UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                         Commission File Number: 33-30476-D

                           NOTIFICATION OF LATE FILING

(Check One):   [ ] Form 10-K   [ ] Form 20-F   [ ] Form 10-Q
[ ] Form N-SAR

               [ ] Form 10-KSB [X] Form 10-QSB

         For Period Ended: June 30, 2001

         [  ]     Transition Report of Form 10-K
         [  ]     Transition Report of Form 20-F
         [  ]     Transition Report of Form 11-K
         [  ]     Transition Report of Form 10-Q
         [  ]     Transition Report of Form N-SAR
         For the Transition Period Ended:
______________________________________

PART I --         REGISTRANT INFORMATION

Cryocon, Inc.
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Full Name of Registrant

- ------------------------------------------------------------
Former Name if Applicable

2250 North 1500 West
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Address of Principal Executive Office (Street and Number)

Ogden, Utah  84404
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City, State and Zip Code

PART II - RULES 12b-25(b) AND (c)

If subject  report  could not be filed  without
unreasonable  effort or expense
and the  registrant  seeks  relief  pursuant  to Rule 12b-
25(b), the following
should be completed.  (Check if appropriate): [X]


(a) The reasons described in reasonable detail in Part III
of this form could
    not be eliminated  without  unreasonable  effort or
expense;
(b) The subject annual report, semi-annual report,
transition report on Form
    10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof,
will be filed on or
    before the fifteenth calendar day following the
prescribed due date; or the
    subject quarterly report of transition report on Form 10-
Q, or portion
    thereof will be filed on or before the fifth calendar
day following the
    prescribed due date; and
(c) The accountant's statement or other exhibit required by
Rule 12b-25(c)has
    been attached if applicable.



PART III - NARRATIVE

State below in reasonable detail the reasons why Forms 10-K,
20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could
not be filed within
the prescribed time period.

The Registrant has recently completed responses to comments
and filed amendment number 3 to its form SB-2 registration
statement.  As a result, it has not finalized its financial
statements for the quarter ending June 30, 2001 and has not
had the opportunity to have it's independent auditors to
review the filing.  The Registrant anticipates that it will
file the report within the extension period provided by this
form 12b-5.

PART IV - OTHER INFORMATION

(1) Name and telephone number of person to contact in regard
to this   notification

 Vaughn P. Griggs, CFO           (801)            395-2796
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       (Name)                  (Area Code)   (Telephone Number)

(2) Have all other periodic  reports  required  under
Section 13 or 15(d) of the
    Securities  Exchange Act of 1934 or Section 30 of the
Investment  Company
    Act of 1940 during the  preceding 12 month or for such
shorter  period that
    the  registrant  was required to file such report(s)
been filed?  If answer
    is no, identify report(s).  [X]  Yes   [ ] No

(3) Is it anticipated  that any  significant  change in
results of operations
    from the  corresponding  period for the last fiscal year
will be reflected
    by the earnings statements to be included in the subject
report or portion
    thereof?
              [ ]   Yes     [X] No

    If so, attach an explanation of the anticipated change,
both normatively
    and quantitatively, and, if appropriate, state the
reasons why a reasonable
    estimate of the results cannot be made.

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

Has caused this notification to be signed on its behalf by
the undersigned
hereunto duly authorized.

Date:   June 28, 2001               By: /s/ Vaughn P. Griggs
                                            Vaughn P. Griggs
                                            Chief Financial Officer
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