UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
            --------------------------------------------------------

   Date of Report (Date of earliest event reported): May 6, 2005 (May 6, 2005)


Commission file number: 0-22773


                            NETSOL TECHNOLOGIES, INC.
        (Exact name of small business issuer as specified in its charter)


             NEVADA                                           95-4627685
(State or other Jurisdiction of                          (I.R.S. Employer NO.)
 Incorporation or Organization)

              23901 Calabasas Road, Suite 2072, Calabasas, CA 91302
               (Address of principal executive offices) (Zip Code)

                         (818) 222-9195 / (818) 222-9197
           (Issuer's telephone/facsimile numbers, including area code)


                                       1
<PAGE>

Item 2.02 Results of Operations and Financial Condition.

On May 6, 2005, NetSol Technologies, Inc. issued a press release announcing
results of operations and financial conditions for the quarter and nine months
ended March 31, 2005 and, updating guidline for the fiscal year ending June 30
2005. The press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this report shall not be deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liability of that section, and shall not be
incorporated by reference into any registration statement or other document
field under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such filing.

Exhibits

99.1 News Release dated May 6, 2005.


                                       2
<PAGE>

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

NETSOL TECHNOLOGIES, INC.

Date:   May 6, 2005                    /s/ Naeem Ghauri
                                       ---------------------------
                                       NAEEM GHAURI
                                       Chief Executive Officer

Date:   May 6, 2005                    /s/  Najeeb Ghauri
                                       ---------------------------
                                       NAJEEB GHAURI
                                       Chief Financial Officer and Chairman


                                       3
{"company-data": {"conformed-name": "NETSOL TECHNOLOGIES INC", "cik": "0001039280", "assigned-sic": "7372", "irs-number": "954627685", "state-of-incorporation": "NV", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-22773", "film-number": "05806812"}, "business-address": {"street1": "23901 CALABASAS ROAD", "street2": "SUITE 2072", "city": "CALABASAS", "state": "CA", "zip": "91302", "phone": "8182229195"}, "mail-address": {"street1": "23901 CALABASAS ROAD", "street2": "SUITE 2072", "city": "CALABASAS", "state": "CA", "zip": "91302"}, "former-company": [{"former-conformed-name": "NETSOL INTERNATIONAL INC", "date-changed": "19990819"}, {"former-conformed-name": "MIRAGE HOLDINGS INC", "date-changed": "19970519"}]}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
            --------------------------------------------------------

   Date of Report (Date of earliest event reported): May 6, 2005 (May 6, 2005)

Commission file number: 0-22773

                            NETSOL TECHNOLOGIES, INC.
        (Exact name of small business issuer as specified in its charter)

             NEVADA                                           95-4627685
(State or other Jurisdiction of                          (I.R.S. Employer NO.)
 Incorporation or Organization)

              23901 Calabasas Road, Suite 2072, Calabasas, CA 91302
               (Address of principal executive offices) (Zip Code)

                         (818) 222-9195 / (818) 222-9197
           (Issuer's telephone/facsimile numbers, including area code)

                                       1
Item 2.02 Results of Operations and Financial Condition.

On May 6, 2005, NetSol Technologies, Inc. issued a press release announcing
results of operations and financial conditions for the quarter and nine months
ended March 31, 2005 and, updating guidline for the fiscal year ending June 30
2005. The press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this report shall not be deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liability of that section, and shall not be
incorporated by reference into any registration statement or other document
field under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such filing.

Exhibits

99.1 News Release dated May 6, 2005.

                                       2
SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

NETSOL TECHNOLOGIES, INC.

Date:   May 6, 2005                    /s/ Naeem Ghauri
                                       ---------------------------
                                       NAEEM GHAURI
                                       Chief Executive Officer

Date:   May 6, 2005                    /s/  Najeeb Ghauri
                                       ---------------------------
                                       NAJEEB GHAURI
                                       Chief Financial Officer and Chairman

                                       3