ECHOSTAR SATELLITE BROADCASTING CORPORATION
NOTICE OF GUARANTEED DELIVERY
of 13 1/8% Senior Secured Discount Notes
due 2004
As set forth in the Prospectus dated , 1996 (the
"Prospectus") of EchoStar Satellite Broadcasting Corporation (the "Issuer") and
its subsidiaries under "The Exchange Offer--How to Tender" and in the Letter of
Transmittal for 13 1/8% Senior Secured Discount Notes due 2004 (the "Letter of
Transmittal"), this form or one substantially equivalent hereto must be used to
accept the Exchange Offer (as defined below) of the Issuer if: (i) certificates
for the above-referenced Notes (the "Old Notes") are not immediately available,
(ii) time will not permit all required documents to reach the Exchange Agent (as
defined below) on or prior to the Expiration Date (as defined in the Prospectus)
or (iii) the procedures for book-entry transfer cannot be completed on or prior
to the Expiration Date (as defined below). Such form may be delivered by hand
or transmitted by telegram, telex, facsimile transmission or letter to the
Exchange Agent.
To: First Trust National Association
(the "Exchange Agent")
BY FACSIMILE:
(612) 244-1537
CONFIRM BY TELEPHONE TO:
(612) 244-1197
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BY MAIL/HAND DELIVERY/OVERNIGHT DELIVERY:
First Trust National Association
Attn: Phyllis Meath
Specialized Finance Group
180 East Fifth Street
St. Paul, Minnesota 55101
Delivery of this instrument to an address other than
as set forth above or transmittal of this instrument to
a facsimile or telex number other than as set forth
above does not constitute a valid delivery.
Ladies and Gentlemen:
The undersigned hereby tenders to the Issuer, upon the terms and conditions
set forth in the Prospectus and the Letter of Transmittal (which together
constitute the "Exchange Offer"), receipt of which are hereby acknowledged, the
principal amount of Old Notes set forth below pursuant to the guaranteed
delivery procedures described in the Prospectus and the Letter of Transmittal.
The Exchange Offer will expire at 5:00 p.m., New York City time, on
, 1996, unless extended by the Issuer. With respect to the Exchange
Offer, "Expiration Date" means such time and date, or if the Exchange Offer is
extended, the latest time and date to which the Exchange Offer is so extended by
the Issuer.
All authority herein conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall survive the death or incapacity of the undersigned and
every obligation of the undesigned under this Notice of Guaranteed Delivery
shall be binding upon the heirs, personal representatives, executors,
administrators, successors, assigns, trustees in bankruptcy and other legal
representatives of the undersigned.
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SIGNATURES Principal amount of Old Notes
Exchanged:
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Signature of Owner $
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Signature of Owner (if more than one) Certificate Nos. of Old Notes
(if available)
Dated: , 1996 -------------------------------------
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Name(s): -------------------------------------
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(Please Print)
IF OLD NOTES WILL BE DELIVERED
BY BOOK-ENTRY TRANSFER, PROVIDE
Address: THE DEPOSITORY TRUST COMPANY ("DTC")
------------------------------- ACCOUNT NO.:
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Account No.
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(Include Zip Code)
Area Code and
Telephone No.:
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Capacity (full title), if
signing in a representative
capacity:
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Taxpayer Identification or
Social Security No.:
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GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a member of a recognized signature guarantee
medallion program within the meaning of Rule 17Ad-15 under the
Securities Exchange Act of 1934, as amended, hereby guarantees
(a) that the above-named person(s) own(s) the above-described
securities tendered hereby within the meaning of Rule 10b-4
under the Securities Exchange Act of 1934, (b) that such tender
of the above-described securities complies with Rule 10b-4, and
(c) that delivery of such certificates pursuant to the
procedure for book-entry transfer, in either case with delivery
of a properly completed and duly executed Letter of Transmittal
(or facsimile thereof) and any other required documents, is
being made within five New York Stock Exchange trading days
after the date of execution of a Notice of Guaranteed Delivery
of the above-named person.
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Name of Firm:
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(Authorized Signature)
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Number and Street or P.O. Box Title:
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City State Zip Code
Date:
Tel. No.
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Fax No.:
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NOTE: DO NOT SEND CERTIFICATES REPRESENTING NOTES WITH THIS NOTICE. NOTES
SHOULD BE SENT TO THE EXCHANGE AGENT TOGETHER WITH A PROPERLY
COMPLETED AND DULY EXECUTED LETTER OF TRANSMITTAL.