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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001170918-06-000199.txt : 20060306
<SEC-HEADER>0001170918-06-000199.hdr.sgml : 20060306
<ACCEPTANCE-DATETIME>20060306164213
ACCESSION NUMBER:		0001170918-06-000199
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060301
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060306
DATE AS OF CHANGE:		20060306

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			INTERLINK ELECTRONICS INC
		CENTRAL INDEX KEY:			0000828146
		STANDARD INDUSTRIAL CLASSIFICATION:	COMPUTER PERIPHERAL EQUIPMENT, NEC [3577]
		IRS NUMBER:				770056625
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-21858
		FILM NUMBER:		06667706

	BUSINESS ADDRESS:	
		STREET 1:		546 FLYNN RD
		CITY:			CAMARILLO
		STATE:			CA
		ZIP:			93012
		BUSINESS PHONE:		8054848855

	MAIL ADDRESS:	
		STREET 1:		546 FLYNN ROAD
		CITY:			CAMARILLO
		STATE:			CA
		ZIP:			93012

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	INTERLINK ELECTRONICS
		DATE OF NAME CHANGE:	19940525
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>fm8k-030106.txt
<TEXT>

                                  UNITED STATES
                       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): MARCH 1, 2006


                           INTERLINK ELECTRONICS, INC.
             (Exact name of registrant as specified in its charter)

         DELAWARE                    0-21858                    77-0056625
(State or other jurisdiction       (Commission                (IRS Employer
      of incorporation)             File Number)             Identification No.)


          546 FLYNN ROAD, CAMARILLO, CALIFORNIA                   93012
         (Address of principal executive offices)               (Zip Code)


       Registrant's telephone number, including area code: (805) 484-8855



                                    NO CHANGE
          (Former name or former address, if changed since last report)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

|_|      Written  communications  pursuant to Rule 425 under the  Securities Act
         (17 CFR 230.425)

_|       Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)

|_|      Pre-commencement  communications  pursuant to Rule  14d-2(b)  under the
         Exchange Act (17 CFR 240.14d-2(b))

|_|      Pre-commencement  communications  pursuant to Rule  13e-4(c)  under the
         Exchange Act (17 CFR 240.13e-4(c))


<PAGE>


ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         On March 1, 2006, Interlink Electronics,  Inc. (the "Company") issued a
press  release  announcing  the  completion  of  the  independent  investigation
undertaken at the direction of the Audit Committee by Dorsey & Whitney,  LLP and
indicating the Company's intention to file restated financial statements. A copy
of the  press  release  is  attached  as  Exhibit  99.1 and is  incorporated  by
reference herein.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)      Exhibits.

                  99.1     Press Release dated March 1, 2006.


                                       2
<PAGE>


                                    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.

         Date:  March 6, 2006.


                                    INTERLINK ELECTRONICS, INC.



                                    By    /S/ CHARLES C. BEST
                                          --------------------------------------
                                          Charles C. Best
                                          Chief Financial Officer


                                       3
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>ex99-1d.txt
<DESCRIPTION>EX-99.1
<TEXT>
                                                                    EXHIBIT 99.1


                               INTERLINK ANNOUNCES
            COMPLETION OF INDEPENDENT INVESTIGATION AND INTENTION TO
                       FILE RESTATED FINANCIAL STATEMENTS


CAMARILLO,   CALIFORNIA,   MARCH  1,   2006  -   Interlink   Electronics,   Inc.
(Nasdaq:LINKE),  a  world  leader  in the  development  of  intuitive  interface
technologies and solutions for business and home  applications,  today announced
the completion of the independent  investigation  undertaken at the direction of
the Audit  Committee  by Dorsey & Whitney,  LLP.  Dorsey & Whitney  retained the
services of  PricewaterhouseCoopers  LLP with  respect to various  forensic  and
electronic procedures performed in the course of the investigation.

The  investigation  focused  on  various  accounting  matters,  including  those
reported in  Interlink's  press release of November 2, 2005.  All of the matters
investigated  by the  investigating  group  were  brought  to its  attention  by
Interlink  and  the  investigation  did not  reveal  additional  material  items
warranting investigation.

Interlink proposes to restate certain of its financial statements to reflect the
results  of  its   investigation.   The  restatement  will  be  incorporated  in
Interlink's  annual  report on Form 10-K for the year ended  December  31, 2005.
Interlink  will also file its late  quarterly  report on form 10-Q for the third
quarter of 2005.

In order to accommodate its filing schedule, Interlink has applied to Nasdaq for
an  extension  of  time to file  its  late  quarterly  report  and all  required
restatements  until March 31, 2006.  As  previously  announced,  Nasdaq  granted
Interlink's request for continued listing subject to the condition that the late
quarterly  report and all required  restatements  be filed on or before March 1.
Nasdaq has Interlink's request for an extension to March 31 under consideration.
Interlink has responded to staff requests for information and expects the matter
to be taken up by the hearings panel in the near future.

ABOUT INTERLINK ELECTRONICS, INC.

Interlink Electronics,  Inc. (Nasdaq: LINKE) is a world leader in the design and
manufacture of intuitive interface  technologies and products.  Creating today's
interface standards, the Company's business communications, e-transactions, home
entertainment  and  specialty  businesses  have  established  Interlink  as  the
industry's comprehensive source for branded and OEM solutions.


<PAGE>


Recognized  worldwide  for  innovative  technologies  and  solutions,  Interlink
Electronics,  Inc. serves a global customer-base from its corporate headquarters
in Camarillo,  CA and offices in Tokyo, Hong Kong and Taiwan.  The Company holds
numerous patents  protecting its sensor  technologies,  wireless  communications
protocol and product  design  properties.  See Interlink  Electronics  online at
www.interlinkelectronics.com or in Japan at http://www.interlinkelec.co.jp/.


ALL REGISTRATIONS AND TRADEMARKS ARE PROPERTIES OF THEIR RESPECTIVE OWNERS.

This release contains forward-looking  statements that involve a number of risks
and  uncertainties.  The following are among the factors that could cause actual
results  to differ  materially  from the  forward-looking  statements:  business
conditions and growth in the electronics  industry and general  economies,  both
domestic and  international;  lower than  expected  customer  orders;  delays in
receipt of orders or  cancellation  of orders;  competitive  factors,  including
increased competition, new product offerings by competitors and price pressures;
the availability of third party parts and supplies at reasonable prices; changes
in  product  mix;  significant  quarterly  performance  fluctuations  due to the
receipt of a significant portion of customer orders and product shipments in the
last  month  of  each  quarter;  and  product  shipment   interruptions  due  to
manufacturing  problems.  The  forward-looking   statements  contained  in  this
document regarding industry and revenue trends,  technology adoption, and future
business activities should be considered in light of these factors.

CONTACTS:

Investor Relations Contact:
MICHELLE LOCKARD
mlockard@interlinkelectronics.com
(805) 484-8855, EXT. 114

                                      ####
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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