10QSB

Securities and Exchange Commission

Washington, D.C. 20549

FORM 10-QSB

x Quarterly Report Pursuant To Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For The Quarterly Period Ended September 30, 1997.

o Transition Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For The Transition Period From ______________To_________________

Commission File Number 333-31238

LEGACY HOLDINGS, INC. FKA CST ENTERTAINMENT, INC.

(FORMERLY CST ENTERTAINMENT IMAGING, INC.)

(Exact Name Of Registrant As Specified In Its Charter)

DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 13-2614435 (I.R.S. Employer Identification No.)

4160 TECHNOLOGY DRIVE, SUITE B

FREMONT, CA 94538

(510) 651-2312

(Address, Including Zip Code, And Telephone Number, Including

Area Code, Of Registrant's executive offices)

Check whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes o No x

The Registrant has 27,278,340 shares of common stock, par value $0.15 per share, issued and outstanding as of September 30, 1997.

TABLE OF CONTENTS

		Page
Part I
Item 1.	Financial Statements
Balance Sheet as of September 30, 1997 (Unaudited)		1
Statements of Operations for the three months ended September 30, 1997 and 1996 (Unaudited)		2
Statements of Stockholders Equity for the year ended June 30, 1997 and the three months ended September 30, 1997 (unaudited)		3
Statements of Cash Flows for the three months ended September 30, 1997 and 1996 (Unaudited)		4
Notes To Financial Statements (Unaudited)		5
Item 2.	Management's Discussion and Analysis	6
Item 3.	Controls and Procedures	6
Part II - Other Information
Item 1.	Legal Proceedings	7
Item 2.	Change in Securities	7
Item 3.	Defaults Upon Senior Notes	7
Item 4.	Submission of Matters to a Vote of Security Holders	7
Item 5.	Other Information	7
Item 6.	Exhibits and Reports on Form 8-K	7
Signatures		7

ITEM 1. FINANCIAL STATEMENTS

CST ENTERTAINMENT, INC.
BALANCE SHEET (Unaudited)
As of September 30, 1997
ASSETS
Current assets:
Cash	$	-
Accounts receivable, net		-
Work-in-process		-
Prepaid expense		-
Receivable from related parties		-
Total current assets		-
Property and equipment:
Color conversion equipment		-
Leasehold improvements and other equipment		-
Capitalized software		-
		-
Less accumulated depreciation		-
		-
Other assets:
Film library, net		-
Other assets		-
Notes receivable from directors and officers		-
		-
	$	-
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Related party loan	$	-
Current portion of long term debt		-
Notes payable		-
Accounts payable		-
Accrued expenses		-
Total current liabilities		-
Non current portion of long term debt		-
Stockholders' Deficit:
Common stock, par value $0.15; 40,000,000 authorized; issued
and outstanding 27,278,340 at September 30, 1997		4,091,752
Additional paid in capital		56,115,740
Accumulated deficit		(60,207,492	)
Total stockholders' deficit		-
Total liabilities and stockholders' deficit	$	-

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

1

CST ENTERTAINMENT, INC.
STATEMENTS OF OPERATIONS (Unaudited)
For the Three Months Ended September 30, 1997 and 1996
	For the Three Months Ended
	September 30,
	1997		1996
Revenue:
Coloring income	$	-	$	931,750
License royalty income		-		175,000
Library sales income		-		500,000
		-		1,606,750
Operating expenses:
Production		-		845,171
Cost of library rights sold		-		500,000
Research and development		-		5,694
Depreciation and amortization		-		172,870
Film library amortization		-		227,500
General and administrative		-		510,657
Interest expense		-		45,401
Total operating expenses		-		2,307,293
Net loss	$	-	$	(700,543	)
Weighted average common shares outstanding
Basic and fully diluted		27,278,340		27,278,340
Net income (loss) per share common	$	-	$	(0.03	)

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

2

CST ENTERTAINMENT, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited)
For the Year Ended June 30, 1997 and the Three Months Ended September 30, 1997
					Additional					Total
	Common Stock				Paid-In		Deficit			Stockholders'
	Shares		Amount		Capital		Accumulated			Equity
Balances, June 30, 1996		27,278,340	$	4,091,752	$	56,097,740	$	(59,680,197	)	$	509,295
Warrants issued						18,000					18,000
Net loss								(527,295	)		(527,295	)
Balances, June 30, 1997		27,278,340	$	4,091,752	$	56,115,740	$	(60,207,492	)	$	-
Net loss								-			-
Balances, September 30, 1997		27,278,340	$	4,091,752	$	56,115,740	$	(60,207,492	)	$	-

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

3

CST ENTERTAINMENT, INC.
STATEMENTS OF CASH FLOWS (Unaudited)
For the Three Months Ended September 30, 1997 and 1996
	Three Months Ended June 30,
	1997		1996
Cash flows from operating activities:
Net income (loss)	$	-	$	(700,543	)
Adjustments to reconcile increase in net assets to net
cash provided by (used in) operating activities:
Depreciation and amortization		-		400,370
Non cash payment of expenses		-		54,145
Decrease (increase) in:
Accounts receivable		-		674,619
Work in process		-		314,755
Prepaid expenses		-		(57,386	)
Receivable from related party		-		25,000
Accounts receivable - long-term		-		-
Increase (decrease) in:
Accounts payable		-		(68,780	)
Accrued expenses		-		(50,042	)
Deferred income		-		(464,000	)
Net cash provided (used in) operating activities		-		128,138
Cash flows from investing activities:
Additions of capitalized software		-		(28,194	)
Sales of film library rights		-		500,000
Net cash provided by (used in) investing activities		-		471,806
Cash flows from financing activities:
Payment on note payable		-		(768	)
Payments on term loan		-		(62,550	)
Line of credit		-		1,347,053
Pay-down on line of credit		-		(1,834,277	)
Loans payable to related party		-		(85,000	)
Net cash provided by (used in) financing activities		-		(635,542	)
Net increase (decrease) in cash		-		(35,598	)
Cash at beginning of year		-		54,304
Cash at end of year	$	-	$	18,706
Supplementary Information:
Cash paid for interest	$	-	$	-
Cash paid for income taxes	$	-	$	-

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

4

CST ENTERTAINMENT, INC.

Notes to Consolidated Financial Statements (Unaudited)

For The Three Months Ended September 30, 1997 and 1996

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

To the best of Company's management knowledge, the accompanying unaudited financial statements contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the Company's financial position at September 30, 1997, the results of operations for the quarter ended September 30, 1997 and 1996 and the cash flows for the quarter ended September 30, 1997 and 1996. Although management of the Company believes that the disclosures in the financial statements are adequate to make the information presented not misleading, certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with generally accepted accounting principles have been condensed or omitted. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended June 30, 1997, and December 31, 2007.

Summary of Significant Accounting Principles

Net Loss Per Share

Net loss per share is based on the weighted average number of shares of common stock outstanding during each year, exclusive of common share equivalents which, for the years presented, would be anti-dilutive.

Accounting Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

NOTE B - BANKRUPTCY

On January 13, 1997 the Company filed a chapter 7 bankruptcy motion seeking protection from all creditors. As of January 13, 1997 all Company assets and liabilities were put into the bankruptcy estate, a trustee was appointed and Company operations ceased. On May 23, 2001 the bankruptcy terminated. Former management concluded that at December 31, 2005 all undischarged liabilities created as a result of operations in years prior to filing for bankurptcy had terminated due to the running of the statue of limitations. These financial statements, though for a period prior to December 31, 2005, reflect the termination of such liabilities from pre bankruptcy operations.

NOTE C - SUBSEQUENT EVENT

On July 11, 2007, Legacy Systems, Inc. signed a definitive agreement to be merged into CST Entertainment, Inc, (CST). The CST stockholders acquired all of the issued and outstanding common stock of Legacy Systems, Inc. The transaction was accounted for as a capital transaction and recapitalization by the accounting acquirer and as a re-organization by the accounting acquiree wherein CST Entertainment, Inc. is the acquiree and, Legacy Systems, Inc. is the acquirer. CST Entertainment, Inc. changed its name to Legacy Holdings at the date of merger July 11, 2007. Furthermore, to conform with the fiscal year of its acquirer, Legacy Systems, Inc. the Company changed its fiscal year end from June 30^th to December 31^st effective December 31, 2005.

Legacy Holdings, Inc, (formerly CST Entertainment, Inc.) is filing Forms 10QSB and 10KSB for all interim and annual periods beginning with the quarter ended December 31, 1996 through December 31, 2005.

5

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS

Results of Operations

Coloring revenue for the quarter ended September 30, 1997 was $0 compared to $931,750 during the same quarter of 1996 representing a 100% decrease. In the first quarter ended September, 1996, the Company delivered two significant colorized projects. The Company also delivered numerous color FX projects which contributed to revenue in fiscal 1997. As the Company formally ceased operations on January 13, 1997, no revenue was earned in our first fiscal quarter ended September 30, 1997.

License royalty income for the quarter ended September 30, 1997 was $0 compared to $175,000 during the same quarter of 1996 representing a 100% decrease. As the Company formally ceased operations on January 13, 1997, no revenue was earned in our first fiscal quarter ended September 30, 1997. In August 1996, the Company entered in to an agreement with Allied Communications, Inc. whereby the Company sold certain rights in its Wyatt Earp - Return to Tombstone project. In exchange, the Company received $175,000.

Library sales income was $0 during the three months ended September 30, 1997 compared to $500,000 earned during the same period of 1996. In September 1996, the Company entered into an agreement with MGM/UA whereby the Company sold its rights in the first four films produced under its minimum seven picture agreement. In exchange, the Company received $500,000.

Operating expenses for the quarter ended September 30, 1997 was $0 compared to $2,307,293 during the same quarter of 1996 representing a 100% decrease. The decrease in operating expenses was due our formally ceasing operations on January 13, 1997 and entering into bankruptcy.

Liquidity and Capital Resources

As a result of filing for chapter 7 bankruptcy protection on January 13, 1997, the Company ceased operations and has written-off all terminated assets and liabilities.

ITEM 3. CONTROLS AND PROCEDURES

(a)Evaluation of disclosure controls and procedures

As required by Rule 13a-15(b) under the Exchange Act, we conducted an evaluation, under the supervision and participation of our management, including the Company’s President and Chief Financial Officer (who is the principal accounting officer). No weaknesses were noted and both the President and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of the most recent fiscal quarter covered by this Form 10-QSB.

(b) Changes in internal controls

In accordance with Item 308 (c) of Regulation S-B, there were no changes in the Company’s internal control reporting in connection with the Company’s evaluation of its internal controls that occurred during the most recent fiscal quarter covered by this Form 10-QSB.

6

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings. None.
Item 2.	Change in Securities. None.
Item 3.	Defaults Upon Senior Securities. None.
Item 4.	Submission of Matters to a Vote of Security Holders. None.
Item 5.	Other Information. None.
Item 6	Exhibits

Exhibit Number	Title of Document
31.1	Certification of Principal Executive Officer and Principal Accounting Officer Pursuant to Rule 13a-14
32.1	Certification of Chief Executive Officer and Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

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

LEGACY HOLDINGS, INC.

/S/ Robert Matthews

Robert Matthews

Chief Executive Officer and Principle Accounting Officer

7

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Robert Matthews, the Chief Executive Officer and Principle Accounting Officer of Legacy Holdings, Inc. FKA CST Entertainment, Inc. (the “Company” or the “small business issuer”), certify that:

1. I have reviewed this quarterly report on Form 10QSB of the Company for the fiscal quarter ended September 30, 1997;

2. To the best of my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. To the best of my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

4. As the small business issuer’s certifying officer I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting; and

5. The small business issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and the audit committee of the small business issuer’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

/S/ Robert Matthews

Name: Robert Matthews

Title: Chief Executive Officer and Principle Accounting Officer

Dated August 21, 2008

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

EXCHANGE ACT RULE 15D-14(B) AND

18 U.S.C. SECTION 1350

In connection with the quarterly Report of Legacy Holdings, Inc. FKA CST Entertainment, Inc. (the ”Company”) on Form 10QSB for the period ending September 30, 1997, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert Matthews, Chief Executive Officer and Principle Accounting Officer of the Company, certify, to the best of my knowledge, pursuant to Exchange Act Rule 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002, that:

(i) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(ii) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Dated: August 21, 2008

/S/ Robert Matthews

Name: Robert Matthews

Title: Chief Executive Officer and Principle Accounting Officer