UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 8-K/A1

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported): June 20, 2005

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

           Nevada                    000-17874                 88-0199674
           ------                    ---------                 ----------
 (State or other jurisdiction       (Commission              (IRS Employer
      of 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 4.01 Changes in Registrant's Certifying Accountant.

      On  June  20,  2005,  Global  Axcess  Corp,  a  Nevada   corporation  (the
"Company"),  notified  Weinberg & Company,  P.A.  ("Weinberg"),  its independent
public accountants,  that it was terminating its services,  effective as of that
date.  Further,  on June 23, 2005, the Company engaged Kirkland,  Russ, Murphy &
Tapp, CPA ("Auditor") as its principal independent accountant.  This decision to
engage  Auditor was taken upon the unanimous  approval of the Board of Directors
of the Company.

      During the last two fiscal years ended  December 31, 2004 and December 31,
2003 and through  June 20,  2005,  (i) there were no  disagreements  between the
Company  and  Weinberg  on any matter of  accounting  principles  or  practices,
financial  statement  disclosure or auditing  scope or procedure  which,  if not
resolved  to the  satisfaction  of Weinberg  would have caused  Weinberg to make
reference to the matter in its reports on the  Company's  financial  statements,
and (ii) Weinberg's report on the Company's financial statements did not contain
any adverse opinion,  disclaimer of opinion, or modification or qualification of
opinion.  During the last two most recent  fiscal years ended  December 31, 2004
and December 31, 2003 and through June 20, 2005, there were no reportable events
as the term described in Item 304(a)(1)(iv) of Regulation S-B.

      During the two most  recent  fiscal  years and  through  June 23, 2005 the
Company has not consulted with Auditor regarding either:

      1.    the   application   of   accounting   principles  to  any  specified
            transaction,  either  completed  or  proposed,  or the type of audit
            opinion   that  might  be  rendered  on  the   Company's   financial
            statements, and neither a written report was provided to the Company
            nor oral advice was provided that Auditor concluded was an important
            factor  considered  by the  Company in reaching a decision as to the
            accounting,  auditing or financial reporting issue; or

      2.    any matter  that was either  subject of  disagreement  or event,  as
            defined in Item  304(a)(1)(iv)(A)  of Regulation S-B and the related
            instruction to Item 304 of Regulation S-B, or a reportable event, as
            that term is explained in Item 304(a)(1)(iv)(A) of Regulation S-B.

      The Company has requested that Weinberg furnish it with a letter addressed
to the Securities  and Exchange  Commission  stating  whether it agrees with the
above statements.  A copy of this letter is attached hereto to this amendment to
the Form 8K as Exhibit 16.1.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired.

    Not applicable.

(b) Pro forma financial information.

    Not applicable.

(c) Exhibits.

Exhibit Number        Description
--------------        -----------

16.1                  Letter from Weinberg & Company PA


                                       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: June 29, 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": "05926041"}, "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/A1

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported): June 20, 2005

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

           Nevada                    000-17874                 88-0199674
           ------                    ---------                 ----------
 (State or other jurisdiction       (Commission              (IRS Employer
      of 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 4.01 Changes in Registrant's Certifying Accountant.

      On  June  20,  2005,  Global  Axcess  Corp,  a  Nevada   corporation  (the
"Company"),  notified  Weinberg & Company,  P.A.  ("Weinberg"),  its independent
public accountants,  that it was terminating its services,  effective as of that
date.  Further,  on June 23, 2005, the Company engaged Kirkland,  Russ, Murphy &
Tapp, CPA ("Auditor") as its principal independent accountant.  This decision to
engage  Auditor was taken upon the unanimous  approval of the Board of Directors
of the Company.

      During the last two fiscal years ended  December 31, 2004 and December 31,
2003 and through  June 20,  2005,  (i) there were no  disagreements  between the
Company  and  Weinberg  on any matter of  accounting  principles  or  practices,
financial  statement  disclosure or auditing  scope or procedure  which,  if not
resolved  to the  satisfaction  of Weinberg  would have caused  Weinberg to make
reference to the matter in its reports on the  Company's  financial  statements,
and (ii) Weinberg's report on the Company's financial statements did not contain
any adverse opinion,  disclaimer of opinion, or modification or qualification of
opinion.  During the last two most recent  fiscal years ended  December 31, 2004
and December 31, 2003 and through June 20, 2005, there were no reportable events
as the term described in Item 304(a)(1)(iv) of Regulation S-B.

      During the two most  recent  fiscal  years and  through  June 23, 2005 the
Company has not consulted with Auditor regarding either:

      1.    the   application   of   accounting   principles  to  any  specified
            transaction,  either  completed  or  proposed,  or the type of audit
            opinion   that  might  be  rendered  on  the   Company's   financial
            statements, and neither a written report was provided to the Company
            nor oral advice was provided that Auditor concluded was an important
            factor  considered  by the  Company in reaching a decision as to the
            accounting,  auditing or financial reporting issue; or

      2.    any matter  that was either  subject of  disagreement  or event,  as
            defined in Item  304(a)(1)(iv)(A)  of Regulation S-B and the related
            instruction to Item 304 of Regulation S-B, or a reportable event, as
            that term is explained in Item 304(a)(1)(iv)(A) of Regulation S-B.

      The Company has requested that Weinberg furnish it with a letter addressed
to the Securities  and Exchange  Commission  stating  whether it agrees with the
above statements.  A copy of this letter is attached hereto to this amendment to
the Form 8K as Exhibit 16.1.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of business acquired.

    Not applicable.

(b) Pro forma financial information.

    Not applicable.

(c) Exhibits.

Exhibit Number        Description
--------------        -----------

16.1                  Letter from Weinberg & Company PA

                                       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: June 29, 2005                                 By:    /s/ David Fann
                                                            --------------------
                                                     Name:  David Fann
                                                     Title: President

                                       2