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: May       13, 2010

(Date of earliest event reported)




Qualstar Corporation

(Exact name of registrant as specified in its charter)





CA

(State or other jurisdiction 
of incorporation)


000-30083

(Commission File Number)


95-3927330

(IRS Employer 
Identification Number)






3990-B Heritage Oak Court, Simi Valley, CA

(Address of principal executive offices)

 

93063

(Zip Code)




805-583-7744
(Registrant's telephone number, including area code)




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 2.02. Results of Operations and Financial Condition



        On May 13, 2010, Qualstar Corporation issued a press release regarding results of operations and financial condition for the 2010 fiscal third quarter ended March 31, 2010.  A copy of this press release is being furnished as Exhibit 99.1 to this Current Report on Form 8 K.



	In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.



Item 9.01. Financial Statements and Exhibits





(a) Financial statements:

             None

(b) Pro forma financial information:

             None

(c) Shell company transactions:

             None

(d) Exhibits

             99.1       Press Release of Qualstar Corporation dated May       13, 2010




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: May       13, 2010



QUALSTAR CORPORATION

By:  /s/ William J. Gervais                      

     William J. Gervais

     Chief Executive Officer and President







Exhibit Index



Exhibit No.
Description


99.1
Press Release of Qualstar Corporation dated May       13, 2010