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STOCK COMPENSATION

NOTE 2 – STOCK COMPENSATION

The Company maintains the 2010 Equity Incentive Plan (the "Plan") under which it may grant non-qualified stock options, incentive stock options, restricted stock, restricted stock units ("RSU") and stock appreciation rights, collectively referred to as "Awards." Awards are granted at exercise prices that are equal to the closing stock price on the date of grant. The Company authorized grants under the Plan of 13.0 million shares of common stock, plus any unexercised portion of cancelled or terminated stock options granted under the DENTSPLY International Inc. 2002 Equity Incentive Plan, as amended, subject to adjustment as follows: each January, if 7% of the total outstan ding common shares of the Company exceed 13.0 million, the excess becomes available for grant under the Plan. No more than 2.5 million shares may be awarded as restricted stock and RSU, and no key employee may be granted restricted stock and RSU in excess of approximately 0.2 million shares of common stock in any calendar year.

Stock options generally expire ten years after the date of grant under these plans and grants become exercisable, subject to a service condition, over a period of three years after the date of grant at the rate of one-third per year, except when they become immediately exercisable upon death, disability or qualified retirement. RSU vest 100% on the third anniversary of the date of grant and are subject to a service condition, which requires grantees to remain employed by the Company during the three year period following the date of grant. In addition to the service condition, certain key executives are subject to performance requirements. Similar to stock options, RSU become immediately exercisable upon death, disa bility or qualified retirement. It is the Company's practice to issue shares from treasury stock when options are exercised.

At the date of grant, the Company uses the Black-Scholes option-pricing model to estimate the fair value of the non-qualified stock options. The assumptions used to calculate the fair value of the awards granted are evaluated and revised, as necessary, to reflect market conditions and the Company's experience.

The following table represents total stock based compensation expense and the tax related benefit for the three and six months ended June 30, 2010 and 2009:


	Three Months Ended				Six Months Ended
(in millions)	2010		2009		2010		2009

Stock option expense	$	2.9	$	3.0	$	5.8	$	5.9
RSU expense		1.8		1.7		3.8		3.2
Total stock based compensation expense	$	4.7	$	4.7	$	9.6	$	9.1

Total related tax benefit	$	1.5	$	1.5	$	2.9	$	2.6

The remaining unamortized compensation cost related to non-qualified stock options is $13.6 million, which will be expensed over the weighted average remaining vesting period of the options, or 1.6 years. The unamortized compensation cost related to RSU is $10.2 million, which will be expensed over the remaining restricted period of the RSU, or 1.7 years.

The following table reflects the non-qualified stock option transactions from December 31, 2009 through June 30, 2010:


	Outstanding							Exercisable
				Weighted						Weighted
				Average		Aggregate				Average		Aggregate
(in thousands,				Exercise		Intrinsic				Exercise		Intrinsic
except per share data)	Shares			Price		Value		Shares		Price		Value

December 31, 2009		12,038		$	28.34	$	94,148		8,682	$	26.78	$	80,839
Granted		120			35.59
Exercised		(1,135	)		22.77
Forfeited		(64	)		34.28

June 30, 2010		10,959		$	28.96	$	37,622		7,652	$	27.43	$	33,196

The weighted average remaining contractual term of all outstanding options is 6.3 years and the weighted average remaining contractual term of exercisable options is 5.0 years.

The following table summarizes the unvested restricted stock units and RSU dividend transactions from December 31, 2009 through June 30, 2010:


	Unvested Restricted Stock and Stock Dividend Units
				Weighted Average
				Grant Date
(in thousands, except per share data)	Shares			Fair Value

Unvested at December 31, 2009		662		$	31.94
Granted		250			32.93
Vested		(200	)		31.27
Forfeited		(6	)		32.59

Unvested at June 30, 2010		706		$	32.48

COMPREHENSIVE INCOME

6 Months Ended

Jun. 30, 2010

COMPREHENSIVE INCOME

NOTE 3 – COMPREHENSIVE INCOME

The changes to balances included in accumulated other comprehensive income ("AOCI"), net of tax, in the consolidated balance sheets for the three and six months ended June 30, 2010 and 2009 are as follows:


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

Net income	$	73,346		$	70,580		$	135,537		$	130,509
Other comprehensive (loss) income:
Foreign currency translation adjustments		(137,840	)		91,338			(215,033	)		11,152
Net gain (loss) on derivative financial instruments		39,948			(34,840	)		63,672			7,631
Amortization of unrecognized losses and prior year service pension cost		913			(851	)		1,676			1,128
Total other comprehensive (loss) income		(96,979	)		55,647			(149,685	)		19,911

Total comprehensive (loss) income		(23,633	)		126,227			(14,148	)		150,420

Comprehensive (loss) income attributable to the noncontrolling interests		(5,734	)		6,053			(9,157	)		(187	)

Comprehensive (loss) income attributable to DENTSPLY
International	$	(17,899	)	$	120,174		$	(4,991	)	$	150,607

During the quarter ended June 30, 2010, foreign currency translation adjustments included currency translation losses of $134.2 million and losses of $3.6 million on the Company's loans designated as hedges of net investments. During the quarter ended June 30, 2009, foreign currency translation adjustments included currency translation gains of $95.6 million and losses of $4.3 million on the Company's loans designated as hedges of net investments. During the six months ended June 30, 2010, foreign currency translation adjustments included currency translation losses of $212.3 million and lo sses of $2.7 million on the Company's loans designated as hedges of net investments. During the six months ended June 30, 2009, foreign currency translation adjustments included currency translation gains of $5.8 million and gains of $5.4 million on the Company's loans designated as hedges of net investments. These foreign currency translation adjustments were offset by net gains on derivative financial instruments, which are discussed in Note 10, Financial Instruments and Derivatives.

The balances included in AOCI, net of tax, in the consolidated balance sheets are as follows:


	June 30,			December 31,
(in thousands)	2010			2009

Foreign currency translation adjustments	$	15,548		$	220,116
Net loss on derivative financial instruments		(50,128	)		(113,800	)
Unrecognized losses and prior year service pension cost		(21,098	)		(22,774	)
	$	(55,678	)	$	83,542

The cumulative foreign currency translation adjustments included translation gains of $125.9 million and $327.8 million as of June 30, 2010 and December 31, 2009, respectively, partially offset by losses of $110.4 million and $107.7 million, respectively, on loans designated as hedges of net investments. These foreign currency translation adjustments were offset by net losses on derivatives financial instruments, which are discussed in Note 10, Financial Instruments and Derivatives.

EARNINGS PER COMMON SHARE

6 Months Ended

Jun. 30, 2010

EARNINGS PER COMMON SHARE

NOTE 4 - EARNINGS PER COMMON SHARE

The dilutive effect of outstanding options and restricted stock is reflected in diluted earnings per share by application of the treasury stock method. The following table sets forth the computation of basic and diluted earnings per common share for the three and six months ended June 30, 2010 and 2009:


	Three Months Ended				Six Months Ended
	2010		2009		2010		2009
Basic Earnings Per Common Share Computation
(in thousands, except per share amounts)

Net income attributable to DENTSPLY International	$	72,386	$	70,199	$	134,229	$	131,942

Common shares outstanding		144,779		148,577		145,772		148,546

Earnings per common share - basic	$	0.50	$	0.47	$	0.92	$	0.89

Diluted Earnings Per Common Share Computation
(in thousands, except per share amounts)

Net income attributable to DENTSPLY International	$	72,386	$	70,199	$	134,229	$	131,942

Common shares outstanding		144,779		148,577		145,772		148,546
Incremental shares from assumed exercise of dilutive options		2,160		1,480		2,276		1,276
Total shares		146,939		150,057		148,048		149,822

Earnings per common share - diluted	$	0.49	$	0.47	$	0.91	$	0.88

Options to purchase 3.1 million and 3.2 million shares of common stock that were outstanding during the three and six months ended June 30, 2010, respectively, were not included in the computation of diluted earnings per share since the options' exercise prices were greater than the average market price of the common shares and, therefore, the effect would be antidilutive. There were 4.6 million and 7.8 million antidilutive shares of common stock outstanding during the three and six months ended June 30, 2009, respectively.

BUSINESS ACQUISITIONS	6 Months Ended
BUSINESS ACQUISITIONS	Jun. 30, 2010
Statement [Line Items]
BUSINESS ACQUISITIONS	NOTE 5 – BUSINESS ACQUISITIONS The acquisition related activity for the six months ended June 30, 2010 of $8.3 million, net of cash acquired, was related to two acquisitions in 2010 and two earn-out payments on acquisitions from 2008 and 2005. The purchase agreement for one acquisition provides for an additional payment to be made based upon the operating performance of the business; however, the Company does not expect the additional payment to be material to the financial statements. The results of operations for the two businesses have been included in the accompanying financial statements since the effective date of the respective transaction. The purchase prices have been allocated on the basis of preliminary estimates of the fair values of assets acquired and liabilities assumed. &nbs p;As of June 30, 2010, the Company has recorded a total of $4.4 million in goodwill related to the unallocated portions of the respective purchase prices, and all of this goodwill is associated with the Canada/Latin America/Endodontics/Orthodontics segment. As discussed in Note 1, Significant Accounting Policies, the Company adopted the accounting guidance for VIE. The adoption has not changed the Company's prior conclusion that all current VIE should be consolidated. Under the new accounting guidance for VIE, the Company believes it is the primary beneficiary for all the VIE since the Company directs the activities that most significantly impacts the economic performance of the VIE and has the obligation to absorb losses and the right to receive benefits that could potentially be significant to the VIE. The consolidation of the VIE net assets is immaterial to the Company's financial position with most of the net assets recorded in goodwill and identifiable intangible assets.

SEGMENT INFORMATION

6 Months Ended

Jun. 30, 2010

SEGMENT INFORMATION

NOTE 6 - SEGMENT INFORMATION

The Company has numerous operating businesses covering a wide range of products and geographic regions, primarily serving the professional dental market. Professional dental products represented approximately 97% of sales for the periods ended June 30, 2010 and 2009.

The operating businesses are combined into operating groups, which have overlapping product offerings, geographical presence, customer bases, distribution channels, and regulatory oversight. These operating groups are considered the Company's reportable segments as the Company's chief operating decision-maker regularly reviews financial results at the operating group level and uses this information to manage the Company's operations. The accounting policies of the groups are consistent with those described in the Company's most recently filed Form10-K in the summary of significant accounting policies. The Company measures segment income for reporting purposes as operating income before restructuring and other costs, interest expense, interest income, other income and expenses and income tax es.

United States, Germany and Certain Other European Regions Consumable Businesses

This business group includes responsibility for the design, manufacturing, sales and distribution for certain small equipment and chairside consumable products in the United States, Germany and certain other European regions. It also has responsibility for the sales and distribution of certain Endodontic products in Germany.

France, United Kingdom, Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses

This business group includes responsibility for the sales and distribution for certain small equipment, chairside consumable products, certain laboratory products and certain Endodontic products in France, United Kingdom, Italy, the Commonwealth of Independent States ("CIS"), Middle East, Africa, Asia (excluding Japan), Japan and Australia, as well as the sale and distribution of implant products and bone substitute/grafting materials in France, Italy, Asia and Australia. This business group also includes the responsibility for sales and distribution for certain laboratory products, implants products and bone substitution/grafting materials for Austria. It also is responsible for sales and distribution for certain small equipment and chairside consumable products, certain laboratory product s, implant products and bone substation/grafting materials in certain other European countries. In addition this business group also includes the manufacturing and sale of Orthodontic products and certain laboratory products in Japan, and the manufacturing of certain laboratory and certain Endodontic products in Asia.

Canada/Latin America/Endodontics/Orthodontics

This business group includes responsibility for the design, manufacture, and/or sales and distribution of certain small equipment, chairside consumable products, certain laboratory products and Endodontic products in Brazil. It also has responsibility for the sales and distribution of most of the Company's dental products sold in Latin America and Canada. This business group also includes the responsibility for the design and manufacturing for Endodontic products in the United States, Switzerland and Germany and is responsible for the sales and distribution of the Company's Endodontic products in the United States, Canada, Switzerland, Benelux, Scandinavia, Austria, Latin America and Eastern Europe, and for certain Endodontic products in Germany. This business group is al so responsible for the world-wide sales and distribution, excluding Japan, as well as some manufacturing of the Company's Orthodontic products. In addition, this business group is also responsible for sales and distribution in the United States for implant and bone substitute/grafting materials and the sales and distribution of implants in Brazil. This business group is also responsible for the manufacture and sale of certain products in the Company's non-dental business.

Dental Laboratory Business/Implants/Non-Dental

This business group includes the responsibility for the design, manufacture, sales and distribution for most laboratory products, excluding certain countries mentioned previously, and the design, manufacture, and/or sales and distribution of the Company's dental implant products and bone substitute/grafting materials, excluding sales and distribution of implants and bone substitute/grafting materials in the United States; France, Italy, Austria, and certain other Eastern European countries; Asia; and Australia. This business group is also responsible for most of the Company's non-dental business.

Significant interdependencies exist among the Company's operations in certain geographic areas. Inter-group sales are at prices intended to provide a reasonable profit to the manufacturing unit after recovery of all manufacturing costs and to provide a reasonable profit for purchasing locations after coverage of marketing and general and administrative costs.

Generally, the Company evaluates performance of the operating groups based on the groups' operating income, excluding restructuring and other costs, and net third party sales, excluding precious metal content.

The following tables set forth information about the Company's operating groups for the three and six months ended June 30, 2010 and 2009:

Third Party Net Sales


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	137,245		$	139,600		$	272,219		$	264,512
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		121,601			118,860			231,886			223,988
Canada/Latin America/Endodontics/Orthodontics		170,715			157,306			327,335			301,986
Dental Laboratory Business/Implants/Non-Dental		136,265			137,833			281,375			270,851
All Other (a)		(740	)		(767	)		(1,785	)		(1,556	)
Total	$	565,086		$	552,832		$	1,111,030		$	1,059,781

Third Party Net Sales, Excluding Precious Metal Content


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	137,245		$	139,600		$	272,219		$	264,512
France, U.K., Italy and Certain Other European
Countries, CIS, Middle East, Africa, Pacific Rim Businesses		112,509			109,690			214,718			207,090
Canada/Latin America/Endodontics/Orthodontics		170,011			156,558			326,041			300,596
Dental Laboratory Business/Implants/Non-Dental		100,255			106,446			205,573			206,534
All Other (a)		(740	)		(767	)		(1,785	)		(1,556	)
Total excluding precious metal content		519,280			511,527			1,016,766			977,176
Precious metal content		45,806			41,305			94,264			82,605
Total including precious metal content	$	565,086		$	552,832		$	1,111,030		$	1,059,781

(a) Includes amounts recorded at Corporate headquarters.

Inter-segment Net Sales


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	30,846		$	23,649		$	57,063		$	46,729
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		5,037			3,063			8,656			6,447
Canada/Latin America/Endodontics/Orthodontics		29,357			24,219			54,677			52,817
Dental Laboratory Business/Implants/Non-Dental		30,915			28,193			57,595			55,149
All Other (a)		45,081			43,021			89,084			81,347
Eliminations		(141,236	)		(122,145	)		(267,075	)		(242,489	)
Total	$	-		$	-		$	-		$	-

Segment Operating Income


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	49,654		$	42,824		$	94,515		$	76,746
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		5,536			4,624			5,407			7,525
Canada/Latin America/Endodontics/Orthodontics		49,141			45,468			97,163			95,525
Dental Laboratory Business/Implants/Non-Dental		22,495			23,934			44,957			46,190
All Other (b)		(21,614	)		(14,999	)		(42,826	)		(36,390	)
Segment operating income		105,212			101,851			199,216			189,596

Reconciling Items:
Restructuring and other costs		(243	)		(3,125	)		(4,923	)		(4,695	)
Interest expense		(6,686	)		(5,268	)		(12,406	)		(11,421	)
Interest income		827			1,512			1,614			3,468
Other expense (income), net		(722	)		50			(1,667	)		(868	)
Income before income taxes	$	98,388		$	95,020		$	181,834		$	176,080

(a) Includes amounts recorded at Corporate headquarters and one distribution warehouse not managed by named segments.

(b) Includes results of Corporate headquarters, inter-segment eliminations and one distribution warehouse not managed by named segments.

Assets


	June 30,		December 31,
(in thousands)	2010		2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	565,160	$	602,272
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		369,423		388,831
Canada/Latin America/Endodontics/Orthodontics		833,268		809,924
Dental Laboratory Business/Implants/Non-Dental		853,237		973,764
All Other (a)		176,179		313,141
Total	$	2,797,267	$	3,087,932

(a) Includes assets of Corporate headquarters, inter-segment eliminations and one distribution warehouse not managed by named segments.

INVENTORIES

6 Months Ended

Jun. 30, 2010

INVENTORIES

NOTE 7 - INVENTORIES

Inventories are stated at the lower of cost or market. At June 30, 2010 and December 31, 2009, the cost of $8.1 million, or 2.9%, and $7.8 million, or 2.7%, respectively, of inventories was determined by the last-in, first-out ("LIFO") method. The cost of other inventories was determined by the first-in, first-out ("FIFO") or average cost methods. The Company establishes reserves for inventory in order to present the net realizable value. The inventory valuation reserves were $31.7 million and $31.9 million as of June 30, 2010 and December 31, 2009, resp ectively.

If the FIFO method had been used to determine the cost of LIFO inventories, the amounts at which net inventories are stated would be higher than reported at June 30, 2010 and December 31, 2009 by $4.2 million and $4.0 million, respectively.

Inventories, net of inventory valuation reserves, consist of the following:


	June 30,		December 31,
(in thousands)	2010		2009

Finished goods	$	171,770	$	178,721
Work-in-process		51,389		53,056
Raw materials and supplies		61,235		59,863
	$	284,394	$	291,640

BENEFIT PLANS

6 Months Ended

Jun. 30, 2010

BENEFIT PLANS

NOTE 8 - BENEFIT PLANS

The following sets forth the components of net periodic benefit cost of the Company's benefit plans and for the Company's other postretirement employee benefit plans for the three and six months ended June 30, 2010 and 2009, respectively:


Defined Benefit Plans	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

Service cost	$	1,918		$	2,061		$	3,933		$	4,067
Interest cost		2,014			1,979			4,157			3,898
Expected return on plan assets		(1,116	)		(981	)		(2,268	)		(1,939	)
Amortization of transition obligation		28			59			59			116
Amortization of prior service cost		24			35			44			69
Amortization of net loss		234			415			475			818

Net periodic benefit cost	$	3,102		$	3,568		$	6,400		$	7,029


Other Postretirement Plans	Three Months Ended				Six Months Ended
(in thousands)	2010		2009		2010		2009

Service cost	$	14	$	14	$	29	$	27
Interest cost		153		155		306		311
Amortization of net loss		69		51		137		101

Net periodic benefit cost	$	236	$	220	$	472	$	439

The following sets forth the information related to the funding of the Company's benefit plans for 2010:


			Other
	Pension		Postretirement
(in thousands)	Benefits		Benefits

Actual at June 30, 2010	$	3,751	$	(7	)
Projected for the remainder of the year		4,921		1,114
Total for year	$	8,672	$	1,107

RESTRUCTURING AND OTHER COSTS

6 Months Ended

Jun. 30, 2010

RESTRUCTURING AND OTHER COSTS

NOTE 9 – RESTRUCTURING AND OTHER COSTS

Restructuring Costs

During the three and six months ended June 30, 2010, the Company recorded restructuring costs of $0.2 million and $1.0 million, respectively. During the three and six months ended June 30, 2009, the Company recorded restructuring costs of $3.1 million and $4.3 million, respectively. These costs are recorded in "Restructuring and other costs" in the consolidated statements of operations and the associated liabilities are recorded in accrued liabilities in the consolidated balance sheets. These costs primarily consist of employee severance costs.

During 2010 and 2009, the Company initiated several restructuring plans primarily related to the integration, reorganization and closure or consolidation of certain production and selling facilities in order to better leverage the Company's resources by minimizing costs and obtaining operational efficiencies.

As of June 30, 2010, the Company's restructuring accruals were as follows:


	Severance
	2008 and
(in thousands)	Prior Plans			2009 Plans			2010 Plans			Total

Balance at December 31, 2009	$	5,301		$	3,240		$	-		$	8,541
Provisions and adjustments		(128	)		-			956			828
Amounts applied		(2,091	)		(1,345	)		(817	)		(4,253	)
Balance at June 30, 2010	$	3,082		$	1,895		$	139		$	5,116


	Lease/Contract Terminations
	2008 and
(in thousands)	Prior Plans			Total

Balance at December 31, 2009	$	1,093		$	1,093
Provisions and adjustments		-			-
Amounts applied		(32	)		(32	)
Balance at June 30, 2010	$	1,061		$	1,061


	Other Restructuring Costs
	2008 and
(in thousands)	Prior Plans			2009 Plans			Total

Balance at December 31, 2009	$	112		$	16		$	128
Provisions and adjustments		45			138			183
Amounts applied		(67	)		(154	)		(221	)
Balance at June 30, 2010	$	90		$	-		$	90

The following table provides the year-to-date changes in the restructuring accruals by segment:


	December 31,		Provisions and		Amounts			June 30,
(in thousands)	2009		Adjustments		Applied			2010

United States, Germany and Certain Other European Regions Consumable Businesses	$	1,245	$	485	$	(504	)	$	1,226
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		84		116		(116	)		84
Canada/Latin America/Endodontics/Orthodontics		639		-		(639	)		-
Dental Laboratory Business/Implants/Non-Dental		7,794		410		(3,247	)		4,957
	$	9,762	$	1,011	$	(4,506	)	$	6,267

Other Costs

During the six months ended June 30, 2010 and 2009, the Company recorded other costs of $3.9 million and $0.4 million, respectively. Other costs for the six months ended June 30, 2010 and 2009 are primarily related to impairments of long-term assets and several legal matters. These other costs are reflected in "Restructuring and other costs" in the consolidated statements of operations.

FINANCIAL INSTRUMENTS AND DERIVATIVES

6 Months Ended

Jun. 30, 2010

FINANCIAL INSTRUMENTS AND DERIVATIVES

NOTE 10 – FINANCIAL INSTRUMENTS AND DERIVATIVES

Derivative Instruments and Hedging Activities

The Company's activities expose it to a variety of market risks, which primarily include the risks related to the effects of changes in foreign currency exchange rates, interest rates and commodity prices. These financial exposures are monitored and managed by the Company as part of its overall risk management program. The objective of this risk management program is to reduce the volatility that these market risks may have on the Company's operating results and equity.

Certain of the Company's inventory purchases are denominated in foreign currencies, which expose the Company to market risk associated with foreign currency exchange rate movements. The Company's policy generally is to hedge major foreign currency transaction exposures through foreign exchange forward contracts. These contracts are entered into with major financial institutions thereby minimizing the risk of credit loss. In addition, the Company's investments in foreign subsidiaries are denominated in foreign currencies, which create exposures to changes in foreign currency exchange rates. The Company uses debt and derivatives denominated in the applicable foreign currency as a means of hedging a portion of this risk.< /div>

With the Company's significant level of variable interest rate long-term debt and net investment hedges, changes in the interest rate environment can have a major impact on the Company's earnings, depending upon its interest rate exposure. As a result, the Company manages its interest rate exposure with the use of interest rate swaps, when appropriate, based upon market conditions.

The manufacturing of some of the Company's products requires the use of commodities, which are subject to market fluctuations. In order to limit the unanticipated impact on earnings from such market fluctuations, the Company selectively enters into commodity swaps for certain materials used in the production of its products. Additionally, the Company uses non-derivative methods, such as the precious metal consignment agreements to effectively hedge commodity risks.

Cash Flow Hedges

The Company uses interest rate swaps to convert a portion of its variable interest rate debt to fixed interest rate debt. As of June 30, 2010, the Company has two groups of significant variable interest rate to fixed interest rate swaps. One of the groups of swaps has notional amounts totaling 12.6 billion Japanese yen, and effectively converts the underlying variable interest rates to an average fixed interest rate of 1.6% for a term of ten years, ending in September 2012. Another swap has a notional amount of 65.0 million Swiss francs, and effectively converts the underlying variable interest rates to a fixed interest rate o f 4.2% for a term of seven years, ending in September 2012. The Company enters into interest rate swap contracts infrequently as they are only used to manage interest rate risk on long-term debt instruments and not for speculative purposes.

The Company enters into forward exchange contracts to hedge the foreign currency exposure of its anticipated purchases of certain inventory. In addition, exchange contracts are used by certain of the Company's subsidiaries to hedge intercompany inventory purchases, which are denominated in non-local currencies. The forward contracts that are used in these programs typically mature in twelve months or less. For these derivatives which qualify as hedges of future anticipated cash flows, the effective portion of changes in fair value is temporarily deferred in AOCI until the hedged item is recognized in earnings.

The Company selectively enters into commodity swaps to effectively fix certain variable raw material costs. At June 30, 2010, the Company had swaps in place to purchase 135 troy ounces of platinum bullion for use in the production of its impression material products. The average fixed rate of this agreement is $1,225 per troy ounce. In addition, the Company had swaps in place to purchase 34,419 troy ounces of silver bullion for use in the production of its amalgam products at an average fixed rate of $16 per troy ounce.

The following tables summarize the fair value of the Company's cash flow hedges at June 30, 2010.


	Notional Amounts								Fair Value Asset (Liability)
Foreign Exchange Forward Contracts	2010			2011			2012		2010
(in thousands)

Forward sale, 12.5 million Australian dollars	$	6,871		$	3,464		$	235	$	16
Forward purchase, 5.8 million British pounds		(6,279	)		(2,464	)		-		763
Forward sale, 26.0 million Canadian dollars		12,833			10,540			1,063		750
Forward sale, 5.1 million Danish kroner		837			-			-		1
Forward purchase, 77.4 million euros		(106,668	)		11,840			-		1,108
Forward purchase, 24.0 million Japanese yen		3,267			(3,539	)		-		88
Forward sale, 102.7 million Mexican pesos		7,986			-			-		72
Forward purchase, 1.0 million Norwegian kroner		(156	)		-			-		(2	)
Forward sale, 1.0 million Singapore dollars		702			-			-		(52	)
Forward sale, 1.3 billion South Korean won		1,025			-			-		(8	)
Forward purchase, 40.2 million Swiss francs		(37,296	)		-			-		539

Total foreign exchange forward contracts	$	(116,878	)	$	19,841		$	1,298	$	3,275


	Notional Amount										Fair Value Liability
Interest Rate Swaps	2010		2011		2012		2013		2014 and Beyond		2010
(in thousands)

Euro	$	1,145	$	1,158	$	1,158	$	1,158	$	3,762	$	(768	)
Japanese yen		-		-		141,732		-		-		(2,653	)
Swiss francs		-		-		60,319		-		-		(3,726	)
Total interest rate swaps	$	1,145	$	1,158	$	203,209	$	1,158	$	3,762	$	(7,147	)


							Fair Value
	Notional Amount						Asset
Commodity Contracts	2010			2011			2010
(in thousands)

Silver swap - U.S. dollar	$	(539	)	$	(108	)	$	89
Platinum swap - U.S. dollar		(207	)		-			42
Total commodity contracts	$	(746	)	$	(108	)	$	131

Hedges of Net Investments in Foreign Operations

The Company has numerous investments in foreign subsidiaries. The net assets of these subsidiaries are exposed to volatility in foreign currency exchange rates. Currently, the Company uses non-derivative financial instruments, including foreign currency denominated debt held at the parent company level and derivative financial instruments to hedge some of this exposure. Translation gains and losses related to the net assets of the foreign subsidiaries are offset by gains and losses in the non-derivative and derivative financial instruments designated as hedges of net investments.

During the first quarter of 2010, the Company entered into new cross currency basis swaps of Swiss francs 100.0 million and Swiss francs 55.5 million (collectively the "Swiss Swaps"). The Swiss Swaps mature on February 2013, and the Company pays three month Swiss franc LIBOR and receives three month U.S. dollar LIBOR. The new contracts were entered into to replace maturing contracts. The Swiss franc and euro cross currency basis swaps are designated as net investment hedges of the Swiss and euro denominated net assets. The interest rate differential is recognized in the earnings as interest income or interest expense as it is accrued, the foreign currency revaluation is recorded in AOCI, net of tax e ffects.

The fair value of all the cross currency basis swap agreements is the estimated amount the Company would (pay) or receive at the reporting date, taking into account the effective interest rates and foreign exchange rates. As of June 30, 2010 and December 31, 2009, the estimated net fair values of the swap agreements were negative $61.8 million and negative $176.6 million, respectively, which were recorded in AOCI, net of tax effects, and as other noncurrent liabilities and other noncurrent assets.

At June 30, 2010, the Company had Swiss franc-denominated and Japanese yen-denominated debt and cross currency basis swaps denominated in euro and Swiss franc to hedge the currency exposure related to a designated portion of the net assets of its European, Swiss and Japanese subsidiaries. The accumulated translation impact on investments in foreign subsidiaries, primarily denominated in euros, Swiss francs and Japanese yen, net of these net investment hedges, was a loss of $33.6 million as of June 30, 2010 and a gain of $111.1 million as of December 31, 2009, which are included in AOCI, net of tax effects.

The following tables summarize the fair value of the Company's cross currency basis swaps that are designated as hedges of net investments in foreign operations at June 30, 2010.


	Notional Amount								Fair Value Liability
Cross Currency Basis Swaps	2010		2011		2012		2013		2010
(in thousands)

Swiss franc 592.5 million @ $1.17 pay CHF three month LIBOR rec. USD three month LIBOR	$	-	$	74,610	$	52,524	$	422,699	$	(42,805	)
Euros 358.0 million @ $1.17 pay EUR three month LIBOR rec. USD three month LIBOR		132,381		-		-		306,438		(18,957	)
Total cross currency basis swaps	$	132,381	$	74,610	$	52,524	$	729,137	$	(61,762	)

As of June 30, 2010, deferred net losses on derivative instruments of $0.7 million, which were recorded in AOCI, are expected to be reclassified to current earnings during the next twelve months. This reclassification is primarily due to the sale of inventory that includes previously hedged purchases and interest rate swaps. The maximum term over which the Company is hedging exposures to variability of cash flows (for all forecasted transactions, excluding interest payments on variable interest rate debt) is eighteen months. Overall, the derivatives designated as cash flow hedges are highly effective. Any cash flows associated with these instruments are included in cash from operations in accordanc e with the Company's policy of classifying the cash flows from these instruments in the same category as the cash flows from the items being hedged.

The following tables summarize the fair value and consolidated balance sheet location of the Company's derivatives at June 30, 2010 and December 31, 2009:


	June 30, 2010
	Prepaid
(in thousands)	Expenses		Other				Other
	and Other		Noncurrent		Accrued		Noncurrent
Designated as Hedges	Current Assets		Assets, Net		Liabilities		Liabilities

Foreign exchange forward contracts	$	2,483	$	806	$	111	$	-
Commodity contracts		131		-		-		-
Interest rate swaps		-		-		4,977		1,402
Cross currency basis swaps		-		-		5,680		56,082
Total	$	2,614	$	806	$	10,768	$	57,484

Not Designated as Hedges

Foreign exchange forward contracts	$	995	$	-	$	898	$	-
Interest rate swaps		-		-		113		655
Total	$	995	$	-	$	1,011	$	655


	December 31, 2009
	Prepaid
(in thousands)	Expenses		Other				Other
	and Other		Noncurrent		Accrued		Noncurrent
Designated as Hedges	Current Assets		Assets, Net		Liabilities		Liabilities

Foreign exchange forward contracts	$	598	$	5	$	1,010	$	16
Commodity contracts		293		-		-		-
Interest rate swaps		-		-		6,130		2,775
Cross currency basis swaps		-		-		52,411		124,210
Total	$	891	$	5	$	59,551	$	127,001

Not Designated as Hedges

Foreign exchange forward contracts	$	556	$	-	$	409	$	-
Interest rate swaps		-		-		-		882
Total	$	556	$	-	$	409	$	882

The following table summarizes the consolidated statement of operations impact of the Company's cash flow hedges for the three and six months ended June 30, 2010 and 2009:


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(302	)	Interest expense	$	(1,075	)
Foreign exchange forward contracts		3,425		Cost of products sold		(48	)
Foreign exchange forward contracts		679		SG&A expenses		124
Commodity contracts		48		Cost of products sold		182
Total	$	3,850			$	(817	)

Three Months Ended June 30, 2010


Derivatives in Cash Flow Hedging		Ineffective Portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(104	)
Foreign exchange forward contracts	Interest expense		(195	)
Foreign exchange forward contracts	Interest expense		-
Commodity contracts	Interest expense		2
Total		$	(297	)

Three Months Ended June 30, 2009


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(2,068	)	Interest expense	$	(1,892	)
Foreign exchange forward contracts		(468	)	Cost of products sold		310
Foreign exchange forward contracts		755		SG&A expenses		115
Commodity contracts		262		Cost of products sold		(375	)
Total	$	(1,519	)		$	(1,842	)

Three Months Ended June 30, 2009


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(87	)
Foreign exchange forward contracts	Interest expense		(105	)
Foreign exchange forward contracts	Interest expense		(6	)
Commodity contracts	Interest expense		(12	)
Total		$	(210	)

Six Months Ended June 30, 2010


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(879	)	Interest expense	$	(3,239	)
Foreign exchange forward contracts		2,903		Cost of products sold		25
Foreign exchange forward contracts		697		SG&A expenses		218
Commodity contracts		171		Cost of products sold		440
Total	$	2,892			$	(2,556	)


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	192
Foreign exchange forward contracts	Interest expense		(284	)
Foreign exchange forward contracts	Interest expense		(3	)
Commodity contracts	Interest expense		(6	)
Total		$	(101	)

Six Months Ended June 30, 2009


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(1,373	)	Interest expense	$	(3,342	)
Foreign exchange forward contracts		(258	)	Cost of products sold		1,407
Foreign exchange forward contracts		880		SG&A expenses		194
Commodity contracts		1,122		Cost of products sold		(904	)
Total	$	371			$	(2,645	)


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(102	)
Foreign exchange forward contracts	Interest expense		(181	)
Foreign exchange forward contracts	Interest expense		(48	)
Commodity contracts	Interest expense		(29	)
Total		$	(360	)

The following tables summarize the consolidated statement of operations impact of the Company's hedges of net investment for the three and six months ended June 30, 2010 and 2009:

Three Months Ended June 30, 2010


Derivatives in Net Investment Hedging				Gain (Loss)
	Gain		Classification	Recognized
(in thousands)	in AOCI		of Gains (Losses)	in Income
Cross currency interest rate swaps	$	13,809	Interest income	$	173
			Interest expense		(22	)
Cross currency interest rate swaps		45,645	Interest expense		(464	)
Total	$	59,454		$	(313	)

Three Months Ended June 30, 2009


Derivatives in Net Investment Hedging					Gain (Loss)
	Loss			Classification	Recognized
(in thousands)	in AOCI			of Gains (Losses)	in Income
Cross currency interest rate swaps	$	(27,869	)	Interest income	$	634
Cross currency interest rate swaps		(29,301	)	Interest expense		(831	)
Total	$	(57,170	)		$	(197	)

Six Months Ended June 30, 2010


Derivatives in Net Investment Hedging				Gain (Loss)
	Gain		Classification	Recognized
(in thousands)	in AOCI		of Gains (Losses)	in Income
Cross currency interest rate swaps	$	23,019	Interest income	$	220
			Interest expense		(79	)
Cross currency interest rate swaps		74,403	Interest expense		(1,121	)
Total	$	97,422		$	(980	)

Six Months Ended June 30, 2009


Derivatives in Net Investment Hedging					Gain (Loss)
	Gain (Loss)			Classification	Recognized
(in thousands)	in AOCI			of Gains (Losses)	in Income
Cross currency interest rate swaps	$	12,914		Interest income	$	1,213
Cross currency interest rate swaps		(3,529	)	Interest expense		(2,443	)
Total	$	9,385			$	(1,230	)

The following tables summarize the consolidated statement of operations impact of the Company's derivatives not designated as hedges for the three and six months ended June 30, 2010 and 2009:

Derivatives Not Designated as Hedging


	Classification	Three Months Ended			Six Months Ended
(in thousands)	of Gains (Losses)	June 30, 2010			June 30, 2010
Foreign exchange forward contracts	Other expense, net	$	(8,601	)	$	(10,878	)
Interest rate contracts	Interest expense		(31	)		(179	)
Total		$	(8,632	)	$	(11,057	)

Derivatives Not Designated as Hedging


	Classification	Three Months Ended			Six Months Ended
(in thousands)	of Gains (Losses)	June 30, 2009			June 30, 2009
Foreign exchange forward contracts	Other expense, net	$	731		$	(15,913	)
Interest rate contracts	Other expense, net		-			(2	)
Interest rate contracts	Interest expense		(10	)		(266	)
Total		$	721		$	(16,181	)

Amounts recorded in AOCI, net of tax, related to cash flow hedging instruments for the three and six months ended June 30, 2010 and 2009:


	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in thousands)	2010			2009			2010			2009

Beginning balance	$	(4,387	)	$	(6,268	)	$	(4,799	)	$	(7,874	)

Changes in fair value of derivatives		2,933			(830	)		2,272			354
Reclassifications to earnings from equity		510			1,093			1,583			1,515
Total activity		3,443			263			3,855			1,869

Ending balance	$	(944	)	$	(6,005	)	$	(944	)	$	(6,005	)

Amounts recorded in AOCI, net of tax, related to hedges of net investments in foreign operations for the three and six months ended June 30, 2010 and 2009:


	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in thousands, net of tax)	2010			2009			2010			2009

Beginning balance	$	61,006		$	42,692		$	111,115		$	77,585

Foreign currency translation adjustment		(127,527	)		89,998			(201,846	)		4,512
Changes in fair value of:
Foreign currency debt		(3,620	)		(4,314	)		(2,722	)		5,414
Derivative hedge instruments		36,505			(35,103	)		59,817			5,762
Total activity		(94,642	)		50,581			(144,751	)		15,688

Ending balance	$	(33,636	)	$	93,273		$	(33,636	)	$	93,273

FAIR VALUE MEASUREMENT

6 Months Ended

Jun. 30, 2010

FAIR VALUE MEASUREMENT

NOTE 11 – FAIR VALUE MEASUREMENT

The Company records financial instruments at fair value with unrealized gains and losses related to certain financial instruments reflected in AOCI on the consolidated balance sheets. In addition, the Company recognizes certain liabilities at fair value. The Company primarily applies the market approach for recurring fair value measurements and endeavors to utilize the best available information. Accordingly, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.

The degree of judgment utilized in measuring the fair value of financial instruments generally correlates to the level of pricing observability. Pricing observability is impacted by a number of factors, including the type of financial instrument. Financial instruments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of pricing observability and a lesser degree of judgment utilized in measuring fair value. Conversely, financial instruments rarely traded or not quoted will generally have less, or no, pricing observability and a higher degree of judgment utilized in measuring fair value.

The following tables set forth by level within the fair value hierarchy the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2010 and December 31, 2009, which are classified as "Cash and cash equivalents," "Other noncurrent assets, net," "Accrued liabilities," and "Other noncurrent liabilities" on the consolidated balance sheets. Financial assets and liabilities that are recorded at fair value as of the balance sheet date are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.


	June 30, 2010

(in thousands)	Total		Level 1		Level 2		Level 3

Assets
Money market funds	$	340,384	$	340,384	$	-	$	-
Commodity contracts		131		-		131		-
Foreign exchange forward contracts		4,284		-		4,284		-
Total assets	$	344,799	$	340,384	$	4,415	$	-

Liabilities
Interest rate swaps	$	7,147	$	-	$	7,147	$	-
Cross currency basis swaps		61,762		-		61,762		-
Foreign exchange forward contracts		1,009		-		1,009		-
Total liabilities	$	69,918	$	-	$	69,918	$	-

	December 31, 2009

(in thousands)	Total		Level 1		Level 2		Level 3

Assets
Money market funds	$	450,348	$	450,348	$	-	$	-
Commodity contracts		293		-		293		-
Foreign exchange forward contracts		1,159		-		1,159		-
Total assets	$	451,800	$	450,348	$	1,452	$	-

Liabilities
Interest rate swaps	$	9,787	$	-	$	9,787	$	-
Cross currency basis swaps		176,621		-		176,621		-
Foreign exchange forward contracts		1,435		-		1,435		-
Total liabilities	$	187,843	$	-	$	187,843	$	-

Derivative valuations are based on observable inputs to the valuation model including interest rates, foreign currency exchange rates, future commodities prices and credit risks.

The commodity contracts, interest rate swaps and foreign exchange forward contracts are considered cash flow hedges and cross currency interest rate swaps are considered hedges of net investments in foreign operations as discussed in Note 10, Financial Instruments and Derivatives.

UNCERTAINTIES IN INCOME TAXES	6 Months Ended
UNCERTAINTIES IN INCOME TAXES	Jun. 30, 2010
Statement [Line Items]
UNCERTAINTIES IN INCOME TAXES	NOTE 12 – UNCERTAINTIES IN INCOME TAXES The Company recognizes in the consolidated financial statements, the impact of a tax position, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. It is reasonably possible that certain amounts of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date of the Company's consolidated financial statements. Final settlement and resolution of outstanding tax matters in various jurisdictions during the next twelve months could include unrecognized tax benefits of approximately $1.0 million. In addition, expiration of statutes of limitation in various jurisdictions during the next twelve months could include unrecognized tax benefits of approximately $1.0 million.

FINANCING ARRANGEMENTS	6 Months Ended
FINANCING ARRANGEMENTS	Jun. 30, 2010
Statement [Line Items]
FINANCING ARRANGEMENTS	NOTE 13 - FINANCING ARRANGEMENTS On February 19, 2010, the Company received the proceeds of a $250.0 million Private Placement Note at a fixed rate of 4.11% for an average term of five years and a final maturity of six years. On March 1, 2010 the Company entered into a term loan facility with PNC Bank for Swiss francs 65.0 million at a variable rate based upon three month Swiss franc LIBOR, which matures in March 2012. The Company's notes payable and current portion of long-term debt, as classified on the consolidated balance sheets, amounted to $12.0 million and $82.2 million at June 30, 2010 and December 31, 200 9, respectively. On May 7, 2010 the Company entered into a $200.0 million multi-currency revolving credit agreement with eight lenders for a period of three years maturing May 7, 2013. The multi-currency revolving credit agreement replaced the $500.0 million multi-currency revolving credit agreement which matured May 9, 2010. As a consequence of the smaller multi-currency revolving credit agreement, the Company also reduced its U.S. dollar Commercial Paper facility to $200.0 million in May, 2010. The Company estimates the fair value of its total debt as compared to its carrying value as $482.6 million and $474.9 million, respectively, as of June 30, 2010. As of December 31, 2009, the fair value approximated the carrying value, which was $474.9 million. The interest rate on the Company's $250.0 million Private Placement Note is fixed rate at 4.11%, and the fair value is based on the interest rates as of June 30, 2010. The interest rates on term loan debt and commercial paper are variable and therefore the fair value of these instruments approximates their carrying values.

COMMITMENTS AND CONTINGENCIES	6 Months Ended
COMMITMENTS AND CONTINGENCIES	Jun. 30, 2010
Statement [Line Items]
COMMITMENTS AND CONTINGENCIES	NOTE 14 - COMMITMENTS AND CONTINGENCIES 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 violated the antitrust laws and seeking an order for the Company to discontinue its practices. This case has been concluded and the District Court, upon the direction of the Court of Appeals, issued an injunction in May 2006, preventing DENTSPLY from taking action to restrict its tooth dealers in the U.S. from adding new competitive teeth lines. Subsequent to the filing of the Department of Justice Complaint in 1999, a private party putative class action was filed based on allegations similar to those in the Department of Justice case, on behalf of dental laboratories who purchased Trubyte® teeth or products containing Trubyte® teeth. The District Court granted the Company's Motion on the lack of standing of the laboratory class action to pursue damage claims. The Plaintiffs appealed this decision to the Third Circuit and the Court largely upheld the decision of the District Court in dismissing the Plaintiffs' damages claims against DENTSPLY, with the exception of allowing the Plaintiffs to pursue a damage claim based on a theory of resale price maintenance between the Company and its tooth deal ers. The Plaintiffs then filed an amended complaint in the District Court asserting that DENTSPLY and its tooth dealers, and the dealers among themselves, engaged in a conspiracy to violate the antitrust laws. The District Court granted the Motions filed by DENTSPLY and the dealers, to dismiss Plaintiffs' claims, except for the resale price maintenance claims. The Plaintiffs appealed the dismissal of these claims to the Third Circuit and the Third Circuit has affirmed the decision of the District Court. Following the Third Circuit Court's decision, the Plaintiffs have dismissed their complaint with prejudice, bringing to a conclusion all of the private party antitrust cases involving the Company's challenged tooth distribution practice. On June 18, 2004, Marvin Weinstat, DDS and Richard Nathan, DDS filed a class action suit in San Francisco County, California alleging that the Company misrepresented that its Cavitron® ultrasonic scalers are suitable for use in oral surgical procedures. The Complaint seeks a recall of the product and refund of its purchase price to dentists who have purchased it for use in oral surgery. The Court certified the case as a class action in June 2006 with respect to the breach of warranty and unfair business practices claims. The class is defined as California dental professionals who purchased and used one or more Cavitron® ultrasonic scalers for the performance of oral surgical procedures. The Company filed a motion for decertification of the class and this motion was granted. Plaintiffs appealed the decertification of the class to the California Court of Appeals and the Court of Appeals reversed the decertification decision of the trial Court. The Company filed a Petition for Review of the Court of Appeals decision with the California Supreme Court. The California Supreme Court denied the Company's Petition. This case has been remanded to and is pending in the San Francisco County Court. On December 12, 2006, a Complaint was filed by Carole Hildebrand, DDS and Robert Jaffin, DDS in the Eastern District of Pennsylvania (the Plaintiffs subsequently added Dr. Mitchell Goldman as a named class representative). The case was filed by the same law firm that filed the Weinstat case in California. The Complaint asserts putative class action claims on behalf of dentists located in New Jersey and Pennsylvania. The Complaint seeks damages and asserts that the Company's Cavitron® ultrasonic scaler was negligently designed and sold in breach of contract and warranty arising from misrepresentations about the potential uses of the product because it cannot assure the delivery of potable or sterile water. Plaintiffs have file d their Motion for class certification to which the Company has filed its response. The Company also filed other motions, including a Motion to dismiss the claims of Drs. Hildebrand and Jaffin for lack of standing. The Court granted this Motion for lack of standing of the individuals and did not allow the plaintiffs to amend the complaint to substitute their corporate practices, leaving Dr. Goldman as a putative class representative in Pennsylvania. The plaintiffs have now filed another complaint in which they named the corporate practices of Drs. Hildebrand and Jaffin as class representatives. The Company has moved to dismiss this complaint. On November 21, 2008, Guidance Endodontics LLC filed a complaint in the U.S. District Court of New Mexico asserting claims against DENTSPLY arising principally out of a breach of a manufacturing and supply contract between the parties. Prior to trial, Guidance had claimed its damages were $1.2 million. The case went to trial in late September and early October 2009. On October 9, 2009, a jury returned a verdict against DENTSPLY, in the amount of approximately $4.0 million for past and future compensatory damages and $40.0 million in punitive damages. In April 2010, the District Court Judge formally entered the verdict that was reached in Octobe r 2009. The Company believes that this decision is not supported by the facts in the case or the applicable law and intends to vigorously pursue all available options to challenge it. The Company has filed a number of separate motions to overturn various aspects of the verdict, including the punitive and future damages, or in the alternative to be granted a new trial, because of the inappropriateness of such verdicts. The Court has ruled on one of the Company's post-trial Motions, denying the Company's Motion to set aside the New Mexico Unfair Practices Act verdict. DENTSPLY does not believe the outcome of this matter will have a material adverse effect on its financial position. As of June 30, 2010, a reasonable estimate of a possible range of loss related to the above litigation cannot be made except as reflected above. DENTSPLY does not believe the outcome of any of these matters will have a material adverse effect on its financial position. In the event that one or more of these matters is unfavorably resolved, it is possible the Company's results from operations could be materially impacted. Purchase Commitments From time to time, the Company enters into long-term inventory purchase commitments with minimum purchase requirements for raw materials and finished goods to ensure the availability of products for production and distribution. These commitments may have a significant impact on levels of inventory maintained by the Company.

SIGNIFICANT ACCOUNTING POLICIES (Policy)	6 Months Ended
SIGNIFICANT ACCOUNTING POLICIES (Policy)	Jun. 30, 2010
Statement [Line Items]
Variable Interest Entities Policy	In June 2009, the Financial Accounting Standards Board ("FASB") issued accounting guidance for variable interest entities ("VIE"). The new guidance includes: (1) the elimination of the exemption from consolidation for qualifying special purpose entities, (2) a new approach for determining the primary beneficiary of a VIE, which requires that the primary beneficiary have both (i) the power to control the most significant activities of the VIE and (ii) either the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE, and (3) the requirement to continually reassess who should consolidate a VIE. The Company adopted this guidance on January 1, 2010, and the adoption did not have a material impact on the Company's financia l position and results of operations. The Company consolidates all VIE where the Company has determined that it has the power to direct the activities that most significantly impact the VIE's economic performance and shares in either the significant risks or rewards of the VIE. The Company continually reassesses VIE to determine if consolidation is appropriate.

STOCK COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2010

Stock based compensation expense and the tax related benefit


	Three Months Ended				Six Months Ended
(in millions)	2010		2009		2010		2009

Stock option expense	$	2.9	$	3.0	$	5.8	$	5.9
RSU expense		1.8		1.7		3.8		3.2
Total stock based compensation expense	$	4.7	$	4.7	$	9.6	$	9.1

Total related tax benefit	$	1.5	$	1.5	$	2.9	$	2.6

Non-qualified stock option transactions


	Outstanding							Exercisable
				Weighted						Weighted
				Average		Aggregate				Average		Aggregate
(in thousands,				Exercise		Intrinsic				Exercise		Intrinsic
except per share data)	Shares			Price		Value		Shares		Price		Value

December 31, 2009		12,038		$	28.34	$	94,148		8,682	$	26.78	$	80,839
Granted		120			35.59
Exercised		(1,135	)		22.77
Forfeited		(64	)		34.28

June 30, 2010		10,959		$	28.96	$	37,622		7,652	$	27.43	$	33,196

Unvested restricted stock unit and RSU dividend transactions


	Unvested Restricted Stock and Stock Dividend Units
				Weighted Average
				Grant Date
(in thousands, except per share data)	Shares			Fair Value

Unvested at December 31, 2009		662		$	31.94
Granted		250			32.93
Vested		(200	)		31.27
Forfeited		(6	)		32.59

Unvested at June 30, 2010		706		$	32.48

COMPREHENSIVE INCOME (Tables)

6 Months Ended

Jun. 30, 2010

Balances included in AOCI, net of tax, in the consolidated balance sheets

COMPREHENSIVE INCOME


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

Net income	$	73,346		$	70,580		$	135,537		$	130,509
Other comprehensive (loss) income:
Foreign currency translation adjustments		(137,840	)		91,338			(215,033	)		11,152
Net gain (loss) on derivative financial instruments		39,948			(34,840	)		63,672			7,631
Amortization of unrecognized losses and prior year service pension cost		913			(851	)		1,676			1,128
Total other comprehensive (loss) income		(96,979	)		55,647			(149,685	)		19,911

Total comprehensive (loss) income		(23,633	)		126,227			(14,148	)		150,420

Comprehensive (loss) income attributable to the noncontrolling interests		(5,734	)		6,053			(9,157	)		(187	)

Comprehensive (loss) income attributable to DENTSPLY
International	$	(17,899	)	$	120,174		$	(4,991	)	$	150,607


	June 30,			December 31,
(in thousands)	2010			2009

Foreign currency translation adjustments	$	15,548		$	220,116
Net loss on derivative financial instruments		(50,128	)		(113,800	)
Unrecognized losses and prior year service pension cost		(21,098	)		(22,774	)
	$	(55,678	)	$	83,542

EARNINGS PER COMMON SHARE (Tables)

6 Months Ended

Jun. 30, 2010

Earnings Per Share Computation


	Three Months Ended				Six Months Ended
	2010		2009		2010		2009
Basic Earnings Per Common Share Computation
(in thousands, except per share amounts)

Net income attributable to DENTSPLY International	$	72,386	$	70,199	$	134,229	$	131,942

Common shares outstanding		144,779		148,577		145,772		148,546

Earnings per common share - basic	$	0.50	$	0.47	$	0.92	$	0.89

Diluted Earnings Per Common Share Computation
(in thousands, except per share amounts)

Net income attributable to DENTSPLY International	$	72,386	$	70,199	$	134,229	$	131,942

Common shares outstanding		144,779		148,577		145,772		148,546
Incremental shares from assumed exercise of dilutive options		2,160		1,480		2,276		1,276
Total shares		146,939		150,057		148,048		149,822

Earnings per common share - diluted	$	0.49	$	0.47	$	0.91	$	0.88

SEGMENT INFORMATION (Tables)

6 Months Ended

Jun. 30, 2010

Third Party Net Sales, Excluding Precious Metal Content

Third Party Net Sales


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	137,245		$	139,600		$	272,219		$	264,512
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		121,601			118,860			231,886			223,988
Canada/Latin America/Endodontics/Orthodontics		170,715			157,306			327,335			301,986
Dental Laboratory Business/Implants/Non-Dental		136,265			137,833			281,375			270,851
All Other (a)		(740	)		(767	)		(1,785	)		(1,556	)
Total	$	565,086		$	552,832		$	1,111,030		$	1,059,781


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	137,245		$	139,600		$	272,219		$	264,512
France, U.K., Italy and Certain Other European
Countries, CIS, Middle East, Africa, Pacific Rim Businesses		112,509			109,690			214,718			207,090
Canada/Latin America/Endodontics/Orthodontics		170,011			156,558			326,041			300,596
Dental Laboratory Business/Implants/Non-Dental		100,255			106,446			205,573			206,534
All Other (a)		(740	)		(767	)		(1,785	)		(1,556	)
Total excluding precious metal content		519,280			511,527			1,016,766			977,176
Precious metal content		45,806			41,305			94,264			82,605
Total including precious metal content	$	565,086		$	552,832		$	1,111,030		$	1,059,781

Inter-segment Net Sales


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	30,846		$	23,649		$	57,063		$	46,729
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		5,037			3,063			8,656			6,447
Canada/Latin America/Endodontics/Orthodontics		29,357			24,219			54,677			52,817
Dental Laboratory Business/Implants/Non-Dental		30,915			28,193			57,595			55,149
All Other (a)		45,081			43,021			89,084			81,347
Eliminations		(141,236	)		(122,145	)		(267,075	)		(242,489	)
Total	$	-		$	-		$	-		$	-

Segment Operating Income


	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	49,654		$	42,824		$	94,515		$	76,746
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		5,536			4,624			5,407			7,525
Canada/Latin America/Endodontics/Orthodontics		49,141			45,468			97,163			95,525
Dental Laboratory Business/Implants/Non-Dental		22,495			23,934			44,957			46,190
All Other (b)		(21,614	)		(14,999	)		(42,826	)		(36,390	)
Segment operating income		105,212			101,851			199,216			189,596

Reconciling Items:
Restructuring and other costs		(243	)		(3,125	)		(4,923	)		(4,695	)
Interest expense		(6,686	)		(5,268	)		(12,406	)		(11,421	)
Interest income		827			1,512			1,614			3,468
Other expense (income), net		(722	)		50			(1,667	)		(868	)
Income before income taxes	$	98,388		$	95,020		$	181,834		$	176,080

Total assets by segment, Table


	June 30,		December 31,
(in thousands)	2010		2009

U.S., Germany and Certain Other European Regions Consumable Businesses	$	565,160	$	602,272
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		369,423		388,831
Canada/Latin America/Endodontics/Orthodontics		833,268		809,924
Dental Laboratory Business/Implants/Non-Dental		853,237		973,764
All Other (a)		176,179		313,141
Total	$	2,797,267	$	3,087,932

INVENTORIES (Tables)

6 Months Ended

Jun. 30, 2010

Inventories, net of valuation reserves


	June 30,		December 31,
(in thousands)	2010		2009

Finished goods	$	171,770	$	178,721
Work-in-process		51,389		53,056
Raw materials and supplies		61,235		59,863
	$	284,394	$	291,640

BENEFIT PLANS (Tables)

6 Months Ended

Jun. 30, 2010

Defined Benefit Plans, Table


Defined Benefit Plans	Three Months Ended						Six Months Ended
(in thousands)	2010			2009			2010			2009

Service cost	$	1,918		$	2,061		$	3,933		$	4,067
Interest cost		2,014			1,979			4,157			3,898
Expected return on plan assets		(1,116	)		(981	)		(2,268	)		(1,939	)
Amortization of transition obligation		28			59			59			116
Amortization of prior service cost		24			35			44			69
Amortization of net loss		234			415			475			818

Net periodic benefit cost	$	3,102		$	3,568		$	6,400		$	7,029

Other Postretirement Plans


Other Postretirement Plans	Three Months Ended				Six Months Ended
(in thousands)	2010		2009		2010		2009

Service cost	$	14	$	14	$	29	$	27
Interest cost		153		155		306		311
Amortization of net loss		69		51		137		101

Net periodic benefit cost	$	236	$	220	$	472	$	439

Schedule of funding of the Company's benefit plans


			Other
	Pension		Postretirement
(in thousands)	Benefits		Benefits

Actual at June 30, 2010	$	3,751	$	(7	)
Projected for the remainder of the year		4,921		1,114
Total for year	$	8,672	$	1,107

RESTRUCTURING AND OTHER COSTS (Tables)

6 Months Ended

Jun. 30, 2010

Restructuring activity related to severance for six months ended 6/30/2010


	Severance
	2008 and
(in thousands)	Prior Plans			2009 Plans			2010 Plans			Total

Balance at December 31, 2009	$	5,301		$	3,240		$	-		$	8,541
Provisions and adjustments		(128	)		-			956			828
Amounts applied		(2,091	)		(1,345	)		(817	)		(4,253	)
Balance at June 30, 2010	$	3,082		$	1,895		$	139		$	5,116

Restructuring activity related to lease/contract terminations for six months ended 6/30/2010


	Lease/Contract Terminations
	2008 and
(in thousands)	Prior Plans			Total

Balance at December 31, 2009	$	1,093		$	1,093
Provisions and adjustments		-			-
Amounts applied		(32	)		(32	)
Balance at June 30, 2010	$	1,061		$	1,061

Restructuring activity related to other restructuring costs for six months ended 6/30/2010


	Other Restructuring Costs
	2008 and
(in thousands)	Prior Plans			2009 Plans			Total

Balance at December 31, 2009	$	112		$	16		$	128
Provisions and adjustments		45			138			183
Amounts applied		(67	)		(154	)		(221	)
Balance at June 30, 2010	$	90		$	-		$	90

Schedule of restructuring activity by segments


	December 31,		Provisions and		Amounts			June 30,
(in thousands)	2009		Adjustments		Applied			2010

United States, Germany and Certain Other European Regions Consumable Businesses	$	1,245	$	485	$	(504	)	$	1,226
France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses		84		116		(116	)		84
Canada/Latin America/Endodontics/Orthodontics		639		-		(639	)		-
Dental Laboratory Business/Implants/Non-Dental		7,794		410		(3,247	)		4,957
	$	9,762	$	1,011	$	(4,506	)	$	6,267

FINANCIAL INSTRUMENTS AND DERIVATIVES (Tables)

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 30, 2010

Jun. 30, 2009

Jun. 30, 2010

Jun. 30, 2009

Dec. 31, 2009

Schedule of fair value of cash flow hedges


	Notional Amounts								Fair Value Asset (Liability)
Foreign Exchange Forward Contracts	2010			2011			2012		2010
(in thousands)

Forward sale, 12.5 million Australian dollars	$	6,871		$	3,464		$	235	$	16
Forward purchase, 5.8 million British pounds		(6,279	)		(2,464	)		-		763
Forward sale, 26.0 million Canadian dollars		12,833			10,540			1,063		750
Forward sale, 5.1 million Danish kroner		837			-			-		1
Forward purchase, 77.4 million euros		(106,668	)		11,840			-		1,108
Forward purchase, 24.0 million Japanese yen		3,267			(3,539	)		-		88
Forward sale, 102.7 million Mexican pesos		7,986			-			-		72
Forward purchase, 1.0 million Norwegian kroner		(156	)		-			-		(2	)
Forward sale, 1.0 million Singapore dollars		702			-			-		(52	)
Forward sale, 1.3 billion South Korean won		1,025			-			-		(8	)
Forward purchase, 40.2 million Swiss francs		(37,296	)		-			-		539

Total foreign exchange forward contracts	$	(116,878	)	$	19,841		$	1,298	$	3,275

Schedule of fair value of cash flow hedges, interest rate swaps


	Notional Amount										Fair Value Liability
Interest Rate Swaps	2010		2011		2012		2013		2014 and Beyond		2010
(in thousands)

Euro	$	1,145	$	1,158	$	1,158	$	1,158	$	3,762	$	(768	)
Japanese yen		-		-		141,732		-		-		(2,653	)
Swiss francs		-		-		60,319		-		-		(3,726	)
Total interest rate swaps	$	1,145	$	1,158	$	203,209	$	1,158	$	3,762	$	(7,147	)

Schedule of fair value of cash flow hedges, commodity contracts


							Fair Value
	Notional Amount						Asset
Commodity Contracts	2010			2011			2010
(in thousands)

Silver swap - U.S. dollar	$	(539	)	$	(108	)	$	89
Platinum swap - U.S. dollar		(207	)		-			42
Total commodity contracts	$	(746	)	$	(108	)	$	131

Schedule of fair value of hedges of net investments


	Notional Amount								Fair Value Liability
Cross Currency Basis Swaps	2010		2011		2012		2013		2010
(in thousands)

Swiss franc 592.5 million @ $1.17 pay CHF three month LIBOR rec. USD three month LIBOR	$	-	$	74,610	$	52,524	$	422,699	$	(42,805	)
Euros 358.0 million @ $1.17 pay EUR three month LIBOR rec. USD three month LIBOR		132,381		-		-		306,438		(18,957	)
Total cross currency basis swaps	$	132,381	$	74,610	$	52,524	$	729,137	$	(61,762	)

Schedule of the fair value and balance sheet location of the Company's derivatives


	June 30, 2010
	Prepaid
(in thousands)	Expenses		Other				Other
	and Other		Noncurrent		Accrued		Noncurrent
Designated as Hedges	Current Assets		Assets, Net		Liabilities		Liabilities

Foreign exchange forward contracts	$	2,483	$	806	$	111	$	-
Commodity contracts		131		-		-		-
Interest rate swaps		-		-		4,977		1,402
Cross currency basis swaps		-		-		5,680		56,082
Total	$	2,614	$	806	$	10,768	$	57,484

Not Designated as Hedges

Foreign exchange forward contracts	$	995	$	-	$	898	$	-
Interest rate swaps		-		-		113		655
Total	$	995	$	-	$	1,011	$	655


	December 31, 2009
	Prepaid
(in thousands)	Expenses		Other				Other
	and Other		Noncurrent		Accrued		Noncurrent
Designated as Hedges	Current Assets		Assets, Net		Liabilities		Liabilities

Foreign exchange forward contracts	$	598	$	5	$	1,010	$	16
Commodity contracts		293		-		-		-
Interest rate swaps		-		-		6,130		2,775
Cross currency basis swaps		-		-		52,411		124,210
Total	$	891	$	5	$	59,551	$	127,001

Not Designated as Hedges

Foreign exchange forward contracts	$	556	$	-	$	409	$	-
Interest rate swaps		-		-		-		882
Total	$	556	$	-	$	409	$	882

Schedule of consolidated statement of operations impact of the Company's cash flow hedges


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(302	)	Interest expense	$	(1,075	)
Foreign exchange forward contracts		3,425		Cost of products sold		(48	)
Foreign exchange forward contracts		679		SG&A expenses		124
Commodity contracts		48		Cost of products sold		182
Total	$	3,850			$	(817	)


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(2,068	)	Interest expense	$	(1,892	)
Foreign exchange forward contracts		(468	)	Cost of products sold		310
Foreign exchange forward contracts		755		SG&A expenses		115
Commodity contracts		262		Cost of products sold		(375	)
Total	$	(1,519	)		$	(1,842	)


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(879	)	Interest expense	$	(3,239	)
Foreign exchange forward contracts		2,903		Cost of products sold		25
Foreign exchange forward contracts		697		SG&A expenses		218
Commodity contracts		171		Cost of products sold		440
Total	$	2,892			$	(2,556	)


Derivatives in Cash Flow Hedging					Effective Portion
	(Loss) Gain			Classification	Reclassified from
(in thousands)	in AOCI			of Gains (Losses)	AOCI into Income
Interest rate contracts	$	(1,373	)	Interest expense	$	(3,342	)
Foreign exchange forward contracts		(258	)	Cost of products sold		1,407
Foreign exchange forward contracts		880		SG&A expenses		194
Commodity contracts		1,122		Cost of products sold		(904	)
Total	$	371			$	(2,645	)

Schedule of consolidated statement of operations impact of the Company's cash flow hedges, ineffective portion


Derivatives in Cash Flow Hedging		Ineffective Portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(104	)
Foreign exchange forward contracts	Interest expense		(195	)
Foreign exchange forward contracts	Interest expense		-
Commodity contracts	Interest expense		2
Total		$	(297	)


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(87	)
Foreign exchange forward contracts	Interest expense		(105	)
Foreign exchange forward contracts	Interest expense		(6	)
Commodity contracts	Interest expense		(12	)
Total		$	(210	)


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	192
Foreign exchange forward contracts	Interest expense		(284	)
Foreign exchange forward contracts	Interest expense		(3	)
Commodity contracts	Interest expense		(6	)
Total		$	(101	)


Derivatives in Cash Flow Hedging		Ineffective portion
	Classification	Recognized
(in thousands)	of Gains (Losses)	in Income
Interest rate contracts	Other expense, net	$	(102	)
Foreign exchange forward contracts	Interest expense		(181	)
Foreign exchange forward contracts	Interest expense		(48	)
Commodity contracts	Interest expense		(29	)
Total		$	(360	)

Schedule of consolidated statement of operations impact of the Company's hedges of net investment


Derivatives in Net Investment Hedging				Gain (Loss)
	Gain		Classification	Recognized
(in thousands)	in AOCI		of Gains (Losses)	in Income
Cross currency interest rate swaps	$	13,809	Interest income	$	173
			Interest expense		(22	)
Cross currency interest rate swaps		45,645	Interest expense		(464	)
Total	$	59,454		$	(313	)


Derivatives in Net Investment Hedging					Gain (Loss)
	Loss			Classification	Recognized
(in thousands)	in AOCI			of Gains (Losses)	in Income
Cross currency interest rate swaps	$	(27,869	)	Interest income	$	634
Cross currency interest rate swaps		(29,301	)	Interest expense		(831	)
Total	$	(57,170	)		$	(197	)


Derivatives in Net Investment Hedging				Gain (Loss)
	Gain		Classification	Recognized
(in thousands)	in AOCI		of Gains (Losses)	in Income
Cross currency interest rate swaps	$	23,019	Interest income	$	220
			Interest expense		(79	)
Cross currency interest rate swaps		74,403	Interest expense		(1,121	)
Total	$	97,422		$	(980	)


Derivatives in Net Investment Hedging					Gain (Loss)
	Gain (Loss)			Classification	Recognized
(in thousands)	in AOCI			of Gains (Losses)	in Income
Cross currency interest rate swaps	$	12,914		Interest income	$	1,213
Cross currency interest rate swaps		(3,529	)	Interest expense		(2,443	)
Total	$	9,385			$	(1,230	)

Schedule of consolidated statement of operations impact of the Company's derivatives not designated as hedges


	Classification	Three Months Ended			Six Months Ended
(in thousands)	of Gains (Losses)	June 30, 2010			June 30, 2010
Foreign exchange forward contracts	Other expense, net	$	(8,601	)	$	(10,878	)
Interest rate contracts	Interest expense		(31	)		(179	)
Total		$	(8,632	)	$	(11,057	)


	Classification	Three Months Ended			Six Months Ended
(in thousands)	of Gains (Losses)	June 30, 2009			June 30, 2009
Foreign exchange forward contracts	Other expense, net	$	731		$	(15,913	)
Interest rate contracts	Other expense, net		-			(2	)
Interest rate contracts	Interest expense		(10	)		(266	)
Total		$	721		$	(16,181	)

Schedule of AOCI, net of tax, related to cash flow hedging instruments roll forward


	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in thousands)	2010			2009			2010			2009

Beginning balance	$	(4,387	)	$	(6,268	)	$	(4,799	)	$	(7,874	)

Changes in fair value of derivatives		2,933			(830	)		2,272			354
Reclassifications to earnings from equity		510			1,093			1,583			1,515
Total activity		3,443			263			3,855			1,869

Ending balance	$	(944	)	$	(6,005	)	$	(944	)	$	(6,005	)

Schedule of AOCI, net of tax, related to hedges of net investments in foreign operations


	Three Months Ended						Six Months Ended
	June 30,						June 30,
(in thousands, net of tax)	2010			2009			2010			2009

Beginning balance	$	61,006		$	42,692		$	111,115		$	77,585

Foreign currency translation adjustment		(127,527	)		89,998			(201,846	)		4,512
Changes in fair value of:
Foreign currency debt		(3,620	)		(4,314	)		(2,722	)		5,414
Derivative hedge instruments		36,505			(35,103	)		59,817			5,762
Total activity		(94,642	)		50,581			(144,751	)		15,688

Ending balance	$	(33,636	)	$	93,273		$	(33,636	)	$	93,273

FAIR VALUE MEASUREMENT (Tables)

6 Months Ended

Jun. 30, 2010

Carrying value of assets and liabilities measured at fair value on a recurring basis


	June 30, 2010

(in thousands)	Total		Level 1		Level 2		Level 3

Assets
Money market funds	$	340,384	$	340,384	$	-	$	-
Commodity contracts		131		-		131		-
Foreign exchange forward contracts		4,284		-		4,284		-
Total assets	$	344,799	$	340,384	$	4,415	$	-

Liabilities
Interest rate swaps	$	7,147	$	-	$	7,147	$	-
Cross currency basis swaps		61,762		-		61,762		-
Foreign exchange forward contracts		1,009		-		1,009		-
Total liabilities	$	69,918	$	-	$	69,918	$	-

	December 31, 2009

(in thousands)	Total		Level 1		Level 2		Level 3

Assets
Money market funds	$	450,348	$	450,348	$	-	$	-
Commodity contracts		293		-		293		-
Foreign exchange forward contracts		1,159		-		1,159		-
Total assets	$	451,800	$	450,348	$	1,452	$	-

Liabilities
Interest rate swaps	$	9,787	$	-	$	9,787	$	-
Cross currency basis swaps		176,621		-		176,621		-
Foreign exchange forward contracts		1,435		-		1,435		-
Total liabilities	$	187,843	$	-	$	187,843	$	-

SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Millions	Jun. 30, 2010	Dec. 31, 2009
Statement [Line Items]
Allowance for doubtful accounts	$ 10.3	$ 13.3

STOCK COMPENSATION (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2010 USD ($) $ / shares shares	Jun. 30, 2009 USD ($)	Jun. 30, 2010 USD ($) $ / shares shares	Jun. 30, 2009 USD ($)	Dec. 31, 2009 USD ($) $ / shares shares
Statement [Line Items]
Authorized grants under the plan	13,000		13,000
Percentage threshold of outstanding stock for determining availability of grants under Company Plan	7.00%		7.00%
Common stock amount of shares threshold for determining availability of grants under Company Plan	13,000		13,000
Cap on restricted stock or RSU			2,500
Cap on restricted stock or RSU granted to key employees			200
Stock option expiration term			10
Stock option vesting per year, percentage	0.333		0.333
RSU vesting percentage	100		100
RSU vesting period, years	3		3
Stock option expense \| $	$ 2,900	$ 3,000	$ 5,800	$ 5,900
RSU expense \| $	1,800	1,700	3,800	3,200
Total stock based compensation expense \| $	4,700	4,700	9,600	9,100
Total related tax benefit \| $	1,500	$ 1,500	2,900	$ 2,600
The remaining unamortized compensation cost related to non-qualified stock options \| $	13,600		$ 13,600
Unamortized stock option compensation cost weighted average remaining vesting period			1.6
The remaining unamortized compensation cost related to RSU \| $	$ 10,200		$ 10,200
Remaining restricted period of RSU			1.7
Outstanding Shares	10,959		10,959		12,038
Granted, Outstanding Shares			120
Exercised, Outstanding Shares			(1,135)
Forfeited, Outstanding Shares			(64)
Outstanding Weighted Average Exercise Price \| $ / shares	$ 28.96		$ 28.96		$ 28.34
Granted, Outstanding Weighted Average Exercise Price \| $ / shares	35.59		35.59
Exercised, Outstanding Weighted Average Exercise Price \| $ / shares	22.77		22.77
Forfeited, Outstanding Weighted Average Exercise Price \| $ / shares	$ 34.28		$ 34.28
Outstanding Aggregate Intrinsic Value \| $	$ 37,622		$ 37,622		$ 94,148
Exercisable Shares	7,652		7,652		8,682
Exercisable Weighted Average Exercise Price \| $ / shares	$ 27.43		$ 27.43		$ 26.78
Exercisable Aggregate Intrinsic Value \| $			$ 33,196		$ 80,839
Weighted average remaining contractual term of all options			6.3
Weighted average remaining contractual term of exercisable options			5.0
Outstanding Shares	706		706		662
Granted, Outstanding Shares			250
Vested, Outstanding Shares			(200)
Forfeited, Outstanding Shares			(6)
Weighted Average Grant Date Fair Value \| $ / shares	$ 32.48		$ 32.48		$ 31.94
Granted, Weighted Average Grant Date Fair Value \| $ / shares			32.93
Vested, Weighted Average Grant Date Fair Value \| $ / shares			31.27
Forfeited, Weighted Average Grant Date Fair Value \| $ / shares	$ 32.59		$ 32.59

COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	Jun. 30, 2010	Jun. 30, 2009	Jun. 30, 2010	Jun. 30, 2009	Dec. 31, 2009
Statement [Line Items]
Net income	$ 73,346	$ 70,580	$ 135,537	$ 130,509
Foreign currency translation adjustments	(137,840)	91,338	(215,033)	11,152
Net gain (loss) on derivative financial instruments	39,948	(34,840)	63,672	7,631
Amortization of unrecognized losses and prior year service pension cost	913	(851)	1,676	1,128
Total other comprehensive loss	(96,979)	55,647	(149,685)	19,911
Comprehensive Income	(23,633)	126,227	(14,148)	150,420
Comprehensive Income, Net of Tax, Attributable to Noncontrolling Interest	(5,734)	6,053	(9,157)	(187)
Comprehensive (loss) income attributable to DENTSPLY International	(17,899)	120,174	(4,991)	150,607
Currency Translation Losses	134,200		212,300
Currency Translation Gains		95,600		5,800
Losses on loans designated as hedges of net investments	3,600	$ 4,300	2,700
Gains on loans designated as hedges of net investments				$ 5,400
Foreign currency translation adjustments	15,548		15,548		$ 220,116
Net loss on derivative financial instruments	(50,128)		(50,128)		(113,800)
Unrecognized losses and prior year service pension cost	(21,098)		(21,098)		(22,774)
Accumulated other comprehensive income (loss), net of tax	$ (55,678)		(55,678)		83,542
Translation gains included in cumulative foreign currency translation adjustments			125,900		327,800
Cumulative losses on loans designated as hedges of net investments			$ 110,400		$ 107,700

EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2010	Jun. 30, 2009	Jun. 30, 2010	Jun. 30, 2009
Statement [Line Items]
Net income attributable to DENTSPLY International	$ 72,386	$ 70,199	$ 134,229	$ 131,942
Common shares outstanding	144,779	148,577	145,772	148,546
Earnings per common share - basic	$ 0.50	$ 0.47	$ 0.92	$ 0.89
Incremental shares from assumed exercise of dilutive options	2,160	1,480	2,276	1,276
Total shares	146,939	150,057	148,048	149,822
Earnings per common share - diluted	$ 0.49	$ 0.47	$ 0.91	$ 0.88
Antidilutive common stock options excluded from the diluted net income per share calculation	3,100	4,600	3,200	7,800

BUSINESS ACQUISITIONS (Details) - USD ($) $ in Thousands	6 Months Ended
BUSINESS ACQUISITIONS (Details) - USD ($) $ in Thousands	Jun. 30, 2010	Jun. 30, 2009
Statement [Line Items]
Acquisition Activity	$ 8,309	$ 2,986
Goodwill	$ 4,400

SEGMENT INFORMATION (Details) - USD ($)
$ in Thousands

3 Months Ended

6 Months Ended

Jun. 30, 2010

Jun. 30, 2009

Jun. 30, 2010

Jun. 30, 2009

Dec. 31, 2009

Percentage of sales provided by professional dental products

97.00%

$ 565,086

$ 552,832

$ 1,111,030

$ 1,059,781

Total including precious metal content

519,280

511,527

1,016,766

977,176

Precious metal content

45,806

41,305

94,264

82,605

565,086

552,832

1,111,030

1,059,781

Restructuring and other costs

105,212

101,851

199,216

189,596

(243)

(3,125)

(4,923)

(4,695)

Interest expense

(6,686)

(5,268)

(12,406)

(11,421)

Interest income

827

1,512

1,614

3,468

Other expense (income), net

(722)

(1,667)

(868)

Income before income taxes

98,388

95,020

181,834

176,080

U.S., Germany and Certain Other European Regions Consumable Businesses [Member]

2,797,267

$ 3,087,932

137,245

139,600

272,219

264,512

137,245

139,600

272,219

264,512

30,846

23,649

57,063

46,729

49,654

42,824

94,515

76,746

France, U.K., Italy and Certain Other European Countries, CIS, Middle East, Africa, Pacific Rim Businesses [Member]

565,160

602,272

121,601

118,860

231,886

223,988

112,509

109,690

214,718

207,090

5,037

3,063

8,656

6,447

5,536

4,624

5,407

7,525

Canada/Latin America/Endodontics/Orthodontics [Member]

369,423

388,831

170,715

157,306

327,335

301,986

170,011

156,558

326,041

300,596

29,357

24,219

54,677

52,817

49,141

45,468

97,163

95,525

Dental Laboratory Business/Implants/Non-Dental [Member]

833,268

809,924

136,265

137,833

281,375

270,851

^[1]

100,255

106,446

205,573

206,534

30,915

28,193

57,595

55,149

22,495

23,934

44,957

46,190

853,237

973,764

All Other [Member]

^[1]

(740)

(767)

(1,785)

(1,556)

^[1]

(740)

(767)

(1,785)

(1,556)

^[2]

45,081

43,021

89,084

81,347

^[3]

(21,614)

(14,999)

(42,826)

(36,390)

^[4]

176,179

$ 313,141

Eliminations [Member]