FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   Woodyatt Ross James 2. Date of Event Requiring Statement (Month/Day/Year) 07/18/2013 3. Issuer Name and Ticker or Trading Symbol xG TECHNOLOGY, INC. [XGTI] (Last) (First) (Middle) 240 S PINEAPPLE AVE, STE 701 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) SARASOTA, FL 34236 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 4,085 D Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options	  (1)	04/14/2021	Common Stock	10,000	$ 7.875	D	Â
Options	  (2)	09/03/2017	Common Stock	2,857	$ 249.55	D	Â
Options	  (3)	01/10/2017	Common Stock	21,428	$ 192.5	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Woodyatt Ross James 240 S PINEAPPLE AVE, STE 701 SARASOTA, FL 34236	Â	Â	  President	Â

Signatures

/s/ James Woodyatt		07/29/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The issue date of the Options pursuant to a 2009 Options Plan is April 14, 2011. The Options have three (3) vesting periods, with the first being April 14, 2012 and the last being April 14, 2014.
(2)	The issue date of the Options pursuant to a 2006 Options Plan is September 3, 2007. The Options have three (3) vesting periods, with the first being September 3, 2008 and the last being September 3, 2010.
(3)	The issue date of the Options pursuant to a 2007 Options Plan is January 10, 2010. The Options have three (3) vesting periods, with the first being January 10, 2008 and the last being January 10, 2010.

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