1.
    
    I have reviewed this annual report on Form 20-F of Satélites Mexicanos, S.A. de C.V.
(the Company);
 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 Company as of, and for, the periods presented
in this report;
 4.
    
    The Companys other certifying officer(s) 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)) and internal control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the Company and have:
 a.
    
    Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to ensure
that material information relating to the Company, 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.
    
    Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;
 c.
    
    Evaluated the effectiveness of the Company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
 d.
    
    Disclosed in this report any change in the Companys internal control
over financial reporting that occurred during the period covered by the annual
report that has materially affected, or is reasonably likely to materially affect,
the Companys internal control over financial reporting; and
 5.
    
    The Companys other certifying officers and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the Companys auditors and the
audit committee of the Companys board of directors (or persons performing the equivalent
function):
 a.
    
    All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably likely
to adversely affect the Company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 Companys internal control over
financial reporting.
  By:
    /S/ GUILLERMO REYESName:
    Guillermo Reyes BustamanteTitle:
    Acting Chief Financial Officer