AMENDMENT NO. 8

                           TO THE CONTRACT
                               BETWEEN

                    ECHOSTAR SATELLITE CORPORATION

                                 AND

                     MARTIN MARIETTA CORPORATION




This Amendment, is effective the 18th day of July 1996.

WITNESS THAT:

WHEREAS, EchoStar Satellite Corporation ("Buyer") and Martin Marietta 
Corporation ("Contractor"), mutually agree to amend the subject Contract to:

- -    revise ARTICLE 4 PAYMENT;

- -    revise ARTICLE 4A SPACECRAFT IN-ORBIT PAYMENT SECURITY;

- -    revise ARTICLE 20 ASSIGNMENT.

NOW THEREFORE, in consideration of the mutual covenants and conditions 
contained herein, Buyer and Contractor agree to modify the Contract as 
follows:





ARTICLE 4    PAYMENT

Delete paragraph F.6 in its entirety and replace with the following:

F.6 The In-Orbit payments, including the interest thereon, will be secured
    by a written corporate guarantee provided by EchoStar Communications 
    Corporation (ECC).  The security will be provided no later than
    thirty (30) days after the signing of this amendment.

ARTICLE 4A.  SPACECRAFT IN-ORBIT PAYMENT SECURITY

A.1 Delete in its entirety.

A.3 Add subparagraphs a and b as follows:

a.  Effective December 31, 1996, and on each June 30th and December 31st 
    thereafter (each a "Review Date"), provided that Buyer is not delinquent
    in any of its In-Orbit payments, Contractor shall perform the following
    calculation in order to determine the number of shares of preferred 
    stock (if any), which shall be released free and clear from the Escrow.
    The formula shall be:

    "A - ((B x 1.5)/C) = D",

    Where:

    "A" is equal to the number of preferred shares in the Escrow on the 
    applicable Review Date;

    "B" is equal to the total outstanding In-Orbit payments, plus interest, 
    due to Contractor on the applicable Review Date for the First Two Flights,
    less $30 million;

    "C" is equal to the average of the closing price of a share of ECC Class A
    Common Stock as quoted on the NASDAQ (or such other national securities 
    exchange on which ECC's Class A Common Stock is traded on the applicable
    Review Date) for the thirty business day period immediately preceding the
    applicable Review Date; and

    "D" is equal to the number of preferred shares to be released from 
    Escrow.

b.  In the event that "D" is equal to or less than zero, no shares shall be 
    returned.  In the event that "D" is greater than zero, Contractor shall 
    cause the appropriate number of preferred shares to be released from
    escrow and returned within thirty (30) business days of the applicable 
    Review Date.



ARTICLE 20  ASSIGNMENT

Add new paragraph C as follows:

C.  Buyer consents to the assignment of this contract from Martin Marietta 
    Corporation to Lockheed Martin Corporation effective as of January 29, 
    1996.

IN WITNESS WHEREOF, the parties hereto have executed this Contract Amendment.

ECHOSTAR SATELLITE CORPORATION        MARTIN MARIETTA CORPORATION


By: /s/ David K. Moskowitz              By: /s/ Peter H. Wiggett
    ---------------------------           ---------------------------
    Senior Vice President                 Director Contracts
                                          Astrospace Commercial
Agreed as to the guarantee.

ECHOSTAR COMMUNICATIONS CORPORATION


By: /s/ David K. Moskowitz
    ---------------------------
    Senior Vice President