UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   ----------

                                    FORM 10-Q

               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2007
                           Commission File No. 0-29359

                                 GoAmerica, Inc.
                                 ---------------
             (Exact Name of Registrant as Specified in Its Charter)

                Delaware                               22-3693371
              ------------                           ---------------
    (State or Other Jurisdiction of         (I.R.S. Employer Identification No.)
     Incorporation or Organization)

433 Hackensack Avenue, Hackensack, New Jersey                           07601
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


                                 (201) 996-1717
                                ------------------
                         (Registrant's Telephone Number,
                              Including Area Code)

      Indicate by check mark whether the  registrant:  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing  requirements  for the past 90 days.

               Yes: X                                      No: __

      Indicate  by check mark  whether  the  registrant  is a large  accelerated
filer,  an  accelerated  filer or a  non-accelerated  filer.  See  definition of
"accelerated  filer and large  accelerated  filer" in Rule 12b-2 of the Exchange
Act. (Check one):

Large Accelerated Filer __    Accelerated Filer __      Non-accelerated filer  X

      Indicate  by check mark  whether  the  registrant  is a shell  company (as
defined in Rule 12b-2 of the Exchange Act).

               Yes: __                                     No: X

      Indicate  the  number of shares  outstanding  of each of the  Registrant's
classes of common  stock,  as of July 31, 2007:

               Class                                       Number of Shares
               -----                                       ----------------

    Common Stock, $.01 par value                              2,462,605

<PAGE>

                                 GOAMERICA, INC.

                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----
PART I. FINANCIAL INFORMATION .............................................    1

         Item 1. Financial Statements (June 30, 2007 and 2006 are unaudited)   1

                Condensed Consolidated Balance Sheets as of June 30, 2007
                  and December 31, 2006 ...................................    2

                Condensed  Consolidated  Statements of Operations for
                  the Three and Six Months Ended June 30, 2007 and 2006 ...    3

                Condensed Consolidated Statements of Cash Flows for
                  the Six Months Ended June 30, 2007 and 2006 .............    4

                Notes to Condensed Consolidated Financial Statements ......    5

         Item 2. Management's Discussion and Analysis of Financial
                   Condition and Results of Operations ....................   11

                 General ..................................................   11

                 Critical Accounting Policies and Estimates ...............   11

                 Results of Operations ....................................   12

                 Liquidity and Capital Resources ..........................   16

         Item 3. Quantitative and Qualitative Disclosures About Market Risk   17

         Item 4. Controls and Procedures ..................................   17

PART II. OTHER INFORMATION ................................................   18

         Item 1. Legal Proceedings ........................................   18

         Item 6. Exhibits .................................................   18

SIGNATURES ................................................................   19


                                        i
<PAGE>


                          PART I. FINANCIAL INFORMATION

                          Item 1. Financial Statements


                                        1

<PAGE>

                                 GOAMERICA, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                 (In thousands, except share and per share data)

                                                        June 30,    December 31,
                                                          2007         2006
                                                       -------------------------
                                                       (Unaudited)
Assets
Current assets:
     Cash and cash equivalents .....................   $   3,053    $   3,870
     Accounts receivable, net ......................       1,829        1,891
     Other receivable, net .........................          20           48
     Merchandise inventories, net ..................         196          329
     Prepaid expenses and other current assets .....         209          185
                                                       ---------    ---------
Total current assets ...............................       5,307        6,323

Property, equipment and leasehold
     improvements, net .............................         853          755
Goodwill, net ......................................       6,000        6,000
Other assets .......................................       1,089          801
                                                       ---------    ---------
                                                       $  13,249    $  13,879
                                                       =========    =========

Liabilities and stockholders' equity
Current liabilities:
     Accounts payable ..............................   $     421    $     559
     Accrued expenses ..............................       2,668        1,982
     Deferred revenue ..............................         102          100
     Other current liabilities .....................          83           65
                                                       ---------    ---------
Total current liabilities ..........................       3,274        2,706

Other long term liabilities ........................          82          112

Commitments and contingencies

Stockholders' equity:
      Preferred stock,  $.01 par value, authorized:
       4,351,943 shares in 2007 and 2006;
       issued: none in 2007 and 2006 ...............          --           --
      Common stock,  $.01 par value, authorized:
       200,000,000 shares in 2007 and 2006; issued:
       2,486,668 in 2007 and 2006 ..................          25           25
      Additional paid-in capital ...................     286,812      286,429
      Accumulated deficit ..........................    (276,758)    (275,207)
      Treasury stock, at cost,
       24,063 shares in 2007 and 2006 ..............        (186)        (186)
                                                       ---------    ---------
Total stockholders' equity .........................       9,893       11,061
                                                       ---------    ---------
                                                       $  13,249    $  13,879
                                                       =========    =========

   The accompanying notes are an integral part of these financial statements.


                                       2
<PAGE>

                                 GOAMERICA, INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                 (In thousands, except share and per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    Three Months Ended June 30,       Six Months Ended June 30,
                                                  ---------------------------------------------------------------
                                                      2007           2006             2007              2006
                                                  ---------------------------------------------------------------
<S>                                               <C>            <C>               <C>                <C>
Revenues:
     Relay services ...........................   $     3,834    $     1,361       $     7,494       $     1,828
     Subscriber ...............................           284            316               600               606
     Commissions ..............................            74            659               261             1,486
     Equipment ................................           111             51               217               101
     Other ....................................             2              1                40                 3
                                                  -----------    -----------       -----------       -----------
                                                        4,305          2,388             8,612             4,024
Costs and expenses:
     Cost of relay services ...................         2,670            647             5,075               692
     Cost of subscriber airtime ...............           257            166               567               305
     Cost of equipment revenue ................           190            122               324               202
     Cost of network operations ...............            29             19                58                46
     Sales and marketing ......................           479            479             1,003             1,021
     General and administrative ...............         1,257          1,057             2,613             2,168
     Research and development .................           143            100               257               233
     Depreciation and amortization ............            90            126               163               270
                                                  -----------    -----------       -----------       -----------
                                                        5,115          2,716            10,060             4,937
                                                  -----------    -----------       -----------       -----------

Loss from operations ..........................          (810)          (328)           (1,448)             (913)
Other income (expense):
      Settlement losses........................            --             --              (162)               --
      Terminated merger costs .................            --            (12)               --              (431)
      Interest income (expense), net ..........            24             55                59               100
                                                  -----------    -----------       -----------       -----------
Total other income (expense), net .............            24             43              (103)             (331)
                                                  -----------    -----------       -----------       -----------

Loss from continuing operations ...............          (786)          (285)           (1,551)           (1,244)

Loss from discontinued operations .............            --            (81)               --              (200)
                                                  -----------    -----------       -----------       -----------
Net loss ......................................   $      (786)   $      (366)      $    (1,551)      $    (1,444)
                                                  ===========    ===========       ===========       ===========

Loss per share-Basic and Diluted:
     Loss from continuing operations ..........   $     (0.36)   $     (0.13)      $     (0.70)      $     (0.59)

     Loss from discontinued operations ........            --          (0.04)               --             (0.10)
                                                  -----------    -----------       -----------       -----------
Basic and Diluted net loss per share ..........   $     (0.36)   $     (0.17)      $     (0.70)      $     (0.69)
                                                  ===========    ===========       ===========       ===========

Weighted average shares used in computation of
   basic and diluted  net loss per share ......     2,204,097      2,093,451         2,203,793         2,093,451
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                       3
<PAGE>

                                 GOAMERICA, INC.

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)

                                                              Six Months Ended
                                                                  June 30,
                                                             ------------------
                                                               2007       2006
                                                             ------------------
Operating activities
Net loss .................................................   $(1,551)   $(1,444)
Adjustments to reconcile net loss to net cash
   used in operating activities:
  Depreciation and amortization of fixed assets ..........       163        299
  Settlement losses ......................................       162         --
  Provision for losses on accounts receivable ............        88         90
  Non cash employee compensation .........................       383        213
  Write off of capitalized terminated merger costs .......        --        431
  Changes in operating assets and liabilities:
    Increase in accounts receivable ......................       (26)      (903)
    Decrease in other receivables ........................        28         --
    Decrease (increase) in merchandise inventories .......       133        (77)
    Increase in prepaid expenses and other current assets        (24)       (97)
    Decrease in accounts payable .........................      (138)       (30)
    Increase in accrued expenses .........................       720        606
    Increase in deferred revenue .........................         2          5
                                                             -------    -------
Net cash used in operating activities ....................       (60)      (907)

Investing activities
Change in other assets and restricted cash ...............      (450)       111
Purchase of property, equipment and leasehold improvements      (261)       (75)
                                                             -------    -------
Net cash (used in)\provided by investing activities ......      (711)        36

Financing activities
Payments made on capital lease obligations ...............       (46)       (18)
                                                             -------    -------
Net cash used in financing activities ....................       (46)       (18)
                                                             -------    -------

Net decrease in cash and cash equivalents ................      (817)      (889)
Cash and cash equivalents at beginning of period .........     3,870      4,804
                                                             -------    -------
Cash and cash equivalents at end of period ...............   $ 3,053    $ 3,915
                                                             =======    =======

Supplemental Disclosure of Cash Flow Information:

Cash paid for Interest ...................................   $    13    $     5

Supplemental Disclosure of Non-Cash Investing Activities:

Acquisition of equipment through capital leases ..........   $    --    $    14

   The accompanying notes are an integral part of these financial statements.


                                       4
<PAGE>

                                 GOAMERICA, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                 (In thousands, except share and per share data)

Note 1 - Basis of Presentation:

      The accompanying  unaudited condensed  consolidated  financial  statements
have been prepared in accordance with accounting  principles  generally accepted
in the United States for interim financial information and with the instructions
to Form  10-Q and Rule  10-01 of  Regulation  S-X and  include  the  results  of
GoAmerica, Inc. and its wholly-owned subsidiaries (collectively, the "Company").
Accordingly,  certain information and footnote disclosures required in financial
statements prepared in accordance with accounting  principles generally accepted
in the United  States  have been  condensed  or  omitted.  In the opinion of the
Company's  management,  the accompanying  unaudited financial statements contain
all  adjustments  (consisting  only of normal  recurring  adjustments  except as
otherwise  disclosed herein) which the Company considers  necessary for the fair
presentation  of its  financial  position as of June 30, 2007 and the results of
its operations and its cash flows for the three and six month periods ended June
30, 2007 and 2006. These financial statements should be read in conjunction with
the Company's  audited  financial  statements and notes thereto  included in the
Company's  Annual  Report on Form 10-K (as amended) for the year ended  December
31, 2006.

      On  September  1, 2006,  the Company  entered  into an  agreement  to sell
GoAmerica  Marketing,  Inc. dba GA Prepaid ("GA  Prepaid"),  its prepaid calling
card  division,  effective  August 31,  2006,  at which time the Company  ceased
offering prepaid calling cards. The sale closed on October 2, 2006. (see note 8)

      The Company operates in a highly competitive  environment subject to rapid
technological  change  and  emergence  of new  technology.  Although  management
believes its services are transferable to emerging  technologies,  rapid changes
in  technology  could  have an  adverse  financial  impact  on the  Company.  In
addition,  as of June 30, 2007,  the Company had 73% of its accounts  receivable
with the National Exchange Carriers Association ("NECA").  For the three and six
months ended June 30, 2007, the Company generated 89% and 87%, respectively,  of
its total revenue with NECA.

      The Company has incurred significant  operating losses since its inception
and, as of June 30, 2007, has an accumulated deficit of $276,758. During the six
months ended June 30, 2007,  the Company  incurred a net loss of $1,551 and used
$60 of cash to fund operating  activities.  As of June 30, 2007, the Company had
$3,053 in cash and cash equivalents.

      Results for the interim period are not  necessarily  indicative of results
that may be  expected  for the  entire  year or for any  other  interim  period.
Certain  reclassifications  have been made to the previously filed June 30, 2006
financial statements in order to conform them to the current presentation.  Such
reclassifications had no effect on the Company's reported net loss.

Note 2 - Significant Accounting Policies:

Revenue Recognition-Relay Services

      The Company  derives  revenue from relay  services  which is recognized as
revenue when services are provided or earned.

      In June 2006, the Federal Communications  Commission certified the Company
as an Internet Protocol Relay and Video Relay Service Provider. As a result, the
Company  became  eligible  to  be  compensated   directly  from  the  Interstate
Telecommunications  Relay Services Fund for  reimbursement  of its  i711.com(TM)
minutes and began  recognizing  the full revenue from these minutes along with a
related cost of revenue for the costs  associated  with these minutes,  which is
provided by Nordia, Inc. Previously,  the Company relied on Nordia to obtain the
reimbursement  amounts on the Company's behalf.  This previous practice resulted
in the Company  recording  only a portion of the total  revenue from the service
provided as the Company was not the primary obligor.

      The Company  derives  subscriber  revenue  from the  provision of wireless
communication  services.  Subscriber  revenue  consists  of monthly  charges for
access and usage and is recognized as the service is provided. Equipment revenue
is recognized upon shipment and transfer of title to the end user.  Revenue from
commissions  is recognized  upon  activation of  subscribers  on behalf of third
party wireless network providers.


                                       5
<PAGE>

Recent Accounting Pronouncements

      In September  2006,  the Financial  Accounting  Standards  Board  ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 157, "Fair Value
Measurements" ("SFAS 157"). SFAS 157 defines fair value, establishes a framework
for measuring  fair value in accordance  with  accounting  principles  generally
accepted  in the  United  States,  and  expands  disclosures  about  fair  value
measurements.  SFAS No. 157 is effective  for  financial  statements  issued for
fiscal  years  beginning  after  November 15,  2007,  with  earlier  application
encouraged.  Any  amounts  recognized  upon  adoption  as  a  cumulative  effect
adjustment will be recorded to the opening  balance of retained  earnings in the
year of  adoption.  The  Company  has  not yet  determined  the  impact  of this
statement on its results of operations or financial condition.

      In February  2007,  the FASB issued SFAS No. 159,  "Establishing  the Fair
Value Option for  Financial  Assets and  Liabilities"  to permit all entities to
choose to elect to measure  eligible  financial  instruments  and certain  other
items at fair value.  The  decision  whether to elect the fair value  option may
occur for each eligible item either on a specified election date or according to
a  preexisting  policy for  specified  types of eligible  items.  However,  that
decision must also take place on a date on which criteria under SFAS 159 occurs.
Finally,  the  decision  to elect  the  fair  value  option  shall be made on an
instrument-by-instrument basis, except in certain circumstances. An entity shall
report  unrealized gains and losses on items for which the fair value option has
been elected in earnings at each subsequent reporting date. SFAS No. 159 applies
to fiscal years beginning after November 15, 2007, with early adoption permitted
for an entity  that has also  elected to apply the  provisions  of SFAS No. 157,
Fair Value  Measurements.  The Company has not yet determined the impact of this
statement on its results of operations or financial condition.

Note 3 - Earnings (Loss) Per Share:

      The Company  computes net loss per share under the  provisions of SFAS No.
128, "Earnings per Share" ("SFAS 128"), and SEC Staff Accounting Bulletin No. 98
("SAB 98").

      Under  the  provisions  of SFAS 128 and SAB 98,  basic  loss per  share is
computed  by   dividing   the   Company's   net  loss  for  the  period  by  the
weighted-average number of shares of common stock outstanding during the period.
Diluted net loss per share  excludes  potential  common  shares if the effect is
anti-dilutive.  Diluted loss per share is determined in the same manner as basic
loss per share except that the number of shares is increased  assuming  exercise
of dilutive stock options and warrants  using the treasury stock method.  As the
Company had a net loss, the impact of the assumed  exercise of the stock options
and warrants is anti-dilutive and as such, these amounts have been excluded from
the  calculation  of diluted  loss per share.  For the six months ended June 30,
2007  and  2006,   425,844  and  426,428  of  common  stock  equivalent  shares,
respectively,  were excluded from the computation of diluted net loss per share,
respectively.

                                   Three months ended         Six months ended
                                        June 30,                  June 30,
                                  --------------------      --------------------
                                    2007         2006         2007         2006
                                  -------      -------      -------      -------
Options                            83,191       97,108       83,191       97,108
Warrants                           84,320       84,320       84,320       84,320
Non-vested
  restricted stock                258,333      245,000      258,333      245,000
                                  -------      -------      -------      -------
Total                             425,844      426,428      425,844      426,428
                                  =======      =======      =======      =======

Note 4 - Goodwill:

      The Company follows SFAS No. 142, "Goodwill and Other Intangible  Assets".
Under SFAS No. 142,  goodwill and other intangible  assets with indefinite lives
are no  longer  amortized  but are  reviewed  for  impairment  annually  or more
frequently if impairment  indicators arise. The Company's  goodwill is contained
in its Wynd reporting  unit. The Company  believes there are no such  impairment
indicators relative to this reporting unit at June 30, 2007.


                                       6
<PAGE>

Note 5 - Stock-based Compensation:

      The Company has a stock-based compensation program that provides our Board
of Directors  broad  discretion in creating  employee  equity  incentives.  This
program includes incentive and non-statutory  stock options and non-vested stock
awards  (also known as  restricted  stock)  granted  under  various  plans,  the
majority of which are stockholder approved. As of June 30, 2007, the Company had
272,478  shares of common stock  reserved for future  issuance  under our equity
compensation plan and stock purchase plan.

      Effective  January 1, 2006,  the Company  adopted the  provisions  of SFAS
123R,  requiring  us to  recognize  expense  related  to the  fair  value of our
stock-based  compensation  awards.  The  Company  elected  to use  the  modified
prospective transition method as permitted by SFAS 123R and, therefore,  we have
not restated our  financial  results for prior  periods.  Under this  transition
method,  stock-based compensation expense for the six months ended June 30, 2007
includes  compensation  expense for all stock-based  compensation awards granted
prior to, but not yet vested as of December  31,  2005,  based on the grant date
fair value estimated in accordance with the original provisions of SFAS 123. The
Company did not issue any new stock  options  during the six month  period ended
June 30,  2007.  The Company  recognizes  compensation  expense for stock option
awards on a straight-line  basis over the requisite service period of the award.
The  Company's  adoption of SFAS 123R had no effect on the  Company's  basic and
diluted loss per share for the three and six months ended June 30, 2007.

      The following table sets forth the total stock-based  compensation expense
resulting from stock options and non-vested  restricted stock awards included in
the Company's condensed consolidated statements of operations:

                                         Three months ended     Six months ended
                                              June 30,              June 30,
                                         -------------------    ----------------
                                           2007       2006       2007      2006
                                           ----       ----       ----      ----
Selling, general and
  administrative ...................       $155       $105       $383      $213
                                           ----       ----       ----      ----
Stock-based compensation expense
  before income taxes ..............        155        105        383       213
Income tax benefit .................         --         --         --        --
                                           ----       ----       ----      ----

Total stock-based compensation
  expense after income taxes .......       $155       $105       $383      $213
                                           ====       ====       ====      ====

      Prior to the  adoption  of SFAS 123R,  the  Company's  Board of  Directors
approved the acceleration of vesting of certain unvested and  "out-of-the-money"
stock  options  with  exercise  prices  equal to or greater than $4.19 per share
previously  awarded to our  employees,  including  our  executive  officers  and
directors,  under our equity compensation plans. The acceleration of vesting was
effective  for stock  options  outstanding  as of December 29, 2005.  Options to
purchase  approximately  31,518 shares of common stock or 86% of our outstanding
unvested options were subject to the acceleration. The weighted average exercise
price of the options that were accelerated was $19.93. The Company believes that
because the options that were  accelerated  had exercise prices in excess of the
current market value of our common stock, the options had limited economic value
and were not fully achieving their original objective of incentive  compensation
and employee retention.


                                       7
<PAGE>

      Stock  option  activity  for the six  months  ended June 30,  2007,  is as
follows:

<TABLE>
<CAPTION>
                                                                   Weighted-Average
                                    Number of   Weighted-Average       Remaining          Aggregate
                                     Options     Exercise Price    Contractual Life    Intrinsic Value
                                     -------     --------------    ----------------    ---------------
<S>                                  <C>            <C>                <C>                 <C>
Outstanding at January 1, 2007 ..    83,191         $75.90
Granted .........................        --             --
Exercise ........................        --             --
Cancelled .......................        --             --
                                     ------
Outstanding at June 30, 2007 ....    83,191         $75.90               4.4                $36
                                     ======
Exercisable at June 30, 2007 ....    79,858         $78.97               4.3                $29
                                     ======
</TABLE>

      The  aggregate  intrinsic  value in the table above  represents  the total
pretax intrinsic value (i.e., the difference between the Company's closing stock
price on the last  trading  day of our second  quarter of 2007 and the  exercise
price,  times the number of shares) that would have been  received by the option
holders had all option holders  exercised their in the money options on June 30,
2007. This amount changes based on the fair market value of the Company's stock.

      As of June 30, 2007,  approximately $4 of total unrecognized  compensation
cost   related  to  stock   options  is  expected  to  be   recognized   over  a
weighted-average period of two years.

      The following table  summarizes the Company's  nonvested  restricted stock
activity for the six months ended June 30, 2007:

                                                                       Weighted
                                                                        Average
                                                           Number     Grant Date
                                                          of Shares   Fair Value
                                                          ---------   ----------
Non vested stock at December 31, 2006 ............         285,833      $4.72
Granted ..........................................              --         --

Vested ...........................................          27,500       4.02
Forfeited ........................................              --         --
                                                           -------      -----
Non vested stock at June 30, 2007 ................         258,333      $4.79
                                                           =======      =====

      As part of the  adoption  of SFAS 123R,  effective  January  1, 2006,  the
Company  eliminated  $1,230 of deferred  employee  compensation  against paid in
capital.  As of June 30, 2007, $764 of total unrecognized  compensation costs is
expected to be recognized  over the remaining  service period of two years.  The
Company recognized $383 and $213 of expense related to the amortization of these
restricted  stock  awards  during the six months  ended June 30,  2007 and 2006,
respectively.

Note 6 - Contingencies:

      On September 22, 2004,  Boundless Depot, LLC ("Boundless Depot") and Scott
Johnson,  one of two  Boundless  Depot  shareholders,  sued  GoAmerica  and Wynd
Communications  in the Superior  Court of the State of California for the County
of Los Angeles,  claiming damages of one million dollars for GoAmerica's refusal
to pay Boundless Depot unattained  contingent  consideration,  comprised of cash
and/or  GoAmerica  Common Stock,  with respect to the Asset  Purchase  Agreement
dated as of February 8, 2003 (the "Deafwireless  Agreement"),  pursuant to which
GoAmerica and Wynd  Communications  acquired certain  Deafwireless  assets.  The
total value of such  contingent  consideration,  if all  contingencies  had been
fully met and amounts paid immediately thereupon,  would not have exceeded $211;
however,  the Company does not believe any of the  contingent  consideration  is
owed to Boundless Depot or either of its  shareholders  since  conditions of the
Deafwireless  Agreement were not met and the Company incurred costs for which it
is entitled to receive  reimbursement from Boundless Depot or offset against any
amounts that may become payable to Boundless  Depot.  Upon petition by GoAmerica
and Wynd  Communications,  the Court has ordered  this matter into  arbitration,
which  process  is now  pending.  The  Company  intends  to defend  this  action
vigorously and may elect to pursue counterclaims.


                                       8
<PAGE>

Note 7 - Settlement of Hands On Litigation:

      On May 2, 2005,  the Company  entered into a loan  agreement with Hands On
Video Relay Services,  Inc., a Delaware corporation,  and Hands On Sign Language
Services,   Inc.,  a  California  corporation   (collectively,   the  "Hands  On
Entities"). Pursuant to that agreement, all amounts that the Company advanced to
Hands On were secured,  initially,  by the assets  acquired with such funds with
interest at a defined  prime rate. On July 6, 2005,  the Company  entered into a
merger  agreement  with the Hands On Entities and their  principal  shareholders
(collectively, "Hands On").

      On March 1, 2006, the Company announced its receipt of a letter from Hands
On in which  Hands On  purportedly  terminated  the merger  agreement  among the
parties.  Subsequent  discussions between the parties did not provide a basis to
pursue the merger.  Hands On stockholders  had approved the proposed merger with
GoAmerica at special Hands On stockholder  meetings held on February 22, 2006. A
Special  Meeting of GoAmerica  Stockholders  relating to the Company's  proposed
merger with Hands On was scheduled for March 13, 2006,  adjourned  from February
27, 2006 in order to allow  GoAmerica  to achieve a quorum  with  respect to the
Special  Meeting.  As of March 6, 2006,  the Company  had  achieved a quorum and
received votes overwhelmingly in favor of the Hands On merger. On March 7, 2006,
the Company  announced its  cancellation  of its Special Meeting of Stockholders
and its  determination  not to pursue its  proposed  merger  with Hands On. As a
result of the merger  agreement  termination,  Hands On's repayment  obligations
under the loan agreement began July 1, 2006. After the Company received all such
payments due through  September 30, 2006,  Hands On ceased  making  payments due
leaving an outstanding receivable of $562 at December 31, 2006.

      Hands On had indicated that it did not intend to make any more payments to
the Company under the existing terms of the loan agreement and that Hands On was
attempting to restructure its debts and raise new capital. In December 2006, the
Company  commenced  litigation  against Hands On,  seeking  recovery of its loan
receivable.

      In April 2007,  the Company  executed a  settlement  agreement  and mutual
release  related to its  litigation  with Hands On in exchange  for an immediate
$400 cash payment,  termination of  litigation,  mutual release of all loan- and
merger-related  claims  (asserted and otherwise),  and other  consideration  and
recorded a settlement loss of $162.

      As a result of the  terminated  merger,  the Company  wrote off a total of
$431 of merger  related  expenses  during the six months ended June 30, 2006 and
such write off is included in other income (expense), net.

Note 8 - Discontinued Operations:

      On  September  1, 2006,  the Company  entered  into an  agreement  to sell
GoAmerica  Marketing,  Inc., dba GA Prepaid ("GA Prepaid"),  its prepaid calling
card division, effective August 31, 2006. The sale closed on October 2, 2006 and
the  Company  recognized  a gain on  sale  of $6.  The  Company  received  total
consideration  of $131 which  consisted of the purchase price of $75 and working
capital  reimbursements  totaling  $56.  The Company was paid $20 at closing and
$111 was payable  under a  guaranteed  promissory  note  payable in five monthly
installments beginning on October 31, 2006.

      Total  revenues  related to the  discontinued  operations  were $1,645 and
$2,750 for the three and six months ended June 30, 2006, respectively.


                                       9
<PAGE>

Note 9 - Subsequent Event:

      On August 2, 2007,  the Company  announced  the  execution of a definitive
agreement under which it will acquire the assets of Verizon's Telecommunications
Relay Services (TRS) division for $50 million in cash and up to an additional $8
million in  contingent  cash  consideration.  The  transaction  will be financed
through $35 million of committed  equity  financing and $30 million of committed
senior  debt  financing,  funded  in  each  case  by  Clearlake  Capital  Group.
Concurrently with the execution of the Verizon definitive agreement, Clearlake:

      o     Purchased  290,135  shares of the Company's  newly created  Series A
            preferred stock at a price of $5.17 per share;

      o     Provided  the  Company  $1.0  million  pursuant  to  a  bridge  loan
            commitment that may increase up to $3.5 million;

      o     Agreed  to  purchase  an  additional  6,479,691  shares  of Series A
            preferred  stock at a price of $5.17 per  share,  subject to certain
            conditions, upon consummation of the Verizon transaction; and

      o     Provided  the Company  with a  commitment  letter for $30 million of
            senior  debt  financing  to be raised for the closing of the Verizon
            transaction.

      In  addition  to the $65 million in  committed  capital for the  Company's
transaction with Verizon, Clearlake has made a time-specific commitment of up to
an additional $55 million for  investments,  acquisitions,  or  combinations  if
requested by GoAmerica's Board of Directors and further approved by Clearlake by
September  14,  2007.  If such  funding  is drawn  down,  $15  million  could be
contributed in exchange for an additional 2,901,354 shares of Series A preferred
stock at a price of $5.17  per  share  and $40  million  could  take the form of
additional  senior  borrowings.  If by  September  14,  2007 the Company has not
completed   negotiations  for  any  follow-on   transactions,   the  incremental
commitment of up to $55 million will expire.  The expiration of the  incremental
commitment  would not impact the $65 million in committed  funds for the Verizon
transaction.  The  potential  transactions  that could be funded by  Clearlake's
time-specific commitment could involve additional material dilution.

      As a result of the  commitments  and capital  infusion  made to date,  the
GoAmerica  Board has provided for Clearlake to obtain an immediate  right to one
new seat on the  GoAmerica  Board of Directors and to expand to a total of three
members upon consummation of the Verizon transaction.

Note 10 - Income Taxes:

      The Company adopted the provisions of Financial Accounting Standards Board
("FASB")  Interpretation  No. 48, "Accounting for Uncertainty in Income Taxes-an
interpretation of FASB Statement No. 109" ("FIN 48"), on January 1, 2007. FIN 48
clarifies  the  accounting  for  uncertainty  in income taxes  recognized  in an
enterprise's  financial  statements  in  accordance  with  FASB  Statement  109,
"Accounting  for Income  Taxes",  and  prescribes a  recognition  threshold  and
measurement process for financial statement recognition and measurement of a tax
position  taken or expected to be taken in a tax  return.  FIN 48 also  provides
guidance on de-recognition,  classification,  interest and penalties, accounting
in interim periods, disclosure and transition.

      Based on the Company's  evaluation,  we have  concluded  that there are no
significant  uncertain  tax  positions  requiring  recognition  in our financial
statements  or  adjustments  to our  deferred  tax assets and related  valuation
allowance.  The  evaluation  was performed for the tax years ended  December 31,
2003,  2004, 2005 and 2006, the tax years which remain subject to examination by
major tax jurisdictions as of June 30, 2007.

      The  Company may from time to time be assessed  interest or  penalties  by
major tax  jurisdictions,  although any such assessments  historically have been
minimal and  immaterial to our financial  results.  In the event the Company may
have  received  an  assessment  for  interest  and/or  penalties,  it  has  been
classified in the financial  statements as selling,  general and  administrative
expense.


                                       10
<PAGE>

      Item 2.  Management's  Discussion and Analysis of Financial  Condition and
               Results of Operations.

      General

      GoAmerica(R) is a  communications  service  provider,  offering  solutions
primarily for consumers who are deaf,  hard of hearing  and/or speech  impaired,
including  wireless  subscription  and  value  added  services,  Internet  relay
services   and   wireless    devices   and    accessories.    Our   i711.com(TM)
telecommunications  relay service was launched in March 2005 and enables  people
who are deaf or hard of hearing to call and "converse"  with hearing  parties by
using a computer,  wireless handheld device or similar unit, through an operator
that interprets text to voice and vice versa. In addition, during December 2006,
we began offering our i711 Video Relay Service  (VRS),  the newest member of the
i711.com(TM)  family of relay services.  i711 VRS enables people who are deaf to
use sign language to communicate with hearing people using a Windows computer, a
web  camera,  and  a  broadband   Internet   connection.   Wynd   Communications
Corporation,   a  wholly  owned   subsidiary  of  GoAmerica,   offers   wireless
subscription  services that operate over the T-Mobile  wireless data network and
consist primarily of two offerings: 1) the resale of recurring monthly data-only
services for deaf or hard of hearing customers;  and 2) our value added services
called  Wireless  Toolkit(TM),  which  consists  of a  collection  of  services,
including  AAA Roadside  Assistance,  TTY/TDD  messaging,  and access to Insight
Cinema's  captioned  movie  information.  We sell wireless  devices  directly to
customers and indirectly  through  sub-dealers.  We have a dealer agreement with
T-Mobile  whereby we sell devices and earn a  commission,  also called a bounty,
upon  activation of the device with an associated  service rate plan.  GoAmerica
continues  to support  customers  who use our  proprietary  software  technology
called Go.Web(TM).  GoWeb is designed for use mainly by enterprise  customers to
enable  secure  wireless  access to corporate  data and the Internet on numerous
wireless  computing  devices.  We continue to engineer our technology to operate
with new versions of wireless devices as they emerge.

      Critical Accounting Policies and Estimates

      Management's Discussion and Analysis of Financial Condition and Results of
Operations  discusses our  consolidated  financial  statements,  which have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America. The preparation of these financial statements requires
management to make estimates and judgments  that affect the reported  amounts of
assets,  liabilities,  revenues  and  expenses,  and the related  disclosure  of
contingent assets and liabilities.  On an on-going basis,  management  evaluates
its estimates and  judgments,  including  those related to revenue  recognition,
allowance for doubtful  accounts and note receivable and  recoverability  of our
goodwill  and  other  intangible  assets.  Management  bases its  estimates  and
judgments  on  historical  experience  and on  various  other  factors  that are
believed to be reasonable under the circumstances, the results of which form the
basis for making  judgments  about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.

      Management  believes the following  critical  accounting  policies,  among
others,  affect  its  more  significant  judgments  and  estimates  used  in the
preparation of its  consolidated  financial  statements.  Historically,  we have
derived our revenue  primarily from the sale of basic and  value-added  wireless
data  services  and the  sale of  related  mobile  devices.  Subscriber  revenue
consists  primarily of monthly charges for access and usage and is recognized as
the services are provided.  Equipment revenue is recognized upon shipment to the
end user. Revenue from relay services is recognized as revenue when services are
provided or earned.  Revenue from  commissions is recognized  upon activation of
subscribers on behalf of third party wireless network providers. We estimate the
collectibility  of our  trade and note  receivables.  A  considerable  amount of
judgment is required in assessing the ultimate realization of these receivables,
including   analysis   of   historical   collection   rates   and  the   current
credit-worthiness  of  significant  customers.  Significant  changes in required
reserves have been recorded in recent periods and may occur in the future due to
current  market  conditions.  We write down  inventory for  estimated  excess or
obsolete inventory equal to the difference between the cost of inventory and the
estimated  market value based upon  assumptions  about future  demand and market
conditions.  If actual market conditions are less favorable than those projected
by management,  additional inventory  write-downs may be required.  In assessing
the  recoverability  of our goodwill,  other  intangibles  and other  long-lived
assets, we must make assumptions  regarding estimated future cash flows. If such
assumptions  change in the  future,  we may be  required  to  record  impairment
charges for these assets not previously recorded.


                                       11
<PAGE>

Results of Operations

      The  following  table sets forth,  for the three and six months ended June
30, 2007 and 2006, the percentage  relationship to net revenues of certain items
included in the Company's unaudited consolidated statements of operations.

<TABLE>
<CAPTION>
                                                         Three Months Ended June 30,               Six Months Ended June 30,
                                                   --------------------------------------------------------------------------------
                 (In thousands)                           2007                 2006                2007                 2006
                                                   --------------------------------------------------------------------------------
                                                      $          %         $          %         $          %         $          %
<S>                                                <C>          <C>     <C>          <C>     <C>          <C>     <C>          <C>
Revenues:
       Relay services ..........................   $  3,834     89.1    $  1,361     57.1    $  7,494     87.0    $  1,828     45.4
       Subscriber ..............................        284      6.6         316     13.2         600      7.0         606     15.1
       Commissions .............................         74      1.7         659     27.6         261      3.0       1,486     36.9
       Equipment ...............................        111      2.6          51      2.1         217      2.5         101      2.5
       Other ...................................          2      0.0           1      0.0          40      0.5           3      0.1
                                                   --------    -----    --------    -----    --------    -----    --------    -----
                                                      4,305    100.0       2,388    100.0       8,612    100.0       4,024    100.0

Costs and expenses:
       Cost of relay services ..................      2,670     62.0         647     27.0       5,075     58.9         692     17.2
       Cost of subscriber airtime ..............        257      6.0         166      7.0         567      6.6         305      7.6
       Cost of equipment revenue ...............        190      4.4         122      5.1         324      3.8         202      5.0
       Cost of network operations ..............         29      0.7          19      0.8          58      0.7          46      1.1
       Sales and marketing .....................        479     11.1         479     20.1       1,003     11.6       1,021     25.4
       General and administrative ..............      1,257     29.2       1,057     44.2       2,613     30.3       2,168     53.9
       Research and development ................        143      3.3         100      4.2         257      3.0         233      5.8
       Depreciation and amortization ...........         90      2.1         126      5.3         163      1.9         270      6.7
                                                   --------    -----    --------    -----    --------    -----    --------    -----
                                                      5,115    118.8       2,716    113.7      10,060    116.8       4,937    122.7
                                                   --------    -----    --------    -----    --------    -----    --------    -----
Loss from operations ...........................       (810)   (18.8)       (328)   (13.7)     (1,448)   (16.8)       (913)   (22.7)

Other income (expense):
Settlement losses ..............................         --       --          --       --        (162)    (1.9)         --       --
Terminated merger costs ........................         --       --         (12)    (0.5)         --       --        (431)   (10.7)
Interest income (expense), net .................         24      0.6          55      2.3          59      0.7         100      2.5
                                                   --------    -----    --------    -----    --------    -----    --------    -----
Total other income (expense), net ..............         24      0.6          43      1.8        (103)    (1.2)       (331)    (8.2)
                                                   --------    -----    --------    -----    --------    -----    --------    -----
Loss from continuing operations ................       (786)   (18.2)       (285)   (11.9)     (1,551)   (18.0)     (1,244)   (30.9)

Loss from discontinued operations ..............         --       --         (81)    (3.4)         --       --        (200)    (5.0)
                                                   --------    -----    --------    -----    --------    -----    --------    -----

Net loss .......................................   $   (786)   (18.2)   $   (366)   (15.3)   $ (1,551)   (18.0)   $ (1,444)   (35.9)
                                                   ========    =====    ========    =====    ========    =====    ========    =====
</TABLE>


                                       12
<PAGE>

      The following table sets forth the period over period percentage increases
or decreases of certain items included in the Company's  unaudited  consolidated
statements of operations.

<TABLE>
<CAPTION>
                                                     Three Months Ended June 30,               Six Months Ended June 30,
                                            ---------------------------------------------------------------------------------------
               (In thousands)                                             Change                                       Change
                                            ---------------------------------------------------------------------------------------
                                              2007        2006          $          %       2007        2006         $           %
<S>                                         <C>         <C>         <C>          <C>     <C>         <C>         <C>          <C>
Revenues:
     Relay services .....................   $  3,834    $  1,361    $  2,473     181.7   $  7,494    $  1,828    $  5,666     310.0
     Subscriber .........................        284         316         (32)    (10.1)       600         606          (6)     (1.0)
     Commissions ........................         74         659        (585)    (88.8)       261       1,486      (1,225)    (82.4)
     Equipment ..........................        111          51          60     117.6        217         101         116     114.9
     Other ..............................          2           1           1     100.0         40           3          37    1233.3
                                            --------    --------    --------    ------   --------    --------    --------    ------
                                               4,305       2,388       1,917      80.3      8,612       4,024       4,588     114.0
Costs and expenses:
     Cost of relay services .............      2,670         647       2,023     312.7      5,075         692       4,383     633.4
     Cost of subscriber airtime .........        257         166          91      54.8        567         305         262      85.9
     Cost of equipment revenue ..........        190         122          68      55.7        324         202         122      60.4
     Cost of network operations .........         29          19          10      52.6         58          46          12      26.1
     Sales and marketing ................        479         479          --        --      1,003       1,021         (18)     (1.8)
     General and administrative .........      1,257       1,057         200      18.9      2,613       2,168         445      20.5
     Research and development ...........        143         100          43      43.0        257         233          24      10.3
     Depreciation and amortization ......         90         126         (36)    (28.6)       163         270        (107)    (39.6)
                                            --------    --------    --------    ------   --------    --------    --------    ------
                                               5,115       2,716       2,399      88.3     10,060       4,937       5,123     103.8
                                            --------    --------    --------    ------   --------    --------    --------    ------
Loss from operations ....................       (810)       (328)       (482)   (147.0)    (1,448)       (913)       (535)    (58.6)

Other income (expense):
Settlement losses .......................         --          --          --        --       (162)         --        (162)   (100.0)
Terminated merger costs .................         --         (12)         12     100.0         --        (431)        431     100.0
Interest income (expense), net ..........         24          55         (31)    (56.4)        59         100         (41)    (41.0)
                                            --------    --------    --------    ------   --------    --------    --------    ------
Total other income (expense), net .......         24          43         (19)    (44.2)      (103)       (331)       (228)    (68.9)
                                            --------    --------    --------    ------   --------    --------    --------    ------
Loss from continuing operations .........       (786)       (285)       (501)   (175.8)    (1,551)     (1,244)       (307)    (24.7)

Loss from discontinued operations .......         --         (81)         81     100.0         --        (200)        200     100.0
                                            --------    --------    --------    ------   --------    --------    --------    ------

Net loss ................................   $   (786)   $   (366)   $   (420)   (114.8)  $ (1,551)   $ (1,444)   $   (107)     (7.4)
                                            ========    ========    ========    ======   ========    ========    ========    ======
</TABLE>

Three months ended June 30, 2007 Compared to Three months ended June 30, 2006

      Relay  services  revenue.   Relay  services  revenue  increased  182%,  to
$3,834,000  for the three  months  ended June 30, 2007 from  $1,361,000  for the
three  months  ended June 30,  2006.  This  increase  was  primarily  due to our
obtaining  FCC  certification  in June 2006,  allowing us to bill  directly  for
service  usage as opposed to  submitting  through a third  party  provider as in
prior periods, as well as increased usage of our i711.com(TM) telecommunications
relay  service which was launched in March 2005.  In addition,  during  December
2006,  we began  offering our i711(R)  Video Relay  Service  (VRS).  Video Relay
Service revenue was $403,000 for the three months ended June 30, 2007. We expect
relay services revenue to increase as we expand our user base for both our video
and telecommunication relay services.

      Subscriber revenue.  Subscriber revenue decreased 10%, to $284,000 for the
three months  ended June 30, 2007 from  $316,000 for the three months ended June
30,  2006.  This  decrease  was  primarily  due to decreases in our full service
offering  subscriber  base.  We  expect  subscriber  revenue  to  decline  as  a
percentage of revenue.

      Commission revenue.  Commission revenue decreased to $74,000 for the three
months  ended June 30, 2007 from  $659,000  for the three  months ended June 30,
2006. This decrease primarily was due to decreased acquisition of subscribers on
behalf of wireless network providers through our indirect  distribution channel.
We expect commission revenue to increase as we expand our indirect  distribution
channel and,  accordingly,  increase our acquisition of subscribers on behalf of
various wireless network providers.

      Equipment  revenue.  Equipment revenue increased to $111,000 for the three
months  ended June 30,  2007 from  $51,000 for the three  months  ended June 30,
2006.  This  increase was primarily  due to higher sales of mobile  devices.  We
expect  equipment  revenue to increase as we continue to provide  devices to new
subscribers  of our Wynd services and from our sales of equipment to subscribers
on behalf of various wireless network providers.


                                       13
<PAGE>

      Other revenue.  Other  revenue,  comprised  primarily of consulting  fees,
increased to $2,000 for the three months ended June 30, 2007 from $1,000 for the
three months ended June 30, 2006. We expect other revenue to vary slightly as we
do not intend to pursue  consulting  projects and  consulting  services to third
parties in the near future.

      Cost of relay services  revenue.  Cost of relay services revenue increased
313%, to $2.7 million for the three months ended June 30, 2007 from $647,000 for
the three  months  ended June 30,  2006.  This  increase  was due to third party
service fees related to our  i711.com(TM)  telecommunications  relay service and
our i711(R)  Video Relay Service  (VRS),  primarily as a result of our obtaining
FCC  certification in June 2006,  allowing us to bill directly for service usage
as opposed to submitting  through a third party provider,  on a net basis, as in
prior periods. In addition,  during December 2006, we began offering our i711(R)
Video Relay Service (VRS).  Cost of Video Relay Service revenue was $264,000 for
the three months ended June 30, 2007. We expect cost of relay  services  revenue
to increase as we expand our user base for both our video and  telecommunication
relay services.

      Cost of subscriber  airtime.  Cost of subscriber airtime increased 55%, to
$257,000 for the three  months  ended June 30, 2007 from  $166,000 for the three
months ended June 30, 2006.  This increase was primarily due to increased  costs
in our text based  wireless  services.  We expect cost of subscriber  airtime to
decline as a percentage of revenue.

      Cost of  network  operations.  Cost of  network  operations  increased  to
$29,000  for the three  months  ended June 30,  2007 from  $19,000 for the three
months ended June 30, 2006 due to increased  salaries and benefits for personnel
performing  network  operations  activities.  We  expect  our  cost  of  network
operations to decline as a percentage of revenue during 2007.

      Cost of equipment  revenue.  Cost of equipment  revenue  increased 56%, to
$190,000 for the three  months  ended June 30, 2007 from  $122,000 for the three
months ended June 30, 2006.  This  increase was primarily due to higher sales of
mobile devices.  We expect cost of equipment  revenue to increase as we continue
to provide  devices to new subscribers of our Wynd services and from the cost of
equipment  provided  to  subscribers  on  behalf  of  various  wireless  network
providers.

      Sales and  marketing.  Sales and marketing  expenses were $479,000 for the
three months ended June 30, 2007 which  approximated  expenses  recorded for the
three  months ended June 30, 2006.  We expect  sales and  marketing  expenses to
increase as a percentage  of sales  during 2007 as we continue to introduce  new
products and services to the consumer marketplace.

      General and administrative.  General and administrative expenses increased
to $1.3  million for the three  months ended June 30, 2007 from $1.1 million for
the three  months  ended June 30,  2006.  This  increase  was  primarily  due to
increased  salaries and  benefits for  personnel  performing  general  corporate
activities,  including $155,000 in stock-based  compensation.  We expect general
and administrative expenses to decline as a percentage of revenue.

      Research and development.  Research and development  expense  increased to
$143,000 for the three  months  ended June 30, 2007 from  $100,000 for the three
months  ended June 30,  2006.  This  increase  was  primarily  due to  increased
salaries and benefits for personnel performing development activities. We expect
research  and  development  expenses  to  increase as we continue to develop and
maintain our relay technologies.

      Terminated  merger costs. The Company recorded  terminated merger costs of
$12,000 for the three months ended June 30, 2006 related to the  termination  of
the Hands On merger.

      Interest income  (expense),  net. Interest income decreased to $24,000 for
the three  months  ended June 30, 2007 from  $55,000 for the three  months ended
June 30, 2006.

      Discontinued  operations.  The Company  recorded a loss from  discontinued
operations of $81,000 for the three months ended June 30, 2006.  This relates to
our prepaid calling card division which was sold in 2006.

Six months ended June 30, 2007 Compared to Six months ended June 30, 2006

      Relay  services  revenue.   Relay  services  revenue  increased  310%,  to
$7,494,000  for the six months ended June 30, 2007 from  $1,828,000  for the six
months ended June 30, 2006. This increase was primarily due to our obtaining FCC
certification  in June 2006,  allowing us to bill  directly for service usage as
opposed to submitting  through a third party  provider as in prior  periods,  as
well as increased  usage of our  i711.com(TM)  telecommunications  relay service
which was launched in March 2005. In addition,  during  December  2006, we began
offering our i711(R) Video Relay Service (VRS).  Video Relay Service revenue was
$622,000 for the six months ended June 30, 2007.


                                       14
<PAGE>

      Subscriber  revenue.  Subscriber  revenue was  $600,000 for the six months
ended June 30, 2007 which  approximated  revenues  recognized for the six months
ended June 30, 2006.

      Commission  revenue.  Commission revenue decreased to $261,000 for the six
months  ended June 30, 2007 from $1.5  million for the six months ended June 30,
2006. This decrease primarily was due to decreased acquisition of subscribers on
behalf of wireless network providers through our indirect distribution channel.

      Equipment  revenue.  Equipment  revenue  increased to $217,000 for the six
months ended June 30, 2007 from $101,000 for the six months ended June 30, 2006.
This increase was primarily due to higher sales of mobile devices.

      Other revenue. Other revenue increased to $40,000 for the six months ended
June 30, 2007 from $3,000 for the six months ended June 30, 2006.

      Cost of relay services  revenue.  Cost of relay services revenue increased
633%,  to $5.1 million for the six months ended June 30, 2007 from  $692,000 for
the six months ended June 30, 2006. This increase was due to third party service
fees  related  to our  i711.com(TM)  telecommunications  relay  service  and our
i711(R)  Video Relay Service  (VRS),  primarily as a result of our obtaining FCC
certification  in June 2006,  allowing us to bill  directly for service usage as
opposed to  submitting  through a third party  provider,  on a net basis,  as in
prior periods. In addition,  during December 2006, we began offering our i711(R)
Video Relay Service (VRS).  Cost of Video Relay Service revenue was $388,000 for
the six months ended June 30, 2007.

      Cost of subscriber  airtime.  Cost of subscriber airtime increased 86%, to
$567,000 for the six months ended June 30, 2007 from $305,000 for the six months
ended June 30, 2006.  This increase was primarily due to increased  costs in our
text based wireless services.

      Cost of  network  operations.  Cost of  network  operations  increased  to
$58,000 for the six months  ended June 30, 2007 from  $46,000 for the six months
ended  June 30,  2006 due to  increased  salaries  and  benefits  for  personnel
performing network operations activities.

      Cost of equipment  revenue.  Cost of equipment  revenue  increased 60%, to
$324,000 for the six months ended June 30, 2007 from $202,000 for the six months
ended June 30, 2006.  This  increase was primarily due to higher sales of mobile
devices.

      Sales and  marketing.  Sales and marketing  expenses were $1.0 million for
the six months ended June 30, 2007 which approximated  expenses recorded for the
six months  ended June 30,  2006.  We expect  sales and  marketing  expenses  to
increase as a percentage  of sales  during 2007 as we continue to introduce  new
products and services to the consumer marketplace.

      General and administrative.  General and administrative expenses increased
to $2.6 million for the six months ended June 30, 2007 from $2.2 million for the
six months ended June 30, 2006.  This  increase was  primarily  due to increased
salaries and benefits for personnel  performing  general  corporate  activities,
including $383,000 in stock-based compensation.

      Research and development.  Research and development  expense  increased to
$257,000 for the six months ended June 30, 2007 from $233,000 for the six months
ended June 30, 2006.  This increase was primarily due to increased  salaries and
benefits for personnel performing development activities.

      Settlement  Loss,  net. The Company  recorded a settlement  loss  totaling
$162,000  for the six months  ended June 30, 2007 as a result of its  settlement
with Hands On.

      Terminated  merger costs. The Company recorded  terminated merger costs of
$431,000 for the six months ended June 30, 2006  related to the  termination  of
the Hands On merger.

      Interest income  (expense),  net. Interest income decreased to $59,000 for
the six months  ended June 30, 2007 from  $100,000 for the six months ended June
30, 2006.

      Discontinued  operations.  The Company  recorded a loss from  discontinued
operations  of $200,000 for the six months ended June 30, 2006.  This relates to
our prepaid calling card division which was sold in 2006.


                                       15
<PAGE>

Liquidity and Capital Resources

      We have incurred  significant  operating losses since our inception and as
of June 30, 2007 have an accumulated  deficit of $276.8 million.  During the six
months ended June 30, 2007, we incurred a net loss of $1.6 million, used $60,000
of cash to fund  operating  activities  and  overall  experienced  a decline  of
$817,000 in our cash and cash  equivalents.  We  currently  anticipate  that our
available cash  resources will be sufficient to fund our operating  needs for at
least the next 12 months.  At this time, we do not have any bank credit facility
or other working capital credit line under which we may borrow funds for working
capital or other general corporate purposes.

      On August 2, 2007, we announced  the  execution of a definitive  agreement
under which we will  acquire the assets of  Verizon's  Telecommunications  Relay
Services  (TRS)  division  for $50  million in cash and up to an  additional  $8
million in  contingent  cash  consideration.  The  transaction  will be financed
through $35 million of committed  equity  financing and $30 million of committed
senior debt financing, funded in each case by Clearlake Capital Group.

      Net cash used in  operating  activities  amounted  to $60,000  for the six
months  ended June 30, 2007,  principally  reflecting  our loss from  operations
offset by non-cash  depreciation  and stock based  compensation and increases in
accrued expenses.

      We used $711,000 in cash from investing  activities  during the six months
ended June 30, 2007, which primarily resulted from funds related to purchases of
equipment  and  capitalized   costs  associated  with  the  development  of  our
i711.com(TM)  branded  Internet  service as well as increased  other assets from
prepaid costs related to our agreement under which we will acquire the assets of
Verizon's Telecommunications Relay Services (TRS) division.

      Net cash used in financing activities was $46,000 for the six months ended
June 30, 2007, which resulted from payments made on capital lease obligations.

      As of June 30, 2007,  our principal  commitments  consisted of obligations
outstanding under operating leases. As of June 30, 2007, future minimum payments
for non-cancelable  operating leases having terms in excess of one year amounted
to  $508,000,  of which  approximately  $120,000  is payable in the next  twelve
months.

      The following table summarizes GoAmerica's contractual obligations at June
30, 2007, and the effect such  obligations are expected to have on its liquidity
and cash flow in future periods.

<TABLE>
<CAPTION>
                                                                   Less than 1
June 30, 2007 (In thousands)                       Total              Year           1-3 Years        4-5 Years       After 5 Years
<S>                                                     <C>                <C>             <C>             <C>                <C>
Contractual Obligations:
    Capital Lease Obligations                           $ 176              $ 86            $ 90            $  --              $ --
    Operating Lease
       Obligations                                        508               120             202              186                --
                                              ----------------    --------------    ------------    -------------    --------------
    Total                                               $ 684             $ 206            $292            $ 186              $ --
                                              ================    ==============    ============    =============    ==============
</TABLE>

Forward Looking Statements

      The statements  contained in this  Quarterly  Report on Form 10-Q that are
not  historical  facts are  forward-looking  statements  (within  the meaning of
Section  21E  of  the  Securities  Exchange  Act  of  1934,  as  amended).  Such
forward-looking  statements  may be  identified  by the  use of  forward-looking
terminology  such  as  "may",  "will",   "expect",   "estimate",   "anticipate",
"continue",  or similar terms, variations of such terms or the negative of those
terms.  Such   forward-looking   statements  involve  risks  and  uncertainties,
including,  but not  limited  to: (i) our limited  operating  history;  (ii) our
ability  to  respond  to the rapid  technological  change of the  wireless  data
industry  and offer new  services;  (iii) our  dependence  on  wireless  carrier
networks;  (iv) our ability to respond to increased  competition in the wireless
data   industry;   (v)  our  ability  to  integrate   acquired   businesses  and
technologies;  (vi) our ability to generate revenue growth; (vii) our ability to
increase  or  maintain  gross  margins,  profitability,  liquidity  and  capital
resources;  and  (viii)  difficulties  inherent  in  predicting  the  outcome of
regulatory processes.  Many of such risks and others are more fully described in
our Annual Report on Form 10-K for the year ended  December 31, 2006. Our actual
results could differ  materially  from the results  expressed in, or implied by,
such forward-looking statements.


                                       16
<PAGE>

Recent Accounting Pronouncements

      In September  2006,  the FASB issued  Statement  of  Financial  Accounting
Standards  ("SFAS") No. 157, "Fair Value  Measurements"  ("SFAS 157").  SFAS 157
defines  fair  value,  establishes  a  framework  for  measuring  fair  value in
accordance with accounting  principles  generally accepted in the United States,
and expands disclosures about fair value measurements. SFAS No. 157 is effective
for financial  statements  issued for fiscal years  beginning after November 15,
2007, with earlier application encouraged.  Any amounts recognized upon adoption
as a cumulative  effect  adjustment  will be recorded to the opening  balance of
retained  earnings in the year of adoption.  The Company has not yet  determined
the  impact  of  this  statement  on its  results  of  operations  or  financial
condition.

      In February  2007,  the FASB issued SFAS No. 159,  "Establishing  the Fair
Value Option for  Financial  Assets and  Liabilities"  to permit all entities to
choose to elect to measure  eligible  financial  instruments  and certain  other
items at fair value.  The  decision  whether to elect the fair value  option may
occur for each eligible item either on a specified election date or according to
a  preexisting  policy for  specified  types of eligible  items.  However,  that
decision must also take place on a date on which criteria under SFAS 159 occurs.
Finally,  the  decision  to elect  the  fair  value  option  shall be made on an
instrument-by-instrument basis, except in certain circumstances. An entity shall
report  unrealized gains and losses on items for which the fair value option has
been elected in earnings at each subsequent reporting date. SFAS No. 159 applies
to fiscal years beginning after November 15, 2007, with early adoption permitted
for an entity  that has also  elected to apply the  provisions  of SFAS No. 157,
Fair Value Measurements. We have not yet determined the impact of this statement
on our results of operations or financial condition.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

      We believe  that we have  limited  exposure  to  financial  market  risks,
including  changes in interest  rates.  At June 30, 2007,  all of our  available
excess  funds  are  cash or cash  equivalents.  The  value  of our cash and cash
equivalents  is  not  materially  affected  by  changes  in  interest  rates.  A
hypothetical  change in interest  rates of 1.0% would result in an annual change
in our net loss of  approximately  $31,000  based  on cash  and cash  equivalent
balances at June 30, 2007. We currently  hold no derivative  instruments  and do
not earn foreign-source income.

Item 4.  Controls and Procedures

Evaluation of disclosure controls and procedures.

      As of the end of the Company's most recently completed fiscal quarter (the
registrant's  fourth fiscal quarter in the case of an annual report)  covered by
this report,  the Company carried out an evaluation,  with the  participation of
the Company's  management,  including the Company's Chief Executive  Officer and
Chief  Financial  Officer,  of the  effectiveness  of the  Company's  disclosure
controls and procedures pursuant to Securities  Exchange Act Rule 13a-15.  Based
upon that evaluation,  the Company's Chief Executive Officer and Chief Financial
Officer  concluded  that the Company's  disclosure  controls and  procedures are
effective in ensuring that  information  required to be disclosed by the Company
in the reports  that it files or submits  under the  Securities  Exchange Act is
recorded, processed,  summarized and reported, within the time periods specified
in the SEC's rules and forms.

Changes in internal controls.

      There  have  been no  changes  in the  Company's  internal  controls  over
financial  reporting  that occurred  during the Company's last fiscal quarter to
which this report  relates  that have  materially  affected,  or are  reasonably
likely to materially  affect,  the  Company's  internal  control over  financial
reporting.


                                       17
<PAGE>

                           PART II. OTHER INFORMATION

Item 1.         Legal Proceedings.

      On September 22, 2004,  Boundless Depot, LLC ("Boundless Depot") and Scott
Johnson,  one of two  Boundless  Depot  shareholders,  sued  GoAmerica  and Wynd
Communications  in the Superior  Court of the State of California for the County
of Los Angeles,  claiming damages of one million dollars for GoAmerica's refusal
to pay Boundless Depot unattained contingent  consideration,  consisting of cash
and/or  GoAmerica  Common Stock,  with respect to the Asset  Purchase  Agreement
dated as of February 8, 2003 (the "Deafwireless  Agreement"),  pursuant to which
GoAmerica and Wynd  Communications  acquired certain  Deafwireless  assets.  The
total value of such  contingent  consideration,  if all  contingencies  had been
fully met and  amounts  paid  immediately  thereupon,  would  not have  exceeded
$211,000; however, we do not believe any of the contingent consideration is owed
to  Boundless  Depot or  either  of its  shareholders  since  conditions  of the
Deafwireless  Agreement  were not met and we  incurred  costs  for  which we are
entitled to receive  reimbursement  from  Boundless  Depot or offset against any
amounts that may become payable to Boundless  Depot.  Upon petition by GoAmerica
and Wynd  Communications,  the Court has ordered  this matter into  arbitration,
which process is now pending. We intend to defend this action vigorously and may
elect to pursue counterclaims.

      On May 2, 2005,  the Company  entered into a loan  agreement with Hands On
Video Relay Services,  Inc., a Delaware corporation,  and Hands On Sign Language
Services,   Inc.,  a  California  corporation   (collectively,   the  "Hands  On
Entities"). Pursuant to that agreement, all amounts that the Company advanced to
Hands On were secured,  initially,  by the assets  acquired with such funds with
interest at a defined  prime rate. On July 6, 2005,  the Company  entered into a
merger  agreement  with the Hands On Entities and their  principal  shareholders
(collectively,  "Hands  On").  On March  7,  2006,  the  Company  announced  its
determination  not to pursue its  proposed  merger with Hands On. As a result of
the merger agreement  termination,  Hands On's repayment  obligations  under the
loan agreement began July 1, 2006.  After the Company received all such payments
due through September 30, 2006, Hands On ceased making payments due. In December
2006, the Company  commenced  litigation  against Hands On, seeking  recovery of
approximately  $562,000.  In April  2007,  the  Company  executed  a  settlement
agreement and mutual release related to its litigation with Hands On in exchange
for an immediate  $400,000  cash  payment,  termination  of  litigation,  mutual
release of all loan- and  merger-related  claims  (asserted and otherwise),  and
other consideration.

Item 6. Exhibits.

      31.1  Certification of the Chief Executive Officer Pursuant to Section 302
            of the Sarbanes-Oxley Act of 2002.

      31.2  Certification of the Chief Financial Officer Pursuant to Section 302
            of the Sarbanes-Oxley Act of 2002.

      32.1  Certification  of the Chief Executive  Officer Pursuant to 18 U.S.C.
            Section 1350,  adopted pursuant to Section 906 of the Sarbanes-Oxley
            Act of 2002.

      32.2  Certification  of the Chief Financial  Officer Pursuant to 18 U.S.C.
            Section 1350,  adopted Pursuant to Section 906 of the Sarbanes-Oxley
            Act of 2002.



                                       18
<PAGE>

                                   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.

                                                              GOAMERICA, INC.

DATE:      August 14, 2007           By:    /s/ Daniel R. Luis
                                            -----------------------------------
                                            Daniel R. Luis
                                            Chief Executive Officer
                                            (Principal Executive Officer)

DATE:      August 14, 2007           By:    /s/ Donald G. Barnhart
                                            -----------------------------------
                                            Donald G. Barnhart
                                            Chief Financial Officer
                                            (Principal Financial and Accounting
                                            Officer)


                                       19