November 8, 1996

BY HAND DELIVERY
----------------

Donald H. Gips
Chief, International Bureau
Federal Communications Commission
2000 M Street, N.W.
Washington, D.C.  20554

     Re:   DBSC Assignment Transaction, File Nos. 55-SAT-AL-96 and DBS 87-01

Dear Mr. Gips:

     As you know, on August 30, 1996, the International Bureau granted the 
application of Direct Broadcasting Satellite Corporation ("DBSC") for 
authorization to merge with a wholly owned subsidiary of EchoStar 
Communications Corporation ("EchoStar"), Direct Broadcasting Satellite 
Corporation of Colorado ("DBSC-CO").  Unfortunately, the parties have not yet 
been able to consummate the transaction for reasons beyond their control.  The 
only remaining hurdle to consummation is approval by the Securities and 
Exchange Commission of a pending Form S-4 registration statement.  
Accordingly, the parties request an extension until ten days after receipt 
of the SEC approval in which to consummate the transaction.  Because the SEC 
approval could come at any moment, we ask that this extension be granted 
immediately.

     As explained in the original assignment application, part of the merger 
transaction involves issuing shares of EchoStar to the current shareholders of 
DBSC.  In order to issue those shares, they must first be registered with the 
SEC.  Although EchoStar filed its Form S-4 registration statement with the SEC 
on April 16, 1996, and updated that statement on September 19, 1996, it has 
not yet received SEC approval.  Consideration of the Form S-4 was originally 
delayed pending FCC authorization for the proposed merger.  Since that 
authorization was granted on August 30, the SEC has not completed its 
processing procedures even though it has not expressed any concern to either 
DBSC or EchoStar with repect to the transaction or requested any material
additional information.

     Both DBSC and EchoStar have done everything necessary at the corporate 
level to effectuate the merger.  The Board of Directors for each company has 
approved the transaction, the necessary consent of the shareholders has been 
obtained, and all other regulatory approvals (including the FTC's 
consideration of the transaction under the Hart-Scott-Rodino Antitrust 
Improvements Act) have been secured.  The parties remain committed to 
providing high quality DBS service to American comsumers, and intend to 
consummate the assignment transactions as soon as the SEC declares the 
registration statment effective.  Unfortunately, they are unable to control 
that date and are legally unable to complete the tranaction without this one 
last regulatory approval.  Accordingly, the parties request an extension that 
would allow them to consummate the transaction within ten days of receiving 
the necessary SEC approval.

     The Commission will be notified promptly as soon as the merger has 
occurred.  Any questions in connection with the foregoing may be directed to 
either of the undersigned.

Sincerely,


William L. Fishman                     William M. Wiltshire

Sullivan & Worcester LLP               Gibson, Dunn & Crutcher LLP
1025 Connecticut Avenue, N.W.          1050 Connecticut Avenue, N.W.
Washington, D.C.  20036                Washington, D.C.  20036
(202) 775-8190                         (202) 955-8500

Counsel for DBSC                       Counsel for EchoStar

cc:  Fern J. Jarmulnek
     Suzanne Hutchings