<PAGE>   1
     As filed with the Securities and Exchange Commission on March 6, 2000
                                                 Registration Statement No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              --------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              --------------------

                                 COMPUTRAC, INC.
                 (Name of small business issuer in its charter)

           TEXAS
      (State or other
        jurisdiction                                  75-1540265
    of incorporation or                            (I.R.S. Employer
       organization)                              Identification No.)


     222 MUNICIPAL DRIVE
      RICHARDSON, TEXAS                                    75080
(Address of principal executive offices)                 (Zip code)


                              --------------------

                                 COMPUTRAC, INC.
                             1999 STOCK OPTION PLAN
                            (Full title of the plan)

                              --------------------

                                Harry W. Margolis
                               222 Municipal Drive
                             Richardson, Texas 75080
                                 (214) 234-4241
            (Name, address and telephone number of agent for service)


                              --------------------


<TABLE>
<CAPTION>
                                          CALCULATION OF REGISTRATION FEE

==========================================================================================================================
Title of securities to be      Amount to be     Proposed maximum offering       Proposed maximum            Amount of
     registered                registered(1)         price per share(2)     aggregate offering price(2)   registration fee
--------------------------------------------------------------------------------------------------------------------------
<S>           <C>              <C>                   <C>                         <C>                      <C>
Common Stock, $0.01 par value  500,000 shares        $3.00                       $1,500,000               $417
==========================================================================================================================
</TABLE>

(1)      Pursuant to Rule 416, shares issuable as a result of any stock split,
         stock dividend or similar transaction with respect to these shares are
         also being registered hereunder.

(2)      Estimated solely for the purpose of determining the registration fee.
         Pursuant to Rule 457(c) and 457(h)(1), the offering price and
         registration fee are computed on the basis of the average of the high
         and low price of the common stock on The American Stock Exchange on
         February 29, 2000.


<PAGE>   2

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.      Plan Information.*

Item 2.      Registrant Information and Employee Plan Annual Information.*

-------------

*        The documents containing the information specified in Item 1 and Item 2
         of Part I of Form S-8 will be sent or given to employees of CompuTrac,
         Inc. (the "Company") participating in the CompuTrac, Inc. 1999 Stock
         Option Plan, as required by Rule 428(b)(1) promulgated under the
         Securities Act of 1933, as amended (the "Securities Act"). These
         documents and the documents incorporated herein by reference pursuant
         to Item 3 of Part II of this Registration Statement, taken together,
         constitute a prospectus that meets the requirements of Section 10(a) of
         the Securities Act.

<PAGE>   3


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.      Incorporation of Documents by Reference.

       The Company hereby incorporates by reference in this Registration
Statement the following documents previously filed by the Company with the
Securities and Exchange Commission:

       (1)  The Company's Quarterly Reports on Form 10-QSB for the fiscal
            quarters ended April 30, 1999, July 31, 1999 and October 31, 1999.

       (2)  The Company's Annual Report on Form 10-KSB for the fiscal year ended
            January 31, 1999.

       (3)  The description of the Company's Common Stock contained in the
            Registration Statement on Form 8-A filed by the Company with the
            Securities and Exchange Commission on June 1, 1984, including any
            amendment or report filed for the purpose of updating such
            description.

       In addition, all documents filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 subsequent to
the date of this Registration Statement and prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold shall be deemed
to be incorporated by reference in this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained herein
or in a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained herein or in any other
subsequently filed document which also is or is deemed to be incorporated by
reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.

Item 4.      Description of Securities.

       Not applicable.

Item 5.      Interests of Named Experts and Counsel.

       Not applicable.

Item 6.      Indemnification of Directors and Officers.

       The Amended Articles of Incorporation of the Company provide that a
director of the Corporation shall not be personally liable to the Corporation or
its stockholders for monetary damages for breach of fiduciary duty as a
director, except for liability for (i) any breach of the director's duty of
loyalty to the Corporation or its stockholders, (ii) acts or omissions not in
good faith or which involve intentional misconduct or a knowing violation of
law, (iii) any transaction from which the director derived any improper benefit,
(iv) an act or omission for which the liability of a director is expressly
provided for by statute, or (v) an act related to an unlawful stock repurchase
or payment of dividend. The Amended Articles of Incorporation of the Company
further provide that if the laws governing Texas corporations are amended after
approval by the stockholders of this article to authorize corporate action
further eliminating or limiting the personal liability of directors, then the
liability of a director of the Corporation shall be eliminated or limited to the
fullest extent permitted by the Texas Miscellaneous Corporation Laws Act, as so
amended. This provision in the Amended Articles of Incorporation does not
eliminate the duty of care, and in appropriate circumstances equitable remedies
such as an injunction or other forms of nonmonetary relief would remain
available under Texas law. This provision also does


                                      II-1
<PAGE>   4

not affect a director's responsibilities under any other laws, such as the
federal securities laws or state or federal environmental laws.

       The Texas Business Corporation Act ("TBCA") permits the indemnification
of directors, employees, officers and agents of Texas corporations. Under the
TBCA, an officer or director may be indemnified if he or she acted in good faith
and reasonably believed that his or her conduct (i) was in the best interests of
the Company if he or she acted in his or her official capacity or (ii) was not
opposed to the best interests of the Company in all other cases. In addition,
the indemnitee may not have reasonable cause to believe that his or her conduct
was unlawful in the case of a criminal proceeding. In any case, the indemnitee
may not have been found liable to the Company for improperly receiving a
personal benefit or for willful or intentional misconduct in the performance of
his or her duty to the Company. The Company (i) must indemnify an officer or
director for reasonable expenses if he or she is successful, (ii) must indemnify
an officer or director for such expenses unless he or she was found liable for
willful or intentional misconduct in the performance of his or her duty to the
Company and (iii) may advance reasonable defense expenses if the officer of
director undertakes to reimburse the Company if he or she is later found not to
satisfy the standard for indemnification expenses.

Item 7.      Exemption from Registration Claimed.

       Not applicable.

Item 8.      Exhibits.

       The following documents are filed as exhibits to this Registration
Statement:

             4.1   CompuTrac, Inc. 1999 Stock Option Plan

             5.1   Opinion of Thompson & Knight L.L.P.

             23.1  Consent of Grant Thornton L.L.P.

             23.2  Consent of Thompson & Knight L.L.P. (included in the opinion
                   filed herewith as Exhibit 5.1)

             24.1  Power of Attorney (included on the signature page of this
                   Registration Statement)

Item 9.      Undertakings.

               (a) The Registrant hereby undertakes:

                   (1) To file, during any period in which it offers or sells
               securities, a post-effective amendment to this Registration
               Statement to include any additional or charged material
               information on the plan of distribution;

                   (2) For determining liability under the Securities Act of
               1933, to treat each such post-effective amendment as a new
               registration statement of the securities offered, and the
               offering of the securities at that time to be the initial bona
               fide offering thereof; and

                   (3) File a post-effective amendment to remove from
               registration any of the securities that remain unsold at the end
               of the offering.


                                      II-2
<PAGE>   5



                                   SIGNATURES

       Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Richardson and State of Texas on March 1, 2000.

                               COMPUTRAC, INC.


                               By:  /s/ Harry W. Margolis
                                    -------------------------------
                                    Harry W. Margolis,
                                    Chief Executive Officer


                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, that the undersigned directors and
officers of CompuTrac, Inc., a Texas corporation, which is filing a Registration
Statement on Form S-8 with the Securities and Exchange Commission under the
provisions of the Securities Act of 1933, as amended, hereby constitute and
appoint Harry W. Margolis, D. Bruce Walter, and Steven M. Crane, and each of
them, his or her true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, to sign such Registration Statement and
any or all amendments to the Registration Statement, and all other documents in
connection therewith to be filed with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he or she might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents or any of them, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

       Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.


<TABLE>
<CAPTION>
          SIGNATURE                                             TITLE                    DATE
          ---------                                             -----                    ----
<S>                                                   <C>                            <C>
/s/ Harry W. Margolis                                 Chairman and Chief Executive   March 1, 2000
----------------------------------------------        Officer  (Principal
    Harry W. Margolis                                 Executive Officer)

/s/ D. Bruce Walter                                   President (Principal           March 1, 2000
----------------------------------------------        Operating Officer)
    D. Bruce Walter

/s/ Steven M. Crane                                   Chief Financial Officer        March 1, 2000
----------------------------------------------        (Principal Financial and
    Steven M. Crane                                   Accounting Officer)
</TABLE>



                                      II-3
<PAGE>   6


<TABLE>
<CAPTION>
               SIGNATURE                                    TITLE                       DATE
               ---------                                    -----                       ----
<S>                                                   <C>                            <C>
/s/ Dana E. Margolis                                  Secretary, Treasurer and       March 1, 2000
----------------------------------------------        Director
    Dana E. Margolis

/s/ Kenneth R. Nicholas
----------------------------------------------        Director                       March 1, 2000
    Kenneth R. Nicholas

/s/ Gerald D. Harris                                  Director                       March 1, 2000
----------------------------------------------
    Gerald D. Harris
</TABLE>


                                      II-4
<PAGE>   7

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit
Number        Exhibit
-------       -------
<S>           <C>
    4.1       CompuTrac, Inc. 1999 Stock Option Plan

    5.1       Opinion of Thompson & Knight L.L.P.

   23.1       Consent of Grant Thornton L.L.P.

   23.2       Consent of Thompson & Knight L.L.P. (included in the opinion filed
              herewith as Exhibit 5.1)

   24.1       Power of Attorney (included on the signature page of this
              Registration Statement)
</TABLE>
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15507}]
{"company-data": {"conformed-name": "COMPUTRAC INC", "cik": "0000720507", "assigned-sic": "7373", "irs-number": "751540265", "state-of-incorporation": "TX", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-31760", "film-number": "561341"}, "business-address": {"street1": "222 MUNICIPAL DR", "city": "RICHARDSON", "state": "TX", "zip": "75080", "phone": "2142344241"}, "mail-address": {"street1": "222 MUNICIPAL DRIVE", "city": "RICHARDSON", "state": "TX", "zip": "75080"}}
1
     As filed with the Securities and Exchange Commission on March 6, 2000
                                                 Registration Statement No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              --------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              --------------------

                                 COMPUTRAC, INC.
                 (Name of small business issuer in its charter)

           TEXAS
      (State or other
        jurisdiction                                  75-1540265
    of incorporation or                            (I.R.S. Employer
       organization)                              Identification No.)

     222 MUNICIPAL DRIVE
      RICHARDSON, TEXAS                                    75080
(Address of principal executive offices)                 (Zip code)

                              --------------------

                                 COMPUTRAC, INC.
                             1999 STOCK OPTION PLAN
                            (Full title of the plan)

                              --------------------

                                Harry W. Margolis
                               222 Municipal Drive
                             Richardson, Texas 75080
                                 (214) 234-4241
            (Name, address and telephone number of agent for service)

                              --------------------
CALCULATION OF REGISTRATION FEE

==========================================================================================================================
Title of securities to be      Amount to be     Proposed maximum offering       Proposed maximum            Amount of
     registered                registered(1)         price per share(2)     aggregate offering price(2)   registration fee
--------------------------------------------------------------------------------------------------------------------------
Common Stock, $0.01 par value  500,000 shares        $3.00                       $1,500,000               $417
==========================================================================================================================
(1)      Pursuant to Rule 416, shares issuable as a result of any stock split,
         stock dividend or similar transaction with respect to these shares are
         also being registered hereunder.

(2)      Estimated solely for the purpose of determining the registration fee.
         Pursuant to Rule 457(c) and 457(h)(1), the offering price and
         registration fee are computed on the basis of the average of the high
         and low price of the common stock on The American Stock Exchange on
         February 29, 2000.
2

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.      Plan Information.*

Item 2.      Registrant Information and Employee Plan Annual Information.*

-------------

*        The documents containing the information specified in Item 1 and Item 2
         of Part I of Form S-8 will be sent or given to employees of CompuTrac,
         Inc. (the "Company") participating in the CompuTrac, Inc. 1999 Stock
         Option Plan, as required by Rule 428(b)(1) promulgated under the
         Securities Act of 1933, as amended (the "Securities Act"). These
         documents and the documents incorporated herein by reference pursuant
         to Item 3 of Part II of this Registration Statement, taken together,
         constitute a prospectus that meets the requirements of Section 10(a) of
         the Securities Act.
3

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.      Incorporation of Documents by Reference.

       The Company hereby incorporates by reference in this Registration
Statement the following documents previously filed by the Company with the
Securities and Exchange Commission:

       (1)  The Company's Quarterly Reports on Form 10-QSB for the fiscal
            quarters ended April 30, 1999, July 31, 1999 and October 31, 1999.

       (2)  The Company's Annual Report on Form 10-KSB for the fiscal year ended
            January 31, 1999.

       (3)  The description of the Company's Common Stock contained in the
            Registration Statement on Form 8-A filed by the Company with the
            Securities and Exchange Commission on June 1, 1984, including any
            amendment or report filed for the purpose of updating such
            description.

       In addition, all documents filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 subsequent to
the date of this Registration Statement and prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold shall be deemed
to be incorporated by reference in this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained herein
or in a document incorporated or deemed to be incorporated by reference herein
shall be deemed to be modified or superseded for purposes of this Registration
Statement to the extent that a statement contained herein or in any other
subsequently filed document which also is or is deemed to be incorporated by
reference herein modifies or supersedes such statement. Any statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of this Registration Statement.

Item 4.      Description of Securities.

       Not applicable.

Item 5.      Interests of Named Experts and Counsel.

       Not applicable.

Item 6.      Indemnification of Directors and Officers.

       The Amended Articles of Incorporation of the Company provide that a
director of the Corporation shall not be personally liable to the Corporation or
its stockholders for monetary damages for breach of fiduciary duty as a
director, except for liability for (i) any breach of the director's duty of
loyalty to the Corporation or its stockholders, (ii) acts or omissions not in
good faith or which involve intentional misconduct or a knowing violation of
law, (iii) any transaction from which the director derived any improper benefit,
(iv) an act or omission for which the liability of a director is expressly
provided for by statute, or (v) an act related to an unlawful stock repurchase
or payment of dividend. The Amended Articles of Incorporation of the Company
further provide that if the laws governing Texas corporations are amended after
approval by the stockholders of this article to authorize corporate action
further eliminating or limiting the personal liability of directors, then the
liability of a director of the Corporation shall be eliminated or limited to the
fullest extent permitted by the Texas Miscellaneous Corporation Laws Act, as so
amended. This provision in the Amended Articles of Incorporation does not
eliminate the duty of care, and in appropriate circumstances equitable remedies
such as an injunction or other forms of nonmonetary relief would remain
available under Texas law. This provision also does

                                      II-1
4

not affect a director's responsibilities under any other laws, such as the
federal securities laws or state or federal environmental laws.

       The Texas Business Corporation Act ("TBCA") permits the indemnification
of directors, employees, officers and agents of Texas corporations. Under the
TBCA, an officer or director may be indemnified if he or she acted in good faith
and reasonably believed that his or her conduct (i) was in the best interests of
the Company if he or she acted in his or her official capacity or (ii) was not
opposed to the best interests of the Company in all other cases. In addition,
the indemnitee may not have reasonable cause to believe that his or her conduct
was unlawful in the case of a criminal proceeding. In any case, the indemnitee
may not have been found liable to the Company for improperly receiving a
personal benefit or for willful or intentional misconduct in the performance of
his or her duty to the Company. The Company (i) must indemnify an officer or
director for reasonable expenses if he or she is successful, (ii) must indemnify
an officer or director for such expenses unless he or she was found liable for
willful or intentional misconduct in the performance of his or her duty to the
Company and (iii) may advance reasonable defense expenses if the officer of
director undertakes to reimburse the Company if he or she is later found not to
satisfy the standard for indemnification expenses.

Item 7.      Exemption from Registration Claimed.

       Not applicable.

Item 8.      Exhibits.

       The following documents are filed as exhibits to this Registration
Statement:

             4.1   CompuTrac, Inc. 1999 Stock Option Plan

             5.1   Opinion of Thompson & Knight L.L.P.

             23.1  Consent of Grant Thornton L.L.P.

             23.2  Consent of Thompson & Knight L.L.P. (included in the opinion
                   filed herewith as Exhibit 5.1)

             24.1  Power of Attorney (included on the signature page of this
                   Registration Statement)

Item 9.      Undertakings.

               (a) The Registrant hereby undertakes:

                   (1) To file, during any period in which it offers or sells
               securities, a post-effective amendment to this Registration
               Statement to include any additional or charged material
               information on the plan of distribution;

                   (2) For determining liability under the Securities Act of
               1933, to treat each such post-effective amendment as a new
               registration statement of the securities offered, and the
               offering of the securities at that time to be the initial bona
               fide offering thereof; and

                   (3) File a post-effective amendment to remove from
               registration any of the securities that remain unsold at the end
               of the offering.

                                      II-2
5

                                   SIGNATURES

       Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Richardson and State of Texas on March 1, 2000.

                               COMPUTRAC, INC.

                               By:  /s/ Harry W. Margolis
                                    -------------------------------
                                    Harry W. Margolis,
                                    Chief Executive Officer

                                POWER OF ATTORNEY

       KNOW ALL MEN BY THESE PRESENTS, that the undersigned directors and
officers of CompuTrac, Inc., a Texas corporation, which is filing a Registration
Statement on Form S-8 with the Securities and Exchange Commission under the
provisions of the Securities Act of 1933, as amended, hereby constitute and
appoint Harry W. Margolis, D. Bruce Walter, and Steven M. Crane, and each of
them, his or her true and lawful attorneys-in-fact and agents, with full power
of substitution and resubstitution, for him or her and in his or her name, place
and stead, in any and all capacities, to sign such Registration Statement and
any or all amendments to the Registration Statement, and all other documents in
connection therewith to be filed with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he or she might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents or any of them, or their
substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

       Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE                                             TITLE                    DATE
          ---------                                             -----                    ----
/s/ Harry W. Margolis                                 Chairman and Chief Executive   March 1, 2000
----------------------------------------------        Officer  (Principal
    Harry W. Margolis                                 Executive Officer)

/s/ D. Bruce Walter                                   President (Principal           March 1, 2000
----------------------------------------------        Operating Officer)
    D. Bruce Walter

/s/ Steven M. Crane                                   Chief Financial Officer        March 1, 2000
----------------------------------------------        (Principal Financial and
    Steven M. Crane                                   Accounting Officer)
II-3
6
SIGNATURE                                    TITLE                       DATE
               ---------                                    -----                       ----
/s/ Dana E. Margolis                                  Secretary, Treasurer and       March 1, 2000
----------------------------------------------        Director
    Dana E. Margolis

/s/ Kenneth R. Nicholas
----------------------------------------------        Director                       March 1, 2000
    Kenneth R. Nicholas

/s/ Gerald D. Harris                                  Director                       March 1, 2000
----------------------------------------------
    Gerald D. Harris
II-4
7

                                INDEX TO EXHIBITS
Exhibit
Number        Exhibit
-------       -------
4.1       CompuTrac, Inc. 1999 Stock Option Plan

    5.1       Opinion of Thompson & Knight L.L.P.

   23.1       Consent of Grant Thornton L.L.P.

   23.2       Consent of Thompson & Knight L.L.P. (included in the opinion filed
              herewith as Exhibit 5.1)

   24.1       Power of Attorney (included on the signature page of this
              Registration Statement)