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):

                               September 22, 2004



                     MEDICAL STAFFING NETWORK HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)



           Delaware                        1-31299               65-0865171
       ----------------            -----------------------     --------------
(State or other jurisdiction of    (Commission File Number)    (IRS Employer
        incorporation)                                       Identification No.)


                901 Yamato Road, Suite 110, Boca Raton, FL 33431
                ------------------------------------------------
                    (Address of principal executive offices)

        Registrant's telephone number, including area code: 561-322-1300
                                                            ------------

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))





Item 7.01.  Regulation FD Disclosure

         Attached as Exhibit 99.1 and incorporated by reference is a copy of a
press release of Medical Staffing Network Holdings, Inc., dated September 22,
2004, regarding Robert J. Adamson's plans to remain as Chief Executive Officer.

Item 9.01.  Financial Statements and Exhibits

               (a) Not Applicable.

               (b) Not Applicable.

               (c) Exhibits:

                    99.1   Press Release dated September 22, 2004.

Limitation on Incorporation by Reference

         In accordance with General Instruction B.2 of Form 8-K, the information
in this report (including the exhibit) is furnished pursuant to Item 7.01 and
shall not be deemed to be "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities
of that Section, unless we specifically incorporate it by reference in a
document filed under the Securities Act of 1933 or the Securities Exchange Act
of 1934. The filing of this Current Report on Form 8-K is not an admission as to
the materiality of any information in this report that is required to be
disclosed solely by Regulation FD.






                                    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.



Date:  September 22, 2004          MEDICAL STAFFING NETWORK HOLDINGS, INC.



                                   By: /s/ Larry McPherson
                                      -----------------------------
                                       Larry McPherson
                                       Chief Financial Officer





                                  EXHIBIT INDEX

Exhibit No.       Description

99.1              Press Release dated September 22, 2004.

EX-99.1

                                                                    Exhibit 99.1

        Medical Staffing Network Holdings Announces Adamson's Intention
                      to Remain as Chief Executive Officer

    BOCA RATON, Fla.--(BUSINESS WIRE)--September 22, 2004--Medical
Staffing Network Holdings, Inc. (NYSE:MRN), a leading healthcare
staffing company and the largest provider of per diem nurse staffing
services in the nation, announced today that its Chairman and Chief
Executive Officer Robert J. Adamson will remain in his current role as
Chief Executive Officer for at least the next two years. In March of
this year, Mr. Adamson had indicated his intention to retire from his
role as Chief Executive Officer, but remain as Executive Chairman of
the Company.
    Board of Directors member David J. Wenstrup commented, "The Board
is delighted that Robert will continue as Chief Executive Officer. He
was a co-founder of the Company, and, under his leadership, Medical
Staffing Network has become one of the country's leading providers of
temporary healthcare professionals. Mr. Adamson was asked to extend
his contract as Chief Executive Officer, and he enthusiastically
agreed to recommit to the role. We are pleased that he will continue
to provide his leadership and vision to the Company."
    In commenting on the announcement, Mr. Adamson said, "I am pleased
to be extending my commitment to the role of Chief Executive Officer
and helping to steer the Company through these tumultuous industry
times. Given the recent market conditions, the Company needs to be
focused on bolstering recent positive trends and executing existing
initiatives rather than a change in senior management. I look forward
to continuing to be involved on a day-to-day basis and to seeing
first-hand the improvements resulting from all the hard work and
dedication from our management team and associates."

    Company Summary

    Medical Staffing Network Holdings, Inc. is the largest provider of
per diem nurse staffing services in the United States. The Company
also provides travel nurse staffing services and is a leading provider
of allied health professionals, including radiology specialists,
diagnostic imaging technicians and clinical laboratory technicians.

    This press release contains statements that are forward-looking in
nature. Statements that are predictive in nature, that depend upon or
refer to future events or conditions or that include words such as
"expects," "anticipates," "intends," "plans," "believes," "estimates,"
and similar expressions are forward-looking statements. These
statements involve known and unknown risks, uncertainties and other
factors that may cause the Company's actual results and performance to
be materially different from any future results or performance
expressed or implied by these forward-looking statements. These
factors include the following: Mr. Adamson's willingness to continue
his role as Chief Executive Officer for the stated two-year period,
the Company's ability to stabilize the reduction in revenue, and the
Company's ability to carry out its business strategy and the demand
for temporary nurses. Additional information concerning these and
other important factors can be found within the Company's filings with
the Securities and Exchange Commission. Statements in this press
release should be evaluated in light of these important factors.
Although the Company believes that these statements are based upon
reasonable assumptions, it cannot guarantee future results. Given
these uncertainties, the forward-looking statements discussed in this
press release might not occur.


    CONTACT: Medical Staffing Network Holdings, Inc., Boca Raton
             Robert J. Adamson, 561-322-1303