UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): April 10, 2006

                              AUDIOVOX CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)


                                    DELAWARE
                 (State or Other Jurisdiction of Incorporation)


            0-28839                                       13-1964841
   (Commission File Number)                    (IRS Employer Identification No.)


180 MARCUS BOULEVARD, HAUPPAUGE, NEW YORK                               11788
(Address of Principal Executive Offices)                             (Zip Code)

                                 (631) 231-7750
              (Registrant's Telephone Number, Including Area Code)


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 file
following provisions:

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

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

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

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




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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 10, 2006,  Audiovox  Corporation (the "Company") issued a press release
announcing  its earnings for the three months ended February 28, 2006. A copy of
the release is furnished herewith as Exhibit 99.1.


ITEM 8.01 OTHER EVENTS

On April 11, 2006,  the Company held a conference  call to discuss its financial
results for the three months ended February 28, 2006. The Company has prepared a
transcript of that conference call, a copy of which is annexed hereto as Exhibit
99.2.

The information furnished under Items 2.02 and 8.01, including Exhibits 99.1 and
99.2,  shall not be deemed to be filed for the  purposes  of  Section  18 of the
Securities  Exchange Act of 1934, as amended,  and will not be  incorporated  by
reference  into any  registration  statement  filed under the  Securities Act of
1933, as amended,  unless specifically  identified therein as being incorporated
therein by reference.






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                                   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 thereunto duly authorized.




                                    AUDIOVOX CORPORATION (Registrant)



Date:    April 12, 2006         By: /s/ Charles M. Stoehr
                                    --------------------------------------------
                                        Charles M.  Stoehr
                                        Senior Vice President and
                                        Chief Financial Officer



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                                  EXHIBIT INDEX




   EXHIBIT NO.          DESCRIPTION


       99.1             Press Release, dated April 10, 2006, relating to
                        Audiovox Corporation's earnings release for the three
                        months ended February 28, 2006 (filed herewith).


       99.2             Transcript of conference call held on April 11, 2006
                        at 10:00 am (filed herewith).

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