8-K

                                  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): MAY 17, 2004 (MAY 17, 2004)
                                                    ---------------------------


                      ALLIED HEALTHCARE INTERNATIONAL INC.
                      ------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED ON ITS CHARTER)


           1-11570                                    13-3098275
- ---------------------------------     ------------------------------------------
  (COMMISSION FILE NUMBER)               (IRS EMPLOYER IDENTIFICATION NUMBER)


                                    NEW YORK
          -------------------------------------------------------------
          (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)


                  555 MADISON AVENUE, NEW YORK, NEW YORK 10022
           ----------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)


                                 (212) 750-0064
       -------------------------------------------------------------------
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)



       -------------------------------------------------------------------
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)





ITEM 5.           OTHER EVENTS.

         On May 17, 2004, Allied Healthcare International Inc. issued a press
release announcing that it had filed a registration statement with the
Securities and Exchange Commission relating to a proposed public offering of its
common stock. A copy of the press release is attached to this Form 8-K.

ITEM 7.           FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
                  EXHIBITS


         (c)      Exhibits

         99.1     Press release dated May 17, 2004








                                   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
undersigned hereunto duly authorized.

Dated: May 17, 2004

                                   ALLIED HEALTHCARE INTERNATIONAL INC.


                                   By:       /s/ Charles F. Murphty
                                             ----------------------------------
                                             Name: Charles F. Murphy
                                             Title:   Chief Financial Officer

EX-99.1

[ALLIED HEALTHCARE INTERNATIONAL INC LOGO OMITTED]

                                                                  Exhibit 99.1

FOR IMMEDIATE RELEASE       For Further Information:
 MAY 17, 2004               ------------------------
                            Investor Contact:
                            -----------------
                            Charles Murphy, Chief Financial Officer,
                            212-750-0064, charlesmurphy@alliedhealthcare.com
                            Media Contact:
                            --------------
                            Susan J. Lewis, 303-804-0494,
                            susanlewis@alliedhealthcare.com
                            -------------------------------

ALLIED HEALTHCARE INTERNATIONAL INC. FILES REGISTRATION STATEMENT
- -----------------------------------------------------------------

NEW YORK ... May 17, 2004 ... Allied Healthcare International Inc. (Nasdaq:
AHCI), a leading provider of flexible healthcare staffing services in the United
Kingdom, announced today that it had filed a registration statement with the
Securities and Exchange Commission relating to a proposed underwritten public
offering of its common stock. The exact number of shares to be offered and the
offering price per share has not yet been determined.

The shares will be offered in a firm commitment underwritten offering lead
managed by Friedman, Billings, Ramsey & Co., Inc. and SG Cowen & Co. LLC and
co-managed by Harris Nesbitt Corp.

A registration statement relating to the securities has been filed with the
Securities and Exchange Commission but has not yet become effective. The
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of the securities in any jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or qualification
under the securities laws of such jurisdiction.

Copies of the prospectus, when available, may be obtained by contacting
Friedman, Billings, Ramsey & Co., Inc., 1001 19th Street North, Arlington,
Virginia 22209, Attn: Prospectus Department; Telephone No. (703) 312-9588.

Certain statements contained herein are forward-looking statements that have
been made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements involve known and
unknown risks and



uncertainties, including those contained in the company's
filings with the Securities and Exchange Commission, which may cause actual
results in future periods or plans for future periods to differ materially from
those described herein as anticipated, believed or estimated.

                                      # # #