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:                                 May 3, 2004
(Date of earliest event reported)                     (April 28, 2004)


                             Multimedia Games, Inc.
             (Exact name of registrant as specified in its charter)

                                    001-14551
                            (Commission File Number)



                  Texas                                       74-2611034
      (State or other jurisdiction                          (IRS Employer
            of incorporation)                            Identification No.)

 206 Wild Basin Rd., Bldg. B, Suite 400,                        78746
              Austin, Texas                                   (Zip Code)
(Address of principal executive offices)



       Registrant's telephone number, including area code: (512) 334-7500




Item 7.  Financial Statements and Exhibits.

(c)      Exhibits.
Exhibit No.           Description
-----------           -----------
   99.1               Press Release, dated April 28, 2004, announcing 2004
                       second quarter results
   99.2               Transcript of Second Quarter 2004 Earnings Release
                       Conference Call

Item 12.  Results of Operation and Financial Condition.

On April 28, 2004,  Multimedia  Games,  Inc. (the  "Registrant")  issued a press
release announcing its 2004 second quarter results,  and on the same date held a
related  conference  call to discuss these  results.  The full text of the press
release issued in connection with the  announcement  and the related  conference
call  transcript are attached to this Current Report on Form 8-K as Exhibit Nos.
99.1 and 99.2, respectively. The April 28, 2004 press release and the conference
call transcript contain forward-looking  statements regarding the Registrant and
include  cautionary  statements  identifying  important factors that could cause
actual results to differ materially from those anticipated.

Use of Non-GAAP Financial Information

The  Registrant  uses the non-GAAP  measure of EBITDA in its earnings  releases.
EBITDA  is  defined  as  earnings  before  interest,   taxes,  depreciation  and
amortization.  Although  EBITDA is not a measure  of  performance  or  liquidity
calculated in accordance with generally accepted accounting principles ("GAAP"),
the  Registrant  believes  the  use of the  non-GAAP  financial  measure  EBITDA
enhances  an  overall   understanding   of  the   Registrant's   past  financial
performance,  and provides  useful  information to the investor,  because of its
historical  use by the  Registrant as both a performance  measure and measure of
liquidity,  and the use of EBITDA  by  virtually  all  companies  in the  gaming
equipment  sector as a  measure  of both  performance  and  liquidity.  However,
investors  should not consider this measure in isolation or as a substitute  for
net income,  operating income, cash flows from operating activities or any other
measure for determining the Registrant's operating performance or liquidity that
is  calculated  in  accordance  with GAAP.  In addition,  because  EBITDA is not
calculated in  accordance  with GAAP,  it may not  necessarily  be comparable to
similarly  titled  measures  employed by other  companies.  The  Registrant  has
included  a  reconciliation  of EBITDA  to the most  comparable  GAAP  financial
measure, net income, in the attached press release.






                                   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.


                                         MULTIMEDIA GAMES, INC.



Dated:  May 3, 2004                      By:        /s/  Craig S. Nouis
                                                  ------------------------------
                                                  Craig S. Nouis
                                                  Chief Financial Officer and
                                                  Principal Accounting Officer




                                  EXHIBIT INDEX


Exhibit No.           Description
-----------           -----------
   99.1               Press Release, dated April 28, 2004, announcing 2004
                       second quarter results
   99.2               Transcript of Second Quarter 2004 Earnings Release
                       Conference Call