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                                                                     EXHIBIT 3.5


    STATE OF DELAWARE
   SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 07/21/1993
   713202014 - 2344596

                     CERTIFICATE OF LIMITED PARTNERSHIP OF
                      ORBCOMM INTERNATIONAL PARTNERS, L.P.

         This Certificate of Limited Partnership of ORBCOMM International
Partners, L.P. (the "Partnership"), dated as of June 30, 1993, has been duly
executed and is being filed by the undersigned for the purposes of forming a
limited partnership under Section 17-101 through 17-1109 of Chapter 17, Title 6
of the Code of the State of Delaware.


                                       I.

                                      Name

         The name of the Partnership is ORBCOMM International Partners, L.P.


                                      II.

                     Registered Office and Registered Agent

         The registered office of the partnership in the State of Delaware is
located at 1013 Centre Road, City of Wilmington, County of New Castle, Delaware
19801.  The name of the registered agent of the Partnership at that address is
Corporation Service Company.


                                      III.

                      Name and Address of General Partners

         The name and mailing address of the general partners of the
Partnership are:

                 Orbital Communications Corporation
                 21700 Atlantic Boulevard
                 Dulles, Virginia 20166

                 Teleglobe Mobile Partners
                 1000 rue de La Gauchetiere ouest
                 Montreal, Quebec H3B 4X5
                 Canada
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         IN WITNESS WHEREOF, each of the undersigned general partners has duly
executed this instrument as of the date first written above.

                                        ORBITAL COMMUNICATIONS CORPORATION
                                        
                                        
                                        By: /s/ ALAN L. PARKER
                                           -------------------------------------
                                             Alan L. Parker, President
                                        
                                        
                                        
                                        TELEGLOBE MOBILE PARTNERS
                                        
                                        By:  Teleglobe Mobile Investment Inc.,
                                                  its Managing Partner
                                        
                                        
                                        
                                             By: /s/ GUTHRIE J. STEWART
                                                --------------------------------
                                                  Guthrie J. Stewart, Secretary





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