Washington, D.C. 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 5, 2004

                     InterDigital Communications Corporation
             (Exact name of registrant as specified in its charter)

           Pennsylvania                 1-11152                  23-1882087
(State or other jurisdiction    (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)

781 Third Avenue, King of Prussia, PA                               19406-1409
 (Address of Principal Executive Offices)                           (Zip Code)

        Registrant's telephone number, including area code: 610-878-7800


Item 5.       Other Events and Required FD Disclosure.

InterDigital Communications Corporation issued a press release yesterday
announcing that its Board of Directors has approved changes to its compensation
program. A copy of the press release is attached hereto as Exhibit 99.1.

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.


                                                     By: /s/ R. J. Fagan
                                                         Richard J. Fagan
                                                         Chief Financial Officer

Dated:  April 6, 2004

                                  EXHIBIT INDEX

Exhibit No.             Description
-----------             -----------

99.1                    Press release dated April 5, 2004