1 EXHIBIT 10.15.1 AMENDMENT NO. 1 TO RESTATED MASTER AGREEMENT This Amendment No. 1 to the Restated Master Agreement ("Amendment No. 1") is made and entered into this 5th day of February 1997 by and among Orbital Sciences Corporation ("Orbital"), Orbital Communications Corporation ("ORBCOMM"), Teleglobe Inc. ("Teleglobe") and Teleglobe Mobile Partners ("Teleglobe Mobile"). W I T N E S S E T H WHEREAS, Orbital, ORBCOMM, Teleglobe and Teleglobe Mobile previously entered into a Restated Master Agreement dated as of September 12, 1995 (the "Restated Master Agreement"); and WHEREAS, Orbital, ORBCOMM, Teleglobe and Teleglobe Mobile desire to amend and modify the Restated Master Agreement. NOW, THEREFORE, the parties agree as follows: SECTION 1. Terms used but not otherwise defined herein shall have the meanings assigned thereto in the Restated Master Agreement. SECTION 2. Section 4.1(d) of the Restated Master Agreement is hereby amended to replace the number "750,000" appearing therein with the number "900,000". IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 to the Restated Master Agreement as of the day and year first above written. ORBITAL SCIENCES CORPORATION By: /s/ BRUCE W. FERGUSON ------------------------------------ Name: Bruce W. Ferguson Title: Executive Vice President and General Manager/Communications and Information Systems Group 2 ORBITAL COMMUNICATIONS CORPORATION By: /s/ ALAN L. BARKER ------------------------------------ Name: Alan L. Parker Title: President TELEGLOBE INC. By: /s/ CLAUDE SEGUIN ------------------------------------ Name: Claude Seguin Title: Executive Vice President, Finance and Corporate Development and Chief Financial Officer TELEGLOBE MOBILE PARTNERS By: Teleglobe Mobile Investment Inc., its Managing Partner By: /s/ CLAUDE SEGUIN ------------------------------------ Name: Claude Seguin Title: Chairman of the Board and Chief Executive Officer 2