ORBIMAGE Reports Fourth Quarter and Year-End 2004 Financial Results

ORBIMAGE will be required to make significant capital expenditures to develop, manufacture and launch the OrbView-5 satellite. The Company estimates that its total project cost (including financing and launch insurance costs) to bring the OrbView-5 satellite into service in the second quarter of 2007 will be approximately $502 million. In order to perform its obligations under the NextView contract, ORBIMAGE will fund its cost contribution for the project through a combination of an equity offering of $65 million as described below, an issuance of $155 million of senior subordinated indebtedness, and $45 million in cash flow from existing operations. NGA's contract will also provide revenue commitments to commence following OrbView-5's in-service date.

ORBIMAGE has received commitments from investors (the "Backstop Investors") to purchase 6.5 million units at $10 per unit. Each unit consists of one share of common stock and one warrant with an exercise price of $10 per share and a 5-year maturity. The Company called $32.5 million of this commitment during the fourth quarter 2004 by privately issuing to these investors 3.25 million units on November 16, 2004, together with 1.0 million warrants on the same terms. To raise the remaining $32.5 million of the equity portion of financing to cover its cost share of the NextView project, the Company conducted a rights offering in March 2005 permitting its shareholders to purchase an additional 3.25 million units on the same terms. The rights offering closed on March 14, 2005 and was oversubscribed. On March 26, the Company received $32.6 million in gross proceeds.

ORBIMAGE has received commitments from investors to fund the $155 million in aggregate principal amount of additional senior subordinated indebtedness. The additional senior subordinated indebtedness would rank pari passu with the Company's existing Senior Subordinated Notes due 2008 (the "Senior Sub Notes") and would not have any scheduled amortization or a maturity date prior to the scheduled maturity of the Senior Sub Notes. The parties who committed to the additional senior subordinated indebtedness received a commitment fee equal to $1.6 million in cash for the total aggregate principal to which their commitments relate plus a pro rata share of 155,000 shares. The parties also received an additional $0.8 million in cash in January 2005 since the commitments were not refinanced by three months from contract execution.

At September 30, 2004 the Company had received consents from the holders of its Senior Sub Notes and the holders of its Senior Notes due 2008 that permit the Company to use up to $45 million of its cash flow from existing operations toward project costs for the OrbView-5 Satellite. The consenting holders who held notes on the record date of July 29, 2004 received a consent fee in additional notes equal to 200 basis points on the principal amount of the notes to which the holders' consents relate.

On March 31, 2005, we repaid our Senior Notes due 2008 out of existing cash received pursuant to the exercise of warrants by certain investors during the first quarter of 2005. In the second quarter of 2005, we intend to undertake a holding company reorganization, which will result in a holding company being created that will hold all of the capital stock of the Company, and will itself be held by the shareholders of the Company immediately prior to consummation of the reorganization. We plan for the new holding company to raise approximately $240 million through an offering of new senior notes of the holding company in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, and we have engaged a placement agent to assist us in the placement of these notes. The new senior notes would not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. We expect that the holding company would contribute the proceeds of this offering to the Company as a capital contribution, which would constitute "unrestricted cash," a portion of which we would be obligated to use to repay our Senior Subordinated Notes due 2008 together with interest thereon to June 30, 2005, under the mandatory redemption provisions of the Senior Subordinated Notes. Upon repayment of our Senior Subordinated Notes, we would provide a guarantee of the new senior notes issued by the new holding company. We expect to use the remainder of the cash that is contributed by the new holding company to replace the $155 million of debt commitments that were previously released, with the remaining proceeds to be used for general working capital purposes.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995

This release contains forward-looking statements within the meaning of section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve known and unknown risks and uncertainties. ORBIMAGE's actual financial results could differ materially from those anticipated due to the company's dependence on conditions in the remote sensing industry, the level of new commercial imagery orders, production rates for advanced image processing, the level of defense spending, competitive pricing pressures, start-up costs and possible overruns on new contracts, and technology and product development risks and uncertainties.

                              ORBIMAGE Inc.
                         STATEMENTS OF OPERATIONS
                    (In thousands, except share data)


                                Successor Company       Predecessor Company
                          Quarter Ended December 31,  Year Ended December 31,
                                    2004        2003        2004      2003
  Revenues                       $10,370      $5,093     $31,020    $9,219

  Direct expenses                  8,757       5,280      33,754    10,697

  Gross (loss) profit              1,613        (187)     (2,734)   (1,478)

  Selling, general and
   administrative expenses         4,619       1,420      11,746     4,744
  Asset losses and impairment
   charges                             -      18,205           -    18,205

  Loss from operations            (3,006)    (19,812)    (14,480)  (24,427)

  Interest expense, net            2,776         655      10,259     1,303

  Loss before reorganization
   items and provision
   (benefit) for income
   taxes                          (5,782)    (20,467)    (24,739)  (25,730)

  Reorganization items:
      Gain on debt discharge           -    (116,056)          -  (116,056)
      Professional fees                          -                  935                      -          6,067
            Interest  earned  on
              accumulated  cash  and
              cash  equivalents
              during  Chapter  11
              proceedings                                          -                  (15)                    -              (30)

    Earnings  (loss)  before
      provision  (benefit)  for
      income  taxes                                      (5,782)          94,669          (24,739)      84,289

    Provision  (benefit)  for
      income  taxes                                                -                      -                      -                  -

    Net  earnings  (loss)                        $(5,782)        $94,669        $(24,739)    $84,289

    Earnings  (loss)  per  common
      share  -  basic                                    $(0.74)            $3.85            $(3.80)        $3.34
    Earnings  (loss)  per  common
      share  -  diluted                                $(0.74)            $1.95            $(3.80)        $1.73



                                                            ORBIMAGE  Inc.
                                                            BALANCE  SHEETS
                                        (In  thousands,  except  share  data)


                                                                                                    December  31,    December  31,
                  ASSETS                                                                                      2004                2003
    Current  assets:
                Cash  and  cash  equivalents                                            $60,565          $14,405
                Receivables  net  of  allowances  of  $126  and
                  $0,  respectively                                                              12,148                  756
                Other  current  assets                                                          2,612              1,143
                                                        Total  current  assets                75,325            16,304

    Property,  plant  and  equipment,  less  accumulated
      depreciation  of  $3,751  and  $0,  respectively                    18,263            17,714
    Satellites  and  related  rights,  less  accumulated
      depreciation  and  amortization  of  $18,142  and
      $0,  respectively                                                                        116,640            89,370
    Goodwill                                                                                            28,490            28,490
    Other  assets                                                                                    10,428              1,441

                    Total  assets                                                                $249,146        $153,319

                  LIABILITIES  AND  STOCKHOLDERS'  EQUITY

    Current  liabilities:
                Accounts  payable  and  accrued  expenses                      $3,970            $4,743
                Amounts  payable  to  subcontractors                              47,545                      -
                Deferred  revenue                                                                  2,234                  651
                              Total  current  liabilities                                53,749              5,394

    Long-term  debt                                                                                85,018            73,115
    Deferred  revenue,  net  of  current  portion                            24,491                      -
                              Total  liabilities                                              163,258            78,509

    Stockholders'  equity:
                    Common  stock,  par  value  $0.01;
                      25,000,000  shares  authorized,
                      9,917,078  shares  issued  and
                      outstanding  and  6,332,993  shares
                      issued  and  outstanding  at  December
                      31,  2004  and  2003,  respectively                                    99                    63
                    Additional  paid-in-capital                                      112,373            78,149
                    Unearned  compensation                                                  (1,845)          (3,402)
                    Accumulated  deficit                                                    (24,739)                    -

                    Total  stockholders'  equity                                        85,888            74,810

                    Total  liabilities  and  stockholders'  equity    $249,146        $153,319



                                                            ORBIMAGE  Inc.
                                                  STATEMENTS  OF  CASH  FLOWS
                                                            (In  thousands)


                                                                                                    Successor        Predecessor
                                                                                                      Company              Company
                                                                                                  Year  Ended        Year  Ended
                                                                                                December  31,    December  31,
                                                                                                              2004                    2003
    Cash  flows  from  operating  activities:
              Net  earnings  (loss)                                                    $(24,739)            $84,289
              Adjustments  to  reconcile  net  earnings
                (loss)  to  net  cash  provided  by
                (used)  in  operating  activities:
                                    Depreciation,  amortization  and
                                      other                                                            22,575                  3,356
                                    Interest  expense  paid  in  kind              11,903                  1,403
                                    Stock  compensation                                      3,452                          -
                                    Gain  on  debt  extinguishment                            -            (116,056)
                                    Asset  losses  and  impairment
                                      charges                                                                  -                18,205
              Changes  in  assets  and  liabilities:
                                    (Increase)  decrease  in
                                      receivables  and  other  current
                                      assets                                                        (11,993)                5,416
                                    Decrease  in  other  assets                          1,000                          -
                                    Decrease  in  accounts  payable
                                      and  accrued  expenses                                  (773)                  (181)
                                    Increase  (decrease)  in
                                      deferred  revenue                                      26,075                      581
              Net  cash  provided  by  (used)  in  operating
                activities                                                                        27,500                (2,987)

    Cash  flows  from  investing  activities:
              Capital  expenditures                                                      (3,530)            (21,402)
              Proceeds  from  sale  of  satellite  license                          -                10,000
              Proceeds  from  launch  delay  penalties                                -                  2,284
              Net  cash  used  in  investing  activities                    (3,530)              (9,118)

    Cash  flows  from  financing  activities:
                Prepaid  financing  costs                                            (10,174)                        -
                Issuance  of  common  stock                                            32,364                          -
                Proceeds  from  insurance  loan                                              -                17,717
                Proceeds  from  Orbital  Sciences  note                                -                  2,500
                Net  cash  provided  by  financing  activities          22,190                20,217

    Net  increase  (decrease)  in  cash  and  cash
      equivalents                                                                                46,160                  8,112

    Cash  and  cash  equivalents,  beginning  of  year                14,405                  6,293
    Cash  and  cash  equivalents,  end  of  year                          $60,565              $14,405

    Supplemental  cash  flow  information:
        Interest  paid                                                                        $          -              $          -


    Non-cash  items:
        Capital  expenditures                                                        $(47,545)          $            -
        Amounts  payable  to  subcontractors                                  47,545                          -


    About  ORBIMAGE:
 


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