8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K

                            C U R R E N T  R E P O R T

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


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         Date of Report (Date of earliest event reported): May 13, 1998


                        LORAL ORION NETWORK SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)


        DELAWARE                      000-22085                52-2008654
(State or other jurisdiction         (Commission             (IRS Employer
      of incorporation)              File Number)         Identification Number)

                            
                             2440 Research Boulevard
                                    Suite 400
                            Rockville, Maryland 20850
               (Address of principal executive offices) (Zip Code)


               Registrant's telephone number, including area code:
                                 (301) 258-8101


          Former name or former address, if changed since last report:
                                 Not applicable






ITEM 4.  Changes in Registrant's Certifying Accountant

     On March 20, 1998,  Orion Network Systems,  Inc.  ("Orion") was acquired by
Loral Space & Communications Ltd.  ("Loral"),  through the merger (the "Merger")
of a wholly owned  subsidiary of Loral,  Loral Satellite  Corporation,  with and
into Orion. Orion was the surviving corporation of the Merger and thereby became
a subsidiary of Loral.  At the effective  time of the Merger,  Orion changed its
name to "Loral Orion Network Systems, Inc."

     As a result  of the  Merger,  the  Board  of  Directors  of the  Registrant
appointed  Deloitte & Touche LLP ("Deloitte & Touche") as independent  auditors,
effective May 13, 1998.  Deloitte & Touche  replaced Ernst & Young LLP ("Ernst &
Young"),  which served as the Registrant's  independent  auditors for the fiscal
years ended December 31, 1997 and December 31, 1996 and was dismissed, effective
May 13, 1998.

     The  reports  issued  by  Ernst  &  Young  on  the  Registrant's  financial
statements  for the fiscal  years ended  December 31, 1997 and December 31, 1996
did not contain  any  adverse  opinion or  disclaimer  of opinion,  and were not
qualified or modified as to uncertainty, audit scope or accounting principles.

     During the fiscal years ended  December 31, 1997 and December 31, 1996, and
during  the  interim   period   preceding  May  13,  1998,  (i)  there  were  no
disagreements  with  Ernst & Young on any  matter of  accounting  principles  or
practices,  financial statement  disclosure,  or auditing scope or procedure and
which, if not resolved to the  satisfaction of Ernst & Young,  would have caused
Ernst & Young to make  reference to these matters in their report and (ii) there
were no "reportable  events" (as that term is described in Item  304(a)(i)(v) of
Regulation S-K).

     The Registrant has presented a copy of this Form 8-K to Ernst & Young prior
to the date hereof.  The letter of Ernst & Young addressed to the Securities and
Exchange  Commission  stating  that  it  agrees  with  the  statements  made  by
Registrant in this Form 8-K is filed as an exhibit to this Form 8-K.


ITEM 7.  Financial Statements and Exhibits

     The following exhibit is filed as a part of this report:

        Exhibit Number                      Description of Exhibit
        --------------                      ----------------------
               16.1                       Letter of Ernst & Young LLP

                                    SIGNATURE

     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.

                                               LORAL ORION NETWORK SYSTEMS, INC.

                                               By: /s/ Harvey B. Rein
                                                  ------------------------------
                                                  Vice President & Controller

Date:  May 18, 1998

EX-16.1

                                                                    EXHIBIT 16.1

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549


Gentlemen:

We have  read  Item 4 of Form 8-K dated May 18,  1998,  of Loral  Orion  Network
Systems,  Inc. (formerly Orion Network Systems,  Inc.) and are in agreement with
the statements  contained in the third and fourth paragraphs therein. We have no
basis to agree or disagree  with other  statements of the  registrant  contained
therein.

                                               /s/ Ernst & Young LLP

Washington D.C.
May 18, 1998