6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2008

Commission File Number: 0-30628

ALVARION LTD.

(Translation of registrant’s name into English)

21A Habarzel Street, Tel Aviv 69710, Israel

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___________



The following are included in this report on Form 6-K:

Exhibit
Description
Sequential Page Number
 
  1. Press release on Alvarion® Board Authorizes Application to Israeli Court Seeking Approval for Share Repurchase Program.
Dated July 30th, 2008
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.




Date: July 30th, 2008
ALVARION LTD.


By: /s/ Efrat Makov
——————————————
Efrat Makov
CFO

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EXHIBIT 1

Contacts  
Efrat Makov, CFO Claudia Gatlin, Investor Relations
+972-3-645-6252 +212-830-9080
+760-517-3187 claudia.gatlin@alvarion.com
efrat.makov@alvarion.com  

FOR IMMEDIATE RELEASE

Alvarion® Board Authorizes Application to Israeli Court Seeking
Approval for Share Repurchase Program

Tel Aviv, Israel July 30,2008 – Alvarion Ltd. (NASDAQ: ALVR), the world’s leading provider of WiMAX™ and wireless broadband solutions, announced today that its Board of Directors has authorized the use of up to $30 million of the Company’s available cash to repurchase shares of the Company. The purchases may be made from time to time in the open market at the discretion of the Company’s management, subject to market conditions, share price, trading volume and other factors. No time limit was set for the repurchase program and the program may be suspended from time to time or discontinued.

Under Israeli law, the program requires prior court approval. Accordingly, the Company will file an application with the Israeli court to approve the repurchase by the Company. The Company expects to receive the court’s decision in two to three months.

“The planned share repurchase program, represents a good use of our capital and demonstrates our confidence in Alvarion’s long-term prospects and our commitment to enhance shareholder value,” said Tzvika Friedman, President and CEO of Alvarion.

About Alvarion
Alvarion is the largest WiMAX pure player, ensuring customer long-term success with fixed and mobile solutions for the full range of frequency bands. Based on its OPEN™ WiMAX strategy, the company offers superior wireless broadband infrastructure and an all-IP best-of-breed ecosystem in cooperation with its strategic partners. Alvarion boasts over 200 commercial WiMAX deployments worldwide (www.alvarion.com).

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This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on the current expectations or beliefs of Alvarion’s management and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: the failure of the court to approve our repurchase program, our failure to purchase any shares if the repurchase program is approved by the courts, the failure of the market for WIMAX products to develop as anticipated; Alvarion’s inability to capture market share in the expected growth of the WIMAX market as anticipated, due to, among other things, competitive reasons or failure to execute in our sales, marketing or manufacturing objectives; inability to further identify, develop and achieve success for new products, services and technologies; increased competition and its effect on pricing, spending, third-party relationships and revenues; as well as the inability to establish and maintain relationships with commerce, advertising, marketing, and technology providers and other risks detailed from time to time in the Company’s 20-F Annual Report Risk Factors section as well as in other filings with the Securities and Exchange Commission.

Information set forth in this press release pertaining to third parties has not been independently verified by Alvarion and is based solely on publicly available information or on information provided to Alvarion by such third parties for inclusion in this press release. The web sites appearing in this press release are not and will not be included or incorporated by reference in any filing made by Alvarion with the Securities and Exchange Commission, which this press release will be a part of.

You may request Alvarion’s future press releases or a complete Investor Kit by contacting Kika Stayerman, kika.stayerman@alvarion.com or +972.3.767.4159.

"WiMAX Forum" is a registered trademark of the WiMAX Forum. "WiMAX," the WiMAX Forum logo,
"WiMAX Forum Certified" and the WiMAX Forum Certified logo are trademarks of the WiMAX Forum.

“OPEN” is the trademark of Alvarion Ltd.

All other companies’ names, products, services may be the properties of their respective owners.

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