UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

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                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported): September 16, 2008

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                                DST SYSTEMS, INC.
             (Exact Name of registrant as specified in its charter)

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                                    Delaware
                 (State or other jurisdiction of incorporation)

         1-14036                                         43-1581814
(Commission File Number)                       (IRS Employer Identification No.)

333 West 11th Street, Kansas City, Missouri                        64105
(Address of principal executive offices)                        (Zip Code)

                                 (816) 435-1000
              (Registrant's telephone number, including area code)

                                 Not Applicable
         (Former name or former address, if changed since last report).

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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 (see General Instruction A.2.):

      [ ] 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))

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ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

     DST  Realty,   Inc.  ("DST  Realty"),   Westside  Industrial  Park,  L.L.C.
("Westside"),   DST  Realty  of  California,  Inc.  ("DSTRCA")  and  DST  Realty
Connecticut,  Inc. ("DSTRCT")  (together the "DST Realty Entities") have entered
into  a  credit  agreement,   dated  as  of  September  16,  2008  (the  "Credit
Agreement"),  with Bank of the West ("BoW"),  as Lender,  Administrative  Agent,
Arranger,  and  Syndication  Agent,  Enterprise  Bank &  Trust,  as  Lender  and
Syndication  Co-Agent,  and the lenders from time to time parties  thereto.  DST
Systems,  Inc.  ("DST") is the sole  shareholder  of DST  Realty and  (through a
wholly-owned  subsidiary) the sole shareholder of DSTRCA. DST Realty is the sole
shareholder of DSTRCT and also owns a controlling  interest in Westside.  DST is
the Parent  Guarantor under the Credit Agreement and will guaranty the repayment
of the Loans.  Capitalized terms not otherwise defined in this Form 8-K have the
meanings given to them in the Credit Agreement.

     The Credit Agreement provides for a five-year non-revolving credit facility
in an aggregate  principal amount of up to $120 million.  The credit facility is
secured by, among other  things,  a first deed of trust or mortgage  lien on the
Property  owned by the DST Realty  Entities and  identified as collateral in the
Collateral Documents,  as well as by a collateral assignment of leases and rents
by the DST Realty Entities and other benefits related thereto. The interest rate
from time to time  applicable  to the Loans is a  floating  rate tied  either to
British Banker's  Association  London Interbank Offered Rate (LIBOR) or to BoW's
prime rate, as elected by DST Realty. In the event of default, the rate would be
tied to BoW's prime rate. The DST Realty Entities will pay Administrative  Agent
fees, Syndication Co-Agent fees and Arranger fees to BoW.

     The DST Realty Entities are required,  jointly and severally,  to repay the
Loans by the dates and in accordance  with the  amortization  schedule listed on
Schedule 3.3 to the Credit  Agreement.  Subject to the  provisions in the Credit
Agreement,  the DST Realty Entities may voluntarily  prepay Loans in whole or in
part without  premium or penalty,  though  amounts repaid may not be reborrowed.
Concurrently  with the lease,  sale or other  transfer of any Property,  the DST
Realty  Entities  must  prepay  the  Loans  in an  amount  equal  to 125% of the
allocated amount of such Property as set forth in the Credit  Agreement.  If any
event of default occurs and is continuing,  all amounts payable under the Credit
Agreement may be declared immediately due and payable.

     The  Credit  Agreement   contains  customary   restrictive   covenants  for
transactions of this type, as well as customary  representations  and warranties
and certain customary events of default.

     The above  description of the Credit Agreement is qualified in its entirety
by reference  to the terms of the Credit  Agreement  attached  hereto as Exhibit
10.1.

ITEM 2.03.  CREATION OF A DIRECT FINANCIAL  OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRABGENEBT IF A REGISTRANT.

     As discussed  under Item 1.01,  DST has entered into the Credit  Agreement.
Please see the  discussion in Item 1.01,  which is  incorporated  into this Item
2.03 by reference.






ITEM 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number      Description
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10.1                Credit  Agreement,  dated  September  16,  2008,  among  DST
                    Realty,  Inc.,  Westside Industrial Park, L.L.C., DST Realty
                    of California,  Inc., and DST Realty  Connecticut,  Inc., as
                    Borrowers,  Bank  of the  West,  as  Lender,  Administrative
                    Agent,  Arranger,  and Syndication Agent,  Enterprise Bank &
                    Trust, as Lender and Syndication  Co-Agent,  and the lenders
                    from time to time parties thereto.





                                   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.


                                        DST SYSTEMS, INC.


Date:  September 22, 2008               By:  /s/ Kenneth V. Hager
                                            -------------------------------
                                        Name:   Kenneth V. Hager
                                        Title:  Vice President, Chief Financial
                                                Officer and Treasurer






                                  EXHIBIT INDEX



Exhibit Number      Description
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10.1                Credit  Agreement,  dated  September  16,  2008,  among  DST
                    Realty,  Inc.,  Westside Industrial Park, L.L.C., DST Realty
                    of California,  Inc., and DST Realty  Connecticut,  Inc., as
                    Borrowers,  Bank  of the  West,  as  Lender,  Administrative
                    Agent,  Arranger,  and Syndication Agent,  Enterprise Bank &
                    Trust, as Lender and Syndication  Co-Agent,  and the lenders
                    from time to time parties thereto.