8-K

                                UNITED STATES 
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

                                  FORM 8-K 


                                CURRENT REPORT
   PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported)       September 5, 1997 
                                                  -----------------------------


                      ECHOSTAR COMMUNICATIONS CORPORATION
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               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)


            NEVADA                      0-26176                  88-0336997
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(State or other jurisdiction    (Commission File Number)      (I.R.S. Employer 
      of incorporation)                                      Identification No.)


     90 INVERNESS CIRCLE EAST, ENGLEWOOD, COLORADO                  80112
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       (Address of principal executive offices)                  (Zip Code)


    REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE     (303) 799-8222
                                                        -----------------------

                               Not Applicable
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       (Former name or former address, if changed since last report) 



ITEM 5.  OTHER EVENTS.

     As previously disclosed, effective with its Quarterly Report on Form 
10-Q for the three months ended June 30, 1997, EchoStar Communications 
Corporation (EchoStar) does not technically comply with the criteria for 
listing on the NASDAQ National Market.  Specifically, EchoStar's net tangible 
assets (calculated as total assets less total liabilities) are less than the 
$2 million minimum NASDAQ National Market maintenance standard. This 
technical non-compliance results primarily from depreciation of EchoStar's 
satellites and related DBS infrastructure assets, and accretion of the debt 
financing EchoStar has used to finance construction of that infrastructure, 
in advance of the increasing revenue expected to be generated from that 
infrastructure.  As expected, during September 1997 EchoStar received written 
confirmation that its Class A Common Stock will continue to be listed on the 
NASDAQ National Market notwithstanding EchoStar's technical non-compliance.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

    (a)  Financial statements of business acquired
        
         Not applicable
        
    (b)  Pro forma financial information
        
         Not applicable
        
    (c)  Exhibits

         99.1   Letter received by EchoStar Communications Corporation from 
                The Nasdaq Stock Market, Inc. 





                                  SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the 
Registrant has duly caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.

                                            ECHOSTAR COMMUNICATIONS CORPORATION


Date:   September 5, 1997                        By:  /s/ David K. Moskowitz
        ------------------                            -------------------------
                                                          David K. Moskowitz
                                                      Senior Vice President and
                                                            General Counsel

EX-99.1

                                                                   EXHIBIT 99.1

                                 [NASDAQ LETTERHEAD]
                                           


SHARON M. ZACKFIA
ANALYST, MARKET LISTING QUALIFICATIONS

September 5, 1997

Mr. David K. Moskowitz
Senior Vice President and General Counsel
Echostar Communications Corp.
90 Inverness Circle East
PO Box 6552
Englewood, CO 80155

Dear Mr. Moskowitz:

We have completed our review of the information you provided in your letter 
and submission dated August 23, 1997 regarding Echostar Communication 
Corporation's (the "Company") compliance with Marketplace Rule 4450(a)(3).  
Based on the facts provided and the Company's representations, we have 
determined that the Company will remain listed on the Nasdaq National Market.

When appropriate, we may consider the use of other measures in determining 
eligibility for continued inclusion.  As such, while the Company does not 
have a definitive, near term remedy for its net tangible asset deficiency, it 
has represented a compelling discussion regarding the nature of its 
non-compliance. However, we request that the Company provide us with prompt 
notification of any significant event that may cause a material change in the 
financial or operational character or market capitalization of the Company.  
This affords Nasdaq the opportunity to review the impact of the event on the 
Company's financial status.  In addition, please note that the Company will 
be subject to Nasdaq's new listing criteria February 23, 1998.

Nasdaq values its relationship with the Company and looks forward to our 
continued association.  If you have further questions, please do not hesitate 
to contact me at (202) 496-2602.

Sincerely,


/s/ SHARON M. ZACKFIA
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Sharon M. Zackfia