EXHIBIT 99.3
ECHOSTAR COMMUNICATIONS CORPORATION
OFFER TO EXCHANGE
12 1/8% SERIES B SENIOR REDEEMABLE
EXCHANGEABLE PREFERRED STOCK DUE 2004
FOR
12 1/8% SERIES B SENIOR REDEEMABLE
EXCHANGEABLE PREFERRED STOCK DUE 2004
THAT WAS ISSUED AND SOLD IN A TRANSACTION
EXEMPT FROM REGISTRATION UNDER THE SECURITIES
ACT OF 1933, AS AMENDED
To Securities Dealers, Commercial Banks
Trust Companies and Other Nominees:
Enclosed for your consideration is a Prospectus dated _______, 1997 (as
the same may be amended or supplemented from time to time (the "Prospectus")
and a form of Letter of Transmittal (the "Letter of Transmittal") relating to
the offer (the "Exchange Offer") by EchoStar Communications Corporation (the
"Issuer") to exchange up to 200,000 Shares of its 12 1/8% Series B Senior
Redeemable Exchangeable Preferred Stock due 2004 (the "Exchange Shares") for
up to 200,000 Shares of its outstanding 12 1/8% Series B Senior Redeemable
Exchangeable Preferred Stock due 2004 that were issued and sold in a
transaction exempt from registration under the Securities Act of 1933, as
amended (the "Old Series B Shares").
We are asking you to contact your clients for whom you hold Old Series B
Shares registered in your name or in the name of your nominee. In addition,
we ask you to contact your clients who, to your knowledge, hold Old Series B
Shares registered in their own name. The Issuer will not pay any fees or
commissions to any broker, dealer or other person in connection with the
solicitation of tenders pursuant to the Exchange Offer. You will, however,
be reimbursed by the Issuer for customary mailing and handling expenses
incurred by you in forwarding any of the enclosed materials to your clients.
The Issuer will pay all transfer taxes, if any, applicable to the tenderer of
Old Series B Shares to it or its order, except as otherwise provided in the
Prospectus and the Letter of Transmittal.
Enclosed are copies of the following documents:
1. The Prospectus;
2. A Letter of Transmittal for your use in connection with the
exchange of Old Series B Shares and for the information of your clients
(facsimile copies of the Letter of Transmittal may be used to exchange Old
Series B Shares);
3. A form of letter that may be sent to your clients for whose
accounts you hold Old Series B Shares registered in your name or the name
of your nominee, with space provided for obtaining the clients' instructions
with regard to the Exchange Offer;
4. A Notice of Guaranteed Delivery; and
5. Guidelines of the Internal Revenue Service for Certification of
Taxpayer Identification Number on Substitute Form W-9;
Your prompt action is requested. The Exchange Offer will expire at 5:00
p.m., Eastern Time, on _____, _______, 1998, unless extended (the "Expiration
Date"). Old Series B Shares tendered pursuant to the Exchange Offer may be
withdrawn, subject to the procedures described in the Prospectus, at any time
prior to the Expiration Date.
To tender Old Series B Shares, certificates for Old Series B Shares or a
Book-Entry Confirmation, a duly executed and properly completed Letter of
Transmittal or a facsimile thereof, and any other required documents, must be
received by the Exchange Agent as provided in the Prospectus and the Letter
of Transmittal.
Questions and requests for assistance with respect to the Exchange Offer or
for additional copies of the enclosed material may be directed to the Exchange
Agent at its address set forth in the Prospectus or at 303-234-5300.
Very truly yours,
ECHOSTAR COMMUNICATIONS CORPORATION
NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU
OR ANY PERSON AS AN AGENT OF THE ISSUER OR THE EXCHANGE AGENT, OR ANY AFFILIATE
THEREOF, OR AUTHORIZE YOU OR ANY OTHER PERSON TO MAKE ANY STATEMENTS OR USE ANY
DOCUMENT ON BEHALF OF ANY OF THEM WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR
THE ENCLOSED DOCUMENTS AND THE STATEMENTS EXPRESSLY MADE IN THE PROSPECTUS AND
THE LETTER OF TRANSMITTAL.