Filed by Health Management Systems, Inc. pursuant to Rule 425 under the
Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the
Securities Exchange Act of 1934.

Subject Company: HMS Holdings Corp. Commission File Number for
Registration Statement: 333-100521

On February 21, 2003, Health Management Systems, Inc. sent the
following email to its employee shareholders:



As a shareholder of Health Management Systems, Inc. (HMSY), this letter
serves as a request for your affirmative vote on our proposal to form a
holding company.  This revised corporate structure will better position each
of our businesses for continued success in the future.  The affirmative vote
of the holders of two-thirds of the outstanding shares of Health Management
Systems common stock is required to form the holding company.

You received a copy of the proxy statement and prospectus, along with your
proxy card, the week of January 27th.  Please vote your shares promptly.
These are exciting times at Health Management Systems.  We recently
announced quarterly results that returned the Company to profitability for
the first time in more than two years, and we are focused on a robust
agenda.  Following the creation of the holding company, the Company's
Provider and Payor Services businesses will reside in separate subsidiaries.
Among other things, a holding company structure will afford the following
benefits:


?	Greater opportunity for the individual businesses to identify and
promote themselves in their respective marketplaces.  As Health Management
Systems, Inc., the Payor Services business will be utilizing and building
upon a name and identity that is extremely well recognized in the state
governmental marketplace in which it has operated for almost twenty years.
The Provider Services business will operate as Accordis Inc., a new name
more appropriate to the suite of outsourcing services that it now offers to
hospitals.

?	Reduce the confusion that is inherent in the current structure, with
two businesses marketing to related but nonetheless very different
healthcare financial services marketplaces.

?	Better permit each business to tailor compensation and incentive
programs to attract and retain employees with the skill sets appropriate to
that business.

Because adoption of a holding company structure will constitute a
reorganization with no change in ownership interests, there will be no
dilutive impact to the shareholders of the Company.  HMS Holdings Corp.
stock will trade on NASDAQ under the symbol HMSY and no interruption of
trading is anticipated.  The proxy statement and prospectus describes the
proposal in greater detail.

Please vote promptly.  If you haven't received or have misplaced or disposed
of your proxy statement, please note that another proxy statement is
scheduled to be mailed to you on Friday, February 14th.  Please look for it
within the next 3 to 5 days.  If you hold HMSY shares in street name, please
call your broker if you haven't received it.  You may vote using the
Internet, by telephone, or by returning the proxy card in the envelope
provided.  Instructions regarding these methods are included on the proxy
card accompanying the proxy statement and prospectus.

We ask that you confirm with our Corporate Secretary, Kathy Arendt, at
(212) 857-5486 after your affirmative vote has been cast. If you have any
questions, please call Kathy at the above number.



A registration statement has been filed with the SEC on Form S-4 which contains
a definitive proxy statement and prospectus of HMSY and HMS Holdings Corp. and
other relevant documents concerning the holding company proposal. This
communication shall not constitute an offer to sell, or the solicitation of an
offer to buy, nor shall there be any sale of these securities in any state in
which such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such state.
Investors are urged to read the definitive proxy statement and prospectus and
any other relevant documents filed with the SEC, as well as any amendments and
supplements to those documents, because they will contain important information
on the proposed restructuring. Investors can obtain the documents filed with
the SEC free of charge at the SEC's Web site (www.sec.gov) under the name of HMS
Holdings Corp. In addition, investors may obtain a free copy of the definitive
proxy statement and prospectus and other documents filed by HMSY and HMS
Holdings Corp. with the SEC by contacting HMSY's Shareholder Services at
212-857-5486. Investors should read the definitive proxy statement and
prospectus before making any voting or investment decision.

HMSY and its directors and executive officers may be deemed to be participants
in the solicitation of proxies from HMSY shareholders. HMS Holdings Corp. may
also be deemed to be a participant in the solicitation. Investors may obtain
additional information regarding HMSY, HMS Holdings Corp. and their respective
officers and directors, including beneficial ownership information, by reading
the definitive proxy statement and prospectus.