EXHIBIT 99.0


                           FORWARD LOOKING STATEMENTS
                              CAUTIONARY STATEMENT

Statements regarding the future prospects of the Company must be evaluated in
the context of a number of factors that may materially affect its financial
condition and results of operations. Disclosure of these factors is intended to
permit the Company to take advantage of the safe harbor provisions of the
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. Most of these factors have
been discussed in prior filings by the Company with the Securities and Exchange
Commission. Although the Company has attempted to list the factors that it is
currently aware may have an impact on its operations, other factors may in the
future prove to be important and the following list should not necessarily be
considered comprehensive.

INDUSTRY CONCENTRATION AND CYCLICALITY. The majority of the Company's revenue is
directly or indirectly related to capital expenditures in the electronics
industry. This industry is highly cyclical and has historically experienced
periodic downturns which often have had a severe effect on capital expenditures.
During the second half of 1998, the market for capital goods in the electronics
industry deteriorated, which had a significant negative impact on revenues. In
the second half of 1999, the market strengthened resulting in increased revenues
compared to 1998. For the foreseeable future, the Company's operations will
continue to be dependent on the capital expenditures in this industry which, in
turn, are largely dependent on the market demand for products containing
integrated circuits.

DEPENDENCE UPON PRINCIPAL OEM CUSTOMERS. The Company's revenue levels continue
to be largely dependent on the order rates of its large OEM customers. For the
year ended December 31, 1999, two of the Company's customers, Juki Corporation
and Philips Electronics N.V. , accounted for approximately 49% of the Company's
revenues. In addition, the Company's five principal customers (including Juki
and Philips), in aggregate accounted for approximately 59% of the Company's
revenues for such period. The loss of, or a significant curtailment of purchases
by, any one or more of these OEM would have a material adverse effect on the
Company's results of operations.

DEPENDENCE ON OUTSIDE CONTRACTORS AND SUPPLIERS. The Company currently contracts
with third party assembly houses for a substantial portion of the purchase and
assembly of components of its products. Although the Company endeavors to
inspect and internally test most components prior to final assembly, reliance on
outside contractors reduces its control over quality and delivery schedules. The
failure by one or more of these subcontractors to deliver quality components in
a timely manner could have a material adverse effect on the Company's results of
operations. In addition, a number of the components used in the Company's
products are available from only a single supplier or from a limited number of
suppliers. Some of these components have relatively long order cycles, in some
cases over one year, and the timely availability of these components to the
Company is dependent on the Company's ability to develop accurate forecasts of
customer volume requirements. Any interruption in or termination of supply of
these components, or material change in the purchase terms, including pricing,
of any of these components, or a reduction in their quality or reliability,
could have a material adverse effect on the Company's business and results of
operations.

DEPENDENCE ON PRINCIPAL PRODUCT. The Company's revenues continue to be dependent
on product sales from a single sensor product line sold to OEM customers. For
the year ended December 31, 1999, approximately 54% of the Company's revenues
were from shipments of LaserAlign sensors to OEM customers. This product has
historically competed favorably in the marketplace and the

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Company continues to introduce newer configurations in response to customer
requirements. However, a significant reduction in the use of this products by
OEM equipment manufacturers would have a material adverse effect on the
Company's results of operations.


PROPRIETARY TECHNOLOGY AND INTELLECTUAL PROPERTY. The Company relies heavily on
its proprietary hardware designs and software technology. Although the Company
uses a variety of methods to protect its technology, it relies most heavily on
patents and trade secrets. There can be no assurance that the steps taken by the
Company will be adequate to deter misappropriation of its technology, that any
patents issued to the Company will not be challenged, invalidated or
circumvented, or that the rights granted thereunder will provide a competitive
advantage to the Company. In addition, there remains the possibility that others
will "reverse engineer" the Company's products in order to determine their
method of operation and introduce competing products or that others will develop
competing technology independently. Any such adverse circumstances could have a
material adverse effect on the Company's results of operations.

As the number of its products increases, the markets in which its products are
sold expands, and the functionality of those products grows and overlaps with
products offered by competitors, the Company believes that it may become
increasingly subject to infringement claims. Although the Company does not
believe any of its products or proprietary rights infringe the rights of third
parties, there can be no assurances that infringement claims will not be
asserted against the Company in the future or that any such claims will not
require the Company to enter into royalty arrangements or result in costly
litigation.

DEPENDENCE ON KEY PERSONNEL AND NEW EXECUTIVE MANAGERS. The Company is highly
dependent upon the technical expertise, management and leadership of Dr. Steven
K. Case, Chairman and director of the Company and Steven M. Quist, President and
CEO and director of the Company, as well as other members of the Company's
senior management team, many of whom would be difficult to replace. Although the
Company has a $2,000,000 key-man insurance policy on Dr. Case and Mr. Quist and
has retained other experienced and qualified senior managers, the loss of the
services of Dr. Case, Mr. Quist or other key personnel could have a material
adverse effect on the Company.

TECHNOLOGICAL CHANGE AND NEW PRODUCT DEVELOPMENT. The market for the Company's
products is characterized by rapidly changing technology. Technologies employed
in the circuit board production industry, particularly the surface mount portion
of the industry, continue to change rapidly and new technology could cause a
portion of the Company's products to become obsolete at any time. Accordingly,
the Company believes that its future success will depend upon its ability to
continue to develop and introduce new products with improved price and
performance. In order to develop such new products successfully, the Company is
dependent upon close relationships with its customers and their willingness to
share information about their requirements and participate in joint development
efforts with the Company. There can be no assurance that the Company's customers
will continue to provide it with timely access to such information or that the
Company will be able to develop and market such new products successfully and
respond effectively to technological changes or new product announcements by
others.

INTERNATIONAL REVENUE. In the years ended December 31, 1999, 1998, and 1997
sales of the Company's products to customers outside the United States accounted
for approximately 77%, 82%, and 69%, respectively, of the Company's revenue. The
Company anticipates that international revenue will continue to account for a
significant portion of its revenues. The Company's operating results are subject
to the risks inherent in international sales, including, but not limited to,
various regulatory requirements, political and economic changes and disruptions,
transportation delays, difficulties in staffing and managing foreign sales
operations, and

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potentially adverse tax consequences. In addition, fluctuations in exchange
rates may render the Company's products less competitive relative to local
product offerings. There can be no assurance that these factors will not have a
material adverse effect on the Company's future international sales and,
consequently, on the Company's operating results. While sales to date have been
all in US dollars, sales in foreign currency are anticipated in 2000.

COMPETITION. The Company competes with other vendors of optical sensors, with
vendors of machine vision systems, and with the internal engineering efforts of
the Company's current or prospective customers, many of which may have greater
financial and other resources than the Company. There can be no assurance that
the Company will be able to compete successfully in the future or that the
Company will not be required to incur significant costs in connection with its
engineering research, development, marketing and customer service efforts to
remain competitive. Moreover, the Company's principal customers operate within
the electronics industry, which is highly competitive and highly dependent upon
its suppliers' ability to provide high quality, cost efficient products.
Competitive pressures may result in price erosion or other factors which will
adversely affect the Company's financial performance.

QUARTERLY FLUCTUATIONS. The Company has experienced quarterly fluctuations in
operating results and anticipates that these fluctuations will continue. These
fluctuations have been caused by various factors, including the capital
procurement practices of its customers and the electronics industry in general,
the timing and acceptance of new product introductions and enhancements, and the
timing of product shipments and marketing. Future operating results may
fluctuate as a result of these and other factors, including the Company's
ability to continue to develop innovative products, the introduction of new
products by the Company's competitors, the Company's product and customer mix,
the level of competition and overall trends in the economy.

POSSIBLE VOLATILITY OF STOCK PRICE. The Company believes that factors such as
the announcement of new products by the Company or its competitors, market
conditions in the electronics and precision measurement industries in general
and quarterly fluctuations in financial results could cause the market price of
the Common Stock to vary substantially. In recent years, the stock market has
experienced price and volume fluctuations that have particularly affected the
market prices for many high technology companies and which often have been
unrelated to the operating performance of such companies. The market volatility
may adversely affect the market price of the Company's Common Stock.

INTEGRATION OF ACQUISITIONS. During 1999 the Company consummated several
strategic acquisitions at a cost of approximately $19.6 million These
acquisitions resulted in intangible assets of approximately $11.9 million which
are being amortized over a 7 year period. The future financial performance of
the Company will be significantly impacted by the ability to successfully
integrate operations and development efforts of the acquired organizations into
those of CyberOptics and to generate operating performance from acquired
operations sufficient to have a positive contribution to net income.

NEW PRODUCT INTRODUCTIONS. There are a number of significant new product
introductions planned for fiscal 2000 both in the OEM sensors and SMT systems
product groups. The ability of the Company to successfully introduce, and
manufacture these products and for them to gain rapid market acceptance will
have a significant impact on the future financial performance.

IN PROCESS RESEARCH AND DEVELOPMENT. Although the Company believes that the
assumptions upon which the accounting treatment of the Kestra and HAMA
businesses was appropriate, there can be no assurance that such accounting
treatment, upon review by the Securities and Exchange Commission, will not be
questioned or that adjustments to the purchase accounting will not be required
by the SEC.