View:
1 PROSPECTUS SUPPLEMENT #2 FILED PURSUANT TO RULE 424(b)(3) (TO PROSPECTUS DATED JUNE 30, 2000) REGISTRATION NO. 333-31894 ECHOSTAR COMMUNICATIONS CORPORATION $1,000,000,000 4 7/8% CONVERTIBLE SUBORDINATED NOTES DUE 2007 - -------------------------------------------------------------------------------- This prospectus supplement relates to the offer and sale from time to time by certain selling securityholders of our 4 7/8% Convertible Subordinated Notes due 2007 and the shares of our class A common stock into which the convertible notes are convertible. This prospectus supplement should be read in conjunction with the prospectus dated June 30, 2000, which is to be delivered with this prospectus supplement. The definitions for any capitalized terms used in this prospectus supplement are included in the prospectus. SELLING SECURITYHOLDERS The information in the table included under the heading "Selling Securityholders" in the prospectus is superceded in part by the information appearing in the following table: PRINCIPAL AMOUNT OF SHARES OF CLASS A CONVERTIBLE NOTES COMMON STOCK OWNED SHARES OF CLASS A BENEFICIALLY OWNED PRIOR TO THE COMMON STOCK OFFERED NAME AND OFFERED HEREBY OFFERING HEREBY (1) Allegheny Teledyne Inc. Pension Plan $2,950,000 64,921 Allstate Insurance Company $2,500,000 55,018 Associated Electric & Gas Insurance Services $1,300,000 28,609 Limited Bear Stearns & Co., Inc. $5,500,000 121,039 Berger Growth and Income Fund $14,831,000 326,386 Berger IPT Growth & Income Fund $1,093,000 24,054 BPAmoco PLC. Master Trust $1,843,000 40,559 The Estate of James Campbell $1,042,000 22,931 -1-
2 PRINCIPAL AMOUNT OF SHARES OF CLASS A CONVERTIBLE NOTES COMMON STOCK OWNED SHARES OF CLASS A BENEFICIALLY OWNED PRIOR TO THE COMMON STOCK OFFERED NAME AND OFFERED HEREBY OFFERING HEREBY (1) Champion International Corporation $738,000 16,241 Colgate-Palmolive Company Retirement Trust $1,000,000 22,007 Credit Suisse First Boston $5,297,000 116,571 Epsilon Global Active Value Fund LP $600,000 13,204 Epsilon Global Active Value Fund LTD. $5,400,000 118,838 Fidelity Charles Street Trust: Fidelity Asset $850,000 18,706 Manager: Growth Golden Rule Financial Company $1,750,000 38,512 Frederic C. Hamilton $500,000 11,004 Hotel Union & Hotel Industry of Hawaii $586,000 12,896 ITG Inc. $170,000 3,741 Jefferies & Co. $13,000 286 KBC Financial Products $12,000,000 264,085 Louisiana Workers' Compensation Corp. $500,000 11,004 Mark IV Industries, Inc. and Subsidiaries $1,200,000 26,408 Master Trust MaryLand State Retirement Fund $17,094,000 376,188 Merrill Lynch International Ltd. $16,400,000 360,915 Mount Sinai School of Medicine $600,000 13,204 Nicholas- Applegate Convertible Fund $1,572,000 34,595 Oppenheimer Convertible Securities Fund $12,000,000 264,085 John M. Olin Foundation, Inc. $600,000 13,204 PGEP IV, LLC $142,000 3,125 Pilgrim Convertible Fund $5,557,000 122,293 Pitney Bowes Retirement Fund $5,900,000 129,842 Sagamore Hill Hub Fund Ltd. $2,500,000 55,018 Tracor, Inc., Employees Retirement Plan $210,000 4,621 U.S. Olympic Foundation $500,000 11,004 Viacom Inc. Pension Plan Master Trust $84,000 1,849 -2-
3 PRINCIPAL AMOUNT OF SHARES OF CLASS A CONVERTIBLE NOTES COMMON STOCK OWNED SHARES OF CLASS A BENEFICIALLY OWNED PRIOR TO THE COMMON STOCK OFFERED NAME AND OFFERED HEREBY OFFERING HEREBY (1) Other current and future holders of convertible ($196,737,000) (4,329,599) notes (2) - ---------- (1) Assumes a conversion price of $45.44 per share and the payment of cash in lieu of fractional shares. (2) Information concerning other selling securityholders, including current holders of convertible notes for which we have not received current information regarding their holdings of convertible notes and class A common stock, or information reflecting transfers of their convertible notes and class A common stock to other selling securityholders, will be included in supplements to this prospectus, if required. For purposes of this table, we have assumed that such holders do not beneficially own any other shares of class A common stock, other than the shares issuable upon conversion of the convertible notes. SEE "RISK FACTORS" BEGINNING ON PAGE 7 OF THE PROSPECTUS FOR CERTAIN RISKS YOU SHOULD CONSIDER BEFORE YOU PURCHASE ANY CONVERTIBLE NOTES OR SHARES OF CLASS A COMMON STOCK. - -------------------------------------------------------------------------------- Neither the SEC nor any state securities commission has approved or determined whether the prospectus or this prospectus supplement is truthful or complete. Nor have they made, nor will they make, any determination as to whether anyone should buy these securities. Any representation to the contrary is a criminal offense. - -------------------------------------------------------------------------------- The date of this prospectus supplement is August 7, 2000 -3-