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): May 31, 2002


                              Hybrid Networks, Inc.
             (Exact name of registrant as specified in this charter)


                                    Delaware
                 (State or Other Jurisdiction of Incorporation)



              0-23289                                   77-02520931
       (Commission File Number)          (I.R.S. Employer Identification Number)



                  6409 Guadalupe Mines Road, San Jose, CA 95120
               (Address of principal executive offices) (Zip Code)


                                 (408) 323-6250
              (Registrant's Telephone Number, Including Area Code)


ITEM 2.  Acquisition or disposition of assets

     Hybrid Networks,  Inc. reports that on May 31, 2002,  substantially  all of
its  remaining  assets  were sold by  foreclosure  to HYBR  Wireless  Industries
Limited.

     On April 30, 2002,  Hybrid  defaulted on its secured  obligation to pay the
principal sum of $5,500,000 to London Pacific Life & Annuity Company.  On May 1,
2002,  London  Pacific sent Hybrid a notice of the  foregoing  default under the
terms of its promissory note and security agreement with Hybrid. Pursuant to its
security  agreement  with  Hybrid,  London  Pacific  asserted  a  first  lien on
substantially  all of the assets of Hybrid,  and on May 21, 2002, London Pacific
exercised its rights under the terms of its security  agreement and section 9609
of the California Commercial Code to take possession of its collateral. Pursuant
to the  terms of its  security  agreement  and  section  9610 of the  California
Commercial  Code,  London  Pacific  collected the proceeds of Hybrid's  accounts
receivable,  disposed of Hybrid's furnishings through a private sale to a dealer
in such assets,  and marketed  Hybrid's  equipment,  inventory and  intellectual
property,  including  through a formal bid solicitation  procedure  conducted by
bid4assets.com,  resulting  in the sale of all  such  remaining  assets  to HYBR
Wireless Industries Limited on May 31, 2002.

     As a result of the foregoing,  on May 31, 2002,  Hybrid ceased its business
operations and terminated all remaining full-time employees. Hybrid continues to
employ  professionals and former employees on an hourly consulting basis for the
purposes of finalizing  certain  payments to vendors from the minimal  remaining
cash on hand,  surrendering  its leased  premises to the  landlord by the end of
June 2002,  finalizing  payroll  reporting and  completing  and filing final tax
returns.  No funds or other assets are available for any distribution to holders
of preferred and common stock, and Hybrid estimates that its unpaid  liabilities
to unsecured creditors will total approximately $1,000,000, substantially all of
which will be owed to its real property landlord.

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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, thereunto duly authorized.



Dated:  June 6, 2002                Hybrid Networks, Inc.



                                    By:    /s/ Michael D. Greenbaum
                                           ------------------------
                                           Michael D. Greenbaum
                                           President and Chief Executive Officer


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