Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 9, 2009, Harold M. Krisbergh tendered his resignation as Chief Executive Officer and a director of WorldGate Communications, Inc. (the "Company"), and Randall J. Gort tendered his resignation as Senior Vice President, Chief Legal Officer and Secretary of the Company.

In connection with their respective resignations, the Company entered into severance agreements with each of Messrs. Krisbergh and Gort pursuant to which the Company agreed to provide them with certain severance benefits, including continuation of salary for a period of twelve months, payment of accrued bonus amounts, continuation of certain health benefits for the severance period, and an extension of the period during which vested options may be exercised. The severance agreements provide a general release in favor of the Company and its affiliates.

---