Exhibit 10.10


THIRD AMENDMENT TO REVOLVING CREDIT

AND TERM LOAN AGREEMENT


This Third Amendment to
Revolving Credit and Term Loan Agreement is dated as of December 21, 2005,
between XETA TECHNOLOGIES, INC.,
an Oklahoma corporation (“Borrower”), and BANK
OF OKLAHOMA, N.A (“Bank”).


RECITALS


A.          Reference is made to the Revolving Credit and Term Loan
Agreement dated as of October 1, 2003 and amended June 7, 2004, and September
30, 2005 (as amended, the “Credit Agreement”) between Borrower and Bank,
pursuant to which currently exists: (i) a term loan in the original principal amount
of $3,374,734.33, with a current outstanding principal balance of $865,934.78 (“Term
Loan”), (ii) a real estate loan in the original principal amount of
$2,238,333.48, with a current outstanding principal balance of $1,853,904.82 (“Real
Estate Loan”), and (iii) a revolving line of credit in the amount of $7,500,000
(“Revolving Line”). Terms used herein shall have the meanings ascribed them in
the Credit Agreement unless otherwise defined herein.


B.           Borrower has requested that Bank extend the maturity of
the Real Estate Loan to September 30, 2009; and Bank has agreed to accommodate
such request, subject to the terms and conditions set forth below.


AGREEMENT


For valuable consideration
received, it is agreed as follows:


1.            AMENDMENTS TO THE CREDIT AGREEMENT. The Credit
Agreement is hereby amended as follows:


1.1.             The Real Estate Note, attached to the Credit Agreement
as Schedule “1.47” is hereby replaced with the $1,853,904.82 Promissory
Note, evidencing extension of the maturity thereof to September 30, 2009, in
form and content as set forth on Schedule “1.1” attached hereto (“Renewal
Note”).


2.            CONDITIONS PRECEDENT. Borrower shall deliver to Bank at or before
closing:


2.1.         This Amendment and all schedules hereto;


2.2.         the Renewal Note; and


2.3.         Any other instruments, documents or agreements reasonably
requested by Bank in connection herewith.


3.            Borrower Ratification. Borrower hereby ratifies and confirms the
Credit Agreement, Security Agreement and all other instruments, documents and
agreements executed by Borrower in connection with the Credit Agreement, and
acknowledges and agrees that they remain in full force and effect, binding and
enforceable against the Borrower in accordance with their terms.


4.            Representations. Borrower represents and warrants
that (i) no Event of Default exists under the Credit Agreement or any
instruments, documents or agreements executed by Borrower in connection
therewith











(collectively,
the “Loan Documents”), and (ii) all representations and warranties made in the
Loan Documents remain true and correct as of the date hereof. Borrower further
represents and warrants that all authority documents delivered to Bank in
connection with the Credit Agreement remain in full force and effect and have
not been modified or changed whatsoever.


5.            Governing Law and Binding Effect. This document
shall be governed by and construed in accordance with the laws of the State of
Oklahoma, and shall inure to the benefit of and be binding upon the parties
hereto, their successors and assigns.


6.            No
Change. Except as expressly amended hereby, the Credit Agreement, and all
instruments, documents and agreements executed and/or delivered by Borrower to
Bank in connection therewith, shall remain in full force and effect and
unchanged.


7.            Costs, Expenses
and Fees. Borrower agrees to pay all costs, expenses and fees incurred by
Bank or otherwise in connection herewith, including, without limitation, all
reasonable attorney fees, costs and expenses of Riggs, Abney, Neal, Turpen,
Orbison & Lewis.


8.            Multiple
Counterparts. This Amendment may be executed in multiple counterparts.


IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective officers thereunto duly authorized, as of the date first
above written.


“Borrower”


	
   

  	
  XETA TECHNOLOGIES, INC.

  
	
   

  	
   

  
	
   

  	
  By

  	
  /s/ Robert B.
  Wagner

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Robert B. Wagner, Chief Financial Officer

  
	
   

  	
   

  
	
   

  	
  “Bank”

  
	
   

  	
   

  
	
   

  	
  BANK OF
  OKLAHOMA, NA

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By

  	
  /s/ Stephen R. Wright

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Stephen R. Wright, Senior Vice President