UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report: February 23, 2009

February 6, 2009

PIPELINE DATA INC.

(Exact name of small business issuer in its charter)

Delaware

7389

13-3953764

(State or jurisdiction of

incorporation or organization)

(Primary Standard Indus.

Classification Code Number)

(I.R.S. Employer

Identification No)

1515 Hancock Street, Suite 301, Hancock Plaza

Quincy, Massachusetts 02169

(617) 405-2600

(Address and telephone number of principal executive offices)

~~MacAllister~~Randal ~~Smith~~A. McCoy

Pipeline Data Inc.

4400 North Point Parkway

Alpharetta, GA 30022

(687) 867-6000

(Name, address and telephone number of agent for service)

With copy to:

Sheila G. Corvino, Esq.

Pipeline Data Inc.

4400 Northpoint Parkway

Alpharetta, GA 30022

(687) 867-6000

Fax: 802-867-2468

1515 Hancock Street, Suite 301, Hancock Plaza

Quincy, Massachusetts 02169

(617) 405-2600

(Name, address and telephone number of agent for service)

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 (see General Instruction A.2. below):

oWritten 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))

Item 71.01 ~~REGULATION~~Entry FDinto ~~DISCLOSURE~~a Material Definitive Agreement.

On February 317, 2009, ~~Pipeline~~we ~~Data~~extinguished ~~Inc.~~an ~~(the~~outstanding ~~“Company”)~~put ~~announced~~right ~~that~~on it9,398,058 ~~has~~shares ~~entered~~of ~~into~~Pipeline ~~restructuring~~Data’s ~~agreements~~Common ~~with~~Stock ~~its~~held ~~convertible~~by ~~noteholders~~the asformer ~~well~~shareholders asof ~~with~~Charge.com, ~~the~~Inc., ~~holders~~which ofwas aredeemable for approximately $16 million ~~put~~with ~~claim~~interest ~~against~~accruing ~~the~~at ~~Company~~18%. ~~The~~This ~~Company~~put ~~also~~right ~~announced~~has ~~an,~~been itsettled ~~shall~~in ~~issue~~full anfor ~~affiliate of the ComVest Group a~~ $152 million ~~face~~in ~~amount~~cash ~~preferred~~and ~~convertible~~the ~~stock~~return ~~instrument convertible into common stock~~ of the ~~Company at 12~~Charge.2com ~~cents per share~~ name with arelated ~~16%~~domain ~~payment-in-kind (PIK).~~rights, ~~Total~~The ~~shares outstanding post transaction will be approximately 41 million common and 122~~9,~~950~~398,~~820~~058 ~~preferred~~shares ~~convertible~~of ~~shares~~Pipeline ~~(initially~~Common ~~convertible~~Stock ~~into~~have ~~68%~~been ofreturned to the Company’s ~~Common Stock)~~ and ~~total debt~~ will be ~~reduced~~canceled. The ~~from~~foregoing ~~$53~~transactions ~~million~~were tocompleted ~~$42~~pursuant ~~million~~to ~~when~~a ~~taking into consideration~~ the ~~current~~Second ~~combined~~Amended ~~$37 million convertible notes~~ and ~~$16~~Restated ~~million~~Put ~~extinguishment~~Modification inAgreement ~~the~~dated ~~put~~as ~~obligation. In~~of ~~addition~~November 26, ~~ComVest will~~2008 ~~make~~by ~~available~~and toamong ~~the~~our ~~Company~~company, David anDanzig, ~~additional~~Gregory ~~$15~~Danzig, ~~million~~Kauai ~~acquisition~~Investment ~~line-of- credit maturing September 30~~Holdings, ~~2012.~~LLC ~~The~~and ~~Company~~Kauai ~~announced~~Investment ~~that concurrent with~~ Holdings the ~~transaction,~~full ~~Pipeline’s~~text ~~entire Board~~ of ~~Directors~~which ~~will~~is ~~resign~~attached ~~and~~hereto aas ~~new Board will be formed~~Exhibit 10.1. The ~~full~~final ~~text~~extension ofto ~~the~~this ~~press~~agreement ~~release~~ is ~~set~~attached ~~forth~~hereto inas Exhibit ~~99 hereto~~10.2.

The information in this Form 8-K ~~and the attached Exhibit~~ is being furnished pursuant to Item 71.01 ~~“Regulation FD Disclosure”~~ 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 liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

~~SIGNATURES~~Item 8.01. Other Events.

~~Pursuant~~The toinformation ~~the requirements of~~in ~~the Securities~~Item 1.01 ~~and~~of ~~Exchange~~this ~~Act~~Current ofReport ~~1934,~~on ~~the Registrant has caused this report to~~Form ~~be signed on~~8-K ~~its behalf~~is incorporated by ~~the~~reference ~~undersigned~~into ~~thereunto~~this ~~duly authorized~~Item 8.01.

		Pipeline Data Inc.
Dated:	February 6, 2009	By:	/s/ MacAllister Smith
		Name:	MacAllister Smith
		Title:	Chief Executive Officer

The information in this Form 8-K is being furnished pursuant to Item 8.01 “Other Events” 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 liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		Pipeline Data Inc.
Dated:	February 23, 2009	By:	/s/ Randal A. McCoy
		Name:	Randal A. McCoy
		Title:	Chief Executive Officer

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