The dividend is payable in shares of the Company's Class A Common Stock at a rate of $1.0313 per share of Series B Preferred Stock owned, with fractional shares to be paid in cash.

The shares of Class A Common Stock to be issued will be valued at 95% of the average daily price of the Class A Common Stock for the 10 consecutive trading days ending on October 15, 2001.

The dividend is payable on November 1, 2001, to Series B convertible preferred stockholders of record of XM Satellite Radio Holdings Inc. as of October 22, 2001.

XM officially launched the first U.S. digital satellite radio service in its lead markets, Dallas/Fort Worth and San Diego, on September 25. XM's launch will expand across the entire Southern half of the country in mid- October and across the rest of the contiguous U.S. in November.

XM hopes to transform radio, an industry that has seen little technological change since FM, almost 40 years ago. XM is offering its 100 channels of digital-quality, coast-to-coast sound for $9.99 a month.

Leading manufacturers are offering 24 models of XM radios, a broad array including universal models that will easily enable any existing car stereo system to receive XM service, and new AM/FM/XM systems offering many other great features.

Sony, Alpine and Pioneer XM radios are being distributed through major electronics retailers including Best Buy, Circuit City, Tweeter, participating RadioShack Dealers and Franchisees, Sears and Crutchfield. Delphi-Delco systems will roll out initially in Cadillac DeVille and Seville models beginning in November, expanding to more than 20 GM models next year.

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