AGILYSYS INC — Director's Dealing 2008

Oct 16, 2008

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AGILYSYS INC (AGYS)
CIK: 0000078749
Period of Report: 2008-10-10

Reporting Person: RAMIUS LLC (10% Owner)
Reporting Person: Parche, LLC (10% Owner)
Reporting Person: RAMIUS ADVISORS LLC (10% Owner)
Reporting Person: RCG PB, Ltd (10% Owner)
Reporting Person: Starboard Value & Opportunity Master Fund Ltd (10% Owner)
Reporting Person: RCG Enterprise Ltd (10% Owner)
Reporting Person: RCG STARBOARD ADVISORS, LLC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, no par value	323761	Indirect
Common Stock, no par value	2342130	Indirect
Common Stock, no par value	277103	Indirect

Footnotes

F1: Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transaction being filed with the Securities and Exchange Commission.

F2: Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.

F3: Shares of Common Stock beneficially owned by Parche, LLC (Parche). As the sole non-managing member of Parche, Ramius Enterprise Master Fund Ltd may be deemed to beneficially own the shares of Common Stock beneficially owned by Parche. As the managing member of Parche, RCG Starboard Advisors, LLC (RCG Starboard Advisors) may be deemed to beneficially own the shares of Common Stock beneficially owned by Parche. As the investment advisor of Ramius Enterprise Master Fund Ltd, Ramius Advisors, LLC (Ramius Advisors) may be deemed to beneficially own the shares of Common Stock owned by Parche. As the sole member of each of RCG Starboard Advisors and Ramius Advisors, Ramius LLC (Ramius) may be deemed to beneficially own the shares of Common Stock beneficially owned by Parche.

F4: Shares of Common Stock beneficially owned by Ramius Value and Opportunity Master Fund Ltd (Ramius Value and Opportunity Master Fund). As the investment manager of Ramius Value and Opportunity Master Fund, RCG Starboard Advisors may be deemed to beneficially own the shares of Common Stock beneficially owned by Ramius Value and Opportunity Master Fund. As the sole member of RCG Starboard Advisors, Ramius may be deemed to beneficially own the shares of Common Stock beneficially owned by Ramius Value and Opportunity Master Fund.

F5: Shares of Common Stock beneficially owned by RCG PB, Ltd (RCG PB). Ramius Advisors, as the investment advisor of RCG PB, may be deemed to beneficially own the shares of Common Stock beneficially owned by RCG PB. Ramius, as the sole member of Ramius Advisors, may be deemed to beneficially own the shares of Common Stock beneficially owned by RCG PB.