UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~July~~ April 29, ~~2007~~2008 (April 7, 2008)

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SIENA TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

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

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5625 Arville, Suite E Las Vegas, Nevada 89118 (Address of principal executive offices) (Zip Code)


Nevada	000-25499	88-0390360
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

~~(702)~~5625 ~~889-8777~~Arville ~~(Registrant's~~Street, ~~telephone~~Suite ~~number~~E, ~~including~~Las ~~area~~Vegas, ~~code)~~Nevada 89118

(Address of Principal Executive Office) (Zip Code)

(702) 889-8777

(Registrant’s telephone number, including area code)

N/A

(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~~(b)~~ under the Exchange Act (17 CFR 240.14a-12(b))

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 1.01

~~Information~~ENTRY toINTO beA ~~Included~~MATERIAL inDEFINITIVE ~~the Report~~AGREEMENT

~~Item~~On 1April 7, 2008, Siena Technologies, Inc.01 ~~Entry~~(“Siena” ~~Into~~or the “Company”) entered into an Asset Purchase Agreement (the “Agreement”) with Mr. J. Michael Kelley, Kelley II, LLC, a ~~Material~~newly ~~Definitive~~formed Nevada limited liability company (“Kelley II”), and Kelley Communication Company, Inc., a Nevada corporation, and a wholly owned subsidiary of the Company (“Kelley Communication”). Mr. Kelley owns 100% of the limited liability company membership interests of Kelley II, and is its sole managing member. Additionally, he may be deemed to be the beneficial owner of approximately 13,816,577 shares of Siena’s capital stock (the “Kelley Shares”), and is a former director of the Company, who served from September 22, 2005 until January 2008. Mr. Kelley has transferred the Kelley Shares to Kelley II for purposes of consummating the transactions contemplated by the Agreement.

~~On July 2, 2007, Siena Technologies, Inc. (the “Company”) entered into a Factoring and Security Agreement (the “Agreement”) with Dutchess Private Equities Fund, Ltd. (“Dutchess”).~~ The Company ~~assigned~~had ~~accounts~~acquired ~~receivable~~Kelly ofCommunication ~~its~~on ~~wholly owned subsidiary~~September 22, 2005. Kelley Communication ~~Company~~, ~~Inc.~~which ~~(“Kelley”)~~operates inthrough ~~the~~two ~~approximate amount of $224~~divisions,~~000.00~~ ~~(two~~Kelley ~~hundred~~Technologies and ~~twenty~~Enhance ~~four~~Home ~~thousand dollars) in exchange for $215~~Technology,~~000.00~~ ~~(two~~specializes ~~hundred and fifteen thousand dollars)~~ in ~~cash.~~the ~~The amounts outstanding accrue interest at 3% per month~~design, ~~compounded~~development ~~daily,~~ and ~~the~~integration ~~balance~~ of ~~$215,000~~automated issystem ~~due~~networks ~~and~~known ~~payable~~as on“smart ~~or before September 15~~technologies,” ~~2007.~~primarily ~~The~~for ~~Company is required to pay minimum interest payments in~~ the ~~amount of $2~~gaming,~~500.00~~ ~~(two~~entertainment ~~thousand~~and ~~five~~luxury ~~hundred~~residential ~~dollars)~~markets. As of July 3, 2007, Kelley has approximately $931,000 of collectible accounts receivable, of which approximately $610,000 has been used as collateral to secure remaining outstanding factored accounts receivable with Dutchess. The Company paid Dutchess a $5,000 fee for this transaction.

~~The~~Pursuant ~~Company~~to isthe ~~required~~Agreement, Kelly Communication sold certain of its Assets to ~~make~~Kelley ~~mandatory~~II. Such ~~repayments~~assets include, but are not limited to ~~Dutchess~~all ~~within~~equipment, ~~one~~all ~~business~~rights ~~day~~of asthe ~~each~~Kelly Communication against vendors, all customer lists, files and related information, all inventory, all rights of the ~~factored~~Kelly ~~accounts~~Communication ~~receivable~~under ~~are~~certain ~~collected~~contracts, all permits, all intellectual property of Kelly Communication, including trademarks, service marks, trade names, domain names, web sites, phone, fax and email addresses, all rights or choses in action following the closing of the acquisition related to Kelly Communication’s business, all books and records, all computer software, hardware, data rights and documentation, all cash and cash equivalents, and all goodwill related to these assets. Certain ~~The~~assets ~~Company~~of ~~may~~Kelly ~~prepay~~Communication ~~such~~were ~~amounts~~excluded atfrom ~~any~~the ~~time~~transaction. A ~~without~~complete ~~penalty~~description of the assets sold and the excluded assets are set forth in the Agreement.

~~Dutchess~~In ~~has~~exchange for the ~~right~~sale toof ~~increase~~ the ~~face~~Assets, ~~amount~~Kelley ofII ~~the~~assumed ~~Agreement~~certain byliabilities ~~10%~~of ~~for~~Kelley ~~each~~Communication, ~~event~~which ofinclude, ~~default~~but byare ~~the~~not ~~Company~~limited ~~under~~to, the ~~Agreement. Also~~liabilities, ~~Dutchess~~if ~~may~~any, ~~elect~~relating to ~~increase~~ the ~~face~~Obligations ~~amount~~and ~~under~~Liabilities ~~the Agreement by 3%~~ (each ~~month~~ as ~~liquidated~~defined ~~damages,~~in ~~which~~the ~~will~~Agreement) ~~be compounded daily. Additionally, on an event~~ of ~~default,~~Kelly ~~Dutchess~~Communication ~~has~~and ~~the~~Siena ~~right~~with respect to ~~convert~~ the ~~remaining~~sale ~~amount~~of ~~owed~~Tuscany ~~under~~Services, ~~the~~LLC, ~~Agreement~~with respect to athat ~~convertible~~certain ~~debenture~~Settlement ~~with~~Agreement adated ~~three~~January ~~year~~31, ~~term~~2007, ~~which~~by ~~bears~~and ~~interest~~between atKelly aCommunication, ~~rate~~Kelley ofTechnologies, ~~15%~~LLC, ~~per~~Michael ~~annum~~Kelley, ~~(the~~Siena, ~~“Convertible~~Lisa ~~Debenture”).~~Cox, ~~The~~individually ~~Convertible~~and ~~Debenture~~as ~~will~~Special beAdministratrix ~~convertible into shares~~ of the ~~Company’s~~Estate ~~common stock at the lesser~~ of ~~(i)~~Stephen ~~fifty~~L. ~~percent~~Cox, ~~(50%)~~and ofwith ~~the~~respect ~~lowest~~to ~~closing~~that ~~bid~~certain ~~price~~Confession of ~~the~~Judgment ~~Company’s~~entered ~~common~~into ~~stock~~by ~~during~~ the ~~fifteen~~District ~~(15)~~Court, ~~trading~~Clark ~~days~~County, ~~immediately~~Nevada, ~~preceding~~dated ~~the~~December ~~date~~1, of2007, ~~conversion~~in orfavor ~~(ii) 100%~~ of ~~the~~Technology ~~lowest~~In ~~bid~~Practice, ~~price~~LLC ~~for~~against ~~the~~Kelly ~~twenty (20) trading days immediately preceding the conversion~~Communication.

~~The terms of the Agreement prohibit the Company from entering into any additional financing agreements~~Additionally, ~~debt~~in orexchange ~~equity,~~for ~~without Dutchess’ prior expressed written consent. The Company is also prohibited from filing any registration statements until all amounts owed under~~ the ~~Agreement are paid in full. Finally~~Assets, ~~Dutchess~~Kelley ~~has~~II ~~the~~assigned ~~right~~and totransferred ~~modify the terms of the Agreement~~ to beSiena ~~the~~all ~~same as any terms in any future offerings that Dutchess deems to be more favorable than the terms~~ of the ~~Agreement~~Kelley Shares.

~~Item~~The ~~3.02~~closing ~~Unregistered~~of ~~Sales~~the transaction is expected to occur on or about May 15, 2008, and is subject to the satisfaction of ~~Equity~~certain ~~Securities~~closing conditions, including but not limited to approval of the transaction by the holders of a majority of the issued and outstanding common stock of Siena.

OnThe ~~July~~foregoing 2,summary ~~2007,~~of the ~~Company~~Asset ~~entered~~Purchase ~~into the~~ Agreement ~~with~~and ~~Dutchess,~~of ~~which permits Dutchess to convert~~ the ~~remaining~~transactions ~~amount~~contemplated ~~owed~~thereby, bydoes ~~the~~not ~~Company~~purport ~~under~~to ~~the~~be ~~Agreement~~complete ~~into~~and ais ~~Convertible~~qualified ~~Debenture~~in ~~upon~~its anentirety ~~event of default~~ by ~~the~~reference ~~Company.~~to ~~The Convertible Debenture will be convertible into shares of~~ the ~~Company’s~~definitive ~~common~~transaction ~~stock~~document, ata ~~the~~copy ~~lesser~~ of ~~(i)~~which ~~fifty~~is ~~percent~~attached ~~(50%)~~as ofan ~~the~~exhibit ~~lowest~~to ~~closing~~this ~~bid~~Current ~~price~~Report ofon ~~the~~Form Company’s common stock during the fifteen (15) trading days immediately preceding the date of conversion or (ii) 100% of the lowest bid price for the twenty (20) trading days immediately preceding the conversion8-K.

2ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

~~The Agreement was issued relying upon the exemption from registration provided by Section 4~~(~~2) of the Securities Act for “transactions by the issuer not involving~~ a ~~public offering,” in transactions that fell within the safe harbor provided by Rule 506 of Regulation D of the Securities Act of 1933, as amended (the “4(2~~) ~~Exemption”).~~FINANCIAL IfSTATEMENTS ~~the~~OF ~~Convertible~~BUSINESS ~~Debenture is issued, it will be issued pursuant to the 4(2) Exemption~~ACQUIRED. Unless the shares of common stock issuable upon exercise of the Convertible Debenture have been registered with the Securities and Exchange Commission prior to their issuance, such shares will also be issued in “transactions by the issuer not involving a public offering,“ in reliance upon the exemption from registration provided by the 4(2) Exemption.

~~Item~~Not 9applicable.~~01 Financial Statements and Exhibits~~

(db) ~~Exhibits~~PRO FORMA FINANCIAL INFORMATION.

~~Exhibit~~Not Noapplicable. ~~Description~~

~~10.20~~(c) ~~Factoring~~SHELL ~~and~~COMPANY ~~Security Agreement dated July 2, 2007 between the Company and Dutchess Private Equities Fund, Ltd~~TRANSACTIONS.

~~SIGNATURES~~Not applicable.

~~Pursuant~~(d) ~~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~~EXHIBITS.

SIENA TECHNOLOGIES, INC. July 6, 2007 /s/ James Michael Kelley James Michael Kelley Executive Vice President of Administration


Exhibit Number	Description
10.1	Asset Purchase Agreement, dated as of April 7, 2008, by and among Siena Technologies, Inc., Kelley II, LLC, J. Michael Kelley and Kelley Communication Company, Inc.

~~EXHIBIT INDEX~~SIGNATURES

Exhibit No.	Description	Method of Filing
10.20	Factoring and Security Agreement dated July 2, 2007 between the Company and Dutchess Private Equities Fund, Ltd.	Filed herewith electronically

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.

3SIENA TECHNOLOGIES, INC. By: /s/ Anthony DeLise Anthony DeLise Interim President and CEO

Date: April 9, 2008

INDEX TO EXHIBITS


Exhibit Number	Description
10.1	Asset Purchase Agreement, dated as of April 7, 2008, by and among Siena Technologies, Inc., Kelley II, LLC, J. Michael Kelley and Kelley Communication Company, Inc.

Filing Compare · XNE, Inc.