HARRIS CORPORATION
 

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

SCHEDULE 13G

(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

AIRNET COMMUNICATIONS CORPORATION

(Name of Issuer)

Common Stock, par value $.001 per share

(Title of Class of Securities)

00941 P 10 6

(Cusip Number)

December 31, 2004

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

        o Rule 13d-1 (b)

        þ Rule 13d-1 (c)

        þ Rule 13d-1 (d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the notes).

 

 

             
13G
CUSIP No. 00941 P 10 6 Page 2 of 8
  1. NAME OF REPORTING PERSON
Harris Corporation, a Delaware corporation		 I.R.S. Identification No. of above person (entities only):
I.R.S. IDENTIFICATION NUMBER
34-0276860
  2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
    Not Applicable (a) o
      (b) o
  3. SEC USE ONLY
  4. CITIZENSHIP OR PLACE OF ORGANIZATION
Corporation organized under the laws of the State of Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
5. SOLE VOTING POWER
- 0 -
6. SHARED VOTING POWER
123,959
7. SOLE DISPOSITIVE POWER
- 0 -
8.SHARED DISPOSITIVE POWER
123,959
  9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
123,959 Shares
  10.CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o (See Instructions)
Not Applicable
  11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.3%*
  12.TYPE OF REPORTING PERSON (See Instructions)
CO

*  Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

 

 

             
13G
CUSIP No. 00941 P 10 6 Page 3 of 8
  1. NAME OF REPORTING PERSON
VFC Capital, Inc., a Delaware corporation		 I.R.S. Identification No. of above person (entities only):
I.R.S. IDENTIFICATION NUMBER
52-2029396
  2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
    Not Applicable (a) o
      (b) o
  3. SEC USE ONLY
  4. CITIZENSHIP OR PLACE OF ORGANIZATION
Corporation organized under the laws of the State of Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
5. SOLE VOTING POWER
- 0 -
6. SHARED VOTING POWER
123,959
7. SOLE DISPOSITIVE POWER
- 0 -
8.SHARED DISPOSITIVE POWER
123,959
  9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
123,959 Shares
  10.CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o (See Instructions)
Not Applicable
  11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.3%*
  12.TYPE OF REPORTING PERSON (See Instructions)
CO

*  Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

 

 

CUSIP NO. 00941 P 10 6   Page 4 of 8 pages
     
Item 1(a)   NAME OF ISSUER:
     
    AirNet Communications Corporation
     
Item 1(b)   ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
     
    3950 Dow Road, Melbourne, Florida 32934
     
Item 2(a)   NAME OF PERSON FILING:
     
    This statement is being filed by Harris Corporation. VFC Capital, Inc. is a wholly-owned subsidiary of Harris Corporation and the owner of the shares of Common Stock of AirNet Communications Corporation to which this statement relates.
     
Item 2(b)   ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
     
    1025 West NASA Boulevard, Melbourne, Florida 32919
     
Item 2(c)   CITIZENSHIP:
     
    Corporation organized under the laws of the State of Delaware
     
Item 2(d)   TITLE OF CLASS OF SECURITIES:
     
    Common Stock, par value $.001 per share
     
Item 2(e)   CUSIP NUMBER:
     
    00941 P 10 6
     
Item 3.   NOT APPLICABLE
     
Item 4.   OWNERSHIP:
         
    (a)   Amount beneficially owned:
         
        123,959 Shares
         
    (b)   Percent of class:
         
        1.3%*
         
    (c)   Number of shares as to which the Reporting Persons have:
         
    (i)   Sole power to vote or to direct the vote – 123,959
         
    (ii)   Shared power to vote or direct the vote – 0
         
    (iii)   Sole power to dispose or to direct the disposition of – 123,959
         
    (iv)   Shared power to dispose or to direct the disposition of — 0

*  Based on approximately 9,603,722 shares of common stock outstanding as of December 2, 2004 (after adjusting for the one-for-ten reverse stock split effective as of December 9, 2004) as reported in the press release attached as Exhibit 99 to the Current Report on Form 8-K filed with the Commission by AirNet Communications Corporation on December 3, 2004.

 

 

CUSIP NO. 00941 P 10 6   Page 5 of 8 pages
     
Item 5.   OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
     
    If this statement is being filed to report the fact that as of the date hereof each Reporting Person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following þ.
     
Item 6.   OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
     
    NOT APPLICABLE
     
Item 7.   IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
     
    NOT APPLICABLE
     
Item 8.   IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
     
    NOT APPLICABLE
     
Item 9.   NOTICE OF DISSOLUTION OF GROUP:
     
    NOT APPLICABLE
     
Item 10.   CERTIFICATION:
     
    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP NO. 00941 P 10 6   Page 6 of 8 pages

SIGNATURE

          After reasonable inquiry and to the best of my knowledge and belief, each of Harris Corporation and VFC Capital, Inc. certifies that the information set forth in this statement is true, complete and correct.

         
    February 9, 2005
    (Date)    
         
    HARRIS CORPORATION
         
    By:   /s/ Scott T. Mikuen
       
    Name:   Scott T. Mikuen
    Title:   Vice President – Associate General Counsel and Corporate Secretary
         
    VFC CAPITAL, INC.
         
    By:   /s/ Scott T. Mikuen
       
    Name:   Scott T. Mikuen
    Title:   Vice President and Corporate Secretary

 

 

CUSIP NO. 00941 P 10 6   Page 7 of 8 pages

EXHIBIT INDEX

Exhibit

     
Exhibit A:   Agreement of Joint Filing

 

 

CUSIP NO. 00941 P 10 6   Page 8 of 8 pages

Exhibit A

Agreement of Joint Filing

     The undersigned hereby agree that they are filing jointly pursuant to Rule 13d-1 of the Act the statement dated February 9, 2005, containing the information required by Schedule 13G, for the 123,959 shares of the Common Stock of AirNet Communications Corporation held by VFC Capital, Inc.

         
Dated: February 9, 2005        
         
    HARRIS CORPORATION
         
    By:   /s/ Scott T. Mikuen
       
    Name:   Scott T. Mikuen
    Title:   Vice President – Associate General Counsel and Corporate Secretary
         
    VFC CAPITAL, INC.
         
    By:   /s/ Scott T. Mikuen
       
    Name:   Scott T. Mikuen
    Title:   Vice President and Corporate Secretary