AMERICAN MOBILE SATELLITE CORP
8-K, 1998-10-29
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




                                October 29, 1998
                Date of Report (Date of earliest event reported)



                      AMERICAN MOBILE SATELLITE CORPORATION
             (Exact name of registrant as specified in its charter)



         DELAWARE                      0-23044                  93-0976127
(State or other jurisdiction         (Commission              (IRS Employer
     of incorporation)               File Number)           Identification No.)



             10802 Parkridge Boulevard, Reston, Virginia 20191-5416
               (Address of principal executive offices) (Zip Code)



                                 (703) 758-6000
              (Registrant's telephone number, including area code)



<PAGE>



Item 5.  Other Events

On October 29, 1998, American Mobile Satellite  Corporation  ("American Mobile")
announced the financial  results for its third quarter ended September 30, 1998.
On that date it also  announced that it reached an agreement with Stratos Global
Corporation to consolidate  American Mobile's marine  distribution  channel.  In
addition,  on that date,  American Mobile announced that,  effective  January 1,
1999,  its  President  Walt Purnell would assume the added  responsibilities  of
chief executive  officer,  with Gary Parsons continuing as Chairman of the Board
with  oversight  of mergers and  acquisitions,  strategic  planning and American
Mobile's investment in XM Satellite Radio, Inc.











<PAGE>



                                   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.



                                   AMERICAN MOBILE SATELLITE CORPORATION
                                   (Registrant)



Date: October 29, 1998             /s/ Randy S. Segal
                                   Randy S. Segal
                                   Secretary







FOR IMMEDIATE RELEASE





             AMERICAN MOBILE ANNOUNCES THIRD QUARTER 1998 FINANCIAL
                                     RESULTS


RESTON, Va. - October 29, 1998 - American Mobile Satellite  Corporation (NASDAQ:
SKYC) today  announced  financial  results for its third quarter ended September
30, 1998. Net service  revenues for the quarter  increased to $17.7 million from
$5.6 million for the same period in 1997, an increase of 216%.  Total  revenues,
including equipment sales, were $21.8 million compared with $10.8 million in the
third quarter of 1997, an increase of 102%. The company reported a third quarter
EBITDA loss of ($8.5)  million,  compared to ($9.4) million in the third quarter
of 1997 and a net loss of ($36.3)  million,  or $(1.14)  per share,  compared to
($26.3) million, or ($1.04) per share, in the prior year's third quarter.

Excluding the acquisition of ARDIS,  net service  revenues  increased 29 percent
over the same quarter in 1997, with EBITDA loss declining by 23 percent.

"During the third quarter, American Mobile achieved a significant milestone. Our
customer base has surpassed 100,000 wireless  communications  users nationwide,"
said Gary Parsons,  chairman and CEO, American Mobile.  "The addition of roughly
10,000 new subscribers,  combined with improved revenue and EBITDA trends, shows
continued  solid  growth in  American  Mobile's  core  transportation  and field
service market segments."

According to Walt Purnell,  president of American Mobile, "Our subscriber growth
is being led by organizations committing and recommitting their mission-critical
applications to American Mobile.  These companies include CNF Transportation,  a
large new customer which recently named American  Mobile its exclusive  wireless
data  network,  and NCR,  a  long-standing  customer  which  signed  a  contract
extension following an extensive network  evaluation.  American Mobile addresses
the  complete  wireless  communications  needs of its  customers  with  superior
coverage, unparalleled service and proven project management experience."

As announced  separately,  American Mobile reached agreement with Stratos Global
Corporation  making  Stratos the  exclusive  distributor  of  American  Mobile's
maritime product to authorized dealers and existing Skycell customers.  American
Mobile will  continue to offer  capacity on a wholesale  non-exclusive  basis to
other parties who serve the maritime market.  As part of the agreement,  Stratos
will pay US $8.5 million for selected assets and contracts of American  Mobile's
maritime  operation.  Combining American Mobile's maritime efforts with those of
Stratos is expected to provide improved focus and service to maritime customers,
and an opportunity to more aggressively develop the maritime marketplace.


<PAGE>




Also,  effective January 1, 1999,  American Mobile announced that its president,
Walt  Purnell,  would  assume  the  added  responsibilities  of chief  executive
officer. Gary Parsons will continue as Chairman of the Board, overseeing mergers
and  acquisitions,  strategic  planning and American  Mobile's  investment in XM
Satellite  Radio,  Inc.  "This  step  is  in  recognition  of  Walt's  excellent
performance in integrating  the two companies  during this past year, and allows
us to focus our  executive  attention on the strategic  opportunities  which are
important to American Mobile's future." said Gary Parsons.


About American Mobile

American   Mobile   (www.AmMobile.com)   owns   and   operates   an   integrated
terrestrial/satellite  network and provides a wide range of mobile communication
services,  including  digital voice  dispatch,  data  communications,  dual-mode
mobile messaging,  position reporting  services,  and satellite telephone to the
continental U.S., Alaska,  Hawaii, Puerto Rico, the Virgin Islands, and hundreds
of  miles of U.S.  coastal  waters.  American  Mobile  services  are used in the
transportation,   field  service,  maritime,  two-way  messaging  and  telemetry
markets. The company's major shareholders include Hughes  Communications,  Inc.,
Motorola, Inc., Singapore Telecom, and AT&T Wireless Services.
                                                  # # #

Factors  that could cause  forward-looking  statements  in this news  release to
differ materially from actual results are discussed in American Mobile Satellite
Corporation's  Form 10K for the year ended December 31, 1997, and other periodic
filings the company has made with the Securities and Exchange Commission. Copies
of the filings  are  available  upon  request  from  American  Mobile  Satellite
Corporation's investor relations department.

Reference:  #98- 26

For more information contact:
Naomi Yeransian                                 Jon Bornstein/Albie Jarvis
American Mobile, Public Relations               Copithorne & Bellows
847-478-4233                                    919-562-6787/617-450-4300
[email protected]                    [email protected]

Eric Swank
American Mobile, Investor Relations
703-758-6121
[email protected]








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