UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, 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 June 30, 2008
   Commission file number 1-14180
  Loral Space &
    Communications Inc.
  600 Third Avenue
 New York, New York 10016
 Telephone:
    (212) 697-1105
  Jurisdiction of incorporation: Delaware
  IRS identification number:
    87-0748324
  þ o
  12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer þ
    Non-accelerated
    filer o
    Smaller
    reporting
    company o   þ o
  Rule 12b-2 o þ




---



##### 



PART 1.
    FINANCIAL INFORMATION
  Item 1.
    Financial
    Statements  LORAL
    SPACE & COMMUNICATIONS INC.
  CONDENSED
    CONSOLIDATED BALANCE SHEETS
 (In thousands, except share data)
 (Unaudited)
  June 30,


December 31,2008


2007ASSETSCurrent assets:Cash and cash equivalents

$
135,064


$
314,694Contracts-in-process


142,733



109,376Inventories


105,156



96,968Restricted cash


13,005



12,816Receivable from litigation settlement


58,295



Other current assets


40,441



36,034Total current assets


494,694



569,888Property, plant and equipment, net


165,723



147,828Long-term receivables


146,559



132,400Investments in affiliates


504,130



566,196Goodwill


226,437



227,058Intangible assets, net


37,216



42,854Other assets


18,406



16,715Total assets

$
1,593,165


$
1,702,939LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Accounts payable

$
68,144


$
69,205Accrued employment costs


37,260



42,890Customer advances and billings in excess of costs and profits


205,521



251,954Income taxes payable


6,425



31,239Accrued interest and preferred dividends


5,166



4,979Other current liabilities


37,257



39,512Total current liabilities


359,773



439,779Pension and other post retirement liabilities


146,253



152,341Long-term liabilities


131,125



137,261Total liabilities


637,151



729,381Commitments and contingenciesShareholders equity:Series A-1
    Cumulative 7.5% convertible preferred stock, $0.01 par
    value; 2,200,000 shares authorized, 144,509 and
    141,953 shares issued and outstanding


42,644



41,873Series B-1
    Cumulative 7.5% convertible preferred stock, $0.01 par
    value; 2,000,000 shares authorized, 937,730 and
    900,821 shares issued and outstanding


276,906



265,777Common stock, $.01 par value; 40,000,000 shares
    authorized, 20,296,407 and 20,292,746 shares issued and
    outstanding


203



203Paid-in capital


667,050



663,127Accumulated deficit


(65,293
)


(33,939
)Accumulated other comprehensive income


34,504



36,517Total shareholders equity


956,014



973,558Total liabilities and shareholders equity

$
1,593,165


$
1,702,939    1




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  CONDENSED
    CONSOLIDATED STATEMENTS OF OPERATIONS
 (In thousands, except per share amounts)
 (Unaudited)
  Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Revenues from satellite manufacturing

$
208,061


$
191,327


$
426,598


$
379,004Revenues from satellite services






34,674







67,529Total revenues


208,061



226,001



426,598



446,533Cost of satellite manufacturing


184,103



173,027



391,115



347,128Cost of satellite services






25,572







50,539Selling, general and administrative expenses


25,562



42,523



47,897



75,785Gain on recovery from customer bankruptcy


(6,140
)






(6,140
)


Operating income (loss)


4,536



(15,121
)


(6,274
)


(26,919
)Interest and investment income


1,952



10,657



8,282



17,211Interest expense


(305
)


(2,233
)


(656
)


(5,046
)Gain on foreign exchange contracts






61,508







65,472Gain on litigation recovery


58,295







58,295



Impairment of available for sale securities


(3,500
)






(3,500
)


Other income (expense)


(223
)


179



(296
)


261Income before income taxes, equity in net income (losses) of
    affiliates and minority interest


60,755



54,990



55,851



50,979Income tax provision


(11,643
)


(28,363
)


(13,419
)


(31,764
)Income before equity in net income (losses) of affiliates and
    minority interest


49,112



26,627



42,432



19,215Equity in net income (losses) of affiliates


2,838



487



(61,699
)


(1,938
)Minority interest






(6,487
)






(13,473
)Net income (loss)


51,950



20,627



(19,267
)


3,804Preferred dividends


(6,099
)


(5,669
)


(12,087
)


(7,732
)Beneficial conversion feature related to the issuance of Loral
    Series A-1
    Preferred Stock






(927
)






(25,404
)Net income (loss) applicable to common shareholders

$
45,851


$
14,031


$
(31,354
)

$
(29,332
)Basic and diluted income (loss) per common share:Basic income (loss) per share

$
2.27


$
0.70


$
(1.56
)

$
(1.46
)Diluted income (loss) per share

$
2.16


$
0.67


$
(1.56
)

$
(1.46
)Weighted average shares outstanding:Basic


20,169



20,070



20,162



20,055Diluted


21,614



30,594



20,162



20,055    2




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  CONDENSED
    CONSOLIDATED STATEMENTS OF CASH FLOWS
 (In thousands)
 (Unaudited)
  Six Months EndedJune 30,2008


2007Operating activities:Net (loss) income

$
(19,267
)

$
3,804Non-cash operating items


25,541



22,005Changes in operating assets and liabilities:Accounts receivable, net






64,223Contracts-in-process


(82,213
)


(69,646
)Inventories


(8,188
)


(10,959
)Long-term receivables


19,140



(212
)Other current assets and other assets


(3,142
)


(1,875
)Accounts payable


(6,462
)


3,838Accrued expenses and other current liabilities


(20,343
)


(24,063
)Customer advances


(29,087
)


4,874Income taxes payable


(24,815
)


1,280Pension and other postretirement liabilities


(6,127
)


5,231Long-term liabilities


(1,856
)


7,011Other






(60
)Net cash (used in) provided by operating activities


(156,819
)


5,451Investing activities:Capital expenditures


(23,095
)


(52,673
)(Increase) decrease in restricted cash


622



(9,118
)Distribution from equity investment






2,954Proceeds from the sale of short-term investments and
    available-for-sale securities


162



307,862Purchase of short-term investments


(500
)


(303,489
)Net cash used in investing activities


(22,811
)


(54,464
)Financing activities:Proceeds from the sale of preferred stock






293,250Proceeds from the exercise of stock options






1,707Preferred stock issuance costs






(9,099
)Cash dividends paid on preferred stock of subsidiary






(1,769
)Net cash provided by financing activities






284,089Net (decrease) increase in cash and cash equivalents


(179,630
)


235,076Cash and cash equivalents  beginning of period


314,694



186,542Cash and cash equivalents  end of period

$
135,064


$
421,618    3




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  1.
    Organization
    and Principal Business        Satellite Manufacturing:
  Satellite Services:
  1 3
  and/or
  2.
    Basis of
    Presentation   4




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Form 10-K
  No. 90-7, Financial Reporting of Entities in Reorganization Under the
    Bankruptcy Code (SOP 90-7), Business Combinations
    Cash
    and Cash Equivalents, Restricted Cash and Available For Sale
    Securities
    Concentration
    of Credit Risk
  contracts-in-process,
  Inventories
  contracts-in-process,
 5




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  first-in-first-out
  Fair
    Value Measurements
  Fair Value Measurements 157-2, Effective Date of FASB Statement No. 157
      Level 1 Accounting for Certain Investments in
    Debt and Equity Securities
  Level 2 Accounting for Derivative Instruments and Hedging Activities
  The Fair Value Option
    for Financial Assets and Financial Liabilities
  Goodwill
   6




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Goodwill and Other Intangible Assets
  Minority
    Interest
    Income
    Taxes
  paid-in-capital.
       7




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Pensions
    and Other Employee Benefits
    Pension Benefits


Other BenefitsThree Months


Three MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Service cost

$
2,039


$
2,412


$
335


$
360Interest cost


5,787



5,432



1,164



1,250Expected return on plan assets


(6,157
)


(5,837
)


(20
)


(10
)Amortization of prior service credits and net actuarial gain or
    loss


(707
)


(700
)


(122
)


(75
)$
962


$
1,307


$
1,357


$
1,525   Pension Benefits


Other BenefitsSix Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Service cost

$
4,078


$
4,824


$
670


$
720Interest cost


11,574



10,864



2,328



2,500Expected return on plan assets


(12,314
)


(11,674
)


(40
)


(20
)Amortization of prior service credits and net actuarial gain or
    loss


(1,414
)


(1,400
)


(244
)


(150
)$
1,924


$
2,614


$
2,714


$
3,050  8




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Additional
    Cash Flow Information
    Six MonthsEnded June 30,2008


2007Non-cash operating items:Equity in net losses of affiliates

$
61,699


$
1,938Minority interest






13,473Deferred taxes


797



25,808Depreciation and amortization


16,374



40,607Stock based compensation


4,155



11,354Recoveries of bad debts on billed receivables






(80
)Provisions for inventory obsolescence






380Warranty expense accruals (reversals)


1,187



(1,573
)Amortization of prior service credits and net actuarial gain


(1,658
)


(1,550
)Gain on disposition of available-for-sale securities


(162
)


(2,505
)Gain on litigation recovery


(58,295
)


Withholding tax impact of cashless stock option exercises






(143
)Non-cash net interest


429



169Loss (gain) on foreign currency transactions and contracts


291



(65,472
)Amortization of fair value adjustments related to orbital
    incentives


(2,839
)


Loss on disposition of assets


63



Impairment of available for sale securities


3,500



Other






(401
)Net non-cash operating items

$
25,541


$
22,005Non-cash investing activities:Available for sale securities received in connection with the
    sale of Globalstar do Brazil

$
6,000


$
Capital expenditures incurred not yet paid

$
5,832


$
1,780Non-cash financing activities:Issuance of preferred stock by subsidiary as payment for dividend

$



$
11,087Issuance of Loral Series-1 Preferred Stock as payment for
    dividend

$
11,900


$
2,812Accrued dividends on
    Series A-1
    and
    Series B-1
    preferred stock

$
5,166


$
4,920Supplemental information:Interest paid

$
773


$
10,335Taxes paid, net of refunds

$
34,104


$
1,726  9




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  New
    Accounting Pronouncements
  SFAS 141(R)
  Business Combinations
  FSP
    FAS 142-3
  FAS 142-3, Determination of the Useful Life of Intangible Assets FAS 142-3). FAS 142-3 FAS 142-3 FAS 142-3 FAS 142-3
  SFAS 160
  Non-controlling Interests in Consolidated Financial
    Statements  an amendment of ARB No. 51
  SFAS 161
  Disclosures About Derivative Instruments and Hedging
    Activities  an amendment of FASB Statement
    No. 133 Accounting for Derivative Instruments
    and Hedging Activities Disclosure
    about Fair Value of Financial Instruments
  SFAS 162
  The
    Hierarchy of Generally Accepted Accounting Principles
 10




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    3.
    Comprehensive
    Income (Loss)    Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Net income (loss)

$
51,950


$
20,627


$
(19,267
)

$
3,804Proportionate share of Telesat Holdco other comprehensive income


673







(367
)


Cumulative translation adjustment






29



(498
)


59Amortization of prior service credits and net actuarial gains,
    net of taxes


(494
)


(469
)


(988
)


(938
)Unrealized gain (loss) on available-for-sale securities arising
    during the period, net of taxes


(2,401
)


(1,618
)


(2,159
)


(3,959
)Reclassification adjustment for gains included in net income


2,041



1,475



1,999



1,475Comprehensive income (loss)

$
51,769


$
20,044


$
(21,280
)

$
441   4.
    Contracts-in-Process  June 30,


December 31,2008


2007(In thousands)Amounts billed

$
63,900


$
60,548Unbilled receivables


78,833



48,828$
142,733


$
109,376   contracts-in-process
 11




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  5.
    Financial
    Instruments and Foreign Currency  Foreign
    Currency
      Foreign Currency


U.S.$Future revenues  Japanese Yen

¥
123


$
1.2Future expenditures  Japanese Yen

¥
3,997


$
37.7Contracts-in-process,
    unbilled receivables  Japanese Yen

¥
30


$
0.3Future expenditures  EUROs


3.7


$
5.9   Derivatives
           12




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    6.
    Property,
    Plant and Equipment  June 30,


December 31,2008


2007(In thousands)Land and land improvements

$
26,799


$
26,799Buildings


52,137



49,917Leasehold improvements


10,407



8,691Equipment, furniture and fixtures


106,558



94,844Satellite capacity under construction (see Note 14)


2,924



Other construction in progress


28,836



18,552227,661



198,803Accumulated depreciation and amortization


(61,938
)


(50,975
)$
165,723


$
147,828     7.
    Investments
    in Affiliates    June 30,


December 31,2008


2007Telesat Holdings Inc

$
425,869


$
479,579XTAR, LLC


78,261



86,617$
504,130


$
566,196   Reporting Comprehensive
    Income,
    Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Telesat Holdings Inc.

$
6,959


$



$
(53,343
)

$
XTAR


(4,121
)


(2,366
)


(8,356
)


(4,892
)Globalstar service provider partnerships






2,853







2,954$
2,838


$
487


$
(61,699
)

$
(1,938
)  13




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Revenues

$
29,085


$
18


$
48,434


$
408Elimination of Lorals proportionate share of profits
    relating to affiliate transactions


(2,625
)


(20
)


(3,814
)


(31
)Profits relating to affiliate transactions not eliminated


1,471



15



2,140



24   Telesat
    Canada
  1 3 2 3 2 3
  true-up
      Three Months Ended


Six Months EndedJune 30, 2008


June 30, 2008Revenues

$
172.4


$
338.9Operating expenses


(123.5
)


(249.1
)Operating income


48.9



89.8Interest expense


(53.3
)


(115.5
)Other income (expense)


39.8



(48.5
)Income tax provision


(20.3
)


(3.3
)Net income (loss)


15.1



(77.5
)  14




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    June 30,


December 31,2008


2007Current assets

$
121.6


$
143.7Total assets


5,401.5



5,610.0Current liabilities


185.6



229.5Total liabilities


4,076.9



4,156.7Redeemable preferred stock


138.5



143.1Shareholders equity


1,186.1



1,310.2     1 3
    XTAR
    XTAR-LANT,
    XTAR-LANT
 15




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  XTAR-LANT
    paid-in-kind
      Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Revenues

$
4.7


$
4.6


$
9.4


$
9.3Operating loss


(6.3
)


(3.8
)


(12.6
)


(7.4
)Net loss


(7.4
)


(4.1
)


(15.0
)


(8.3
)  16




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    June 30,


December 31,2008


2007Current assets

$
7.2


$
8.9Total assets


118.4



124.9Current liabilities


36.2



29.6Total liabilities


72.9



64.4Members equity


45.5



60.5   Other
        8.
    Intangible
    Assets  Intangible
    Assets
    Weighted AverageRemaining


June 30, 2008


December 31, 2007Amortization Period


Gross


Accumulated


Gross


Accumulated(Years)


Amount


Amortization


Amount


AmortizationInternally developed software and technology


3


$
59.0


$
(29.7
)

$
59.0


$
(24.3
)Trade names


17



9.2



(1.3
)


9.2



(1.0
)$
68.2


$
(31.0
)

$
68.2


$
(25.3
)  17




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2008

$
11.32009


11.32010


9.22011


2.92012


2.3   contracts-in-process,
  9.
    Debt  Loral
    Skynet Notes
        SS/L
    Letter of Credit Facility
    10.
    Shareholders
    Equity  Preferred
    Stock
  Series A-1
 18




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Series A-1 Series B-1 Series B-1 Series A-1 Series A-1 Class B-1 Series B-1 Class B-1 Series B-1 Class B-1 Series B-1 Class B-1
  Series A-1
  Series A-1 and/or
  30-day Class B-1 Class B-2
 19




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Series A-1 Series B-1 Class B-1 Class B-2 Class B-2 Series A-1 Series A-2 Series A-2 Series B-1 Series B-2 Series B-2
  Series A-1 Series A-2 Series B-1 Series B-2
  Series A-2 Series B-2 Series A-2 Series B-2
  Series B-1 Series A-1 Series B-1
  Series A-1 Series B-1
 20




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Class B-1 Class B-1 class B-1 Series A-1 Series A-1 Series B-1 class B-1 Series B-1 class B-1
      Loral
    Skynet Series A Preferred Stock
        Stock
    Incentive Plan
   21




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    11.
    Commitments
    and Contingencies  Financial
    Matters
      Balance of deferred amounts at January 1, 2008

$
35.0Warranty costs incurred including payments


(0.4
)Accruals relating to pre-existing contracts (including changes
    in estimates)


2.4Balance of deferred amounts at June 30, 2008

$
37.0     start-up
 22




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Transactions with Affiliates
     Telesat Canada
  Satellite
    Matters
   23




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    and/or
      Transactions with Affiliates
     Telesat Canada
  Regulatory
    Matters
    Legal
    Proceedings
  New York
    Shareholder Litigation
   24




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Babus
  Babus
  Delaware
    Shareholder Litigation
  In re: Loral Space and
    Communications Inc. Consolidated Litigation
     25




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          In re: Loral Space and Communications Inc. Consolidated
    Litigation
    Skynet
    Noteholders Litigation
     26




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      In re: Loral Space and Communications
    Inc. Consolidated Litigation
    Informal
    SEC Inquiry
    Rainbow
    DBS Litigation
   27




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Reorganization Matters
  Indemnification
    Claims of Directors and Officers of Old Loral
  In re: Loral Space ERISA Litigation In re: Loral Space & Communications Ltd. Securities
    Litigation
  Class Action
    Securities Litigations
   28




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Rule 10b-5 Beleson
  Rule 10b-5
  Class Action
    ERISA Litigation
  In re:
    Loral Space ERISA Litigation
 29




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    In re: Loral Space ERISA
    Litigation
  In re: Loral Space
    ERISA Litigation In re: Loral
    Space ERISA Litigation
  In re: Loral Space ERISA Litigation
  Globalstar
    Related Class Action Securities Litigations
  In re: Globalstar
    Securities Litigation
 30




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Rule 10b-5
  In re:
    Loral Space & Communications Ltd. Securities
    Litigation Rule 10b-5
 31




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  In re: Loral
    Space & Communications Ltd. Securities Litigation In
    re: Loral Space & Communications Ltd. Securities
    Litigation
  Reorganization
    Matters
      Other and
    Routine Litigation
   32




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    12.
    Income
    (Loss) Per Share    Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Basic:Net income (loss) applicable to common shareholders

$
45,851


$
14,031


$
(31,354
)

$
(29,332
)Weighted average common shares outstanding


20,169



20,070



20,162



20,055Basic income (loss) per share

$
2.27


$
0.70


$
(1.56
)

$
(1.46
)   Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Diluted:Net income (loss) applicable to common shareholders

$
45,851


$
14,031


$
(31,354
)

$
(29,332
)Plus:Dividends on Loral Series-1 Preferred Stock


814



5,669







Beneficial conversion feature related to dividends on Loral
    Series-1 Preferred Stock






927







Net income (loss) for diluted

$
46,665


$
20,627


$
(31,354
)

$
(29,332
)Common and potential common shares:Weighted average common shares outstanding


20,169



20,070



20,162



20,055Assumed exercise of stock options






473







Unvested restricted stock awards






20







Assumed conversion of Loral Series-1 Preferred Stock


1,445



10,031







Common and potential common shares


21,614



30,594



20,162



20,055Diluted income (loss) per share

$
2.16


$
0.67


$
(1.56
)

$
(1.46
)   Series B-1
  13.
    Segments   33




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Disclosures about Segments of an Enterprise and Related
    Information
         34




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Three
    Months Ended June 30, 2008
  Satellite


SatelliteManufacturing


Services(1)


Corporate(2)


TotalRevenues and Adjusted EBITDA:Revenues

$
178.8


$
172.4






$
351.2Intersegment
    revenues(3)


31.4











31.4Operating segment revenues

$
210.2


$
172.4







382.6Intercompany
    eliminations(4)














(2.1
)Affiliate
    eliminations(1)














(172.4
)Revenues as reported













$
208.1Segment Adjusted EBITDA before eliminations

$
10.2


$
111.8


$
(1.5
)

$
120.5Intercompany
    eliminations(4)














(0.4
)Affiliate
    eliminations(1)














(105.6
)Adjusted EBITDA














14.5Depreciation and amortization














(10.0
)Operating income














4.5Interest and investment income














1.9Interest expense














(0.3
)Gain on litigation recovery














58.3Impairment on available for sale securities














(3.5
)Other income (expense)














(0.2
)Income tax provision














(11.6
)Equity in net income (losses) of affiliates





$
7.0


$
(4.1
)


2.9Net income













$
52.0  35




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Six
    Months Ended June 30, 2008
  Satellite


SatelliteManufacturing


Services(1)


Corporate(2)


TotalRevenues and Adjusted EBITDA:Revenues

$
378.1


$
338.9






$
717.0Intersegment
    revenues(3)


51.9











51.9Operating segment revenues

$
430.0


$
338.9







768.9Intercompany
    eliminations(4)














(3.4
)Affiliate
    eliminations(1)














(338.9
)Revenues as reported













$
426.6Segment Adjusted EBITDA before eliminations

$
14.9


$
211.2


$
(6.3
)

$
219.8Intercompany
    eliminations(4)














(0.6
)Affiliate
    eliminations(1)














(205.0
)Adjusted EBITDA














14.2Depreciation and amortization














(20.5
)Operating loss














(6.3
)Interest and investment income














8.3Interest expense














(0.7
)Gain on litigation recovery














58.3Impairment on available for sale securities














(3.5
)Other income (expense)














(0.3
)Income tax provision














(13.4
)Equity in net losses of affiliates





$
(53.3
)

$
(8.4
)


(61.7
)Net loss













$
(19.3
)Other Data:Segment total assets

$
905.3


$
5,827.4


$
262.0


$
6,994.7Affiliate
    eliminations(1)






(5,401.5
)






(5,401.5
)Total assets as
    reported(5)

$
905.3


$
425.9


$
262.0


$
1,593.2  36




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Three
    Months Ended June 30, 2007
  Satellite


SatelliteManufacturing


Services


Corporate(2)


TotalRevenues and Adjusted EBITDA:Revenues

$
191.3


$
34.7






$
226.0Intersegment revenues


18.9



0.7







19.6Operating segment revenues

$
210.2


$
35.4







245.6Eliminations(4)














(19.6
)Operating revenues as reported













$
226.0Segment Adjusted EBITDA before eliminations

$
12.8


$
13.7


$
(8.5
)

$
18.0Eliminations(4)














(0.9
)Adjusted EBITDA














17.1Depreciation and
    amortization(5)

$
(10.1
)

$
(13.1
)

$
(9.0
)


(32.2
)Operating loss














(15.1
)Interest and investment income














10.6Interest expense














(2.2
)Gain on foreign exchange contracts














61.5Other income (expense)














0.2Income tax provision














(28.4
)Equity income in affiliates














0.5Minority Interest














(6.5
)Net income













$
20.6  37




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Six
    Months Ended June 30, 2007
  Satellite


SatelliteManufacturing


Services


Corporate(2)


TotalRevenues and Adjusted EBITDA:Revenues

$
379.0


$
67.5






$
446.5Intersegment revenues


31.6



1.4







33.0Operating segment revenues

$
410.6


$
68.9







479.5Eliminations(4)














(33.0
)Operating revenues as reported













$
446.5Segment Adjusted EBITDA before eliminations

$
20.2


$
25.6


$
(17.2
)

$
28.6Eliminations(4)














(3.6
)Adjusted EBITDA














25.0Depreciation and
    amortization(5)

$
(16.2
)

$
(26.2
)

$
(9.5
)


(51.9
)Operating loss














(26.9
)Interest and investment income














17.2Interest expense














(5.0
)Gain on foreign exchange contracts














65.5Other income (expense)














0.2Income tax provision














(31.8
)Equity loss in affiliates














(1.9
)Minority Interest














(13.5
)Net income













$
3.8Other Data:Total
    assets(5)

$
964.9


$
789.2


$
301.8


$
2,055.9     (1)
    
    Satellite Services for 2008 represents Telesat Canada for the
    three and six months ended June 30, 2008. Affiliate
    eliminations represent the elimination of amounts attributable
    to Telesat Canada whose results are reported in our condensed
    consolidated statement of operations as equity in net losses of
    affiliates and in our condensed consolidated balance sheet as
    investment in affiliates.(2)
    
    Represents corporate expenses incurred in support of our
    operations. Corporate, for 2008, also includes our equity
    investment in XTAR.(3)
    
    In 2008, intersegment revenues includes $29.1 million and
    $48.4 million for the three and six months ended
    June 30, 2008, respectively, of revenue from affiliates.(4)
    
    Represents the elimination of intercompany sales and
    intercompany Adjusted EBITDA, primarily for satellites under
    construction by SS/L for Satellite Services.(5)
    
    Amounts are presented after the elimination of intercompany
    profit. Total assets as of June 30, 2008 includes
    $226.4 million of goodwill for Satellite Manufacturing. In
    addition, total assets as reported excludes $2.4 billion of
    satellite services goodwill related to Telesat Canada as of
    June 30, 2008. 38




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   14.
    Related
    Party Transactions  Transactions
    with Affiliates
  Telesat
    Canada
             39




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      XTAR
    MHR
   40




---



##### 



LORAL
    SPACE & COMMUNICATIONS INC.
  NOTES TO
    CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007Loral Skynet Preferred StockDividends paid in cash

$



$



$



$
0.7Dividends paid in the form of additional shares Number of shares














21,140 Amount

$



$



$



$
4.2Loral Skynet NotesInterest payments on Loral Skynet Notes













$
3.9Loral Series-1 Preferred StockDividends paid in cash

$



$



$



$
Dividends paid in the form of additional shares Number of shares


19,915



9,326



39,465



9,326 Amount

$
6.0


$
2.8


$
11.9


$
2.8     Other
    Relationships
   41




---



##### 



Item 2.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  The following discussion and analysis should be read in
    conjunction with our unaudited condensed consolidated financial
    statements (the financial statements) included in
    Item 1 and our latest Annual Report on
    Form 10-K
    filed with the Securities and Exchange Commission.
      1 3
  and/or
  Disclosure
    Regarding Forward-Looking Statements
  Except for the historical information contained in the
    following discussion and analysis, the matters discussed below
    are not historical facts, but are forward-looking
    statements as that term is defined in the Private
    Securities Litigation Reform Act of 1995. In addition, we or our
    representatives have made and may continue to make
    forward-looking statements, orally or in writing, in other
    contexts. These forward-looking statements can be identified by
    the use of words such as believes,
    expects, plans, may,
    will, would, could,
    should, anticipates,
    estimates, project, intend,
    or outlook or other variations of these words. These
    statements, including without limitation, those relating to
    Telesat Canada, are not guarantees of future performance and
    involve risks and uncertainties that are difficult to predict or
    quantify. Actual events or results may differ materially as a
    result of a wide variety of factors and conditions, many of
    which are beyond our control. For a detailed discussion of these
    and other factors and conditions, please refer to the
    Commitments and Contingencies section below and to our other
    periodic reports filed with the Securities and Exchange
    Commission (SEC). We operate in an industry sector
    in which the value of securities may be volatile and may be
    influenced by economic and other factors beyond our control. We
    undertake no obligation to update any forward-looking
    statements.
  Overview
  Businesses
   42




---



##### 



Satellite
    Manufacturing
            Satellite
    Services
  1 3
   43




---



##### 



1 3
    Future
    Outlook
     44




---



##### 



Ka-band
  Consolidated
    Operating Results
  Form 10-K
 45




---



##### 



Changes in Critical Accounting Policies
  Consolidated Operating Results 
        Disclosures about
    Segments of an Enterprise and Related Information.
 46




---



##### 



Revenues:
  Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007(In millions)


(In millions)Satellite Manufacturing

$
210.2


$
210.2


$
430.0


$
410.6Satellite Services


172.4



35.4



338.9



68.9Segment revenues


382.6



245.6



768.9



479.5Eliminations(1)


(2.1
)


(19.6
)


(3.4
)


(33.0
)Affiliate
    eliminations(2)


(172.4
)






(338.9
)


Revenues as
    reported(3)

$
208.1


$
226.0


$
426.6


$
446.5       Adjusted
    EBITDA:
  Three Months


Six MonthsEnded


EndedJune 30,


June 30,2008


2007


2008


2007(In millions)


(In millions)Satellite Manufacturing

$
10.2


$
12.8


$
14.9


$
20.2Satellite Services


111.8



13.7



211.2



25.6Corporate
    expenses(4)


(1.5
)


(8.5
)


(6.3
)


(17.2
)Segment Adjusted EBITDA before eliminations


120.5



18.0



219.8



28.6Eliminations(1)


(0.4
)


(0.9
)


(0.6
)


(3.6
)Affiliate
    eliminations(2)


(105.6
)






(205.0
)


Adjusted EBITDA

$
14.5


$
17.1


$
14.2


$
25.0    47




---



##### 



Reconciliation
    of Adjusted EBITDA to Net Income (Loss):
  Three Months


Six MonthsEnded June 30,


Ended June 30,2008


2007


2008


2007(In millions)


(In millions)Adjusted EBITDA

$
14.5


$
17.1


$
14.2


$
25.0Depreciation and amortization(5)


(10.0
)


(32.2
)


(20.5
)


(51.9
)Operating income (loss)


4.5



(15.1
)


(6.3
)


(26.9
)Interest and investment income


1.9



10.6



8.3



17.2Interest expense


(0.3
)


(2.2
)


(0.7
)


(5.0
)Gain on foreign exchange contracts






61.5







65.5Gain on litigation recovery


58.3







58.3



Impairment of available for sale securities


(3.5
)






(3.5
)


Other income (expense)


(0.2
)


0.2



(0.3
)


0.2Income tax provision


(11.6
)


(28.4
)


(13.4
)


(31.8
)Equity in net income (losses) of affiliates


2.9



0.5



(61.7
)


(1.9
)Minority interest






(6.5
)






(13.5
)Net income (loss)

$
52.0


$
20.6


$
(19.3
)

$
3.8     (1)
    
    Represents the elimination of intercompany sales and
    intercompany Adjusted EBITDA for satellites under construction
    by SS/L for Loral and its wholly owned subsidiaries and for
    Satellite Services leasing transponder capacity to SS/L.(2)
    
    Represents the elimination of amounts attributed to Telesat
    Canada whose results are reported in our consolidated statements
    of operations as equity in net losses of affiliates.(3)
    
    Includes revenues from affiliates of $29.1 million and nil
    for the three months ended June 30, 2008 and 2007,
    respectively, and $48.4 million and $0.4 million for
    the six months ended June 30, 2008 and 2007, respectively.(4)
    
    Represents corporate expenses incurred in support of our
    operations and continuing expenses related to the remaining
    bankruptcy matters.(5)
    
    Includes non-cash stock based compensation of $1.4 million
    and $3.5 million for the three and six months ended
    June 30, 2008, respectively and $10.3 million for the
    three and six months ended June 30, 2007, respectively, as
    a result of shareholder approval of the Stock Incentive Plan
    amendments on May 22, 2007 (see Note 10 to the
    financial statements). 48




---



##### 



Three
    Months Ended June 30, 2008 Compared With June 30,
    2007
    Revenues
    from Satellite Manufacturing
  Three MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Revenues from Satellite Manufacturing

$
210


$
210Eliminations


(2
)


(19
)


(88
)%Revenues from Satellite Manufacturing as reported

$
208


$
191



9
%     Revenues
    from Satellite Services
  Three MonthsEnded  June 30,2008


2007(In millions)Revenues from Satellite Services

$



$
36Eliminations






(1
)Revenues from Satellite Services as reported

$



$
35     Cost
    of Satellite Manufacturing
  Three MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Cost of Satellite Manufacturing includes:Cost of Satellite Manufacturing before the following specific
    identified charges

$
175


$
163



7
%Depreciation and amortization


9



10



(14
)%Total cost of Satellite Manufacturing as reported

$
184


$
173



6
%Cost of Satellite Manufacturing as a% of Satellite Manufacturing
    revenues as reported


88
%


90
%    49




---



##### 



Cost
    of Satellite Services
 Three MonthsEndedJune 30,2008


2007(In millions)Cost of Satellite Services includes:Cost of Satellite Services before depreciation and amortization

$



$
12Depreciation and amortization






13Total cost of Satellite Services as reported

$



$
25Cost of Satellite Services as a% of Satellite Services revenues
    as reported






74
%     Selling,
    General and Administrative Expenses
 Three MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Selling, general and administrative expenses

$
26


$
43



(40
)%% of revenues as reported


12
%


19
%     Gain
    on Recovery from Customer Bankruptcy
    Interest
    and Investment Income
 Three MonthsEndedJune 30,2008


2007(In millions)Interest and Investment Income

$
2


$
11    50




---



##### 



Interest
    Expense
 Three MonthsEndedJune 30,2008


2007(In millions)Interest cost before capitalized interest

$



$
5Capitalized interest






(3
)Interest expense

$



$
2     Gain
    on Foreign Exchange Contracts
    Gain
    on Litigation Recovery
    Impairment
    of Available for Sale Securities
    Other
    Income (Expense)
    Income
    Tax Provision
  paid-in-capital.
   51




---



##### 



Equity
    in Net Income (Losses) of Affiliates
  Three MonthsEnded June 30,2008


2007(In millions)Telesat

$
7


$
XTAR


(4
)


(3
)Other






3$
3


$
   1 3
    Three MonthsEnded June 30, 2008Statement of Operations Data:Revenues

$
172.4Operating expenses


(123.5
)Operating income


48.9Interest expense


(53.3
)Other income


39.8Income tax provision


(20.3
)Net income


15.1          52




---



##### 



Minority
    Interest
    Six
    Months Ended June 30, 2008 Compared With June 30,
    2007
  Revenues
    from Satellite Manufacturing
  Six MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Revenues from Satellite Manufacturing

$
430


$
411



5
%Eliminations


(3
)


(32
)


(89
)%Revenues from Satellite Manufacturing as reported

$
427


$
379



13
%     Revenues
    from Satellite Services
  Six MonthsEnded June 30,2008


2007(In millions)Revenues from Satellite Services

$



$
69Eliminations






(1
)Revenues from Satellite Services as reported

$



$
68     Cost
    of Satellite Manufacturing
  Six MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Cost of Satellite Manufacturing includes:Cost of Satellite Manufacturing before the following specific
    identified charges

$
374


$
331



13
%Depreciation and amortization


17



16



7
%Total cost of Satellite Manufacturing as reported

$
391


$
347



13
%Cost of Satellite Manufacturing as a % of Satellite
    Manufacturing revenues as reported


92
%


92
%  53




---



##### 



Cost
    of Satellite Services
  Six MonthsEndedJune 30,2008


2007(In millions)Cost of Satellite Services includes:Cost of Satellite Services before depreciation and amortization

$



$
24Depreciation and amortization






26Total cost of Satellite Services as reported

$



$
50Cost of Satellite Services as a % of Satellite Services revenues
    as reported






75
%     Selling,
    General and Administrative Expenses
  Six MonthsEnded June 30,


% Increase/2008


2007


(Decrease)(In millions)Selling, general and administrative expenses

$
48


$
76



(37
)%% of revenues as reported


11
%


17
%     Gain
    on Recovery from Customer Bankruptcy
    Interest
    and Investment Income
 Six MonthsEndedJune 30,2008


2007(In millions)Interest and investment income

$
8


$
17  54




---



##### 



Interest
    Expense
  Six MonthsEndedJune 30,2008


2007(In millions)Interest cost before capitalized interest

$
1


$
11Capitalized interest






(6
)Interest expense

$
1


$
5     Gain
    on Foreign Exchange Contracts
    Gain
    on Litigation Recovery
    Impairment
    of Available for Sale Securities
    Other
    Income (Expense)
    Income
    Tax Provision
   55




---



##### 



paid-in-capital.
    Equity
    in Net Income (Losses) of Affiliates
  Six Months Ended June 30,2008


2007(In millions)Telesat

$
(53
)

$
XTAR


(8
)


(5
)Other






3$
(61
)

$
(2
)     Six MonthsEnded June 30, 2008Statement of Operations Data:Revenues

$
338.9Operating expenses


(249.1
)Operating income


89.8Interest expense


(115.5
)Other expense


(48.5
)Income tax provision


(3.3
)Net loss


(77.5
)   June 30,


December 31,2008


2007Balance Sheet Data:Current assets

$
121.6


$
143.7Total assets


5,401.5



5,610.0Current liabilities


185.6



229.5Total liabilities


4,076.9



4,156.7Redeemable preferred stock


138.5



143.1Shareholders equity


1,186.1



1,310.2      56




---



##### 



Minority
    Interest
    Backlog
    June 30,


December 31,2008


2007Satellite Manufacturing

$
1,162


$
1,025Satellite Services


5,000



5,251Total backlog before eliminations


6,162



6,276Satellite Manufacturing eliminations


(33
)


Eliminations


(5,000
)


(5,251
)Total backlog

$
1,129


$
1,025   Liquidity
    and Capital Resources
         57




---



##### 



58




---



##### 



Telesat
    Canada
  Cash and
    Available Credit
      Liquidity
      Debt
   59




---



##### 



Senior
    Secured Credit Facilities
    1 4
  Revolving
    Facility
    Canadian
    Term Loan Facility
    U.S. Term
    Loan Facility
    1 2
    Senior
    Notes
   60




---



##### 



Senior
    Bridge Loan
    Senior
    Subordinated Notes
    Senior
    Subordinated Bridge Loan
    Interest
    Expense
    Derivatives
       61




---



##### 



Contractual
    Obligations
  Form 10-K
  Net
    Cash (Used in) Provided by Operating Activities
  contracts-in-process
  contracts-in-process
  Net
    Cash Used in Investing Activities
      Net
    Cash Provided by Financing Activities
     62




---



##### 



Affiliate
    Matters
    Commitments
    and Contingencies
    Other
    Matters
  Accounting
    Pronouncements
  SFAS 141(R)
  Business Combinations
  FSP
    FAS 142-3
  FAS 142-3, Determination of the Useful Life of Intangible Assets FAS 142-3). FAS 142-3 FAS 142-3 FAS 142-3 FAS 142-3
  SFAS 160
  Non-controlling Interests in Consolidated Financial
    Statements  an amendment of ARB No. 51
  SFAS 161
  Disclosures About Derivative Instruments and Hedging
    Activities  an amendment of FASB Statement
    No. 133 Accounting for Derivative Instruments
    and Hedging Activities Disclosure
    about Fair Value of Financial Instruments
 63




---



##### 



SFAS 162
  The
    Hierarchy of Generally Accepted Accounting Principles
  Item 3.
    Quantitative
    and Qualitative Disclosures About Market Risk  Foreign
    Currency
      Foreign Currency


U.S.$Future revenues  Japanese Yen

¥
123


$
1.2Future expenditures  Japanese Yen

¥
3,997


$
37.7Contracts-in-process,
    unbilled receivables  Japanese Yen

¥
30


$
0.3Future expenditures  EUROs


3.7


$
5.9   Derivatives
    Interest
    Marketable
    Securities
   64




---



##### 



Item 4.
    Disclosure
    Controls and Procedures  Disclosure controls and procedures. Rules 13a-15(e) 15d-15(e) Form 10-K Internal
    Control  Integrated Framework
  Form 10-K
  Form 10-Q
  Changes in internal control over financial
    reporting.
  and/or
  PART II.
    OTHER INFORMATION
  Item 1.
    Legal
    Proceedings  Form 10-Q
  Item 1A.
    Risk
    Factors  Form 10-K Form 10-K,
 65




---



##### 



and/or
  Item 4.
    Submission
    of Matters to a Vote of Security Holders    Item 6.
    Exhibits    Form 8-K
         66




---



##### 



SIGNATURES
      Loral Space &
    Communications Inc.
  Harvey
    B. Rein
   Senior Vice President and
 Chief Financial Officer
 (Principal Financial Officer)
 and Registrants Authorized Officer
   67




---



##### 



EXHIBIT INDEX
  Exhibit No.



DescriptionExhibit 10
.1



First Amendment and Waiver to Amended and Restated Credit
    Agreement dated as of May 22, 2008 between Sirius Satellite
    Radio Inc. and Space Systems/Loral, Inc. (incorporated by
    reference from the Companys Current Report on
    Form 8-K
    filed May 28, 2008).Exhibit 31
.1



Certification of Chief Executive Officer pursuant to
    18 U.S.C. § 1350, as adopted pursuant to § 302 of
    the Sarbanes-Oxley Act of 2002.Exhibit 31
.2



Certification of Chief Financial Officer pursuant to
    18 U.S.C. § 1350, as adopted pursuant to § 302 of
    the Sarbanes-Oxley Act of 2002.Exhibit 32
.1



Certification of Chief Executive Officer pursuant to
    18 U.S.C. § 1350, as adopted pursuant to § 906 of
    the Sarbanes-Oxley Act of 2002.Exhibit 32
.2



Certification of Chief Financial Officer pursuant to
    18 U.S.C. § 1350, as adopted pursuant to § 906 of
    the Sarbanes-Oxley Act of 2002.  68