Prepared By R.R. Donnelley Financial -- Form 8-K

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 (Date of earliest event reported): 07/18/2006

International Assets Holding Corporation

(Exact name of registrant as specified in its charter)

Commission File Number: 000-23554

Delaware		59-2921318
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

220 E. Central Parkway, Suite 2060, Altamonte Springs, FL 32701

(Address of principal executive offices, including zip code)

407-741-5340

(Registrant’s telephone number, including area code)

(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:

[  ]   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))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Information to be included in the report

Item 1.02. Termination of a Material Definitive Agreement

On July 18, 2006, the Share Purchase Agreement between International Assets Holding Corporation and Baltimore plc ("Baltimore"), an English company listed on the AIM market in the United Kingdom (AIM:BLM)was terminated. The Share Purchase Agreement was conditional upon the withdrawal or lapse of the current unsolicited offer for shares of Baltimore made by Oryx International Growth. Oryx's offer was declared unconditional on July 18, 2006, with 52.9% acceptances.

Item 9.01. Financial Statements and Exhibits

99.1 Press Release

Signature(s)

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.

		International Assets Holding Corporation


Date: July 18, 2006	By:	/s/ Sean M. O'Connor
		Sean M. O'Connor
		Chief Financial Officer

Exhibit Index

Exhibit No.		Description
EX-99.1		Press Release

EX-99.1 2 rrd124791_14820.htm PRESS RELEASE INTERNATIONAL ASSETS EXPANDS DEBT CAPITAL MARKETS CAPABILITY INTERNATIONAL ASSETS ANNOUNCES TERMINATION OF AGREEMENT WITH BALTIMORE PLC

New York (July 18, 2006) - International Assets Holding Corporation (Nasdaq: IAAC; the "Company" or "INTL") announced today that the Share Purchase Agreement between INTL and Baltimore plc ("Baltimore"), an English company listed on the AIM market in the United Kingdom (AIM: BLM) has terminated. The Share Purchase Agreement was conditional upon the withdrawal or lapse of the current unsolicited offer for shares of Baltimore made by Oryx International Growth. Oryx's offer was declared unconditional on July 18, 20065, with 52.9% acceptances.

Contact:

Scott Branch

Tel: +1 (407) 741 5335

sbranch@intlassets.com

About International Asset Holding Corporation (Nasdaq: IAAC)

International Assets Holding Corporation and its subsidiaries (the "Company") form a financial services group focused on select international securities, currencies and commodities markets. We commit our capital and expertise to market-making and trading of international financial instruments, currencies and commodities. The Company's activities are currently divided into five functional areas -- international equities market-making, international debt capital markets, foreign exchange, commodities and asset management. Additional information regarding the Company is available on the Company's web site at www.intlassets.com.

Certain statements in this document may constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the Company's control, including adverse changes in economic, political and market conditions, losses from the Company's market-making and trading activities arising from counterparty failures and changes in market conditions, the possible loss of key personnel, the impact of increasing competition, the impact of changes in government regulation, the possibility of liabilities arising from violations of federal and state securities laws and the impact of changes in technology in the securities and commodities brokerage industries. Although the Company believes that its expectations with respect to the forward-looking statements are based upon reasonable assumptions, there can be no assurances that the actual results, performance or achievement of the Company will not differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements.

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