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) (August 12, 1996)    August 13, 1996



                          CAI WIRELESS SYSTEMS, INC.


            (Exact name of registrant as specified in its charter)





     Connecticut                        0-22888                        06-1324691
                                                       
   (State or other                 (Commission File                   (IRS Employer
   jurisdiction of                      Number)                    Identification No.)
   incorporation)





                    18 CORPORATE WOODS BLVD., ALBANY, NY   12211
               (Address of principal executive offices)    (Zip Code)


     Registrant's telephone number, including area code    (518) 462-2632





         (Former name or former address, if changed since last report)







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Item 5 - OTHER EVENTS

      The following news release was issued on August 12, 1996:

     CAI  WIRELESS SYSTEMS, INC. ANNOUNCES 1996 FIRST QUARTER RESULTS on August
12, 1996 (see exhibit 99.1).


Item 7 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

       C.  Exhibits



       Exhibit No.                         Exhibit Description                       Location
                                                                               
99.1                                Media release - CAI Wireless
                                    Systems,  Inc. announces 1996 first
                                    quarter results,  dated  August 12,
                                    1996                                             Pages 4-6






























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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 hereunto duly authorized.


        SIGNATURE                     TITLE                      DATE






 /S/ JARED  E. ABBRUZZESE     Chairman, Chief Executive Officer,  August 13, 1996
     Jared E. Abbruzzese      and Director (Principal Executive
                              Officer)



 /S/ JAMES P. ASHMAN          Executive Vice President, Chief     August 13, 1996
     James P. Ashman          Financial Officer and Director
                              (Principal Financial Officer)


 /S/ CRAIG J. KESSLER         Vice President and Controller       August 13, 1996
     Craig J. Kessler         (Principal Accounting Officer)





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