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): March 01, 2012


                                     XNE INC
             (Exact name of registrant as specified in its charter)

           Nevada                      000-25499                88-0390360
(State or other jurisdiction          (Commission              (IRS Employer
     of incorporation)                File Number)           Identification No.)

  6303 Owensmouth Avenue, 10th Floor
     Woodland Hills, California                                 91367-2263
(Address of principal executive offices)                        (Zip Code)

                                 (818) 936-3283
               Registrant's telephone number, including area code

                           9850 Reseda Blvd, Unit 103
                          Northridge, California 91324
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K 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))

SECTION 5. CORPORATE GOVERNANCE AND MANAGEMENT

ITEM 5.01 CHANGES IN CONTROL OF REGISTRANT

Not applicable.

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
          APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY

ARRANGEMENTS OF CERTAIN OFFICERS

Effective  December  8, 2011,  Imran Firoz  resigned as a director  and as Chief
Executive  Officer,  Chief  Financial  Officer,  and  Secretary of XNE Inc. (the
"Company").

Prior to Mr.  Firoz's  resignation,  Grant  Gilbert  was  appointed  as the sole
director  and Mr.  Gilbert  became  Chief  Executive  Officer,  Chief  Financial
Officer, and Secretary of the Company.

Effective  February 14, 2012,  Grant Gilbert resigned as a director and as Chief
Executive  Officer,  Chief  Financial  Officer,  and  Secretary of XNE Inc. (the
"Company").

Prior to Mr. Gilbert's resignation,  Ivan-Noe  Gourkow-Schulkowski was appointed
as the sole  director and Mr.  Gourkow  became Chief  Executive  Officer,  Chief
Financial Officer, and Secretary of the Company.

A business history of Mr. Gourkow follows:

Mr. Gourkow has been a true young  entrepreneur  during his executive career. He
has owned and operated  successful  ventures and has been employed in the Energy
Sector as an independent consultant.  As a high energy, fiscally conscious,  and
goal-driven  executive,  Mr.  Gourkow has exhibited  intrinsic  inclination  for
innovation,   creative   problem-solving  and  measured   risk-taking  to  drive
consistent bottom-line improvements and enhance shareholder returns. Mr. Gourkow
has  demonstrated his abilities as an agent of change and has a documented track
record of accomplishments that include the turnaround of start-up companies. One
of Mr. Gourkow's main strengths has been his extensive  network of people in the
public markets and financing field.

Since Dec.  2007 to present,  Mr.  Gourkow's  has been  working as a  management
consultant  in the  oil and  gas  markets  to both  privately  held  and  public
companies. From September 2008 to present, Mr. Gourkow has actively participated
in real estate  investments  and has  developed  successful  exit  strategies in
challenging market  conditions.  From October 2009 to December 2011, Mr. Gourkow
worked as a sales and marketing  consultant  where he developed and  implemented
marketing plan for various B2C businesses.

Mr. Gourkow is 26 years old.

ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
          YEAR

Not applicable.

ITEM 5.04 TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT'S EMPLOYEE BENEFIT
          PLANS

Not applicable.

ITEM 5.05 AMENDMENT TO REGISTRANT'S CODE OF ETHICS, OR WAIVER OF A PROVISION OF
          THE CODE OF ETHICS

Not applicable.

ITEM 5.06 CHANGE IN SHELL COMPANY STATUS

Not applicable.

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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.

                                XNE INC.

DATE: March 01, 2012

                                       /s/ Ivan-Noe Gourkow-Schulkowski
                                       -----------------------------------------
                                Name:  Ivan-Noe Gourkow-Schulkowski
                                Title: Chief Executive Officer


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