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: January 31, 2011

Date of Earliest Event Reported: January 25, 2011

Calpian, Inc.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (214) 758-8600

N/A

(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:

As previously disclosed by the Company in a Report on Form 8-K filed with the SEC on January 6, 2011, the Company entered into a Residual Purchase Agreement (the “Purchase Agreement”) with Cooper and Schifrin, LLC (“C&S”), dated December 31, 2010. On January 25, 2011, the Company and C&S modified certain terms of the agreement and, on the same day, the transactions contemplated thereby were consummated. As a result, the Company acquired C&S’s right to receive certain merchant residual payments (“Residuals”) that will generate monthly residual payments to the Company. The Company is scheduled to receive such payments beginning in January 2011.

As provided for in the amended agreement, in exchange for the Residuals, the Company paid C&S $732,500 in cash, paid $507,500 to a third party on behalf of C&S to discharge certain liens with respect to the Residuals, is obligated to pay another third party an additional $80,000 on behalf of C&S to discharge certain liens with respect to the Residuals, and issued to C&S 191,444 shares (the “C&S Shares”) of the Company’s Common Stock. The C&S Shares are subject to a two (2) year lock-up. Pursuant to the agreement, C&S has covenanted that, for a period of forty-two (42) months following the closing, certain portfolio performance metrics will be met. C&S has pledged the C&S Shares to the Company to secure compliance with this covenant. If the performance metrics are not met for the first twenty-four (24) months following the closing, the Company shall have the right to foreclose on up to 191,444 of the C&S Shares; if the performance metrics are met for the first 24 months but not met for a period of forty-two (42) months following the closing, the Company shall have the right to foreclose on up to 81,444 of the C&S Shares.

The Purchase Agreement also contains other customary terms, including, but not limited to, customary representations and warranties, covenants, confidentiality terms, and indemnification provisions.

On January 25, 2011, the Company acquired assets in the form of the Residuals. The description of such asset acquisition included in Item 1.01 above is incorporated herein by reference.

As described in Item 1.01 of this Current Report on Form 8-K, the Company has issued 191,444 shares of Common Stock to C&S. No underwriters were involved in the transaction described above. All of the securities issued in the foregoing transaction were issued by the Company in reliance upon the exemption from registration available under Section 4(2) of the Securities Act, including Regulation D promulgated thereunder, in that the transaction involved the issuance and sale of the Company’s securities to a financially sophisticated entity that was aware of the Company’s activities and business and financial condition and took the securities for investment purposes and understood the ramifications of its actions. The Company did not engage in any form of general solicitation or general advertising in connection with the transaction. The purchaser also represented that it was an “accredited investor” as defined in Regulation D and that it was acquiring such securities for its own account and not for distribution. All certificates representing the securities issued will have a legend imprinted on them stating that the shares have not been registered under the Securities Act and cannot be transferred until properly registered under the Securities Act or an exemption applies. This exemption is based on certain representations, warrants, agreements, and covenants of C&S contained in the Purchase Agreement.

The information pertaining to the issuance of the Company’s Common Stock to C&S in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.02.

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.

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