously defend any actions which may be commenced against it.

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