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): December 16, 2005

                               GLOBAL AXCESS CORP
               (Exact name of registrant as specified in charter)

               Nevada                     000-17874               88-0199674
               ------                     ---------               ----------
(State or other jurisdiction of          (Commission            (IRS Employer
          incorporation)                 File Number)        Identification No.)

224 Ponte Vedra Park Drive, Ponte Vedra Beach, Florida              32082
------------------------------------------------------              -----
       (Address of principal executive offices)                  (Zip Code)

       Registrant's telephone number, including area code: (904) 280-3950

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

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))

<PAGE>

Item 5.02   Departure of Directors or Principal Officers; Election of Directors;
            Appointment of Principal Officers.

      On December 16, 2005,  Georg  Hochwimmer  resigned as a director of Global
Axcess Corp (the "Company").

      On December  16,  2005,  the Board of  Directors  of the Company  voted to
appoint Joseph M. Loughry, III and Alan W. Rossiter as directors of the Company.
There are no understandings or arrangements between Messrs. Loughry and Rossiter
and any other  person  pursuant  to which  either  director  was  selected  as a
director.  Messrs.  Loughry and  Rossiter  presently do not serve on any Company
committee. Messrs. Loughry and Rossiter may be appointed to serve as a member of
a committee  although there are no current plans to appoint either director to a
committee as of the date  hereof.  Neither  Messrs.  Loughry and Rossiter do not
have any family  relationship  with any  director,  executive  officer or person
nominated  or chosen by the Company to become a director or  executive  officer.
Additionally, Messrs. Loughry and Rossiter has never entered into a transaction,
nor is there any proposed transaction,  between Messrs. Loughry and Rossiter and
the Company.

      Joseph M. Loughry, III, age 59, from 2000 through 2003, Mr. Loughry served
as the President,  CEO and a director of HTE, Inc., a software  company that was
listed on Nasdaq.  Prior to 2000, Mr. Loughry served as the President and CEO of
QuestPoint Holdings,  Inc. since 1992. Mr. Loughry graduated from the University
of Maryland - College Park in 1967 with a BS in Business Administration.

      Alan W.  Rossiter,  age 60, since 1996 has served as the President and CEO
of Enterprise  North Florida  Corporation,  which provides  emerging  technology
companies  with  extensive  business,  technical  and  financial  services.  Mr.
Rossiter  served for 20 years with the United States Navy in various  capacities
including Aviation  Maintenance  Officer for the United States Pacific Fleet and
Director of Naval Aviation Logistics Management at the Naval Air Systems Command
in Washington,  D.C. during  Operation  Desert Storm.  Mr.  Rossiter  received a
Bachelors degree in History from Denison University in 1967,  graduated from the
Naval Aviation Candidate School at Pensacola, Florida in 1969 and graduated from
National  University of San Diego with a Masters of Business  Administration  in
Financial Management and Information Systems in 1983.


                                       1
<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                     GLOBAL AXCESS CORP


Dated: December 22, 2005             By: /s/ David Fann
                                         --------------------------
                                     Name: David Fann
                                     Title: President


                                       2
{"company-data": {"conformed-name": "GLOBAL AXCESS CORP", "cik": "0000852570", "assigned-sic": "6199", "irs-number": "880199674", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-17874", "film-number": "051284725"}, "business-address": {"street1": "225 PONTE VEDRA PARK DRIVE", "city": "PONTE VEDRA BEACH", "state": "FL", "zip": "32082", "phone": "9042803950"}, "mail-address": {"street1": "225 PONTE VEDRA PARK DRIVE", "city": "PONTE VEDRA BEACH", "state": "FL", "zip": "32082"}, "former-company": [{"former-conformed-name": "NETHOLDINGS COM INC", "date-changed": "20001113"}, {"former-conformed-name": "XPLORER S A", "date-changed": "19960903"}, {"former-conformed-name": "GERANT INDUSTRIES INC", "date-changed": "19930513"}]}
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): December 16, 2005

                               GLOBAL AXCESS CORP
               (Exact name of registrant as specified in charter)

               Nevada                     000-17874               88-0199674
               ------                     ---------               ----------
(State or other jurisdiction of          (Commission            (IRS Employer
          incorporation)                 File Number)        Identification No.)

224 Ponte Vedra Park Drive, Ponte Vedra Beach, Florida              32082
------------------------------------------------------              -----
       (Address of principal executive offices)                  (Zip Code)

       Registrant's telephone number, including area code: (904) 280-3950

                                   Copies to:
                             Gregory Sichenzia, Esq.
                            Stephen M. Fleming, Esq.
                       Sichenzia Ross Friedman Ference LLP
                           1065 Avenue of the Americas
                            New York, New York 10018
                              Phone: (212) 930-9700
                               Fax: (212) 930-9725

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 5.02   Departure of Directors or Principal Officers; Election of Directors;
            Appointment of Principal Officers.

      On December 16, 2005,  Georg  Hochwimmer  resigned as a director of Global
Axcess Corp (the "Company").

      On December  16,  2005,  the Board of  Directors  of the Company  voted to
appoint Joseph M. Loughry, III and Alan W. Rossiter as directors of the Company.
There are no understandings or arrangements between Messrs. Loughry and Rossiter
and any other  person  pursuant  to which  either  director  was  selected  as a
director.  Messrs.  Loughry and  Rossiter  presently do not serve on any Company
committee. Messrs. Loughry and Rossiter may be appointed to serve as a member of
a committee  although there are no current plans to appoint either director to a
committee as of the date  hereof.  Neither  Messrs.  Loughry and Rossiter do not
have any family  relationship  with any  director,  executive  officer or person
nominated  or chosen by the Company to become a director or  executive  officer.
Additionally, Messrs. Loughry and Rossiter has never entered into a transaction,
nor is there any proposed transaction,  between Messrs. Loughry and Rossiter and
the Company.

      Joseph M. Loughry, III, age 59, from 2000 through 2003, Mr. Loughry served
as the President,  CEO and a director of HTE, Inc., a software  company that was
listed on Nasdaq.  Prior to 2000, Mr. Loughry served as the President and CEO of
QuestPoint Holdings,  Inc. since 1992. Mr. Loughry graduated from the University
of Maryland - College Park in 1967 with a BS in Business Administration.

      Alan W.  Rossiter,  age 60, since 1996 has served as the President and CEO
of Enterprise  North Florida  Corporation,  which provides  emerging  technology
companies  with  extensive  business,  technical  and  financial  services.  Mr.
Rossiter  served for 20 years with the United States Navy in various  capacities
including Aviation  Maintenance  Officer for the United States Pacific Fleet and
Director of Naval Aviation Logistics Management at the Naval Air Systems Command
in Washington,  D.C. during  Operation  Desert Storm.  Mr.  Rossiter  received a
Bachelors degree in History from Denison University in 1967,  graduated from the
Naval Aviation Candidate School at Pensacola, Florida in 1969 and graduated from
National  University of San Diego with a Masters of Business  Administration  in
Financial Management and Information Systems in 1983.

                                       1
SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                     GLOBAL AXCESS CORP

Dated: December 22, 2005             By: /s/ David Fann
                                         --------------------------
                                     Name: David Fann
                                     Title: President

                                       2