SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

      Quarterly  report  pursuant  to  section  13 or  15(d)  of the  Securities
      Exchange Act of 1934 for the  quarterly  period ended  January 31, 2000 or
      Transition  report  pursuant  to  section  13 or 15(d)  of the  Securities
      Exchange  Act  of  1934  for  the  transition  period  from  _________  to
      _________.

Commission File No. 0-9143


                              HURCO COMPANIES, INC.
              (Exact name of registrant as specified in its charter)

               Indiana                                  35-1150732
       (State or other jurisdiction of   (I.R.S. Employer Identification Number)
       incorporation or organization)

       One Technology Way

       Indianapolis, Indiana                                        46268
   (Address of principal executive offices)                       (Zip code)

Registrant's telephone number, including area code              (317) 293-5309





Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by  Sections  13 or 15(d)  of the  Securities  Exchange  Act of 1934
during  the  preceding  12  months,  and  (2) has  been  subject  to the  filing
requirements for the past 90 days:

                                                                  Yes  X   No




The number of shares of the Registrant's common stock outstanding as of March 6,
2000 was 5,951,859.




                               HURCO COMPANIES, INC.
                     January 1999 Form 10-Q Quarterly Report

                                Table of Contents

                         Part I - Financial Information

                                                                                                      Page

                                                                                                   
Item 1.       Condensed Financial Statements

              Condensed Consolidated Statement of Operations -
                  Three months ended January 31, 2000 and 1999..........................                3

              Condensed Consolidated Balance Sheet -
                  As of January 31, 2000 and October 31, 1999...........................                4

              Condensed Consolidated Statement of Cash Flows -
                  Three months ended January 31, 2000 and 1999..........................                5

              Consolidated Statements of Changes in Shareholders' Equity

                  Three months ended January 31, 2000 and 1999..........................                6

              Notes to Condensed Consolidated Financial Statements......................                7


Item 2.       Management's Discussion and Analysis of Financial

              Condition and Results of Operations.......................................                9

Item 3.       Quantitative and Qualitative Disclosures About Market Risk................               11

                           Part II - Other Information

Item 1.       Legal Proceedings.........................................................               12

Item 5.       Other Matters.............................................................               12

Item 6.       Exhibits and Reports on Form 8-K..........................................               12


Signatures..............................................................................               13







                         PART I - FINANCIAL INFORMATION

Item 1.  CONDENSED FINANCIAL STATEMENTS



                               HURCO COMPANIES, INC.
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

                       (In thousands, except per share data)



                                                                                     Three Months Ended January 31,
                                                                                           2000               1999
- --------------------------------------------------------------------------------------------------------------------
                                                                                                (Unaudited)
                                                                                                       
Sales and service fees.....................................................             $24,524              $21,147

Cost of sales and service..................................................              17,803               15,143

     Gross profit..........................................................               6,721                6,004


Selling, general and administrative expenses...............................               5,820                5,335

     Operating income......................................................                 901                  669

Interest expense...........................................................                 292                  300

Other income (expense), net................................................                  17                   45
     Income before income taxes............................................                 626                  414
Provision for income taxes.................................................                 167                  239

Net income.................................................................              $  459                 $175

Earnings per common share
     Basic.................................................................                $.08                 $.03
     Diluted...............................................................                $.08                 $.03
Weighted average common shares outstanding
     Basic.................................................................               5,952                6,074
     Diluted...............................................................               6,008                6,172


The accompanying notes are an integral part of the condensed consolidated financial statements.




                               HURCO COMPANIES, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEET

                             (Dollars in thousands)

                                                                                   January 31,       October 31,
                                                                                         2000              1999
ASSETS                                                                             (Unaudited)         (Audited)
                                                                                                 
Current assets:
     Cash and cash equivalents...........................................          $    4,172          $   3,495
     Accounts receivable.................................................              15,251             17,154
     Inventories.........................................................              27,377             30,767
     Other...............................................................               1,567              1,440
         Total current assets............................................              48,367             52,856

Property and equipment:
     Land    ............................................................                 761                761
     Building............................................................               7,168              7,168
     Machinery and equipment.............................................              11,247             11,182
     Leasehold improvements..............................................               1,002              1,005
         Less accumulated depreciation and amortization..................             (11,346)           (11,165)
                                                                                        8,832              8,951

Software development costs, less amortization............................               3,778              3,951
Other assets ............................................................               3,946              3,874
                                                                                    $  64,923           $ 69,632
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
     Accounts payable....................................................           $   9,897           $ 10,891
     Accrued expenses....................................................               7,237              6,903
     Current portion of long-term debt..................................                1,786              1,786
         Total current liabilities.......................................              18,920             19,580

Non-current liabilities:
     Long-term debt......................................................               8,500             12,386
     Deferred credits and other obligations..............................               1,406              1,518
            Total non-current liabilities................................               9,906             13,904

Shareholders' equity:
     Preferred stock:  no par value per share; 1,000,000
       shares authorized; no shares issued...............................                  --                 --
     Common stock: no par value; $.10 stated value per
         share; 12,500,000 shares authorized; 5,951,859
         and 5,951,859 shares issued and outstanding, respectively ......                 595                595
     Additional paid-in capital..........................................              46,340             46,340
     Accumulated deficit.................................................              (4,889)            (5,348)
     Foreign currency translation adjustment.............................              (5,949)            (5,439)
         Total shareholders' equity......................................              36,097             36,148
                                                                                     $ 64,923           $ 69,632

The accompanying notes are an integral part of the condensed consolidated financial statements.





                                HURCO COMPANIES, INC.
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                             (Dollars in thousands)

                                                                                      Three Months Ended January 31,
                                                                                           2000                 1999
                                                                                                 (Unaudited)
Cash flows from operating activities:
                                                                                                       
     Net income..................................................................       $   459              $   175
     Adjustments to reconcile net income to net
     cash provided by (used for) operating activities:
       Depreciation and amortization.............................................           534                  534
       Change in assets and liabilities:
         (Increase) decrease in accounts receivable..............................         1,668                2,969
         (Increase) decrease in inventories......................................         2,873               (2,007)
         Increase (decrease) in accounts payable.................................          (980)              (4,071)
         Increase (decrease) in accrued expenses.................................           375               (1,046)
         Other...................................................................            93                  436
         Net cash provided by (used for) operating activities....................         5,022               (3,010)

Cash flows from investing activities:

     Proceeds from sale of equipment.............................................            28                   17
     Purchases of property and equipment.........................................          (208)                (250)
     Software development costs..................................................          (176)                (226)
     Other.......................................................................            --                 (162)
         Net cash provided by (used for) investing activities....................          (356)                (621)

Cash flows from financing activities:

     Advances on bank credit facilities..........................................         6,450               15,451
     Repayment on bank credit facilities.........................................        (8,550)              (8,300)
     Repayments of term debt.....................................................        (1,786)              (1,786)
     Purchase of common stock....................................................            --               (2,379)
     Proceeds from exercise of common stock options..............................            --                    2
         Net cash provided by (used for) financing activities....................        (3,886)               2,988

Effect of exchange rate changes on cash..........................................          (105)                 (19)
         Net increase (decrease) in cash.........................................           675                 (662)

Cash and cash equivalents at beginning of period.................................         3,497                3,276

Cash and cash equivalents at end of period.......................................    $    4,172           $    2,614


The accompanying notes are an integral part of the condensed consolidated financial statements.





                            HURCO COMPANIES, INC.
         CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
           For the Three  Months Ended January 31, 2000 and 1999

                                                                                                Accumulated
                                                                                                   Other
                                                                                               Comprehensive
                                            Common Stock                                          Income:
                                      -------------------------                                   Foreign
                                         Shares                  Additional                      Currency
                                        Issued &                  Paid-In      Accumulated      Translation
                                       Outstanding   Amount       Capital        Deficit        Adjustment        Total
                                                                    (Dollars in thousands)
                                                                                               
     Balances, October  31, 1998        6,340,111       $634       $48,662        $(7,150)         $(4,406)      $37,740

Net income.......................              --         --            --            175               --           175
Translation of foreign currency
  financial statements...........              --         --            --             --               --          (390)
Comprehensive income (loss)......                                                                                   (215)
Exercise of Common Stock Options.           1,000          --            2             --               --             2
Purchase of Common Stock.........        (395,752)       (39)       (2,340)            --               --        (2,379)


     Balances, January 31, 1999         5,945,359       $595       $46,324      $  (6,975)         $(4,796)      $35,148


     Balances, October 31, 1999         5,951,859       $595       $46,340       $ (5,348)         $(5,439)      $36,148

Net income.......................              --         --            --            459               --           459
Translation of foreign currency
Comprehensive income (loss)......                                                                                    (51)
Exercise of Common Stock Options.              --         --            --             --               --            --

     Balances, January  31, 2000        5,951,859       $595       $46,340        $(4,889)         $(5,949)      $36,097


The  accompanying  notes are an  integral  part of the  condensed consolidated financial statements.





                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   GENERAL

The unaudited Condensed  Consolidated  Financial Statements include the accounts
of Hurco Companies, Inc. and its consolidated subsidiaries. We are an industrial
automation  company  that designs and produces  interactive  computer  controls,
software and  computerized  machine  systems for the worldwide metal cutting and
metal forming industries.

The condensed financial information as of January 31, 2000 and 1999 is unaudited
but includes all adjustments which we consider necessary for a fair presentation
of our financial  position at those dates and our results of operations and cash
flows for the three  months  then  ended.  We suggest  you read these  condensed
financial  statements in conjunction with the financial statements and the notes
thereto  included in our Annual  Report on Form 10-K for the year ended  October
31, 1999.

2.   HEDGING

We hedge our exposure to  fluctuations  in foreign  currency  exchange  rates by
using foreign currency forward exchange  contracts.  The U.S. dollar  equivalent
notional amount of outstanding  foreign currency forward exchange  contracts was
approximately  $3.7 million as of January 31, 2000 ($2.2 million related to firm
intercompany  sales  commitments)  and $4.5 million as of October 31, 1999 ($2.1
million related to firm intercompany sales commitments). Deferred losses related
to hedges of future sales transactions were  approximately  $100,000 and $48,000
as of January 31, 2000 and October 31, 1999, respectively. Contracts outstanding
at January 31, 2000 mature at various times through February 2000.

3.   EARNINGS PER SHARE

Basic and diluted  earnings per common  share are based on the weighted  average
number of our shares of common stock  outstanding.  Diluted  earnings per common
share give effect to outstanding stock options using the treasury method. Common
stock equivalents totaled approximately 56,000 shares as of January 31, 2000.

4.   ACCOUNTS RECEIVABLE

The  allowance  for  doubtful  accounts  was $702,000 as of January 31, 2000 and
$687,000 as of October 31, 1999.

5.   INVENTORIES

Inventories, reflected at the lower of cost (first-in, first-out method) or
market are summarized below (in thousands):

                                                                January 31, 2000          October 31, 1999
                                                                                      
           Purchased parts and sub-assemblies                    $    9,352                 $   9,104
           Work-in-process                                              952                     1,070
           Finished goods                                            17,073                    20,593
                                                                 $   27,377                 $  30,767


6.   TAX CONTINGENCY

A German tax examiner has contested the transfer of net operating losses between
two of our German  subsidiaries  that merged in fiscal 1996.  The contingent tax
liability  resulting  from this issue is  approximately  $1.4  million.  We have
protested  this  matter and have not yet  received a ruling  from the German tax
authorities  on the tax  examiner's  finding  and our  protest.  In the event an
unfavorable ruling is received from the German tax authorities, we will consider
whether  to appeal  to the  German  Federal  Tax  Court.  No  provision  for the
contingency has been recorded.

7.   SEGMENT INFORMATION

We operate in a single segment:  industrial  automation  systems.  We design and
produce  interactive  computer  control  systems and software  and  computerized
machine systems for sale through our own  distribution  network to the worldwide
metal  working  market.  We also  provide  software  options,  computer  control
upgrades,  accessories  and  replacement  parts  for  our  products,  as well as
customer service and training support.

Substantially  all of our  machine  systems  and  computer  control  systems are
manufactured to our specifications by contract manufacturing companies in Taiwan
and  Europe.  Our  executive  offices  and  principal  design,  engineering  and
manufacturing management operations are headquartered in Indianapolis,  Indiana.
We sell our products through over 240 independent  agents and distributors in 45
countries throughout North America, Europe and Asia. We also have our own direct
sales and service organizations in the United States, England,  France, Germany,
Italy and  Singapore,  which are  considered  to be among the world's  principal
computerized machine system consuming countries.

8.   RESTRUCTURING CHARGE


In fiscal 1998, we recorded a reserve for anticipated  costs associated with the
restructuring  of a  subsidiary  to convert its  operations  from  manufacturing
computer  controls  to sales and service of  computerized  machine  systems.  At
January 31, 2000, the  restructuring  reserve balance was $357,326 and consisted
of the following:

                                                    Balance      Charges to                           Balance
Description                                         10/31/99         Accrual        Adjustment        1/31/00
                                                                                          
Excess Building Capacity                            $285,899              --                --        $285,899
Equipment Leases                                      77,379           5,952                --          71,427
                                                    $363,278      $    5,952          $     --        $357,326


Item 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
               RESULTS OF OPERATIONS

The  following  discussion  should  be read in  conjunction  with the  Condensed
Consolidated  Financial Statements and Notes thereto appearing elsewhere herein.
Certain   statements  made  in  this  report  may  constitute   "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995.  Such  forward-looking  statements  involve  known and  unknown  risks,
uncertainties and other factors which may cause our actual results,  performance
or achievements or the machine tool industry to be materially different from any
future  results,  performance  or  achievements  expressed  or  implied  by such
forward-looking  statements.  Such factors include, among others, (i) changes in
general economic and business conditions that affect demand for Computer Numeric
Control  (CNC)  systems,  machine tools and software  products,  (ii) changes in
manufacturing  markets,  (iii)  innovations  by  competitors,  (iv)  quality and
delivery performance by our contract  manufacturers and (v) governmental actions
and initiatives including import and export restrictions and tariffs.

RESULTS OF OPERATIONS

Sales and service fees for the first quarter of fiscal 2000 were $24.5  million,
approximately 16% higher than those recorded in the  corresponding  1999 period,
in spite of the unfavorable  effects of a stronger U.S. dollar when  translating
sales made in foreign currencies.  At constant exchange rates, net sales for the
quarter  would  have been $25.9  million,  an  increase  of  approximately  $4.8
million,  or 23%.  The  increase  was  attributable  primarily  to  shipments of
computerized  machine systems,  which benefited from improved order rates in the
U.S. and Southeast Asia and improved  availability  of new products for shipment
in Europe.  Computerized  machine system shipments in the U.S., which included a
higher  percentage  of larger model  machines in the total sales mix,  increased
approximately  $1.9  million,  or 43%.  Shipments  in Southeast  Asia  increased
approximately  $900,000  or 360%,  reflecting  improved  market  conditions.  In
Europe,  computerized  machine system  shipments  increased  approximately  $1.7
million,  or 16%,  when  measured at constant  exchange  rates,  due to improved
availability  of our new models for  shipment and a  corresponding  reduction in
backlog.

New order  bookings  for the first  quarter of fiscal  2000 were $23.2  million,
compared to $24.8 million for the corresponding 1999 period, a decrease of 6.5%.
When measured at constant exchange rates, however, new orders were only slightly
below the fiscal 1999 level. Orders for computerized machine systems in the U.S.
increased  approximately  $1.1 million,  or 21%. In Southeast  Asia,  orders for
these products  increased $1.4 million,  almost seven times the amount booked in
the first quarter of fiscal 1999.  Orders for  computerized  machine  systems in
Europe  decreased  $2.8  million in constant  dollars,  primarily in Germany and
France  where  demand  had  been  unusually  strong  a year  ago  following  our
introduction  of new  products.  Backlog was $6.8  million at January 31,  2000,
compared to $8.5 million at October 31, 1999.

Gross profit as a percentage of sales was 27.4%  compared to 28.4% for the first
quarter  of  fiscal  1999,  due  primarily  to  unfavorable   foreign   currency
translation  effects.

Operating  expenses  in the first  quarter of fiscal 2000
increased  $485,000,  or  9.1%.  The  latest  fiscal  quarter  included  planned
expenditures  for the  establishment  of direct  sales  operations  in Italy and
certain parts of the United States.

Foreign Currency Risk Management
We seek to manage our foreign currency exposure through the use of foreign
currency forward exchange contracts. We do not speculate in the financial
markets and, therefore, do not enter into these  contracts  for trading
purposes.  We also  endeavor to moderate our currency  risk related to
significant  purchase  commitments  with certain foreign vendors through price
adjustment  agreements that provide for a sharing  of, or  otherwise  limit,
the  potential  adverse  effect of  currency fluctuations on the costs of
purchased  products.  The results of these programs achieved our  objectives for
the first quarter of fiscal 2000. See Note 2 to the Condensed Consolidated
Financial Statements.

LIQUIDITY AND CAPITAL RESOURCES

At January 31, 2000, we had cash and cash  equivalents of $4.2 million  compared
to $3.5 million at October 31, 1999.  Cash provided by  operations  totaled $5.0
million in the first  quarter of fiscal 2000,  compared to $3.0 million used for
operations  in the same  period  of  fiscal  1999.  The cash  flow  provided  by
operations  resulted in a $3.9 million  reduction  in long-term  debt during the
first quarter of fiscal 2000.

Net working  capital was $29.4  million at January 31,  2000,  compared to $33.3
million at October  31,  1999.  The  decline is  attributable  to a decrease  in
inventory of $2.9 million and a decrease in accounts  receivable of $1.7 million
offset by a $1.0 million decrease in accounts payable.

The decrease in inventories,  which relates primarily to a reduction in finished
products  available  for  shipment,  is  attributable  to a planned  decrease in
production by our contract manufacturers,  combined with our increased shipments
in the first quarter of fiscal 2000.

The decrease in accounts  receivable is  attributable to the timing of shipments
in the fourth  quarter of fiscal 1999  combined  with a reduction in the average
age of our  receivables  from 55 days at October  31, 1999 to 53 days at January
31, 2000.

Capital  investments in the first quarter consisted  principally of expenditures
for software  development  projects and  purchases of  equipment.  Cash used for
investing activities during the quarter was derived from operations.

The Company was in  compliance  with all loan  covenants at January 31, 2000. We
believe that  anticipated  cash flow from  operations  and available  borrowings
under  credit  facilities  will be  sufficient  to  meet  our  anticipated  cash
requirements in the foreseeable future.





Item 3.        QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Interest Rate Risk

Interest on our bank  borrowings is affected by changes in  prevailing  U.S. and
European interest rates and/or Libor. The interest rates on the Libor portion of
our bank credit facilities are based upon a ratio of total  indebtedness to cash
flow for the  preceding  twelve  month  period and are  payable at Libor plus an
amount ranging from 1.0% to 2.0% based upon a prescribed formula. At January 31,
2000,  outstanding borrowings under our bank credit facilities were $8.5 million
and our total  indebtedness  was $10.3  million.  The interest rate on the Libor
portion of our bank debt was Libor plus 1.5%.

Foreign Currency Exchange Risk

A significant portion of our products is sourced from foreign suppliers or built
to our specifications by contract manufacturers  overseas. Our arrangements with
those  suppliers  typically  include foreign  currency risk sharing  agreements,
which  reduce  the  effects  of  currency  fluctuations  on  product  cost.  The
predominant  portion of our exchange rate risk associated with product purchases
relates to the New Taiwan Dollar.

During the first  quarter of fiscal 2000,  approximately  58.0% of our sales and
service fees,  including export sales, were derived from foreign markets. All of
our computerized machine systems and computer numerical control systems, as well
as certain proprietary service parts, are sourced by our U.S.-based  engineering
and  manufacturing  division and  re-invoiced  to our foreign  sales and service
subsidiaries,  primarily in their functional  currencies.  We enter into forward
foreign exchange contracts from time to time to hedge the cash flow risk related
to  inter-company  sales  and  inter-company   accounts  receivable  in  foreign
currencies.  We do not speculate in the financial markets and, therefore, do not
enter into these contracts for trading purposes.

Forward contracts for the sale of foreign currencies as of January 31, 2000 were
as follows:

                                               Weighted
                        Notional Amount          Avg.                Notional
Forward Contracts         in Foreign            Forward             Amount in   Market Value
                            Currency              Rate                U.S. $          in US$      Maturity Dates

                                                                                   
    Sterling                1,760,000             1.6063            2,827,088      2,843,280      February 2000

    Euro                      876,000              .9885              865,926        850,158      February 2000






                           PART II - OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS

There have been no  material  developments  in the IMS  infringement  litigation
except as described in our Annual Report on Form 10-K for the year ended October
31, 1999.

We are involved in various  other  claims and  lawsuits  arising in the ordinary
course of business, none of which, in the opinion of management,  is expected to
have a material adverse effect on our consolidated financial position or results
of operations.

Item 5.  OTHER MATTERS

On March 14, 2000, the Board of Directors approved Amended and Restated By-laws,
a copy of which is included as Exhibit 3.2 to this report.  The only substantive
changes in the By-laws were to delete a provision which had made two provisions
of the Indiana  Business  Corporation  Law  inapplicable  to the  Company and to
increase the number of shares which may call a special meeting of shareholders
from 25% to a majority.  The two provisions,  Ind. Code Sections 23-1-42 (the
"Control Share" chapter) and 23-1-43 (the   "Business   Combination"   chapter),
provide   protections  to  Indiana corporations  against certain  unsolicited
takeover offers.  As a result of the Board's  action,  these  statutory
takeover  protections  will now apply to the Company.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits:

3.2          Amended and Restated By-Laws of the Registrant dated March 14, 2000

11           Statement re: Computation of Per Share Earnings

27           Financial Data Schedule (electronic filing only)


(b)      Reports on Form 8-K:       None






                                   SIGNATURES

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

                                                     HURCO COMPANIES, INC.


                              By: /s/ Roger J. Wolf

                                  Roger J. Wolf
                                  Senior Vice President and
                                  Chief Financial Officer

                              By: /s/ Stephen J. Alesia

                                  Stephen J. Alesia
                                  Corporate Controller and
                                  Principal Accounting Officer

March 15, 2000