<SUBMISSION>
<ACCESSION-NUMBER>0001157523-06-006460
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20060623
<ITEMS>8.01
<ITEMS>9.01
<FILING-DATE>20060628
<DATE-OF-FILING-DATE-CHANGE>20060628
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>AIRNET COMMUNICATIONS CORP
<CIK>0000944163
<ASSIGNED-SIC>3663
<IRS-NUMBER>593218138
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-28217
<FILM-NUMBER>06930127
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>3950 DOW ROAD
<STREET2>-
<CITY>MELBOURNE
<STATE>FL
<ZIP>32934
<PHONE>3219841990
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>3950 DOW ROAD
<STREET2>-
<CITY>MELBOURNE
<STATE>FL
<ZIP>32934
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a5178973.txt
<DESCRIPTION>AIRNET COMMUNICATIONS CORPORATION 8-K
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 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): June 23, 2006
         ---------------------------------------------------------------

                        AIRNET COMMUNICATIONS CORPORATION
                        ---------------------------------
             (Exact name of registrant as specified in its charter)


                                    DELAWARE
                                    --------
                 (State or other jurisdiction of incorporation)


                 000-28217                        59-3218138
          ------------------------------------------------------------
          (Commission file number) (IRS Employer Identification Number)


                     3950 Dow Road, Melbourne, Florida 32934
                     ---------------------------------------
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (321) 984-1990
       ------------------------------------------------------------------


                                       N/A
                                       ---
          (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))


<PAGE>

Item 8.01.        Other Events

AirNet Communications Corporation, a Delaware corporation (the "Company"), has
filed its monthly operating report for the month of May 2006 (the "Monthly
Report") with the United States Bankruptcy Court for the Middle District of
Florida, Orlando Division in Case No. 6-06-bk-01171, portions of which are
attached hereto as Exhibit 99.1. The Monthly Report was filed pursuant to Rule
2015 under the United States Bankruptcy Code, in connection with the Company's
voluntary petition for relief under Chapter 11 of the United States Bankruptcy
Code.

The Company cautions readers not to place undue reliance upon the information
contained in the Monthly Report. The Monthly Report contains information that
has not been audited or reviewed by independent accountants, is limited in
scope, covers a limited time period and is in a format prescribed by the
applicable bankruptcy laws, which does not represent financial information in
accordance with generally accepted accounting principles. There can be no
assurance that the Monthly Report is complete. The financial statements set
forth in Exhibit 99.1 have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business, and as a consequence, such financial statements
do not include any adjustments relating to the recoverability and classification
of recorded asset amounts and classification of liabilities that might be
necessary should the Company be unable to continue as a going concern. The
Monthly Report also contains information for periods different from those
contained in the Company's reports pursuant to the Securities Exchange Act of
1934, as amended. The Company undertakes no obligation to update or revise the
Monthly Report.

Item 9.01         Financial Statements and Exhibits

(d)      Exhibits

Exhibit Number           Description
--------------           -------------------------------------------------------
99.1                     Select Financial Statements from the Monthly Operating
                         Report for the Month of May 2006 filed with the United
                         States Bankruptcy Court for the Middle District of
                         Florida, Orlando Division (Case No. 6-06-bk-01171)


                                      -2-
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, as
amended, the Company has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                 AIRNET COMMUNICATIONS CORPORATION



                                 By: /s/ Stuart P. Dawley, Esq.
                                     -------------------------------------------
                                     Stuart P. Dawley, Esq.
                                     Vice President, General Counsel and
                                     Secretary

Dated: June 27, 2006


                                      -3-
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>a5178973ex99_1.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
                                                                    Exhibit 99.1

                     PRELIMINARY FINANCIAL STATEMENTS
      (all numbers in $000's except per share data and shares outstanding)
               (All financial information included is UNAUDITED.)
                    CONDENSED STATEMENTS OF OPERATIONS

                                                       For the month ended
                                                          May 31,
                                                           2006
                                                       ------------

REVENUES
     Revenues                                                $ 322
          Total Net Revenues                                   322

COST OF REVENUES
     Cost of Revenues                                          227
     Write-down of excess and obsolete inventory                 -
                                                       ------------
          Total Cost of Revenues                               227
                                                       ------------
GROSS PROFIT                                                    95

OPERATING EXPENSES
     Research and development                                  583
     Sales and marketing                                       118
     General and administrative                                237
                                                       ------------
            Total Operating expenses                           939
                                                       ------------
LOSS FROM OPERATIONS                                          (844)
                                                       ------------

OTHER (EXPENSE) INCOME, NET:
     Interest Income                                             6
     Amortization expense of discount on convertible debt      (13)
     Interest charged on convertible debt                      (84)
     Other interest expense                                      -
     Other, net                                                109
                                                       ------------
TOTAL OTHER EXPENSE, NET                                        19
                                                       ------------

NET LOSS                                                    $ (824)
                                                       ============



----------------------------------------------------------------------------

----------------------------------------------------------------------------

<PAGE>

<TABLE>
<CAPTION>
                            CONDENSED BALANCE SHEETS
                                                           May 31,
                                                            2006
                                                       ------------
ASSETS
     CURRENT ASSETS:
<S>                                                          <C>
     Cash and cash equivalents                               $ 402
     Accounts receivable - net                                 979   A/R Includes unbilled A/R of $500.5K
     Accounts receivable - related party                       268
     Inventories                                             9,888
     Prepaid expenses                                          669
     Other                                                      96
                                                       ------------
     TOTAL CURRENT ASSETS                                   12,304

     Property and equipment, net                             2,471
     Deposits                                                   58
     Software development and licensing                      1,475
     Other long-term assets                                     66
                                                       ------------

     TOTAL ASSETS                                         $ 16,373
                                                       ============

LIABILITIES AND STOCKHOLDERS' EQUITY
     CURRENT LIABILITIES:
     Accounts payable                                      $ 1,515
     Current portion of notes payable, net of discount         708
     Customer deposits                                         885
     Deferred revenues                                         842
     Other accrued expenses                                  1,887
                                                       ------------
     TOTAL CURRENT LIABILITIES                               5,838

     TOTAL LONG-TERM LIABILITIES                             5,449


     TOTAL STOCKHOLDERS' EQUITY                              5,087
                                                       ------------

     TOTAL LIABILITIES & STOCKHOLDERS' EQUITY             $ 16,373
                                                       ============

</TABLE>


These are preliminary interim statements subject to update

These financial statements have been prepared on a going concern basis , which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business, and, as a consequence, the financial statements
do not include any adjustments relating to the recoverability and classification
of recorded asset amounts and classification of liabilities that might be
necessary should the Company be unable to continue as a going concern.

Refer to the 2005 10K for discussion of risks and assumptions.

</TEXT>
</DOCUMENT>
</SUBMISSION>
