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

                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported):     October 27, 2008 (October
                                                      -------------------------
                                                      15, 2008)
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                          Prepaid Card Holdings, Inc.
                          ---------------------------
             (Exact name of registrant as specified in its charter)

          Nevada                  000-53270               76-0222016
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(State or other jurisdiction     (Commission          (I. R. S. Employer
     of incorporation)           File Number)          Identification No.)

     18500 Von Karman, Suite 530 Irvine, CA               92612
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     (Address of principal executive offices)          (Zip Code)

Issuer's telephone number, including area code   877-237-6260 x 110
                                               --------------------

                                      N/A
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         (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions

[ ]  Written communications pursuant to Rule 425 under the Securities Act
          (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
          CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
          Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
          Exchange Act (17 CFR 240.13e-4(c))



ITEM  5.02.   DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT  OF  CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

Effective  October  16,  2008,  John  Weber,  Jr.  resigned as Vice President of
Finance  and  principal  financial  officer  of  Prepaid Card Holdings, Inc (the
"Company").  Subsequent to his resignation, the Company has agreed to engage Mr.
Weber  as  a  consultant  to  the  Company.  Mr.  Weber  will head the Company's
Accounting  Advisory  Board.

In  connection with his resignation, Mr. Weber did not advise the company of any
disagreement  with  the  Company's  operations,  policies  or  practices.

Bruce  A.  Berman,  the Company's Chief Executive Officer, will be the Company's
principal  financial  officer.  Mr.  Berman  will  not  be  paid  any additional
compensation  for  his  duties  as  principal  financial  officer.


                                   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 hereunto duly authorized.


                                   PREPAID CARD HOLDINGS, INC.
                                   (Registrant)

Dated: October 23, 2008            By: \s\ Bruce A. Berman
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                                   Bruce A. Berman
                                   Chief Executive Officer