eLinear Form 12b-25 12-31-5
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SEC FILE NUMBER
0-07418

FORM 12b-25
 

NOTIFICATION OF LATE FILING


(Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR [ ] Form N-CSR

 
For Period Ended
 
 
December 31, 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
 
  

Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

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



eLinear, Inc.
Full Name of Registrant
 
Former Name if Applicable
 
2901 West Sam Houston Parkway, Suite E-300
Address of Principal Executive Offices (Street and Number)
 
Houston, Texas 77043
City, State and Zip Code


PART II - RULE 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 reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
[X]
(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 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 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, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed.)

eLinear, Inc. (the “Company”) has been in the process of revising its filings made with the SEC for the periods ended March 31, June 30, September 30 and December 31, 2004, and March 31 and June 30, 2005 and preparing its original filing for the period ended September 30, 2005, to revise certain items based on comments received from the SEC staff in a letter dated September 21, 2005. The revisions are to correct the financial statements so they comply with U.S. generally accepted accounting principles (in particular, EITF 00-19, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock).  The revisions to the above referenced filings must be completed in order to process the resultant changes through the Annual Report on Form 10-KSB for the year ended December 31, 2005. The Company fully intends to timely file its Form 10-KSB for the year ended December 31, 2005 within the 15 day extension time period.
 

PART IV - OTHER INFORMATION


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

 
Phillip Michael Hardy
 
  
 
(713)
 
  
 
896-0500
 
 
(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 the 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 narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.



   
 
eLinear, Inc.
 
    
 
 
(Name of Registrant as specified in charter)
 
  
         
 
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
         
 
Date:
 
 
April 3, 2006
 
 
By:
 
 
/s/ Phillip Michael Hardy
 
  
     
 
Phillip Michael Hardy
Principal Financial and Accounting Officer