TOTAL SYSTEM SERVICES INC
8-K, 1998-03-09
COMPUTER PROCESSING & DATA PREPARATION
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                       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

                                  March 9, 1998
                            (Earliest Event Reported)

                           Total System Services, Inc.
                          (Exact Name of Registrant as
                            Specified in its Charter)

Georgia                            1-10254                           58-1493818
(State of                        (Commission File               (IRS Employer
 Incorporation)                   Number)                        Identification
                                                                 Number)

                   1200 Sixth Avenue, Columbus, Georgia 31901
                    (Address of principal executive offices)

                                 (706) 649-2267
                         (Registrant's Telephone Number)

          (Former name or former address, if changed since last report)





Item 5.           Other Events.

     On March 9, 1998, Total System Services, Inc. ("Registrant") announced that
it is engaged in  negotiations  with Sears,  Roebuck  and Co. to support  Sears'
private-label credit card accounts.

     A copy of Registrant's press release regarding the announcement  referenced
above is attached  hereto as Exhibit  99.1,  and by this  reference  made a part
hereof.

Item 7.           Financial Statements, Pro Forma Financial
                  Information and Exhibits.

         (a)      Financial Statements - None.

         (b)      Pro Forma Financial Information - None.

         (c)      Exhibits

                  99.1 - Registrant's press release, March 9, 1998

                                        2


<PAGE>



                                    Signature

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

                                           TOTAL SYSTEM SERVICES, INC.
                                           ("Registrant")

Dated: March 9, 1998                        By:/s/ Kathleen Moates
       -------------------------               -------------------
                                                   Kathleen Moates
                                                   Deputy General Counsel

                                        3


<PAGE>


                                  Exhibit Index

Exhibit Number                      Description

99.1                                Registrant's
                                    press release
                                    dated March 9, 1998


















                                        4


<PAGE>




TSYS(R) NEWS RELEASE

TOTAL SYSTEM SERVICES, INC.(R)

Immediate Release  

Contacts: Danita Gibson-Lloyd                     Kimberly Knight
          Corporate Communications Mgr.           Corporate Communications Spec.
          (706) 649-5578                          (706) 644-1218
          [email protected]            [email protected]

            TSYS Announces Negotiations with Sears, Roebuck and Co.

Columbus,  Ga.,  March 9,  1998 --  Total  System  Services, Inc.(R)(TSYS)(NYSE:
"TSS") today  announced that it is engaged in negotiations  with Sears,  Roebuck
and Co.  (Sears)  (NYSE:  "S")  to  support  Sears'  private-label  credit  card
accounts.  No  agreement  between  TSYS and Sears has been  reached.  No further
comment or announcement will be made by TSYS until negotiations have concluded.

     TSYS  (www.totalsystem.com)  is one of the world's largest  credit,  debit,
commercial and  private-label  card processing  companies and is an 80.7 percent
owned subsidiary of Synovus Financial Corp.(R)(NYSE: "SNV")(www.synovus.com).

                                      ###


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