The development and implementation of passive phased array antennas (PAAs) offers significant performance benefits over the current active arrays. The keys to successful development are the low-loss phase shifters and the integration of these phase shifters into modular and scaleable antenna architecture for broad utilization for high data rate communications. The Phase I effort designed a dual-beam, dual-band 4GHz and 6 GHz along with an optimized High Dynamics Modem to support SATCOM telemetry utilizing commercial satellite services, specifically the Intelsat system. The proposed effort will build on this Phase I Phased Array ? High Dynamics Modem design development and include the fabrication, testing and integration of the PAA antenna and high dynamics modem with appropriate RF transceiver (COTS) such that an Intelsat ready communications system test unit is built, tested, validated and delivered to NASA for evaluation.