UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


        Date of Report (Date of earliest event reported): April 29, 2003


                           TALK AMERICA HOLDINGS, INC.
                           ---------------------------
               (Exact Name of Registrant as Specified in Charter)


              DELAWARE                000-26728                23-2827736
              --------                ---------                ----------
          (State or Other            (Commission              (IRS Employer
   Jurisdiction of Incorporation)    File Number)          Identification No.)


                           TALK AMERICA HOLDINGS, INC.
                           12020 SUNRISE VALLEY DRIVE
                             RESTON, VIRGINIA 20191
          (Address of Principal Executive Offices, Including Zip Code)

                                 (703) 391-7500
                                 --------------
              (Registrant's telephone number, including area code)

                                       N/A
                                       ---
          (Former Name or Former Address, if Changed Since Last Report)



ITEM  7.  FINANCIAL  STATEMENTS  AND  EXHIBITS.

(c)  Exhibits

     99.1  Earnings  Release  dated  April  29,  2003.

ITEM  9.  REGULATION  FD  DISCLOSURE.

     The  information  contained  in this Item 9 of this Current Report is being
furnished  pursuant  to "Item 12. Results of Operations and Financial Condition"
of  Form  8-K  in  accordance  with  SEC  Release  Nos.  33-8216;  34-47583.

     The  information in this Current Report is being furnished and shall not be
deemed  "filed" for the purposes of Section 18 of the Securities Exchange Act of
1934,  as amended, or otherwise subject to the liabilities of that Section.  The
information  in  this Current Report shall not be incorporated by reference into
any  registration  statement or other document pursuant to the Securities Act of
1933,  as  amended.

     On  April  29, 2003, Talk America Holdings, Inc. issued an earnings release
announcing  its financial results for the first quarter ended March 31, 2003.  A
copy  of  the  earnings  release  is  attached  as  Exhibit  99.1.

                                   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  hereunto  duly  authorized.

                                             TALK  AMERICA  HOLDINGS,  INC.

Date:   April 29,  2003                      By:  /s/  Aloysius  T.  Lawn,  IV
        ---------------                           ----------------------------
                                             Name:  Aloysius  T.  Lawn,  IV
                                             Title: Executive Vice President -
                                             General  Counsel  and  Secretary



                                  EXHIBIT INDEX

Exhibit  Number          Description
---------------          -----------

99.1  Earnings Release dated April 29, 2003 (filed herewith).