CORRESP 3 filename3.txt [LOGO NAYNA] -------------------------------------------------------------------------------- April 14, 2005 VIA EDGAR Ms. Babette Cooper Staff Accountant United States Securities and Exchange Commission Washington, D.C. 20549 RE: Nayna Networks Commission file number: 0-13822 Form 8-K 4.01 filed April 8, 2005 Dear Ms. Cooper: We are writing in response to your letter to Nayna Networks, Inc. (formerly Rescon Technology Corporation) dated April 12, 2005 with respect to the above-referenced filing. In response to the Staff's comment, we have revised Item 4.01 of the Form 8-K filed on April 8, 2005 to state that our former accountants were dismissed and are filing an updated letter from our former accountants relating to this revised disclosure. In connection with responding to the Staff's comments, we hereby acknowledge that: o We are responsible for the adequacy and accuracy of the disclosure in the filing; o Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to filing; and o We may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. If you have any questions concerning the foregoing, please call the undersigned at (408) 956-8000. Thank you for your assistance. Sincerely, Michael Meyer Chief Financial Officer 180 Rose Orchard Way, Suite # 100 San Jose, CA 95134 Phone (408) 956-8000 Fax (408) 956-8730