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 7, 2005

ECHOSTAR COMMUNICATIONS CORPORATION

(Exact name of registrant as specified in its charter)

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

9601 S. MERIDIAN BLVD.
ENGLEWOOD, COLORADO
(Address of principal executive offices) 80112
(Zip Code)

(303) 723-1000
(Registrant’s telephone number, including area code)

ECHOSTAR DBS CORPORATION

(Exact name of registrant as specified in its charter)

COLORADO
(State or other jurisdiction of
incorporation) 333-31929
(Commission File Number) 84-1328967
(IRS Employer
Identification No.)

9601 S. MERIDIAN BLVD.
ENGLEWOOD, COLORADO
(Address of principal executive offices) 80112
(Zip Code)

(303) 723-1000
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o       Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o       Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o       Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 5.04.       TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT’S EMPLOYEE BENEFIT PLANS
	ITEM 9.01.       FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EXHIBIT INDEX
Blackout Notice

Item 5.04.       TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT’S EMPLOYEE BENEFIT PLANS

On September 7, 2005, EchoStar Communications Corporation (the “Company”) sent notice to participants in its EchoStar Communications Corporation 401(k) Employee Savings Plan (the “Plan”) informing them that the Plan is changing its record keeper. The notice stated that, as a result of this change, participants in the Plan will not be able to request loans, withdrawals, or distributions, or direct or diversify investments in their individual Plan accounts, during a period that will begin on October 7, 2005 and is expected to end the week beginning October 30, 2005. This period is referred to as the “Blackout Period.”

On September 12, 2005, the Company sent notice to its directors and executive officers (the “Notice”) informing them that during the Blackout Period, pursuant to Section 306(a) of the Sarbanes-Oxley Act of 2002 and the Securities and Exchange Commission’s rules and regulations promulgated thereunder, they would be prohibited from purchasing and selling certain shares of Company common stock (including derivative securities pertaining to such shares) on the open market or otherwise during the Blackout Period.

The Notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The Company provided such Notice to its directors and executive officers within five (5) business days of September 7, 2005, which is the date the notices were mailed to Plan participants and the date that the Company was notified by the Plan administrator of the Blackout Period.

During the Blackout Period and for a period of two years thereafter, a participant in the Plan, a security holder or other interested person may obtain, without charge, information regarding the Blackout Period, including the actual beginning and ending dates of the Blackout Period, by contacting the Office of the General Counsel, 9601 South Meridian Boulevard, Englewood, CO 80112.

ITEM 9.01.       FINANCIAL STATEMENTS AND EXHIBITS

(a)    Financial Statements of Business Acquired.

Not Applicable

(b)    Pro Forma Financial Information

Not Applicable

(c)    Exhibits:

Exhibit 99.1 Blackout Notice to EchoStar Communications Corporation Executive Officers and Directors

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 hereunto duly authorized.

	ECHOSTAR COMMUNICATIONS CORPORATION ECHOSTAR DBS CORPORATION
Date: September 12, 2005	By:	/s/ David K. Moskowitz
		David K. Moskowitz
		Executive Vice President, General Counsel and Secretary

2  

EXHIBIT INDEX

Exhibit No.	Description
99.1	Blackout Notice to EchoStar Communications Corporation Executive Officers and Directors

3 

EX-99.1

Exhibit 99.1

Blackout Notice to EchoStar Communications Corporation
Executive Officers and Directors

September 12, 2005

Dear [Recipient]:

This is an important notice concerning the transfer of the EchoStar Communications Corporation 401(k) Employee Savings Plan (the “Plan”) and the suspension of your rights to purchase, sell, or otherwise acquire or transfer any EchoStar Communications Corporation Stock (“Company Stock”) during the upcoming Plan blackout period (“Blackout Period”).

EchoStar Communication Corporation (the “Company”) is transferring its Plan record keeper from Prudential Retirement, Inc. to Fidelity Investments. As a result of this transfer, beginning October 7, 2005, Plan participants and/or their beneficiaries will be temporarily suspended from directing or diversifying investments in their individual accounts, obtaining a loan from the Plan, obtaining a distribution from the Plan, or engaging in equity security transactions through their Plan accounts.

Further, in accordance with §306 of the Sarbanes-Oxley Act of 2002, all Company directors and executive officers will be restricted from purchasing, selling, or otherwise acquiring or transferring Company Stock during the Blackout Period. As an executive officer and/or director you will be prohibited from purchasing, selling, or otherwise acquiring or transferring any Company Stock during the Blackout Period.

The Blackout Period will begin at 4 p.m. Eastern time on October 7, 2005, and is expected to end the week beginning Sunday October 30, 2005. Please be aware that this Blackout Period is separate and distinct from other Company trading blackout period(s) to which you are still subject.

If you have any questions regarding the Blackout Period, including whether the Blackout Period has begun or ended, you should contact either of the following people:

David Moskowitz	Brandon Ehrhart
Executive VP, General Counsel & Secretary	Corporate Counsel
EchoStar Communications Corporation	EchoStar Communications Corporation
9601 South Meridian Blvd	9601 South Meridian Blvd
Englewood, CO 80112	Englewood, CO 80112
(303) 723-1040	(720) 514-5297
david.moskowitz@echostar.com	brandon.ehrhart@echostar.com