UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~FORM~~ Form 8-K

~~CURRENT~~Current ~~REPORT~~ Report

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

Date of Report (Date of earliest event reported): ~~November 16~~ April 24, ~~2005~~2007

~~Cold~~COLD SPRING ~~Spring~~CAPITAL ~~Capital Inc~~INC.

(Exact name of registrant as specified in its charter)

Delaware	0-32659	75-3192592
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

51 Locust Avenue, Suite 302

Suite 302

New Canaan, Connecticut 06840

(Address of principal executive offices, with zip code)

(203) 972-0888

(Registrant’'s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to ~~simultaneously~~ simultaneously satisfy the filing obligation of the registrant under any of the ~~following~~ following provisions ( see General Instruction A.2. below):

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))

o 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 ~~November 16~~ April 24, ~~2005~~2007, ~~the~~ ~~initial public offering (the “IPO”) of 20,000,000 units (the “Units”) of~~ Cold Spring Capital Inc. (~~the~~ “~~Company~~Cold Spring”) ~~was~~issued ~~consummated. Each~~a ~~Unit~~press ~~consists of one share of common~~release ~~stock,~~ announcing ~~par value $0.001 per share (~~the ~~“Common~~setting ~~Stock”),~~of ~~and~~May ~~two warrants~~4, ~~each~~ of2007 ~~which~~as isthe ~~exercisable~~record date for ~~one~~holders ~~share~~ of ~~Common Stock. The Units were sold at an offering price of~~Cold ~~$6.00~~ Spring’s ~~per~~common ~~Unit,~~stock ~~generating~~authorized ~~gross~~to ~~proceeds~~participate toin the ~~Company~~liquidation ~~of $120,000,000~~distribution. ~~Audited~~ The liquidation ~~financial statements as~~ of ~~November 16, 2005,~~Cold ~~reflecting~~Spring ~~receipt~~is ofsubject ~~the~~to ~~proceeds~~stockholder ~~upon~~approval, ~~consummation~~for ofwhich the ~~IPO, have~~ ~~been~~ Board ~~issued~~of byDirectors ~~the~~has ~~Company~~called ~~and~~a ~~are~~special ~~included~~meeting asof ~~Exhibit 99.1~~stockholders to ~~this Current~~be ~~Report~~ held on May ~~Form 8-K~~4, 2007.

~~Item~~The press release ~~9.01.~~announcing ~~Financial~~the ~~Statements~~record date is attached hereto as Exhibit 99.1 and ~~Exhibits~~is incorporated herein by reference.

~~(c)~~ Item 9.01. Financial Statements and Exhibits.

Exhibit No.:		Description:
Exhibit 99.1		Audited Financial Statements
Exhibit 99.2		Press Release, dated November 16, 2005, issued by Cold Spring Capital Inc.

299.1 Press Release dated April 24, 2007.

SIGNATURES

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

	COLD SPRING CAPITAL INC.
	By:	/s/ Joseph S. Weingarten
Date: April 24, 2007	By:	/s/ Joseph S. Weingarten
		Joseph S. Weingarten
		President and Chief Financial Officer
Date: November 21, 2005

3EXHIBIT INDEX

Exhibit No.	Description

99.1	Press Release dated April 24, 2007

Filing Compare · Cold Spring Capital Inc.