U.S. 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

 

Date of Report: September 26, 2006

 

TRANSAX INTERNATIONAL LIMITED

_________________________________________________

(Exact Name of Small Business Issuer as Specified in its Charter)

 

COLORADO

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(State or other Jurisdiction as Specified in Charter)

 

00-27845

 

84-1304106

___________________

 

___________________________

(Commission file number)

 

(I.R.S. Employer Identification No.)

 

5201 Blue Lagoon Drive, 8th Floor

Miami, FL, 33126

______________________________

(Address of Principal Executive Offices)

 

305-629-3090

_____________________

(Issuer’s telephone number)

 

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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4© under the Exchange Act (17 CFR 240.13e-4(c))



ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

On September 26, 2006 the board of directors of Transax International Limited, a Colorado corporation (the “Company”), made a public announcement and press release disclosing material non-public information regarding unaffiliated third party interest to acquire the company’s Brazil operations.

 

The press release dated September 26, 2006 of the Company is filed as Exhibit 99.1 to this Current Report on Form 8-K.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits.

 

99.1 News Release of Transax International Limited dated September 26, 2006.



SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

Transax International Limited

 

 

Date: September 26, 2006

By:

/s/ Stephen Walters

 

 

Stephen Walters

 

 

President and Chief Executive Officer