SecProbe.io

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Mail Stop 4-6

								August 8, 2004

Thomas J. Crane, Esq.
Rutan and Tucker
611 Anton Boulevard
Suite 1400
Costa Mesa, California 92626-1931

	Re:    	Quality Systems, Inc.
		Preliminary Proxy Statement
		Filed on August 29, 2004
		File No. 1-12537

Dear Mr. Crane:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.
1. We note your indication that this year`s Board nominees no
longer
include Mr. Ahmed Hussein and you indicate that this is based upon
"a
variety of matters that weighed against Mr. Hussein`s renomination
including, among other things, his actions as a member of the
Board..."  Please provide the staff with support for this
statement
as it is not clear in the proxy statement itself what actions
would
warrant this determination.
2. Based upon the Schedule 13D filed on July 7, 2005, it would
appear
that Mr. Hussein has informed you of his intention to nominate at
least two independent directors.  Please tell us whether you have
received timely notice of this or any other matter for
consideration
by shareholders under the company`s governing instruments or the
applicable state law.  Describe in detail any contacts or
negotiations you are having or had with this shareholder.
Finally,
please ensure that you have provided the disclosure required
pursuant
to Items 4(b) and 5(b) of Schedule 14A as it appears presently
that
there is a potential solicitation in opposition.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

- the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

- staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

- the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      Please address all comments to Maryse Mills-Apenteng at 202-
551-3457 or, in her absence, to the undersigned at 202-551-3264.

								Sincerely,

								Mara Ransom
								Office of Mergers and
      Acquisitions
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Thomas J. Crane
Rutan and Tucker
August 8, 2005
Page 1

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