The information in this Report, including the Exhibit 99.1, is furnished pursuant to Item 2.02 of this Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, unless expressly set forth by specific reference in such filing.

QAD Inc. (the "Company") revises its previous guidance for the fiscal year 2009. The Company now expects full year fiscal 2009 revenues in the range of $261 million to $263 million, down from the previous range of $274 million to $278 million primarily due to the weakening global economy and more specifically due to a slowdown in the manufacturing industry. The Company is conducting an analysis of its goodwill, long lived assets and other intangible assets and anticipates incurring a non-cash impairment charge for the fiscal 2009 year once these studies are complete. The Company retracts its previously released earnings per share guidance and will announce earnings per share at its next financial update scheduled for March 12, 2009.

c) Exhibits.

Exhibit No.      Description

99.1             Press Release, dated as of February 9, 2009, entitled "QAD Revises
                 Fiscal 2009 Guidance"