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UNITED STATES OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION -------------------
Washington, D.C. 20549 OMB Number:
3235-0058
FORM 12b-25 Expires: March 31,
2006
Estimated average
NOTIFICATION OF LATE FILING burden
hours per response
.... 2.50
(Check one): -------------------
|_| Form 10-K |_| Form 20-F |_| Form 11-K
|X| Form 10-Q |_| Form 10-D |_| Form N-SAR |_| Form N-CSR
For Period Ended: June 30, 2005
|_| Transition Report on Form 10-K
|_| Transition Report on Form 20-F
|_| Transition Report on Form 11-K
|_| Transition Report on Form 10-Q
|_| Transition Report on Form N-SAR
For the Transition Period Ended:
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
PART I -- REGISTRANT INFORMATION
Nayna Networks, Inc.
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Full Name of Registrant
Rescon Technology Corporation
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Former Name if Applicable
180 Rose Orchard Way
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Address of Principal Executive Office (Street and Number)
San Jose, CA 95134
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City, State and Zip Code
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PART II -- RULES 12b-25(b) AND (c)
If the 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 box if appropriate)
(a) The reason 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, Form 11-K, Form N-SAR or Form N-CSR, or portion
|X| thereof, will be filed on or before the fifteenth
calendar day following the prescribed due date; or the subject
quarterly report or transition report on Form 10-Q or subject
distribution report on Form 10-D, 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 why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR,
N-CSR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The quarterly report of the Registrant on Form 10-QSB could not be filed because
management requires additional time to compile and verify the data required to
be included in the report. The report will be filed within five calendar days of
the date the original report was due.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Michael Meyer (408) 956-8000
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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 months 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?
|X| Yes |_| No
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
The results of operations for the quarter ended June 30, 2005 will
represent a significant change from the results of operations from the
corresponding period for the last fiscal year. The results of operations
for the three months ended June 30, 2004 represent the financial results
for Rescon Technology Corporation, the predecessor of Nayna Networks, Inc.
The results of operations for the current fiscal quarter ended June 30,
2005 represent the results of operations for Nayna Networks, Inc., which
was acquired by Rescon Technology Corporation on April 1, 2005. Due to the
different nature of the business conducted by Rescon Technology
Corporation and Nayna Networks, Inc., the registrant anticipates that the
results of operations for the two corresponding periods will differ
significantly.
Nayna Networks, 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: August 15, 2005 By: /s/ Michael Meyer
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Michael Meyer
Title: Chief Financial Officer