Unassociated Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

GigaBeam Corporation

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(Name of Issuer)

Common Stock

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(Title of Class of Securities)

37517W107

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(CUSIP Number)

S. Jay Lawrence

GigaBeam Corporation

4021 Stirrup Creek Drive, Suite 400

Durham, NC 27703

919-206-4426

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(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

January 31, 2008

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(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box _____.

CUSIP No. 37517W107

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1 Name of Reporting Person

Mr. Mark W. Hahn

2 Check the Appropriate Box if a Member of a Group

a o

b o

3 SEC USE ONLY

4 Source of Funds *

Mr. Hahn: OO

5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)[_]

6 Citizenship or Place of Organization

Mr. Hahn is a citizen of the United States of America.

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

7 Sole Voting Power:

Mr. Hahn has sole voting power over the 999,999 shares he beneficially owns.

8 Shared Voting Power:

Mr. Hahn does not share voting power over any shares of the issuer.

9 Sole Dispositive Power:

Mr. Hahn has sole dispositive power over the 999,999 shares he beneficially owns.

10 Shared Dispositive Power:

Mr. Hahn does not share dispositive power over any shares of the issuer.

11 Aggregate Amount Beneficially Owned by Each Reporting Person:

Mark W. Hahn: 999,999 shares (As of the date of filing of this Schedule 13D, Mr. Hahn beneficially owns 999,999 shares of common stock that may be acquired within 60 days through the exercise of options to purchase common stock).

12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares _____.

13 Percent of Class Represented by Amount in Row (11): Based on 7,957,833 shares of common stock outstanding as of February 11, 2008:

Mark W. Hahn: 11.2%

14 Type of Reporting Person

Mark W. Hahn: IN

ITEM 1: SECURITY AND ISSUER

This Schedule 13D (“Schedule”) relates to the acquisition of beneficial ownership of options to purchase common stock of the Issuer whose principal executive office is located at 4021 Stirrup Creek Drive, Suite 400, Durham, North Carolina 27703.

ITEM 2: IDENTITY AND BACKGROUND

a. Mark W. Hahn

b. 4021 Stirrup Creek Drive, Suite 400, Durham, NC 27703

c. Mr. Hahn is the Chief Financial Officer and Vice President of Finance and Administration of the Issuer, whose principal place of business is located at 4021 Stirrup Creek Drive, Suite 400, Durham, NC 27703.

d. During the last 5 years, Mr. Hahn has not been convicted in any criminal proceeding.

e. During the last 5 years, Mr. Hahn has not been a party to a civil proceeding before a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violation of, prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

f. Mr. Hahn is a citizen of the United States of America.

ITEM 3: SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

The 999,999 options to purchase common stock, which Mr. Hahn may acquire within 60 days, were granted pursuant to an employment agreement, as part of his compensation for serving as the Issuer’s Chief Financial Officer and Vice President of Finance and Administration.

ITEM 4: PURPOSE OF TRANSACTION

On January 31, 2008, pursuant to his employment agreement, Mr. Hahn was issued a short-term option to purchase 1,000,000 shares of the Issuer’s common stock. Upon issuance, 500,000 of these option shares vested immediately. The remaining 500,000 option shares vest in equal amounts over the next two fiscal quarters on April 1, 2008 and July 1, 2008. In addition, Mr. Hahn was issued a long-term option to purchase 1,000,000 shares of the Issuer’s common stock. Upon issuance, 166,666 of these options vested immediately. The remaining 833,334 options vest in equal amounts over the next ten fiscal quarters beginning April 1, 2008. As a result of these issuances on January 31, 2008, Mr. Hahn’s beneficial ownership interest in the Issuer increased from 0% to 7.7% because he was able to acquire 666,666 shares of common stock through the exercise of the above-described options within 60 days of the issuance date, January 31, 2008. As of February 11, 2008, the date of the filing of this Schedule, Mr. Hahn may acquire 999,999 shares of common stock through the exercise of the above described options within 60 days.

Mr. Hahn’s beneficial ownership may continue to increase as the options described above continue to vest and therefore become exercisable.

ITEM 5: INTEREST IN SECURITIES OF THE ISSUER

a. Mr. Hahn is the beneficial owner of 999,999 shares or 11.2% of the common stock issued and outstanding of the Issuer.

b. Mr. Hahn has sole voting and dispositive power over 999,999 shares of common stock of the Issuer.

c. Mr. Hahn has effected the following transactions with respect to the common stock of the Issuer during the past 60 days: None.

d. N/A

e. N/A

ITEM 6: CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

Mr. Hahn was issued the options described herein pursuant to his employment agreement with the Issuer. The terms of the options are governed by the Issuer’s 2008 Stock Option and Incentive Plan.

ITEM 7: MATERIAL TO BE FILED AS EXHIBITS

N/A

SIGNATURE

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

/s/ Mark W. Hahn		Date: February 11, 2008
By: Mark W. Hahn
Chief Financial Officer
GigaBeam Corporation