8-K

SECURITIES AND EXCHANGE COMMISSION

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): March 20, 2009

WORLDSPACE, INC.

(Exact Name of Registrant as Specified in Charter)

STATE OF DELAWARE	000-51466	52-1732881
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

8515 Georgia Avenue, Silver Spring, MD	20910
(Address of Principal Executive Offices)	(Zip Code)

(301) 960-1200

(Registrant’s telephone number, including area code)

(Former Name or Former address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On March 20, 2009, WorldSpace, Inc. (the “Company”) issued a press release, which is attached hereto as Exhibit 99.1, stating that United States Bankruptcy Court in Delaware approved the sale of substantially all of the assets related to the satellite radio business of it and its U.S. subsidiaries to Yenura Pte. Ltd. for a total purchase price of $28 million cash, the assumption of certain liabilities, and the subordination and release of certain claims.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) The following exhibit is filed as part of this report:

Exhibit 99.1    Press Release of WorldSpace, Inc., dated March 20, 2009.

SIGNATURES

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

Date: March 20, 2009

WORLDSPACE, INC.
(Registrant)
By:	/s/ Donald J. Frickel
Name:	Donald J. Frickel
Title:	Executive Vice President, General Counsel and Secretary

EXHIBIT INDEX

Number	Exhibit
Exhibit 99.1	Press Release of WorldSpace, Inc., dated March 20, 2009.

EX-99.1

Exhibit 99.1

Investor Contact:	Media Contact:
Sridhar Ganesan	Shefali Srivastava
Chief Financial Officer	Corporate Affairs
Worldspace, Inc.	Worldspace, Inc.
+1 301 960 2300	+1 301 960 1251
sganesan@worldspace.com	ssrivastava@worldspace.com

COURT APPROVES WORLDSPACE, INC. ASSET SALE

Silver Spring, Md., March 20, 2009 – WorldSpace, Inc. (“WRSPQ.PK”) announced that the United States Bankruptcy Court in Delaware yesterday approved the sale of substantially all of the assets related to the satellite radio business of it and its U.S. subsidiaries, WorldSpace Systems Corporation and AfriSpace, Inc. to Yenura Pte. Ltd. (“Yenura”).

Yenura is purchasing the assets pursuant to an asset purchase agreement for a total purchase price of $28 million cash, the assumption of certain liabilities, and the subordination and release of certain claims. The parties expect the sale to close following the issuance of necessary regulatory approvals.

Yenura is a company controlled by WorldSpace founder, Chairman and Chief Executive Officer Noah A. Samara.

About 1worldspace™

Based in the Washington, DC metropolitan area, 1worldspace™ is the world’s only global media and entertainment company. 1worldspace™ award-winning programming provides subscribers with a combination of news, sports, music, talk and entertainment, as well as brand-name content and educational programming.

1worldspace™ satellites cover two-thirds of the earth and enable the Company to offer a wide range of innovative services for enterprises and governments globally, including distance learning, alert delivery, data delivery, and disaster readiness and response systems. 1worldspace™ is a pioneer of satellite-based digital radio services. For more information, visit www.1worldspace.com

Forward-looking Statements

This press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations or beliefs about future events and financial, political and social trends and assumptions it has made based on information currently available to it. The Company cannot assure that any expectations, forecasts or assumptions made by management in preparing these forward-looking statements will prove accurate, or that any projections will be realized. Such forward-looking statements may be affected by inaccurate assumptions or by known or unknown risks or uncertainties. Actual results may vary materially from those expressed or implied by the statements herein. For factors that could cause actual results to vary, perhaps materially, from these forward-looking statements, please refer to the Company’s Form 10-K, filed with the Securities and Exchange Commission, and other subsequent filings. Forward-looking statements contained herein speak only as of the date of this release. The Company does not undertake any obligation to update or revise publicly any forward-looking statements, whether to reflect new information, future events or otherwise.

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