XM and SIRIUS to Offer A La Carte Programming

Companies' FCC Filing to Detail Array of New Offerings Priced From $6.99 to

$16.99

SIRIUS CEO Mel Karmazin to Discuss at National Press Club Address Today

    NEW YORK and WASHINGTON, July 23 /PRNewswire-FirstCall/ -- SIRIUS
 Satellite Radio ( SIRI) and XM Satellite Radio ( XMSR)
 announced today that the merged company will offer American consumers for
 the first time the opportunity to choose programming on an a la carte
 basis. This unprecedented offering will provide subscribers with more
 choices and lower prices and pave the way for a unique form of competition
 in the entertainment industry -- one based on the individual programming
 preferences of listeners.
     Tomorrow, XM and SIRIUS will file their joint reply comments with the
 Federal Communications Commission (FCC). The filing will include detailed
 programming and pricing plans, including two a la carte options. One option
 will allow subscribers to choose 50 channels for just $6.99 -- a 46 percent
 decrease from the current standard subscription rate of $12.95. Under this
 option, customers will also be able to include additional channels for as
 little as 25 cents each. The second a la carte option will allow
 subscribers to choose 100 channels and will allow SIRIUS customers to
 select from some of the best of XM's programming (and XM subscribers to
 choose from some of the best of SIRIUS' programming).
     The combined SIRIUS-XM will also offer several other new programming
 packages, including two "family-friendly" options, as well. Those choosing
 one of the "family-friendly" options will be able to block adult-themed
 programming and, for the first time, receive a price credit. These packages
 will set a new standard in audio entertainment and subscription media,
 offering lower prices, package options, and "best of both" offerings. The
 new plans will give consumers the ability to choose from an array of
 different packages and price points, ranging from $6.99 - $16.99. A la
 carte programming will be available beginning within one year following the
 merger, and the other programming options will be available beginning
 within six months following the merger.
     "Mel and I are very excited about being able to offer a la carte
 programming. We think this is going to be great for consumers and great for
 our business. From the day this transaction was announced, we promised that
 the merger would enable us to deliver more choices and lower prices for
 consumers. In our filing tomorrow with the FCC, we will offer detailed
 plans regarding how we will achieve those goals. These plans will further
 demonstrate why this merger is overwhelmingly good for consumers and in the
 public interest," said Gary Parsons, Chairman of XM Satellite Radio.
     In total, the companies announced a suite of eight post-merger
 programming options, all of which adhere to the companies' commitment to
 maintain and enhance service to existing devices and to ensure that no
 consumer pays more after the merger for the service they enjoy today.
     "The a la carte options and other packages unveiled today demonstrate
 that consumers will be the beneficiaries of this merger. The efficiencies
 of the merger will allow the combined companies to save hundreds of
 millions of dollars a year and give us the opportunity to increase the
 number of programming options available to subscribers," said Mel Karmazin,
 CEO of SIRIUS Satellite Radio.
     A La Carte Programming
     The combined company will offer two a la carte packages. Consumers will
 select their channels on-line allowing them to easily review the full-range
 of each company's programming choices. A la carte programming will only be
 available for subscribers using new radios, which will be developed
 following approval of the merger.
     -- A La Carte -- 50 Channels ($6.99) -- Currently the only standard
        package offered by either company is $12.95 a month.  Under this new
        option, for only $6.99 per month -- a savings of 46 percent --
        consumers will be able to choose either 50 SIRIUS channels from
        approximately 100 SIRIUS channels or 50 XM channels from approximately
        100 XM channels.  Additional channels can be added for 25 cents each,
        with premium packages priced at additional cost.  However, no one
        choosing this option will pay more than $12.95 a month.
 
     -- A La Carte -- 100 Channels ($14.99) -- Consumers may also choose an a
        la carte offering of 100 channels each.  SIRIUS customers will be able
        to choose from some of the best of XM's programming and XM customers
        will be able to choose from some of the best of SIRIUS' programming.
        Today this programming would require two monthly subscriptions,
        totaling $25.90.  The new 100 channel a la carte option represents a
        savings of 42 percent.
 
           Best of Both Packages Will Be Available on Existing Radios
     Today, if consumers want the best of both XM and SIRIUS, they need two
 satellite radios and two separate monthly subscriptions totaling $25.90.
 Following the merger of SIRIUS and XM, consumers will be able to obtain the
 best of both SIRIUS and XM, on any of today's satellite radio devices with
 one monthly subscription. XM customers would continue to receive their
 existing XM service, and be able to obtain certain SIRIUS programming.
 SIRIUS customers would continue to receive their existing SIRIUS service,
 and be able to obtain certain XM programming. This will be available
 through existing SIRIUS and XM radios at a monthly cost of $16.99, a
 savings of 34 percent, compared to what it would cost to receive both
 services today.
     Discounted Family-Friendly Packages
     Both companies enable comprehensive channel blocking and parental
 controls today. After the merger, consumers who purchase a family friendly
 version of XM Everything or SIRIUS Everything can do so for $11.95, a
 credit of $1.00 per month.
     SIRIUS customers will also be able to choose a family-friendly version
 of SIRIUS programming that includes select XM programming. And XM customers
 can select a family-friendly XM programming option that includes select
 SIRIUS programming. These packages will cost $14.99 per month, a credit of
 $2.00 per month from the cost of the "best of" packages. Today, a consumer
 would have to purchase two subscriptions for $25.90 to get this combined
 content.
     Get Mostly Music or Just News and Sports and Save 23 Percent
     Following the merger, consumers will also have the option of choosing a
 package of SIRIUS Mostly Music programming or XM Mostly Music programming.
 Subscribers will also be able to choose a package of SIRIUS News, Sports
 and Talk programming or XM News, Sports and Talk programming. Each of these
 packages will be $9.99 per month, a savings of 23 percent compared to
 today's standard subscription of $12.95.
     Like What You Have Today? It Will Still Be Here Tomorrow
     From day one, SIRIUS and XM have promised that no subscriber will pay
 more after the merger for a service similar to what they enjoy today and
 that no existing radio will be made obsolete by the merger. The XM
 Everything and SIRIUS Everything packages will offer a service similar to
 that offered today for the standard subscription of $12.95. Customers who
 choose to keep the subscription package they have today can continue to do
 so for $12.95 per month. Customers who purchase XM Everything and SIRIUS
 Everything packages will also be able to continue their current $6.99
 multi-receiver subscriptions.
     Additional detail on the packages is attached to this news release and
 available at either http://www.siriusmerger.com or http://www.xmmerger.com.
     The companies anticipate the merger will close in late 2007.
 
 
 
               Summary of XM Post-Merger Channel Line Up Proposal
 
                                            MONTHLY PRICE:    MONTHLY PRICE:
     OFFERING             # CHANNELS           CURRENT         POST-MERGER
 
     XM Everything**      Approx. 170           $12.95           $12.95
 
     A La Carte I*      Pick Your Own 50        $12.95      Starting at $6.99
                        from all but Premium
                        (Optional: Add a
                        Channel @ $.25 each;
                        Add Super Premium
                        Packages @ $3.00
                        or $6.00 each)
 
     A La Carte II*     Pick Your Own 100
                        (including some
                        best of SIRIUS)        $25.90***         $14.99
 
     XM Everything &      Approx. 180          $25.90***         $16.99
      Select SIRIUS**
 
     Family Friendly &    Approx. 170          $25.90***         $14.99
      Select SIRIUS
 
     Family Friendly      Approx. 160           $12.95           $11.95
 
     Mostly Music         Approx. 65            $12.95            $9.99
     Commercial Free
      Music (58)
     More Music (5)
     Kids (2)
     Religion (1)
     Emergency &
      Weather (1)
 
     News, Sports         Approx. 60            $12.95            $9.99
      & Talk
     News (12)
     Sports (10)
     Kids (2)
     Talk and
      Entertainment (15)
     Traffic, Weather
      and Alerts (21)
     Religion (1)
     Emergency &
      Weather (1)
     *Available only for subscribers using next generation receivers who
 select channels via the Internet.
     **Consumers may block adult-themed content. Consumers who elect to
 block adult-themed content will be provided a monthly credit.
     ***Currently requires two subscriptions.
     All content is subject to change from time to time due to contractual
 relationships with third-party providers and for other reasons.
             Summary of SIRIUS Post-Merger Channel Line Up Proposal
 
                                            MONTHLY PRICE:     MONTHLY PRICE:
     OFFERING               # CHANNELS         CURRENT          POST-MERGER
 
     SIRIUS Everything **   Approx. 130         $12.95            $12.95
 
     A La Carte I*          Pick Your Own 50    $12.95       Starting at $6.99
                            (Optional: Add a
                            Channel @ $.25 Each;
                            Add Super Premium
                            Packages @ $6.00
                            or $5.00 Each)
 
     A La Carte II*         Pick Your Own 100   $25.90***         $14.99
                            (Including some
                            best of XM)
 
     Everything SIRIUS      Approx. 140         $25.90***         $16.99
      & Select XM**
 
     Family Friendly &      Approx. 130         $25.90***         $14.99
      Select XM
 
     Family Friendly        Approx. 120         $12.95            $11.95
 
     Mostly Music           Approx. 65          $12.95             $9.99
     Commercial Free
      Music (59)
     Family and Kids (4)
     Religion (3)
     Emergency (2)
 
     News, Sports           Approx. 50          $12.95             $9.99
      & Talk
     Sports Channels (8)
     Talk and
      Entertainment (10)
     Family and Kids (4)
     Religion (3)
     News (13)
     Traffic and
      Weather (11)
     Emergency (2)
     *Available only for subscribers using next generation receivers who
 select channels via the Internet.
     **Consumers may block adult-themed content. Consumers who elect to
 block adult-themed content will be provided a monthly credit.
     ***Currently requires two subscriptions.
     All content is subject to change from time to time due to contractual
 relationships with third-party providers and for other reasons.
     About SIRIUS
     SIRIUS, "The Best Radio on Radio," delivers more than 130 channels of
 the best programming in all of radio. SIRIUS is the original and only home
 of 100% commercial free music channels in satellite radio, offering 69
 music channels. SIRIUS also delivers 65 channels of sports, news, talk,
 entertainment, traffic, weather and data. SIRIUS is the Official Satellite
 Radio Partner of the NFL, NASCAR and NBA, and broadcasts live play-by-play
 games of the NFL and NBA, as well as live NASCAR races. All SIRIUS
 programming is available for a monthly subscription fee of only $12.95.
     SIRIUS Internet Radio (SIR) is a CD-quality, Internet-only version of
 the SIRIUS radio service, without the use of a radio, for the monthly
 subscription fee of $12.95. SIR delivers more than 75 channels of talk,
 entertainment, sports, and 100% commercial free music.
     SIRIUS products for the car, truck, home, RV and boat are available in
 more than 25,000 retail locations, including Best Buy, Circuit City,
 Crutchfield, Costco, Target, Wal-Mart, Sam's Club, RadioShack and at
 http://shop.sirius.com.
     SIRIUS radios are offered in vehicles from Audi, Bentley, BMW,
 Chrysler, Dodge, Ford, Infiniti, Jaguar, Jeep(R), Land Rover, Lexus,
 Lincoln, Mercury, Maybach, Mazda, Mercedes-Benz, MINI, Mitsubishi, Nissan,
 Rolls Royce, Scion, Toyota, Volkswagen, and Volvo. Hertz also offers SIRIUS
 in its rental cars at major locations around the country.
     Click on http://www.sirius.com to listen to SIRIUS live, or to purchase
 a SIRIUS radio and subscription.
     Any statements that express, or involve discussions as to,
 expectations, beliefs, plans, objectives, assumptions, future events or
 performance with respect to SIRIUS Satellite Radio Inc. are not historical
 facts and may be forward-looking and, accordingly, such statements involve
 estimates, assumptions and uncertainties which could cause actual results
 to differ materially from those expressed in any forward-looking
 statements. Accordingly, any such statements are qualified in their
 entirety by reference to the factors discussed in our Annual Report on Form
 10-K for the year ended December 31, 2006 filed with the Securities and
 Exchange Commission. Among the significant factors that could cause our
 actual results to differ materially from those expressed are: our pending
 merger with XM Satellite Radio Holdings, Inc. ("XM"), including related
 uncertainties and risks and the impact on our business if the merger is not
 completed; any events which affect the useful life of our satellites; our
 dependence upon third parties, including manufacturers of SIRIUS radios,
 retailers, automakers and programming providers; and our competitive
 position versus other audio entertainment providers.
     About XM
     XM is America's number one satellite radio company with more than 8
 million subscribers. Broadcasting live daily from studios in Washington,
 DC, New York City, Chicago, the Country Music Hall of Fame in Nashville,
 Toronto and Montreal, XM's 2007 lineup includes more than 170 digital
 channels of choice from coast to coast: commercial-free music, premier
 sports, news, talk radio, comedy, children's and entertainment programming;
 and the most advanced traffic and weather information.
     XM, the leader in satellite-delivered entertainment and data services
 for the automobile market through partnerships with General Motors, Honda,
 Hyundai, Nissan, Porsche, Subaru, Suzuki and Toyota is available in 140
 different vehicle models for 2007. XM's industry-leading products are
 available at consumer electronics retailers nationwide. For more
 information about XM hardware, programming and partnerships, please visit
 http://www.xmradio.com .
     Important Additional Information Will be Filed with the SEC
     This communication is being made in respect of the proposed business
 combination involving SIRIUS and XM. In connection with the proposed
 transaction, SIRIUS plans to file with the SEC a Registration Statement on
 Form S-4 containing a Joint Proxy Statement/Prospectus and SIRIUS and XM
 plan to file with the SEC other documents regarding the proposed
 transaction. The definitive Joint Proxy Statement/Prospectus will be mailed
 to stockholders of SIRIUS and XM. INVESTORS AND SECURITY HOLDERS OF SIRIUS
 AND XM ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER
 DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME
 AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
 PROPOSED TRANSACTION.
     Investors and security holders will be able to obtain free copies of
 the Registration Statement and the Joint Proxy Statement/Prospectus (when
 available) and other documents filed with the SEC by SIRIUS and XM through
 the web site maintained by the SEC at http://www.sec.gov . Free copies of
 the Registration Statement and the Joint Proxy Statement/Prospectus (when
 available) and other documents filed with the SEC can also be obtained by
 directing a request to SIRIUS Satellite Radio Inc., 1221 Avenue of the
 Americas, New York, NY 10020, Attention: Investor Relations.
     SIRIUS, XM and their respective directors and executive officers and
 other persons may be deemed to be participants in the solicitation of
 proxies in respect of the proposed transaction. Information regarding
 SIRIUS' directors and executive officers is available in its Annual Report
 on Form 10-K for the year ended December 31, 2006, which was filed with the
 SEC on March 1, 2007, and its proxy statement for its 2007 annual meeting
 of stockholders, which was filed with the SEC on April 23, 2007, and
 information regarding XM's directors and executive officers is available in
 XM's Annual Report on Form 10-K, for the year ended December 31, 2006,
 which was filed with the SEC on March 1, 2007 and its proxy statement for
 its 2007 annual meeting of shareholders, which was filed with the SEC on
 April 17, 2007. Other information regarding the participants in the proxy
 solicitation and a description of their direct and indirect interests, by
 security holdings or otherwise, will be contained in the Joint Proxy
 Statement/Prospectus and other relevant materials to be filed with the SEC
 when they become available.
     SIRIUS
     Media Relations
     Patrick Reilly
     212-901-6646
     PReilly@siriusradio.com
 
     Joele Frank / Eric Brielmann
     Joele Frank, Wilkinson Brimmer Katcher
     212-355-4449
     ebrielmann@joelefrank.com
 
     XM
     Media Relations
     Nathaniel Brown
     212-708-6170
     Nathaniel.Brown@xmradio.com
 
     Chance Patterson
     202-380-4318
     Chance.Patterson@xmradio.com
 
     G-SIRI
 
 

SOURCE SIRIUS Satellite Radio; XM Satellite Radio