Item 2.02. Results of Operations and Financial Condition.

On November 5, 2009, Net 1 UEPS Technologies, Inc. ("Net 1") issued a press release setting forth Net 1's financial results for the three months ended September 30, 2009. A copy of Net 1's press release is attached as Exhibit 99.1.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On November 5, 2009, the Board of Directors of Net 1 approved certain amendments to the Amended and Restated Bylaws (the "Bylaws"). Such amendments: (1) clarify the quorum requirements for shareholder meetings and except as prohibited by Florida law, permit the adjournment of shareholder meetings by the chairman of the meeting; (2) provide that any repeal or modification of the indemnification provisions of the Bylaws shall not adversely affect any right or protection of any person in respect of any act or omission occurring prior to the time of such repeal or modification; and (3) adopt emergency bylaws which permit the corporation to take action if there is a catastrophic event during which corporate action is needed and if a normally required quorum of the Board is not available.

The foregoing description is qualified in its entirety by reference to the Bylaws, as so amended, a copy of which is filed as Exhibit 3.2 to this Current Report on Form 8-K and incorporated by reference into this Item 5.03.

Item 7.01. Regulation FD Disclosure.

See disclosure under Item 2.02, "Results of Operations and Financial Condition" of this report, which is incorporated by reference in this Item 7.01, "Regulation FD Disclosure."

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

3.2 Amended and Restated Bylaws of Net 1 UEPS Technologies, Inc.

99.1 Press Release, dated November 5, 2009, issued by Net 1 UEPS Technologies, Inc.

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