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): April 27, 2005

                           Netsmart Technologies, Inc.
             (Exact name of Registrant as Specified in its Charter)

        Delaware                       0-21177                   13-3680154
(State or other jurisdiction         (Commission               (IRS Employer
    of incorporation                   File No.)            Identification No.)


         3500 Sunrise Highway, Suite D-122, Great River, New York 11739
                     (Address of Principal Executive Office)


       Registrant's telephone number, including area code: (631) 968-2000


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 425 under the Securities Act
(17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))


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Item 1.01.        Entry into a Material Definitive Agreement.

         On April 27, 2005,  Netsmart  Technologies,  Inc. (the  "Registrant"),
through its subsidiary  Creative  Socio-Medics  Corp., acquired
ContinuedLearning,  LLC of St. Petersburg,  Florida. for $250,000 in cash,
20,000 shares of the Registrant's common stock and potential  additional
payments of up to $250,000 if certain  targets are met. In connection  with the
asset  purchase,  the Registrant entered into an  employment  agreement  with
A. Sheree  Graves,  an owner of Continued  Learning  under which Ms. Graves is
entitled to receive a salary and potential additional payments of up to $300,000
if certain targets are met.

         The Asset Purchase Agreement and the Employment Agreement are filed as
Exhibit 10.1 and 10.2 hereto.


Item 9.01         Financial Statements and Exhibits.

         (c)  Exhibits

10.1     Asset Purchase Agreement dated April 27, 2005 between ContinuedLearning
         LLC and Creative Socio-Medics Corp.
10.2     Employment Agreement dated April 27, 2005 between Netsmart
         Technologies, Inc. and A. Sheree Graves


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                                    SIGNATURE


   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.




                           NETSMART TECHNOLOGIES, INC.

/s/James L. Conway
--------------------------    Chairman, President Chief Executive   May 2, 2005
   James L. Conway            Officer and Director (Principal
                              Executive Officer)



/s/Anthony F. Grisanti
--------------------------    Chief Financial Officer               May 2, 2005
   Anthony F. Grisanti        (Principal Financial and
                              Accounting Officer)