UNITED STATES
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): August 217, 2005

MDSI Mobile Data Solutions Inc.
(Translation of registrant’s name into English)

Canada
(Jurisdiction of Incorporation)

000-28968
(Commission File Number)

Not Applicable
(IRS Employer Identification No.)

10271 Shellbridge Way
Richmond, British Columbia
Canada V6X 2W8
(Address and zip code of principal executive offices)

Registrant’s Telephone Number, including Area Code: (604) 207-6000

Not Applicable
(Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

[ ]

Written communications pursuant to Rule 415 under the Securities Act

[ ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

[ ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Item 7.01 Regulation FD Disclosure.

See Press Release dated August 2, 2005 attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.

Description

99.1 ~~Press~~Notice ~~Release~~of Special Meeting of Shareholders and Management Proxy Circular of MDSI Mobile Data Solutions Inc. dated August 217, 2005.

99.2	Letter of Transmittal dated August 17, 2005.

99.3	Conditional Exercise and Election Form dated August 17, 2005.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the duly authorized undersigned.

MDSI Mobile Data Solutions Inc.

Date: August 222, 2005 /s/ ~~Glenn~~Ronald ~~Kumoi~~P. ~~Glenn~~Toffolo ~~Kumoi~~Ronald P. Toffolo, ~~Chief~~Vice ~~Administrative~~President ~~Officer~~- Human Resources

EXHIBIT INDEX

Exhibit ~~Number~~No. Description

99.1 ~~Press~~Notice ~~Release~~of Special Meeting of Shareholders and Management Proxy Circular of MDSI Mobile Data Solutions Inc. dated August 217, 2005.

99.2	Letter of Transmittal dated August 17, 2005.

99.3	Conditional Exercise and Election Form dated August 17, 2005.

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