Exhibit 31.2


                                CERTIFICATIONS

I, Craig J. Kaufmann, certify that:

     1.   I have reviewed this Form 10-Q of SkyTerra Communications, Inc.;

     2.   Based on my knowledge, this report does not contain any untrue
          statement of a material fact or omit to state a material fact
          necessary to make the statements made, in light of the circumstances
          under which such statements were made, not misleading with respect
          to the period covered by this report;

     3.   Based on my knowledge, the financial statements, and other financial
          information included in this report, fairly present in all material
          respects the financial condition, results of operations and cash
          flows of the registrant as of, and for, the periods presented in
          this report;

     4.   The registrant's other certifying officer and I are responsible for
          establishing and maintaining disclosure controls and procedures (as
          defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
          registrant and have:

          a)   designed such disclosure controls and procedures, or caused
               such disclosure controls procedures to be designed under our
               supervision, to ensure that material information relating to
               the registrant, including its consolidated subsidiaries, is
               made known to us by others within those entities, particularly
               during the period in which this report is being prepared;

          b)   evaluated the effectiveness of the registrant's disclosure
               controls and procedures and presented in this report our
               conclusions about the effectiveness of the disclosure controls
               and procedures, as of the end of the period covered by this
               report based on such evaluation; and

          c)   disclosed in this report any change in the registrant's
               internal control over financial reporting that occurred during
               the registrant's most recent fiscal quarter (the registrant's
               fourth quarter in the case of an annual report) that has
               materially affected, or is reasonably likely to materially
               affect, the registrant's internal control over financial
               reporting; and

     5.   The registrant's other certifying officer and I have disclosed,
          based on our most recent evaluation of internal control over
          financial reporting, to the registrant's auditors and the audit
          committee of registrant's board of directors (or persons performing
          the equivalent function):

          a)   all significant deficiencies in the design or operation of
               internal controls over financial reporting which are reasonably
               likely to adversely affect the registrant's ability to record,
               process, summarize and report financial information; and

          b)   any fraud, whether or not material, that involves management or
               other employees who have a significant role in the registrant's
               internal control over financial reporting.



         Date:  November 10, 2004            By: /s/ CRAIG J. KAUFMANN
                                                 -----------------------------
                                                 Craig J. Kaufmann
                                                 Controller and Treasurer
                                                 (Principal Accounting Officer)