<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-Q


              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934


               For the quarterly period ended September 30, 1997

                       Commission file number:  333-11149


                              ORBCOMM GLOBAL, L.P.
                          ORBCOMM GLOBAL CAPITAL CORP.
           (Exact name of Registrants as specified in their charters)


                                                                54-1698039
                   DELAWARE                                     54-1841164
       (State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization of Registrants)              Identification Nos.)


                            21700 ATLANTIC BOULEVARD
                             DULLES, VIRGINIA 20166
             (Address of Registrants' principal executive offices)
                                   (Zip Code)

                                 (703) 406-6000
              (Registrants' telephone number, including area code)


         Indicate by check mark whether the Registrants (1) have filed all
reports required to be filed by Section 13 and 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrants were required to file such reports), and (2) have been subject to
such filing requirements for the last 90 days.

                   YES  X                              NO
                        -                                 --

<PAGE>   2
                                     PART I
                             FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS


                              ORBCOMM GLOBAL, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                            CONDENSED BALANCE SHEETS
                            (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                           SEPTEMBER 30,      DECEMBER 31,
                                                                1997             1996
                                                           -------------      ------------
<S>                                                           <C>              <C>
ASSETS

Current Assets:

      Cash and cash equivalents                               $  28,419        $  56,870
      Investments                                                38,818           55,522
      Inventory                                                   3,901            1,751
                                                              ---------        ---------
           Total Current Assets                                  71,138          114,143

      Investments                                                     0           42,360
      Mobile Communications Satellite System,
       net of accumulated depreciation                          230,590          170,034
      Other assets, net                                           5,736            6,138
      Investments in and advances to affiliates                    (924)          (3,166)
                                                              ---------        ---------
                TOTAL ASSETS                                  $ 306,540        $ 329,509
                                                              =========        =========

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:

      Current portion of long-term debt                       $   1,062        $     991
      Accounts payable and accrued expenses                      14,236           18,298
                                                              ---------        ---------
           Total Current Liabilities                             15,298           19,289
      Long-term debt                                            171,472          172,278
                                                              ---------        ---------
           Total Liabilities                                    186,770          191,567

Commitments and contingencies

Partners' Capital:

      Teleglobe Mobile Partners                                  64,510           73,596
      Orbital Communications Corporation                         55,260           64,346
                                                              ---------        ---------
           Total Partners' Capital                              119,770          137,942
                                                              ---------        ---------

                TOTAL LIABILITIES AND PARTNERS' CAPITAL       $ 306,540        $ 329,509
                                                              =========        =========
</TABLE>




         (See accompanying notes to the condensed financial statements)

                                       2
<PAGE>   3
                              ORBCOMM GLOBAL, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                       CONDENSED STATEMENTS OF OPERATIONS
                           (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>

                                                                                                              TOTAL
                                                                                                          ACCUMULATED
                                                                                                            DURING
                                                                                                          DEVELOPMENT
                                               THREE MONTHS ENDED            NINE MONTHS ENDED               STAGE
                                                  SEPTEMBER 30,                 SEPTEMBER 30,               THROUGH
                                           ------------------------        ------------------------      SEPTEMBER 30,
                                             1997             1996           1997            1996            1997
                                           --------        --------        --------        --------        --------
<S>                                        <C>             <C>             <C>             <C>             <C>
INCOME:

      Product sales                        $    136        $    150        $    343        $    205        $    611
      Distribution fees                           0               0               0               0           1,000
      Other                                       2               0               6               0              58
                                           --------        --------        --------        --------        --------
           Total Income                         138             150             349             205           1,669

EXPENSES:

      Cost of product sales                     136             150             343             205             611
      Depreciation                            1,854           1,643           5,345           4,579          11,543
      Engineering expenses                    2,445           1,392           5,858           3,477          11,311
      Marketing, administrative and
        other expenses                        2,595           1,871           5,428           4,146          12,420
                                           --------        --------        --------        --------        --------
           Total Expenses                     7,030           5,056          16,974          12,407          35,885
                                           --------        --------        --------        --------        --------
           Losses from operations            (6,892)         (4,906)        (16,625)        (12,202)        (34,216)

OTHER INCOME AND EXPENSES:

      Interest income (expense), net            979           1,096           4,041           1,007           7,654
      Equity in losses of affiliates         (1,853)         (1,250)         (5,524)         (2,860)        (10,980)
                                           --------        --------        --------        --------        --------
DEFICIENCY OF INCOME
  OVER EXPENSES                            $ (7,766)       $ (5,060)       $(18,108)       $(14,055)       $(37,542)
                                           ========        ========        ========        ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       3
<PAGE>   4
                              ORBCOMM GLOBAL, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                       CONDENSED STATEMENTS OF CASH FLOWS
                           (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                           TOTAL
                                                                                                        CASH FLOWS
                                                                                                          DURING
                                                                                                        DEVELOPMENT
                                                                              NINE MONTHS ENDED            STAGE
                                                                                SEPTEMBER 30,             THROUGH                  
                                                                         ---------------------------    SEPTEMBER 30,
                                                                             1997           1996           1997
                                                                         ----------       ----------   ---------------
<S>                                                                      <C>              <C>             <C>
CASH FLOWS FROM
 OPERATING ACTIVITIES:
      Deficiency of income over expenses                                 $ (18,108)       $ (14,055)       $ (37,542)
      ADJUSTMENTS TO RECONCILE DEFICIENCY
       OF INCOME OVER EXPENSES TO NET CASH
       USED IN OPERATING ACTIVITIES:
      Depreciation                                                           5,345            4,579           11,543
      Amortization of financing fees                                           625              106              931
      Equity in losses of affiliates                                         5,524            2,860           10,980
      Increase in receivables                                                 (302)          (1,034)          (1,572)
      Increase in inventory                                                 (2,150)            (700)          (3,901)
      (Decrease) increase in accounts payable and accrued expenses          (4,062)           3,732           14,236
                                                                         ---------        ---------        ---------
           NET CASH USED IN OPERATING ACTIVITIES                           (13,128)          (4,512)          (5,325)
                                                                         ---------        ---------        ---------
CASH FLOWS FROM
 INVESTING ACTIVITIES:
      Capital expenditures                                                 (65,901)         (49,492)        (242,133)
      Increase in advances to affiliates                                    (7,768)          (2,760)         (10,038)
      Purchase of investments                                              (39,660)        (132,473)        (176,192)
      Proceeds from sale of investments                                     98,964                0          138,971
                                                                         ---------        ---------        ---------
           NET CASH USED IN INVESTING ACTIVITIES                           (14,365)        (184,725)        (289,392)
                                                                         ---------        ---------        ---------
CASH FLOWS FROM
 FINANCING ACTIVITIES:
      Net proceeds from issuance of long-term debt                               0          164,475          169,475
      Repayment of long-term debt                                             (735)            (671)          (2,465)
      Partners' contributions                                                    0           62,733          159,800
      Financing fees paid                                                     (223)            (661)          (3,674)
                                                                         ---------        ---------        ---------
           NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES                (958)         225,876          323,136
                                                                         ---------        ---------        ---------
NET (DECREASE) INCREASE IN
 CASH AND CASH EQUIVALENTS                                                 (28,451)          36,639           28,419

CASH AND CASH EQUIVALENTS:
      Beginning of period                                                   56,870            1,784                0
                                                                         ---------        ---------        ---------
CASH AND CASH EQUIVALENTS:
      End of period                                                      $  28,419        $  38,423        $  28,419
                                                                         =========        =========        =========
SUPPLEMENTAL CASH FLOWS DISCLOSURE:
      Interest paid                                                      $  23,531        $     268        $  24,304
                                                                         =========        =========        =========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       4
<PAGE>   5

                              ORBCOMM GLOBAL, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                   NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  (UNAUDITED)




1.       ORGANIZATION

         In 1993, Orbital Communications Corporation ("OCC"), a majority owned
subsidiary of Orbital Sciences Corporation ("Orbital"), and Teleglobe Mobile
Partners ("Teleglobe Mobile"), a partnership established by affiliates of
Teleglobe Inc. ("Teleglobe"), formed ORBCOMM Global, L.P. (the "Company" or
"ORBCOMM"), a Delaware limited partnership. OCC and Teleglobe Mobile also
formed two marketing partnerships, ORBCOMM USA, L.P. ("ORBCOMM USA") and
ORBCOMM International Partners, L.P. ("ORBCOMM International"), to market
services using the ORBCOMM low-Earth orbit satellite communications system (the
"ORBCOMM System") in the United States and internationally, respectively.  In
1995, the Company became a 98% General Partner in ORBCOMM USA, reducing OCC's
direct General Partner interest to 2% and eliminating Teleglobe Mobile's direct
General Partner interest entirely.  Simultaneously, the Company became a 98%
General Partner in ORBCOMM International, reducing Teleglobe Mobile's direct
General Partner interest to 2% and eliminating OCC's direct General Partner
interest entirely.


2.       BASIS OF PRESENTATION

         In the opinion of management, the accompanying unaudited condensed
financial statements reflect all adjustments, consisting of only normal
recurring accruals, necessary for a fair presentation of the financial position
of the Company as of September 30, 1997, the results of its operations for the
three-month and nine-month periods ended September 30, 1997 and 1996 and cash
flows for the nine-month periods ended September 30, 1997 and 1996, and the
period from June 30, 1993 (date of inception) through September 30, 1997.
These condensed financial statements are unaudited and do not include all
related footnote disclosures and therefore, should be read in conjunction with
the audited financial statements and the footnotes thereto for the year ended
December 31, 1996 filed with the Securities and Exchange Commission. Operating
results for the three-month and nine-month periods ended September 30, 1997 and
1996 are not necessarily indicative of the results of operations expected in
the future, although the Company will continue to be a development stage
enterprise through, and anticipates a net loss for, fiscal year 1997.


3.       RELATED PARTY TRANSACTIONS

         The Company paid Orbital $35.2 million and $41.8 million for the nine
months ended September 30, 1997 and 1996, respectively, and approximately
$153.0 million for the period June 30, 1993 (date of inception) through
December 31, 1996.  Payments were made for work performed pursuant to the
ORBCOMM System Design, Development, and Operations Agreement (for the initial
portion of the ORBCOMM System), the ORBCOMM System Procurement Agreement (for,
among other things, the additional satellites comprising the ORBCOMM System)
and the Administrative Services Agreement (for the provision of ongoing
administrative support to the Company).


4.       COMMITMENTS AND CONTINGENCIES

         In August 1996, the Company and ORBCOMM Global Capital Corp. issued
$170.0 million of Senior Notes due 2004 with Revenue Participation Interest
(the "Old Notes").  All of the Old Notes were exchanged for an equal principal
amount of registered 14% Series B Senior Notes due 2004 with Revenue
Participation Interest (the "Notes").  The Notes are fully and unconditionally
guaranteed on a joint and several basis by OCC, Teleglobe Mobile, ORBCOMM USA
and ORBCOMM International (each, a "Guarantor" and collectively, the
"Guarantors"), except that the guarantees are non-recourse to the shareholders
and/or partners of the Guarantors, limited only to the extent necessary for
each such guarantee not to constitute a fraudulent conveyance under applicable
law.



                                      5
<PAGE>   6
                              ORBCOMM GLOBAL, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)

             NOTES TO CONDENSED FINANCIAL STATEMENTS - (CONTINUED)
                                  (UNAUDITED)




4.       COMMITMENTS AND CONTINGENCIES - (CONTINUED)

         On the closing of the offering of the Old Notes, the Company used
$44.8 million of the net proceeds from the sale of the Old Notes to purchase a
portfolio of U.S. Government securities to provide for payment in full of
interest on the Old Notes and Notes through August 15, 1998.  Of this
investment portfolio, $23.3 million was used to pay interest that was due on
the Notes on February 15, and August 15, 1997.

         The Company also has a $5.0 million secured note outstanding with a
financial institution, which bears interest at 9.2% per annum and is due in
monthly principal and interest installments of $104,000 through December 1999.
The note is secured by equipment located at certain of the U.S. Earth stations,
the network control center and the satellite control center, and is guaranteed
by Orbital.  A portion of the net proceeds from the offering of the Old Notes,
sufficient to pay when due all remaining interest and principal payments on
this note, was deposited into a segregated account.



                                      6
<PAGE>   7
                               ORBCOMM USA, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                            CONDENSED BALANCE SHEETS
                           (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>

                                                             SEPTEMBER 30,   DECEMBER 31,
                                                                 1997           1996
                                                             ------------    ------------
<S>                                                            <C>            <C>
 ASSETS

 Current Assets:

       Cash and cash equivalents                               $     0        $     0
       Accounts receivable                                          43             54
                                                               -------        -------
                  TOTAL ASSETS                                 $    43        $    54
                                                               =======        =======

 LIABILITIES AND PARTNERS' CAPITAL

 Liabilities:

       Accounts payable and accrued expenses                   $   533        $   342
                                                               -------        -------
            Total Current Liabilities                              533            342

       Amount due to ORBCOMM Global, L.P.                        6,880          3,578
                                                               -------        -------
            Total Liabilities                                    7,413          3,920

 Commitments and contingencies

 Partners' Capital:

       ORBCOMM Global, L.P.                                     (7,223)        (3,789)
       Orbital Communications Corporation                         (147)           (77)
                                                               -------        -------
            Total Partners' Capital                             (7,370)        (3,866)
                                                               -------        -------

                 TOTAL LIABILITIES AND PARTNERS' CAPITAL       $    43        $    54
                                                               =======        =======
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       7
<PAGE>   8
                               ORBCOMM USA, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                       CONDENSED STATEMENTS OF OPERATIONS
                           (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                            TOTAL    
                                                                                                         ACCUMULATED 
                                                                                                           DURING    
                                                                                                        DEVELOPMENT 
                                                THREE MONTHS ENDED            NINE MONTHS ENDED             STAGE    
                                                  SEPTEMBER 30,                 SEPTEMBER 30,              THROUGH     
                                           -------------------------     --------------------------      SEPTEMBER 30,
                                              1997           1996            1997            1996            1997
                                           ---------       ---------     ----------        --------      -------------
<S>                                        <C>             <C>           <C>               <C>             <C>
 INCOME:

       Product sales                       $     11        $    153        $     73        $    202        $    302
       Contract revenues                          0               0               0               0           4,203
       Service revenues                          11               1              30               3              41
                                           --------        --------        --------        --------        --------
            Total Income                         22             154             103             205           4,546

 EXPENSES:

       Cost of product sales                     98             144             240             192             502
       Marketing, administrative and
         other expenses                       1,007             800           3,367           2,041          11,424
                                           --------        --------        --------        --------        --------
            Total Expenses                    1,105             944           3,607           2,233          11,926
                                           --------        --------        --------        --------        --------

 DEFICIENCY OF INCOME
    OVER EXPENSES                          $ (1,083)       $   (790)       $ (3,504)       $ (2,028)       $ (7,380)
                                           ========        ========        ========        ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       8
<PAGE>   9
                               ORBCOMM USA, L.P.
                        (A DEVELOPMENT STATE ENTERPRISE)
                       CONDENSED STATEMENTS OF CASH FLOWS
                           (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                              TOTAL
                                                                                           CASH FLOWS
                                                                                             DURING
                                                                                           DEVELOPMENT 
                                                                  NINE MONTHS ENDED           STAGE 
                                                                    SEPTEMBER 30,            THROUGH
                                                               -----------------------     SEPTEMBER 30,
                                                                 1997           1996           1997
                                                               --------       --------     -------------
<S>                                                            <C>            <C>            <C>
 CASH FLOWS FROM
  OPERATING ACTIVITIES:
       Deficiency of income over expenses                      $(3,504)       $(2,028)       $(7,380)
       ADJUSTMENTS TO RECONCILE DEFICIENCY
        OF INCOME OVER EXPENSES TO NET CASH
        USED IN OPERATING ACTIVITIES:
       Increase (decrease) in accounts receivable                   11           (160)           (43)
       Increase in accounts payable and accrued expenses           191             82            533
                                                               -------        -------        -------
            NET CASH USED IN OPERATING ACTIVITIES               (3,302)        (2,106)        (6,890)
                                                               -------        -------        -------

 CASH FLOWS FROM
  FINANCING ACTIVITIES:
       Increase in amount due to ORBCOMM Global, L.P.            3,302          2,130          6,880
       Partners' contributions                                       0              0             10
                                                               -------        -------        -------
            NET CASH PROVIDED BY FINANCING ACTIVITIES            3,302          2,130          6,890
                                                               -------        -------        -------
 NET INCREASE IN CASH AND CASH
  EQUIVALENTS                                                        0             24              0

 CASH AND CASH EQUIVALENTS:
       Beginning of period                                           0             10              0
                                                               -------        -------        -------
 CASH AND CASH EQUIVALENTS:
       End of period                                           $     0        $    34        $     0
                                                               =======        =======        =======
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       9

<PAGE>   10

                              ORBCOMM USA, L.P.
                      (A DEVELOPMENT STAGE ENTERPRISE)

                   NOTES TO CONDENSED FINANCIAL STATEMENTS
                                 (UNAUDITED)




1.       ORGANIZATION

         In 1993, Orbital Communications Corporation ("OCC"), a majority owned
subsidiary of Orbital Sciences Corporation ("Orbital"), and Teleglobe Mobile
Partners ("Teleglobe Mobile"), a partnership established by affiliates of
Teleglobe Inc. ("Teleglobe"), formed ORBCOMM Global, L.P. (the "Company" or
"ORBCOMM"), a Delaware limited partnership. OCC and Teleglobe Mobile also
formed two marketing partnerships, ORBCOMM USA, L.P. ("ORBCOMM USA") and
ORBCOMM International Partners, L.P. ("ORBCOMM International"), to market
services using the ORBCOMM low-Earth orbit satellite communications system in
the United States and internationally, respectively.  In 1995, the Company
became a 98% General Partner in ORBCOMM USA, reducing OCC's direct General
Partner interest to 2% and eliminating Teleglobe Mobile's direct General
Partner interest entirely.


2.       BASIS OF PRESENTATION

         In the opinion of management, the accompanying unaudited condensed
financial statements reflect all adjustments, consisting of only normal
recurring accruals, necessary for a fair presentation of the financial position
of ORBCOMM USA as of September 30, 1997, the results of its operations for the
three-month and nine-month periods ended September 30, 1997 and 1996 and cash
flows for the nine-month periods ended September 30, 1997 and 1996, and the
period from June 30, 1993 (date of inception) through  September 30, 1997.
These condensed financial statements are unaudited and do not include all
related footnote disclosures and therefore, should be read in conjunction with
the audited financial statements and the footnotes thereto for the year ended
December 31, 1996 filed with the Securities and Exchange Commission.  Operating
results for the three-month and nine-month periods ended September 30, 1997 and
1996 are not necessarily indicative of the results of operations expected in
the future.


3.       RELATED PARTY TRANSACTIONS

         As of September 30, 1997, ORBCOMM USA had a payable of $6.9 million
($3.6 million as of December 31, 1996) to the Company, none of which is
currently payable, for amounts advanced to support ORBCOMM USA in establishing
commercial and government markets in the United States.  ORBCOMM USA is
currently in development stage and obtains funds to support operations through
non-interest bearing advances from the Company.


4.       COMMITMENTS AND CONTINGENCIES

         In August 1996, the Company and ORBCOMM Global Capital Corp. issued
$170.0 million of Senior Notes due 2004 with Revenue Participation Interest
(the "Old Notes").  All of the Old Notes were exchanged for an equal principal
amount of registered 14% Series B Senior Notes due 2004 with Revenue
Participation Interest (the "Notes").  The Notes are fully and unconditionally
guaranteed on a joint and several basis by OCC, Teleglobe Mobile, ORBCOMM USA
and ORBCOMM International (each, a "Guarantor" and collectively, the
"Guarantors"), except that the guarantees are non-recourse to the shareholders
and/or partners of the Guarantors, limited only to the extent necessary for
each such guarantee not to constitute a fraudulent conveyance under applicable
law.



                                     10
<PAGE>   11
                    ORBCOMM INTERNATIONAL PARTNERS, L.P.
                      (A DEVELOPMENT STAGE ENTERPRISE)
                          CONDENSED BALANCE SHEETS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                            SEPTEMBER 30,    DECEMBER 31,
                                                                1997             1996
                                                            -------------    ------------
<S>                                                           <C>             <C>
ASSETS

Current Assets:

      Cash and cash equivalents                               $      0        $      0
      Accounts receivable                                           35              15
      Prepaid contract costs                                    13,268           3,871
      Amount due from ORBCOMM Global, L.P.                           0           1,309
                                                              --------        --------
                TOTAL ASSETS                                  $ 13,303        $  5,195
                                                              ========        ========

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:

      Accounts payable and accrued expenses                   $  3,692        $    729
      Deferred revenue                                          10,269           6,147
                                                              --------        --------
           Total Current Liabilities                            13,961           6,876

      Amount due to ORBCOMM Global, L.P.                         3,156               0
                                                              --------        --------
           Total Liabilities                                    17,117           6,876

Commitments and contingencies

Partners' Capital:

      ORBCOMM Global, L.P.                                      (3,737)         (1,647)
      Teleglobe Mobile Partners                                    (77)            (34)
                                                              --------        --------
           Total Partners' Capital                              (3,814)         (1,681)
                                                              --------        --------

                TOTAL LIABILITIES AND PARTNERS' CAPITAL       $ 13,303        $  5,195
                                                              ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       11
<PAGE>   12
                    ORBCOMM INTERNATIONAL PARTNERS, L.P.
                      (A DEVELOPMENT STAGE ENTERPRISE)
                     CONDENSED STATEMENTS OF OPERATIONS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                       TOTAL
                                                                                                    ACCUMULATED
                                                                                                      DURING
                                                                                                    DEVELOPMENT
                                            THREE MONTHS ENDED            NINE MONTHS ENDED            STAGE        
                                               SEPTEMBER 30,                SEPTEMBER 30,             THROUGH
                                          -----------------------       -----------------------     SEPTEMBER 30,
                                             1997          1996           1997           1996           1997
                                          ---------      --------       --------       --------     -------------
<S>                                       <C>            <C>            <C>            <C>            <C> 
INCOME:

      Product sales                       $    20        $     4        $    54        $     4        $    62

EXPENSES:

      Cost of product sales                    40              4             68              4             75
      Marketing, administrative and
        other expenses                        788            485          2,119            890          3,811
                                          -------        -------        -------        -------        -------
           Total Expenses                     828            489          2,187            894          3,886
                                          -------        -------        -------        -------        -------

DEFICIENCY OF INCOME
 OVER EXPENSES                            $  (808)       $  (485)       $(2,133)       $  (890)       $(3,824)
                                          =======        =======        =======        =======        =======
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       12
<PAGE>   13
                    ORBCOMM INTERNATIONAL PARTNERS, L.P.
                      (A DEVELOPMENT STAGE ENTERPRISE)
                     CONDENSED STATEMENTS OF CASH FLOWS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                               TOTAL   
                                                                                             CASH FLOWS
                                                                                               DURING         
                                                                                            DEVELOPMENT
                                                                 NINE MONTHS ENDED             STAGE   
                                                                    SEPTEMBER 30,             THROUGH                 
                                                              -------------------------     SEPTEMBER 30,
                                                                 1997            1996           1997
                                                              ---------       ---------     -------------
<S>                                                           <C>             <C>             <C>      
CASH FLOWS FROM
 OPERATING ACTIVITIES:
      Deficiency of income over expenses                      $ (2,133)       $   (890)       $ (3,824)
      ADJUSTMENTS TO RECONCILE DEFICIENCY
       OF INCOME OVER EXPENSES TO NET CASH
       USED IN OPERATING ACTIVITIES:
      Increase in accounts receivable                              (20)            (11)            (35)
      Increase in prepaid contract costs                        (9,397)              0         (13,268)
      Increase in accounts payable and accrued expenses          2,963             288           3,692
      Increase in deferred revenue                               4,122               0          10,269
                                                              --------        --------        --------
           NET CASH USED IN OPERATING ACTIVITIES                (4,465)           (613)         (3,166)
                                                              --------        --------        --------

CASH FLOWS FROM
 INVESTING ACTIVITIES:
      Decrease in amount due from ORBCOMM Global, L.P.           1,309               0               0
                                                              --------        --------        --------
           NET CASH PROVIDED BY INVESTING ACTIVITIES             1,309               0               0
                                                              --------        --------        --------

CASH FLOWS FROM
 FINANCING ACTIVITIES:
      Increase in amount due to ORBCOMM Global, L.P.             3,156             631           3,156
      Partners' contributions                                        0               0              10
                                                              --------        --------        --------
           NET CASH PROVIDED BY FINANCING ACTIVITIES             3,156             631           3,166
                                                              --------        --------        --------

NET INCREASE IN CASH AND CASH
 EQUIVALENTS                                                         0              18               0

CASH AND CASH EQUIVALENTS:
      Beginning of period                                            0              10               0
                                                              --------        --------        --------
CASH AND CASH EQUIVALENTS:
      End of period                                           $      0        $     28        $      0
                                                              ========        ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       13
<PAGE>   14

                      ORBCOMM INTERNATIONAL PARTNERS, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                   NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  (UNAUDITED)




1.       ORGANIZATION

         In 1993, Orbital Communications Corporation ("OCC"), a majority owned
subsidiary of Orbital Sciences Corporation ("Orbital"), and Teleglobe Mobile
Partners ("Teleglobe Mobile"), a partnership established by affiliates of
Teleglobe Inc. ("Teleglobe"), formed ORBCOMM Global, L.P. (the "Company" or
"ORBCOMM"), a Delaware limited partnership. OCC and Teleglobe Mobile also
formed two marketing partnerships, ORBCOMM USA, L.P. ("ORBCOMM USA") and
ORBCOMM International Partners, L.P. ("ORBCOMM International"), to market
services using the ORBCOMM low-Earth orbit satellite communications system (the
"ORBCOMM System") in the United States and internationally, respectively.  In
1995, the Company became a 98% General Partner in ORBCOMM International,
reducing Teleglobe Mobile's direct General Partner interest to 2% and
eliminating OCC's direct General Partner interest entirely.


2.       BASIS OF PRESENTATION

         In the opinion of management, the accompanying unaudited condensed
financial statements reflect all adjustments, consisting of only normal
recurring accruals, necessary for a fair presentation of the financial position
of ORBCOMM International as of September 30, 1997, the results of its
operations for the three-month and nine-month periods ended September 30, 1997
and 1996 and cash flows for the nine-month periods ended September 30, 1997 and
1996, and the period from June 30, 1993 (date of inception) through September
30, 1997.  These condensed financial statements are unaudited and do not
include all related footnote disclosures and therefore, should be read in
conjunction with the audited financial statements and the footnotes thereto for
the year ended December 31, 1996 filed with the Securities and Exchange
Commission.  Operating results for the three-month and nine-month periods ended
September 30, 1997 and 1996 are not necessarily indicative of the results of
operations expected in the future.


3.       RELATED PARTY TRANSACTIONS

         As of September 30, 1997, ORBCOMM International had a payable of $3.2
million to the Company, which is not currently payable (a receivable of $1.3
million that represented net cash out flow to the Company as of December 31,
1996). The payable represents advance funding to support ORBCOMM International
in establishing commercial and government markets outside the United States.
ORBCOMM International is currently in development stage and obtains funds to
support operations through non-interest bearing advances from the Company.


4.       COMMITMENTS AND CONTINGENCIES

         In August 1996, the Company and ORBCOMM Global Capital Corp. issued
$170.0 million of Senior Notes due 2004 with Revenue Participation Interest
(the "Old Notes").  All of the Old Notes were exchanged for an equal principal
amount of registered 14% Series B Senior Notes due 2004 with Revenue
Participation Interest (the "Notes").  The Notes are fully and unconditionally
guaranteed on a joint and several basis by OCC, Teleglobe Mobile, ORBCOMM USA
and ORBCOMM International (each, a "Guarantor" and collectively, the
"Guarantors"), except that the guarantees are non-recourse to the shareholders
and/or partners of the Guarantors, limited only to the extent necessary for
each such guarantee not to constitute a fraudulent conveyance under applicable
law.

         In October 1996, ORBCOMM International entered into agreements with
certain manufacturers for construction of gateway Earth stations scheduled for
delivery over the next two years, with the first deliveries currently scheduled
for fourth quarter 1997.  As of September 30, 1997, ORBCOMM International had
$13.3 million of prepaid contract costs of which $8.8 million represent advance
payments to these manufacturers ($3.9 million as of December 31, 1996).  Total
commitments under these manufacturing agreements approximate $18.0 million.



                                     14
<PAGE>   15

                      ORBCOMM INTERNATIONAL PARTNERS, L.P.
                        (A DEVELOPMENT STAGE ENTERPRISE)

             NOTES TO CONDENSED FINANCIAL STATEMENTS - (CONTINUED)
                                  (UNAUDITED)




5.       SERVICE LICENSE AGREEMENTS

         ORBCOMM International has signed ten Service License Agreements
("SLAs") with international licensees ("International Licensees"), nine of
which have associated gateway procurement contracts and software license
agreements.  These SLAs cover Canada, Europe, the Malaysian Region, the
northwest region of North Africa, Turkey and South Central Asia, the Middle
East, Korea, Japan, the Philippines, and a portion of South America and the
Caribbean.  The SLAs authorize the International Licensees to use the ORBCOMM
System to provide two-way data and message communications services.  As of
September 30, 1997, under these agreements $10.3 million has been received and
recorded as deferred revenue ($6.1 million as of December 31, 1996). ORBCOMM
International is obligated to ship nine gateways to certain International
Licensees under certain of these agreements. 



                                     15
<PAGE>   16
                     ORBITAL COMMUNICATIONS CORPORATION
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                (IN THOUSANDS, EXCEPT SHARE DATA; UNAUDITED)



<TABLE>
<CAPTION>
                                                                      SEPTEMBER 30,     DECEMBER 31,
                                                                           1997            1996
                                                                      -------------     ------------
<S>                                                                     <C>             <C>  
ASSETS

Current Assets:

      Cash and cash equivalents                                         $     77        $    142
      Accounts receivable                                                     43              29
                                                                        --------        --------
           Total Current Assets                                              120             171

      Investments in affiliates                                           60,330          67,667
                                                                        --------        --------
                TOTAL ASSETS                                            $ 60,450        $ 67,838
                                                                        ========        ========

LIABILITIES AND STOCKHOLDERS' DEFICIT

Liabilities:

      Accounts payable and accrued expenses                             $    533        $    117
      Short-term debt                                                        161             554
                                                                        --------        --------
           Total Current Liabilities                                         694             671
      Due to affiliates                                                   82,048          78,728
                                                                        --------        --------
           Total Liabilities                                              82,742          79,399

      Non-controlling interest in net assets of ORBCOMM USA, L.P.         (3,611)         (1,894)

Commitments and contingencies

Stockholders' Deficit:

      Common stock, par value $0.01; 8,000,000 shares authorized;
      4,730,392 and 4,751,292 shares issued;
      4,679,620 and 4,700,520 shares outstanding                              47              47
      Additional paid-in capital                                             350             210
      Treasury stock                                                        (736)           (155)
      Retained deficit                                                   (18,342)         (9,769)
                                                                        --------        --------
           Total Stockholders' Deficit                                   (18,681)         (9,667)
                                                                        --------        --------

                TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT             $ 60,450        $ 67,838
                                                                        ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       16
<PAGE>   17
                     ORBITAL COMMUNICATIONS CORPORATION
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>

                                                                      THREE MONTHS ENDED             NINE MONTHS ENDED
                                                                         SEPTEMBER 30,                 SEPTEMBER 30,
                                                                    ----------------------        ----------------------
                                                                      1997           1996           1997          1996
                                                                    --------       -------        -------        ------- 
<S>                                                                 <C>            <C>            <C>            <C>  
INCOME:

      Product sales                                                 $    11        $   153        $    73        $   202
      Service revenues                                                   11              1             30              3
                                                                    -------        -------        -------        -------
           Total Income                                                  22            154            103            205

EXPENSES:

      Cost of product sales                                              98            144            240            192
      Marketing, administrative and other expenses                    1,018            828          2,816          2,039
                                                                    -------        -------        -------        -------
           Total Expenses                                             1,116            972          3,056          2,231

           Losses from operations                                    (1,094)          (818)        (2,953)        (2,026)

OTHER INCOME AND EXPENSES:

      Equity in losses of ORBCOMM Global, L.P.                       (3,352)        (2,142)        (7,337)        (6,033)
      Non-controlling interest in losses of ORBCOMM USA, L.P.           531            388          1,717            994
                                                                    -------        -------        -------        -------

DEFICIENCY OF INCOME
 OVER EXPENSES                                                      $(3,915)       $(2,572)       $(8,573)       $(7,065)
                                                                    =======        =======        =======        =======
</TABLE>


         (See accompanying notes to the condensed financial statements)

                                       17
<PAGE>   18
                     ORBITAL COMMUNICATIONS CORPORATION
               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                             NINE MONTHS ENDED
                                                                               SEPTEMBER 30,
                                                                         -------------------------
                                                                            1997            1996
                                                                         ---------       ---------
<S>                                                                      <C>             <C>      
CASH FLOWS FROM
 OPERATING ACTIVITIES:
      Deficiency of income over expenses                                 $ (8,573)       $ (7,065)
      ADJUSTMENTS TO RECONCILE DEFICIENCY
        OF INCOME OVER EXPENSES TO NET CASH
        USED IN OPERATING ACTIVITIES:
      Equity in losses of ORBCOMM Global, L.P.                              7,337           6,033
      Non-controlling interest in losses of ORBCOMM USA, L.P.              (1,717)           (994)
      (Increase) decrease in accounts receivable                              (14)            779
      Increase (decrease) in accounts payable and accrued expenses             23             (22)
                                                                         --------        --------
           NET CASH USED IN OPERATING ACTIVITIES                           (2,944)         (1,269)
                                                                         --------        --------

CASH FLOWS FROM
 INVESTING ACTIVITIES:
      Investments in affiliates                                                 0         (12,958)
                                                                         --------        --------
           NET CASH USED IN INVESTING ACTIVITIES                                0         (12,958)
                                                                         --------        --------

CASH FLOWS FROM
 FINANCING ACTIVITIES:
      Proceeds from sale of common stock to employees                         140             110
      Purchases of treasury stock                                            (581)              0
      Net borrowings from affiliates                                        2,946           2,474
      Net borrowings from Orbital Sciences Corporation                        374          11,843
                                                                         --------        --------
           NET CASH PROVIDED BY FINANCING ACTIVITIES                        2,879          14,427
                                                                         --------        --------

NET (DECREASE) INCREASE IN
  CASH AND CASH EQUIVALENTS                                                   (65)            200

CASH AND CASH EQUIVALENTS:
      Beginning of period                                                     142               0
                                                                         --------        --------
CASH AND CASH EQUIVALENTS:
      End of Period                                                      $     77        $    200
                                                                         ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       18
<PAGE>   19

                     ORBITAL COMMUNICATIONS CORPORATION

            NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)




1.       ORGANIZATION

         Orbital Communications Corporation ("OCC") is a majority owned
subsidiary of Orbital Sciences Corporation ("Orbital") and is included in
Orbital's consolidated financial statements.  In 1993, OCC and Teleglobe Mobile
Partners ("Teleglobe Mobile"), a partnership established by affiliates of
Teleglobe Inc. ("Teleglobe"), formed ORBCOMM Global, L.P. (the "Company" or
"ORBCOMM"), a Delaware limited partnership, and two marketing partnerships,
ORBCOMM USA, L.P. ("ORBCOMM USA") and ORBCOMM International Partners, L.P.
("ORBCOMM International").  OCC and Teleglobe Mobile are each 50% General
Partners in ORBCOMM, and ORBCOMM is a 98% General Partner in each of the two
marketing partnerships.  Additionally, OCC is a 2% General Partner in ORBCOMM
USA, and Teleglobe Mobile is a 2% General Partner in ORBCOMM International.
Directly and indirectly, OCC currently holds 51% and 49% of ORBCOMM USA and
ORBCOMM International, respectively.  Consequently OCC consolidates the
financial results of ORBCOMM USA.


2.       BASIS OF PRESENTATION

         In the opinion of management, the accompanying unaudited condensed
consolidated financial statements reflect all adjustments, consisting of only
normal recurring accruals, necessary for a fair presentation of the financial
position of OCC as of September 30, 1997, the results of its operations for the
three-month and nine-month periods ended September 30, 1997 and 1996 and cash
flows for the nine-month periods ended September 30, 1997 and 1996.  These
condensed consolidated financial statements are unaudited and do not include
all related footnote disclosures and therefore, should be read in conjunction
with the audited consolidated financial statements and the footnotes thereto
for the year ended December 31, 1996 filed with the Securities and Exchange
Commission.  Operating results for the three-month and nine-month periods ended
September 30, 1997 and 1996 are not necessarily indicative of the results of
operations expected in the future.


3.       RELATED PARTY TRANSACTIONS

         OCC obtains virtually all of its funding for operations and for its
capital investments in the Company from Orbital via a non-interest bearing
intercompany borrowing agreement. As of September 30, 1997 and December 31,
1996, OCC owed Orbital $75.2 million and $74.8 million, respectively, none of
which is currently payable.

         As of September 30, 1997, ORBCOMM USA had a payable of $6.9 million
($3.6 million as of December 31, 1996) to the Company, none of which is
currently payable, for amounts advanced to support ORBCOMM USA in establishing
commercial and government markets in the United States.  ORBCOMM USA is
currently in development stage and obtains funds to support operations through
non-interest bearing advances from the Company.


4.       COMMITMENTS AND CONTINGENCIES

         On August 7, 1996, the Company and ORBCOMM Global Capital Corp. issued
$170.0 million senior unsecured notes due in 2004 (the "Notes") to
institutional investors.  The Notes bear interest at a fixed rate of 14% and
provide for noteholder participation in future ORBCOMM service revenues.  The
Notes are fully and unconditionally guaranteed on a joint and several basis by
OCC, Teleglobe Mobile, ORBCOMM USA and ORBCOMM International. The guarantees
are non-recourse to OCC's shareholders (including Orbital) and Teleglobe
Mobile's partners (including Teleglobe and Technology Resources Industries
Bhd.).



                                     19
<PAGE>   20
                          TELEGLOBE MOBILE PARTNERS
                       (A DEVELOPMENT STAGE ENTERPRISE)
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>

                                                          SEPTEMBER 30,      DECEMBER 31,
                                                               1997              1996
                                                          -------------      ------------
<S>                                                           <C>             <C>    
ASSETS

Current Assets:

      Cash and cash equivalents                               $  1,494        $  1,618
      Accounts receivable                                           39              17
      Prepaid contract costs                                    13,268           3,871
      Amount due from ORBCOMM Global, L.P.                           0           1,309
                                                              --------        --------
           Total Current Assets                                 14,801           6,815

      Investments in affiliates                                 65,916          74,361
                                                              --------        --------
                TOTAL ASSETS                                  $ 80,717        $ 81,176
                                                              ========        ========

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:

      Accounts payable and accrued expenses                   $  3,773        $    899
      Deferred revenue                                          10,269           6,147
                                                              --------        --------
           Total Current Liabilities                            14,042           7,046

      Amount due to ORBCOMM Global, L.P.                         3,156               0
                                                              --------        --------
           Total Liabilities                                    17,198           7,046

      Non-controlling interest in net assets
        of ORBCOMM International Partners, L.P.                 (1,869)           (823)

Commitments and contingencies

Partners' Capital:

      Teleglobe Mobile, L.P.                                    45,314          51,942
      TR (U.S.A.) Ltd.                                          19,616          22,486
      Teleglobe Mobile Investment Inc.                             458             525
                                                              --------        --------
           Total Partners' Capital                              65,388          74,953
                                                              --------        --------

                TOTAL LIABILITIES AND PARTNERS' CAPITAL       $ 80,717        $ 81,176
                                                              ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       20
<PAGE>   21
                          TELEGLOBE MOBILE PARTNERS
                      (A DEVELOPMENT STAGE ENTERPRISE)
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                          (IN THOUSANDS; UNAUDITED)



<TABLE>
<CAPTION>
                                                                                                                        TOTAL 
                                                                                                                      ACCUMULATED 
                                                                                                                        DURING  
                                                            THREE MONTHS ENDED              NINE MONTHS ENDED         DEVELOPMENT 
                                                               SEPTEMBER 30,                   SEPTEMBER 30,         STAGE THROUGH
                                                         ------------------------        -------------------------    SEPTEMBER 30,
                                                            1997           1996             1997            1996           1997
                                                         ---------       --------        ---------       ---------   --------------
<S>                                                      <C>             <C>             <C>             <C>             <C> 
INCOME:
      Product sales                                      $     20        $      4        $     54        $      4        $     62

EXPENSES:
      Cost of product sales                                    40               4              68               4              74
      Marketing, administrative and other expenses            817             503           2,210           1,302           5,858
                                                         --------        --------        --------        --------        --------
           Total Expenses                                     857             507           2,278           1,306           5,932
                                                         --------        --------        --------        --------        --------

           Losses from operations                            (837)           (503)         (2,224)         (1,302)         (5,870)

OTHER INCOME AND EXPENSES:
      Interest income (expense), net                           19              81              58             884           1,928
      Equity in losses of ORBCOMM Global, L.P.             (3,604)         (2,292)         (8,414)         (6,591)        (17,608)
      Non-controlling interest in losses
        of ORBCOMM International Partners, L.P.               397             238           1,046             436           1,874
                                                         --------        --------        --------        --------        --------
DEFICIENCY OF INCOME
 OVER EXPENSES                                           $ (4,025)       $ (2,476)       $ (9,534)       $ (6,573)       $(19,676)
                                                         ========        ========        ========        ========        ========

</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       21
<PAGE>   22
                          TELEGLOBE MOBILE PARTNERS
                      (A DEVELOPMENT STAGE ENTERPRISE)
               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (IN THOUSANDS; UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                      TOTAL
                                                                                                    CASH FLOWS
                                                                                                      DURING
                                                                         NINE MONTHS ENDED         DEVELOPMENT 
                                                                            SEPTEMBER 30,         STAGE THROUGH
                                                                     -------------------------     SEPTEMBER 30,
                                                                        1997            1996           1997
                                                                     ---------       ---------    --------------
<S>                                                                  <C>             <C>             <C>       
CASH FLOWS FROM
 OPERATING ACTIVITIES:
      Deficiency of income over expenses                             $ (9,534)       $ (6,573)       $(19,676)
      ADJUSTMENTS TO RECONCILE DEFICIENCY
        OF INCOME OVER EXPENSES TO NET CASH
        USED IN OPERATING ACTIVITIES:
      Equity in losses of ORBCOMM Global, L.P.                          8,414           6,591          17,608
      Non-controlling interest in losses of
       ORBCOMM International Partners, L.P.                            (1,046)           (436)         (1,874)
      Increase in accounts receivable                                     (22)            (12)            (39)
      Increase in prepaid contract costs                               (9,397)              0         (13,268)
      Increase in accounts payable and accrued expenses                 2,874              38           3,773
      Increase in deferred revenue                                      4,122               0          10,269
                                                                     --------        --------        --------
           NET CASH USED IN OPERATING ACTIVITIES                       (4,589)           (392)         (3,207)
                                                                     --------        --------        --------

CASH FLOWS FROM
 INVESTING ACTIVITIES:
      Investments in affiliates                                             0         (49,780)        (84,525)
      Decrease in amount due from ORBCOMM Global, L.P.                  1,309               0               0
                                                                     --------        --------        --------
           NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES          1,309         (49,780)        (84,525)
                                                                     --------        --------        --------

CASH FLOWS FROM
 FINANCING ACTIVITIES:
      Increase in amount due to ORBCOMM Global, L.P.                    3,156             631           3,156
      Partners' contributions                                               0          17,000          86,065
      Non-controlling interest in net assets
       of ORBCOMM International Partners, L.P.                              0               0               5
                                                                     --------        --------        --------
           NET CASH PROVIDED BY FINANCING ACTIVITIES                    3,156          17,631          89,226
                                                                     --------        --------        --------

NET (DECREASE) INCREASE IN
 CASH AND CASH EQUIVALENTS                                               (124)        (32,541)          1,494

CASH AND CASH EQUIVALENTS:
      Beginning of period                                               1,618          34,168               0
                                                                     --------        --------        --------
CASH AND CASH EQUIVALENTS:
      End of period                                                  $  1,494        $  1,627        $  1,494
                                                                     ========        ========        ========
</TABLE>



         (See accompanying notes to the condensed financial statements)

                                       22
<PAGE>   23

                           TELEGLOBE MOBILE PARTNERS
                        (A DEVELOPMENT STAGE ENTERPRISE)

            NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)




1.       ORGANIZATION

         Teleglobe Mobile Partners, a Delaware general partnership (the
"Partnership"), was formed in 1993 for purposes of being a general and a
limited partner in ORBCOMM Global, L.P. (the "Company" or "ORBCOMM"), a
Delaware limited partnership providing international wireless data
communications services using a low-Earth orbit satellite communications system
("the ORBCOMM System").  The Partnership holds a 50% participation percentage
("Participation Percentage") in ORBCOMM, which in turn holds a 98% interest in
ORBCOMM USA, L.P. ("ORBCOMM USA") and ORBCOMM International Partners, L.P.
("ORBCOMM International"), two other partnerships formed to market the ORBCOMM
System. The Partnership also holds directly a 2% Participation Percentage in
ORBCOMM International bringing its direct and indirect Participation Percentage
in ORBCOMM International to 51%.  Consequently the Partnership consolidates the
financial results of ORBCOMM International.


2.       BASIS OF PRESENTATION

         In the opinion of management, the accompanying unaudited condensed
consolidated financial statements reflect all adjustments, consisting of only
normal recurring accruals, necessary for a fair presentation of the financial
position of the Partnership as of September 30, 1997, the results of its
operations for the three-month and nine-month periods ended September 30, 1997
and 1996 and cash flows for the nine-month periods ended September 30, 1997 and
1996, and the period from June 30, 1993 (date of inception) through September
30, 1997.  These condensed consolidated financial statements are unaudited and
do not include all related footnote disclosures and therefore, should be read
in conjunction with the audited consolidated financial statements and the
footnotes thereto for the year ended December 31, 1996 filed with the
Securities and Exchange Commission. Operating results for the three-month and
nine-month periods ended September 30, 1997 and 1996 are not necessarily
indicative of the results of operations expected in the future.


3.       RELATED PARTY TRANSACTIONS

         As of September 30, 1997, ORBCOMM International had a payable of $3.2
million to the Company, which is not currently payable (a receivable of $1.3
million that represented net cash out flow to the Company as of December 31,
1996). The payable represents advance funding to support ORBCOMM International
in establishing commercial and government markets outside the United States.
ORBCOMM International is currently in development stage and obtains funds to
support operations through non-interest bearing advances from the Company.


4.       COMMITMENTS AND CONTINGENCIES

         In August 1996, the Company and ORBCOMM Global Capital Corp. issued
$170.0 million of Senior Notes due 2004 with Revenue Participation Interest
(the "Old Notes"). All of the Old Notes were exchanged for an equal principal
amount of registered 14% Series B Senior Notes due 2004 with Revenue
Participation Interest (the "Notes"). The Notes are fully and unconditionally
guaranteed on a joint and several basis by the Partnership, OCC, ORBCOMM USA
and ORBCOMM International (each, a "Guarantor" and collectively, the
"Guarantors"), except that the guarantees are non-recourse to the shareholders
and/or partners of the Guarantors, limited only to the extent necessary for
each such guarantee not to constitute a fraudulent conveyance under applicable
law.

         In October 1996, ORBCOMM International entered into agreements with
certain manufacturers for construction of gateway Earth stations scheduled for
delivery over the next two years, with the first deliveries currently scheduled
for fourth quarter 1997.  As of September 30, 1997, ORBCOMM International had
$13.3 million of prepaid contract costs of which $8.8 million represent advance
payments to these manufacturers ($3.9 million as of December 31, 1996).  Total
commitments under these manufacturing agreements approximate $18.0 million.



                                     23
<PAGE>   24

                           TELEGLOBE MOBILE PARTNERS
                        (A DEVELOPMENT STAGE ENTERPRISE)

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)
                                  (UNAUDITED)




5.       SERVICE LICENSE AGREEMENTS

         ORBCOMM International has signed ten Service License Agreements
("SLAs") with international licensees ("International Licensees"), nine of
which have associated gateway procurement contracts and software license
agreements.  These SLAs cover Canada, Europe, the Malaysian Region, the
northwest region of North Africa, Turkey and South Central Asia, the Middle
East, Korea, Japan, the Philippines, and a portion of South America and the
Caribbean.  The SLAs authorize the International Licensees to use the ORBCOMM
System to provide two-way data and message communications services.  As of
September 30, 1997, under these agreements $10.3 million has been received and
recorded as deferred revenue ($6.1 million as of December 31, 1996). ORBCOMM
International is obligated to ship nine gateways to certain International
Licensees under certain of these agreements.



                                     24
<PAGE>   25

ITEM 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
             RESULTS OF OPERATIONS


OVERVIEW

  In 1993, ORBCOMM Global, L.P. (the "Company" or "ORBCOMM") was formed by
Orbital Sciences Corporation ("Orbital"), acting through Orbital Communications
Corporation ("OCC"), and Teleglobe Inc. ("Teleglobe"), acting through Teleglobe
Mobile Partners ("Teleglobe Mobile").  Each of OCC and Teleglobe Mobile
acquired and currently owns a 50% interest in the Company, with Technology
Resources Industries Bhd. (through TR (U.S.A.) Ltd.) now holding a 30% interest
in Teleglobe Mobile. Concurrently with the formation of the Company, OCC and
Teleglobe Mobile formed two marketing partnerships, ORBCOMM USA, L.P. ("ORBCOMM
USA") and ORBCOMM International Partners, L.P. ("ORBCOMM International")
(collectively, the "Marketing Partnerships"), with the exclusive right to
market services using the Company's low-Earth orbit satellite communications
system (the "ORBCOMM System") in the United States and internationally,
respectively.  The Company is a 98% General Partner in each of the Marketing
Partnerships, while OCC and Teleglobe Mobile control the remaining 2% of
ORBCOMM USA and ORBCOMM International, respectively. OCC retains control over
the applicable Federal Communications Commission ("FCC") licenses (the "FCC
Licenses") and the ORBCOMM System, consistent with FCC regulations.

  To date, OCC and Teleglobe Mobile have invested an aggregate of approximately
$160.0 million in the ORBCOMM project.  In addition, on August 7, 1996, the
Company and ORBCOMM Global Capital Corp. ("Capital") completed a private
placement (the "Old Notes Offering") of $170.0 million 14% Senior Notes due
2004 with Revenue Participation Interest (the "Old Notes").  In January 1997,
all of the Old Notes were exchanged for notes that are substantially similar to
the Old Notes, except that the new notes (the "Notes") are registered under the
Securities Act of 1933, as amended.  The Notes are fully and unconditionally
guaranteed on a joint and several basis by OCC, Teleglobe Mobile, ORBCOMM USA
and ORBCOMM International, except that the guarantees are non-recourse to
the shareholders and/or partners of the guarantors, limited only to the extent
necessary for each such guarantee not to constitute a fraudulent conveyance
under applicable law.


ORGANIZATIONAL STRUCTURE; FINANCIAL REPORTING

  Pursuant to the terms of the partnership agreements for the Company and the
Marketing Partnerships: (i) OCC and Teleglobe Mobile share equal responsibility
for the operational and financial affairs of the Company; (ii) OCC generally
controls the operational and financial affairs of ORBCOMM USA; and (iii)
Teleglobe Mobile generally controls the operational and financial affairs of
ORBCOMM International.  Since OCC and Teleglobe Mobile have effective control
over ORBCOMM USA and ORBCOMM International, respectively, the Company accounts
for the Marketing Partnerships using the equity method of accounting.  The
Company does not consolidate, and therefore does not report in its financial
statements, ORBCOMM USA's and ORBCOMM International's actual assets,
liabilities and operating revenues and expenses.  Instead, the Company's
proportionate share of the deficiency of income over expenses of the Marketing
Partnerships is recorded under the caption "Equity in losses of affiliates" in
the Company's financial statements.  Correspondingly, the Company's investment
in the Marketing Partnerships is carried at cost, subsequently adjusted for the
proportionate share of net income and losses, additional capital contributions
and distributions under the caption "Investments in and advances to
affiliates."  Investors are encouraged to refer to the financial statements of
both ORBCOMM USA and ORBCOMM International included elsewhere in this report.

  ORBCOMM USA pays to OCC an output capacity charge ("Output Capacity Charge")
that is a quarterly fee equal to 23% of ORBCOMM USA's total service revenues
for such calendar quarter in exchange for the exclusive right to market, sell,
lease and franchise all ORBCOMM System output capacity in the United States and
exclusive use of the tangible assets (including software) located in the United
States to be delivered to the Company pursuant to certain procurement
agreements (the "System Assets").  In consideration of the construction and
financing of the System Assets by the Company, OCC, in turn, pays to the
Company a system charge that is a quarterly fee equal to the Output Capacity
Charge less 1.15% of total aggregate revenues, defined as the aggregate of
ORBCOMM USA's and ORBCOMM International's total system service revenues ("Total
Aggregate Revenues").

  ORBCOMM International pays to Teleglobe Mobile an international output
capacity charge ("International Output Capacity Charge") that is a quarterly
fee equal to 23% of ORBCOMM International's total service revenues for such
calendar quarter in exchange for the exclusive right to market, sell, lease and
franchise all ORBCOMM System output capacity outside the United States.  In
consideration of the grant by the Company to Teleglobe Mobile of the exclusive
right to market, sell, lease and franchise all



                                     25
<PAGE>   26

ORBCOMM System output capacity outside the United States, Teleglobe Mobile, in
turn, pays to the Company an international system charge that is a quarterly
fee equal to the International Output Capacity Charge less 1.15% of Total
Aggregate Revenues.


SERVICE ROLL-OUT

  The roll-out of ORCOMMM System services will occur in two stages. Commercial
intermittent service commenced in the United States in February 1996.  The
Company currently serves several U.S. market segments that can benefit from
intermittent data communications services, such as oil and gas pipeline
monitoring, certain environmental monitoring, and tracking and position
determination applications. As additional satellites are added to the existing
two satellites for a planned constellation of up to 28 satellites, it will
become possible to serve additional market segments such as certain messaging
applications that require real time services.  Orbital, the Company's satellite
and launch services provider, has indicated that the first plane of eight
satellites is currently planned to be launched on a Pegasus XL(R) launch
vehicle during the fourth quarter of 1997, with the second plane of eight
satellites currently planned to be launched within approximately two to three
months after the launch of the first plane of eight satellites and the third
plane of eight satellites currently planned to be launched within approximately
two to three months after the launch of the second plane of eight satellites.
The two additional satellites that are a secondary payload on a Taurus(R)
launch vehicle are currently at the launch site and Orbital has indicated that
they are planned to be launched in the next several months.  Service outside
the United States will be provided as international licensees ("International
Licensees") receive regulatory approval and build network ground systems.

  To facilitate the introduction and development of commercial service, the
Company procured several thousand subscriber communicators ("Subscriber
Communicators") from certain of its Subscriber Communicator manufacturers.  The
Company believes that this inventory will be sufficient to support certain
market sales activities through the first half of 1998.  In the third quarter
of 1997, the Company completed construction of a new network control center
that is designed to support the full constellation of ORBCOMM System
satellites.


REVENUE

  Currently, during the period of commercial intermittent services, ORBCOMM USA
is building an initial base of subscribers in the United States through
value-added resellers ("Resellers"), who purchase ORBCOMM System services
directly from ORBCOMM USA, and through direct sales activities.

  In the United States, service pricing is based on many variables, including
the availability and cost of substitute services, the cost of providing service
and the nature of the user application.  Pricing generally incorporates an
initial registration charge, a recurring monthly charge for access to the
ORBCOMM System and usage charges based on the customer's activity.  In charging
for registration, access and usage, the Company has developed pricing
structures in the United States that suit the initial markets addressed by the
existing two-satellite system.  Additional pricing, including priority and
other real time messaging pricing, will be developed as the full deployment of
satellites in the ORBCOMM System occurs.  It is likely that multiple pricing
alternatives will be offered in the United States, including peak/off-peak,
volume discounts and annual contract commitment options.

  The Company has a service license agreement ("Service License Agreement") for
execution by International Licensees, who are responsible for obtaining all
necessary licenses and approvals for use of the ORBCOMM System in their
territory.  Certain International Licensees will pay to ORBCOMM International a
fee in exchange for the exclusive right to market services using the ORBCOMM
System in a specified service territory.  In addition, International Licensees
will pay a monthly satellite usage fee based on the greater of a percentage of
gross operating revenues and a data throughput fee. On the execution of a
Service License Agreement, an International Licensee is generally required to
purchase a gateway ("Gateway") from ORBCOMM International or to share the U.S.
Gateway or a closely located Gateway operated by another International
Licensee.

  Retail pricing in their respective territories will be at the discretion of
the International Licensees and is expected to vary from country to country to
reflect variations in economic conditions, the availability of substitute
services, local customs and government policies regarding competition.



                                     26
<PAGE>   27

OPERATING EXPENSES

  As discussed above, the Company owns and operates the assets, other than the
FCC Licenses, that comprise the ORBCOMM System.  Satellite-based communications
systems are characterized by high up-front capital expenditures and relatively
low marginal costs for providing service.  Beginning in January 1996, the
Company has been depreciating some of its assets, recording a depreciation
charge in its statements of operations.  Additionally, the Company incurs, and
reports in its financial statements, engineering, marketing, administrative and
other operating expenses associated with the actual operation of the ORBCOMM
System. The Company expects engineering, marketing and administrative
expenses to increase as a percentage of operating income for the balance of
1997 as a result of the continued increase in the number of employees.


RESULTS OF OPERATIONS - ORBCOMM

  The Company commenced commercial intermittent service in the United States on
February 1, 1996 and has generated minimal revenues and negative cash flows to
date.  The Company's activities have focused primarily on the acquisition of
regulatory approvals for operation of the ORBCOMM System, design, construction
and deployment of its initial satellites and associated network systems, design
and construction of additional satellites, execution of reseller agreements
with domestic Resellers and Service License Agreements with International
Licensees, identification of potential International Licensees in countries
outside the United States, identification and authorization of Subscriber
Communicator manufacturers and hiring of management and other key personnel.

  Income.  In 1995, the Company received a non-refundable fee from a potential
International Licensee.  The Company recognized this non-refundable fee over
the term of the relevant agreement.  No such fees were received in earlier
periods or during the nine-month period ended September 30, 1997.

  In late 1994, the Company borrowed $5.0 million, which bears interest at 9.2%
per annum, from MetLife Capital Corporation ("MetLife") pursuant to a Loan and
Security Agreement dated December 22, 1994 between MetLife and the Company (the
"MetLife Note") to help finance a portion of the ORBCOMM System.  In addition,
in August 1996, ORBCOMM closed the Old Notes Offering.  The proceeds from the
sale of the Old Notes are invested primarily in short-term government
securities, with certain restrictions attached to all of the investment
portfolio.  A portion of the net proceeds from the Old Notes Offering,
sufficient to pay when due all remaining interest and principal payments on the
MetLife Note, was deposited into a segregated account.  In January 1997, all of
the Old Notes were exchanged for the Notes. The Company recognized interest
income on the invested portion of the MetLife Note and the proceeds of the Old
Notes Offering of $4.0 million and $1.1 million for the nine months ended
September 30, 1997 and 1996, respectively.  The Company does not expect any
material increase in revenues to occur until additional planes of satellites in
its constellation have been deployed.

   Expenses.  As discussed above, the Company is in its development stage and
does not anticipate emerging from the development stage until mid-to late 1998.
During the construction phase of the ORBCOMM System, the Company has
capitalized all construction costs, consisting primarily of satellites, launch
vehicles and the U.S. ground segment procured from Orbital.  Research and
development expenses and selling, general and administrative costs have been
expensed in the period incurred.  Interest expense and revenue participation
interest, where appropriate, related to the MetLife Note, the Old Notes and the
Notes has been capitalized as part of the historical cost of the ORBCOMM
System.

  The Company incurred $5.4 million and $4.1 million of marketing,
administrative and other expenses for the nine months ended September 30, 1997
and 1996, respectively.  The Company also incurred $5.8 million and $3.5
million of ORBCOMM System engineering expenses for the nine months ended
September 30, 1997 and 1996, respectively.  The Company is capitalizing the
portion of engineering direct labor costs ($3.0 million for the nine months
ended September 30, 1997) that relates to hardware and system design,
development and coding of the software products that enhance the operation of
the ORBCOMM System. The Company also incurred $5.3 million and $4.6 million in
ORBCOMM System depreciation expenses for the nine months ended September 30,
1997 and 1996, respectively, as the ORBCOMM System became available for service
in early 1996.  Expenses as a percentage of revenues have increased in 1997 and
the Company expects expenses as a percentage of revenues to continue to
increase until additional planes of satellites in its constellation have been
deployed.

  Equity in losses of affiliates.  The Company recognized its shares of ORBCOMM
USA's and ORBCOMM International's losses, consisting primarily of marketing
expenses, of $5.5 and $2.8 million for the nine months ended September 30, 1997
and 1996,



                                     27
<PAGE>   28

respectively.  Each of ORBCOMM USA and ORBCOMM International formally began
their marketing efforts in 1995 in anticipation of commercial service
commencing in 1996.


RESULTS OF OPERATIONS - ORBCOMM USA

  Income.  In 1993, 1994 and 1995, ORBCOMM USA performed marketing activities
for the U.S. market pursuant to a contract with OCC (the "System Charge
Agreement"), whereby OCC reimbursed ORBCOMM USA for all marketing costs
incurred.  Accordingly, ORBCOMM USA recognized contract revenues of $4.2
million from June 30, 1993 (date of inception) through September 30, 1995.  The
U.S. marketing service portion of the System Charge Agreement expired in 1995.
During the first nine months of 1997 and 1996, ORBCOMM USA recognized revenues
relating to the provision of products and services of approximately $103,000
and approximately $205,000, respectively.

  Expenses.  ORBCOMM USA incurred $3.4 million and $2.0 million of marketing
and administrative expenses and approximately $240,000 and approximately
$192,000 of cost of product sales for the nine months ended September 30, 1997
and 1996, respectively (once the ORBCOMM System began operations).  Pursuant to
the System Charge Agreement, ORBCOMM USA incurred contract marketing costs of
$4.2 million from June 30, 1993 (date of inception) through September 30, 1995.


RESULTS OF OPERATIONS - ORBCOMM INTERNATIONAL

  Expenses.  ORBCOMM International incurred $2.1 million and approximately
$890,000 of marketing and administrative expenses for the nine months ended
September 30, 1997 and 1996, respectively.  As of September 30, 1997, ORBCOMM
International had $13.3 million of prepaid contract costs, which represent
advance payments to certain manufacturers for construction of gateway Earth
stations scheduled for delivery over the next two years, with the first
deliveries currently scheduled for fourth quarter 1997.

  Service License Agreements.  ORBCOMM International has signed ten Service
License Agreements with International Licensees, nine of which have associated
gateway procurement contracts and software license agreements.  These Service
License Agreements cover Canada, Europe, the Malaysian Region, the northwest
region of North Africa, Turkey and South Central Asia, the Middle East, Korea,
Japan, the Philippines, and a portion of South America and the
Caribbean.  The Service License Agreements authorize the International
Licensees to use the ORBCOMM System to provide two-way data and message
communications services.  As of September 30, 1997, under these agreements
$10.3 million has been received and recorded as deferred revenue.  ORBCOMM
International is obligated to ship nine gateways to certain International
Licensees under certain of these agreements.  Revenue under the Gateway
procurement contracts is generally recognized when products are shipped or when
customers have accepted the products or services, depending on contractual
terms. ORBCOMM International generally recognizes fees from Service License
Agreements ratably over the term of the agreement, or when ORBCOMM
International's obligations thereunder are substantially complete.



                                     28
<PAGE>   29

SUPPLEMENTAL DATA

  Set forth below is certain supplemental data for the ORBCOMM System
comprising data of the Company, ORBCOMM USA and ORBCOMM International for the
nine months ended September 30, 1997.  Such supplemental data should be read in
conjunction with the financial statements of the Company, ORBCOMM USA and
ORBCOMM International and the notes thereto located elsewhere in this report.


                               SUPPLEMENTAL DATA
                      NINE MONTHS ENDED SEPTEMBER 30, 1997
                                 (IN THOUSANDS)


<TABLE>
<CAPTION>
                                                 ORBCOMM               ORBCOMM              ELIMINATION
                                   ORBCOMM         USA              INTERNATIONAL             ENTRIES              TOTAL
                                ------------     --------           -------------           -----------           --------
  <S>                           <C>              <C>                    <C>                  <C>                  <C>
  Income(1)                     $   349          $   103                $   54               $   (308)            $   198
  Interest income (expense),
      net                         4,041  (2)           0                     0                                      4,041
  Expenses                       16,974  (3)       3,607                 2,187                    308              22,460
  Losses before
     interest and taxes         (16,625) (4)      (3,504)               (2,133)                                   (22,262)
  Net loss                      (12,584) (4)      (3,504)               (2,133)                                   (18,221)
  Capital expenditures           65,901  (5)           0                     0                                     65,901
</TABLE>


                               SUPPLEMENTAL DATA
                            AS OF SEPTEMBER 30, 1997
                    (IN THOUSANDS, EXCEPT UNIT INFORMATION)



<TABLE>
<CAPTION>
                                                               ORBCOMM               ORBCOMM
                                           ORBCOMM               USA              INTERNATIONAL               TOTAL
                                         ----------           --------            -------------            ----------
  <S>                                    <C>                     <C>                 <C>                   <C>
  Cash and cash equivalents              $   28,419              $   0               $    0                $   28,419
  Mobile Communications
    Satellite System, net                   230,590                  0                    0                   230,590
  Total debt                                172,534                  0                    0                   172,534
  Subscriber Communicators (units)                0                493                  145                       638
</TABLE>



(1)   As development-stage enterprises, none of the Company, ORBCOMM USA and
      ORBCOMM International had any significant operating revenues for the nine
      months ended September 30, 1997.

(2)   Net of $625 of amortization of financing fees.

(3)   Includes depreciation expenses of $5,345.  Interest expense of $17,850
      was capitalized for the nine months ended September 30, 1997.

(4)   Excludes equity in losses of affiliates of $5,524.

(5)   Represents capital expenditures, principally for the construction of the
      space and ground network system elements.



                                      29
<PAGE>   30

LIQUIDITY AND CAPITAL RESOURCES

  The development of the Company's business, design, development and deployment
of the ORBCOMM System satellites, and construction of the network control
center and U.S. Gateway have resulted in substantial capital expenditures
during the past several years.  Capital expenditures by the Company were $242.1
million from June 30, 1993 (date of inception) to September 30, 1997.  Capital
expenditures for the nine months ended September 30, 1997 and 1996 were $65.9
million and $49.5 million, respectively.

  A combination of operating losses and substantial capital expenditures
related to the development of the ORBCOMM System has resulted in negative cash
flows since 1994.  Funding of this cash flows deficiency has been accomplished
through capital contributions from OCC and Teleglobe Mobile and through the
proceeds from the Old Notes Offering and the MetLife Note.  The Company expects
to have to continue to fund operating losses as the Company develops and
expands its business. The Company has set aside a sufficient amount in a
segregated account to provide for payments in full of interest on the Old Notes
and Notes through August 15, 1998.  Following August 15, 1998, interest expense
on the Notes will represent a significant cash requirement for the Company.

  The total cost of the construction and deployment of the ORBCOMM System is
estimated to be approximately $258.0 million.  Of this amount, approximately
$202.0 million will be used for the satellite constellation, ground spares and
launch services, approximately $30.0 million will be used for the U.S. ground
segment, approximately $13.0 million will be used for insurance and
approximately $13.0 million will be used for other costs.  As of September 30,
1997, $214.2 million of this amount has been expended, not accounting for $27.9
of interest expense that has been capitalized as part of the historical cost of
the ORBCOMM System.  To date, the Company's partners have invested
approximately $160.0 million in the ORBCOMM project. Such equity investments,
together with the proceeds of the Old Notes Offering, the MetLife Note and cash
expected to be generated from operations, is expected to allow the Company to
meet its financial obligations through at least the end of 1997.  The Company
believes that a portion of cash from operations through the end of 1997 will be
generated through international license fees obtained by entering into Service
License Agreements.  The Company expects to continue to generate negative cash
flows through all of 1998 and a portion of 1999.  Under certain circumstances
as specified in the Indenture, Orbital and Teleglobe have agreed to provide to
the Company an aggregate amount not to exceed $30.0 million in capital
contributions or debt financing expressly subordinated to the Notes.  The
Company currently expects that, given its anticipated cash requirements, some
or all of such capital contributions or debt financing will be required 
in the first quarter of 1998.  In addition, the Company expects that it
will meet its capital requirements in 1998 through cash flows from operations
and other potential sources, consistent with the covenants contained in the
indenture governing the Notes (the "Indenture"), including additional capital
contributions, equity investments, credit facilities and/or operating lease
arrangements.

  The Notes contain a revenue participation feature providing for payment by
the Company, on each interest payment date, of interest ("Revenue Participation
Interest") in an aggregate amount equal to 5% of System Revenue (as defined in
the Indenture) for the six-month period ending on December 31 or June 30 most
recently completed prior to such interest payment date.  The Company is not
required to pay any Revenue Participation Interest, however, until the Credit
Parties Fixed Charge Coverage Ratio (as defined in the Indenture) for the four
consecutive fiscal quarters last completed prior to such interest payment date
equals or exceeds 2:1.  Once this ratio is exceeded, the Company will have to
pay additional interest on the Notes beyond the base rate of 14%, which will
negatively impact the Company's liquidity.

  There are no distributions required to be made to the partners of the Company
other than a minimum annual distribution required by the ORBCOMM Partnership
Agreement in the amount of 40%, multiplied by the lesser of (a) such partners'
distributive share of the Company's taxable income for the preceding year, and
(b) the excess, if any, of cumulative Net Income (as defined) over cumulative
Net Loss (as defined) allocated to such partner since the inception of the
Company.  All other distributions are to be made at the discretion of the
partners.  Pursuant to the covenants contained in the Indenture, no additional
cash distributions are permitted to be made to the partners of the Company
other that those distributions that satisfy the requirements of the various
limitations on "Restricted Payments" contained in the Indenture.  To the extent
that such requirements are met and the partners receive additional cash
distributions from the Company beyond those required by the ORBCOMM Partnership
Agreement, this could negatively impact the Company's liquidity.


LOAN AGREEMENT WITH METLIFE CAPITAL CORPORATION

  Under the terms of the MetLife Note, MetLife loaned $5.0 million to the
Company, and in connection therewith the Company granted to MetLife a security
interest in certain equipment of the Company. The MetLife Note is guaranteed by
Orbital.  As of



                                      30
<PAGE>   31

September 30, 1997, $2.5 million was outstanding under the MetLife Note. The
Notes rank pari passu in right and priority of payment with the MetLife Note,
except to the extent of the collateral securing such MetLife Note.


FORWARD LOOKING STATEMENTS

  When used in this report, the words "expects," "anticipates" and similar
expressions are intended to identify forward looking statements.  Such
statements are subject to certain risks and uncertainties that could cause
actual results to differ materially from those expressed in any of the forward
looking statements. Such risks and uncertainties include, but are not limited
to, industry-wide market factors, market acceptance of products and services
offered by the Company and potential launch delays and risks associated with
the launch and operation of a satellite system.



                                      31
<PAGE>   32

                                    PART II

                               OTHER INFORMATION



ITEM 1.        LEGAL PROCEEDINGS

               Not applicable.

ITEM 2.        CHANGES IN SECURITIES AND USE OF PROCEEDS

               Not applicable.

ITEM 3.        DEFAULTS UPON SENIOR SECURITIES

               Not applicable.

ITEM 4.        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

               Not applicable.

ITEM 5.        OTHER INFORMATION

               Not applicable.

ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K

               (a)   A complete list of the exhibits required to be filed with
                     this Report on Form 10-Q is provided in the Exhibit Index
                     that precedes the exhibits filed with this report.

               (b)   Neither the Company nor Capital has previously been
                     required to file a Report on Form 8-K under the Act.



                                     32
<PAGE>   33

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrants have duly caused this report to be signed on their behalf by
the undersigned thereunto duly authorized.

                                       ORBCOMM GLOBAL, L.P.
                                       
                                       
Date:  November 14, 1997               By:      /s/  ALAN L. PARKER
                                                -----------------------------
                                                Alan L. Parker
                                                President and
                                                Chief Executive Officer
                                                (Principal Executive Officer)
                                       
                                       
Date:  November 14, 1997               By:      /s/  W. BARTLETT SNELL
                                                -----------------------------
                                                W. Bartlett Snell
                                                Senior Vice President, Finance 
                                                   and Administration and
                                                   Chief Financial Officer
                                                   (Principal Financial Officer)
                                       
                                       
                                       
                                       ORBCOMM GLOBAL CAPITAL
                                       CORP.
                                       
                                       
Date:  November 14, 1997               By:      /s/  ALAN L. PARKER
                                                -----------------------------
                                                Alan L. Parker
                                                President
                                                (Principal Executive Officer)
                                       

Date:  November 14, 1997               By:      /s/  W. BARTLETT SNELL
                                                -----------------------------
                                                W. Bartlett Snell
                                                Vice President and Treasurer
                                                (Principal Financial Officer)



                                      33
<PAGE>   34

                                 EXHIBIT INDEX

The following exhibits are filed as part of this report.



<TABLE>
<CAPTION>
                    EXHIBIT NO.            DESCRIPTION
                    -----------            ------------------------------------
                    <S>                    <C>
                       27                  Financial Data Schedule (such
                                           schedule is furnished for the
                                           information of the Securities and
                                           Exchange Commission and is not to be
                                           deemed "filed" as part of the Form
                                           10-Q, or otherwise subject to the
                                           liabilities of Section 18 of the
                                           Securities Exchange Act of 1934.)
                                           (Transmitted herewith.)
</TABLE>



                                      34