8-K

                       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 12, 2003

                                   LEXENT INC.
               (Exact Name of Registrant as Specified in Charter)

       Delaware                  000-31105                  13-3990223
    (State Or Other             (Commission                (IRS Employer
    Jurisdiction Of             File Number)             Identification No.)
     Incorporation)

     Three New York Plaza
     New York, New York                                     10004
     --------------------                                 ---------
   (Address of Principal Executive Offices)               (Zip Code)

        Registrant's telephone number, including area code (212) 981-0700







Item 5.  Other Events and Regulation FD Disclosure.

     On March 12, 2003, Lexent Inc. disseminated a press release which is being
filed with this Current Report on Form 8-K as Exhibit 99.1

Item 7.  Financial Statements and Exhibits.

         (c) Exhibits

         99.1  Press release dated March 12, 2003.







                                    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.


                                                      LEXENT INC.

                                                      By:/s/ Kevin O'Kane
                                                         -----------------------
                                                         Kevin O'Kane
                                                         Chief Executive Officer

Date:    March 12, 2003

EX-99.1

                                                                    Exhibit 99.1

CONTACT:
Susan Burns
Citigate Sard Verbinnen
212-687-8080
sburns@sardverb.com

                       Lexent Receives Letter From Nasdaq


NEW YORK, MARCH 12, 2003 - Lexent Inc. (Nasdaq: LXNT), an infrastructure
services provider delivering a full spectrum of design, program management and
deployment services in the nation's largest metropolitan markets, today
announced it has received a letter from The Nasdaq Stock Market notifying Lexent
that, as a result of the previously announced resignations of its independent
directors, Lexent does not currently meet the independent director and audit
committee requirements for continued listing on Nasdaq. Nasdaq rules require
Lexent to have an audit committee composed of at least three independent
directors. Nasdaq is currently reviewing Lexent's eligibility for continued
listing on Nasdaq and has requested that Lexent submit a specific plan and
timetable to achieve compliance with the Nasdaq rules. Nasdaq has not yet issued
a formal notice for the delisting of Lexent's securities from Nasdaq.

As previously announced, Lexent has retained Rodman & Renshaw, Inc. a New York
based investment banking firm, to assist Lexent in analyzing and evaluating the
previously announced offer from a management group, led by Hugh J. O'Kane, Jr.,
Lexent's Chairman, and Kevin O'Kane, Lexent's Vice Chairman and Chief Executive,
to purchase all outstanding shares of common stock of the Company, other than
those owned by the buying group, at $1.25 per share.

Lexent intends to request an extension of time from Nasdaq pending the
evaluation of the proposed management offer. In the event that Nasdaq declines
such request, Lexent may receive a formal delisting notice from Nasdaq. If a
formal notification of delisting is received, Lexent intends to appeal such
determination and will request a formal hearing with Nasdaq's Listing
Qualifications Panel. However, if Lexent is not successful in maintaining the
listing of its common stock on Nasdaq, its common stock will trade on the
over-the-counter bulletin board.


ABOUT LEXENT INC.
Leveraging more than fifty years of experience, Lexent (Nasdaq: LXNT) is an
infrastructure services company that designs, deploys and maintains fiber optic,
electrical and life safety systems for telecommunications carriers and
enterprise organizations in some of the largest national metropolitan markets.
Supporting the above offerings, Lexent provides a full spectrum of project
management and specialized maintenance services to utility, telecommunications,
real estate, government and large enterprise customers. The Company has offices
in New York, Boston, Washington D.C, Philadelphia, Miami, Long Island, White
Plains, and the state of New Jersey. For additional information on the Company,
see Lexent's web site at http://www.lexent.net.

FORWARD-LOOKING STATEMENTS:
This press release contains forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995, which
may be identified by the use of words such as "believes", "anticipates",
"expects", "intends", and other similar expressions. These statements are
subject to risks and uncertainties that could cause actual results to differ
materially from those anticipated. These risks are more fully outlined in the
Company's registration statement on Form S-1 and other reports filed with the
Securities and Exchange Commission.

                                      # # #