Exhibit 99.3
                                       SES
                               Chateau de Betzdorf
                                 L-6815 Betzdorf
                            Grand Duchy of Luxembourg
                                 March 29, 2007
GE-CFE Luxembourg S. a ▇.▇.
GE Capital Equity Holdings Inc.
General Electric Capital Corporation
▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Ladies and Gentlemen:
Reference is made to (i) the Share Redemption Agreement by and among SES, GE CFE
Luxembourg S. a ▇.▇., GE Capital Equity Holdings Inc., and General Electric
Capital Corporation, dated as of February 13, 2007 (the "Redemption Agreement")
and (ii) the escrow agreement, dated as of March 23, 2007, between SES, the GE
Entities and UBS AG, New York Branch, a U.S. branch of a Swiss banking
corporation ("UBS") (the "Escrow Agreement"). The parties to this letter
agreement (this "Letter Agreement") desire to amend the Redemption Agreement,
pursuant to Section 11.15 thereof, in the manner set forth in this Letter
Agreement. Capitalized terms not otherwise defined in this Letter Agreement
shall have the meaning assigned thereto in the Redemption Agreement.
         The parties hereby amend the Redemption Agreement as follows:
         1.       Item 3 of Schedule 8.1(b)(iii) to the Redemption Agreement
                  ("Japan: telecom authority approval, including AMC-23 landing
                  rights"), together with the related footnote (the "Japan
                  Telecom Approval"), shall be, and hereby is, deleted from such
                  Schedule 8.1(b)(iii), such that the Japan Telecom Approval
                  shall not be a condition to closing under Section 8.1 of the
                  Redemption Agreement; provided, however, that such deletion
                  shall not affect the parties' obligations with respect to the
                  Japan Telecom Approval under Section 6.6 of the Redemption
                  Agreement; provided, further, that SES shall cause Americom to
                  maintain in full force and effect the Japanese registration,
                  authorization and permit referred to in Items 4, 5 and 6 of
                  Schedule 3.2(g) to the Redemption Agreement (the "Japanese
                  Landing Rights") until such time as Americom Government
                  Services, Inc. ("AGS") holds the Japanese Landing Rights, from
                  which time SES shall cause AGS to maintain in full force and
                  effect the Japanese Landing Rights until such time as (i) the
                  parties agree in good faith that they are no longer required
                  for AGS' service in Japan or (ii) the GE Entities notify SES
                  that Americom or AGS may surrender or otherwise cause such
                  Japanese Landing Rights no longer to be in full force and
                  effect.
                  At Closing those services under the Americom/AGS Master
                  Agreement (as defined in Schedule 2.3(i) of the Schedules to
                  the Redemption Agreement) which relate to the provision of the
                  satellite transponder capacity on the AMC-23 Satellite in
                  Japan shall be provided through SES Americom. The Americom/AGS
                  Master Agreement shall provide that Americom is permitted to
                  re-sell such satellite transponder capacity to AGS and that GE
                  acts solely as provider of such satellite transponder capacity
                  to Americom and performs no other function with respect
                  thereto.
                  SES shall and shall cause AGS to use reasonable best efforts
                  to ensure that AGS is granted a type I license by the
                  appropriate Japanese regulatory Authorities. At such time as
                  AGS is granted a type I license by the appropriate Japanese
                  regulatory authorities, SES shall cause the AGS Contracts to
                  be assigned by Americom to Splitco and shall cause Americom to
                  agree to terminate the AMC Contract.
         2.       Section 8.1(b)(v) (Hong Kong Telecommunication Authority) of
                  the Redemption Agreement shall be, and hereby is, deleted in
                  its entirety; provided, however, that such deletion shall not
                  affect the parties' obligations under Section 6.6 of the
                  Redemption Agreement with respect to any formal consent or
                  other instrument required to be provided or issued by the Hong
                  Kong Telecommunications Authority for the purposes of a waiver
                  of compliance with note 4 of rule 26.2 of the Hong Kong
                  Takeover Code.
         3.       Section 8.1(b)(vi) of the Redemption Agreement shall be, and
                  hereby is, deleted in its entirety; provided, however, that
                  such deletion shall not affect the parties' obligations under
                  Section 6.6 of the Redemption Agreement with respect to such
                  matters.
         4.       Section 8.1(b)(iv) of the Redemption Agreement shall be, and
                  hereby is, deleted in its entirety; provided, however, that
                  such deletion shall not affect the parties' obligations under
                  Section 6.6 of the Redemption Agreement with respect to such
                  matters.
         5.       Notwithstanding anything to the contrary contained in the
                  Redemption Agreement, if the Closing occurs prior to April 5,
                  2007, then (i) at the Closing, legal title to the one hundred
                  and three million, one hundred and forty-nine thousand, nine
                  hundred (103,149,900) Class C Shares shall be held by UBS for
                  SES as the beneficial owner pursuant to the terms of the
                  Escrow Agreement in lieu of legal title to such Class C Shares
                  being assigned, transferred, conveyed and delivered directly
                  to SES by the GE Entities and (ii) for purposes of the
                  Redemption Agreement, the "Closing Date" shall be the date on
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                  which SES shall assign, transfer, convey and deliver to the GE
                  Entities and the GE Entities shall accept and acquire from
                  SES, each in proportion to their holdings of Class C Shares,
                  all of the Splitco Shares as consideration in kind for the
                  redemption by SES of the Class C Shares.
         6.       SES hereby designates Splitco as a third party beneficiary of
                  the provisions of Section 6.31(b) of the Redemption Agreement.
                  As a result, Splitco shall have the right and ability to
                  enforce the provisions of Section 6.31(b) as if it were a
                  party to the Redemption Agreement.
         7.       Section 2.4(a) of the Redemption Agreement shall be, and
                  hereby is, deleted in its entirety.
         8.       Section 5.4 of the Redemption Agreement is amended and
                  restated in its entirety to read as follows: "As of the date
                  hereof, CFE owns a total of 98,653,542 Class C Shares and GCEH
                  owns a total of 4,496,358 Class C Shares. As of the Closing,
                  UBS will have good and valid legal title to such Class C
                  Shares for SES as beneficial owner, free and clear of all
                  Encumbrances (except for Encumbrances created by this
                  Agreement, the Escrow Agreement and SES's organizational
                  documents). Upon transfer to SES of the Class C Shares in
                  accordance with the terms of the Escrow Agreement, and subject
                  to the registration of the transfer of the Class C Shares in
                  the register of SES, SES shall acquire good and valid legal
                  title to such shares, free and clear of any Encumbrances,
                  other than Encumbrances created by SES or any of its
                  Subsidiaries."
         9.       The GE Entities hereby agree and acknowledge that SES has
                  satisfied its obligations under Section 6.30(b) of the
                  Redemption Agreement.
         10.      Schedule 2.3(i) is amended and restated in its entirety as set
                  forth in Exhibit A attached hereto.
         11.      Item 3 of Schedule 6.27(a) is hereby amended and restated to
                  read in its entirety as follows: "Corporate Guarantee by SES
                  Global Europe S.A. in favor of Gilat, dated February 24,
                  2006." A new paragraph (c) is hereby added to Section 6.27 of
                  the Redemption Agreement to read as follows: "(c) In the event
                  that prior to Closing the GE Entities shall not have delivered
                  substitute guarantees of the GE Entities to replace the Master
                  Performance Guarantee by SES Astra S.A. dated July, 6, 2004,
                  then the GE Entities shall use reasonable best efforts to
                  deliver such substitute guarantee as promptly as practicable
                  (any documentation related to such substitute guarantee is
                  referred to as the "Alpine Agreements")." Notwithstanding any
                  provision in (i) the Deed of Novation and Amendment dated as
                  of March 29, 2007 between Gilat Satellite Networks Ltd, Gilat
                  Satellite Networks (Holland) B.V., Satlynx, SES Global Europe
                  SA and Splitco and (ii) the Alpine Agreements (together, the
                  "Novations"), the parties hereto agree that nothing in the
                                       3
                  Novations shall limit or in any manner affect the terms and
                  conditions set forth in the Redemption Agreement (including
                  the representations and warranties made thereunder by SES to
                  the GE Entities). If there shall be any conflict between (i)
                  the Novations, on the one hand, and (ii) the provisions of the
                  Redemption Agreement on the other hand, the provisions of the
                  Redemption Agreement shall govern.
         12.      A new Section 6.30(e) is hereby added to the Redemption
                  Agreement to read as follows: "For a period of six months
                  following the Closing Date, the GE Entities shall cause
                  Splitco and its Affiliates (including Satlynx) to retain and
                  use reasonable best efforts to keep safe any and all records
                  that relate to SES Digital Distribution Services S. a ▇.▇..
                  and SES Digital Distribution Services GmbH and which are kept
                  at the Satlynx facilities located at the Backnang site (the
                  "SDDS Records"). The GE Entities (i) shall cause Splitco and
                  its Affiliates to cooperate with SES to complete the retrieval
                  of such SDDS Records and their return to SES following the
                  Closing and (ii) hereby acknowledges on behalf of themselves
                  and their Affiliates that such SDDS Records shall remain at
                  all times the property of SES and its Affiliates."
         13.      The term "Ancillary Agreements" shall include the Forward Sale
                  Contract, dated as of the date hereof, between SES and SES
                  Digital Distribution Services S.a ▇.▇. ("SDDS") related to the
                  Excluded Satlynx Shares (the "FSC"). A new paragraph (i) shall
                  be, and hereby is, added to Section 4.6 of the Redemption
                  Agreement to read in its entirety as follows: "Immediately
                  following the closing of the transfer of the Excluded Satlynx
                  Shares to Luxco under the FSC, Luxco shall have good and valid
                  title to the Excluded Satlynx Shares, free and clear of all
                  Encumbrances (other than those imposed by the organizational
                  documents of Satlynx)."
         14.      A new paragraph (d) is added to Section 4.7 of the Redemption
                  Agreement to read in its entirety as follows: "As of the
                  Closing (i) (A) Splitco shall own all of the issued and
                  outstanding shares of Pacific-1 Holdings, Inc., a Delaware
                  corporation ("S1") and Pacific-2 Holdings, Inc, a Delaware
                  corporation ("S2") and SES International Holdings (Singapore)
                  Pte. Ltd ("SingCo") beneficially and of record, free and clear
                  of any Encumbrances and (B) S1 and S2 shall own all of the
                  issued and outstanding shares of Pacific-3 Holdings, Inc., a
                  Delaware corporation ("S3") and International Holdings S. a
                  ▇.▇. ("Luxco" and, together with Singco, S1, S2 and S3, the
                  "Splitco Subsidiaries"), in each case beneficially and of
                  record, free and clear of any Encumbrances, (ii) all of the
                  outstanding shares of capital stock of the Splitco
                  Subsidiaries shall be duly authorized, validly issued, fully
                  paid and nonassessable, and not issued in violation of any
                  preemptive or similar rights, (iii) there shall be no
                  outstanding subscriptions, options, warrants, puts, calls,
                  agreements or other rights of any type or other securities of
                  any of the Splitco Subsidiaries other than those owned
                                       4
                  directly or indirectly by Splitco, and (iv) there shall be no
                  issued or outstanding bonds, debentures, notes or other
                  indebtedness for borrowed money of any of the Splitco
                  Subsidiaries."
         15.      Section 4.6(a) of the Redemption Agreement is amended and
                  restated in its entirety as follows: "As of the Closing, the
                  Equity Interests will be owned by the Splitco Subsidiaries in
                  a manner consistent with the Reorganization Plan, free and
                  clear of all Encumbrances (other than the Equity Interest
                  Encumbrances), and will be duly authorized, validly issued,
                  fully paid and, to the extent such concept is recognized by
                  applicable Law, nonassessable and not subject to any
                  preemptive or subscription rights (and not issued in violation
                  of any preemptive or subscription rights). The Splitco
                  Subsidiaries shall have good and valid title to the Equity
                  Interests as of the Closing in a manner consistent with the
                  Reorganization Plan. As of the Closing, other than as provided
                  in the Reorganization Plan, neither Splitco nor any Splitco
                  Subsidiary shall own, directly or indirectly (except (i) as a
                  result of the transfer of the Equity Interests pursuant to the
                  Reorganization Plan and (ii) for the direct or indirect
                  ownership of interest in other Splitco Subsidiaries), or have
                  entered into any agreement, arrangement or understanding to
                  purchase or sell any capital stock or other ownership
                  interests in any Person."
         16.      A new Section 6.30(f) is hereby added to the Redemption
                  Agreement to read as follows: "SES hereby agrees that
                  following the Closing and until April 29, 2007, it shall, and
                  shall cause its Affiliates to, use reasonable best efforts to
                  cause the Facilities to continue to be covered by the Foyer
                  Assurances property damage insurance policy that covers such
                  facilities as of the date hereof (the "Policy"); provided that
                  such coverage may be extended by the GE Entities for a period
                  ending on December 31, 2007 by providing written notice to SES
                  no later than April 15, 2007. The GE Entities hereby agree to
                  pay, or cause to be paid, to SES or its designated Affiliate
                  (i) promptly following the Closing the pro rata portion
                  payments made by SES and its Affiliates pre-Closing with
                  respect to the Policy to the extent any such premium relates
                  to post-Closing coverage of the Facilities, (ii) any
                  additional premium, costs and any other charges that become
                  payable by SES or any of its Affiliates with respect to the
                  Policy to the extent any such payments relate to post-Closing
                  coverage of the Facilities (provided that any such additional
                  charges shall be billed by SES to Splitco on a monthly basis
                  and the GE Entities shall cause Splitco to pay or cause to be
                  paid to SES any such charges so billed within 10 Business Days
                  after receipt of an invoice therefor). "Facilities" means,
                  collectively, the facilities currently occupied by Satlynx at
                  (i) ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇,▇- ▇▇▇▇ ▇▇▇▇▇▇▇▇,
                  ▇▇▇▇▇▇▇▇▇▇ and (ii) ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇.
                  The GE Entities and Splitco hereby agree to cause its
                  Affiliates to comply with the terms and conditions of the
                  Policy."
                                       5
         17.      Section 4.15(c) is hereby amended and extended to read as
                  follows: "Schedule 4.15(c) contains a summary as of the date
                  of this Agreement of the status of frequency registration at
                  the International Telecommunication Union ("ITU") by the
                  sponsoring national administration for the AMC-23 Satellite,
                  including the status with respect to the orbital position
                  hosting the AMC-23 Satellite, the identity of the sponsoring
                  administration and the frequency bands covered. The USASAT-60A
                  advance publication information and coordination request filed
                  with the International Telecommunications Union includes all
                  of the frequencies and other relevant technical parameters to
                  permit the AMC-23 Satellite to be operated under the
                  USASAT-60A filing in the same manner as it is currently
                  operated. The Inter-System Coordination Agreement listed as
                  item 7 in Schedule 4.15(d) relating to the Endeavor-1 filing
                  with the ITU by Australia provides the same protection to the
                  operations of the AMC-23 Satellite at 172(0) E.L. whether the
                  AMC-23 Satellite is operated under the USASAT-60A or
                  USASAT-14K filing. To the knowledge of SES, (i) the only
                  material satellite networks submitted to the ITU within four
                  degrees longitude from 172(0) WL and that have complete or
                  partial overlap with the USASAT-60A network are USASAT-14G at
                  169(0) EL filed by the United States and licensed to Intelsat;
                  USASAT-60J at 169(0) EL filed by the United States and
                  licensed to Intelsat; Endeavor-1 at 170(0) EL filed by
                  Australia on behalf of Intelsat (PanAmSat); AM-SAT 172E at
                  172(0) EL filed by the United Kingdom (Gibraltar) on behalf of
                  SES; USASAT-14K at 172(0) EL filed by the United States and
                  licensed to SES, and the United States filings at 174.0(0) and
                  176.0(0) made on behalf of Intelsat, (ii) SES has provided
                  information regarding coordination of AMC-23 Satellite with
                  these satellite networks as identified in Schedule 4.15(d),
                  (iii) coordination of the AMC-23 Satellite with the Intelsat
                  filings takes place under the auspices of the FCC and subject
                  to its rules regarding two-degree spacing and related matters,
                  and (iv) coordination with non-US systems occurs pursuant to
                  the ITU rules.
         18.      A new Section 6.32 is hereby added to the Redemption Agreement
                  to read as follows: "SES shall support, using reasonable best
                  efforts, commercially reasonable actions by Splitco to (i)
                  cause the ITU to publish ("Publication") in the Master
                  International Frequency Register ("MIFR") the frequencies
                  specified in the USASAT-14K filing (together with any
                  modifications thereto filed as of the date hereof, the
                  "USASAT-14K filing"), including as necessary correction of
                  findings made in the telefax dated March 23, 2007 from the ITU
                  to the FCC (the "March 23 ITU Notice"), and (ii) cause the FCC
                  to maintain the priority of the USASAT-60A filing (together
                  with any modifications thereto filed as of the date hereof,
                  the "USASAT-60A filing") until the earlier of Publication of
                  the frequencies specified in the USASAT-14K filing or the date
                  on which the frequencies specified in the USASAT-14K filing
                  are no longer capable of Publication. SES shall support, using
                  reasonable best efforts, commercially reasonable actions by
                  Splitco to cause the ITU to publish in the MIFR as soon as
                                       6
                  reasonably practicable the frequencies specified in the
                  USASAT-60A filing. In any event, SES shall support, using
                  reasonable best efforts, commercially reasonable actions by
                  Splitco to cause the FCC to make the frequencies specified in
                  the USASAT-14K and USASAT-60A filings available for use solely
                  by the AMC-23 Satellite at the 172(0) E.L. orbital position.
                  SES shall bear all its own costs and expenses associated with
                  the actions described in this paragraph, as well as pay as
                  directed by Splitco the reasonable incremental costs incurred
                  by or on behalf of SplitCo in connection with the correction
                  of the March 23 ITU Notice."
         19.      A new Section 6.33 is hereby added to the Redemption Agreement
                  to read as follows: ""With respect to the FSS satellite
                  network filed at the ITU as the AM-SAT 172E network under
                  Article 9 of the ITU Radio Regulations (the "AM-SAT 172E
                  Filing") submitted by the Administration of the United Kingdom
                  on behalf of its Overseas Territory of Gibraltar
                  (collectively, the "UK Administration"), and for the period
                  through the expiry of the AM-SAT 172E Filing as defined under
                  the ITU Radio Regulations, SES (i) shall not and shall cause
                  its Affiliates not to operate a satellite or authorize any
                  third party to operate a satellite at the 172(degree) E L
                  orbital location under the AM-SAT 172E Filing using the FSS
                  frequencies thereunder, (ii) at the direction of (and in
                  respect of third-party costs, for the account of) Splitco,
                  shall take (and shall cause its Affiliates to take) any
                  reasonable action with respect to the AM-SAT 172E Filing,
                  including without limitation using reasonable best efforts and
                  causing its Affiliates to use reasonable best efforts to
                  request the UK Administration (A) to maintain the AM-SAT 172E
                  filing at the ITU through its expiry with respect to the FSS
                  frequencies at 172(0) E.L. for the benefit of Splitco or any
                  other entity identified in writing to SES by Splitco, and (B)
                  to withhold agreement (unless requested otherwise by Splitco)
                  to any filing by a third party which could cause harmful
                  interference to the FSS frequencies at 172(0) E.L. and which
                  requires the agreement of the UK Administration; and (iii) to
                  the extent permitted by applicable law, and as requested by
                  Splitco, seek to transfer such rights, if any, as SES may have
                  in the AM-SAT 172E Filing insofar as they relate to the use of
                  the FSS frequencies at 172(0) EL."
         20.      Section 4.1(c) of the Redemption Agreement is amended and
                  restated in its entirety to read as follows: "Prior to the
                  Reorganization, Splitco and the Splitco Subsidiaries will have
                  no assets and no liabilities other than those de minimis
                  incidental to their formation and will not have undertaken any
                  business or activities other than in connection with this
                  Agreement and engaging in the transactions contemplated
                  hereby. As of the Closing Date, the assets and Liabilities of
                  Splitco and the Splitco Subsidiaries shall consist solely of
                  the AMC-23 Transferred Assets, the AMC-23 Assumed Liabilities,
                  the Equity Interests, the Cash Amount, de minimis liabilities
                  incidental to its formation and liabilities that shall be
                  Splitco's or any of the Splitco Subsidiaries' under the Tax
                                       7
                  Matters Agreement, and additional Non-Investment Assets
                  transferred pursuant to Section 3.10."
         21.      Item 3 of Schedule 1.1(d) is hereby amended and restated to
                  read in its entirety as follows: "The following two employees
                  will be transferred to Satlynx on or prior to Closing:
                  a.       Siew ▇▇▇ ▇▇▇▇
                  ▇.       ▇▇▇▇ ▇▇▇▇ ▇▇▇"
         22.      Notwithstanding anything to the contrary contained in the
                  Redemption Agreement or the Escrow Agreement dated as of March
                  29, 2007, by and between SES, the GE Entities, Splitco and
                  Deutsche Bank AG (the "Cash Escrow Agreement"), the parties
                  agree that SES shall on the date hereof contemporaneously with
                  the Closing give irrevocable instructions to Deutsche Bank AG
                  to have the Escrow Amount (as defined in the Escrow Agreement)
                  be delivered to the Escrow Agent (as defined in the Cash
                  Escrow Agreement) for value on the date hereof.
         23.      All references to "nine (9) months" in Section 6.31 and
                  3.11(c) of the Redemption Agreement shall be, and hereby are,
                  changed to "ten (10) months".
         Other than as set forth herein, the Redemption Agreement shall remain
in full force and effect.
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         This Letter Agreement shall be governed by and construed in accordance
with the internal laws of the State of New York applicable to agreements made to
be performed entirely within such State. This Letter Agreement may be executed
in one or more counterparts, all of which shall be considered one and the same
agreement.
                                            Sincerely,
                                            SES
                                            By: /S/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
                                                ------------------------------
                                                Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇
                                                Title: CEO
                                            By: /S/ ▇▇▇▇ ▇▇▇▇▇▇▇
                                                ------------------------------
                                                Name: ▇▇▇▇ ▇▇▇▇▇▇▇
                                                Title: CFO
Agreed and acknowledged:
GE-CFE LUXEMBOURG S. A ▇.▇.
By: /S/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
    ------------------------------------
    Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
    Title: Attorney-in-fact
By: /S/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
    ------------------------------------
    Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
    Title: Attorney-in-fact
GE CAPITAL EQUITY HOLDINGS INC.
By: /S/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
    ------------------------------------
    Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
    Title: Attorney-in-fact
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GENERAL ELECTRIC CAPITAL CORPORATION
By: /S/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
    ------------------------------------
    Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
    Title: Vice President
cc:      General Electric Capital Corporation
                  General Counsel
         Weil, Gotshal & ▇▇▇▇▇▇ LLP
                  ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
                  ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, ▇▇.
         ▇▇▇▇▇▇, ▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP
                  ▇▇▇▇▇ ▇. ▇▇▇▇
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