<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 registrants Principal Executive Offices)

       ACCESS ANYTIME BANCORP, INC. NON-EMPLOYEE DIRECTOR RETAINER 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
------------------------------------------------------------------------------------------------------
Title of securities     Amount to be         Proposed              Proposed              Amount of
 to be registered        registered           maximum               maximum           registration fee
                                         offering price per        aggregate          
                                              unit(1)           offering price(1)     
------------------------------------------------------------------------------------------------------
<S>                    <C>               <C>                    <C>                   <C>
Common Stock           50,000 shares          $5.625               $281,250                $85.23
$.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 Companys 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 directors 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 Companys Board of 
Directors adopted a resolution proposing an amendment, subject to 
stockholders approval, of the Companys 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 
         directors 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. Non-Employee Director Retainer 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 registrants 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 plans 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                                  May 30, 1997
-------------------------
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. Non-Employee Director Retainer Plan.
[{"type": "S-8", "sequence": "1", "description": "S-8", "secsgml_size_bytes": 18751}]
{"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": "333-28215", "film-number": "97617517"}, "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 registrants Principal Executive Offices)

       ACCESS ANYTIME BANCORP, INC. NON-EMPLOYEE DIRECTOR RETAINER 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
------------------------------------------------------------------------------------------------------
Title of securities     Amount to be         Proposed              Proposed              Amount of
 to be registered        registered           maximum               maximum           registration fee
                                         offering price per        aggregate          
                                              unit(1)           offering price(1)     
------------------------------------------------------------------------------------------------------
Common Stock           50,000 shares          $5.625               $281,250                $85.23
$.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 Companys 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 directors 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 Companys Board of 
Directors adopted a resolution proposing an amendment, subject to 
stockholders approval, of the Companys 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 
         directors 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. Non-Employee Director Retainer 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 registrants 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 plans 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                                  May 30, 1997
-------------------------
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. Non-Employee Director Retainer Plan.