Abstract: A fare payment system including a proximity card; an antenna to read and write information onto the card, preferably a Mifare antenna; a processor connected to the antenna; a validator or POS processor, where the processor is entirely independent from the validator or POS processor; and one or more SAM storage modules which contain tables, access codes and other sensitive information. The SAM module is also controlled by the system administrator, which allows dynamic and diversified codes to guarantee the security and veracity of the information being transmitted. The system, method and apparatus of the present invention are capable of being programmed regardless of the POS processor, and any sensitive data can be withheld entirely from the suppliers of the antenna and POS processor technology. Additionally, because each antenna has its own processor, it can work both on-line and off-line.