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


                                   FORM 10-Q


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


For the quarterly period ended                                  Commission File
    April 30, 1995                                                No. 0-9143


                             HURCO COMPANIES, INC.


State of Incorporation                                          IRS Employer ID
      Indiana                                                    No. 35-1150732

                          Address of Principal Office:

                               One Technology Way
                          Indianapolis, Indiana 46268

                           Telephone: (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 at least the past 90 days: Yes X No
                                               ---  ---




        Shares of common stock outstanding as of May 31, 1995: 5,418,442


















                             HURCO COMPANIES, INC.
                     April 1995 Form 10-Q Quarterly Report


                               TABLE OF CONTENTS



                         PART I - FINANCIAL INFORMATION



                                                                           
Item 1.  Condensed Financial Statements

         Consolidated Statement of Operations -
            three and six months ended April 30, 1995 and 1994

         Consolidated Balance Sheet
            as of April 30, 1995 and October 31, 1994

         Consolidated Statement of Cash Flows -
            three and six months ended April 30, 1995 and 1994

         Notes to Consolidated Financial Statements


Item 2.  Management's Discussion and Analysis of Financial
           Condition and Results of Operations




                          PART II - OTHER INFORMATION



Item 1. Legal Proceedings


Item 6. Exhibits and Reports on Form 8-K


Signatures













                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS



                             HURCO COMPANIES, INC.

                      CONSOLIDATED STATEMENT OF OPERATIONS
                     (In thousands, except per-share data)


                                    Three Months Ended       Six Months Ended
                                         April 30,              April 30,
                                    ------------------       ----------------
                                       1995        1994          1995     1994
                                       ----        ----          ----     ----

SALES AND SERVICE FEES .........     $20,687      $16,209      $39,559  $34,788

COST OF SALES AND SERVICE ......      15,298       12,831       29,512   27,966
                                    --------     --------     --------  -------

     GROSS PROFIT ..............       5,389        3,378       10,047    6,822


SELLING, GENERAL AND
ADMINISTRATIVE EXPENSES.........       4,616        4,402        8,862    9,147
                                       -----        -----        -----    -----

     OPERATING INCOME (LOSS)....         773       (1,024)       1,185   (2,325)

INTEREST EXPENSE................        (974)        (793)      (1,878)  (1,623)

OTHER, NET......................         (38)          31          (19)      (6)
                                        -----       -----        -----     -----

  INCOME (LOSS) BEFORE INCOME TAXES.    (239)      (1,786)        (712)  (3,954)

INCOME TAX EXPENSE (BENEFIT)....          --           --           --       --
                                        -----       -----        -----    -----

NET INCOME (LOSS)...............     $  (239)    $ (1,786)     $  (712) $(3,954)
                                     ========    =========     ======== ========

EARNINGS (LOSS)
     PER COMMON SHARE...........     $  (.04)    $   (.33)     $ (.13)   $ (.73)
                                     ========    ========      =======   =======


WEIGHTED AVERAGE COMMON
     SHARES OUTSTANDING.........       5,417        5,403        5,416    5,401
                                       =====        =====        =====    =====

THE  ACCOMPANYING  NOTES  ARE AN  INTEGRAL  PART OF THE  CONSOLIDATED  FINANCIAL
STATEMENTS.





                             HURCO COMPANIES, INC.
                           CONSOLIDATED BALANCE SHEET
                             (Dollars in thousands)


                                                           April 30, October 31,
                                                              1995        1994
ASSETS
CURRENT ASSETS:
 Cash and cash equivalents ...................            $    929     $  1,101
 Accounts receivable .........................              15,520       14,555
 Inventories .................................              26,448       26,341
 Other .......................................               1,236        1,099
                                                          --------     --------
     Total current assets ....................              44,133       43,096
                                                          --------     --------

PROPERTY AND EQUIPMENT .......................              11,216       11,887
OTHER ASSETS .................................               4,416        4,575
                                                          --------     --------
                                                          $ 59,765     $ 59,558
                                                          ========     ========

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
   Accounts payable ..........................            $  8,412     $  8,438
   Accrued expenses ..........................               7,525        8,403
   Current portion of long-term debt .........               5,195          144
                                                          --------     --------
       Total current liabilities .............              21,132       16,985
                                                          --------     --------

 NON-CURRENT LIABILITIES
  Long-term debt .............................              31,408       34,669
  Other long-term obligations ................                 567          576
                                                          --------     --------
                                                            31,975       35,245
                                                          --------     --------

SHAREHOLDERS' EQUITY:
Preferred stock:  $100 par value per share;
  40,000 shares authorized; no shares issued.
Common stock: no par value; $.10 stated value per
  share; 7,500,000 shares authorized; 5,418,442
  and 5,413,682 shares issued, respectively .....              542          541
Additional paid-in capital ......................           45,556       45,546
Accumulated deficit .............................          (35,388)     (34,676)
Foreign currency translation adjustment .........           (4,052)      (4,083)
                                                            -------      -------
    Total shareholders' equity ..................            6,658        7,328
                                                           -------      -------
                                                          $ 59,765      $59,558
                                                           =======      =======

THE  ACCOMPANYING  NOTES  ARE AN  INTEGRAL  PART OF THE  CONSOLIDATED  FINANCIAL
STATEMENTS.

                             HURCO COMPANIES, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                             (Dollars in thousands)

                                          Three Months Ended    Six Months Ended
                                               April 30,           April 30,
                                           ---------------       ---------------
                                           1995        1994      1995      1994
                                           ----        ----      ----      ----
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss.............................   $(239)   $(1,786)  $ (712)   $(3,954)
   Adjustments to reconcile net loss to 
   net cash provided by (used for) 
   operating activities:
Depreciation and amortization ..........      671       804     1,314     1,581
(Inc) dec in accounts receivable .......     (689)    2,542      (803)      961
(Inc) dec in inventories ...............      845     1,691       (77)    6,008
Inc (dec) in accounts payable ..........    1,084       371       (57)     (703)
Inc (dec) in accrued expenses ..........     (261)     (911)     (949)   (1,731)
Other ..................................      247        28       354      (480)
                                           ------    ------    ------    ------
NET CASH PROVIDED BY (USED FOR)
OPERATING ACTIVITIES ...................    1,658     2,739      (930)    1,682
                                            -----     -----     -----     -----

CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of equipment ........      --        207        --       304
Purchase of property and equipment .....     (148)     (139)     (232)     (264)
Software development costs .............     (261)     (154)     (484)     (311)
Other ..................................     (153)       --      (140)       --
                                             -----     -----     -----     -----
     NET CASH PROVIDED BY (USED FOR)
     INVESTING ACTIVITIES...............     (562)      (86)     (856)     (271)
                                             -----      -----    -----     -----

CASH FLOWS FROM FINANCING ACTIVITIES:
   Net short term borrowings (repayment).      (4)     (451)       (2)      (69)
   Proceeds from long-term borrowings ...  24,946     1,850    38,272     4,263
   Repayment of long-term borrowings .... (26,009)   (4,480)  (36,548)   (5,453)
   Proceeds from issuance of common stock
   under options.........................       7        18        11        18
                                          -------    -------   -------   ------
     NET CASH PROVIDED BY (USED FOR)
     FINANCING ACTIVITIES................  (1,060)   (3,063)    1,733    (1,241)
                                           -------   -------   -------   -------

EFFECT OF EXCHANGE RATE CHANGES ON CASH..    (146)      (81)      119       (50)
                                            ------    -------   -------   ------

     NET INCREASE (DECREASE) IN CASH.....    (110)      (491)    (172)      120

CASH AND CASH EQUIVALENTS AT BEGINNING 
  OF PERIOD..............................   1,039      2,097    1,101     1,486
                                            -----      -----    -----     -----
CASH AND CASH EQUIVALENTS AT END OF PERIOD.$  929   $  1,606   $  929   $ 1,606
                                           ======   ========  =======   =======

THE ACCOMPANYING  NOTES ARE AN INTEGRAL PART OF THE CONSOLIDATED FINANCIAL 
STATEMENTS.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   GENERAL

The condensed  financial  information as of April 30, 1995 and 1994 is unaudited
but includes all adjustments  which the Company  considers  necessary for a fair
presentation of financial position,  results of operations and cash flows. It is
suggested that those condensed financial  statements be read in conjunction with
the financial  statements and the notes thereto included in the Company's Annual
Report on Form 10-K for the year ended October 31, 1994.

2.   HEDGING

The Company enters into foreign  currency  contracts  periodically  to provide a
hedge  against  the  effect of  foreign  currency  fluctuations  on  receivables
denominated in foreign  currencies and net investments in foreign  subsidiaries.
Gains and losses  related to these  contracts are recorded in the same manner as
the offsetting gains and losses related to the items being hedged.

The Company  also enters  into  foreign  currency  exchange  contracts  to hedge
certain firm purchase and sale  commitments  denominated  in foreign  currencies
(primarily pound sterling and German marks). The purpose of these instruments is
to protect  the  Company  from the risk that the U.S.  dollar  net cash  inflows
resulting  from the sale of  products  to foreign  customers  will be  adversely
affected by changes in exchange rates. Gains and losses on these hedge contracts
are deferred and  recognized  as an  adjustment of the cost of the related sales
transactions.

As of April 30, 1995, the U.S. dollar  equivalent  notional value of outstanding
foreign  currency  contracts was  approximately  $10.5 million.  Deferred losses
related  to hedges of future  sales  transactions  was  approximately  $120,000.
Contracts  outstanding  at April 30,  1995,  mature  at  various  times  through
November  3,  1995.  Counterparties  to these  agreements  are  major  financial
institutions.

3.   EARNINGS PER SHARE

Earnings per share of common stock are based on the weighted  average  number of
common shares outstanding. No effect has been given to options outstanding under
the Company's  Stock Option Plan as no dilution would result from their exercise
for the operating periods presented.

4.   ACCOUNTS RECEIVABLE

The  allowance  for doubtful  accounts was  $1,093,000  as of April 30, 1995 and
$1,046,000 as of October 31, 1994.

5.   INVENTORIES

Inventories, priced at the lower of cost (first-in, first-out method), or market
are summarized below (in thousands):
                                             APRIL 30, 1995    OCTOBER 31, 1994
                                             --------------    ----------------
      Purchased parts and sub-assemblies       $   18,244         $  15,252
      Work-in-Process                               3,528             3,929
      Finished Goods                                4,676             7,160
                                               ----------         ---------
                                               $   26,448         $  26,341
                                               ==========         =========



6.   DEBT AGREEMENTS

Under the terms of the senior notes and bank term notes,  principal  installment
payments of $5.1 million  become due and payable on or before  February 1, 1996.
These amounts are classified as current  liabilities as of April 30, 1995 in the
accompanying balance sheet.

As of May 31, 1995, the bank and senior note  agreements  were amended to extend
the maturity date of the bank credit  facilities from February 1, 1996 to May 1,
1996 and to extend the modification of the financial debt covenants required for
the senior  notes from  January 31,  1996 to April 30,  1996.  Accordingly,  the
amounts payable under the bank credit  facilities and  installment  payments due
subsequent  to  April  30,  1996,  are  classified  as  long-term  debt  in  the
accompanying balance sheet.

In June,  1995, the Company  obtained from its principal bank, a  discretionary,
supplemental $2 million letter of credit  authorization to support the Company's
increased  machine tool  sourcing  capacity in the third and fourth  quarters of
fiscal  1995.  The  supplemental  facility  is  intended  to provide for certain
supplier  shipments  through  September  30, 1995 and will expire on January 31,
1996.





































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

THREE MONTHS ENDED APRIL 30, 1995 COMPARED TO THREE MONTHS ENDED APRIL 30, 1994

Sales for the second  quarter of fiscal 1995 were $4.5  million,  or 28%,  above
sales for the second quarter of fiscal 1994. Improvements in the availability of
machine tool  products  generated  $3.9 million of that sales  increase.  Strong
worldwide  demand for the Company's  machine tools resulted in a 62% increase in
total  new  orders  booked  during  the  second  quarter  as  compared  with the
corresponding  1994 period. As a result, the Company's backlog at April 30, 1995
was $16.0 million,  an increase of 50% from the $10.7 million backlog at January
31, 1995.

In the United  States,  sales for the  second  quarter  of 1995  increased  $1.8
million  over 1994.  Machine  tools  sales  increased  $1.2  million  because of
availability  of, and demand for, the Company's new  "Advantage"  series product
line;  control sales increased  approximately  $600,000 primarily due to greater
demand for the Autobend products.  Machine tool orders for the second quarter of
1995 were 70% higher than the same period one year ago.

European  revenues,  which  accounted  for 32% of  total  sales  in the  quarter
compared to 24% for the prior year quarter, increased $2.7 million over those in
1994.  Approximately  $600,000 of the increase  represents the favorable foreign
exchange  effect  when  translating  sales made in European  currencies  to U.S.
dollars.  The balance of the increase  resulted from continued  strengthening of
the  economies  in both the United  Kingdom  and Germany  and  enhanced  product
availability. Machine tool orders for the second quarter of 1995 were 56% higher
than the same 1994 period.

Cost of sales and  services  for the second  quarter  of 1995 were $2.5  million
above those for the second  quarter of 1994,  resulting in a gross profit margin
of 26.1% in the 1995  period  compared to 20.8% for the 1994 period and to 24.7%
in the first quarter of 1995. The improving  gross profit  margins  reflect cost
reductions  achieved as well as the transition to higher margin products and the
benefits of favorable foreign exchange rates with respect to foreign sales.

Selling,  general and  administrative  expenses  for the second  quarter of 1995
increased 5% from those for the comparable  1994 period.  Over two-thirds of the
increase  resulted  from the foreign  exchange  effect of  translating  European
currencies.

Because of higher  revenues  and  improvement  in the gross profit  margin,  the
Company had operating income of $773,000 for the second quarter of 1995 compared
to an operating loss of $1.0 million in the same quarter of 1994.

Interest  expense for the second quarter  increased 23% over the amount reported
in 1994 due to increases  in interest  rates and  amortization  of the fees paid
under the Company's amended credit agreements.

The Company manages its foreign currency  exposure through the use of negotiated
currency risk sharing arrangements with certain foreign vendors with whom it has
significant  purchase  commitments,  and  through  the use of  foreign  currency
contracts as described in Note 2 to the Consolidated  Financial Statements.  The
results of the program  achieved  management's  objectives  for the three months
ended April 30, 1995 and 1994.



SIX MONTHS ENDED APRIL 30, 1995 COMPARED TO SIX MONTHS ENDED APRIL 30, 1994

Sales for the first half of fiscal  1995 were $4.8  million,  or 14%,  above the
sales  level  for the same  period  of fiscal  1994.  Substantially  all of that
increase was the result of strengthening European economies and improved machine
tool product availability in Europe.  Approximately $1.3 million of the increase
represents the favorable  foreign exchange effect when translating sales made in
European currencies to U.S. dollars.

Continuing strong demand for the Company's new family of machine tools, controls
and related software products resulted in a 47% increased in total worldwide new
orders booked during the six-month period of 1995 compared to the  corresponding
period of 1994.

Cost of sales and services  for the first half of 1995 were $1.5  million  above
the same period of 1994,  resulting  in a gross  profit  margin of 25.4% for the
period compared to 19.6% for the 1994 period.  The improved gross profit margins
reflect cost  reductions  achieved  along with the  transition  to higher margin
products and the benefits of favorable  foreign  exchange  rates with respect to
foreign sales.

Selling,  general  and  administrative  expenses  for  the  first  half  of 1995
decreased  approximately  $300,000,  or 3%, from the comparable 1994 period. The
total   improvement  of   approximately   $600,000   resulting  from  previously
implemented  reductions  in  operating  expenses  was  offset  by  approximately
$300,000 of unfavorable  foreign  exchange effect when  translating  expenses of
foreign operations to U.S. dollars.

The Company  had  operating  income of $1.2  million for the first six months of
1995 compared to the $2.3 million  operating loss for the 1994 period because of
the  improvements  in  revenues  and  gross  profit  margins  combined  with the
operating expense reductions.

Interest  expense for the first half of fiscal 1995 was  approximately  $250,000
higher  than the same 1994  period  despite a  decrease  of  approximately  $1.3
million  in  average  borrowings  due to  increases  in the  interest  rates and
amortization of the fees paid under the Company's amended credit agreement.

The Company manages its foreign currency  exposure through the use of negotiated
currency risk sharing arrangements with certain foreign vendors with whom it has
significant  purchase  commitments,  and  through  the use of  foreign  currency
contracts as described in Note 2 to the Consolidated  Financial Statements.  The
results of the program achieved management's objectives for the six months ended
April 30, 1995 and 1994.















LIQUIDITY AND CAPITAL RESOURCES

Total debt was reduced  $1.1  million  during the  quarter  ended April 30, 1995
through the application of cash provided by operations.

Working capital was $23.0 million at April 30, 1995 compared to $26.1 million at
October 31, 1994. The decrease is due to the  classification  of $5.1 million of
term debt payable on, or before, February 1, 1996 as current liabilities.  As of
May 31,  1995,  the bank and senior note  agreements  were amended to extend the
maturity date of the bank credit facilities from February 1, 1996 to May 1, 1996
and to extend the  modification  of the  financial  covenants  required  for the
senior notes from January 31, 1996 to April 30, 1996. It is management's goal to
refinance  this debt prior to its scheduled  maturity.  Preliminary  discussions
have been held with the  Company's  lenders and specific  refinancing  plans are
expected to be developed  during the last six months of fiscal 1995. There is no
assurance that such a refinancing will be accomplished or that the terms thereof
would be acceptable to the Company.  Failure to either  refinance the debt prior
to its maturity  date or negotiate an additional  extension  would result in the
Company being in default under its loan agreements.

As of April 30,  1995,  the Company had  unutilized  credit  facilities  of $2.7
million available for either direct borrowings or commercial  letters of credit.
In June,  1995, the Company  obtained from its principal bank, a  discretionary,
supplemental $2 million letter of credit  authorization to support the Company's
increased  machine tool  sourcing  capacity in the third and fourth  quarters of
fiscal 1995.

The Company  believes that cash flow from operations over the next twelve months
will be sufficient to meet working  capital  requirements.  This  expectation is
based upon increased shipment levels,  consistent with increased order rates and
increased  availability  of machine  tool and control  products,  along with the
continued  reduction  of certain  inventories  related to  discontinued  product
models and excess  parts.  Management  believes that net cash provided by future
operations,  along with available borrowings under the credit facilities will be
sufficient  to maintain  liquidity for the  twelve-month  period ended April 30,
1996.
























                          PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

In the matter of Stamatio  et. al. vs. Hurco  Companies,  Inc. et. al., on April
25, 1995, the plaintiff  filed a motion in the United States  District Court for
the Southern District of Indiana  requesting that Chief Judge Sarah Evans Barker
reconsider  her  dismissal  of the  case,  or in the  alternative,  to alter the
judgment to a "without prejudice  dismissal".  The Company intends to vigorously
oppose the plaintiff's motion.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

              (a)   Exhibits:  None.

              (b)   Reports on Form 8-K

                    1.     The  Company  filed a Form  8K/A on  April  13,  1995
                           reporting    clarifications    of   the   change   in
                           Registrant's independent accountant in July 1994.

                    2.     The  Company  filed  a  Form  8K on  April  26,  1995
                           reporting the dismissal of a class action shareholder
                           lawsuit against the Company.


                                   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/ THOMAS L. BROWN
                                                   Thomas L. Brown
                                                   Corporate Controller and
                                                   Principal Accounting Officer


June 14, 1995

 


5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE QUARTERLY REPORT FORM 10-Q FOR THE PERIOD ENDED APRIL 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 0000315374 DAWN HIATT 1,000 6-MOS OCT-31-1995 NOV-01-1994 APR-30-1995 929 0 16,613 1,093 26,448 44,133 22,862 11,646 59,765 21,132 0 542 0 0 6,116 59,765 39,559 39,559 29,512 29,512 0 0 1,878 (712) 0 (712) 0 0 0 (712) (.13) (.13)