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): January 22, 2009 (January ------------------------- 13, 2009) --------- Prepaid Card Holdings, Inc. --------------------------- (Exact name of registrant as specified in its charter) Nevada 000-53270 76-0222016 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I. R. S. Employer of incorporation) File Number) Identification No.) 18500 Von Karman, Suite 530 Irvine, CA 92612 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code 877-237-6260 x 110 -------------------- N/A - -------------------------------------------------------------------------------- (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 8.01. OTHER EVENTS On January 13, 2009, Prepaid Card Holdings, inc. (the "Company") settled its dispute with one of its vendors over the sum of $360,000. Pursuant to the settlement, the Company will execute a note in the amount of $182,900, payable with 4% annual interest over three years with payments of $5,399.64 per month. 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: January 22, 2009 By: \s\ Bruce Berman ---------------- Bruce Berman Chief Executive Officer