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

                                 AMENDMENT NO. 1
                                       ON
                                   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 July 31, 1998

(  )     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,  (or for such shorter period that the registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for at least the past 90 days.

                               Yes       X                    No
                                      .........                ...........

The number of shares of the Registrant's  common stock  outstanding as of August
31, 1998 was 6,594,311.




This Form 10-Q/A is being filed solely for the purpose of amending Part II, Item
4 in the Company's  Quarterly  Report of Form 10-Q for the period ended July 31,
1998 which was filed with the  Commission  on  September  10,  1998 to correct a
typographical  error.  Item 4  "Submission  of  Matters  to a Vote  of  Security
Holders" is hereby amended as shown below.


                           PART II - OTHER INFORMATION

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the  Company's  Annual  Meeting of  Shareholders  held on May 12,  1998,  the
following  individuals  were elected to the Board of Directors by the  following
votes cast at the meeting:

                                                           Abstentions and
                  Affirmative Votes Negative Votes        Broker Non-Votes
Hendrik J. Hartong, Jr.   5,954,578            844              34,610
Andrew L. Lewis IV        5,954,818            604              34,610
Brian D. McLaughlin       5,954,005          1,417              34,610
E. Keith Moore            5,954,082          1,340              34,610
Richard T. Niner          5,954,578            844              34,610
O. Curtis Noel            5,954,405          1,017              34,610
Charles E.M. Rentschler   5,955,305            117              34,610





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


                                                         HURCO COMPANIES, INC.


September 30, 1998                                 By:      /s/ Roger J. Wolf
                                                            -----------------

                                                                Roger J. Wolf
                                                        Senior Vice President,
                                                         Secretary, Treasurer
                                                  and Chief Financial Officer