SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                  SCHEDULE 13G
                                 (Rule 13d-102)

                 INFORMATION TO BE INCLUDED IN STATEMENTS FILED
                   PURSUANT TO RULES 13d-1(b), (c) AND (d) AND
               AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)(1)
                               (Amendment No. 1)(1)

                               Intelli-Check, Inc.
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                                (Name of Issuer)

                          Common Stock, $.001 par value
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                         (Title of Class of Securities)

                                   45817G 102
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                                 (CUSIP Number)

                                December 31, 2000
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              Date of Event which Requires Filing of this Statement

                                Frank Mandelbaum
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                                  Name of Filer

      Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

                                |X| Rule 13d-1(b)
                                |_| Rule 13d-1(c)
                                |_| Rule 13d-1(d)

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

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


CUSIP No. 45817G102

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

                  Frank Mandelbaum

      2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

                  (a) |_|
                  (b) |_|

      3.    SEC USE ONLY

      4.    CITIZENSHIP OR PLACE OF ORGANIZATION

                  United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

      5.    SOLE VOTING POWER

                  1,333,400*

      6.    SHARED VOTING POWER

                  N/A

      7.    SOLE DISPOSITIVE POWER

                  1,333,400*

      8.    SHARED DISPOSITIVE POWER

                  N/A

      9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                  1,333,400*

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      * Includes 31,400 shares held by Mr. Mandelbuam's spouse, to which Mr.
Mandelbaum disclaims beneficial ownership.


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      10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
            SHARES*

                  |-|

      11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                  16.7%*

      12.   TYPE OF REPORTING PERSON*

                  IN

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      * Includes 31,400 shares held by Mr. Mandelbaum's spouse, to which Mr.
Mandelbaum disclaims beneficial ownership.


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Item 1(a).  Name of Issuer:

            Intelli-Check, Inc.

Item 1(b). Address of Issuer's Principal Executive Offices:

            246 Crossways Park West
            Woodbury, New York 11797

Item 2(a).  Name of Person Filing:

            Frank Mandelbaum

Item 2(b).  Address of Principal Business Office or, if None,

            Residence:

            246 Crossways Park West
            Woodbury, New York 11797

Item 2(c).  Citizenship:

            United States

Item 2(d).  Title of Class of Securities:

            Common Stock, $.001 par value

Item 2(e)   CUSIP Number:

            45817G102

Item 3.     If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
            check whether the person filing is a:

            Not Applicable


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Item 4.     Ownership.

      Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.

            (a)   Amount beneficially owned:

                        1,333,400*

            (b)   Percent of class:

                        16.7%*

            (c)   Number of shares as to which such person has:

                  (i)   Sole power to vote or to direct the vote: 1,333,400

                  (ii)  Shared power to vote or to direct the vote: N/A

                  (iii) Sole power to dispose or to direct the disposition of:
                        1,333,400*

                  (iv)  Shared power to dispose or direct the disposition of:
                        N/A

Item 5.     Ownership of Five Percent or Less of a Class.

                  Not Applicable.

Item 6.     Ownership of More than Five Percent on Behalf of Another Person.

                  Not Applicable.

Item 7.     Identification and Classification of the Subsidiary Which Acquired
            the Security Being Reported on by the Parent Holding Company.

                  Not Applicable.

Item 8.     Identification and Classification of Members of the Group.

                  Not Applicable.

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      * Includes 31,400 shares held by Mr. Mandelbaum's spouse, to which Mr.
Mandelbaum disclaims beneficial ownership.


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Item 9.     Notice of Dissolution of Group.

                  Not Applicable.

Item 10.    Certification.

                  Not Applicable.


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                                    SIGNATURE

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

                                                February 9, 2001
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                                                     (Date)

                                            /s/ Frank Mandelbaum
                                            -------------------------
                                                Frank Mandelbaum

      The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.


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