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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


       Date of Report (Date of earliest event reported): October 17, 2002


                        COMMISSION FILE NUMBER 000-27548


                          LIGHTPATH TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)



                DELAWARE                                          86-0708398
    (State or other jurisdiction of                            (I.R.S. Employer
     incorporation or organization)                          Identification No.)


   2603 CHALLENGER TECH CT. SUITE 100                                32826
            ORLANDO, FLORIDA                                      (Zip Code)
(Address of principal executive offices)


              Registrant's telephone number, including area code:
                                 (407) 382-4003


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                          LIGHTPATH TECHNOLOGIES, INC.
                                    FORM 8-K

ITEM 7. EXHIBITS.

     Exhibit   Description
     -------   -----------
       99.1    Press release dated October 17, 2002,  announcing  results of the
               2002 Annual Meeting, preliminary results for the first quarter of
               fiscal 2003 and the conference call on October 31, 2002.

ITEM 9. REGULATION FD DISCLOSURE

     The  information in this report is being  furnished  pursuant to Regulation
     FD. In accordance with General Instruction B.2 of Form 8-K, the information
     in this report shall not be deemed to be "filed" for purposes of Section 18
     of the Securities Exchange Act of 1934, as amended,  nor shall it be deemed
     incorporated  by reference in any filing under the  Securities Act of 1934,
     as amended.  The furnishing of the  information set forth in this report is
     not intended to, and does not,  constitute a determination  or admission as
     to the materiality or completeness of such information.

     On October 17, 2002,  LightPath  Technologies,  Inc. a Delaware corporation
     (the "Company"), issued a press release announcing, among other things, the
     results of the vote from the 2002 Annual Meeting,  preliminary  information
     for the  first  quarter  of fiscal  2003 and that the  Company  intends  to
     release  first  quarter  2003  financial  results,  and to hold a  publicly
     accessible  conference  call,  on October 31, 2002. A copy of the Company's
     press release is attached hereto as Exhibit 99.1 and incorporated herein by
     reference.

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  Report  to be  signed  in its  behalf by the
undersigned, thereunto duly authorized.


                                                    LIGHTPATH TECHNOLOGIES, INC.



                                            By: /s/ Donna Bogue October 17, 2002
                                                --------------------------------
                                                                     DONNA BOGUE
                                                               CFO AND TREASURER