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 2009

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® Begins CEO
Transition.

Dated July 29th, 2009


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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 29th, 2009
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® Begins CEO Transition

Tel-Aviv, Israel, July 29, 2009 – Alvarion Ltd. (NASDAQ: ALVR), the world’s leading provider of WiMAX® and wireless broadband solutions, today announced that Tzvika Friedman, President and CEO, has requested that the board of directors begin a search for a new CEO, stating that he intends to remain in the position until his replacement is in place.

“I am proud to have been part of Alvarion’s success for the past ten years – four of them as CEO, leading a great team of people,” said Mr. Friedman. “Together we have sustained Alvarion’s leadership in the broadband wireless market, and in WiMAX in particular. Today, Alvarion is poised to achieve even greater success, given its outstanding reputation in broadband wireless access, portfolio of advanced solutions, track record of strategic customer wins and array of new opportunities. I believe it is an appropriate time to introduce new leadership to take the company to the next level. For me, it’s time to take a break, reconnect with my family, and pursue other business and personal interests. I have the greatest confidence in Alvarion’s future and look forward to supporting the new CEO and the rest of the team in any way I can.”

“The board accepts Tzvika’s decision with regret and great appreciation for his contribution to the company,” said Anthony Maher, Chairman of the Board of Alvarion. “Under his leadership, Alvarion, together with its partners and customers, successfully challenged the status quo with Open WiMAX and accelerated the development of 4G wireless broadband solutions. Tzvika and his team have positioned Alvarion among a handful of world-class companies leading the WiMAX industry, and the company’s future has never been brighter.”

About Alvarion
Alvarion (NASDAQ: ALVR) is the largest WiMAX pure-player with the most extensive WiMAX customer base and over 250 commercial deployments around the globe. Committed to growing the WiMAX market, the company offers solutions for a wide range of frequency bands supporting a variety of business cases. Through its OPEN WiMAX strategy, superior IP and OFDMA know-how, and ability to deploy end-to-end turnkey WiMAX projects, Alvarion is shaping the new wireless broadband experience (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: potential impact on our business of the spread of the U.S. credit crisis and current global recession; 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, services provisioning, 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.

“Alvarion” and “4Motion”and ‘‘BreezeMAX” are the registered trademarks of Alvarion Ltd. in certain jurisdictions.

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

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