DIGI INTERNATIONAL INC — Director's Dealing 2008

Feb 14, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DIGI INTERNATIONAL INC (DGII)
CIK: 0000854775
Period of Report: 2007-09-28

Reporting Person: KRISHNAN SUBRAMANIAN (Senior V.P., CFO and Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-02-12	Common Stock	M	15062	$6.531	Acquired	31658.619	Direct
2008-02-12	Common Stock	M	19938	$10.00	Acquired	51596.619	Direct
2008-02-12	Common Stock	S	3008	$11.55	Disposed	48588.619	Direct
2008-02-12	Common Stock	S	31992	$11.50	Disposed	16596.619	Direct
2007-09-28	Common Stock	J	289.006	$12.317	Acquired	16885.625	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-02-12	Stock Option (right to buy)	$6.531	M	15062	Disposed	2009-02-24	Common Stock (15062)	Direct
2008-02-12	Stock Option (right to buy)	$10.00	M	19938	Disposed	2009-01-11	Common Stock (19938)	Direct

Footnotes

F1: Employee Stock Purchase Plan acquisition.

F2: All shares are fully exercisable as of February 24, 2003.

F3: Not applicable.

F4: All shares are exercisable as of January 11, 2003.