Edgar Filing: TOTAL SYSTEM SERVICES INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:

3235-0287

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

TYE KENNETH L

2. Issuer Name and Ticker or Trading Symbol
TOTAL SYSTEM SERVICES INC [TSS]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Sr. EVP and CIO

(Last)

(First)

(Middle)

P.O. BOX 120

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2008

(Street)

COLUMBUS, GA 31902

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option

$ 23.9

01/15/2008

A⁽¹⁾

9,764

01/15/2008⁽²⁾

02/08/2009

Common Stock

9,764

⁽¹⁾

9,764

Stock Option

$ 18.87

01/15/2008

A⁽¹⁾

10,054

01/15/2008⁽²⁾

01/19/2010

Common Stock

10,054

⁽¹⁾

10,054

Stock Option

$ 27.62

01/15/2008

A⁽¹⁾

14,616

01/15/2008⁽²⁾

01/16/2011

Common Stock

14,616

⁽¹⁾

14,616

Stock Option

$ 30.28

01/15/2008

A⁽¹⁾

382,921

05/10/2008

05/09/2011

Common Stock

382,921

⁽¹⁾

382,921

Stock Option

$ 27.68

01/15/2008

A⁽¹⁾

12,463

01/15/2008⁽²⁾

04/28/2012

Common Stock

12,463

⁽¹⁾

12,463

Stock Option

$ 26.85

01/15/2008

A⁽¹⁾

22,487

01/15/2008⁽²⁾

01/20/2014

Common Stock

22,487

⁽¹⁾

22,487

Stock Option

$ 28.02

01/15/2008

A⁽¹⁾

11,845

01/21/2008

01/20/2015

Common Stock

11,845

⁽¹⁾

11,845

Stock Option

$ 28.9

01/15/2008

A⁽¹⁾

36,617

01/15/2008⁽³⁾

01/30/2016

Common Stock

36,617

⁽¹⁾

36,617

Stock Option

$ 33.35

01/15/2008

A⁽¹⁾

12,647

01/31/2008⁽⁴⁾

01/31/2017

Common Stock

12,647

⁽¹⁾

12,647

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
TYE KENNETH L P.O. BOX 120 COLUMBUS, GA 31902			Sr. EVP and CIO

Signatures

/s/ Kenneth L. Tye by Garilou Page as Attorney-in-Fact		01/17/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These stock options were issued in replacement of options to purchase common shares in Synovus Financial Corp. ("Synovus") in connection with the spin-off by Synovus of the Issuer's shares. The number and exercise price of the replacement options were determined in accordance with the Employee Matters Agreement entered into in connection with the spin-off, under which the exercise price and exchange ratio became fixed on January 15, 2008. The formula was designed to preserve the economic value of the cancelled options.
(2)	This option fully vested prior to the replacement date, January 15, 2008.
(3)	The predecessor option was scheduled to vest annually in 33% increments beginning on January 31, 2007. The vesting schedule has not been altered.
(4)	Options vest annually in 33% increments beginning on January 31, 2008.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.