SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

~~SECURITIES~~Date ~~EXCHANGE~~of ~~ACT~~Report OF(Date ~~1934~~of Earliest Event Reported): September 22, 2004

Date of Report (Date of Earliest Event Reported): April 12, 2004

Commission File No. 1-9158

MAI SYSTEMS CORPORATION

(Exact name of Registrant as Specified in its Charter)

Delaware		22-2554549
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
26110 Enterprise Way Lake Forest, California 92630
(Address of Principal Executive Offices)

26110 Enterprise Way
Lake Forest, California
92630

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (949) 598-6000

~~Item~~Check the 7.appropriate ~~Financial~~box ~~Statements~~below orif ~~Exhibits~~the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

~~a. Financial~~o Written communications pursuant to Rule 425 ~~Statements.~~under ~~None~~the Securities Act (17 CFR 230.425)

bo Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240. ~~Exhibits.~~14a-12)

~~99.1.~~o ~~Press~~Pre-commencement communications pursuant to ~~Release~~Rule ~~dated~~14d-2(b) ~~April~~under ~~12,~~the ~~2004~~Exchange Act (17 CFR 240.14d-2(b))

~~Item~~o 9.Pre-commencement ~~Regulation~~communications FDpursuant ~~Disclosure~~to Rule 13e-4(~~the~~c) ~~following~~under ~~discussion~~the isExchange ~~furnished~~Act ~~under~~(17 ~~“”)~~CFR 240.13e-4(c))

InItem ~~accordance~~5.02 ~~with~~Election ~~SEC~~of ~~Release No~~Directors. ~~33-8216,~~Information ~~the~~relating ~~following~~to ~~information,~~this ~~required~~item tois bereported ~~furnished~~ under “Item~~,” is~~ ~~furnished~~8 ~~under~~- “~~Item~~Other 9.Events; ~~Regulation~~Results FDof ~~Disclosure~~Annual Shareholders’ Meeting.”

OnItem ~~April 12, 2004, MAI Systems Corporation (the “Company”) announced via press release the purchase of certain debt by an Insider Group led by management~~8. ~~A copy of the Company’s press release is attached hereto as Exhibit 99~~01.1. ~~This~~Other ~~Form~~Events; ~~8-K~~Results ~~and the attached exhibit are provided under Item 12~~ of ~~Form~~Annual ~~8-K~~Shareholders’ ~~and are furnished to, but not filed with, the Securities and Exchange Commission~~Meeting.

~~SIGNATURES~~(a) The Company held its Annual Meeting of Stockholders on September 22, 2004 at the Hollywood Roosevelt Hotel, 7000 Hollywood Boulevard, Los Angeles, California.

~~Pursuant~~(b) Elected toDirectors ~~the requirements~~ of ~~the~~ ~~Securities~~Registrant. ~~Exchange~~The ~~Act~~following ofpersons ~~1934,~~were ~~the~~elected ~~registrant~~to ~~has~~serve ~~duly~~as directors ~~caused~~of ~~this~~the ~~report to~~Company: beRichard ~~signed~~S. onRessler, ~~its~~Zohar ~~behalf~~Loshitzer, byStephen ~~the~~Ross ~~undersigned~~and Steven ~~thereunto~~F. ~~duly authorized~~Mayer.

		MAI SYSTEMS CORPORATION
		(Registrant)
Date: April 12, 2004		/s/W. Brian Kretzmer
		W. Brian Kretzmer
		Chief Executive Officer and President
		(Chief Executive Officer)

(c) Items Voted Upon by Stockholders of the Registrant. The following matters were voted upon and approved by the stockholders of the Company. The number of votes cast for and against are set forth below (as well as the applicable number of abstentions and broker non-votes):

Subject	Votes For	Votes Against Or Withheld	Abstentions

ELECTION OF DIRECTORS:

Richard S. Ressler	14.937.000	143,423	—
Zohar Loshitzer	14,942,553	137,870	—
Stephen Ross	14,972,360	108,063	—
Steven F. Mayer

APPROVAL OF THE MANAGEMENT CONVERSION/EQUITY TRANSACTION	7,755,960	1,230,483	4,721

APPROVAL OF AMENDMENT TO COMPANY’S ARTICLES OF INCORPORATION	7,795,582	1,192,348	3,234

APPROVAL OF AMENDMENT TO 2001 RESTRICTED STOCK PLAN	7,823,733	1,163,731	3,700

RATIFICATION OF THE COMPANY’S SELECTION OF BDO SEIDMAN LLP AS INDEPENDENT AUDITORS FOR THE COMPANY	14,188,674	1,163,731	3,700

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.

		MAI SYSTEMS CORPORATION
		(Registrant)


	Date: September 24, 2004	/s/ W. Brian Kretzmer
		W. Brian Kretzmer
		Chief Executive Officer and President (Chief Executive Officer)

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