UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1 (b), (c) and (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2*

Airvana, Inc.

(Name of Issuer)

Common Stock, par value $0.001
(Title of Class of Securities)

00950V 101
(CUSIP Number)

December 31, 2008
(Date of Event Which Requires Filing of this Statement)

o Rule 13d-1(b)

o 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, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

Item 1.

	(a)		Name of Issuer
			The name of the issuer is Airvana, Inc. (the “Issuer”).
	(b)		Address of the Issuer’s Principal Executive Offices
			19 Alpha Road, Chelmsford, Massachusetts 01824

Item 2.

	(a)		Name of Person Filing
			QUALCOMM Incorporated
	(b)		Address of Principal Business Office or, if none, Residence
			5775 Morehouse Dr., San Diego, California 92121
	(c)		Citizenship
			QUALCOMM Incorporated is a Delaware corporation
	(d)		Title of Class of Securities
			Common Stock, par value $0.001
	(e)		CUSIP Number
			00950V 101

Item 3. If this statement is filed pursuant to §§ 240.13d-1(b) or 420.13d-2(b) or (c), check whether the person filing is a:

             Not Applicable

	(a)		o Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
	(b)		o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
	(c)		o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
	(d)		o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
	(e)		o An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
	(f)		o An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
	(g)		o A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G)
	(h)		o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
	(i)		o A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)		o Group, in accordance with § 240.13d-1(b)(1)(ii)(J).

Item 4. Ownership

	(a)		Amount beneficially owned: 5,833,521
	(b)		Percent of class: 9.3%
	(c)		Number of shares as to which the person has:

	(i)		Sole power to vote or to direct the vote: 5,833,521
	(ii)		Shared power to vote or to direct the vote: 0

	(iii)		Sole power to dispose or to direct the disposition of: 5,833,521
	(iv)		Shared power to dispose or to direct the disposition of: 0

Item 5. Ownership of Five Percent or Less of a Class.

     If this Schedule is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o .

     Not Applicable.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

     If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

     Not Applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

     If a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this Schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

     Not Applicable.

Item 8. Identification and Classification of Members of the Group.

     If a group has filed this Schedule pursuant to Rule 13d-1(b)(1)(ii)(J), so indicate under item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this Schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identity of each member of the group.

     Not Applicable.

Item 9. Notice of Dissolution of Group.

     Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

     Not Applicable.

Item 10. Certification.

     Not Applicable.

SIGNATURES

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this amendment to Schedule 13G is true, complete and correct.

Dated: February 17, 2009