SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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                                    Form 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                                 March 13, 2000
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                                (Date of Report)

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

      Washington                  000-22418                  91-1011792
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(State or Other Jurisdiction  (Commission File No.)        (IRS Employer
     of Incorporation)                                   Identification No.)

                    2818 N. Sullivan Road, Spokane, WA 99216
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          (Address of Principal Executive Offices, including Zip Code)

                                 (509) 924-9900
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              (Registrant's Telephone Number, Including Area Code)

                                      None
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          (Former Name or Former Address, if Changed Since Last Report)
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Item 5.           Other Events

Annual Meeting

         Itron, Inc. has set June 28, 2000 as the date for its 2000 annual
meeting of shareholders, instead of June 7, 2000 as previously announced.  The
record date for the annual meeting will be April 21, 2000.

Management Changes

         On March 13, 2000, Itron issued a press release announcing that Michael
J. Chesser,  chairman,  CEO and president,  is leaving Itron  effective April 1,
2000 to become CEO and president of GPU Energy,  a subsidiary of GPU, Inc. LeRoy
D.  Nosbaum,  Itron's  chief  operating  officer,  has been named to replace Mr.
Chesser as CEO and president,  and Robert D. Neilson,  vice-president,  strategy
and business  development,  has been named chief  operating  officer.  S. Edward
White, who previously served as an executive vice president of Itron and who has
been serving as vice-chairman of the board of directors, has been named chairman
of the board. Mr. Chesser will continue to serve as a director of Itron.

         Since  joining  Itron in March  1996,  Mr.  Nosbaum  has had  executive
responsibilities  covering  manufacturing,   product  development,  service  and
support and marketing. From 1989 to 1996, Mr. Nosbaum was employed by Metricom ,
most recently as executive vice president and general  manager of their UtiliNet
Division.  Before Metricom, he served twenty years in a variety of executive and
management positions with Schlumberger and Sangamo Electric.

         Mr. Neilson has served as Itron's vice-president, strategy and business
development  since October 1997 and as Itron's  vice-president,  marketing  from
1993 to 1997. Mr. Neilson joined Itron in 1983 as manager of market  development
and  planning.  He is  actively  involved  in a number of  industry  activities,
including the Cambridge Energy Research Associate (CERA) energy industry studies
and work in future  industry  scenarios.  In  addition,  Mr.  Neilson has active
relationships with many electric and gas utility strategy executives.

         Mr. White served as Itron's executive vice-president from 1996 to 1999.
Mr.  White  joined Itron in 1996 when Utility  Translation  Systems  (UTS),  the
company he founded  in 1980,  became a wholly  owned  subsidiary  of Itron.  UTS
pioneered the  development of software  systems for the acquisition and analysis
of complex meter data for commercial and industrial utilities customers.  Before
founding UTS, White served for 13 years in Westinghouse  Electric  Corporation's
meter Division. As Itron's chairman, White will be actively involved in a number
of industry and customer related activities.




<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.

                                                     ITRON, INC.


Dated:  March  13th, 2000                       By    /s/ David G. Remington
                                                      ----------------------
                                                         David G. Remington
                                                         Vice President and
                                                         Chief Financial Officer