UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                 FORM 10-Q/A

          (X)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

              FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 1995

                                    OR

          ( ) TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934

              For the transition period from _______ to _______

                       Commission file number 1-4604

                             HEICO CORPORATION
          (Exact name of registrant as specified in its charter)

        FLORIDA                                         65-0341002
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

         3000 TAFT STREET, HOLLYWOOD, FLORIDA              33021
        (Address of principal executive offices)        (Zip Code)

                               (305) 987-6101
           (Registrant's telephone number, including area code)

                              NOT APPLICABLE

(Former name, former address and former fiscal year, if changed since last
report)

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                                    Yes   /X/                   No

The number of shares outstanding of the issuer's common stock, $.01 par
value, is 2,279,896 shares as of February 28, 1995.

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