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)

~~May~~June 1917, 2010

CLST Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-22972	75-2479727
(State or Other Jurisdiction	(Commission File Number)	(I.R.S. Employer
of Incorporation)		Identification No.)

17304 Preston Road, Suite 420

Dallas, Texas, 75252

(Address of principal executive offices including Zip Code)

(972) 267-0500

(Registrant’s telephone number, including area code)

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 21.0401. ~~Triggering~~Entry ~~Events~~into ~~That Accelerate or Increase~~ a ~~Direct~~Material ~~Financial~~Definitive ~~Obligation or an Obligation under an Off-Balance Sheet Arrangement.~~Agreement

As previously disclosed in ~~its~~on our Current Report on Form 8-K filed onwith ~~May 19,~~the Securities ~~2010~~and Exchange Commission (the “~~Prior 8-K~~SEC”) on June 18, 2010, on ~~May~~June 1317, 2010, the Board of Directors (the “Board”) of CLST Holdings, Inc. (the “Company”) approved ~~received~~amendments ato ~~notice~~(i) that ~~of default~~certain ~~from~~Rights ~~Fortress~~Agreement, ~~Credit~~dated ~~Corp.~~as ~~(“Fortress”)~~of February 13, ~~stating~~2009 ~~that~~by anand ~~event~~between ofthe ~~default~~Company ~~had~~and ~~occurred~~Mellon ~~and~~Investor ~~was~~Services ~~continuing~~LLC, ~~under~~as ~~the~~Rights ~~Trust~~Agent II(the ~~Credit~~“Rights ~~Agreement~~Plan”) and (asii) its Plan ~~defined~~of inDissolution, which was approved by its stockholders on March 28, 2007 (the ~~Prior~~“Plan ~~8-K~~of Dissolution”).

OnThe amendment ~~May 19,~~to ~~2010,~~ the ~~Company~~ ~~received~~Rights anPlan ~~amended~~allows ~~notice of default from Fortress (~~the ~~“Default Notice”) specifying that~~Board, ~~as a~~in ~~consequence of~~ the event ofthat ~~default,~~rights under the ~~Termination~~Rights ~~Date~~Plan ~~(as~~are ~~defined~~triggered inand ~~the Trust~~are IInot ~~Credit~~exercisable ~~Agreement)~~for ~~had~~any ~~occurred~~reason, ~~and~~ including the ~~outstanding~~closing ~~loan~~of ~~balance~~the ~~and other~~Company’s ~~aggregate~~stock ~~unpaids~~transfer ~~under~~records ~~the~~on ~~Trust~~June 24, II2010 pursuant ~~Credit~~to ~~Agreement~~the ~~will~~Plan ~~bear~~of ~~interest at~~Dissolution, ~~the~~to ~~default~~make ~~rate The~~adjustments ~~Default~~to ~~Notice~~liquidating isdistributions ~~furnished~~payable ~~herewith~~to inthe ~~its~~Company’s ~~entirety~~stockholders, as ~~Exhibit 99.1. We~~would ~~are~~have ~~reviewing~~been appropriate ~~the~~had ~~matters~~an ~~described~~exchange inof ~~the Default~~rights ~~Notice,~~been ~~and~~effected ~~have~~under ~~not~~the ~~formed~~Rights anPlan. The ~~opinion~~amendment as to ~~whether~~the aRights ~~default~~Plan ~~under~~is furnished ~~the~~herewith ~~Trust~~in IIits ~~Credit~~entirety ~~Agreement~~as ~~has~~Exhibit 4.1 ~~occurred~~ and ~~remains~~is ~~uncured~~incorporated by reference herein.

~~Due to the alleged~~In ~~default under the Trust II Credit Agreement~~addition, ~~the~~consistent ~~interest~~with ~~rate payable by Trust II (as defined in~~ the ~~Prior 8-K) has increased by an additional 2% per annum, and Fortress is entitled to accelerate and declare immediately due all of Trust II~~Board’s ~~obligations~~amendment ~~under~~to the ~~Trust~~Rights ~~II Credit Agreement. In addition~~Plan, ~~if a default under~~ the ~~Trust II~~Board ~~Credit~~also ~~Agreement~~approved ~~exists~~an ~~and~~amendment ~~is continuing, Fortress is entitled~~ to ~~foreclose on~~ the ~~assets of Trust II and sell them to satisfy amounts due it under the Trust II Credit Agreement. Trust II~~Company’s ~~obligations~~ toPlan ~~Fortress~~of ~~under the Trust II Credit Agreement are non-recourse to the Company and only Trust II is liable for amounts due Fortress under the Trust II Credit Agreement. Thus~~Dissolution, ~~although~~as ~~the Company could lose some or all of~~disclosed ~~its investment~~ in ~~Trust~~its ~~II,~~Current ~~the~~Report ~~Company~~on isForm 8-K ~~not~~which ~~obligated~~was tofiled ~~pay~~with ~~any amounts due Fortress under~~ the ~~Trust~~SEC IIon ~~Credit Agreement~~June 18, 2010.

~~Item~~On June 18, 92010, the Company issued a press release announcing the amendments to the Rights Plan and the Plan of Dissolution.01 A copy of this press release is filed as Exhibit 99.1 to ~~Financial~~this ~~Statements~~Current Report on Form 8-K and ~~Exhibits~~is incorporated herein by reference.

~~(d) Exhibits~~Item 3.03. Material Modification to Rights of Security Holders.

~~99.~~The information set forth under “Item 1.01. ~~Default~~Entry ~~Notice~~into ~~dated~~a ~~May~~Material ~~19,~~Definitive Agreement” ~~2010~~of this Current Report on Form 8-K is incorporated into this Item 3.03 by reference.

2Item 9.01 Financial Statements and Exhibits

~~SIGNATURES~~(d) Exhibits

~~Pursuant~~4.1 Amendment todated ~~the requirements~~June 17, of2010 ~~the~~to Rights ~~Securities~~Agreement ~~Exchange~~dated ~~Act~~as of ~~1934~~February 13, as2009 ~~amended,~~by and between the ~~registrant~~Company ~~has~~and ~~duly~~Mellon ~~caused~~Investor ~~this~~Services ~~report~~LLC, toas beRights ~~signed on its behalf by the undersigned hereunto duly authorized.~~Agent

	CLST HOLDINGS, INC.
Dated: May 25, 2010	By:	/s/ Robert A. Kaiser
		Robert A. Kaiser
		President and Chief Executive Officer

99.1 Press Release dated June 17, 2010

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CLST HOLDINGS, INC.


Dated: June 18, 2010	By:	/s/ Robert A. Kaiser
		Robert A. Kaiser
		President and Chief Executive Officer

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