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 Federal  Communications  Commission  FCC  01-  272
 1
 Before  the
 FEDERAL  COMMUNICATIONS  COMMISSION
 Washington,  D.  C.  20554
 In  the  Matter  of  )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  ITC-  97-  222
 )
 Application  for  authority  under  )
 Section  753(  c)  of  the  International  )
 Maritime  Satellite  Act  and  Section  )
 214  of  the  Communications  Act  of  )
 1934,  as  amended,  to  establish  )
 channels  of  communication  between  )
 land  earth  stations  at  Brewster,  )
 Washington,  Santa  Paula,  California,  )
 Southbury,  Connecticut  and  )
 Clarksburg,  Maryland  and  Inmarsat  )
 Third  generat  ion  satellit  es  in  the  Atlant  ic  )
 Ocean  Region-  West  and  Pacific  Ocean  )
 Region  in  support  of  Federal  Aviation  )
 Administrations  Wide  Area  )
 Augmentation  System  )
 )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  Nos.  SES-  MOD-  19980217-  00197
 )  SES-  LIC-  19970520-  00657
 )  SES-  LIC-  19980211-  00183
 For  authority  to  permit  communications  )  SES-  LIC-  19980211-  00182
 via  its  land  earth  stations  at  Brewster,  )  SES-  LIC-  19980217-  00202
 Washington,  Santa  Paula,  California,  )  SES-  LIC-  19970812-  01108
 Southbury,  Connecticut  and  Clarksburg,  )  SES-  MOD-  19990709-  01203
 Maryland  and  Inmarsat,  Ltd.  Third  )
 generat  ion  satellites  in  the  At  lant  ic  )
 Ocean  Region-  West  and  Pacific  Ocean  )
 Region  in  support  of  the  Federal  Aviation  )
 Administrations  Wide  Area  )
 Augmentation  System  )
 )
1
 Federal  Communications  Commission  FCC  01-  272
 2
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  Nos.  SES-  AMD-  19990108-  00012
 )  SES-  AMD-  20000501-  00719
 )  SES-  AMD-  19990108-  00015
 )  SES-  AMD-  20000501-  00695
 For  authority  to  permit  communications  )  SES-  AMD-  19990108-  00041
 via  its  land  earth  stations  at  Brewster,  )  SES-  AMD-  20000501-  00720
 Washington,  Santa  Paula,  California,  )  SES-  AMD-  19990108-  00011
 Southbury,  Connecticut  and  Clarksburg,  )  SES-  AMD-  20000501-  00721
 Maryland  and  Inmarsat,  Ltd.  third  )  SES-  AMD-  19990108-  00016
 generation  satellites  for  the  provision  of  )  SES-  AMD-  20000501-  00722
 mobile  satellite  services  )  SES-  MOD-  19990108-  00051
 )  SES-  AMD-  20000501-  00701
 )  SES-  MOD-  19990108-  00071
 )  SES-  AMD-  19990405-  00425
 )  SES-  AMD-  20000501-  00703
 )  SES-  MOD-  19990108-  00075
 )  SES-  AMD-  19990405-  00426
 )  SES-  AMD-  20000501-  00699
 )  SES-  MOD-  19990108-  00017
 )  SES-  AMD-  20000501-  00711
 )  SES-  AMD-  19990108-  00013
 )  SES-  AMD-  20000501-  00723
 )  SES-  MOD-  19990108-  00048
 )  SES-  AMD-  19990405-  00423
 )  SES-  AMD-  20000501-  00718
 )  SES-  MOD-  19990108-  00055
 )  SES-  AMD-  20000501-  00702
 )  SES-  MOD-  19990108-  00024
 )  SES-  AMD-  19990405-  00428
 )  SES-  AMD-  20000501-  00704
 )  SES-  MOD-  19990108-  00018
 )  SES-  AMD-  19990405-  00424
 )  SES-  AMD-  20000501-  00717
 )  SES-  MOD-  19990108-  00062
 )  SES-  AMD-  20000501-  00712
 )  SES-  MOD-  19990108-  00020
 )  SES-  AMD-  19990405-  00429
 )  SES-  AMD-  20000501-  00716
 )
 )
 )
2
 Federal  Communications  Commission  FCC  01-  272
 3
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  19990924-  01627
 )
 Application  for  authority  to  operate  one  )
 1.8-  meter  transmit-  only  land  earth  station  )
 at  Santa  Paula,  California,  to  provide  )
 TT&  C  operations  with  the  Inmarsat  3F3  )
 Satellite  )
 )
 )
 COMSAT  GENERAL  CORPORATION  )  File  No.  SES-  MOD-  20000313-  00409
 )
 Applicat  ion  for  authorit  y  to  modify  its  )
 existing  2.4-  meter  land  earth  station  at  )
 Sunset  Beach,  HI,  to  add  INMARSAT  )
 Ltd.-  2  and  3  satellites  in  the  Pacific  )
 Ocean  Region  )
 )
 )
 STRATOS  MOBILE  NETWORKS  )
 (USA),  LLC  )  File  Nos.  SES-  MOD-  19990108-  00009
 )  SES-  AMD-  20000426-  00663
 For  authority  to  permit  communications  )  SES-  MOD-  19990108-  00010
 via  its  land  earth  stations  at  Alameda,  )  SES-  AMD-  20000426-  00664
 California  and  Staten  Island,  New  York  )  SES-  MOD-  19990108-  00083
 and  Inmarsat  Ltd.  satellites  for  the  )  SES-  AMD-  20000426-  00655
 provision  of  mobile  satellite  services  )
 )
 )
 COMSAT  CORPORATION  )
 )
 Application  for  authority  pursuant  )  File  No.  SAT-  ITC-  20000605-  00103
 to  Section  214  of  the  Communications  )
 Act  of  1934,  as  amended,  to  provide  )
 U.  S.  domest  ic  land  mobile  and  )
 aeronautical  satellite  services  via  )
 Inmarsat  Ltd.  satellites  )
 )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  20000609-  00944
 )
 Application  for  blanket  authority  to  )
 operate  up  to  1000  Inmarsat  M-  4  )
3
 Federal  Communications  Commission  FCC  01-  272
 4
 mobile  earth  terminals  using  )
 Inmarsat  Ltd.  satellites  )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  20000609-  00946
 )
 Application  for  blanket  authority  to  )
 operate  up  to  1000  Inmarsat  Mini-  M  )
 mobile  earth  terminals  using  )
 Inmarsat  Ltd.  satellites  )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  20000609-  00947
 )
 Application  for  blanket  authority  to  )
 operate  up  to  1000  Inmarsat-  M  )
 mobile  earth  terminals  using  )
 Inmarsat  Ltd.  satellites  )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  20000609-  00948
 )
 Application  for  blanket  authority  to  )
 operate  up  to  1000  Inmarsat-  C  )
 mobile  earth  terminals  using  )
 Inmarsat  Ltd.  satellites  )
 )
 COMSAT  CORPORATION  )
 d/  b/  a  COMSAT  MOBILE  )
 COMMUNICATIONS  )  File  No.  SES-  LIC-  20000609-  00949
 )
 Application  for  blanket  authority  to  )
 operate  up  to  1000  Inmarsat-  B  )
 mobile  earth  terminals  using  )
 Inmarsat  Ltd.  Satellites  )
 )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  MSC-  20000426-  00861
 )
 Application  pursuant  to  Section  214  )
 of  the  Communications  Act  of  1934,  )
4
 Federal  Communications  Commission  FCC  01-  272
 5
 as  amended,  for  authority  to  provide  )
 services  to  M4  mobile  earth  terminals  )
 using  Inmarsat  Ltd.  satellites  )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  LIC-  20000426-  00630
 )
 Application  for  blanket  license  to  )
 operate  up  to  1000  Inmarsat  M-  4  )
 mobile  earth  terminals  using  Inmarsat  Ltd.  )
 satellites  )
 )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  MSC-  20010220-  00349
 )
 Application  pursuant  to  Section  214  )
 of  the  Communications  Act  of  1934,  )
 as  amended,  for  authority  to  provide  )
 domestic  land  mobile  satellite  services  )
 to  Inmarsat  B,  M,  Mini-  M,  and  C  mobile  )
 earth  terminals  using  Inmarsat  Ltd.-  3  )
 satellites  in  the  East  and  West  Atlantic  )
 Ocean  Regions  )
 )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  LIC-  20010221-  00360
 )
 Application  for  blanket  license  to  )
 operate  up  to  1000  Inmarsat  M  )
 mobile  earth  terminals  using  Inmarsat  )
 Ltd.-  3  satellites  in  the  East  and  )
 West  Atlant  ic  Ocean  Regions  )
 )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  LIC-  20010221-  00361
 )
 Application  for  blanket  license  to  )
 operate  up  to  1000  Inmarsat  Mini-  M  )
 mobile  earth  terminals  using  Inmarsat  )
5
 Federal  Communications  Commission  FCC  01-  272
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 Ltd.-  3  satellites  in  the  East  and  )
 West  Atlant  ic  Ocean  Regions  )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  LIC-  20010221-  00362
 )
 Application  for  blanket  license  to  )
 operate  up  to  1000  Inmarsat  B  )
 mobile  earth  terminals  using  Inmarsat  )
 Ltd.-  3  satellites  in  the  East  and  )
 West  Atlant  ic  Ocean  Regions  )
 )
 MARINESAT  COMMUNICATIONS  )
 NETWORK,  INC.  d/  b/  a  )
 STRATOS  COMMUNICATIONS  )  File  No.  SES-  LIC-  20010221-  00363
 )
 Application  for  blanket  license  to  )
 operate  up  to  1000  Inmarsat  C  )
 mobile  earth  terminals  using  Inmarsat  )
 Ltd.-  3  satellites  in  the  East  and  )
 West  Atlant  ic  Ocean  Regions  )
 )
 HONEYWELL,  INC.  )  File  No.  SES-  LIC-  20000403-  00534
 )
 Application  for  blanket  license  )
 to  operate  up  to  500  mobile  earth  )
 stations  using  Inmarsat  Ltd.  )
 satellites  )
 )
 )
 DEERE  &  COMPANY  )  File  No.  SES-  LIC-  20010112-  00051
 )
 Application  for  blanket  authority  to  )
 operate  up  to  10,000  receive-  )
 only  domest  ic  mobile  earth  stations  )
 that  will  receive  transmissions  )
 from  the  Inmarsat  II,  F-  2  satellite  )
 )
 )
 SITA  INFORMATION  )  File  No.  SES-  MSC-  20000209-  01020
 COMPUTING  CANADA,  INC.  )
 )
 Application  pursuant  to  Section  214  )
 of  the  Communications  Act  of  1934,  )
 as  amended,  for  authority  to  provide  )
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 Federal  Communications  Commission  FCC  01-  272
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 resale  and  facilities-  based  domestic  )
 and  international  services  )
 )
 IDB  MOBILE  COMMUNICATIONS  )
 INC.  )  File  No.  ITC-  214-  19981214-  00859
 )
 Application  pursuant  to  Section  214  )
 of  the  Communications  Act  of  1934,  as  )
 amended,  to  provide  domestic  )
 aeronautical  mobile  satellite  services  )
 via  Inmarsat  satellite  system
 MEMORANDUM  OPINION,  ORDER  AND  AUTHORIZATION
 Adopted:  September  24,  2001  Released:  October  9,  2001
 By  the  Commission:  Commissioner  Abernathy  issuing  a  separate  statement.
 TABLE  OF  CONTENTS
 Paragraph
 I.  Introduction  1-  2
 II.  Background
 A.  Inmarsat  3
 B.  AMSC  4
 C.  L-  Band  Coordination  Agreement  5-  6
 D.  World  Trade  Organization  Agreement  and  DISCO  II  7
 E.  The  ORBIT  Act  and  Inmarsat  Privatization  8-  11
 F.  The  Applications  12-  17
 III.  Discussion  18
 A.  ORBIT  Act  Analysis  19
 1.  ORBIT  Requirements  19-  22
 2.  Comments  on  ORBIT  Act  Issues  23-  33
 3.  Standard  of  Review  under  the  Act  34-  38
 4.  Review  of  Criteria  39-  56
 5.  Exlusive  Arrangements  57
 6.  ORBIT  Act  Conclusions  58-  60
 B.  DISCO  II  Analysis  61
 1.  Competition  Issues  62-  64
 2.  Spectrum  Availability  65-  81
 3.  Technical  Requirements  82-  93
 4.  Law  Enforcement,  National  Security,  and
 Public  Safety  Concerns  94-  103
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 5.  Other  Issues  104-  107
 IV.  Conclusion  108
 V.  Ordering  Clauses  109-  124
 Appendix  A:  Description  of  Applications
 Appendix  B:  Applications  to  Modify  Existing  Land  Earth
 Stations
 Appendix  C:  Applications  Seeking  Authority  to  Operate  Mobile
 Earth  Stations
 Appendix  D:  Application  to  Operate  Land  Earth  Stations  in
 Support  of  Wide  Area  Augmentation  System  (WAAS)
 I.  INTRODUCTION
 1.  By  this  order,  we  grant  Comsat  Corporation,  Comsat  Corporation  d/  b/  a
 Comsat  Mobile  Communications,  Marinesat  Communications  Network  d/  b/  a  Stratos,
 Stratos  Mobile  Networks,  LLC,  IDB  Mobile  Communications  Inc,  1  Honeywell,  Inc.
 (Honeywell),  Deere  &  Company  (Deere),  and  SITA  Information  Computing  Canada
 (SITA)  authority  to  operate  a  variety  of  mobile  earth  terminals  (METs)  to  provide
 domestic  and  international  Mobile  Satellite  Service  (MSS)  2  via  the  privatized  Inmarsat
 Ltd.  (now  d/  b/  a  Inmarsat,  plc)  satellite  system  using  L-  band  frequencies.  3  We  also
 modify  the  land  earth  station  (LES)  4  licenses  of  Comsat  and  Stratos  to  permit  domestic
 1  We  will  refer  to  the  two  closely  affiliated  Comsat  companies  as  Comsat,  and  the  three  closely
 affiliated  Stratos  companies,  including  IDB  Mobile  Communications,  Inc.,  as  Stratos.  We  also  note  that
 on  July  31,  2000,  the  Commission  authorized  the  transfer  of  control  of  Comsat  Corporation  and  its
 subsidiaries  to  a  wholly-  owned  subsidiary  of  Lockheed  Martin  Corporation.  Applications  for  Transfer  of
 Control  of  Comsat  Corporation  and  Its  Subsidiaries,  Licensees  of  Various  Satellite,  Earth  Station  Private
 Land  Mobile  Radio  and  Experimental  Licenses,  and  Holders  of  International  Section  214  Authorizations,
 15  FCC  Rcd  22910  (2000).  We  further  note  that  Stratos  is  indirectly  controlled  by  NewTel  Enterprises
 Limited,  a  Canadian  corporation,  which  is  controlled  by  BCE,  Inc.,  a  Canadian  holding  company.  The
 Commission  has  found  that  the  transfer  of  control  of  Stratos  Section  214  and  Title  III  authorizations  to
 NewTel  is  in  the  public  interest.  See  Stratos  Mobile  Networks  (USA)  LLC,  et  al.,  13  FCC  Rcd  14040
 (1998).
 2  MSS  is  a  radiocommunication  service  between  mobile  earth  stations  and  one  or  more  space  stations
 providing  voice,  data  and  other  services.  MSS  is  used  generically  in  this  order  to  encompass  service  to
 mobile  terminals  on  land  vehicles  (Land  Mobile  Satellite  Service  (LMSS)),  aircraft  (Aeronautical  Mobile
 Satellite  Service  (AMSS)),  and  ships  (Maritime  Mobile  Satellite  Service  (MMSS)).
 3  The  L-  band  encompasses  frequencies  from  1525-  1544/  1545-  1559  MHz  and  1626.5-  1645.  5/  1646.  5-1660.5
 MHz.  The  frequencies  1525-  1544  MHz  and  1626.5-  1645.  5  MHz  are  referred  to  as  the  lower  L-band
 and  1545-  1559  MHz  and  1646.5-  1660.  5  MHz  as  the  upper  L-  band.  The  band  1544-  1545/  1645.  5-1646.5
 MHz  is  limited  to  safety  and  distress  communications  in  the  MSS  in  accordance  with  Footnotes
 S5.  356  and  S5.  365  to  the  Table  of  Frequency  Allocations.  47C.  F.  R.    2.  106.
 4  Land  earth  stations,  also  called  gateway  or  hub  earth  stations  support  communications  between  a
 MET  and  the  Inmarsat  satellite  system.  In  a  typical  transmission  path,  a  signal  from  a  MET  travels  up  to
 the  satellite  and  then  down  to  the  LES,  where  the  MET  signal  is  interconnected  with  the  terrestrial  facilities
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 and  international  access  to  Inmarsat  Ltd.  satellites  in  conjunction  with  authorized  METs.
 Grant  of  these  applications  will  serve  the  public  interest  by  increasing  competition  and
 providing  additional  services  for  U.  S.  consumers.
 2.  After  providing  some  background  concerning  these  applications  and
 relevant  Commission  decisions,  this  Order  and  Authorization  addresses  issues  raised  by
 the  applications.  We  first  address  whether  Inmarsat  has  privatized  consistent  with  the
 non-  IPO  requirements  of  the  Open-  Market  Reorganization  for  the  Betterment  of
 International  Telecommunications  Act  (ORBIT  Act).  5  We  then  turn  to  spectrum
 availability,  technical,  national  security  and  law  enforcement  and  other  issues  raised  by
 these  applications.
 II.  BACKGROUND
 A.  INMARSAT
 3.  The  International  Maritime  Satellite  Organization  (Inmarsat)  was  an
 intergovernmental  organization  created  in  1978  to  develop  a  global  maritime  satellite
 system  to  meet  commercial  maritime  and  safety  communications  needs  of  the  United
 States  and  foreign  countries.  In  the  United  States,  Inmarsat  space  segment  has  been  used
 primarily  for  the  provision  of  maritime  mobile  satellite  service  (MMSS).  Much  of  the
 MMSS  use  has  been  concentrated  in  the  lower  L-  band.  In  limited  instances,  the
 Commission  has  also  authorized  use  of  Inmarsat  space  segment  for  the  provision  of
 domestic  MSS,  including  land  mobile  satellite  service  (LMSS),  to  address  emergency  or
 other  short-  term  and  otherwise  unsatisfiable  communications  needs.  6  The  Commission
 has  also  authorized  certain  aeronautical  mobile  uses.  7
 B.  AMSC
 4.  AMSC  Subsidiary  Corporation  (AMSC)  was  formed  after  the  Commission
 determined  that  the  available  L-  Band  spectrum  could  support  only  one  U.  S.  space  station
 licensee,  and  directed  the  applicants  in  an  L-  Band  processing  round  to  form  a  consortium.  8
 such  as  the  public  switched  telephone  network  or  Internet.  Return  signals  are  sent  by  the  LES  to  the
 satellite,  which  retransmits  them  to  the  MET.
 5  Pub.  L.  106-  180,  115  Stat  48  (2000).
 6  See,  e.  g.,  American  Mobile  Satellite  Corporation,  et  al.,  7  FCC  Rcd  942  (1992).
 7  In  October  1989,  amendments  to  the  Inmarsat  Convention  and  Operating  Agreement  allowed  the
 organization  to  provide  aeronautical  services  in  addition  to  maritime  services.  See  also,  Provision  of
 Aeronautical  Services  via  the  Inmarsat  System,  CC  Docket  87-  75,  Report  and  Order  and  Authorization,  13
 FCC  Rcd  21155  (1998),  note  1.
 8  Amendment  of  Parts  2,  22,  and  25  of  the  Commission's  Rules  to  Allocate  Spectrum  for  and  to  Establish
 Other  Rules  and  Policies  Pertaining  to  the  Use  of  Radio  Frequencies  in  a  Land  Mobile  Satellite  Service  for
 the  Provision  of  Various  Common  Carrier  Services,  Second  Report  and  Order,  2  FCC  2d  485  (1987).
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 Federal  Communications  Commission  FCC  01-  272
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 In  1989,  the  Commission  granted  AMSC  authority  to  construct,  launch,  and  operate  a
 three-  satellite  geostationary-  satellite  MSS  system  to  operate  in  28  megahertz  (14
 megahertz  in  each  transmission  direction)  of  L-  band  spectrum.  9  AMSC  was  authorized  to
 operate  in  the  "upper"  portion  of  the  L-  band  only,  specifically  the  1545-  1559  MHz  and
 1646.5-  1660.5  MHz  bands,  subject  to  international  coordination.  AMSC  also  sought
 authority  to  operate  in  the  lower  L-  band,  and  currently  operates  some  METs  in  the  lower
 L-  band  pursuant  to  a  grant  of  temporary  authority.  10  AMSC  currently  operates  one
 satellite,  AMSC-  1,  at  101  W.  L.,  and  recently  changed  its  named  to  Motient  Services,  Inc.
 (Motient).
 C.  L-  Band  Coordination  Agreement
 5.  In  North  America  and  nearby  international  airspace  and  maritime  areas,
 five  satellite  operators,  including  Motient,  currently  provide  service  in  the  L-  bands  66
 megahertz  (33  megahertz  in  each  transmission  direction)  MSS  allocation.  11  Under  the
 Radio  Regulations  of  the  International  Telecommunication  Union  (ITU),  operators  of
 satellite  systems  are  required  to  coordinate  their  spectrum  use  to  prevent  interference  to,
 and  receive  protection  from,  other  systems.  12  International  coordination  of  the  L-  band
 frequencies  has  been  difficult  because  the  stated  requirements  of  the  five  systems  involved
 in  the  coordination  far  exceed  the  66  megahertz  of  spectrum  available.
 6.  In  June  1996,  after  seven  years  of  negotiations,  the  operators  recognized
 that  they  would  not  be  able  to  reach  a  long-  term  coordination  agreement  that  would
 accommodate  their  business  plans.  As  a  result,  the  United  States,  Canada,  Mexico,
 Russia,  and  Inmarsat  13  developed  and  agreed  upon  a  unique  framework  to  facilitate  annual
 spectrum  assignment  agreements  among  the  operators.  14  Pursuant  to  this  agreement,  often
 referred  to  as  the  Mexico  City  Agreement,  the  operators  then  signed  an  arrangement  based
 upon  current  and  projected  traffic  levels  of  each  system,  to  be  revisited  annually.  The
 9  Amendment  of  Parts  2,  22,  and  25  of  the  Commission's  Rules  to  Allocate  Spectrum  for  and  to  Establish
 Other  Rules  and  Policies  Pertaining  to  the  Use  of  Radio  Frequencies  in  a  Land  Mobile  Satellite  Service,
 Memorandum  Opinion  Order  and  Authorization,  4  FCC  Rcd  6041  (1989);  remanded,  Aeronautical  Radio,
 Inc.  v.  FCC,  928  F.  2d  428  (D.  C.  Cir.  1991);  7  FCC  Rcd  266  (1992)  (remand  decision);  aff'd  sub  nom.
 Aeronautical  Radio,  Inc.  v.  FCC,  983  F.  2d  275  (D.  C.  Cir.  1993)  ("  AMSC  Authorization").
 10  AMSC  Subsidiary  Corporation,  10  FCC  Rcd  10458  (1995)  (authorizing  AMSC  to  operate  its  existing
 data  mobile  terminals  in  the  lower  L-  band  on  a  temporary  basis).
 11  The  five  operators  are:  Motient;  MSAT,  a  Canadian  operator;  Solidaridad,  a  Mexican-  licensed  operator;
 TM  Sat,  a  Russian  operator;  and  Inmarsat  Ltd.,  a  United  Kingdom  operator.
 12  See  generally  International  Telecommunication  Union's  Radio  Regulations  Article  S9  (1998  edition).
 13  The  United  Kingdom  has  since  informed  the  Commission  that  it  is  now  a  party  to  the  Mexico  City
 Agreement.  See  Letter  from  Steve  Jones,  United  Kingdom  Radiocommunications  Agency,  to  Thomas  S.
 Tycz,  Federal  Communications  Commission,  dated  August  18,  1999.
 14  See  International  Action:  "FCC  Hails  Historic  Agreement  on  International  Satellite  Coordination,"  News
 Release,  Report  No.  IN  96-  16  (June  25,  1996)  ("  Mexico  City  Agreement").
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 1996  operator-  to-  operator  agreement  provided  each  system  with  an  amount  of  spectrum
 based  upon  its  current  and  projected  near-  term  traffic  requirements.  Unlike  most
 international  coordinations  that  create  permanent  assignments  of  specific  spectrum,  the
 operators'  assignments  can  change  from  year  to  year  based  on  their  marketplace  needs.
 Significantly,  each  of  the  five  operators  received  less  spectrum  than  it  had  requested  for  its
 system,  for  its  long-  term  use  and,  in  some  cases,  less  spectrum  than  it  had  been  authorized
 to  use  by  its  respective  administration.  No  operator-  to-  operator  agreement  has  been  in
 effect  since  year-  end  1999.
 D.  World  Trade  Organization  Agreement  and  DISCO  II
 7.  The  United  States  signed  the  World  Trade  Organization  (WTO)
 Agreement  on  Basic  Telecommunication  Services  in  1997.  In  the  WTO  Agreement,  the
 United  States  committed  to  open  its  satellite  market  to  foreign  systems  licensed  by  WTO-member
 countries  to  provide  fixed  and  mobile  satellite  services  (excluding  direct-  to-  home
 fixed-  satellite  service).  15  In  November  1997,  the  Commission  adopted  the  DISCO  II
 Order  which  implements  the  United  States'  satellite  commitments  made  under  the  WTO
 Agreement.  16  In  DISCO  II,  we  stated  that  we  would  consider  requests  to  serve  the  U.  S.
 market  pursuant  to  our  public  interest  mandate  17  and  identified  public  interest  factors
 relevant  to  making  this  determinat  ion.  18  DISCO  II  established  two  procedures  under  which
 foreign  satellite  systems  could  seek  access  to  the  United  States.  The  first  is  via  a  space
 station  processing  round.  The  second  procedure  involves  requests  by  U.  S.  earth  station
 applicants  and  licensees  to  access  the  foreign  satellite  system  where  the  system  is  already
 operating  and  for  which  the  international  coordination  process  has  been  initiated.  19
 15  The  results  of  the  WTO  basic  telecommunications  services  negotiations  are  incorporated  into  the
 General  Agreement  on  Trade  in  Services  (GATS)  by  the  Fourth  Protocol  to  the  GATS  (April  30,  1996),  36
 I.  L.  M.  336  (1997).  These  results,  as  well  as  the  basic  obligations  contained  in  the  GATS,  are  referred  to
 herein  as  the  "WTO  Agreement."
 16  Amendment  of  the  Commission's  Regulatory  Policies  to  Allow  Non-  U.  S.  Licensed  Space  Stations  to
 Provide  Domestic  and  International  Satellite  Service  in  the  United  States,  IB  Docket  No.  96-  111,  Notice  of
 Proposed  Rulemaking,  11  FCC  Rcd  18178  (1996),  Report  and  Order,  12  FCC  Rcd  24094  (1997)  ("  DISCO
 II").
 17  47  USC  at    308(  b),  309;  DISCO  II  at  158.
 18  DISCO  II  at  15.
 19  Id.  at  183-  188.
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 E.  The  ORBIT  Act  and  Inmarsat  Privatization
 8.  The  ORBIT  Act  was  enacted  in  March,  2000  to  promote  a  competitive
 market  for  satellite  communications  services  through  a  fully  privatized  INTELSAT  and
 Inmarsat.  20  It  specifies  a  number  of  criteria  for  determining  whether  privatization  is  pro-competitive.
 Inmarsat  privatized  on  April  15,  1999,  prior  to  enactment  of  the  ORBIT  Act.
 The  privatization  entailed  the  transfer  of  the  operational  assets  of  the  intergovernmental
 Inmarsat  to  a  newly-  created  U.  K.  stock  corporation,  Inmarsat  Holdings  Ltd.  Inmarsat
 Holdings  Ltd.  was  renamed  Inmarsat  Ventures,  Ltd.,  a  private  holding  company.
 Inmarsat  Ventures,  Ltd.,  in  turn,  has  an  operating  company  subsidiary,  Inmarsat  Ltd.,
 which  is  also  an  U.  K.  corporation.  In  anticipation  of  conducting  an  Initial  Public  Offering
 (IPO),  Inmarsat  Ventures,  Ltd.  was  converted  to  a  public  limited  company,  Inmarsat
 Ventures,  PLC.  21
 9.  In  deciding  to  privatize,  the  Inmarsat  Assembly  of  Parties  (comprised  of
 the  governments  party  to  the  Inmarsat  Convention)  decided  to  amend  the  Inmarsat
 Convention  to  leave  in  place  a  residual  intergovernmental  organization,  the  International
 Mobile  Satellite  Organization,  now  known  by  the  acronym  IMSO.  IMSOs  responsibility
 is  to  ensure  continued  provision  of  certain  public  services,  principally  those  of  the  global
 maritime  distress  and  safety  system  (GMDSS).  This  is  done  through  a  contractual
 relationship  between  IMSO  and  both  Inmarsat  Ventures,  Ltd.,  and  Inmarsat  Ltd.  The
 United  States  formally  accepted  the  amendments  to  the  Inmarsat  Convention  on  February
 13,  2001.  22
 10.  Upon  Inmarsats  privatization,  Comsat  and  Stratos  filed  applications  to
 modify  the  licenses  of  their  LESs  in  the  United  States  to  reflect  operation  with  the  new
 private  company.  The  International  Bureau  authorized  Comsat  and  Stratos  to  continue
 operations  with  the  new  private  company  on  a  temporary  basis  pending  enactment  of
 legislation  to  authorize  U.  S.  participation  in  IMSO  and  to  eliminate  provisions  of  the
 Communications  Satellite  Act  no  longer  necessary  or  relevant  to  operation  of  the  new
 private  company  in  the  United  States.  23  The  temporary  authorizations  have  been  renewed
 periodically  pending  action  on  the  underlying  applications  for  permanent  authority.  24
 20  Pub.  L.  106-  180    2.
 21  Letter  to  Secretary,  Federal  Communications  Commission  from  Kelly  Cameron  on  behalf  of  Inmarsat
 Ventures,  PLC,  dated  March  21,  2001.
 22  Report  to  the  Committees  on  Energy  and  Commerce  and  International  Relations  of  the  House  of
 Representatives  and  to  the  Committees  on  Commerce,  Science,  and  Transportation  and  Foreign  Relations
 of  the  Senate,  pursuant  to  Section  646(  A)  of  Section  3  of  the  ORBIT  Act  (Pub  L  106-  180)  (Feb.  28,  2001)
 (the  Administration  Report).
 23  Requests  for  Special  Temporary  Authority  of  Comsat  Corporation  and  Stratos  (USA)  Limited  to  Change
 Points  of  Communications  from  Inmarsat  to  Inmarsat  Limited,  DA  99-  679  (rel.  April  12,  1999).
 24  Requests  for  Special  Temporary  Authority  of  Comsat  Corporation  and  Stratos  (USA)  Limited  to  Change
 points  of  Communications  from  Inmarsat  to  Inmarsat  Limited,  DA  99-  2188  (rel.  October  15,  1999);  DA
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 11.  Following  enactment  of  the  ORBIT  Act,  the  Commission  requested  that
 Comsat  and  Stratos  supplement  their  applications  to  address  the  privatization  criteria
 established  in  the  ORBIT  Act.  25  The  issues  raised  under  the  ORBIT  Act  by  those
 applications  are  also  raised  by  the  separate  applications  filed  by  Comsat,  Stratos,  SITA,
 Honeywell  and  Deere  and  Co.  requesting  authority  to  provide  various  land  mobile  and
 aeronautical  services  in  the  United  States  via  Inmarsat.
 F.  The  Applications
 12.  The  applications  request  authority  to  provide  domestic  and  international
 MSS  via  a  variety  of  METs  and  LESs  that  will  access  the  Inmarsat  Ltd.  satellite  system.
 The  applications  fall  into  the  following  categories:  26
 13.  Mobile  Earth  Terminals  (METs).  Comsat  and  Stratos  seek  blanket
 authority  to  operate  Inmarsat-  B,-  C,-  M,  Mini-  M,  and  M4  METs,  27  with  Inmarsat  satellites
 for  the  provision  of  domestic  services  in  portions  of  the  1626.5-  1660.  5  MHz  and  1525-
 1559  MHz  bands.  The  Inmarsat  METs  will  be  used  to  provide  voice,  data  and  fax
 services,  enabling  customers  to  access  the  public  switched  telephone  network  (PSTN)  and
 Internet  services.  To  the  extent  that  these  terminals  will  provide  aeronautical  services,  the
 services  will  not  be  safety-  related.
 14.  SITA,  Honeywell,  and  Deere  propose  various  services.  SITA  intends  to
 provide  an  air-  to-  ground  and  ground-  to-  air  non-  safety-  related  aeronautical
 telecommunications  service  that  will  allow  end  users  to  make  domestic  and  international
 calls  to  and  from  aircraft  (commercial  passenger  aircraft,  corporate  aircraft,  cargo  aircraft
 and  government  aircraft)  in  flight.  28  Honeywell  will  use  its  METs  via  existing  LESs  to
 enable  flight  personnel  or  passengers  on  private  aircraft  to  engage  in  non-  safety  related
 voice,  data,  and  facsimile  communications  during  flight.  29  Deere  proposes  to  operate  up  to
 00-  774  (rel.  April  3,  2000).  This  STA  has  been  renewed  and  is  currently  due  to  expire  on  September  30,
 2001.
 25  Requests  for  Special  Temporary  Authority  of  Comsat  Corporation  and  Stratos  (USA)  Limited  to  Change
 Points  of  Communications  from  Inmarsat  to  Inmarsat  Limited,  DA  00-  744  (rel.  April  3,  2000).
 26  A  more  detailed  description  of  the  applications  is  contained  in  Appendices  A-  D.
 27  T  hese  various  designations  for  METs  operating  with  the  Inmarsat  Ltd.  system  correspond  to  given
 technical  parameters,  based  on  intended  uses  and  design  parameters  for  the  MET.
 28  SITA  only  requests  Section  214  common  carrier  authority.  SITA  states  that  individual  airlines  or  other
 end  users  would  need  to  separately  obtain  radio  frequency  authorizations  for  METs,  as  required  under  Title
 III  of  the  Communications  Act.  SITA  intends  to  employ  gateway  earth  stations  outside  the  U.  S.,
 specifically,  in  Canada,  France,  Australia,  and  Japan,  and  provide  services  using  Inmarsat  space  segment.
 SITA  App.  at  2.
 29  Honeywell  states  that  Inmarsat,  Ltd.  has  approved  the  mobile  unit  for  its  intended  use  and  the  Federal
 Aviation  Administration  (FAA)  has  authorized  Honeywell  to  proceed  with  its  plan  to  obtain  supplemental
 Type  Certification.  Honeywell  App.  (Exhibit  A  at  1).  Honeywells  request  concerns  radiofrequency
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 10,000  receive-  only  mobile  earth  stations  to  receive  communications  from  Inmarsats  II
 F2  satellite  at  98  q  W.  L.  through  the  LES  at  Laurentides,  Canada,  on  the  frequency  of
 1536.16  MHz.  These  mobile  earth  stations  support  Deeres  GreenStar  TM  precision
 farming  service.  The  service  uses  the  Global  Positioning  System  (GPS)  operated  by  the
 Department  of  Defense  to  determine  the  longitude  and  latitude  of  each  MET  location
 where  data  is  collected,  and  augments  GPS  to  increase  the  accuracy  of  the  data  collected.  30
 15.  Land  Earth  Stations  (LESs).  Comsat  and  Stratos  seek  permanent
 modification  of  their  licensed  LESs  that  support  communications  between  METs  and  the
 Inmarsat  system  for  the  provision  of  international  MSS.  Comsat  operates  LES  facilities  at
 Brewster,  Washington,  Santa  Paula,  California,  Southbury,  Connecticut,  Sunset  Beach,
 Hawaii,  and  Clarksburg,  Maryland.  Stratos  operates  LES  facilities  at  Alameda,
 California  and  Staten  Island,  New  York.  31
 16.  Comsat  also  requests  permanent  authority  to  use  designated  LESs  in
 support  of  the  Federal  Aviation  Administrations  (FAA)  Wide  Area  Augmentation  System
 (WAAS).  The  WAAS  system  involves  the  transmission  of  positioning  information
 originating  from  an  FAA  central  processing  facility.  Information  is  transmitted  via  a
 leased  line  to  COMSAT  land  earth  stations  and  then  on  a  dedicated  communications
 channel  to  an  Inmarsat  satellite  in  the  Atlantic  Ocean  Region-  West  (AOR-  W)  or  the
 Pacific  Ocean  Region  (POR).  32  The  signal  is  broadcast  by  the  Inmarsat  satellite  using  L-band
 frequencies,  and  is  available  to  any  aircraft  carrying  a  WAAS  receiver.  According  to
 COMSAT,  WAAS  will  make  precision  approach  capability  available  at  nearly  all  airports
 in  the  United  States,  will  permit  safe  landings  during  low-  visibilit  y  condit  ions  and,  when
 fully  implemented,  will  become  the  primary  means  of  navigation  in  U.  S.  airspace.  In
 addition,  WAAS  will  provide  important  information  about  the  status  of  the  GPS  satellite
 constellation,  and  will  be  able  to  detect  and  ignore  any  corrupt  or  inaccurate  signals.
 17.  Motient,  GE  American  Communications,  PanAmSat,  and  GlobalStar
 filed  petitions  to  deny  all  of  the  applications  based  on  Inmarsats  alleged  failure  to  comply
 with  the  requirements  of  the  ORBIT  Act.  Motient  also  argues  that  a  grant  of  the
 licensing  of  METs  only.  Thus,  Honeywell  terminals  will  need  to  be  used  in  conjunction  with  a  separate
 service  provider  authorized  to  provide  service  pursuant  to  Section  214  or  other  provisions  of  Title  II  of  the
 Communications  Act.
 30  The  GreenStar  TM  service  assists  farmers  in  comparing  the  crop  yields  from  various  fields  to  determine,
 among  other  things,  the  amount  of  fertilizer  and  seed  appropriate  for  a  particular  field  and  crop.  The
 system  also  records  crop  yields  and  moisture  data  as  the  farmer  harvests  the  crop.  Deere  App.
 (Attachment  B,  at  1).
 31  These  land  earth  stations  are  currently  licensed  to  operate  on  the  6424-  6454  MHz  and  3600-  3629  MHz
 feeder  link  frequencies  and  the  L-  band  frequency  bands  1525-  1559  MHz  and  1626.5-  1660.  5  MHz
 consistent  with  operations  of  INMARSAT  Second  and  Third  Generation  satellites  for  the  provision  of
 international  mobile  satellite  service.
 32  Comsat  proposes  to  operate  the  WAAS  LESs  on  the  6454.  4-  6456.  6  MHz,  1574.  4  -1576.  6  MHz  and
 3629.4-  3631.  6  MHz  frequencies.
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 applications  will  conflict  with  the  Commissions  spectrum  management  policies,  violate  a
 freeze  currently  in  place  on  the  acceptance  of  lower  L-  band  applications,  conflict  with
 Commission  technical  requirements,  and  fail  to  adequately  address  law  enforcement  and
 national  security  concerns.
 III.  DISCUSSION
 18.  In  considering  the  applications  to  operate  METs  and  LESs  to  provide
 service  in  the  United  States  using  Inmarsat  satellites,  we  must  first  determine  whether  the
 Inmarsat  privatization  is  consistent  with  the  criteria  set  forth  in  the  ORBIT  Act.  If  the
 Inmarsat  privatization  is  consistent  with  the  ORBIT  Act,  we  must  next  determine  whether
 the  use  of  Inmarsat  satellites  satisfies  the  DISCO  II  public  interest  criteria  for  the  use  of
 non-  U.  S.  satellites  to  provide  service  in  the  United  States.  As  set  forth  below,  we  find
 that,  subject  to  certain  conditions,  Inmarsats  privatization  satisfies  the  ORBIT  Act
 criteria.  We  also  find  that  the  provision  of  the  proposed  services  via  Inmarsat  satellites
 satisfies  the  DISCO  II  public  interest  considerations.  Consequently,  we  grant  the  pending
 applications  subject  to  conditions.
 A.  ORBIT  Act  Analysis
 1.  ORBIT  Requirements
 19.  The  ORBIT  Act  establishes  criteria  for  privatization  of  INTELSAT  and
 Inmarsat  as  well  as  spin-  offs.  33  As  applied  to  Inmarsat,  the  ORBIT  Act  requires  the
 Commission  to  determine  when  considering  applications  or  requests  to  use  Inmarsat  for
 non-  core  services  whether  such  use  of  Inmarsat  in  the  United  States  will  harm
 compet  it  ion  in  the  U.  S.  market.  34  This  determination  is  to  be  made  in  considering
 applications  or  requests  to  use  the  Inmarsat  system  to  provide  services  to,  from,  or  within
 the  United  States.  Section  601(  b)(  1)  provides:
 (b)  LICENSING  FOR  INTELSAT,  INMARSAT,  AND  SUCCESSOR
 ENTITIES.
   (1)  Compet  ition  Test.
 (A)  IN  GENERAL.    In  considering  the  application  of
 INTELSAT,  Inmarsat,  or  their  successor  entities  for  a
 license  or  construction  permit,  or  for  the  renewal  or
 assignment  or  use  of  any  such  license  or  permit,  or  in
 considering  the  request  of  any  entity  subject  to  United
 States  jurisdiction  for  authorization  to  use  any  space
 33  Pub.  L.  106-  180,    621-  624.
 34  Under  the  ORBIT  Act,  non-  core  services  for  Inmarsat  are  services  other  than  global  maritime  distress
 and  safety  services  or  other  existing  maritime  or  aeronautical  services  for  which  there  are  not  alternative
 providers.  Pub.  L.  106-  180,    681(  11).
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 segment  owned,  leased,  or  operated  by  INTELSAT,
 Inmarsat,  or  their  successor  entities,  to  provide  non-  core
 services  to,  from,  or  within  the  United  States,  the
 Commission  shall  determine  whether
 (ii)  after  April  1,  2000,  in  the  case  of  Inmarsat  and  its
 successor  entities,  Inmarsat  and  any  successor  entities  have
 been  privatized  in  a  manner  that  will  harm  competition  in  the
 telecommunications  markets  of  the  United  States.  35
 20.  The  ORBIT  Act  provides  general  privatization  criteria  applicable  to
 Inmarsat.  36  It  also  provides  specific  criteria  applicable  to  Inmarsat.  37  The  Act  requires  the
 Commission  to  apply  these  criteria  in  determining  whether  competitive  harm  would  result
 from  Inmarsats  provision  of  service  in  the  United  States.  Section  601(  b)(  2)  provides:
 (2)  CRITERIA  FOR  COMPETITION  TEST.    In  making  the
 determination  required  by  paragraph  (1),  the  Commission  shall
 use  the  licensing  criteria  in  sections  621,  622  and  624,  and  shall
 determine  that  competition  in  the  telecommunications  markets  of
 the  United  States  will  be  harmed  unless  the  Commission  finds  that
 the  privatization  referred  to  in  paragraph  (1)  is  consistent  with
 such  criteria.  38
 21.  The  licensing  criteria  set  forth  in  the  Act  includes:  1)  achieving
 independence  through  an  Initial  Public  Offering  (IPO)  that  substantially  dilutes  the
 aggregate  ownership  of  former  Signatories  of  Inmarsat  (paras.  39-  40  infra),  and
 limitations  on  ownership  by  intergovernmental  organizations  (para.  41  infra);
 2)  termination  of  privileges  and  immunities  that  Inmarsat  had  as  an  intergovernmental
 organization  (para.  42  infra);  3)  conversion  to  a  stock  corporation  with  a  fiduciary  board
 of  directors  (paras.  43-  45  infra);  (4)  limitations  on  interlocking  officers,  directors,  or
 employees  shared  with  any  intergovernmental  organization  or  any  Signatory  or  former
 Signatory  of  Inmarsat  (paras.  46-  48  infra);  (5)  an  arms-  length  relationship  between  and
 among  Inmarsat  and  any  separated  entities  or  INTELSAT  (para.  49  infra);  39
 (6)  incorporation  in  a  country  that  is  a  Signatory  to  the  WTO  Basic  Telecommunications
 Agreement  and  that  has  effective  laws  and  regulations  that  secure  competition  in
 telecommunications  services  (paras.  50-  51  infra);  and  (7)  restrictions  of  Inmarsats
 relationship  with  its  former  affiliate  (paras.  52-  53  infra).  The  Orbit  Act  establishes
 specific  duties  in  privatizing  consistent  with  these  criteria  (paras.  54-  56  infra).  And  it
 35  Pub.  L.  106-  180,    601(  b)(  1)
 36  Id.    621.
 37  Id.    624.
 38  Id.    601(  a)(  2).
 39  Id.  at    621,  623.
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 also  directs  the  Commission  to  construe  criteria  in  a  manner  consistent  with  the  United
 States  WTO  commitments  (para.  38  infra).  40
 22.  If  the  Commission  determines  that  authorizing  Inmarsat  services  will  harm
 competition  in  the  U.  S.  market,  the  ORBIT  Act  directs  the  Commission  to  limit  through
 conditions  or  deny  such  application  or  request,  and  limit  or  revoke  previous  authorizations
 to  provide  non-  core  services  to,  from  or  within  the  United  States.  41  The  Act  defines
 non-  core  services  as  services  other  than  global  maritime  distress  and  safety  services.  It
 also  classifies  non-  core  services  as  other  existing  maritime  or  aeronautical  services
 for  which  there  are  no  alternative  providers.  42
 2.  Comments  on  ORBIT  Act  Issues
 (a)  Comsat  and  Stratos  Applications  to  Modify  Existing  Earth  Station
 Licenses
 23.  PanAmSat  filed  a  partial  opposition  to  the  applications  of  Comsat  and
 Stratos  to  modify  the  licenses  of  their  existing  earth  stations  to  reflect  operation  with
 Inmarsat.  PanAmSat  maintains  that:  (1)  the  Commission  should  hold  Inmarsat  to  strict
 compliance  with  ORBIT  Act  criteria;  43  (2)  Inmarsats  privatization  is  inconsistent  with
 two  principle  criteria    restructuring  of  its  Board  of  Directors  and  conducting  an  IPO;  44
 and  (3)  the  Commission  therefore  should  not  grant  full  ten-  year  licenses  for  Comsat  and
 Stratos  to  provide  non-  core  services  via  their  earth  stations.  45  PanAmSat  argues  that  the
 Commission,  at  most,  should  only  grant  temporary  authority  pending  full  compliance  with
 ORBIT  Act  criteria.  46
 24.  In  comments  supporting  both  the  Comsat  and  Stratos  applications,
 Inmarsat  states  that  it  is  entitled  to  access  to  the  U.  S.  market  based  on  U.  S.  commitments
 under  the  WTO  Basic  Telecommunications  Agreement.  47  Inmarsat  further  states  that  it  is
 in  full  compliance  with  the  vast  majority  of  the  privatization  criteria  in  the  ORBIT  Act  and
 has  reconstituted  its  Board  of  Governors  and  plans  to  hold  an  IPO  consistent  with  the
 40  Id.  at    601(  c).
 41  Pub.  L.  106-  180    601(  b)(  1)(  3)
 42  Id.  at    681(  11)
 43  Partial  Opposition  of  PanAmSat  Corporation,  File  Nos.  SES-  AMD-  2000501-  00695  et.  al.  and  SES-AMD-
 2000426-  00655  et.  al.,  filed  June  16,  2000.  (PanAmSat  Partial  Opposition)  at  4-  5.
 44  PanAmSat  Partial  Opposition  at  5-  7.
 45  Id.  at  2.
 46  Id.  at  7-  10.
 47  Inmarsat  Comments  on  Comsat  Applications  at  2-  3  and  on  Stratos  Applications  at  2-  3.
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 Acts  requirements.  48  It  urges  the  Commission  to  grant  the  Comsat  and  Stratos
 applications  to  permit  the  provision  of  both  core  and  non-  core  services  in  the  United
 States.
 25.  Comsat  and  Stratos  state  in  reply  to  PanAmSat  that  the  Commission  is
 required  by  the  explicit  terms  of  the  ORBIT  Act  and  by  its  DISCO  II  decision  to  accord
 Inmarsat  the  presumption  of  continued  access  to  the  U.  S.  market.  49  They  point  out  that
 Inmarsat  is  a  private  commercial  company  licensed  and  located  in  the  United  Kingdom
 that  has  made  a  full  commitment  under  the  WTO  Agreement  to  open  its  market  for
 satellite  services.  They  also  contend  that  Inmarsat  is  now  structured  in  a  manner  consistent
 with  ORBIT  Act  criteria  and  that  Inmarsat  will  restructure  its  Board  and  conduct  an  IPO
 within  the  timeframe  permitted  by  the  ORBIT  Act.  50  They  argue  that  the  ORBIT  Act
 permits  the  Commission  to  grant  permanent  authority  to  provide  non-  core  services  via
 Inmarsat  subject  to  conditions  that  Inmarsat  restructure  its  Board  and  conduct  an  IPO
 consistent  with  the  ORBIT  Act.  51  Stratos  also  argues  that  the  services  subject  to  its
 application  are  core  services  under  the  ORBIT  Act  and  therefore  not  subject  to  the  Acts
 licensing  criteria.  52
 26.  PanAmSat  responds  that  the  ORBIT  Act  requires  strict  rather  than
 substantial  compliance  with  the  privatization  criteria.  It  raises  doubts  that  Inmarsat  will
 restructure  its  Board  or  conduct  an  IPO  consistent  with  the  ORBIT  Act.  53  PanAmSat
 argues  that  granting  Comsat  and  Stratos  permanent  authorizations  would  deprive  the
 Commission  of  tools  to  encourage  compliance  with  the  legislation.  54  It  also  contends  that
 not  all  of  Stratoss  services  can  be  considered  core  services.  55
 (b)  Applications  to  Provide  Mini-  M,  M-  4  and  Aeronautical  Services
 27.  Motient  filed  petitions  to  deny  the  Comsat  applications  to  provide  Mini-  M
 and  M-  4  services,  the  Stratos  applications  to  provide  M-  4  services,  the  SITA  and
 Honeywell  applications  to  provide  aeronautical  services,  and  the  Deere  application  to
 provide  receive-  only  land  mobile  services.  GE  Americom  and  GlobalStar  filed  petitions
 48  Inmarsat  Comments  on  Comsat  Applications  at  4-  12  and  on  Stratos  Applications  at  4-  12.
 49  Comsat  Reply  at  2-  3;  Stratos  Reply  at  6-  7.
 50  Comsat  Reply  at  3-  6;  Stratos  Reply  at  7-  14.
 51  Comsat  Reply  at  6-  7;  Stratos  Reply  at  14-  15.
 52  Stratos  Reply  at  4-  5.
 53  PanAmSat  Response  at  2-  3
 54  Id.  at  3.
 55  Id.  at  1-  2.
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 to  deny  the  Comsat  applications.  PanAmSat  filed  a  petition  to  deny  the  Deere
 application.
 28.  Motient  argues  that  Inmarsat  has  failed  to  comply  with  ORBIT  Act  criteria
 in  a  number  of  respects:  (1)  by  not  conducting  an  IPO;  56  (2)  by  not  restructuring  its  Board
 of  Directors  to  a  majority  of  members  that  are  independent  of  Signatories  or  former
 Signatories;  57  (3)  by  having  a  manager  of  a  former  Signatory  serving  as  its  CEO  and  as  a
 Board  member;  58  (4)  by  having  certain  Inmarsat  officers  and  managers  who  continue  to
 hold  shares  in  Brit  ish  Telecom  (BT);  59  and  (5)  by  continuing  to  hold  more  than  a  one
 percent  share  in  ICO.  60  Motient  also  contends  that  other  ORBIT  Act  considerations
 warrant  dismissal  of  the  above  referenced  applications.
 29.  GE  Americom  and  Globalstar  raise  many  of  the  same  issues  as  Motient
 with  respect  to  consistency  with  the  ORBIT  Act.  GE  Americom  maintains  that  the
 ORBIT  Act  does  not  give  Inmarsat  additional  time  beyond  the  privatization  deadline
 specified  in  the  Act  to  restructure  its  board  of  directors  consistent  with  the  requirements  of
 the  Act.  61  GE  Americom  argues  that  the  criteria  in  the  Act  addressing  conversion  to  a
 stock  corporation  and  make-  up  of  Inmarsats  Board  of  Directors  is  subject  to  the  July  1,
 2000  overall  privatization  deadline  and  not  the  deadlines  in  the  IPO  provisions  of  the
 Act.  62  Globalstar  maintains  that  Inmarsat  must  conduct  an  IPO  before  Comsats
 applications  may  be  granted.  63  It  also  states  that  Comsat  has  failed  to  show  that  Inmarsat
 has  complied  with  the  same  provisions  of  the  Act  identified  by  Motient.  64  Globalstar
 further  asserts  that  authorization  of  Inmarsats  provision  of  domestic  land  mobile  and
 aeronautical  services  in  the  U.  S.  is  precluded  because  these  services  must  be  considered  as
 56  Motient  Petitions  to  Deny:  Comsat  Applications  at  15-  16;  Stratos  Applications  at  12-  13;  SITA
 Application  at  14-  15;  Honeywell  application  at  14-  15;  and  Deere  Application  at  8.
 57  Motient  Petitions  to  Deny:  Comsat  Applications  at  16;  Stratos  Applications  at  13;  SITA  Application  at
 16;  and  Honeywell  Application  at  15;  and  Deere  Application  at  8.
 58  Motient  Petitions  to  Deny:  Comsat  Applications  at  17;  Stratos  Applications  at  14-  15;  SITA  Application
 at  16;  and  Honeywell  Application  at  16.
 59  Motient  Petitions  to  Deny:  Comsat  Applications  at  17-  18;  Stratos  Applications  at  14;  SITA  Application
 at  17;  and  Honeywell  Application  at  16-  17;  and  Deere  Application  at  8
 60  Motient  Petitions  to  Deny:  Comsat  Applications  at  18;  Stratos  Applications  at  13;  SITA  Application  at
 15;  and  Honeywell  Application  at  15.
 61  GE  Americom  Petition  to  Deny  at  3-  4.
 62  Id.
 63  Globalstar  Petition  to  Deny  at  4.
 64  Id.  at  4-  5.
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 additional  services  which  may  not  be  authorized  under  the  Act  until  Inmarsat  has
 complied  with  the  Acts  privatization  criteria.  65
 30.  In  opposition,  Comsat,  Stratos,  SITA  and  Honeywell  all  contend  that  the
 Commission  should  find  Inmarsats  privatization  is  consistent  with  the  ORBIT  Act.
 They  contend  that  the  Commission  has  discretion  under  this  standard  and  is  not  required
 to  find  that  each  and  every  one  of  the  criteria  is  satisfied.  66  They  also  argue  that  Inmarsat
 is  planning  to  conduct  its  IPO  within  the  time  frame  provided  in  the  Act,  67  and  is
 compliant  with  other  criteria  in  the  Act.  They  state  that:  (1)  Inmarsat  plans  to  restructure
 its  fiduciary  board  in  a  manner  consistent  with  the  Act  prior  to  its  IPO;  68  (2)  Inmarsats
 CEO  is  not  disqualified  from  serving  as  a  Board  member  by  having  been  a  manager  of  a
 former  Signatory  under  the  provision  of  the  Act  cited  by  Motient;  69  (3)  Inmarsats
 ownership  in  ICO  is  now  less  than  one-  tenth  of  one  percent  following  ICO  bankruptcy
 proceeding  and  therefore  consistent  with  the  Act;  70  and  (4)  the  Commission  has  discretion
 to  permit  a  de  minimis  financial  interest  in  former  Signatories  by  Inmarsat  officers  and
 managers.  71  They  additionally  contend  that  other  considerations  merit  grant  of  these
 applications  on  a  permanent  basis,  including  the  current  unavailability  of  the  services  they
 propose  to  provide  and  U.  S.  obligations  under  the  WTO  Agreement.  72
 31.  Deere  also  contends  that  the  ORBIT  Acts  consistent  with  standard  does
 not  require  that  all  privatization  criteria  must  be  met  before  the  Commission  may  issue
 licenses.  73  Deere  argues  that  the  Commission  only  need  take  into  consideration  the  Acts
 privatization  criteria  when  reviewing  applications  and,  in  doing  so,  weigh  satisfaction  of
 the  criteria  when  making  its  public  interest  findings.  74  Deere  maintains  that  the
 65  Id.  at  5-  6.
 66  Stratos  Opposition  at  6-  7  and  14;  SITA  Opposition  at  4-  5;  and  Honeywell  Opposition  at  9-  10;  See  also
 Comsat  Opposition  at  6,  n6.
 67  Stratos  Opposition  at  9  and  12-  13;  SITA  Opposition  at  6;  Honeywell  Opposition  at  11;  Comsat
 Oppositions  at  4-  6  (SES-  LLC-  2000  609-  00944  et.  seq.)  and  at  4-  6  (SAT-  ITC-  2000  605-  00103).
 68  Stratos  Opposition  at  13-  14;  SITA  Opposition  at  6;  Honeywell  Opposition  at  11  and  Comsat  Opposition
 at  4-  6  (SES-  LLC-  2000  609  00944).
 69  Stratos  Opposition  at  15;  Comsat  Opposition  at  5-  6  (SES-  LLC-  2000609-  00944  et.  seq.);  and  Honeywell
 Opposition  at  13.
 70  Stratos  Opposition  at  14;  Comsat  Opposition  at  7  (SES-  LLC-  2000609-  00944);  SITA  Opposition  at  6;
 and  Honeywell  Opposition  at  11.
 71  Stratos  Opposition  at  15-  16;  Comsat  Opposition  at  7  (SES-  LLC-  2000609-  00944);  and  Honeywell
 Opposition  at  13.
 72  Stratos  Opposition  at  18-  19;  and  Comsat  Opposition  at  10  (SES-  LLC-  2000609-  0944  et.  seq.).
 73  Deere  Consolidated  Opposition  at  i  and  6-  10.
 74  Id.
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 Commission  may  authorize,  subject  to  condit  ions,  all  services  other  than  addit  ional
 services  as  defined  by  the  Act  during  a  transition  to  full  privatization.  75  And,  it  argues
 that  Inmarsat  has  now  met  all  ORBIT  Act  privatization  criteria  other  than  conducting  an
 IPO.  76
 32.  In  reply,  Motient  maintains  that  Inmarsat  must  meet  all  ORBIT  Act
 privatization  criteria  for  the  applications  before  us  to  be  granted.  77  Motient  states  that  the
 Act  requires  actual  compliance  and  not  mere  statement  of  intent  to  comply  in  the  future.  It
 urges  the  Commission  to  take  into  account  past  anti-  competitive  conduct  by  Inmarsat  and
 either  deny  the  applications  or  impose  the  conditions  that  Motient  has  requested.  78
 (c)  Additional  Inmarsat  Filings
 33.  In  connection  with  the  applications  before  us,  Inmarsat  provided
 additional  information  on  its  progress  toward  restructuring  its  Board  of  Directors  and
 conducting  an  IPO  consistent  with  ORBIT  Act  criteria.  In  a  January  5,  2001  letter,
 Inmarsat  states  that,  on  October  30,  2000,  a  meeting  of  shareholders  approved  a
 restructuring  plan  that  will  entail  a  Board  consisting  of  13  directors,  no  more  than  five  of
 whom  will  be  officers,  directors  or  employees  of,  or  otherwise  represent  former  Inmarsat
 Signatories.  79  Inmarsat  also  provides  information  as  to  the  identity  and  background  of  the
 Board  members  who  will  be  in  office  at  the  time  of  the  IPO.  80  In  a  March  21,  2001  letter,
 Inmarsat  states  that  five  board  members  who  were  employees  of  former  Signatories  of
 Inmarsat  had  resigned,  leaving  a  board  comprised  of  13  directors,  only  five  of  whom  are
 in  any  way  affiliated  with  former  Signatories.  81  It  also  reaffirms  that  none  of  its  directors,
 officers  or  managers,  is  a  director,  officer  or  manager  of  an  IGO,  including  IMSO,  and
 none  of  its  officers  and  managers  held  officer  or  manager  positions  with  former
 Signatories.  82
 75  Id.
 76  Id.
 78  Motient  Replies  to:  Comsat  Opposition  at  11-  13;  Stratos  Opposition  at  12-  13;  and  Honeywell
 Opposition  at  12-  13.
 79  Letter  to  Secretary,  Federal  Communications  Commission  from  Kelly  Cameron  on  behalf  of  Inmarsat
 Ventures,  dated  January  5,  2001  at  3.  Comsat  also  filed  a  letter  describing  the  meeting  of  shareholders
 October  30,  2000  action.  See  also  letter  to  Secretary,  Federal  Communications  Commission  from  Bruce  A.
 Henoch,  Assistant  General  Counsel,  Comsat  Corporation,  dated  November  14,  2000.  PanAmSat  and
 Motient  filed  responses  to  the  Inmarsat  and  Comsat  letters.  Letter  to  Secretary,  Federal  Communications
 Commission  from  Joseph  A.  Godles  on  behalf  of  PanAmSat,  dated  November  21,  2000,  and  from  Bruce
 Jacobs  on  behalf  of  Motient,  dated  November  27,  2000  and  January  12,  2001.
 80  Id.  Attachment  B  to  Exhibit  A.
 81  Letter  to  Secretary,  Federal  Communications  Commission  from  Kelly  Cameron  on  behalf  of  Inmarsat
 Ventures  PLC,  dated  March  21,  2001.
 82  Id.
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 23
 3.  Standard  of  Review  under  the  Act
 34.  The  intent  of  the  ORBIT  Act  is  to  promote  a  fully  competitive  market  for
 satellite  communications  services  through  the  pro-  competitive  privatization  of  INTELSAT
 and  Inmarsat.  In  order  to  fulfill  this  intent,  the  ORBIT  Act  requires  the  Commission  to
 find  that  competition  in  the  U.  S.  telecommunications  market  will  be  harmed  unless
 Inmarsats  privatization  is  consistent  with  the  criteria  specified  in  Sections  621  and  624
 of  the  Act.  These  criteria  are  detailed  for  legislative  action  and  set  a  high  standard  that
 reflects  Congresss  concern  that  the  Commission  only  allow  a  pro-  competitive  privatized
 Inmarsat  into  the  U.  S.  market.  We  will  therefore  carefully  examine  each  of  the  criteria
 before  concluding  whether,  as  a  whole,  the  proposed  privatization  meets  the  standards  of
 Sections  621  and  622.
 35.  We  recently  addressed  the  standard  of  review  under  the  ORBIT  Act  in  our
 INTELSAT  ORBIT  Act  Compliance  Order.  83  As  with  INTELSAT,  we  review  the  Inmarsat
 privatization  to  determine  whether  it  is  consistent  with  all  of  the  criteria  identified  in
 Sections  621  and  624  taken  as  a  whole.  When  preceding  the  preposition  with,  the
 courts  recognize  consistent  as  meaning  agreeing  or  according  in  substance  or  in  a
 form  that  is  congruous  or  compatible.  84  In  the  context  of  applying  the  ORBIT  Act  criteria,
 we  construe  the  consistent  with  standard  as  inferring  a  degree  of  flexibility  by  requiring
 congruity  or  compatibility.  85  This  flexibility  allows  us  to  avoid  frustrating
 Congressional  intent  to  enhance  competition  in  the  U.  S.  telecommunications  market  by  an
 overly  narrow  interpretation.  86  Also,  applying  this  reasonably  flexible  standard  will  allow
 the  Commission  to  act  in  accordance  with  Section  601(  c)  which  requires  the  Commission
 to  construe  the  licensing  requirements  of  the  Act  in  accordance  with  United  States  trade
 obligations  under  the  General  Agreement  on  Trade  in  Services  (GATS).  87  We  therefore
 disagree  with  Motient  and  PanAmSat  that  the  consistent  with  standard  requires
 Inmarsats  strict  compliance  with  each  and  every  criteria  specified  in  the  Act.  As  shown
 below,  we  have  reviewed  the  privatization  plans  in  light  of  each  of  the  criteria  in  Sections
 83  Applications  of  INTELSAT  LLC  for  Authority  to  Operate,  and  to  Further  Construct,  Launch  and
 Operate  C-  band  and  Ku-  band  Satellites  that  form  a  Global  Communications  System  in  Geostationary
 Orbit,  Memorandum  Opinion  Order  and  Authorization,  FCC  01-  183  (rel.  May  29,  2001),  at  21-  24
 (INTELSAT  ORBIT  Act  Compliance  Order).
 84  See  Environmental  Defense  Fund,  Inc.  v.  Environmental  Protection  Agency,  82  F.  3d  451,  457,  317
 U.  S.  App.  DC  (D.  C.  Cir.  1996),  amended  on  other  grounds,  92  F.  3d  1208  (D.  C.  Cir.  1996),  citing  Oxford
 English  Dictionary  773  (2d  1989)  (The  phrase  consistent  with  does  not  require  exact  correspondence.
 Where  this  flexible  statutory  language  is  used  the  court  must  defer  to  the  agencys  determination.)  and
 N.  L.  Indes,  Inc.  v.  Kaplan,  792  F.  2d  896,  898-  899  (9  th  Cir.  1996)  (statutory  phrase  consistent  with  does
 not  necessitate  strict  compliance  with  provisions).
 85  INTELSAT  ORBIT  Act  Compliance  Order  at  22.
 86  Applications  of  Ameritech  Corp.,  Transferor,  and  SBC  Communications  Inc.,  Transferee,  14  FCC  Rcd
 14714,  n.  817  (1999)
 87  INTELSAT  ORBIT  Act  Compliance  Order  at  22.
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 Federal  Communications  Commission  FCC  01-  272
 24
 621  and  624  of  the  Act  and  conclude  that,  as  a  whole,  Inmarsats  privatization  is
 consistent  with  those  sections  and  achieves  the  purpose  of  the  Act.
 36.  We  also  disagree  with  Deere  that  the  discretion  permitted  by  the
 consistent  with  standard  in  the  Act  means  that  we  only  take  into  consideration  the  Acts
 privatization  criteria  among  the  factors  under  our  public  interest  standard  in  issuing
 licenses.  Nor  do  we  agree  that  we  can  authorize  non-  core  services  without  making  an
 ORBIT  Act  finding  required  by  Section  601(  b)(  1).  The  Act  requires  a  threshold
 Commission  determination  as  to  whether  competition  in  the  U.  S.  market  will  be  harmed
 by  grant  of  an  application  or  request  to  provide  non-  core  services  via  Inmarsat.  That
 determination  must  be  made  based  on  satisfaction  of  the  privatization  criteria  in  the  Act.
 The  Commission  then  may  authorize  non-  core  services  in  the  U.  S.  via  Inmarsat  if  it
 finds  that  competition  will  not  be  harmed  and  such  authorization  is  otherwise  in  the  public
 interest.  Upon  a  finding  that  competition  will  be  harmed,  however,  the  Commission  is
 directed  to  limit  through  conditions  or  deny  applications  or  requests  to  provide  non-  core
 services  via  Inmarsat.
 37.  The  ORBIT  Act  does  provides  additional  direction  to  the  Commission.
 Section  601(  b)(  1)(  D)  provides:
 (  D)  RULE  OF  CONSTRUCTION.  Nothing  in  this  subsection
 is  intended  to  preclude  the  Commission  from  acting  upon
 applications  of  INTELSAT,  Inmarsat,  or  their  successor  entities
 prior  to  the  latest  date  set  out  in  section  621(  5)(  A),  including  such
 actions  as  may  be  necessary  for  the  United  States  to  become  the
 licensing  jurisdiction  for  INTELSAT,  but  the  Commission  shall
 condition  a  grant  of  authority  pursuant  to  this  subsection  upon
 compliance  with  sections  621  and  622.
 In  the  INTELSAT  ORBIT  Act  Compliance  Order,  the  Commission  construed  this
 provision  to  mean  that  it  could  authorize  INTELSAT  services  prior  to  privatized
 INTELSAT  conducting  an  IPO  under  the  time  frame  provided  in  the  Act,  i.  e.,  the
 date  set  out  in  Section  621(  5)(  A).  88  It  reached  the  same  conclusion  with
 respect  to  Inmarsat.  89  In  granting  any  such  authorization,  we  would  assess
 whether  Inmarsats  privatization  is  consistent  with  other  criteria  in  the  Act  and
 impose  such  conditions  as  may  be  necessary  to  ensure  compliance  with  Section
 621  of  the  Act.  We  have  previously  rejected  Motients  argument  that  Section
 601(  b)(  1)(  D)  applies  only  to  applications  filed  by  Inmarsat  itself  and  not  to  other
 entities  such  as  the  applicants  before  us.  90  Under  Motients  reading  of  the
 provision,  the  Commission  would  be  able  to  authorize  Inmarsat  services  in  the
 88  Id.  at  23-  24.
 89  In  the  Matter  of  Inmarsat  Ventures  PLC  Request  for  Further  Extension  of  Time  Under  Section  621(  5)  of
 the  ORBIT  Act,  Memorandum  Opinion  and  Order,  FCC  01-  193,  June  25,  2001  (Second  Extension  Order)
 90  Second  Extension  Order  at  12;  Motient  Petition  to  Deny  Deere  Application  at  13-  14.
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 U.  S.  market  pending  an  IPO  but  not  act  on  applications  of  its  U.  S.  customers  to
 operate  earth  stations  with  Inmarsat  satellites.  This  result  would  frustrate  the
 purpose  of  the  provision.  The  purpose  of  the  provision  is  to  give  the
 Commission  discretion  to  authorize  use  of  Inmarsat  services  pending  conduct  of
 an  IPO  under  favorable  market  conditions  within  the  time  frame  provided  in  the
 Act.  The  Act  does  not  intend  to  penalize  Inmarsat  or  its  users  by  delaying  access
 to  the  U.  S.  market  pending  an  IPO  if  Inmarsat  privatization  is  otherwise
 consistent  with  the  Acts  criteria.  91
 38.  Further,  our  action  now  granting  the  earth  station  applications  before  us
 carries  out  the  intent  of  Section  601(  c)  of  the  ORBIT  Act,  which  requires  the  Commission
 to  construe  Section  601(  b)  in  a  manner  consistent  with  the  United  States  obligations  and
 commitments  for  satellite  services  under  the  Fourth  Protocol  to  the  General  Agreement  on
 Trade  in  Services.  The  Commission  implements  the  WTO  Agreement  with  respect  to
 satellite  services  through  its  DISCO  II  decision.  92  In  DISCO  II  the  Commission  decided
 not  to  require  separate  (and  duplicative)  U.  S.  licenses  for  space  stations  under  the
 jurisdiction  of  another  licensing  or  coordinating  administration.  Rather,  it  decided  to
 consider  access  by  non-  U.  S.  satellite  operators  to  the  U.  S.  either  through  processing
 rounds,  where  applicable,  or  by  the  earth  station  licensing  process  independent  of
 processing  rounds.  93  The  ORBIT  Act  did  not  change  this  regulatory  scheme.  Inmarsat  is
 licensed  by  the  U.  K.  There  is  no  applicable  processing  round  here.  We  therefore  consider
 Inmarsat  access  to  the  U.  S.  market  under  ORBIT  through  the  applications  now  before  us.
 Thus,  notwithstanding  a  finding  that  Inmarsats  privatization  is  consistent  with  ORBIT
 Act  criteria,  there  could  be  no  provision  of  service  to,  from  or  within  the  United  States  by
 Inmarsat  without  action  on  these  applications  under  DISCO  II.  This  is  because  any
 finding  under  the  ORBIT  Act  that  Inmarsat  is  qualified  to  serve  the  U.  S.  market  would  be
 operationally  meaningless  without  a  corresponding  grant  of  the  related  earth  station
 applications  seeking  to  access  Inmarsat  space  segment  (no  communication  to  or  from  the
 satellite  is  possible  without  an  approved  ground  segment  or  earth  station  capacity).  We  do
 not  believe  that  Congress  intended  that  the  Commissions  determinations  and  licensing
 actions  should  endorse  an  approach  (such  as  suggested  by  Motient)  that  would  effectively
 negate  the  intent  of  Section  601(  c).  Hence,  grant  of  the  earth  station  applications  here  is
 necessary  to  carry  out  Section  601(  c)  of  the  ORBIT  Act.
 91  INTELSAT  ORBIT  Act  Compliance  Order  at    24;  Second  Extension  Order  at  12.
 92  DISCO  II  at    183-  188.
 93  Id.
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 4.  Review  of  Criteria
 (a)  Independence
 39.  The  Act  requires  Inmarsat  to  be  an  independent  commercial  entity  and
 have  a  pro-  competitive  ownership  structure.  94  Independence  is  to  be  achieved,  in  part,
 through  an  initial  public  offering  to  be  conducted  by  October  1,  2000,  unless  the  date  is
 extended  by  the  Commission  to  no  later  than  December  31,  2001.  95  The  purpose  of  the
 IPO  is  to  substantially  dilute  the  aggregate  ownership  in  Inmarsat  of  Signatories  or
 former  Signatories  of  Inmarsat.  96  The  Act  requires  the  Commission  to  determine  whether
 a  public  offering  attains  such  substantial  dilution  taking  into  account  the  purposes  and
 intent,  privatization  criteria,  and  other  provisions  in  the  Act,  as  well  as  market
 condit  ions.  97  The  Act  provides  in  part:
 [  The  privatized  successor  entities  of  Inmarsat]  shall  operate  as  independent
 commercial  entit[  ies],  and  have  a  pro-  competitive  ownership  structure.
 [Inmarsat]  shall  conduct  an  initial  public  offering  in  accordance  with  paragraph
 (5)  to  achieve  such  independence.  Such  offering  shall  substantially  dilute  the
 aggregate  ownership  of  [  The  privatized  successor  entities  of  Inmarsat]  by
 such  signatories  or  former  signatories.  In  determining  whether  a  public  offering
 attains  such  substantial  dilution,  the  Commission  shall  take  into  account  the
 purposes  and  intent,  privatization  criteria,  and  other  provisions  of  this  title,  as  well
 as  market  conditions.  98
 40.  In  October,  2000,  the  Commission  granted  a  request  from  Inmarsat  for  an
 extension  of  the  original  July  1,  2000  IPO  deadline  to  July  1,  2001.  99  We  recently  granted
 a  further  extension  to  December  31,  2001.  100  For  purposes  of  authorizing  use  of  Inmarsat
 services  at  this  time,  we  will  condition  the  authorizations  upon  Inmarsats  compliance
 with  Section  621  of  the  Act,  and  further  make  them  subject  to  limitation  and  revocation
 under  Section  601(  b)(  1)  should  Inmarsat  fail  to  conduct  an  IPO  as  required  by  Section
 621.  We  will  require  Inmarsat  to  file  information  with  the  Commission  following  its  IPO
 to  demonstrate  that  there  has  been  substantial  dilution  of  the  aggregate  ownership  in  the
 company  of  its  former  Signatories  under  the  terms  of  Section  621(  2)  of  the  Act.  We  will
 94  Id.    621(  2).
 95  Id.    621(  5)(  A)
 96  Id.    621(  2).
 97  Id.    621(  2).
 98  Id.
 99  Inmarsat  Ventures  Ltd.,  Memorandum  Opinion  and  Order,  FCC  00-  356,  October  3,  2000  (First
 Extension  Order).
 100  Second  Extension  Order  at    14-  22.
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 place  this  filing  on  public  notice  and  make  a  determination  and  take  any  appropriate
 action  under  the  Act,  if  any  is  required  based  on  our  determination.  As  discussed  above,
 however,  the  pendency  of  Inmarsats  IPO  does  not  preclude  us  from  permitting  use  of
 Inmarsat  services  in  the  United  States  provided  that  we  find  Inmarsats  privatization
 consistent  with  the  other  criteria  in  Sections  621  and  624  of  the  Act.
 (b)  Prohibition  on  IGO  Ownership
 41.  Section  621(  2)(  A)  of  the  Act  precludes  an  intergovernmental  organization
 from  having  more  than  a  minimal  ownership  interest  in  Inmarsat  or  the  successor  or
 separate  entities  of  Inmarsat.  As  noted  above,  Inmarsat  has  a  contractual  relationship
 with  IMSO,  the  intergovernmental  organization  created  to  monitor  Inmarsats  continued
 provision  of  certain  public  services,  principally  those  of  the  global  maritime  distress  and
 safety  system  (GMDSS).  101  IMSO  has  a  special  share  in  Inmarsat  that  confers  neither  a
 right  to  participate  in  the  profits  nor  normal  voting  rights.  This  share  would  allow  IMSO
 to  veto  certain  actions  by  Inmarsat  that  might  threaten  the  GMDSS.  102  IMSO  has  no
 operational  telecommunications  or  commercial  functions  of  its  own.  No  party  in  this
 proceeding  has  objected  to  the  special  share  held  by  IMSO.  We  find  that  the  existence  of
 the  special  share  to  be  a  minimal  ownership  within  the  intent  of  the  Act.  Moreover,  the
 special  share  provides  a  useful  tool  for  the  United  States  and  other  members  of  IMSO
 to  preserve  space  segment  capacity  of  the  GMDSS  as  required  by  Section  624(  3)  of  the
 Act.  103
 (c)  Termination  of  Privileges  and  Immunities
 42.  Section  621(  3)  prohibits  extension  to  Inmarsat  of  preferential  treatment
 like  that  previously  accorded  by  national  governments  and  the  Inmarsat  Convention  when
 Inmarsat  was  an  Intergovernmental  organization.  The  section  provides:
 (3)  TERMINATION  OF  PRIVILEGES  AND  IMMUNITIES.  The
 preferential  treatment  of  INTELSAT  and  Inmarsat  shall  not  be  extended
 to  any  successor  entity  or  separated  entity  of  INTELSAT  or  Inmarsat.
 Such  preferential  treatment  includes
 (A)  privileged  or  immune  treatment  by  national  governments;  (B)  privileges  or  immunities  or  other  competitive  advantages  of  the  type
 accorded  INTELSAT  and  Inmarsat  and  their  Signatories  through  the
 terms  and  operation  of  the  INTELSAT  Agreement  and  the  associated
 Headquarters  Agreement  and  the  Inmarsat  Convention;  and
 (C)  preferential  access  to  orbital  locations.  Access  to  new,  or
 renewal  of  access  to,  orbital  locations  shall  be  subject  to  the  legal
 or  regulatory  processes  of  a  national  government  that  applies  due
 101  See    80,  supra.
 102  Report  of  the  Administration  at  2,  n4.
 103  Pub.  L.  106-  180,    624(  3).
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 diligence  requirements  intended  to  prevent  the  warehousing  of
 orbital  locat  ions.  104
 Inmarsat  does  not  have  privileges  and  immunities  of  the  type  currently  accorded  to  the  former
 intergovernmental  organization.  105  Inmarsat  will  operate  in  the  U.  S.  market  subject  to  the  same
 laws  that  apply  to  U.  S.  satellite  service  providers.  It  has  no  immune  treatment  from  the  Inmarsat
 Convention  that  provides  for  the  creation  of  IMSO.  106  The  U.  K.  government  has  not  accorded
 it  privileges  and  immunities.  Inmarsat  is  subject  to  regulatory  authority  of  the  U.  K.
 Government.  The  Radiocommunications  Agency  of  the  Department  of  Trade  and  Industry  has
 due  diligence  requirements  on  operation  of  satellites  under  the  U.  K.  jurisdiction  intended  to
 prevent  warehousing  of  orbital  locations  and  spectrum  resources.  The  Radiocommunications
 Agency  requires  construction,  launch  and  operation  of  a  proposed  satellite  system  in
 conformance  with  the  time  scales  containing  the  applicants  business  plan.  107  Failure  to  comply
 could  result  in  cancellation  of  filings  with  the  ITU.  We  find  that  Inmarsat  meets  the
 requirements  set  forth  in  Section  621(  3)  of  the  ORBIT  Act.
 (d)  Conversion  to  Stock  Corporation
 43.  The  ORBIT  Act  requires  that  privatized  Inmarsat  be  a  national
 corporation  or  similarly  accepted  commercial  structure,  subject  to  the  laws  of  the  nation  in
 which  incorporated.  108  This  requirement  has  been  satisfied.  Upon  its  privatization  in
 1999,  Inmarsat  transferred  its  assets  (satellites,  associated  facilities,  headquarters  building,
 etc.)  to  the  newly  created  private  company,  incorporated  in  the  United  Kingdom.  109
 Inmarsat  Signatories  were  allocated  shares  in  the  corporation  in  proportion  to  their
 investment  shares  in  Inmarsat.  A  shareholders  agreement  reflected  the  intent  to  have  an
 IPO  at  a  later  date.  The  newly  created  company  became  the  owner  and  operator  of  the
 satellites  previously  owned  and  operated  by  Inmarsat.  Customer  and  other  contracts  held
 by  the  IGO  were  novated  to  the  private  company.  The  newly  created  company  is  fully
 subject  to  the  laws  of  the  United  Kingdom.
 104  Pub.  L.  106-  180,    621(  3).
 105  See  Report  of  the  Twelfth  Session  of  the  Inmarsat  Assembly  of  Parties,  Assembly/  12/  Report  (May  8,
 1998);  Report  of  the  Thirteenth  (Extraordinary)  Session  of  the  Assembly  of  Parties,  Assembly/  13/  Report.
 106  See  Stratos  Applications  (SES-  AMD-  20000426-  00655,  -00663,  and  00664)  Exhibit  1,  Declaration  of
 Alan  Auckenthaler,  General  Counsel  Inmarsat  dated  April  7,  2000.
 107  See  Procedures  of  the  United  Kingdom  Administration  in  Relation  to  Satellite  Networks,
 www..  radio.  gov.  uk
 108  Pub.  L.  106-  180,    621(  5).
 109  See  Report  of  the  Twelfth  Session  of  the  Inmarsat  Assembly  of  Parties,  Assembly/  12/  Report  (May  8,
 1998);  Report  of  the  Thirteenth  (Extraordinary)  Session  of  the  Assembly  of  Parties,  Assembly/  13/  Report
 (October  8,  1998).
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 44.  Section  621(  5)(  D)(  i)  of  the  Act  also  requires  that  privatized  Inmarsat
 have  a  board  of  directors  with  a  fiduciary  obligation.  110  Under  U.  K.  law,  the  Inmarsat
 board  of  directors  must  have  fiduciary  duties  to  the  company.  111
 45.  Section  621(  5)(  B)  of  the  Act  requires  that  Inmarsat  be  listed  for  trading  on
 one  or  more  major  stock  exchanges  with  transparent  and  effective  securities  regulation.  112
 Inmarsat  states  that  it  is  likely  to  list  shares  on  Nasdaq  on  the  New  York  Stock
 Exchange.  113  We  will  require  Inmarsat  to  confirm  the  exchange  on  which  it  lists  shares
 following  its  IPO.
 (e)  Limitations  on  Interlocking  Directors,  Officers  and  Managers
 46.  The  Act  places  limitations  on  interlocking  directors,  officers,  employees
 and  managers  with  any  intergovernmental  organization  or  any  Signatory  or  former
 Signatory  of  Inmarsat  when  it  was  an  intergovernmental  organization.  Section  621(  5)(  C)
 provides:
 (C)  A  majority  of  the  members  of  the  board  of  directors  of  any  successor
 entity  or  separated  entity  shall  not  be  directors,  employees,  officers,  or
 managers  or  otherwise  serve  as  representatives  of  any  signatory  or  former
 signatory.  No  member  of  the  board  of  directors  of  any  successor  or
 separated  entity  shall  be  a  director,  employee,  officer  or  manager  of  any
 intergovernmental  organization  remaining  after  the  privatization.  114
 Inmarsat  has  recently  received  shareholder  approval  to  restructure  its  Board  of  Directors
 in  a  manner  consistent  with  Section  621(  5)(  C).  Inmarsat  has  changed  its  Articles  of
 Incorporation  to  assure  that  no  more  than  five  of  13  directors  will  be  affiliated  with
 former  Inmarsat  Signatories.  115  Neither  will  any  member  be  a  director,  officer,  or
 manager  of  IMSO.  Inmarsat  has  implemented  this  restructuring  with  the  recent
 resignation  of  board  members  whom  were  employees  of  former  Signatories.  116  A  review
 of  the  descriptions  of  the  directors  provided  by  Inmarsat  confirms  that  eight  of  13
 directors  will  not  have  any  of  the  affiliations  with  former  Signatories  proscribed  by
 110  Pub.  L.  106-  180,    621(  5)(  D)(  i).
 111  Halsburys  Laws  of  England,  Fourth  Edition  1996  reissue  ,  editor  in  chief  the  Right  Honourable  Lord
 Hailsham  of  St.  Marylebone,  Lord  High  Chancellor  of  Britain  1970-  74  and  1979-  87,  Volume  7(  1),
 Butterworths,  London.
 112  Pub.  L.  106-  180,    621(  5)(  B).
 113  See  Auckenthaler  Declaration  at  10.
 114  Pub.  L.  106-  180,    621(  5)(  C).
 115  See  Cameron  January  5  letter  at  3.
 116  Cameron  March  21  letter.
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 Section  621(  5)(  C).  117  The  composition  of  Inmarsats  Board  of  Directors  therefore  is
 consistent  with  Section  621(  5)(  C)  of  the  Act.  118
 47.  The  Act  also  places  additional  restrictions  on  Inmarsats  officers,  directors
 and  managers.  Section  621(  5)(  D)  provides,  in  part,  that  Inmarsat  shall:
 (ii)  have  no  officers  or  managers  who  (I)  are  officers  or  managers  of  any
 signatories  or  former  signatories,  or  (II)  have  any  direct  financial  interest
 in  or  financial  relationship  to  any  signatories  or  former  signatories,  except
 that  such  interest  may  be  managed  through  a  blind  trust  or  similar
 mechanism;
 (iii)  have  no  directors,  officers,  or  managers  who  hold  such  positions  in
 any  intergovernmental  organization.
 With  respect  to  Section  621(  5)(  D)(  ii)  Inmarsat  declares  that  none  of  its  officers  or
 managers  are  officers  or  managers  of  a  former  Signatory.  119  Inmarsat  states  however,
 that  several  officers  and  managers  of  Inmarsat  own  de  minimis  numbers  of  shares  in
 BT.  120  Inmarsat  argues  that  the  Commission  has  discretion  to  permit  de  minimis
 financial  interests  in  former  Signatories,  but  states  that  it  would  comply  with  having  such
 investments  placed  in  a  blind  trust  as  provided  in  the  Act.  121  We  believe  that  the  Act
 gives  us  discretion  to  permit  truly  de  minimis  financial  interests  that  do  not  raise  concerns
 about  former  Signatories  having  undue  influence  on  Inmarsat's  officers  and  managers.
 Inmarsat  however,  provides  no  information  on  the  record  by  which  we  can  determine
 whether  the  financial  interests  of  its  officers  and  managers  are  de  minimis.  As  a  result,
 we  will  require  these  investments  to  be  placed  in  a  blind  trust  pursuant  to  the  Act.
 Inmarsat  may  subsequently  provide  us  with  additional  information  on  reconsideration
 which  we  may  take  into  account  in  determining  whether  a  blind  trust  is  necessary  for  the
 117  Id.  Attachment  B.
 118  Notwithstanding  this  finding,  we  disagree  with  Comsat  that  Section  621(  5)(  C)  must  be  read  in  a
 manner  that  would  tie  compliance  with  all  of  its  requirements  to  the  date  of  the  IPO.  Section  621(  5)
 specifies  criteria  for  conversion  to  a  stock  corporation  from  an  IGO.  Only  subsections  (A)  and  (B)  address
 requirements  for  the  corporation  to  become  a  publicly  held  company.  Subsections  (C),  (D)  and  (E)  placing
 limitations  of  directors,  officers  and  managers  and  transactions  among  entities,  apply  whether  or  not  the
 company  is  publicly  owned.
 119  Auckenthaler  Declaration  at  13.  It  also  initially  indicated  that  its  Chairman  of  the  Board  was  a
 manager  of  a  former  Signatory,  but  resigned  that  position  on  September  30,  2000.  We  therefore  need  not
 address  the  contention  of  Inmarsat  and  applicants  that  the  term  officers  and  managers  in  Section
 621(  5)(  D)(  ii)(  I)  does  not  include  the  Chairman  of  the  Board.
 120  Id.  at  14.
 121  Inmarsat  Reply  Comments  in  Stratos  Applications  (SES-  LIC  20000426-  00630  and  SES-  MSC-2000426-
 00861)  at  8.
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 investments  involved.  122  With  this  condition,  we  find  Inmarsat  to  be  consistent  with
 Section  621(  5)(  D)(  ii).
 48.  Finally,  with  respect  to  Section  621(  5)(  iii),  Inmarsat  declares  that  none  of
 its  directors,  officers  or  managers  holds  prohibited  positions  in  IMSO.  123  Inmarsat  is
 therefore  structured  consistent  with  this  provision.
 (f)  Arms-  Length  Relationship
 49.  The  ORBIT  Act  requires  that  [  a]  ny  transactions  or  other  relationship
 between  or  among  any  successor  entity  [Inmarsat],  separated  entity,  INTELSAT,  or
 Inmarsat  shall  be  conducted  on  an  arms-  length  basis.  124  Inmarsat  declares  that  it  does  no
 transactions  with  IMSO  (except  to  lease  it  office  space)  nor  does  it  have  any  other
 commercial  relations  with  IMSO.  125  It  describes  its  relationship  with  IMSO  as  analogous
 to  that  between  a  regulated  telecommunications  entity  and  the  regulator,  and  is  based  on
 an  arms-  length  contract  called  the  Public  Service  Agreement.  126  Inmarsat  also  states  that
 there  are  no  separated  entities  relative  to  Inmarsat.  127  Under  these  circumstances,  we  find
 that  Inmarsat  satisfies  Section  621(  5)(  E).
 (g)  Regulatory  Treatment
 50.  The  ORBIT  Act  requires  that  successor  entities  created  after  its
 enactment  apply  through  the  appropriate  national  licensing  authorities  for  international
 frequency  assignments  and  associated  orbital  registrations  for  all  satellites.  128  As  a
 privatized  entity,  Inmarsat  is  subject  to  the  authority  of  the  U.  K.  Radiocommunications
 Agency  and  other  U.  K.  government  agencies,  and  is  authorized  to  operate  its  satellites
 under  the  U.  K.  s  Outer  Space  Act.  129  The  Radiocommunications  Agency  has  authorized
 122  By  way  of  example,  we  note  that  in  an  analogous  situation,  Federal  law  regarding  conflict  of  interest
 prohibits  investment  by  individuals  in  entities  in  which  they  have  a  direct  or  indirect  financial  interest.  18
 U.  S.  C.  208(  a).  The  statute  recognizes  that  in  certain  cases  the  nature  and  size  of  the  financial  interest
 might  be  too  remote  or  too  inconsequential  to  affect  the  integrity  of  the  services  of  the  individuals  in
 question.  18  U.  S.  C.  208(  b)(  2).  The  regulations  promulgated  to  implement  this  conflict  of  interest  law
 provide  an  automatic  de  minimis  exemption  for  securities  where  the  aggregate  market  value  of  the  holding
 of  the  individual  and  his  or  her  family  is  less  than  $5,000.  5  C.  F.  R.  2640.202(  a).
 123  Auckenthaler  Declaration  at  15.
 124  Pub.  L.  106-  180,    621(  5)(  E).
 125  Auckenthaler  Declaration  at  16.
 126  Id.
 127  Id.
 128  Pub.  L.  106-  180,    621(  6).
 129  Outer  Space  Act  1986  (1986  Chapter  38).
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 Inmarsat  to  operate  its  satellites,  submits  and  maintains  satellite  network  filings  with  the
 International  Telecommunication  Union  (ITU)  on  behalf  of  Inmarsat,  and  engages  in
 international  coordination  for  those  filings  with  other  administrations.  Inmarsat,  therefore,
 satisfies  Section  621(  6)  of  the  Act.
 (h)  Competit  ion  Oversight
 51.  The  ORBIT  Act  requires  that  Inmarsat  be  subject  to  a  jurisdiction  that:  (1)
 has  effective  laws  and  regulations  that  secure  competition  in  telecommunications  services;
 (2)  is  a  Signatory  to  the  WTO  Basic  Telecommunications  Services  Agreement;  and  (3)  has
 a  schedule  of  WTO  commitments  that  include  non-  discriminatory  market  access  to  its
 satellite  market.  130  As  noted  above,  the  Radiocommunications  Agency  of  the  Department
 of  Trade  and  Industry  has  authorized  Inmarsat  operations  and  is  responsible  for  its  filings
 before  the  ITU.  Inmarsat  is  subject  to  the  competition  laws  of  the  European  Commission
 by  virtue  of  membership  of  the  U.  K.  in  the  European  Union.  The  U.  K.  is  a  Signatory  to
 the  WTO  Basic  Telecommunications  Services  Agreement.  It  has  committed  to  grant  non-discriminatory
 market  access  to  its  satellite  market.  131  We  therefore  find  that  Inmarsat
 satisfies  the  requirements  in  Section  621(  7).
 (i)  Relat  ionship  wit  h  ICO
 52.  The  ORBIT  Act  prohibits  for  15  years  after  privatization  any  merger  or
 ownership  of  more  than  one  percent  of  the  voting  securities,  or  management  ties  or
 exclusive  arrangements  between  Inmarsat  and  any  successor  entity  and  ICO  Global
 Communications  (ICO).  132  The  Act  also  prohibits  Inmarsat  from  having  any  officers,
 directors,  or  employees  who  are  officers,  directors  or  employees  of  ICO.  133
 53.  Inmarsat  established  ICO  in  1995  for  the  purpose  of  creating  a  satellite
 system  to  provide  hand-  held  mobile  services  on  a  global  basis.  Inmarsat  had  a  9.537
 percent  investment  in  ICO  and  one  representative  on  its  Board  of  Directors  134  prior  to  ICO
 seeking  protection  under  the  bankruptcy  code  in  August,  1999.  ICO  emerged  from
 bankruptcy  in  May,  2000,  following  completion  of  a  $1.2  billion  investment  led  by  a
 group  of  U.  S.  and  international  investors.  135  As  a  result,  Inmarsat  ownership  interest  in
 ICO  has  been  reduced  to  less  than  one  tenth  of  one  percent.  136  Inmarsat  states  it  has
 130  Pub.  L.  106-  180,    621(  7).
 131  Fourth  Protocol  to  the  GATS,  April  30,  1996,  36  I.  L.  M.  366  (1997)(  Agreement  on  Basic
 Telecommunications  containing  specific  commitments).
 132  Pub.  L.  106-  180    624(  1).
 133  Pub.  L.  106-  180    624(  2).
 134  Comments  on  Comsat  Applications  at  9-  10.
 135  http://  www.  teledesic.  com/  about/  newicofacts.  htm.
 136  Inmarsat  comments  on  Comsat  Applications  (SEC-  AMD-  20000501-  00695  et.  seq.)  at  9-  10.
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 written  off  the  entire  amount  of  this  investment.  137  Further,  Inmarsat  states  that  there  are
 no  management  ties  or  exclusive  arrangements  between  either  Inmarsat  entity  and  ICO.  138
 While  there  had  been  one  interlocking  director  between  Inmarsat  and  ICO,  that  person
 has  resigned  from  the  Boards  of  Inmarsat  Holdings  Ltd.,  and  Inmarsat  Ltd.,  and  was
 replaced  at  the  Annual  General  meeting  of  April  26,  2000.  139  We  find  that  Inmarsat  is
 structured  consistent  with  Sections  624(  1)  and  (2).
 (j)  Date  of  Privatization
 54.  The  ORBIT  Act  identifies  April  1,  2000  as  the  date  for  Inmarsats
 privatization  and  directs  the  Commission  to  review  the  privatization  after  that  date.
 Section  621(  1)(  B)  requires  that  Inmarsat  privatize  in  accordance  with  the  criteria  in  the
 Act  as  soon  as  practicable,  but  no  later  than  July  1,  2000.  140  Section  601(  b)(  1)(  A)(  ii)
 provides  for  Commission  review  of  the  effect  of  Inmarsats  privatization  on  competition
 in  the  U.  S.  market  after  April  1,  2000  in  considering  applications  or  requests  to  provide
 non-  core  services.  141  As  discussed  above,  the  Acts  requirement  that  Inmarsat  conduct  an
 IPO  is  not  subject  to  the  July  1,  2001  date  and  we  may  conditionally  authorize  use  of
 Inmarsat  prior  to  the  latest  date  provided  in  Section  621(  5)(  A)(  ii)  for  the  conduct  of  an
 IPO.  142
 55.  We  conclude  that  we  may  now  authorize  use  of  Inmarsat  for  non-  core
 services  to,  from,  and  within  the  United  States.  We  do  not  believe  the  fact  that  Inmarsat
 did  not  take  final  steps  to  restructure  its  Board  of  Directors  in  a  manner  consistent  with  the
 Act  until  after  July  1,  2000  requires  us  to  limit  authorization  of  non-  core  services  under
 Section  601(  b)(  1)(  B)  of  the  Act.  143  We  have  heretofore  refrained  from  acting  upon
 pending  applications  to  provide  new  non-  core  services  until  Inmarsat  demonstrates  it  has
 privatized  consistent  with  the  Acts  privatization  criteria.  As  discussed  above,  the  courts
 have  construed  the  standard  of  consistent  with  to  mean  congruent  with  or
 compatible  with.  144  This  flexibilit  y  allows  us  to  consider  important  domest  ic  and
 international  public  policy  concerns  in  assessing  compliance  with  the  criteria  set  forth  in
 Sections  621  and  622  of  the  Act  in  keeping  with  the  intent  of  the  legislation.  We  find  in
 137  Id.
 138  Id.
 139  Id.
 140  Pub.  L.  106-  180    621(  1)(  B).
 141  Pub.  L.  106-  180    601(  b)(  1)(  ii).
 142  Pub.  L.  106-  180    625(  5)(  A)(  ii).
 143  See  Pub.  L.  106-  180    601(  b)(  1)(  B).
 144  See  note  82,  supra.
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 this  decision  that  Inmarsats  privatization,  in  total,  is  consistent  with  the  non-  IPO  criteria
 of  the  Act  and  conclude  that  the  intent  of  the  Act  is  being  achieved.  Under  the
 circumstances,  no  purpose  would  be  served  by  delaying  action  on  the  applications  or
 placing  limitations  on  authorizations  because  of  the  requirements  of  Section  621(  1)(  B).
 56.  Finally,  Section  601(  B)(  1)(  A)(  ii)  requires  the  Commission  to  determine
 after  April  1,  2000  whether  Inmarsat  has  been  privatized  in  a  manner  that  will  harm
 competition  in  the  telecommunications  market  of  the  United  States.  145  By  this  Order,  we
 fulfill  this  requirement.
 5.  Exclusive  Arrangements
 57.  The  ORBIT  Act  specifically  provides  for  restrictions  against  exclusive
 arrangements  for  the  provision  of  satellite  services  between  the  United  States  and  other
 countries.  Section  648  provides:
 (a)  IN  GENERAL  No  satellite  operator  shall  acquire  or  enjoy  the
 exclusive  right  of  handling  telecommunications  to  or  from  the
 United  States,  its  territories  or  possessions,  and  any  other  country
 or  territory  by  reason  of  any  concession,  contract,  understanding,
 or  working  arrangement  to  which  the  satellite  operator  or  any
 persons  or  companies  controlling  or  controlled  by  the  operator  are
 parties.
 (b)  EXCEPTION.--  In  enforcing  the  provisions  of  this  section  the  Commission
 (1)  shall  not  require  the  termination  of  existing  satellite
 telecommunications  services  under  contract  with,  or  tariff  commitment
 to,  such  satellite  operator;  but
 (2)  may  require  the  termination  of  new  services  only  to  the  country  that
 has  provided  the  exclusive  right  to  handle  telecommunications,  if  the
 Commission  determines  the  public  interest,  convenience,  and  necessity  so
 requires.  146
 Nothing  in  the  record  before  us  indicates  that  Inmarsat  has  exclusive  arrangements
 precluded  by  the  Act.  While  Motient  alleges  anticompetitive  conduct  by  Inmarsat,  the
 alleged  conduct  does  not  appear  to  fall  under  Section  648.  As  the  Commission  did  in
 licensing  Intelsat  LLC,  we  condition  Inmarsats  operation  in  the  United  States  through
 the  authorizations  we  grant  in  this  Order  on  compliance  with  Section  648.  147
 145  Pub.  L.  106-  180    601(  b)(  1)(  A)(  ii).
 146  Pub.  L.  106-  180,    648.
 147  Intelsat  LLC  Licensing  Order,  15  FCC  Rcd  at  15479-  80.
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 6.  ORBIT  Act  Conclusions
 58.  In  view  of  the  above,  and  subject  to  the  conditions  that  we  impose  in  this
 decision,  we  find  that  Inmarsat  has  privatized  in  a  manner  consistent  with  the  non-  IPO
 requirements  of  Sections  621  and  624  of  the  ORBIT  Act.  Inmarsat  has  been  privatized
 into  a  national  stock  corporation  with  a  fiduciary  board  of  directors  that  satisfies  the  Acts
 restrictions  against  having  interlocking  directors,  officers,  managers  and  employees  with
 any  intergovernmental  organization  or  Signatory  or  former  Signatory.  Inmarsat  does  not
 have  privileges  and  immunities  and  is  subject  to  the  legal  and  regulatory  processes  of  the
 United  Kingdom.  The  U.  K.  has  effective  laws  and  regulations  to  protect  competition  and
 is  a  member  of  the  European  Union.  It  also  is  a  Signatory  to  the  WTO  Basic
 Telecommunications  Services  Agreement  and  has  committed  under  the  Agreement  to  non-discriminatory
 access  to  its  satellite  market.  Inmarsat  maintains  an  arms-  length
 relationship  with  IMSO.  The  U.  K.  Radiocommunications  Agency  is  responsible  for
 making  Inmarsat  spectrum  and  orbital  filings  with  the  ITU  and  coordinating  with  other
 administrations.  It  imposes  due  diligence  requirements  on  Inmarsat  to  prevent
 warehousing  of  orbital  locations.
 59.  Under  these  circumstances,  we  find  under  Section  601(  b)  of  the  ORBIT
 Act  that  the  use  of  space  segment  operated  by  Inmarsat  for  services  to,  from,  or  within  the
 United  States  will  not  harm  competition  in  the  telecommunications  market  of  the  United
 States.  148  We  condition  the  authorizations  granted  herein  on  Inmarsat  conducting  an  IPO
 consistent  with  Sections  621(  2)  and  621(  5)(  A)(  ii)  of  the  ORBIT  Act.  We  maintain  the
 ability  to  take  action  that  may  be  required  by  the  Act  should  Inmarsat  not  conduct  such  an
 IPO  or  should  we  find  Inmarsat  in  violation  of  any  provision  of  the  Act  in  the  future.
 60.  Having  found  that  Inmarsat  privatized  in  a  manner  consistent  with  the
 non-  IPO  requirements  of  the  Act,  we  may  authorize  any  services,  including  additional
 services,  under  the  ORBIT  Act,  149  that  meet  our  rules,  subject  to  Inmarsats  conducting  an
 IPO  in  compliance  with  Section  621.  150  Finally,  our  conclusions  allowing  access  to  the
 U.  S.  market,  subject  to  our  normal  licensing  procedures,  moots  the  need  to  address
 Inmarsats  argument  that  it  is  entitled  to  access  under  the  WTO  notwithstanding  the
 ORBIT  Act  criteria.  151
 148  Pub.  L.  106-  180    601(  b)
 149  See  Pub.  L.  106-  180    602(  a)  which  precludes  Commission  authorization  of  additional  services  by
 Inmarsat  until  Inmarsat  has  privatized  in  accordance  with  the  Act.  Section  681(  2)  defines  additional
 services  for  Inmarsat  as  the  non-  maritime  and  non-  aeronautical  services  in  the  1.  5  and  1.  6  GHz  band  on
 planned  satellites  in  the  2  GHz  band.
 150  We  need  not  address  Globalstars  argument  that  Inmarsats  provision  of  domestic  land  mobile  and
 aeronautical  services  as  proposed  by  the  applications  before  us  must  be  considered  additional  services
 under  the  Act.
 151  Inmarsat  Comments  on  Comsat  Applications  at  2-  3  and  on  Stratos  Applications  at  2-  3.
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 B.  DISCO  II  Analysis
 61.  Under  the  DISCO  II  decision,  the  Commission  considers  requests  by
 foreign  licensed  satellite  systems  to  serve  the  U.  S.  market  pursuant  to  our  public  interest
 mandate  and  other  factors  relevant  to  making  this  determination.  The  factors  we  consider
 are  the  effect  of  competition  in  the  United  States,  spectrum  availability,  eligibility
 requirements,  technical  requirements,  and  national  security,  law  enforcement,  foreign
 policy  and  trade  issues,  as  appropriate.  152
 1.  Competition  Issues
 62.  When  considering  entry  of  foreign  licensed  satellites  in  the  United  States
 market,  we  presume  that  the  provision  of  services  for  which  the  United  States  made
 market  access  commitments  by  satellite  systems  from  WTO-  member  countries  will
 promote  competition.  As  discussed  above,  the  purpose  of  the  ORBIT  Act  is  to  promote
 competition  through  the  entry  of  a  privatized  Inmarsat  into  the  United  States
 telecommunications  market.  Thus,  our  finding  that  Inmarsat  has  privatized  consistent
 with  the  provisions  of  the  ORBIT  Act  is  largely  dispositive  of  the  traditional  DISCO  II
 competition  analysis  in  this  instance.
 63.  We  also  find  that  grant  of  these  applications  will  make  available  to  U.  S.
 consumers  more  competitive  options,  enhance  operational  efficiency  and  may  reduce  the
 cost  of  service.  In  DISCO  I,  we  recognized  that,  with  the  trend  towards  a  globalized
 economy,  users  with  wholly  domestic  or  international  service  requirements  might  not  be
 able  to  meet  their  needs  under  the  then-  current  regulatory  framework.  153  Under  that
 framework,  domest  ic  satellites  provided  domest  ic  service  and  internat  ional  satellites
 provided  international  service,  subject  to  certain  limited  exceptions.  154  The  Commission
 eliminated  the  regulatory  distinctions  between  U.  S.-  licensed  domestic  and  international
 satellites,  including  those  satellites  providing  MSS.  As  a  result,  U.  S.-  licensed  domestic
 and  international  satellite  systems  could  provide  both  domestic  and  international  service  in
 appropriate  primary  frequency  bands  subject  to  geographic  coverage  limitations  and
 international  coordination  obligations.
 152  DISCO  II  at  15.
 153  Amendment  to  the  Commissions  Regulatory  Policies  Governing  Domestic  Fixed  Satellites  and
 Separate  International  Satellite  Systems,  IB  Docket  No.  95-  41,  11  FCC  Rcd  2429  (1996)(  DISCO  I).
 154  Under  the  now  defunct  Transborder  policy,  U.  S.  domestic  satellites  could  provide  international  service
 to  countries  within  their  footprints  where:  (1)  Intelsat  could  not  provide  the  service;  or  (2)  it  would  be
 clearly  uneconomical  or  impractical  to  use  the  Intelsat  system  for  the  service.  Transborder  Satellite  Video
 Services,  88  FCC2d  258,  287  (1981).  U.  S.  international  satellite  systems  could  provide  domestic  service
 ancillary  to  their  primary  international  service.  Establishment  of  Satellite  Systems  Providing  International
 Communications,  101  FCC  2d  1046  (1985)  (  Separate  Systems  decision),  recon.,  61  R.  R.  2d  649  (1986),
 further  recon.,  1  FCC  Rcd  439  (1986).
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 Federal  Communications  Commission  FCC  01-  272
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 64.  The  actions  we  take  today  further  implement  the  policy  objectives  set
 forth  in  DISCO  I.  Users  with  both  internat  ional  and  domest  ic  MSS  requirements  will  be
 able  to  satisfy  both  using  a  single  satellite  system.  For  example,  Deere  states  that  its
 Starfire  TM  service  is  available  to  farmers  in  Canada,  Mexico,  Central  and  South  America
 via  the  Inmarsat  system.  Farmers  in  those  countries  pick  up  the  valuable  farming  data
 with  small,  receive-  only  Deere  receivers.  Permitting  Deere  to  offer  its  service  using  the
 same  satellite  throughout  North  America  may  offer  efficiencies  and  cost  savings.
 Similarly,  other  applicants  with  international  and  domestic  MSS  requirements  will  be  able
 to  realize  operational  efficiencies  and  cost  savings  through  the  use  of  one  satellite  system.
 2.  Spectrum  Availability
 (a)  Requested  Conditions
 65.  The  second  public  interest  factor  we  consider  is  spectrum  availability,  i.  e.
 whether  there  is  spectrum  available  to  accommodate  the  various  earth  station  requests.  As
 the  Commission  noted  in  DISCO  II,  we  will  consider  spectrum  availability  in  determining
 whether  to  grant  a  foreign-  licensed  satellite  access  to  the  U.  S.  market.  155  Specifically,  in
 considering  earth  station  applications  that  propose  to  provide  service  in  the  United  States
 using  an  operating  foreign-  licensed  satellite,  [  w]  e  must  determine  whether,  and  to  what
 extent,  the  proposed  U.  S.  service  will  impact  existing  operations  in  the  United  States.  156
 For  example,  the  Commission  stated  that  it  did  not  expect  to  require  existing  U.  S.
 satellite  systems  to  change  their  licensed  operating  parameters  or  to  decrease  their  capacity
 in  order  to  accommodate  additional  non-  U.  S.  systems.  157
 66.  As  noted  previously,  five  satellite  operators  provide  L-  band  services  in
 North  America  and  nearby  geographic  areas.  Since  1996,  the  parties  to  the  L-  band
 coordination  have  recognized  that  they  are  not  able  to  coordinate  specific  amounts  of
 spectrum  on  a  permanent  basis.  As  a  result,  the  operators  signed  a  one-  year  agreement  that
 is  revisited  annually  based  upon  current  and  projected  traffic  levels  of  each  system.  The
 1996  operator-  to-  operator  agreement  provided  each  system  with  an  amount  of  spectrum
 based  upon  its  current  and  projected  near-  term  traffic  requirements.
 67.  Recently,  as  a  result  of  the  U.  S.  WTO  commitments,  and  the  status  of  the
 L-  band  coordination,  the  Commission  authorized  TMI  Communications  and  Satcom
 Systems  to  provide  MSS  throughout  the  continental  United  States  via  the  Canadian
 MSAT-  1  satellite.  158  The  Commission  rejected  arguments  by  Motient  that  grant  of  the
 application  would  result  in  a  modification  of  its  license  and  cause  interference  to  its
 155  DISCO  II  at  149.
 156  Id.,  at  150.
 157  Id.,  at  147.
 158  Satcom  Systems,  Inc.  and  TMI  Communications  and  Co.,  14  FCC  Rcd  20798  (1999)  (TMI  Order)  affd
 AMSC  Subsidiary  Corporation  v.  FCC,  216  F.  3d  1154  (D.  C.  Cir.  2000).
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 system.  It  noted  that  TMIs  METs  would  only  operate  on  the  spectrum  coordinated  for
 the  Canadian  system  that  did  not  overlap  with  the  spectrum  coordinated  for  Motients
 system.  159  It  also  denied  Motients  request  that  no  foreign-  licensed  system  be  permitted  to
 operate  in  the  United  States  until  Motient  had  coordinated  an  additional  20  MHz  to  which
 Motient  argued  it  was  entitled.  160  The  Commission  also  stated  that,  in  the  absence  of  an
 operator-  to-  operator  agreement  in  the  L-  band,  all  of  TMIs  operations  must  be  on  a  non-interference
 basis.  161
 68.  Motient  argues  that  there  is  not  enough  spectrum  to  permit  the  addition  of
 so  many  new  terminals  and  that  the  Commission  must  assess  the  cumulative  impact  of
 these  additions.  162  Motient  notes  that  the  L-  band  operators  have  not  been  able  to  reach
 agreement  on  the  most  recent  annual  renewal  of  the  operator-  to-  operator  agreement  since
 1999.  In  the  absence  of  such  an  agreement  or  a  permanent  coordination  agreement,
 Motient  argues  that  a  grant  of  applications  to  access  foreign-  licensed  satellites  could  take
 away  lower  L-  band  spectrum  coordinated  for  Motients  system  in  the  1999  operator-  to-operator
 agreement.  163  Under  these  circumstances,  Motient  believes  that  the  Commission
 should  explain  what  operation  on  a  non-  interference  basis  means  or  how  the  Commission
 will  implement  or  enforce  this  license  condition.
 69.  Motient  requests  that  we  attach  conditions  to  any  authorization  to  access
 Inmarsat  for  non-  core  services  because  of  alleged  anti-  competitive  actions  by  Inmarsat
 that  Motient  claims  have  impeded  its  ability  to  develop  competitive  services.  164  First,
 according  to  Motient,  Inmarsat  has  exacerbated  the  problem  with  scarce  L-  band  spectrum
 by  using  inefficient  Standard  A  terminals.  Second,  Motient  alleges  that  Inmarsat  has  not
 taken  steps  to  make  its  system  interoperable  with  Motients  system.  And  third,  Motient
 alleges  that  Inmarsat  has  refused  to  provide  proprietary  information  that  would  allow
 Motient  to  make  its  system  interoperable  with  Inmarsat.  In  order  to  correct  the  effects  of
 these  alleged  anti-  competitive  actions,  Motient  requests  that  we  impose  conditions  that
 would:  (i)  provide  Motient  with  permanent  access  to  the  additional  10  MHz  of  L-  band
 spectrum  needed  for  its  commercial  viability;  (ii)  establish  a  specific  time  table  for
 phasing  out  Inmarsats  Standard  A  terminals,  which  Motient  argues  are  spectrally
 inefficient;  and  (iii)  require  that  Inmarsat  be  interoperable  with  Motients  MSS  network
 or,  alternatively,  require  Inmarsats  agreement  to  share  relevant  proprietary  technical
 information  with  Motient  so  that  its  earth  station  can  be  made  compatible  with  Inmarsat
 specifications.  165  Motient  believes  these  conditions  are  necessary  because  of  actions
 159  Id.,  at  25.
 160  Id.,  at  30.
 161  TMI  Order  at  34.
 162  Motient  Petition  to  Deny  Comsat  at  24-  5;  SITA  at  26.
 163  Motient  Petition  to  Deny  Comsat  at  26.
 164  Motient  Petition  to  Deny  Comsat  Mobile  App.  at  20
 165  Motient  Petition  to  Deny  at  20.
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 directly  attributable  to  Inmarsat  that  have  impeded  its  ability  to  develop  competitive
 services.
 70.  Each  applicant,  and  Inmarsat  opposed  Motients  requested  conditions.
 Inmarsat  notes  that  in  the  case  of  TMI,  the  Commission  and  the  Court  of  Appeals  rejected
 Motients  arguments.  Specifically,  Inmarsat  notes  that  Motient  has  no  guarantee  to  any
 particular  spectrum  and  that  all  L-  band  use  by  any  operator  is  contingent  on  coordination
 of  that  spectrum  by  the  operator.  166  Moreover,  Inmarsat  and  Comsat  state  that  Motient  has
 not  demonstrated  that  the  spectrum  that  is  available  is  insufficient  to  meet  its  customers
 needs  or  that  it  is  suffering  harmful  interference  from  any  other  operator  in  the  L-  band.
 With  respect  to  the  conditions  suggested  by  Motient,  Comsat  notes  that  Inmarsat  has
 increased  the  spectrum  efficiency  of  its  Standard  A  operations,  including  optimization  of
 its  frequency  plan  to  reduce  Standard  A  carrier  spacing  and  by  interleaving  Standard  A
 and  Standard  B  carriers.  167  As  for  interoperability  of  Motients  system  with  Inmarsat,
 Comsat  states  that  there  is  no  legal  requirement  that  satellite  systems  be  interoperable.
 Comsat  also  opposes  conditions  for  gaining  permanent  access  to  Inmarsats  proprietary
 technical  information.  Comsat  states  that  this  information  was  available  to  Motient  for  a
 fee,  and  that  Motient  was  unwilling  to  pay  the  reasonable  royalty  fee  Inmarsat  requested
 for  the  use  of  Inmarsat  proprietary  technology.  168  In  reply,  Motient  argues  that  Inmarsat
 demanded  unreasonable  terms  and  conditions  and  excessive  fees  for  such  information.  169
 71.  We  find  that  granting  the  applications  before  us  to  use  the  Inmarsat  system
 to  serve  the  United  States  will  not,  under  our  DISCO  II  policies,  impact  Motients  existing
 operations,  change  its  licensed  operating  parameters,  or  necessarily  decrease  its  capacity.
 We  recognize  that  the  circumstances  before  us  are  different  than  in  TMI  because  of  the
 absence  of  an  operator-  to-  operator  agreement.  Thus,  unlike  the  TMI  Order,  we  cannot
 state  that  Inmarsat  will  be  operating  on  frequencies  coordinated  for  it  and  that  there  is  no
 chance  of  interference.  The  absence  of  such  an  agreement,  however,  is  not  a  sufficient
 basis  upon  which  to  deny  the  pending  applications.
 72.  Given  the  uncertain  ability  of  L-  band  operators  to  reach  a  satisfactory
 coordination  arrangement  under  the  Mexico  City  agreement,  the  Commission  recognized
 in  the  TMI  Order  that  the  five  MSS  operators  in  the  L-  band  might  not  always  reach  an
 agreement  on  annual  spectrum  requirements.  170  The  Commission  stated  that,  if  no
 operator-  to-  operator  agreement  could  be  reached,  all  of  the  systems  must  operate  on  a
 166  Inmarsat  Opposition  at  4,  Comsat  Opposition  at  11.
 167  Comsat  Opposition  at  10.
 168  Id.  at  11.
 169  Motient  Reply  at  13.
 170  TMI  Order  at  26.
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 Federal  Communications  Commission  FCC  01-  272
 40
 non-  interference  basis,  consistent  with  ITU  Radio  Regulations.  171  The  Commission  said
 that,  in  the  absence  of  an  annual  operator-  to-  operator  agreement,  it  would  not  require
 operators  to  discontinue  services  after  the  agreement  expired  on  December  31,  1999  172  and
 would  continue  to  permit  TMI  to  operate  and  acquire  customers  on  a  non-  interference
 basis.  173  Based  on  these  statements  in  the  TMI  Order,  we  conclude  that  the  absence  of  an
 annual  operator-  to-  operator  agreement  is  not  a  sufficient  basis  upon  which  to  deny  the
 applications  presented  here.  Moreover,  we  also  note  that  the  absence  of  an  operator-  to-operator
 agreement  since  1999  has  not  led  to  any  complaints  of  harmful  interference  by
 any  of  the  five  L-  band  operators.  This  indicates  that,  even  in  the  absence  of  a  formal
 agreement,  the  satellite  operators  have  been  able  to  operate  without  creating  harmful
 interference  to  other  L-  band  operators.  This  experience  provides  additional  support  for
 our  belief  that  spectrum  limitation  concerns  are  best  addressed  in  the  L-  band  coordination
 process.  174  As  in  the  TMI  Order,  we  require  that  all  services  authorized  herein  be
 provided  on  a  non-  interference  basis.  We  believe  that  the  non-  interference  requirement
 promulgated  in  our  rules  and  in  the  ITU  Radio  Regulations  is  sufficiently  clear  and  needs
 no  further  explanation  as  Motient  suggests.  175
 73.  We  also  find  no  basis  in  the  record  to  impose  the  conditions  Motient
 requests  on  the  provision  of  non-  core  Inmarsat  services.  We  previously  rejected  the  first
 condition--  that  we  condition  any  grant  of  authority  on  Motient  coordinating  an  additional
 10  MHz  of  L-  band  spectrum  to  which  it  believes  it  is  entitled  in  the  TMI  Order.  176  As
 discussed  in  paragraph  5-  6,  supra,  there  is  no  permanent  assignment  of  specific  spectrum
 to  any  L-  band  operator.  Thus,  no  operator  can  assert  any  claim  with  respect  to  a  specific
 piece  of  spectrum.
 74.  As  for  technical  efficiency,  we  conclude  that  the  use  of  Standard  A
 terminals,  which  Motient  cites  as  inefficient,  bears  no  immediate  relationship  to  the
 Commissions  inability  to  coordinate  additional  spectrum  for  Motient.  In  any  event,  we
 are  not  authorizing  Inmarsat  Standard  A  terminals  by  this  Order.
 75.  With  respect  to  interoperability,  there  is  no  current  Commission
 requirement  that  competing  mobile  satellite  systems  be  interoperable,  such  that  METs
 designed  to  operate  with  one  system  could  also  be  operated  with  other  systems.  We
 decline  to  adopt  such  a  requirement  on  an  ad  hoc  basis.  While  there  are  some
 171  Id.  at  34.
 172  Id.
 173  Id.
 174  Comsat  Corporation,  11  FCC  Rcd  8021  (1996),  5.
 175  47  C.  F.  R.    25.111(  b)  and  ITU  Radio  Regulations,  Article  S4.  2.
 176  See  footnote  9,  supra.
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 Federal  Communications  Commission  FCC  01-  272
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 circumstances  in  which  the  development  of  interoperable  equipment  is  desirable,  177  there
 is  no  basis  for  concluding  in  this  proceeding  that  requiring  interoperability  through
 regulatory  intervention  at  this  stage  in  the  deployment  of  L-  band  MSS  systems  will  result
 in  any  immediate  benefits  to  consumers.  We  note,  however,  that  footnote  US308  states
 that  systems  not  interoperable  with  AMS[  R]  S  must  operate  on  a  secondary  basis  to  that
 service.
 76.  We  also  find  no  basis  to  require  that  Inmarsat  make  certain  proprietary
 technical  information  available  to  Motient.  Motient  states  that  Inmarsat  had  been
 obligated  under  the  former  Article  21(  7)(  b)  of  the  Inmarsat  Convention  to  make  available
 certain  technical  information  on  fair  and  reasonable  conditions.  We  note  that  former
 Article  21(  7)(  b)(  ii)  provided  that  technical  information  be  made  available  on  fair  and
 reasonable  terms  and  conditions.  On  the  basis  of  the  evidence  in  the  record,  it  appears
 that  there  was  a  commercial  dispute  between  Inmarsat  and  Motient  as  to  the  value  of  the
 information  to  which  Motient  sought  access  and  the  terms  and  conditions  under  which
 access  would  be  provided.  We  decline  to  resolve  that  dispute  in  the  context  of  this
 licensing  proceeding.
 (b)  Lower  L-  band  Notice  of  Proposed  Rulemaking
 77.  In  June  1996,  the  Commission  issued  a  Notice  of  Proposed  Rulemaking  to
 establish  rules  and  policies  for  the  use  of  spectrum  for  MSS  in  the  lower  L-  band.  178  In  the
 Lower  L-  band  NPRM,  the  Commission  acknowledged  that  in  the  course  of  international
 coordination  it  became  clear  that  the  United  States  would  not  be  able  to  secure  sufficient
 spectrum  in  the  upper  L-  band  to  support  Motients  system.  Consequently,  the
 Commission  indicated  that  it  would  seek  to  coordinate  spectrum  in  the  lower  L-  band  to
 provide  additional  spectrum  for  Motients  operations.
 78.  The  Commission  recognized  that  when  it  established  licensing  policies  for
 L-  band  MSS  in  1985,  it  had  "estimated  that  an  MSS  system  would  require  20
 megahertz"  179  (10  megahertz  in  each  transmission  direction).  The  Commission  further
 recognized  that,  based  on  the  status  of  coordination  negotiations,  it  was  unlikely  to
 coordinate  more  than  20  to  24  megahertz  (10  to  12  megahertz,  respectively,  in  each
 transmission  direction)  in  the  entire  L-  band  and  significantly  less  than  that  amount  in  the
 177  See,  e.  g.  Establishment  of  Rules  and  Policies  for  the  Digital  Audio  Radio  Satellite  Service  in  the  2310-
 2360  MHz  Frequency  Band,  Report  and  Order  and  Further  Notice,  12  FCC  Rcd  5754  (1997).
 178  In  the  Matter  of  Establishing  Rules  and  Policies  for  the  Use  of  Spectrum  for  Mobile  Satellite  Service  in
 the  Upper  and  Lower  L-  band,  Notice  of  Proposed  Rulemaking,  11  FCC  Rcd  11675  (1996)  ("  Lower  L-  band
 Notice").
 179  Lower  L-  band  Notice  at  9,  citing  Amendments  of  Parts  2,  22,  and  25  of  the  Commission's  Rules  to
 Allocate  Spectrum  for  and  Establish  Rules  Pertaining  to  the  Use  of  Radio  Frequencies  in  Land  Mobile
 Satellite  Service,  Notice  of  Proposed  Rulemaking,  50  Fed.  Reg.  5983  (1985).
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 Federal  Communications  Commission  FCC  01-  272
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 upper  L-  band.  180  The  Commission  stated  that,  while  it  could  not  guarantee  the  outcome  of
 international  coordinations  regarding  the  L-  band  spectrum,  it  would  attempt  to  secure
 sufficient  spectrum  "to  ensure  that  our  licensees  have  a  fair  opportunity  to  compete."  181
 To  provide  Motient  with  this  opportunity,  the  Commission  proposed  to  modify  Motients
 authorization  to  permit  it  to  operate  in  the  lower  L-  band  spectrum  coordinated  for  the  U.  S.
 system,  without  considering  competing  U.  S.  lower  L-  band  applications  for  U.  S.  space
 station  licenses.  182  The  Commission  requested  comment  on  this  proposal,  as  well  as  on
 whether  its  1985  estimate  regarding  the  amount  of  spectrum  (10  megahertz  in  each
 direction)  needed  to  operate  a  viable  MSS  system  was  still  valid.  183  The  Commission  also
 proposed  that  if  the  United  States  were  able  to  coordinate  more  than  28  megahertz  of
 spectrum  in  the  upper  and/  or  lower  L-  bands,  it  would  allow  other  parties  to  apply  for
 assignment  of  the  additional  spectrum  for  U.  S.  space  station  licenses.  184  The  Commission
 indicated,  however,  that  it  viewed  this  possibility  as  unlikely,  and  indicated  that  it  was
 proposing  a  rule  under  which    [it  would]  not  now  accept  applications  for  spectrum
 coordinated  in  the  Lower  L-  Band.  185
 79.  These  Commission  statements  have  been  cited  as  creating  a  lower  L-band
 freeze.  Motient  interprets  this  lower  L-  band  freeze  to  preclude  the  granting  of
 any  earth  station  applications  to  access  non-  U.  S.  satellites  to  provide  domestic  service
 using  lower  L-  band  frequencies  until  Motient  receives  adequate  L-  band  spectrum.
 Comsat,  Honeywell,  and  Deere,  on  the  other  hand,  argue  that  the  Commissions
 statements  were  directed  only  to  the  acceptance  of  applications  for  U.  S.-  issued  space
 station  licenses,  and  to  spectrum  coordinated  for  use  by  U.  S.  space  stations.  186
 80.  The  Commissions  primary  focus  in  the  Lower  L-  band  proceeding  was  to
 ensure  that  all  spectrum  coordinated  for  the  U.  S.  space  station  licensee  in  the  lower  L-band
 would  be  allocated  to  Motient,  the  sole  U.  S.  licensee,  rather  than  opened  up  to
 applications  for  additional  U.  S.  space  station  licenses.  187  Indeed,  there  was  no  policy  in
 place  governing  entry  into  the  U.  S.  market  by  non-  U.  S.  satellite  systems.  Since  the
 initiation  of  the  Lower  L-  band  proceeding,  we  issued  our  DISCO  II  decision  that
 implemented  the  market  opening  commitments  made  by  the  U.  S.  in  the  WTO  Agreement.
 In  addition,  Congresss  enactment  of  the  ORBIT  Act,  which  seeks  to  promote  a  more
 180  Lower  L-  band  Notice  at  9.
 181  Id.  at  14.
 182  Id.  at  11.
 183  Id.  at  10.
 184  Id.  at  16.
 185  Id.,  at  19.
 186  Honeywell  Opposition  at  3;  Deere  Opposition  at  12;  Comsat  Opposition  at  15.
 187  Lower  L-  band  Notice,  at    19.
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 Federal  Communications  Commission  FCC  01-  272
 43
 competitive  U.  S.  marketplace  through  the  entry  of  a  privatized  Inmarsat,  further
 underscores  our  belief  that  permitting  Inmarsat  satellites  to  serve  the  U.  S.  market  will
 result  in  benefits  to  U.  S.  consumers.  Consequently,  we  believe  that  the  public  interest  is
 served  by  granting  the  applications  at  issue  here  to  provide  domestic  and  international
 MSS  in  the  entire  L-  band  in  order  to  make  available  to  U.  S.  consumers  the  benefits  of
 compet  it  ion.
 81.  The  authorizations  we  grant  here  allowing  the  applicants  to  operate  with
 Inmarsat  in  the  lower  L-  band  will  not  be  significantly  affected  by  policies  adopted  in  the
 Lower  L-  band  proceeding.  However,  the  permanent  authority  granted  herein  shall  not
 become  effective  until  action  in  the  Lower  L-  band  proceeding.  In  the  interim,  we  grant
 the  applicants  Special  Temporary  Authority  to  operate  in  the  lower  L-  band,  subject  to  the
 conditions  in  this  Order.  If  our  decision  in  the  Lower  L-  band  proceeding  does  not  require
 modification  of  the  authorizations  we  grant  today,  the  authorizations  will  become  effective
 without  any  further  action  by  the  applicants.
 3.  Technical  Requirements
 a.  Real-  time  Access  and  Priority  Preemption  Requirements  for  the  L-Band
 82.  In  both  the  upper  and  lower  L-  band,  MSS  operators  must  be  able  to
 provide  real-  time  access  and  priority  preemption  capability  for  certain  safety  and
 distress  services.  In  the  upper  L-  band,  a  portion  is  shared  on  a  co-  primary  basis  188
 between  commercial  MSS  and  a  safety-  related  service--  Aeronautical  Mobile  Satellite
 (Route)  Service  (AMS[  R]  S).  189  According  to  Footnote  US308  to  the  Table  of  Frequency
 Allocations,  MSS  operators  must  be  able  to  provide  real-  time  access  and  priority
 preemption  to  provide  AMS[  R]  S.  190  In  the  lower  L-  band,  the  relevant  safety  and
 188  Allocation  of  a  given  frequency  band  for  a  particular  service  on  a  primary  basis  entitles  operators  to
 protection  against  harmful  interference  from  other  services.  Any  use  of  that  frequency  band  for  service  not
 allocated  requires  that  the  operator  not  cause  harmful  interference  to  authorized  users  operating  in
 accordance  with  the  Allocation  Table  and  to  accept  any  interference  from  such  authorized  users.  Services
 operating  on  a  co-  primary  basis  have  equal  rights.  However,  MSS  operations  in  the  upper  L-  band  are
 subject  to  Footnote  US308.
 189  AMS[  R]  S  is  a  mobile  satellite  service  using  mobile  terminals  on  board  aircraft.  This  service  can  be
 used  to  support  domestic  and  international  traffic,  including  air  traffic  control.  The  [R]  indicates  that  the
 spectrum  is  used  for  aeronautical  communications  related  to  the  safety  and  regularity  of  flights  primarily
 along  national  and  international  civil  air  routes.
 190  Section  2.106  of  the  Commissions  Rules,  47  C.  F.  R.    2.  106,  contains  the  Table  of  Frequency
 Allocations.  The  Table  includes  footnotes  with  conditions  applicable  to  both  U.  S.  Government  and  non
 Government  stations.  Footnote  US308  states  that  in  the  1549.5-  1558.  5/  1651-  1660  MHz  frequency  band
 the  AMS[  R]  S  requirements  that  cannot  be  accommodated  in  the  1545-  1549.5  MHz,  1558.  5-  1559  MHz,
 1646.5-  1651  MHz  and  1660-  1660.5  MHz  frequency  bands  shall  have  priority  access  with  real-  time
 preemptive  capability  with  respect  to  communications  in  the  mobile-  satellite  service.  Systems  not
 interoperable  with  AMS[  R]  S  shall  operate  on  a  secondary  basis.  Account  shall  be  taken  of  the  priority  of
 safety-  related  communications  in  the  mobile-  satellite  service.  S5.  357A  in  the  ITUs  Radio  Regulations
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 Federal  Communications  Commission  FCC  01-  272
 44
 distress  service  is  the  Global  Maritime  Distress  and  Safety  System  (GMDSS).  Footnote
 US315  to  the  Table  of  Frequency  Allocations  provides  for  real-  time  access  and  priority
 preemption  capability  for  maritime  mobile  satellite  service  distress  and  safety
 communications.
 83.  Motient  argues  that  several  of  the  applicants,  including  Stratos,
 Honeywell,  Comsat,  and  Deere  have  not  provided  information  regarding  the  ability  of  the
 Inmarsat  system  to  provide  real-  time  access  and  priority  preemption  across  the  entire  L-band.  191
 Motient  argues  that  the  Inmarsat  system  is  substantially  different  from  the
 Motient  system  and  that  the  Inmarsat  system  does  not  have  the  same  technical  capability
 that  Motient  has  for  preempting  lower  priority  traffic.  192  Motient  also  questions  how
 Inmarsat  can  comply  with  the  real-  time  access  and  priority  preemption  requirements  of  the
 U.  S.  and  other  countries  at  the  same  time.
 84.  Stratos  states  that  its  M4  terminals  are  capable  of  being  shut  down  on
 command  of  an  Inmarsat  system  hub  as  required  by  FCC  rules  193  and  Footnote  US308  to
 the  Table  of  Frequency  Allocations.  194  Stratos  notes  that  the  signaling  control  provided  by
 Inmarsat  assures  that  the  M4  terminals  satisfy  Footnote  US315  which  sets  forth  the  real-time
 access  and  priority  preemption  requirements  for  GMDSS.  Similarly,  Comsat  states
 it  complies  with  all  of  the  Commissions  real-  time  access  and  priority  preemption
 requirements.  Comsat  notes  that  the  Inmarsat  System  Definition  Manual  specifications
 for  priority  access  and  preemption  meet  or  exceed  all  such  requirements  of  the
 Commission.
 85.  Honeywell  also  notes  that  Inmarsat  Ltd.  will  not  use  certain  frequencies
 (1544-  1545  MHz  and  1645.5-  1646.  5  MHz  that  may  only  be  used  for  distress  and  safety-related
 services  and  communications)  in  order  to  avoid  interference  with  safety  and
 distress  communications.  195
 has  a  similar  priority  and  preemptive  access  requirement.  We  note,  that  in  the  1545-  1549.  5  MHz,  1558-
 1559  MHz,  1646.  5-  1651  MHz  and  1660-  1660.5  MHz  bands,  MSS  is  secondary  to  AMS[  R]  S  and  the  1660-
 1660.5  MHz  band  is  reserved  for  AMS[  R]  S  with  the  further  condition  that  mobile  earth  stations  operating
 in  these  bands  shall  not  cause  harmful  interference  to  stations  in  the  Radio  Astronomy  Service.
 191  Motient  Petition  to  Deny  Honeywell  at  27-  8  ;  Comsat  at  22-  3;  Deere  at  9.
 192  Id.
 193  See  Footnotes  S5.  357A  and  US3086.  Footnote  S5.  357A  provides  generally  that  in  the  bands  1545-
 1555  MHz  and  1646.  5-  1656.5  MHz  priority  shall  be  given  to  accommodating  the  requirements  of  the
 aeronautical  mobile-  satellite  (R)  service  communications  which  shall  have  priority  access  and  immediate
 availability,  by  preemption  if  necessary,  over  all  other  mobile-  satellite  communications  operating  within  a
 network.
 194  Stratos  Opposition  to  Motient  Petition  to  Deny  at  21.
 195  Honeywell  Opposition  to  Motient  Petition  to  Deny  at  14-  5.
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 Federal  Communications  Commission  FCC  01-  272
 45
 86.  Deere  states  that  Motients  argument  regarding  real-  time  access  and
 priorit  y  preempt  ion  has  no  relevance  to  its  application.  196  Deere  notes  that  real-  time
 access  and  priority  preemption  is  an  upper  L-  band  issue  and,  in  any  event,  its  terminals  are
 receive-  only  and  thus,  their  characteristics  do  not  affect  the  ability  to  preempt  the
 communications  they  receive.  197
 87.  In  1993,  the  National  Telecommunications  and  Information
 Administration  (NTIA)  and  the  Federal  Aviation  Administration  (FAA)  proposed  a
 minimum  set  of  capabilities  to  ensure  that  METs  and  LESs  operating  in  the  bands  1545-
 1559  MHz  and  1646.5-  1660.5  MHz  comply  with  US  Footnote  308  and  ITU  Radio
 Regulation  S5.357A  198  In  applying  the  NTIA/  FAA  Guidelines,  we  have  routinely  found
 that  full-  duplex  terminals,  because  of  their  ability  to  receive  communications  while
 transmitting,  meet  the  priority  preemption  and  real-  time  access  requirements  of  Footnote
 US308.  199  With  the  exception  of  the  Inmarsat  Standard  C  terminals,  we  find  no  basis  to
 question  the  ability  of  either  the  Inmarsat  system  or  the  applicants  terminals  to  meet  the
 Commissions  real-  time  access  and  priority  preemption  capability  requirements  under
 Footnotes  US308  and  US315.  Aside  from  the  Inmarsat  Standard  C  terminals,  all  of  the
 terminals  that  Comsat,  Stratos,  SITA  and  Honeywell  propose  to  use  are  full  duplex
 terminals.  200  Under  these  circumstances,  we  also  conclude  that  Inmarsats  system
 complies  with  the  Commissions  real-  time  access  and  priority  preemption  requirements.
 We  also  note  that  every  authorization  to  operate  in  the  L-  band  will  be  conditioned  on
 compliance  with  the  Commissions  real-  time  access  and  priority  preemption
 requirements.  201
 88.  As  for  the  Inmarsat  Standard  C  half-  duplex  terminals,  we  find  that  they  do
 not  satisfy  the  real-  time  access  and  priority  preemption  requirements  of  Footnote  US308,
 as  interpreted  in  the  NTIA/  FAA  Guidelines,  for  operation  in  the  upper  L-  band.  All  METs,
 196  Deere  Consolidated  Opposition  to  Petitions  to  Deny  at  4.
 197  Id.
 198  Letter  from  Richard  D.  Parlow,  Associate  Administrator,  Office  of  Spectrum  Management,  National
 Telecommunications  and  Information  Administration  and  Gerald  Markey,  Manager,  Spectrum  Engineering
 Division,  Federal  Aviation  Administration  to  Cheryl  Tritt,  Chief,  Common  Carrier  Bureau,  FCC  (January
 14,  1993).  See  also  Lower  L-  band  Notice,  Appendix  B.
 199  Rockwell  International  Corporation,  10  FCC  Rcd  10952  (1995)  at  11.
 200  Full-  duplex  METs  can  receive  a  data  message  while  simultaneously  transmitting  one.  Thus,  there
 would  be  no  delay  involved  in  a  full-  duplex  terminal  receiving  a  message  to  cease  operations.  Conversely,
 a  half-  duplex  METs  cannot  receive  and  transmit  data  messages  simultaneously  and,  therefore,  must  finish
 transmitting  before  receiving  an  incoming  message.  This  could  result  in  delay  in  preempting  half-  duplex
 operations.
 201  We  agree  with  Inmarsat  that  the  real-  time  priority  and  preemptive  access  requirements  need  not  be
 incorporated  directly  in  SITAs  Section  214  application.  SITA  states  that  Title  III  authorizations  are
 required  to  operate  the  terminals  and  will  be  sought  by  its  customers.  Appropriate  conditions  will  attach  to
 such  authorizations.
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 whether  operating  in  the  upper  or  lower  L-  band,  must  comply  with  real-  time  access  and
 priority  preemption  requirements.  There  are  no  exceptions  or  waivers  in  the  upper  L-  band
 due  to  the  quick  reactions  needed  in  an  aeronautical  environment.  In  the  past,  half-  duplex
 METs  were  deemed  incapable  of  satisfying  the  real-  time  access  and  priority  preemption
 requirements  because  they  cannot  receive  signals  while  transmitting.  Although  the
 NTIA/  FAA  Guidelines  were  recently  modified  to  permit  the  operation  of  certain  half-duplex
 terminals  in  the  upper  L-  band,  202  neither  Comsat  nor  Stratos  has  demonstrated  that
 Standard  C  terminals  meet  the  new  standard.  We  will,  however,  permit  operation  of
 Standard  C  terminals  in  the  lower  L-  band.  Although  Footnote  US315  to  the  Table  of
 Frequency  Allocations  and  NTIAs  Guidelines,  as  modified,  provides  for  real-  time  access
 and  priority  preemption  capability  for  maritime  mobile  satellite  service  distress  and  safety
 communications  in  the  lower  L-  band,  the  Commission  has  previously  permitted  half-duplex
 terminals  to  operate  in  the  lower  L-  band  pursuant  to  a  temporary  waiver  of
 Footnote  US315  based  on  our  experience  with  GMDSS  where  reaction  time  to  an
 emergency  is  greater  than  in  an  aeronautical  environment.  203  Accordingly,  we  grant
 Comsat  and  Stratos  temporary  waivers  of  Footnote  US315  to  permit  operation  of  Inmarsat
 Standard  C  terminals  in  the  lower  L-  band.
 89.  Finally,  we  note  that  the  real-  time  access  and  priority  preemption
 requirements  are  not  applicable  in  this  instance  to  the  Deere  terminals,  which  are  receive-only,
 and  have  no  transmit  capability  to  preempt.  Any  preemption  of  the  signal  the
 terminals  receive  would  be  accomplished  at  the  LES  which  is  subject  to  the  Commissions
 priority  preemption  and  real-  time  access  requirements.  204
 b.  Extended  C-  band  Frequencies
 90.  The  LESs  are  licensed  to  operate  on  C-  band  feeder  link  frequencies,
 including  3600-  3629  MHz,  and  on  L-  band  frequencies.  The  frequency  band  3600-  3650
 MHz  is  shared  on  a  co-  primary  basis  with  the  Federal  government  radiolocation  systems.
 Methods  to  assess  the  potential  for  and  mitigate  interference  from  high  power  radars  are
 addressed  in  the  NTIA  TR-  99-  361  report.  205  Comsat  performed  an  Electromagnetic
 Compatibility  (EMC)  analysis  as  required  by  Footnote  US245.  Comsat  has  agreed  to
 202  See  Letter  from  William  T.  Hatch,  Associate  Administrator,  Office  of  Spectrum  Management,
 Department  of  Commerce,  National  Telecommunication  and  Information  Administration  to  Donald
 Abelson,  Chief,  International  Bureau,  FCC  (August  25,  2000).
 203  Rockwell  International  Corp.,  10  FCC  Rcd  10952  (1995),    16.  We  note  that  available  evidence
 indicates  that  half-  duplex  METs  currently  in  use  have  not  so  far  adversely  affected  the  effectiveness  of  the
 GMDSS.
 204  See  105  infra.
 205  The  report  is  titled  Technical  Characteristics  of  Radiolocation  Systems  Operating  in  the  3.  1-  3.  7  GHz
 Band  and  Procedures  for  Assessing  EMC  with  Fixed  Earth  Station  Receivers,  and  is  available  on  the  NTIA
 Web  Site:  http://  www.  ntia.  coc.  gov/  osmhome/  reports.  html.
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 accept  the  levels  of  interference  from  these  radiolocation  systems  based  on  the  EMC
 analysis.  Its  LES  authorizations  will  be  conditioned  accordingly.
 91.  We  note,  however,  that  Footnote  US245  limits  use  of  the  3600-  3650  MHz
 frequency  band  to  international  inter-  continental  systems.  Currently,  the  Comsat  and
 Stratos  LESs  provide  international  MSS  using  these  frequencies  consistent  with  Footnote
 US  245.  As  noted  herein,  the  purpose  of  the  ORBIT  Act  was  to  permit  a  privatized
 Inmarsat  to  provide  service  to,  from  and  within  the  United  States.  In  light  of  our  finding
 that  Inmarsat  has  privatized  consistent  with  the  ORBIT  Act,  use  of  these  feeder  link
 frequencies  by  the  Comsat  and  Stratos  LESs  to  provide  domestic  MSS  is  a  natural
 consequence.  Moreover,  the  LESs  have  the  technical  capability  to  provide  domestic  MSS
 without  any  additional  risk  to  government  radiolocation  systems.  Consequently,  we  find
 that  a  waiver  of  Footnote  US245  is  required  to  permit  the  provision  of  domestic  MSS  and
 give  effect  to  the  express  purpose  of  the  ORBIT  Act.  Our  waiver  of  Footnote  US245  is
 limited  to  the  particular  facts  of  this  case  and  any  future  requests  for  waiver  will  be
 reviewed  on  a  case-  by-  case  basis.
 c.  Out  of  Band  Emissions
 92.  We  require  that  the  METs  authorized  herein  meet  current  out  of  band
 emissions  requirements.  Specifically,  MET  emissions  must  be  no  greater  than  70
 dBW/  MHz,  averaged  over  any  20  ms  interval,  in  the  band  1559-  1587.42  MHz.  The  EIRP
 of  discrete  emissions  of  less  than  700  Hz  bandwidth  generated  by  such  stations  shall  not
 exceed  80  dBW/  MHz,  averaged  over  20  ms,  in  that  band.  Nor  shall  MET  emissions
 exceed  64  dBW/  MHz,  averaged  over  20  ms,  in  the  band  1587.42-  1605  MHz.  The  EIRP
 of  discrete  emissions  of  less  than  700  Hz  bandwidth  generated  by  such  stations  shall  not
 exceed  74  dBW,  averaged  over  20  ms,  in  that  band.  Furthermore,  MET  operations  must
 conform  to  any  regulations  subsequently  adopted  by  the  Commission.  206
 93.  In  response  to  concerns  raised  by  NTIA,  Comsat  and  Stratos  filed  letters
 with  the  Commission  certifying  that  the  Inmarsat  B,  C,  M,  Mini-  M,  and  M4  terminals
 comply  with  Sections  25.202(  f)  and  Section  25.213(  b)  of  the  Commissions  rules.  207
 Section  25.202(  f)  specifies  general  unwanted  emission  limits  (the  combination  of  spurious
 and  out-  of-  band  emissions)  from  satellite  networks,  and  Section  25.213(  b)  specifies
 protection  for  the  GPS.  208  The  Comsat  and  Stratos  certifications  are  based  on  a  letter
 206  In  the  Matter  of  Amendment  of  Parts  2  and  25  to  Implement  the  Global  Mobile  Personal
 Communications  by  Satellite  (GMPCS)  Memorandum  of  Understanding  and  Arrangements;  Petition  of  the
 National  Telecommunications  and  Information  Administration  to  Amend  Part  25  of  the  Commission's  Rules
 to  Establish  Emissions  Limits  for  Mobile  and  Portable  Earth  Stations  Operating  in  the  1610-  1660.5  MHz
 Band,  14  FCC  Rcd  5871  (1999).
 207  Letter  from  Bruce  Henoch,  Esq.,  Comsat  Corporation  to  Magalie  Salas,  Secretary,  FCC  (June  1,  2001)
 and  Letter  from  Alfred  M.  Mamlet,  Esq.,  Steptoe  &  Johnson,  LLP,  to  Magalie  Salas,  Secretary,  FCC  (June
 1,  2001).
 208  47  C.  F.  R.      25.  202(  f)  and  25.  213(  b).
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 Federal  Communications  Commission  FCC  01-  272
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 from  Inmarsat  confirming  that  the  aforementioned  Inmarsat  terminals  comply  with  the
 licensing  requirements  for  unwanted  emissions  contained  in  Part  25  of  the  Commissions
 rules.  209  We  find  that  the  certifications  adequately  address  this  issue.
 4.  Law  Enforcement,  National  Security,  and  Public  Safety  Concerns
 94.  In  DISCO  II,  the  Commission  identified  law  enforcement,  national
 security  and  public  safety  concerns  as  part  of  the  public  interest  analysis  for  determining
 whether  a  non-  U.  S.  satellite  should  be  permitted  to  provide  service  in  the  United  States
 market.  The  Commission  stated  that  other  federal  agencies  have  specific  expertise  in
 matters  that  may  be  relevant  in  particular  cases.  210  The  Commission  also  said  it  will
 continue  to  accord  deference  to  the  expertise  of  the  Executive  Branch  agencies  in
 identifying  and  interpreting  issues  of  concern  related  to  national  security,  law
 enforcement,  and  foreign  policy  that  are  relevant  to  an  application  pending  before  us.  211
 The  Commission  stated,  however,  that  it  will  make  an  independent  decision  on
 applications  and  will  evaluate  concerns  raised  by  the  Executive  Branch  agencies  in  light  of
 all  the  issues  raised  (and  comments  in  response)  in  the  context  of  the  particular
 application.  212
 95.  Motient  has  raised  questions  about  the  Honeywell,  SITA  and  Stratos
 applications.  Concerning  Honeywell,  Motient  states  generally  that  Honeywell  has  failed
 to  adequately  address  the  law  enforcement,  national  security,  and  public  safety  concerns
 presented  by  the  application.  213  In  response  to  Honeywells  argument  that  it  is  the
 responsibility  of  the  service  provider,  i.  e.  Inmarsat,  to  ensure  access  to  law  enforcement,
 Motient  notes  that  law  enforcement  and  national  security  responsibilities  belong  to  the
 earth  station  applicant  since  Inmarsat  Ltd.  is  a  foreign-  licensed  satellite  provider  that  is  not
 subject  to  the  Commissions  jurisdiction.
 96.  Concerning  SITA,  Motient  states  that  SITAs  application  to  provide
 aeronautical  service  raises  law  enforcement,  national  security  and  public  safety  concerns
 because  SITA  intends  to  employ  only  gateway  earth  stations  outside  the  United  States,
 specifically,  in  Canada,  France,  Australia  and  Japan.  214  Motient  argues  that  the
 application  raises  the  same  issues  as  presented  in  the  TMI  Order  MSS  through  a  foreign-
 209  Letters  from  Paul  Branch,  Vice  President,  Product  Development  &  Engineering,  Inmarsat  to  Alfred  M.
 Mamlet,  Esq.,  Steptoe  &  Johnson,  LLP  (June  1,  2001)  and  Kelly  Cameron,  Esq.,  Powell,  Goldstein,
 Frazer  &  Murphy,  LLP  (June  1,  2001).
 210  DISCO  II  at  179.
 211  Id.  at  180.
 212  Id.  at  182.
 213  Motient  Petition  to  Deny  Honeywell  Application  at  23.
 214  Motient  Petition  to  Deny  SITA  Application  at  23.
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 licensed  satellite  to  METs  with  traffic  routed  through  earth  stations  located  in  foreign
 countries.  Motient  states  that  before  the  Commission  can  grant  SITAs  application,  SITA
 must  agree  to  route  traffic  through  a  switch  to  be  located  in  the  United  States  and  to  enter
 into  an  agreement  similar  to  the  one  between  TMI,  the  Department  of  Justice  and  the
 Federal  Bureau  of  Investigation.  215
 97.  With  respect  to  Stratos,  Motient  notes  that  Stratos  agreed  to  route  U.  S.
 traffic  through  a  U.  S.  LES,  but  observes  that  there  are  other  law  enforcement  concerns  that
 Stratos  application  does  not  address.  Stratos  states  that  there  is  no  a  priori  requirement
 that  it  reach  an  agreement  with  the  FBI  on  all  aspects  of  its  systems  operation.
 98.  We  find  that  SITA  has  adequately  addressed  law  enforcement  and  national
 security  concerns.  We  note  that  SITA  consulted  with  the  Department  of  Justice  (DOJ)
 and  addressed  DOJs  concerns.  We  are  including  a  copy  of  a  letter  memorializing  those
 discussions  in  SITAs  license  file.
 99.  With  respect  to  Honeywell,  in  the  absence  of  views  expressed  in  the
 record  by  the  expert  agencies,  we  decline  to  impose  conditions  on  Honeywells
 authorization.  We  note,  however,  that  legal  requirements  concerning  lawful  interception
 are  set  forth  in  U.  S.  Code  provisions,  and  our  action  in  this  Order  does  not  alter  the
 applicability  of  those  laws  to  Honeywell.  216  Likewise,  we  find  that  Honeywell  has
 adequately  addressed  law  enforcement  and  national  security  concerns.  Honeywell  also
 consulted  with  DOJ  and  addressed  DOJs  concerns.  We  are  including  a  copy  of  a  letter
 memorializing  those  discussions  in  Honeywells  license  file.
 100.  With  respect  to  Stratos,  we  note  that  Stratos  has  applied  for  an  extension
 of  the  CALEA  capability  requirement  deadline  and  that  it  is  fully  subject  to  FCC  rules
 concerning  system  security.  We  also  note  that  Stratos  stated  that  it  will  route  all  traffic
 involving  U.  S.  METs  through  a  point  of  presence  in  the  United  States.  Under  such
 circumstances,  and  in  the  absence  of  specific  allegations  of  fact  regarding  national  security
 concerns,  we  see  no  reason  to  impose  additional  conditions  on  Stratos  authorizations.  As
 with  all  Commission  licensees,  however,  we  encourage  Stratos  to  work  cooperatively  and
 promptly  to  address  law  enforcement  and  national  security  concerns  directly  with  the
 expert  agencies.
 101.  In  addition,  on  August  13,  2001,  the  Department  of  Justice  and  the
 Federal  Bureau  of  Investigation  filed  a  Petition  to  Adopt  Condit  ions  to  Authorizat  ion  and
 Licenses  (Petit  ion  to  Adopt  Condit  ions).  The  Petition  to  Adopt  Condit  ions  requests  that
 the  Commission:  (i)  approve  an  agreement  reached  between  Stratos  and  the  Department  of
 Justice  and  Federal  Bureau  of  Investigation  (the  Agreement);  and  (ii)  condition  grant  of
 certain  of  Stratoss  authorizations  on  compliance  with  the  terms  of  the  Agreement.
 215  Id.  at  24.
 216  See,  e.  g.,  Communications  Assistance  for  Law  Enforcement  Act,  47  U.  S.  C.    1001  et.  seq.
 (  CALEA).
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 102.  In  assessing  the  public  interest,  we  take  into  account  the  record  and  afford
 the  appropriate  level  of  deference  to  Executive  Branch  expertise  on  national  security  and
 law  enforcement  issues.  217  We  recognize  that,  separate  from  our  licensing  process,  Stratos
 has  entered  into  the  Agreement,  and  that  the  Agreement  expressly  states  that  these
 agencies  will  not  object  to  grant  of  the  pending  Stratos  applications,  provided  that  the
 Commission  approves  the  agreement  and  conditions  grant  of  the  Stratos  applications  on
 compliance  with  it.
 103.  We  note  that  the  Agreement  contains  certain  provisions  relevant  to  this
 transaction  that,  if  broadly  applied,  would  have  significant  consequences  for  the
 telecommunications  industry.  These  provisions,  if  viewed  as  precedent  for  other  service
 providers  and  potential  investors,  would  warrant  further  inquiry  on  our  part,  and  we  will
 consider  any  subsequent  agreements  on  a  case-  by-  case  basis.  Notwithstanding  these
 concerns  about  the  broader  implications  of  the  Agreement,  however,  we  see  no  reason  to
 modify  or  disturb  the  agreement  of  the  parties  on  this  matter.  Therefore,  in  accordance
 with  the  request  of  the  Department  of  Justice  and  the  Federal  Bureau  of  Investigation,  in
 the  absence  of  any  objection  from  the  Applicants,  and  given  the  discussion  above,  we
 condition  our  grant  of  the  Stratos  Applications  on  compliance  with  the  Agreement.
 5.  Other  Issues.
 104.  Foreign  Carrier  Authorizat  ion.  We  further  conclude  that  there  is  no
 impediment  to  authorizing  SITA,  a  foreign  carrier,  to  provide  non-  dominant  common
 carrier  service  in  the  United  States  pursuant  to  Section  214  of  the  Communications  Act  of
 1934,  as  amended.  218  SITA  is  a  company  based  in  Montreal  and  incorporated  in  the
 Province  of  Quebec,  Canada.  It  is  a  wholly-  owned  subsidiary  of  SITA  S.  C.,  a  Belgian
 cooperative  company  based  in  Brussells.  In  its  Foreign  Participation  Order,  the
 Commission  stated  that  a  presumption  in  favor  of  entry  by  carriers  from  WTO  countries
 would  best  advance  the  public  interest.  219  The  Commission  adopted  a  rebuttable
 presumption  that  applications  for  Section  214  authority  from  carriers  from  WTO
 Members  do  not  pose  concerns  that  would  justify  denial  of  an  application  on  competition
 grounds.  220  The  Commission  noted  that,  in  exceptional  circumstances,  entry  into  the  U.  S.
 market  by  an  applicant  affiliated  with  a  foreign  telecommunications  carrier  from  a  WTO
 Member  may  pose  competitive  risks  by  virtue  of  the  applicants  ability  to  exercise  market
 217  See  Rules  and  Policies  on  Foreign  Participation  in  the  U.  S.  Telecommunications  Market,  IB  Docket
 No.  97-  142,  12  FCC  Rcd  23891  (1997)  (Foreign  Participation  Order)    61-  66.
 218  Applications  for  Section  214  authority  are  not  encompassed  under  our  DISCO  II  analysis,  which
 concerns  entry  into  the  U.  S.  by  non-  U.  S.  satellite  systems.
 219  Foreign  Participation  Order  at  50.
 220  Id.
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 Federal  Communications  Commission  FCC  01-  272
 51
 power  in  a  relevant  foreign  market.  221  Under  the  circumstances  of  this  case,  we  conclude
 that  authorization  of  SITAs  application  will  serve  the  public  interest.  Both  Canada  and
 Belgium  are  WTO  Members  and  SITA  states  in  its  application  that  is  not  affiliated  with
 any  foreign  telecommunications  carrier.  222  Accordingly,  we  will  authorize  SITA  to
 provide  services  as  a  non-  dominant  common  carrier.
 105.  Motient  states  that  a  Section  214  authorization  is  insufficient  for  SITA  to
 provide  AMSS  using  Inmarsat  satellites  and  that  some  entity  must  first  obtain  Title  III
 authority  for  such  operations.  We  agree  with  Motient.  We  see  no  reason,  however,  to
 delay  granting  Section  214  authority  to  SITA  because  it  has  not  applied  for  a  Title  III
 license  for  the  aeronautical  terminals.  SITA  states  that  the  aeronautical  terminals  will  be
 licensed  by  individual  airlines.  Part  87  of  our  Rules  provides  procedures  for  licensing  of
 terminals  to  provide  aeronautical  safety  service  involving  the  Inmarsat  system.  223
 Accordingly,  we  will  condition  SITAs  authorization  on  an  entity  obtaining  appropriate
 Title  III  authorization  before  SITA  can  provide  service  under  its  Section  214
 authorization.
 106.  Confidentiality.  By  letter  dated  August  9,  2000,  Motient  requested
 confidential  treatment  of  those  portions  of  its  petitions  to  deny  various  applications
 relating  to  ongoing  frequency  coordination  processes.  224  SITA  opposes  Motients  request,
 stating  that  Motients  request  is  inadequate.  225  In  addition,  Comsat  seeks  to  strike  Petitions
 to  Deny  filed  by  Motient  stating  that  Motients  request  for  confidentiality  is  insufficient.  226
 Comsat  notes  that  it  unsuccessfully  sought  to  review  the  redacted  information  on
 several  occasions.  Motients  justification  for  requesting  confidential  treatment  is  that  the
 information  is  the  subject  of  a  confidentiality  agreement  between  the  parties  involved  in
 the  Mexico  City  coordination  process.
 107.  The  Mexico  City  Agreement  and  related  coordination  documents,  such  as
 minutes  of  coordination  meetings,  are  considered  confidential.  227  We  have  reviewed  the
 materials  submitted  by  Motient  under  its  request  for  confidentiality  and  agree  that  these
 221  Id.,  at  51.
 222  SITA  App.  at  4.
 223  47  C.  F.  R.    87.  1  et.  seq.
 224  Letter  from  Lon  Levin,  Vice  President  and  Regulatory  Counsel,  Motient  Services,  Inc.  to  Magalie
 Salas,  Secretary,  FCC  (April  9,  2000).
 225  Letter  from  Stephen  L.  Goodman,  Esq.,  Halprin,  Temple,  Goodman  &  Maher,  to  Magalie  Salas,
 Secretary,  FCC  (April  15,  2000).
 226  Comsat  Motion  to  Strike,  at  1-  2.  Comsat  seeks  to  strike  Motient  petitions  to  deny  the  following
 applications:  SES-  LIC-  20000609-  00944,  20000609-  00946,  20000609-  00947,  20000609-  00948  and
 20000609-  00949.
 227  See  Robert  J.  Butler,  6  FCC  Rcd  5414  (1991).
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 materials  are  generally  within  the  scope  of  confidentiality  of  the  Mexico  City  Agreement
 and  related  coordination  documents.  228  The  materials  either  concern  provisions  of  that
 agreement  directly,  or  involve  information  disclosed  as  part  of  the  annual  operator-  to-operator
 coordination.  We  conclude  that  the  information  submitted  provides  no  basis  for
 denying  these  applications.  In  particular,  one  matter  raised  involves  what  appears  to  be  a
 disagreement  among  the  operators  concerning  both  the  interpretation  of  a  provision  of  the
 Mexico  City  Agreement,  and  its  utility  for  addressing  competing  spectrum  requirements.
 We  have  addressed  the  current  impasse  in  the  operator-  to-  operator  discussions  above,  229
 and  conclude  that  this  particular  disagreement  does  not  alter  our  view  that  granting
 these  applications  would  serve  the  public  interest.  Other  material  submitted  consists  of
 statistics  concerning  the  number  of  Inmarsat  A  terminals  in  use.  The  information
 submitted  does  not  rebut  Inmarsats  showing  on  this  issue,  or  the  determinations  made
 above,  230  concerning  Inmarsat  Standard  A  terminals.
 IV.  CONCLUSION
 108.  After  review  of  the  applications  and  pleadings,  we  find  that  authorizing
 U.  S.  earth  station  applicants  to  provide  various  MSS  via  Inmarsat  space  segment  will
 serve  the  public  interest.  We  also  note  that  nothing  in  this  Order  is  intended  to  exempt
 any  party  from  complying  with  any  of  the  requirements  under  Parts  80  231  and  87  232  of  our
 Rules.
 V.  ORDERING  CLAUSES
 109.  Accordingly,  IT  IS  DETERMINED  that:  (1)  Inmarsats  privatization  is
 consistent  with  the  non-  IPO  criteria  specified  in  Sections  621  and  624  of  the  Open-  Market
 Reorganization  for  the  Betterment  of  International  Telecommunications  Act  (the  ORBIT
 Act),  Pub.  L.  106-  180,    621  and  624;  and  (2)  the  use  of  space  segment  operated  by
 Inmarsat  for  services  to,  from,  or  within  the  United  States  will  not  harm  competition  in  the
 telecommunications  market  of  the  United  States  as  contemplated  by  Section  601(  b)  of  the
 ORBIT  Act,  Pub.  L.  106-  180,    601(  b).
 228  We  note  that  Motient  appears  to  have  erroneously  withheld  from  public  disclosure  a  statement
 concerning  the  fact  that  the  aggregate  amount  of  spectrum  coordinated  for  its  system  is  less  than  Motients
 goal.  This  information  is  already  publicly  available.  See  TMI  Order  at    26-  31.
 229  See  supra,    65-  72.
 230  See  supra,    69,  74.
 231  47  C.  F.  R.  Part  80.
 232  See    87.  171  through    87.191.  See  also  Amendment  of  Parts  2,  22,  and  25  of  the  Commission's  Rules
 to  Allocate  Spectrum  for  and  to  Establish  Other  Rules  and  Policies  Pertaining  to  the  Use  of  Radio
 Frequencies  in  a  Land  Mobile  Satellite  Service,  Memorandum  Opinion  Order  and  Authorization,  4  FCC
 Rcd  6041  at  102.  We  also  note  that  on  June  19,  2001,  Honeywell  amended  its  application  to  reflect  that  it
 has  been  issued  a  Supplemental  Type  Certificate  by  the  FAA  approving  the  Honeywell  SCS-  1000  terminal
 for  its  intended  installation  and  use  on  the  Honeywell  Cessna  560  Series  aircraft.
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 110.  IT  IS  FURTHER  ORDERED  that  the  authorizations  issued  herein  are
 subject  to  a  future  Commission  finding  that  Inmarsat  has  conducted  an  IPO  under
 Sections  621(  2)  and  621(  5)(  A)(  ii)  of  the  ORBIT  Act.
 111.  IT  IS  FURTHER  ORDERED  that  Inmarsat  shall  file  with  the  Commission
 within  30  days  after  conduct  of  its  IPO  a  demonstration  that  the  IPO  is  in  compliance  with
 Section  621(  2)  and  621(  5)(  A)(  ii)  of  the  ORBIT  Act.
 112.  IT  IS  FURTHER  ORDERED  that  the  authorizations  for  non-  core  services
 issued  herein  are  subject  to  limitation  or  revocation  pursuant  to  Section  601(  b)(  1)  of  the
 ORBIT  Act  and  Title  III  of  the  Communications  Act  of  1934,  47  U.  S.  C.  301  et.  seq.,
 should  Inmarsat  fail  to  conduct  an  IPO  in  compliance  with  the  requirements  of  Section
 621  of  the  ORBIT  Act.
 113.  IT  IS  FURTHER  ORDERED  that  the  authorizations  issued  herein  are
 subject  to  operation  of  Inmarsat  under  Section  648  of  the  ORBIT  Act  imposing
 restrictions  on  exclusive  arrangements  for  the  provision  of  satellite  services  between  the
 United  States  and  other  countries.
 114.  IT  IS  FURTHER  ORDERED  that  the  applications  of  Comsat  Corporation
 and  Stratos  Mobile  Networks  (USA)  LLC  listed  in  the  Appendix  B  and  D  for  authority  to
 permit  their  land  earth  stations  to  permanently  access  Inmarsat  satellites,  including  in
 support  of  the  Federal  Aviation  Administrations  Wide  Area  Augmentation  System
 (WAAS)  program,  ARE  GRANTED.
 115.  IT  IS  FURTHER  ORDERED  that  the  applications  listed  in  Appendix
 C  to  operate  mobile  earth  terminals  to  provide  domestic  and  international  Mobile  Satellite
 Service  via  the  privatized  Inmarsat  system  ARE  GRANTED  subject  to  the  following
 condit  ions:
 a.  Operation  of  Inmarsat  Standard  C  METs  is  limited  to  the  1525-  1544  and
 1626.5-  1645.5  MHz  bands;
 b.  Grant  of  permanent  authority  to  operate  in  the  1525-  1544  and  1626.5-
 1645.5  MHz  bands  shall  not  become  effective  until  further  action  in  the
 Lower  L-  band  proceeding  and  the  operation  in  the  lower  L-  band  is  subject
 to  further  action  in  the  Lower  L-  band  proceeding;
 c.  Operations  shall  be  limited  to  the  portions  of  the  1525-  1559  and  1626.5-
 1660.5  MHz  band  coordinated  for  the  Inmarsat  satellite  system  in  the  most
 recent  annual  L-  Band  operator-  to-  operator  agreement;
 d.  In  the  absence  of  a  continuing  annual  L-  band  operator-  to-  operator
 coordination  agreement,  operations  of  METs  in  the  1525-  1559  and
 1626.5-  1660.5  MHz  bands  will  be  on  a  non-  interference  basis  until  a
 future  operator-  to-  operator  agreement  is  concluded.  In  this  instance,  each
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 licensee  must  notify  the  other  four  operators  in  these  frequency  bands  that
 it  will  be  operating  on  a  non-  interference  basis.  Each  licensee  must  notify
 its  customers  that  its  operations  are  on  a  non-  interference  basis
 e.  METs  will  be  subject  to  any  applicable  out-  of-  band  emission  standards
 subsequently  incorporated  in  the  Commissions  rules  for  protection  of  the
 Global  Navigation  Satellite  Service.
 116.  IT  IS  FURTHER  ORDERED  that  the  applicants  seeking  to  operate  in  the
 lower  L-  band  (1525-  1544  MHz  and  1626.5-  1645.  5  MHz  bands)  are  granted  Special
 Temporary  Authority  on  an  interim  basis  for  up  to  180  days  from  the  release  of  this  Order,
 subject  to  the  conditions  contained  in  paragraph  112,  supra,  subparagraphs  c,  d,  and  e.  In
 addition,  operations  in  these  frequency  bands  must  comply  with  the  requirements  of
 footnotes  US315  and  S5.  353A  regarding  real-  time  access  and  priority  preemption.
 Further,  during  this  interim  period  the  operators  shall  comply  with  the  minimum  set  of
 requirements  set  forth  in  paragraph  115,  infra,  for  METs  and  116,  infra,  for  LESs  until
 permanent  requirements  regarding  real-  time  access  and  priority  preemption  are  developed
 in  the  Lower  L-  band  proceeding.
 117.  IT  IS  FURTHER  ORDERED  that  for  the  half-  duplex  METs  authorized
 herein  to  operate  in  the  1525-  1544  MHz  and  1626.5-  1645.5  MHz  bands,  footnotes  US315
 and  S5.353A  to  Section  2.106  of  the  Commissions  Rules  ARE  WAIVED  to  permit  the
 half-  duplex  METs  authorized  herein  to  operate  in  a  portion  of  the  lower  L-  band  (1530-
 1544  MHz  and  1626.5-  1645.5  MHz)  on  a  non-  real-  time  preemptive  basis.  Under  this
 waiver,  operations  of  half-  duplex  METs  in  the  lower  L-  band  shall  be  on  a  secondary  basis
 to  safety  and  distress  communications  of  those  stations  operating  in  the  GMDSS.
 118.  IT  IS  FURTHER  ORDERED  that  all  METs  operating  in  the  1545-  1559
 MHz  and  1646.5-  1660  MHz  frequency  bands  shall  have  the  following  minimum  set  of
 capabilities  to  ensure  compliance  with  Footnotes  S5.357A  and  US308  to  Section  2.106  of
 the  Commissions  Rules,  47  C.  F.  R.  2.  106:
 a.  All  MET  transmissions  shall  have  a  priority  assigned  to  them  that  preserves
 the  priority  and  preemptive  access  given  to  aeronautical  distress  and  safety-related
 communications  sharing  the  band;
 b.  Each  MET  with  a  requirement  to  handle  distress  and  safety-  related
 communications  shall  be  capable  of  recognizing  message  and  call  priority
 identification  when  transmitted  from  its  associated  Land  Earth  Station;
 c.  Each  MET  shall  be  assigned  access  to  a  unique  technical  identification
 number  that  will  be  transmitted  upon  any  attempt  to  gain  access  to  a  system;
 d.  After  a  MET  has  gained  access  to  a  system  the  mobile  terminal  shall  be  under
 the  control  of  a  Land  Earth  Station  and  shall  obtain  all  channel  assignments
 from  it;
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 e.  All  METs  that  do  not  continuously  monitor  a  separate  signaling  channel  shall
 have  provisions  for  signaling  within  the  communications  channel;
 f.  Each  MET  shall  automatically  inhibit  its  transmissions  if  it  is  not  correctly
 receiving  a  separate  signaling  channel  or  signaling  within  the  communications
 channel  from  its  associated  Land  Earth  Station;
 g.  Each  MET  shall  automatically  inhibit  its  transmission  on  any  or  all  channels
 upon  receiving  a  channel-  shut-  off  command  on  a  signaling  or
 communications  channel  it  is  receiving  from  its  associated  Land  Earth
 Station.;  and
 h.  Each  MET  with  a  requirement  to  handle  distress  and  safety-  related
 communications  shall  have  the  capability  within  the  station  to  automatically
 preempt  lower  precedence  traffic.
 119.  IT  IS  FURTHER  ORDERED  that  Land  Earth  Stations  associated  with  the
 MSS  operating  in  the  1545-  1559  MHz  and  1646.5-  1660.5  MHz  frequency  bands  shall
 have  the  following  minimum  set  of  capabilities  to  ensure  that  the  MSS  System  complies
 with  Footnotes  S5.  357A  and  US308  to  Section  2.106  of  the  Commissions  Rules,  47
 C.  F.  R.  2.106:
 a.  All  LES  transmissions  to  METs  shall  have  a  priority  assigned  to  them  that
 preserves  the  priority  and  preemptive  access  given  to  distress  and  safety-related
 communications;
 b.  The  LES  shall  recognize  the  priority  of  calls  to  and  from  METs  and  make
 channel  assignments  taking  into  account  the  priority  access  that  is  given  to
 aeronautical  distress  and  safety-  related  communications;
 c.  The  LES  shall  be  capable  of  receiving  the  MET  identification  number
 when  transmitted  and  verifying  that  it  is  an  authorized  user  of  the  system
 to  prohibit  unauthorized  access;
 d.  The  LES  shall  be  capable  of  transmitting  channel-  assignment  commands
 to  the  METs;
 e.  The  communications  channels  used  between  the  LES  and  the  MET  shall
 have  provision  for  signalling  within  the  channel,  for  any  MET  which  does
 not  continuously  monitor  the  LES  signalling  channel  during  the  time  of  a
 call;
 f.  The  LES  shall  automatically  inhibit  all  transmissions  to  METs  to  which  it
 is  not  transmitting  a  signalling  channel  or  signalling  within  the
 communications  channel;
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 g.  The  LES  shall  be  capable  of  transmitting  channel-  shut-  off  commands  to
 the  METs  on  signaling  or  communications  channels;
 h.  An  LES  with  a  requirement  to  handle  distress  and  safety-  related
 communications  shall  have  the  capability  within  the  station  to
 automatically  preempt  lower  precedence  traffic;  and
 i.  Each  LES  shall  be  capable  of  automatically  turning  off  one  or  more  of  its
 associated  channels.
 120.  IT  IS  FURTHER  ORDERED  that,  in  accordance  with  US  Footnote  308,
 the  operation  of  METs  in  the  1545-  1549.5,  1558.  5-  1559  MHz,  1646.  5-  1651  MHz  and
 1660-  1660  MHz  is  on  a  secondary  basis  to  U.  S.  AMS[  R]  S  requirements  of  other  U.  S.  -authorized
 MSS  providers  operating  in  the  1545-  1559  and  1646.5-  1660  MHz  bands.
 121.  IT  IS  FURTHER  ORDERED  that  the  applications  for  Section  214
 authorizations  listed  in  Appendix  C  ARE  GRANTED,  provided  that  service  shall  only  be
 offered  to  terminals  for  which  appropriate  Title  III  authorizations  have  been  granted.
 122.  IT  IS  FURTHER  ORDERED  that  the  Petition  to  Adopt  Conditions  to
 Authorization  and  Licenses  filed  by  the  Department  of  Justice  and  the  Federal  Bureau  of
 Investigation,  on  August  9,  2001,  IS  GRANTED,  and  that  the  authorizations  and  licenses
 related  thereto  which  are  granted  by  this  Order  are  subject  to  compliance  with  provisions
 of  the  Agreement  between  Stratos  on  the  one  hand,  and  the  Department  of  Justice  and  the
 Federal  Bureau  of  Investigation  on  the  other,  attached  hereto  as  Appendix  E.  Nothing  in
 the  Agreement  is  intended  to  limit  any  obligation  imposed  by  Federal  law  or  regulation
 including,  but  not  limited  to,  47  U.  S.  C.    222(  a)  and  (c)(  1)  and  the  Commissions
 implementing  regulations.
 123.  IT  IS  FURTHER  ORDERED  that  the  petitions  to  deny  filed  by  Motient,
 GlobalStar,  and  GE  American  Communications,  Inc.,  and  the  partial  opposition  filed
 PanAmSat,  ARE  DENIED.
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 124.  IT  IS  FURTHER  ORDERED  that  Comsats  motion  to  strike  Motient
 petitions  to  deny  application  file  numbers  SES-  LIC-  20000609-  00944,  20000609-  00946,
 20000609-  00947,  20000609-  00948  and  20000609-  00949  IS  DENIED.
 FEDERAL  COMMUNICATIONS  COMMISSION
 Magalie  Roman  Salas
 Secretary
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 APPENDIX  A
 DESCRIPTION  OF  APPLICATIONS
 Applications  to  modify  the  existing  Land  earth  stations  (gateway  stations)  to  change  the  points  of  communications  from  INMARSAT  to  INMARSAT  Ltd.:
 On  January  8,  1999,  Comsat  Corporation/  Comsat  Mobile  Communications
 (Comsat)  filed  applications  to  modify  their  licenses  of  land  earth  stations  to  reflect  the
 transfer  of  the  Inmarsat  satellites  to  the  new  private  company    Inmarsat  Limited.
 Comsats  land  earth  stations  are  licensed  to  operate  on  the  6417.5-  6454  MHz,  6454.  4-6456.6
 MHz,  3600-  3629  MHz  and  4192.5-  4200  MHz  feeder  link  frequencies  and/  or  the
 L-  band  frequency  bands  1525-  1559  MHz,  1574.4-  1576.6  MHz  and  1626.5-  1660.5  MHz.
 See  applications  listed  in  APPENDIX  B.
 On  January  8,  1999,  Stratos  Mobile  Networks  (USA),  LLC  (Stratos)  filed
 applications  to  modify  their  licenses  of  land  earth  stations  to  reflect  the  transfer  of  the
 Inmarsat  satellites  to  the  new  private  company    Inmarsat  Limited.  Stratoss  land  earth
 stations  are  licensed  to  operate  on  the  6417.5-  6439  MHz,  6440-  6454  MHz,  3600-  3614
 MHz,  3615-  3629  MHz  and  4192.5-  4200  MHz  feeder  link  frequencies  and  the  L-  band
 frequency  bands  1525-  1544  MHz,  1545-  1559  MHz,  1626.5-  1645.5  MHz,  1646.5-  1655.5
 and  1656.5-  1660.5  MHz.  See  applications  listed  in  APPENDIX  B.
 On  September  24,  1999,  Comsat  Corporation  d/  b/  a  Comsat  Mobile
 Communications  filed  application  for  authority  to  operate  one  1.8-  meter  transmit-  only
 land  earth  station  at  Santa  Paula,  California,  to  provide  TT&  C  operations  with  the
 INMARSAT  3F3  satellite,  using  the  1626.5-  1652.  5  MHz  frequency,  application  file  no.
 SES-  LIC-  19990924-  01627,  Call  Sign  E990422.
 On  March  13,  2000,  COMSAT  GENERAL  CORPORATION  filed  application  for
 authority  to  modify  its  existing  2.4-  meter  land  earth  station  at  Sunset  Beach,  HI,  to  add
 INMARSAT  Ltd.-  2  and  Ltd.-  3  satellites  in  the  Pacific  Ocean  Region  as  points  of
 communications,  application  file  no.  SES-  MOD-  20000313-  00409,  Call  Sign  E970053.
 Applications  seeking  authority  to  operate  mobile  earth  stations  (METs)  for  the  provision  of  mobile  satellite  services  via  INMARSAT  Ltd.:
 Honeywell,  Inc.  filed  an  application  seeking  a  blanket  license  authorizing  the
 operation  of  up  to  500  full  duplex  SCS-  1000,  single-  channel  mobile  earth  stations
 (METs),  which  will  communicate  with  the  Inmarsat  satellites  through  land  earth  station
 facilities  at  the  United  States  and  foreign  countries.  Honeywell,  Inc.  proposes  to  operate
 its  METs  on  the  1626.5-  1646.5  MHz  and  1525-  1545  MHz  frequencies.  Honeywell,  Inc.
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 intends  to  market,  sell,  and  install  the  SCS-  1000  METs  for  use  onboard  aircraft  to  enable
 flight  personnel  or  passengers  to  engage  in  non-  safety  related  voice,  data,  and  facsimile
 communications  during  flight.  The  SCS-  1000  will  be  flown  in  domestic,  international,
 and  combinations  of  domestic  and  international  flight  scenarios.  See  applications  listed  in
 Appendix  C.
 Deere  &  Company  filed  an  application  to  operate  up  to  10,000  receive-  only
 Starfire  TM  mobile  earth  stations  to  receive  communications  from  Inmarsats  IIF2  satellite
 at  98  W.  L.  through  the  land  earth  station  at  Laurentides,  Canada,  in  the  frequency  of
 1536.16  MHz  to  support  Deeres  GreenStar  TM  precision  farming  service.  The
 GreenStar  TM  service  assists  farmers  in  comparing  the  crop  yields  from  various  fields  to
 determine,  among  other  things,  the  amount  of  fertilizer  and  seed  appropriate  for  a
 particular  field  and  crop.  Deeres  GreenStar  TM  system  automatically  records  crop  yield
 and  moisture  data  as  the  farmer  harvests  the  crop,  and  at  the  same  time  uses  the  Global
 Positioning  System  to  locate  the  longitude  and  latitude  of  each  location  where  data  are
 collected.  See  applications  listed  in  Appendix  C.
 Marinesat  Communications  Network,  Inc.  d/  b/  a  Stratos  Communications  (Stratos)
 filed  applications  for  authority  to  operate  1000  each  Inmarsat-  B,  -M,  Mini-  M,  M4  and  C
 mobile  earth  stations  for  the  provision  of  domestic  land  mobile  satellite  service.  These
 METs  will  communicate  with  the  Inmarsat  Ltd.  satellites  in  the  East  and  West  Atlantic
 Ocean  Regions  through  its  land  earth  station  facility  at  Laurentides,  Canada  and  a  switch
 physically  located  in  the  United  States.  The  Inmarsat  METs  will  be  used  to  provide
 voice,  data  and  facsimile  services,  enabling  customers  to  access  PSTN  and  Internet
 services  using  the  frequencies  1626.5-  1646.5  MHz  and  1525-  1545  MHz.  See  applications
 listed  in  Appendix  C.
 Comsat  filed  separate  applications  for  authority  to  operate  up  to  1000  each
 Inmarsat  B,  C,  M,  Mini-  M,  and  M-  4  mobile  earth  stations  with  Inmarsat  Ltd.  satellites  in
 the  East  and  West  Atlantic  and  Pacific  Ocean  Regions  through  its  land  earth  station
 facilities  at  Southbury,  Connecticut  and  Santa  Paula,  California.  The  Inmarsat  C
 terminals  provide  domestic  land  mobile  satellite  services,  including  half-  duplex  data
 messaging  service.  Inmarsat  M  terminals  provide  domestic  land  mobile  satellite  services,
 including  full-  duplex  switched  voice,  facsimile  and  data  services.  Mini-  M  mobile  earth
 stations  will  provide  domestic  land  mobile  satellite  service,  including  full-  duplex
 switched  voice  service.  The  Inmarsat  B  terminals  will  provide  domestic  land  mobile
 satellite  services  including,  full-  duplex  switched  voice,  facsimile  and  data  services.
 Inmarsat  M-  4  mobile  earth  stations  will  provide  domestic  land  mobile  satellite  service,
 including  full-  duplex  switched  voice  and  data  services.  The  INMARSAT  M,  Mini-  M,
 and  M-  4  terminals  operate  in  the  1626.5-  1660.5  MHz  and  1525-  1559  MHz  frequency
 bands.  The  INMARSAT  B  and  C  terminals  operate  in  the  1626.5-  1646.  5  MHz  and  1525-
 1545  MHz  frequency  bands.  For  Maritime  units  only,  services  include  priority  routing  of
 distress  and  safety  related  communications.  See  applications  listed  in  Appendix  C.
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 Applications  pursuant  to  Section  214  of  the  Communications  Act  of  1934
 seeking  authority  to  provide  mobile  satellite  services  via  INMARSAT  Ltd.:
 Marinesat  Communications  Network,  Inc.  d/  b/  a  Stratos  Communications  (Stratos)
 filed  an  application,  pursuant  to  Section  214  of  the  Communications  Act  of  1934,  for
 authority  to  provide  INMARSAT  M-  4  domestic  land  mobile  satellite  service,  using
 Inmarsat-  M4  mobile  terminals.  Stratos  will  provide  this  service  using  the  Inmarsat  Ltd.
 Satellite  Systems  third  generation  satellites  in  the  East  and  West  Atlantic  Ocean  Regions
 through  its  land  earth  station  facility  at  Staten  Island,  New  York.  Inmarsat-  M4  services
 will  allow  U.  S.  customers  to  have  access  to  high-  speed  Internet  and  other  data  services
 from  laptop  size  mobile  terminals.  See  applications  listed  in  Appendix  C.
 Marinesat  Communications  Network,  Inc.  d/  b/  a  Stratos  Communications  (Stratos)
 filed  an  application,  pursuant  to  Section  214  of  the  Communications  Act  of  1934,  for
 authority  to  provide  INMARSAT  B,  M,  Mini-  M,  and  C  domest  ic  land  mobile  satellite
 service,  using  Inmarsat-  B,  -M,  Mini-  M,  and  C  mobile  terminals.  Stratos  will  provide
 these  services  using  the  Inmarsat  Ltd.  Satellite  Systems  third  generation  satellites  in  the
 East  and  West  Atlantic  Ocean  Regions  through  its  land  earth  station  facility  at
 Laurentides,  Canada  and  a  switch  physically  located  in  the  United  States.  See
 applications  listed  in  Appendix  C.
 Comsat  filed  an  application,  pursuant  to  Section  214  of  the  Communications
 Act  of  1934,  for  authority  to  provide  domestic  land  mobile  and  aeronautical  mobile
 satellite  services,  using  Inmarsat-  M4,  -B,  -M,  Mini-  M,  and  C,  and  aeronautical
 terminals.  COMSAT  will  provide  these  services  using  the  Inmarsat  Ltd.  Satellite
 Systems  second  and  third  generation  satellites  in  the  Atlantic  and  Pacific  Ocean  Regions
 through  its  land  earth  station  facilities  at  Southbury,  Connecticut  and  Santa  Paula,
 California.  See  applications  listed  in  Appendix  C.
 SITA  filed  an  application  pursuant  to  Section  214  of  the  Communications  Act  of
 1934,  as  amended,  and  Section  63.18(  e)(  2)  and  63.18(  e)(  4)  of  the  Commissions  rules,
 for  authority  to  operate  as  a  facilities-  based  carrier  and  to  resell  international  services  on
 all  U.  S.  international  aeronautical  routes,  except  to  countries  listed  on  the  Commissions
 exclusion  list.  In  addition,  SITA  requests  authority  to  operate  as  a  nondominant  domestic
 common  carrier,  pursuant  to  Section  63.07  of  the  Commissions  rules.  See  applications
 listed  in  Appendix  C.
 IDB  Mobile  Communications,  Inc.  filed  an  application  pursuant  to  Section  214  of
 the  Communications  Act  of  1934  and  Section  63.18(  e)(  6)  of  the  Commissions  rules,  for
 authority  to  operate  as  a  facilities-  based  carrier  for  the  provision  of  domestic  aeronautical
 mobile  satellite  services  via  the  INMARSAT  satellite  system.  See  applications  listed  in
 Appendix  C.
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 Applications  filed  by  COMSAT  seeking  authority  to  operate  Land  earth  Stations  for
 the  provision  of  aeronautical  mobile  satellite  services  in  support  of  Wide  Area  Augmentation  System  (WAAS)  via  INMARSAT  Ltd.:
 Comsat  filed  an  application  for  authority  under  Section  753(  c)  of  the  international
 Maritime  Satellite  Act  and  Section  214  of  the  Communications  Act  of  1934,  as  amended,
 to  establish  channels  of  communication  between  land  earth  stations  at  Brewster,
 Washington,  Santa  Paula,  California,  Southbury,  Connecticut  and  Clarksburg,  Maryland
 and  Inmarsat  Third  generation  satellites  in  the  Atlantic  Ocean  Region-  West,  Atlantic
 Ocean  Region-  West  and  Pacific  Ocean  Region  in  support  of  the  Federal  Aviation
 Administrations  Wide  Area  Augmentation  System.  See  application  listed  in  Appendix
 D.
 Comsat  Corporation/  Comsat  Mobile  Communications  filed  applications
 requesting  authority  to  operate  land  earth  stations  in  support  of  the  Department  of
 Defenses  the  Global  Positioning  System  (GPS)  wide  area  augmentation  system  (WAAS)
 program.  The  geographic  coverage  of  the  WAAS  program  includes  the  continental  U.  S.,
 Canada  and  northern  Mexico,  and  U.  S.  offshore  continental  coastal  waters.  The  WAAS
 system  has  three  functional  segments:  (1)  the  wide  area  reference  segment,  (2)  the  wide
 area  master  segment  and  (3)  the  geostationary  communication  segment.  The  wide  area
 reference  segment  consists  of  differential  ground  stations  that  are  linked  to  form  an  U.  S.
 WAAS  network.  Signals  from  GPS  satellites  are  received  by  users  as  well  as  the  WAAS
 ground  stations.  These  ground  stations  are  precisely  surveyed,  allowing  each  to  determine
 any  error  in  the  GPS  signals  being  received  at  its  geographical  location.  Each  ground
 station  in  the  network  relays  this  data  to  a  WAAS  master  facility  where  correction
 information  are  processed  and  integrated.  A  navigation  message  is  prepared  and
 uplinked  to  an  INMARSAT  satellite  via  COMSATs  WAAS  land  earth  station.
 The  message  is  then  broadcast  on  the  same  frequency  as  GPS  by  the  INMARSAT
 satellites  to  receivers  on  board  aircraft  flying  within  the  broadcast  coverage  area  of  the
 WAAS.  COMSAT  proposes  to  operate  WAAS  LES  on  the  6454.4-  6456.  6  MHz,  1574.  4
 1576.6  MHz  and  3629.4-  3631.6  MHz  frequencies.  Operations  on  these  frequencies  have
 been  coordinated  and  cleared  by  NTIA.  See  applications  listed  in  Appendix  D.
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 APPENDIX  B
 Applications  to  modify  the  existing  Land  earth  stations  (gateway  stations)  to
 change  the  points  of  communications  from  INMARSAT  to  INMARSAT  Ltd.:
 CALL  SIGN  FILE  NUMBER  APPLICANT  NAME
 E890649  SES-  AMD-  19990108-  00012  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E970322  SES-  AMD-  19990108-  00015  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980136  SES-  AMD-  19990108-  00041  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980137  SES-  AMD-  19990108-  00011  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980144  SES-  AMD-  19990108-  00016  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E990027  SES-  MOD-  19990108-  00051  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E990032  SES-  MOD-  19990108-  00071  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E990034  SES-  MOD-  19990108-  00075  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA31  SES-  MOD-  19990108-  00017  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA249  SES-  AMD-  19990108-  00013  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA304  SES-  MOD-  19990108-  00048  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA305  SES-  MOD-  19990108-  00055  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
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 CALL  SIGN  FILE  NUMBER  APPLICANT  NAME
 KA312  SES-  MOD-  19990108-  00024  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA313  SES-  MOD-  19990108-  00018  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KB34  SES-  MOD-  19990108-  00062  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 WA28  SES-  MOD-  19990108-  00020  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA63  SES-  MOD-  19990108-  00009  STRATOS  MOBILE  NETWORKS
 (USA),  LLC
 KA76  SES-  MOD-  19990108-  00010  STRATOS  MOBILE  NETWORKS
 (USA),  LLC
 KA227  SES-  MOD-  19990108-  00083  STRATOS  MOBILE  NETWORKS
 (USA),  LLC
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 APPENDIX  C
 Applications  seeking  authority  to  operate  mobile  earth  stations  (METs)  for
 the  provision  of  mobile  satellite  services  via  INMARSAT  Ltd.:
 CALL  SIGN  FILE  NUMBER  APPLICANT  NAME  (Terminals)
 E000156  SES-  LIC-  20000403-  00534  HONEYWELL,  INC.
 (500  SCS-  1000,  Mini  Aero.)
 E000180  SES-  LIC-  20000426-  00630  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (1000  INMARSAT  M-  4)
 E000280  SES-  LIC-  20000609-  00944  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 (Up  to  1000  INMARSAT  M-  4)
 E000282  SES-  LIC-  20000609-  00946  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 (Up  to  1000  INMARSAT  Mini-  M)
 E000283  SES-  LIC-  20000609-  00947  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 (Up  to  1000  INMARSAT  M)
 E000284  SES-  LIC-  20000609-  00948  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 (Up  to  1000  INMARSAT  C)
 E000285  SES-  LIC-  20000609-  00949  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 (Up  to  1000  INMARSAT  B)
 E010011  SES-  LIC-  20010112-  00051  DEERE  &  COMPANY
 (10,000  Rx-  only  Starfire  TM  )
 E010047  SES-  LIC-  20010221-  00360  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (1000  INMARSAT  M)
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 APPENDIX  C  (contd)
 CALL  SIGN  FILE  NUMBER  APPLICANT  NAME  (Terminals)  SATELLITE
 E010048  SES-  LIC-  20010221-  00361  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (1000  INMARSAT  Mini-  M)
 E010049  SES-  LIC-  20010221-  00362  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (1000  INMARSAT  B)
 E010050  SES-  LIC-  20010221-  00363  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (1000  INMARSAT  C)
 Applications  pursuant  to  Section  214  of  the  Communications  Act  of  1934
 seeking  authority  to  provide  mobile  satellite  services  via  INMARSAT  Ltd.:
 SES-  MSC-  20000209-  01020  SITA  INFORMATION  NETWORKING
 COMPUTING
 (Resale  service  for  AMSS)
 SES-  MSC-  20000426-  00861  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (INMARSAT  M-  4  service  /  LMSS)
 SAT-  ITC-  20000605-  00103  COMSAT  CORPORATION
 (INMARSAT  M-  4,  M,  Mini-  M,  B  &  C
 Services  /  AMSS  &  LMSS)
 SES-  MSC-  20010220-  00349  MARINESAT  COMMUNICATIONS
 NETWORK,  INC.  D/  B/  A  STRATIOS
 COMMUNICATIONS
 (INMARSAT  M,  Mini-  M,  B  &  C  services  /
 LMSS)
 ITC-  214-  19981214-  00859  IDB  MOBILE  COMMUNICATIONS,  INC.
 (domestic  AMSS)
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 APPENDIX  D
 Applications  filed  by  COMSAT  seeking  authority  to  operate  Land  earth  Stations  for  the  provision  of  aeronautical  mobile  satellite  services  in  support  of
 Wide  Area  Augmentation  System  (WAAS)  via  INMARSAT  Ltd.:
 CALL  SIGN  FILE  NUMBER  APPLICANT  NAME
 E890649  SES-  MOD-  19980217-  00197  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E970322  SES-  LIC-  19970520-  00657  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980136  SES-  LIC-  19980211-  00183  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980137  SES-  LIC-  19980211-  00182  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 E980144  SES-  LIC-  19980217-  00202  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA249  SES-  LIC-  19970812-  01108  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 KA312  SES-  MOD-  19990709-  01203  COMSAT  CORPORATION  /  COMSAT
 MOBILE  COMMUNICATIONS
 ITC-  97-  222  COMSAT  CORPORATION  d/  b/  a
 COMSAT  MOBILE
 COMMUNICATIONS  (WAAS)
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 APPENDIX  E
 This  Agreement  is  made  this  ____  day  of  _____,  _____  by  and  between:  MarineSat
 Communications  Network,  Inc.  and  Stratos  Mobile  Networks  (USA)  LLC  (collectively,
 Stratos),  and  the  U.  S.  Department  of  Justice  (  DOJ)  and  the  Federal  Bureau  of
 Investigation  (  FBI)  (collectively  with  all  other  parties  hereto,  the  Parties).  This
 Agreement  is  effective  as  of  the  date  of  last  signature  affixed  hereto.
 RECITALS
 WHEREAS,  the  U.  S.  telecommunications  system  is  essential  to  the  U.  S.  economy  and  to
 U.  S.  national  security,  law  enforcement,  and  public  safety;
 WHEREAS,  the  U.  S.  government  considers  it  crit  ical  to  maintain  the  viabilit  y,  integrit  y
 and  security  of  the  U.  S.  telecommunications  system  (see,  e.  g.,  Presidential  Decision
 Directive  63  on  Critical  Infrastructure  Protection);
 WHEREAS,  the  U.  S.  government  considers  it  critical  to  ensure  the  confidentiality  of  its
 lawfully  authorized  surveillance  and  related  activities,  and  to  ensure  the  confidentiality  of
 Classified,  Controlled  Unclassified,  and  Sensitive  Information;
 WHEREAS,  Stratos  currently  provides  service  to  Inmarsat  mobile  earth  terminals
 (  METs)  outside  of  the  United  States,  and  has  filed  with  the  Federal  Communications
 Commission  (  FCC)  license  applications  under  Sections  214  and  310(  b)  of  the
 Communications  Act  of  1934,  as  amended,  to  provide  service  to  METs  inside  the  United
 States  (see  Application  Pursuant  to  Section  214  for  Authority  to  Provide  Domestic  Land
 Mobile  Services  Using  the  Inmarsat  Ltd.  Satellite  System,  File  No.  SES-  MSC-  20010220-
 00349,  Applications  for  Blanket  Licenses  to  Operate  Mobile  Earth  Terminals  with  Non-U.
 S.  Licensed  Satellites,  File  Nos.  SES-  LIC-  20010221-  00360;  SES-  LIC-  20010221-00361;
 SES-  LIC-  20010221-  00362;  SES-  LIC-  20010221-  00363,  Application  for  Section
 214  Authority  to  Provide  Inmarsat  M4  Services,  File  No.  SES-  MSC-  20000426-  00861,
 and  Application  for  Blanket  Authority  to  Operate  Mobile  Earth  Terminals,  File  No.  SES-LIC-
 20000426-  00630);
 WHEREAS,  MarineSat  Communications  Network,  Inc.  d/  b/  a  Stratos  Communications  is
 100  percent  owned  by  Stratos  Holdings,  Inc.,  a  Delaware  holding  corporation,  which  is  in
 turn  100  percent  owned  by  Stratos  Global  Corp.,  which  has  its  principal  place  of  business
 in  Toronto,  Ontario,  Canada  and  is  65  percent  indirectly  owned  by  Aliant,  Inc.,  a
 Canadian  holding  company  with  its  principal  place  of  business  in  Saint  John,  New
 Brunswick,  Canada;
 WHEREAS,  Stratos  Mobile  Networks  (USA)  LLC  is  a  Delaware-  registered  limited
 liability  corporation  91  percent  owned  by  TII  Aeronautical  Corp.  (  TIIA)  and  9  percent
 owned  by  IDB  Mobile  Communications,  Inc.,  which  is  in  turn  100  percent  owned  by
 TIIA.  TIIA  is  100  percent  owned  by  Stratos  Wireless,  Inc.,  which  has  its  principal  place
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 of  business  in  Saint  Johns,  Newfoundland,  Canada  and  is  in  turn  100  percent  owned  by
 Stratos  Global  Corp.,  which  has  its  principal  place  of  business  in  Toronto,  Ontario,
 Canada;
 WHEREAS,  Stratos  has  met  with  the  FBI  and  DOJ  to  discuss  the  proposed  services  and
 the  governments  responsibilities  concerning  national  security,  law  enforcement  and
 public  safety.  In  these  meetings,  Stratos  advised:  (a)  that  some  of  the  Domestic
 Communications  Infrastructure  Stratos  would  employ  (e.  g.,  satellite  gateway  earth
 stations)  to  route  Domestic  Communications  are  located  outside  the  United  States;  (b)
 that  the  Domestic  Communications  Infrastructure  that  is  located  outside  the  United  States
 is  located  for  bona  fide  commercial  reasons;  (c)  that  Stratos  plans  to  route  all  Domestic
 Communications  through  a  Point  of  Presence  physically  located  in  the  United  States,
 from  which  the  government  can  conduct  Electronic  Surveillance  pursuant  to  U.  S.  Lawful
 Process;  and  (d)  that  Stratos  Domestic  Communications  Infrastructure  within  the  United
 States  currently  consists  of  the  Nortel  MMCS  switch  (and  related  trunking  equipment)
 located  in  the  Stratos  facility  at  5  Teleport  Drive,  Staten  Island,  New  York,  which  is  also
 Stratos  current  Point  of  Presence  within  the  United  States;
 NOW  THEREFORE,  the  Parties  are  entering  into  this  Agreement  to  address  national
 security,  law  enforcement,  and  public  safety  concerns.
 ARTICLE  I:  INFORMATION  STORAGE  AND  ACCESS
 1.1  Point  of  Presence:  Pursuant  to  the  Stratos  Implementation  Plan,  Domestic
 Communications  shall  be  routed  through  a  Point  of  Presence,  which  is  a  network
 switch  under  the  control  of  Stratos  and  is  physically  located  in  the  United  States,
 from  which  Electronic  Surveillance  can  be  conducted  pursuant  to  Lawful  U.  S.
 Process.  Stratos  will  provide  technical  or  other  assistance  to  facilitate  such
 Electronic  Surveillance.
 1.2  Stratos  Implementation  Plan:  Certain  of  the  rights  and  obligations  of  the  Parties
 are  set  forth  in  further  detail  in  an  Implementation  Plan  dated  August  ___,  2001,
 which  is  consistent  with  this  Agreement.  Stratos  shall  comply  with  the
 Implementation  Plan,  which  may  be  amended  from  time  to  time  pursuant  to
 Section  7.7.
 1.3  CPNI:  Stratos  shall  comply  with  all  applicable  FCC  rules  and  regulations
 governing  access  to  and  storage  of  Customer  Proprietary  Network  Information
 (  CPNI),  as  defined  in  47  U.  S.  C.    222(  f)(  1).
 1.4  Compliance  with  Lawful  U.  S.  Process:  Stratos  shall  take  all  practicable  steps  to
 configure  its  Domestic  Communications  Infrastructure  such  that  Stratos  is  capable
 of  complying,  and  Stratos  employees  in  the  United  States  will  have  unconstrained
 authority  to  comply,  in  an  effective,  efficient,  and  unimpeded  fashion,  with
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 Lawful  U.  S.  Process,  the  orders  of  the  President  in  the  exercise  of  his/  her
 authority  under    706  of  the  Communications  Act  of  1934,  as  amended  (47
 U.  S.  C.    606),  and  under    302(  e)  of  the  Aviation  Act  of  1958  (49  U.  S.  C.  
 40107(  b))  and  Executive  Order  11161  (as  amended  by  Executive  Order  11382),
 and  National  Security  and  Emergency  Preparedness  rules,  regulations  and  orders
 issued  pursuant  to  the  Communications  Act  of  1934,  as  amended  (47  U.  S.  C.  
 151  et  seq.).
 1.5  Information  Storage  and  Access:  Stratos  shall  make  available  in  the  United
 States:
 (i)  stored  Domestic  Communications,  if  such  communications  are  stored  by
 or  on  behalf  of  Stratos  for  any  reason;
 (ii)  any  Wire  Communications  or  Electronic  Communications  (including  any
 other  type  of  wire,  voice  or  electronic  communication  not  covered  by  the
 definitions  of  Wire  Communication  or  Electronic  Communication)  received
 by,  intended  to  be  received  by,  or  stored  in  the  account  of  a  Stratos  U.  S.  -Licensed
 MET,  or  routed  to  Stratos  Point  of  Presence  in  the  United  States
 and  stored  by  or  on  behalf  of  Stratos  for  any  reason;
 (iii)  Transactional  Data  and  Call  Associated  Data  relating  to  Domestic
 Communications,  if  such  information  is  stored  by  or  on  behalf  of  Stratos  for
 any  reason  (although  all  Parties  recognize  that  Stratos  currently  does  not  store
 such  information  except  as  part  of  billing  records);
 (iv)  billing  records  relating  to  Stratos  customers  or  subscribers  for  its  U.  S.
 Licensed  METs,  Stratos  customers  and  subscribers  domiciled  in  the  United
 States,  or  Stratos  customers  and  subscribers  who  hold  themselves  out  as  being
 domiciled  in  the  United  States,  as  well  as  billing  records  related  to  any  call
 routed  through  Stratos  Point  of  Presence  in  the  United  States,  if  such
 information  is  stored  by  or  on  behalf  of  Stratos  for  any  reason,  for  so  long  as
 such  records  are  kept  pursuant  to  applicable  U.  S.  law  or  this  Agreement;  and
 (v)  Subscriber  Information  concerning  Stratos  customers  or  subscribers  for  its
 U.  S.-  Licensed  METs,  Stratos  customers  or  subscribers  domiciled  in  the
 United  States,  or  Stratos  customers  or  subscribers  who  hold  themselves  out  as
 being  domiciled  in  the  United  States,  as  well  as  Subscriber  Information  related
 to  any  call  routed  through  Stratos  Point  of  Presence  in  the  United  States,  if
 such  information  is  stored  by  or  on  behalf  of  Stratos  for  any  reason.
 1.6  Storage  Pursuant  to  18  U.  S.  C.    2703(  f):  Upon  a  request  made  pursuant  to  18
 U.  S.  C.    2703(  f)  by  a  governmental  entity  within  the  United  States  to  preserve
 any  of  the  information  enumerated  in  Section  1.5,  Stratos  shall  store  such
 preserved  records  or  other  evidence  in  the  United  States.
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 1.7  Mandatory  Destruction:  Stratos  shall  take  all  practicable  steps  to  store  the  data
 and  communications  described  in  Section  1.5  in  a  manner  not  subject  to
 mandatory  destruction  under  any  foreign  laws,  if  such  data  and  communications
 are  stored  by  or  on  behalf  of  Stratos  for  any  reason.  Except  for  strictly  bona  fide
 commercial  reasons,  such  data  and  communications  shall  be  stored  in  the  United
 States.
 1.8  Billing  Records:  Stratos  shall  store  for  at  least  eighteen  (18)  months  all  billing
 records  maintained  for  a  U.  S-  Licensed  MET.
 1.9  Communications  of  a  U.  S.-  Licensed  MET:  No  communications  of  a  U.  S.  -Licensed
 MET  shall  be  routed  outside  the  United  States  except  for  strictly  bona
 fide  commercial  reasons.
 1.10  Communications  of  a  Non-  U.  S.-  Licensed  MET:  Electronic  Surveillance  pursuant
 to  Lawful  U.  S.  Process  of  a  Non-  U.  S.-  Licensed  MET  shall  be  conducted  pursuant
 to  the  Stratos  Implementation  Plan.
 1.11  Domestic  Communications  Infrastructure:  Except  for  strictly  bona  fide
 commercial  reasons,  Domestic  Communications  Infrastructure  shall  be  located  in
 the  United  States  and  shall  be  directed,  controlled,  supervised  and  managed  by
 Stratos.
 1.12  Compliance  with  U.  S.  Law:  Nothing  in  this  Agreement  shall  excuse  Stratos  from
 any  obligation  it  may  have  to  comply  with  U.  S.  legal  requirements  for  the
 retention,  preservation,  or  production  of  such  information  or  data.  Similarly,  in
 any  action  to  enforce  Lawful  U.  S.  Process,  Stratos  has  not  waived  any  legal  right
 it  might  have  to  resist  such  process.
 ARTICLE  II:  NON-  OBJECTION  BY  DOJ  AND  FBI  TO  GRANT  OF  LICENSES  TO  STRATOS
 2.1  Non-  Objection  to  Current  Application:  Upon  the  execution  of  this  Agreement  by
 all  the  Parties,  the  FBI  and  DOJ  shall  promptly  notify  the  FCC  that,  provided  the
 FCC  adopts  a  condition  substantially  the  same  as  set  forth  in  Exhibit  A  attached
 hereto,  the  FBI  and  DOJ  have  no  objection  to  the  FCCs  grant  or  approval  of
 Stratos  applications  (Application  Pursuant  to  Section  214  for  Authority  to
 Provide  Domestic  Land  Mobile  Services  Using  the  Inmarsat  Ltd.  Satellite  System,
 File  No.  SES-  MSC-  20010220-  00349,  Applications  for  Blanket  Licenses  to
 Operate  Mobile  Earth  Terminals  with  Non-  U.  S.  Licensed  Satellites,  File  Nos.
 SES-  LIC-  20010221-  00360;  SES-  LIC-  20010221-  00361;  SES-  LIC-  20010221-00362;
 SES-  LIC-  20010221-  00363,  Application  for  Section  214  Authority  to
 Provide  Inmarsat  M4  Services,  File  No.  SES-  MSC-  20000426-  00861,  Application
 for  Blanket  Authority  to  Operate  Mobile  Earth  Terminals,  File  No.  SES-  LIC-
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 20000426-  00630,  and  Application  Pursuant  to  Section  214  for  Authority  to
 Provide  Domestic  Aeronautical  Mobile  Satellite  Services  via  the  Inmarsat  System,
 File  No.  ITC-  214-  19981214-  00859).
 2.2  Non-  Objection  to  Future  Applications:  The  FBI  and  DOJ  agree  not  to  object,
 formally  or  informally,  to  the  grant  of  any  other  FCC  application  of  Stratos  for  a
 license  under  Titles  II  and  III  of  the  Communications  Act  of  1934,  as  amended,  to
 provide  service  to  and  operate  METs  in  the  United  States  for  communications  via
 the  Inmarsat  Space  Segment,  provided  that  such  application  makes  clear  that  the
 terms  and  conditions  of  this  Agreement  and  the  Implementation  Plan  shall  apply
 to  any  license  issued  pursuant  to  that  application.  Nothing  in  this  Agreement  shall
 preclude  the  DOJ  or  the  FBI  from  opposing,  formally  or  informally,  a  FCC
 application  by  Stratos  to  transfer  its  license(  s)  to  a  third  party.
 ARTICLE  III:  SECURITY  OFFICE
 3.1  Location  of  Security  Office:  Stratos  shall  maintain  within  the  United  States  a
 security  office.  Stratos  shall  within  the  security  office:
 (i)  take  appropriate  measures  to  prevent  unauthorized  access  to  data  or
 facilities  that  might  contain  Classified  Information  or  Sensitive  Information;
 (ii)  assign  U.  S.  citizens,  who  meet  high  standards  of  trustworthiness  for
 maintaining  the  confidentiality  of  Sensitive  Information,  to  positions  that
 handle  or  that  regularly  deal  with  information  identifiable  to  such  person  as
 Sensitive  Information;
 (iii)  upon  request  from  the  DOJ  or  FBI,  provide  the  name,  social  security
 number,  and  date  of  birth  of  each  person  who  regularly  handles  or  deals  with
 Sensitive  Information;
 (iv)  require  that  personnel  handling  Classified  Information  shall  have  been
 granted  appropriate  security  clearances;
 (v)  provide  that  the  points  of  contact  described  in  Section  3.6  shall  have
 sufficient  authority  over  any  of  Stratos  employees  who  may  handle  Classified
 Information  or  Sensitive  Information  to  maintain  the  confidentiality  and
 security  of  such  information  in  accordance  with  applicable  U.  S.  legal
 authority  and  the  terms  of  this  Agreement;  and
 (vi)  maintain  appropriately  secure  facilities  (e.  g.,  offices)  for  the  handling  and
 storage  of  any  Classified  Information  and  Sensitive  Information.
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 3.2  Measures  to  Prevent  Improper  Use  or  Access:  Stratos  shall  take  reasonable
 measures  to  prevent  the  use  of  or  access  to  Stratos  equipment  or  facilities  to
 conduct  Electronic  Surveillance  in  violation  of  any  U.  S.  federal,  state,  or  local  law
 or  the  terms  of  this  Agreement.  These  measures  shall  take  the  form  of  technical,
 organizational,  personnel-  related  policies  and  written  procedures,  necessary
 implementation  plans,  and  physical  security  measures.
 3.3  Access  by  Foreign  Government  Authorities:  Stratos  shall  not  provide  access  to
 Domestic  Communications,  Call  Associated  Data,  Transactional  Data,  or
 Subscriber  Information  stored  in  the  United  States  to  any  person,  if  the  purpose  of
 such  access  is  to  respond  to  the  legal  process  or  the  request  of  or  on  behalf  of  a
 foreign  government,  identified  representative,  or  a  component  or  subdivision
 thereof,  without  the  express  written  consent  of  the  DOJ  or  the  authorization  of  a
 court  of  competent  jurisdiction  in  the  United  States.  Any  requests  or  submission
 of  legal  process  described  in  this  Section  shall  be  reported  to  the  DOJ  as  soon  as
 possible  and  in  no  event  later  than  five  (5)  business  days  after  such  request  or
 legal  process  is  received  by  Stratos,  unless  the  disclosure  of  the  request  or  legal
 process  would  be  in  violation  of  an  order  of  a  court  of  competent  jurisdiction
 within  the  United  States.  Stratos  shall  take  reasonable  measures  to  ensure  that  it
 will  learn  of  all  such  requests  or  submission  of  legal  process  described  in  this
 Section.
 3.4  Disclosure  to  Foreign  Government  Authorities:  Stratos  shall  not,  direct  ly  or
 indirectly,  disclose  or  permit  disclosure  of,  or  provide  access  to:
 (i)  Classified  or  Sensitive  Information,  or
 (ii)  Subscriber  Information,  Transactional  Data,  Call  Associated  Data,  or  a
 copy  of  any  Wire  Communication  or  Electronic  Communication  intercepted
 or  acquired  pursuant  to  Lawful  U.  S.  Process
 to  any  foreign  government  or  a  component  or  subdivision  thereof  without
 satisfying  all  applicable  U.  S.  federal,  state  and  local  legal  requirements  pertinent
 thereto,  and  obtaining  the  express  written  consent  of  the  DOJ  or  the  authorization
 of  a  court  of  competent  jurisdiction  in  the  United  States.  Stratos  shall  notify  the
 DOJ  of  any  requests  or  any  legal  process  submitted  to  Stratos  by  a  foreign
 government  or  a  component  or  subdivision  thereof  for  communications,  data  or
 information  identified  in  this  paragraph.  Stratos  shall  provide  such  notice  to  the
 DOJ  as  soon  as  possible  and  in  no  event  later  than  five  (5)  business  days  after
 such  request  or  legal  process  is  received  by  Stratos,  unless  the  disclosure  of  the
 request  or  legal  process  would  be  in  violation  of  an  order  of  a  court  of  competent
 jurisdiction  within  the  United  States.  Stratos  shall  take  reasonable  measures  to
 ensure  that  it  will  learn  of  all  such  requests  or  submission  of  legal  process
 described  in  this  Section.
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 3.5  Notification  of  Access  or  Disclosure  Requests:  Stratos  shall  notify  DOJ  in
 writing  of  legal  process  or  requests  by  foreign  non-  governmental  entities  for
 access  to  or  disclosure  of  Domestic  Communications  unless  the  disclosure  of  the
 legal  process  or  requests  would  be  in  violation  of  an  order  of  a  court  of  competent
 jurisdiction  within  the  United  States.  Stratos  shall  provide  such  notice  to  the  DOJ
 no  later  than  ninety  (90)  days  after  such  request  or  legal  process  is  received  by
 Stratos,  unless  the  disclosure  of  the  request  or  legal  process  would  be  in  violation
 of  an  order  of  a  court  of  competent  jurisdiction  within  the  United  States.
 3.6  Points  of  Contact:  Within  sixty  (60)  days  after  execution  of  this  Agreement  by  all
 parties,  Stratos  shall  designate  points  of  contact  within  the  United  States  with  the
 authority  and  responsibility  for  accepting  and  overseeing  compliance  with  Lawful
 U.  S.  Process.  The  points  of  contact  will  be  available  24  hours  per  day,  7  days  per
 week  and  shall  be  responsible  for  accepting  service  and  maintaining  the  security
 of  Classified  Information  and  any  Lawful  U.  S.  Process  for  Electronic  Surveillance
 in  accordance  with  the  requirements  of  U.  S.  law.  Stratos  will  immediately  notify
 in  writing  the  DOJ  and  the  FBI  of  such  designation,  and  thereafter  shall  promptly
 notify  the  FBI  and  DOJ  of  any  change  in  that  designation.  The  points  of  contact
 shall  be  resident  U.  S.  citizens  who  are  eligible  for  appropriate  U.  S.  security
 clearances.  If  necessary  to  receive  or  handle  Sensitive  or  Classified  Information,
 Stratos  shall  cooperate  with  any  request  by  a  government  entity  within  the  United
 States  that  a  background  check  and/  or  security  clearance  process  be  completed  for
 a  designated  point  of  contact.
 3.7  Security  of  Lawful  Process:  Stratos  shall  protect  the  confidentiality  and  security
 of  all  Lawful  U.  S.  Process  served  upon  it  and  the  confidentiality  and  security  of
 Classified  Information  and  Sensitive  Information  in  accordance  with  U.  S.  federal
 and  state  law  or  regulations.
 3.8  Notice  of  Obligations:  Stratos  shall  instruct  appropriate  officials,  employees,
 contractors  and  agents  as  to  their  obligations  under  this  Agreement  and  issue
 periodic  reminders  to  them  of  such  obligations.
 3.9  Access  to  Classified  or  Sensitive  Information:  Nothing  contained  in  this
 Agreement  shall  limit  or  affect  the  authority  of  a  U.  S.  government  agency  to
 deny,  limit  or  revoke  Stratos  access  to  Classified  and  Sensitive  Information  under
 that  agencys  jurisdiction.
 3.10  Reporting  of  Incidents:  Stratos  shall  take  practicable  steps  to  ensure  that,  if  any
 Stratos  official,  employee,  contractor  or  agent  acquires  any  information  that
 reasonably  indicates:  (i)  a  breach  of  this  Agreement;  (ii)  Electronic  Surveillance
 conducted  in  violation  of  U.  S.  federal,  state  or  local  law  or  regulation;  (iii)  access
 to  or  disclosure  of  CPNI  or  Subscriber  Information  in  violation  of  U.  S.  federal,
 state  or  local  law  or  regulation  (except  for  violations  of  FCC  regulations  relating
 to  improper  use  of  CPNI);  or  (iv)  improper  access  to  or  disclosure  of  Classified
 Information  or  Sensitive  Information,  then  Stratos  shall  notify  the  FBI  and  DOJ.
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 This  report  shall  be  made  promptly  and  in  any  event  no  later  than  ten  (10)
 calendar  days  after  Stratos  acquires  such  information.  Stratos  shall  lawfully
 cooperate  in  investigating  the  matters  described  in  this  Section.  Stratos  need  not
 report  information  where  disclosure  of  such  information  would  be  in  violation  of
 an  order  of  a  court  of  competent  jurisdiction  within  the  United  States.  This
 Section  is  effective  thirty  (30)  calendar  days  after  execution  of  this  Agreement  by
 all  Part  ies.
 3.11  Notice  of  Decision  to  Store  Information  Outside  the  United  States:  Stratos  shall
 provide  to  the  FBI  and  DOJ  thirty  (30)  calendar  days  advance  notice  if  Stratos  (or
 any  entity  with  which  Stratos  has  contracted  or  made  other  arrangements  for  data
 or  communications  processing  or  storage)  plans  to  store  outside  of  the  United
 States  Domestic  Communications,  Transactional  Data,  Call  Associated  Data,  or
 Subscriber  Information  that  was  previously  stored  within  the  United  States.  Such
 notice  shall,  at  a  minimum,  (a)  include  a  description  of  the  type  of  information  to
 be  stored  outside  the  United  States,  (b)  identify  the  custodian  of  the  information  if
 other  than  Stratos,  (c)  identify  the  location  where  the  information  is  to  be  stored,
 and  (d)  identify  the  factors  considered  in  deciding  to  store  the  information  outside
 of  the  United  States  (see  Section  1.7).  This  section  is  effective  thirty  (30)
 calendar  days  after  execution  of  this  Agreement  by  all  Parties.
 3.12  Joint  Ventures:  Stratos  may  enter  into  joint  ventures  under  which  the  joint
 venture  or  entity  may  provide  Domestic  Communications.  To  the  extent  Stratos
 does  not  have  de  facto  or  de  jure  control  over  such  joint  venture  or  entity,  Stratos
 shall  in  good  faith  endeavor  to  have  such  entity  comply  with  this  Agreement  as  if
 it  were  a  subsidiary  of  Stratos  and  shall  consult  with  the  FBI  or  the  DOJ  about  the
 activities  of  such  entity.  This  Section  is  effective  upon  execution  of  this
 Agreement  by  all  the  Parties.  Nothing  in  this  Section  relieves,  nor  shall  it  be
 construed  to  relieve,  Stratos  of  its  obligations  under  Sections  1.5  and  1.7.
 3.13  Outsourcing  Third  Parties:  If  Stratos  outsources  functions  covered  by  this
 Agreement  to  a  third  party,  Stratos  shall  take  reasonable  steps  to  ensure  that  those
 third  parties  comply  with  the  applicable  terms  of  this  Agreement.
 3.14  Access  to  Information:  In  response  to  reasonable  requests  made  by  the  FBI  or  the
 DOJ,  Stratos  shall  provide  access  to  information  concerning  technical,  physical,
 management,  or  other  security  measures  and  other  reasonably  available
 information  needed  by  the  DOJ  or  the  FBI  to  assess  compliance  with  the  terms  of
 this  Agreement.
 3.15  Visits  and  Inspections:  Upon  reasonable  notice  and  during  reasonable  hours,  the
 FBI  and  the  DOJ  may  visit  and  inspect  any  part  of  Stratos  Domestic
 Communications  Infrastructure  and  security  office  for  the  purpose  of  verifying
 compliance  with  the  terms  of  this  Agreement.  Stratos  may  have  appropriate
 Stratos  employees  accompany  U.  S.  government  representatives  throughout  any
 such  inspection.
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 3.16  Access  to  Personnel:  Upon  reasonable  notice  from  the  FBI  or  the  DOJ,  Stratos
 will  make  available  for  interview  officers  or  employees  of  Stratos,  and  will  seek
 to  require  contractors  to  make  available  appropriate  personnel  located  in  the
 United  States  who  are  in  a  position  to  provide  information  to  verify  compliance
 with  this  Agreement.
 3.17  Annual  Report:  On  or  before  the  last  day  of  January  of  each  year,  a  designated
 senior  corporate  officer  of  Stratos  shall  submit  to  the  FBI  and  the  DOJ  a  report
 assessing  Stratos  compliance  with  the  terms  of  this  Agreement  for  the  preceding
 calendar  year.  The  report  shall  include:
 (i)  a  copy  of  the  policies  and  procedures  adopted  to  comply  with  this
 Agreement;
 (ii)  a  summary  of  the  changes,  if  any,  to  the  policies  and  procedures,  and  the
 reasons  for  those  changes;
 (iii)  a  summary  of  any  known  acts  of  noncompliance  with  the  terms  of  this
 Agreement,  whether  inadvertent  or  intentional,  with  a  discussion  of  what  steps
 have  been  or  will  be  taken  to  prevent  such  acts  from  occurring  in  the  future;
 and
 (iv)  identification  of  any  other  issues  that,  to  Stratos  knowledge,  will  or
 reasonably  could  affect  the  effectiveness  of  or  compliance  with  this
 Agreement.
 ARTICLE  IV:  DEFINITIONS
 As  used  in  this  Agreement:
 4.1  Call  Associated  Data  means  any  information  possessed  by  Stratos  relating  to  a
 Domestic  Communication  or  relating  to  the  sender  or  recipient  of  that  Domestic
 Communication  and  may  include  without  limitation  subscriber  identification,
 called  party  number,  calling  party  number,  start  time,  end  time,  call  duration,
 feature  invocation  and  deactivation,  feature  interaction,  registration  information,
 user  location,  diverted  to  number,  conference  party  numbers,  dual  tone
 multifrequency  (dialed  digit  extraction),  inband  and  outofband  signaling,  and
 party  add,  drop,  and  hold.
 4.2  Classified  Information  means  any  information  that  has  been  determined
 pursuant  to  Executive  Order  12958,  or  any  predecessor  or  successor  Executive
 Order,  or  the  Atomic  Energy  Act  of  1954,  or  any  statute  that  succeeds  or  amends
 the  Atomic  Energy  Act,  to  require  protection  against  unauthorized  disclosure.
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 4.3  De  facto  and  de  jure  control  have  the  meaning  provided  in  47  C.  F.  R.  
 1.2110.
 4.4  Domestic  Communications  means  (i)  Wire  Communications  or  Electronic
 Communications  (whether  stored  or  not)  between  a  U.  S.-  Licensed  MET  and
 another  U.  S.  location,  and  (ii)  the  U.  S.  portion  of  a  Wire  Communication  or
 Electronic  Communication  (whether  stored  or  not)  that  originates  from  or
 terminates  to  a  U.  S.-  Licensed  MET.
 4.5  Domestic  Communications  Infrastructure  means  the  facilities  and  equipment  of
 Stratos  used  to  provide,  process,  direct,  control,  supervise  or  manage  Domestic
 Communications.  Domestic  Communications  Infrastructure  may  be  located,  for
 bona  fide  commercial  reasons,  outside  the  United  States.
 4.6  Electronic  Communication  has  the  meaning  given  it  in  18  U.  S.  C.    2510(  12).
 4.7  Electronic  Surveillance  means  (i)  the  interception  of  wire,  oral,  or  electronic
 communications  as  defined  in  18  U.  S.  C.    2510(  1),  (2),  (4)  and  (12),
 respectively,  and  electronic  surveillance  as  defined  in  50  U.  S.  C.    1801(  f);  (ii)
 access  to  stored  wire  or  electronic  communications,  as  referred  to  in  18  U.  S.  C.  
 2701  et  seq.;  (iii)  acquisition  of  dialing  or  signaling  information  through  pen
 register  or  trap  and  trace  devices  or  other  devices  or  features  capable  of  acquiring
 such  information  pursuant  to  law  as  defined  in  18  U.  S.  C.    3121  et  seq.  and  50
 U.  S.  C.    1841  et  seq.;  (iv)  acquisition  of  location-  related  information  concerning
 a  telecommunications  service  subscriber;  (v)  preservation  of  any  of  the  above
 information  pursuant  to  18  U.  S.  C.    2703(  f);  and  (vi)  including  access  to,  or
 acquisition  or  interpretation  of,  communications  or  information  as  described  in  (i)
 through  (v)  above  and  comparable  State  laws.
 4.8  Foreign  where  used  in  this  Agreement,  whether  capitalized  or  lower  case,
 means  non-  U.  S.
 4.9  Intercept  or  Intercepted  has  the  meaning  defined  in  18  U.  S.  C.    2510(  4).
 4.10  Lawful  U.  S.  Process  means  lawful  requests  by  U.  S.  federal,  state  or  local  law
 enforcement  agencies  or  U.  S.  intelligence  agencies,  certifications,  and  court
 orders  regarding  Electronic  Surveillance  and  the  acquisition  of  Subscriber
 Information.
 4.11  Non-  U.  S.-  Licensed  MET  means  an  Inmarsat  MET  that  is  not  covered  by  a
 Stratos  license  or  authorization  to  provide  service  to  METs  inside  the  United
 States.
 4.12  Parties  has  the  meaning  given  it  in  the  Preamble.
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 4.13  Pro  forma  assignments  or  pro  forma  transfers  of  control  are  transfers  or
 assignments  that  do  not  involve  a  substantial  change  in  ownership  or  control  of
 the  licenses  as  provided  in  47  U.  S.  C.    309(  c)(  2)(  B).
 4.14  Sensitive  Information  means  unclassified  information  regarding  (i)  the  persons
 or  facilities  that  are  the  subjects  of  Lawful  U.  S.  Process,  (ii)  the  identity  of  the
 government  agency  or  agencies  serving  such  Lawful  U.  S.  Process,  (iii)  the
 location  or  identity  of  the  line,  circuit,  transmission  path,  or  other  facilities  or
 equipment  used  to  conduct  Electronic  Surveillance,  (iv)  the  means  of  carrying  out
 Electronic  Surveillance,  (v)  the  type(  s)  of  service,  telephone  number(  s),  records,
 communications,  or  facilities  subjected  to  Lawful  U.  S.  Process,  and  (vi)  other
 unclassified  information  designated  in  writing  by  an  authorized  official  of  a
 federal,  state  or  local  law  enforcement  agency  or  a  U.  S.  intelligence  agency  as
 Sensitive  Information.
 4.15  Subscriber  Information  means  information  of  the  type  referred  to  and
 accessible  subject  to  procedures  specified  in  18  U.  S.  C.    2703(  c)  or  (d)  or  18
 U.  S.  C.    2709.  Such  information  shall  also  be  considered  Subscriber  Information
 when  it  is  sought  pursuant  to  the  provisions  of  other  Lawful  U.  S.  Process.
 4.16  Transactional  Data  means:
 a)  any  call  identifying  information,  as  defined  in  47  U.  S.  C.    1001(  2),
 possessed  by  Stratos,  including  without  limitation  the  telephone  number  or  similar
 identifying  designator  associated  with  a  Domestic  Communication;
 b)  Internet  address  or  similar  identifying  designator  associated  with  a  Domestic
 Communication;
 c)  the  time,  date,  size  and  duration  of  a  Domestic  Communication;
 d)  any  information  possessed  by  Stratos  relating  specifically  to  the  identity  and
 physical  address  of  a  Stratos  U.  S.  subscriber,  user,  or  account  payer;
 e)  to  the  extent  associated  with  such  a  U.  S.  subscriber,  user  or  account  payer,
 any  information  possessed  by  Stratos  relating  to  telephone  numbers,  Internet
 addresses,  or  similar  identifying  designators;  the  physical  location  of  equipment  if
 known  and  if  different  from  the  location  information  provided  under  (f)  below;
 types  of  service;  length  of  service;  fees;  and  usage,  including  billing  records;  and
 f)  to  the  extent  permitted  by  U.  S.  laws,  any  information  possessed  by  Stratos
 indicating  as  closely  as  possible  the  physical  location  to  or  from  which  a
 Domestic  Communication  is  transmitted.
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 4.17  United  States  or  U.  S.  means  the  United  States  of  America  including  all  of  its
 States,  districts,  territories,  possessions,  commonwealths,  and  the  territorial  and
 special  maritime  jurisdiction  of  the  United  States.
 4.18  U.  S.-  Licensed  MET  means  a  MET  covered  by  Stratos  Applications  for  Blanket
 Licenses  to  Operate  Mobile  Earth  Terminals  with  Non-  U.  S.  Licensed  Satellites,
 File  Nos.  SES-  LIC-  20010221-  00360;  SES-  LIC-  20010221-  00361;  SES-  LIC-20010221-
 00362;  SES-  LIC-  20010221-  00363,  Application  for  Blanket  Authority
 to  Operate  Mobile  Earth  Terminals,  File  No.  SES-  LIC-  20000426-  00630,  or  by
 any  future  Stratos  Title  III  license  granted  to  provide  service  to  METs  inside  the
 United  States.
 4.19  Wire  Communication  has  the  meaning  given  it  in  18  U.  S.  C.    2510(  1).
 4.20  Other  Definitional  Provisions:  Other  capitalized  terms  used  in  this  Agreement
 and  not  defined  in  this  Article  IV  shall  have  the  meanings  assigned  them
 elsewhere  in  this  Agreement.  The  definitions  in  this  Agreement  are  applicable  to
 the  singular  as  well  as  the  plural  forms  of  such  terms  and  to  the  masculine  as  well
 as  the  feminine  and  neuter  genders  of  such  term.  Whenever  the  words  include,
 includes,  or  including  are  used  in  this  Agreement,  they  shall  be  deemed  to  be
 followed  by  the  words  without  limitation.
 ARTICLE  V:  FREEDOM  OF  INFORMATION  ACT
 5.1  Protection  from  Disclosure:  The  DOJ  and  FBI  shall  take  all  reasonable  measures
 to  protect  from  public  disclosure  all  information  submitted  by  Stratos  to  the  DOJ
 or  FBI  in  connection  with  this  Agreement  and  clearly  marked  with  the  legend
 Confident  ial  or  similar  designat  ion.  Such  markings  shall  signify  that  it  is
 Stratos  position  that  the  information  so  marked  constitutes  trade  secrets  and/  or
 commercial  or  financial  information  obtained  from  a  person  and  privileged  or
 confidential,  or  otherwise  warrants  protection  within  the  meaning  of  5  U.  S.  C.  
 552(  b)(  4).  If  a  request  is  made  under  5  U.  S.  C.    552(  a)(  3)  for  information  so
 marked,  and  disclosure  of  any  information  (including  disclosure  in  redacted  form)
 is  contemplated,  the  DOJ  or  FBI,  as  appropriate,  shall  notify  Stratos  of  the
 intended  disclosure  as  provided  by  Executive  Order  12600,  52  Fed.  Reg.  23781
 (June  25,  1987).  If  Stratos  objects  to  the  intended  disclosure  and  its  objections  are
 not  sustained,  the  DOJ  or  FBI,  as  appropriate,  shall  notify  Stratos  of  its  intention
 to  release  (as  provided  by  Section  5  of  Executive  Order  12600)  not  later  than  five
 (5)  business  days  prior  to  disclosure  of  the  challenged  information.
 5.2  Use  of  Information  for  U.  S.  Government  Purposes:  Nothing  in  this  Agreement
 shall  prevent  the  DOJ  or  the  FBI  from  lawfully  disseminating  information  as
 appropriate  to  seek  enforcement  of  this  Agreement,  provided  that  the  DOJ  and
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 FBI  take  all  reasonable  measures  to  protect  from  public  disclosure  the  information
 marked  as  described  in  Section  5.1.
 ARTICLE  VI:  DISPUTES
 6.1  Informal  Resolution:  The  Parties  shall  use  their  best  efforts  to  resolve  any
 disagreements  that  may  arise  under  this  Agreement.  Disagreements  shall  be
 addressed,  in  the  first  instance,  at  the  staff  level  by  the  Parties  designated
 representatives.  Any  disagreement  that  has  not  been  resolved  at  that  level  shall  be
 submitted  promptly  to  higher  authorized  officials,  unless  the  DOJ  or  the  FBI
 believe  that  important  national  interests  can  be  protected,  or  Stratos  believes  that
 paramount  commercial  interests  can  be  resolved,  only  by  resorting  to  the
 measures  set  forth  in  Section  6.2  below.  If,  after  meeting  with  higher  authorized
 officials,  either  party  determines  that  further  negotiations  would  be  fruitless,  then
 either  party  may  resort  to  the  remedies  set  forth  in  Section  6.  2  below.  If
 resolution  of  a  disagreement  requires  access  to  Classified  Information,  the  Parties
 shall  designate  a  person  possessing  the  appropriate  security  clearances.
 6.2  Enforcement  of  Agreement:  Subject  to  Section  6.  1  of  this  Agreement,  if  any
 Party  believes  that  any  other  Party  has  breached  or  is  about  to  breach  this
 Agreement,  that  Party  may  bring  an  action  against  the  other  Party  for  appropriate
 judicial  relief.  Nothing  in  this  Agreement  shall  limit  or  affect  the  right  of  a  U.  S.
 Government  agency  to:
 (i)  seek  revocation  by  the  FCC  of  any  license,  permit,  or  other  authorization
 granted  or  given  by  the  FCC  to  Stratos,  or  seek  any  other  action  by  the  FCC
 regarding  Stratos;  or
 (ii)  seek  civil  sanctions  for  any  violation  by  Stratos  of  any  U.  S.  law  or
 regulation  or  term  of  this  Agreement;  or
 (iii)  pursue  criminal  sanctions  against  Stratos,  or  any  director,  officer,
 employee,  representative,  or  agent  of  Stratos,  or  against  any  other  person  or
 entity,  for  violations  of  the  criminal  laws  of  the  United  States.
 6.3  Forum  Selection:  It  is  agreed  by  and  between  the  Parties  that  a  civil  action  for
 judicial  relief  with  respect  to  any  dispute  or  matter  whatsoever  arising  under,  in
 connection  with,  or  incident  to,  this  Agreement  shall  be  brought,  if  at  all,  in  the
 United  States  District  Court  for  the  District  of  Columbia.
 6.4  Irreparable  Injury:  Stratos  agrees  that  the  United  States  would  suffer  irreparable
 injury  if  for  any  reason  Stratos  failed  to  perform  any  of  its  significant  obligations
 under  this  Agreement,  and  that  monetary  relief  would  not  be  an  adequate  remedy.
 Accordingly,  Stratos  agrees  that,  in  seeking  to  enforce  this  Agreement  against
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 Stratos,  the  FBI  and  DOJ  shall  be  entitled,  in  addition  to  any  other  remedy
 available  at  law  or  equity,  to  specific  performance  and  injunctive  or  other
 equitable  relief.
 ARTICLE  VII:  OTHER
 7.1  Right  to  Make  and  Perform  Agreement:  The  Parties  represent  that,  to  the  best  of
 their  knowledge,  they  have  and  shall  continue  to  have  throughout  the  term  of  this
 Agreement  the  full  right  to  enter  into  this  Agreement  and  perform  their
 obligations  hereunder  and  that  this  Agreement  is  a  legal,  valid  and  binding
 obligation  enforceable  in  accordance  with  its  terms.
 7.2  Waiver:  The  availability  of  any  civil  remedy  under  this  Agreement  shall  not
 prejudice  the  exercise  of  any  other  civil  remedy  under  this  Agreement  or  under
 any  provision  of  law,  nor  shall  any  action  taken  by  a  Party  in  the  exercise  of  any
 remedy  be  considered  a  waiver  by  that  Party  of  any  other  rights  or  remedies.  The
 failure  of  any  Party  to  insist  on  strict  performance  of  any  of  the  provisions  of  this
 Agreement,  or  to  exercise  any  right  they  grant,  shall  not  be  construed  as  a
 relinquishment  or  future  waiver,  rather,  the  provision  or  right  shall  continue  in  full
 force.  No  waiver  by  any  Party  of  any  provision  or  right  shall  be  valid  unless  it  is
 in  writing  and  signed  by  the  Party.
 7.3  Headings:  The  article  and  section  headings  and  numbering  in  this  Agreement  are
 inserted  for  convenience  only  and  shall  not  affect  the  meaning  or  interpretation  of
 this  Agreement.
 7.4  Other  Laws:  Nothing  in  this  Agreement  is  intended  to  limit  or  constitute  a  waiver
 of  (i)  any  obligation  imposed  by  any  U.  S.  laws  on  the  Parties  or  by  U.  S.  state  or
 local  laws  on  Stratos,  (ii)  any  enforcement  authority  available  under  any  U.  S.  or
 state  laws,  (iii)  the  sovereign  immunity  of  the  United  States,  or  (iv)  any  authority
 over  Stratos  activities  or  facilities  located  outside  the  United  States  that  the  U.  S.
 Government  may  possess.  Nothing  in  this  Agreement  is  intended  to,  or  is  to  be
 interpreted  to,  require  the  Parties  to  violate  any  applicable  U.  S.  law.
 7.5  Statutory  References:  All  references  in  this  Agreement  to  statutory  provisions
 shall  include  any  future  amendments  to  such  statutory  provisions.
 7.6  Non-  Parties:  Nothing  in  this  Agreement  is  intended  to  confer  or  does  confer  any
 rights  or  obligations  on  any  Person  other  than  the  Parties  and  any  other  U.  S.
 Governmental  Authorities  entitled  to  effect  Electronic  Surveillance  pursuant  to
 Lawful  U.  S.  Process.
 7.7  Modification:  This  Agreement  and  the  Implementation  Plan  may  only  be
 modified  by  written  agreement  signed  by  all  of  the  Parties.  The  DOJ  and  FBI
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 agree  to  consider  in  good  faith  possible  modifications  to  this  Agreement  if  Stratos
 believes  that  the  obligations  imposed  on  it  under  this  Agreement  are  substantially
 more  restrictive  than  those  imposed  on  other  U.  S.  and  foreign  licensed  service
 providers  in  like  circumstances  in  order  to  protect  U.  S.  national  security,  law
 enforcement,  and  public  safety  concerns.  Any  substantial  modification  to  this
 Agreement  shall  be  reported  to  the  FCC  within  thirty  (30)  days  after  approval  in
 writing  by  the  Parties.
 7.8  Partial  Invalidity:  If  any  portion  of  this  Agreement  is  declared  invalid  by  a  U.  S.
 court  of  competent  jurisdiction,  this  Agreement  shall  be  construed  as  if  such
 portion  had  never  existed,  unless  such  construction  would  constitute  a  substantial
 deviation  from  the  Parties  intent  as  reflected  in  this  Agreement.
 7.9  Good  Faith  Negotiations:  The  DOJ  and  the  FBI  agree  to  negotiate  in  good  faith
 and  promptly  with  respect  to  any  request  by  Stratos  for  relief  from  application  of
 specific  provisions  of  this  Agreement  to  future  Stratos  activities  or  services  if
 those  provisions  become  unduly  burdensome  to  Stratos  or  adversely  affect
 Stratos  competitive  position.  If  the  DOJ  or  the  FBI  find  that  the  terms  of  this
 Agreement  are  inadequate  to  address  national  security  concerns  presented  by  an
 acquisition  by  Stratos  in  the  United  States  after  the  date  that  all  the  Parties  have
 executed  this  Agreement,  Stratos  shall  negotiate  in  good  faith  to  modify  this
 Agreement  to  address  those  concerns.
 7.10  Successors  and  Assigns:  This  Agreement  shall  inure  to  the  benefit  of,  and  shall
 be  binding  upon,  the  Parties  and  their  respective  successors  and  assigns.
 7.11  Control  of  Stratos:  If  Stratos  makes  any  filing  with  the  FCC  or  any  other
 governmental  agency  relating  to  the  de  jure  or  de  facto  control  of  Stratos,  except
 for  filing  with  the  FCC  for  assignments  or  transfers  of  control  to  any  U.  S.
 subsidiary  of  Stratos  that  are  pro  forma,  Stratos  shall  promptly  provide  to  the  FBI
 and  DOJ  written  notice  and  copies  of  such  filing.
 7.12  Notices:  All  written  communications  or  other  written  notices  relating  to  this
 Agreement,  such  as  a  proposed  modification,  shall  be  deemed  given:  (i)  when
 delivered  personally;  (ii)  if  by  facsimile,  upon  transmission  with  confirmation  of
 receipt  by  the  receiving  Partys  facsimile  terminal;  (iii)  if  sent  by  documented
 overnight  courier  service,  on  the  date  delivered;  or  (iv)  if  sent  by  mail,  five  (5)
 business  days  after  being  mailed  by  registered  or  certified  U.  S.  mail,  postage
 prepaid,  addressed  to  the  Parties  designated  representatives  at  the  addresses
 shown  below,  or  to  such  other  representatives  at  such  other  addresses  as  the
 Parties  may  designate  in  accordance  with  this  Section:
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 Department  of  Justice
 Assistant  Attorney  General
 Criminal  Division
 950  Pennsylvania  Ave.,  N.  W.
 Washington,  D.  C.  20530
 Federal  Bureau  of  Investigation
 Assistant  Director
 National  Security  Division
 935  Pennsylvania  Ave.,  N.  W.
 Washington,  D.  C.  20535
 Federal  Bureau  of  Investigation
 Office  of  General  Counsel
 935  Pennsylvania  Ave.,  N.  W.
 Washington,  D.  C.  20535
 Stratos  Mobile  Networks  (USA)  LLC
 Facilities  Manager
 5  Teleport  Drive
 Staten  Island,  NY  10311
 with  copy  to:
 Alfred  M.  Mamlet
 Steptoe  &  Johnson,  LLP
 1330  Connecticut  Ave.,  N.  W.
 Washington,  D.  C.  20036
 This  Agreement  is  executed  on  behalf  of  the  Parties:
 Federal  Bureau  of  Investigation
 Date:  _____________________  By:  ___________________________
 Printed  Name:
 Title:
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 MarineSat  Communications  Network,  Inc.  and  Stratos  Mobile  Networks  (USA)  LLC
 Date:  _____________________  By:  ___________________________
 Printed  Name:
 Title:
 United  States  Department  of  Justice
 Date:  _____________________  By:  ___________________________
 Printed  Name:
 Title:
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 Exhibit  A
 CONDITION  TO  FCC  LICENSES
 IT  IS  FURTHER  ORDERED,  that  the  authorizations  and  licenses  related  thereto  are
 subject  to  compliance  with  the  provisions  of  the  Agreement  attached  hereto  between
 MarineSat  Communications  Network,  Inc.  and  Stratos  Mobile  Networks  (USA)  LLC  on
 the  one  hand,  and  the  U.  S.  Department  of  Justice  (the  DOJ)  and  the  Federal  Bureau  of
 Investigation  (the  FBI)  on  the  other,  dated  ________  __,  2001,  which  Agreement  is
 designed  to  address  national  security,  law  enforcement  and  public  safety  issues  of  the
 DOJ  and  the  FBI  regarding  the  authority  and  licenses  granted  herein.  Nothing  in  this
 Agreement  is  intended  to  limit  any  obligation  imposed  by  Federal  law  or  regulation
 including,  but  not  limited  to,  47  U.  S.  C.    222(  a)  and  (
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 SEPARATE  STATEMENT  OF
 COMMISSIONER  KATHLEEN  ABERNATHY
 In  re:  Applications  for  Authority  to  Operate  Mobile  Earth  Terminals  and  Land  Earth  Stations  via  Inmarsat  Satellites  to  Provide  Domestic  and  International
 Mobile  Satellite  Service,  File  No.  ITC-  97-  222,  Memorandum  Opinion,  Order  and  Authorization  (rel.  DATE)
 Todays  decision  represents  another  significant  step  in  the  International  Bureaus
 effort  to  reduce  its  backlog.  Indeed,  with  this  single  Order,  the  Bureau  has  granted  more
 than  60  pending  applications.  Since  taking  office,  I  have  stressed  the  need  for  the
 Commission  to  focus  on  quality  and  timely  service,  and  the  need  to  reduce  any  remaining
 backlogs.  Although  I  am  pleased  with  the  Bureaus  diligence  and  dedication  in  this
 effort,  we  must  remain  vigilant  to  ensure  that  the  backlog  dragon  is  slayed,  buried,  and
 never  rises  to  plague  our  licensees  again.  I  look  forward  to  working  with  the  Bureau
 staff,  my  fellow  commissioners  and  the  Chairman  to  ensure  that  the  public  receives  the
 quality  service  it  deserves.
85