UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K/A
                                (Amendment No. 2)

(Mark One)
|X|     ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934

For the fiscal year ended September 30, 2007

                                       or
|_|     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934

For Transition period ______________________________


                         Commission File Number 0-25148

                        Global Payment Technologies, Inc.
             (Exact name of registrant as specified in its charter)


        Delaware                                        11-2974651
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


170 Wilbur Place, Bohemia, New York                       11716
------------------------------------                    ----------
  (Address of principal offices)                        (Zip Code)


        Registrant's telephone number, including area code: 631-563-2500
                                                            ------------

        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:

                     Common Stock, par value $.01 per share
                     --------------------------------------
                                (Title of Class)

     Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act. Yes |_| No |X|

     Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes |_| No |X|

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes: |X| No: |_|

<PAGE>

     Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. |X|

     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer or a smaller reporting company.
See the definition of "large accelerated filer", "accelerated filer" and
"smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check One):

Large accelerated filer |_|           Accelerated Filer |_|

Non-accelerated Filer |_|             Smaller Reporting Company |_|


     Indicate by check mark whether the registrant is shell company (as defined
in rule 12b-2 of the Act). Yes |_| No |X|

     The aggregate market value of the Common Stock of the registrant held by
non-affiliates of the registrant, based on the average bid and asked prices on
March 31, 2007, was approximately $6,450,225.

     As of December 31, 2007, the registrant had a total of 6,497,185 shares of
Common Stock outstanding.

<PAGE>

                                EXPLANATORY NOTE
                                ----------------

     Global Payment Technologies, Inc. (the "Company") is filing this Amendment
No. 2 (this "Amendment No. 2") to its Annual Report on Form 10-K for the fiscal
year ended September 30, 2007, originally filed with the Securities and Exchange
Commission on January 23, 2008 (the "Original Filing"), and amended on January
25, 2008 for the purpose of including Part III of Form 10-K.

                                       3
<PAGE>

                                    PART III

Item 10.        Directors, Executive Officers
--------        -----------------------------

a)      Directors, Executive Officers and Corporate Governance

The following table sets forth certain information with respect to our directors
and executive officers.

Name                    Age  Positions with the Company
----                    ---  --------------------------
Richard E. Gerzof       62   Director, Chairman of the Board (1)(2)(3)(4)
Elliot H. Goldberg      67   Director, Chairman of the Audit and Compensation
                             Committees (1)(2)(3)(8)
William H. Wood         65   Director, Chairman of the Nominating Committee
                             (3)(8)
Matthew Dollinger       63   Director (1)(2)(8)
William McMahon         55   Interim Chief Executive Officer, President,
                             Chief Financial Officer, Secretary and Director (8)
Andre Soussa            47   Director, Chairman of the Board and Chief Executive
                             Officer (5)(6)
David Crompton          42   Director (7)
Steven Hugh Crisp       51   Director (7)
Robert W. Nader         49   Director (7)


(1)     Member of the Audit Committee
(2)     Member of the Compensation Committee
(3)     Member of the Nominating Committee
(4)     Term of office- 2008 Annual Meeting
(5)     Term of office- 2010 Annual Meeting
(6)     On February 5, 2008 appointed as Chairman of the Board, Chief Executive
        Officer, and a Director
(7)     Person to become Director
(8)     Resigned as a Director as of February 5, 2008

     Richard E. Gerzof was Chairman of the Board of Directors from March 2004 to
February  2008,  Vice Chairman of the Board of Directors  from May 2003 to March
2004,  and has been a director of the Company since its  inception in 1988.  Mr.
Gerzof has been a partner of Sun Harbor Manor,  a nursing  home,  since 1974. He
has also been a  licensed  real  estate  broker  since 1982 and was a partner or
principal in Sonom Realty Co., a property management and construction firm, from
1974 through 1992. He has also been a partner in the Frank's  Steaks  Restaurant
chain since 1993.

     Elliot H.  Goldberg  was a director of the  Company  from  January  2006 to
February  5,  2008.  Mr.  Goldberg  has been the  senior  partner  at the public
accounting firm of Liebman,  Goldberg & Drogin, LLP since May 1, 1997. From 1967
to May 1, 1997 he operated the public  accounting firm of Elliot H. Goldberg CPA
PC.,  which then merged into Liebman  Goldberg & Drogin,  LLP. Mr.  Goldberg has
been a member of the New York State  Society of CPAs and the American  Institute
of Certified  Public  Accountants  since 1967.  Since 1971 Mr. Goldberg has been
President of Lor-Deb Enterprises Ltd., an insurance  consulting  brokerage firm.
Mr.  Goldberg  received a Bachelor  of Arts  Degree in  Economics  in 1963 and a
Bachelor of Business  Administration  Degree in Accounting in 1965 from the City
University of N.Y.

                                       4
<PAGE>

     William H. Wood was a director of the Company  from August 2004 to February
2008 and  Chairman of the  Nominating  Committee  from  January 2005 to February
2008. He was President of the Company from January 1993 to March 1998 and served
as Chief Executive  Officer of the Company from April 1993 to May 1996. He was a
director  of the Company  from May 1993 to March  1999.  From April 1999 to July
2004 he was self employed in various  consulting  and sales  assignments  in the
beverage and vending  industries,  and was engaged in community  activities  and
private  investments.  From  January  1990 until  January  1993 he held  various
executive positions at Maytag Corp./Dixie Narco Division,  including Director of
Product Development (January 1990 to June 1990), Vice President, Engineering and
Technical  Resources (July 1990 to April 1992),  and Vice President,  Gaming and
OEM Business (May 1992 to January  1993).  From July 1990 to January 1993 he was
also a corporate  officer of Maytag Corp.,  with  responsibilities  in its Dixie
Narco Division.

     Matthew  Dollinger  was a director  of the  Company  from April 25, 2006 to
February  2008.  Mr.  Dollinger  has  been a  senior  member  of the law firm of
Dollinger,  Gonski & Grossman since its formation in 1977. The firm is primarily
engaged in  commercial  and real  property  litigation  in the Federal and State
Courts located in the States of New York, New Jersey and Florida.  Mr. Dollinger
is licensed to  practice  law in New York and Florida as well as before  various
United States District Courts and the United States Supreme Court. Mr. Dollinger
is a member of the New York  State Bar  Association,  Florida  Bar  Association,
Nassau County Bar  Association,  Brooklyn Bar  Association,  Suffolk  County Bar
Association and the American Bar Association.  Mr.  Dollinger  participates as a
member of the  Commercial  Litigation  and Real  Property  Committees in various
state bar  associations.  Mr.  Dollinger  has lectured to bar  associations  and
non-bar  association  groups  in the  fields  of  commercial  litigation,  title
insurance and ethical matters  involving  attorneys and clients.  Mr.  Dollinger
received  a Juris  Doctor  Degree in 1969 from the  Brooklyn  Law  School  and a
Bachelor of Arts Degree in 1966 from the Long Island University.

     William L.  McMahon  on  February  5, 2008  resigned  as a director  of the
Company and as its Chief  Executive  Officer,  but will remain at the Company as
its President and Chief  Financial  Officer.  Mr. McMahon was appointed  interim
President  and Chief  Executive  Officer of the  Company on June 1, 2007 and has
been Secretary of the Company and Vice President and Chief Financial  Officer of
the Company  since April 17,  2006.  From  October 2001 until April 16, 2006 Mr.
McMahon  was Senior  Vice  President  of Buccino &  Associates,  Inc. a national
turnaround  consulting  firm.  From  September 2000 to October 2001, Mr. McMahon
served as Chief Financial Officer of Bobby Allison  Wireless,  a publicly traded
retailing  operation.  Mr.  McMahon  was Chief  Financial  Officer of  Serengeti
Eyewear,  Inc.,  from June 1998 to September  2000.  From  December 1992 to June
1998,  Mr.  McMahon  was  Director  of  Development   for  Uniroyal   Technology
Corporation,  a manufacturer of specialty plastics and acrylics.  From June 1984
to December 1992,  Mr. McMahon was Vice President of Buccino & Associates,  Inc.
Mr.  McMahon  received a Bachelor of Science  Degree in Commerce and  Accounting
from DePaul University in Chicago, Illinois in 1974.

     Andre  Soussa,  has been the Chief  Executive  Officer  of  Global  Payment
Technologies  Australia ("GPTA") since 1997 and become Chairman of the Board and
Chief  Executive  Officer of the Company on February  5, 2008.  He also  founded
Ecash  Pty Ltd,  an  Australian  payment  device  company  in 2000.  Andre is an
Australian  national who has spent many years prior to GPTA in senior  executive
roles in multinational high technology organizations. He has spent many years in
sales,   marketing   and  product   development   in  markets  such  as  gaming,
communications and electronic media. Mr. Soussa has an extensive entrepreneurial
business  outlook with specialties  including  executive  management,  corporate
strategic planning,  and product strategic planning. He holds a Bachelors Degree
in Electronics Engineering.

                                       5
<PAGE>

     David  Crompton  has  been a  member  of the law  firm  Church  & Grace  in
Australia  since  1999  and has 19  years  experience  as a  lawyer  in  private
practice.  He is  admitted  to  practice  law in the Courts of the 3  Australian
states.  He is engaged  primarily in  commercial,  corporate and  compliance and
finance law, both  advising in  transactions  and  undertaking  litigation.  His
clients include public companies from the commercial, trading, manufacturing and
importation  and  distribution   sectors,   financial   services  companies  and
fiduciaries,  bankruptcy trustees and international companies. He has previously
been a tutor in commercial law at the University of Technology, Sydney. He holds
the degrees of Bachelor of Economics (accounting and finance),  Bachelor of Laws
and  Master  of  Laws  and  a  post-graduate  Diploma  of  Applied  Finance  and
Investment.  He is a member of The Law  Society of New South  Wales and a Senior
Associate of the Financial Services Institute of Australasia.

     Steven  Hugh  Crisp,  an  Australian  national,  has  extensive  management
experience in senior leadership positions with large internationally  recognized
global information and communications technology  organizations.  For the past 5
years,  he has been  Senior  Vice  President  and  Chief  Operating  Officer  of
Getronics Asia Pacific Japan. He also sits on multiple company and joint venture
boards across Asia Pacific and Japan.  He has a Bachelor of Business from Curtin
University and is a qualified CPA. He holds an Executive MBA (with  distinction)
from the Australian  Graduate  School of  Management.  His  specialties  include
international   business   development  and  management,   distressed   business
recoveries and the strategic planning for startup operations.

     Robert  W.  Nader,  since  April  2005 has been  President/Chief  Operating
Officer and  Director  for  Caribbean  CAGE,  LLC, a route  operator  for gaming
technology in the Caribbean. From October 2001 to January 2005, he was President
of United Coin Machine Co., a $200,000,000  provider of route operations for the
gaming market.  From 1995 to 2001, he was Senior Vice  President  Sales/Business
Development of the Company. He has a Master of Business  Administration from the
Peter F.  Drucker  Graduate  Management  Center  and a  Bachelor  of  Science in
Engineering from the University of Nevada, Las Vegas.

b)      Audit Committee

Our Board of Directors had a separate  audit  committee.  As of February 4, 2008
the audit committee was composed of Elliot Goldberg,  Chairman and its financial
expert,  Richard  Gerzof and  Matthew  Dollinger,  each of whom are  independent
directors as defined in Rule 10A-3 of the  Securities  Exchange Act of 1934. The
Board of Directors had  determined  that Mr.  Goldberg meets the standards of an
audit committee "financial expert" as defined by the Sarbanes Oxley Act of 2002.
Since February 5, 2008 the Board of Directors has acted as the audit  committee.
The Company  anticipates  that when Messrs.  Crompton,  Crisp and Nader join the
Board of Directors, the audit committee will be reconstituted.

c)      Code of Ethics

The Company has adopted a code of ethics that applies to its directors, officers
and  employees.  The Company filed a copy of its code of ethics as Exhibit 14 to
its annual report on Form 10-K for the fiscal year ended September 30, 2004. The
Company  intends to report  amendments to or waivers from the Company's  code of
ethics that are required to be reported  pursuant to the rules of the Securities
and Exchange Commission on Form 8-K.

d)      Section 16(a) Beneficial Ownership Reporting Compliance

Section  16(a) of the  Securities  Exchange Act of 1934  requires the  Company's
directors and executive  officers,  and persons who own more than ten percent of
the Company's Common Stock, to file with the Securities and Exchange  Commission
initial reports of ownership and reports of changes in ownership of Common Stock
of the Company.  To the  Company's  knowledge,  based solely on a review of such
reports  furnished to the Company  with respect to its most recent  fiscal year,
the  Company  believes  that  during or with  respect to the  fiscal  year ended
September 30, 2007 all reports under Section 16 (a) have been timely filed.

                                       6
<PAGE>

Item 11.        Executive Compensation
--------        ----------------------

Executive Compensation Discussion and Analysis

General Philosophy and Objectives

Our executive compensation policies are intended to attract, motivate and retain
key  executives  of  superior  ability.   Our  main  objectives  are  to  reward
individuals for their  contributions  to our performance and provide them with a
stake in our long-term success.

Compensation Process

The  Compensation  Committee  of the  Board  of  Directors  is  responsible  for
developing and making  recommendations to the Board of Directors with respect to
the Company's executive  compensation  policies.  In addition,  the Compensation
Committee  determines the compensation to be paid to the Chief Executive Officer
and each of the other executive officers of the Company. During fiscal 2007, the
Compensation  Committee was comprised of Messr. Gerzof,  Goldberg and Dollinger,
all of whom were non-employee directors.

     The objectives of the Company's executive compensation program are to:

          *    Support the achievement of desired Company performance; and
          *    Provide compensation that will attract and retain superior talent
               and reward performance

The executive  compensation  program  provides an overall level of  compensation
opportunity  that is  competitive  within  the  manufacturing  industry  on Long
Island,  as well as with a broader  group of  companies of  comparable  size and
complexity.

Elements of Compensation

The  Company's  executive  officer  compensation  program is  comprised  of base
salary, annual cash incentive compensation,  long-term incentive compensation in
the form of stock  options and various  benefits,  including  medical and 401(k)
plans  generally  available to employees of the Company.  William  McMahon's and
Stephen  Nevitt's  base salary and stock option  grants were defined by previous
employment agreements. Both agreements have expired.

     Base Salary

Base salary levels for the Company's  executive  officers are  competitively set
relative to companies in the  manufacturing  industry on Long Island, as well as
with a  broader  group  of  companies  of  comparable  size and  complexity.  In
determining  salaries,  the  Compensation  Committee  also  takes  into  account
individual  experience and  performance  and specific  issues  particular to the
Company.

     Stock Option Program

The stock option program is the Company's long-term incentive plan for providing
an incentive to key employees (including directors and officers who are key
employees), consultants, and directors who are not employees of the Company.

The 2000 and 2006 Stock Option Plans authorize the Compensation Committee to
award key executives stock options. Options granted under the plans may be
granted containing terms determined by the Committee, including exercise period
and price; provided, however, that the plans require that the exercise price may
not be less than the fair market value of the Common Stock on the date of the
grant and the exercise period may not exceed ten years, subject to certain other
limitations.

     Bonus

Based upon  recommendations  of the  Compensation  Committee,  the  Company  may
provide to certain executive officers bonuses based on their performance and the
performance of the Company.  In view of the Company's  results,  no bonuses were
awarded to named executive officers during the last three fiscal years.

                                       7
<PAGE>

     Benefits

The Company provides to executive officers medical and 401(k) plan benefits that
generally are available to Company employees. The amount of perquisites provided
to each named executive  officer,  as determined in accordance with the rules of
the Securities and Exchange Commission relating to executive  compensation,  did
not exceed 10% of salary for fiscal 2007.

Certain Accounting and Tax considerations.

We are aware that base  salary,  cash  bonuses,  stock-based  awards,  and other
elements  of our  compensation  programs  generate  charges  to  earnings  under
generally accepted accounting  principles  (including as provided in SFAS 123R).
We generally do not adjust compensation components based on accounting factors.

Report of Compensation Committee

The members of the  Compensation  Committee  have  reviewed  and  discussed  the
Compensation  Discussion and Analysis section of this Annual Report on Form 10-K
with  management.  Based on such  review  and  discussion,  the  members  of the
Compensation  Committee  each  as of  February  4,  2008  recommended  that  the
Compensation  Discussion and Analysis  section be included in this Annual Report
on Form 10-K.

        Compensation Committee:
        -----------------------
        Richard E. Gerzof
        Elliot H. Goldberg
        Matthew Dollinger


                                       8
<PAGE>

                             EXECUTIVE COMPENSATION

     Summary Compensation Table

          The following  table sets forth  certain  information  concerning  the
          compensation of our Named Executive Officers:
<TABLE>
<CAPTION>
<S>                     <C>      <C>     <C>                      <C>                                                    <C>
---------------------------------------------------------------------------------------------------------------------------------
           Name and             Fiscal    Salary  Bonus  Stock     Option    Non-Equity     Change in       All Other     Total
          Principal              Year                    Awards    Awards  Incentive Plan  Pension Value  Compensation
           Position             Ended                                       Compensation        and
                              September                                                    Nonqualified
                                 30,                                                         Deferred
                                                                                           Compensation
                                                                                              Earnings
---------------------------------------------------------------------------------------------------------------------------------
Stephen H. Nevitt
President and
Chief Executive Officer (1)      2007    $213,258   -      -      $147,443        -              -                       $360,701
---------------------------------------------------------------------------------------------------------------------------------
William McMahon
Interim President and
Chief Executive Officer; Vice
 President, CFO (2)              2007    $200,000   -      -      $82,384         -              -                       $282,384
---------------------------------------------------------------------------------------------------------------------------------

     (1)  Effective  June 1,  2007  Mr.  Nevitt  resigned  as  President,  Chief
          Executive Officer and Director.
     (2)  Effective  June 1, 2007 Mr.  McMahon  replaced  Mr.  Nevitt as Interim
          President  and Chief  Executive  Officer.  Mr.  McMahon  had been Vice
          President,  Chief Financial Officer and Secretary of the Company since
          April 17, 2006.


                  Outstanding Equity Awards at Fiscal Year End

The following  table  presents  information  concerning  the number and value of
unexercised  options,  nonvested stock (including  restricted stock,  restricted
stock units or other  similar  instruments)  and  incentive  plan awards for our
named  Executive  Officers,  outstanding  as of the end of the fiscal year ended
September 30, 2007.

                                              Option Awards                                   Stock Awards
                                   -----------------------------------------------------------------------------------------------
                                                                                                                       Equity
                                                                                                                    Incentive Plan
                                                                                                        Equity      Awards: Market
                                       Equity                                                        Incentive Plan   or Payout
                                    Incentive Plan                                                   Awards: Number   Value of
         Number of    Number of     Awards: Number                                                    of Unearned     Unearned
         Securities   Securities    of Securities                       Number of    Market Value of Shares, Units  Shares, Units
         Underlying   Underlying     Underlying                          Shares or      Shares or      or Other       or Other
         Unexercised  Unexercised    Unexercised   Option              Units of Stock Units of Stock  Rights That    Rights That
           Options      Options       Unearned     Exercise  Option    That Have Not  That Have Not    Have Not       Have Not
            (#)           (#)          Options      Price   Expiration     Vested         Vested         Vested         Vested
  Name  Exercisable  Unexercisable       (#)         ($)       Date         (#)            ($)            (#)            ($)
----------------------------------------------------------------------------------------------------------------------------------

William
McMahon    83,333       166,667           -         1.90    4/16/2013                                      -              -
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       9
<PAGE>

There were no option  exercises by named executive  officers or vesting of stock
held by them during the fiscal year ended September 30, 2007.

The tables called for by Item 402 (h) and Item 402 (i) are not applicable.

d)      Compensation of Directors

Director Compensation

The following table presents information relating to total compensation of our
non-employee directors for the fiscal year ended September 30, 2007:
<TABLE>
<CAPTION>
<S>                                                                          <C>                                    <C>
----------------------------------------------------------------------------------------------------------------------------
               Name                Fees Earned or Paid   Stock Awards*   Option Awards  All Other Compensation       Total
                                         in Cash                            ($) (1)
----------------------------------------------------------------------------------------------------------------------------
Richard E. Gerzof                           -                  -             10,996               -                 $10,996
----------------------------------------------------------------------------------------------------------------------------
William H. Wood                           $4,000               -                760               -                  $4,760
----------------------------------------------------------------------------------------------------------------------------
Elliot H. Goldberg                        $5,650               -              1,732               -                  $7,382
----------------------------------------------------------------------------------------------------------------------------
Matthew Dollinger                           -                  -             9,144                -                  $9,144
----------------------------------------------------------------------------------------------------------------------------
</TABLE>

     (1)  Represents the impact of SFAS No. 123R on previously awarded options.

     The Board of Directors on January 22, 2008 awarded Richard Gerzof, Chairman
     of the Board of the Company,  immediately  exercisable  options to purchase
     250,000 shares of Common Stock of the Company at an exercise price of $0.20
     per  share,  the fair  market  value as of the date of grant.  The Board of
     Directors  also awarded  Elliott  Goldberg,  Matthew  Dollinger and William
     Wood,  directors,  immediately  exercisable  options to  purchase  103,500,
     18,500 and 3,500  shares of Common  Stock,  respectively,  at the  exercise
     price of $0.20 per share,  the fair  market  value as of the date of grant.
     The Board of Directors also amended the previously granted stock options of
     Messrs Gerzof,  Goldberg,  Dollinger and Woods to eliminate the requirement
     that options must be exercised, to the extent they were exercisable, within
     a three month period  following  the date of  termination  of employment or
     directorship, even if by disability or death.

                                       10
<PAGE>

Compensation for non-employee directors is as follows:
------------------------------------------------------

------------------------------------------------------
Annual Board retainer                         $12,000
Annual Audit Committee Chairman fee             4,000
Annual Compensation Committee Chairman fee      1,000
Board meeting fee                               1,000
Committee meeting fee                             500
------------------------------------------------------

Each  non-employee  director may elect to receive  stock options in lieu of cash
compensation. Employee directors do not receive director fees.

        Employment Agreements

     On  February  5, 2008,  the  Company  entered  into a  two-year  employment
agreement  with Andre  Soussa  for Mr.  Soussa to serve as the  Company's  Chief
Executive  Officer.  Mr. Soussa's base salary is $300,000 per annum.  Mr. Soussa
has agreed (if  requested by the Company) to receive  payment of his base salary
in the following  manner:  (i) months one through six of the employment period -
monthly salary  payment at half the applicable  rate; and (ii) months 18 through
24 of the  employment  term  -  monthly  salary  payment  equal  to  double  the
applicable  rate. Mr. Soussa was awarded  options to purchase  500,000 shares of
Company's  Common Stock, par value $.01 per share, at an exercise price of $.20,
pursuant to the terms of the  Company's  2006 Stock Option Plan.  Mr.  Soussa is
entitled to  participate in all employee  pension and welfare  benefit plans and
programs  which are from  time to time  made  available  to  similarly  situated
employees of the Company.

     If Mr.  Soussa  voluntarily  terminates  employment  due  to a sale  of the
Company,  Mr.  Soussa will be paid the base salary he is owed for the balance of
his employment period (the "Separation Period"). Mr. Soussa will be eligible for
continued  welfare  benefits (to be paid by the Company)  during the  Separation
Period or until he obtains new employment, whichever occurs first. Additionally,
Mr.  Soussa may  voluntarily  terminate  employment in the event that during the
first 18 months of his employment with the Company persons  designated by Exfair
Pty Ltd  cease to  comprise  a  majority  in number  of the  Company's  board of
directors  as a result of action taken by any party other than Exfair Pty Ltd or
Mr.  Soussa and he will be paid 50% of his base  salary  owed for the balance of
his  employment  period and be eligible for welfare  benefits (to be paid by the
Company).  In the event  that a merger,  acquisition,  sale,  transfer  or other
disposition of the Company  results in Mr.  Soussa's loss of employment with the
Company,  the Company will have no obligation to Mr. Soussa if Mr. Soussa either
(i) is offered  employment at the same base salary and on substantially  similar
terms with similar duties and  responsibilities  by a successor  organization or
(ii) accepts  employment by a successor  organization at any salary.  During the
Separation  Period, Mr. Soussa shall have the right to exercise options which by
their  terms  are then  still  exercisable  subject  to the  terms  and  overall
administration  of applicable  plans and awards.  For options held by Mr. Soussa
which will not have  become  vested or  exercisable  on or before the end of the
Separation  Period,  they will be, in accordance with their terms,  canceled and
terminated and all eligibility for payments  pursuant  thereto will cease at the
end of the Separation Period.

     On  February  5, 2008,  the  Company  entered  into a  two-year  employment
agreement  with  William  McMahon  for Mr.  McMahon  to serve  as the  Company's
President and Chief Financial Officer. Mr. McMahon's base salary is $200,000 per
annum.  Mr. McMahon was awarded options to purchase  250,000 shares of Company's
Common Stock,  par value $.01 per share, at an exercise price of $.20,  pursuant
to the Company's  2006 Stock Option Plan. Mr. McMahon is entitled to participate
in all employee  pension and welfare  benefit plans and programs  which are from
time to time made available to similarly situated employees of the Company.

                                       11
<PAGE>

     If Mr.  McMahon  voluntarily  terminates  employment  due to a sale  of the
Company,  Mr. McMahon will be paid the base salary he is owed for the balance of
his employment period (the "WM Separation Period"). Mr. McMahon will be eligible
for  continued  welfare  benefits  (to be paid  by the  Company)  during  the WM
Separation Period or until he obtains new employment, whichever occurs first. In
the event that a merger, acquisition, sale, transfer or other disposition of the
Company  results in Mr.  McMahon's  loss of  employment  with the  Company,  the
Company will have no  obligation  to Mr.  McMahon if Mr.  McMahon  either (i) is
offered  employment at the same base salary and on  substantially  similar terms
with similar duties and  responsibilities  by a successor  organization  or (ii)
accepts  employment  by a successor  organization  at any salary.  During the WM
Separation Period, Mr. McMahon shall have the right to exercise options which by
their  terms  are then  still  exercisable  subject  to the  terms  and  overall
administration  of applicable plans and awards.  For options held by Mr. McMahon
which will not have become vested or  exercisable on or before the end of the WM
Separation  Period,  they will be, in accordance with their terms,  canceled and
terminated and all eligibility for payments  pursuant  thereto will cease at the
end of the WM Separation Period.

     Disclosure of Compensation Committee Interlocks and Insider Participation
     -------------------------------------------------------------------------

     None of the members of our compensation committee of our Board of Directors
     is now or ever has been one of our officers or employees.  No member of the
     Compensation   Committee  has  a  relationship  that  would  constitute  an
     interlocking  relationship with executive  officers or directors of another
     entity.

Item 12.        Security Ownership of Certain Beneficial Owners and Management
--------        --------------------------------------------------------------
                Related Stockholder Matters
                ---------------------------

     a)   Security Ownership of Certain Beneficial Owners and Management

The following table sets forth certain information, as of February 5, 2008, with
respect to the  beneficial  ownership of the Company's  Common Stock by (i) each
person known by the Company to beneficially  own more than 5% of the outstanding
shares of Common Stock, (ii) each person who was a director of the Company as of
February 5, 2008, (iii) each current  executive  officer of the Company named in
the  Summary   Compensation   Table  set  forth  under  the  caption  "Executive
Compensation" below and (iv) all directors and executive officers of the Company
as of February 5, 2008 as a group:


                Name and Address (1)    Amount and Nature of       Percentage of
                --------------------    Beneficial Ownership (2)    Outstanding
                                        ------------------------    Shares Owned
                                                                    ------------

Andre Soussa                                 7,785,849 (3)              54.5%
  13-15 Lyon Park Road
  Macquarie Park, NWS, Australia

                                       12
<PAGE>

Exfair Pty Ltd                               7,784,849 (4)              54.5%
  13-15 Lyon Park Road
  Macquarie Park, NWS, Australia

Richard Gerzof                                 748,100 (5)              10.9%
  873 Remsens Lane
  Upper Brookville, NY  11771

Laurus Master Fund Ltd.                        585,700 (6)               8.7%
  335 Madison Avenue, 10th Floor
  New York, New York 10017

Doucet Capital LLC                             350,983 (7)               5.4%
  2204 Lakeshore Drive, Suite 218
  Birmingham, AL  35209

William McMahon                                 83,333 (8)               1.3%
  170 Wilbur Place
  Bohemia, NY  11716





All directors and executive officers as a    8,240,682 (9)              60.6%
group (3 persons)


(1)  Under the rules of the SEC,  addresses  are only  provided  for  beneficial
     owners if in excess of 5% of the Company's Stock.
(2)  The  inclusion  herein of any shares of Common  Stock  deemed  beneficially
     owned does not  constitute  an admission of  beneficial  ownership of those
     shares.  Unless  otherwise  indicated,  each person  listed  above has sole
     voting  and  investment  power  with  respect  to the  shares  listed.  Any
     reference  in the  footnotes  below to stock  options held by the person in
     question  relates to stock options which were  exercisable/  issuable on or
     within 60 days of record date, February 5, 2008.
(3)  Includes  5,784,849 shares of a common stock purchase warrant and 2,000,000
     shares on conversion of a note which is also included under Exfair Pty Ltd,
     a company controlled by Mr. Andre Soussa.
(4)  Consists  of  5,784,849  shares  of a common  stock  purchase  warrant  and
     2,000,000  shares on conversion of a note which is also included  under Mr.
     Andre Soussa, Exfair Pty Ltd is a company controlled by Mr. Soussa.
(5)  Includes  372,500  shares  issuable upon exercise of currently  exercisable
     options.
(6)  Includes 275,000 shares of a common stock purchase warrant.
(7)  The  information  as  to  beneficial   ownership  of  Doucet  Capital,  LLC
     ("Doucet")  is based solely on the Schedule 13D filed by Doucet on July 12,
     2007,  showing it had  shared  voting and  dispositive  power over  350,983
     shares as of July 11, 2007.
(8)  Consists of 83,333 shares  issuable upon exercise of currently  exercisable
     options.
(9)  Includes  455,833  shares  issuable upon exercise of currently  exercisable
     options,  5,784,849 shares of a common stock purchase warrant and 2,000,000
     shares on conversion of a note.

                                       13
<PAGE>

Item 13.        Certain Relationships and Related Transactions and Director
--------        -----------------------------------------------------------
                Independence
                ------------

The Company does not have any relationships or related transactions  required to
be disclosed.

The Board of Directors had determined that Matthew Dollinger, Richard E. Gerzof,
Elliot H. Goldberg and William H. Wood met the current independence requirements
under the  independence  standards  applicable to the registrant under paragraph
(a) Item 407.

Item 14.        Principal Accountant Fees and Services
--------        --------------------------------------

a)      Independent Auditors

Eisner LLP has audited and reported upon the financial statements of the Company
for the fiscal years ended  September  30, 2007,  2006 and 2005.  For the fiscal
years  ended  September  30, 2007 and 2006,  the Company  paid (or will pay) the
following fees for services rendered during the audit in respect of those years:

b)      Audit Fees

For the fiscal  years  ended  September  30, 2007 and 2006 Eisner LLP billed the
Company $140,000 and $128,000,  respectively for services rendered for the audit
of the Company's annual financial statements included in its report on Form 10-K
and the reviews of the financial statements included in its reports on Form 10-Q
filed with the SEC.

c)      Tax Fees

For the fiscal  years ended  September  30, 2007 and 2006 the Company was billed
$30,000  and  $31,000,  respectively,  by  Eisner  LLP in  connection  with  the
preparation of tax returns and the provision of tax advice.

e)      All Other Fees

For the fiscal  year ended  September  30,  2006  Eisner LLP billed the  Company
$15,000 in connection  with the audit of its employee  benefit  plans.  No other
fees were billed to the Company for all other fees in fiscal 2007.

f)      Audit Committee Pre-Approval Policies

The Audit Committee  pre-approves all work performed by the Company's  auditors.
The Audit  Committee  of the  Board of  Directors  has  considered  whether  the
provision of non-audit  services by Eisner LLP is  compatible  with  maintaining
auditor independence.

                                       14
<PAGE>

                                   SIGNATURES

     Pursuant to 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 duly authorized.

     Date: February 26, 2008



                                        GLOBAL PAYMENT TECHNOLOGIES, INC.



                                        /s/ Andre Soussa
                                        ----------------------------------------
                                                        Andre Soussa
                                                  Chief Executive Officer



                                        /s/ William McMahon
                                        ----------------------------------------
                                                     William McMahon
                                                  Chief Financial Officer



                                       15