8-K

UNITED STATES

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): February 24, 2009

AUTHENTIDATE HOLDING CORP.

(Exact name of registrant as specified in its charter)

COMMISSION FILE NUMBER: 0-20190

DELAWARE	14-1673067
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Connell Corporate Center

300 Connell Drive, 5^th Floor

Berkeley Heights, New Jersey 07922

(Address and zip code of principal executive offices)

(908) 787-1700

(Registrant’s telephone number, including area code

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 under the Exchange Act (17 CFR 240.14a-12)

¨ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 24, 2009, Authentidate Holding Corp. (the “Registrant”) was notified by Mr. F. Ross Johnson, the Non-Executive Chairman of the Registrant’s Board of Directors, that he has resigned from the Board and his position as Non-Executive Chairman of the Board, effective immediately. Mr. Johnson also served as Chairman of the Nominating and Corporate Governance and Executive Committees of the Registrant’s Board of Directors.

Following Mr. Johnson’s resignations, on March 2, 2009, the Board of Directors appointed Mr. J. Edward Sheridan, a current member of the Board of Directors, to serve as the Registrant’s interim Non-Executive Chairman, effective immediately. Mr. Sheridan has served on the Registrant’s Board of Directors since 1992. In addition, effective immediately, the Board appointed Mr. Sheridan as Chairman of the Registrant’s Nominating and Corporate Governance Committee and appointed Mr. Ranjit C. Singh, a current director, to serve on such committee.

A copy of the press release announcing Mr. Johnson’s resignation and Mr. Sheridan’s appointment has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are attached to this Form 8-K:

(d)	Exhibit No.	Description
	99.1	Press Release dated March 2, 2009

2

SIGNATURE

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.

AUTHENTIDATE HOLDING CORP.
By:	/s/ O’Connell Benjamin
Name:	O’Connell Benjamin
Title:	President
Date:	March 2, 2009

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated March 2, 2009

4

EX-99.1

Exhibit 99.1

For: Authentidate Holding Corp.

Investor Contacts:	Media Contacts:
Todd Fromer / Garth Russell	Erika Kay
KCSA Strategic Communications	KCSA Strategic Communications
212-896-1215 / 212-896-1250	212-896-1208
tfromer@kcsa.com / grussell@kcsa.com	ekay@kcsa.com

Authentidate Holding Corp. Non-executive Chairman F. Ross Johnson

Steps Down From Board of Directors

J. Edward Sheridan Appointed Interim Non-Executive Chairman of the Board of Directors

Berkeley Heights, NJ, March 2, 2009 — Authentidate Holding Corp. (Nasdaq: ADAT), a worldwide provider of secure Health Information Exchange and workflow management services, announced today that F. Ross Johnson stepped down as non-executive chairman and from the Board of Directors effective immediately. J. Edward Sheridan has been named non-executive chairman on an interim basis, also effective immediately.

“Ross Johnson has played a valuable role in Authentidate’s development and strategic vision, since joining our board as a director in 2003. He has helped the company grow into a worldwide provider of secure Health Information Exchange and workflow management services. We thank Ross for his leadership and dedication to Authentidate and wish him well with his future endeavors,” commented J. Edward Sheridan, on behalf of Authentidate’s Board of Directors.

F. Ross Johnson stated, “My resignation is due to my desire not to stand for re-election to the Board of Directors for the fiscal year 2009. I believe there are exciting opportunities ahead for Authentidate and I wish the board of directors, executive team and employees much success in the future.”

About Authentidate Holding Corp.

Authentidate Holding Corp. is a worldwide provider of secure Health Information Exchange and workflow management services. The company’s software and web-based services enable healthcare organizations and other enterprises to increase revenues, improve productivity and reduce costs by eliminating paper and manual work steps from clinical, administrative and other processes and enhancing compliance with regulatory requirements. The web-based services are delivered as Software as a Service (Saas) to customers. These solutions incorporate rules-based electronic forms, intelligent routing, transaction management, electronic signatures, identity credentialing, content authentication and automated audit trails. Both web and fax based communications are integrated into automated and trusted workflow solutions. The company

has offices in the United States and Germany. In the United States, Authentidate offers its patent pending content authentication technology in the form of the United States Postal Service^® Electronic Postmark^® (EPM).

For more information, visit the company’s website at http://www.authentidate.com.

This press release contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Act of 1934. When used in this release, the words “believe,” “anticipate,” “think,” “intend,” “plan,” “will be,” “expect,” and similar expressions identify such forward-looking statements. Such statements regarding future events and/or the future financial performance of the Company are subject to certain risks and uncertainties, which could cause actual events or the actual future results of the Company to differ materially from any forward-looking statement. Such risks and uncertainties include, among other things, the availability of any needed financing, the Company’s ability to implement its business plan for various applications of its technologies, related decisions by the USPS, the impact of competition, the management of growth, and the other risks and uncertainties that may be detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission. In light of the significant risks and uncertainties inherent in the forward-looking statements included herein, the inclusion of such statements should not be regarded as a representation by the Company or any other person that the objectives and plans of the Company will be achieved.

This press release is available on the KCSA Strategic Communications Web site at www.kcsa.com.