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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-K/A

AMENDMENT No. 1 to
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2002

Commission file number 0-28701

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HealthGate Data Corp.(Exact name of registrant as specified in its charter)

Delaware

04-3220927(State or other jurisdiction
of incorporation or organization)

(I.R.S. Employer
Identification No.)25 Corporate Drive, Suite 310,
Burlington, Massachusetts

01803(Address of principal executive offices)

(Zip Code)


Registrant's telephone number, including area code:(781) 685-4000

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The undersigned registrant hereby amends the following items, financial statements, exhibits or other portions of its Annual Report for the fiscal year ended
December 31, 2001 on Form 10-K as set forth in the pages attached hereto:

Items
10, 11, 12 and 13. Directors and Executive Officers of the Registrant; Executive Compensation; Security Ownership of Certain Beneficial Owners and Management; and Certain
Relationships and Related Transactions, respectively. The information required by these Items is filed herewith by amendment pursuant to Rule 12b-15.

Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly
authorized.

|                     |  | HealthGate Data Corp.
|-------------------- |  | ---------------------
|Date: April 28, 2003 |  | By:                  
|Date: April 28, 2003 |  | By:                  
|Date: April 28, 2003 |  | By:                  

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ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

The following table sets forth certain information regarding our directors and executive officers as of March 31, 2003.

Name

Age

PositionWilliam S. Reece

37

Chairman of the Board of Directors, President and Chief Executive OfficerVeronica Zsolcsak

52

Chief Financial Officer, Treasurer and SecretarySteven Woodis

46

Vice President, SalesGerald E. Bisbee, Jr., Ph.D.(2)

60

DirectorJonathan J.G. Conibear(2)

51

DirectorEdson D. de Castro(1)

64

DirectorDavid Friend(1)

55

DirectorWilliam G. Nelson, Ph.D.(1)

68

DirectorThomas O. Pyle(2)

63

Director


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William S. Reeceis a founder of HealthGate and has served as a member of HealthGate's board of directors and as President and Chief
Executive Officer since the Company's inception in 1994. Mr. Reece has served as the Chairman of the Board of Directors since December 1994. From 1988 to 1994, Mr. Reece served in
several positions, including Vice President, Sales and Marketing, Manager of U.S. Sales and Marketing Representative at PaperChase, a medical literature retrieval software company owned by Beth Israel
Hospital in Boston.

Veronica Zsolcsakhas served as HealthGate's Chief Financial Officer and Treasurer since September 2000 and as Secretary since
May 2002. Previous to her joining HealthGate, from January 2000 to September 2000, Ms. Zsolcsak was Chief Financial Officer of Infinium, Inc. a provider of financial
software applications. During 1999, Ms Zsolcsak served as Vice President of Operations for Renaissance Worldwide, Inc., a business and technology consulting services company. From 1996
to 1998 Ms. Zsolcsak was Chief Financial Officer of Town & Country Corporation, a jewelry manufacturing company that was subject to Chapter 11 bankruptcy proceedings in 1997. She has
also served as Chief Financial Officer and Vice President of Finance at DRI/McGraw-Hill (1990 to 1993) and held senior financial positions at Wang (1982-1990) and Digital
Equipment Corporation (1977 to 1982).

Steven Woodisjoined HealthGate as Vice President, Sales in September 2002. Previous to his joining HealthGate, from
December 2000 to September 2002, Mr. Woodis served as Senior Vice President of Sales & Marketing for the physicians' services division of Per-Se Technologies.
From January 1996 to December 2000, Mr. Woodis was a founder and the Vice President of Development for Pediatric Physician Alliance. Mr. Woodis has also held management
positions with Coram Healthcare (1992-1996) and GE Capital (1988-1992).

Gerald E. Bisbee, Jr., Ph.D.was elected a Class II Director of HealthGate in August 2000. Since 1998 Dr. Bisbee has
been Chairman, President and CEO of ReGen Biologics, Inc., a company that designs, engineers and manufactures biological remodeling products for orthopedic applications. Since 1989
Dr. Bisbee was a director of Aros Corporation (formerly known as APACHE Medical Systems, Inc.), a software decision support and content management company for hospitalized critical care
patients (where he served as Chairman and Chief Executive Officer from 1989 through 1997 and was re-elected Chairman in December 2000). ReGen Biologics, Inc. and Aros
Corporation merged in

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June 2002. Dr. Bisbee has served as a director of Cerner Corporation, a software information technology and content solutions company for healthcare organizations and consumers, since
February 1988.

Jonathan J. G. Conibearhas served as a member of our Board of Directors since December 1996. In October 2001,
Mr. Conibear became a managing director of Taylor and Francis, a United Kingdom academic research publisher. From 1986 to September 2001, Mr. Conibear served as Executive Director
of Blackwell Science, Ltd., the largest publisher of medical societies' journals and one of the world's largest medical publishers, with headquarters in Oxford, U.K. From 1985 to 1997,
Mr. Conibear had other responsibilities with Blackwell Science, including President, Blackwell Science Inc., Blackwell's U.S. subsidiary, Chair, Blackwell's Asian subsidiary, and Sales
Director. From 1974 to 1985, Mr. Conibear served in various positions with Oxford University Press.

Edson D. de Castrohas served as a member of our Board of Directors since December 1994. Since 1997, Mr. de Castro has been
a self-employed business consultant. From 1992 to 1997, Mr. de Castro was Chairman of Xenometrix, Inc., a biotechnology company. From 1989 to 1990, Mr. de Castro was
Chairman of the Board of Directors of Data General Corporation. From 1968 to 1989, Mr. de Castro served as President and Chief Executive Officer of Data General. Mr. de Castro is a
director of AVAX Technologies, Inc., a biopharmaceutical company, and a director of VCampus Corp., a publisher of educational courseware for Internet training programs. Mr. de Castro is
also a trustee of Boston University and a Member of the Clark University Graduate School of Management Advisory Council. Mr. de Castro is also a Member of the Corporation of Partners Healthcare
System, Inc.

David Friendhas served as a member of our Board of Directors since April 1995. In June 1999, Mr. Friend founded
Sonexis, Inc. (formerly known as eYak, Inc.), a telecommunications hardware company where he is currently the Chairman of the Board. Mr. Friend is a General Partner with Orchid
Partners, a venture capital firm. From 1995 through December 1999, Mr. Friend served as Chairman of the Board of Directors of FaxNet Corp., a provider of messaging services to the
telecommunications industry. During 1994 and 1995, Mr. Friend served as a lecturer at Massachusetts Institute of Technology. From 1983 to 1994, Mr. Friend served as Chairman of the Board
of Directors of Pilot Software, an international software firm. Mr. Friend has also been a director of GEAC Computer Corporation, Limited since 2001.

William G. Nelson, Ph.D.has served as a member of our Board of Directors since October 2000. Since 1990, Dr. Nelson has
been the Chairman of the Board of Directors of HarrisData Corp., a computer software company. Since 1999, Dr. Nelson has also been the Chairman of the Board of Directors of Repository
Technologies Inc., a computer software company. Dr. Nelson has been a director of GEAC Computer Corporation, Limited since 1988, additionally from June 1996 through
October 2000, Dr. Nelson served as the Chairman of the Board of Directors of GEAC, and from September 1996 until April 1999, he also served as its Chief Executive Officer
and President. Since 1986, Dr. Nelson has also served as a director of Manugistics Group, Inc., a provider of intelligent supply chain optimization solutions for enterprises and evolving
eBusiness trading networks. Since 2002, Dr. Nelson has served as a director of Catalyst International, a supplier of warehouse management software. Dr. Nelson is a General Partner with
Orchid Partners, a venture capital firm. From December 1991 to December 1994,
Dr. Nelson was President and Chief Executive Officer of Pilot Software, Inc. Dr. Nelson also serves as a trustee of Swarthmore College.

Thomas O. Pylewas elected a Class II Director of HealthGate in January 2001. Mr. Pyle became Chairman of
PrivaSource, a start-up company, in 2001. From 1978 to 1991, Mr. Pyle served as Chief Executive Officer of Harvard Community Health Plan and from 1993 to 1994 he served as Chief
Executive Officer of MetLife HealthCare. Mr. Pyle is a director of the Risk Management Foundation of the Harvard Medical Institutions. He served as Chairman from 1981-1990 and
2000-2002. He was founder of a related organization, Controlled Risk Insurance Company, Ltd., serving as director of that

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organization from 1976-1998 and 2000-2002 (Chairman 1976-1989 and 2000-2002). Since 2000, Mr. Pyle has also been a director of Mykrolis
Corporation, a supplier to the semiconductor industry.

Executive
officers of HealthGate are elected by the board of directors on an annual basis and serve at the pleasure of the board of directors. There are no family relationships among any
of our executive officers or directors.

Effective
with the closing of HealthGate's initial public offering in January 2000, the Company's board of directors was divided into three classes, each of whose members serve
for staggered three-year terms. One class of directors will be elected each year at the annual meeting of stockholders for a term of three years. Mr. Friend and Dr. Nelson
presently as Class I Directors whose term expires at the annual meeting of stockholders in 2003; Dr. Bisbee, Mr. Conibear and Mr. Pyle presently serve as Class II
Directors whose term expires at the annual meeting of stockholders in 2004; Mr. Reece and Mr. de Castro presently serve as Class III Directors whose term expires at the annual
meeting of stockholders in 2005. All directors will hold office until their successors have been duly elected and qualified.

ITEM 11. EXECUTIVE COMPENSATION

Summary Compensation Table

The following table summarizes the compensation paid to or earned by our Chief Executive Officer and our two other most highly compensated executive officers (the
"Named Executive Officers") whose total salary and bonus exceeded $100,000 for services rendered to HealthGate in all capacities during the years ended December 31, 2002, 2001, and 2000.

|                                                       |  |                |  |                         |     |               |        | LONG-TERM COMPENSATION
|------------------------------------------------------ |  | -------------- |  | ----------------------- | --- | ------------- | ------ | ----------------------
|
|
|
|William S. Reece
President and Chief Executive Officer |  | 2002
2001
2000 |  | 240,000
240,000
243,000 |     | 96,650        | (3)    | 99,150
83,333         
|Veronica Zsolcsak
Chief Financial Officer              |  | 2002
2001
2000 |  | 225,000
225,000
61,099  | (5) | 42,866
30,000 | (3)(4) | 54,999
8,333          
|Steven Woodis
Vice President, Sales                    |  | 2002           |  | 61,993                  | (6) |              |        | 60,000                

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Option Grants in Year Ended December 31, 2002

The following table sets forth information concerning the individual grants of stock options to each of the Named Executive Officers who received grants during
the fiscal year ending December 31, 2002. All options were granted under HealthGate's 1994 Stock Option Plan.

|                  |  | Individual Grant |  |       |   |      |  | Potential Realizable Value
At Assumed Annual Rates
Of Stock Price Appreciation
for Option Term(1)
|----------------- |  | ---------------- |  | ----- | - | ---- |  | -------------------------------------------------------------------------------------------------
|
|
|
|William S. Reece  |  | 99,150           |  | 23.60 | % | 0.25 |  | 07/08/07                                                                                         
|Veronica Zsolcsak |  | 54,999           |  | 13.09 | % | 0.25 |  | 07/08/07                                                                                         
|Steven Woodis     |  | 60,000           |  | 14.28 | % | 0.08 |  | 09/18/07                                                                                         

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Aggregated Option Exercises In 2002 And 2002 Year-End Option Values

The following table sets forth certain information with respect to the number and value of option exercises in 2002 and unexercised options held by the Named
Executive Officers on December 31, 2002.

|                  |  |   |  |   |  | Number of Securities Underlying
Unexercised Options at Fiscal
Year-End(#) |  | Value of Unexercised In-the-
Money Options at Fiscal
Year-End($)(1)
|----------------- |  | - |  | - |  | ------------------------------------------------------------------------- |  | -------------------------------------------------------------------
|
|
|William S. Reece  |  | 0 |  | 0 |  | 147,761                                                                   |  | 34,722                                                             
|Veronica Zsolcsak |  | 0 |  | 0 |  | 39,784                                                                    |  | 15,215                                                             
|Steven Woodis     |  | 0 |  | 0 |  | 0                                                                         |  | 60,000                                                             

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Compensation of Directors

Directors of HealthGate who are also our employees did not receive additional compensation for serving as Directors.

In
2002 each of HealthGate's non-employee Directors received $3,000 per quarterly Board of Directors' meeting attended, $500 per Committee meeting attended, and $500 per
monthly Board of Directors' conference call attended and was reimbursed, upon request, for expenses incurred in attending each Board of Directors' meeting.

Additionally,
as compensation for their services each of HealthGate's non-employee Directors is granted stock options under the Company's 1994 Stock Option Plan. For 2002,
the number of options issued to non-employee Directors for their services was 3,333 per year (or 10,000 for a three-year period). These options have an exercise price equal to
the Company's share price on the date of grant, vest quarterly in twelve equal installments based on continuing service as a director through each applicable quarter and have a five year term.

Upon
their election to the Board of Directors, each of Drs. Bisbee and Nelson and Mr. Pyle were granted stock options for 10,000 shares of HealthGate's Common Stock (which vest
quarterly over 3 years) in August 2000, October, 2000 and January, 2001, respectively. The exercise price of these options is equal to the closing price for HealthGate's common stock as
reported by Nasdaq (or the Over-the-Counter Bulletin Board) at the time of grant. Accordingly, Dr. Bisbee's options have an exercise price of $4.125 per share;
Dr. Nelson's options have an exercise price of $2.8125 per share; and Mr. Pyle's options have an exercise price of $1.407 per share.

For
their continuing services as a director, each of Mr. Conibear, Mr. Friend and Mr. de Castro were granted stock options for 10,000 shares of HealthGate's Common
Stock (which vest quarterly over 3 years). The exercise price of these options is equal to the closing price for HealthGate's common stock as reported by Nasdaq (or the
Over-the-Counter Bulletin Board) at the time of grant.

In
January 2003, the number of options issued to non-employee Directors for their services was increased from 3,333 per year (or 10,000 for a three year period) to
11,666 per year (or 35,000 for the
three-year period through 2005). Accordingly, in January 2003 stock options for an additional 25,000 shares over a three year period (which when combined with the previous grants of
3,333 annually provides for 11,666 shares annually) were granted for the continuing services of each of the six non-employee directors. The January 2003 options were granted under
HealthGate's 1994 Stock Option Plan, have an exercise price of $0.055 per share (which was the closing price for HealthGate's common stock as reported by Over-the Counter Bulletin Board at
the time of grant), and like other non-employee director options vest quarterly over three years based on continuing service as a director and expire in five years (January 2008).

Employment Contracts, Termination of Employment, and Change-In-Control Arrangements

Under an employment agreement dated October 1, 1995, HealthGate agreed to employ Mr. Reece as Chairman of the Board, President and Chief Executive
Officer of HealthGate for a period of three years beginning on October 1, 1995, to be automatically renewed on an annual basis, unless either party does not wish to extend the employment
agreement, in which case the agreement will terminate three years from the applicable renewal date. Under the agreement, Mr. Reece's minimum base salary is $110,000 per annum, subject to annual
review by the Board of Directors. Mr. Reece is also eligible to participate in any bonus programs HealthGate adopts. Mr. Reece's 2002 annual base salary was $240,000. Mr. Reece
did not receive any bonuses under HealthGate's 2002 Executive Bonus Plan.

HealthGate
may terminate Mr. Reece's employment for malfeasance, nonfeasance or breach of the employment agreement, as determined by 75% of the Board of Directors. If we terminate
Mr. Reece's employment for malfeasance, nonfeasance or breach of the employment agreement, Mr. Reece will be

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entitled to receive a lump sum severance payment equal to 12 months' compensation at his then current base salary, the amount of any bonus paid to him in the previous contract year, and any
accrued bonus through the date of termination, plus any benefits to which he is entitled for 12 months following the date of termination. We may also terminate Mr. Reece's employment if
Mr. Reece is convicted of a felony involving HealthGate. If we terminate Mr. Reece's employment for conviction of a felony involving HealthGate, Mr. Reece will not be entitled to
any further compensation under the employment agreement, except as may be required by applicable law.

In
addition, Mr. Reece may elect to terminate the employment agreement for good reason or following a change in control of HealthGate. In the event Mr. Reece makes such an
election for good reason or as a result of a change in control, he will be entitled to a lump sum severance payment equal to 12 months' compensation at his then current base salary, any accrued
bonus through the date of election, plus any benefits to which he is entitled for 12 months following the date of election.

HealthGate
has agreed that if it terminates the employment of certain employees, including Ms. Zsolcsak and Mr. Woodis, without cause, the employee shall be entitled to
severance payments comprising the employee's then current base salary and then current health care coverage for six months from the date of termination.

Compensation Committee Interlocks and Insider Participation

None of our executive officers serves as a member of the Board of Directors or compensation committee of any entity that has one or more of its executive officers
serving as a member of our Board of Directors or Compensation Committee. Our Compensation Committee currently consists of Dr. Bisbee and Messrs. Conibear and Pyle, none of whom has ever
been an officer or employee of HealthGate.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information with respect to the beneficial ownership of our Common Stock as of March 31, 2003 by: (a) each person who
we know owns beneficially more than 5% of our Common Stock; (b) each of our Directors; (c) each of the Named Executive Officers; and (d) all of our Directors, nominees and
executive officers as a group. Unless otherwise indicated, the mailing address for each person and business entity listed below is c/o HealthGate Data Corp., 25 Corporate Drive, Suite 310, Burlington,
MA 01803.

|Beneficial Owner                                                             |  | Shares
Beneficially
Owned |  | Percent
Beneficially
Owned |  
|---------------------------------------------------------------------------- |  | ------------------------- |  | -------------------------- | -
|General Electric Company(2)
2135 Easton Turnpike
Fairfield, CT 06431         |  | 1,232,085                 |  | 19.2                       | %
|Blackwell Science Ltd.(3)
Oxney Mead, Oxford
OX2 OEL, United Kingdom         |  | 673,990                   |  | 11.2                       | %
|William S. Reece(4)                                                          |  | 710,702                   |  | 11.5                       | %
|Computer Sciences Corporation(5)
2100 East Grand Avenue
El Segundo, CA 90245 |  | 599,403                   |  | 9.9                        | %
|                                                                             |  |                           |  |                            |  

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|Barry M. Manuel, M.D.(6)
65 Wellesley Road
Belmont, MA 02478  |  | 395,933   |  | 6.6  | %
|------------------------------------------------------------- |  | --------- |  | ---- | -
|NBC Internet, Inc.(7)
225 Bush Street
San Francisco, CA 94104 |  | 384,846   |  | 6.3  | %
|David Friend(8)                                               |  | 212,914   |  | 3.5  | %
|William G. Nelson, Ph.D.(9)                                   |  | 145,442   |  | 2.4  | %
|Edson D. de Castro(10)                                        |  | 58,189    |  | *    |  
|Thomas O. Pyle(11)                                            |  | 19,166    |  | *    |  
|Gerald E. Bisbee, Jr., Ph.D.(12)                              |  | 14,167    |  | *    |  
|Joanathan J.G. Conibear(13)                                   |  | 10,000    |  | *    |  
|Veronica M. Zsolcsak(14)                                      |  | 55,089    |  | *    |  
|Steven Woodis(15)                                             |  | 2,500     |  | *    |  
|Executive Officers and directors as a group (9 persons)(16)   |  | 1,228,168 |  | 19.4 | %

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

In January 2000, HealthGate entered into a new activePress Journal Hosting and Delivery Agreement with Blackwell Science, Ltd. and Munksgaard
International Publishers Limited. Blackwell Science, together with Blackwell Wissenshafts-Verlag GmbH, a wholly owned subsidiary of Blackwell Science, owns and holds 673,990 shares of HealthGate's
common stock. Pursuant to this agreement, HealthGate hosted a Web site for Blackwell Science's journals and other publications through January 2002. Blackwell Science paid HealthGate a total of
$30,000 for fees during 2002.

In
June 1999, HealthGate entered into a development and distribution agreement with GE Medical Systems pursuant to which we agreed to develop GE Medical Systems branded enhanced
versions of our CHOICE Web site product and granted GE Medical Systems a license to sell our CHOICE Web site product. In June 2000, 2001 and 2002, the development and distribution agreement was
renewed for additional one-year periods. GE Medical Systems made no payments to HealthGate pursuant to this agreement in 2002. In February 2003, HealthGate entered into a settlement
agreement with GE Medical Systems pursuant to which HealthGate paid GE Medical Systems approximately $70,000 for commissions due under this development and distribution agreement for the calendar
years 1999 through 2002. General Electric Company, including its affiliates, is a principal stockholder of HealthGate.

In
November 1999, HealthGate entered into a three-year development agreement with Columbia Information Systems, Inc., now known as HCA-Information
Technology & Services, Inc. ("HCA-Information"). In March 2001, HealthGate and HCA-Information amended the development agreement. The term of the amended
agreement was from March 2001 to November 2002 and called for HCA-Information to pay license fees to HealthGate of approximately $1.4 million in both 2001 and 2002. In
October 2002, HealthGate and HCA-Information entered into a new content agreement. The term of the new agreement is from November 2002 through October 2004 and calls
for HCA-Information to pay annual license fees to HealthGate of $1.1 million. In 2002, HCA-Information paid HealthGate a total of $1.4 million in license fees.
HCA, Inc., formerly known as Columbia/HCA Healthcare Corporation held a warrant for shares of HealthGate's common stock that expired without exercise in October 2002.

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