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

                                  June 5, 2003
                                 Date of Report
                        (Date of earliest event reported)

                          SORRENTO NETWORKS CORPORATION
               (Exact name of Registrant as specified in charter)

                                    DELAWARE
                 (State or other jurisdiction of incorporation)


                                                                    
         0-15810                                                       04-3757586
(Commission File No.)                                (IRS Employer Identification Number)


                               9990 Mesa Rim Road
                           San Diego, California 92121
                     (Address of Principal Executive Office)

                                 (858) 558-3960
              (Registrant's telephone number, including area code)









ITEM 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE

On June 5, 2003 Sorrento Networks Corporation announced the consummation of its
capital and corporate restructuring plan, effective as of June 4, 2003.

A copy of the press release issued by Sorrento Networks Corporation on June 5,
2003 is attached as an exhibit to this report.


This report contains forward-looking statements that are based on current
expectations, estimates, forecasts and projections about the industries in which
we operate, our beliefs and our management's assumptions. Words such as
"expects," "anticipates," "targets," "goals," "projects," "intends," "plans,"
"believes," "seeks," "estimates" and variations of such words and similar
expressions are intended to identify such forward-looking statements. These
statements are not guarantees of future performance and involve certain risks,
uncertainties and assumptions that are difficult to predict. Therefore, actual
outcomes and results may differ materially from what is expressed or forecast in
such forward-looking statements. For a list and description of such risks and
uncertainties, see the reports filed by Sorrento Networks Corporation with the
Securities and Exchange Commission.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

    (a) Not applicable
    (b) Not applicable
    (c) Exhibits         Description
        --------         -----------

        99.1             Press Release dated June 5, 2003.








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.

                                   SORRENTO NETWORKS CORPORATION

DATE: June 6, 2003                 By:      /s/ Joe R. Armstrong
                                            -------------------------
                                            Joe R. Armstrong,
                                            Chief Financial Officer