COMSAT CORP
8-K, 1997-10-22
COMMUNICATIONS SERVICES, NEC
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                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549


                                  FORM 8-K



                               CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of
                    the Securities Exchange Act of 1934


    Date of Report (Date of earliest event reported): October 20, 1997

                             COMSAT Corporation
             (Exact name of Registrant as specified in Charter)


  District of Columbia              1-4929                  52-0781863
(State or other juris-           (Commission              (IRS Employer
diction of incorporation)        File Number)             Identification
                                                              Number)


 6560 Rock Spring Drive,    Bethesda, MD                       20817
 (Address of principal executive offices)                     Zip Code


     Registrant's telephone number, including area code (301) 214-3000


                              Not Applicable.
       (Former name or former address, if changed since last report).







<PAGE>



ITEM 5.  OTHER EVENTS

     Attached to this report as Exhibit 99.1, and incorporated by reference
in this item, is a Press Release of the Corporation, distributed on October
20, 1997,  describing the  Corporation's  financial results for the quarter
ending September 30, 1997.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits  (listed  according to the number assigned in Item 601 of
Regulation S-K).

EXHIBIT NO.                                    DESCRIPTION
- -----------                                    -----------

   99.1                           Press Release dated October 20, 1997.







                                 SIGNATURES


     Pursuant to the  requirements of the Securities  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/  Alan Korobov
                                           -----------------
                                           Alan Korobov
                                           Controller


Date:  October 22, 1997



                                     2

<PAGE>


                               EXHIBIT INDEX

EXHIBIT NO.                                    DESCRIPTION
- -----------                                    -----------


   99.1                           Press Release dated October 20, 1997.


                                     3



FROM:          COMSAT Corporation
               6560 Rock Spring Drive
               Bethesda, MD 20817
PHONE:         301 214 3442
FAX:           301 214 7130
DATE:          October 20, 1997


For Immediate Release


              COMSAT CORPORATION REPORTS THIRD QUARTER RESULTS

           -- Declares Quarterly Dividend of 5 Cents Per Share --

BETHESDA,  Md. -- COMSAT  Corporation  (NYSE:CQ) today reported income from
continuing  operations  for the quarter  ended  September  30, 1997 of $9.4
million, or 19 cents per share, versus $8.2 million, or 16 cents per share,
in  the  same  period  last  year.   Year-to-date  income  from  continuing
operations  was $26.6 million,  or 53 cents per share,  compared with $27.7
million,  or 56  cents  per  share,  in the  first  nine  months  of  1996.
Third-quarter 1997 and 1996 results in continuing operations, respectively,
included an after-tax gain of $4.2 million related to a real estate sale in
Clarksburg,  Md. and $3.5 million from a licensing  agreement that resolved
patent infringement disputes.
     COMSAT's board of directors declared a regular quarterly dividend of 5
cents per share,  payable  December  8,  1997,  to  shareholders  of record
November 14, 1997.
     On a consolidated  basis,  COMSAT's  results include the  discontinued
operations of COMSAT RSI, a  manufacturing  subsidiary that the corporation
intends to sell. For the third quarter,  COMSAT reported a consolidated net
loss of $20.8 million,  or 41 cents per share,  compared with net income of
$5.0  million,  or 10 cents per share,  in the same period a year ago.  The
third quarter  results  include a charge of $30.2 million,  or 60 cents per
share,  after tax, on  discontinued  operations  primarily  attributable to
losses  now  anticipated  on the  separate  disposition  of  JEFA  Wireless
Systems,  a  subsidiary  of  COMSAT  RSI,  as  well as  adjustments  in the
estimated cost to complete certain long-term contracts in COMSAT RSI.
     The consolidated, year-to-date net loss was $36.4 million, or 73 cents
per share,  compared to net income of $20.1 million, or 41 cents per share,
in the same period last year.  Year-to-date  results also include losses of
Ascent Entertainment Group, Inc., which was spun off to COMSAT shareholders
in June 1997.

                                 -- more --





<PAGE>



3rd Quarter 1997 - Page 2

     "The  planned  sale of COMSAT  RSI and  disposition  of JEFA's  assets
represent the last major elements of the corporation's  restructuring,  and
our goal is to have both  actions  completed  by the end of the year." said
Betty  C.  Alewine,   president  and  chief  executive  officer  of  COMSAT
Corporation.
     "COMSAT's  core  businesses  are  strong,  but  operating  results are
expected to continue to be constrained in the near term  predominantly  due
to the  effects  of  regulation  on  satellite  service  operations,"  said
Alewine. "We remain optimistic that the Federal  Communications  Commission
will  act   favorably   on  the   company's   petition  to  have   outdated
rate-of-return and structural  separation  restrictions lifted. The removal
of these  restrictions  will enable COMSAT to compete more  effectively and
take  greater  advantage  of growth  opportunities  in  satellite-delivered
services.
     "We are pleased with the pace of revenue growth in our younger network
services  businesses," Alewine continued,  "as COMSAT International expands
its  customer  base for  advanced  corporate  networks  in rapidly  growing
markets around the world,  and COMSAT  Laboratories  continues to build its
technical consulting and communications products operations."
     A detailed  description of COMSAT's  financial  performance during the
third  quarter and first nine months of 1997 is  contained  in the attached
highlights.
     Some of the statements in this news release, particularly those on the
sale of COMSAT RSI and JEFA  Wireless  Systems,  are  forward  looking  and
relate to anticipated future operating results.  Forward-looking statements
are based on COMSAT  management's  current  expectations  and  assumptions,
which may be affected by subsequent  developments and business  conditions,
and necessarily involve risks and uncertainties. Therefore, there can be no
assurance that actual results will not differ  materially from  anticipated
results.  The timetable  and estimated  proceeds for the sale of COMSAT RSI
and JEFA  Wireless  Systems  have been and may  continue  to be affected by
factors,  such as the completion of due diligence by prospective buyers and
negotiations of definitive agreements, which are not wholly within COMSAT's
control.  Readers should refer to COMSAT's disclosure  documents filed with
the Securities and Exchange  Commission,  including the corporation's  1996
Form 10-K and the Form 10-Q for the first and second  quarters  of 1997 for
specific details on some of the factors that may affect operating results.
     COMSAT  Corporation  is a global  provider of  satellite  services and
digital networking services and technology.

                                   # # #

CONTACTS: Janet Dewar    Vice President, Corporate Affairs     (301) 214-3442
          Gary Sharpe    Director, Investor Relations          (301) 214-3244


<PAGE>



October 20, 1997
COMSAT Corporation
Financial Highlights
Third Quarter 1997


SUMMARY

During the second  quarter of 1997,  the  corporation  placed  both  Ascent
Entertainment Group and COMSAT RSI in discontinued operations. The attached
consolidated  income  statements  (unaudited) and condensed  balance sheets
(unaudited)  have been  restated to conform  with  discontinued  operations
presentation.

As disclosed in COMSAT's June 1997 Form 10-Q,  the  corporation  expects to
sell  COMSAT  RSI in at  least  two  pieces.  One of those  pieces  is JEFA
Wireless Systems. The timing and estimated proceeds of those sales could be
adversely  affected by factors that are not wholly within the corporation's
control, such as completion of due diligence by prospective  purchasers and
negotiation  of definitive  agreements on mutually  acceptable  terms.  The
corporation's  objective is to complete the sales of COMSAT RSI and JEFA by
the end of 1997.  Due primarily to losses now  anticipated  on the separate
disposition  of  JEFA  assets,   the  corporation   recorded  a  charge  in
discontinued  operations in the third quarter of $30.2 million, or 60 cents
per share. The third-quarter  charge also includes  adjustments  related to
certain COMSAT RSI long-term contracts.

Consolidated  revenues from continuing operations in the third quarter were
$147.1  million,  up 3%  from  the  same  period  of  1996.  Revenues  from
continuing operations in the nine months ended September 30, 1997 increased
4% to  $422.2  million,  compared  with  the  first  nine  months  of 1996.
Third-quarter revenues from fixed and mobile Satellite Services were up 2%,
and 1996 revenues from Network  Services  increased 14%,  compared with the
third quarter of 1996.

The  consolidated  net loss for the quarter was $20.8 million,  or 41 cents
per share, compared with net income of $5.0 million, or 10 cents per share,
in the same period a year ago.  Through the first nine months of 1997,  the
consolidated net loss was $36.4 million,  or 73 cents per share, versus net
income of $20.1  million,  or 41 cents per share,  in the same  period last
year.  The 1997 year-to-date  net loss includes an  extraordinary  loss for
early extinguishment of debt of $3.9 million, or 8 cents per share, as well
as losses of Ascent Entertainment Group, Inc., which was spun off to COMSAT
shareholders in June.

Income from  continuing  operations in the quarter was $9.4 million,  or 19
cents per share,  versus $8.2 million,  or 16 cents per share,  in the same
period last year.  Results for the quarter  include a gain of $4.2 million,
or 9 cents per share,  from a real estate sale.  The 1996  quarter  results
include  after-tax  income of $3.5  million,  or 7 cents per share,  from a
licensing   agreement   that   resolved    patent-infringement    disputes.
Year-to-date  income from  continuing  operations was $26.6 million,  or 53
cents per share, compared with $27.7 million, or 56 cents per share, in the
first nine months of 1996.




                                Page 1 of 5


<PAGE>



SATELLITE SERVICES

WORLD  SYSTEMS  (CWS)  revenues  were down slightly in the third quarter to
$66.0 million and  essentially  unchanged  year-to-date  at $199.3 million,
compared  to the same  periods in 1996.  Increased  revenues  from  growing
demand for high-speed data and Internet  services  largely offset a decline
in  full-time  voice  revenues  and  lower  fiber-optic  cable  restoration
revenues  in  the  quarter.   Division  earnings  before  interest,  taxes,
depreciation and amortization (EBITDA) decreased slightly in the quarter to
$46.9 million and increased 5%  year-to-date  to $149.8  million,  compared
with the  respective  periods last year.  EBITDA  margins were 71% and 75%,
respectively,  versus  about 71% for both  periods in 1996.  World  Systems
operating  income was down 8% in the quarter to $22.3 million and up 5% for
the nine months to $77.6  million,  compared with the same periods of 1996.
Federal  Communications  Commission regulations limit the amount that World
Systems can earn.  During the second  quarter of 1997,  division  operating
income was  increased by the  recovery of  litigation  costs.  Accordingly,
third-quarter results are lower.

MOBILE  COMMUNICATIONS  (CMC)  revenues  were up 8% in the quarter to $41.6
million and down 4% year-to-date to $115.3 million from the same periods in
1996. Division EBITDA was up 13% in the quarter and down 7% year-to-date to
$21.6  million  and  $60.0  million,  respectively.   EBITDA  margins  were
approximately  52% for both periods,  versus 50% and 54% in the  respective
periods of 1996.  Mobile  operating  income was $6.8 million in the quarter
and $17.7  million  for the nine  months,  versus  $7.3  million  and $32.6
million,  respectively,  last year.  The  division's  lower 1997  operating
income stems from lower revenues, increased depreciation expense associated
with three  Inmarsat-3  satellites  placed in service during 1996 and early
1997,  and  increased  costs  related  to Planet  1(SM)  service  which was
launched  in  January  1997.  The  unfavorable   year-to-date  revenue  and
operating income comparisons  reflect the division's slightly higher market
share and service  revenues in 1996.  The division's  performance  declined
throughout 1996 due to increasing competition, but has stabilized in 1997.

NETWORK SERVICES

COMSAT  INTERNATIONAL (CI) provides  corporate data networking  services to
approximately  650  customers  from more than  5,000  points in  developing
countries.  Revenues  increased 61% in the quarter and 57%  year-to-date to
$25.1  million  and $62.5  million,  respectively,  compared  with the same
periods in 1996.  Revenue increases were driven primarily by advances in CI
operations in Argentina, Brazil, Colombia and Venezuela. Revenues increased
in all international operating regions. Division EBITDA was $3.0 million in
the quarter and $7.8 million for the nine months,  compared with break-even
and negative levels in the respective periods last year. EBITDA margins for
the 1997 periods were 12% and 13%, respectively. CI operating losses in the
quarter and year-to-date were $3.9 million and $10.5 million, versus losses
of $3.6  million  and  $12.1  million  in the same  periods  of  1996.  The
division's  contracted  revenue  backlog  at  September  30,  1997 was $287
million, up 30% from the backlog at year end 1996.






                                Page 2 of 5


<PAGE>



                            COMSAT INTERNATIONAL
                OPERATING COMPANIES INFORMATION (UNAUDITED)
                               (In millions)

<TABLE>
<CAPTION>
<S>                                              <C>       <C>      <C>       <C>

                                                        1997               1996
                                                  ---------------    ---------------
                                                  QTR 3      YTD     QTR 3      YTD
                                                  -----     ------   -----     ------
REVENUES

Existing companies
     Americas                                     $20.9     $51.5    $13.1     $32.4
     Europe                                         2.0       5.9      1.8       5.6
                                                  ----------------   ----------------
Total existing companies                           22.9      57.4     14.9      38.0

New companies                                       2.2       5.1      0.7       1.8

Total revenues                                    $25.1     $62.5    $15.6     $39.8
                                                  ----------------   ----------------

                                                        1997               1996
                                                  ----------------   ----------------
                                                  QTR 3      YTD     QTR 3      YTD
                                                  -----     ------   -----     ------
EBITDA

Existing companies
     Americas                                     $ 6.4     $18.4    $ 4.6     $11.2
     Europe                                         0.7       0.3     (0.8)     (4.1)
                                                  ----------------   ----------------
Total existing companies                            7.1      18.7      3.8       7.1

New companies                                      (1.3)     (3.6)    (1.7)     (2.8)
                                                  ----------------   ----------------

EBITDA before CI Corporate                          5.8      15.1      2.1       4.3
CI Corporate                                       (2.8)     (7.3)    (1.7)     (6.4)
                                                  ----------------   ----------------

TOTAL EBITDA                                      $ 3.0     $ 7.8    $ 0.4     $(2.1)
                                                  ----------------   ----------------
</TABLE>

NOTES:

1    Existing  companies  in Americas  include  Argentina  (100%),  Bolivia
     (100%),  Brazil (100%),  and Guatemala (100%).  Existing  companies in
     Europe  include  BelCom  (100%)  and  Turkey  IBS  (85%).  Numbers  in
     parenthesis indicate COMSAT ownership.
2    New companies include Colombia (100%),  Peru (65%),  Venezuela (100%),
     Turkey VSAT (51%) and China (55%) and Mexico (100%).
3    CI's share of India revenue not consolidated  for accounting  purposes
     is $0.7,  $1.3 for 3Q and YTD 1996 and $0.5, $1.2 for 3Q and YTD 1997,
     respectively.
4    EBITDA  (earnings  before interest,  income taxes,  depreciation,  and
     amortization)  is calculated by adding  depreciation  and amortization
     and operating income (loss).

COMSAT  LABORATORIES.  Excluding  $7.8  million  of  revenues  in the third
quarter of 1996 from an agreement resolving  patent-infringement  disputes,
revenues  were up 35% in the  quarter  and 60% for the nine  months to $8.9
million and $26.8 million,  compared with the  respective  periods of 1996.
The  increases  were  primarily  driven by technical  consulting  revenues.
Excluding   the   1996   income   from   the   agreement    resolving   the
patent-infringement  disputes,  Labs operating  losses in both periods were
essentially  unchanged.  Division results now include the operating results
of  the  corporation's   spacecraft   construction   monitoring   business,
previously reported in COMSAT RSI. Laboratories external revenue backlog at
September 30 increased 19% from year-end 1996 levels to $25.4 million.


                                Page 3 of 5

<PAGE>


GOVERNMENT  PROGRAMS  posted  a  small  operating  loss in the  quarter  on
revenues  of $15.6  million,  versus  operating  income of $1.4  million on
revenues  of $13.5  million  in the same  period  last  year.  Year-to-date
operating  income  declined  85% to  $500,000,  despite a 27%  increase  in
revenues  to  $45.2  million.  Division  EBITDA  for the  nine  months  was
$900,000,  down 77%  from the same  period  in 1996.  The  division's  1997
year-to-date  results reflect the  decommissioning  of a Marisat  satellite
used by the U.S. Navy in 1996 and a decline in Bosnia-related traffic.

DISCONTINUED OPERATIONS
COMSAT  discontinued  operations  are  comprised  of the  results of Ascent
Entertainment Group  (NASDAQ:GOAL) and COMSAT RSI (CRSI).  Through June 27,
1997, COMSAT owned 80.67%, or 24 million shares, of Ascent. COMSAT's Ascent
shares  were  spun  off  to  COMSAT  shareholders  as a  special,  tax-free
dividend.  It is the  corporation's  objective  to sell CRSI and dispose of
JEFA  Wireless  Systems  by the end of 1997.  Both  transactions  are major
components of COMSAT's previously announced strategic restructuring plan.


COMSAT CONSOLIDATED

GENERAL &  ADMINISTRATIVE  expenses from  continuing  operations  were $5.4
     million  in the third  quarter,  down from  $5.8  million  in the same
     quarter of 1996.  For the nine  months,  G&A  expenses  totaled  $18.0
     million, down from $18.5 million in the same period last year.

RESEARCH & DEVELOPMENT  expenses for the nine months  totaled $6.2 million,
     versus $7.6 million in the same period last year.

INTEREST AND OTHER  INCOME/EXPENSE  for the nine  months was income of $6.3
     million,  compared  with a net  expense  of $10.5  million in the same
     period last year.  The  improvement  stems  primarily  from  increased
     interest income,  the impact of the sale of an equity investment and a
     gain from the sale of real estate.

INTEREST EXPENSE,  NET OF AMOUNTS CAPITALIZED for the nine months was $31.0
     million,  up $5.3 million from the same period last year. The increase
     stems from  reduced  interest  capitalized  due to the  completion  of
     several satellite projects.

INCOME TAX EXPENSE for the nine months  totaled  $14.5  million,  down from
     $23.8  million in the same period last year.  The  income-tax  expense
     reflects  a  lower   effective   tax  rate  due  to  a   decrease   in
     non-deductible losses.

MINORITY  INTEREST  IN NET LOSSES OF  CONSOLIDATED  SUBSIDIARIES  primarily
     reflects increased ownership of CI operations in Russia.


                                Page 4 of 5

<PAGE>

EXTRAORDINARY LOSS FROM EARLY EXTINGUISHMENT OF DEBT, NET OF TAX represents
     year-to-date  costs incurred from the corporation's  repurchase in the
     first  half of 1997 of  $89.5  million  of its  8.125%  notes  and $10
     million of its 7.7% medium- term notes.

WEIGHTED AVERAGE SHARES OUTSTANDING at the end of the nine months were 50.0
     million, up about 1 million from the end of the same period last year.


CASH AND LIQUIDITY

CASH AND CASH EQUIVALENTS totaled $7 million at the end of the nine months,
     compared with $8 million at the end of 1996.

SHORT-TERM BORROWINGS and current maturities of long-term debt totaled $146
     million at the end of the third quarter,  compared with $32 million at
     year-end 1996. The increase is due largely to the corporation's use of
     commercial paper to retire a portion of its 8.125% notes.

LONG-TERM  DEBT  declined  by  $110  million  to  $469  million  due to the
     retirement of the 8.125% notes and a smaller share of INTELSAT debt as
     a result of a reduction of COMSAT World Systems' ownership of INTELSAT
     from 19.1% to 18.0% in March 1997.


                                Page 5 of 5

<PAGE>

                             COMSAT CORPORATION
                    CONDENSED BALANCE SHEETS (UNAUDITED)
                               (In millions)
<TABLE>
<CAPTION>
<S>                                                          <C>    <C>    <C>    <C>    <C>    <C>


                                                                                    September 30,         December 31,
                                                                                         1997                  1996
                                                                                    -------------         ------------

CURRENT ASSETS:

     Receivables                                                                       $167.6                $132.6
     Other current assets                                                                29.2                  26.1
     Net assets of discontinued operations                                              162.6                 386.5
                                                                                    -------------         -------------
     Total current assets                                                               359.4                 545.2
                                                                                    -------------         -------------

PROPERTY, NET                                                                         1,346.3               1,323.0

OTHER ASSETS                                                                            202.6                 236.1
                                                                                    -------------         -------------

     TOTAL ASSETS                                                                    $1,908.3              $2,104.3
                                                                                    =============         =============

CURRENT LIABILITIES:

     Short-term borrowings                                                             $146.0                 $31.8
     Other current liabilities                                                          133.6                 131.2
                                                                                    -------------         -------------
     Total current liabilities                                                          279.6                 163.0
                                                                                    -------------         -------------

LONG-TERM DEBT                                                                          468.7                 578.4

OTHER NONCURRENT LIABILITIES                                                            348.4                 316.8

MINORITY INTEREST                                                                       205.1                 204.3

STOCKHOLDERS' EQUITY                                                                    606.5                 841.8
                                                                                    -------------         -------------

     TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                                        $1,908.3              $2,104.3
                                                                                    =============         =============
</TABLE>

NOTE:
The  condensed  consolidated  balance  sheets have been restated to reflect
Ascent  Entertainment  Group and  substantially all of the assets of COMSAT
RSI as discontinued operations as of June 30, 1997.



                                             --more-


<PAGE>



                             COMSAT CORPORATION
            CONDENSED CONSOLIDATED INCOME STATEMENTS (UNAUDITED)
                  (In millions, except per share amounts)
<TABLE>
<CAPTION>
<S>                                                         <C>              <C>                   <C>                <C>


                                                              For the Quarters Ended               For the Nine Months Ended
                                                                   September 30,                          September 30,
                                                            ------------------------               -------------------------
                                                              1997            1996                   199              1996
                                                            --------        --------               --------         --------

REVENUES                                                     $147.1          $143.1                 $422.2           $407.7
                                                            --------        --------               --------         --------

Operating expenses:
     Cost of services                                          74.5            63.6                  198.3            183.9
     Depreciation and amortization                             47.2            40.0                  135.5            113.2
     Research and development                                   2.4             2.8                    6.2              7.6
     General and administrative                                 5.4             5.8                   18.0             18.5
                                                            --------        --------               --------         --------
     Total operating expenses                                 129.5           112.2                  358.0            323.2
                                                            --------        --------               --------         --------

OPERATING INCOME                                               17.6            30.9                   64.2             84.5

Interest and other income (expense), net                        6.6            (3.2)                   6.3            (10.5)
Interest expense, net of amounts capitalized                  (11.2)          (10.1)                 (31.0)           (25.7)
                                                            --------        --------               --------         --------

Income from continuing operations before taxes,
     minority interest and extraordinary item                  13.0            17.6                   39.5             48.3

Income tax expense                                             (4.2)          (10.3)                 (14.5)           (23.8)

Minority interest in net losses of consolidated
     subsidiaries                                               0.6             0.9                    1.6              3.2
                                                            --------        --------               --------         --------

INCOME FROM CONTINUING OPERATIONS BEFORE
     EXTRAORDINARY ITEM                                         9.4             8.2                   26.6             27.7

Loss from discontinued operations (net of tax)                (30.2)           (3.2)                 (59.1)            (7.6)
                                                            --------        --------               --------         --------

Income (loss) before extraordinary item                       (20.8)            5.0                  (32.5)            20.1

Extraordinary loss from early extinguishment of
     debt (net of tax)                                            -               -                   (3.9)               -
                                                            --------        --------               --------         --------

NET INCOME (LOSS)                                            $(20.8)           $5.0                 $(36.4)           $20.1
                                                            ========        ========               ========         ========
EARNINGS (LOSS) PER SHARE
     Continuing operations                                    $0.19           $0.16                  $0.53            $0.56
     Discontinued operations                                  (0.60)          (0.06)                 (1.18)           (0.15)
     Extraordinary loss                                           -               -                  (0.08)               -
                                                            --------        --------               --------         --------
     Net income (loss)                                       $(0.41)          $0.10                 $(0.73)           $0.41
                                                            ========        ========               ========         ========

Average shares                                                 50.6            49.1                   50.0             49.0

</TABLE>

Note:
The condensed  consolidated income statements have been restated to reflect
Ascent  Entertainment  Group and  substantially  all of the  operations  of
COMSAT RSI as discontinued operations as of June 30, 1997.


                                  --more--

<PAGE>

                             COMSAT CORPORATION
             OPERATING RESULTS BY BUSINESS SEGMENT (UNAUDITED)
                               (In millions)
<TABLE>
<CAPTION>
<S>                                   <C>     <C>    <C>    <C>         <C>     <C>      <C>    <C>      <C>



                                                1997                              1996
                                     -------------------------------    ---------------------------------------
                                      QTR 1   QTR 2   QTR 3   TOTAL      QTR 1   QTR 2   QTR 3   QTR 4   TOTAL
                                     ------- ------- ------- -------    ------- ------- ------- ------- -------
REVENUES

Satellite Services
     World Systems                   $ 66.8  $ 66.5  $ 66.0  $ 199.3    $ 65.6  $ 67.5  $ 67.1  $ 72.8  $273.0
     Mobile Communications             35.2    38.5    41.6    115.3      42.6    39.3    38.4    34.9   155.2
                                     ------- ------- ------- --------   ------- ------- ------- ------- -------
Total Satellite Services              102.0   105.0   107.6    314.6     108.2   106.8   105.5   107.7   428.2

Network Services
     International                     16.4    21.0    25.1     62.5      11.9    12.3    15.6    18.3    58.1
     Laboratories                       8.1     9.8     8.9     26.8       5.1     5.0    14.4     7.8    32.3
     Government Programs               14.7    14.9    15.6     45.2       8.9    13.2    13.5    15.5    51.1
                                     ------- ------- ------- --------   ------- ------- ------- ------- -------
Total Network Services                 39.2    45.7    49.6    134.5      25.9    30.5    43.5    41.6   141.5

Eliminations and other                 (7.4)   (9.4)  (10.1)   (26.9)     (3.6)   (3.2)   (5.9)   (7.2)  (19.9)
                                     ------- ------- ------- --------   ------- ------- ------- ------- -------

TOTAL REVENUES                       $133.8  $141.3  $147.1   $422.2    $130.5  $134.1  $143.1  $142.1  $549.8
                                     ======= ======= ======= ========   ======= ======= ======= ======= =======


                                                1997                              1996
                                     -------------------------------    ---------------------------------------
                                      QTR 1   QTR 2   QTR 3   TOTAL      QTR 1   QTR 2   QTR 3   QTR 4   TOTAL
                                     ------- ------- ------- -------    ------- ------- ------- ------- -------

OPERATING INCOME (LOSS)

Satellite Services
     World Systems                    $28.1  $27.2    $22.3   $77.6      $25.6   $24.1   $24.4   $30.5  $104.6
     Mobile Communications              5.5    5.4      6.8    17.7       13.9    11.4     7.3    (0.7)   31.9
                                     ------- ------  ------- -------    ------- ------- ------- ------- -------
Total Satellite Services               33.6   32.6     29.1    95.3       39.5    35.5    31.7    29.8   136.5

Network Services
     International                     (4.5)  (2.1)    (3.9)  (10.5)      (3.9)   (4.6)   (3.6)   (5.2)  (17.3)
     Laboratories                      (0.1)  (0.2)    (1.0)   (1.3)      (1.0)   (0.9)    8.4     0.6     7.1
     Government Programs                0.3    0.5     (0.3)    0.5        0.6     1.5     1.4     1.6     5.1
                                     ------- ------  ------- -------    ------- ------- ------- ------- -------
Total Network Services                 (4.3)  (1.8)    (5.2)  (11.3)      (4.3)   (4.0)    6.2    (3.0)   (5.1)
                                     ------- ------  ------- -------    ------- ------- ------- ------- -------

Total segment operating income         29.3   30.8     23.9    84.0       35.2    31.5    37.9    26.8   131.4

General and administrative expenses    (5.8)  (6.8)    (5.4)  (18.0)      (7.1)   (5.5)   (5.8)   (5.5)  (23.9)

Other                                  (0.3)  (0.6)    (0.9)   (1.8)      (0.7)    0.2    (1.2)    1.4    (0.3)
                                     ------- ------  ------- -------    ------- ------- ------- ------- -------

Total operating income                $23.2  $23.4    $17.6   $64.2      $27.4   $26.2   $30.9   $22.7  $107.2
                                     ======= ======  ======= =======    ======= =======  ====== ======= =======

</TABLE>


<PAGE>



                             COMSAT CORPORATION
             OPERATING RESULTS BY BUSINESS SEGMENT (UNAUDITED)
                               (In millions)

<TABLE>
<CAPTION>
<S>                                 <C>     <C>      <C>     <C>        <C>     <C>       <C>    <C>      <C>



                                                1997                              1996
                                     -------------------------------    ----------------------------------------
                                      QTR 1   QTR 2   QTR 3   TOTAL      QTR 1   QTR 2   QTR 3   QTR 4    TOTAL
                                     ------- ------- ------- -------    ------- ------- ------- -------  -------

DEPRECIATION AND AMORTIZATION

Satellite Services
     World Systems                    $23.8  $23.8    $24.6   $72.2      $21.8   $22.9   $23.4   $23.6   $91.7
     Mobile Communications             13.3   14.2     14.8    42.3        9.7    11.0    11.7    12.8    45.2
                                     ------- ------  ------- -------    ------- ------- ------- -------  ------
Total Satellite Services               37.1   38.0     39.4   114.5       31.5    33.9    35.1    36.4   136.9

Network Services
     International                      5.5    5.9      6.9    18.3        2.9     3.1     4.0     4.8    14.8
     Laboratories                       0.2    0.3      0.2     0.7        0.2     0.3     0.2     0.3     1.0
     Government Programs                0.1    0.1      0.2     0.4        0.2     0.1     0.1     0.1     0.5
                                     ------- ------  ------- -------    ------- ------- ------- -------  ------
Total Network Services                  5.8    6.3      7.3    19.4        3.3     3.5     4.3     5.2    16.3

Other                                   0.5    0.6      0.5     1.6        0.5     0.5     0.6     0.5     2.1
                                     ------- ------  ------- -------    ------- ------- ------- -------  ------

TOTAL DEPRECIATION AND AMORTIZATION   $43.4  $44.9    $47.2  $135.5      $35.3   $37.9   $40.0   $42.1   $155.3
                                     ======= ======  ======= =======    ======= ======= ======= ======== =======


                                                1997                              1996
                                     -------------------------------    ----------------------------------------
                                      QTR 1   QTR 2   QTR 3   TOTAL      QTR 1   QTR 2   QTR 3   QTR 4    TOTAL
                                     ------- ------- ------- -------    ------- ------- ------- -------  -------

EBITDA

Satellite Services
     World Systems                    $51.9  $51.0    $46.9  $149.8      $47.4   $47.0   $47.8   $54.1   $196.3
     Mobile Communications             18.8   19.6     21.6    60.0       23.6    22.4    19.0    12.1     77.1
                                     ------- ------  ------- -------    ------- ------- ------- -------  -------
Total Satellite Services               70.7   70.6     68.5   209.8       71.0    69.4    66.8    66.2    273.4

Network Services
     International                      1.0    3.8      3.0     7.8       (1.0)   (1.5)    0.4    (0.4)    (2.5)
     Laboratories                       0.1    0.1     (0.8)   (0.6)      (0.8)   (0.6)    8.6     0.9      8.1
     Government Programs                0.4    0.6     (0.1)    0.9        0.8     1.6     1.5     1.7      5.6
                                     ------- ------  ------- -------    ------- ------- ------- -------  -------
Total Network Services                  1.5    4.5      2.1     8.1       (1.0)   (0.5)   10.5     2.2     11.2
                                     ------- ------  ------- -------    ------- ------- ------- -------  -------

Other                                  (5.6)  (6.8)    (5.8)  (18.2)      (7.3)   (4.8)   (6.4)   (3.6)   (22.1)
                                     ------- ------  ------- -------    ------- ------- ------- -------  -------
Total EBITDA                          $66.6  $68.3    $64.8  $199.7      $62.7   $64.1   $70.9   $64.8   $262.5
                                     ======= ======  ======= =======    ======= ======= ======= =======  =======

</TABLE>

Note:
EBITDA   (earnings  before   interest,   income  taxes,   depreciation  and
amortization)  is Calculated by adding  depreciation  and  amortization and
operating  income  (loss).  Other  includes G&A expenses and Other from the
Operating income (loss) section.




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