AGILYSYS INC — Director's Dealing 2010

Jul 24, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGILYSYS INC (AGYS)
CIK: 0000078749
Period of Report: 2010-07-21

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
2010-07-21	Common Stock	P	28139	$7.1381	Acquired	3288845	Direct
2010-07-22	Common Stock	P	5504	$7.2075	Acquired	3294349	Direct
2010-07-23	Common Stock	P	5	$7.24	Acquired	3294354	Direct

Footnotes

F1: The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by MAK Capital Fund LP
("MAK Capital Fund") on June 16, 2010.

F2: The price reported in Column 4 is a weighted average price. These shares were purchased on July 21, 2010 in multiple
transactions at purchase prices ranging from $7.07 to $7.24, inclusive. The reporting person undertakes to provide to
Agilysys, Inc., any security holder of Agilysys, Inc. or the staff of the Securities and Exchange Commission, upon request,
full information regarding the number of shares purchased at each separate purchase price within the range set forth in this
footnote.

F3: Reflects the transactions of securities owned directly by MAK Capital Fund.

F4: MAK Capital One LLC ("MAK Capital One") acts as the investment manager of MAK Capital Fund and Paloma International L.P.
("Paloma") with respect to the securities reported herein. Paloma, through its subsidiary, Sunrise Partners Limited
Partnership, owns 1,772,286 shares of common stock of Agilysys, Inc. 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.

F5: 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.

F6: The price reported in Column 4 is a weighted average price. These shares were purchased on July 22, 2010 in multiple
transactions at purchase prices ranging from $7.14 to $7.24, inclusive. The reporting person undertakes to provide to
Agilysys, Inc., any security holder of Agilysys, Inc. or the staff of the Securities and Exchange Commission, upon request,
full information regarding the number of shares purchased at each separate purchase price within the range set forth in this
footnote.