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Filing Details

Accession Number:: 0001140361-10-045375
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2010-11-12 18:31:27
Reporting Period:: 2010-10-22

Filing Date:: 2010-11-12
Accepted Time:: 2010-11-12 18:31:27
Original Submission Date:: 2010-10-29
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
913665	Terrestar Corp	TSTRQ.PK	Communications Services, Nec (4899)	930976127

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1233563	Harbinger Capital Partners Master Fund I, Ltd.	C/O International Fund Svs. (Ireland) Lt 78 Sir John Rogerson'S Quay Dublin 2 L2 00000		No	No	Yes	No
1233569	Philip Falcone	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	No
1371517	Harbinger Capital Partners Special Situations Fund, L.p.	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	Yes
1371518	Harbinger Capital Partners Special Situations Gp, Llc	450 Park Avenue, 30Th Floor New York NY 10022	Director, Chairman And Ceo	No	Yes	Yes	No
1456927	Harbinger Holdings, Llc	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	No
1457298	Harbinger Capital Partners Llc	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	No
1466479	Credit Distressed Blue Line Master Fund, Ltd.	C/O International Fund Svs. (Ireland) Lt 78 Sir John Rogerson'S Quay Dublin 2 L2 00000		No	No	Yes	No
1466495	Harbinger Capital Partners Ii Gp Llc	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	No
1466496	Harbinger Capital Partners Ii Lp	450 Park Avenue, 30Th Floor New York NY 10022		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2010-10-22	452,000	$0.18	63,551,969	No	4	S	Direct
Common Stock	Disposition	2010-10-25	1,037,617	$0.16	62,514,352	No	4	S	Direct
Common Stock	Disposition	2010-10-25	387,383	$0.16	20,375,105	No	4	S	Direct
Common Stock	Disposition	2010-10-26	288,835	$0.14	62,225,517	No	4	S	Direct
Common Stock	Disposition	2010-10-26	107,833	$0.14	20,267,272	No	4	S	Direct
Common Stock	Disposition	2010-10-27	607,279	$0.13	61,618,238	No	4	S	Direct
Common Stock	Disposition	2010-10-27	226,721	$0.13	20,040,551	No	4	S	Direct
Common Stock	Disposition	2010-10-28	801,824	$0.11	60,816,414	No	4	S	Direct
Common Stock	Disposition	2010-10-28	299,352	$0.11	19,741,199	No	4	S	Direct
Common Stock	Disposition	2010-10-29	5,175,705	$0.10	55,640,709	No	4	S	Direct
Common Stock	Disposition	2010-10-29	1,932,295	$0.10	17,808,904	No	4	S	Direct
Common Stock	Disposition	2010-11-01	1,092,228	$0.15	54,548,481	No	4	S	Direct
Common Stock	Disposition	2010-11-01	407,772	$0.15	17,401,132	No	4	S	Direct
Common Stock	Disposition	2010-11-03	582,522	$0.12	53,965,959	No	4	S	Direct
Common Stock	Disposition	2010-11-03	217,478	$0.12	17,183,654	No	4	S	Direct
Common Stock	Disposition	2010-11-04	6,819,143	$0.11	47,146,816	No	4	S	Direct
Common Stock	Disposition	2010-11-04	2,545,857	$0.11	14,637,797	No	4	S	Direct
Common Stock	Disposition	2010-11-05	2,912,608	$0.13	44,234,208	No	4	S	Direct
Common Stock	Disposition	2010-11-05	1,087,392	$0.13	13,550,405	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	6.5% Senior Exchangeable PIK Notes	Acquisiton	2010-10-27	9,402,380	$43.50	1,686,798	$5.57
Common Stock	6.5% Senior Exchangeable PIK Notes	Acquisiton	2010-10-27	11,843,804	$45.50	2,124,792	$5.57
Common Stock	6.5% Senior Exchangeable PIK Notes	Acquisiton	2010-10-29	4,386,130	$55.13	786,876	$5.57

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
9,402,380	2010-10-27	2014-06-15	No	4	P	Direct
21,246,184	2010-10-27	2014-06-15	No	4	P	Direct
25,632,314	2010-10-29	2014-06-15	No	4	P	Direct

Footnotes

These shares of the Issuer's common stock, par value $0.01 per share (the "Shares"), are owned by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person.
These Shares may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners LLC ("Harbinger LLC"), the investment manager of the Master Fund; Harbinger Holdings, LLC ("Harbinger Holdings"), the manager of Harbinger LLC; and Philip Falcone ("Mr. Falcone"), the managing member of Harbinger Holdings and the portfolio manager of the Master Fund.
These Shares are owned by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Fund"), which is a Reporting Person.
These Shares may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners Special Situations GP, LLC ("HCPSS"), the general partner of the Special Fund; Harbinger Holdings, the managing member of HCPSS; and Mr. Falcone, the managing member of Harbinger Holdings and the portfolio manager of the Special Fund.
These securities are owned by Credit Distressed Blue Line Master Fund, Ltd. (the "Blue Line Fund"), which is a Reporting Person.
These securities may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners II LP ("HCP II"), the investment manager of the Blue Line Fund; Harbinger Capital Partners II GP LLC ("HCP II GP"), the general partner of HCP II; and Mr. Falcone, the managing member of HCP II GP and the portfolio manager of the Blue Line Fund.
Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.