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): ~~September~~January 1230, ~~2007~~ 2008

ZONES, INC.

(Exact name of Registrant as Specified in its Charter)

WASHINGTON		0-28488		91-1431894
(State or other jurisdiction incorporation or organization)		(Commission File Number)		(I.R.S. Employer of Identification Number)

1102 15th Street SW, Suite 102, Auburn, Washington 98001-6509

(Address of Principal Administrative Offices)

Registrant’s Telephone Number, Including Area Code: (253) 205-3000

Click 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 communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£ o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£ 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 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1 2.0102. ~~Entry~~Results ~~into~~of aOperations ~~Material~~and ~~Definitive Agreement~~Financial Condition.

On ~~September~~ January 1230, ~~2007~~2008, Zones, Inc. ~~(the~~issued ~~“Company”)~~a ~~amended~~press ~~and~~release ~~restated~~announcing its ~~Loan and~~financial ~~Security~~ results ~~Agreement~~for (the ~~“Amendment”)~~quarter ~~with~~and GEyear ~~Commercial~~ended ~~Distribution~~December ~~Finance Corporation (formerly known as Transamerica Commercial Finance Corporation) (“Lender”). The Amendment is effective as of September 12~~31, 2007,. A ~~and~~copy ~~amends~~ of the ~~Amended~~press ~~and Restated~~release ~~Loan~~is ~~and~~furnished ~~Security~~as ~~Agreement~~Exhibit ~~dated April 11, 2003~~99.1.

~~Pursuant~~The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed to ~~the~~be ~~terms~~"filed" for purposes of Section 18 of the ~~Amendment,~~Securities Exchange ~~Lender~~Act ~~has~~of ~~agreed~~1934, toas ~~increase~~amended (the ~~maximum~~"Exchange ~~credit amount~~Act"), or otherwise subject to the ~~$50.0~~liability ~~million~~of that section, and ~~replace~~shall ~~certain~~not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, ~~its~~as ~~financial~~amended, or the Exchange Act, except as shall be expressly set forth ~~covenants~~ by specific reference in such filing.

~~The~~Item foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the terms of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8~~-K and is incorporated herein by reference~~.01. Other Events

Increase in Buyback Authorization

On January 30, 2008, the Board of Directors approved an amendment to the Company’s stock repurchase program. Under the plan as amended, the Company may repurchase up to an additional $3.0 million in shares of the Company’s common stock, in either open market or private transactions at prevailing market prices, until February 28, 2009. The exact timing and amount of purchases will depend on market prices.

Item 9.01. Financial Statements and Exhibits.

Exhibit 10 99.1, ~~Amendment~~Press ~~No.~~release 7dated toJanuary ~~Amended~~30, ~~and~~2008, ~~Restated~~announcing ~~Loan~~quarter and ~~Security~~year ended ~~Agreement~~ December 31, 2007 financial results.

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.

	ZONES, INC.
Dated: September 18, 2007	/s/ RONALD P. MCFADDEN
Dated: February 5, 2008	/s/ RONALD P. MCFADDEN
	By: Ronald P. McFadden
	Its: Secretary and Chief Financial Officer

EXHIBIT INDEX

EXHIBIT No.	~~DESCRIPTION~~	DESCRIPTION
10.1	Amendment No. 7 to Amended and Restated Loan and Security Agreement
99.1		Press Release, dated January 30, 2008

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