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~~ Report (Date of earliest event reported): ~~November~~December 2617, 2008

XEDAR CORPORATION

(Exact name of registrant as specified in its charter)

Colorado		000-08356		84-0684753
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

3773 Cherry Creek North Drive, Suite 995

Denver, CO 80209

(Address, including zip code, of principal executive offices)

Registrant's telephone number, including area code: (303) 377-0033

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:

[ ] 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))

Item 31.02 ~~Unregistered~~Termination ~~Sales~~ of ~~Equity~~a ~~Securities~~Material Definitive Agreement

On ~~November~~ ~~26,~~December 17, 2008, ~~Xedar~~by ~~Corporation~~service ~~(“Company”)~~of ~~sold~~a summons and ~~issued~~complaint, inwe acommenced ~~private~~eviction proceedings ~~placement,~~against anRE ~~aggregate of 3~~Expert,~~000,000~~ ~~shares~~LLC of(“RE ~~its~~Expert”) noconcerning ~~par~~the ~~value~~premises ~~common stock~~ (“~~Shares~~Premises”), located ~~together~~at ~~with~~8310 anS. ~~aggregate~~Valley ofHighway, 3Suite 220,~~000~~ Englewood,~~000~~ ~~warrants~~CO 80112.. As ~~(“Warrants”)~~previously ~~to purchase~~reported, ~~Shares~~RE atExpert anwas ~~exercise~~the ~~price~~Sublesee under the terms of ~~$1.00~~a ~~per~~sublease ~~share~~dated July 16, ~~which~~2008 ~~Warrants~~(“Sublease”). Pursuant ~~have~~to athe ~~term~~terms of 5the ~~years. The~~Sublease, ~~Shares~~RE ~~and~~Expert ~~Warrants~~was ~~were~~obligated ~~sold~~to ~~for~~pay anus ~~aggregate purchase~~rent ~~price~~in ofthe amount of $111,~~500,000~~622.33 ~~pursuant~~per tomonth, ~~the~~due ~~terms~~ and ~~conditions~~payable, ~~of subscription agreements~~ in ~~substantially~~advance, on the ~~form~~first ~~attached~~day ~~hereto~~of ~~as Exhibit~~each 99month.1. ~~The~~RE ~~Shares~~Expert ~~and~~failed ~~Warrants~~to ~~were~~pay ~~offered~~rent ~~and~~in ~~sold~~the tomonths ~~accredited investors~~of ~~only~~October, November, ~~without~~and ~~registration~~December. As ~~under~~a ~~the~~result, ~~Securities~~we ~~Act~~have ofretained ~~1933,~~RE asExpert’s ~~amended~~security ~~(“Act”),~~deposit orin ~~state~~the ~~securities~~amount ~~laws,~~of inone ~~reliance~~month’s onrent, terminated the ~~exemptions~~Sublease, and ~~provided~~commenced bythe ~~Section~~eviction ~~4(2)~~proceedings ofin accordance with Colorado law. In the ~~Act~~interim, ~~and~~RE ~~Regulation~~Expert Dabandoned ~~promulgated~~the ~~there under~~Premises, ~~and~~ inremoved ~~reliance~~its personal onproperty ~~similar~~therfrom, ~~exemptions~~and ~~under~~returned ~~applicable~~the ~~state~~keys ~~securities laws~~thereto.

~~The foregoing~~Under ~~description of~~ the ~~subscription~~terms ~~agreements, and securities issued pursuant thereto, does not purport to be a complete description~~ of ~~all~~our oflease ~~the~~with ~~material~~Best ~~terms~~Property ofFund, ~~the~~L.P., ~~rights~~dated ~~and~~February ~~obligations~~19, of2003 (the ~~parties thereto~~“Lease”), ~~but~~we isare ~~only~~still aobligated ~~summary~~to ~~thereof~~pay ~~and is qualified in its entirety by reference to~~ the ~~from~~rent ofdue ~~subscription~~thereunder, ~~agreement~~notwithstanding ~~and exhibits thereto which are attached as~~the ~~Exhibit~~breach ~~99.1~~or totermination ~~this~~of ~~Current~~the ~~Report~~Sublease onby ~~Form~~RE ~~8-K~~Expert.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Number	Description
99.1	Form of Subscription Agreement, Equity Round Offering (Units consisting of Shares and Warrants)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, Xedar has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Xedar Corporation
Dated: December 2, 2008	By:	/s/ Hugh Williamson III
Dated: December 23, 2008	By:	/s/ Hugh Williamson III
		Hugh Williamson III Chairman, President and CEO

Exhibit Index

Number	Description
99.1	Form of Subscription Agreement, Equity Round Offering (Units consisting of Shares and Warrants)

Filing Compare · XEDAR CORP