Airspan Logo**EXHIBIT
                10.13****AIRSPAN
                  NETWORKS INC**
                777
                  Yamato Road, Suite 310
                Boca
                  Raton, FL 33431
                Tel:
                  (561) 893-8670
                Fax:
                  (561) 893-8671
                http://www.airspan.com




**Private
      and Confidential**





1
      March
      2007





David
      Brant


Airspan
      Communications Ltd




Dear
      David





**Position
      of: Senior Vice President and Chief Financial Officer (CFO) - Boca Raton,
      Florida**





It
      is a
      pleasure to provide this formal offer to you for the above position. Both the
      Board of Directors (“Board”) and I are enthusiastic about having you join us in
      this crucial role. The position reports directly to me and will be based at
      the
      Airspan Networks offices in Boca Raton, Florida.





**1.**
            **Compensation**





Your
      base
      salary will be US$274,000 per year to be paid weekly in arrears, effective
      from
      February 1, 2007. The salary will be subject to periodic review and adjustment
      by the Board.




**2.**
            **Start
                Date/Continuous Service**





This
      position will be effective from 1 January 2007. Your service with Airspan
      Communications Ltd will count towards your continuous service.





**3.**
            **Relocation**





You
      are
      eligible for assistance with relocation to the United States and details of
      this
      are included in the attached document.





**4.**
            **Bonus**





You
      will
      be eligible to participate in the Bonus Plan for 2007, at the 50% level. Details
      of the plan will be forwarded to you when they have been finalised and
      approved.









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**5.**
            **Stock
                Options**





In
      addition, you will be presented with the option to purchase 20,000 shares in
      Airspan Networks Inc. common stock. These options will have a grant date
      effective 48 hours after the earnings release as per Company standard and will
      be priced accordingly. On the first anniversary of the grant date 25% of this
      option will vest, the remaining 75% will vest in monthly increments over the
      following three years.





In
      addition to this grant of options, you will be eligible for grants of additional
      options as may be determined by the Board in the future.





**6.**
            **Restricted
                Stock**





6,000
      shares of restricted stock to be granted on the same terms as the 2007
      restricted Company plan including performance objective.





**7.**
            **Benefits**





Other
      benefits, including vacation (25 days per annum), healthcare and a contribution
      of 7.5% of salary will be paid into your existing pension plan in the UK. This
      is in lieu of the 401K and company match benefits. Other benefits will be fully
      explained to you by Paychex our employment and payroll bureau.





**8.**
            **Employment
                Security**





a)
            If
                the Company terminates your employment other than for “Cause” or if you
                terminate your employment with “Good Reason”, you will be entitled to a
                separation payment, to be paid over a twelve month period following
                such
                termination, equal to 12 months of your base salary as of the date
                or your
                termination. Payments to be made in the currency and country of your
                choice.





“Cause”
      means (a) your material breach of this agreement or any other agreement between
      the Company and you which has not been cured within a reasonable period after
      you shall have received notice of such breach from the Company, (b) your failure
      to follow the direction of the board of directors, which directions are in
      compliance with all applicable laws, and that you have not cured such failure
      within a reasonable period after you shall have received notices of such breach
      from the Company, (c) your conviction of a crime involving fraud or theft or
      that constitutes a felony, (d) your engagement of serious wilful misconduct
      that
      is materially injurious to the Company, or (e) your wilful failure to perform
      the duties and responsibilities of your position.





“Good
      Reason” means (a) a material diminution of your duties, authority or
      responsibilities, (b) your removal from the position of Senior Vice President
      and Chief Financial Officer of the Company (c) a material reduction of your
      annual base salary, or (d) a breach by the Company of any material term of
      this
      agreement or any other agreement between the Company and you which has not
      been
      cured within a reasonable period after you shall have given the Company notice
      of such breach.







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b)
              If
                  there is a “Change of Control” of the Company, and within one year of the
                  effective date thereof either (i) the Company terminates your employment,
                  (ii) you voluntarily terminate your employment because either you
                  are
                  required to relocate from the Boca Raton, Florida offices of the
                  Company
                  or your duties and responsibilities are changed in a material way,
                  you
                  will be entitled to receive employment security of twelve months
                  of the
                  total cash compensation that would have been payable to you in
                  the
                  twelve-month period following such termination. Such compensation
                  will
                  include all bonuses that would have been payable (including all
                  bonuses in
                  connection with the end of the Company fiscal year during such
                  twelve-month period and pro-rated portion of any bonus that would
                  have
                  been payable for the following year at the same percentage of
                  compensation). You will also be entitled during that twelve-month
                  period
                  to the benefits described in Section 6
                  above.





“Change
      of Control” means either of the following: (a) the acquisition by any person,
      entity or “group” (as defined in Section 13(d) of the Securities Exchange Act of
      1934, as Amended), other than the Principal Shareholders (as defined below)
      of
      35% or more of the combined voting power of the Company’s then outstanding
      voting securities; (b) the merger, consolidation, acquisition or other
      transaction of the Company as a result of which the Principal Shareholders
      do
      not own, directly or indirectly, more than 50% of the combined voting power
      entitled to vote generally in the election of the board of directors of the
      Company or, as applicable, the acquirer, successor or surviving entity; (c)
      the
      liquidation or dissolution of the Company; (d) the sale, transfer or other
      disposition of all or substantially all of the assets of the Company, whether
      in
      a single transaction or in series of transactions, to one or more persons or
      entities hat are, immediately prior to and after such sale, transfer or
      disposition, persons or entities in which the Principal Shareholders do not
      own,
      directly or indirectly, more than 50% of the combined voting power entitled
      to
      vote generally in the election of the board of directors of such persons or
      entities; and (e) a “Change of Control” under any material document or
      instrument governing the indebtedness of the Company.





“Principal
      Shareholders” means any or all of those persons or entities (other than officers
      of the Company who were not on the board of directors of the Company) who (a)
      who owned, directly or indirectly, as of July 19, 2000 more than 75% of the
      combined voting power entitled to vote generally in the election of the board
      of
      directors of the Company at such date, and (b) are entities, which directly
      or
      indirectly, are in control of, controlled by or under common control with,
      any
      of the persons or entities described in clause (a).





c)
            If
                the Company terminates your employment for “Cause”, or if you voluntarily
                terminate your employment without “Good Reason”, then any options granted
                to you under the Plan that have not vested on or prior to the date
                of
                termination will expire.







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Under
      federal immigration laws, the Company is required to verify your identity and
      legal authority to work in the United States. This offer is conditional upon
      submission of satisfactory documentation.





The
      terms
      and conditions set forth in this offer have been authorised and approved by
      the
      Board of Directors of the Company.





If
      you
      are in agreement with the terms of this offer, please acknowledge by signing
      below, this offer is valid for one week from the date of this
      letter.





Signed
      for Airspan Networks Inc





/s/ Barbara
                SheardBarbara
                  Sheard
                **Director,
                  Human Resources**Signed /s/ David
                Brant
              Date: March 1, 2007**David
                  Brant**









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**David
      Brant**




**Relocation
      to USA**




**Administration
      of the Relocation Agreement**




**1.**
            **PURPOSE**





This
      agreement is designed to provide financial assistance and advisory support
      for
      Airspan employees relocating to take up employment with the Company.




**2.**
            **EXPENSES
                COVERED BY THIS AGREEMENT**





Outlined
      in this agreement are the relocation expenses which the Company is prepared
      to
      reimburse to you (if not already covered by your offer letter) and, where
      possible, maximum expenditure is indicated. Where it is not indicated the
      Company expects reasonable expenditure to be submitted. If you are in any doubt
      as to what the Company deems reasonable, please contact the HR Department with
      written estimates prior to expenditure for approval. Items not included in
      this
      agreement will not be reimbursed except those referred to in paragraph 6 of
      this
      policy.




**3.**
            **ADMINISTRATION**





This
      agreement will be administered by the Human Resources Department in the United
      States





**4.**
            **ELIGIBILITY**





You
      will
      only be eligible for relocation reimbursement whilst in employment with the
      Company.





**5.**
            **RECORD
                KEEPING**





For
      all
      expenses you must submit relocation expense reports in a timely manner with
      original receipts, to the Human Resources Department for processing.





**6.**
            **EXPENSES
                NOT COVERED BY THIS
                AGREEMENT**





The
      Company recognises that special circumstances and contingencies may occur in
      a
      relocation. No one plan such as this can cover every conceivable situation.
      If
      you encounter an unusual problem or a circumstance, which does not seem to
      be
      adequately covered in this policy, the Human Resources Department will make
      every effort to provide you with the answers and assistance needed. All
      agreement deviations require the approval of the CEO.





**7.**
            **TEMPORARY
                LIVING EXPENSES**





The
      Company will pay for reasonable temporary living accommodations for you in
      the
      USA in accommodation to be arranged through the Company for a maximum of $6,000
      per month with a limit of $40,000. The Company will reimburse normal laundry,
      meal and telephone costs during this time. All expenses must be submitted
      through the Company’s expenses procedure and must be authorised by the Chief
      Executive Officer.









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**8.**
            **VISA**





The
      Company will pay for the cost of obtaining the necessary visa to allow you
      to
      work in the US and visas for your wife and daughters. When your visa expires
      the
      Company will also meet the costs of applying for a Green Card.





**9.**
            **TAX
                  PLANNING/TAX
                  RETURNS**





The
      Company will assist to a maximum of $1,200 per annum, against receipts with
      tax
      planning and tax returns.





**10.**
            **MOVING
                EXPENSES**




**Flights**




The
      Company will provide economy class flight for you, your wife and your children
      to the United States when you take up position.




**Transport
      Costs of Household Goods**




Transport
      costs of your household goods from the United Kingdom to the United States.
      You
      should submit three estimates to the Human Resources Department for approval
      prior to booking. To a maximum of $15,000.





**11.**
            **DISTURBANCE
                ALLOWANCE**





You
      shall
      be paid one months salary on your arriving in the US as a disturbance allowance.





**12.**
            **REPATRIATION**




If
      the
      Company should terminate your contract, without cause, or if your post were
      to
      become redundant, the Company will undertake to pay the costs of your
      repatriation, up to a maximum of US$20,000. **** Assistance
      with repatriation includes:





·
            Assistance with removal.


·
            Cost
                of travel, as set out in the policy
                manual.


·
            Temporary
                accommodation for up to three months in the UK where your normal
                residence
                is not available to you immediately, for example because it is still
                occupied by tenants.





In
      the
      event you should resign after a minimum of 24 months from this agreement date,
      you will also
      qualify for repatriation up to $20,000 as mentioned below. Should you resign
      within the first 24 months of this agreement, no repatriation allowance will
      apply.




The
      company will cover the costs of your repatriation when your work permit expires,
      up to a maximum of US$20,000.









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**13.**
            **SCHOOL
                FEES**





The
      Company will cover the costs of school fees for school years starting in 2007
      and 2008 to a maximum of $25,000 per year.





**14.**
            **REIMBURSABLE
                TRAVEL**





The
      company will cover the cost of travel to the UK for you and your family with
      a
      maximum of $12,000 per annum.





**15.**
            **RELOCATION
                REVIEW**





If
      exceptional circumstances should arise, such as serious illness within your
      immediate family, which necessitated your permanent return to the UK., Airspan
      would review the detail of this relocation package with you.





Signed
      for Airspan Networks Inc





/s/ Barbara
                SheardBarbara
                  Sheard
                **Director,
                  Human Resources**Signed /s/ David Brant
              Date: March 1, 2007**David
                Brant**