<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                   FORM 10-K/A

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002

                         COMMISSION FILE NUMBER 0-22085

                                LORAL ORION, INC.

           Delaware                                 52-1564318
 (State or other jurisdiction                       (I.R.S. Employer
 of incorporation or organization)                  Identification No.)

                      500 HILLS DRIVE, BEDMINSTER, NJ 07921
                            TELEPHONE: (908) 470-2300


          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                      NONE


          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                          11 1/4% SENIOR NOTES DUE 2007
                     12 1/2% SENIOR DISCOUNT NOTES DUE 2007
                            10% SENIOR NOTES DUE 2006

      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 [ ]

      Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12 b-20. Yes [ ] No [X]

      Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [Not Applicable]

      The number of shares of common stock, par value $.01 per share of the
registrant outstanding as of March 1, 2004 was 100, all of which were owned,
directly or indirectly, by Loral Space & Communications Ltd. The aggregate
market value of the common shares held by affiliates was zero.

      THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION
I(1)(a) AND (b) OF FORM 10-K AND IS THEREFORE FILING WITH THE REDUCED DISCLOSURE
FORMAT PURSUANT TO GENERAL INSTRUCTION I(2) OF FORM 10-K.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None
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                                TABLE OF CONTENTS

<TABLE>
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                                                                            PAGE
<S>                                                                         <C>
Part IV
  Item 14. Evaluation of Disclosure Controls and Procedures                  2
  Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K   2
  Signatures                                                                 6
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                                EXPLANATORY NOTE

      Item 14 (Evaluation of Disclosure Controls and Procedures) of our Annual
Report on Form 10-K for the year ended December 31, 2002 (the "2002 Annual
Report"), originally filed with the Securities and Exchange Commission on March
31, 2003, stated the conclusion of our certifying officers that, as of a date
within 90 days before the filing of the 2002 Annual Report, our disclosure
controls and procedures were adequate and designed to ensure that material
information relating to the Company and its consolidated subsidiaries would be
made known to them by others within those entities. As requested by the staff of
the SEC, we are filing this Amendment on Form 10-K/A to the 2002 Annual Report
solely for the purpose of amending Item 14 of the 2002 Annual Report to make
clear that our certifying officers concluded that, as of December 31, 2002, our
disclosure controls and procedures were effective and designed to ensure that
material information relating to the Company and its consolidated subsidiaries
would be made known to them by others within those entities.

      In addition, we have filed the following exhibits herewith:

      31.1 Certification of Chief Executive Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.

      31.2 Certification of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.

      Except as specifically indicated herein, no other information included in
the Annual Report on Form 10-K is amended by this Amendment on Form 10-K/A.

                                     PART IV

ITEM 14. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

      (a) Disclosure controls and procedures. Our chief executive officer and
our chief financial officer, after evaluating the effectiveness of our
"disclosure controls and procedures" (as defined in the Securities and Exchange
Act of 1934 Rules 13a-15(e) and 15-d-15(e)) as of December 31, 2002, have
concluded that our disclosure controls and procedures were effective and
designed to ensure that material information relating to Loral Orion and its
consolidated subsidiaries required to be in our filings under the Securities
and, Exchange Act of 1934 would be made known to them by others within those
entities in a timely manner.

      (b) Internal controls over financial reporting. There were no changes in
our internal controls over financial reporting (as defined in the Securities and
Exchange Act of 1934 Rules 13a-15(f) and 15-d-15(f)) during the most recent
fiscal quarter that we judge to have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

      (a) (1) and (2) List of Financial Statements and Financial Statement
      Schedules

      The following consolidated financial statements of Loral Orion are
      included in Item 8:

      Consolidated Balance Sheets -- December 31, 2002 and 2001

      Consolidated Statements of Operations -- Years ended December 31, 2002,
      2001 and 2000.



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      Consolidated Statements of Stockholder's (Deficit) Equity -- Years ended
      December 31, 2002, 2001 and 2000

      Consolidated Statements of Cash Flows -- Year ended December 31, 2002,
      2001 and 2000

      Notes to Consolidated Financial Statements

            All schedules for which provision is made in the applicable
      accounting regulations of the Securities and Exchange Commission are not
      required under the related instructions or are inapplicable and therefore
      have been omitted.

      (b) Reports on Form 8-K filed in the fourth quarter of 2002

      None

      (c) Exhibits

                                INDEX TO EXHIBITS

  EXHIBIT
  NUMBER                                   DESCRIPTION
  ------                                   -----------

      2.1   Agreement and Plan of Merger, dated as of October 7, 1997, by and
            among Orion, Loral and Loral Satellite Corporation. (Incorporated by
            reference to exhibit number 2.1 in Current Report on Form 8-K dated
            October 9, 1997.)

      2.2   Principal Stockholder Agreement among Orion, Loral, Loral Satellite
            Corporation and the stockholders that are signatories thereto, dated
            as of October 7, 1997. (Incorporated by reference to exhibit number
            2.2 in Current Report on Form 8-K dated October 9, 1997.)

      2.3   Amendment No. 1 Agreement and Plan of Merger, dated as of February
            11, 1998, by and among Orion, Loral and Loral Satellite Corporation.
            (Incorporated by reference to exhibit number 2.2 in Registration
            Statement No. 333-46407 on Form S-4.)

      2.4   Amendment No. 1 to Principal Stockholder Agreement among Orion,
            Loral, Loral Satellite Corporation and the stockholders that are
            signatories thereto, dated as of December 1, 1997. (Incorporated by
            reference to exhibit number 2.4 in Annual Report on Form 10-K for
            fiscal year ended December 31, 1997.)

      3.1   Certificate of Merger of Loral Satellite Corporation into Orion,
            dated March 20, 1998, and Exhibit A thereto, Restated Certificate of
            Incorporation of the Company. (Incorporated by reference to exhibit
            number 3.1 in Annual Report on Form 10-K for the fiscal year ended
            December 31, 1998.)

      3.2   Certificate of Merger of Loral CyberStar, Inc. into Loral Orion
            Services, Inc. (Incorporated by reference to exhibit number 3.2 in
            Annual Report on Form 10-K for the fiscal year ended December 31,
            2000.)

      3.3   Merger Agreement between Loral CyberStar, Inc. and Loral Orion
            Services, Inc. (Incorporated by reference to exhibit number 3.3 in
            Annual Report on Form 10-K for the fiscal year ended December 31,
            2000.)

      3.4   Amended and Restated Certificate of Incorporation of the Company.
            (Incorporated by reference to exhibit number 3.4 in Annual Report on
            Form 10-K for the fiscal year ended December 31, 2001.)

      3.5   Amended and Restated Certificate of Incorporation of the Company.
            (Incorporated by reference to exhibit number 3.5 in Annual Report on
            Form 10-K for the fiscal year ended December 31, 2001.)

      4.1   Form of Senior Note Indenture and Form of Note included therein.
            (Incorporated by reference to exhibit number 4.1 to Registration
            Statement No. 333-19167 on Form S-1.)

      4.1.1 Supplemental Indenture, dated as of December 21, 2001, to the Senior
            Note Indenture, dated January 31, 1997. (Incorporated by reference
            to exhibit number 99.7 to Current Report on Form 8-K filed on
            January 7, 2002.)

      4.2   Form of Senior Discount Note Indenture and Form of Note included
            therein. (Incorporated by reference to exhibit number 4.2 to
            Registration Statement No. 333-19167 on Form S-1.)

      4.2.1 Supplemental Indenture, dated as of December 21, 2001, to


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            the Senior Note Indenture, dated January 31, 1997. (Incorporated by
            reference to exhibit number 99.8 to Current Report on Form 8-K filed
            on January 7, 2002.)

      4.3   Form of Collateral Pledge and Security Agreement. (Incorporated by
            reference to exhibit number 4.3 to Registration Statement No.
            333-19167 on Form S-1.)


      4.4   Indenture, dated as of December 21, 2001, by and among the Company,
            certain of its subsidiaries and Bankers Trust Company, as Trustee.
            (Incorporated by reference to exhibit number 99.5 to Current Report
            on Form 8-K filed on January 7, 2002.)

      10.1  Second Amended and Restated Purchase Agreement, dated September 26,
            1991 ("Satellite Contract") by and between Loral Orion Services,
            Inc. (formerly known as Orion Satellite Corporation) and British
            Aerospace PLC and the First Amendment, dated as of September 15,
            1992, Second Amendment, dated as of November 9, 1992, Third
            Amendment, dated as of March 12, 1993, Fourth Amendment, dated as of
            April 15, 1993, Fifth Amendment, dated as of September 22, 1993,
            Sixth Amendment, dated as of April 6, 1994, Seventh Amendment, dated
            as of August 9, 1994, Eighth Amendment, dated as of December 8,
            1994, and Amendment No. 9 dated October 24, 1995, thereto.
            [CONFIDENTIAL TREATMENT HAS BEEN GRANTED FOR PORTIONS OF THESE
            DOCUMENTS.] (Incorporated by reference to exhibits number 10.13 and
            10.14 in Registration Statement No. 33-80518 on Form S-1).

      10.2  Restated Amendment No. 10, dated December 10, 1996, between Loral
            Orion Services, Inc. and Matra Marconi Space to the Second Amended
            and Restated Purchase Agreement, dated September 16, 1991 by and
            between OrionServ and British Aerospace PLC (which contract and
            prior exhibits thereto were incorporated by reference as exhibit
            number 10.1). (Incorporated by reference to exhibit number 10.2 in
            Registration Statement No. 333-19795 on Form S-4.)

      10.3  Contract for a Satellite Control System, dated December 7, 1992, by
            and between Loral Orion Services, Inc., Telespazio S.p.A. and Martin
            Marietta Corporation. [CONFIDENTIAL TREATMENT HAS BEEN GRANTED FOR
            PORTIONS OF THIS DOCUMENT.] (Incorporated by reference to exhibit
            number 10.31 in Registration Statement No. 33-80518 on Form S-1.)

      10.4  Restated Definitive Agreement, dated October 29, 1998, by and
            between Orion and Republic of the Marshall Islands. [CONFIDENTIAL
            TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS
            DOCUMENT.](Incorporated by reference to exhibit number 10.12 in
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1998.)

      10.5  Orion 3 Spacecraft Purchase Contract, dated January 15, 1997, by and
            among Hughes Space and Communications International, Inc., Loral
            Orion Services, Inc. (by assignment from Loral Orion-Asia Pacific,
            Inc., formerly known as Orion Asia Pacific Corporation) and Orion.
            [CONFIDENTIAL TREATMENT HAS BEEN GRANTED FOR PORTIONS OF THIS
            DOCUMENT.]. (Incorporated by reference to exhibit number 10.52 to
            Registration Statement No. 333-19167 on Form S-1.)

      10.6  Orion-Z Spacecraft Purchase Contract, dated May 15, 1998, by and
            between Loral Orion Services, Inc. and Space Systems/Loral, Inc. and
            Amendment No. 1 dated December 29, 1998. [CONFIDENTIAL TREATMENT HAS
            BEEN REQUESTED FOR PORTIONS OF THIS DOCUMENT.](Incorporated by
            reference to exhibit number 10.17 in Annual Report on Form 10-K for
            the fiscal year ended December 31, 1998.)

      10.7  Agreement, dated January 1, 1999, by and between Loral Orion
            Services, Inc. and Loral Skynet. (Incorporated by reference to
            exhibit number 10.18 in Annual Report on Form 10-K for the fiscal
            year ended December 31, 1998.)

      10.8  Agreement, dated January 1, 1999, by and between Loral Orion
            Services, Inc. and Loral Skynet. (Incorporated by reference to
            exhibit number 10.19 in Annual Report on Form 10-K for the fiscal
            year ended December 31, 1998.)

      10.9  Lease Agreement, dated as of August 18, 1999, by and between Loral
            Asia Pacific Satellite (HK) Limited and APT Satellite Company
            Limited. (Incorporated by reference to exhibit number 99.1 to
            Current Report on Form 8-K filed on August 23, 1999.)

      10.10 Lock-up Agreement, dated as of October 15, 2001, by and among the
            Company, Loral Space & Communications Ltd., Loral SpaceCom
            Corporation and certain holders of the Company's 11 1/4% Senior
            Notes due 2007 and its 12 1/2% Senior Discount Notes due 2007.
            (Incorporated by reference to exhibit number 10.1 to Current Report
            on Form 8-K filed on November 16, 2001.)



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      10.11 Asset Purchase Agreement, dated as of December 21, 2001, between the
            Company and Loral CyberStar Data Services Corporation. (Incorporated
            by reference to exhibit number 99.1 to Current Report on Form 8-K
            filed on January 7, 2002.)

      10.12 $29.7 million aggregate principal amount, 10% Subordinated Note due
            2006, made by the Company and issued to Loral SpaceCom Corporation.
            (Incorporated by reference to exhibit number 99.3 to Current Report
            on Form 8-K filed on January 7, 2002.)

      10.13 Subordinated Guaranty Agreement, dated as of December 21, 2001,
            between Loral Space & Communications Ltd. and Loral SpaceCom
            Corporation with respect to the 10% Subordinated Note due 2006.
            (Incorporated by reference to exhibit number 99.4 to Current Report
            on Form 8-K filed on January 7, 2002.)

      10.14 Warrant Agreement, dated as of December 21, 2001, between Loral
            Space & Communications Ltd. and The Bank of New York, as Warrant
            Agent. (Incorporated by reference to exhibit number 99.6 to Current
            Report on Form 8-K filed on January 7, 2002.)

      10.15 Guaranty Agreement, dated as of December 21, 2001, between Loral
            Space & Communications Ltd. and Bankers Trust Company, as Trustee.
            (Incorporated by reference to exhibit number 99.9 to Current Report
            on Form 8-K filed on January 7, 2002.)

      10.16 Apstar V Condosat Agreement dated as of December 10, 2002 between
            APT Satellite Company Limited and Loral Orion, Inc. (Previously
            filed with the Registrants Annual Report on Form 10-K for the fiscal
            year ended December 31, 2002)

      31.1  Certification of Chief Executive Officer pursuant to 18
            U.S.C.Section 1350, as adopted pursuant to Section 302 of the
            Sarbanes-Oxley Act of 2002+

      31.2  Certification of Chief Financial Officer pursuant to 18
            U.S.C.Section 1350, as adopted pursuant to Section 302 of the
            Sarbanes-Oxley Act of 2002+

+  Filed herewith



                                     - 5 -
<PAGE>
                                   SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) 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.

                                LORAL ORION, INC.

                           By: /s/ BERNARD L. SCHWARTZ
                             -----------------------
                               Bernard L. Schwartz
                            Chairman of the Board and
                             Chief Executive Officer
                              Dated: April 7, 2004

            Pursuant to the requirements of the Securities Exchange Act of 1934,
      this report has been signed by the following persons on behalf of the
      Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
         SIGNATURE                                                 TITLE                                       DATE
         ---------                                                 -----                                       ----

<S>                                              <C>                                                     <C>
/s/    BERNARD L. SCHWARTZ                                Chairman of the Board                          April 7, 2004
------------------------------                         and Chief Executive Officer
       Bernard L. Schwartz

/s/    ERIC J. ZAHLER                            Director and Executive Vice President                   April 7, 2004
------------------------
       Eric J. Zahler

/s/    AVI KATZ                                  Director, Vice President and Secretary                  April 7, 2004
------------------
       Avi Katz

/s/    GEORGE BAKER                                             Director                                 April 7, 2004
--------------------
       George Baker

/s/    DANIEL HIRSCH                                            Director                                 April 7, 2004
-----------------------
       Daniel Hirsch

                                                         Senior Vice President and                       April 7, 2004
/s/    RICHARD J. TOWNSEND                               Chief Financial Officer
------------------------------                         (Principal Financial Officer)
       Richard J. Townsend

/s/    HARVEY B. REIN                                 Vice President and Controller                      April 7, 2004
------------------------                              (Principal Accounting Officer)
       Harvey B. Rein

</TABLE>



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