Item 1.01. Entry into a Material Definitive Agreement

On January 27, 2009, XATA Corporation ("Xata" or the "Company") and Platinum Equity Capital Partners, L.P., Platinum Equity Capital Partners-A, L.P., Platinum Equity Capital Partners-PF, L.P. and Platinum Transportation Principals, LLC (collectively "Platinum") entered into an Amendment to certain promissory notes (the "Notes") previously issued by the Company on January 31, 2008 in connection with the Company's acquisition of Geologic Solutions, Inc. The Notes were previously described in and filed as an exhibit to the Company's Current Report on Form 8-K filed on February 6, 2008. The Notes were originally issued to Platinum in the total principal amount of $2,000,000 with interest at 11% per annum and have a current principal balance of $1,750,000. Under the terms of the Notes, XATA was required pay the entire principal balance and accrued interest due on January 31, 2009 (the "Maturity Date"). Under the terms of the Amendment the Maturity Date was extended to February 18, 2009. All other terms of the Notes remained unchanged.

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