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 12, 2010 (June 7, 2010)
                                                   ----------------------------

                          Prepaid Card Holdings, Inc.
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             (Exact name of registrant as specified in its charter)

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

      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  1.01.  ENTRY  INTO  A  DEFINITIVE  MATERIAL  AGREEMENT

On  June  7,  2010,  Bank  Freedom,  a  wholly  owned subsidiary of Prepaid Card
Holdings, Inc. (the "Company") amended its agreement with Green Dot Corporation.
The  Amendment  extends  the  agreement  through  January  10,  2014,  ends  the
exclusivity  requirement  effective  July  11, 2010, and adds a requirement that
Bank  Freedom must offer Green Dot as a cash cash load network on any program it
offers  with  cash  loading  as  an  option.

ITEM  9.01.  FINANCIAL  STATEMENTS  AND  EXHIBITS

10.1  Amendment  No.  2 between Merchant Processing International, Inc. dba Bank
Freedom  and  Green  Dot  Corporation  dated  June  7,  2010.

                                   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 12, 2010               By: \s\ Bruce A. Berman
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                                   Bruce A. Berman
                                   Chief Executive Officer