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


Date of Report (Date of earliest event reported):   May 18, 2000

MAGNITUDE INFORMATION SYSTEMS, INC.     .
         Exact name of Registrant as specified in charter)

Delaware        33-20432         75-2228828
(State or other       (Commission            (IRS employee
jurisdiction of       file number)           identification
incorporation                                       no.)


   401 Route 24, Chester, New Jersey              07930
  (Address of principal executive office)        Zip Code

Registration telephone number, including area code: (908) 879-2722

















Item 5.           Other Events.

                  On May  18,  2000,  Registrant  held  its  annual  meeting  of
                  stockholders  who  voted to  appoint  Steven  D.  Rudnik,  the
                  Registrant's  President and Chief Executive  Officer,  John C.
                  Duncan,Registrant's Executive Vice President,Ivano Angelastri,
                  Steven  Gray  and  Joseph  Tomasek  to  serve  as  members  of
                  Registrant's  Board of  Directors  for a one (1) year term and
                  until their  successors  are duly  elected and  qualified.  In
                  addition to the Board of Directors,  stockholders voted to (1)
                  increase Registrant's authorized common shares from 30,000,000
                  to  100,000,000;  (2)  ratify  and  approve  the  adoption  of
                  Registrant's  2000 Stock Incentive Plan and; (3) to ratify the
                  appointment  of Rosenberg Rich Baker Berman & Company to serve
                  as the independent  auditors of Registrant for the fiscal year
                  ending December 31, 2000.



                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the Registrant has duly caused this Current Report to be signed on its
behalf by the undersigned hereunto duly authorized.


May 31, 2000                                MAGNITUDE INFORMATION SYSTEMS, INC.


                                             By:  /s/Steven D. Rudnik
                                                  ---------------------------
                                                  Steven D. Rudnik, President
                                                  and Chief Executive officer















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