BETWEEN

                           SEVERANCE BENEFIT AGREEMENT

                                     BETWEEN

                     INTERDIGITAL COMMUNICATIONS CORPORATION

                                       AND

                                   XXXX XXXXX






                           Severance Benefit Agreement

     This Severance Benefit Agreement is made effective this 26th day of April
1996 between InterDigital Communications Corporation, a Pennsylvania
corporation, located at 000 Xxxxx Xxxxxx, Xxxx xx Xxxxxxx, Xxxxxxxxxxxx 00000
("IDC") and Xxxx Xxxxx, an individual residing at 0000 Xxxxxxxxxx Xxxxx,
Xxxxxxxxxx Xxxxxx, Xxxxxxxxxxxx 00000 ("XXXXX").

     WHEREAS, IDC desires to obtain certain benefits from the employment of
XXXXX, which benefits would be enhanced through the assurance of financial
security provided by this Agreement; and

     WHEREAS, XXXXX desires to accept the terms of this Agreement in exchange
for the disclosure of certain information and other valuable consideration to be
provided by XXXXX during the term hereof.

     NOW, THEREFORE, in consideration of the promises and covenants contained
herein, the parties agree as follows:

1. Termination Other Than By Resignation, Death, Disability or Cause. If IDC
terminates XXXXX'x employment for reasons other than his resignation or death,
disability or for cause, IDC shall continue to provide all salary and related
benefits as if XXXXX were still in it's employ for the remaining term of this
Agreement, subject to the terms of Paragraph 1b below; the timing of all
payments and benefits shall also be on an "as if employed" basis. All stock
options shall continue to be treated during said remaining term as if XXXXX
continued to be employed.

     a. Employment shall be deemed constructively terminated upon (i) any
significant adverse change in the nature or scope of authority resulting in a
reduction of base salary, (ii) any required geographic relocation outside the
present area in which based as a condition of continued employment.

     b. IDC's obligations under Paragraph 1 of this Agreement shall not be
triggered by any termination of XXXXX'x employment hereunder, if: (i) such
termination occurs within ten (10) of the date hereof, and (ii) XXXXX is rehired
within thirty (30) days of the date hereof, with retroactive effect to the date
of termination, and the terms are at least as favorable as those existing at the
date hereof, and (iii) XXXXX'x employment and benefits are, for all purposes,
treated as if there were no break in employment.

2. Term. The term of this Agreement shall commence on the date hereof and
this Agreement shall expire eighteen (18) months from the date commenced.

3. Miscellaneous.

     a. This Agreement shall not be changed, modified, terminated, canceled or
amended except by a writing signed by each party to this Agreement.





Severance Benefit Agreement
Xxxx Xxxxx
Page 2

     b. Any attempted assignment of this Agreement by any party without the
prior written consent of the other party shall be void and of no effect.

     c. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective heirs, successors, executors and permitted
assigns.

     d. This Agreement sets forth the entire agreement and understanding between
the parties as to the subject matter hereof and merges and supersedes all prior
discussions, agreements and understandings of every kind and nature between them
with respect to the subject matter hereof.

     e. This Agreement may be executed in any number of counterparts, all of
which taken together shall constitute but one and the same instrument, and any
party hereto may execute this Agreement by signing any such counterpart.

     f. This Agreement shall be construed in accordance with the laws of the
Commonwealth of Pennsylvania, and the parties hereto irrevocably commit to the
jurisdiction of the Commonwealth of Pennsylvania and the venue of the courts of
Xxxxxxxxxx County in any action brought by the parties hereto concerning this
Agreement.

     g. The invalidity of any provision or provisions of this Agreement shall
not affect the other provisions, and this Agreement shall be construed in all
respects as if any invalid provisions were omitted.

     IN WITNESS WHEREOF, the parties hereto, intending to be legally bound
hereby, have executed this Agreement on the day and year first set forth above.


INTERDIGITAL COMMUNICATIONS
         CORPORATION


By: /s/ Xxxxxxx X. Xxxxx
    ------------------------------------
       Xxxxxxx X. Xxxxx, President


XXXX XXXXX

/s/ Xxxx Xxxxx
------------------------------------