Exhibit 23.2

INDEPENDENT AUDITORS' REPORT ON SCHEDULE

The Board of Directors and Stockholders of SkyTerra Communications, Inc.:


     Under date of March 29, 2004, we reported on the consolidated balance
sheets of SkyTerra Communications, Inc. as of December 31, 2003 and 2002, and
the related consolidated statements of operations, changes in stockholders'
equity (deficit), and cash flows for each of the years in the three-year
period ended December 31, 2003, which are included in the annual report on
Form 10-K. In connection with our audits of the aforementioned consolidated
financial statements, we also audited the related consolidated financial
statement schedule, Schedule II - Valuation and Qualifying Accounts. This
financial statement schedule is the responsibility of the Company's
management. Our responsibility is to express an opinion on this financial
statement schedule based on our audits.


     In our opinion, such financial statement schedule, when considered in
relation to the basic consolidated financial statements taken as a whole,
presents fairly, in all material respects, the information set forth therein.


/s/ KPMG LLP

New York, New York
March 29, 2004