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): April 21, 2008

X-Change Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

Nevada	002-41703	900156146
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
710 Century Parkway, Allen, Texas		75013
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 972-747-0051 x113

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:

[  ]  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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 21, 2008, The Board of Directors of The X-Change Corporation appointed Mr. James F. Farr as a Director of the Company effective immediately.

Mr. Farr is a seasoned oil and gas services executive with over thirty two years in the industry in which he spent a large portion working at the executive and board level in both private and publicly traded companies. Mr. Farr spent eight years as CEO of Dailey International where he successfully completed an IPO to facilitate the company’s growth. Mr. Farr has extensive experience introducing new products to the oil and gas industry, specifically in the area of down hole tools and drill string components, and in managing new product growth and distribution.

At the same time, the Company announced the resignation of Mr. H. David Friedman as a Director of the Company. Mr. Friedman has served the Company well over the past year and is moving on to pursue other interests.

Item 7.01 Regulation FD Disclosure.

A copy of the press release announcing the appointment of James F. Farr as Director and the resignation of Mr. H. David Friedman as Director is attached as Exhibit 99.1 and is hereby incorporated by reference to this Item 7.01.

The information in the press release is being furnished pursuant to Item 7.01 of Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in the press release shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

99.1 Press release announcing appointment of James F. Farr as Director and resignation of Mr. H. David Friedman as Director.

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.

	X-Change Corporation
April 21, 2008	By:	/s/ George DeCourcy
		Name: George DeCourcy
		Title: Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release

EX-99.1

FOR IMMEDIATE RELEASE	Contacts:	Carissa Carlley
		Marketing and Public Relations (972) 747-0051

THE X-CHANGE CORPORATION APPOINTS JAMES F. FARR TO ITS BOARD OF DIRECTORS

DALLAS, April 21, 2008 The X-Change Corporation (OTCBB: XCHC), through its wholly owned subsidiary AirGATE Technologies, Inc., announced today that James F. Farr has joined the Board of Directors. Mr. Farr is a seasoned oil and gas services executive with over thirty two years in the industry in which he spent a large portion working at the executive and board level in both private and publicly traded companies.

Mr. Farr spent eight years as CEO of Dailey International where he successfully completed an IPO to facilitate the company’s growth. Mr. Farr has extensive experience introducing new products to the oil and gas industry, specifically in the area of down hole tools and drill string components, and in managing new product growth and distribution.

Mike Sheriff, Chairman and CEO stated, “I am delighted to have Jim join our Board of Directors and I’m confident his extensive experience in executive management and operations will make a significant contribution to the Company and assist us strategically in bringing our new products to market. He brings specific experience in the oil and gas industry and will prove a valuable resource for our management team and be a strong advocate for our shareholders. We look forward to working with Jim to continue to increase the value of X-Change Corporation.”

The Company also announced the resignation of Mr. H. David Friedman from the board of X-Change Corporation effective April 14, 2008. Mr. Friedman has served the Company well over the past year and is moving on to pursue other interests.

About X-Change Corporation

X-Change Corporation, through its wholly owned subsidiary, AirGATE Technologies, Inc. is a leading end-to-end solution based company specialized in designing, manufacturing and commercializing applicable wireless based technologies delivering to the oil and gas Industry. AirGATE supports small, medium and large enterprises. Please visit www.airgatetech.com for further information.

Forward-Looking Statements

Except for historical information contained herein, the statements made in this release constitute forward-looking statements (including within the meaning of Section 27A of the United States Securities Act of 1933 and Section 21E of the United States Securities Exchange Act of 1934). Such forward-looking statements are based on current expectations that are subject to significant risks, including our ability to continue to raise capital, our dependence on strategic relationships with key suppliers and customers, our business model’s dependence on widespread acceptance of wireless and RFID technology, our ability to develop recurring revenue streams and the competitiveness of the market in which we compete. These forward looking statements include statements regarding the intent, belief or current expectations of the X-Change Corporation, AirGATE Technologies and their respective managements regarding strategic directions, prospects, future events and future results. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results. Readers are referred to the documents filed by the X-Change Corporation, which are on file with the U.S. Securities and Exchange Commission and may be accessed at http://www.sec.gov or the X-Change Corporation’s investor relations web page at http://www.airgatetech.com/x-change/, and specifically the most recent reports on Form 10-K and 10-Q, each as it may be amended from time to time. The X-Change Corporation disclaims any obligation to update or correct any forward-looking statements made herein.