UNITED STATES
                       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 March 31, 2000


                           Commission File No. 0-22531

                              PanAmSat Corporation
             (Exact Name of Registrant as Specified in its Charter)

                     Delaware                        95-4607698
             (State or other Jurisdiction of      (I.R.S. Employer
              Incorporation or Organization)      Identification No.)

                     One Pickwick Plaza, Greenwich, CT 06830
                    (Address of Principal Executive Offices)

        Registrant's telephone number, including area code: 203-622-6664

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

                                    YES X  NO

As of March 31, 2000, an aggregate of 149,451,675 shares of the Company's Common
Stock were outstanding.


<PAGE>


Cautionary Statement for Purposes of the "Safe Harbor"
Provisions of the Private Securities Litigation Reform Act of 1995


This Quarterly Report on Form 10-Q contains certain forward-looking  statements.
The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for certain  forward-looking  statements.  When used in this Quarterly Report on
Form 10-Q, the words  "estimate,"  "plan,"  "project,"  "anticipate,"  "expect,"
"intend,"  "outlook,"  "believe" and other similar  expressions  are intended to
identify forward-looking statements and information.  The Company identifies the
following  important  factors which could cause the Company's  actual results to
differ  materially  from  any  results  which  might be  projected,  forecasted,
estimated or budgeted by the Company in forward-looking  information:  (i) risks
of launch failures,  launch delays and in-orbit failures or reduced performance,
(ii)  risks  of   government   regulation,   (iii)   risks  of  doing   business
internationally,  (iv) risks of uninsured  loss, (v) risks  associated  with the
Company's Internet  initiative and (vi) litigation.  Such factors are more fully
described  in  "Item  2.  Management's  Discussion  and  Analysis  of  Financial
Condition and Results of Operations"  of this Quarterly  Report on Form 10-Q and
under the caption  "Item 7.  Management's  Discussion  and Analysis of Financial
Condition and Results of Operations" in the Company's Annual Report on Form 10-K
for the fiscal year ended  December  31,  1999.  Reference  is also made to such
other  risks  and  uncertainties  detailed  from  time to time in the  Company's
filings with the Securities and Exchange  Commission.  The Company cautions that
the  foregoing  list of important  factors is not  exclusive.  Furthermore,  the
Company operates in an industry sector where  securities  values may be volatile
and may be  influenced  by  economic  and other  factors  beyond  the  Company's
control.

                                       2
<PAGE>



                                                  PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
<TABLE>
<CAPTION>

                                                         PANAMSAT CORPORATION
                                             CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
                                          For the Three Months Ended March 31, 2000 and 1999
                                                   (In Thousands, Except Share Data)
<S>                                                                           <C>                  <C>

                                                                                 March 31,            March 31,
                                                                                    2000                 1999
                                                                                 -----------          -----------
REVENUES:

  Operating leases, satellite services and other                                   $ 200,027            $ 187,382
  Outright sales and sales-type leases                                                99,077                6,127
                                                                                 -----------          -----------
     Total revenues                                                                  299,104              193,509
                                                                                 -----------          -----------
OPERATING COSTS AND EXPENSES:
  Cost of outright sales and sales-type leases                                        45,252                    -
  Leaseback expense, net of deferred gains                                                 -                7,695
  Depreciation and amortization                                                       73,667               67,734
  Direct operating costs                                                              31,894               25,238
  Selling, general and administrative expenses                                        21,011               14,527
                                                                                 -----------          -----------
     Total operating costs and expenses                                              171,824              115,194
                                                                                 -----------          -----------
INCOME FROM OPERATIONS                                                               127,280               78,315

INTEREST EXPENSE, net                                                                 24,453               24,389
                                                                                 -----------          -----------
INCOME BEFORE INCOME TAXES                                                           102,827               53,926

INCOME TAXES                                                                          46,272               23,458
                                                                                 -----------          -----------
NET INCOME                                                                        $   56,555            $  30,468
                                                                                 -----------          -----------
NET INCOME PER COMMON SHARE - basic  and diluted
                                                                                   $    0.38            $    0.20
                                                                                 -----------          -----------
Weighted average common shares outstanding                                       150,098,942          149,304,397
                                                                                 -----------          -----------
The accompanying notes are an integral part of these consolidated financial statements
</TABLE>


                                       3
<PAGE>



<TABLE>
<CAPTION>

                                                         PANAMSAT CORPORATION
                                                      CONSOLIDATED BALANCE SHEETS
                                                   (In Thousands, Except Share Data)

<S>                                                                           <C>                 <C>

                                                                                  March 31,          December 31,
                                                                                    2000                 1999
                                                                                 -----------         ------------
                                                                                  (Unaudited)

ASSETS

CURRENT ASSETS:
 Cash and cash equivalents                                                          $  41,420             $117,259
 Accounts receivable-net                                                               93,180               41,941
 Net investment in sales-type leases                                                   24,443               21,814
 Prepaid expenses and other (principally prepaid insurance)                            27,353               26,808
 Deferred income taxes                                                                 17,173               17,353
 Insurance claim receivable                                                             2,364               33,359
                                                                                  -----------          -----------
Total current assets                                                                  205,933              258,534

SATELLITES AND OTHER PROPERTY AND
 EQUIPMENT-Net                                                                      3,198,729            3,140,014

NET INVESTMENT IN SALES-TYPE LEASES                                                   178,251              146,147

GOODWILL-Net of amortization                                                        2,352,339            2,368,579

DEFERRED CHARGES                                                                       83,137               71,435
                                                                                  -----------          -----------
TOTAL ASSETS                                                                      $ 6,018,389          $ 5,984,709
                                                                                  -----------         ------------
The accompanying notes are an integral part of these consolidated financial statements
</TABLE>

                                       4

<PAGE>

<TABLE>
<CAPTION>

                                                         PANAMSAT CORPORATION
                                               CONSOLIDATED BALANCE SHEETS - (continued)
                                                   (In Thousands, Except Share Data)

<S>                                                                           <C>                <C>
                                                                                  March 31,          December 31,
                                                                                    2000                 1999
                                                                                 -----------         ------------
                                                                                 (Unaudited)

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
 Accounts payable and accrued liabilities                                           $ 76,208            $ 122,094
 Deferred revenues                                                                    14,580               21,049
                                                                                 -----------          -----------
Total Current Liabilities                                                             90,788              143,143

DUE TO AFFILIATES (principally                                                     1,807,928            1,797,163
   merger-related indebtedness)

LONG-TERM DEBT                                                                       796,598              817,814

DEFERRED INCOME TAXES                                                                347,554              306,922

DEFERRED CREDITS AND OTHER (principally customer deposits and deferred
   revenue)                                                                           99,295              103,678

                                                                                 -----------          -----------

TOTAL LIABILITIES                                                                  3,142,163            3,168,720
                                                                                 -----------          -----------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
 Common Stock, $0.01 par value -- 400,000,000 shares
 authorized; 149,451,675 and 149,351,786 outstanding at
 March 31, 2000 and December 31, 1999,

   respectively                                                                        1,494                1,493
 Additional paid-in-capital                                                        2,513,333            2,509,652
 Retained earnings                                                                   361,399              304,844
                                                                                 -----------          -----------
Total stockholders' equity                                                         2,876,226            2,815,989
                                                                                 -----------          -----------

 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
                                                                                 $ 6,018,389          $ 5,984,709
                                                                                  -----------          -----------

The accompanying notes are an integral part of these consolidated financial statements
</TABLE>

                                       5
<PAGE>


<TABLE>
<CAPTION>
                                                         PANAMSAT CORPORATION
                                           CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                          For the Three Months Ended March 31, 2000 and 1999
<S>                                                      <C>                  <C>                 <C>
                                                            (In Thousands)

                                                                                  March 31,            March 31,
                                                                                    2000                 1999
                                                                                 -----------          -----------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
Net income                                                                           $56,555             $ 30,468
Adjustments to reconcile net income to
 net cash provided by operating activities:
   Gross profit on sales and sales-type leases                                      (48,538)                    -
   Depreciation and amortization                                                      73,667               67,734
   Deferred income taxes                                                              40,812               22,148
   Amortization of gains on sale-leasebacks                                                -              (5,381)
   Amortization of debt issuance costs                                                 1,527                1,528
   Provision for uncollectable receivables                                             (989)                    -
 Changes in assets and liabilities:
       Collections on investments in sales-type leases                                 5,647                5,340
       Operating leases and other receivables                                        (5,940)             (20,007)
       Prepaid expenses and other assets                                            (13,774)              (9,279)
       Accounts payable and accrued liabilities                                     (23,879)               18,661
       Accrued operating leaseback expense                                                 -             (29,609)
       Deferred gains and revenues                                                   (7,703)                3,137
                                                                                 -----------          -----------
       Net cash provided by operating activities                                      77,385               84,740
                                                                                 -----------          -----------
</TABLE>

                                       6
<PAGE>

<TABLE>
<CAPTION>

<S>                                                                               <C>                    <C>
CASH FLOWS FROM INVESTING ACTIVITIES:
 Capital expenditures (including capitalized interest)                                (158,004)            (198,563)
 Early buy-out of sale-leasebacks                                                             -            (141,253)
 Net book value of satellites recovered through insurance                                33,836                    -
                                                                                    -----------          -----------
    Net cash used in investing activities                                             (124,168)            (339,816)
                                                                                    -----------          -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
 New borrowings                                                                          13,050              405,000
 Repayments of long-term debt                                                          (44,300)            (320,000)
 Repayments of incentive obligations                                                    (1,488)              (1,551)
 Stock issued to 401(k) plan                                                              3,682                  797
                                                                                    -----------          -----------
    Net cash (used in)/provided by financing activities                                (29,056)               84,246
                                                                                    -----------          -----------

NET (DECREASE) IN CASH AND CASH EQUIVALENTS
                                                                                       (75,839)            (170,830)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
                                                                                        117,259              177,542
                                                                                    -----------          -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD
                                                                                      $  41,420               $6,712
                                                                                    -----------          -----------

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
 Cash received for interest                                                            $  1,251             $  1,697
                                                                                    -----------          -----------
 Cash paid for interest                                                                $ 55,783             $ 49,913
                                                                                    -----------          -----------
 Cash paid for taxes                                                                   $ 21,278             $  7,344
                                                                                    -----------          -----------

The accompanying notes are an integral part of these consolidated financial
statements
</TABLE>

                                       7
<PAGE>


                              PANAMSAT CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

    (1) General

       These unaudited  consolidated  financial statements have been prepared in
       accordance  with  generally  accepted  accounting  principles for interim
       financial  information  and  with  the  instructions  to  Rule  10-01  of
       Regulation S-X.  Accordingly,  they do not include all of the information
       and footnotes  required by generally accepted  accounting  principles for
       complete  financial  statements.  In  the  opinion  of  management,   all
       adjustments  which are of a normal  recurring nature necessary to present
       fairly the financial position, results of operations and cash flows as of
       and for the three month  periods  ended March 31, 2000 and 1999 have been
       made. Certain prior period amounts have been reclassified to conform with
       the current year's  presentation.  Operating results for the three months
       ended  March  31,  2000 and 1999 are not  necessarily  indicative  of the
       operating  results for the full year. For further  information,  refer to
       the financial  statements and footnotes thereto included in the Company's
       Annual  Report on Form 10-K for the fiscal year ended  December  31, 1999
       (the "Form 10-K").

   (2) Satellite Developments

       Reference is made to "Item 1. - Business - The Satellites and - Satellite
       Procurement and Launch Arrangements" and "Item 7. Management's Discussion
       and Analysis of Financial Condition and Results of Operations - Satellite
       Deployment  Plan and Planned  Satellites" in the Form 10-K for a detailed
       description of the Company's  satellite network and satellite  deployment
       plan.

                                       8
<PAGE>


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

The Company's selected operating data shown below are not necessarily indicative
of future results.

SELECTED OPERATING DATA
<TABLE>
<CAPTION>
<S>                                                                     <C>              <C>
                                                                           2000             1999
                                                                           ----             ----
                                                                           Three Months Ended
                                                                                 March 31,

                                                                         (unaudited; in thousands)

Operating leases, satellite services and other                            $200,027         $187,382
Outright sales and sales-type leases                                        99,077            6,127
Total revenues                                                             299,104          193,509
Cost of outright sales and sales-type leases                                45,252                -
Leaseback expense, net of deferred gains                                         -            7,695
Depreciation and amortization                                               73,667           67,734
Direct operating and SG&A costs                                             52,905           39,765
Income from operations                                                     127,280           78,315
Interest expense, net                                                       24,453           24,389
Income taxes                                                                46,272           23,458
</TABLE>

                                       9

<PAGE>


                              PANAMSAT CORPORATION

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

         Revenues. Revenues were $299.1 million for the three months ended March
31,  2000,  compared to revenues of $193.5  million for the same period in 1999.
Revenues  included  $93.8  million of new outright  sales and  sales-type  lease
transactions  executed  during the first quarter of 2000 for which there were no
comparable  transactions  in 1999.  Revenues,  excluding new outright  sales and
sales-type  leases,  increased  $11.8 million,  or 6%, to $205.3 million for the
three  months  ended March 31,  2000 from $193.5  million for the same period in
1999,  principally as a result of changes in the types of service offerings that
the Company provides.

         The Company  provides  video  services  which are primarily  full-time,
part-time  and  occasional  satellite  services  for the  transmission  of news,
sports,  entertainment and educational  programming worldwide.  The Company also
provides telecommunications services which support satellite-based networks that
relay  voice,  video  and  data  communications   within  individual  countries,
throughout regions and on a global basis. Video services revenues, excluding the
revenue from new sales-type  lease  activity,  were $140.7 million for the three
months ended March 31, 2000, an increase of 2% from the same period in 1999. The
increase in video  services  revenues  for the three months ended March 31, 2000
was   due   primarily   to  the   commencement   of  new   service   agreements.
Telecommunications services revenues,  excluding the revenue from outright sales
activity,  were $51.6  million for the three  months  ended March 31,  2000,  an
increase of 16% from the same period in 1999. The increase in telecommunications
services  revenues was due primarily to the growth in data and  Internet-related
service agreements.

         Revenues can also be analyzed based on the type of agreement.  Revenues
from outright  sales and  sales-type  leases  increased to $99.1 million for the
three months ended March 31, 2000 from $6.1 million for the same period in 1999.
The increase in revenues from outright sales and sales-type leases for the three
month  period is due  primarily to the  revenues  from new sales and  sales-type
lease  transactions  executed  during the first  quarter of 2000.  Revenues from
outright sales and sales-type leases represent substantial long-term commitments
for  services,  and these  transactions  are subject to greater  variation  from
period to period than are operating  lease  revenues.  Revenues  from  operating
leases of transponders, satellite services and other increased $12.6 million, or
7%, to $200.0  million  for the three  months  ended  March 31, 2000 from $187.4
million for the same period in 1999.  The  increase in revenues  from  operating
leases of transponders,  satellite services and other for the three month period
is  due   primarily  to  increased   available   transponder   capacity  on  new
international satellites placed in service since the first quarter of 1999.

         Cost of Outright  Sales and Sales-Type  Leases.  Cost of outright sales
and  sales-type  leases were $45.3  million for the three months ended March 31,
2000 due to the

                                       10

<PAGE>

execution of new sales and sales-type  lease  agreements.  There were no
comparable costs for the same period in 1999.

         Leaseback  Expense,  Net of Deferred  Gain.  For the three months ended
March 31, 2000, the Company recorded no leaseback expense,  net of deferred gain
as  compared  to $7.7  million  for the same  period in 1999.  The  decrease  is
attributable  to the  exercise  by the Company of certain  sale-leaseback  early
buy-out options during 1999.

         Depreciation and Amortization.  Depreciation and amortization increased
$5.9 million,  or 9%, to $73.7 million for the three months ended March 31, 2000
from $67.7 million for the same period in 1999. The increase in depreciation and
amortization for the three month period ended March 31, 2000 is due primarily to
depreciation  expense  associated with the addition of two new satellites placed
in  service  and  depreciation  expense on  transponders  acquired  through  the
exercise of sale-leaseback early buy-outs.

         Direct Operating and Selling,  General and Administrative Costs. Direct
operating and selling, general and administrative costs increased $13.1 million,
or 33%, to $52.9  million for the three  months  ended March 31, 2000 from $39.8
million for the same period in 1999.  The  increase is due  primarily  to direct
costs associated with the addition of new satellites placed in service and costs
associated with the continued growth of the Company.

         Income from  Operations.  Income from operations was $127.3 million for
the three months ended March 31, 2000 an increase of $49.0  million or 63%, from
$78.3  million  for the same  period  in  1999.  The  increase  in  income  from
operations  for the three month period ended March 31, 2000 is due  primarily to
the gross profit  associated  with the new outright sales and  sales-type  lease
activity during the quarter.

         Interest Expense,  Net. Interest expense, net was $24.5 million for the
three  months ended March 31,  2000,  as compared to $24.4  million for the same
period in 1999.

         Income Taxes.  Income taxes increased  $22.8 million,  or 97%, to $46.3
million for the three months ended March 31,  2000,  from $23.5  million for the
same period in 1999.  The  increase in income  taxes for the three month  period
ended  March 31, 2000 is due  primarily  to the gross  profit from new  outright
sales and sales-type lease activity.

         Satellite Developments.  Reference is made to "Item 1. - Business - The
Satellites and - Satellite  Procurement  and Launch  Arrangements"  and "Item 7.
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations - Satellite  Deployment Plan and Planned Satellites" in the Form 10-K
for a detailed  description  of the  Company's  satellite  network and satellite
deployment plan.

       Regulatory Developments.  The U.S. Congress recently added communications
satellites to the munitions list governed by the  International  Traffic in Arms
Regulations ("ITAR"), and transferred responsibility for licensing the export of
satellites and related technical  information from the U.S. Commerce  Department
to the  State  Department.  With  the  new  regulatory  framework,  transfer  of
information  related to satellites  to launch

                                       11
<PAGE>

providers, insurers, customers, potential customers, non-U.S. employees, foreign
regulatory  bodies  such  as  the  International  Telecommunications  Union  and
national  telecommunications  authorities of other countries, and other non-U.S.
persons has become more difficult. The State Department's  interpretation of the
regulations as they would be applied to the Company is not yet complete,  but it
is possible that these regulations could adversely affect or delay the Company's
ability to launch and insure its  satellites  and to sell  capacity  to non-U.S.
customers.

       Financial  Condition.  In addition to a term loan in the amount of $1.725
billion from Hughes  Electronics  Corporation,  an affiliate of the Company,  at
March 31, 2000 the Company also had  long-term  indebtedness  of $796.6  million
(comprised  primarily of $750 million of public notes and $46.5 million of notes
assumed in connection with the exercise of an early buy-out  opportunity under a
sale-leaseback transaction).

       The  significant  cash  outlays  for  the  Company  will  continue  to be
primarily  capital  expenditures  related  to the  construction  and  launch  of
satellites,  debt service costs and potential acquisitions.  The Company now has
four satellites under various stages of development and intends to implement its
Internet  initiative,  NET/36,  for  which  the  Company  has  budgeted  capital
expenditures.  The Company will require approximately $465 million to construct,
insure  and  launch  the  satellites  and plans to invest up to $250  million in
capital and  operating  expenses over the next two years to deploy  NET/36.  The
Company  expects that the largest  portion of its  investment  in NET/36 will be
used to deploy  PanAmSat-owned  antennas  and  servers  at  high-speed  Internet
service providers, including cable headends and digital subscriber line provider
sites.

       Assuming satellites in development are successfully launched, services on
the satellites  commence on the schedule  currently  contemplated  and NET/36 is
deployed as and when expected, the Company believes that amounts available under
its $500 million  revolving  credit  facility with certain  lenders and Citicorp
USA, Inc. as  administrative  agent (the "Revolving  Credit  Facility"),  vendor
financing,  future cash flow from operations and cash on hand will be sufficient
to fund its operations and its remaining costs for the  construction  and launch
of satellites currently under development for the next twelve months and for the
deployment of NET/36 for the next twenty-four months. There can be no assurance,
however,  that the  Company's  assumptions  with  respect  to costs  for  future
construction  and launch of its  satellites  and costs to deploy  NET/36 will be
correct,  or that amounts available under the Revolving Credit Facility,  vendor
financing,  future cash flow from operations and cash on hand will be sufficient
to cover any shortfalls in funding for (i) launches  caused by launch  failures,
(ii) cost overruns,  (iii) delays, (iv) capacity shortages, (v) NET/36 technical
integration  problems,  (vi) additional  costs  associated with NET/36 strategic
relationships or (vii) other unanticipated expenses. In addition, if the Company
were to consummate  any strategic  transactions  or undertake any other projects
requiring  significant  capital  expenditures,   it  may  be  required  to  seek
additional  financing.  If  circumstances  were to require  the Company to incur
additional indebtedness, the ability of the Company to incur any such additional
indebtedness  would  be  subject  to  the  terms  of the  Company's  outstanding
indebtedness. The failure to obtain

                                       12
<PAGE>

such financing could have a material adverse effect on the Company's  operations
and its ability to accomplish its business plan.

       Net cash provided by operating  activities decreased to $77.4 million for
the three months ended March 31, 2000,  from $84.7  million for the three months
ended March 31, 1999.  The decrease in 2000 was  primarily  attributable  to net
changes in working  capital  items which  included  income tax payments of $21.3
million  in the  first  quarter  of 2000 as  compared  to $7.3  million  for the
comparable period in 1999.

       Net cash used in investing activities decreased to $124.2 million for the
three  months  ended March 31,  2000,  from $339.8  million for the three months
ended March 31, 1999. The decrease in 2000 was primarily  attributable  to lower
capital  expenditures in 2000 for satellite  systems under development and to no
comparable  sale-leaseback  early buy-out  transactions  in the first quarter of
2000.

       Net cash used in  financing  activities  was $29.1  million for the three
months  ended  March  31,  2000,  compared  to net cash  provided  by  financing
activities  of $84.2  million for the three  months  ended March 31,  1999.  The
decrease in 2000 was  primarily  due to lower net  borrowings as a result of the
lower level of cash  required to fund  capital  expenditures  and early  buy-out
opportunities  in 2000 offset  somewhat by the higher cash balances  retained at
quarter end in the current year.

       Market Risk.  There have been no material changes regarding the Company's
market risk position from the information provided in the Form 10-K.

                                       13

<PAGE>


                              PANAMSAT CORPORATION


                           PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS.

         Reference is made to the description of the action  commenced by Comsat
         Corporation  ("Comsat") against the Company,  News Corporation  Limited
         and Grupo  Televisa,  S.A. in "Item 3. Legal  Proceedings"  in the Form
         10-K.  Such action was settled by all parties as of March 31, 2000. The
         parties filed a Joint Motion for Dismissal  with Prejudice on April 13,
         2000  with  the  U.S.  District  Court  for  the  Central  District  of
         California,  which was granted on April 14, 2000. The financial  impact
         of the settlement to the Company was not material.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

       (a)  Exhibits

Exhibit No.

3.2           Restated Bylaws of PanAmSat.

10.58.1       Extension of Employment Agreement between PanAmSat Corporation and
              R. Douglas Kahn, dated as of April 1, 1999. *

10.61         Contract for Launch Services, dated as of March 15, 2000, between
              Sea Launch Limited Partnership and PanAmSat Corporation.(1)

27            Financial Data Schedule.

       (b)    Reports on Form 8-K.

              The  Company  did not file any  reports  on Form  8-K  during  the
quarter for which this report is filed.


--------
* Exhibits  indicated with a * symbol are an executive  contract or compensatory
plan or arrangement.

(1)  Portions  of this  Exhibit  have been  omitted  pursuant  to a request  for
confidential treatment filed with the Securities and Exchange Commission.


                                       14
<PAGE>




                                    SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                            PanAmSat Corporation


Date:  May 15, 2000                         /s/ Kenneth N. Heintz
                                            ----------------------------
                                            Kenneth N. Heintz
                                            Executive Vice President and
                                            Chief Financial Officer
                                            and a Duly Authorized
                                            Officer of the Company