) In re: ) Chapter 11 ) LIGHTSQUARED INC., et al., ) Case No (SCC) ) Debtors. 1 ) Jointly Administered ) )

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1 Pg 1 of 27 Objection Deadline: April 6, 2013 at 4:00 p.m. (prevailing Eastern time) Mitchell A. Seider LATHAM & WATKINS LLP 885 Third Avenue New York, New York Telephone: (212) Facsimile: (212) John P. Janka (admitted pro hac vice) LATHAM & WATKINS LLP 555 Eleventh Street, N.W. Washington, D.C Telephone: (202) Facsimile: (202) Special Federal Communications Commission ( FCC ) Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ) In re: ) Chapter 11 ) LIGHTSQUARED INC., et al., ) Case No (SCC) ) Debtors. 1 ) Jointly Administered ) ) STATEMENT OF LATHAM & WATKINS LLP FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED AS SPECIAL FEDERAL COMMUNICATIONS COMMISSION ( FCC ) COUNSEL TO DEBTORS AND DEBTORS IN POSSESSION FOR THE PERIOD FROM FEBRUARY 1, 2013 THROUGH AND INCLUDING FEBRUARY 28, The debtors in these chapter 11 cases, along with the last four digits of each debtor s federal or foreign tax or registration identification number, are: LightSquared Inc. (8845), LightSquared Investors Holdings Inc. (0984), One Dot Four Corp. (8806), One Dot Six Corp. (8763), SkyTerra Rollup LLC (N/A), SkyTerra Rollup Sub LLC (N/A), SkyTerra Investors LLC (N/A), TMI Communications Delaware, Limited Partnership (4456), LightSquared GP Inc. (6190), LightSquared LP (3801), ATC Technologies, LLC (3432), LightSquared Corp. (1361), LightSquared Finance Co. (6962), LightSquared Network LLC (1750), LightSquared Inc. of Virginia (9725), LightSquared Subsidiary LLC (9821), Lightsquared Bermuda Ltd. (7247), SkyTerra Holdings (Canada) Inc. (0631), SkyTerra (Canada) Inc. (0629), and One Dot Six TVCC Corp. (0040). The location of the debtors corporate headquarters is Parkridge Boulevard, Reston, VA DC\

2 Pg 2 of 27 Name of Applicant: Authorized to provide professional services to: Date of retention: Latham & Watkins LLP LightSquared, Inc., et al. Debtors and Debtors-in-Possession Order entered on July 17, 2012 retaining Latham & Watkins LLP, nunc pro tunc to the Petition Date Period for which compensation February 1, 2013 through and reimbursement is sought: February 28, 2013 Amount of compensation sought as actual, reasonable and necessary: $270, Amount of expense reimbursement sought as actual, reasonable and necessary: $2, This statement is the tenth monthly fee statement (the Fee Statement ) of Latham & Watkins LLP ( Latham ), special Federal Communications Commission ( FCC ) counsel to the above-captioned debtors and debtors in possession (collectively, the Debtors ), filed under the Order Authorizing and Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals [Docket No. 122] (the Interim Compensation Order ). The Fee Statement covers the period commencing on February 1, 2013 and ending on February 28, 2013 (the Fee Period ). Latham requests: (a) payment of compensation in the amount of $216, (80% of $270,936.50) for fees on account of reasonable and necessary professional services rendered to the Debtors by Latham during the Fee Period, and (b) reimbursement of actual and necessary expenses in the amount of $2, incurred by Latham during the Fee Period. Attached as Exhibit A hereto are time entry records for the Fee Period that were recorded in tenths of an hour by project category, maintained in the ordinary course of Latham s practice, DC\

3 Pg 3 of 27 and that set forth a detailed description of services performed by each attorney and each paralegal, analyst, project assistant, and other professional staff on behalf of LightSquared. Attached as Exhibit B are itemized records of all expenses for the Fee Period incurred in connection with the performance of Latham s professional services. A summary of compensation sought by project category and a summary of reimbursement sought by expense type is provided below. This Fee Statement also includes a billing summary by individual, setting forth the (i) name and title of each individual for whose work on these chapter 11 cases compensation is sought, (ii) aggregate time expended by such individual, (iii) hourly billing rate for each such individual at Latham s current billing rates, (iv) year of bar admission for each attorney, (v) number of years each attorney has held his or her position at Latham, and (vi) area of concentration for each attorney. DC\

4 Pg 4 of 27 FEE STATEMENT OF LATHAM & WATKINS LLP AS SPECIAL FEDERAL COMMUNICATIONS COMMISSION ( FCC ) COUNSEL TO DEBTORS AND DEBTORS IN POSSESSION (FEBRUARY 1, 2013 FEBRUARY 28, 2013) Name Position; Experience Hourly Rate Total Hours Total Compensation John P. Janka Corporate Partner at Latham for 18 years; admitted in $ $100, James H. Barker Corporate Partner at Latham for 15 years; admitted in $ $71, Philip J. Perry Litigation Partner at Latham for 6 $ $ years; admitted in Jeremiah M. Wolsk Corporate Partner at Latham for 5 $ $2, years; admitted in 1996 Jarrett S. Taubman Counsel at Latham for 2 months; $ $51, admitted in Elizabeth R. Park Counsel at Latham for 3 years; $ $1, admitted in Amanda E. Potter Corporate Associate at Latham for 4 $ $18, years; admitted in Emily B. Menchel Finance Associate at Latham for 4 $ $2, years; admitted in Kathleen A. Whipple Associate at Latham for 1 year; $ $12, admitted in Janice Wang Associate at Latham for 4 months; $ $6, admitted in Karen R. Sprung Communications Analyst at Latham $ $1, for 1 year. Neil S. Klein Paralegal at Latham for 5 years. $ $ Total $ $270, The blended rate excluding paralegals, analysts, project assistants, and other professional staff is $ per hour. DC\

5 Pg 5 of 27 FEE STATEMENT OF LATHAM & WATKINS LLP AS SPECIAL FEDERAL COMMUNICATIONS COMMISSION ( FCC ) COUNSEL TO DEBTORS AND DEBTORS IN POSSESSION (FEBRUARY 1, 2013 FEBRUARY 28, 2013) HOURS AND FEES DIRECTLY ATTRIBUTABLE TO INC. GROUP ONLY HOURS AND FEES DIRECTLY ATTRIBUTABLE TO LP GROUP ONLY HOURS AND FEES NOT DIRECTLY ATTRIBUTABLE TO EITHER INC. GROUP OR LP GROUP ACTIVITY HOURS FEES HOURS FEES HOURS FEES ATC Licensing 0 $ $196, $0.00 FCC Regulatory 0 $ $ $0.00 (General) Plan of 0 $ $ $0.00 Reorganization Process (FCC) Spectrum Matters 0 $ $ $0.00 Retention/Fee 0 $ $ $17, Matters 1.6 GHz 62.8 $55, $ $0.00 DIP Credit Facility 0.7 $ $ $0.00 Total 63.5 $55, $197, $17, There is a total of 30 hours or $17, in hours and fees not directly allocable to the Inc. Group or the LP Group. Latham allocated 85% to the LP Group and 15% to the Inc. Group, as instructed by LightSquared. This results in $14, (or 25.5 hours) allocated to the LP Group and $2, (or 4.5 hours) allocated to the Inc. Group. DC\

6 Pg 6 of 27 FEE STATEMENT OF LATHAM & WATKINS LLP AS SPECIAL FEDERAL COMMUNICATIONS COMMISSION ( FCC ) COUNSEL TO DEBTORS AND DEBTORS IN POSSESSION (FEBRUARY 1, 2013 FEBRUARY 28, 2013) DISBURSEMENTS Latham has applied the Proposed Allocation to all disbursement accounts AMOUNT ALLOCATED TO INC. GROUP 3 AMOUNT ALLOCATED TO LP GROUP 4 TOTAL AMOUNT Photocopying $ $ $ Telephone $ $ $3.85 Airfare & Trainfare $52.65 $ $ Trip Expenses $49.47 $ $ Meals $ $ $ Ground Transportation $ $ $83.30 Westlaw $ $1, $1, TOTAL DISBURSEMENTS $ $2, $2, Constitutes 15% of all disbursements. Constitutes 85% of all disbursements. DC\

7 Pg 7 of 27 Certification Pursuant to paragraph 8 of the Interim Compensation Order, I hereby certify that I am in compliance with the terms of the Order Authorizing and Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals. Notice No trustee or examiner has been appointed in these Chapter 11 cases. Pursuant to the Interim Compensation Order, notice of this Fee Statement has been served upon (i) LightSquared Inc., Parkridge Boulevard, Reston, VA 20191, Attn: Marc R. Montagner and Curtis Lu, Esq., (ii) counsel to the Debtors, Milbank, Tweed, Hadley & McCloy LLP, One Chase Manhattan Plaza, New York, NY 10005, Attn: Matthew S. Barr, Esq. and Karen Gartenberg, Esq., (iii) the Office of the United States Trustee for the Southern District of New York, 33 Whitehall Street, 21st Floor, New York, NY 10004, Attn: Susan D. Golden, Esq., (iv) counsel to the Prepetition Inc. Agent, Akin Gump Strauss Hauer & Feld LLP, One Bryant Park, New York, NY 10036, Attn: Michael S. Stamer, Esq., Philip C. Dublin, Esq., and Kenneth A. Davis, Esq., (v) counsel to the Prepetition LP Agent, Latham & Watkins LLP, 885 Third Avenue, New York, NY 10022, Attn: Melissa S. Alwang, Esq. and Mark A. Broude, Esq., (vi) counsel to the ad hoc secured group of Prepetition LP Lenders, White & Case LLP, 1155 Avenue of the Americas, New York, NY 10036, Attn: Thomas E Lauria, Esq., and (vii) counsel to Harbinger Capital Partners, LLC, Weil, Gotshal & Manges LLP, 767 Fifth Avenue, New York, NY, 10153, Attn: Debra A. Dandeneau, Esq., Ronit J. Berkovich, Esq., and Stephen Karotkin, Esq. Latham submits that, in light of the relief requested, no other or further notice need be provided. DC\

8 Pg 8 of 27 WHEREFORE, pursuant to the Interim Compensation Order, Latham requests: (a) payment of compensation in the amount of $216, (80% of $270,936.50) for fees on account of reasonable and necessary professional services and (b) reimbursement of actual and necessary costs and expenses in the amount of $2, Dated: March 22, 2013 New York, New York Respectfully Submitted, /s/ Mitchell A. Seider Mitchell A. Seider LATHAM & WATKINS LLP 885 Third Avenue New York, New York Telephone: (212) Facsimile: (212) John P. Janka (admitted pro hac vice) LATHAM & WATKINS LLP 555 Eleventh Street, N.W. Washington, D.C Telephone: (202) Facsimile: (202) Special Federal Communications Commission ( FCC ) Counsel to the Debtors and Debtors in Possession DC\

9 Pg 9 of 27 Exhibit A DC\

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26 Pg 26 of 27 Exhibit B DC\

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