SAFEGUARD HEALTH ENTERPRISES, INC.
                                  95 ENTERPRISE
                       ALISO VIEJO, CALIFORNIA 92656-2605


     NOTICE OF ADJOURNMENT AND RECONVENING OF ANNUAL MEETING OF STOCKHOLDERS
                       TO BE HELD WEDNESDAY, JUNE 20, 2001


TO  THE  STOCKHOLDERS  OF  SAFEGUARD  HEALTH  ENTERPRISES,  INC.:


PLEASE  BE  ADVISED  that  the  Annual  Meeting of the Stockholders of SafeGuard
Health  Enterprises, Inc. (the "Company") held on May 23, 2001, was adjourned to
be  reconvened at the executive offices of the Company located at 95 Enterprise,
Aliso  Viejo,  California  92656-2605  on  Wednesday, June 20, 2001, at 4:00 pm,
Pacific  Daylight  Time.

The  Annual  Meeting  of  Stockholders was adjourned because the Company learned
that  a  number  of  beneficial  owners  of  Common Stock of the Company did not
receive the notice and proxy statement for the Annual Meeting of Stockholders in
a  timely  manner.  As  a  result,  even though a quorum of the stockholders was
present  at the Annual Meeting, the Company considered it appropriate to adjourn
the  Annual  Meeting of Stockholders to a later date so that all stockholders of
the  Company  are provided an adequate opportunity to vote their shares of stock
of  the  Company.  The  record date for, and purposes of the Annual Meeting have
not  changed.

You  are  cordially invited to attend the reconvened Annual Meeting.  Whether or
not  you plan to attend the reconvened Annual Meeting, please complete, sign and
return  the enclosed proxy card as soon as possible to ensure your participation
in  the meeting.  If you have already voted your shares of Common Stock by proxy
and  do  not  wish to change your vote, it is not necessary that you do anything
further  as your previously voted shares will be counted as voted by your proxy.


                                       By order of the Board of Directors,


                                       RONALD  I.  BRENDZEL
                                       Senior  Vice  President  and  Secretary


May  23,  2001




YOUR  VOTE  IS  IMPORTANT.  PLEASE  COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED
PROXY.  A  RETURN  ENVELOPE  THAT  REQUIRES  NO  POSTAGE IF MAILED IN THE UNITED
STATES  HAS  BEEN  PROVIDED FOR YOUR USE.  RETURNING THE ENCLOSED PROXY WILL NOT
PREVENT  YOU FROM VOTING IN PERSON IF YOU CHOOSE TO ATTEND THE RECONVENED ANNUAL
MEETING  ON  JUNE  20,  2001.