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) ~~December~~June 227, ~~2002~~ 2003

NETLOJIX COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

0-27580 87-0378021

(Commission File Number) (I.R.S. Employer Identification No.)

501 Bath Street, Santa Barbara, California 93101

(Address of Principal Executive Offices) (Zip Code)

(805) 884-6300

(Registrant's Telephone Number, Including Area Code)

ITEM 51.~~OTHER~~ ~~EVENTS~~CHANGES ~~AND~~IN ~~REQUIRED~~CONTROL FDOF ~~DISCLOSURE~~REGISTRANT.

OnAs previously reported, on December 228, 2002, NetLojix Communications, Inc. (~~the~~ "~~Registrant~~NetLojix") ~~announced~~entered ~~that~~into itan ~~has~~Agreement ~~received~~and aPlan ~~proposal~~of ~~for~~Merger (the "merger ofagreement") awith ~~corporation~~NetLojix Acquisitions toCorporation be("NAC"). NAC ~~formed~~was owned and controlled by Anthony E. Papa and James P. Pisani, ~~(the Registrant~~NetLojix's Chief Executive Officer and President, respectively) (together, ~~with and into~~ the ~~Registrant, resulting~~"Executives"). The inmerger aagreement ~~going~~provided ~~private~~for ~~transaction.~~the ~~A copy~~ merger of ~~the~~NAC ~~press~~with ~~release~~and ~~issued~~into ~~by Registrant on December 2~~NetLojix, ~~2002,~~with ~~concerning~~NetLojix as the ~~proposed~~surviving ~~transaction~~corporation ~~is filed~~(the ~~herewith as Exhibit 99~~"merger").~~1 and is incorporated herein by reference.~~

~~ITEM~~On 7:May ~~FINANCIAL~~30, ~~STATEMENTS~~2003, ~~PRO~~NetLojix ~~FORMA~~filed with the Securities and ~~FINANCIAL~~Exchange ~~INFORMATION~~Commission ~~AND~~its ~~EXHIBITS~~definitive proxy statement in connection with the special meeting at which its stockholders considered a proposal to adopt the merger agreement and approve the merger. At the special meeting of stockholders, which was held on June 26, 2003, NetLojix's stockholders voted to adopt the merger agreement and approve the merger.

~~(c)~~ Immediately after the special meeting of stockholders, the ~~EXHIBITS~~Executives each transferred 856,563 shares of NetLojix common stock to NAC so that, immediately prior to the merger, NAC owned 1,713,126 shares of NetLojix common stock, representing approximately 11. 7% of the 14,695,149 shares of NetLojix common stock then outstanding.

99The merger became effective on June 27, 2003, when a Certificate of Merger was filed with the Secretary of State of the State of Delaware (the "effective time").~~1 Press~~ ~~Release~~Pursuant to the merger agreement, ~~dated~~at ~~December~~the effective 2time, ~~2002~~NAC was merged with and into NetLojix, with NetLojix surviving the merger, and each issued and outstanding share of NetLojix common stock was converted into the ~~Registrant~~right to receive $0.02 in cash without interest (the "merger consideration"), except that: (i) shares of NetLojix common stock held as treasury stock immediately prior to the effective time were canceled without any payment therefor; (ii) shares of NetLojix common stock held by NAC immediately prior to the effective time of the merger were canceled without any payment therefor; and (iii) shares of NetLojix common stock held by stockholders who perfect their appraisal rights will not receive the merger consideration but instead will be subject to appraisal in accordance with Delaware law. Also at the effective time, the outstanding common stock of NAC (all of which was owned by the Executives) was converted into common stock of NetLojix. As a result, all of the common stock of NetLojix is now owned by the Executives. All outstanding stock options were cancelled as of the effective time. Shares of NetLojix's Series A Convertible Preferred Stock continue to be held by Tommy Lin and Patrick Lin, although the terms of such preferred stock were modified as part of the merger.

2DTL One, LLC, a Nevada limited liability company owned and controlled by Jeffrey J. Jensen ("DTL"), has financed the payment of the merger consideration and related expenses by NAC. DTL is NetLojix's current secured lender. As of March 31, 2003, NetLojix owed DTL approximately $1,200,000 pursuant to its secured loan agreement. DTL will advance NetLojix up to an additional $300,000 for payment of the merger consideration and related expenses. This amount will be combined with the balance outstanding under the NetLojix loan, and the resulting amount will be amortized over a five-year period commencing on the closing date of the merger. NetLojix will pay interest on all amounts owed to DTL at a rate of 7% initially, but rising to 10% over the repayment term.

~~SIGNATURES~~ 2

~~Pursuant~~NetLojix filed toa ~~the~~certification ~~requirements~~and notice of ~~the~~termination ~~Securities Exchange Act~~ of ~~1934,~~registration ~~the~~on ~~Registrant~~Form ~~has~~15 ~~duly~~with the ~~caused~~Securities ~~this~~and ~~report~~Exchange toCommission ~~be signed~~ on ~~its~~June ~~behalf~~27, ~~by the undersigned hereunto duly authorized~~2003.

	NETLOJIX COMMUNICATIONS, INC.
Dated: December 2, 2002	By: /s/ GREGORY J. WILSON
	Gregory J. Wilson
	Treasurer and Controller (Principal Financial and Accounting Officer)

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

3 The disclosure set forth under Item 1. above is incorporated herein by this reference.

ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE.

On June 27, 2003, NetLojix disseminated a press release with respect to the closing of the merger and related matters. A copy of such press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c) EXHIBITS.

99.1 Press Release, dated June 27, 2003, of NetLojix.

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.

	NETLOJIX COMMUNICATIONS, INC.



Dated: June 27, 2003	By: /s/ ANTHONY E. PAPA
	Anthony E. Papa
	Chairman and Chief Executive Officer (Principal Executive Officer)

EXHIBIT INDEX

Exhibit
Number Description

99.1 Press Release, dated June 27, 2003, of NetLojix.

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