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 and Exchange Act of 1934

Date of Report (Date of earliest event reported):  April 30, 2008

XETA Technologies, Inc.

(Exact name of registrant as specified in its charter)

Oklahoma	0-16231	73-1130045
(State or other jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	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 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

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

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

(b) and (d)  The Company’s Board has appointed Richard R. (Rick) Devenuti, former Senior Vice President of Microsoft Corporation, to the Company’s Board of Directors effective May 1, 2008.  He replaces Ron B. Barber, who has resigned effective April 30, 2008 to make room on the Board for Mr. Devenuti.  Mr. Barber and his law firm, Barber & Bartz, will continue to serve as the Company’s general legal counsel.

Mr. Devenuti, age 49, retired from Microsoft Corporation in February 2007 after nearly 20 years of service with Microsoft.  During that time, he held numerous positions including Senior Vice President of Services and IT from December 2003 until January 2007, and Vice President and Chief Information Officer from March 1999 until December 2003.  Mr. Devenuti will serve as chairman of the Board’s newly formed strategic planning committee, which will assist the Board and the Company in the development and oversight of the Company’s business strategies.

As is the Company’s practice, on the effective date of Mr. Devenuti’s appointment, the Company will grant him an option under the Company’s 2004 Omnibus Stock Incentive Plan to purchase 10,000 shares of the Company’s common stock at an exercise price equal to the stock’s market value on the date of grant per the terms of the Plan.  The option will vest on the 3^rd anniversary of the date of grant and expire on the 6^th anniversary of the date of grant.

Mr. Devenuti is a member of the Board of Directors of St. Jude Medical Inc. (NYSE: STJ Common Stock), where he currently serves on the Audit Committee and has been on the Board since 2001.  He also serves on the Board of two privately held companies, Azaleos Corporation and Sendio, Inc. He has a bachelor of arts in business administration from the University of Washington.

There are no family relationships between Mr. Devenuti and any director or executive officer of the Company which would require disclosure under Item 401(d) of Regulation S-K and no transactions between Mr. Devenuti or any of his immediate family members and the Company which would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01  Financial Statements and Exhibits.

(d)Exhibits

99.1—Press Release dated April 30, 2008

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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:   April 30, 2008	By	/s/ Greg D. Forrest
		Greg D. Forrest, Chief Executive Officer

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EX-99.1

Exhibit 99.1

NEWS RELEASE

Date:	April 30, 2008
	FOR IMMEDIATE RELEASE
Contact:	Dave Mossberg
	Beacon Street Group
	817-310-0051

Former Microsoft Senior Vice President Rick Devenuti

to join XETA Board of Directors

Broken Arrow, Okla. – XETA Technologies (Nasdaq:XETA), a national provider of converged voice and data communications solutions for the enterprise marketplace, announced today that Richard R. (Rick) Devenuti—former Microsoft Senior Vice President for Services and IT–will join XETA’s Board of Directors effective May 1, 2008.

“Rick is a well-known industry expert who brings vast knowledge, experience and insights to XETA,” said Greg Forrest, XETA’s chief executive officer.  We are excited to welcome Rick to our board and believe the addition of such a prominent industry veteran will prove valuable as we continue expansion of our wholesale service business and develop our unified communications practice.”

Devenuti, 50, spent nearly 20 years with Microsoft, where he served in several senior executive positions.  Prior to retiring in 2007, he was Senior Vice President for Microsoft Services.  He also served as Microsoft’s Chief Information Officer and Vice President of worldwide operations, among other positions.  In addition to other regular board duties, Devenuti also will serve as chairman on XETA’s newly-formed strategic advisory committee, which assists the board and the Company in the development and oversight of the Company’s business strategies.  Devenuti also serves on the board of directors for Azaleos Corporation and St. Jude Medical Inc.

Devenuti will replace Ron B. Barber on XETA’s board of directors.  Barber, who has served on the board since 1987, has tendered his resignation to be effective April 30.  “XETA has benefited tremendously from Ron’s involvement on our board for the past 20 years and the company will continue to build upon his guidance,” said Forrest.  Mr. Barber and his law firm, Barber & Bartz, will continue to serve as the Company’s general legal counsel.

“XETA’s approach to bringing value to the entire converged communications process fits the needs of today’s customers,” Devenuti said. “The company understands how important it is in today’s industry to work hand-in-hand with their customers through the entire design, implementation and service process.  It’s why XETA is seen as a leading provider of converged communications solutions, and I look forward to serving on XETA’s board and helping contribute to the company’s continued growth.”

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About XETA Technologies

XETA is a leading provider of communication technologies with a comprehensive array of products and services available from industry leaders. The Company has earned and continues to maintain the industry’s most prestigious certifications as an Avaya Platinum Business Partner, Nortel Elite Advantage Partner, and Mitel Premium PARTNER. Being able to provide solutions and service for these leading vendors is a unique value proposition for Fortune 1000 customers with multiple locations and complex networks. With a 25 year operating history and over 16,000 customers from coast to coast, XETA has maintained a commitment to extraordinary customer service. The Company’s in-house 24/7/365 call 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 (Nasdaq:XETA) is available at www.xeta.com. Click on the following link to join our e-mail alert list: http://www.b2i.us/irpass.asp?BzID=1585&to=ea&s=0.

This press release contains forward-looking statements about the Company.  A number of factors could cause the Company’s actual results to differ materially from those anticipated, including changes in the economy and capital spending trends in the Company’s markets; intense competition and industry consolidation; reliance upon a few customers in the Company’s managed services business; the ability to acquire and retain the technical competencies needed to implement new advanced communications technologies; and the availability and retention of sales professionals and certified technicians.  For further information on these and other factors that could impact the Company and the statements contained herein, reference should be made to the “Risk Factors” section of the Company’s 10-K for fiscal year ended October 31, 2007 and subsequent 10-Q filings with the Securities and Exchange Commission.