UNITED STATES
                       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: April 27, 2004
                        (Date of earliest event reported)


                            -------------------------



                      TRANSACTION SYSTEMS ARCHITECTS, INC.
             (Exact name of registrant as specified in its charter)



          Delaware                   0-25346                     47-0772104
(State or other jurisdiction       (Commission                (I.R.S. Employer
      of incorporation)            File Number)              Identification No.)


                             224 South 108th Avenue,
                              Omaha, Nebraska 68154
          (Address of principal executive offices, including zip code)


                                 (402) 334-5101
              (Registrant's telephone number, including area code)


                            -------------------------




Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description 99.1 Transcript of quarterly financial performance teleconference and web cast, held on January 27, 2004. Item 12. Results of Operations and Financial Condition. On April 27, 2004, Transaction Systems Architects, Inc. held a teleconference and web cast discussing its financial performance for the quarterly period ending March 31, 2004. A copy of this teleconference/web cast is attached hereto as Exhibit 99.1.

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TRANSACTION SYSTEMS ARCHITECTS, INC. Date: May 3, 2004 By: /s/ David R. Bankhead ------------------------------------- David R. Bankhead Senior Vice President, Chief Financial Officer and Treasurer

EXHIBIT INDEX Exhibit Number Description 99.1 Transcript of quarterly financial performance teleconference and web cast, held on April 27, 2004.

                                                                    Exhibit 99.1

                      TRANSACTION SYSTEMS ARCHITECTS, INC.

                            Moderator: Bill Hoelting
                                 April 27, 2004
                                   4:00 pm CT

Operator:             Good afternoon.  My name is (Derrick).  And I will be
                      your conference facilitator.

                      At this time I would like to welcome everyone to the TSA
                      2004 Second Quarter Earnings conference call.

                      All lines have been placed on mute to prevent any
                      background noise. After the speaker's remarks there will
                      be a question and answer period.

                      If you would like to ask a question during this time
                      simply press star followed by the number 1 on your
                      telephone keypad.

                      If you would like to withdraw your question press star
                      followed by the number 2 on your telephone keypad. Thank
                      you.

                      I would now like to turn the conference over to Mr. Bill
                      Hoelting, Vice President of Investor Relations. Please go
                      ahead sir.

Bill Hoelting:        Thank you and good afternoon.  The participants for
                      TSA's Second Quarter Earnings conference call are Greg
                      Derkacht, President and CEO, David Bankhead, CFO, Mark
                      Vipond, President of ACI Worldwide.

                      This conference call could contain forward-looking
                      statements pursuant to the Safe Harbor Provision of
                      Section 21e of the Securities and Exchange Act of 1934.

                      Actual results might differ materially from those
                      projected in the forward-looking statement.

                      Statements during the conference call that are not
                      strictly an historical statements could constitute
                      forward-looking statement which involve risks and
                      uncertainties which could cause actual results to
                      materially differ from those in the forward-looking
                      statements.

                      Forward-looking statements include the following - any
                      statement dealing with the future prospects or results of
                      the company and the forward-looking statements identified
                      in our press releases and Form 10-K and 10-Q filings.

                      The agenda for the call will be as follows - Dave Bankhead
                      will discuss the Q2 financials for TSA. Mark Vipond will
                      then discuss the Q2 highlights for ACI Worldwide. Greg
                      Derkacht will provide some closing comments at which time
                      we will open up the calls to your questions.

                      At this time I would like to introduce Dave Bankhead, CFO
                      of TSA. Dave.

David Bankhead:       Thanks Bill and good afternoon everyone.  Today I'll be
                      discussing our Fiscal 2004 Second Quarter Financial
                      results.

                      I'll start by highlighting some key milestones that we
                      achieved during the quarter.

                      Total revenue was $76.5 million, an 11% increase over
                      revenues for the Second Quarter of last Fiscal Year.

                      Operating expenses were $62.5 million, an 8% increase over
                      the same period last year.

                      Operating income was $14.1 million with an operating
                      margin of 18.4%. This represented a 25% increase over
                      operating income for the Second Quarter of last Fiscal
                      Year.

                      Net income was $8 million resulting in a basic earnings
                      per share of 22 cents and diluted earnings per share of 21
                      cents.

                      Operating cash flow was $10.3 million. Our cash balance at
                      quarter end was $137.2 million.

                      The $76.5 million of revenue was comprised of the
                      following - software license fees of $42.4 million,
                      maintenance revenue of $22.3 million and services revenue
                      of $11.8 million.

                      License fee revenue of $42.4 million was comprised of
                      $20.2 million in initial license fees and $22.2 million of
                      monthly license fees.

                      Revenues for each of the geographic channels were as
                      follows - United States $31.5 million, America's
                      International $9.7 million, Europe, Middle East and
                      Africa, $25.7 million and Asia-Pacific $9.6 million.

                      Revenues for the three business units were as follows -
                      ACI $57.9 million, Insession $10.5 million and IntraNet
                      $8.1 million.

                      Operating expenses for the quarter were $62.5 million
                      which is an increase of $4.5 million over the Second
                      Quarter of last Fiscal Year.

                      This increase was due in large part to an exchange rate
                      fluctuations accounting for $2.6 million of the increase.

                      The company also incurred increased employee-related
                      expenses including sales commissions, variable
                      compensation, travel and commissions paid to distributors,
                      much of which reflects the increased sales in revenue
                      activity during the Quarter.

                      These increases were partially offset by savings of
                      approximately $1.6 million as a result of restructuring
                      efforts completed during the last twelve months.

                      Operating expenses also reflected an increase of $4
                      million over our First Quarter of this Fiscal Year. That
                      increase is primarily due to increased payroll tax expense
                      incurred at the beginning of each calendar year, increased
                      sales commissions, variable compensation and exchange rate
                      fluctuations.

                      Exchange rate fluctuations accounted for an increase of
                      approximately $1.1 million over Q1 expenses.

                      The company also incurred increased professional fees
                      related to ongoing tax planning initiatives as well as
                      Sarbanes-Oxley compliance including Section 404.

                      Our ending backlog was $233.1 million. We include in
                      backlog all fees specified in signed contracts to the
                      extent we believe at this time that recognition of the
                      related revenue will occur within the next twelve months.

                      Backlog is comprised of recurring backlog of $170.8
                      million and non-recurring backlog of $62.3 million.

                      The recurring components are monthly license fees of $73.7
                      million, maintenance fees of $88.0 million and facilities
                      management fees of $9.1 million.

                      Non-recurring components are license fees of $39.5 million
                      and services of $22.8 million.

                      Thank you for your time this afternoon. I'll now turn the
                      call over to Mark Vipond for his comments on the ACI
                      business unit.

Mark Vipond:          Thank you Dave.  Good afternoon everyone.

                      I'm here to give you an update on the Second Quarter
                      results for ACI Worldwide.

                      ACI's revenue for the quarter was $57.9 million. We had
                      good results. And we signed a number of new contracts
                      during the quarter.

                      Some of the highlights include system and capacity
                      upgrades over $100 thousand at 17 customers. This level of
                      capacity upgrades was significant and materially impacted
                      ACI's results for the quarter.

                      ACI licensed product to 14 new customers in the quarter.
                      Those products included six BASE24, four Proactive Risk
                      Manager, one Payments Manager, two NET24 and one Smart
                      Chip Manager license.

                      These new accounts were evenly distributed in all three of
                      our geographic regions.

                      We saw an increase in sales results in the past quarter
                      with particular strength in the EMEA market.

                      ACI also added clients in Algeria and Montenegro bringing
                      the total number of countries in which we do business to
                      76.

                      ACI licensed twelve new applications to existing customers
                      during the quarter. These included licenses of our BASE24
                      ES, BASE24, Automated Key Distribution System, Smart Chip
                      Manager, Commerce Gateway, Proactive Risk Manager,
                      Payments Manager and E-courier software.

                      With the ACI commerce framework and our continued
                      investment in multi-platform integrated payment solutions,
                      we believe we are well positioned in our market space.

                      There are signs that market conditions are improving the
                      demand for ACI software solutions.

                      We had a very good sales quarter. And our pipeline of
                      activity is solid.

                      Sales of BASE24 and our Proactive Risk Manager products
                      were especially strong in the quarter.

                      In addition a number of key clients extended the terms of
                      their BASE24 contracts for five additional years. These
                      term extensions secure ACI's recurring revenue as our
                      clients continue to derive value from their ACI software
                      in the processing of electronic payment transactions.

                      We believe our investment in the ACI commerce framework
                      will position us to win more business as marketing
                      conditions improve throughout the world.

                      Thanks for your continued interest. And I will now
                      introduce Greg Derkacht.

Gregory Derkacht:     Thank you Mark.  We're very pleased with our strong
                      financial results for the Second Quarter in the first
                      half of Fiscal 2004.

                      For the first half of Fiscal 2004 revenue growth was 14%.
                      And net income growth was 155% as compared to the first
                      half of Fiscal 2003.

                      Our sales activity was strong across all geographic
                      channels. Our business units - ACI Worldwide, Insession
                      Technologies and IntraNet continue to effectively focus on
                      managing expenses while seeking out growth opportunities
                      within their markets.

                      The business unit added 18 new customers during the Second
                      Quarter.

                      Throughout Fiscal 2003 and the first half of Fiscal 2004
                      we have focused on a number of corporate matters. A great
                      deal of activity has occurred with Sarbanes-Oxley and the
                      investigation by the SEC.

                      As we announced in mid-April the SEC has terminated their
                      investigation with no enforcement action recommended. We
                      are very pleased with the SEC's decision and happy that we
                      are able to put this matter behind us.

                      We also have made progress on a number of internal fronts.
                      We have centralized our finance, tax, legal department.
                      And we have enhanced internal controls.

                      Like a lot of companies we have focused on corporate
                      governance which, for us has resulted in an ISS Corporate
                      Governance score of in the 90s which exceeds most software
                      companies.

                      With these and other internal improvements we are now in
                      an even-better position to pursue appropriate strategic
                      opportunities. We regularly review acquisition candidates
                      and we will continue to do so. We will be diligent and
                      patient in that process however.

                      Overall we remain cautiously optimistic with our outlook.
                      As we have previously discussed the nature of our large
                      software implementation projects and our software revenue
                      recognition policies can lead to significant variations on
                      our financial results.

                      Based on our financial results to the first half of the
                      year our backlog of contracted business and our projected
                      pipeline we are now increasing our annual guidance for
                      Fiscal 2004.

                      Assuming a 43% effective tax rate and no significant
                      changes in the projected foreign exchange rates, our
                      annual revenue guidance range for 2004 is being revised
                      from $271 million to $287 million to a range of $282
                      million to $292 million.

                      Our EPS guidance range is being revised from 65 cents to
                      77 cents per diluted share to a range a 74 cents to 83
                      cents per diluted share.

                      Thank you very much for your attendance today. And at this
                      time we will open up the conference call for your
                      questions. Again thank you very much.

Operator:             At this time I would like to remind everyone if you would
                      like to ask a question please press star followed by the
                      number 1 on your telephone keypad. We'll pause for just a
                      moment to compile the Q&A roster.

                      Your first question comes from Franco Turrinelli with
                      William Blair and Company.

Franco Turrinelli:    Good afternoon.

Mark Vipond:          Hi Franco.

Franco Turrinelli:    Couple of questions for Mark first and then maybe I'll
                      come back to Greg.

                      I'm very interested to hear about the term extensions from
                      significant customers.

                      A couple of questions related to that. First were these
                      associated also with capacity upgrades and secondly I'm
                      sure they extracted some economic value out of you -
                      what's the pricing environment like out there for these
                      extensions?

Mark Vipond:          It's a fair question.  The term extension environment,
                      you know, specifically this was in the U.S. - we had
                      some very significant customers.

                      And yes some of them were coupled with capacity upgrades.
                      And when they try to extract economic value from us it's
                      usually in that form Franco.

                      That says okay, I'm going to extend it for five more
                      years. I need more capacity because my volumes will
                      increase in that time. What can you do for me?

                      That's usually where you end up in the negotiation
                      relative to financial terms and conditions.

                      And so in this situation of last quarter - yeah there was
                      some of that - absolutely.

                      But very important for us - it secures the existing
                      revenue stream. And then we get some and typically we get
                      more revenue for the capacity.

Franco Turrinelli:    Right so essentially you're giving them some
                      capacity for free for the extension of the contract I
                      guess is - not for free I'm sure.

Mark Vipond:          No not for free - just as it says, you know, can you
                      work out an arrangement.  It's never for free.

                      But as our customers get bigger and bigger volumes the
                      economic - the amount of money that we get for it does
                      decrease so their cost per transaction goes down.

                      But yeah they do wheedle in the or incorporate in the
                      capacity increases as well as with the term extensions.

Franco Turrinelli:    The other question actually I guess - this
                      isn't really for you. It's maybe more for Greg both
                      Insession and IntraNet had pretty good quarters at least
                      on a sequential basis. Are you seeing some, you know,
                      changes in the environment for those business units?

Gregory Derkacht:     Well I would say much like ACI Franco that yes
                      we are. I mean, the environment seems to be good
                      particularly in the tools business and infrastructure
                      tools.

                      And so Insession has had, you know, several very good
                      quarters at this point in time.

                      I would say as I mentioned before IntraNet's a little more
                      niched in their capabilities and their opportunities
                      because of the large size of the system. But we continue
                      to see good performance on both the units.

Franco Turrinelli:    How far through are you on the IntraNet replacement
                      cycle do you feel?

Gregory Derkacht:     We're very close to being completed with it at this
                      point in time Franco.

Franco Turrinelli:    So should we expect that unit if nothing else to, you
                      know, reflect the completion of that replacement cycle
                      in future quarters?

Gregory Derkacht:     Well in most cases as far as the revenue impact you've
                      seen a great portions of it already.  But we do expect
                      revenues to be flat in that environment for some period
                      of time.

                      We think - but there are some service opportunities from
                      the unit. But we do expect flat performance by IntraNet.

Franco Turrinelli:    I'm sure no one on this call minds, you know, analysts
                      being as wrong as I was on our expectations for the
                      quarter.

                      Nevertheless, you know, as I look at your guidance for the
                      remainder of the year and taking into account your comment
                      on the difficulty in projecting quarterly results because
                      of a revenue recognition policies your guidance does
                      presume, you know, second half of the year which is no
                      better and in fact, if anything, slightly worse from the
                      first half. I mean why - what do you see on the horizon
                      that kind of leads you to that conclusion?

Gregory Derkacht:     Well I'll attempt to answer that Franco -- and
                      then I'll let Mark speak if he'd like to - as we've stated
                      previously - and I most certainly want to convey the fact
                      that there is some upside opportunity - but we'd like to
                      put ourselves in the position where we feel that we have a
                      very high opportunity to make the numbers.

                      But more importantly as we've stated before there is some
                      significant fluctuation.

                      Contracts out of the Third Quarter in some cases flew - I
                      mean were drawn back into the Second Quarter.

                      And you have other contracts which basically in the Third
                      Quarter are being pushed out.

                      So, you know, we have to attempt to measure this on a
                      quarterly basis and make that best call we possibly can
                      with the volatility that we've got because of the size of
                      these projects.

                      And so again I don't want to say there's no upside to
                      this. But we do want to put - have the numbers that make
                      sense for us.

Mark Vipond:          My only comment would be to add some more color to
                      Greg's commentary.

                      As a manager of backlog - deals can come in and out. And
                      now with the revenue recognition rules there's a lot of
                      stipulations on a given product or a given customer as to
                      when we can actually recognize revenue or if it's a
                      ratable-based revenue recognition when it will actually
                      start.

                      So in Q2 this last quarter we had a great deal of capacity
                      upgrades that it's very - as we've said many times - very
                      difficult to predict those, virtually impossible in some
                      cases.

                      We have an idea of a steady state. But boy they can come
                      and go.

                      So we had a lot of capacity upgrades. We wouldn't have
                      expected internally to do as well as we did in this last
                      quarter.

                      Some of it's also due to the fact that we accelerated in
                      delivery of some things we had anticipated in Q3 and Q4.

                      As we've said many times sales activity is quite good. We
                      had a very good sales quarter.

                      But sales as we define them do not necessarily translate
                      into revenue in the short term anymore relative to
                      products that we sell or sales that we make to clients
                      unless it's a Category A product like a BASE24 or it's a
                      capacity upgrade or it's a simple add-on.

                      It typically - the revenue recognition of it will be
                      delayed until some time in the future, typically upon
                      acceptance from the client.

                      And so we can have great sales and the revenue from that
                      may not come for 1, 2, 3 or 4 quarters. So things are
                      always moving in and moving out. And I said that last
                      time.

                      We'll have chunkiness. And, you know, we had another good
                      chunky good quarter this last quarter. And we can have -
                      equally we can have a quarter where things don't line
                      quite as well for us. And second half we may have some of
                      that.

Franco Turrinelli:    Okay thanks.

Mark Vipond:          Sure.

Gregory Derkacht:     Thank you Franco.

Operator:             Your next question comes from George Sutton with Craig
                      Hallum.

George Sutton:        Hi guys - another good job.

Mark Vipond:          Hi George.  Thank you.

George Sutton:        First from a geographic perspective, last quarter you
                      defined the European market as really the area of
                      strength and the U.S. was starting to turn.

                      Can you give us an update on from a geography perspective
                      is it - a geographic perspective is it still Europe really
                      driving the boat with the U.S. still in a turn mode- are
                      you starting to see better results in the U.S.?

Mark Vipond:          I would say Europe is definitely been the strong last
                      quarter and in Q1 and quite frankly I expect it to
                      continue to have strength this quarter.

                      U.S. had a good quarter. I won't say great, not nearly as
                      strong as EMEA. So that was positive.

                      We should have a good result up in Canada so the America's
                      is improving this quarter. Asia-Pacific continues to be
                      the lagger relatively at least from our sales results.

                      We have more activity. But boy it sure as heck hasn't
                      translated itself into tangible sales increases over the
                      last couple of quarters.

                      So I don't think it's materially different than it was
                      from last quarter George in terms of where we see the
                      strength, the weakness.

George Sutton:        And you've discussed Asian-Pacific of course you'd
                      pulled back a while ago. Is there any sense that there
                      makes sense to expand in Europe - or I'm sorry - in
                      Asia-Pacific.

Mark Vipond:          Well the areas of the markets of interest continue to be
                      India and China.  And we continue to have an operation
                      in Japan, which hasn't produced the kind of results
                      we're looking for.

                      The exciting places right now are India and China. We have
                      a very strong distributor in India. I should know this but
                      I can't tell you. I think it's like 14 or 15 clients that
                      we have in India that they have been successful in selling
                      and installing.

                      China - we have some clients in China. But we're looking
                      for more partners to take us into China rather than going
                      there directly.

                      Overall Australia - there were some recent announcements
                      from a client of ours down in Australia that they've made
                      to the press about recommitting to the BASE24 and using
                      that to process their ATM networks over the next five
                      years. We're very excited about that.

                      There's some good activity. And actually with the broad
                      set of products that we have, we're seeing more sales
                      activity.

                      But we're still waiting for that to translate into sales
                      results and the ultimate revenue that comes from. That's a
                      long way to answer to say - we're staying the course.

George Sutton:        That was a long-winded question so - Greg, I know
                      you're going to give me great detail on this question but
                      I'm curious - I know you've been looking at some of the
                      deals that are out there from an M&A perspective, can you
                      give us any sense of what kinds of opportunities you're
                      interested in going forward now that you're more
                      internally ready?

Gregory Derkacht:     Yeah George I'll attempt to answer that to the extent
                      that I can.

                      We have said, as I mentioned before, a set of criteria
                      which we evaluate continuously for acquisition potentials.

                      And now that I think that we've got ourselves in the
                      position where we can focus more on those opportunities
                      we're going to start looking.

                      I would say that particularly out of the bag or out of the
                      starting gates we want these things to be somewhat
                      synergistic and have opportunities for cross-sell
                      opportunities in those kind of things.

                      They don't necessarily have to be exactly in our space.
                      But we also want, as I mentioned before, I think before
                      all the issues started with the company - good management
                      organizations, good teams and units that have the
                      capabilities of standing alone by themselves.

                      And so those are the kind of criteria we're looking for.
                      Ideally we're absolutely going to find synergies at the
                      organization.

                      We really want to leverage our distribution channel. It's
                      big for a company this size. It's expensive. And we think
                      we can do a better job at utilizing that channel and
                      expanding people internationally into other places in the
                      world.

                      So those are the kind of opportunities I'll say we're
                      looking at this point in time.

George Sutton:        Okay great.  Guys tremendous job - thanks.

Gregory Derkacht:     Thank you very much.

Operator:             Once again Ladies and Gentlemen in order to ask a
                      question please press star followed by the number 1 on
                      your telephone keypad now.

                      You have no further questions at this time.

Bill Hoelting:        Thank you for attending our Q2 conference call.  We look
                      forward to talking to you down the road with our Q3
                      results.  Thank you once again.

Gregory Derkacht:     Thank you everyone.

Operator:             That concludes today's TSA 2004 Second Quarter Earnings
                      conference call.  You may now disconnect.


                                       END