s29889== /02

S2983/3018
Approved by OMB
3060−0678

Date & Time Filed: Feb 15 2023 3:28:09:400PM

File Number: SAT−MOD−20230215−00036

FCC APPLICATION FOR SPACE AND EARTH STATION:MOD OR AMD − MAIN FORM FCC Use Only

FCC 312 MAIN FORM FOR OFFICIAL USE ONLY

APPLICANT INFORMATION
Enter a description of this application to identify it on the main menu:
Gen1 Satellite Upgrade Mod
1−8. Legal Name of Applicant

Name: Space Exploration Holdings, LLC Phone Number: 202−649−2700

DBA Fax Number: 202−649−2701
Name:
Street: 1155 F Street, N.W. E−Mail: david.goldman@spacex.com
Suite 475
City: Washington State: DC
Country: USA Zipcode: 20004 −
Attention: Mr David Goldman

1
 ATTACHMENT TO GRANT
Space Exploration Holdings, LLC
SAT-MOD-20230215-00036

ICFS File No(s): SAT-MOD-20230215-00036 1 GRANTED–

Licensee/Grantee: Space Exploration Holdings, LLC (SpaceX) With Conditions
Call Sign: S2983/3018
Satellite Name: SpaceX First Generation Starlink Constellation
Orbital Location: Non-geostationary satellite orbit (NGSO)
4,408 satellites operating between 540 km and 570 km
1,584 satellites at 540 km with inclination of 53.2
degrees
1,584 satellites at 550 km with inclination of 53 degrees Space Bureau
520 satellites at 560 km with inclination of 97.6 degrees Satellite Programs and Policy
720 satellites at 570 km with inclination of 70 degrees Division
Administration: United States of America
Nature of Service: Fixed Satellite Service (FSS)
Scope of Grant: Modification of license for operation of the SpaceX First Generation Starlink Constellation
due to planned changes in satellite hardware, including modification of beam-forming and
digital processing equipment to enable narrower beam capabilities, and updates to orbital
debris mitigation plan due to planned deployment of larger satellites. 2

1
This application was placed on public notice on March 3, 2023. See Satellite Policy Branch Information, Space Stations
Accepted for Filing, Report No. SAT-01705 (Mar. 3, 2023). DISH Network Corporation (DISH) filed a petition for
additional information, additional conditions, or denial. See Petition for Additional Information, Additional Conditions, or
Denial of DISH Network Corporation, ICFS File No. SAT-MOD-20230215-00036 (filed Apr. 3, 2023) (DISH Petition).
SpaceX filed an opposition to DISH’s petition, and DISH filed a reply. See Opposition of Space Exploration Holdings, LLC,
ICFS File No. SAT-MOD-20230215-00036 (filed Apr. 18, 2023) (SpaceX Opposition); Reply of DISH Network
Corporation, ICFS File No. SAT-MOD-20230215-00036 (filed Apr. 25, 2023) (DISH Reply). The record has continued to
develop, with DISH and SpaceX submitting multiple ex parte filings and letters. See Letter from David Goldman, Senior
Director of Satellite Policy, Space Exploration Technologies Corp., to Marlene H. Dortch, Secretary, FCC, ICFS File No.
SAT-MOD-20230215-00036 (dated May 9, 2023) (SpaceX May 9, 2023 Letter); Letter from Pantelis Michalopoulos, Legal
Counsel, DISH Network Corporation, to Marlene H. Dortch, Secretary, FCC, ICFS File Nos. SAT-MOD-20230215-00036,
SAT-LOA-20200526-00055, SAT-AMD-20210818-00105, SES-LIC-20230228-00232 (dated May 24, 2023) (DISH May
24, 2023 Letter); Ex Parte Presentation of DISH Network Corp., GN Docket No. 23-135, ICFS File Nos. SAT-MOD-
20230207-00021, SAT-MOD-20230215-00036, SAT-AMD-20210818-00105, SES-LIC-20230228-00232, SES-RWL-
20230227-00219, SES-RWL-20230227-00220, SES-LIC-20230227-00221 (filed Jun. 2, 2023) (DISH June 2, 2023 Ex
Parte); Letter from David Goldman, Senior Director Satellite Policy, Space Exploration Technologies Corp., to Marlene H.
Dortch, Secretary, FCC, GN Docket No. 23-135, ICFS File Nos. SAT-MOD-20230207-00021, SAT-MOD-20230207-00022,
SAT-LOA-20200526-00055, SAT-AMD-20210818-00105, SAT-MOD-20230215-00036, SES-LIC-20230228-00232, SES-
RWL-20230227-00219, SES-RWL-20230227-00220, SES-LIC-20230227-00221 (dated Jun. 6, 2023) (SpaceX June 6, 2023
Letter); Letter from David Goldman, Senior Director Satellite Policy, Space Exploration Technologies Corp., to Marlene H.
Dortch, Secretary, FCC, ICFS File No. SAT-MOD-20230215-00036 (dated Jun. 30, 2023) (SpaceX June 30, 2023 Letter);
Letter from Pantelis Michalopoulos, Legal Counsel, DISH Network Corporation, to Marlene H. Dortch, Secretary, FCC,
ICFS File Nos. SAT-MOD-20230215-00036, SAT-LOA-20200526-00055, SAT-AMD-20210818-00105 (dated July 13,
2023) (DISH Jul. 13, 2023 Letter); Letter from David Goldman, Vice President, Satellite Policy, Space Exploration
Technologies Corp., to Marlene H. Dortch, Secretary, FCC, ICFS File No. SAT-MOD-20230215-00036 (dated Jul. 24, 2023)
(SpaceX July 24, 2023 Letter); Letter from David Goldman, Vice President, Satellite Policy, Space Exploration Technologies
Corp., to Marlene H. Dortch, Secretary, FCC, ICFS File No. SAT-MOD-20230215-00036 (dated Sept. 29, 2023) (SpaceX
September 29, 2023 Letter); Ex Parte Presentation of Space Exploration Holdings LLC, ICFS File No. SAT-MOD-
20230215-00036 (dated Mar. 25, 2024) (SpaceX March 25, 2024 Ex Parte); Ex Parte Presentation of Space Exploration
Holdings LLC, ICFS File No. SAT-MOD-20230215-00036 (dated Apr. 19, 2024) (SpaceX April 19, 2024 Ex Parte). We
address DISH’s comments in para. 5 below.
2
SpaceX proposes to deploy larger satellites with two potential form factors as its upgraded first generation satellites — one
to be deployed on the Falcon 9 launch vehicle and one to be deployed on the Starship launch vehicle. These two form factors
are described in SpaceX’s instant modification request. See Space Exploration Holdings LLC, Request for Modification of

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 ATTACHMENT TO GRANT
Space Exploration Holdings, LLC
SAT-MOD-20230215-00036

Previous grant(s) Space Exploration Holdings, LLC, Application for Approval for Orbital Deployment and
Operating Authority for the SpaceX NGSO Satellite System, Memorandum Opinion, Order
and Authorization, 33 FCC Rcd 3391 (2018) (SpaceX Gen 1 Authorization)

Space Exploration Holdings, LLC, Request for Modification of the Authorization for the
SpaceX NGSO Satellite System, Order and Authorization, 34 FCC Rcd 2526 (IB 2019)
(SpaceX Gen1 First Modification Order)

Space Exploration Holdings, LLC, Request for Modification of the Authorization of the
SpaceX NGSO System, Memorandum Opinion and Order, 35 FCC Rcd 5649 (IB 2020)
(SpaceX Gen1 First Modification Reconsideration Order)

Space Exploration Holdings, LLC, Request for Modification of the Authorization for the
SpaceX NGSO Satellite System, Order and Authorization, 34 FCC 12307 (IB 2019)
(SpaceX Gen1 Second Modification Order)

Space Exploration Holdings, LLC, Request for Modification of the Authorization for the
SpaceX NGSO Satellite System, 36 FCC Rcd 122 (IB 2021) (SpaceX Gen1 Third
Modification Partial Grant)

Space Exploration Holdings, LLC, Request for Modification of the Authorization for the
SpaceX NGSO Satellite System, Order and Authorization and Order on Reconsideration, 36
FCC Rcd 7995 (2021) (SpaceX Gen1 Third Modification Order) 3
Service Area(s): Global
Frequencies: Service links down (space-to-Earth): 10.7-12.7 GHz, 17.8-18.6 GHz, 18.8-19.3 GHz, 19.7-
20.2 GHz
Service links up (Earth-to-space): 12.75-13.25 GHz, 14.0-14.5 GHz, 27.5-29.1 GHz, and
29.5-30 GHz
Telemetry/Tracking (space-to-Earth): 12.15-12.25 GHz
Command (Earth-to-space): 13.85-14.0 GHz
Unless otherwise specified herein, operations under this grant must comport with the legal and technical
specifications set forth by the applicant or petitioner and with the Federal Communications Commission’s
rules not waived herein. This grant is also subject to the following conditions:
1. This authorization is subject to the following requirements and conditions, which include all conditions
placed on previous authorizations of the SpaceX Gen1 Starlink system: 4

the Authorization of the SpaceX NGSO Satellite System, ICFS File No. SAT-MOD-20230215-00036, Technical Attachment
at A11, n.17 (filed Feb. 15, 2023) (SpaceX Fourth Modification Application); SpaceX April 19, 2024 Ex Parte. We note that
SpaceX is required to seek modification of its satellite authorization for changes to radiofrequency operations as well as
changes to its orbital debris mitigation plan resulting from changes to the physical characteristics of its space stations. See 47
CFR § 25.117(a); see also infra, condition 1t.
3
Petitions for Reconsideration remain pending against the SpaceX Gen1 Third Modification Order. See Petition for
Reconsideration of SES Americom and O3b Limited, ICFS File No. SAT-MOD-20200417-00037 (filed May 27, 2021);
Petition for Reconsideration of Hughes Network Systems LLC, ICFS File No. SAT-MOD-20200417-00037 (filed May 27,
2021).
4
We note that SpaceX has satisfied some of these conditions. The conditions here replicate the full set of conditions
applicable to SpaceX operations as specified in prior orders, except conditions 1b and 1dd have been added consistent with
other recent satellite authorizations, and conditions 1p and 1s have been edited solely for clarity. With respect to SpaceX’s

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 ATTACHMENT TO GRANT
Space Exploration Holdings, LLC
SAT-MOD-20230215-00036

a. SpaceX must timely provide the Commission with the information required for Advance Publication,
Coordination, and Notification of the frequency assignment(s) for this constellation, including due
diligence information, pursuant to Articles 9 and 11 of the International Telecommunications Union
(ITU) Radio Regulations. This authorization may be modified, without prior notice, consistent with
the coordination of the frequency assignment(s) with other Administrations. See 47 CFR §
25.111(b). SpaceX is responsible for all cost-recovery fees associated with the ITU filings. 47 CFR
§ 25.111(d).
b. In connection with the provision of service in any particular country, SpaceX is obliged to comply
with the applicable laws, regulations, rules, and licensing procedures of that country.
c. Operations in the 10.7-11.7 GHz (space-to-Earth) frequency band are authorized up to the applicable
power flux-density limits in 47 CFR § 25.208(b), and up to the equivalent power flux-density
requirements of Article 22 of the ITU Radio Regulations, as well as Resolution 76 (Rev. WRC-15) of
the ITU Radio Regulations.
d. In the 10.7-11.7 GHz band, operations must be coordinated with the radio astronomy observatories
listed in 47 CFR § 2.106(c)(131), to achieve a mutually acceptable agreement regarding the
protection of the radio telescope facilities operating in the 10.6-10.7 GHz band. For the purposes of
coordination with these listed facilities or the National Radio Quiet Zone, correspondence should be
directed to the National Science Foundation Spectrum Management Unit (Email: esm@nsf.gov).
e. Operations in the 11.7-12.2 GHz (space-to-Earth) frequency band are authorized up to the power
flux-density limits in Article 21 of the ITU Radio Regulations, and up to the equivalent power flux-
density requirements of Article 22 of the ITU Radio Regulations, as well as Resolution 76 (Rev.
WRC-15) of the ITU Radio Regulations.
f. Operations in the 12.2-12.7 GHz (space-to-Earth) frequency band are authorized up to the power
flux-density limits in 47 CFR § 25.208(o) and Article 21 of the ITU Radio Regulations, and up to the
equivalent power flux-density requirements of Article 22 of the ITU Radio Regulations, as well as
Resolution 76 (Rev. WRC-15) of the ITU Radio Regulations, and are subject to the condition that
SpaceX not use more than one satellite beam from any of its satellites in the same frequency in the
same or overlapping areas at a time.
g. Operations in the 12.75-13.25 GHz (Earth-to-space) frequency band must be in accordance with
footnote 5.441 to the U.S. Table of Frequency Allocations, 47 CFR § 2.106(b)(5.441), which states
that operations in this band are subject to application of the provisions of No. 9.12 for coordination
with other non-geostationary-satellite systems in the fixed-satellite service. Non-geostationary-
satellite systems in the fixed-satellite service shall not claim protection from geostationary-satellite
networks in the fixed-satellite service operating in accordance with the Radio Regulations. Non-
geostationary-satellite systems in the fixed-satellite service in the 12.75-13.25 GHz (Earth-to-space)

orbital debris mitigation plans for the upgraded satellites SpaceX is authorized to deploy in accordance with this
modification, conditions 1t and 1v have been modified, and conditions 1w, 1y, and 1cc have been added, consistent with
certain conditions on the Commission’s authorization for SpaceX’s second generation constellation. See Space Exploration
Holdings, LLC, Request for Orbital Deployment and Operating Authority for the SpaceX Gen2 NGSO Satellite System, Order
and Authorization, 37 FCC Rcd 14882, 14952-14953, paras. 135x, y, bb, and dd (2022) (SpaceX Gen2 First Partial Grant);
see also Space Exploration Holdings, LLC, Request for Orbital Deployment and Operating Authority for the SpaceX Gen2
NGSO Satellite System, Order and Authorization, DA 24-222, paras. 22zz, aaa, bbb, eee, and ggg (rel. Mar. 8, 2024) (SpaceX
Gen2 E-band Partial Grant). Similarly, conditions 1z, 1aa, and 1bb have been added to match conditions on the
authorization for the SpaceX second generation constellation relating to impacts on optical astronomy and potential
atmospheric effects from satellite reentry. See SpaceX Gen2 First Partial Grant, 37 FCC Rcd at 14853, paras. 135ee, ff, and
gg; SpaceX Gen2 E-band Partial Grant, DA 24-222, at paras. 22hhh, iii, and jjj.
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frequency band shall be operated in such a way that any unacceptable interference that may occur
during their operation shall be rapidly eliminated.
h. Operations of non-geostationary-satellite systems in the 12.75-13.25 GHz (Earth-to-space) frequency
band are restricted to individually licensed earth stations in accordance with footnote NG57 to the
U.S. Table of Frequency Allocations, 47 CFR § 2.106(d)(57). In the 13.85-14.5 GHz (Earth-to-
space) frequency band reception is permitted for levels up to the equivalent power flux-density
requirements of Article 22 of the ITU Radio Regulations.
i. In the 14.47-14.5 GHz band, operations are subject to footnote US342 to the U.S. Table of Frequency
Allocations, 47 CFR § 2.106(c)(342), and all practicable steps must be taken to protect the radio
astronomy service from harmful interference.
j. Space-to-Earth operations in the 17.8-18.6 GHz, 18.8-19.3 GHz, and 19.7-20.2 GHz frequency bands
must complete coordination with U.S. Federal systems, in accordance with footnote US334 to the
United States Table of Frequency Allocations, 47 CFR § 2.106(c)(334), prior to being used. The use
of space-to-Earth operations in the 17.8-18.6 GHz, 18.8-19.3 GHz, and 19.7-20.2 GHz bands must be
in accordance with any signed coordination agreement between SpaceX and U.S. Federal operators.
Two weeks prior to the start of any operations in the 17.8-18.6 GHz, 18.8-19.3 GHz, and 19.7-20.2
GHz bands, SpaceX must provide contact information for a 24/7 point of contact for the resolution of
any harmful interference to Jimmy Nguyen, Email: Jimmy.Nguyen@us.af.mil.
k. Operations in the 19.7-20.2 GHz frequency band are subject to the condition that SpaceX may not use
more than one satellite beam for satellite transmissions in the same frequency to the same or
overlapping areas at a time.
l. Operations in the 18.8-19.3 GHz (space-to-Earth) frequency band are authorized up to the power
flux-density limits in Article 21 of the ITU Radio Regulations.
m. In the 27.5-28.6 GHz and 29.5-30 GHz (Earth-to-space) frequency bands reception is permitted at
levels up to the applicable equivalent power flux-density requirements of Article 22 of the ITU Radio
Regulations.
n. Operations in the 27.5-28.35 GHz (Earth-to-space) frequency band are secondary with respect to
Upper Microwave Flexible Use Service (UMFUS) operations, except for FSS operations associated
with earth stations authorized pursuant to 47 CFR § 25.136 and will comply with any determinations
set forth in the Spectrum Frontiers proceeding (GN Docket 14-177).
o. Operations in the 28.35-28.6 GHz and 29.5-30 GHz (Earth-to-space) frequency bands are on a
secondary basis with respect to GSO FSS operations.
p. For downlink operations in the Ku-band, SpaceX must ensure that the PFD, as measured on the
surface of the Earth, satisfies the applicable limits set forth in the Commission’s rules, 47 CFR §
25.208(o), and the ITU Radio Regulations, including for the lower satellite altitude and elevation
angles authorized in the SpaceX Gen1 Third Modification Order. 5 In accordance with the SpaceX
Gen1 Third Modification Order, SpaceX must reduce the PFD for its Ka-band downlinks by 7 dB as
compared to the operations authorized in the SpaceX Gen1 Authorization.
q. Under 47 CFR § 25.146(a), SpaceX must receive a favorable or “qualified favorable” finding in
accordance with Resolution 85 (WRC-03) with respect to its compliance with applicable equivalent
power flux-density limits in Article 22 of the ITU Radio Regulations. In case of an unfavorable
finding, SpaceX must adjust its operation to satisfy the ITU requirements. SpaceX must cooperate
with other NGSO FSS operators in order to ensure that all authorized operations jointly comport with
the applicable limits for aggregate equivalent power flux-density in the space-to-Earth direction

5
SpaceX Gen1 Third Modification Order, 36 FCC Rcd at 8048, para. 97o.
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contained in Article 22 of the ITU Radio Regulations, as well as Resolution 76 (WRC-03) of the ITU
Radio Regulations.
r. SpaceX must make available to any requesting party the data used as input to the ITU-approved
validation software to demonstrate compliance with applicable Equivalent Power Flux Density
(EPFD) limits.
s. SpaceX must accept any additional interference resulting from the changes to its system authorized in
the SpaceX Gen1 Third Modification Order as compared to the initial SpaceX Gen1 Authorization,
from licensees or market access grantees authorized in the Commission’s NGSO 2016 Processing
Round. SpaceX must also accept any additional interference into its Ka-band uplink resulting from
the changes authorized in the SpaceX Gen1 Third Modification Order as compared to the initial
SpaceX Gen1 Authorization, from the Kuiper Systems, LLC NGSO system as authorized in July
2020. For this purpose, the allowable level of uplink interference from Kuiper into SpaceX shall be
established by a showing submitted by Kuiper and accepted by the Commission that its operations
would not have caused harmful interference to SpaceX’s NGSO system at the altitudes where SpaceX
would have operated prior to grant of its third modification request for its Gen1 system.
t. SpaceX must operate consistent with the technical specifications provided to the Commission in
connection with past authorizations for its Gen1 system, as modified or otherwise supplemented by
specifications filed in connection with the instant modification request, including antenna beam; GSO
avoidance angle; physical characteristics; frequencies used for satellite communications, including
outside the United States; and other technical information patterns. Should SpaceX wish to alter
these technical specifications, it must apply for a license modification from the Commission.
u. During launch and early orbit phase operations, payload testing, and deorbit of its satellites, SpaceX
must operate on a non-harmful interference basis, i.e. SpaceX must not cause harmful interference
and must accept any interference received. In the event of any harmful interference under this grant,
SpaceX must immediately cease operations upon notification of such interference and inform the
Commission, in writing, of such an event.
v. SpaceX must provide a semi-annual report, by January 1 and July 1 each year, covering the preceding
six-month period, respectively, from June 1 to November 30 and December 1 to May 31. The report
should include the following information:
i. The number of conjunction events identified for Starlink satellites during the reporting
period, and the number of events that resulted in an action (maneuver or coordination with
another operator), as well as any difficulties encountered in connection with the collision
avoidance process and any measures taken to address those difficulties.
ii. Satellites that, for purposes of disposal, were removed from operation or screened from
further deployment at any time following initial deployment, and identifying whether this
occurred less than five years after the satellite began regular operations or was available for
use as an on-orbit replacement satellite,
iii. Satellites that re-entered the atmosphere,
iv. Satellites for which there was a disposal failure, 6 i.e., a satellite that loses the capability to
maneuver effectively after being raised from its injection orbit, including a discussion of any
assessed cause of the failure and remedial actions.
v. Identification of any collision avoidance system outages or unavailability, either on a system-
wide basis or for individual satellites. An “outage” would include any individual satellite

6
Id. at 8030, para. 61.
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anomaly that results in a satellite not achieving targeted risk mitigation via maneuver.
SpaceX must also provide a report if during any continuous one-year period that begins after April 2,
2021, there are three or more satellite disposal failures. Such report shall be filed not later than 10 days
following the third disposal failure and must either state the assessed cause of the failure and remedial
actions for each of the disposal failures during the period, if available, or provide a schedule for
completion of a process for doing so.
Based on the information reported, the license may be subject to additional terms and conditions,
including additional reporting obligations, limitations on additional deployments, requirements for early
removal of satellites from orbit, or any other appropriate conditions to limit collision risk.
w. SpaceX shall maintain full control of its satellites at all times and shall operate its satellites in
accordance with any existing coordination agreements.
x. SpaceX must maintain satellite orbits so as to operate all of its satellites at or below 580 km.
y. SpaceX must communicate and collaborate with NASA to ensure that deployment and operation of
its satellites does not unduly constrain deployment and operation of NASA assets and missions,
supports safety of both SpaceX and NASA assets and missions and preserves long-term sustainable
space-based communications services. SpaceX must report on the progress of its communications
and collaboration efforts to the Commission in its regular reports specified in condition v.
z. SpaceX must continue to coordinate and collaborate with NASA to promote a mutually beneficial
space environment that would minimize impacts to NASA’s science missions involving astronomy.
aa. SpaceX must coordinate with NSF to achieve a mutually acceptable agreement to mitigate the impact
of its satellites on optical ground-based astronomy. SpaceX must submit an annual report to the
Commission, by January 1st each year covering the preceding year containing the following
information: (1) whether it has reached a coordination agreement with NSF addressing optical
astronomy; and (2) any steps SpaceX has taken to reduce the impact of its satellites on optical
astronomy, including but not limited to darkening, deflecting light away from the Earth, attitude
maneuvering, and provision of orbital information to astronomers for scheduling observations around
satellites’ locations.
bb. SpaceX must follow its commitment 7 to work with the scientific community to explore methods to
collect observational data on formation of alumina from satellite reentry, to implement reasonable
methods that are discovered to the extent practicable, and to report findings from these measurements
taken to the Commission, as part of its annual report specified in condition aa.
cc. Upon receipt of a conjunction warning from the 18th Space Control Squadron or other source,
SpaceX must review and take all possible steps to assess the collision risk and mitigate collision risk
if necessary. As appropriate, steps to assess and mitigate should include, but are not limited to:
contacting the operator of any active spacecraft involved in such warning; sharing ephemeris data and
other appropriate operational information with any such operator; modifying spacecraft attitude
and/or operations.
dd. This authorization is subject to modification to bring it into conformance with any rules or policies
adopted by the Commission in the future. Accordingly, any investments made toward operations in
the bands authorized in this order by SpaceX in the United States assume the risk that operations may
be subject to additional conditions or requirements as a result of any future Commission actions.
This includes, but is not limited to, any conditions or requirements resulting from any action in the

7
See SpaceX Gen2 First Partial Grant, 37 FCC Rcd at 14942, para. 117.
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proceedings associated with IB Docket 22-271 and IB Docket 18-313, 8 WTB Docket 20-443, 9 WT
Docket 20-133, 10 IB Docket 21-456, 11 GN Docket 22-352, 12 and GN Docket 23-65. 13
ee. IT IS FURTHER ORDERED that SpaceX is subject to the rules regarding the sharing of ephemeris
data in section 25.146(e) of the Commission’s rules, 47 CFR § 25.146(e).
2. This authorization is also subject to the following requirements:
a. SpaceX must post a surety bond in satisfaction of 47 CFR §§ 25.165(a)(1) & (b) no later than April
30, 2018, 14 and thereafter maintain on file a surety bond requiring payment in the event of a default in an
amount, at minimum, determined according to the formula set forth in 47 CFR § 25.165(a)(1); and

b. SpaceX must launch 50% of the maximum number of proposed space stations, place them in the
assigned orbits, and operate them in accordance with the station authorization no later than March 29,
2024, 15 and SpaceX must launch the remaining space stations necessary to complete its authorized service
constellation, place them in their assigned orbits, and operate each of them in accordance with the
authorization no later than March 29, 2027. 47 CFR § 25.164(b). 16

Failure to post and maintain a surety bond will render this grant null and void automatically, without further
Commission action. Failure to meet the milestone requirements of 47 CFR § 25.164(b) may result in
SpaceX’s authorization being reduced to the number of satellites in use on the milestone date. Failure to
comply with the milestone requirement of 47 CFR § 25.164(b) will also result in forfeiture of SpaceX’s
surety bond. By April 15, 2027, SpaceX must either demonstrate compliance with its milestone
requirement or notify the Commission in writing that the requirement was not met. 47 CFR § 25.164(f).

3. Operations must comply with spectrum sharing procedures among NGSO FSS space stations specified in
47 CFR § 25.261 with respect to any NGSO system licensed or granted U.S. market access pursuant to

8
See generally Mitigation of Orbital Debris in the New Space Age, Report and Order and Further Notice of Proposed
Rulemaking, 35 FCC Rcd 4156 (2020); Space Innovation: Mitigation of Orbital Debris in the New Space Age, Second
Report and Order, 37 FCC Rcd 11818 (2022); Mitigation of Orbital Debris in the New Space Age, Order on Reconsideration,
FCC 24-6 (Jan. 26, 2024).
9
See generally Expanding Flexible Use of the 12.2-12.7GHz Band et. al., WT Docket No. 20-443, Notice of Proposed
Rulemaking, 36 FCC Rcd 606 (2021).
10
See generally Modernizing and Expanding Access to the 70/80/90 GHz Bands, Report and Order and Further Notice of
Proposed Rulemaking, FCC 24-16 (Jan. 26, 2024).
11
See generally Revising Spectrum Sharing Rules for Non-Geostationary Orbit, Fixed-Satellite Service Systems; Revision of
Section 25.261 of the Commission’s Rules to Increase Certainty in Spectrum Sharing Obligations Among NGSO FSS
Systems, Order and Notice of Proposed Rulemaking, 36 FCC Rcd 17871 (2021).
12
See generally Expanding Use of the 12.7-13.25 GHz Band for Mobile Broadband or Other Expanded Use, Notice of
Inquiry and Order, 37 FCC Rcd 13427 (2022).
See generally Single Network Future: Supplemental Coverage from Space, Order and Further Notice of Proposed
13

Rulemaking, FCC 24-28 (Mar. 15, 2024).

14
We note that SpaceX filed the required bond on April 23, 2018, and filed a rider to that bond on March 25, 2019, that
increases the maximum penal sum of the original surety bond in compliance with the Commission’s rules and the terms of
SpaceX’s authorization.
15
On September 9, 2022, the Commission determined that SpaceX met this milestone requirement. See Satellite Policy
Branch Information Actions Taken, Public Notice, DA 22-933, Report No. SAT-01663 (Sep. 9, 2022).
16
We note that the NGSO FSS Order modified section 25.164(b) to offer additional flexibility and requires launch and
operation of 50% of an authorized system within six years of grant and the remaining satellites within nine years of grant.
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the processing rounds initiated in Public Notice, DA 16-804 and Public Notice, DA 17-524. Spectrum
sharing between SpaceX’s operations and operations of NGSO systems granted U.S. market access,
where such operations do not include communications to or from the U.S. territory, are governed only by
the ITU Radio Regulations and are not subject to section 25.261.
4. SpaceX’s request for waiver of Section 25.114(a)(1) of the Commission’s rules, 47 CFR § 25.114(a)(1) is
GRANTED. As required by the Commission’s rules, SpaceX has submitted with its application a
completed Schedule S, which contains certain technical information in a prescribed form. However,
SpaceX has found that it cannot accurately describe its system in certain respects due to limitations in
Schedule S itself. Given that SpaceX has implemented work-arounds to provide the relevant information
on its application, we find that a waiver of the requirement to complete certain aspects or fields of
Schedule S is warranted.
5. The Petition for Additional Information, Additional Conditions, or Denial of DISH Network Corporation
is DENIED. Space Bureau staff have reviewed the technical information submitted by both SpaceX and
DISH, and we find that SpaceX has submitted sufficient information to evaluate this modification’s
impact on the interference environment. 17 Furthermore, we disagree with DISH that SpaceX’s use of
smaller beams will result in SpaceX violating Commission and ITU EPFD limits. Nor does this
modification mean that SpaceX is not required to comply with the condition that it may not use more than
one satellite beam for satellite transmissions in the same frequency to the same or overlapping areas at a
time. 18 With this modification, SpaceX will utilize advanced beam-forming technology, which will allow
for narrow, more focused pointing to ground stations. With this more focused capability, SpaceX will be
able to better comply with the condition not to communicate in the same frequency with more than one
satellite beam to any one area or overlapping areas at a time. SpaceX would continue to operate in
compliance with this condition in connection with the instant modification, along with all other
conditions on its license. 19 Based on the technical information SpaceX has provided, SpaceX’s use of
narrower beams does not mean that there is a change in relative separation between cells using the same
frequency, 20 contrary to DISH’s argument that SpaceX is attempting to pack more satellite beams into the
same area, which according to DISH’s expert engineer would impact DISH’s service because earth
stations would be impacted by more than one satellite beam at a time.21 SpaceX states that it is scaling
the size of its beams and the corresponding spot size to enable the most efficient use of spectrum and
increase network capacity, 22 therefore bringing more robust service to American consumers in unserved
and underserved areas. SpaceX has certified that its first generation system will comply with applicable
EPFD limits, 23 and SpaceX further states that this modification is consistent with its current ITU filings,
for which the ITU has issued a favorable finding in the Ku-band (including the 12.2-12.7 GHz band
DISH is concerned with). 24 SpaceX’s certification and a favorable or qualified favorable finding by the
ITU is what is required under the Commission’s rules to demonstrate compliance with EPFD limits and

17
DISH contends that SpaceX has not provided sufficient information in accordance with the Commission’s rules, arguing
that the first generation Starlink satellites, as modified, are no longer technically identical to the satellites previously
authorized by the Commission. See DISH Petition at 3-5, Exhibit 1 at 1, 11-12.
18
Id. at 5, Exhibit 1 at 9.
19
See SpaceX Opposition at 3, 4-5, 7; SpaceX May 9, 2023 Letter at 1.
20
See SpaceX May 9, 2023 Letter at 2.
21
See DISH Petition at 2, 5, Exhibit 1 at 1, 9.
22
See SpaceX May 9, 2023 Letter at 2.
23
See SpaceX Gen1 Fourth Modification Application, Narrative at II.
24
Id. at 7; SpaceX Opposition at 4; SpaceX May 9, 2023 Letter at 1.
Page 8 of 9
 ATTACHMENT TO GRANT
Space Exploration Holdings, LLC
SAT-MOD-20230215-00036

therefore protect geostationary orbit (GSO) satellites from harmful interference. 25 Consistent with the
Commission’s prior decisions, we continue to decline to consider analysis that is conducted with
modifications to the ITU-approved validation software. 26 SpaceX is correct that the ITU-approved
software does not take into account the impact of nearby beams because NGSO systems have operational
constraints in place to prevent interference into their own system.27 We continue to condition SpaceX’s
authorization on SpaceX communicating with only one satellite beam at a time in the same frequency in
the same or overlapping areas. We find these conditions remain sufficient to protect DISH’s service from
interference. We also find that arguments related to SpaceX’s second generation system 28 are not
relevant to this modification of SpaceX’s first generation constellation and therefore decline to address
that issue in conjunction with the instant modification request.
6. Grant of this modification is without prejudice to the petitions for reconsideration filed by SES Americom
and O3B Limited and Hughes Network Systems regarding the SpaceX Gen1Third Modification Order. 29
7. Grant of this authorization is without prejudice to any action taken in connection with SpaceX’s second
generation Starlink constellation.
8. This grant does not alter the license term for the SpaceX First Generation Starlink satellite system.
Licensee/grantee is afforded thirty (30) days from the date of release of this action to decline the grant as
conditioned. Failure to respond within this period will constitute formal acceptance of the grant as conditioned.

This action is taken pursuant to Section 0.261 of the Commission’s rules on delegated authority, 47 CFR § 0.261,
and is effective upon release.

Station licenses are subject to the conditions specified in Section 309(h) of the Communications Act of 1934, as
amended, 47 U.S.C. § 309(h).

Action August 16, 2024

Date:
Term Dates From: August 16, 2024 To: see conditions

Approved:

Merissa L. Velez
Chief, Satellite Programs and Policy Division

25
See 47 CFR §§ 25.146(a)(2), 25.146(c).
26
See SpaceX Third Modification Order, 36 FCC Rcd at 8021, para. 40 (“[T]he relevant analysis under the Commission’s
rules is analysis using ITU-approved software.”).
27
See, e.g., SpaceX Opposition at 6-7 (citing Visualyse EPFD User Guide, Transfinite Systems Ltd 44 (Nov. 2022),
https://download.transfinite.com/websitedownloadsVisualyseEPFDUserGuide.pdf); SpaceX May 9, 2023 Letter at 3.
28
Both DISH and SpaceX agree that certain issues raised in this ICFS proceeding are not relevant to modification of
SpaceX’s first generation system. See SpaceX May 9, 2023 Letter at 3-4; DISH May 24, 2023 Letter at 1-2; SpaceX June 30,
2023 Letter at 1-2; DISH July 13, 2023 Letter at 1-2; SpaceX July 24, 2023 Letter at 1.
29
See Petition for Reconsideration of SES Americom and O3b Limited, ICFS File No. SAT-MOD-20200417-00037 (filed
May 27, 2021); Petition for Reconsideration of Hughes Network Systems LLC, ICFS File No. SAT-MOD-20200417-00037
(filed May 27, 2021).
Page 9 of 9
9−16. Name of Contact Representative

Name: William M. Wiltshire Phone Number: 202−730−1350

Company: HWG LLP Fax Number:
Street: 1919 M St NW E−Mail: wwiltshire@hwglaw.com
8th Floor
City: Washingtin State: DC
Country: USA Zipcode: 20036−
Attention: Relationship: Legal Counsel

CLASSIFICATION OF FILING
17. Choose the button next to the
classification that applies to this filing for (N/A) b1. Application for License of New Station
both questions a. and b. Choose only one (N/A) b2. Application for Registration of New Domestic Receive−Only Station
for 17a and only one for 17b. b3. Amendment to a Pending Application
b4. Modification of License or Registration
a1. Earth Station
b5. Assignment of License or Registration
a2. Space Station b6. Transfer of Control of License or Registration
b7. Notification of Minor Modification
(N/A) b8. Application for License of New Receive−Only Station Using Non−U.S. Licensed
Satellite
(N/A) b9. Letter of Intent to Use Non−U.S. Licensed Satellite to Provide Service in the United
States
(N/A) b10. Other (Please specify)
(N/A) b11. Application for Earth Station to Access a Non−U.S.satellite Not Currently Authorized
to Provide the Proposed Service in the Proposed Frequencies in the United States
(N/A) b12. Application for Database Entry
b13. Amendment to a Pending Database Entry Application
b14. Modification of Database Entry

2
 17c. Is a fee submitted with this application?
If Yes, complete and attach FCC Form 159. If No, indicate reason for fee exemption (see 47 C.F.R.Section 1.1114).
Governmental Entity Noncommercial educational licensee
Other(please explain):

17d.

Fee Classification

18. If this filing is in reference to an 19. If this filing is an amendment to a pending application enter both fields, if this filing is a
existing station, enter: modification please enter only the file number:
(a) Call sign of station: (a) Date pending application was filed: (b) File number:
S2983/3018
SATMOD2020041700037

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TYPE OF SERVICE
20. NATURE OF SERVICE: This filing is for an authorization to provide or use the following type(s) of service(s): Select all that apply:

a. Fixed Satellite
b. Mobile Satellite
c. Radiodetermination Satellite
d. Earth Exploration Satellite
e. Direct to Home Fixed Satellite
f. Digital Audio Radio Service
g. Other (please specify)

21. STATUS: Choose the button next to the applicable status. Choose 22. If earth station applicant, check all that apply.
only one. Using U.S. licensed satellites
Common Carrier Non−Common Carrier Using Non−U.S. licensed satellites

23. If applicant is providng INTERNATIONAL COMMON CARRIER service, see instructions regarding Sec. 214 filings. Choose one. Are these
facilities:
Connected to a Public Switched Network Not connected to a Public Switched Network N/A

24. FREQUENCY BAND(S): Place an ’X’ in the box(es) next to all applicable frequency band(s).
a. C−Band (4/6 GHz) b. Ku−Band (12/14 GHz)
c.Other (Please specify upper and lower frequencies in MHz.)
Frequency Lower: Frequency Upper: (Please specify additional frequencies in an attachment)

4
TYPE OF STATION
25. CLASS OF STATION: Choose the button next to the class of station that applies. Choose only one.
a. Fixed Earth Station
b. Temporary−Fixed Earth Station
c. 12/14 GHz VSAT Network
d. Mobile Earth Station
e. Geostationary Space Station
f. Non−Geostationary Space Station
g. Other (please specify)

26. TYPE OF EARTH STATION FACILITY:

Transmit/Receive Transmit−Only Receive−Only N/A
"For Space Station applications, select N/A."

5
PURPOSE OF MODIFICATION

27. The purpose of this proposed modification is to: (Place an ’X’ in the box(es) next to all that apply.)

a −− authorization to add new emission designator and related service

b −− authorization to change emission designator and related service
c −− authorization to increase EIRP and EIRP density
d −− authorization to replace antenna
e −− authorization to add antenna
f −− authorization to relocate fixed station
g −− authorization to change frequency(ies)
h −− authorization to add frequency
i −− authorization to add Points of Communication (satellites & countries)
j −− authorization to change Points of Communication (satellites & countries)
k −− authorization for facilities for which environmental assessment and
radiation hazard reporting is required
l −− authorization to change orbit location
m −− authorization to perform fleet management
n −− authorization to extend milestones
o −− Other (Please specify)

6
ENVIRONMENTAL POLICY

28. Would a Commission grant of any proposal in this application or amendment have a significant environmental Yes No
impact as defined by 47 CFR 1.1307? If YES, submit the statement as required by Sections 1.1308 and 1.1311 of
the Commission’s rules, 47 C.F.R. 1.1308 and 1.1311, as an exhibit to this application.A Radiation Hazard Study
must accompany all applications for new transmitting facilities, major modifications, or major amendments.

ALIEN OWNERSHIPEarth station applicants not proposing to provide broadcast, common carrier, aeronautical en route or
aeronautical fixed radio station services are not required to respond to Items 30−34.

29. Is the applicant a foreign government or the representative of any foreign government? Yes No

30. Is the applicant an alien or the representative of an alien? Yes No N/A

31. Is the applicant a corporation organized under the laws of any foreign government? Yes No N/A

32. Is the applicant a corporation of which more than one−fifth of the capital stock is owned of record or voted by Yes No N/A
aliens or their representatives or by a foreign government or representative thereof or by any corporation organized
under the laws of a foreign country?

7
33. Is the applicant a corporation directly or indirectly controlled by any other corporation of which more than Yes No N/A
one−fourth of the capital stock is owned of record or voted by aliens, their representatives, or by a foreign
government or representative thereof or by any corporation organized under the laws of a foreign country?

34. If any answer to questions 29, 30, 31, 32 and/or 33 is Yes, attach as an exhibit an identification of the aliens or
foreign entities, their nationality, their relationship to the applicant, and the percentage of stock they own or vote.

BASIC QUALIFICATIONS

35. Does the Applicant request any waivers or exemptions from any of the Commission’s Rules? Yes No
If Yes, attach as an exhibit, copies of the requests for waivers or exceptions with supporting documents.

Waiver Requests

36. Has the applicant or any party to this application or amendment had any FCC station authorization or license Yes No
revoked or had any application for an initial, modification or renewal of FCC station authorization, license, or
construction permit denied by the Commission? If Yes, attach as an exhibit, an explination of circumstances.

8
37. Has the applicant, or any party to this application or amendment, or any party directly or indirectly controlling Yes No
the applicant ever been convicted of a felony by any state or federal court? If Yes, attach as an exhibit, an
explination of circumstances.

38. Has any court finally adjudged the applicant, or any person directly or indirectly controlling the applicant, Yes No
guilty of unlawfully monopolizing or attemptiing unlawfully to monopolize radio communication, directly or
indirectly, through control of manufacture or sale of radio apparatus, exclusive traffic arrangement or any other
means or unfair methods of competition?If Yes, attach as an exhibit, an explanation of circumstances

39. Is the applicant, or any person directly or indirectly controlling the applicant, currently a party in any pending Yes No
matter referred to in the preceding two items? If yes, attach as an exhinit, an explanation of the circumstances.

40. If the applicant is a corporation and is applying for a space station license, attach as an exhibit the names,
address, and citizenship of those stockholders owning a record and/or voting 10 percent or more of the Filer’s
voting stock and the percentages so held. In the case of fiduciary control, indicate the beneficiary(ies) or class of Ownership Info
beneficiaries. Also list the names and addresses of the officers and directors of the Filer.

9
41. By checking Yes, the undersigned certifies, that neither applicant nor any other party to the application is Yes No
subject to a denial of Federal benefits that includes FCC benefits pursuant to Section 5301 of the Anti−Drug Act of
1988, 21 U.S.C. Section 862, because of a conviction for possession or distribution of a controlled substance. See
47 CFR 1.2002(b) for the meaning of "party to the application" for these purposes.

42a. Does the applicant intend to use a non−U.S. licensed satellite to provide service in the United States? If Yes, Yes No
answer 42b and attach an exhibit providing the information specified in 47 C.F.R. 25.137, as appropriate. If No,
proceed to question 43.

42b. What administration has licensed or is in the process of licensing the space station? If no license will be issued, what administration has
coordinated or is in the process of coordinating the space station?United States

43. Description. (Summarize the nature of the application and the services to be provided). (If the complete description does not appear in this
box, please go to the end of the form to view it in its entirety.)
Application to deploy upgraded satellite hardware in the currently authorized SpaceX
satellite system.

Narrative

10
43a. Geographic Service Rule Certification A
By selecting A, the undersigned certifies that the applicant is not subject to the geographic service or geographic
coverage requirements specified in 47 C.F.R. Part 25.
B
By selecting B, the undersigned certifies that the applicant is subject to the geographic service or geographic
coverage requirements specified in 47 C.F.R. Part 25 and will comply with such requirements.
C
By selecting C, the undersigned certifies that the applicant is subject to the geographic service or geographic
coverage requirements specified in 47 C.F.R. Part 25 and will not comply with such requirements because it is not
feasible as a technical matter to do so, or that, while technically feasible, such services would require so many
compromises in satellite design and operation as to make it economically unreasonable. A narrative description
and technical analysis demonstrating this claim are attached.
Technical Attachment

CERTIFICATION
The Applicant waives any claim to the use of any particular frequency or of the electromagnetic spectrum as against the regulatory power of the
United States because of the previous use of the same, whether by license or otherwise, and requests an authorization in accordance with this
application. The applicant certifies that grant of this application would not cause the applicant to be in violation of the spectrum aggregation limit
in 47 CFR Part 20. All statements made in exhibits are a material part hereof and are incorporated herein as if set out in full in this application.
The undersigned, individually and for the applicant, hereby certifies that all statements made in this application and in all attached exhibits are
true, complete and correct to the best of his or her knowledge and belief, and are made in good faith.

11
44. Applicant is a (an): (Choose the button next to applicable response.)

Individual
Unincorporated Association
Partnership
Corporation
Governmental Entity
Other (please specify)

45. Name of Person Signing 46. Title of Person Signing

David Goldman Director of Satellite Policy
−−>

WILLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND / OR IMPRISONMENT
(U.S. Code, Title 18, Section 1001), AND/OR REVOCATION OF ANY STATION AUTHORIZATION
(U.S. Code, Title 47, Section 312(a)(1)), AND/OR FORFEITURE (U.S. Code, Title 47, Section 503).

12
FCC NOTICE REQUIRED BY THE PAPERWORK REDUCTION ACT

The public reporting for this collection of information is estimated to average 2 hours per response, including the time for reviewing instructions,
searching existing data sources, gathering and maintaining the required data, and completing and reviewing the collection of information. If you
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Federal Communications Commission, AMD−PERM, Paperwork Reduction Project (3060−0678), Washington, DC 20554. We will also accept
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Remember − You are not required to respond to a collection of information sponsored by the Federal government, and the government may not
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THE FOREGOING NOTICE IS REQUIRED BY THE PAPERWORK REDUCTION ACT OF 1995, PUBLIC LAW 104−13, OCTOBER
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