8-K

                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549
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                                  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)  February 10, 2006
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                                Zanett, Inc.
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           (Exact name of registrant as specified in its charter)


Delaware                          0-27068                    56-4389547
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(State or other jurisdiction    (Commission               (IRS Employer
of incorporation)               File Number)             Identification No.)


635 Madison Avenue, 15th Floor, New York, NY                    10022
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(Address of Principal Executive Offices)                      (Zip Code)


Registrant's telephone number, including area code:           (646)502-1800
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        (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 (see General Instruction A.2. below):

__  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 5.02   Departure of Directors or Principal Officers; Election of
            Directors; Appointment of Principal Officers.

      Effective as of the close of business on February 10, 2006, Claudio M.
Guazzoni, formerly President of the Zanett, Inc. (the "Company"), was elected
Chairman of the Board of Directors and appointed Chief Executive Officer of
the Company, replacing David M. McCarthy, who retired from the Company and
the Board of Directors to pursue other entrepreneurial endeavors.  Also,
effective as of the close of business on February 10, 2006, Jack M. Rapport,
formerly the Chief Financial Officer of the Company, was appointed President
of the Company, and Kenneth A. DeRobertis was appointed Chief Financial
Officer.

      Prior to being named Chief Executive Officer, Mr. Guazzoni had served
as President since he co-founded the Company in 2000.  Prior to such time, he
had co-founded The Zanett Securities Corporation in 1993.  At Zanett
Securities Corporation, Mr. Guazzoni was instrumental in the success and
initial public offering of a number of young technology companies, including
YouthStream Media, Inc., Robotic Vision Systems, Inc., SmartServ Online, and
FiberNet Telecom Group.  His previous work in mergers and acquisitions for
Salomon Brothers and past experience as a fund manager responsible for
managing portfolios aggregating in excess of $1.4 billion, provides the
Company with expertise in international finance and deal structuring.

      Prior to being named President of Zanett, Inc., Mr. Rapport had served
as the Chief Financial Officer since April 2001.  Prior to such time, Mr.
Rapport served as the interim Chief Financial Officer of Adept, Inc. and then
the Vice President of Corporate Development for Coriva, Inc., a wholly-owned
subsidiary of Adept, Inc., since early 2000.  From 1998 to early 2000, Mr.
Rapport served as President and Chief Executive Officer of Whitehall Capital
Associates, Ltd., a financial services company, in 1998 and Wyndham Capital
Management, Ltd., a financial consulting firm, in 1999.  From 1995 to 1997,
Mr. Rapport was the Executive Vice President and Chief Financial Officer of
The Pharmacy Fund, Inc., a healthcare finance company.  In total, Mr. Rapport
has over thirty years of financial and business experience in both public and
private corporate settings including:  Bank of America, Manufacturers Hanover
Trust Co. (now JPMorganChase) and Blue Cross and Blue Shield of Maryland.

      Prior to being named Chief Financial Officer, Mr. DeRobertis had served
as the Corporate Controller of the Company since June 2004. Prior to such
time, Mr. DeRobertis served as a consultant to the Company. Prior to joining
the Company on a full time basis, he served as the Director of Corporate
Reporting for Monster Worldwide (formally TMP Worldwide Inc.), the parent
company of Monster, a leading global online careers property, from 2001 to
2003. From 1993 to 2001, Mr. DeRobertis was with The Man Group USA (formally
E.D. & F. Man Inc.), an agricultural / financial services / asset management
firm whose parent company was based in the United Kingdom and listed on the
London Stock Exchange. During this period, he served as the Assistant
Controller to the Brokerage Division from 1993 to 1996, Finance Director for
a derivative bond trading desk in the Asset Management Division from 1996 to
1999 and form 1999 to 2001 he served as the Corporate Controller of North
America.

      After the close of business on February 10, 2006, the Company issued a
press release regarding the management changes discussed above, as well as
the Company's strategic initiatives and financial plan for fiscal year 2006.
The full text of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K.


                                 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.


                                       ZANETT, INC.



Date:  February 14, 2006               By: /s/ Kenneth DeRobertis
                                       Kenneth DeRobertis
                                       Chief Financial Officer



                                Exhibit Index

99.1   Press Release

EX-99

EXHIBIT 99.1

Zanett Positions for 2006 Profitability

Acquisition & Organic Growth Strategy Affirmed

NEW YORK--Feb. 10, 2006--Zanett Inc. ("Zanett", "Company") today announced
highlights of its fiscal year 2006 Strategic Initiatives and Financial Plan
targeting full fiscal year 2006 profitability:

2006 Financial Goals

- - Significant organic revenue growth currently forecasted from continuing
operations.
- - Corporate Overhead Expenses to be cut by more than 30%.
- - Fiscal Year 2006 comparable results ("comps") to benefit from one-time
year-end 2005 non-cash charges of up to $2.0 million, primarily related to
the sale of a discontinued or non-performing hardware group.

2006 Strategic Initiatives

- - Government sector acquisitions targeted to increase homeland defense
footprint
- - Commercial sector acquisitions targeted to increase the breadth and
geography of Oracle service offerings.
- - Leveraging of commercial capabilities to win Department of Defense
transformation contracts.

Management Alignment

At a special meeting of the Company's Board of Directors several management
changes were made to take effect today

- - Claudio Guazzoni, current President and newly elected Chairman of the
Board, to assume the title of CEO, replacing David McCarthy.
- - Jack Rapport, current CFO, promoted to Zanett President.
- - Ken DeRobertis, current comptroller, promoted to CFO.

David McCarthy, outgoing CEO, stated, "As a founding entrepreneur in this
company, I take great pride having led Zanett from $0 to almost $40 million
in business revenue during its initial phase of development. Our 2006 plan to
continue acquiring while accelerating organic growth and focusing on the
bottom-line is sound and has my support. The management team for our next
stage of development is stellar and I believe the shareholders will be
pleased with their results."

About Zanett (www.zanett.com)

Zanett is an information technology ("IT") company that provides customized,
mission-critical IT solutions to Fortune 500 corporations, mid-market
companies, and classified government agencies involved in Homeland Defense
and Homeland Security. The Company operates in two segments: Government
Solutions and Commercial Solutions.

The Government Solutions segment specializes in providing advanced software
and satellite engineering services with domain area expertise in the realm of
classified geospatial data exploitation and representation as well as IT
infrastructure related to Homeland Defense and Homeland Security.

The Company's Commercial Solutions segment provides full lifecycle, high
value, end-to-end business solutions including services to initiate, develop
and implement e-business systems, application development, project
management, business analysis, architecture design, package customization,
testing and quality assurance and implementation management, implementation
of ERP, supply chain management ("SCM") and customer relationship management
("CRM") systems, and voice and data communications network integration
solutions that include the provision of hardware, peripheral equipment and
telecommunications lines for voice and data communications networks as well
as related security and design services.

Zanett is headquartered in New York City and has offices in Boston,
Cincinnati, Indianapolis, and Denver. Founded in 2000, Zanett is listed on
the NASDAQ Capital Market under the symbol ZANE.

PLEASE READ THE FOLLOWING

Certain statements in this news release regarding projected results of
operations or, projected results of financial plans or future strategies and
initiatives, including, but not limited to, projections of revenue,
projections of profitability, any and all future expectation, and plans for
future activities may and should be regarded as "forward looking statements"
within the meaning of the Securities Litigation Reform Act. These statements
involve, among other things, known and unknown risks, uncertainties and other
factors that may cause Zanett, Inc.'s actual results, levels of activity,
performance or achievements to be materially different from any future
results, levels of activity, performance or achievements expressed or implied
by such forward-looking statements. Zanett currently is considering, but in
reality may or may not in the future implement any or all of the items and
issues listed in any planned budget or strategic initiative, due to, among
other things, such known and unknown risks, uncertainties and other factors.
Circumstances do change, and when the facts change, Zanett shall endeavor to
remain as flexible as possible, and adjust its strategy accordingly. Zanett,
Inc. undertakes no obligation to publicly update or revise any forward-
looking statements, whether as a result of new information, future events,
change in strategy, or otherwise. The abovementioned listing of risks and
uncertainties is not inclusive. For a more detailed discussion of some of the
risks and uncertainties that may affect Zanett, Inc., see Zanett, Inc.'s
filings with the Securities and Exchange Commission, including its Annual
Report on Form 10-KSB, as amended, for the year ended December 31, 2004 and
its Quarterly Report on Form 10-QSB for the quarter ended June 30, 2005 and
September 30, 2005.

Contact:
BPC Financial Marketing
John Baldissera, 800-368-1217