Attachment request

This document pretains to SAT-LOI-19970926-00161 for Letter of Intent on a Satellite Space Stations filing.

IBFS_SATLOI1997092600161_400522

vesovkrumsiir. nevuuupoma suzec romesnmessnie NON—PUBLIG wenincm August 2, 2004 RECEIVED Ms. Marlene H. Dortch Secretary AuG — 2 2004 Federal Communications Commission 445 12th Street, S.W. ibliientivemmb Washington, DC 20554 Re: TMI Communications and Company Limited Partnership Request for Confidential Treatment File No. 189.8AT—L03—97 IBFS Nos. SAT—LOF19970926—00161 SAT—AMD—20001103—00158 Dear Ms. Dortch: Transmitted herewith on bchalf of TMI Communications and Company: Limited Partnership ("TMI") are copies of all amendments and agreements executed since July 26, 2002 (collectively, the "Amendments") to the satellite construction contract (the "Satellite Contract") between TerreStar Networks, Inc. ("TerreStar®) and Space Systems/Loral Inc. ("Loral") for TM‘s above referenced 2 GHz mobile satellite service ("MSS") system. On July 26, 2002, TMI previously submitted to the Bureau, in confidence, a copy ofthe underlying Satellite Contract. TM‘s authorization for its 2GHz MSS system was reinstated by the Commission‘s Memorandum Opinion and Order on June 21, 2004 ("Order")‘ on condition that TMI demonstrate to the International Bureau, within 30 days of the release date, that it has entered into a guarantee or similar agreement to cover TerreStar‘s payments to Loral under the Satellite Contract. The Order also adopted new construction milestone dates for TMT‘s system given that construction of the satellite system had been suspended following the Bureau‘s prior (February 2003) revocation ofTMI‘s authorization. Pursuant to the Order, on July 29, 2004, TMI‘s counsel hand delivered. to the International Bureau a copy of a guarantee agreement. covering TerreStar‘s payments under the Satellite Contract, as amended to reflect the new milestone dates in the reinstatement Order. The Satellte Contract amendments referred to in the guarantee are therefore being submitted herewith so as to expedite the Bureau‘s review of this agreement. ! FCCOA—144, eleased Je 29,2004 Fon iNTERNAL USE ONLY NON—PUBLIG wem + se+ ouue + com T7ToRim > iowor > sereon > remvow + seowore + mameronos.

Marlene H. Dortch Page 2 * August 2, 2004 Confider lty Request Pursuant to the Frgedom of Information Act (FOIA),* and Sections 0.457 and 0.459 of the Commission‘s Rules," TMI requests that the following sections of the Amendments that contain proprictary and commercially sensitive financial or technical information be withheld from public inspection and be treated confidentially: * Amendment No. 1, dated as of February 20, 2003 — the full text of Section A "Amendment‘; and Attachment A (replacement Exhibit F); * Amendment No. 2, dated as of May 13, 2003 — the full text of Section A "Amendment"; Attachment A (replacement Exhibit F); and replacement page 11 to the Satellite Contract; * Amendment No. 3, dated as of August 25, 2003 — the full text of Section A "Amendment" from page 1 to page 5; Attachment A (replacement Exhibit F); and replacement pages 11 to 17 ofthe Satelite Contract; * For each letter agreement dated from October 15, 2003 to June 9, 2004 — all bulleted paregraphs 1 and 2; and * Amendment No. 4, dated as of July 26, 2004 — Article 2 z; Articles 3 to 9; and Attachment A (replacement Exhibit F). To facilitate public access to the non—confidential portions of the Amendments, a second redacted version of the Amendments is enclosed and marked "FCC Public Inspection Copy". In support of its request for confidential treatment of the above listed sections of the Amendments, and pursuant to the requirements under Section 0.459(b) of the Commission‘s Rules, TMIstates the following: 1. TMI seeks confidential treatment ofthe sections of the Amendmentslisted above. 2. The Amendments are being submitted voluntarily by TMin response to the Commission‘s Order reinstating TMI‘s 2 GHz MSS authorization.‘ In the event that the Commission denies TM!‘s request for confidential treatment of the Amendments, TMhereby requests that the Commission return the Amendments without consideration pursuant to Section 0.459(e) ofthe Commission‘s Rules. 3. The Amendments contain information regarding amounts due, payment terms, technical specifications, construction schedules, and unique commercial terms and conditions. This information constitues trade secrets or sensitive commercial and financial information that ‘susc sx00) J ar on53 0457, 0450 ° See FCC O4—148, released June 29, 2004. sou_1noc

Mariene H. Dortch Page3 August 2, 2004 "would customarily be guarded from competitors,"" and is therefore exempted from disclosure under FOIA Exemption 4 and Section 0.457 of the Commission‘s Rules.® 4. The Amendments concem TMI, TerreStar, and Loral‘s implementation of a 2 GHz MSS system that will be subject to competition from a number of other MSS systems. The Commission has previously acknowledged that there are a number of other companies that offer MSS in North America." Disclosure of the redacted information will seriously inhibit the parties ability to remain competitive in the MSS industry. 5. Disclosure of the contract provisions that TMI secks to keep confidential would cause substantial competitive harm to TMI‘s business. The technical specifications and performance criteria for its proposed satellte, as well as the terms on which the satellite will be contracted and launched, are commercially sensitive and ordinarily would not be disclosed to third partics._ If disclosed, this information would allow competing 2 GHz MSS licenses to use this information to their competitive advantage. For example, knowledge of financial terms and unique technical specifications could allow competitors to obtain more favorable terms from other manufacturers.. Purther, disclosure would harm TMI in fature negotiations with satellite construction firms by allowing them to extract more favorable terms. 6. The Amendments as well as the Satellite Contract require all parties to maintain confidentility, and the Satellite Contract itself is marked proprictary to TMI, TerreStar and Loral and may not be further disclosed without the written permission of the parties. 7. Information regarding the redacted sections of the Amendments are not available to the public, and there has been no disclosure of such information to third parties. 8. TMI requests confidential treatment of the redacted sections of the Amendments for an indefinite period. As previously discussed, release of this information at any time in the future would cause substantial competitive harm to TML 9. TMI also notes that other parties who have recently filed satelite contracts with the Commission have also requested confidential treatment of their contracts," and TMI is unaware of any of their requests being denied by the Commission. Faror®sosnt0). +s usc.5ss2ti);47 CE 5 oastc). 7 See Motent Services nc and TMMI Conmunicaions and Company, LP, 16 FCC Red 20469, 424 (B 2001) * See Leterrom Cheryt 4. Trit, Counselt 1CO Satelte Sevices G.P. to Marlene H. Dortch, FCC Seretary, dated December 17, 2003 (Fil No.188—SAT—LOI97);Leteron Joseph P. Markosk and Bruce . Olcot, CounseforThe Bocing Company to Merlene H. Dorich, FCC Seeretry,dated Aprl 5, 2004 (File Nos, 139.SAT» P/LAI7(16), 90—SAT—AMEND9820); Ltfrom PateD. Sheld, CounseltoIidiun 2GHiz LLC 10 Merlene H. Dortch, FCCSecretar, dted April , 2004 (File Nos. 187.SAT—PILA—97(06), SAT—LOA—1997092600147, al) swio

Marlene H. Dortch Pagea rasre August 2, 2004 For the foregoing reasons, TMI submits that the law requires confidential reatment of the portions of the Amendments TMI has identified above. Please direct any questions regarding this filing to the undersigned. Very truly yo Grego ”c‘}:%hlkj Enclosures ec: Mr. Roderick K. Porter, Deputy Bureau Chief, Intenational Bureau Steven Spacth Cassandra C. Thomas William Bell Karl Kensinger Zic Rivers, TerreStor nou_no


Document Created: 2004-10-06 18:27:31
Document Modified: 2004-10-06 18:27:31
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