UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(d) OF of The Securities Exchange Act of 1934

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 22, 2010

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

Delaware	001-34015	26-2694280
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11 East 44th Street, New York, New York		10017
(Address of principal executive offices)		(Zip Code)

(646) 401-0084
(Registrant’s telephone number, including area code)


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

~~Date~~Check ofthe ~~Report~~appropriate ~~(Date~~box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of ~~earliest~~the ~~event~~registrant ~~reported): July~~under 7,any ~~2010~~of the following provisions (see General Instruction A.2. below):

~~EDCI HOLDINGS,~~¨ ~~INC~~Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) x 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))

(Exact name of registrant as specified in its charter)

DELAWARE	001-34015	26-2694280
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11 East 44th Street

New York, New York 10017

(Address of Principal

Executive Offices)

(646) 401-0084

(Registrant’s telephone number, including area code)

Not Applicable

(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 July 722, 2010, EDCI Holdings, Inc. (~~"the Company" or "~~“EDCI"”), issued a press release announcing ~~updated information regarding~~ a ~~contemplated second~~ second liquidating distribution to its shareholders in accordance with its Plan of of Dissolution,. The aspress ~~well~~release asalso anannounced ~~updated~~that ~~range~~a special committee of ~~total~~EDCI ~~estimated~~Board ~~distributions~~of Directors has recommended, and the Board of Directors has approved, a plan to beterminate the registration of EDCI’s common stock and ~~made~~discontinue inits ~~connection~~obligation to file reports with ~~its~~the ~~ongoing~~Securities ~~dissolution~~and Exchange Commission. AFurther ~~copy~~information ofregarding the ~~press~~dissolution ~~release~~distribution and plan to deregister is ~~furnished~~set forth in the press release furnished as Exhibit 99.1, towhich ~~this~~is ~~current~~incorporated ~~report~~by reference herein.

Item 9.01	Financial Statements and Exhibits.
(d)	Exhibits
99.1	EDCI Press Release Announcing Second Dissolution Distribution Payment Amount and Date, Provides Updated Range of Total Estimated Dissolution Proceeds dated 07/07/10

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is being furnished with this Current Report on Form 8-K.

	Exhibit No.		Description
	99.1		Press Release dated July 22, 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.

	EDCI HOLDINGS, INC.
	EDCI Holdings, Inc.
Date: July 7, 2010	By:	/s/ Clarke H. Bailey
Date: July 22, 2010
		Clarke H. Bailey
	By:	/s/ Clarke H. Bailey
		Chief Executive Officer
		Printed Name: Clarke H. Bailey
		Title: Chief Executive Officer

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