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

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): January ~~September 29~~17, ~~2005~~2006

GoRemote Internet Communications, Inc.

(Exact name of the Registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

000-27871	77–0368092	~~77-0368092~~
(Commission File Number)		(IRS Employer Identification No.)
(Commission	(IRS Employer
1421 McCarthy Blvd., Milpitas, California		95035
File Number)	Identification No.)
(Address of principal executive offices)		(Zip Code)
1421 McCarthy Blvd., Milpitas, California	95035
(Address of principal executive offices)	(Zip Code)

(408) 955-1920

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ~~(see General Instruction A.2. below)~~:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oý Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item~~ITEM 18.01. ~~Material~~OTHER ~~Agreements~~EVENTS.

On ~~September~~ January 2917, ~~2005~~2006, ~~the Compensation Committee of the Board of Directors of~~ GoRemote Internet Communications, Inc. ~~(“Company”)~~issued ~~adopted~~a ~~guidelines for~~press ~~executive~~release ~~officer~~announcing ~~incentive~~that ~~compensation,~~it ~~effective~~has received ~~for~~early termination of the ~~Company’s~~waiting ~~2006 fiscal~~period ~~year. The~~under ~~participating~~the ~~executive~~Hart-Scott-Rodino ~~officers~~Antitrust ~~and~~Improvements ~~their~~Act ~~titles~~of 1976, ~~and~~as aamended, ~~brief~~in ~~description~~connection ofwith ~~the~~its ~~material terms and~~proposed ~~conditions~~merger ofwith ~~this~~iPass ~~compensation~~Inc. A ~~arrangement,~~copy ~~appear~~of inthe press ~~Exhibit 10.01~~release ~~to this~~is ~~Current~~attached ~~Report~~hereto onas ~~Form~~Exhibit ~~8-K,~~99.1 ~~which~~and is incorporated herein by reference.

OnITEM September 29, 2005, the Compensation Committee also authorized the Company to enter into change-of-control arrangements with its executive officers as an incentive for them to continue their employment by the Company9. ~~The participating executive officers and their titles, and a brief description of the material terms and conditions of these arrangements, appear in Exhibit 10~~01.02 toFINANCIAL ~~this~~STATEMENTS ~~Current~~AND ~~Report on Form 8-K, which is incorporated herein by reference~~EXHIBITS.

~~Item 9.01. Financial Statements and~~ (d) Exhibits.

Exhibit No.		Description
10.01		Summary of GoRemote Executive Incentive Guidelines
99.1		Press Release issued by GoRemote Internet Communications, Inc. dated January 17, 2006.
10.02		Description of Change-of-Control Arrangements

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.

	~~GoRemote Internet Communications, Inc.~~	GoRemote Internet Communications, Inc.
Date: October 5, 2005	By:	/s/ David L. Teichmann
Date: January 17, 2006		/s/ David L. Teichmann
		David L. Teichmann, Senior Vice President,
		David L. Teichmann, Senior Vice President, General Counsel and Secretary
		General Counsel and Secretary

~~Exhibit~~EXHIBIT ~~Index~~INDEX

Exhibit No.		Description
10.01		Summary of GoRemote Executive Incentive Guidelines
99.1		Press Release issued by GoRemote Internet Communications, Inc. dated January 17, 2006.
10.02		Description of Change-of-Control Arrangements

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