UNITED STATES

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                   FORM 10-Q


     (X)     Quarterly Report Pursuant to Section 13 or 15(d) of the
             Securities Exchange Act of 1934

             For the quarterly period ended ....... October 31, 1999

     OR

     ( )     Transition Report Pursuant to Section 13 or 15(d) of the
             Securities Exchange Act of 1934


     Commission file Number    0-20269

     DUCKWALL-ALCO STORES, INC.
     (Exact name of registrant as specified in its charter.)

     Kansas                                       48-0201080
     (State or other jurisdiction of              (I.R.S. Employer
     incorporation or organization)               Identification No.)

     401 Cottage Avenue
     Abilene, Kansas                              67410-2832
     (Address of principal executive offices      (Zip Code)

     Registrant's telephone number, including area code:
     (785) 263-3350

          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 [ ]


     APPLICABLE ONLY TO CORPORATE ISSUERS:

     4,772,299 shares of common stock, $.0001 par value (the issuer's
     only class of common stock), were outstanding as of October 31, 1999.

<PAGE>
<TABLE>

PART I.  Financial Information.

         ITEM 1.  Financial Statements.


                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries
                         Consolidated Balance Sheets

                            (Dollars in Thousands)
<CAPTION>


                                           October 31,     January 31,
                                             1999            1999
                                           (Unaudited)
                                           ___________      __________
<S>                                                <C>             <C>
ASSETS

Current assets:
     Cash and cash equivalents                 $ 5,826           $10,423
     Receivables                                 3,648             3,557
     Inventories                               134,422           113,225
     Prepaid expenses and other current
        assets                                   1,000               359

          Total current assets                 144,896           127,564

Property and equipment                          78,560            73,967
Less accumulated depreciation                   39,181            35,340

          Net property and equipment            39,379            38,627

Property under capital leases                   20,407            20,407
Less accumulated amortization                   14,878            14,428

          Net property under capital leases      5,529             5,979

Other non-current assets                           258               304


               Total assets                   $190,062         $172,474

<FN>
See accompanying notes to unaudited consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>

                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries
                         Consolidated Balance Sheets

                            (Dollars in Thousands)
<CAPTION>

                                           October 31,       January 31,
                                             1999              1999
                                           (unaudited)
                                          ___________       ____________
<S>                                                <C>               <C>
LIABILITIES AND STOCKHOLDERS' EQUITY



Current liabilities:
   Current maturities of:
     Long term debt                             $1,420            $1,556
     Capital lease obligations                     540               540
   Accounts payable                             37,523            20,488
   Income taxes payable                              0             1,780
   Accrued salaries and commissions              3,655             4,705
   Accrued taxes other than income               4,386             3,520
   Other current liabilities                     1,713             2,643
   Deferred income taxes                         2,256             2,256

          Total current liabilities             51,493            37,488

Notes payable under revolving loan              35,040            30,598
Long term debt
     less current maturities                     3,788             4,825

Capital lease obligations
     less current maturities                     7,684             8,089

Other noncurrent liabilities                     1,440             1,484
Deferred revenue                                   908             1,075
Deferred income taxes                            2,489             2,489

          Total liabilities                    102,842            86,048

Stockholders' equity:
Common stock, $.0001 par value, authorized
  20,000,000 shares; issued and outstanding
  4,772,299 shares and 5,092,324 shares
  respectively                                       1                 1
Additional paid-in capital                      51,481            54,247

Retained earnings since June 2, 1991            35,738            32,178

          Total stockholders' equity            87,220            86,426

          Total liabilities and
               stockholders' equity           $190,062          $172,474

<FN>
See accompanying notes to unaudited consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries
                      Consolidated Statements of Operations

                 (Dollars in Thousands Except Per Share Amounts)
                                  (Unaudited)
<CAPTION>

                                                 For the Thirteen Week         For the Thirty-Nine Week
                                                    Periods Ended                    Periods Ended

                                             October 31,      November 1,      October 31,      November 1,
                                              1999             1998              1999            1998
                                            ___________      ___________      ___________      __________
                                                    <C>              <C>             <C>             <C>
Net sales ...............................      $87,624           $85,308        $268,796        $256,720
Cost of sales ...........................       56,975            56,018         177,115         168,670

          Gross margin ..................       30,649            29,290          91,681          88,050

Selling, general
     and administrative .................       26,502            24,854          78,418          74,060

Depreciation
     and amortization ...................        1,597             1,568           4,757           4,506


          Total operating expenses ......       28,099            26,422          83,175          78,566


Income from operations ..................        2,550             2,868           8,506           9,484

Interest expense.........................          915             1,083           2,762           3,177

Earnings before income taxes ............        1,635             1,785           5,744           6,307

Income tax expense ......................          621               666           2,184           2,401

Earnings before cumulative effect of
    accounting change ...................        1,014             1,119           3,560           3,906

Cumulative effect of accounting
    change (net of tax) .................            0                 0               0            (956)

Net earnings ............................       $1,014            $1,119          $3,560          $2,950

Per share data - basic

Earnings before cumulative effect of
    accounting change ...................       $ 0.20            $ 0.22          $ 0.71          $ 0.76

Cumulative effect of accounting change ..          .00              0.00            0.00           (0.19)

Net earnings ............................       $ 0.20            $ 0.22          $ 0.71          $ 0.57

Per share data - diluted

Earnings before cumulative effect of
    accounting change ...................       $ 0.20            $ 0.22          $ 0.71          $ 0.76

Cumulative effect of accounting change ..          .00              0.00            0.00           (0.19)

Net earnings ............................       $ 0.20            $ 0.22          $ 0.71          $ 0.57

<FN>
See accompanying notes to unaudited consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries
                     Consolidated Statements of Cash Flow

                            (Dollars in Thousands)
                                  (Unaudited)
<CAPTION>
                                               For the Thirty-Nine Week
                                                     Periods Ended
                                          October 31, 1999       November 1, 1998
                                          ----------------       ----------------
<S>                                                <C>                 <C>

Cash flows from operating activities:

     Net Earnings                               $3,560             $2,950
     Adjustments to reconcile
       net earnings to net cash
       used in operating activities

         Cumulative effect of accounting
            change, net of income tax benefit        0                956
         Amortization of debt financing costs       88                 92
         Depreciation and amortization           4,757              4,506
         LIFO expense                              374                  0
         Increase in inventories               (21,571)           (24,753)
         Increase in accounts payable           17,035             16,247
         Increase in receivables                   (91)              (897)
         Decrease (increase) in prepaid expenses
            and other current assets              (641)               111
         Increase in accrued taxes other than
            income                                 866                669
         Decrease in accrued salary and
            commissions                         (1,050)            (1,345)
         Decrease in income taxes payable       (1,780)            (1,661)
         Decrease in other liabilities          (1,141)              (840)
Net cash provided by (used in) operating
           activities                              406             (3,965)

Cash flow from investing activities:

         Capital expenditures                   (5,087)            (7,484)
         Increase in other assets                  (14)                 0
Net cash used in investing activities           (5,101)            (7,484)


Cash flow from financing activities:
         Proceeds from exercise of outstanding
            stock options                           70                372
         Common stock retired thru buyback
            program                             (2,836)              (668)
         Increase in revolving loan              4,442             17,497
         Principal payments on long term notes  (1,173)            (1,078)
         Principal payments on capital leases     (405)              (389)
         Debt issue costs                            0               (344)
Net cash provided by financing activities           98             15,390

Net increase (decrease) in cash and cash
          equivalents                           (4,597)             3,941
Cash and cash equivalents at beginning of
          period                                10,423              2,555
Cash and cash equivalents at end of period      $5,826             $6,496



<FN>
See accompanying notes to unaudited consolidated financial statements.
</TABLE>
<PAGE>

                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries
             Notes to Unaudited Consolidated Financial Statements


(1)  Basis of Presentation

              The accompanying unaudited consolidated financial
         statements are for interim periods and, consequently, do not
         include all disclosures required by generally accepted
         accounting principles for annual financial statements.  It is
         suggested that the accompanying unaudited consolidated
         financial statements be read in conjunction with the
         consolidated financial statements included in the Company's
         fiscal 1999 Annual Report.  In the opinion of management of
         Duckwall-ALCO Stores, Inc., the accompanying unaudited
         consolidated financial statements reflect all adjustments
         (consisting of normal recurring accruals) necessary to present
         fairly the financial position of the Company and the results of
         its operations and cash flows for the interim periods.

(2)  Principles of Consolidation

              The consolidated financial statements include the accounts
         of Duckwall-ALCO Stores, Inc. and its wholly-owned subsidiaries.
         All significant intercompany transactions and balances have
         been eliminated in consolidation.

(3)  Earnings Per Share

              Earnings per share has been computed based on the weighted
         average number of common shares outstanding during the period
         plus common stock equivalents, when dilutive, consisting of
         stock options.

         The average number of shares used in computing earnings
         per share was as follows:


                    Thirteen Weeks Ending          Basic      Diluted

                    October 31, 1999              4,966,609   4,966,609
                    November 1, 1998              5,119,654   5,147,930

                    Thirty-Nine Weeks Ending

                    October 31, 1999              5,032,341   5,032,341
                    November 1, 1998              5,119,681   5,171,450

<PAGE>
                          Duckwall-ALCO Stores, Inc.
                                And Subsidiaries


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

(Dollars in thousands)

The thirteen weeks ended October 31, 1999 and November 1, 1998 are referred
to herein as the third quarter of fiscal 2000 and 1999, respectively.

As used below the term "competitive  market" refers to any market wherein
there is one or more national or regional full-line discount stores located
in the market served by the Company.  The term "non-competitive  market"
refers to any market where there is no national or regional full-line
discount store located in the market served by the Company.  Even in a
non-competitive market, the Company faces competition from a variety of
sources.

RESULTS OF OPERATIONS

The Company continues to execute its basic strategy of opening stores in
under-served markets that have no competition from national or regional
full-line discount retailers.  During the third quarter of fiscal 2000, the
Company opened 2 ALCO stores and 2 Duckwall stores, all of which were in new,
non-competitive  markets, resulting in a quarter end total of 266 stores.
For the thirty-nine week period ending October 31, 1999, the Company opened
17 stores and closed 8 stores.  As of October 31, 1999, over  80% of the
stores are in non-competitive markets.

Net sales for the third quarter of fiscal 2000 increased $2,316 or 2.7% to
$87,624 compared to $85,308 for the third quarter of fiscal 1999.  Net sales
for the prototype Class 18 ALCO stores open the full period in both the third
quarter of fiscal 2000 and fiscal 1999 (comparable stores) decreased $301 or
1.0%.  The  Duckwall variety stores produced a decrease of $63 or 1.3%
compared to the third quarter of the prior fiscal year.  Net sales for all
stores open the full period decreased $1,458 or 1.9% compared to the third
quarter of the prior fiscal year.  Same store sales were impacted by the
planned elimination of three advertising circulars as part of the
implementation of the Company's new  pricing strategy "New Low Prices
Everyday" (NLPE).

Net sales for the thirty-nine week period ending October 31, 1999 increased
$12,076 or 4.7% to $268,796 compared to $256,720 in  the comparable
thirty-nine week period of the prior fiscal year.  Net sales of comparable
class 18 ALCO stores increased by $736 or .8% for the thirty-nine week period
ending October 31, 1999 compared to the thirty-nine week period of the prior
fiscal year.  Same store sales were impacted by the elimination of eight
advertising circulars and three promotional handouts as part of the
implementation of NLPE.

Gross margin for the third quarter of fiscal 2000 increased $1,359 or 4.6%
to $30,649 compared to $29,290 in the third quarter of fiscal 1999.  Gross
margin as a percentage of sales was 35.0% for the third quarter of  fiscal
2000 compared to 34.3% for the third quarter of fiscal 1999.  The higher gross
margin percent this thirteen week period was due to lower product costs
compared to the thirteen week period of the prior fiscal year.

Gross margin for the thirty-nine week period ended October 31, 1999 was
$91,681, which was $3,631 or 4.1% higher than last year's thirty-nine week
gross margin of $88,050.  As a percent of net sales, gross margin for the
thirty-nine week period ended October 31, 1999 was 34.1% compared to 34.3%
in the thirty-nine week period of the prior fiscal year.

Selling, general and administrative  expense increased $1,648 or 6.6% to
$26,502 in the third quarter of fiscal 2000 compared to $24,854 in the
third quarter of fiscal 1999, primarily due to the increase in total stores.
As a percentage of net sales, selling, general and administrative expenses
in the third quarter of fiscal 2000 was 30.2%, compared to 29.1% in the third
quarter of fiscal 1999.   The increase was due primarily to expense
inflation, which offset the planned lower advertising costs.  Selling,
general and administrative expense was also unfavorably impacted by the
sale-leaseback that was completed in the fourth quarter of fiscal 1999.
The sale-leaseback impacts selling, general and administrative  expense
through higher store rent expense, with a corresponding reduction in
depreciation and interest expense.

Selling, general and administrative expense increased $4,358 or 5.9% to
$78,418 for the thirty-nine week period ended October 31, 1999 compared to
$74,060 for the comparable thirty-nine week period of the prior fiscal year.
Selling, general and administrative expense as a percent of net sales was
29.2% for the thirty-nine week period ended October 31, 1999 compared to
28.8% in the comparable thirty-nine week period last year.   The increase
in selling, general and administrative expense in fiscal 2000 is primarily
due to an increase in the number of stores as well as expense inflation and
the sale-leaseback described earlier.

Depreciation and amortization expense increased $29 or 1.8% to $1,597 in the
third quarter of fiscal 2000 compared to $1,568 in the third quarter of
fiscal 1999.  The increase is due to additional buildings and equipment
associated with the store expansion program.

Income from operations decreased $318 or 11.1% to $2,550 in the third
quarter of fiscal 2000 compared to $2,868 in the third quarter of fiscal
1999.  Income from operations as a percentage of net sales was 2.9% in the
third quarter of fiscal 2000 compared to 3.4% in the third quarter of fiscal
1999.

Income from operations decreased $978 or 10.3% to $8,506 for the thirty-nine
week period ended October 31, 1999 compared to $9,484 in the comparable
thirty-nine week period of the prior fiscal year.

Interest expense decreased $168 or 15.5% in the third quarter of fiscal
2000 compared to the third quarter of fiscal 1999.

Net earnings for the third quarter of fiscal 2000 were $1,014, a decrease of
$105 or 9.4% over the net earnings of $1,119 for the third quarter of fiscal
1999.

LIQUIDITY AND CAPITAL RESOURCES

The Company's primary sources of funds are cash flow from operations,
borrowings under its revolving loan credit facility, mortgage financing, and
vendor trade credit financing (increases in accounts payable).

At October 31, 1999 working capital (defined as current assets less current
liabilities) was $93,403 compared to $90,076 at the end of fiscal 1999.

Cash generated (used) by operating activities in the first three quarters
of fiscal 2000 and 1999 was $406 and ($3,965) respectively.  The decrease
in the amount of cash used by operating activities in the first three
quarters of fiscal 2000 compared to the first three quarters of fiscal 1999
was primarily due to a larger increase in the trade accounts payable build
up relative to the overall increase in inventory levels.

The Company generated cash from financing activities in the first three
quarters of fiscal 2000 and 1999 of  $98 and $15,390, respectively.  This
was generated by borrowing under the revolving loan credit facility, as well
as a $1,870 mortgage secured by certain company fixed assets in fiscal 1999.

Cash used for investing activities in the first three quarters of fiscal 2000
and 1999 totaled $5,101 and $7,484, respectively.  Total anticipated cash
payments for acquisition of property and equipment in fiscal 2000,
principally for store buildings and store and warehouse fixtures and
equipment, are approximately $9,000.

During the third quarter of fiscal 1999 the Company's Board of Directors
authorized a stock repurchase program.  The Company has been authorized to
purchase up to 411,000 shares, or 8% of its outstanding common stock. A total
of 276,900 shares of stock were purchased during the third quarter of the
current fiscal year under this program.  The cumulative total number of
shares repurchased under this program was 387,600 as of October 31, 1999.
On November 18, 1999, the Company's Board of Directors authorized an
additional 1,000,000 shares for repurchase.

THE YEAR 2000

The information in this Year 2000 section is a Year 2000 Readiness Disclosure
under the Year 2000 Information Readiness and Disclosure Act.

INTERNAL CONSIDERATIONS

The Company has been evaluating and adjusting all of its known date-sensitive
systems and equipment for Year 2000 readiness.  The assessment phase of the
Year 2000 project is substantially complete and mission critical systems have
been substantially remediated or replaced.  The assessment phase of the
project included information technology systems as well as non-information
technology equipment.  The Company estimates that over 99% of the required
coding conversions on information technology have occurred to-date.  The
Company has completed the majority of all known coding conversions, and
returned, or placed these systems into production.  This occurred during
the first half of fiscal 2000 as scheduled.  Virtually all of the Company's
remediation efforts have been and will continue to be performed by Company
associates and a limited number of selected software and hardware providers.

As systems have been replaced or remediated, system testing has been
conducted prior to return to production.  Enterprise wide system testing
will be conducted throughout calendar 1999 and through the end of fiscal
2000.

Rollout of Y2K ready store systems was completed in June of 1999.  At this
point the Company believes the store systems to be Y2K ready, however,
additional testing and monitoring continues as deemed necessary.

COSTS RELATED TO YEAR 2000

The total estimated cost of the Company's Year 2000 project is $1,000.
To-date the Company has spent approximately $479 on hardware and software
upgrades (excluding internal costs), and expects to spend as much as an
additional $221.  Additionally the Company has or will incur as much as $300
in internal and external programming costs.  Additional resources are
providing the Company with some enhancements to proprietary systems, and
project planning has begun for future enhancements.

All expenditures related to the Company's Year 2000 readiness initiatives
have been or will be funded by cash flows from operations, borrowing under
the Company's line of credit, or other financing sources, and have been or
will be capitalized or expensed depending on the classification of the
expenditure according to generally accepted accounting principles.

EXTERNAL CONSIDERATIONS

In addition to internal Year 2000 activities, the Company is communicating
with other companies with which its systems interface or rely upon.
Conversion, testing and implementation of Year 2000 ready EDI transaction is
substantially completed.  To-date we have converted 329 out of 341 trading
partners.  Nine (9) trading partners are either in test or have been
scheduled for test prior to December 15, 1999, and three (3) trading partners
have been identified as problem vendors.  The problem vendors and possibly a
small percentage of the vendors either in test or scheduled for test will be
forced to return to paper/fax transactions.   The total annual purchases for
these problem vendors are immaterial.  Contingency plans are being developed
where possible and practical for those vendors who appear to be unlikely to
achieve Y2K readiness by December 15, 1999.

There can be no assurance that there will not be adverse effects on the
Company if third parties, such as utility companies or merchandise suppliers,
do not convert their systems in a timely manner and in a way that is
compatible with the Company's systems.  However, management believes that
ongoing communications with and assessment of these third parties will
minimize these risks.

The Company recognizes the risks of  business disruption resulting from the
noncompliance of service and merchandise suppliers.  Possible consequences
include, but are not limited to, loss of basic utilities within certain
locations, inability to process transactions, send or transmit purchase
orders, or engage in similar normal business activities.  Additionally, due
to the lack of a uniform definition of Year 2000 compliance, the Company
recognizes the potential of an increase in sales returns of merchandise that
contain embedded chips, or hardware or software components.  Due to the
Company's product mix, and the anticipated cooperation from the Company's
suppliers, if returns of merchandise increase, such returns are not expected
to be material to the Company's financial condition.

CONTINGENCY PLANS

To-date the Company has determined areas where contingency planning is
appropriate, and contingency plans and policies have been filed with the
project management office.  External dependency contingency planning
continues to be based on ongoing communications with the Company's suppliers
and service providers.  Based upon public information available from the
utility companies, the Company considers it unlikely that it will suffer
any extended outage period on the basic utilities.  Therefore, the  Company
has not prepared a contingency plan to cover extended outages of  basic
utilities, because the costs would far outweigh the expected benefits given
the perceived low risk.

SUMMARY

The Company believes its IT systems will be ready for the Year 2000.  Should
incidences of non-compliance occur the Company will dedicate both internal
and external resources to resolve any problems.  Although the Company is
taking the steps it deems reasonable to mitigate external Year 2000 issues,
many elements of these risks, and the ability to definitively mitigate them,
are outside the control of the Company.  Given the importance of certain key
service providers, the inability of these business partners to provide their
services to the Company on a timely basis could have a material adverse effect
on the Company's operations and financial results.  Ongoing communications
with the Company's service providers should help mitigate these risks.  No
single merchandise vendor accounts for a significant  total of the Company's
purchases.

The cost of the conversions and the completion dates are based on management's
best estimates and may be updated as additional information becomes available.

BUSINESS OPERATIONS AND SEGMENT INFORMATION

The Company's business activities include operation of ALCO discount stores
in towns with populations which are typically less than 5,000 not served by
other regional or national full-line discount chains and Duckwall variety
stores that offer a more limited selection of merchandise which are primarily
located in communities of less than 2,500 residents.

For financial reporting purposes, the Company has established two operating
segments: "ALCO Discount Stores", and "All Other", which includes the Duckwall
variety stores and other business activities, such as general office,
warehouse and distribution activities.

<TABLE>
<CAPTION>

                                  For The Thirteen Week          For The Thirty-Nine Week
                                      Periods Ended                   Periods Ended

                                  October 31,    November 1,     October 31,      November 1,
                                    1999           1998            1999             1998
<S>                                       <C>            <C>             <C>              <C>
Segment Information

Net Sales:
   ALCO Discount Stores           $79,785         $77,905         $244,460        $233,574
   All Other
     External                       7,839           7,403           24,336          23,146
     Intercompany                  57,119          55,696          153,330         152,953
                                 $144,743        $141,004         $422,126        $409,673

Depreciation and Amortization
   ALCO Discount Stores            $1,010            $849           $2,982          $2,461
   All Other                          587             719            1,775           2,045
                                   $1,597          $1,568           $4,757          $4,506

Income (expense) from Operations:
   ALCO Discount Stores            $6,020          $5,892          $21,082         $19,738
   All Other                       (3,485)         (3,241)         (12,247)        (10,863)
                                   $2,535          $2,651           $8,835          $8,875

Capital Expenditures:
   ALCO Discount Stores            $2,107          $1,382           $3,920          $4,555
   All Other                          228             702            1,167           2,929
                                   $2,335          $2,084           $5,087          $7,484

Identifiable Assets:
   ALCO Discount Stores          $142,518        $147,803         $142,518        $147,803
   All Other                       46,286          40,667           46,286          40,667
                                 $188,804        $188,470         $188,804        $188,470

</TABLE>


Income from operations as reflected in the above segment information has been
determined differently than income from operations in the accompanying
consolidated statements of operations as follows:

Intercompany Sales
Intercompany sales represent transfers of merchandise from the warehouse to
ALCO discount stores and Duckwall variety stores.

Intercompany Expense Allocations
General and administrative expenses incurred at the general office have not
been allocated to the ALCO Discount Stores for purposes of determining income
from operations for the segment information.

Warehousing and distribution costs including freight applicable to merchandise
purchases, have been allocated to the ALCO Discount Stores segment based on
the Company's customary method of allocation for such costs (primarily as a
stipulated percentage of merchandise purchases).

Inventories
Inventories are based on the FIFO method for segment information purposes and
on the LIFO method for the consolidated statements of operations.

Property Costs
In fiscal 1999, for ALCO stores for which the Company owns the store building,
rent expense was charged to, and the applicable depreciation expense was
excluded from income from operations for purposes of determining the segment
information for the ALCO Discount Stores.  In fiscal 2000, for most such ALCO
stores, no rent expense was charged to, and applicable depreciation expense
was included in income from operations.  This change in accounting method
resulted in a $121 increase in income from operations for the ALCO Discount
Store segment in fiscal 2000.  There was no effect on income from operations
as reflected in the accompanying consolidated statements of operations.

Leases
All leases are accounted for as operating leases for purposes of determining
income from operations for purposes of determining the segment information
for the ALCO Discount Stores whereas capital leases are accounted for as such
in the consolidated statements of operations.

Identifiable assets as reflected in the above segment information include
cash and cash equivalents, receivables, inventory, property and equipment,
and property under capital leases.

A reconciliation of the segment information to the amounts reported in the
consolidated financial statements is presented below:

<TABLE>
<CAPTION>
                                                      For The Thirteen Week             For The Thirty-Nine Week
                                                           Periods Ended                      Periods Ended

                                                     October 31,      November 1,       October 31,      November 1,
                                                       1999             1998              1999             1998
<S>                                                          <C>              <C>               <C>              <C>
Net sales per above segment information              $144,743         $141,004           $422,126        $409,673
Intercompany elimination                              (57,119)         (55,696)          (153,330)       (152,953)
   Net sales per consolidated statements              $87,624          $85,308           $268,796        $256,720
     of operations

Income from operations per above segment information   $2,535           $2,651             $8,835          $8,875
Inventory method                                            0                0               (373)              0
Property costs                                             29              241                 88             683
Leases                                                    (14)             (24)               (44)            (74)
   Income from operations per consolidated             $2,550           $2,868             $8,506          $9,484
     statements of operations


</TABLE>
<PAGE>


OTHER INFORMATION

PART II



     Item 1.   Legal Proceedings
          No legal proceedings except those covered by insurance occurred
          during the thirteen week period ended October 31, 1999.


     Item 2.   Changes in Securities
          Not applicable


     Item 3.   Defaults Upon Senior Securities
          Not Applicable


     Item 4.   Submission of Matters to a Vote of Security Holders
          Not Applicable


     Item 5.   Other Information
          None


     Item 6.   Exhibits and Reports on Form 8-K
          (a)  None
          (b)  Reports on Form 8-K
               No reports filed







<PAGE>



                          Duckwall-ALCO Stores, Inc.
                                And Subsidiary

                                  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.



                                  DUCKWALL-ALCO STORES, INC.
                                  (Registrant)




Date, December 10, 1999           /s/Richard A. Mansfield
                                  Richard A. Mansfield
                                  Vice President - Finance
                                  Chief Financial Officer


                                  Signing on behalf of the
                                  registrant and as principal
                                  financial officer



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