As filed with the Securities and
Exchange Commission on July 25, 2012

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





Form 20-F/A

(Amendment No. 2)



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|

| ̈ | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------------

Or



|þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ------------------------------------------------------------------------------------

| | For the fiscal year ended December 31, 2011
| | -------------------------------------------

Or



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

Or



| ̈ | SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | -------------------------------------------------------------------------------------------

Commission File No. 333-8880





Satélites Mexicanos, S.A. de C.V.

(Exact name of Registrant as specified in its charter)

Mexican
Satellites, a Mexican Company of Variable Capital

(Translation of the Registrants name into English)

United Mexican States

(Jurisdiction of incorporation)

Avenida Paseo de la Reforma 222, Pisos
20 y 21, Colonia Juárez, 06600 Mexico, D.F., Mexico

(Address of principal executive offices)

Verónica Gutiérrez Zamora García

Tel: (52) 55 2629 5800

Fax: (52) 55 2629 5865

Avenida Paseo de la Reforma 222, Pisos 20 y 21, Colonia Juárez, 06600 Mexico, D.F., Mexico

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

9.5% Senior Secured Notes due 2017, not registered on an exchange

The number of outstanding shares of capital stock as of December 31, 2011 was:

50,000 Class I Series A Shares

6,580,000 Class II Series A Shares

6,370,000 Class II Series B Shares

117,000,000 Class II Series N Shares

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ̈Nox

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934.
Yes ̈Nox

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 a 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. YesxNo ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files). Yes ̈Nox

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See
definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer ̈Accelerated filer ̈Non-accelerated filerx

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:



|           |  |                                                                                                        |  |       
|---------- |  | ------------------------------------------------------------------------------------------------------ |  | ------
|U.S. GAAPx |  | International Financial Reporting Standards
as issued by the International Accounting Standards
Board ̈ |  | Other ̈
|           |  |                                                                                                        |  |       

If Other has been checked in response to the previous question, indicate by check mark
which financial statement item the Registrant has elected to follow: Item 17 ̈Item 18 ̈

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act). Yes ̈Nox

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d)
of the Securities Exchange Act of 1934 subsequent to the distributions of securities under a plan confirmed by a court.
YesxNo ̈









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EXPLANATORY NOTE

This Amendment No. 2 (this Amendment No. 2) to the Annual Report on Form 20-F for the year ended
December 31, 2011, (the Form 20-F) of Satélites Mexicanos, S.A. de C.V., is being filed for the sole purpose of re-filing Exhibits 4.25, 4.32, 4.33, 4.34, and 4.36 (the Updated Exhibits) for which
the registrant has submitted a confidential treatment request to the Securities and Exchange Commission (the SEC) to reflect changes in the redacted portions of the Updated Exhibits in connection with the registrants request
for confidential treatment of the Updated Exhibits. These changes in the redactions were made in response to comments that the registrant received from the SEC regarding its confidential treatment request. The Updated Exhibits to this Amendment
No. 2 supersede and replace the corresponding exhibit filed with the original Form 20-F filed on April 27, 2012 (the Original Form 20-F).

This Amendment No. 2 does not reflect events occurring after the filing of the Original Form 20-F or modify or update those disclosures that may be or have been affected by subsequent events. Such
subsequent events will be addressed, as required, in subsequent reports filed by registration with the SEC. Accordingly, this Amendment No. 2 should be read in conjunction with the Original Form 20-F and the registrants other filings with
the SEC.



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|ITEM 19. | EXHIBITS
|-------- | --------



|           |  |                                                                                                                                                                                                                                                    
|---------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ExhibitNo. |  | Description                                                                                                                                                                                                                                        
|           | 
|4.25       |  | Nineteenth Amendment, dated June 30, 2011 (effective as of August 1, 2010), to Agreement between Hughes Network Systems, a division of Hughes Electronics Corporation, and
Satélites Mexicanos, S.A. de C.V., dated as of January 20, 2000 (1), (2)
|           | 
|4.32       |  | Launch Services Agreement, dated February 3, 2012, between Space Exploration Technologies Corp. and Satélites Mexicanos, S.A. de C.V. for launch services for Satmex 7
on a Falcon 9 launch vehicle (1), (2)                                       
|           | 
|4.33       |  | Amendment No. 1, dated March 2, 2012, to Launch Services Agreement for launch services for Satmex 7 on a Falcon 9 launch vehicle (1), (2)                                                                                                          
|           | 
|4.34       |  | Amendment No. 2, dated March 9, 2012, to Launch Services Agreement for launch services for Satmex 7 on a Falcon 9 launch vehicle (1), (2)                                                                                                          
|           | 
|4.36       |  | Commercial Satellite Delivery Contract (Contract No. BSS-SATMEX-12-001B), dated March 13, 2012, for the manufacture and delivery of Satmex 7 and satellite simulator
software, satellite control software and training (1), (2)                    
|           | 
|12.1       |  | Section 302 Certification of Patricio Northland, Chief Executive Officer (1)                                                                                                                                                                       
|           | 
|12.2       |  | Section 302 Certification of René Morán Salazar, Chief Financial Officer (1)                                                                                                                                                                       
|           | 
|13.1       |  | Section 906 Certification of Patricio Northland, Chief Executive Officer (1)                                                                                                                                                                       
|           | 
|13.2       |  | Section 906 Certification of René Morán Salazar, Chief Financial Officer (1)                                                                                                                                                                       





|(1) | Filed herewith.
|--- | ---------------



|(2) | Portions of exhibit have been omitted pursuant to Satmexs Confidential Treatment Request, submitted to the Commission on April 27, 2012.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------



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SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this
Amendment No. 2 on Form 20-F/A to its Annual Report on Form 20-F for the fiscal year ended December 31, 2011 to be signed on its behalf by the undersigned, thereunto duly authorized.



|                    |  |  |  |                                   |  |                                
|------------------- |  |  |  | --------------------------------- |  | -------------------------------
|                    |  |  |  | SATÉLITES MEXICANOS, S.A. DE C.V.
|                    |  |  | 
|                    |  |  |  | By:                               |  | /s/ René Morán Salazar         
|                    |  |  |  |                                   |  | René Morán Salazar             
|Date: July 25, 2012 |  |  |  |                                   |  | Interim Chief Financial Officer



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