Attachment Sec165

This document pretains to SAT-T/C-20040903-00167 for Transfer of Control on a Satellite Space Stations filing.

IBFS_SATTC2004090300167_405984

                                                                                              RECEIPT
                                             November 18, 2004

VIA COURIER
       |                                                                                     RECEIVED
Ms. Marlene H. Dortch                                                                           NOV 1 8 2004
Secretary                                            .
Federal Communications Commission                                                      ~ Federal Communications Commission
445 12th Street, SW., Room TW—A325                                                               Office of Secretary
Washington, DC 20554

Re:        Amendment to Intelsat LLC Space Station Transfer of Control Application, IB Docket
           No. 04—366 (Intelsat—Zeus)

           IB File No. SAT—T/C—20040903—00167


Dear Ms. Dortch:

           Intelsat, Ltd. ("Intelsat") together with Zeus Holdings Limited ("Zeus") (jointly, the

"Applicants") hereby file this letter pursuant to Section 1.65 of the Federal Communications

Commission‘s ("FCC" or "Commission") rules‘ to amend their pending application for the

trahsfer of control of Intelsat LLC‘s space station authorizations to Zeus to include the Marisat F—

2 space station authorization recen;tly acquired by Intelsat LLC.

           On September 21, 2004, the Commission placed on public notice an application

submitted by the Applicants seeking consent to the transfer of control of certain Intelsat FCC—

licensed subsidiaries to Zeus ("Consolidated Application"). * On November 6, 2004, the

Applicants also responded by letter to a Commission request for additional information."


           1      47 CF.R. § 1.65.
         2       Public Notice, Pleading Cycle Established, Intelsat, Ltd. Transferor, and Zeus Holdings Limited,
Transferee, Seek FCC Consent to Transfer Control of Licenses and Authorizations and a Declaratory Ruling on
Foreign Ownership, IB Docket No. 04—366, DA 04—3018, (rel. Sept. 21, 2004).
           3      Letter from Tom W. Davidson, Counsel for Zeus Holdings Limited and Bert W. Rein, Counsel for
Intelsat, Ltd., to Ms. Marlene H. Dortch, Secretary, FCC, IB Docket No. 04—366 (dated November 6, 2004); Letter


Ms. Marlene H. Dortch
November 18, 2004
Page 2

         At the time the Consolidated Application was placed on public notice, an application was pending

seeking Commission consent to the assignment of the space station license associated with Marisat F—2, call

sign KS—35, from COMSAT General Corporation ("ComGen") to Intelsat LLC (the "ComGen

Transaction")." Intelsat LLC is an indirect wholly—owned subsidiary of Intelsat (Bermuda), Ltd., which is in

turn wholly—owned by Intelsat. On October 27, 2004, the Commission granted Intelsat authority to

consummate the ComGen Transaction." Pursuant to this grant, ComGen assigned the following license

associated with Marisat F—2 to Intelsat LLC on October 29, 2004;°

         Part 25: Space Station License: Marisat F—2, call sign KS—35

         In footnote 68 of the Consolidated Application, the Applicants indicated they would file a

minor amendment to the Consolidated Application upon closing of the ComGen Transaction

requesting Commission consent to transfer control to Zeus of the former ComGen licenses and



from James L. Ball, Chief, Policy Division, International Bureau, FCC to Tom W. Davidson, Counsel for Zeus
Holdings Limited and Bert W. Rein, Counsel for Intelsat, Ltd., IB Docket No. 04—366 (dated October 19, 2004).
         *         Public Notice, Pleading Cycle Established, Applications of Comsat General Corporation,
Lockheed Martin Global Telecommunications LLC, Comsat New Services, Inc., Intelsat LLC, and Intelsat MTC
LLC to Assign Licenses and Authorizations and Request for a Declaratory Ruling on Foreign Ownership, DA 04—
1873 (rel. June 25, 2004). This application also sought consent to the assignment of various other licenses and
authorizations from COMSAT General Corporation, Lockheed Martin Global Telecommunications LLC
("LMGT"), and Comsat New Services, Inc. to Intelsat LLC and Intelsat MTC LLC. Concurrent with this
amendment, the Applicants are filing letters pursuant to Section 1.65 of the Commission‘s rules to amend their
pending Consolidated Application to include the other licenses and authorizations recently acquired by Intelsat LLC
from COMSAT General Corporation and Comsat New Services, Inc. Similarly, the Applicants are filing
amendments to the Consolidated Application to seek consent to the transfer of control of the licenses and
authorizations recently acquired by Intelsat MTC LLC from LMGT to Zeus.
        5        Public Notice, Authorizations Granted, Applications of Comsat General Corporation, Lockheed
Martin Global Telecommunications LLC, Comsat New Services, Inc., Intelsat LLC, and Intelsat MTC LLC to
Assign Licenses and Authorizations and Request for a Declaratory Ruling on Foreign Ownership, DA 04—3418 (rel.
Oct. 27, 2004).

        6       Letter from Jennifer D. Hindin, Wiley Rein & Fielding LLP, to Marlene H. Dortch, Secretary,
FCC, IB Docket No. 04—235 (filed Nov. 12, 2004) (notification of consummation of assignment of licenses and
authorizations).


Ms. Marlene H. Dortch
November 18, 2004
Page 3

authorizations.‘" Given that the ComGen Transaction now has closed, the Applicants hereby

update the Consolidated Application, pursuant to Section 1.65 of the Commission‘s rules," to

include a request for FCC consent to the transfer of control of the satellite license assigned to

Intelsat LLC by virtue of the ComGen Transaction to Zeus. Specifically, the Parties request that |

the license associated with Marisat F—2, call sign KS—35, be associated with IB File No. SAT—

T/C—20040903—00167.

         In the Public Notice seeking comment on the Consolidated Application, the Commission

acknowledged that this former ComGen space station license ultimately would be part of this

proceeding." No comments were filed in that proceeding by the filing deadline. The Applicants

are filing the instant amendment at the Commission‘s request and with the understanding that




         7        Consolidated Application for Consent to Transfers of Control of Holders of Title II and Title IH
Authorizations and Petition for Declaratory Ruling Under Section 310 of the Communications Act of 1934, as
Amended, IB Docket No. 04—366 (filed Sept. 3, 2004).

         8       47 C.F.R. § 1.65.
         9       Public Notice, Intelsat, Ltd., Transferor, and Zeus Holdings Limited, Transferee, Seek FCC
Consent to Transfer Control of Licenses and Authorizations and a Declaratory Ruling on Foreign Ownership,
Pleading Cycle Established, IB Docket No. 04—366, DA 04—3018, fns. 4, 6 (rel. Sept. 21, 2004).


Ms. Marlene H. Dortch
November 18, 2004
Page 4

another pleéding cycle need not be established regarding the transfer of control of the Marisat F—

2 license to Zeus.




Sincerely,



                            fon.                       fl%& %fif foe
Tom W. Davidson                                        Bert W. Rein
Akin Gump Strauss Hauer & Feld LLP                     Wiley Rein & Fielding LLP
1333 New Hampshire Ave., N.W.                          1776 K Street, N.W.
Washington, D.C. 20036                                 Washington, D.C. 20006
Counsel for Zeus Holdings Limited                      Counsel for Intelsat, Ltd.


ce:    James Ball, Chief, Policy Division, International Bureau
       Kathleen Collins, Policy Division, International Bureau
       Neil Dellar, Transaction Team, Office of General Counsel
       JoAnn Lucanik, Satellite Division, International Bureau
       Jeff Tobias, Public Safety and Critical Infrastructure Division, Wireless Telecommunications
                Bureau
       John Kennedy, Experimental Licensing Branch, Office of Engineering and Technology
       Susan O‘ Connell, Policy Division, International Bureau



Document Created: 2004-11-23 14:37:12
Document Modified: 2004-11-23 14:37:12

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