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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):
                                August 13, 2004

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


   Delaware                         1-16027               33-0362767
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(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  5.     Other  Events

          Lantronix, Inc. announced in a press release on August 13, 2004 it has
          been  served  with  a  patent  infringement  lawsuit  filed  by  Digi
          International,  Inc.  Lantronix  believes the claims are without merit
          and it intends to vigorously defend its position. 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.

Item  7.     Financial  Statements  and  Exhibits

     (c)     Exhibits

     99.1 Press  Release  dated  August  13,  2004 announcing Lantronix has been
          served with a patent infringement lawsuit filed by Digi International,
          Inc.  and  believes  the  claims  are  without  merit.


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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:  August  17,  2004     By:    /s/  James  W.  Kerrigan
                                    --------------------------
                                    James  W.  Kerrigan
                                    Chief  Financial  Officer



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

     99.1 Press  Release  dated  August  13,  2004 announcing Lantronix has been
          served with a patent infringement lawsuit filed by Digi International,
          Inc.  and  believes  the  claims  are  without  merit.


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