TRANSAX INTERNATIONAL LIMITED
                       8th Floor, 5201 Blue Lagoon Drive
                             Miami, Florida 33126
                              Tel: (305) 629-3090


November 9th, 2005


VIA EDGAR

Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549

Re:   Transax International Limited
      Form SB-2/A Registration Statement filed on September 22, 2005
      File No. 333-125544

Ladies and Gentlemen:

      Pursuant to Rule 477(a) under the General Rules and Regulations under the
Securities  Act  of  1933,  as  amended  (the "1933 Act"), please consider this
correspondence  as  an  application  to  the  U.S.   Securities   and  Exchange
Commission (the  "SEC")  for an order permitting Transax International  Limited
(the "Registrant") to withdraw the Registration Statement on Form SB-2/A, filed
by the Registrant on September  22,  2005  (the  "Registration Statement").  We
take this action in consideration of the SEC's comments  that  the  transaction
was not completed at the time of filing of the Form SB-2.

      No  securities  were  sold in connection with the Registration Statement.
The Registrant respectfully requests that, in accordance with the provisions of
Rule 477(a) under the 1933 Act,  the  SEC  issue  an order granting the desired
withdrawal.



                                    Sincerely,


                                    /s/ Stephen Walters
				    -----------------------------------------
                                        Stephen Walters
                                        President and Chief Executive Officer