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): July 15, 2009 ----------------- (July 15, 2009) ------------------ Prepaid Card Holdings, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Nevada 000-53270 76-0222016 - -------------------------------------------------------------------------------- (State or other (Commission File Number) (I. R. S. Employer jurisdiction of Identification No.) incorporation) 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 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS On July 15, 2009, holders of a majority of the outstanding common stock of Prepaid Card Holdings, Inc. (the "Company") executed a written shareholder consent removing Robert Christiansen as a director of the Corporation. Mr. Christiansen was removed due to irreconcilable differences in opinion with the Company's majority shareholder. Mr. Christiansen has been provided with a copy of the disclosures contained in this Report on Form 8-K, has been given an opportunity to review and agree to such disclosures, and has advised the registrant that he agrees with such disclosures. On July 15, 2009, the Board of Directors appointed Rick Galasieski to the office of Senior Vice President. 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: July 15, 2009 By: \s\ Bruce Berman ---------------- Bruce Berman Chief Executive Officer