Exhibit 99.3


                        LORAL SPACE & COMMUNICATIONS INC.
                      CHARTER OF THE COMPENSATION COMMITTEE
                            OF THE BOARD OF DIRECTORS

         The Charter of the Compensation Committee (the "Committee") of the
Board of Directors (the "Board") of Loral Space & Communications Inc. (the
"Company") is established as follows.

          I. MEMBERS. The Committee shall consist of at least three (3) members
of the Board who are neither employees of nor service providers to the Company.
The members of the Compensation Committee shall be independent directors (under
all applicable rules and regulations) and shall be appointed by the Board and
shall serve until their successors are duly elected and qualified or until their
earlier resignation or removal by the Board of Directors. One (1) member of the
Committee shall be elected Chairman of the Committee. The selection of the
members of the Committee shall be made in accordance with (i) Section 162(m) of
the Internal Revenue Code, as amended (or any successor to Section 162(m) as in
effect from time to time), and income tax regulations promulgated thereunder as
in effect from time to time, (ii) Rule 16b-3 promulgated under the Securities
Exchange Act of 1934 (the "Exchange Act") (or any successor to Rule 16b-3 as in
effect from time to time) and (iii) the applicable corporate governance rules of
the Nasdaq National Market. The Compensation Committee shall meet on the call of
its chairman, or on the call of its chairman upon the request of the full Board,
but not less than once per year, and at any other time the Compensation
Committee members may deem appropriate. The Compensation Committee has the sole
authority to retain and terminate advisors to assist in evaluating director, CEO
or senior executive compensation and any other matters described in this
Charter, including the sole authority to approve such advisors' fees and other
retention terms. A majority of the members of the Compensation Committee shall
be a quorum to transact business.

          II. MEETINGS. The Committee will hold at least one regular meeting per
year and additional meetings as the Committee members deem appropriate. Members
of the Committee may participate in a meeting of the Committee by means of a
telephone conference or similar means by which all persons participating in the
meeting can hear one another and such participation in a meeting will constitute
presence in person at the meeting. A majority of the members of the Committee
shall constitute a quorum. Officers of the Company may attend these meetings at
the invitation of the Committee, provided their attendance is in accordance with
the applicable rules of the Nasdaq National Market.

         III. MINUTES AND REPORTS. Minutes of each meeting of the Committee
shall be kept and distributed to each member of the Committee, members of the
Board who are not members of the Committee and the Secretary of the Company. The
minutes shall also be maintained with the books and records of the Company.

         IV. PROCEDURES. The Committee shall fix its own rules of procedure,
which shall be consistent with the Bylaws of the Company and this Charter.






         V. DUTIES AND RESPONSIBILITIES.

         1. To review and recommend to the Board the compensation of officers
and other senior executives of the Company, including but not limited to,
developing compensation policies that will attract and retain the highest
qualified executives, that will clearly articulate the relationship of corporate
performance to executive compensation and that will reward executives for the
Company's progress.

         2. To propose the adoption, amendment, and termination of stock option
plans, stock appreciation rights plans, pension and profit sharing plans, stock
bonus plans, stock purchase plans, bonus plans (including a management incentive
bonus plan), deferred compensation plans, and other similar programs
("Compensation Plans") and to oversee the administration of the Compensation
Plans in accordance with their terms.

         3. To review, approve and recommend the form and amount of awards to
eligible Company executives in accordance with the terms of the applicable
Compensation Plans.

         4. To prepare an annual report of the Company containing substantially
the same information required to be contained in an Annual Report on Form 10-K
under the Exchange Act which shall disclose the compensation policies applicable
to the Company's executive officers.

         5. To review annually, and more frequently at the Committee's
discretion, levels of salary, bonus and other compensation at the Company's
competitors and at other comparable or similarly situated companies with the
goal of ensuring that the Company's compensation policies are designed to
attract and maintain executive management of superior quality and ability.

         6. To review and act upon such other compensation matters as the Board
or the Chief Executive Officer of the Company wishes to have the Committee
consider.

         7. To perform such other functions and have such other powers as may be
necessary or convenient in the efficient discharge of the foregoing.

         8. To report to the Board from time to time, or whenever it shall be
called upon to do so.

         9. To review and make recommendations to the Board regarding the amount
and types of compensation that should be paid to the Company's outside
directors, to ensure that such pay levels remain competitive, taking into
account such factors as the Company's size, industry characteristics, location,
the practices at comparable companies in the same region, and such other factors
as the Committee deems relevant.

         10. To the extent practical, to monitor and ensure that independent
directors continue to meet the applicable independence requirements of Section
162(m) of the Internal Revenue Code.

         11. To retain such legal, financial or other advisors as may be
necessary or advisable to assist the Committee in fulfilling its
responsibilities, at the expense of the Company. In



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addition, the Committee shall have access to internal advisors and all other
resources within the Company to assist it in carrying out its duties and
responsibilities.

         12. To do every other act incidental to, arising out of or in
connection with, or otherwise related to, the authority granted to the Committee
hereby or the carrying out of the Committee's duties and responsibilities
hereunder.

         13. To annually review and assess the adequacy of this Charter and
recommend any proposed changes to the Board for its approval.

         14. To annually review and assess the performance of the Committee and
deliver a report to the Board setting forth the results of its evaluation.

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