SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 2
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1995
Commission File Number 1-4929
COMSAT CORPORATION
6560 Rock Spring Drive
Bethesda, MD 20817
(301) 214-3000
District of Columbia 52-0781863
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
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 twelve (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 ninety (90) days. Yes X No
47,143,000 shares of the Registrant's common stock were outstanding as
of March 31, 1995.
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PART II
Other Information
Item 6. (a) Exhibits
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No. 10 - Material Contracts
a. Agreement dated November 30, 1993, between Registrant and
Sprint Communications Company L.P. relating to space segment.
(Incorporated by reference to Exhibit 10(ee) to Registrant's
Report on Form 10-K for the fiscal year ended December 31,
1993.)
(i) Amendment to Agreement, dated April 1995.
No. 11 - Computation of Earnings Per Share.
No. 27 - Financial Data Schedule
(b) Reports on Form 8-K
None.
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SIGNATURES
Pursuant to the requirements on the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COMSAT CORPORATION
By /s/ Allen E. Flower
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Allen E. Flower
Controller
DATE: June 29, 1995
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Exhibit 10(a)(i)
AMENDMENT TO AGREEMENT
This AMENDMENT TO AGREEMENT is made by and between Sprint
Communications Company L.P. ("SPRINT") and COMSAT Corporation
("COMSAT").
WHEREAS, SPRINT and COMSAT entered into an Agreement on November 30, 1993
for the provision of telecommunications services (the "1993 Agreement"), and
WHEREAS, the 1993 Agreement was submitted to the Federal Communications
Commission ("FCC") pursuant to Section 211 of the Communications Act; and
WHEREAS, the Parties have decided to amend the 1993 Agreement in order to
facilitate COMSAT's provision of additional telecommunications services to
SPRINT;
NOW, THEREFORE, in consideration of and in reliance upon the mutual
promises set forth below, the Parties hereby amend the 1993 Agreement as
follows:
1. Article III of the Agreement, entitled "Definitions" is
amended by revising definition 3, "Bulk Offering," as follows:
3. Bulk Offering. The offering by COMSAT to SPRINT
of one 36 MHz bandwidth allotment and one 18 MHz
bandwidth allotment subject to the rates, terms
and conditions specified in this Agreement, as
amended.
2. Article IV of the Agreement, entitled "Bulk Offering,"
is amended by adding the following new paragraphs:
M. In addition to the 36 MHz allotment described in paragraph A of
this Article, COMSAT agrees to provide to SPRINT, and SPRINT agrees to
lease from COMSAT for a 10-year term, one (1) 18 MHz bandwidth allotment
providing West Hemi/West Hemi connectivity in the Atlantic Ocean Region.
The 10-year lease term for this allotment will commence upon the opera-
tional start date of the first INTELSAT VII satellite to be located at
310 degrees East longitude. As of the date of this Amendment to Agreement,
it is anticipated that this allotment will initially be in transponder
15/15 on the INTELSAT 705 satellite, and will later shift to transponder
15/15 on the INTELSAT 707 satellite.
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N. COMSAT's rate for the 18 MHz allotment described
in paragraph M of this Article shall be $126,466 per month.
SPRINT hereby agrees that it will not cancel the 18 MHz
allotment described in paragraph M until at least five (5)
years after the operational start date of the lease. After
five (5) years, COMSAT's charge for early termination of this allotment
shall be a flat fee of 270 x $6,880, plus 45% of the balance due at the
time of early termination.
O. The 18 MHz allotment described in paragraph M of this Article
shall be non-preemptible. In case of space segment failure, this allotment
shall be restored in accordance with the procedures set forth in INTELSAT
SSOG 103, Section 6, as may be amended from time to time. This allotment
may be used for any type of traffic, including both public-switched and
private line traffic and both analog and digital traffic, provided,
however, that (1) INTELSAT's technical lease definitions, as set forth in
the IESS documents that COMSAT routinely provides to SPRINT, shall apply
to the use of this allotment, and (2) COMSAT and INTELSAT must approve
transmission plans for each circuit in the allotment in advance of circuit
activation; but such approval shall not be unreasonably withheld or
delayed. To the extent that SPRINT elects to use this allotment for
digital public-switched traffic, it may place up to 120 of its existing
7-year or 10-year Additional Circuits in the allotment during the period
ending six (6) months from August 1, 1995, consistent with the terms and
conditions set forth in paragraph C of this Article.
P. The Parties recognize that, during the lease term
of the 18 MHz allotment described in paragraph M, the
particular satellites listed in paragraph M may be replaced by other
INTELSAT satellites. In that case, a transponder of different connectivity
may be substituted for the replaced transponder under the same terms and
conditions upon mutual agreement of the Parties.
Q. The Parties agree that the rates, early
termination charges, and other terms and conditions
specified in paragraphs M, N, O, and P of this Article shall
supersede any conflicting provisions in COMSAT World Systems
Tariff F.C.C. No. 1. All other terms and conditions for the
circuits contained in the 18 MHz allotment described in
paragraph M of this Article shall be the same as those
specified in COMSAT World Systems Tariff F.C.C. No. 1 as of
the effective date of this Agreement, and those tariff
provisions are hereby incorporated into this Agreement.
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3. All other provisions of the 1993 Agreement shall be interpreted in a
manner consistent with this Amendment, but otherwise shall remain unchanged and
shall continue to have full force and effect.
4. This Amendment to Agreement shall become effective upon execution by
authorized representatives of both Parties, and shall be submitted to the FCC
pursuant to Section 211 of the Communications Act.
IN WITNESS WHEREOF, each of the Parties hereto has executed this Amendment
to Agreement.
SPRINT COMMUNICATIONS COMSAT CORPORATION
COMPANY L.P.
By: /s/ Leslie R. Karr By: /s/ John H. Mattingly
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Title: Director, SI-NDE, EMEA Title: VP and General Manager
Date: 7 April 1995 Date: 14 April 1995
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