<PAGE>   1
                                    FORM 10-Q

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

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


For Quarter Ended: January 31, 2001           Commission File Number: 00-1033864
                   ----------------                                   ----------


                          DOCUCORP INTERNATIONAL, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)



            Delaware                                            75-2690838
-------------------------------                           ----------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                            identification number)



     5910 North Central Expressway, Suite 800, Dallas, Texas          75206
    --------------------------------------------------------------------------
           (Address of principal executive offices)                 (Zip Code)


                                 (214) 891-6500
              -----------------------------------------------------
               (Registrant's telephone number including area code)


                                 Not applicable
       -------------------------------------------------------------------
         (Former name, former address and former fiscal year, if changed
                               since last report)



         Indicate by check mark whether the registrant (1) 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 [ ]

         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: Common Stock, $.01
par value, 14,046,459 shares outstanding as of February 26, 2001.



<PAGE>   2

                          DOCUCORP INTERNATIONAL, INC.
                                TABLE OF CONTENTS
                           QUARTERLY REPORT FORM 10-Q
                                JANUARY 31, 2001


<TABLE>
<CAPTION>
                                     PART I - FINANCIAL INFORMATION
                                                                                                                 Page
                                                                                                                 ----
<S>                                                                                                              <C>
Item 1.  Financial Statements (Unaudited)

         Consolidated Balance Sheets as of January 31, 2001 and July 31, 2000                                      2

         Interim Consolidated Statements of Operations and Comprehensive                                           3
                Income for the three and six months ended January 31, 2001 and 2000

         Interim Consolidated Statements of Cash Flows for the six months
                ended January 31, 2001 and 2000                                                                    4

         Notes to Interim Consolidated Financial Statements                                                        5

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations                                                                                     7

Item 3.  Quantitative and Qualitative Disclosures About Market Risk                                               11


                                            PART II - OTHER INFORMATION

Item 4.  Submission of Matters to a Vote of Security Holders                                                      13

Item 6.  Exhibits and Reports on Form 8-K                                                                         13


Signatures                                                                                                        14
</TABLE>



<PAGE>   3

                          DOCUCORP INTERNATIONAL, INC.
                           CONSOLIDATED BALANCE SHEETS
                (IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS)
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                              January 31,      July 31,
                                                                 2001            2000
                                                             ------------    ------------
<S>                                                          <C>             <C>
ASSETS
     Current assets:
         Cash and cash equivalents                           $      5,445    $      4,739
         Short-term investments                                     3,874           7,754
         Accounts receivable, net of allowance
              of $732 and $600, respectively                       15,678          12,018
         Other current assets                                       2,830           3,099
                                                             ------------    ------------
                  Total current assets                             27,827          27,610

     Fixed assets, net of accumulated depreciation
         of $7,390 and $6,309, respectively                         6,439           6,039
     Software, net of accumulated amortization
         of $12,398 and $11,277, respectively                       7,219           7,259
     Goodwill, net of accumulated amortization
         of $4,386 and $3,832, respectively                         6,400           6,954
     Other assets                                                   1,224           1,148
                                                             ------------    ------------
                                                             $     49,109    $     49,010
                                                             ============    ============
LIABILITIES AND STOCKHOLDERS' EQUITY
     Current liabilities:
         Accounts payable                                    $      1,476    $      1,763
         Accrued liabilities                                        4,162           3,626
         Deferred revenue                                           9,662           8,884
         Income taxes payable                                       1,411             308
                                                             ------------    ------------
                  Total current liabilities                        16,711          14,581

     Other long-term liabilities                                      746             724

     Commitments and contingencies

     Stockholders' equity:
         Preferred stock, $.01 par value, 1,000,000 shares
               authorized; none issued                                  0               0
         Common stock, $.01 par value, 50,000,000 shares
               authorized; 16,593,849 shares issued                   166             166
         Additional paid-in capital                                44,407          44,725
         Treasury stock at cost, 2,495,490 and 1,508,777
                 shares, respectively                             (11,325)         (7,923)
         Accumulated deficit                                       (1,563)         (3,187)
         Foreign currency translation adjustment                      (33)            (76)
                                                             ------------    ------------
                  Total stockholders' equity                       31,652          33,705
                                                             ------------    ------------
                                                             $     49,109    $     49,010
                                                             ============    ============
</TABLE>



      See accompanying notes to interim consolidated financial statements.
                                        2

<PAGE>   4

                          DOCUCORP INTERNATIONAL, INC.
     INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
                     (IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                      Three months ended         Six months ended
                                                          January 31,               January 31,
                                                   ------------------------   -----------------------

                                                      2001          2000         2001         2000
                                                   ----------    ----------   ----------   ----------
<S>                                                <C>           <C>          <C>          <C>
REVENUES
         ASP hosting                               $    3,186    $    2,325   $    6,119   $    4,550
         Professional services                          5,240         3,901       10,413        9,041
         License                                        2,443         2,079        5,486        3,959
         Maintenance and other recurring                4,064         3,633        8,060        7,371
                                                   ----------    ----------   ----------   ----------
                Total revenues                         14,933        11,938       30,078       24,921
                                                   ----------    ----------   ----------   ----------

EXPENSES
         ASP hosting                                    3,264         1,898        6,288        3,664
         Professional services                          4,039         3,732        8,051        7,857
         Product development and support                2,628         2,679        5,288        5,138
         Selling, general and administrative            3,816         3,520        7,686        6,835
                                                   ----------    ----------   ----------   ----------
                Total expenses                         13,747        11,829       27,313       23,494
                                                   ----------    ----------   ----------   ----------
                Operating income                        1,186           109        2,765        1,427
         Other income, net                                147           182          189          340
                                                   ----------    ----------   ----------   ----------
                Income before income taxes              1,333           291        2,954        1,767
         Provision for income taxes                       620           169        1,330          823
                                                   ----------    ----------   ----------   ----------
                Net income                         $      713    $      122   $    1,624   $      944
                                                   ==========    ==========   ==========   ==========

Other comprehensive income (loss):
         Foreign currency translation adjustment          (50)            0           43            0
                                                   ----------    ----------   ----------   ----------
                Comprehensive income, net of tax   $      663    $      122   $    1,667   $      944
                                                   ==========    ==========   ==========   ==========


Net income per share:
         Basic                                     $     0.05    $     0.01   $     0.11   $     0.06
                                                   ==========    ==========   ==========   ==========
         Diluted                                   $     0.05    $     0.01   $     0.11   $     0.06
                                                   ==========    ==========   ==========   ==========

Weighted average shares outstanding used
      in the net income per share calculations:
         Basic                                         14,333        15,482       14,646       15,497
                                                   ==========    ==========   ==========   ==========
         Diluted                                       15,009        17,193       15,408       17,159
                                                   ==========    ==========   ==========   ==========
</TABLE>



      See accompanying notes to interim consolidated financial statements.
                                        3

<PAGE>   5

                          DOCUCORP INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                  Six months ended
                                                                                     January 31,
                                                                              ------------------------

                                                                                 2001          2000
                                                                              ----------    ----------
<S>                                                                           <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                                                                $    1,624    $      944
    Adjustments to reconcile net income to
       net cash provided by operating activities:
         Depreciation                                                                518           790
         Amortization of capitalized software                                      1,121         1,109
         Amortization of goodwill                                                    554           678
         Provision for doubtful accounts                                             362            98
         Other                                                                        10             3
         Changes in assets and liabilities:
           (Increase) decrease in accounts receivable                             (4,036)        1,774
           Decrease in other assets                                                  186         1,329
           Decrease in accounts payable                                             (285)         (527)
           Increase (decrease) in accrued liabilities                                534          (415)
           Increase in deferred revenue                                              791           142
           Increase in other liabilities                                           1,213           121
                                                                              ----------    ----------
                        Total adjustments                                            968         5,102
                                                                              ----------    ----------
                        Net cash provided by operating activities                  2,592         6,046
                                                                              ----------    ----------

CASH FLOWS FROM INVESTING ACTIVITIES
   (Purchase) sale of short-term investments, net                                  3,880          (876)
   Purchase of fixed assets                                                         (925)       (2,546)
   Capitalized software development costs                                         (1,081)         (839)
                                                                              ----------    ----------
                        Net cash provided by (used in) investing activities        1,874        (4,261)
                                                                              ----------    ----------

CASH FLOWS FROM FINANCING ACTIVITIES
   Principal payments under capital lease obligations                                  0           (17)
   Proceeds from exercise of stock options                                            13           473
   Proceeds from repayment of note receivable from stockholders                        0            42
   Purchase of treasury stock                                                     (3,808)       (2,040)
   Proceeds from stock issued under Employee Stock Purchase Plan                      65           141
                                                                              ----------    ----------
                       Net cash used in financing activities                      (3,730)       (1,401)
                                                                              ----------    ----------
Effect of exchange rates on cash flows                                               (30)            0
                                                                              ----------    ----------
Net increase in cash and cash equivalents                                            706           384
Cash and cash equivalents at beginning of period                                   4,739         6,459
                                                                              ----------    ----------
Cash and cash equivalents at end of period                                    $    5,445    $    6,843
                                                                              ==========    ==========
</TABLE>



      See accompanying notes to interim consolidated financial statements.
                                        4


<PAGE>   6

                          DOCUCORP INTERNATIONAL, INC.
               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim consolidated financial statements of DocuCorp
International, Inc. and its subsidiaries ("DocuCorp" or the "Company") for the
three and six month periods ended January 31, 2001 and 2000 have been prepared
in accordance with generally accepted accounting principles for interim
financial information. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements. The financial information presented should be read in
conjunction with the Company's annual consolidated financial statements for the
year ended July 31, 2000. The foregoing unaudited interim consolidated financial
statements reflect all adjustments (all of which are of a normal recurring
nature) which are, in the opinion of management, necessary for a fair
presentation of the results of the interim periods. Operating results for the
three and six months ended January 31, 2001 are not necessarily indicative of
the results to be expected for the year. Certain prior year amounts have been
reclassified to conform to the current year presentation.

NOTE 2 - PRINCIPLES OF CONSOLIDATION

The unaudited interim consolidated financial statements include the accounts of
the Company and its wholly-owned subsidiaries. All significant intercompany
accounts and transactions have been eliminated in consolidation.

The accounts of the Company's foreign subsidiary are maintained in its local
currency. The accompanying unaudited interim consolidated financial statements
have been translated and adjusted to reflect U.S. dollars in accordance with
accounting principles generally accepted in the United States.

NOTE 3 - NET INCOME PER SHARE

The Company's basic and diluted net income per share are computed in accordance
with Statement of Financial Accounting Standards No. 128, "Earnings Per Share".
Basic net income per share is computed using the weighted average number of
common shares outstanding. Diluted net income per share is computed using the
weighted average number of common shares outstanding and the assumed exercise of
stock options and warrants (using the treasury stock method). Following is a
reconciliation of the shares used in computing basic and diluted net income per
share for the periods indicated (in thousands):

<TABLE>
<CAPTION>
                                                   Three months ended        Six months ended
                                                       January 31,              January 31,
                                                -----------------------   -----------------------

                                                   2001         2000         2001         2000
                                                ----------   ----------   ----------   ----------
<S>                                             <C>          <C>          <C>          <C>
Shares used in computing basic
    net income per share                            14,333       15,482       14,646       15,497
Dilutive effect of stock options and warrants          676        1,711          762        1,662
                                                ----------   ----------   ----------   ----------
Shares used in computing diluted
    net income per share                            15,009       17,193       15,408       17,159
                                                ==========   ==========   ==========   ==========
</TABLE>



                                       5
<PAGE>   7

Options to purchase approximately 2.1 million shares of Common Stock at an
average exercise price of $4.13 per share at January 31, 2001 were anti-dilutive
and not included in the computation of diluted net income per share, because the
options' exercise price was greater than the average market price of the Common
Stock for the period.

NOTE 4 - RESTATEMENT OF FINANCIAL RESULTS

As publicly announced on November 13, 2000, it was determined that the
consolidated results reported in the Company's Form 10-K as of and for the
fiscal year ended July 31, 2000 would be restated. In July 2000, the Company's
fourth fiscal quarter, the Company recognized revenue from a purported amendment
of an existing software license agreement for one of the Company's European
customers. The amendment was improperly represented by the Company's European
subsidiary as having been in effect on July 31, 2000. The Company's audit
committee immediately commenced an internal investigation relating to the
software license agreement. The audit committee retained the law firm of Lovells
to assist in the investigation. As a result of the investigation, it was
determined that certain assets, liabilities, revenues, and net income were
overstated at the Company's European subsidiary. Accordingly, consolidated
results of the Company as of and for the fiscal year ended July 31, 2000 were
impacted. The Company filed Form 10-K/A on November 28, 2000 amending and
restating the previous Form 10-K.

For the year ended July 31, 2000, the previously reported financial statements
included an overstatement of net revenues of approximately $1.4 million and an
overstatement of net income of approximately $980,000, or $0.06 per diluted
share.



                                       6
<PAGE>   8

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


Certain information contained herein may include "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. All statements,
other than statements of historical facts included in this Form 10-Q, are
forward-looking statements. Such statements are subject to certain risks and
uncertainties, which include, but are not limited to, technological advances,
dependence upon the insurance and utilities industries, attraction and retention
of technical employees, fluctuations in operating results, and the other risk
factors and cautionary statements listed from time to time in the Company's
periodic reports filed with the Securities and Exchange Commission. All
forward-looking statements included in this Form 10-Q and all subsequent oral
forward-looking statements attributable to the Company or persons acting on its
behalf are expressly qualified in their entirety by these cautionary statements.

OVERVIEW

DocuCorp International, Inc. ("DocuCorp" or the "Company") develops, markets,
and supports a portfolio of Internet and print, enterprise-wide software
products that enable users to acquire, manage, personalize, and present
information. In addition, the Company provides application service provider
("ASP") hosting of Internet-enabled solutions, consulting, application
integration, and training through a 205-person service organization. ASP hosting
is performed using the Company's software and facilities to provide processing,
print, mail, archival, and Internet delivery of documents for customers who
outsource this activity.

The Company's software products support leading hardware platforms, operating
systems, printers, and imaging systems. These products are designed to
personalize, produce, and manage documents such as insurance policies, utility
statements, telephone bills, bank and mutual fund statements, invoices, direct
mail correspondence, bills of lading, and other customer-oriented documents. The
Company's ASP offerings include customer statement and bill generation,
electronic bill presentment and payment, insurance policy production, and
electronic document archival. The Company currently has an installed base of
approximately 900 customers. More than half of the 200 largest insurance
companies in the United States use the Company's software products and services,
including nine of the ten largest life and health insurance companies and nine
of the ten largest property and casualty insurance companies. Many of the
largest North American utilities companies, major international financial
services institutions, and clients in higher education and the
telecommunications industries use the Company's products and services.

The Company derives its revenues from ASP hosting fees, professional services
fees, license fees, and recurring maintenance fees related to its software
products. ASP hosting revenues consist of fees earned from customers who
outsource document automation applications. Professional services revenues
include fees for consulting, implementation, and education services. License
revenues are generally derived from perpetual and term licenses of software
products. Maintenance and other recurring revenues consist primarily of
recurring license fees and annual maintenance contracts.

RESTATEMENT OF FINANCIAL RESULTS

As publicly announced on November 13, 2000, it was determined that the
consolidated results reported in the Company's Form 10-K as of and for the
fiscal year ended July 31, 2000 would be restated. In July 2000, the Company's
fourth fiscal quarter, the Company recognized revenue from a purported amendment
of an existing software license agreement for one of the Company's European
customers. The amendment was improperly represented by the Company's European
subsidiary as having been in effect on July 31, 2000. The Company's audit
committee immediately commenced an internal investigation relating to the
software license agreement. The audit committee retained the law firm of Lovells
to assist in the investigation. As a result of the investigation, it was
determined that certain assets, liabilities, revenues,



                                       7
<PAGE>   9

and net income were overstated at the Company's European subsidiary.
Accordingly, consolidated results of the Company as of and for the fiscal year
ended July 31, 2000 were impacted. The Company filed Form 10-K/A on November 28,
2000 amending and restating the previous Form 10-K.

For the year ended July 31, 2000, the previously reported financial statements
included an overstatement of net revenues of approximately $1.4 million and an
overstatement of net income of approximately $980,000, or $0.06 per diluted
share.

HISTORICAL OPERATING RESULTS OF THE COMPANY


The following table sets forth selected unaudited interim consolidated
statements of operations data of the Company expressed as a percentage of total
revenues for the periods indicated:

<TABLE>
<CAPTION>
                                                  Three months ended           Six months ended
                                                      January 31,                 January 31,
                                               ------------------------    ------------------------

                                                  2001          2000          2001          2000
                                               ----------    ----------    ----------    ----------
<S>                                            <C>           <C>           <C>           <C>
Revenues
         ASP hosting                                   21%           19%           20%           18%
         Professional services                         35            33            35            36
         License                                       17            17            18            16
         Maintenance and other recurring               27            31            27            30
                                               ----------    ----------    ----------    ----------
                Total revenues                        100           100           100           100
                                               ----------    ----------    ----------    ----------

Expenses
         ASP hosting                                   22            16            21            15
         Professional services                         27            31            27            31
         Product development and support               17            22            17            21
         Selling, general and administrative           26            30            26            27
                                               ----------    ----------    ----------    ----------
                Total expenses                         92            99            91            94
                                               ----------    ----------    ----------    ----------
                Operating income                        8             1             9             6
         Other income, net                              1             1             1             1
                                               ----------    ----------    ----------    ----------
                Income before income taxes              9             2            10             7
         Provision for income taxes                     4             1             5             3
                                               ----------    ----------    ----------    ----------
                Net income                              5%            1%            5%            4%
                                               ==========    ==========    ==========    ==========
</TABLE>

COMPARATIVE ANALYSIS OF QUARTERLY RESULTS FOR THE THREE AND SIX MONTHS ENDED
JANUARY 31, 2001 AND 2000

REVENUES

Total revenues increased approximately 25% and 21% for the three and six months
ended January 31, 2001, respectively, due to increases among all revenue
streams. For the three and six months ended January 31, 2001, ASP hosting
revenues increased 37% and 34%, respectively, due to the Company's focus on
expanding this business and adding several new significant customers. For the
three and six months ended January 31, 2001, professional services revenues
increased 34% and 15%, respectively. License revenues increased 17% and 39% for
the three and six months ended January 31, 2001, respectively. The increase in
professional services and license revenues is primarily the result of customers
no longer focused on Y2K as they were for the comparable periods in fiscal 2000.
Maintenance



                                       8
<PAGE>   10

revenues increased 12% and 9% for the three and six months ended January 31,
2001, respectively, due to an expanding customer base.

Backlog for the Company's products and services of approximately $42.0 million
as of January 31, 2001, of which approximately $23.8 million is scheduled to be
satisfied within one year, is primarily composed of recurring software license
and maintenance revenues for ongoing maintenance and support, software
implementation and consulting services, and ASP hosting services. Software
agreements for recurring license fees generally have non-cancelable terms of up
to five years. Annual maintenance contracts may generally be terminated upon 30
days' notice; however, the Company has not historically experienced material
cancellations of such contracts. Software implementation and consulting services
backlog is principally performed under time and material agreements, of which
some have cancellation provisions. ASP hosting services agreements generally
provide that fees are charged on a per transaction basis. The estimated future
revenues with respect to software implementation and ASP hosting services are
based on management's estimate of revenues over the remaining life of the
respective contracts.

ASP HOSTING EXPENSE

ASP hosting expense is composed primarily of personnel costs, facility-related
costs, postage, and supplies expense related to the Company's two ASP hosting
centers. ASP hosting expense increased 72% for both the three and six months
ended January 31, 2001 due primarily to personnel, facility, and computer costs
associated with opening a second ASP hosting facility in Dallas, Texas in March
2000. ASP hosting expense also increased as a result of approximately $337,000
and $772,000 of additional postage and supplies expense related to increased ASP
hosting revenues for the three and six months ended January 31, 2001. For the
three months ended January 31, 2001 and 2000, ASP hosting expense represented
102% and 82% of ASP hosting revenues, respectively. For the six months ended
January 31, 2001 and 2000, ASP hosting expense represented 103% and 81% of ASP
hosting revenues, respectively. The increase in cost as a percentage of revenues
is mainly due to additional costs incurred with expanding the Company's ASP
hosting capacity. The Company expects ASP hosting revenues will increase at a
greater rate than the associated expenses.

PROFESSIONAL SERVICES EXPENSE

Professional services expense is composed primarily of personnel expenses
related to implementation, education, and consulting services. Professional
services expense increased 8% and 2% for the three and six months ended January
31, 2001, respectively, due primarily to increased personnel costs and travel
expenses associated with the increased professional services revenues. For the
three months ended January 31, 2001 and 2000, professional services expense
represented 77% and 96% of professional services revenues, respectively. For the
six months ended January 31, 2001 and 2000, professional services expense
represented 77% and 87% of professional services revenues, respectively. The
decrease in cost as a percentage of professional services revenues is mainly due
to higher utilization of implementation and consulting personnel. The Company
expects professional services expenses to increase as professional services
activities and revenues increase domestically and internationally.

PRODUCT DEVELOPMENT AND SUPPORT EXPENSE

Product development and support expense consists primarily of research and
development efforts, amortization of capitalized software development costs,
customer support, and other product support costs. For the three and six months
ended January 31, 2001, product development and support expense decreased 2% and
increased 3%, respectively. Both periods had increased personnel costs for
development and support efforts, offset by increased software capitalization
related to the development of the Company's products. The Company anticipates
continued acceleration of development efforts, including Internet applications,
integration of its existing product offerings, further development of systems
for use in industries such as utilities and financial services, development of
new software products utilizing



                                       9
<PAGE>   11

object-oriented technology, and continued support of its existing product lines.
Expenditures in this area are expected to increase in relation to the
anticipated growth in revenues.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSE

Selling, general and administrative expense increased 8% and 12% for the three
and six months ended January 31, 2001, respectively. This increase is primarily
due to increased personnel costs, increased provision for doubtful accounts, and
the one-time impact of expenses in fiscal 2001 associated with the restatement
of the Company's financial statements for the year ended July 31, 2000.

OTHER INCOME, NET

Other income, net decreased approximately 19% and 44% for the three and six
months ended January 31, 2001, respectively. For the three months ended January
31, 2001, the decrease is mainly due to decreased interest income as a result of
lower cash and short-term investment balances. For the six months ended January
31, 2001, the decrease is largely due to a loss on the foreign exchange rate
associated with the Company's European subsidiary.

PROVISION FOR INCOME TAXES

The effective tax rate for the three months ended January 31, 2001 and 2000 was
approximately 47% and 58%, respectively, and approximately 45% and 47% for the
six months ended January 31, 2001 and 2000, respectively. These rates differ
from the federal statutory rate due primarily to non-deductible goodwill
amortization related to the Merger and fiscal year 1998 acquisitions of EZPower
Systems, Inc. and Maitland Software, Inc.

NET INCOME

Net income increased approximately 484% and 72% for the three and six months
ended January 31, 2001, respectively. The increase in net income for these
periods is primarily due to increased revenue in all streams, particularly high
margin software license revenues. The increased revenues were partially offset
by additional personnel costs and expenses associated with opening the second
ASP hosting facility.

LIQUIDITY AND CAPITAL RESOURCES

At January 31, 2001, the Company's principal sources of liquidity consisted of
cash of approximately $5.4 million and short-term investments of approximately
$3.9 million. Cash and cash equivalents for the six months ended January 31,
2001 increased approximately $706,000. The increase in cash and cash equivalents
is due primarily to approximately $2.6 million cash generated from operations
and approximately $1.9 million cash provided by investing activities
substantially offset by cash used in financing activities. Cash flows provided
by investing activities was related to the sale of short-term investments,
purchase of fixed assets, and development of capitalized software. Cash flows
used in financing activities of approximately $3.7 million primarily relates to
the purchase of treasury stock under the Company's stock repurchase program. As
of January 31, 2001, the Company had repurchased approximately 3,677,000 shares
of its Common Stock at an average per share cost of $4.67.

Working capital was approximately $11.1 million at January 31, 2001, compared
with approximately $13.0 million at July 31, 2000.

The Company's $3.5 million revolving credit facility bears interest at the
bank's prime rate less 0.25% (8.75% as of January 31, 2001) and has been renewed
and extended to November 2001. Under the credit facility, the Company is
required to maintain certain financial covenants. As of January 31, 2001 there
were no borrowings under this credit facility.



                                       10
<PAGE>   12

The Company's liquidity needs are expected to arise primarily from funding the
continued development, enhancement, and support of its software offerings,
selling and marketing costs associated principally with continued entry into new
vertical and international markets, and repurchase of treasury stock under the
Company's stock repurchase program. Although the Company has no current
commitments or agreements with respect to any acquisition of other businesses or
technologies, a portion of the Company's cash could be used to acquire
complementary businesses or obtain the right to use complementary technologies.

The Company currently anticipates that existing cash and short-term investment
balances, its existing credit facility, and cash generated from operations will
be sufficient to satisfy its operating cash needs for the foreseeable future.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities" ("SFAS 133"), which requires all derivative instruments
be recorded on the balance sheet at fair value. Changes in the fair value of
derivatives are recorded each period in current earnings or other comprehensive
income, depending on whether a derivative is designated as part of a hedge
transaction and, if it is, depending on the type of hedge transaction. During
the first quarter of fiscal 2001, the Company adopted SFAS 133. The adoption of
this statement had no impact on the Company's unaudited interim consolidated
financial statements for the three or six months ended January 31, 2001 as the
Company does not currently hold derivative instruments or engage in hedging
activities.

In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101, "Revenue Recognition in Financial Statements," ("SAB 101"),
which provides guidance on the recognition, presentation, and disclosure of
revenue in financial statements filed with the Securities and Exchange
Commission. SAB 101 outlines the basic criteria that must be met to recognize
revenue and provides guidance for disclosures related to revenue recognition
policies. The Company plans to adopt SAB 101 during the fourth quarter of the
fiscal year ending July 31, 2001. The Company is in the process of assessing the
impact of adopting SAB 101.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company has no derivative financial instruments in its cash and cash
equivalent balances. The Company invests its cash and cash equivalents in
investment-grade, highly liquid investments, consisting of money market
instruments and commercial paper.

The Company is exposed to market risk arising from changes in foreign currency
exchange rates as a result of selling its products and services outside the
United States (principally the United Kingdom). A portion of the Company's sales
generated from its non-U.S. operations are denominated in currencies other than
the U.S. dollar, principally British pounds. Consequently, the translated U.S.
dollar value of DocuCorp's foreign sales and operating results are subject to
currency exchange rate fluctuations which may favorably or unfavorably impact
reported earnings and may affect comparability of period-to-period operating
results.

For both the three and six months ended January 31, 2001, approximately 1% of
the Company's revenues and 5% of the Company's operating expenses were
denominated in British pounds. Historically, the effect of fluctuations in
currency exchange rates has not had a material impact on the Company's
operations;



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<PAGE>   13

however, there can be no guarantees that it will not have a material impact in
the future. The Company's exposure to fluctuations in currency exchange rates
will increase as it expands its international operations.



                                       12
<PAGE>   14

PART II - OTHER INFORMATION

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

The Company held its Annual Meeting of Stockholders on December 12, 2000. At
this meeting, the stockholders voted in favor of electing as directors the six
nominees named in the Proxy Statement dated October 27, 2000. Also at this
meeting, the stockholders voted in favor of amending the 1997 Equity
Compensation Plan to increase the number of shares of Common Stock issuable upon
exercise of stock options under the plan from 1,730,000 to 2,500,000 shares and
electing PricewaterhouseCoopers LLP as its independent auditors for the 2001
fiscal year. The number of votes cast for each item was as follows:

<TABLE>
<CAPTION>
I.       Election of Directors

                                             For           Against      Withheld
                                          ----------       -------      --------
<S>                                       <C>              <C>          <C>
         Milledge A. Hart, III            13,915,908        1,580        338,040
         Michael D. Andereck              13,915,368        2,120        338,040
         Anshoo S. Gupta                  13,916,028        1,460        338,040
         John D. Loewenberg               13,915,946        1,542        338,040
         George F. Raymond                13,916,068        1,420        338,040
         Arthur R. Spector                13,914,607        2,881        338,040

II.      Amendment to 1997 Equity Compensation Plan

                                           7,479,399      960,782        164,278

III.     Election of PricewaterhouseCoopers LLP as Independent Auditors

                                          14,220,971       27,641          6,916
</TABLE>


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

             (a)  Reports on Form 8-K.

                  No reports on Form 8-K have been filed by the Registrant
                  during the three months ended January 31, 2001.



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<PAGE>   15

                                   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.


      DocuCorp International, Inc.
--------------------------------------------
       (Registrant)


/s/ Michael D. Andereck                                    Date March 19, 2001
--------------------------------------------                    --------------
Senior Vice President, Finance
(Duly Authorized Officer and Principal Financial Officer)



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