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) July 3, 1996 (June 27,
     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)








                                    Page 1

Item 5.  OTHER EVENTS

      The Company successfully transmitted digital video, audio programming and
data  signals  on  June 27, 1996 at a demonstration held in Rochester, New York
for members of the financial  community.  The  demonstration included digitally
encoded satellite and local broadcast television  programming,  as  well as the
company's  high-speed  Internet-receive service that transmits 10 megabits  per
second.

      CAI demonstrated its wireless cable transmission system using five to one
digital compression.  The successful demonstration underscores the viability of
multipoint multichannel  distribution  systems  (MMDS) in a digital environment
(also known as digital wireless cable technology). The MMDS technology uses the
2.5  gigahertz  (Ghz) portion of the electromagnetic  spectrum  to  transmit  a
variety of signals,  including  "cable"  television  and  local programming, to
subscribers' homes.

      The  Company  is  deploying  digital  transport  networks  that   provide
laserdisc  picture quality and CD-quality sound using a main transmitter and  a
series of boosters.  The  boosters, which retransmit the main antenna's signal,
beam programming to subscribers'  homes and create multiple lines-of-sight, are
designed to reach a minimum of 75 percent of the homes in the market.





                                      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,   July 3, 1996
     Jared E. Abbruzzese            and Director (Principal Executive
                                    Officer)



/S/ JAMES P. ASHMAN                 Executive Vice President, Chief      July 3, 1996
       James P. Ashman              Financial Officer and Director
                                    (Principal Financial Officer)