AGILYSYS INC — Director's Dealing 2008

Mar 4, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGILYSYS INC (AGYS)
CIK: 0000078749
Period of Report: 2008-02-29

Reporting Person: MAK CAPITAL ONE LLC (10% Owner)
Reporting Person: MAK Capital Fund LP (10% Owner)
Reporting Person: Kaufman Michael A (10% Owner)
Reporting Person: SUSSMAN S DONALD (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-29	Common Stock	P	50000	$12.6476	Acquired	1461400	Direct
2008-03-03	Common Stock	P	32200	$12.3182	Acquired	1493600	Direct
2008-03-04	Common Stock	P	18400	$12.0053	Acquired	1512000	Direct
2008-03-03	Common Stock	P	14649	$12.3182	Acquired	1750686	Indirect
2008-03-04	Common Stock	P	21600	$12.0053	Acquired	1772286	Indirect

Footnotes

F1: Reflects the transactions of securities owned directly by MAK Capital Fund LP ("MAK Capital Fund").

F2: Reflects the transactions of securities owned indirectly by Paloma International L.P. ("Paloma") through its subsidiary,
Sunrise Partners Limited Partnership.

F3: MAK Capital One LLC ("MAK Capital One") acts as the investment manager of MAK Capital Fund and Paloma with respect to the
securities reported herein. Michael A. Kaufman is the managing member of MAK Capital One and the controlling person of MAK
Capital Fund. S. Donald Sussman is the controlling person of Paloma.

F4: MAK Capital One and Mr. Kaufman may each be deemed to indirectly beneficially own the shares of common stock held by MAK
Capital Fund and Paloma. Mr. Sussman may be deemed to beneficially own the shares of common stock held by Paloma. For
purposes of this Form 4, MAK Capital One, Mr. Kaufman and Mr. Sussman each disclaims ownership of the shares of common stock
owned by MAK Capital Fund and Paloma, except to the extent of their pecuniary interest therein.