Form 8-k



UNITED STATES
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):
November 15, 2004 (November 10, 2004)


 SkyTerra Communications, Inc.
(Exact name of registrant as specified in its charter)


Delaware 000-13865 23-2368845
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


 19 West 44th Street, Suite 507, New York, New York 10036
(Address of principal executive offices, including zip code)


 (212) 730-7540
(Registrant's telephone number, including area code)


 N/A
(Former name or former address, if changed since last report)




Section 7 – Regulation FD


Item 7.01 Regulation FD Disclosure

On November 10, 2004, SkyTerra Communications, Inc. issued a press release announcing the FCC ruling granting ATC authority to the MSV Joint Venture. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this report on Form 8-K.

The information in the report, including the exhibit hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Exchange Act, except as expressly set forth by specific reference in such a filing.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Number   Description

99.1   Press release issued by SkyTerra Communications, Inc. on November 10, 2004.


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 hereto duly authorized.

     SKYTERRA COMMUNICATIONS, INC.
(Registrant)

DATE:   November 15, 2004   By:  /s/   Robert C. Lewis
       
  Name:     Robert C. Lewis
  Title:     Senior Vice President and
General Counsel