S-8

As filed with the Securities and Exchange Commission on December 22, 2004

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM S-8
REGISTRATION STATEMENT
Under
The Securities Act of 1933

CAM COMMERCE SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware	95-3866450
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

17075 Newhope Street, Suite A
Fountain Valley, California 92708
(Address of Principal Executive Office)(Zip Code)

CAM COMMERCE SOLUTIONS
2000 NONSTATUTORY STOCK OPTION PLAN
(Full title of the plans)

Blumberg Excelsior
62 White Street
New York, New York 10013
(Name and address of agent for service)

(212) 431-5000
(Telephone number, including area code, of agent for service)

CALCULATION OF REGISTRATION FEE

			Proposed		Proposed
Title of	Amount		maximum		maximum		Amount of
securities to	to be		offering price		aggregate		registration
be registered	registered		per share(2)		offering price(2)		fee
Common Stock,		250,000	$	16.91	$	4,227,500	$	498
$.001 par value

(1)	500,000 shares to be issued under the 2000 Nonstatutory Stock Option Plan prior to its amendment have been previously registered.
(2)	Pursuant to Rule 457(c) and Rule 457(h), these prices were estimated solely for the purpose of calculating the registration fee and are based upon the average of the high and low prices of the Common Stock on the Nasdaq National Market on December 17, 2004.

TABLE OF CONTENTS

PART I
PART II
	Item 8. Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 5.1
EXHIBIT 23.1

PART I

In accordance with General Instruction E to Form S-8, we hereby incorporate by reference the contents of our Registration Statement on Form S-8, filed with the Securities and Exchange Commission (the “Commission”) on December 27, 2000 (File No. 333-52782).

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PART II

Item 8. Exhibits.

     Pursuant to General Instruction E, only those Opinions and Consents required by Item 8 are provided. They are as follows:

5.1	Opinion of Haddan & Zepfel LLP
23.1	Consent of Independent Registered Public Accounting Firm
23.2	Consent of Haddan & Zepfel LLP (included in Exhibit 5.1)
24.1	Power of Attorney (contained on signature page hereto)

3

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Fountain Valley, State of California, on December 22, 2004.

CAM COMMERCE SOLUTIONS, INC.
By:	/s/ Geoffrey D. Knapp
	Geoffrey D. Knapp, Chief Executive Officer
	(Principal Executive Officer)

POWER OF ATTORNEY

     We, the undersigned officers and directors of Cam Commerce Solutions, Inc, do hereby constitute and appoint Geoffrey D. Knapp and Paul Caceres, or either of them, with full power of substitution, our true and lawful attorneys and agents, to do any and all acts and things in our name and behalf in our capacities as directors and officers and to execute any and all instruments for us and in our names in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable in order to enable said corporation to comply with the Securities Act of 1933, as amended, and all rules, regulations and requirements of the Securities and Exchange Commission, in connection with this registration statement, including specifically, but without limitation, power and authority to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) hereto; and we hereby ratify and confirm all that said attorneys and agents, or any of them, do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons in the capacities and on the date indicated

Signatures	Title	Date
/s/ Geoffrey D. Knapp Geoffrey D. Knapp	Chief Executive Officer, Secretary, Director, Chairman of the Board of Directors (Principal Executive Officer)	December 22, 2004
/s/ David Frosh David Frosh	Director	December 22, 2004
/s/ Paul Caceres Paul Caceres	Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer	December 22, 2004
/s/ Walter Straub Walter W. Straub	Director	December 22, 2004
/s/ Donald A. Clark Donald A. Clark	Director	December 22, 2004

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EXHIBIT INDEX

Exhibit
Number	Description
5.1	Opinion of Haddan & Zepfel LLP
23.1	Consent of Independent Registered Public Accounting Firm
23.2	Consent of Haddan & Zepfel (contained in Exhibit 5.1)
24.1	Power of Attorney (contained on signature page hereto)

EX-5.1

Exhibit 5.1

HADDAN & ZEPFEL LLP
Attorneys at Law
500 Newport Center Drive, Suite 580
Newport Beach, California 92660
(949) 706-6000
Facsimile (949) 706-6060

December 22, 2004

CAM Commerce Solutions, Inc.
17075 Newhope Street
Fountain Valley, California 92708

Re:	Registration of Shares of Common Stock Issuable
	Pursuant to the 2000 Stock Option Plan

Dear Sirs:

     We have examined a copy of the Registration Statement on Form S-8 (the “Registration Statement”) of CAM Commerce Solutions, Inc., a Delaware corporation (the “Company”), for the registration under the Securities Act of 1933, as amended, of 250,000 additional shares of the Company’s Common Stock, par value $0.001 per share (the “Shares”) issuable upon exercise of options granted pursuant to the 2000 Stock Option Plan of the Company (the “Plan”). We have also examined the Certificate of Incorporation of the Company, the Plan, and such other corporate records and other documents, as we have deemed necessary in order to express the opinion set forth below.

     We are of the opinion that, upon exercise of the options granted under the Plan, and payment in full of the exercise price therefor, such Shares will have been duly authorized, validly issued, and fully paid and nonassessable shares of Common Stock of the Company under the laws of the State of Delaware.

     We hereby consent to the reference to this firm under Item 5 of the Registration Statement and to the filing of this opinion, including this consent, as an exhibit to the Registration Statement.

Very truly yours,

/s/ Jon Haddan

HADDAN & ZEPFEL LLP

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

     We consent to the incorporation by reference in the Registration Statement on Form S-8 pertaining to the CAM Commerce Solutions 2000 Nonstatutory Stock Option Plan of our reports dated November 12, 2004, with respect to the financial statements and schedule of CAM Commerce Solutions, Inc. incorporated by reference in its Annual Report on Form 10-K for the year ended September 30, 2004, filed with the Securities and Exchange Commission.

/s/ Ernst & Young, LLP

Orange County, California
December 17, 2004