<PAGE>

                                  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 March 31, 2003
                           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 an accelerated  filer
     (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 April 30, 2003:

                 Class                          Number of Shares
                 -----                          ----------------
       Common Stock, $.01 par value                 54,073,420


<PAGE>

                                 GOAMERICA, INC.

                                TABLE OF CONTENTS
                                -----------------
<TABLE>
<CAPTION>
                                                                                          Page
                                                                                          ----
<S>                                                                                        <C>
PART I.           FINANCIAL INFORMATION................................................... 1

            Item 1.        Financial Statements (unaudited)............................... 1

                     Condensed Consolidated Balance Sheets as of March 31, 2003 and
                        December 31, 2002................................................. 2

                     Condensed Consolidated Statements of Operations for the Three
                        Months Ended March 31, 2003 and 2002.............................. 3

                     Condensed Consolidated Statements of Cash Flows for the Three
                        Months Ended March 31, 2003 and 2002.............................. 4

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

            Item 2.        Management's Discussion and Analysis of Financial
                                Condition and Results of Operations....................... 9

                      General............................................................. 9

                      Critical Accounting Policies and Estimates.........................  9

                      Results of Operations..............................................  10

                      Liquidity and Capital Resources....................................  11

            Item 3.        Quantitative and Qualitative Disclosures About Market Risk..... 13

            Item 4.        Controls and Procedures........................................ 13

PART II.          OTHER INFORMATION....................................................... 14

            Item 1.        Legal Proceedings.............................................. 14

            Item 2.        Changes in Securities and Use of Proceeds...................... 14

            Item 6.        Exhibits and Reports on Form 8-K............................... 15

SIGNATURES ............................................................................... 16
</TABLE>

                                      -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)

<TABLE>
<CAPTION>
                                                                                                   March 31,     December 31,
                                                                                                     2003           2002
                                                                                                  ----------------------------
                                                                                                  (Unaudited)
<S>                                                                                                <C>          <C>
 Assets
 Current assets:
       Cash and cash equivalents ...............................................................   $   2,800    $   4,982
       Accounts receivable, net ................................................................       3,550        5,780
       Merchandise inventories, net ............................................................         741        1,046
       Prepaid expenses and other current assets ...............................................         277          520
                                                                                                   ---------    ---------
Total current assets ...........................................................................       7,368       12,328
Restricted cash ................................................................................         596          950
Property, equipment and leasehold improvements, net ............................................       4,100        4,685
Goodwill, net ..................................................................................       6,193        6,193
Trade names and other intangible assets, net ...................................................       1,794        1,467
Other assets ...................................................................................       1,004        1,142
                                                                                                   ---------    ---------
                                                                                                   $  21,055    $  26,765
                                                                                                   =========    =========
Liabilities and stockholders' equity
Current liabilities:
       Accounts payable ........................................................................   $   4,074    $   4,694
       Accrued expenses ........................................................................       4,017        5,917
       Deferred revenue ........................................................................       1,531        2,406
       Other current liabilities ...............................................................         327          348
                                                                                                   ---------    ---------
Total current liabilities ......................................................................       9,949       13,365
Other liabilities ..............................................................................         964          383
Commitments and contingencies
Stockholders' equity:
       Common stock,  $.01 par value, authorized: 200,000,000 shares in 2003 and 2002; issued:
       54,073,420 in 2003 and 54,026,057 in 2002 ...............................................         541          540
       Additional paid-in capital ..............................................................     269,027      269,015
       Deferred employee compensation ..........................................................        (235)        (314)
       Accumulated deficit .....................................................................    (259,191)    (256,224)
                                                                                                   ---------    ---------
Total stockholders' equity .....................................................................      10,142       13,017
                                                                                                   ---------    ---------
                                                                                                   $  21,055    $  26,765
                                                                                                   =========    =========
</TABLE>

   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 March 31,
                                                                                                        ---------------------------
                                                                                                            2003            2002
                                                                                                        ---------------------------
<S>                                                                                                   <C>              <C>
 Revenues:
       Subscriber ................................................................................    $      2,511     $      8,135
       Equipment .................................................................................             411            2,258
       Other .....................................................................................             181               50
                                                                                                      ------------     ------------
                                                                                                             3,103           10,443
Costs and expenses:
       Cost of subscriber airtime ................................................................             737            6,250
       Cost of network operations ................................................................             712              763
       Cost of equipment revenue .................................................................             397            2,295
       Sales and marketing .......................................................................             600            2,519
       General and administrative ................................................................           3,463            8,327
       Research and development ..................................................................             515            1,000
       Depreciation and amortization .............................................................             585            1,172
       Amortization of other intangibles .........................................................             229              433
                                                                                                      ------------     ------------
                                                                                                             7,238           22,759
                                                                                                      ------------     ------------
Loss from operations .............................................................................          (4,135)        (12,316)
Other income (expense):
       Gain on sale of subscribers ...............................................................           1,180             --
       Interest (expense) income, net ............................................................             (12)             128
                                                                                                      ------------     ------------
Total other income ...............................................................................           1,168              128
                                                                                                      ------------     ------------
Net loss .........................................................................................    $     (2,967)    $   (12,188)
                                                                                                      ============     ============
Basic net loss per share .........................................................................    $      (0.05)    $     (0.23)
                                                                                                      ============     ============
Diluted net loss per share .......................................................................    $      (0.05)    $     (0.23)
                                                                                                      ============     ============
Weighted average shares used in computation of basic net loss per
      share ......................................................................................      54,069,736       53,712,199
Weighted average shares used in computation of diluted net loss per
      share ......................................................................................      54,069,736       53,739,198
</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)

<TABLE>
<CAPTION>
                                                                                                       Three Months Ended March 31,
                                                                                                        ---------------------------
                                                                                                          2003               2002
                                                                                                        ---------------------------
<S>                                                                                                     <C>                <C>
Operating activities
Net loss .....................................................................................          $ (2,967)         $(12,188)
Adjustments to reconcile net loss to net cash used in operating activities:
   Depreciation and amortization .............................................................               585              1,172
   Amortization of other intangible assets ...................................................               229                433
   Provision for losses on accounts receivable ...............................................                85                807
   Accrued loss on sublease ..................................................................               611               --
   Gain on sale of subscribers ...............................................................            (1,180)              --
   Non-cash employee compensation ............................................................                79                610
   Non-cash rent expense .....................................................................                 5                 12
    Changes in operating assets and liabilities:
      Decrease (increase) in accounts receivable .............................................             2,145            (1,909)
      Decrease in merchandise inventories ....................................................               305                859
      Decrease in prepaid expenses and other current assets ..................................               242                 65
      Decrease in accounts payable ...........................................................              (620)             (757)
      (Decrease) increase in accrued expenses and other liabilities ..........................            (2,416)               129
      (Decrease) increase in deferred revenue ................................................              (875)               468
                                                                                                        --------           --------
Net cash used in operating activities ........................................................            (3,772)          (10,299)
Investing activities
Change in other assets and restricted cash ...................................................               492               --
Purchase of property, equipment and leasehold improvements ...................................              --                (138)
Proceeds from sale of subscribers ............................................................             1,180               --
Acquisition of subscribers ...................................................................               (50)              --
                                                                                                        --------           --------
Net cash provided by (used in) investing activities ..........................................             1,622              (138)
Financing activities
Issuance of common stock, net of related expenses ............................................                13                 29
Payments made on capital lease obligations ...................................................               (45)             (276)
                                                                                                        --------           --------
Net cash used in financing activities ........................................................               (32)             (247)
                                                                                                        --------           --------
Net decrease in cash and cash equivalents ....................................................            (2,182)          (10,684)
Cash and cash equivalents at beginning of period .............................................             4,982             34,977
                                                                                                        --------           --------
Cash and cash equivalents at end of period ...................................................          $  2,800           $ 24,293
                                                                                                        ========           ========
</TABLE>

Supplemental Disclosure of Non-Cash Investing and Financing Activities:

The Company acquired through its subsidiary, Wynd Communications Corp. ("Wynd"),
approximately  4,290  subscribers  from Boundless Depot LLC  ("Boundless") . The
purchase price of approximately $556 (of which $50 has been paid as of March 31,
2003) will be subject to adjustment for subscriber churn.

   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. (the "Company") and its  wholly-owned  subsidiaries.
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 March 31, 2003 and the results of
its  operations  and its cash flows for the three month  periods ended March 31,
2003 and 2002. 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 for the year ended December 31, 2002.

            The  Company  has  formed  strategic   relationships  with  wireless
carriers,  software providers, and hardware manufacturers who provide the mobile
computer user wireless communications,  services and devices that complement the
Company's   product  and  services.   The  Company  also  distributes   wireless
communication  devices,  principally to customers of its wireless services,  and
earns  commissions  from the  procurement  of  subscribers  on behalf of various
wireless network  providers and EarthLink,  Inc.  ("EarthLink").  The Company is
highly dependent on EarthLink for billing and collections,  customer support and
technical  support.  Additionally,  the Company is highly dependent on EarthLink
and other third parties for wireless  communication devices and wireless network
connectivity.

            The Company operates in a highly competitive  environment subject to
rapid technological change and emergence of new technology.  Although management
believes that the Company's services are transferable to emerging  technologies,
rapid  changes  in  technology  could have an  adverse  financial  impact on the
Company.

            The  accompanying   consolidated   financial  statements  have  been
prepared  assuming that the Company will continue as a going  concern.  However,
the Company has incurred  significant  operating losses since its inception and,
as of March 31, 2003, has an accumulated  deficit of $259.2 million. As of March
31,  2003,  the  Company  had $2.8  million in cash and cash  equivalents  ($2.0
million at April 30,  2003),  exclusive of $596 in  restricted  cash  supporting
certain  letters of credit.  Management's  2003 operating plan includes  further
reductions  in  employee-related  expenses as well as  additional  reductions in
sales and marketing  expenditures  from levels incurred during 2002.  During the
quarter ended March 31, 2003, the Company  decided to retain an outside  advisor
to  assist  it in  analyzing  various  steps  that it may  take to  enhance  its
liquidity.  Such steps may include the sale or other  disposition  of certain of
the Company's  assets and the redeployment of the net proceeds in aspects of its
business which the Company  believes are well positioned for revenue  generation
and growth.  Additionally,  management is actively  working to  renegotiate  the
Company's  long term lease  obligations.  In the event  management  is unable to
achieve  its  plans,   additional   further   reductions   may  be  required  in
employee-related expenses as well as sales and marketing expenditures. There can
be no assurance  that the Company will achieve its 2003  operating  plan,  enter
into an agreement to enhance liquidity or successfully renegotiate its long term
lease  obligations.  The  accompanying  financial  statements do not include any
adjustments   that  might  result  from  the  outcome  of  this  going   concern
uncertainty.  In the event management is unable to achieve its plans or complete
its  implementation  of  the  EarthLink  agreements,   additional  further  cost
reductions may be required.

            Results for the interim  period are not  necessarily  indicative  of
results that may be expected for the entire year.

Note 2 - Significant Accounting Policies:

Recent Accounting Pronouncements

            In June 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs
Associated  with Exit or Disposal Activities". SFAS 146 requires recording costs
associated  with  exit  or  disposal  activities  at  their  fair  values when a
liability  has  been  incurred. Under previous guidance, certain exit costs were
accrued  upon management's commitment to an exit plan, which is generally before
                                      -5-
<PAGE>


an actual liability has been incurred. Adoption of SFAS 146 is required with the
beginning  of  fiscal  year  2003. The adoption of this statement did not have a
significant  impact  on  the  Company's  results  of  operations.

            In November  2002, the FASB issued FASB  Interpretation,  "FIN," No.
45,  "Guarantor's   Accounting  and  Disclosure   Requirements  for  Guarantees,
Including  Indirect  Guarantees of Indebtedness of Others." FIN No. 45 addresses
the  disclosures  to be made by a guarantor in its interim and annual  financial
statements  about its obligations  under certain  guarantees that is has issued.
Under FIN No. 45, recognition and initial measurement  provisions are applicable
on a prospective basis to guarantees issued or modified after December 31, 2002,
irrespective of the guarantor's  fiscal year end. The adoption of FIN No. 45 did
not have a significant impact on the Company's  consolidated  financial position
or results of operations.

            In January 2003, the FASB issued FASB  Interpretation  "FIN" No. 46,
"Consolidation of Variable Interest  Entities." FIN 46 clarifies the application
of Accounting Research Bulletin No. 51, "Consolidated  Financial Statements," to
certain entities in which equity investors do not have the  characteristics of a
controlling  financial interest or do not have sufficient equity at risk for the
entity to finance  its  activities  without  additional  subordinated  financial
support from other  parties.  FIN 46 applies  immediately  to variable  interest
entities  (VIE's)  created  after  January  31,  2003,  and to VIE's in which an
enterprise  obtains an interest  after that date. It applies in the first fiscal
year or  interim  period  beginning  after June 15,  2003,  to VIE's in which an
enterprise  holds a variable  interest that it acquired before February 1, 2003.
FIN 46 applies  to public  enterprises  as of the  beginning  of the  applicable
interim or annual  period.  The  adoption  of FIN 46 is not  expected  to have a
material impact on the Company's consolidated financial position,  liquidity, or
results of operations.

Note 3 - Earnings Per Share:

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

            Under the  provisions  of SFAS 128 and SAB 98, basic and diluted net
loss per  share is  computed  by  dividing  the net loss for the  period  by the
weighted-average number of shares of Common Stock outstanding during the period.
The calculation of diluted net loss per share excludes  potential  common shares
if the effect is anti-dilutive. Basic earnings per share is computed by dividing
loss by the weighted-average number of shares of Common Stock outstanding during
the period. The weighted-average  number of shares utilized in arriving at basic
earnings per share  reflects an adjustment  to exclude  26,999 common shares for
the three  month  period  ended March 31,  2002 for  outstanding  shares held in
escrow as a result of the Company's  acquisition  during 2001.  Diluted earnings
per share is  determined  in the same manner as basic  earnings per share except
that the number of shares does not include the  adjustment  for escrowed  shares
and 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,  warrants and the assumed preferred stock
conversion is  anti-dilutive  and as such,  these  amounts  (except for warrants
issued for nominal  consideration)  have been excluded from the  calculation  of
diluted earnings per share.

Note 4 - Goodwill and Other Intangible Assets:

            Effective July 1, 2001, the Company adopted SFAS No. 141,  "Business
Combinations",  and effective January 1, 2002, the Company adopted SFAS No. 142,
"Goodwill  and  Other  Intangible   Assets".   SFAS  No.141  requires   business
combinations initiated after July 1, 2001 to be accounted for using the purchase
method of accounting.  It also specifies the types of intangible assets that are
required to be recognized and reported  separate from  goodwill.  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.


                                      -6-
<PAGE>

            The  following  table  summarizes  other   intangibles   subject  to
amortization at the dates indicated:

<TABLE>
<CAPTION>
                                                 March 31, 2003                          December 31, 2002
                                  Gross                                           Gross
                                Carrying       Accumulated                       Carrying        Accumulated
                                 Amount        Amortization         Net           Amount         Amortization         Net
                          --------------------------------------------------------------------------------------------------
<S>                            <C>              <C>              <C>             <C>              <C>              <C>
Trade Names                    $  4,572         $ (3,743)        $    829        $  4,572         $ (3,651)        $    921
Technology                        3,017           (2,787)             230           3,017           (2,741)             276
Customer Lists                    2,258           (2,033)             225           2,258           (1,988)             270
Other                               556              (46)             510              --               --               --
Patents                           1,000           (1,000)              --           1,000           (1,000)              --
                          --------------------------------------------------------------------------------------------------
                               $ 11,403         $ (9,609)        $  1,794        $ 10,847         $ (9,380)        $  1,467
                          ==================================================================================================
</TABLE>

            Amortization expense for other intangibles totaled $229 and $433 for
the  three  months  ended  March  31,  2003 and  2002,  respectively.  Aggregate
amortization expense for intangible assets is estimated to be:

Nine Months Ending December 31, 2003                $   964
Years Ending December 31,:      2004                    647
                                2005                    183

Note 5 - Stock-based Compensation

            The  Company  accounts  for  employee  stock-based  compensation  in
accordance with Accounting  Principles  Board (APB) Opinion No. 25,  "Accounting
for Stock Issued to  Employees",  using an intrinsic  value  approach to measure
compensation  expense,  if any.  Under  this  method,  compensation  expense  is
recorded  on the  date of the  grant  only if the  current  market  price of the
underlying stock exceeds the exercise price. Options issued to non-employees are
accounted  for  in  accordance  with  SFAS  123,   "Accounting  for  Stock-Based
Compensation",  and  Emerging  Issues  Task  Force  ("EITF")  Issue  No.  96-18,
"Accounting for Equity  Instruments  That Are Issued to Other Than Employees for
Acquiring,  or in Conjunction  with Selling,  Goods and Services",  using a fair
value approach.

            SFAS No. 123  established  accounting  and  disclosure  requirements
using  a  fair  value-basis  method  of  accounting  for  stock-based   employee
compensation  plans.  As allowed by SFAS No.  123,  the  Company  has elected to
continue  to apply the  intrinsic  value-based  method of  accounting  described
above,  and has adopted the  disclosure  requirements  of SFAS No. 123.  Had the
Company elected to recognize  compensation cost based on fair value of the stock
options  at the date of grant  under  SFAS  123,  such  costs  would  have  been
recognized ratably over the vesting period of the underlying instruments and the
Company's net loss and net loss per common share would have increased to the pro
forma amounts indicated in the table below.

<TABLE>
<CAPTION>
                                                                                            Three months ended March 31,
                                                                                            ----------------------------
                                                                                                  2003           2002
                                                                                            --------------    ----------
<S>                                                                                         <C>               <C>
Net loss applicable to common stockholders, as reported ..................................  $       (2,967)   $  (12,188)
Deduct: Stock-based employee compensation expense included in reported net loss ..........              79           610
Add: Total stock-based employee compensation expense determined under fair value
        based method for all awards ......................................................          (1,149)       (1,742)
                                                                                            --------------    ----------
Pro forma net loss applicable to common stockholders .....................................  $       (4,037)   $  (13,320)
                                                                                            ==============    ==========
Loss per share - basic, as reported ......................................................  $        (0.05)   $    (0.23)
                                                                                            ==============    ==========
Loss per share - diluted, as reported ....................................................  $        (0.05)   $    (0.23)
                                                                                            ==============    ==========
Pro forma loss per share - basic .........................................................  $        (0.07)   $    (0.25)
                                                                                            ==============    ==========
Pro forma loss per share - diluted .......................................................  $        (0.07)   $    (0.25)
                                                                                            ==============    ==========
</TABLE>


                                      -7-
<PAGE>

            The pro forma  results above are not intended to be indicative of or
a projection of future results.

Note 6 - Strategic Alliance with EarthLink, Inc.

            The Company formed a comprehensive strategic alliance with EarthLink
by entering into a series of agreements  pursuant to which,  among other things,
EarthLink  purchased all of the Company's  cellular  digital  packet data (CDPD)
subscribers  as well as certain of the  Company's  Cingular and Motient  network
subscribers.  As a result of this agreement,  the Company recorded a gain on the
sale of  subscribers  of $1,180  during the three  months  ended March 31, 2003.
Additionally, the Company entered into a sublease agreement for a portion of the
Company's  principal  offices no longer  utilized  as a result of the  Company's
strategic alliance with Earthlink.  Accordingly, the Company recorded an accrued
loss on sublease of $611 during the three months ended March 31, 2003.

            Additionally,  as part of the  strategic  alliance,  the Company and
EarthLink   entered  into  an  agreement  to   collaborate   on  developing  new
applications and extensions of existing technology,  including EarthLink-branded
wireless  data  services,  as  well as new  technologies.  As a  result  of this
agreement, the Company recorded approximately $121 of other revenue.

Note 7 - Acquisition of Subscribers

            On  February 8, 2003,  the  Company  entered  into an  agreement  to
acquire   through  its   subsidiary,   Wynd   Communications   Corp.   ("Wynd"),
approximately  4,290  subscribers  from Boundless Depot LLC  ("Boundless") . The
purchase  price  of  approximately  $556  will  be  subject  to  adjustment  for
subscriber  churn and is  expected  to be  satisfied  by the  issuance  of up to
542,317 shares of Common Stock,  valued at $139, which will be issued no earlier
then September 5, 2003,  and cash  consideration  totaling  $417,  which will be
payable in installments over the next 12 months varying in monthly  installments
ranging  from $15 to $115.  The total  purchase  price  will be  amortized  on a
straight line basis over the next 12 months.  As of March 31, 2003,  the Company
has recorded an intangible asset of $556. The Company began recognizing  revenue
from these subscribers during March 2003.


                                      -8-
<PAGE>


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

General

            GoAmerica,   Inc.,  a  Delaware   corporation  ("We,"  "Us"  or  the
"Company"), develops and distributes wireless data technology,  applications and
software that address the  productivity and  communications  needs of enterprise
customers and consumers.  In the enterprise  market, our solutions are primarily
based on our proprietary  software  technology called  Go.Web(TM).  By utilizing
Go.Web,  corporations  can improve the  productivity  of  employees  by enabling
secure wireless access to corporate data on many wireless  computing devices and
over many  wireless  data  networks.  Our  Go.Web  technology  can be hosted and
supported in a secure network  operations  center maintained by GoAmerica or its
third party  outsourcing  provider or installed  behind an enterprise's  network
security system, commonly know as the firewall. Customers who opt to install the
software do so by purchasing our proprietary Go.Web Enterprise Server,  formally
known as Go.Web  OnPrem(TM),  technology.  In the consumer market,  we primarily
offer wireless data solutions that are designed for people who are deaf, hard of
hearing or speech  impaired.  We market and support these services  through Wynd
Communications, a wholly owned subsidiary of GoAmerica.

             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 to our  subscribers.  During  March  1997,  we  commenced  offering  our
services to individuals  and businesses.  Since our inception,  we have invested
significant  capital to build our wireless  network  operations  and  e-commerce
system as well as our billing system. We have invested additional capital in the
development of our software  applications Go.Web and Mobile Office(R) as well as
other  software  applications.  We have  provided  mobile  devices made by third
parties to our  customers  at prices below our costs for such  devices.  We have
incurred  operating  losses since our  inception and expect to continue to incur
operating losses for at least the next several quarters. Therefore, we will need
to  significantly  improve our  overall  gross  margins  and further  reduce our
selling,  general and  administrative  expenses to become profitable and sustain
profitability  on a  quarterly  or annual  basis.  As a result of our  strategic
alliance with EarthLink,  Inc., or EarthLink,  we anticipate  overall revenue to
decline  while  gross  margins  should  increase  and  selling,   marketing  and
administrative  expenses should decline.  Upon transition of certain subscribers
to EarthLink,  we will continue to generate revenues from three primary sources:
(i) recurring  service  revenue;  (ii) software  revenue;  and (iii)  activation
bounties.  We have  substantially  reduced our costs of  subscriber  airtime and
operating costs as a result of our strategic alliance with EarthLink.

Critical Accounting Policies and Estimates

            Management's  Discussion  and  Analysis of Financial  Condition  and
Results of Operations discusses our condensed consolidated financial statements,
which have been  prepared in accordance  with  accounting  principles  generally
accepted in the United States.  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,  inventory valuation and
recoverability  of our  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 condensed 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.  We also charged our CDPD subscribers a
per kilobyte fee for using a mobile device outside of a designated  geographical
area, or roaming;  such fees are recognized as revenue when  collected.  We also
generally charged a non-refundable activation fee upon initial subscription.  To
the extent such fees exceed the related costs,  they are deferred and recognized
ratably  over the life of the related  service  contracts,  which are  generally
either  six  months,  one  year or two year  agreements.  Equipment  revenue  is
recognized  upon shipment to the end user. We also provide mobile devices to our
customers at prices below our costs as  incentives  for  customers to enter into
service  agreements.  Such  incentives are recorded as a reduction to subscriber
and equipment  revenue,  at the time of sale,  allocated based upon the relative
fair  value  of  the   equipment   and  services   provided.   We  estimate  the
collectibility of our trade  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


                                      -9-
<PAGE>

assessing the recoverability of our goodwill and other intangibles, 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.  During 2002, we adopted Statement of Financial Accounting
Standard No. 142, "Goodwill and Other Intangible Assets," and have completed the
required  impairment  tests of goodwill,  and have recorded an adjustment to the
carrying value of goodwill during 2002.

Results of Operations

Three months ended March 31, 2003 Compared to Three months ended March 31, 2002

            Subscriber  revenue.  Subscriber  revenue  decreased  69%,  to  $2.5
million for the three  months  ended  March 31,  2003 from $8.1  million for the
three months ended March 31, 2002.  This  decrease was primarily due to the sale
of our CDPD  subscribers,  as well as a  portion  of our  Cingular  and  Motient
network subscribers, to EarthLink during the fourth quarter 2002. Our subscriber
base decreased to 85,389 subscribers at March 31, 2003 from 152,720  subscribers
at March 31, 2002. Our ARPU decreased to $11.71 for the three months ended March
31, 2003 from $23.487 for the three months ended March 31, 2002.  The decline in
ARPU was due to the sale of full-service offering subscribers  referenced above.
We expect  revenue to increase  slightly  and ARPU to remain  constant  from our
continued  leveraging of strategic  agreements  for the sale of our Go.Web value
added services and higher ARPU full-service offerings through Wynd.

            Equipment  revenue.  Equipment revenue decreased to $411,000 for the
three  months  ended March 31, 2003 from $2.3 million for the three months ended
March  31,  2002.  This  decrease  was  primarily  due to lower  sales of mobile
devices.  As a result of our strategic  alliance with  EarthLink,  we anticipate
that  equipment  revenue will further  decline as we will  primarily sell mobile
devices through our subsidiary, Wynd Communications Corporation, or Wynd.

            Other revenue.  Other revenue,  which consists  primarily of revenue
derived  from  consulting  services,  increased to $181,000 for the three months
ended March 31, 2003 from  $50,000 for the three  months  ended March 31,  2002.
This increase was primarily due to our recent strategic  alliance with EarthLink
in which we will  collaborate on developing new  applications  and extensions of
existing technology, including EarthLink-branded wireless data services, as well
as new  technologies.  We anticipate that consulting  services may increase as a
result of our recent strategic alliance with EarthLink.

            Cost of subscriber  airtime.  Cost of subscriber  airtime  decreased
88%, to $737,000 for the three months ended March 31, 2003 from $6.3 million for
the three months ended March 31, 2002.  This  decrease was  primarily due to the
sale of our CDPD  subscribers,  as well as a portion of our Cingular and Motient
network subscribers,  to EarthLink during the fourth quarter 2002. We expect the
number of subscribers and related use of our services to increase  slightly as a
result of our continued  leveraging of strategic  agreements for the sale of our
Go.Web value added services and higher ARPU full-service offerings through Wynd.

            Cost of network  operations.  Cost of network  operations  decreased
slightly to $712,000 for the three months ended March 31, 2003 from $763,000 for
the three months ended March 31, 2002.  We expect cost of network  operations to
further  decline as a result of decreased  salaries  and benefits for  personnel
performing network operations activities.

            Cost of equipment revenue.  Cost of equipment revenue decreased 83%,
to $397,000  for the three months ended March 31, 2003 from $2.3 million for the
three months  ended March 31, 2002.  This  decrease  primarily  was due to lower
sales of mobile devices and was partially offset by a non-cash  inventory charge
of $131,000  recorded during the first quarter of 2003 to value a portion of our
remaining inventory at the lower of cost or market. As a result of our strategic
alliance with EarthLink,  we anticipate that the cost of equipment  revenue will
further decline as we will primarily sell mobile devices through Wynd.

            Sales and marketing.  Sales and marketing expenses decreased 76%, to
$600,000  for the three  months  ended March 31, 2003 from $2.5  million for the
three months ended March 31, 2002. This decrease  primarily was due to decreased
advertising  costs  paid to third  parties  as well as  decreased  salaries  and
benefits for  personnel  performing  sales and marketing  activities.  We expect
sales and marketing  expenses to further  decline as a result of leveraging  our
strategic alliance with EarthLink and other partners.

            General  and  administrative.  General and  administrative  expenses
decreased  58%, to $3.5  million for the three  months ended March 31, 2003 from
$8.3 million for the three months ended March 31, 2002. This decrease  primarily
was due to decreased  salaries and benefits for  personnel  performing  business
development  and  general  corporate  activities  and  decreased  infrastructure
buildout and was  partially  offset by our accrued  loss on sublease.  We expect
general  and  administrative  expenses  to  further  decline  as a result of our
strategic alliance with EarthLink.


                                      -10-
<PAGE>

            Research and development. Research and development expense decreased
to $515,000  for the three months ended March 31, 2003 from $1.0 million for the
three months ended March 31, 2002. This decrease  primarily was due to decreased
salaries  and  benefits  for  personnel   performing  research  and  development
activities.  We expect research and development expenses to further decline as a
result of our strategic alliance with EarthLink.

            Amortization of other intangibles. Amortization of other intangibles
decreased  for the three months ended March 31, 2003 to $229,000  from  $433,000
for the three months ended March 31, 2002.  This  decrease  primarily was due to
patents being fully amortized.  We expect  amortization of other  intangibles to
remain constant.

            Gain on sale of  subscribers.  Gain on sale of subscribers  resulted
from our comprehensive strategic alliance whereby EarthLink purchased all of the
Company's  cellular digital packet data (CDPD) subscribers as well as certain of
the  Company's  Cingular and Motient  network  subscribers.  As a result of this
agreement,  we recorded a gain on the sale of  subscribers  of $1,180 during the
three months ended March 31, 2003.

Liquidity and Capital Resources

            Since our  inception,  we financed our  operations  through  private
placements of our equity  securities  and our redeemable  convertible  preferred
stock,  which resulted in aggregate net proceeds of approximately  $18.4 million
through December 31, 1999.  During the first quarter of 2000, we issued and sold
648,057  shares of Series B Preferred  Stock for net  proceeds of  approximately
$24.6  million.  In April 2000, we consummated  our initial  public  offering of
10,000,000  shares of our  common  stock at a price to the  public of $16.00 per
share, all of which were issued and sold for net proceeds of $146.2 million.  As
of March  31,  2003,  we had $2.8  million  in cash and cash  equivalents  and a
working capital deficit of $2.6 million.

            We have incurred  significant  operating  losses since our inception
and as of March 31, 2003 have an accumulated  deficit of $259.2 million.  During
the three months  ended March 31,  2003,  we incurred a net loss of $3.0 million
and used $3.8 million of cash to fund operating activities. As of March 31, 2003
we had $2.8  million  in cash and cash  equivalents  ($2.0  million at April 30,
2003),  exclusive of $596,000 in restricted cash  supporting  certain letters of
credit. During 2002 and into 2003, we took steps to reduce our annual payroll by
more than 40% and took further  actions to reduce sales and marketing  expenses.
In addition, on September 25, 2002, we formed a comprehensive strategic alliance
with  EarthLink  by  entering  into a series of  agreements.  Pursuant  to these
agreements,  we may generate revenues from three primary sources,  (i) recurring
service  revenue;  (ii) software  revenue;  and (iii) activation  bounties.  The
Earthlink  agreements also enable us to reduce our costs of subscriber  airtime.
Our 2003  operating  plan  includes  further  reductions in headcount as well as
additional  reductions in sales and marketing  expenditures from levels incurred
during 2002. Additionally,  we are actively working to renegotiate our long term
lease  obligations.  We currently  anticipate  that our available cash resources
will be  sufficient  to fund our  operating  needs  for at least  the next  four
months.  For us to remain in  business  beyond such four month  period,  we will
likely  require  additional  financing.  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.  We may not be
able to raise  funds on terms  favorable  to us, or at all. As a result of these
and related considerations, our independent auditors have issued a going concern
opinion in connection with our 2002 financial statements.

            Over  the past  twelve  months,  our  available  cash has  decreased
substantially.  This reduction in liquidity creates  significant  constraints on
the  manner in which our  business  can  operate.  We have  decided to retain an
outside  advisor  to assist us in  analyzing  various  steps that we may take to
enhance our liquidity.  Such steps may include the sale or other  disposition of
certain of our assets and the redeployment of the net proceeds in aspects of our
business which we believe are well positioned for revenue generation and growth.
We cannot  assure  you as to when or whether  such  steps will be taken and,  if
taken, whether such steps will be successful.

            Net cash used in operating  activities decreased to $3.8 million for
the three  months  ended March 31, 2003 from $10.3  million for the three months
ended March 31, 2002. This decrease  primarily was due to decreased  losses from
operations.

            We generated $1.6 million in cash in investing activities during the
three months ended March 31, 2003 as compared to using  $138,000 in cash for the
three  months  ended  March 31,  2002.  Cash  provided by  investing  activities
primarily resulted from the gain on sale of subscribers.  Cash used in investing
activities  during the three  months  ended March 31, 2002 was  principally  for
purchases of property, equipment and leasehold improvements.


                                      -11-
<PAGE>

            Net cash used by  financing  activities  was  $32,000  for the three
months  ended March 31, 2003 as compared to $247,000  for the three months ended
March 31,  2002.  Cash used in financing  activities  for the three months ended
March 31, 2003 was principally for repayment of capital leases and was partially
offset by proceeds  from the sale of stock through our Employee  Stock  Purchase
Plan.

            As of  March  31,  2003,  our  principal  commitments  consisted  of
obligations  outstanding  under operating  leases.  As of March 31, 2003, future
minimum payments for  non-cancelable  operating leases having terms in excess of
one year  amounted  to $9.6  million,  of which  approximately  $1.9  million is
payable in the next twelve months.

            The following table summarizes GoAmerica's  contractual  obligations
at March 31, 2003, and the effect such  obligations  are expected to have on its
liquidity and cash flow in future periods.

<TABLE>
<CAPTION>
March 31, (In thousands)                       Total      Less than 1 Year  1-3 Years        4-5 Years     After 5 Years
<S>                                           <C>             <C>             <C>             <C>             <C>
Contractual Obligations:
     Capital Lease Obligations                $  338          $  325          $   13          $   --          $   --
     Operating Lease Obligation                9,614           1,886           3,006           2,389           2,333
                                              ------          ------          ------          ------          ------
     Total Contractual Cash Obligation        $9,952          $2,211          $3,019          $2,389          $2,333
                                              ======          ======          ======          ======          ======
Other Commercial Commitments:
     Standby Letter of Credit                 $  596             $--          $  596          $   --          $   --
                                              ------          ------          ------          ------          ------
     Total Commercial Commitment              $  596             $--          $  596          $   --          $   --
                                              ======          ======          ======          ======          ======
</TABLE>

Forward Looking Statements

            Statements  contained  in this  Form  10-Q  that  are not  based  on
historical fact are  "forward-looking  statements" within the meaning of Section
21E  of the  Securities  Exchange  Act  of  1934,  as  amended.  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 reduced capital resources and need for
additional  liquidity;  (iii) our ability to fund our  operating  needs  through
available  cash  reserves;  (iv) the impact on our business from our receiving a
"going  concern"  opinion  from our  independent  auditors;  (v) our  ability to
successfully   implement  our  strategic  alliance  with  EarthLink;   (vi)  our
dependence on EarthLink to provide  billing,  customer and technical  support to
our subscribers;  (vii) our ability to respond to the rapid technological change
of the wireless data industry and offer new services;  (viii) our  dependence on
wireless carrier networks;  (ix) our ability to respond to increased competition
in the wireless data industry;  (x) our ability to integrate acquired businesses
and technologies;  (xi) our ability to leverage strategic  alliances to generate
revenue  growth;  (xii) our  ability to  increase  or  maintain  gross  margins,
profitability, liquidity and capital resources; and (xiii) our ability to manage
our remaining  operations.  As a result of such risks and others  expressed from
time to time in our filings with the  Securities  and Exchange  Commission,  our
actual results could differ  materially from the results discussed in or implied
by the forward-looking statements contained herein.

Recent Accounting Pronouncements

            In June  2002,  FASB  issued  SFAS No.  146,  "Accounting  for Costs
Associated with Exit or Disposal Activities".  SFAS 146 requires recording costs
associated  with  exit or  disposal  activities  at  their  fair  values  when a
liability has been incurred.  Under previous  guidance,  certain exit costs were
accrued upon management's  commitment to an exit plan, which is generally before
an actual liability has been incurred. Adoption of SFAS 146 is required with the
beginning  of fiscal year 2003.  The adoption of this  statement  did not have a
significant impact on the Company's results of operations.

            In November  2002, the FASB issued FASB  Interpretation,  "FIN," No.
45,  "Guarantor's   Accounting  and  Disclosure   Requirements  for  Guarantees,
Including  Indirect  Guarantees of Indebtedness of Others." FIN No. 45 addresses
the  disclosures  to be made by a guarantor in its interim and annual  financial
statements  about its obligations  under certain  guarantees that is has issued.
Under FIN No. 45 recognition and initial  measurement  provisions are applicable
on a prospective basis to guarantees issued or modified


                                      -12-
<PAGE>

after December 31, 2002,  irrespective of the  guarantor's  fiscal year end. The
adoption  of FIN No. 45 did not have a  significant  impact on our  consolidated
financial position or results of operations.

            In January 2003, the FASB issued FASB  Interpretation  "FIN" No. 46,
"Consolidation of Variable Interest  Entities." FIN 46 clarifies the application
of Accounting Research Bulletin No. 51, "Consolidated  Financial Statements," to
certain entities in which equity investors do not have the  characteristics of a
controlling  financial interest or do not have sufficient equity at risk for the
entity to finance  its  activities  without  additional  subordinated  financial
support from other  parties.  FIN 46 applies  immediately  to variable  interest
entities  (VIE's)  created  after  January  31,  2003,  and to VIE's in which an
enterprise  obtains an interest  after that date. It applies in the first fiscal
year or  interim  period  beginning  after June 15,  2003,  to VIE's in which an
enterprise  holds a variable  interest that it acquired before February 1, 2003.
FIN 46 applies  to public  enterprises  as of the  beginning  of the  applicable
interim or annual  period.  The  adoption  of FIN 46 is not  expected  to have a
material impact on our consolidated financial position, liquidity, or results of
operations.

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 March 31, 2003,  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 net loss of approximately  $30,000 based on cash and cash equivalent balances
at March 31, 2003. We currently hold no derivative  instruments  and do not earn
foreign-source income.

Item 4.     Controls and Procedures

Evaluation of disclosure controls and procedures.

            Based on their evaluation of our disclosure  controls and procedures
(as defined in Rules 13a-14(c) and 15d-14(c)  under the Securities  Exchange Act
of 1934) as of a date within 90 days of the filing date of this Quarterly Report
on Form 10-Q,  our chief  executive  officer and chief  financial  officer  have
concluded  that our  disclosure  controls and  procedures are designed to ensure
that  information  required to be disclosed by us in the reports that we file or
submit  under  the  Securities  Exchange  Act of  1934 is  recorded,  processed,
summarized and reported within the time periods  specified in the Securities and
Exchange Commission's rules and forms and are operating in an effective manner.

Changes in internal controls.

            There  have  been  no  significant  changes  made  in the  Company's
internal  controls or in other  factors  that could  significantly  affect these
controls subsequent to the date of our most recent evaluation.


                                      -13-
<PAGE>


                           PART II. OTHER INFORMATION

Item 1.              Legal Proceedings

            On February 15, 2002, Eagle Truck Lines Inc. (a/k/a Air Eagle, Inc.)
filed  suit  against  GoAmerica,  Inc.  in the  Superior  Court of the  State of
California for the County of Los Angeles seeking payment of $590,000, plus other
damages,  expenses,  interest and costs of suit.  This action was removed to the
United  States  District  Court  for the  Central  District  of  California  and
subsequently,  pursuant to a motion  brought by  GoAmerica,  transferred  to the
District of New Jersey where  GoAmerica has moved to have it  consolidated  with
the action described in the next paragraph.  (This motion will be decided once a
decision  in the  various  motions to dismiss is  rendered  in the Flash  action
discussed below.) Air Eagle alleges that GoAmerica,  as successor in interest to
Flash Creative  Management,  Inc.  ("Flash"),  failed to perform its obligations
under a consulting contract dated July 2, 1999 (the "Contract"),  by and between
Flash and Air Eagle.  Air Eagle  alleges that  GoAmerica  assumed the rights and
liabilities under this Contract as a result of its purchase of substantially all
of the assets of Flash in November  2000.  On June 3, 2002,  GoAmerica  filed an
amended answer and  counterclaim,  denying the  allegations of the complaint and
seeking  payment  from Air Eagle of an amount  not less than  $589,993.60,  plus
expenses,  interest  and costs of suit based on Air  Eagle's  failure to pay for
services rendered by Flash and GoAmerica under the Contract. The Company intends
to defend this action and pursue its counterclaim vigorously.

            In a separate but related matter, on July 31, 2002,  GoAmerica filed
suit against Flash and certain former  officers and  shareholders  of Flash (the
"Flash  Defendants") in the United States District Court for the District of New
Jersey for  violations of federal and state  securities law and common law fraud
in  connection  with the sale of the  assets of Flash to  GoAmerica.  In October
2002,  each of the Flash  Defendants  filed  answers  to  GoAmerica's  complaint
denying all of the Company's  charges,  with one of the Flash Defendants  adding
counterclaims  against the Company and certain named  officers  alleging,  among
other things, fraudulent  misrepresentation,  violations of state securities law
and unjust  enrichment in excess of $1 million.  The other Flash Defendants have
been  granted  leave to amend  their  answer to  include  substantially  similar
counterclaims  against the Company and Company officer  defendants.  The Company
has filed a motion to dismiss the Flash Defendants' counterclaims, and the Flash
defendants  have filed  cross-motions  for  judgment  on the  pleadings  and for
summary  judgment  seeking  dismissal of the Company's  claims against them. All
pending  motions are briefed and have been  submitted to the Court for decision.
The Company intends to vigorously  pursue its claims against Flash and the other
named defendants in this action, and to defend the counterclaims asserted.

Item 2.     Changes in Securities and Use of Proceeds

Changes in Securities

            None

Use of Proceeds

            On April 6, 2000, the Commission declared effective our Registration
Statement on Form S-1 (No. 333-94801) as filed with the Commission in connection
with our initial  public  offering of Common  Stock,  which was managed by Bear,
Stearns & Co., Inc.,  Chase H&Q, U.S.  Bancorp Piper Jaffray,  Wit SoundView and
DLJdirect, now CSFBdirect. Pursuant to such Registration Statement, on April 12,
2000 we consummated  the issuance and sale of an aggregate of 10,000,000  shares
of our Common Stock,  for a gross aggregate  offering price of $160 million.  We
incurred underwriting  discounts and commissions of approximately $11.2 million.
In connection  with such offering,  we incurred total expenses of  approximately
$2.6  million.  As of March 31, 2003,  approximately  $2.8 million of the $146.2
million in net  proceeds  received  by us upon  consummation  of such  offering,
pending  specific  application,  were invested in short-term,  investment-grade,
interest-bearing  instruments.  The remaining $143.4 million of the net proceeds
have been specifically  applied as follows: (i) $5.1 million for the acquisition
of other businesses;  (ii) $37.3 million for sales and marketing expenses; (iii)
$10.9  million for the purchase of capital  assets;  and (iv) $90.1  million for
working capital needs.


                                      -14-
<PAGE>

Item 6.           Exhibits and Reports on Form 8-K.

            (a)   Exhibits.

                  99.1  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.

                  99.2  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.

            (b)   Reports on Form 8-K.

                  During the quarter ended March 31, 2003, the registrant  filed
                  one Report on Form 8-K with the Commission:

                  On January 9, 2003, the Company filed a Current Report on Form
                  8-K with  regard to changes in the  Company's  management  and
                  Board of Directors (Item 5).


                                      -15-
<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:      May 14, 2003        By:  /s/ Daniel R. Luis
                                    ------------------------------------
                                    Daniel R. Luis
                                    Chief Executive Officer
                                    (Principal Executive Officer)

DATE:      May 14, 2003        By:  /s/ Francis J. Elenio
                                    ------------------------------------
                                    Francis J. Elenio
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)


                                      -16-
<PAGE>

                           CERTIFICATIONS PURSUANT TO
                               SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002
                           --------------------------

I, Daniel R. Luis, certify that:

1. I have reviewed this quarterly report on Form 10-Q of GoAmerica, Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

            a) designed such  disclosure  controls and procedures to ensure that
            material  information  relating  to the  registrant,  including  its
            consolidated  subsidiaries,  is made  known to us by  others  within
            those  entities,  particularly  during  the  period  in  which  this
            quarterly report is being prepared;

            b)  evaluated  the  effectiveness  of  the  registrant's  disclosure
            controls  and  procedures  as of a date  within 90 days prior to the
            filing date of this quarterly report (the "Evaluation Date"); and

            c)  presented in this  quarterly  report our  conclusions  about the
            effectiveness of the disclosure controls and procedures based on our
            evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
the  registrant's  board of  directors  (or persons  performing  the  equivalent
functions):

            a) all  significant  deficiencies  in the  design  or  operation  of
            internal  controls  which could  adversely  affect the  registrant's
            ability to record, process,  summarize and report financial data and
            have   identified  for  the   registrant's   auditors  any  material
            weaknesses in internal controls; and

            b) any fraud,  whether or not material,  that involves management or
            other  employees  who have a  significant  role in the  registrant's
            internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly report whether there were significant  changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: May 14, 2003

/s/ Daniel R. Luis
------------------
Daniel R. Luis
Chief Executive Officer


                                      -17-
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I, Francis J. Elenio, certify that:

1. I have reviewed this quarterly report on Form 10-Q of GoAmerica, Inc.;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

            a) designed such  disclosure  controls and procedures to ensure that
            material  information  relating  to the  registrant,  including  its
            consolidated  subsidiaries,  is made  known to us by  others  within
            those  entities,  particularly  during  the  period  in  which  this
            quarterly report is being prepared;

            b)  evaluated  the  effectiveness  of  the  registrant's  disclosure
            controls  and  procedures  as of a date  within 90 days prior to the
            filing date of this quarterly report (the "Evaluation Date"); and

            c)  presented in this  quarterly  report our  conclusions  about the
            effectiveness of the disclosure controls and procedures based on our
            evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
the  registrant's  board of  directors  (or persons  performing  the  equivalent
functions):

            a) all  significant  deficiencies  in the  design  or  operation  of
            internal  controls  which could  adversely  affect the  registrant's
            ability to record, process,  summarize and report financial data and
            have   identified  for  the   registrant's   auditors  any  material
            weaknesses in internal controls; and

            b) any fraud,  whether or not material,  that involves management or
            other  employees  who have a  significant  role in the  registrant's
            internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly report whether there were significant  changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: May 14, 2003

/s/ Francis J. Elenio
---------------------
Francis J. Elenio
Chief Financial Officer
(Principal financial officer)


                                      -18-
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                                  EXHIBIT INDEX

EXHIBIT NO.                        DESCRIPTION

99.1        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.

99.2        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.


                                      -19-

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