Exhibit 99.1

                                                                 QUALITY SYSTEMS
                                                   Moderator: Louis E. Silverman
                                                             02-07-05/3:30 pm CT
                                                           Confirmation #3400595
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                                 QUALITY SYSTEMS

                          Moderator: Louis E. Silverman
                                February 7, 2005
                                   3:30 pm CT

Operator:         Good afternoon my name is Shannon and I will be your
                  conference facilitator. At this time I would like to welcome
                  everyone to the Quality Systems Third Quarter Fiscal 2005
                  Earnings Conference Call.

                  All lines have been placed on mute to prevent any background
                  noise. After the speakers' remarks there will be a question
                  and answer period. If you would like to ask a question during
                  this time, simply press star then the number 1 on your
                  telephone keypad. If you would like to withdraw your question
                  press star then the number 2 on your telephone keypad. I would
                  now like to turn the call over to Mr. Louis Silverman,
                  President and CEO of Quality Systems. Please go ahead sir.

Louis Silverman:  Thank you Shannon and welcome everyone to Quality Systems'
                  Fiscal 2005 Third Quarter Conference Call. Paul Holt, our CFO,
                  Greg Flynn, Executive Vice President and General Manager of
                  our QSI Division and Pat Cline, President of our NextGen
                  Healthcare Information Systems division once again join me on
                  this afternoon's call.


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                                                   Moderator: Louis E. Silverman
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                  Please note the comments on this call may include statements
                  that are forward looking within the meaning of the securities
                  laws including without limitation statements related to
                  anticipated industry trends; the company's plans, products and
                  strategies; projected operating results; capital initiatives
                  and the impact of legal, regulatory and accounting
                  requirements.

                  Actual events and results may differ materially from our
                  expectations and projections and you should refer to our SEC
                  filings including our Forms 10-K and 10-Q for discussions of
                  the risk factors, management's discussion and analysis and
                  other information that could impact our actual performance.

                  We undertake no obligation to update any projections or
                  forward-looking statements in the future and please note that
                  the company's past performance is not necessarily indicative
                  of future performance.

                  For the quarter, the company set new revenue and earnings
                  records. In the December quarter revenue totaled $22.1
                  million, up 21% over the prior year. Fully diluted earnings of
                  64 cents per share exceeded prior year fully diluted earnings
                  per share of 40 cents by 60%. The quarter's top line results
                  were driven by record revenue performance at our NextGen
                  division where the $18.3 million in revenue attained by the
                  division for the quarter represents a 31% year-over-year top
                  line increase. The QSI division had quarterly revenue of $3.7
                  million, which represented an 11% year-over-year decline in
                  top line performance for that division.

                  Company wide gross margins were very strong at 66%, which
                  represents our highest level in recent years. Paul Holt will
                  cover this item and others during his prepared remarks on the
                  quarter.


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                  Operating income for the quarter at NextGen came in at a
                  record $6.7 million, 78% ahead of the prior year performance.
                  QSI divisional operating income declined approximately 23% on
                  a year-over-year basis, though the operating margin for the
                  division came in at just under 28% for the quarter.

                  Company wide SG&A expenses increased materially on both a
                  sequential and year-over-year basis.

                  Our EDI unit set a record at $2.7 million in revenue for the
                  quarter. I'll once again remind participants that EDI revenue
                  is reported as part of divisional revenue each quarter. Paul
                  Holt will break out divisional EDI totals as a convenience
                  later in the call.

                  Corporate expenses for the quarter came in at $1.3 million.
                  That represents over a 30% year-over-year increase, as well as
                  a 14% sequential increase. Expenses in the corporate area
                  continue to grow in response to the company's overall growth
                  as well as external factors such as Sarbanes-Oxley 404
                  Internal Control Compliance Efforts.

                  Cash and cash equivalents increased to a record $66.4 million
                  during the quarter, up from $59.5 million in the prior quarter
                  and $45.3 million in the prior year.

                  Headcount at quarter end was 367, which taken with the
                  revenues for the quarter generated annualized revenue per
                  employee of $240,000. Note that this figure is not something
                  that we use as an internal management or measurement tool. The
                  quarter's revenue per employee figure is, however, relatively
                  consistent with the levels attained in prior quarters.


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                  The company's Board of Directors has recently authorized a $3
                  per share dividend to be effective for shareholders of record
                  on February 24, 2005, as well as a two for one stock split
                  that will become effective for shareholders of record on March
                  4, 2005.

                  Acquisition search activity continues and I will reiterate as
                  I have mentioned on prior calls that we're not interested in
                  just doing a deal for the sake of doing a deal. We will
                  actively pursue opportunities of strategic significance that
                  also represent a good financial fit for us. Absent those
                  characteristics, we'll remain patient and continue to focus on
                  our organic growth.

                  In the next couple of weeks the company will present at the
                  UBS Conference in New York City and the Roth Capital
                  Conference here in Southern California. We're also scheduled
                  to present at the Sidoti Conference in New York City in early
                  April. Additionally, meetings with members of the investment
                  community are scheduled for four additional cities in the
                  coming weeks.

                  In closing my prepared remarks for the morning, actually I
                  should say for the afternoon, I'd like to point out that the
                  performance for the company during the quarter continues a set
                  of quarters where our actual performance has exceeded our
                  internal expectations, at times by a fairly wide margin. I
                  want to again express my thanks to all members of our team for
                  their contributions to the company results.

                  I also want to clearly point out to current and prospective
                  analysts and investors that while we are extremely pleased
                  with the quarter's performance there are absolutely no
                  guarantees that the company or either of its divisions will
                  exceed or even sustain the level of performance turned in
                  during the quarter.


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                  It's possible that the quarter's performance will encourage
                  investors or analysts to set new short, medium or long-term
                  expectations for the company. In response to this possibility
                  please continue to note that we do not give out financial
                  guidance and we don't comment on the guidance advanced by
                  members of the financial community.

                  I'll now turn the call over to Paul Holt, our CFO, for
                  additional financial details on the quarter.

Paul Holt:        Thanks Lou and hello everyone. We're continuing to see growth
                  in both of our revenue categories, System sales and
                  Maintenance and other. Our consolidated system sales rose to
                  $11.7 million this quarter. That's an 18% increase compared to
                  the prior year, $9.9 million. Maintenance and other revenues
                  rose 25% to $10.4 million compared to $8.3 million in the year
                  ago quarter. A very low level of hardware and third party
                  software included in system sales resulted in our consolidated
                  gross profit margin this quarter coming in at the highest
                  we've seen in recent years, 66% of revenue.

                  Total SG&A expense increased by approximately $1.5 million to
                  $6.4 million. This compares to $4.9 million in the year ago.
                  The largest contributor to the increase in SG&A expenses came
                  from the NextGen division and that was $.6 million in selling
                  related compensation expenses to our expanded NextGen sales
                  force. NextGen also had another $.6 million increase in other
                  SG&A expenses. We also had a $.3 million increase in corporate
                  related expenses. Total corporate expenses were $1.3 million
                  this quarter. That compares to $1 million a year ago. SG&A
                  expense as a percentage of revenue this quarter increased
                  29.1% compared to 26.9% in the prior year quarter.


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                  R&D expense grew 5% compared to the prior year quarter at $1.7
                  million. That compares to $1.6 million a year ago and again
                  most of this increase was related to investment in the NextGen
                  product line.

                  Our effective tax rate was lower compared to last year at
                  37.1%. That compares to 38.4% a year ago. Our rate this
                  quarter was impacted by a proportionately higher amount of R&D
                  tax credits reflected in this quarter's tax provision. That
                  was slightly offset by a higher federal tax rate. During the
                  quarter ended December 31 we recognized $.2 million in tax
                  credits from prior periods, which had not been recognized
                  previously.

                  Our NextGen division recorded growth in both software license
                  and implementation revenues resulting in a 21% year-over-year
                  growth rate in system sales. System sales in the NextGen
                  division rose to $11.3 million this quarter compared to $9.3
                  million a year ago.

                  Again, growth in the NextGen base of installed users has
                  driven our maintenance and other revenue higher, actually 51%
                  higher, at $7.1 million versus $4.7 million a year ago. Our
                  maintenance revenue in the NextGen division was up 54% from
                  last year at $4.9 million versus $3.9 million a year ago,
                  while EDI revenue grew 74% to $1.5 million compared to $.9
                  million a year ago. As Lou mentioned, our operating income in
                  the NextGen division was significantly higher, up 78% to $6,
                  727,000 compared to $3, 789,000 a year ago.

                  Our QSI dental division reported a year-over-year decline of
                  11% in reported revenue at $3,742,000 compared to $4,198,000
                  last year. Operating income for this division was $1.037
                  million. QSI division EDI revenue was $1.2 million for the
                  quarter compared to $1.3 million a year ago.


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                  Moving on to our balance sheet, our cash grew by approximately
                  $6.9 million this quarter to $66.4 million or $10.18 per
                  share. That compares to $59.5 million or $9.26 per share at
                  the end of the prior quarter.

                  This quarter we received a $2.1 million tax benefit related to
                  employee stock option exercises. We also received $1 million
                  in actual proceeds from employee stock options.

                  Our turnover of accounts receivable measured in DSOs increased
                  7 days to 115 days this quarter compared to 108 in the year
                  ago quarter. On a sequential basis this DSO number was also up
                  seven days. Breaking that number down by division our DSO for
                  QSI division was 90 days and 121 days for the NextGen
                  division. The primary driver of the increase in DSOs is
                  attributable to an increase in undelivered services billed in
                  advance and included in accounts receivable.

                  Deferred maintenance and services revenue now stands at $23.7
                  million. That's an increase of $2.8 million compared to last
                  quarter and $6.4 million compared to a year ago. The primary
                  growth driver of our deferred revenue is, again,
                  implementation and training services in the NextGen division.

                  For those of you who are tracking this, our non-cash expenses
                  for the quarter break down as follows. Total amortization
                  expense, $492,000, that's amortization of capitalized
                  software. That breaks down to $56,000 for QSI and $436,000 for
                  NextGen; Total depreciation expense, $258,000. That's $41,000
                  for QSI and $217,000 for NextGen; deferred stock option
                  compensation is also a non-cash expense and that was $108,000
                  for the quarter.


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                  Our investing activities were as follows. Total capitalized
                  software $746,000. That breaks down to $22,000 for QSI and
                  $724,000 for NextGen; Total fixed asset investment was
                  $362,000. That was $27,000 for QSI and $335,000 for NextGen.

                  Again, I'd like to thank you for all your interest in this
                  company and I'll turn things over to Greg Flynn, Executive
                  Vice President and General Manager of our QSI division, who
                  will provide an update on the QSI division.

Greg Flynn:       Thank you Paul and thank you to everyone on the call for their
                  interest in our company.

                  The metrics of the QSI division have already been covered in
                  detail by Lou and Paul, so I won't be redundant. In summary,
                  while I would have liked to have seen better performance on
                  the revenue side, I again am pleased by the profit
                  contribution made by the QSI division to the company.

                  Of particular note again was the growth in our EDI business
                  with revenues up approximately 5.8% over the prior quarter and
                  NextGen EDI revenue up approximately 10.6% over the prior
                  quarter.

                  As you know, QSI division staff pursue and process the EDI
                  business for both the QSI and NextGen divisions. I feel that
                  we're making noteworthy strides in growing this part of our
                  business.

                  On the product development front, as I usually report, our new
                  dental software version 9.3 is now moving to beta test and the
                  quarter also saw numerous enhancements to our CPS product.
                  This is the dental equivalent of the electronic chart.


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                  In particular, we incorporated new time saving,
                  ease-of-navigation and workflow features to CPS. All such
                  features are geared to maximizing productivity and minimizing
                  the user interaction time. Our dental clients, generally high
                  volume patient offices, have proven to be an invaluable source
                  of input and consequent enhancement for our CPS product.

                  As always, let me comment on our sales staffing and pipeline.
                  Our sales staffing remains unchanged from last quarter and our
                  pipeline itself also is virtually unchanged at $3.95 million.
                  We define our pipeline as sales situations where QSI is in the
                  final three purchase choices and we believe that the sale will
                  occur within 180 days.

                  In turning the call over to Pat Cline, our President of the
                  NextGen division, I would like to personally thank the NextGen
                  staff, Pat's crew, and the QSI division for their
                  contributions to our continued growth. Pat great job.

Patrick Cline:    Thanks Greg. Hi everyone. In the third quarter NextGen
                  executed over 55 agreements with new customers. Once again
                  about two thirds of these customers licensed both the NextGen
                  EMR and the NextGen EPM products. The remaining deals were
                  roughly split between EPM and EMR, with a slight edge this
                  quarter to the EPM side.

                  Our sales force increased to 35 people, including 4 inside
                  sales people, and our pipeline has increased to about $44
                  million.

                  Our new NextGen 5.0 platform continues to do well in the
                  marketplace. Our customer base is migrating in a steady pace
                  to this platform that integrates our EPM and EMR offerings.
                  The overall market for our products remains strong. We're
                  about to enter the trade show season, so hopefully we'll see a
                  marked


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                  up-tick in the number of leads that our sales force has to
                  follow. The season starts with the HIMSS Conference beginning
                  this coming weekend.

                  In closing, I'd like to once again thank the employees of
                  NextGen for another terrific job. (Shannon) we're ready for
                  questions.

Operator:         At this time I would like to remind everyone, if you would
                  like to ask a question press star then the number 1 on your
                  telephone keypad. We'll pause for just a moment to compile the
                  Q&A roster.

                  Your first question comes from the line of Sean Wieland with
                  WR Hambrecht.

Sean Wieland:     Hi guys, congratulations on yet another great quarter. I feel
                  like I always ask the same question, but I'm going to ask it
                  again. Can you talk about what are some macro level issues
                  here that you think are driving demand? Specifically can you
                  talk about pay for performance? As it relates to your customer
                  base is that a driver of demand here? Can you talk about the
                  market that you're selling into, small versus medium versus
                  large docs and where you see you have a competitive advantage?
                  And if you could add any commentary on Hill Physicians that
                  would be super.

Patrick Cline:    Okay, that's a long question and probably unfortunately a
                  little bit longer of an answer. Sean, there are a number of
                  drivers, as you know, moving the pace of adoption, hopefully
                  at a little faster pace. The government has become more of a
                  driver. The government is working on the adoption issue on
                  many fronts. President Bush, you know, mentioned again
                  healthcare IT in the recent State of the Union address and
                  many in the government sector are pushing for increased budget
                  dollars targeted toward adoption of the electronic health
                  record.


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                    You also mentioned pay for performance. There are also many
                    private sector drivers. Specifically we're seeing many
                    payers push for adoption of these systems and in many cases
                    we're seeing payers and other private entities fund the
                    purchase of systems, either partially or totally. There are
                    now so many sources of funding available for purchases of
                    electronic health record systems that we've recently hired a
                    new person whose job is to determine the source of all of
                    these funds and to track the funding sources to help our
                    customers' access the funds.

                    As you know, there are also other drivers. Technology, the
                    fact that it's easier now to quantify a return on investment
                    on the electronic medical record side and the tremendous
                    push of both, again, the government and the private sector
                    for quality with that push coming from employers and
                    therefore payers.

                    You also mentioned large versus small. I would say that we
                    don't really have a sweet spot. We tend to fare very well in
                    the larger enterprises, practices of 50, or 75, or 100, or
                    200 physicians, but increasingly, especially with our new
                    inside sales force, we're doing very well at the lower end
                    of the market. About 80% of the physicians in the country
                    practice either by themselves or in small groups and we
                    don't want to take our eyes off of that ball. So we're doing
                    things to lower the cost of sale and ultimately lower the
                    cost of our systems, yet still maintain our profitability in
                    the small practice market.

Sean Wieland:       Okay and then is there any update you could share on Hill
                    Physicians? Is that a deal that was counted in the fourth
                    quarter or is that an ongoing opportunity?

Louis E. Silverman: Sean this is Lou. We've not made a practice of commenting on
                    specific deals in specific quarters and I think we'll kind
                    of keep that tradition intact.


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Sean Wieland:     Okay. How about the EDI business, what's - what do you see as
                  the opportunities there? Is there any changes there?

Greg Flynn:       Pat if you want me to go ahead . . . . I'll go ahead. I mean
                  it's obviously a growing business and as we increase our
                  customer base on the NextGen side we view it as a growing
                  opportunity.

Patrick Cline:    I would agree with that.

Sean Wieland:     Okay and is it a growing opportunity in just that the overall
                  volume of transactions or in the services that are being
                  layered into that?

Greg Flynn:       It's more volume based than additional services, to answer
                  accurately.

Sean Wieland:     Great. Okay, thank you very much.

Greg Flynn:       Thanks Sean.

Operator:         Your next question comes from the line of Brandon Osten with
                  Sprott Securities.

Brandon Osten:    Hi guys, as usual another good quarter.

Patrick Cline:    Thank you.

Brandon Osten:    If I could just sort of delve in here, one of the numbers I
                  didn't get was the total number of deals that you guys signed
                  on the NextGen side.

Patrick Cline:    I didn't cite the total number of deals. I think on a go
                  forward basis I'm not going to go through the total number of
                  contracts, but rather the number of


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                  contracts with new customers. As it has become far more
                  difficult for us to get our arms around what's a new contract
                  versus what's a small upgrade and what's an add on sale for a
                  new customer, or an existing customer rather, buying a couple
                  of new licenses. We are having more and more difficulty
                  putting the sales to existing customers into different
                  reporting buckets.

                  So, we're going to talk about what we think most people care
                  far more about, which is the number of new contracts and I
                  believe the number was 57. What I said was over 55.

Brandon Osten:    Okay. And then maybe in a different vein, can you sort of give
                  us a number or a feel for the direction of average deal size?

Patrick Cline:    I think the average deal size probably stayed about inline
                  with what it has been. Paul you might have the actual number,
                  but I didn't - though I haven't personally done the math I
                  didn't see on the back of the envelope type of thing any
                  material difference.

Louis Silverman:  And Brandon we're going to ask you to get a little closer to
                  your phone. It's awfully difficult hearing you on this end.

Brandon Osten:    Is that better?

Louis Silverman:  Much better.

Brandon Osten:    Okay. What about that QSI contract you were talking about two
                  quarters ago? Is that still in the works or is it - what's
                  going on with that?

Greg Flynn:       The decision was delayed and is still pending.


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Brandon Osten:    Still pending.

Greg Flynn:       That's the government's Indian Health Contract I believe
                  you're talking about.

Brandon Osten:    Right, okay. Okay, pending. On the tax deferral, I don't know
                  if I call it an issue, but the whole capital gains deduction
                  for purchases made in calendar '04, did you guys see an effect
                  on sales there? Were there any guys who sort of said, "I've
                  got to get this tax credit in. Rush this installation to
                  December 31." Did you guys see any boost from that?

Patrick Cline:    We did see a little bit at the low end. I wouldn't say it was
                  a big driver in the quarter, but our inside sales force did
                  successfully point out that tax break or tax advantage and its
                  expiration to a number of the smaller practice prospects.

Brandon Osten:    Okay. And on the SG&A jump, I guess it was - I mean I say jump
                  because it was about $1 million in the quarter, was that -
                  first of all, with all the adjustments that were made to
                  compensation and what not were the bulk of those done or was
                  the bulk of that reflected in Q3 or is there some carryover
                  into Q4 there?

Louis Silverman:  When you say adjustments Brandon can you be a little bit more
                  specific?

Brandon Osten:    Okay, sure. I mean if quarterly SG&A was expected to go up
                  $1.25 million based on, you know, whatever measures were
                  taken, whether it was compensation increases or whatever, you
                  know, was it $1 million expected and we jumped $1 million in
                  Q3 or was it sort of $2 million, but it happened half way
                  through the quarter so we would expect, you know, a further
                  boost in Q4?


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Louis Silverman:  I'm not sure I'm following your question entirely, but I'd
                  like to point out clearly, that we have not issued forward
                  guidance on any elements in our financials. We've mentioned
                  that our goals are to continue to grow our sales force. If our
                  sales force grows and continues to be successful, selling
                  expense will go up. Corporate expenditures are increasing and
                  I think in a general way we've pointed out that those are
                  certainly within our expectations on a go forward basis. I
                  will confess to not exactly tracking where the rest of your
                  question is going - if it's going - if I haven't answered it
                  thus far.

Brandon Osten:    Well yeah, I mean maybe phrased a different way, is 30% of
                  revenues a fair number that you guys are comfortable with or,
                  you know, or is sort of 25% - 26%, which is where we've been
                  in the past more of a, you know, more of an expectation on
                  your side?

Lou Silverman:    As you know Brandon, from being a veteran of these calls, we
                  don't - we haven't and don't intend to start managing the
                  business based on percentage of revenues. This quarter is
                  another good example where the lower level of hardware in the
                  quarter has done a couple of interesting things to our metrics
                  when you look at certain numbers as a percentage of revenue.

                  So I think the most accurate answer to your question is that
                  we just aren't managing the business to a percentage and we do
                  expect that a number of elements in SG&A will continue to
                  increase, although based on the timing of additional hires or
                  certain other expenses it's hard to know whether that's
                  absolutely going to be on a steady, state basis or a little
                  more of a step function type of thing. Certainly the expenses
                  are heading north as opposed to south if our projections have
                  any accuracy at all.

Brandon Osten:    Sure. And I guess Paul you broke out the increase in SG&A, how
                  did that breakdown again?


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Paul Holt:        Yes, although my comparison was with a year ago.

Brandon Osten:    Oh okay.

Paul Holt:        But if you want it I'll give it to you.

Brandon Osten:    That's okay. I'll check it in the transcript. Just a few more
                  quick points here, on the hardware sales if I look at the cost
                  of sales versus system sales, obviously cost of sales is going
                  dramatically down while system sales is going dramatically up.

                  And, again, I know you guys don't give guidance, but this has
                  been a consistent trend in the past, so from sort of a
                  purchasing standpoint of your customers are you finding that
                  this is becoming the trend or, you know, amongst your customer
                  base or is this something that you're influencing or is this
                  just random walk down gross margin (unintelligible).

Lou Silverman:    I think we've talked, and Pat's talked in the past, about the
                  increasing sophistication that the clients in general have in
                  terms of hardware purchases and I think you're accurate in
                  pointing out that we've had lower levels of hardware over the
                  past number of quarters. So while I'm reticent to officially
                  label that a trend, I think it happens to be our reality over
                  the past few quarters.

                  So, we have no idea what the next quarter is going to look
                  like and we could see a sudden increase in hardware sales,
                  which would not have surprised nor disappointed us. In the
                  same vein we could see a continuation of the trends that we've
                  seen over the last few quarters and that would not have
                  surprised nor disappointed us.


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                  So it's really a customer specific, situation specific kind of
                  event on our end quarter-by-quarter. But certainly, as you
                  point out, we've seen an increasing level of gross margin with
                  a corresponding decrease in the relative role of hardware in
                  our revenues over the past few quarters.

Brandon Osten:    Is there any interest in breaking out hardware revenues in the
                  future or not really?

Paul Holt:        Brandon we have that in our MD&A disclosures in our Q.

Brandon Osten:    Okay great.

Paul Holt:        So we put that in last quarter and you should be able to see
                  it there.

Brandon Osten:    Okay, I'll circle back.  Thanks.

Operator:         Your next question comes from William Bermudez with W&C
                  Investments.

William Bermudez: Yes, my question becomes would you folks be willing to explore
                  other lines of business within the medical and/or dental
                  field, but mostly the medical, in particular the veterinary
                  field, as others have?

Louis Silverman:  This is Lou. While we wouldn't unequivocally rule anything
                  out, a move into the veterinary field is not something that we
                  have put at the top of our priority list in terms of expansion
                  opportunities. But we certainly appreciate the suggestion and
                  your interest.

William Bermudez: Thank you.


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Operator:         Your next question comes from Gene Mannheimer with Roth
                  Capital Partners.

Gene Mannheimer:  Hi guys, once again great quarter.

Louis Silverman:  Thank you Gene.

Patrick Cline:    Thank you.

Gene Mannheimer:  Most of my questions have been answered, but let me ask about
                  the sales cycle. Are you seeing any elongation of that cycle
                  as physicians sort of mull over their options or is it pretty
                  consistent with recent patterns?

Patrick Cline:    It's been relatively consistent.

Gene Mannheimer:  Okay. Also, you mentioned that in the quarter about 2/3 of the
                  new agreements were both EMR and EPM sales. In the case of the
                  practice management sales are these replacements of other
                  vendors systems or typically replacing the clinics homegrown
                  system?

Patrick Cline:    Well it's a combination of the two, but by and large it's a
                  replacement of a competitors practice management system.

Gene Mannheimer:  Very good and who typically are, you know, you want to talk
                  about some of the usual suspects that you see in the
                  competitive landscape?

Patrick Cline:    No real change to the competitive landscape. On the practice
                  management side, since we were just discussing that, it
                  continues to be Medical Manager, Misys, IDX, EPIC at the very
                  high end and a number of smaller players on the medical
                  records side, GE, Allscripts, A4, four or five other smaller
                  companies.


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Gene Mannheimer:  Okay, very good.

Patrick Cline:    And then of course the practice - I think the incumbent
                  practice management vendors each - some of the ones that I
                  mentioned, for example, Misys and Medical Manager have
                  electronic medical record systems that they're typically
                  selling to their installed customer base.

Gene Mannheimer:  Okay.  Thanks very much guys.

Operator:         Your next question comes from Bob Plezia with RJJP.

Bob Plezia:       Good afternoon.  Could you talk about share trends?

Louis Silverman:  Share trends?

Bob Plezia:       Yes. Your growth is obviously faster than, "the market", so
                  how would you compare your share of market over the last two
                  quarters versus last year's quarter?

Louis Silverman:  This is Lou. I guess I would say I'm reticent to compare the
                  numbers because I'm not sure we have a good baseline to
                  compare anything to. One of the things that is a factor in our
                  industry, relative to your question, is that there are very
                  few, if any, comprehensive studies that look at share by
                  participant in our market. There may be some, I'm not aware of
                  too many of them. I'm actually not aware of any of them that
                  have crossed my desk.

                  So I guess the simple answer to your question is, yes we've
                  been growing. We'll leave it for you to decide how fast the
                  industry is growing and what our


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                  share is doing as a result of that because we just don't have
                  a great baseline view to answer your question.

Bob Plezia:       Can you breakout your sales by same store, so to speak, and
                  new business?

Louis Silverman:  We haven't and we've recently expanded the amount of detail we
                  put into our MD&A disclosures, though that's not been one of
                  the areas we've expanded to, so we appreciate the question.

Bob Plezia:       You mentioned a few moments ago that the vet business is not
                  one of your top priorities in expansion. What are your top
                  priorities in expansion?

Louis Silverman:  Well I'd say at the very top of our list is to continue
                  executing within the markets that we are currently addressing.
                  We continue to feel that the opportunities in the medical
                  market are pretty strong. We nevertheless need to execute to
                  reach those opportunities. And I'd say that's our major focus.

                  The other things that we would look at I'd say we're not
                  really ready to comment with great specificity in terms of
                  some of the other areas that we might look at as growth
                  opportunities, but again, you and others on the call and
                  people that might listen later on should know that at the top
                  of our list is to continue to execute in our present markets,
                  both medical and dental.

Bob Plezia:       Thank you.

Operator:         Your next question comes from William Haus with Advest, Inc.

William Haus:     Hey Lou, long time no talk to. Congratulations on a great
                  quarter.

Louis Silverman:  Thank you Bill.


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William Haus:     Just a couple of quick questions, maybe for Pat. Pat you
                  mentioned attempting to lower the cost of sale, could you
                  maybe talk about what factors, if any, are acting to maybe
                  increase the cost of sale other than maybe gas prices? And
                  what types of opportunities do you see are out there in
                  driving it down, whether it's technology, remote installation,
                  training, monitoring and support or are there other things
                  you're working on?

Patrick Cline:    Well you covered most of them. I wouldn't characterize things
                  as the cost of sale being driven up. It's more that as we look
                  to the smaller practice market, which is a key market for us
                  in the future, we're trying to drive the cost of sale down
                  from its present level so that we can lower the system price,
                  make it more affordable, but again, maintain our profit.

                  The things that we're using, again, you covered most of them.
                  Web based demonstrations I might add to the list that you put
                  forth. We're doing most of the product demonstration to the
                  one, two and three doctor practices via the Internet by remote
                  means, saving on airfare and rental car and hotels and not
                  flying people to say, Juneu, Alaska to do a demonstration for
                  a two doctor group. Again, that allows us to maintain the
                  lower price.

                  We're also doing remote training, computer based training and
                  e-mailing proposals and those kinds of things. Again, just to
                  lower the cost, maintain the profit and lower the price.

William Haus:     Okay and is that sort of, I guess, that process never ends and
                  you'll continue to look at ways of doing that? Where are you
                  now? Are you still - are you happy? Can you reach those folks
                  in, say, a single or two practice office effectively or are
                  you continuing to drive it down?


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Patrick Cline:    We're continuing to drive it down. I don't think I'll ever be
                  happy. I think we can always improve. I'm reasonably pleased
                  with the progress that we've made to date on many of these
                  initiatives.

William Haus:     And on your - and I know there's quite a stepping down on the
                  reimbursement help side and the payers stepping up, but from
                  your perspective, to get a real deep penetration, and maybe
                  this is five or ten years out, what type of percentage decline
                  in delivery costs or the cost structure from your end would
                  you expect to see or would be a good number in order to drive
                  the ability of the providers to apply right?

Patrick Cline:    Well, I'm not sure. Driving the costs down is a critical part
                  of the answer, but to answer your question I think we can take
                  probably 10% to 20% out of the cost of the system, still
                  maintaining today's profitability by using some of the
                  technologies and techniques that we've talked about and a
                  couple of others.

                  I think what's more important, with respect to driving
                  adoption, is physicians realizing that these systems far more
                  than pay for themselves and that there is a quantifiable
                  return on investment with electronic health record systems and
                  that's starting to happen. I think physicians know that these
                  systems will truly improve quality and there's quite an
                  interest in that, but if at the same time they're more than
                  paying for themselves I think the adoption curve heads upward.

William Haus:     That's a good point Pat. With more focus on outcomes I guess
                  they would want to - they'd get a payback there too. I
                  appreciate your color, thank you.

Operator:         Your next question comes from the line of Sheila Cunningham
                  with Hillyard Research.


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Sheila Cunningham: Hi, thanks for the dividend, but I thought you were resisting
                   things like dividends and stock splits and I'm wondering,
                   what was the thinking behind the dividend? How you came up
                   with the sum and what you think is kind of a comfortable cash
                   cushion for your business and whether you look at it in
                   relation to total assets or revenues or kind of how you
                   figure it?

Louis Silverman:   Sheila this is Lou. As we've discussed on many calls, the
                   issue of whether or not to split the stock or issue a
                   dividend and in what quantity to do either of those things or
                   what the methods are - those are entirely Board issues. And
                   veteran listeners on these calls will know that I have made
                   it a practice not to comment on what elements the Board did
                   or didn't consider in terms of reaching its conclusion. So,
                   clearly the Board deliberated on the issue, they made the
                   decisions and, that's kind of the bottom line, bottom line.

                   In terms of being resistant to either of those, certainly the
                   question of a dividend or a stock split has been raised on
                   many calls and, we have in the past not been at a place where
                   the Board has decided that was the right thing to do. Coming
                   out of our last Board meeting the new Board took a different
                   position and hence the two announcements that we made.

Sheila Cunningham: Okay.

Louis Silverman:   In terms of a cash cushion, I think that we don't feel like
                   having cash is a detriment to us and I think that the cash
                   that we will have post dividend, should be at a place where
                   it doesn't negatively impact any of our initiatives that we
                   know of today.

Sheila Cunningham: Okay, but just to split a hair, I realize...


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Louis Silverman:   And I would just add, to clarify, that the dividend that was
                   announced was a onetime special dividend.

Sheila Cunningham: Sure, right. But let me just split a hair, I appreciate your
                   - whatever about the - feelings about the Board and their
                   initiatives, etcetera, but I would hope that they consulted
                   you before they came up with the number because if you've got
                   some expansion plans that may include an acquisition, well
                   surely they should know, surely they should be polite enough
                   to ask you what kind of cash you thought you needed on hand.

Louis Silverman:   I'll just go back to my answer that says that these are Board
                   issues and we'll leave it there.

Sheila Cunningham: Okay.  Got you, okay.

Operator:          Your next question comes from Josh Stewart with Sidoti and
                   Company.

Josh Stewart:      Hi guys. I just wanted to see if you'd give me any color on
                   what's going on with the NextGen Express product? Whatever
                   you can give me as far as like, you know, are people buying
                   both the practice management and EMR, you know, can you say
                   how many you sold and, you know, how many of these inside
                   sales guys are selling?

Patrick Cline:     I don't want to get into the habit of breaking things out by
                   product, but in general we're pleased with the way that
                   NextGen Express, which is a lighter version of the electronic
                   medial records product, is going. And we're very pleased with
                   the performance of our new inside sales group.

Josh Stewart:      Okay and as far as EMR versus EPM is it about the same 2/3
                   are buying both or is that too early to say?


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Patrick Cline:    Interestingly it has been.

Josh Stewart:     Okay.  All right great, thanks guys.

Operator:         Your next question is a follow-up from Brandon Osten

Brandon Osten:    Paul can you give us the software growth number in the NextGen
                  division?

Paul Holt:        The software growth - are you talking about system sales in
                  total?

Brandon Osten:    No, just the software. You guys are breaking it out in the
                  MD&A, so I thought you might have that number handy.

Paul Holt:        It will be in the Q Brandon. We're probably going to be
                  filing, you know, we have a requirement to file that Q within
                  the next couple of days or so.

Brandon Osten:    Okay.

Paul Holt:        I'll leave it at that.

Brandon Osten:    Okay. Is it - Okay, in terms of the internal sales force,
                  how's that doing relative to your expectation? And, you know,
                  what's your feel in terms of how the process is working there
                  with regards to, you know, being able to work against the
                  competition on sort of a remote basis?

Patrick Cline:    It's meeting or exceeding our expectation. Again, it's
                  relatively early, so let me say I'm cautiously optimistic.


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Brandon Osten:    Yeah, I mean do you - you're giving me - given the limited
                  experience you guys have had, like being only nine months or
                  something on this sort of, you know, five or less doctor
                  practices, do you feel like this is an efficient way to
                  compete in that market or are we going to get a better sense
                  after TEPR or, you know, how are you feeling in that regard?

Patrick Cline:    I think it's an efficient way to compete in that market. And
                  yes, I think we'll have a better sense after TEPR.

Brandon Osten:    And can we get into a little more detail on the competition?
                  It seems as though there've been some interesting competitive
                  happenings, you know, Apex seems to continue to go after these
                  very large deals, I guess Allscripts is trying to breakout of
                  that IDX installed base and, of course, Cerner bought the
                  Vital Works. My understanding from talking to people at Cerner
                  is for the express purpose of going after the ambulatory EMR
                  market. Do you have any comments? I wanted to - of course we
                  have the (Enter G) release by WebMD, so do you have any
                  comments on all those fronts? In general even?

Patrick Cline:    Let me say that I think that Allscripts continues to compete
                  effectively in IDX accounts. We have not seen any marked
                  increase in competition with Vital Works or with Cerner as a
                  result of that acquisition, but I would say it's fairly early.

Brandon Osten:    Have you encountered Cerner's product base outside of sort of
                  their large installation type of installs before to the point
                  where you would have, you know, a sense of how competitive it
                  might be?

Patrick Cline:    Yes. We're relatively familiar with Cerner's offerings. We
                  have competed many times with Cerner. Sometimes we've won,
                  sometimes we've lost, sometimes we've lost and come back and
                  won later. Cerner competes with us


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                  when the purchaser tends to be a large health system that has
                  a relationship with Cerner and that health system wants to
                  move out to the ambulatory side. Cerner will come in and
                  present their offering and compete in that marketplace. We
                  have not seen Cerner selling ambulatory systems on a
                  standalone basis.

Brandon Osten:    Okay and then in terms of sort of a typical deal that you're
                  signing now a days, what would be the number of doctors range?
                  I mean I know it's always been sort of a, you know, 50 doctor
                  to 250 doctor practice, but is that range tightening up? Are
                  we seeing strength in certain sizes and maybe not so much in
                  others or maybe you're focusing on certain sizes?

Patrick Cline:    No, I would say the range is broadening. We're seeing more
                  opportunities in the 100 to 200 plus, but we're also seeing
                  opportunities with large networks of physicians that might be
                  1,000, or 2,000, or 3,000 physician groups, IPAs and that sort
                  of thing.

Brandon Osten:    And last question, are you finding a change in who you have to
                  target inside an organization, who's going to champion the
                  cause for EMR or for a, you know, replacement of a legacy
                  practice management system? You know, whether it's the doctor
                  or the IT guy or?

Patrick Cline:    Well certainly there's a difference between the practice
                  management side and the electronic health record side. On the
                  electronic health record side you're targeting both the IT and
                  executive people, as well as the physicians. Very few IT folks
                  are willing to overrule physicians and the physician selection
                  when it comes to a product the physician is going to use every
                  day, though some of them do, that's not the norm.


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                  On the practice management side it's typically the practice
                  managers and the executives and administrative folks that get
                  involved in feature and function selection.

Brandon Osten:    Great, thanks a lot.

Operator:         Your next question comes from John Beil.

John Beil:        Yes, thank you and great job fellows, again, on the wonderful
                  quarter. I have just a quick question on standards. There's
                  been some discussion in the press about standards emerging,
                  either as a (unintelligible) of customers, vendors and
                  government or - I'm not quite sure where that's coming from
                  and do you anticipate any extraordinary hurdles or to adopt
                  any standards with what you have now?

Patrick Cline:    Good question. Standards are evolving much more quickly than
                  we've seen them evolve in the past. Government has had some
                  involvement in standards, primarily with respect to
                  transactions and HIPPA, and that is in transmitting claims and
                  remittances and those kinds of things

                  But there's been much more work lately relative to standards
                  surrounding the electronic health record. We've seen HL7
                  standards evolve, well we've seen some new standards come into
                  play and start to evolve. One is called the Continuity of Care
                  Record, or CCR. I do see, at some point in the future, that
                  various electronic medical record systems vendors, vendor
                  systems, will be exchanging data, clinical data, using these
                  standards and I don't see that that is too far off.

John Beil:        Great, thank you very much.


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Operator:         At this time there are no further questions. Mr. Silverman are
                  there any closing remarks?

Louis Silverman:  Thank you Shannon and I'd just like to thank everyone for
                  their participation on the call and we'll see you a few months
                  from now with our fiscal year end discussion. Thank you.

Operator:         This concludes today's Quality Systems Third Quarter Fiscal
                  2005 Earnings Conference Call. You may now disconnect.

                                       END