8-K

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

December 2, 2008

Date of Report (Date of Earliest Event Reported)

Total System Services, Inc.

(Exact Name of Registrant as Specified in its Charter)

Georgia
(State of Incorporation) 1-10254
(Commission File Number) 58-1493818
(IRS Employer Identification No.)

One TSYS Way, Columbus, Georgia 31901

(Address of principal executive offices) (Zip Code)

(706) 649-2267

(Registrant's telephone number, including area code)

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

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:

□ 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 8.01	Other Events.
	On December 2, 2008, Total System Services, Inc. (“TSYS”) issued a press release regarding its agreement with JPMorgan Chase (“Chase”) with respect to the discontinuation of the servicing of Washington Mutual Bank’s (“WaMu’s”) consumer card portfolio by TSYS. Chase acquired WaMu’s portfolio in September 2008 as part of its purchase and assumption agreement with the FDIC regarding the assets and liabilities of WaMu. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01	Financial Statements and Exhibits.
	(d)	Exhibits
	Exhibit No.	Description
	99.1	TSYS’ press release dated December 2, 2008

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Signature

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

	TOTAL SYSTEM SERVICES, INC.
Dated: December 2, 2008	By:/s/ Kathleen Moates Kathleen Moates Senior Deputy General Counsel

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EX-99.1

Exhibit 99.1

Press Release

Total System Services, Inc.

One TSYS Way +1.706.649.2307

Post Office Box 2567 +1.706.649.5740

Columbus GA 31902-2567 www.tsys.com

For immediate release:

Contacts:

Cyle Mims TSYS Media Relations +1.706.644.3110 cylemims@tsys.com Shawn Roberts TSYS Investor Relations +1.706.644.6081 shawnroberts@tsys.com

Chase to Take Washington Mutual’s Card Business In House

Columbus, Ga., December 2, 2008 — TSYS announced today that it has entered into an agreement with JPMorgan Chase (Chase) with respect to the discontinuation of the servicing of Washington Mutual Bank’s (WaMu’s) consumer card portfolio by TSYS. In addition, the parties agreed to an extension of the processing agreement between TSYS and JPMorgan Chase Bank, N.A. (Toronto Branch) for its Canadian card business through April 30, 2012. Chase will pay TSYS fees for deconversion and termination which both parties have agreed not to disclose. The deconversion is expected to take place in March 2009 after which Chase will process the WaMu portfolio in house on the technology platform it licenses from TSYS.

Chase acquired WaMu’s portfolio in September 2008 as part of its purchase and assumption agreement with the FDIC regarding the assets and liabilities of WaMu.

WaMu accounted for less than 4 percent of TSYS’ revenues for the first nine months of 2008. The loss of WaMu is not expected to have a material adverse effect on TSYS’ financial condition.

 

About TSYS

TSYS (NYSE: TSS) is one of the world’s largest companies for outsourced payment services, offering a broad range of issuer- and acquirer-processing technologies that support consumer-finance, credit, debit, debt management, healthcare, loyalty and prepaid services for financial institutions and retail companies in the Americas, EMEA and Asia-Pacific regions. For more information contact news@tsys.com or log on to www.tsys.com. TSYS routinely posts all important information on its website.

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2008

Press Release

Chase to Take Washington Mutual’s Card Business In House/p. 2

This press release contains statements that constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, among others, statements regarding the expected deconversion of the WaMu portfolio in March 2009 and TSYS’ expectation that the loss of WaMu will not have a material adverse effect on TSYS. These statements are based on the current beliefs and expectations of TSYS' management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by the forward-looking statements. A number of important factors could cause actual results to differ materially from those contemplated by our forward-looking statements in this press release. Many of these factors are beyond TSYS' ability to control or predict. Factors that could cause actual results to differ materially from those contemplated in this release can be found in TSYS' filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. We do not assume any obligation to update any forward-looking statements as a result of new information, future developments or otherwise.

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2008