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): March 1021, 2011

Constar International Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-01982	13-1889304

(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


One Crown Way Philadelphia, PA		19154-4599

(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (215) 552-3700

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:

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

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

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

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

Item 17.01 ~~Entry~~Regulation ~~into~~FD ~~a Material Definitive Agreement~~Disclosure.

On March 1021, 2011, ~~the Senior Secured Priming Super-Priority Debtor in Possession Note Purchase Agreement (the “DIP Note Purchase Agreement”), dated as of January 14, 2011 among~~ Constar International Inc. (the “Company” ) and ~~its~~certain ~~U.S. subsidiaries as issuers~~ of ~~notes~~its ~~thereunder (the~~affiliates ~~“Issuers”), the Company’s U.K. subsidiary as guarantor of such notes~~ (~~“Constar U.K.” and~~collectively, ~~together with~~ the ~~Issuers, the~~ “~~Note Parties~~Debtors” ), ~~the~~filed ~~entities~~their ~~from~~unaudited ~~time~~combined tomonthly ~~time~~operating ~~party~~reports ~~thereto~~for ~~as purchasers~~the ofperiods ~~such~~January 11, ~~notes~~2011 (~~the~~Petition ~~“Purchasers”~~Date), ~~and~~through ~~Black~~January 31, ~~Diamond Commercial Finance~~2011, ~~L.L.C.~~and asfrom ~~agent for the Purchasers (“Agent”) was amended by the Amendment No.~~February 1, ~~to the Secured Priming Super-Priority~~2011 ~~Debtor~~through inFebruary 28, ~~Possession~~2011, ~~Note Purchase Agreement~~ (the “~~Amendment~~Operating Reports” ), ~~dated~~with asthe ofUnited ~~March 10,~~States ~~2011,~~Bankruptcy byCourt ~~and~~for ~~among~~ the ~~Issuers,~~District ~~the~~of ~~Purchasers~~Delaware ~~party~~(the ~~thereto~~“Bankruptcy ~~and~~Court” ~~the Agent~~). ~~Such~~Copies ~~Purchasers and the Agent are holders~~ of the ~~Company’s~~Operating ~~Senior~~Reports ~~Secured~~are ~~Floating~~attached ~~Rate~~as Exhibits ~~Notes~~99.1 ~~Due 2012~~ and ~~party~~99.2 to ~~the~~this ~~Company’s Restructuring~~Current ~~and~~Report ~~Lock-Up~~on ~~Agreement~~Form ~~dated as of January 11, 2011~~8-K.

The ~~Amendment~~Operating ~~increases~~Reports ~~the~~are ~~permitted~~limited ~~amount~~in ofscope, ~~advances~~cover ~~and~~a ~~other~~limited ~~investments~~time ~~that~~period aand ~~Note~~have been prepared ~~Party~~solely ~~may~~for ~~make~~the topurpose ~~another~~of ~~Note~~complying ~~Party~~with ~~(including~~reporting ~~Constar~~requirements of the Bankruptcy Court and the Bankruptcy Code, 11 U.KS.C. §§ 101-1532 (the “Bankruptcy Code” ). The financial information contained in the Operating Reports is preliminary and unaudited and does not purport to show the financial statements of any ~~subsidiaries~~of ~~that~~the Debtors in accordance with accounting principles generally ~~are~~accepted ~~not~~in ~~Note~~the ~~Parties~~United ~~from~~States ~~$35~~of America ( “GAAP” ) and,~~000~~ therefore,~~000~~ tomay ~~$38~~exclude items required by GAAP,~~500~~ such as certain reclassifications,~~000~~ eliminations, accruals and disclosure items. ~~All~~The ~~other~~Company cautions ~~terms~~readers ofnot ~~the~~to ~~DIP~~place ~~Note~~undue ~~Purchase Agreement~~reliance ~~remain~~on the ~~same~~Operating Reports. The ~~foregoing~~Operating isReports ~~not~~may be subject to revision. The Operating Reports are in a ~~complete~~format ~~description~~required ofby the ~~Amendment,~~Bankruptcy ~~which~~Court isand the ~~filed~~Bankruptcy asCode ~~Exhibit 99.1~~and toshould ~~this~~not ~~Report~~be ~~and~~used for investment purposes. The information in the ~~terms~~Operating Report ofshould ~~which~~not ~~are~~be ~~incorporated~~viewed ~~herein~~as byindicative ~~reference~~of future results.

A copy of the Disclosure Statement is available at http://www.kccllc.net/constar.

The information in this Item 7.01 to Current Report on Form 8-K (including Exhibits 99.1 and 99.2) are being furnished for informational purposes only and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.


Item 9.01		Financial Statements and Exhibits.

Exhibit 99.1 Amendment No. 1 to the Secured Priming Super-Priority Debtor in Possession Note Purchase Agreement, dated as of March 10, 2011, among Constar International Inc. and the other Note Parties party thereto, the Purchasers party thereto, and Black Diamond Commercial Finance, L.L.C., as Agent.


Exhibit 99.1		Operating Report for the period January 11 (Petition Date), 2011 through January 31, 2011.

Exhibit 99.2		Operating Report for the period February 1, 2011 through February 28, 2011.

Forward-looking statements

This Current Report on Form 8-K (including the exhibits) may contain forward-looking statements within the meaning of the federal securities laws, including statements regarding the intent, belief or current expectations of the Company and its management which are made with words such as “will,” “expect,” “believe,” and similar words. These forward-looking statements involve a number of risks, uncertainties and other factors, which may cause the actual results to be materially different from those expressed or implied in the forward-looking statements. Important factors that could cause the actual results of operations or financial condition of the Company to differ from expectations include: (i) the Company’s ability to continue as a going concern; (ii) the ability of the Company to operate pursuant to the terms of any debtor-in-possession credit facility; (iii) the Company’s ability to obtain court approval with respect to motions in the Chapter 11 Cases; (iv) the ability of the Company to develop, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 Cases; (v) risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusivity period for the Company to propose and confirm one or more plans of reorganization, for the appointment of a Chapter 11 trustee or to convert the cases to Chapter 7 cases; (vi) the ability of the Company to obtain and maintain normal terms

with vendors and service providers; (vii) the Company’s ability to maintain contracts that are critical to its operations; (viii) the potential adverse impact of the Chapter 11 Cases on the Company’s liquidity or results of operations; (ix) the ability of the Company to fund and execute its business plan; (x) the ability of the Company to attract, motivate and/or retain key executives and employees; and (xi) other risks and factors regarding the Company identified from time to time in the Company’s reports filed with the SEC, including the risk factors identified in its Annual Report on Form 10-K for the year ended December 31, 2009, and in subsequent filings made prior to, on or after today. The Company does not intend to review, revise, or update any particular forward-looking statements in light of future events.

SIGNATURE

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.

Dated: March 14, 2011	CONSTAR INTERNATIONAL INC.
Dated: March 25, 2011	CONSTAR INTERNATIONAL INC.
	By:	/S/ J. MARK BORSETH
		Name:	J. Mark Borseth
		Title:	Executive Vice President and Chief Financial Officer

EXHIBIT INDEX


Exhibit 99.1		Operating Report for the period January 11 (Petition Date), 2011 through January 31, 2011.

Exhibit 99.2		Operating Report for the period February 1, 2011 through February 28, 2011.

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