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                                                                    Exhibit 99.3

                          ICO-TELEDESIC GLOBAL LIMITED.

     PROXY SOLICITED BY THE BOARD OF DIRECTORS FOR THE SPECIAL STOCKHOLDERS'
                       MEETING TO BE HELD ON _____, 2000

The undersigned hereby appoints ______ and ______, and each of them, as
attorneys and proxies of the undersigned, with full power of substitution, to
vote all of the shares of stock of ICO-Teledesic Global Limited, a Delaware
corporation, that the undersigned may be entitled to vote at the special
stockholders' meeting of ICO-Teledesic Global Limited to be held at [Place] on
[Date], 2000 at [Time], P.S.T., and at any and all postponements, continuations
and adjournments thereof, with all powers that the undersigned would possess if
personally present, upon and in respect of the following matter and in
accordance with the following instructions, with discretionary authority as to
any and all other matters that may properly come before the meeting. The
undersigned hereby acknowledges receipt of the (1) notice of special
stockholders' meeting of ICO-Teledesic Global Limited and (2) the accompanying
Joint Proxy Statement/Prospectus. UNLESS A CONTRARY DIRECTION IS INDICATED, THIS
PROXY WILL BE VOTED "FOR" PROPOSAL 1 AS MORE SPECIFICALLY DESCRIBED IN THE JOINT
PROXY STATEMENT/PROSPECTUS. IF SPECIFIC INSTRUCTIONS ARE INDICATED, THIS PROXY
WILL BE VOTED IN ACCORDANCE THEREWITH.

[X] Please mark votes as in this example



                                                                                  I Plan to Attend
Proposal No. 1:                                       For     Against   Abstain      the Meeting:
- ---------------                                       ---     -------   -------      ------------
                                                                      
To approve and adopt the Agreement and Plan of
Reorganization dated as of August 11, 2000
between New ICO Global Communications (Holdings)
Limited and ICO-Teledesic Global Limited              [ ]       [ ]       [ ]           [ ]


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF ICO-TELEDESIC
GLOBAL LIMITED. Whether or not you plan to attend the meeting in person, please
sign and promptly return this proxy in the return envelope so that your stock
may be represented at the meeting.

Sign exactly as your name(s) appears on your stock certificate. If shares of
stock stand of record in the names of two or more persons or in the name of
husband and wife, whether as joint tenants or otherwise, both or all of such
persons should sign this proxy. If a corporation holds shares of stock of
record, the president or vice president and the secretary or assistant secretary
should execute the proxy. If a partnership holds shares of stock of record, an
authorized person shall execute the proxy. Executors, trustees, administrators,
guardians, attorneys-in-fact or other fiduciaries should give their full title.
Please date the proxy.



                                         
Signature:                                  Signature:
          -----------------------------               -----------------------------
Date:                                       Date:
     ----------------------------------          ----------------------------------
Name (print):                               Name (print):
             --------------------------                  --------------------------
Title (if applicable):                      Title (if applicable):
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