Item 1.02     Termination of a Material Definitive Agreement.

          On August 11, 2009, Wireless Telecom Group, Inc. (the “Company”) and James M. (“Monty”) Johnson, the Company’s Vice Chairman of the Board and Chief Executive Officer, mutually agreed to terminate his employment agreement with the Company dated January 23, 2006 (the “Johnson Employment Agreement”) to permit him to pursue other opportunities. As a result, effective August 11, 2009, Mr. Johnson ceased to serve as Chief Executive Officer of the Company. Pursuant to the Johnson Employment Agreement, concurrently with such termination, Mr. Johnson resigned as Vice Chairman of the Board, effective immediately.

          Other than Mr. Johnson’s prior employment with, and service as a director of, the Company, there is no material relationship between the Company or its affiliates and Mr. Johnson.

          Under the terms of the Johnson Employment Agreement, Mr. Johnson was entitled to receive, among other things, an annual base salary, currently in the amount of $230,000, and an annual bonus, in the Company’s sole discretion, currently in the amount of up to $250,000, which was to be determined based on achieving a certain minimum revenue and profit compounded annual growth rate. Pursuant to the Johnson Employment Agreement, in 2006 Mr. Johnson received qualified stock options to purchase up to 500,000 shares of the Company’s Common Stock, 50% of which vested in 2008 and 50% of which vested in 2009, at an exercise price of $2.68 per share. The Johnson Employment Agreement also provided that Mr. Johnson would be entitled to reimbursement of his relocation expenses, currently up to $50,000, as and when actually accrued upon presentation of detailed receipts therefor.

          The foregoing is a summary of the material terms of the Johnson Employment Agreement, the full terms of which are incorporated herein by reference to the Johnson Employment Agreement, which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on January 25, 2006, and to the description thereof contained under the caption “Employment Contracts, Termination of Employment and Change-In-Control Arrangements” in the Company’s definitive proxy materials filed with the Commission on April 30, 2009, the full text of which is incorporated herein by reference.

          Pursuant to the terms of a Severance Agreement dated as of April 11, 2008, between the Company and Mr. Johnson (the “Johnson Severance Agreement”), Mr. Johnson will continue to receive his base compensation currently in effect for a period of nine months after termination and the continuation of all benefits, to the extent permissible under the applicable benefits programs, in which he currently participates for a period of nine months following his termination. If Mr. Johnson obtains subsequent employment during such nine-month period and if he receives benefits through such subsequent employment, the Company may terminate his continuing benefits.