EXHIBIT 4.8

                                PLEDGE AGREEMENT

                  PLEDGE  AGREEMENT,  dated  as of  December  19,  2003,  by and
between  GoAmerica,  Inc. (the  "Company"),  each of the investors listed on the
signature pages hereto (each, a "Pledgee" and,  collectively,  the  "Pledgees"),
and Pedley, Zielke,  Gordinier & Pence, PLLC, as agent for the Pledgees (in such
capacity, the "Agent").

                              W I T N E S S E T H:
                               - - - - - - - - - -

                  WHEREAS,  the Company is the sole record and beneficial  owner
of 1,000 shares  ("Shares") of common stock, par value $0.001 per share ("Common
Stock"), of Wynd Communications Corporation (the "Subsidiary"), constituting all
of the issued and outstanding capital stock of the Subsidiary; and

                  WHEREAS, pursuant to the terms of a Purchase Agreement,  dated
the date hereof (the  "Purchase  Agreement"),  the  Pledgees  have  purchased an
aggregate  of  $1,015,000  of  the  Company's  10%  Senior  Secured  Convertible
Promissory Notes (the "Notes"); and

                  WHEREAS,  the  Notes  are to be  secured  by a  pledge  by the
Company to the Agent for the benefit of the Pledgees of the Shares and the other
Collateral referenced herein; and

                  WHEREAS,  the parties  hereto desire to set forth the terms of
and to evidence the Company's grant of a security  interest in the Collateral to
the Agent on behalf of the Pledgee.

                  NOW,  THEREFORE,  in  consideration  of the  mutual  covenants
herein contained, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged,  the Company hereby agrees with the
Pledgee as follows:

                  Section 1. Definitions. The following terms, when used in this
Agreement,  shall have the following  meanings  (such  definitions to be equally
applicable to the singular and plural forms thereof):

                  "Default" shall mean an Event of Default under the Notes.

                  "Distributions"   means  all  stock   dividends,   liquidating
dividends,  shares of stock  resulting  from  stock  splits,  reclassifications,
warrants, options, non-cash dividends and other distributions on or with respect
to the Shares,  whether  similar or dissimilar to the  foregoing,  but shall not
include Dividends.

                  "Dividends" means regular  dividends  declared with respect to
the Shares.

                  "Liabilities"  means the Notes,  and all amounts  becoming due
thereunder,  and all other  payment  obligations  of the  Company  hereunder  or
thereunder.

<PAGE>

                  Section 2. Grant of Security Interest. As security for payment
of all  Liabilities,  the Company hereby  pledges,  assigns and transfers to the
Agent on  behalf  of the  Pledgees,  and  grants  to the  Agent on behalf of the
Pledgees a continuing security interest in and to, the Shares, together with all
Dividends and Distributions, interest and other payments and rights with respect
thereto,  together with all proceeds thereof  (collectively,  the "Collateral").
Any  Collateral  delivered  by the  Company to the Agent may be  endorsed by the
Agent,  in its own name or in the name of the Company,  on behalf of the Company
to the order of the Agent for the benefit of the Pledgees.

                  Section 3. Stock Powers, Endorsements, Etc. The Company shall,
from time to time, upon request of the Agent, promptly execute such endorsements
and deliver to the Agent such stock powers and similar  documents,  satisfactory
in form and substance to the Agent,  with respect to the Collateral as the Agent
may reasonably  request and shall, from time to time, upon request of the Agent,
promptly  transfer any securities which are part of the Collateral into the name
of any nominee  designated by the Agent on the books of the corporation or other
entity issuing such securities;  provided,  however, that the Agent shall not be
entitled to effect or demand a transfer of the  Collateral  into the name of the
Agent or the Agent's nominee without the consent of the Company unless and until
a Default shall have occurred.

                  Section 4.  Representations,  Warranties  and  Covenants.  The
Company  represents,  warrants  and  covenants  to the Agent and the Pledgees as
follows:

                  (a) The Company is the record and  beneficial  owner of all of
the  issued and  outstanding  Shares  and has good and  marketable  title to the
Shares  free and clear of any Liens (as  defined in the  Notes),  other than the
lien created hereby.

                  (b) The Shares  constitute  all of the issued and  outstanding
capital stock of the Subsidiary.

                  (c) Until all of the Liabilities have been  indefeasibly  paid
in full,  without the prior written consent of the Majority  Holders (as defined
in the Notes),  the  Company  shall  cause the  Subsidiary  not to (i) issue any
additional  shares of Common Stock or other equity securities of the Subsidiary,
or any option, warrant,  security, right or other instrument convertible into or
exchangeable or exercisable for or otherwise giving the holder thereof the right
to acquire, directly or indirectly,  any Common Stock or other equity securities
of the  Subsidiary  or any  other  such  option,  warrant,  security,  right  or
instrument,  including without limitation,  any instrument the value of which is
measured  by  reference  to the value of the  Common  Stock or any other  equity
securities of the  Subsidiary,  (ii)  reclassify,  recapitalize,  or combine the
Common Stock,  (iii)  declare,  pay or set aside for payment any Dividend or any
Distribution,  (iv) effect a stock split of the Common Stock or  combination  of
the Common  Stock,  (v) take any action or suffer any action to occur the effect
of which  would be to cause  the  Shares  to  represent  less  than  100% of the
outstanding Common Stock, or (vi) engage in any "Sale of Business Event."

                  As used herein,  "Sale of Business Event" means the occurrence
of any of the following events:


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<PAGE>
                           (i) the  Subsidiary  (x)  sells,  leases,  transfers,
                  assigns or otherwise  disposes of all or substantially  all of
                  its  assets,  whether  in a single  transaction  or  series of
                  related   transactions,   to  any   Person,   (y)   merges  or
                  consolidates  with or into any  other  Person  (regardless  of
                  whether the  Subsidiary is the surviving or continuing  entity
                  thereof), or (z) engages in a share exchange with any Person;

                           (ii)   the   Subsidiary   adopts   a  plan   for  the
                  liquidation,  dissolution  or winding up of the affairs of the
                  Subsidiary; or

                           (iii) the Subsidiary  agrees to enter into any of the
                  transactions specified in clauses (i) and (ii) above.

                  (d) Until all of the Liabilities have been  indefeasibly  paid
in full, without the prior written consent of the Majority Holders,  the Company
shall cause the Subsidiary not to register any transfer of the Shares, and shall
issue stop transfer  instructions to any transfer agent for the Common Stock, if
any, to prevent any  transfer of the Shares,  unless such  transfer is permitted
under this Agreement.

                  Section 5. Certain Other Agreements Regarding Collateral.  The
Company shall deliver (properly endorsed where necessary) to the Agent:

                  (a) after a Default  shall have  occurred  and be  continuing,
promptly upon receipt thereof by the Company and without any request therefor by
the  Agent,  all  Dividends  and  Distributions,   and  other  proceeds  of  the
Collateral, all of which shall be held by the Agent as additional Collateral for
the benefit of the Pledgees; and

                  (b) at any time  after a Default  shall have  occurred  and be
continuing,  promptly  upon request of the Agent,  such  consents or proxies and
other  documents  as may be  necessary to allow the Agent to exercise any voting
power or other right with respect to any securities  included in the Collateral;
provided,  however, that unless a Default shall have occurred and be continuing,
the Company shall be entitled:

                           (i)  to   exercise,   as  the   Company   shall  deem
                  appropriate,  all  voting  or other  powers  with  respect  to
                  securities pledged hereunder (including but not limited to the
                  Shares); and

                           (ii) to  receive  and retain  for the  Company's  own
                  account any and all Dividends paid in cash.

                  Section 6. Actions Upon Default. Whenever a Default shall have
occurred and be continuing, the Agent may exercise from time to time any and all
rights and  remedies  available  to it or the  Pledgees  under  applicable  law,
including  but not limited to all rights of a secured  party  available to it or
the Pledgees under the Uniform  Commercial Code. Without limiting the above, the
Agent may from  time to time,  whether  before  or after any of the  Liabilities
shall become due and payable, but only if a Default shall have occurred, without
notice to the Company, take any or all of the following actions:


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<PAGE>

                  (a) transfer all or any part of the  Collateral  into the name
of the Agent or its nominee; and

                  (b) execute (in the name,  place and stead of the Company) any
or  all  endorsements,  assignments,  stock  powers  and  other  instruments  of
conveyance or transfer with respect to all or any of the Collateral.

                  The  Company  understands  that  compliance  with the  Federal
securities  laws,  applicable blue sky or other state securities laws or similar
laws  analogous in purpose or effect may strictly limit the course of conduct of
the Agent if the Agent  were to  attempt  to  dispose  of all or any part of the
Collateral  and may also  limit the  extent to which or the  manner in which any
subsequent  transferee of the Collateral  may dispose of the same.  Accordingly,
the Company agrees that IF ANY COLLATERAL IS SOLD AT ANY PUBLIC OR PRIVATE SALE,
THE AGENT MAY  ELECT TO SELL ONLY TO A BUYER WHO WILL GIVE  FURTHER  ASSURANCES,
SATISFACTORY IN FORM AND SUBSTANCE TO THE AGENT,  RESPECTING COMPLIANCE WITH THE
REQUIREMENTS  OF THE  SECURITIES  ACT OF  1933,  AS  AMENDED,  AND  ANY  AND ALL
APPLICABLE  STATE SECURITIES LAWS; AND A SALE SUBJECT TO SUCH CONDITION SHALL BE
DEEMED COMMERCIALLY REASONABLE. The Agent or any Pledgee shall have the right to
bid upon or purchase the Shares, or any other part of the Collateral,  or all of
the foregoing,  at any such sale, less any and all amounts owing to the Pledgees
by the Company under the Notes,  this Agreement or otherwise,  and that any such
purchase is commercially reasonable.  Subject to the limitations set forth above
and to the provisions of Section 9 below,  the Agent shall act in a commercially
reasonable manner with respect to the Collateral.

                  Section 7.  Application of Moneys.  Any moneys received by the
Agent upon payment to it of any  Collateral  held by it or as proceeds of any of
the  Collateral  may be  applied  by the  Agent  first  to  the  payment  of any
reasonable expenses incurred by it in connection with the Collateral, including,
without limitation, reasonable attorneys' fees and legal expenses, and all other
amounts  payable to the Agent by the Company,  and any balance of such moneys so
received  by  the  Agent  may  be  applied  to all  Liabilities  of the  Company
(including,  without  limitation,  the principal amount of the Notes outstanding
whether or not such  principal  amount is at that time due and  payable) in such
order  of  application  as the  Agent  in its  sole  discretion  may  determine;
provided,  however,  that any payments in respect of the Notes shall be made pro
rata to each Pledgee. Any amounts remaining after payment of the Liabilities may
be  applied  by the Agent to the  payment  of any and all other  amounts  owing,
whether or not then due, to the Agent or the  Pledgees  from the Company and any
remaining balance thereafter shall be promptly paid to the Company.


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<PAGE>

                  Section  8.  Release  of  Collateral.  Upon  the  indefeasible
payment in full of the  Liabilities,  the Agent  shall,  upon the request of the
Company, promptly reassign and redeliver to the Company the Collateral which has
not been sold,  disposed of, retained or applied by the Agent in accordance with
the terms  hereof,  together  with such  endorsements,  stock powers and similar
documents  as  the  Company  may  reasonably  request.   Such  reassignment  and
redelivery shall be without  warranty by or recourse to the Agent,  except as to
the  absence  of any  prior  assignments  by the  Agent of its  interest  in the
Collateral.

                  Section 9.  The Agent.

                  (a) The Agent  shall be deemed to be  authorized  on behalf of
each Pledgee to act on behalf of such Pledgee under this  Agreement  and, in the
absence of  written  instructions  from the  Majority  Holders  (as such term is
defined in the Notes)  received  from time to time by the Agent (with respect to
which the Agent  agrees  that it will  comply,  except as  otherwise  advised by
counsel),  to exercise such powers  hereunder and thereunder as are specifically
delegated to or required of the Agent by the terms hereof and thereof,  together
with such powers as may be reasonably  incidental thereto.  The Agent shall have
no duty to ascertain or inquire as to the  performance  or  observance of any of
the terms of the Notes,  this  Agreement or any other  document or instrument by
the Company.  By accepting  their  Notes,  each Pledgee  shall be deemed to have
agreed to indemnify the Agent (which  agreement shall survive any termination of
the Liabilities), from and against any and all liabilities, obligations, losses,
damages, penalties,  actions, judgments, suits, costs, expenses or disbursements
of any kind or nature  whatsoever  which may at any time be imposed on, incurred
by, or asserted  against the Agent in any way relating to or arising out of this
Agreement,  the  Notes  or any  other  document  or  instrument,  including  the
reimbursement of the Agent for all out-of-pocket  expenses (including attorneys'
fees) incurred by the Agent hereunder or in connection  herewith or in enforcing
the Liabilities under this Agreement or any other document or instrument, in all
cases as to which the Agent is not  reimbursed by the Company;  provided that no
Pledgee  shall be liable  for the  payment of any  portion of such  liabilities,
obligations,  losses,  damages,  penalties,  actions,  judgments,  suits, costs,
expenses or disbursements  determined by a court of competent  jurisdiction in a
final  proceeding to have resulted  solely from the Agent's gross  negligence or
willful misconduct. The Agent shall not be required to take any action hereunder
or under any other document or instrument, or to prosecute or defend any suit in
respect of this Agreement or any other document or instrument,  unless the Agent
is  indemnified  to its reasonable  satisfaction  by the Pledgees  against loss,
costs,  liability  and  expense.  If any  indemnity  in favor of the Agent shall
become impaired,  it may call for additional  indemnity and cease to do the acts
indemnified against until such additional indemnity is given.

                  (b)  Neither  the  Agent nor any of its  directors,  officers,
members,  partners,  employees  or agents shall be liable to any Pledgee for any
action taken or omitted to be taken by it under this Agreement, the Notes or any
other document or instrument, or in connection herewith or therewith, except for
its  own  willful  misconduct  or  gross  negligence.  The  Agent  shall  not be
responsible  to any Pledgee for any  recitals,  statements,  representations  or
warranties  herein  or  in  any  certificate  or  other  document  delivered  in
connection  herewith  or  for  the  authorization,   execution,   effectiveness,
genuineness,   validity,   enforceability,    perfection,   collectability,   or
sufficiency of any of the Transaction  Documents (as such term is defined in the


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<PAGE>

Purchase Agreement),  the financial condition of the Company or the condition or
value of any of the  Collateral,  or be required to make any inquiry  concerning
either  the  performance  or  observance  of  any of the  terms,  provisions  or
conditions of any of the Transaction  Documents,  the financial condition of the
Company  or the  existence  or  possible  existence  of any  default or event of
default.  The Agent shall be entitled to rely upon advice of counsel  concerning
legal matters and upon any notice,  consent,  certificate,  statement or writing
which it believes to be genuine and to have been presented by a proper person.

                  (c) The  Agent  may  resign  as such at any time upon at least
thirty (30) days' prior notice to the Company and all Pledgees, such resignation
not to be  effective  until a successor  Agent is in place.  If the Agent at any
time shall resign, the Majority Holders may jointly appoint another Pledgee as a
successor Agent which shall thereupon become the Agent  hereunder.  If within 30
days after the  resigning  Agent's  giving notice of  resignation,  no successor
Agent  shall have been so  appointed  by the  Majority  Holders,  and shall have
accepted  such  appointment,  then the  retiring  Agent  may,  on  behalf of the
Pledgees  appoint a successor Agent  hereunder.  Should the successor Agent be a
financial  institution  that, in the ordinary course of its business,  serves as
agent for lending  facilities,  the  Company  shall pay that  successor  Agent's
reasonable  fees for serving as  successor  Agent.  Upon the  acceptance  of any
appointment as Agent hereunder by a successor Agent,  such successor Agent shall
be entitled to receive  from the retiring  Agent such  documents of transfer and
assignment as such successor Agent may reasonably  request,  and shall thereupon
succeed to and become vested with all rights, powers,  privileges, and duties of
the retiring  Agent,  and the retiring Agent shall be discharged from its duties
and obligations under this Agreement and the other Transaction Documents.

                  (d) The  Majority  Holders  may at any time and for any reason
replace the Agent with a successor Agent jointly selected by them, upon at least
ten days prior written notice to the Company and the other Pledgees.  Should the
successor Agent be a financial  institution  that, in the ordinary course of its
business,  serves as agent for lending  facilities,  the Company  shall pay that
successor  Agent's  reasonable fees for serving as an agent. Upon the acceptance
of any appointment as Agent hereunder by a successor Agent, such successor Agent
shall be  entitled  to  receive  from the  terminated  Agent such  documents  of
transfer and assignment as such  successor  Agent may  reasonably  request,  and
shall  thereupon  succeed  to  and  become  vested  with  all  rights,   powers,
privileges,  and duties of the retiring Agent, and the terminated Agent shall be
discharged  from its duties and  obligations  under this Agreement and the other
Transaction Documents.

                  (e) The Agent  shall  have the same  rights  and  powers  with
respect  to any  Notes  held by it or any of its  Affiliates  (as  such  term is
defined in the Purchase Agreement),  as any Pledgee and may exercise the same as
if it were not the Agent.  Each of the Company and the Pledgees  hereby  waives,
and each  successor  to any  Pledgee  shall be  deemed  to  waive,  any right to
disqualify  any  Pledgee  from  serving as the Agent or any claim  against  that
Pledgee for serving as Agent.

                  (f) The Agent shall give prompt notice to each Pledgee of each
notice or request  required or permitted to be given to the Agent by the Company
pursuant  to the terms of this  Agreement.  The Agent  will  distribute  to each
Pledgee each  instrument and other document  received for its account and copies
of all  other  communications  received  by  the  Agent  from  the  Company  for


                                      -6-
<PAGE>

distribution  to the Pledgees by the Agent in accordance  with the terms of this
Agreement.  Notwithstanding  anything  herein  contained  to the  contrary,  all
notices to and  communications  with the Company under this  Agreement  shall be
effected by the Pledgees through the Agent.

                  (g) Upon the execution  and delivery of this  Agreement by the
Company,  the  Company  shall pay to the Agent a  non-refundable  agency  fee of
$1,000 by wire transfer of immediately  available funds to an account previously
specified by the Agent.

                  Section 10.  Miscellaneous.

                  (a) To the fullest  extent  permitted by applicable  law, this
Agreement  shall continue to be effective or be reinstated,  as the case may be,
if at any time any amount received by the Agent or any Pledgee in respect of the
Liabilities  is rescinded or must otherwise be restored or returned by the Agent
or a Pledgee  upon the  insolvency  or  bankruptcy  of the  Company  or upon the
appointment  of  any  receiver,  intervenor,  conservator,  trustee  or  similar
official for the Company or any  substantial  part of its assets,  or otherwise,
all as though such payments had not been made.

                  (b) No remedy herein  conferred is intended to be exclusive of
any other remedy  herein  conferred  or otherwise  available to the Agent or any
Pledgee,  but every such  remedy  shall be  cumulative  and in addition to every
other remedy herein  conferred,  or conferred on the Agent or any Pledgee by any
other agreement or instrument or now or hereafter  existing at law, in equity or
by statute.

                  (c) Any  provision of this  Agreement  which is  prohibited or
unenforceable  in  any  jurisdiction,   shall,  as  to  such  jurisdiction,   be
ineffective  to the  extent  of such  prohibition  or  unenforceability  without
invalidating  the  remaining  provisions  hereof,  and any such  prohibition  or
unenforceability   in  any   jurisdiction   shall  not   invalidate   or  render
unenforceable such provision in any other jurisdiction.

                  (d) Except as otherwise  expressly provided herein, no term or
provision of this  Agreement  may be amended,  waived,  discharged or terminated
orally, but only by an instrument in writing signed by the parties.

                  (e) THIS AGREEMENT AND ALL RIGHTS HEREUNDER SHALL BE CONSTRUED
IN  ACCORDANCE  WITH AND  GOVERNED BY THE LAWS OF THE STATE OF NEW YORK  WITHOUT
GIVING EFFECT TO THE CONFLICTS OF LAWS PROVISIONS  THEREOF.  EACH OF THE PARTIES
HERETO HEREBY CONSENTS AND SUBMITS TO THE EXCLUSIVE  JURISDICTION OF THE FEDERAL
AND STATE  COURTS  LOCATED IN THE COUNTY OF NEW YORK,  NEW YORK  HAVING  SUBJECT
MATTER JURISDICTION IN CONNECTION WITH ANY AND ALL DISPUTES ARISING OUT OF OR IN
CONNECTION  WITH  THIS  Agreement,  THE NOTES OR THE  TRANSACTIONS  CONTEMPLATED
HEREBY OR THEREBY.  FURTHER,  EACH OF THE PARTIES  HERETO  HEREBY  CONSENTS  AND
AGREES THAT SERVICE OF PROCESS BY ANY PARTY SHALL BE DEEMED VALIDLY AND PROPERLY


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<PAGE>

EFFECTED UPON THE MAILING OF A COPY OF SUCH PROCESS BY CERTIFIED  MAIL,  POSTAGE
PREPAID, TO SUCH OTHER PARTY AT ITS ADDRESS SPECIFIED IN THE PURCHASE AGREEMENT.
EACH OF THE  PARTIES  HERETO  WAIVES ANY RIGHT TO REQUEST A TRIAL BY JURY IN ANY
LITIGATION  WITH RESPECT TO THIS AGREEMENT AND REPRESENTS  THAT COUNSEL HAS BEEN
CONSULTED SPECIFICALLY AS TO THIS WAIVER.

                  (f) No course of dealing and no delay on the part of any party
hereto in exercising  any right,  power,  or remedy  conferred by this Agreement
shall operate as a waiver thereof or otherwise  prejudice  such party's  rights,
powers and remedies  hereunder or in connection  herewith.  No single or partial
exercise of any power or remedy  conferred by this Agreement  shall preclude any
other or further exercise  thereof or the exercise of any other right,  power or
remedy.

                  (g)  This  Agreement  shall  inure  to the  benefit  of and be
binding upon the parties  hereto and their  respective  successors,  assigns and
legal representatives.

                  (h) This Agreement  constitutes the entire agreement among the
parties with respect to the matters  covered  hereby and supersedes all previous
written,  oral or implied agreements and  understandings  among the parties with
respect to such matters.

                  (i) All notices or other communications  required or permitted
hereunder shall be given and effective as specified in the Purchase Agreement.

                  (j) The headings in this Agreement are for reference  purposes
only, and shall not in any way affect the meaning or interpretation.

                  (k)  This   Agreement   may  be   executed   in  one  or  more
counterparts,  each of which shall be deemed an original  agreement,  but all of
which together shall constitute one and the same instrument.


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<PAGE>

                  IN  WITNESS  WHEREOF,  the  parties  have duly  executed  this
Agreement as of the date first written above.

                                    GOAMERICA, INC.



                                    By: /s/ Daniel R. Luis
                                        ----------------------------------------
                                    Name:  Daniel R. Luis
                                    Title: Chief Executive Officer

                                    PEDLEY, ZIELKE, GORDINIER & PENCE, PLLC,
                                    as Agent



                                    By: /s/ David Pedley
                                    Name:  David Pedley
                                    Title: Member


                                    [Investor signatures]


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