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): May 31, 2011

XETA Technologies, Inc.
(Exact name of registrant as specified in its charter)

Oklahoma	0-16231	73-1130045
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1814 West Tacoma, Broken Arrow, Oklahoma	74012
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: 918-664-8200

(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 7.01 Regulation FD Disclosure.

On May 31, 2011 the Company issued the news release attached to this report as Exhibit 99.1 and incorporated by reference.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1—News Release dated May 31, 2011 entitled “XETA Technologies Announces Closing of Merger with PAETEC.”

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.

XETA Technologies, Inc.
(Registrant)

Dated:  May 31, 2011

By /s/ Robert B. Wagner                        
Robert B. Wagner, Chief Financial Officer

2

EX-99.1

Exhibit 99.1

NEWS RELEASE

Date:	May 31, 2011
	FOR IMMEDIATE RELEASE
Contact:	Robert Wagner
	XETA Technologies, Inc.
	918.664.8200

XETA Technologies Announces Closing of Merger with PAETEC

Broken Arrow, Okla. — XETA Technologies, Inc. (NASDAQ: XETA), a national provider of converged communications solutions for the enterprise marketplace, announced today that it has completed its merger with PAETEC Holding Corp. through one of PAETEC’s subsidiaries. As a result of the merger, XETA is now a wholly owned, indirect subsidiary of PAETEC. The Merger was overwhelmingly approved by XETA’s shareholders at a special meeting of shareholders on May 26, 2011.

Each share of XETA common stock outstanding immediately prior to the merger was converted into the right to receive $5.50 in cash, (the “Merger Consideration”). In addition, warrants and most options to purchase shares of XETA common stock outstanding immediately prior to the merger became entitled to receive the Merger Consideration less any applicable exercise price and tax withholdings. The total Merger Consideration was approximately $61 million in the aggregate.

As a result of the merger, XETA has become a privately-held company, its stock will no longer be traded on NASDAQ, and its reporting obligations with the Securities and Exchange Commission will cease.

About XETA Technologies, Inc.
XETA Technologies, Inc., sells, installs and services advanced communication technologies for small, medium and Fortune 1000 enterprise customers. XETA maintains the highest level of technical competencies with multiple vendors, including Avaya/Nortel, Mitel, Hitachi, Samsung, HP, Polycom, Microsoft, Alcatel-Lucent, ShoreTel, LifeSize and Juniper. With a 30-year operating history and over 16,000 customers from coast to coast, XETA has maintained a commitment to extraordinary customer service. XETA’s in-house 24/7/365 contact center, combined with a nationwide service footprint, offers customers comprehensive equipment service programs that ensure network reliability and maximized network up-time. More information about XETA Technologies is available at www.xeta.com.

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