<PAGE>
 
   As filed with the Securities and Exchange Commission on January 16, 2001
                                                           Registration No.333-
================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                  __________
                                   FORM S-8
                            REGISTRATION STATEMENT
                                     Under
                          The Securities Act of 1933
                                  ___________

                             GLOBAL PAYMENTS INC.
            (Exact name of registrant as specified in its charter)

         Georgia                                           58-2567903
(State of incorporation)                       (IRS Employer Identification No.)

                             Four Corporate Square
                          Atlanta, Georgia 30329-3010
              (Address of principal executive offices) (Zip Code)

                             GLOBAL PAYMENTS INC.
              AMENDED AND RESTATED 2000 LONG-TERM INCENTIVE PLAN
                                        
                             GLOBAL PAYMENTS INC.
                       2000 EMPLOYEE STOCK PURCHASE PLAN
                                        
                             GLOBAL PAYMENTS INC.
       AMENDED AND RESTATED 2000 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN
                                 (Plan names)

                               Suellyn P. Tornay
                         General Counsel and Secretary
                             Global Payments Inc.
                             Four Corporate Square
                         Atlanta, Georgia  30329-3010
                                (404) 728-2363
 (Name, address, including zip code, telephone number, including area code, of
                              agent for service)

                         _____________________________


<TABLE>
<CAPTION>
                                    CALCULATION OF REGISTRATION FEE
==========================================================================================================
                                                                      Proposed maximum
         Title of                                Proposed maximum        aggregate          Amount of
      securities to            Amount to be       offering price per     offering          registration
      be registered            registered (1)         share (2)           price                fee
 
----------------------------------------------------------------------------------------------------------
<S>                            <C>               <C>                  <C>                  <C>
Common Stock, no par value       7,600,000           $15.50            $117,800,000.00       $29,450.00
----------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>
 
______________________________
(1)  Includes 6,000,000 shares to be issued upon the grant or exercise of awards
     under the Global Payments Inc. Amended and Restated 2000 Long-Term
     Incentive Plan, 1,200,000 shares to be purchased under the Global Payments
     Inc. 2000 Employee Stock Purchase Plan, and 400,000 shares to be issued
     upon the exercise of options granted under the Global Payments Inc. Amended
     and Restated 2000 Non-Employee Director Stock Option Plan (collectively,
     the "Plans"). This Registration Statement also covers any additional shares
     that may hereafter become exercisable as a result of the adjustment and
     anti-dilution provisions of the Plans.
(2)  Estimated solely for the purpose of calculating the registration fee in
     accordance with Rule 457(h) under the Securities Act of 1933, as amended
     (the "Securities Act"), based on the average of the high and low prices in
     the "when issued" market for the Registrant's Common Stock on the New York
     Stock Exchange on January 12, 2001.

 

<PAGE>
 
                                    PART I

             INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

         We will provide the documents constituting Part I of this registration
statement to participants in the Plans as specified by Rule 428(b)(1) under the
Securities Act.

                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference.

    The following documents filed with the Securities and Exchange Commission
(the "Commission") by the Registrant are hereby incorporated by reference into
this Registration Statement:

          (1) the Registrant's Registration Statement on Form 10, as amended
     (Registration No. 001-161111), which contains a description of the
     Registrant's Common Stock, no par value, per share; provided, however, that
     the financial statements of CIBC Merchant Acquiring Business included on
     pages F-27 through F-36 of such Registration Statement are not incorporated
     herein; and

          (2) the Registrant's Quarterly Report on Form 10-Q for the quarter
     ended November 30, 2000.

    All documents subsequently filed by the Registrant pursuant to Sections
13(a), 13(c), 14, and 15(d) of the Exchange Act and prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated by reference herein and to be a part hereof from the date of
the filing of such documents.  Any statement contained in a document
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any other subsequently filed document that is
incorporated by reference herein modifies or supersedes such earlier statement.
Any such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this Registration Statement.


Item 4.  Description of Securities.  Not applicable.

Item 5.  Interests of Named Experts and Counsel.  Not applicable.

Item 6.  Indemnification of Directors and Officers.

     The Registrant's Articles of Incorporation eliminate the personal liability
of its directors to the Registrant or its shareholders for monetary damages for
breach of fiduciary duty as a director to the extent permitted under the Georgia
Business Corporation Code (the "Georgia Code").  The Registrant's directors
remain liable for (i) any appropriation, in violation of the director's duties,
of any business opportunity, (ii) acts or omissions that involve intentional
misconduct or a knowing violation of law, (iii) unlawful corporate distributions
as set forth in Section 14-2-832 of the Georgia Code, or (iv) any transactions
from which the director derived an improper personal benefit.  If the Georgia
Code is amended to authorize corporate action further eliminating or limiting
the personal liability of directors, the liability of the Registrant's

                                     II-1

<PAGE>
 
directors shall be eliminated or limited to the fullest extent permitted by the
Georgia Code, as amended, without further action by the shareholders. These
provisions in the Articles of Incorporation will limit the remedies available to
a shareholders in the event of breaches of any director's duties.

     The Registrant's by-laws require it to indemnify and hold harmless any
director or officer who was or is a party or is threatened to be made a party,
to any threatened, pending or completed action, suit or proceeding whether
civil, criminal, administrative or investigative (including any action or suit
by or in the right of the Registrant) because the person is or was a director or
officer of the Registrant against liability incurred in such proceeding.  The
Registrant is not, however, required to indemnify officers and directors for
liability incurred in a proceeding in which the director or officer is adjudged
liable to the Registrant or is subjected to injunctive relief in its favor for
(i) any appropriation, in violation of the director's or officer's duties, of
any business opportunity, (ii) any acts or omissions which involve intentional
misconduct or a knowing violation of law, (iii) any types of liability with
respect to distributions as set forth in Section 14-2-832 of the Georgia Code,
or (iv) any transaction from which such officer or director received an improper
personal benefit.  In addition, the Registrant's by-laws provide that it (i)
must advance funds to pay or reimburse the reasonable expenses incurred by a
director or officer who is a party to a proceeding because that person is a
director or officer if other conditions are satisfied, and (ii) may indemnify
and advance expenses to any employee or agent who is not a director or officer
to the same extent and subject to the same condition that the Registrant could,
without shareholder approval under the Georgia Code, indemnify and advance
expenses to a director.

     There is no pending litigation or proceeding involving any of the
Registrant's directors, officers, employees or any other agent of as to which
indemnification is sought by any director, officer, employee or other agent.

Item 7.  Exemption from Registration Claimed.  Not applicable.

Item 8.  Exhibits.

4.1       Articles of Incorporation of the Registrant (filed as Exhibit 3.1 to
          the Registrant's Registration Statement on Form 10, Registration No.
          001-161111, and incorporated herein by reference)

4.2       Amended and Restated By-laws of the Registrant (filed as Exhibit 3.2
          to the Registrant's Registration Statement on Form 10, Registration
          No. 001-161111, and incorporated herein by reference)
 
4.3       Form of Shareholder Protection Rights Agreement between the Registrant
          and the Rights Agent (filed as Exhibit 4.3 to the Registrant's
          Registration Statement on Form 10, Registration No. 001-161111, and
          incorporated herein by reference)

5         Opinion of Alston & Bird LLP regarding the legality of the securities
          being registered.

4.4       Form of certificate representing the Registrant's common stock (filed
          as Exhibit 4.4 to the Registrant's Registration Statement on Form 10,
          Registration No. 001-161111, and incorporated herein by reference)
 
23.1      Consent of Alston & Bird LLP (included in Exhibit 5).
 
23.2      Consent of Arthur Andersen LLP.
 
24        Power of Attorney (included as part of signature page).

                                     II-2

<PAGE>
 
99.1      Global Payments Inc. Amended and Restated 2000 Long-Term Incentive
          Plan (filed as Exhibit 10.9 to the Registrant's Registration Statement
          on Form 10, Registration No. 001-161111, and incorporated herein by
          reference)
 
99.2      Global Payments Inc. 2000 Employee Stock Purchase Plan
 
99.3      Global Payments Inc. Amended and Restated 2000 Non-Employee Director
          Stock Option Plan

Item 9.  Undertakings.

     (a)  The undersigned Registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement:

               (i)   To include any prospectus required by section 10(a)(3) of
the Securities Act of 1933;

               (ii)  To reflect in the prospectus any facts or events arising
after the effective date of the registration statement (or the most recent post-
effective amendment thereof) which, individually or in the aggregate, represent
a fundamental change in the information set forth in the registration statement.
Notwithstanding the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of securities offered would not exceed that
which was registered) and any deviation from the low or high and of the
estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the
changes in volume and price represent no more than 20 percent change in the
maximum aggregate offering price set forth in the "Calculation of Registration
Fee" table in the effective registration statement; and

               (iii) To include any material information with respect to the
plan of distribution not previously disclosed in the registration statement or
any material change in such information in the registration statement.

          Provided, however, that paragraphs (a)(l)(i) and (a)(l)(ii) above do
          --------  -------                                                   
not apply if the registration statement is on Form S-3 or Form S-8, and the
information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed by the Registrant pursuant to
Section 13 or Section 15(d) of the Exchange Act that are incorporated by
reference in the registration statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned issuer hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report

                                     II-3

<PAGE>
 
pursuant to Section 15(d) of the Exchange Act that is incorporated by reference
in the registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     (h)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to Item 6 of this Part II, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Securities Act of 1933 and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

                                     II-4

<PAGE>
 
                                  SIGNATURES
                                  ----------


     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Atlanta, State of Georgia, on the 10th day of
January, 2001.


                              GLOBAL PAYMENTS INC.
 

                              By:    /s/ Robert A. Yellowlees
                                   ------------------------------
                                   Robert A. Yellowlees
                                      Chairman of the Board,
                                      President and Chief Executive Officer
                                      (Principal Executive Officer)
 

                              By:    /s/ James G. Kelly
                                   ------------------------------
                                   James G. Kelly
                                      Chief Financial Officer
                                      (Principal Financial and Accounting
                                       Officer)


                               POWER OF ATTORNEY

     KNOW BY ALL MEN BY THESE PRESENT, that each person whose signature appears
below constitutes and appoints Suellyn P. Tornay and Martin Picciano, and each
or any one of them, as true and lawful attorneys-in-fact and agents, with full
power of substitution, for him and in his name, place and stead, in any and all
capacities, to sign any amendments (including post-effective amendments) to this
Registration Statement and to file the same, with all exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that said attorney-in-fact, or their
substitute or substitutes, may lawfully do or cause to be done by virtue
thereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:

        SIGNATURE                        TITLE                        DATE
        ---------                        -----                        ----
 
 
/s/ Robert A. Yellowlees     Chairman of the Board, President   January 10, 2001
---------------------------  and Chief Executive Officer
Robert A. Yellowlees
 
/s/ Neil Williams            Director                           January 10, 2001
---------------------------
Neil Williams


                                     II-5

<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

               _________________________________________________


                              EXHIBITS FILED WITH

                            REGISTRATION STATEMENT

                                  ON FORM S-8

                                     UNDER

                          THE SECURITIES ACT OF 1933

               _________________________________________________



                             GLOBAL PAYMENTS INC.
                             Four Corporate Square
                         Atlanta, Georgia 30329-3010
                                (404) 728-2363

                                     II-6

<PAGE>
 
                                 EXHIBIT INDEX

Exhibit Number      Description
4.1                 Articles of Incorporation of the Registrant (filed as
                    Exhibit 3.1 to the Registrant's Registration Statement on
                    Form 10, Registration No. 001-161111, and incorporated
                    herein by reference)
 
4.2                 Amended and Restated By-laws of the Registrant (filed as
                    Exhibit 3.2 to the Registrant's Registration Statement on
                    Form 10, Registration No. 001-161111, and incorporated
                    herein by reference)

4.3                 Form of Shareholder Protection Rights Agreement between the
                    Registrant and the Rights Agent (filed as Exhibit 4.3 to the
                    Registrant's Registration Statement on Form 10, Registration
                    No. 001-161111, and incorporated herein by reference)

4.4                 Form of certificate representing the Registrant's common
                    stock (filed as Exhibit 4.4 to the Registrant's Registration
                    Statement on Form 10, Registration No. 001-161111, and
                    incorporated herein by reference)

5                   Opinion of Alston & Bird LLP regarding the legality of the
                    securities being registered.
 
23.1                Consent of Alston & Bird LLP (included in Exhibit 5).
 
23.2                Consent of Arthur Andersen LLP.
 
24                  Power of Attorney (included as part of signature page).
 
99.1                Global Payments Inc. Amended and Restated 2000 Long-Term
                    Incentive Plan (filed as Exhibit 10.9 to the Registrant's
                    Registration Statement on Form 10, Registration No. 001-
                    161111, and incorporated herein by reference)

99.2                Global Payments Inc. 2000 Employee Stock Purchase Plan

99.3                Global Payments Inc. Amended and Restated 2000 Non-Employee
                    Director Stock Option Plan

                                 II-7         

                                   





<PAGE>
 
                                   Exhibit 5
                                   ---------

             Opinion of Alston & Bird LLP regarding the legality of
                        the securities being registered

<PAGE>
 
                               Alston & Bird LLP

                              One Atlantic Center
                           1201 West Peachtree Street
                          Atlanta, Georgia 30309-3424

                                  404-881-7000
                               Fax: 404-881-4777
                                 www.alston.com



                                January 16, 2001

Global Payments Inc.
Four Corporate Square
Atlanta, Georgia 30329-3010

      Re: Registration Statement on Form S-8 for the
          Global Payments Inc. Amended and Restated 2000 Long-Term Incentive
          Plan
          Global Payments Inc. 2000 Employee Stock Purchase Plan
          Global Payments Inc. Amended and Restated 2000 Non-Employee Director
          Stock Option Plan

Ladies and Gentlemen:

     We have acted as counsel to Global Payments Inc., a Georgia corporation
(the "Company"), in connection with the filing of the above-referenced
Registration Statement (the "Registration Statement") with the Securities and
Exchange Commission (the "Commission") to register under the Securities Act of
1933, as amended (the "Securities Act"), 7,200,000 shares (the "Shares") of the
Company's Common Stock, no par value, which may be offered and sold by the
Company upon the grant or exercise of awards, or the purchase of shares, under
the Global Payments Inc. Amended and Restated 2000 Long-Term Incentive Plan, the
Global Payments
 Inc. 2000 Employee Stock Purchase Plan, or the Global Payments
Inc. Amended and Restated 2000 Non-Employee Director Stock Option Plan (the
"Plans"). This opinion letter is rendered pursuant to Item 8 of Form S-8 and
Item 601(b)(5) of the Commission's Regulation S-K.

     We have examined the Articles of Incorporation of the Company, the Bylaws
of the Company, records of proceedings of the Board of Directors of the Company
deemed by us to be relevant to this opinion letter, the Registration Statement
and other documents and agreements we deemed necessary for purposes of
expressing the opinion set forth herein.  We also have made such further legal
and factual examinations and investigations as we deemed necessary for purposes
of expressing the opinion set forth herein.

     As to certain factual matters relevant to this opinion letter, we have
relied upon certificates and statements of officers of the Company and
certificates of public officials. Except to the extent expressly set forth
herein, we have made no independent investigations with regard thereto, and,
accordingly, we do not express any opinion as to matters that might have been
disclosed by independent verification.


<TABLE>
<S>                                            <C>                           <C>
          1211 East Morehead Street             3605 Glenwood Avenue         601 Pennsylvania Avenue, N.W.
             P. O. Drawer 34009                  P. O. Drawer 31107           North Building, 11/th/ Floor
          Charlotte, NC 28234-4009              Raleigh, NC 27622-1107          Washington, DC 20004-2610
                704-331-6000                             919-420-2200                202-756-3300
              Fax: 704-334-2014                  Fax: 919-420-2260                 Fax: 202-756-3333
</TABLE>


<PAGE>
 
Global Payments Inc.
January 16, 2001


     This opinion letter is provided to the Company and the Commission for their
use solely in connection with the transactions contemplated by the Registration
Statement and may not be used, circulated, quoted or otherwise relied upon by
any other person or for any other purpose without our express written consent.
The only opinion rendered by us consists of those matters set forth in the sixth
paragraph hereof, and no opinion may be implied or inferred beyond those
expressly stated.

     Our opinion set forth below is limited to the laws of the State of Georgia,
and we do not express any opinion herein concerning any other laws.

     Based on the foregoing, it is our opinion that the Shares to be issued upon
grant or exercise of awards, or to be purchased, under the Plans are duly
authorized and, when issued by the Company in accordance with the terms of the
Plans, will be validly issued, fully paid and nonassessable.

     We consent to the filing of this opinion letter as an exhibit to the
Registration Statement. In giving such consent, we do not thereby admit that we
are within the category of persons whose consent is required under Section 7 of
the Securities Act or the rules and regulations of the Commission thereunder.


                                              Sincerely,
                            
                                              ALSTON & BIRD LLP


                                              By:   /s/ Laura G. Thatcher
                                                 ------------------------
                                                     A Partner



<PAGE>
 
                                 Exhibit 23.2
                                 ------------

                        Consent of Arthur Anderson LLP

<PAGE>
 
                   Consent of Independent Public Accountants


As independent public accountants, we hereby consent to the incorporation by
reference of our reports dated August 25, 2000 related to the NDC eCommerce
Business Segment included in Global Payments Inc.'s Registration Statement on
Form 10 for the year ended May 31, 2000 and to all references to our Firm
included in this Registration Statement.


/s/ Arthur Andersen LLP


Atlanta, Georgia
January 12, 2001





<PAGE>
 
                                 Exhibit 99.2
                                 ------------

            Global Payments Inc. 2000 Employee Stock Purchase Plan

<PAGE>
 
                             GLOBAL PAYMENTS INC.

                       2000 EMPLOYEE STOCK PURCHASE PLAN


                               TABLE OF CONTENTS

<TABLE>
<S>                                                                                <C>
Article I - BACKGROUND.............................................................4
        1.1  Establishment of the Plan.............................................4
        1.2  Applicability of the Plan.............................................4
        1.3  Purpose...............................................................4
Article II - DEFINITIONS...........................................................4
        2.1    Administrator.......................................................4
        2.2    Board...............................................................4
        2.3    Code................................................................4
        2.4    Committee...........................................................4
        2.5    Common Stock........................................................5
        2.6    Compensation........................................................5
        2.7    Contribution Account................................................5
        2.8    Company.............................................................5
        2.9    Direct Registration System..........................................5
        2.10   Effective Date......................................................5
        2.11   Eligible Employee...................................................5
        2.12   Employee............................................................6
        2.13   Employer............................................................6
        2.14   Fair Market Value...................................................6
        2.15   Offering Date.......................................................6
        2.16   Offering Period.....................................................6
        2.17   Option..............................................................6
        2.18   Participant.........................................................6
        2.19   Plan................................................................6
        2.20   Purchase Date.......................................................6
        2.21   Purchase Price......................................................6
        2.22   Request Form........................................................6
</TABLE>
 

                                       i

<PAGE>
 

<TABLE> 
<S>                                                                                <C> 
        2.23   Spin-off............................................................6
        2.24   Stock Account.......................................................7
        2.25   Subsidiary..........................................................7
        2.26   Trading Date........................................................7
Article III -  ELIGIBILITY AND PARTICIPATION.......................................7
        3.1  Eligibility...........................................................7
        3.2  Initial Participation.................................................8
        3.3  Leave of Absence......................................................8
Article IV -  STOCK AVAILABLE......................................................8
        4.1  In General............................................................8
        4.2  Adjustment in Event of Changes in Capitalization......................8
        4.3  Dissolution, Liquidation, or Merger...................................9
Article V. - OPTION PROVISIONS.....................................................9
        5.1  Purchase Price........................................................9
        5.2  Calendar Year $25,000 Limit...........................................9
        5.3  Offering Period Limit.................................................10
Article VI -  PURCHASING COMMON STOCK..............................................10
        6.1  Participant's Contribution Account....................................10
        6.2  Payroll
 Deductions, Dividends.........................................10
        6.3  Discontinuance........................................................11
        6.4  Leave of Absence; Transfer of Ineligible Status.......................11
        6.5  Automatic Exercise....................................................11
        6.6  Listing, Registration, and Qualification of Shares....................12
Article VII - WITHDRAWALS, DISTRIBUTIONS...........................................12
        7.1  Discontinuance of Deductions; Leave of Absence; Transfer to
                Ineligible Status..................................................12
        7.2  In-Service Withdrawals................................................12
        7.3  Termination of Employment for Reasons Other Than Death................13
        7.4  Death.................................................................13
        7.5  Registration..........................................................13
Article VIII - AMENDMENT AND TERMINATION...........................................13
        8.1  Amendment.............................................................14
        8.2  Termination...........................................................14
</TABLE>
 

                                       ii

<PAGE>
 

<TABLE> 
<S>                                                                                <C>      
Article IX -  MISCELLANEOUS........................................................14
        9.1  Employment Rights.....................................................14
        9.2  Tax Withholding.......................................................14
        9.3  Rights Not Transferable...............................................15
        9.4  No Repurchase of Stock by Company.....................................15
        9.5  Governing Law.........................................................15
        9.6  Shareholder Approval; Registration....................................15
</TABLE>


                                      iii

<PAGE>
 
                             GLOBAL PAYMENTS INC.
                       2000 EMPLOYEE STOCK PURCHASE PLAN

                                   ARTICLE I
                                  BACKGROUND

         1.1   Establishment of the Plan. Global Payments Inc. (the "Company")
hereby establishes a stock purchase plan to be known as the "Global Payments
Inc. 2000 Employee Stock Purchase Plan" (the "Plan"), as set forth in this
document. The Plan is intended to be a qualified employee stock purchase plan
within the meaning of Section 423 of the Internal Revenue Code of 1986, as
amended, and the regulations and rulings thereunder.

         1.2   Applicability of the Plan. The provisions of this Plan are
applicable only to certain individuals who, on or after the Effective Date (as
defined herein), are employees of the Company and its Subsidiaries participating
in the Plan. The Committee shall indicate from time to time which of its
Subsidiaries, if any, are participating in the Plan.

         1.3   Purpose. The purpose of the Plan is to enhance the proprietary
interest among the employees of the Company and its participating subsidiaries
through ownership of Common Stock of the Company.

                                  ARTICLE II
                                  DEFINITIONS

         Whenever capitalized in this document, the following terms shall have
the respective meanings set forth below.

         2.1   Administrator. Administrator shall mean the person or persons
(who may be officers or employees of the Company) selected by the Committee to
operate the Plan, perform day-to-day administration of the Plan, and maintain
records of the Plan.

         2.2   Board. Board shall mean the Board of Directors of the Company.

         2.3   Code. Code shall mean the Internal Revenue Code of 1986, as
amended from time to time, and the regulations thereunder.

         2.4   Committee. Committee shall mean a committee which consists of
members of the Board and which has been designated by the Board to have the
general responsibility for the administration of the Plan. Unless otherwise
designated by the Board, the Compensation Committee of the Board of Directors of
the Company shall serve as the Committee administering the Plan. Subject to the
express provisions of the Plan, the Committee shall have plenary authority in
its sole and absolute discretion to 

                                       1

<PAGE>
 
interpret and construe any and all provisions of the Plan, to adopt rules and
regulations for administering the Plan, and to make all other determinations
necessary or advisable for administering the Plan. The Committee's
determinations on the foregoing matters shall be conclusive and binding upon all
persons.

         2.5   Common Stock. Common Stock shall mean the common stock, no par
value, of the Company.

         2.6   Compensation. Compensation shall mean, for any Participant, for
any Offering Period, the Participant's gross wages for the respective period,
including without limitation salary, bonus, and commission, but subject to
appropriate adjustments that would exclude items such as non-cash compensation
and reimbursement of moving, travel, trade or business expenses.

         2.7   Contribution Account. Contribution Account shall mean the
bookkeeping account established by the Administrator on behalf of each
Participant, which shall be credited with the amounts deducted from the
Participant's Compensation pursuant to Article VI. The Administrator shall
establish a separate Contribution Account for each Participant for each Offering
Period.

         2.8   Company. Company shall mean Global Payments Inc., a Georgia
corporation.

         2.9   Direct Registration System. Direct Registration System shall mean
a direct registration system approved by the Securities and Exchange Commission
and by the New York Stock Exchange, Inc. or any securities exchange on which the
Common Stock is then listed, whereby shares of Common Stock may be registered in
the holder's name in book-entry form on the books of the Company.

         2.10  Effective Date. Effective Date shall mean the effective date of
the Plan, which shall be the last to occur of (i) the date the Plan is approved
by the shareholders of the Company, (ii) the first trading day after the
effective date of the Spin-off, or (iii) the effective date of the Company's
registration statement on Form S-8 filed under the Securities Act of 1933, as
amended, covering the shares to be issued under the Plan.

         2.11  Eligible Employee. An Employee eligible to participate in the
Plan pursuant to Section 3.1.

         2.12  Employee. Employee shall mean an individual employed by an
Employer who meets the employment relationship described in Treasury Regulation
Sections 1.423-2(b) and Section 1.421-7(h).

         2.13  Employer. Employer shall mean the Company and any Subsidiary
designated by the Committee as an employer participating in the Plan.

                                       2

<PAGE>
 
         2.14  Fair Market Value. Fair Market Value of a share of Common Stock,
as of any designated date, shall mean the closing sales price of the Common
Stock on the New York Stock Exchange on such date or on the last previous date
on which such stock was traded.

         2.15  Offering Date. Offering Date shall mean the first Trading Date of
each Offering Period.

         2.16  Offering Period. Offering Period shall mean the quarterly periods
beginning January 1, April 1, July 1, and October 1 respectively, of each year
during which offers to purchase Common Stock are outstanding under the Plan;
provided, however, that the initial Offering Period shall be the period
beginning on the Effective Date and ending on March 31, 2001. No payroll
deductions shall be taken until the Effective Date.

         2.17  Option. Option shall mean the option to purchase Common Stock
granted under the Plan on each Offering Date.

         2.18  Participant. Participant shall mean any Eligible Employee who has
elected to participate in the Plan under Section 3.2.

         2.19  Plan. Plan shall mean the Global Payments Inc. 2000 Employee
Stock Purchase Plan, as amended and in effect from time to time.

         2.20  Purchase Date. Purchase Date shall mean the last Trading Date of
each Offering Period.

         2.21  Purchase Price. Purchase Price shall mean the purchase price of
Common Stock determined under Section 5.1.

         2.22  Request Form. Request Form shall mean an Employee's authorization
either in writing on a form approved by the Administrator or through electronic
communication approved by the Administrator which specifies the Employee's
payroll deduction in accordance with Section 6.2, and contains such other terms
and provisions as may be required by the Administrator.

         2.23  Spin-off. The distribution by National Data Corporation to its
stockholders of all of the issued and outstanding shares of capital stock of the
Company, as contemplated in that certain Distribution Agreement between National
Data Corporation and the Company and the related agreements between the parties
referred to therein.

         2.24  Stock Account. Stock Account shall mean the account established
by the Administrator on behalf of each Participant, which shall be credited with
shares of Common Stock purchased pursuant to the Plan and dividends thereon
until distributed in accordance with the terms of the Plan.

                                       3

<PAGE>
 
         2.25  Subsidiary. Subsidiary shall mean any present or future
corporation which is a "subsidiary corporation" of the Company as defined in
Code Section 424(f).

         2.26  Trading Date. Trading Date shall mean a date on which shares of
Common Stock are traded on a national securities exchange (such as the New York
Stock Exchange), the Nasdaq National Market or in the over-the-counter market.

         Except when otherwise indicated by the context, the definition of any
term herein in the singular may also include the plural.

                                  ARTICLE III
                         ELIGIBILITY AND PARTICIPATION

         3.1   Eligibility. Each Employee who is an Employee regularly scheduled
to work at least 20 hours each week and at least five months each calendar year
shall be eligible to participate in the Plan as of the later of:

         (a)   the Offering Date immediately following the Employee's last date
of hire by an Employer; or

         (b)   the Effective Date.

         On each Offering Date, Options will automatically be granted to all
Employees then eligible to participate in the Plan; provided, however, that no
Employee shall be granted an Option for an Offering Period if, immediately after
the grant, the Employee would own stock, and/or hold outstanding options to
purchase stock, possessing five percent or more of the total combined voting
power or value of all classes of stock of the Company or any Subsidiary. For
purposes of this Section, the attribution rules of Code Section 424(d) shall
apply in determining stock ownership of any Employee. If an Employee is granted
an Option for an Offering Period and such Employee does not participate in the
Plan for such Offering Period, such Option will be deemed never to have been
granted for purposes of applying the $25,000 annual limitation described in
Section 5.2.

         3.2   Initial Participation. An Eligible Employee having been granted
an Option under Section 3.1 may submit a Request Form to the Administrator to
participate in the Plan for an Offering Period. The Request Form shall authorize
a regular payroll deduction from the Employee's Compensation for the Offering
Period, subject to the limits and procedures described in Article VI. A
Participant's Request Form authorizing a regular payroll deduction shall remain
effective from Offering Period to Offering Period until amended or canceled
under Section 6.3.

         3.3   Leave of Absence. For purposes of Section 3.1, an individual on a
leave of absence from an Employer shall be deemed to be an Employee for the
first 90 days of 

                                       4

<PAGE>
 
such leave. For purposes of this Plan, such individual's employment with the
Employer shall be deemed to terminate at the close of business on the 90th day
of the leave, unless the individual has returned to regular employment with an
Employer before the close of business on such 90th day. Termination of any
individual's leave of absence by an Employer, other than on account of a return
to employment with an Employer, shall be deemed to terminate an individual's
employment with the Employer for all purposes of the Plan.

                                  ARTICLE IV
                                STOCK AVAILABLE

         4.1   In General. Subject to the adjustments in Sections 4.2 and 4.3,
an aggregate of 1,200,000 shares of Common Stock shall be available for purchase
by Participants pursuant to the provisions of the Plan. These shares may be
authorized and unissued shares or may be shares issued and subsequently acquired
by the Company. If an Option under the Plan expires or terminates for any reason
without having been exercised in whole or part, the shares subject to such
Option that are not purchased shall again be available for subsequent Option
grants under the Plan. If the total number of shares of Common Stock for which
Options are exercised on any Purchase Date exceeds the maximum number of shares
then available under the Plan, the Committee shall make a pro rata allocation of
the shares available in as nearly a uniform manner as shall be practicable and
as it shall determine to be equitable; and the balance of the cash credited to
Participants' Contribution Accounts shall be distributed to the Participants as
soon as practicable.

         4.2   Adjustment in Event of Changes in Capitalization. In the event of
a stock dividend, stock split or combination of shares, recapitalization or
other change in the Company's capitalization, or other distribution with respect
to holders of the Company's Common Stock other than normal cash dividends, an
automatic adjustment shall be made in the number and kind of shares as to which
outstanding Options or portions thereof then unexercised shall be exercisable
and in the available shares set forth in Section 4.1, so that the proportionate
interest of the Participants shall be maintained as before the occurrence of
such event. This adjustment in outstanding Options shall be made without change
in the total price applicable to the unexercised portion of such Options and
with a corresponding adjustment in the Purchase Price per share; provided,
however, that in no event shall any adjustment be made that would cause any
Option to fail to qualify as an option pursuant to an employee stock purchase
plan within the meaning of Section 423 of the Code.

         4.3   Dissolution, Liquidation, or Merger. Upon the dissolution or
liquidation of the Company, or upon a reorganization, merger, or consolidation
of the Company with one or more corporations in which the Company is not the
surviving corporation (or survives as a direct or indirect subsidiary of other
such other constituent corporation or its parent), or upon a sale of
substantially all of the property or stock of the Company to another
corporation, the holder of each Option then outstanding under the Plan shall be

                                       5

<PAGE>
 
entitled to receive at the next Purchase Date upon the exercise of such Option
for each share as to which such Option shall be exercised, as nearly as
reasonably may be determined, the cash, securities, or property which a holder
of one share of the Common Stock was entitled to receive upon and at the time of
such transaction. The Committee shall take such steps in connection with these
transactions as the Committee deems necessary or appropriate to assure that the
provisions of this Section shall thereafter be applicable, as nearly as
reasonably may be determined, in relation to the cash, securities, or property
which the holder of the Option may thereafter be entitled to receive. In lieu of
the foregoing, the Committee may terminate the Plan in accordance with Section
8.2.

                                   ARTICLE V
                               OPTION PROVISIONS

         5.1   Purchase Price. The Purchase Price of a share of Common Stock
purchased for a Participant pursuant to each exercise of an Option shall be the
lesser of:

         (a)   85 percent of the Fair Market Value of a share of Common Stock on
the Offering Date; or

         (b)   85 percent of the Fair Market Value of a share of Common Stock on
the Purchase Date.

         5.2   Calendar Year $25,000 Limit. Notwithstanding anything else
contained herein, no Employee may be granted an Option for any Offering Period
which permits such Employee's rights to purchase Common Stock under this Plan
and any other qualified employee stock purchase plan (within the meaning of Code
Section 423) of the Company and its Subsidiaries to accrue at a rate which
exceeds $25,000 of Fair Market Value of such Common Stock for each calendar year
in which an Option is outstanding at any time. For purposes of this Section,
Fair Market Value shall be determined as of the Offering Date.

         5.3   Offering Period Limit. Notwithstanding anything else contained
herein, the maximum number of shares of Common Stock that an Eligible Employee
may purchase in any Offering Period is 1,600 shares.

                                  ARTICLE VI
                            PURCHASING COMMON STOCK

         6.1   Participant's Contribution Account. The Administrator shall
establish a book account in the name of each Participant for each Offering
Period. As discussed in Section 6.2 below, a Participant's payroll deductions
shall be credited to the Participant's Contribution Account, without interest,
until such cash is withdrawn, distributed, or used to purchase Common Stock as
described below.

                                       6

<PAGE>
 
         During such time, if any, as the Company participates in a Direct
Registration System, shares of Common Stock acquired upon exercise of an Option
shall be directly registered in the name of the Participant. If the Company does
not participate in a Direct Registration System, then until distribution is
requested by a Participant pursuant to Article VII, stock certificates
evidencing the Participant's shares of Common Stock acquired upon exercise of an
Option shall be held by the Company as the nominee for the Participant. These
shares shall be credited to the Participant's Stock Account. Certificates shall
be held by the Company as nominee for Participants solely as a matter of
convenience. A Participant shall have all ownership rights as to the shares
credited to his or her Stock Account, and the Company shall have no ownership or
other rights of any kind with respect to any such certificates or the shares
represented thereby.

         All cash received or held by the Company under the Plan may be used by
the Company for any corporate purpose. The Company shall not be obligated to
segregate any assets held under the Plan.

         6.2   Payroll Deductions; Dividends.

         (a)   Payroll Deductions. By submitting a Request Form at any time
before an Offering Period in accordance with rules adopted by the Committee, an
Eligible Employee may authorize a payroll deduction to purchase Common Stock
under the Plan for the Offering Period. The payroll deduction shall be effective
on the first pay period during the Offering Period commencing after receipt of
the Request Form by the Administrator. The payroll deduction shall be in any
whole dollar amount or percentage up to a maximum of twenty percent (20%) of
such Employee's Compensation payable each pay period, and at any other time an
element of Compensation is payable. A Participant's payroll deduction shall not
be less than one percent (1%) of such Employee's Compensation payable each
payroll period.

         (b)   Dividends. Cash or stock dividends paid on Common Stock which is
credited to a Participant's Stock Account as of the dividend payment date shall
be credited to the Participant's Stock Account and paid or distributed to the
Participant as soon as practicable.

         6.3   Discontinuance. A Participant may discontinue his or her payroll
deductions for an Offering Period by filing a new Request Form with the
Administrator. This discontinuance shall be effective on the first pay period
commencing at least 15 days after receipt of the Request Form by the
Administrator. A Participant who discontinues his or her payroll deductions for
an Offering Period may not resume participation in the Plan until the following
Offering Period.

         Any amount held in the Participant's Contribution Account for an
Offering Period after the effective date of the discontinuance of his or her
payroll deductions will either be refunded or used to purchase Common Stock in
accordance with Section 7.1.

                                       7

<PAGE>
 
         6.4   Leave of Absence; Transfer to Ineligible Status. If a Participant
either begins a leave of absence, is transferred to employment with a Subsidiary
not participating in the Plan, or remains employed with an Employer but is no
longer eligible to participate in the Plan, the Participant shall cease to be
eligible for payroll deductions to his or her Contribution Account pursuant to
Section 6.2. The cash standing to the credit of the Participant's Contribution
Account shall become subject to the provisions of Section 7.1.

         If the Participant returns from the leave of absence before being
deemed to have ceased employment with the Employer under Section 3.3, or again
becomes eligible to participate in the Plan, the Request Form, if any, in effect
immediately before the leave of absence or disqualifying change in employment
status shall be deemed void and the Participant must again complete a new
Request Form to resume participation in the Plan.

         6.5   Automatic Exercise. Unless the cash credited to a Participant's
Contribution Account is withdrawn or distributed as provided in Article VII, his
or her Option shall be deemed to have been exercised automatically on each
Purchase Date, for the purchase of the number of full shares of Common Stock
which the cash credited to his or her Contribution Account at that time will
purchase at the Purchase Price. If there is a cash balance remaining in the
Participant's Contribution Account at the end of an Offering Period representing
the exercise price for a fractional share of Common Stock, such balance may be
retained in the Participant's Contribution Account for the next Offering Period,
unless the Participant requests that it be refunded, without interest. Any other
cash balance remaining in the Participant's Contribution Account at the end of
an Offering Period shall be refunded to the Participant, without interest. The
amount of cash that may be used to purchase shares of Common Stock may not
exceed the Compensation restrictions set forth in Section 6.2 or the applicable
limitations of Sections 5.2.or 5.3.

         Except as provided in the preceding paragraph, if the cash credited to
a Participant's Contribution Account on the Purchase Date exceeds the applicable
Compensation restrictions of Section 6.2 or exceeds the amount necessary to
purchase the maximum number of shares of Common Stock available during the
Offering Period under the applicable limitations of Section 5.2.or Section 5.3,
such excess cash shall be refunded to the Participant. Except as provided in the
preceding paragraph, the excess cash may not be used to purchase shares of
Common Stock nor retained in the Participant's Contribution Account for a future
Offering Period.

         Each Participant shall receive a statement on an annual basis
indicating the number of shares credited to his or her Stock Account, if any,
under the Plan.

         6.6   Listing, Registration, and Qualification of Shares. The granting
of Options for, and the sale and delivery of, Common Stock under the Plan shall
be subject to the effecting by the Company of any listing, registration, or
qualification of the shares subject to that Option upon any securities exchange
or under any federal or state law, or the obtaining of the consent or approval
of any governmental regulatory body deemed necessary or desirable for the
issuance or purchase of the shares covered.

                                       8

<PAGE>
 
                                  ARTICLE VII
                          WITHDRAWALS; DISTRIBUTIONS

         7.1   Discontinuance of Deductions; Leave of Absence; Transfer to
Ineligible Status. In the event of a Participant's complete discontinuance of
payroll deductions under Section 6.3 or a Participant's leave of absence or
transfer to an ineligible status under Section 6.4, the cash balance then
standing to the credit of the Participant's Contribution Account shall be--

         (a)   returned to the Participant, in cash, without interest, as soon
as practicable, upon the Participant's written request received by the
Administrator at least 30 days before the next Purchase Date; or

         (b)   held under the Plan and used to purchase Common Stock for the
Participant under the automatic exercise provisions of Section 6.5.

         7.2   In-Service Withdrawals. During such time, if any, as the Company
participates in a Direct Registration System, shares of Common Stock acquired
upon exercise of an Option shall be directly registered in the name of the
Participant and the Participant may withdraw certificates in accordance with the
applicable terms and conditions of such Direct Registration System. If the
Company does not participate in a Direct Registration System, a Participant may,
while an Employee of the Company or any Subsidiary, withdraw certificates for
some or all of the shares of Common Stock credited to his or her Stock Account
at any time, upon 30 days' written notice to the Administrator. If a Participant
requests a distribution of only a portion of the shares of Common Stock credited
to his or her Stock Account, the Administrator will distribute the oldest
securities held in the Participant's Stock Account first, using a first in-first
out methodology. The Administrator may at any time distribute certificates for
some or all of the shares of Common Stock credited to a Participant's Stock
Account, whether or not the Participant so requests.

         7.3   Termination of Employment for Reasons Other Than Death. If a
Participant terminates employment with the Company and the Subsidiaries for
reasons other than death, the cash balance in the Participant's Contribution
Account shall be returned to the Participant in cash, without interest, as soon
as practicable. Certificates for the shares of Common Stock credited to his or
her Stock Account shall be distributed to the Participant as soon as
practicable, unless the Company then participates in a Direct Registration
System, in which case, the Participant shall be entitled to evidence of
ownership of such shares in such form as the terms and conditions of such Direct
Registration System permit.

         7.4   Death. In the event a Participant dies, the cash balance in his
or her Contribution Account shall be distributed to the Participant's estate, in
cash, without interest, as soon as practicable. Certificates for the shares of
Common Stock credited to 

                                       9

<PAGE>
 
the Participant's Stock Account shall be distributed to the estate as soon as
practicable, unless the Company then participates in a Direct Registration
System, in which case, the estate shall be entitled to evidence of ownership of
such shares in such form as the terms and conditions of such Direct Registration
System permit.

         7.5   Registration. Whether represented in certificate form or by
direct registration pursuant to a Direct Registration System, shares of Common
Stock acquired upon exercise of an Option shall be directly registered in the
name of the Participant or, if the Participant so indicates on the Request Form,
(a) in the Participant's name jointly with a member of the Participant's family,
with the right of survivorship, (b) in the name of a custodian for the
Participant (in the event the Participant is under a legal disability to have
stock issued in the Participant's name), (c) in a manner giving effect to the
status of such shares as community property, or (d) in street name for the
benefit of any of the above with a broker designated by the Participant. No
other names may be included in the Common Stock registration. The Company shall
pay all issue or transfer taxes with respect to the issuance or transfer of
shares of such Common Stock, as well as all fees and expenses necessarily
incurred by the Company in connection with such issuance or transfer.

                                 ARTICLE VIII
                           AMENDMENT AND TERMINATION

         8.1   Amendment. The Committee shall have the right to amend or modify
the Plan, in full or in part, at any time and from time to time; provided,
however, that no amendment or modification shall:

         (a)   affect any right or obligation with respect to any grant
previously made, unless required by law, or

         (b)   unless previously approved by the shareholders of the Company,
where such approval is necessary to satisfy federal securities laws, the Code,
or rules of any stock exchange on which the Company's Common Stock is listed:

               (1) in any manner materially affect the eligibility requirements
         set forth in Sections 3.1 and 3.3, or change the definition of Employer
         as set forth in Section 2.13, or

               (2) increase the number of shares of Common Stock subject to any
         options issued to Participants (except as provided in Sections 4.2 and
         4.3).

         8.2   Termination. The Committee may terminate the Plan at any time in
its sole and absolute discretion. The Plan shall be terminated by the Committee
if at any time the number of shares of Common Stock authorized for purposes of
the Plan is not sufficient to meet all purchase requirements, except as
specified in Section 4.1.

                                       10

<PAGE>
 
         Upon termination of the Plan, the Administrator shall give notice
thereof to Participants and shall terminate all payroll deductions. Cash
balances then credited to Participants' Contribution Accounts shall be
distributed as soon as practicable, without interest.

                                  ARTICLE IX
                                 MISCELLANEOUS

         9.1   Employment Rights. Neither the establishment of the Plan, nor the
grant of any Options thereunder, nor the exercise thereof shall be deemed to
give to any Employee the right to be retained in the employ of the Company or
any Subsidiary or to interfere with the right of the Company or any Subsidiary
to discharge any Employee or otherwise modify the employment relationship at any
time.

         9.2   Tax Withholding. The Administrator may make appropriate
provisions for withholding of federal, state, and local income taxes, and any
other taxes, from a Participant's Compensation to the extent the Administrator
deems such withholding to be legally required.

         9.3   Rights Not Transferable. Rights and Options granted under this
Plan are not transferable by the Participant other than by will or by the laws
of descent and distribution and are exercisable only by the Participant during
his or her lifetime.

         9.4   No Repurchase of Stock by Company. The Company is under no
obligation to repurchase from any Participant any shares of Common Stock
acquired under the Plan.

         9.5   Governing Law. The Plan shall be governed by and construed in
accordance with the laws of the State of Georgia except to the extent such laws
are preempted by the laws of the United States.

         9.6   Shareholder Approval; Registration. The Plan was adopted by the
Board of Directors of the Company on June 28, 2000 to be effective as of the
Effective Date, provided that no payroll deductions may begin until a
registration statement on Form S-8 filed under the Securities Act of 1933, as
amended, covering the shares to be issued under the Plan, has become effective.
The Plan is subject to approval by the shareholders of the Company within 12
months of approval by the Board of Directors.

                                       11

<PAGE>
 
                           * * * * * * * * * * * * * *
         The foregoing is hereby acknowledged as being the Global Payments Inc.
2000 Employee Stock Purchase Plan as adopted by the Board of Directors of the
Company on September 14, 2000, and by the sole shareholder of the Company on
September 14, 2000.

                             Global Payments Inc.


                             By:  /s/ Suellyn P. Tornay         
                                  ------------------------------
                                      Suellyn P. Tornay
                             Its:     General Counsel

                                       12



<PAGE>
 
                                 Exhibit 99.3
                                 ------------

                   Global Payments Inc. Amended and Restated
                 2000 Non-Employee Director Stock Option Plan

<PAGE>
 
                             GLOBAL PAYMENTS INC.
                             AMENDED AND RESTATED
                 2000 NON-EMPLOYEE DIRECTOR STOCK OPTION PLAN


     1.  Purpose.  The purpose of the Global Payments Inc. Amended and Restated
         -------                                                               
2000 Non-Employee Director Stock Option Plan (the "Plan") is to advance the
interests of Global Payments Inc. (the "Company") by encouraging ownership of
the Company's no par value common stock of the Company, and such other
securities of the Company as may be substituted for such stock pursuant to
Section 6 hereof (the "Common Stock") by certain non-employee directors of the
Company, thereby giving such directors an increased incentive to devote their
efforts to the success of the Company.

     2.  Administration.  Grants of options under this Plan are automatic.  This
         --------------                                                         
Plan is intended to be a "formula plan" for purposes of Section 16(b) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and shall be
interpreted accordingly.  The Board of Directors of the Company has authority to
interpret the Plan and otherwise administer the plan in accordance with its
terms.

     3.  Eligibility.  Except as provided otherwise in this Section 3, options
         -----------                                                          
under the Plan
 shall be granted in accordance with Section 5 to each Non-
Employee Director (as defined below) of the Company; provided that shares of the
Company's Common Stock remain available for grant hereunder in accordance with
Section 4.  For purposes of this Plan, a "Non-Employee Director" shall mean each
member of the Company's Board of Directors who is not an employee of the Company
or any of its affiliates and who has not been appointed or elected to the Board
solely by reason of his or her affiliation with a shareholder of the Company.
Non-Employee Director to whom an option is granted under the Plan shall be
referred to hereinafter as a "Grantee."

     4.  Shares Subject to Plan.  The shares subject to the Plan shall be
         ----------------------                                          
authorized but unissued or reacquired shares of the Company's Common Stock.
Subject to adjustment in accordance with the provisions of Section 6 of the
Plan, the maximum number of shares of Common Stock for which options may be
granted under the Plan shall be 400,000 and the initial adoption of the Plan by
the Board of Directors of the Company shall constitute a reservation of 400,000
authorized but unissued, or reacquired, shares of Common Stock for issuance only
upon the exercise of options granted under the Plan.  In the event that any
outstanding option granted under the Plan for any reason expires or is
terminated prior to the end of the period during which options may be granted
under the Plan, the shares of Common Stock allocable to the unexercised portion
of such option may again be subject in whole or in part to any option granted
under the Plan.

     5.  Terms and Conditions of Options.  Options granted pursuant to the Plan
         -------------------------------                                       
shall be evidenced by Stock Option Agreements in such form as shall comply with
and be subject to the following terms and conditions:

<PAGE>
 
     (a) Grant.  Each person who is a Non-Employee Director on the Effective
         -----                                                              
Date shall be granted on that date an option to purchase that number of shares
of the Company's Common Stock having a Fair Market Value (as defined in Section
5(b) below) on the date of grant equal to $125,000.  Each person who thereafter
first becomes a Non-Employee Director shall be granted on the date that he or
she first becomes a Non-Employee Director an option to purchase that number of
shares of the Company's Common Stock having a Fair Market Value on the date of
grant equal to $125,000, multiplied by a fraction, the numerator or which is the
number of full months before the next regularly scheduled annual shareholders
meeting of the Company, and the denominator of which is 12.  In addition, as of
the day following the annual meeting of the Company's public shareholders in
2001, and on the day following each subsequent annual meeting of the Company's
shareholders, each Non-Employee Director serving as such on that date shall be
granted an option to purchase that number of shares of the Company's Common
Stock having a Fair Market Value on the date of grant equal to $125,000.  Each
such day that options are to be granted under the Plan is referred to
hereinafter as a "Grant Date."

     If on any Grant Date, shares of Common Stock are not available under this
Plan to grant to Non-Employee Directors the full amount of a grant contemplated
by the immediately preceding paragraph, then each Non-Employee Director shall
receive an option (a "Reduced Grant") to purchase shares of Common Stock in an
amount equal to the number of shares of Common Stock then available under the
Plan divided by the number of Non-Employee Directors as of the applicable Grant
Date.  Fractional shares shall be ignored and not granted.

     If a Reduced Grant has been made and, thereafter, during the term of this
Plan, additional shares of Common Stock become available for grant (e.g.,
because of the forfeiture or lapse of an option), then each person who was a
Non-Employee Director both on the Grant Date on which the Reduced Grant was made
and on the date additional shares of Common Stock become available (a
"Continuing Non-Employee Director") shall receive an additional option to
purchase shares of Common Stock.  The number of newly available shares shall be
divided equally among the options granted to the Continuing Non-Employee
Directors; provided, however, that the aggregate number of shares of Common
Stock subject to a Continuing Non-Employee Director's additional option plus any
prior Reduced Grant to the Continuing Non-Employee Director on the applicable
Grant Date shall not exceed that number of shares having a Fair Market Value
equal to $125,000 as of the date on which the applicable Reduced Grant was made.
If more than one Reduced Grant has been made, available options shall be granted
beginning with the earliest such Grant Date.

     (b) Exercise Price.  The exercise price for each option granted under the
         --------------                                                       
Plan shall be the Fair Market Value of the shares of Common Stock subject to the
option on the date of grant of the option.  For purposes of the Plan, the "Fair
Market Value" on any date, means (i) if the Common Stock is listed on a
securities exchange or is traded over the Nasdaq National Market, the closing
sales price on such exchange or over such system on such date or, in the absence
of reported sales on such date, the closing sales price on the immediately
preceding

<PAGE>
 
date on which sales were reported, or (ii) if the Common Stock is not listed on
a securities exchange or traded over the Nasdaq National Market, the mean
between the bid and offered prices as quoted by Nasdaq for such date, provided
that if it is determined that the fair market value is not properly reflected by
such Nasdaq quotations, Fair Market Value will be determined by such other
method as the Board of Directors determines in good faith to be reasonable.

     (c) Medium and Time of Payment.  The exercise price shall be payable in
         --------------------------                                         
full upon the exercise of an option in cash and/or shares of Common Stock;
provided, however, that if shares of Common Stock are used to pay the exercise
price of an Option, such shares must have been held by the Grantee for at least
six months.  In the event that all or part of the exercise price of an option is
paid by the surrender to the Company of shares of Common Stock previously held
by the Grantee, such shares shall be valued at their Fair Market Value as of the
date of exercise, and the Grantee shall deliver to the Company a certificate of
certificates representing such shares duly endorsed to the Company or
accompanied by a duly-executed separate instrument of transfer satisfactory to
the Board of Directors.  To the extent permitted under Regulation T of the
Federal Reserve Board, and subject to applicable securities laws, options may be
exercised through a broker in a so-called "cashless exercise" whereby the broker
sells the option shares and delivers cash sales proceeds to the Company in
payment of the exercise price.

     (d) Term.  Each option granted under the Plan shall, to the extent not
         ----                                                              
previously exercised, terminate and expire on the date ten (10) years after the
date of grant of the option, unless earlier terminated as provided hereinafter
in Section 5(g).

     (e) Exercisability.  Except as set forth below, each option granted under
         --------------                                                       
this Plan shall vest (become exercisable) in accordance with the following
schedule:


         Years of Service                      Percent of Option Shares
        After Date of Grant                    ------------------------
        -------------------                           Vested
                                                      ------

            Less than 2                                 0%          
                 2                                     25%          
                 3                                     45%          
                 4                                     70%          
                 5                                    100%          


     Notwithstanding the foregoing, each option granted under this Plan shall
vest (become exercisable) as to all of the shares covered thereby upon the
termination of the Grantee's membership on the Board of Directors of the Company
by reason of death, Disability, Retirement or failure to be re-nominated or re-
elected as a director.  For purposes of this Plan, "Disability" shall mean any
illness or other physical or mental condition of a Grantee that renders him or
her incapable of performing as a director of the Company, or any medically
determinable illness or other physical or mental condition resulting from a
bodily

<PAGE>
 
injury, disease or mental disorder which, in the judgment of the Board of
Directors, is permanent and continuous in nature.  The Board of Directors may
require such medical or other evidence as it deems necessary to judge the nature
and permanency of a Grantee's condition.  For purposes of this Plan,
"Retirement" means retirement as a director of the Company in accordance with
the provisions of the Company's bylaws as in effect from time to time.

     (f) Method of Exercise.  All options granted under the Plan shall be
         ------------------                                              
exercised by an irrevocable written notice directed to the Secretary of the
Company at the Company's principal place of business.  Such written notice shall
be accompanied by payment in full of the exercise price for the shares for which
such option is being exercised.  The Company shall make delivery of certificates
representing the shares for which an option has been exercised within a
reasonable period of time; provided, however, that if any law, regulation or
agreement requires the Company to take any action with respect to the shares for
which an option has been exercised before the issuance thereof, then the date of
delivery of such shares shall be extended for the period necessary to take such
action.  Certificates representing shares for which options are exercised under
the Plan may bear such restrictive legends as may be necessary or desirable in
order to comply with applicable federal and state securities laws.  Nothing
contained in the Plan shall be construed to require the Company to register any
shares of Common Stock underlying options granted under this Plan.

     (g) Effect of Termination of Directorship.  Upon termination of a Grantee's
         -------------------------------------                                  
membership on the Board of Directors of the Company for any reason (including
without limitation by reason of death, Disability, Retirement or failure to be
re-nominated or re-elected as a director), the options held by the Grantee under
the Plan, to the extent they were exercisable on the date of termination
(including any acceleration by reason of such termination) shall remain
exercisable until the earlier of (i) the original expiration date of the Option,
or (ii) the fifth anniversary of the Grantee's termination as a director.  In
the event of the death of a Grantee, the Grantee's personal representatives,
heirs or legatees (the "Grantee's Successors") may exercise the options held by
the Grantee on the date of death, upon proof satisfactory to the Company of
their authority.  Such exercise otherwise shall be subject to the terms and
conditions of the Plan.

     (h) Transferability of Options.  Any option granted pursuant to the Plan
         --------------------------                                          
shall be assignable or transferable by the Grantee by will, by the laws of
descent and distribution, or pursuant to a domestic relations order that would
satisfy Section 414(p)(1)(A) of the Internal Revenue Code of 1986, as amended,
if such provision applied to an option under the Plan.  In addition, any option
granted pursuant to the Plan shall be transferable by the Grantee to any of the
following permitted transferees, upon such reasonable terms and conditions as
the Board of Directors may establish:  (i) any child, stepchild, grandchild,
parent, stepparent, grandparent, spouse, former spouse, sibling, niece, nephew,
mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or
sister-in-law, including adoptive relationships, any person sharing the
Grantee's household (other than a tenant or employee), (ii) a trust in which the
foregoing persons (or the Grantee) have more than fifty percent of the
beneficial

<PAGE>
 
interests, (iii) a foundation in which these persons (or the Grantee) control
the management of assets, or (iv) any other entity in which these persons (or
the Grantee) own more than fifty percent of the voting interests.

     (i) Rights as Shareholder.  Neither the Grantee nor the Grantee's
         ---------------------                                        
Successors or transferees shall have rights as a shareholder of the Company with
respect to shares of Common Stock covered by the Grantee's option until the
Grantee or such successors or transferees become the holder of record of such
shares.

     (j) No Options after Ten Years.  No options shall be granted except within
         --------------------------                                            
a period of ten (10) years after the effective date of the Plan.

     6.   Adjustments.  In the event a stock dividend is declared upon the
          -----------   
Common Stock, the authorization limits under Section 4 shall be increased
proportionately, and the shares of Common Stock then subject to each option
shall be increased proportionately without any change in the aggregate purchase
price therefor. In the event the Common Stock shall be changed into or exchanged
for a different number or class of shares of stock or securities of the Company
or of another corporation, whether through reorganization, recapitalization,
reclassification, share exchange, stock split-up, combination of shares, merger
or consolidation, or otherwise, the authorization limits under Section 4 shall
be adjusted proportionately, and there shall be substituted for each such share
of Common Stock then subject to each option the number and class of shares into
which each outstanding share of Common Stock shall be so exchanged, all without
any change in the aggregate purchase price for the shares then subject to each
option, or there shall be made such other equitable adjustment as the Board of
Directors shall approve.

     7.   Effective Date and Termination of Plan.
          -------------------------------------- 

     (a)  Effective Date.  The Plan was approved on September 14, 2000 by the
          --------------                                                     
Board of Directors of the Company and by National Data Corporation, acting in
its capacity as the sole shareholder of the Company.  The Plan shall become
effective upon the first trading day after the effective date of the
distribution by National Data Corporation to its stockholders of all of the
issued and outstanding shares of capital stock of the Company, as contemplated
in that certain Distribution Agreement between National Data Corporation and the
Company and the related agreements between the parties referred to therein.

     (b)  Termination.  The Plan shall terminate on the second day following the
          -----------                                                           
2010 Annual Meeting, but the Board of Directors may terminate the Plan at any
time prior to such date.  No termination of the Plan shall adversely affect the
rights of the Grantees who have outstanding Options without the consent of such
Grantees.

     8.   No Obligation to Exercise Option.  The granting of an option shall
          --------------------------------                                  
impose no obligation upon the Grantee to exercise such option.

<PAGE>
 
     9.   Amendment.  The Board of Directors may, at any time and from time to
          ---------                                                           
time, amend, modify or terminate the Plan without shareholder approval;
provided, however, that the Board of Directors may condition any amendment or
modification on the approval of shareholders of the Company if such approval is
necessary or deemed advisable with respect to tax, securities or other
applicable laws, policies or regulations.  Any amendment to the Plan shall not,
without the written consent of the Grantee, affect such Grantee's rights under
any option theretofore granted to such Grantee.

     The foregoing is hereby acknowledged as being the Global Payments Inc. 2000
Non-Employee Director Stock Option Plan as adopted by the Board of Directors of
the Company on September 14, 2000, and by the sole shareholder of the Company on
September 14, 2000, and amended and restated by the Board of Directors and sole
shareholder on January 5, 2001.


                                        GLOBAL PAYMENTS INC.


                                        By:  /s/ Suellyn P. Tornay
                                             ---------------------
                                                 Suellyn P. Tornay
                                        Its:     General Counsel