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                       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 10, 2003


                                 LANTRONIX, INC.
                                 ______________
             (Exact name of registrant as specified in its charter)



   Delaware                         1-16027               33-0362767
   -----------------------       --------------        -----------------
(State or other jurisdiction      (Commission           (IRS Employer
     of incorporation)            File Number)        Identification No.)

                             15353 Barranca Parkway
                                   Irvine, CA
                                      92618
                    (Address of Principal Executive Offices)
                                   (Zip Code)
       Registrant's telephone number, including area code: (949) 453-3990


          (Former name or former address, if changed since last report)

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Item  7.     Financial  Statements  and  Exhibits

     (c)     Exhibits

          The  following  exhibit  is  filed  herewith:

          99.1 Press  Release  dated  September  10, 2003 announcing preliminary
               fourth quarter and fiscal 2003 results with selected consolidated
               balance  sheet data and selected unaudited consolidated statement
               of  operations  data.


Item  12.     Results  of  Operations  and  Financial  Condition.

     Lantronix,  Inc.  announced  in  a  press release on September 10, 2003 the
preliminary  results  of its fourth quarter and fiscal year ended June 30, 2003.
A  copy  of this press release is furnished as Exhibit 99.1 to this report. This
information  shall  not  be  deemed  "filed"  for  purposes of Section 18 of the
Securities  Exchange  Act  of  1934,  as  amended,  and  is  not incorporated by
reference  into any filing of the company, whether made before or after the date
of  this report, regardless of any general incorporation language in the filing.


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                                    SIGNATURE

     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.

                                                   LANTRONIX,  INC.


Date:  September  11,  2003                  By:   /S/ MICHAEL S. OSWALD
                                                   ---------------------------
                                                   Michael S. Oswald
                                                   Vice  President,
                                                   General  Counsel  and
                                                   Secretary


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                                  EXHIBIT INDEX
                                  -------------

          99.1 Press  Release  dated  September  10, 2003 announcing preliminary
               fourth quarter and fiscal 2003 results with selected consolidated
               balance  sheet data and selected unaudited consolidated statement
               of  operations  data.


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