XATA Xrs Corporation (MM)

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CUSIP NO. 983882309 13G PAGE 2 OF 5 PAGES
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 1 NAME OF REPORTING PERSON
 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY):


 Ashford Capital Management, Inc.
----- --------------------------------------------------------------------------
 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 (a) [ ]
 (b) [ ]
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 3 SEC USE ONLY

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 4 CITIZENSHIP OR PLACE OF ORGANIZATION

 Delaware
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 5 SOLE VOTING POWER

 1,375,658 shares
 NUMBER OF ----- ------------------------------------------------
 SHARES 6 SHARED VOTING POWER
 BENEFICIALLY
 OWNED BY 0
 EACH ----- ------------------------------------------------
 REPORTING 7 SOLE DISPOSITIVE POWER
 PERSON
 WITH 1,375,658 shares
 ----- ------------------------------------------------
 8 SHARED DISPOSITIVE POWER

 0
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 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 1,375,658 shares

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 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ]


----- --------------------------------------------------------------------------
 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 15.65%
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 12 TYPE OF REPORTING PERSON*

 IA
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CUSIP NO. 983882309 13G PAGE 3 OF 5 PAGES
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ITEM 1.

 (a) Name of Issuer:

 XATA Corporation

 (b) Address of Issuer's Principal Executive Offices:

 151 E. Cliff Road, Suite 10, Burnsville, Minnesota 55337

ITEM 2.

 (a) Name of Person Filing:

 Ashford Capital Management, Inc.

 (b) Address of Principal Business Office or, if none, Residence:

 P.O. Box 4172, Wilmington, DE 19807

 (c) Citizenship: A Delaware Corporation

 (d) Title of Class of Securities: Common Stock, $0.01 Par Value Per
 Share

 (e) CUSIP Number: 983882309

ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SS.SS.240.13D-1(B) OR
 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

 (a) |_| Broker or dealer registered under section 15 of the Act

 (b) |_| Bank as defined in section 3(a)(6) of the Act

 (c) |_| Insurance company as defined in section 3(a)(19) of the Act

 (d) |_| Investment company registered under section 8 of the Investment
 Company Act of 1940

 (e) |X| An investment adviser in accordance with
 ss.240.13d-1(b)(1(ii)(E)

 (f) |_| An employee benefit plan or endowment fund in accordance with
 ss.240.13d-1(b)(1)(ii)(F)

 (g) |_| A parent holding company or control person in accordance with
 ss.240.13d-1(b)(1)(ii)(G)

 (h) |_| A savings association as defined in section 3(b) of the Federal
 Deposit Insurance Act

 (i) |_| A church plan that is excluded from the definition of an
 investment company under section 3(c)(14) of the Investment
 Company Act of 1940

 (j) |_| Group, in accordance with ss.240.13d-1(b)-1(ii)(J)

ITEM 4. OWNERSHIP

 Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.

 (a) Amount Beneficially Owned: 1,375,658 shares


 (b) Percent of Class: 15.65%

 The foregoing percentage is calculated based on 8,787,994 shares of
 Common Stock reported to be outstanding as of December 1, 2009 in
 the Issuer's Annual Report filed on Form 10-K.

 (c) Number of shares as to which such person has:

 (i) Sole power to vote or to direct the vote: 1,375,658 shares

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CUSIP NO. 983882309 13G PAGE 4 OF 5 PAGES
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 (ii) Shared power to vote or to direct the vote: 0 shares

 (iii) Sole power to dispose or to direct the disposition of:
 1,375,658 shares

 (iv) Shared power to dispose or to direct the disposition of:
 0 shares

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following |_|. N/A

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

 The shares reported by the Reporting Person, a registered investment
advisor, are held in separate individual client accounts, two separate limited
partnerships and three commingled funds.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
 SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

 N/A

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

 N/A

ITEM 9. NOTICE OF DISSOLUTION OF GROUP

 N/A

ITEM 10. CERTIFICATION

 By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.

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CUSIP NO. 983882309 13G PAGE 5 OF 5 PAGES
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 SIGNATURE

 After reasonable inquiry and to the best of its knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Date: February 12, 2010

ASHFORD CAPITAL MANAGEMENT, INC.


By: /s/ Anthony Petrucci
 -----------------------------
 Anthony M. Petrucci
 Chief Financial Officer and Chief Compliance Officer