<PAGE>
                                       
                        AS FILED WITH THE SECURITIES AND
                       EXCHANGE COMMISSION ON MAY 30, 1997
                       Registration No. 
                                        ------------------
                                       
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER 
                           THE SECURITIES ACT OF 1933

                                       
                           Access Anytime Bancorp, Inc.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                    Delaware 
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

                                    85-0444597
         --------------------------------------------------------------
                     (I.R.S. Employer Identification Number)

                        801 Pile Street, Clovis, NM  88101 
         --------------------------------------------------------------
              (Address of registrant's Principal Executive Offices)

       ACCESS ANYTIME BANCORP, INC. 1997 STOCK OPTION AND INCENTIVE PLAN

                      N. R. Corzine
                      Chairman and Chief Executive Officer
                      801 Pile Street
                      Clovis, NM  88101                  
         --------------------------------------------------------------
                    (Name and address of agent for service)
                                       
                               (505) 762-4417 
         --------------------------------------------------------------
         (Telephone number, including area code, of agent for service)

The Commission is requested to mail signed copies of all orders, notices
and communications to:
                                       
                                   C.L. Moore
                              KELEHER & McLEOD, P.A.
                              414 Silver Avenue, S.W.
                           Albuquerque, New Mexico  87103

<PAGE>

<TABLE>
                                                  
                                     CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------------------------------
                                             Proposed               Proposed          
                                             maximum                maximum          
Title of securities     Amount to be     offering price per         aggregate              Amount of   
 to be registered        registered           unit(1)           offering price (1)     registration fee
-------------------------------------------------------------------------------------------------------
<S>                    <C>               <C>                    <C>                    <C>
Common Stock           180,000 shares         $5.625              $1,012,500               $306.82
$.01 par value 
-------------------------------------------------------------------------------------------------------

(1) Estimated pursuant to Rule 457 solely for the purpose of calculating the registration fee, based
    on the average of the bid and asked prices of the Company's Common Stock as quoted on the NASDAQ
    Small Cap Market on May 23, 1997.
</TABLE>

<PAGE>

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE

     The following  documents previously filed with the  Securities and 
Exchange Commission by  the Company (File No.  0-28894) are incorporated  by 
reference in the Registration Statement:  

     1.   The Company's Annual Report on Form 10-KSB for the year ended 
December 31, 1996.

     2.   The  Company's Quarterly Report on  Form 10-QSB for  the quarter 
ended March 31, 1997 (the "March 10-QSB").  

     3.   The Company's Current Reports on Form 8-K dated February  18, 1997, 
March 31, 1997 and May 30, 1997.  

     4.   The  description  of  the  Company's  Common  Stock  contained   in 
a registration  statement  filed under  the Securities  Exchange  Act of  
1934, as amended,  including any amendment  or report filed  for the  purpose 
of updating such description.  

     All documents filed  by the Company pursuant  to Sections 13(a),  13(c), 
14 and 15(d) of the Securities  Exchange Act of 1934, as amended,  after the 
filing date of the  March 10-QSB and prior to the filing  of a post-effective 
amendment which indicates  that all securities  have been  sold or  which 
deregisters  all securities  then remaining  unsold,  shall  be  deemed  to  
be  incorporated  by reference in this Registration Statement  and to be a 
part hereof from  the date of filing of such documents.  

ITEM  4.  DESCRIPTION OF SECURITIES.  

     Not Applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.  

     Not Applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.  

     The Delaware General Corporation Law ("DGCL") contains provisions that 
allow indemnification of the directors, officers and employees of the Company 
and any of its direct or indirect subsidiaries.  To be entitled to 
indemnification, it must be determined that, in general terms, the person 
acted in good faith and in a manner believed to be in, or not opposed to, the 
best interests of Company and, with respect to a criminal action, had no 
reasonable cause to believe his or her conduct was unlawful.  Further, the 
DGCL provides that to the extent a 

<PAGE>

director, officer or employee is successful on the merits or otherwise in 
defense of an action, the Company shall indemnify such person against 
expenses actually and reasonably incurred. Under the Federal Deposit 
Insurance Act, as amended, both the Bank and the Company would be 
prohibited from paying any indemnification with respect to any liability or 
legal expense incurred by a director, officer or employee as result of an 
action or proceeding by a federal banking agency resulting in a civil money 
penalty or certain other remedies against such person.

     Section 102(b)(7) of the DGCL enables corporations to adopt amendments 
to their certificates of incorporation eliminating or limiting the liability 
of directors to the corporation or its stockholders for monetary damages for 
breach of fiduciary duties as a director, except for liability (i) for any 
breach of the director's duty of loyalty to the corporation or its 
stockholders, (ii) for acts or omissions not in good faith or which involve 
intentional misconduct or a knowing violation of law, (iii) for payment of a 
dividend or approval of a stock repurchase in violation of Section 174 of the 
DGCL, or (iv) for any transaction from which the director derived an improper 
personal benefit. Section 102(b)(7) has no effect on the availability of 
equitable remedies, such as an injunction or rescission, for breach of 
fiduciary duties.  At its meeting on March 28, 1997, the Company's Board of 
Directors adopted a resolution proposing an amendment, subject to 
stockholders' approval, of the Company's Certificate of Incorporation to add 
a new Article Thirteenth thereto which would eliminate directors' liability 
to the full extent permitted by Section 102(b)(7). The amendment, which was 
approved by the stockholders on May 30, 1997, reads as follows:

          "THIRTEENTH:  A director shall not be personally  liable for
          monetary damages to the  Corporation or its stockholders for
          breach  of fiduciary duty as  a director except  (a) for any
          breach of the director's duty  of loyalty to the Corporation
          or its stockholders, (b)  for acts or omissions not  in good
          faith or  which involve intentional misconduct  or a knowing
          violation  of law,  (c)  under section  174  of the  General
          Corporation Law  of the State  of Delaware or  any successor
          provision,  or  (d)  for  any  transaction  from  which  the
          director derived an improper personal benefit."

     Section 16 of Article III of the Company's Bylaws contains the 
following provisions with respect to indemnification of directors and 
officers:

               SECTION 16.   INDEMNIFICATION.   Each person  who shall
          have  served as a director or an officer of the Corporation,
          or, at the request  of the Corporation, as a director  or an
          officer  of  any  other corporation,  partnership  or  joint
          venture,  whether   profit  or  nonprofit,   in  which   the
          Corporation (a)  owns shares  of capital stock,  (b) has  an
          ownership interest, (c) is  a member, or (d) is  a creditor,
          and  regardless of  whether or  not such  person is  then in
          office,   and  the  heirs,   executors,  administrators  and
          personal  representatives  of  any  such  person   shall  be
          indemnified  by the  

<PAGE>

          Corporation to the full extent of the authority of the 
          Corporation to so indemnify as authorized by the law of 
          Delaware.

     The Board of Directors has approved certain agreements with the 
Company's directors and officers relating to indemnification of directors and 
officers. Such agreements have been entered into with each director and 
officer. The agreements provide for indemnification of directors and officers 
to the fullest extent permitted by law, including advancement of litigation 
expenses where appropriate. 

     Insurance is maintained on a regular basis (and not specifically in 
connection with this offering) against liabilities arising on the part of the 
directors and officers out of their performance in such capacities or arising 
on the part of the Company out of its foregoing indemnification provisions, 
subject to certain exclusions and to the policy limits. 

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable. 

<PAGE>

ITEM 8.   EXHIBITS.  

           Exhibit No.                       Description
           -----------                       -----------

               4.1       Certificate  of  Incorporation   of  the   Company
                         (incorporated  by  reference  from  the  Company's
                         Registration Statement on Form  8-A, filed October
                         11, 1996, SEC File No. 001-12309).
               4.2       Bylaws of  the Company  (as amended through  March
                         28, 1997).
               4.3       Common  Stock Specimen  Certificate  (incorporated
                         by  reference  from  the   Company's  Registration
                         Statement  on Form  8-A, filed  October  11, 1996,
                         SEC File No. 001-12309).
                5        Opinion of Counsel.
               23.1      Consent of Independent Accountants.
               23.2      Consent of Counsel (included in Exhibit 5).
               24        Power of  attorney (See  Signatures  page in  Part
                            II).
               99.1      Access  Anytime  Bancorp, Inc.  1997  Stock Option
                         and Incentive Plan.


ITEM 9.  UNDERTAKINGS.

         The undersigned registrant hereby undertakes:

         (1) that, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report pursuant
to section 13(a) or section 15(d) of the Securities Exchange Act of 1934 (and,
where applicable, each filing of an employee benefit plan's annual report
pursuant to section 15(d) of the Securities Exchange Act of 1934) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof; 

         (2) to  file, during any period in which it offers or sells
securities, a post-effective amendment to this registration statement to: 

             (i) Include any prospectus required by section 10(a)(3) of the
Securities Act; 

             (ii) Reflect in the prospectus any facts or events which,
individually or together, represent a fundamental change in the information in
the registration statement.  Notwithstanding the foregoing, any increase or
decrease in volume of securities offered (if the total dollar value of
securities offered would not exceed that which was registered) and any deviation
from the low or high end of the estimated maximum offering range may be
reflected in the form of prospectus filed with the Commission pursuant to Rule
424(b) if, in the aggregate, the changes in volume and price represent no more
than a 20% change in the maximum aggregate offering price set forth in the
"Calculation of Registration Fee" table in the effective registration statement.

<PAGE>

        (iii)   Include any additional or changed material information
on the plan of distribution.

     (3) that, for determining liability under the Securities Act, to
treat each post-effective amendment as a new registration statement of the
securities offered, and the offering of the securities at that time to be the
initial bona fide offering. 

     (4) to file a post-effective amendment to remove from registration
any of the securities that remain unsold at the end of the offering. 

   Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
small business issuer pursuant to the foregoing provisions, or otherwise, the
small business issuer has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the small business issuer in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the small business issuer
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.


<PAGE>

                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant 
certifies that it has reasonable grounds to believe that it meets all of the 
requirements for filing on Form S-8 and has duly caused this registration 
statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Clovis, State of New Mexico, on May 30, 1997.

                              ACCESS ANYTIME BANCORP, INC.

                              By   /s/ Norman R. Corzine         
                                   -----------------------------------------
                                   Norman R. Corzine, Chairman of the Board 
                                   and Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this 
registration statement has been signed below by the following persons in the 
capacities and on the dates indicated.  Each person whose signature appears 
below hereby authorizes Norman R. Corzine, Ken Huey, Jr., and each of them, 
as attorneys-in fact, to sign in his name and behalf, individually and in 
each capacity designated below, and to file any amendments, including 
post-effective amendments, to this registration statement.

    SIGNATURE                         CAPACITY                         DATE    
    ---------                         --------                         ----    
/s/ Norman R. Corzine     Principal Executive Officer and Director  May 30, 1997
------------------------- 
Norman R. Corzine         
                          
/s/ Ken Huey, Jr.         Principal Financial Officer, Principal    May 30, 1997
------------------------- Accounting Officer and Director     
Ken Huey, Jr.             
                          
                          
/s/ James A. Clark        Director                                  May 30, 1997
------------------------- 
James A. Clark            
                          
                          
/s/ Carl Deaton           Director                                  May 30, 1997
------------------------- 
Carl Deaton               
                          
                          
/s/ Charles Guthals       Director                                  May 30, 1997
------------------------- 
Charles Guthals           
                          
                          
                          Director                                  
------------------------- 
Cornelius Higgins         
                          
                          
/s/ Robert Chad Lydick    Director                                  May 30, 1997
------------------------- 
Robert Chad Lydick        
                          
                          
/s/ Thomas W. Martin, III Director                                  May 30, 1997
------------------------- 
Thomas W. Martin, III     
                          
/s/ Allan M. Moorhead     Director                                  May 30, 1997
------------------------- 
Allan M. Moorhead         
                          
                          
                          Director
-------------------------
David Ottensmeyer

<PAGE>

                               INDEX OF EXHIBITS

    Exhibit No.                             Description
    -----------                             -----------

        4.1        Certificate of Incorporation of the Company (incorporated by
                   reference  from the Company's Registration Statement on Form
                   8-A, filed October 11, 1996, SEC File No. 001-12309).

        4.2        Bylaws of the Company (as amended through March 28, 1997).

        4.3        Common Stock Specimen Certificate (incorporated by reference
                   from the Company's Registration Statement on Form 8-A, filed
                   October 11, 1996, SEC File No. 001-12309).
        5          Opinion of Counsel.

       23.1        Consent of Independent Accountants.

       23.2        Consent of Counsel (included in Exhibit 5).

       24          Power of attorney (See Signatures page in Part II).

       99.1        Access Anytime Bancorp, Inc. 1997 Stock Option and Incentive
                   Plan.
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 19243}]
{"company-data": {"conformed-name": "ACCESS ANYTIME BANCORP INC", "cik": "0001024015", "assigned-sic": "6035", "irs-number": "850444597", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-28217", "film-number": "97617518"}, "business-address": {"street1": "801 PILE", "street2": "P O DRAWER 1569", "city": "CLOVIS", "state": "NM", "zip": "88102-1569", "phone": "6057623835"}, "mail-address": {"street1": "801 PILE", "street2": "P O DRAWER 1569", "city": "CLOVIS", "state": "NM", "zip": "88102-1569"}}
AS FILED WITH THE SECURITIES AND
                       EXCHANGE COMMISSION ON MAY 30, 1997
                       Registration No. 
                                        ------------------
                                       
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER 
                           THE SECURITIES ACT OF 1933

                                       
                           Access Anytime Bancorp, Inc.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                    Delaware 
         --------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

                                    85-0444597
         --------------------------------------------------------------
                     (I.R.S. Employer Identification Number)

                        801 Pile Street, Clovis, NM  88101 
         --------------------------------------------------------------
              (Address of registrant's Principal Executive Offices)

       ACCESS ANYTIME BANCORP, INC. 1997 STOCK OPTION AND INCENTIVE PLAN

                      N. R. Corzine
                      Chairman and Chief Executive Officer
                      801 Pile Street
                      Clovis, NM  88101                  
         --------------------------------------------------------------
                    (Name and address of agent for service)
                                       
                               (505) 762-4417 
         --------------------------------------------------------------
         (Telephone number, including area code, of agent for service)

The Commission is requested to mail signed copies of all orders, notices
and communications to:
                                       
                                   C.L. Moore
                              KELEHER & McLEOD, P.A.
                              414 Silver Avenue, S.W.
                           Albuquerque, New Mexico  87103
CALCULATION OF REGISTRATION FEE

-------------------------------------------------------------------------------------------------------
                                             Proposed               Proposed          
                                             maximum                maximum          
Title of securities     Amount to be     offering price per         aggregate              Amount of   
 to be registered        registered           unit(1)           offering price (1)     registration fee
-------------------------------------------------------------------------------------------------------
Common Stock           180,000 shares         $5.625              $1,012,500               $306.82
$.01 par value 
-------------------------------------------------------------------------------------------------------

(1) Estimated pursuant to Rule 457 solely for the purpose of calculating the registration fee, based
    on the average of the bid and asked prices of the Company's Common Stock as quoted on the NASDAQ
    Small Cap Market on May 23, 1997.
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE

     The following  documents previously filed with the  Securities and 
Exchange Commission by  the Company (File No.  0-28894) are incorporated  by 
reference in the Registration Statement:  

     1.   The Company's Annual Report on Form 10-KSB for the year ended 
December 31, 1996.

     2.   The  Company's Quarterly Report on  Form 10-QSB for  the quarter 
ended March 31, 1997 (the "March 10-QSB").  

     3.   The Company's Current Reports on Form 8-K dated February  18, 1997, 
March 31, 1997 and May 30, 1997.  

     4.   The  description  of  the  Company's  Common  Stock  contained   in 
a registration  statement  filed under  the Securities  Exchange  Act of  
1934, as amended,  including any amendment  or report filed  for the  purpose 
of updating such description.  

     All documents filed  by the Company pursuant  to Sections 13(a),  13(c), 
14 and 15(d) of the Securities  Exchange Act of 1934, as amended,  after the 
filing date of the  March 10-QSB and prior to the filing  of a post-effective 
amendment which indicates  that all securities  have been  sold or  which 
deregisters  all securities  then remaining  unsold,  shall  be  deemed  to  
be  incorporated  by reference in this Registration Statement  and to be a 
part hereof from  the date of filing of such documents.  

ITEM  4.  DESCRIPTION OF SECURITIES.  

     Not Applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.  

     Not Applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.  

     The Delaware General Corporation Law ("DGCL") contains provisions that 
allow indemnification of the directors, officers and employees of the Company 
and any of its direct or indirect subsidiaries.  To be entitled to 
indemnification, it must be determined that, in general terms, the person 
acted in good faith and in a manner believed to be in, or not opposed to, the 
best interests of Company and, with respect to a criminal action, had no 
reasonable cause to believe his or her conduct was unlawful.  Further, the 
DGCL provides that to the extent a
director, officer or employee is successful on the merits or otherwise in 
defense of an action, the Company shall indemnify such person against 
expenses actually and reasonably incurred. Under the Federal Deposit 
Insurance Act, as amended, both the Bank and the Company would be 
prohibited from paying any indemnification with respect to any liability or 
legal expense incurred by a director, officer or employee as result of an 
action or proceeding by a federal banking agency resulting in a civil money 
penalty or certain other remedies against such person.

     Section 102(b)(7) of the DGCL enables corporations to adopt amendments 
to their certificates of incorporation eliminating or limiting the liability 
of directors to the corporation or its stockholders for monetary damages for 
breach of fiduciary duties as a director, except for liability (i) for any 
breach of the director's duty of loyalty to the corporation or its 
stockholders, (ii) for acts or omissions not in good faith or which involve 
intentional misconduct or a knowing violation of law, (iii) for payment of a 
dividend or approval of a stock repurchase in violation of Section 174 of the 
DGCL, or (iv) for any transaction from which the director derived an improper 
personal benefit. Section 102(b)(7) has no effect on the availability of 
equitable remedies, such as an injunction or rescission, for breach of 
fiduciary duties.  At its meeting on March 28, 1997, the Company's Board of 
Directors adopted a resolution proposing an amendment, subject to 
stockholders' approval, of the Company's Certificate of Incorporation to add 
a new Article Thirteenth thereto which would eliminate directors' liability 
to the full extent permitted by Section 102(b)(7). The amendment, which was 
approved by the stockholders on May 30, 1997, reads as follows:

          "THIRTEENTH:  A director shall not be personally  liable for
          monetary damages to the  Corporation or its stockholders for
          breach  of fiduciary duty as  a director except  (a) for any
          breach of the director's duty  of loyalty to the Corporation
          or its stockholders, (b)  for acts or omissions not  in good
          faith or  which involve intentional misconduct  or a knowing
          violation  of law,  (c)  under section  174  of the  General
          Corporation Law  of the State  of Delaware or  any successor
          provision,  or  (d)  for  any  transaction  from  which  the
          director derived an improper personal benefit."

     Section 16 of Article III of the Company's Bylaws contains the 
following provisions with respect to indemnification of directors and 
officers:

               SECTION 16.   INDEMNIFICATION.   Each person  who shall
          have  served as a director or an officer of the Corporation,
          or, at the request  of the Corporation, as a director  or an
          officer  of  any  other corporation,  partnership  or  joint
          venture,  whether   profit  or  nonprofit,   in  which   the
          Corporation (a)  owns shares  of capital stock,  (b) has  an
          ownership interest, (c) is  a member, or (d) is  a creditor,
          and  regardless of  whether or  not such  person is  then in
          office,   and  the  heirs,   executors,  administrators  and
          personal  representatives  of  any  such  person   shall  be
          indemnified  by the
Corporation to the full extent of the authority of the 
          Corporation to so indemnify as authorized by the law of 
          Delaware.

     The Board of Directors has approved certain agreements with the 
Company's directors and officers relating to indemnification of directors and 
officers. Such agreements have been entered into with each director and 
officer. The agreements provide for indemnification of directors and officers 
to the fullest extent permitted by law, including advancement of litigation 
expenses where appropriate. 

     Insurance is maintained on a regular basis (and not specifically in 
connection with this offering) against liabilities arising on the part of the 
directors and officers out of their performance in such capacities or arising 
on the part of the Company out of its foregoing indemnification provisions, 
subject to certain exclusions and to the policy limits. 

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

     Not Applicable.
ITEM 8.   EXHIBITS.  

           Exhibit No.                       Description
           -----------                       -----------

               4.1       Certificate  of  Incorporation   of  the   Company
                         (incorporated  by  reference  from  the  Company's
                         Registration Statement on Form  8-A, filed October
                         11, 1996, SEC File No. 001-12309).
               4.2       Bylaws of  the Company  (as amended through  March
                         28, 1997).
               4.3       Common  Stock Specimen  Certificate  (incorporated
                         by  reference  from  the   Company's  Registration
                         Statement  on Form  8-A, filed  October  11, 1996,
                         SEC File No. 001-12309).
                5        Opinion of Counsel.
               23.1      Consent of Independent Accountants.
               23.2      Consent of Counsel (included in Exhibit 5).
               24        Power of  attorney (See  Signatures  page in  Part
                            II).
               99.1      Access  Anytime  Bancorp, Inc.  1997  Stock Option
                         and Incentive Plan.

ITEM 9.  UNDERTAKINGS.

         The undersigned registrant hereby undertakes:

         (1) that, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report pursuant
to section 13(a) or section 15(d) of the Securities Exchange Act of 1934 (and,
where applicable, each filing of an employee benefit plan's annual report
pursuant to section 15(d) of the Securities Exchange Act of 1934) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof; 

         (2) to  file, during any period in which it offers or sells
securities, a post-effective amendment to this registration statement to: 

             (i) Include any prospectus required by section 10(a)(3) of the
Securities Act; 

             (ii) Reflect in the prospectus any facts or events which,
individually or together, represent a fundamental change in the information in
the registration statement.  Notwithstanding the foregoing, any increase or
decrease in volume of securities offered (if the total dollar value of
securities offered would not exceed that which was registered) and any deviation
from the low or high end of the estimated maximum offering range may be
reflected in the form of prospectus filed with the Commission pursuant to Rule
424(b) if, in the aggregate, the changes in volume and price represent no more
than a 20% change in the maximum aggregate offering price set forth in the
"Calculation of Registration Fee" table in the effective registration statement.
(iii)   Include any additional or changed material information
on the plan of distribution.

     (3) that, for determining liability under the Securities Act, to
treat each post-effective amendment as a new registration statement of the
securities offered, and the offering of the securities at that time to be the
initial bona fide offering. 

     (4) to file a post-effective amendment to remove from registration
any of the securities that remain unsold at the end of the offering. 

   Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
small business issuer pursuant to the foregoing provisions, or otherwise, the
small business issuer has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the small business issuer in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the small business issuer
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant 
certifies that it has reasonable grounds to believe that it meets all of the 
requirements for filing on Form S-8 and has duly caused this registration 
statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of Clovis, State of New Mexico, on May 30, 1997.

                              ACCESS ANYTIME BANCORP, INC.

                              By   /s/ Norman R. Corzine         
                                   -----------------------------------------
                                   Norman R. Corzine, Chairman of the Board 
                                   and Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this 
registration statement has been signed below by the following persons in the 
capacities and on the dates indicated.  Each person whose signature appears 
below hereby authorizes Norman R. Corzine, Ken Huey, Jr., and each of them, 
as attorneys-in fact, to sign in his name and behalf, individually and in 
each capacity designated below, and to file any amendments, including 
post-effective amendments, to this registration statement.

    SIGNATURE                         CAPACITY                         DATE    
    ---------                         --------                         ----    
/s/ Norman R. Corzine     Principal Executive Officer and Director  May 30, 1997
------------------------- 
Norman R. Corzine         
                          
/s/ Ken Huey, Jr.         Principal Financial Officer, Principal    May 30, 1997
------------------------- Accounting Officer and Director     
Ken Huey, Jr.             
                          
                          
/s/ James A. Clark        Director                                  May 30, 1997
------------------------- 
James A. Clark            
                          
                          
/s/ Carl Deaton           Director                                  May 30, 1997
------------------------- 
Carl Deaton               
                          
                          
/s/ Charles Guthals       Director                                  May 30, 1997
------------------------- 
Charles Guthals           
                          
                          
                          Director                                  
------------------------- 
Cornelius Higgins         
                          
                          
/s/ Robert Chad Lydick    Director                                  May 30, 1997
------------------------- 
Robert Chad Lydick        
                          
                          
/s/ Thomas W. Martin, III Director                                  May 30, 1997
------------------------- 
Thomas W. Martin, III     
                          
/s/ Allan M. Moorhead     Director                                  May 30, 1997
------------------------- 
Allan M. Moorhead         
                          
                          
                          Director
-------------------------
David Ottensmeyer
INDEX OF EXHIBITS

    Exhibit No.                             Description
    -----------                             -----------

        4.1        Certificate of Incorporation of the Company (incorporated by
                   reference  from the Company's Registration Statement on Form
                   8-A, filed October 11, 1996, SEC File No. 001-12309).

        4.2        Bylaws of the Company (as amended through March 28, 1997).

        4.3        Common Stock Specimen Certificate (incorporated by reference
                   from the Company's Registration Statement on Form 8-A, filed
                   October 11, 1996, SEC File No. 001-12309).
        5          Opinion of Counsel.

       23.1        Consent of Independent Accountants.

       23.2        Consent of Counsel (included in Exhibit 5).

       24          Power of attorney (See Signatures page in Part II).

       99.1        Access Anytime Bancorp, Inc. 1997 Stock Option and Incentive
                   Plan.