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                                Before the
                     Federal Communications Commission
                          Washington, D.C. 20554

In re Applications of )
              )
TCI Satellite Entertainment, Inc.                         )
                                                          )
and    )                                                  File No. 91-SAT-TC-97
                                                          )
PRIMESTAR, Inc.                                           )
                                                          )
For Consent to Transfer of Control                        )
of TEMPO Satellite, Inc.                                  )
                                                          )
and    )
                                                          )
MCI Telecommunications Corporation                        )
                                                          )
and    )                                                  File No. 106-SAT-AL-97
                                                          )
PRIMESTAR LHC, Inc.                                       )
                                                          )
For Consent to Assignment of Direct                       )
Broadcast Satellite Authorizations                        )


    ORDER 
                                   
                 
                 Adopted:  June 11, 1998                                   Released:  June 12, 1998


By the Chief, International Bureau

      1.     On March 2, 1998, the International Bureau (the "Bureau") requested
PRIMESTAR and certain of its owners (individually or collectively, the "Submitting Party") to
submit information to the Commission for consideration in the above-captioned applications. 
On April 9, 1998, the Bureau adopted a Protective Order, proposed in part by the Submitting
Party, in these proceedings to ensure that the documents the Submitting Party asserted to be
confidential and proprietary were afforded adequate protection.  

   2.     Additionally, the Bureau established a pleading cycle for those parties who
wanted to comment on the information contained in the documents subject to the Protective
Order.  Comments were filed on May 7, 1998, by EchoStar Communications Corporation
("EchoStar").  On May 20, 1998, pursuant to 47 C.F.R.  0.459(a) & (b), PRIMESTAR
submitted a supplemental response to the EchoStar comments entitled, "A Further Analysis of
the Effects of Cable Diversion, Premium Service Buy Rates, and Volume Discounts on
PRIMESTAR's Competitive Incentives;  A Response to Dr. Rosston" (the "Further Analysis")
and requested that access to certain portions of this document be governed by the Protective
Order adopted in this proceeding on April 9, 1998.   

   3.     In seeking confidential treatment of the Further Analysis, which includes
PRIMESTAR's programming costs, the Submitting Party claims that "unfettered access to this
information by PRIMESTAR's competitors and programming suppliers would be competitively
detrimental to PRIMESTAR by permitting competitors to discover PRIMESTAR's cost
structure, and programmers -- the very people with whom PRIMESTAR negotiates -- would
learn what PRIMESTAR's negotiating position and expectations are, thereby defeating any
chance for fair negotiations."

   4.   The Bureau hereby grants Primestar's request that this information be made subject
to the Protective Order adopted on April 9, 1998.  We note, however, that pursuant to
paragraph 6 of that Protective Order, any requests for these documents outside the terms of the
Protective Order will be treated in accordance with sections 0.442 and 0.461 of the
Commission's rules. 

   5.    Upon issuance of this Order, the Submitting Party shall provide the Further
Analysis to the outside counsel for parties to these proceedings who have signed the declaration
required by the Protective Order.  Any other requests for access by outside counsel or experts
for parties to these proceedings shall be made pursuant to the terms of the Protective Order and
the Order Adopting the Protective Order.
  
                         FEDERAL COMMUNICATIONS COMMISSION






                         Regina M. Keeney

                         Chief, International Bureau