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SUBJECT COMPANY:

COMPANY DATA:COMPANY CONFORMED NAME:XM SATELLITE RADIO HOLDINGS INCCENTRAL INDEX KEY:0001091530STANDARD INDUSTRIAL CLASSIFICATION:COMMUNICATION SERVICES, NEC [4899]IRS NUMBER:541878819STATE OF INCORPORATION:DEFISCAL YEAR END:1231

FILING VALUES:FORM TYPE:425SEC ACT:1934 ActSEC FILE NUMBER:000-27441FILM NUMBER:071172962

BUSINESS ADDRESS:STREET 1:1500 ECKINGTON PL NECITY:WASHINGTONSTATE:DCZIP:20002BUSINESS PHONE:2023804000

MAIL ADDRESS:STREET 1:1500 ECKINGTON PL NECITY:WASHINGTONSTATE:DCZIP:20002

FILED BY:

COMPANY DATA:COMPANY CONFORMED NAME:SIRIUS SATELLITE RADIO INCCENTRAL INDEX KEY:0000908937STANDARD INDUSTRIAL CLASSIFICATION:RADIO BROADCASTING STATIONS [4832]IRS NUMBER:521700207STATE OF INCORPORATION:DEFISCAL YEAR END:1231

FILING VALUES:FORM TYPE:425

BUSINESS ADDRESS:STREET 1:1221 AVENUE OF THE AMERICASSTREET 2:36TH FLOORCITY:NEW YORKSTATE:NYZIP:10020BUSINESS PHONE:2128995000

MAIL ADDRESS:STREET 1:1221 AVENUE OF THE AMERICASSTREET 2:36TH FLOORCITY:NEW YORKSTATE:NYZIP:10020

FORMER COMPANY:FORMER CONFORMED NAME:CD RADIO INCDATE OF NAME CHANGE:19940203

4251y40325de425.htmFILED PURSUANT TO RULE 425

FILED PURSUANT TO RULE 425

Filed by Sirius Satellite Radio Inc.
Pursuant to Rule425 under the
Securities Act of 1933 and deemed filed
pursuant to Rule14a-6 under the
Securities Exchange Act of 1934

Subject Company: XM Satellite Radio Holdings Inc.
Commission File No.: 0-27441

This communication contains forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995. Such statements include, but are not limited to,statements about the benefits of the business combination transaction involving Sirius SatelliteRadio Inc. and XM Satellite Radio Holdings Inc., including potential synergies and cost savings andthe timing thereof, future financial and operating results, the combined companys plans,objectives, expectations and intentions with respect to future operations, products and services;and other statements identified by words such as anticipate, believe, plan, estimate,expect, intend, will, should, may, or words of similar meaning. Such forward-lookingstatements are based upon the current beliefs and expectations of SIRIUS and XMs management andare inherently subject to significant business, economic and competitive uncertainties andcontingencies, many of which are difficult to predict and generally beyond the control of SIRIUSand XM. Actual results may differ materially from the results anticipated in these forward-lookingstatements.

The following factors, among others, could cause actual results to differ materially from theanticipated results or other expectations expressed in the forward-looking statement: generalbusiness and economic conditions; the performance of financial markets and interest rates; theability to obtain governmental approvals of the transaction on a timely basis; the failure ofSIRIUS and XM stockholders to approve the transaction; the failure to realize synergies andcost-savings from the transaction or delay in realization thereof; the businesses of SIRIUS and XMmay not be combined successfully, or such combination may take longer, be more difficult,time-consuming or costly to accomplish than expected; and operating costs and business disruptionfollowing the merger, including adverse effects on employee retention and on our businessrelationships with third parties, including manufacturers of radios, retailers, automakers andprogramming providers. Additional factors that could cause SIRIUS and XMs results to differmaterially from those described in the forward-looking statements can be found in SIRIUS and XMsAnnual Reports on Form 10-K for the year ended December31, 2006, and Quarterly Reports on Form10-Q for the quarters ended March31, 2007 and June30, 2007, which are filed with the Securitiesand Exchange Commission (the SEC) and available at the SECs Internet site (http://www.sec.gov).The information set forth herein speaks only as of the date hereof, and SIRIUS and XM disclaim anyintention or obligation to update any forward looking statements as a result of developmentsoccurring after the date of this communication.

Important Additional Information and Where to Find It

This communication is being made in respect of the proposed business combination involvingSIRIUS and XM. In connection with the proposed transaction, SIRIUS has filed with the SEC aRegistration Statement on Form S-4 containing a definitive Joint Proxy Statement/Prospectus andeach of SIRIUS and XM may file with the SEC other documents regarding the proposed transaction. TheJoint Proxy Statement/Prospectus was first mailed to stockholders of SIRIUS and XM on or aboutOctober9, 2007. INVESTORS AND SECURITY HOLDERS OF SIRIUS AND XM ARE URGED TO READ THE JOINT PROXY

STATEMENT/PROSPECTUS, AS WELL AS OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETYWHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSEDTRANSACTION.

Investors and security holders can obtain free copies of the Registration Statement and theJoint Proxy Statement/Prospectus and other documents filed with the SEC by SIRIUS and XM throughthe web site maintained by the SEC at www.sec.gov. Free copies of the Registration Statement andthe Joint Proxy Statement/Prospectus and other documents filed with the SEC can also be obtained bydirecting a request to Sirius Satellite Radio Inc., 1221 Avenue of the Americas, 36thFloor, New York, NY 10020, Attention: Investor Relations or by directing a request to XM SatelliteRadio Holdings Inc., 1500 Eckington Place, N.E. Washington, DC 20002, Attention: InvestorRelations.

SIRIUS, XM and their respective directors and executive officers and other persons may bedeemed 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 onForm 10-K for the year ended December31, 2006, which was filed with the SEC on March1, 2007, andits proxy statement for its 2007 annual meeting of stockholders, which was filed with the SEC onApril23, 2007, and information regarding XMs directors and executive officers is available inXMs Annual Report on Form 10-K, for the year ended December31, 2006, which was filed with the SECon March1, 2007 and its proxy statement for its 2007 annual meeting of stockholders, which wasfiled with the SEC on April17, 2007. Other information regarding the participants in the proxysolicitation and a description of their direct and indirect interests, by security holdings orotherwise, is contained in the Joint Proxy Statement/Prospectus filed with the SEC.

***

SIRIUS website, which is available at www.SIRIUSmerger.com and has information about SIRIUSproposed merger, has been updated. The updates include the information being filed herewith.

In addition, the In the News page of the website also contains links to the following third-party articles:

Lots Of Static In Satellite Radio Merger

BY BRIAN DEAGON

INVESTORS BUSINESS DAILY

Posted 10/11/2007

In its push for merger approval, satellite radio provider Sirius had 80 attorneys submittingmore than six million pages of documents during the three months it prepared its presentation forthe Department of Justice.

Our photo-copying bill alone was more than $1million, said Mel Karmazin, chief executive ofSirius Satellite Radio. (SIRI)

In February, Sirius announced plans to buy XM Satellite Radio, (XMSR)the only other satelliteradio firm, for $4.6billion in stock. The National Association of Broadcasters, which representsconventional radio stations, immediately opposed the deal.

Since then, consumer groups, business organizations and others have jumped in on both sides. Fourcongressional hearings have been held. Regulators are expected to decide by years end andanalysts say it remains a 50-50 proposition.

Its been extensively time-consuming, frustrating and painful, Karmazin said. But wereoptimistic it will go through.

Approval would be a huge boost for XM and Sirius, but neither they nor analysts say the merger isessential to their survival. The two combined have invested more than $10billion in theirbusinesses but still continue to report big operating losses. In 2006, Sirius lost $1.1billion onrevenue of $637million. XM lost $719million on revenue of $933million. At the least, a mergerwould cut hundreds of millions in operating costs annually.

Consolidation may be crucial for them, said David Shor, director of interactive media for WingmanMedia, a broker of ads for both terrestrial and satellite radio.

Ruling Expected This Year

The DOJ is expected to rule on whether the merger violates antitrust law by years end. The FederalCommunications Commission is expected to rule shortly thereafter as to whether the merger is in thepublics interest. Approval is required by both.

The NAB is going all-out to scuttle the merger, which it says would create a monopoly.

Our opposition is based on turning the two companies into one, thus creating a monopoly, saidDennis Wharton, an NAB spokesman. Governments recognize monopolies are bad for consumers becauseit leads to higher prices and less innovation.

But Karmazin, a former head of Viacom, (VIA) CBS (CBS)and Infinity Broadcasting, says thecompetitive landscape has shifted markedly since 1997, when regulators gave XM and Sirius thego-ahead. They started service about six years ago.

Regulator approval, though, came with the stipulation that the two winners of the spectrum auctionthat created satellite radio which became Sirius and XM could not merge.

Karmazin, who would be CEO of the merged company, argues that much as changed since then. Peoplehave more entertainment choices with the emergence of portable music players, Internet-based radio,music-playing cell phones and other devices. Just emerging is high-definition radio, which improvessound quality and some say could more than double the number of terrestrial radio channels.

About 1,150 radio stations currently broadcast in high-def. Nearly 14,000 stations existnationwide.

One Rival: Internet Radio

In 1997, there were no iPods or cell phones playing audio, Karmazin said. Internet radio is nowbooming. You have radio (input)jacks for MP3 players. Bluetooth technology in cars allows yourcell phone to broadcast through speakers. Why should the market be concerned about two satelliteradio companies combining?

Wharton demurs.

Its a clever argument on their part, he said, but the fact is two companies with a nationalaudio entertainment service who are hotly competitive with each other want to turn into one. Thatsa monopoly.

Satellite radio has had little impact on terrestrial radio, even after Sirius last year took thebig move of signing radio star Howard Stern. Sirius and XM combined have 14million subscribers.That represents just 3.4% of national radio listeners, according to Arbitron.

XM and Sirius dont say they cant survive without merging, and analysts dont say theyre doomedwithout a merger. Both continue to put forth optimistic forecasts in subscriber growth and saytheyre on the road to profitability.

Distinct, Or Part Of The Crowd?

Analysts say merger approval could come down to whether regulators see satellite radio as adistinct service on its own or as a service that competes for listeners with all products andservices that dish up sound.

The issue has resulted in something of a balancing act for traditional radio, which call satelliteradio sort of a competitor and sort of not a competitor.

The largest U.S. radio station company, Clear Channel Communications, (CCU)in its 2006 annualreport says its competitors include satellite radio as well as the Internet, wireless mediaalternatives and cellular phones.

The NAB has made similar comments.

But that viewpoint shifted when XM and Sirius revealed their plans to merge. The NAB began statingthat satellite radio was a unique market unto itself a duopoly that would become a monopoly. Amonth later their position shifted again, as stated in a letter to Congressman John Conyers,chairman of the House Judiciary Antitrust Task Force, by NAB President David Rehr.

XM and Sirius definitely impact the business of broadcasters in local markets, Rehr wrote: Everyperson who listens to satellite radio is one person not listening to a local radio station.

On the other hand, NAB says satellite radio is much different than traditional radio, which islocal or regional. Sirius and XM offer 133 and 170 channels, respectively, that broadcastnationally.

The NABs Wharton says what that means is this: Sirius and XM compete directly with us, but wedont compete directly with them because we dont have a national audio entertainment footprintlike they do.

That position causes merger proponents to howl.

Its a novel, one-way competition argument, and a rather difficult position to maintain, said XMChairman Gary Parsons. They recognize that to admit we are competitive with them when they have95% of radio listeners from a DOJ or antitrust perspective its almost game, set, match (in ourfavor).

They know that they cannot adopt a situation saying we both compete with each other. But theirregulatory and legal filings of their members for years have been saying that satellite radio is acompetitor.

XM and Sirius, looking to allay monopoly fears, in July revealed plans to offer an a la cartepricing plan.

Subscribers now pay $12.95 a month. If the merger is approved, one option would let subscriberschoose 50 channels for $6.99.

There is no question that a combined company would look at whether they can increase theirprices, said Shor, the radio ad broker. But its more likely that theyd be looking at betterincentives that reduce the short-term cost on the bet that users will stay with them.

Citi Analyst: Sirius-XM Deal Has 60% Approval Shot
Amy Gilroy
10 October2007
TWICE

The proposed merger between Sirius Satellite Radio and XM Satellite Radio has a better than 60percent chance of passing federal regulation, according to a report published yesterday by CitiInvestment Research.

The report said the merged Sirius-XM would achieve a value cost savings of $7billion to thecompanies.

Analyst Eileen Furukawa stated, We believe the probability of getting regulatory approval hasshifted recently in favor of Sirius and XM ... We believe that the commentary during the FederalCommunications Commission open period was more persuasively in favor of XM/[Sirius] ... at the sametime, we believe XM/[Sirius] offering of ala carte pricing including a Family Friendly package,should help to appease FCC regulators.

The report said, however, that government approval or disapproval of the merger is still uncertainas it will be strongly politically fueled, particularly as we move toward a presidential electionyear and that the National Association of Broadcasters continues an ardent lobbying effortagainst the merger.

Specifically, Furukawa placed the chances of merger approval in the high 60-percent range.

A ruling on the merger by the FCC is expected by early December. There is no set time frame for aruling on the merger by the Department of Justice (DOJ).

The FCC is charged with determining if the merger would be in the public interest and the DOJdetermines if the merger would be anticompetitive.

NewYork Press
Wednesday, October10, 2007
Posted byJohn DeSio at 1:25PM

Weiner, Engel Back Sat Radio Merger

Congressman Anthony Weiner, a likely candidate for mayor in 2009, and his colleague EliotEngel has come out in favor on the impending merger between satellite radio providers XM Radio andSirius. Both have filed comments supporting the move with the FCC during the last month.

I believe that this merger will improve the variety and quality of satellite radio servicesto consumers, said Engel.

There is no doubt that the merger would be good for consumers of this service. A merger will allowthe two companies to pool their resources, cut costs through economies of scale, boost innovationby bringing together their best and brightest talent, and ultimately make more programmingavailable to subscribers, said Weiner.

More here.

Wall Street Still Betting on XM-Sirius Merger

NAB Continues to Lobby Against Deal, Backing Terrestrial Radio

By Glen Dickson Broadcasting & Cable, 10/9/2007 12:10:00 PM

New York The proposed merger between XM Satellite Radio and Sirius Satellite Radio shouldhave no problem passing muster with both the Federal Communications Commission and the Departmentof Justice, according to top Wall Street analysts, and a ruling from the latter could come withinthe next month.

Our contacts down there suggest that the merger will go through and it will happen in the next30-45days, said Robert Peck, Bear Stearns managing director and senior analyst, speaking Tuesdayat the ISCe Satellite Investment Symposium here.

Peck was referring directly to the DOJs pending decision on whether the proposed XM-Sirius mergerwould conflict with antitrust law. But Peck said he doesnt expect much opposition from FCCchairman Kevin Martin, either, noting that if Martin wanted to stop the merger, he could haveextended the FCCs review process. Peck added that historically, never has the FCC gone againstthe DOJ in such merger matters.

Cowen & Co. managing director and senior research analyst Thomas Watts was also bullish on themergers prospects, saying that he thought it would get approved and that the two companies wouldsoon offer interoperable radios that would be able to receive satellite signals from bothcompanies satellites.

Watts also expected the combined company to offer a la carte programming packages, which couldpotentially reduce consumers subscription costs. In general, he thinks the merger would helpconsumers, not hurt them by eliminating choice.

Both Watts and Peck believe the XM-Sirius merger shouldnt be compared to the rejected mergerbetween EchoStar Communications and DirecTV, which would have taken a multichannel-TV universe ofthree providers (with cable) and reduced it to two. Instead, they believe regulators shouldconsider Sirius-XM in the context of an audio universe that includes not only terrestrial- andsatellite-radio providers, but also podcasts, iPods, Internet radio and the like.

Theres only one party against this, and thats NAB, Watts said, noting that the NationalAssociation of Broadcasters delayed the launch of XM and Sirius by some five years by lobbyingagainst FCC approval of their licenses in the late 1980s.

The NAB, of course, has been representing the interests of terrestrial-radio stations by lobbyingagainst the XM-Sirius deal on the grounds that it would create a monopoly and reduce consumerchoice.

Not surprisingly, Pecks and Watts assertions were challenged by NAB executive vice president ofmedia relations Dennis Wharton, who noted that the XM-Sirius merger is being opposed by majorconsumer and special-interest groups such as Consumers Union and the Black Leadership Forum, aswell as some 80 members of Congress.

The notion that the NAB is the only group opposed to this merger is just not true, Wharton said.

He added that the merger would put too much control of programming in the hands of Sirius chief MelKarmazin and dismissed the notions that the combined company would offer true a la carteprogramming instead of bundled packages of 20 or 30 channels.

Wharton said one of the reasons why the merger has drawn opposition from members of Congress andothers was the trust factor, adding that XM and Sirius pledged to the FCC years ago that theywould create an interoperable radio, but they havent delivered it.

The companies were ordered by the FCC to deliver an interoperable radio, but theyve never doneit, Wharton said. Mel said he had one in his office, Where is it?

Wharton also said the two companies have lacked candor on other issues. XM placed terrestrialrepeaters in locations different from where it had it informed the FCC it would place them, headded, and thousands of drivers experienced Sirius signals from nearby cars bleeding into theirterrestrial receivers and delivering potentially objectionable programming, such as Howard Sternsprogram, due to Sirius receivers that didnt meet FCC standards.

Lets not kid ourselves: There is a finite satellite-radio market, Wharton said. But if youreasking the government to give you a monopoly, you have to at least play by the rules.

John Gormans Media Blog
By John Gorman
October12, 2007
http://gormanmediablog.blogspot.com/

NABs Fumbles: Stop the clock, I want to get off!

If I looked up David Rehr on one of those classmates websites would I learn that he was the kidthey picked on at school?

If I looked up David Rehr would I learn that the two words he used the most in school was, Imtellin?

If I looked up David Rehr would I learn that he never played sports because he always dropped theball?

If I looked up David Rehr would his yearbook read, Most likely not to succeed?

Fumbles, there comes a time when you got to get tough and that was when you were hired to head theNational Association of Broadcasters.

Instead, we got a wimp.

You just cant find good help anymore.

What is it about a unified XM-Sirius that frightens you? Step back, take a deep breath, chew on aXanax and get control of yourself.

Stopping the clock? Mel nearly had a bilateral hernia from laughing so hard. Much ado aboutnothing. You agreed, albeit reluctantly, with the FCC on their 180day deal merger decision.

You cant raise your hand and say, Not fair. That didnt work when the big kids shot spitballs atyou or knocked the books out of your hands and its not going to work now.

Desperate times call for desperate measures and when the going gets tough, Fumbles writes longletters and petitions. In this case, nine pages of drivel, which you can read here, tidied up in acute pdf file:
http://www.nab.org/xert/corpcomm/pressrel/releases/100907_Defer_FOIA_XMSIRI.pdf

Fumbles has even taken to calling it, a government sanctioned merger. Hes not making any friendsin high places. Then again he never had any to begin with.

Do you know how to find the NAB offices without a map? Just follow the stench of fear.

Okay, XM and Sirius hired all the right lobbyists while you threw away your war chest on JohnAshcroft. Get past that, Fumbles.

You want more time let me repeat more time to examine internal documents you expect toreceive through a Freedom of Information Request in hopes of finding some wrong doing at Sirius?

Fumbles, I know your obsessed with finding the memo, the note, or the e-mail that proves yourconspiracy theories on their ground-based transmitters and repeaters?

Youd better hope that the tables arent turned on you and a lot of the rule-bending radio fauxpas that have occurred over the past decade accidental or deliberate arent revealed aboutone or more of your members.

Sure, theres that SEC 10-K filing that had certain Sirius personnel requesting thatmanufacturers produce Sirius radios that were not consistent with FCC rules.And Im sure youll find some little old lady who unitentionally picked up the Howard Stern show orthe adult comedy channel on Sirius instead of the NPR or religious station she usually listens to -and her quality of life was forever damaged after hearing a couple of four-letter words.

Dont you hate when that happens?

Heres your dilemma, Fumbles. Theres been a fair share of how can we put it accidentally onpurpose errors committed by the radio chains you represent. Maybe there were a few move-ins thatwerent exactly what one would call legal?

I know, I know, Fumbles. You share that predicament with the FCC, which just cant keep up with thepaperwork as if by design on all the buying, selling, trading, and swapping mostly from acompany whose initials are CC.

So you fear the FCC will equalize those evils by tossing one satellite radios way? Is that whathas you cowering?

Satellite radio is not the enemy. Friendly fire is.

The NAB is supposed to be in a leadership role for the stations it represents. So try being aleader not a tattletale because if you play that card, youre going to lose.

Maybe youve forgotten that Mels an ex-radio guy and knows where all the post-deregulationterrestrial radio bodies are buried.

But hes not your worst enemy. You are.

Let the merger happen. Its not going to slaughter terrestrial radio. It may, in fact, help it.

Fumbles, consider this.

Who says a combined XM-Sirius wont get competition from a new satellite radio contender? Ever hearof Primosphere? More about them another time.

Fumbles, we know that youre faxing and e-mailing your resume to any interested party. The bad newsis that there arent any parties interested in you.

Unless the god Fumbles prays to comes through, hes going to be living with at best a threeto two vote in favor of the merger. The Justice department? Theyve already made up their mind.Sorry, Fumbles, youre toast.

Most people know how to take something significant and restructure it into the symbol theircircumstance requires. Youre not one of them.

Fumbles, we know that youve even solicited the Consumers Union to secure their anti-mergersupport. Shocking! You actually had to grovel to a liberal organization.

Youre off Ashcrofts Christmas card list for that one.

You cant predict the future, you can only create it. What kind of future have you created for theNAB, Fumbles?

Orbitcast

Sirius/XM highlight latest merger supporters

0 comments

Wednesday, October10, 2007 at 12:31 PM

Tags: Merger, Merger Support, Sirius, XM

In a press release that just went over the wires, Sirius and XM are making sure that folks know ofthe recent public support for their pending merger.

From members of Congress like Rep. Engel (D NY), Rep. Boucher (D VA), Rep. Weiner (D NY) andRep. Sessions (R TX); to automaker (and Sirius partner) Kia Motors; to consumer advocate groupsthat most people here have never heard of; to unlikely bedfellows Charlie Daniels, Cousin Brucieand Deepak Chopra the satcasters are beating the PR drum as we get down to the final hour.

Heres some of the better quotes in my opinion (the rest are viewable after the jump):

The proposed merger should be considered in the context of a broad market definition, whichincludes the entire marketplace for audio entertainment. Under such an appropriate definition, themerger would combine only a small percentage of the market, but would lead to significantpro-consumer benefits. I, therefore, believe the merger is in the public interest and urge that theCommission approve it. (Rep. Rick Boucher, September4, 2007)

There is no doubt that the merger would be good for consumers of this service. A merger will allowthe two companies to pool their resources, cut costs through economies of scale, boost innovationby bringing together their best and brightest talent, and ultimately make more programmingavailable to subscribers. (Rep. Anthony Weiner, September12, 2007)

IWF is also interested in the increased efficiencies of a combined company and greater competitionfrom other audio providers that would increase the speed to market of new and advanced technologiesin satellite radio and audio entertainment. These are exactly the kinds of byproducts fueled by afree market that would simply not be possible without a merger of the two companies. (Michelle D.Bernard, Independent Womens Forum, October1, 2007)

The merger between SIRIUS and XM will further enhance Kias goal of providing our customers withhigh-quality, high-value products. We believe that it is in our customers interest and the publicinterest to allow SIRIUS and XM to merger. (Kia Motors, August21, 2007)

Truckers were among the first satellite radio customers and many continue to be very loyallisteners. They also will have a lot to gain from this proposed merger. Once this deal is approved,truckers and others who spend many hours on the road will have a greater range of programmingchoices and packages available to them. (Charlie Daniels, October2, 2007)

More after the jump...

And heres the rest...

I believe that this merger will improve the variety and quality of satellite radio services toconsumers. (Rep. Eliot Engel, September18, 2007)

There is no doubt that the merger would be good for consumers of this service. A merger will allowthe two companies to pool their resources, cut costs through economies of scale, boost innovationby bringing together their best and brightest talent, and ultimately make more programmingavailable to subscribers. (Rep. Anthony Weiner, September12, 2007)

We believe a combined Sirius-XM will strengthen satellite radio and the broader audioentertainment market, opening the door to expanded programming and production opportunities forLatino technology professionals. (Jose A. Marquez, Latinos in Information Sciences and Technology,October9, 2007)

Satellite radio has given me an opportunity to have a more personal relationship with listenersfrom all over the country, who can call in for one-on-one conversations about health, spirituality,relationships and success. The merger between SIRIUS and XM will help to ensure that positiveprogramming like mine is available to a greater number of listeners at lower prices than everbefore. (Deepak Chopra, October8, 2007)

My contemporaries and I appreciate that the music that influenced our generation is able to liveon with satellite radio, and we are truly excited that this merger will allow even more Americansto rediscover music that paved the way for todays hits. I encourage the Department of Justice andthe Federal Communications Commission to continue to allow listeners to hear the unique programmingsatellite radio offers by approving this merger as quickly as possible. (Cousin Brucie, September26, 2007)

By giving consumers lower priced programming options and increased variety of content, thiscombination proves to be in the public interest. So in the spirit of consumer benefit for Elvisfans and radio listeners nationwide, I strongly encourage you to expeditiously authorize theproposed merger of SIRIUS and XM. (Jack Soden, Elvis Presley Enterprises, October5, 2007)

Orbitcast

Merger has high 60% probability of success, says Analyst

23 comments

Tuesday, October9, 2007 at 11:43 AM

Tags: Merger, Satellite Radio, SIRI, XMSR

Citigroup analyst Eileen Furukawa issued a highly bullish report this morning, who feels that SIRIand XMSR stocks are currently undervalued and that the pending XM-Sirius merger has a high 60%probability of success.

Furukawa says that a detailed, item line analysis of a merger of XM Satellite Radio Holdings Inc.with Sirius Satellite Radio Inc., found that the satellite radio marriage could create presentvalue cost savings of $7billion - with 10%-20% savings across customer service, programming, R&D,sales and marketing and other areas.

In addition, although she does not specifically factor this into her model, Furukawa says that thecombination could drive higher ad revenues given larger combined reach. Furukawas model alsodoesnt include savings on capital expenditure from shifting to a single system, which she feelscould be worth $750million long term.

Furukawa says that XMs stock price at last nights close reflects a 24% chance that the pendingmerger of the two companies succeed, a view which she says is too bearish. The Citigroup analystthinks the deal has a high 60% probability of success.

She gives the stock a probability weighted target price to $19.50, up from her previous target of$15, but she also says that the company could be worth $23 a share if all of the synergies she seesare realized.

Both XMSR and SIRI were up significantly this morning on the news.

[via Barrons]

In addition, the What People Are Saying and Merger Resources pages of the website alsocontain links to the following information included on the website:

October8, 2007

The Honorable Thomas Barnett Assistant
Attorney General Antitrust Division
United States Department of Justice 950
Constitution Avenue, NW Washington, DC 20530

The Honorable Kevin J. Martin Chairman
Federal Communications Commission
445 121 Street, SW
Washington, DC 20554

Dear Assistant Attorney General Barnett and Chairman Martin:

On behalf of myself and the staff of Deepak Chopras Wellness Radio, I am writing to express mysupport for the merger of SIRJUS Satellite Radio and XM Satellite Radio. My show on SIRIUSallows me to reach a critical mass of people with a message of self development and personal andsocial transformation. At Deepak Chopras Wellness Radio, we endeavor to put todays news in thecontext of mind and body wellness.

Too often, traditional AM/FM radio lacks the kind of programming that speaks to a diverse pointof view, such as mine. Satellite radio provides me a unique forum for content aimed at empoweringlisteners to improve their own lives and the lives of those around them. I am very excited at theprospect of the SIRIUS-XM merger, as it will enable an even greater number of Americans to haveaccess to this kind of content.

A perfect example of this is the Family Friendly tier of programming that will beavailable following the merger. Listeners who chose this option will have access to upliftingcontent from SIRIUS and XM, as well as the best music, sports and news, without paying formaterial they find inappropriate. Further, listeners in rural areas who have access to only alimited selection of terrestrial radio stations will have access to the wide range ofprogramming choices that SIRIUS and XM offer without having to buy a new radio. There trulyis something for everyone.

Satellite radio has given me an opportunity to have a more personal relationship withlisteners from all over the country, who can call in for one-on-one conversations abouthealth, spirituality, relationships and success. The merger between SIRIUS and XM will help toensure that positive programming like mine is available to a greater number of listeners atlower prices than ever before.

In order to ensure that listeners continue to have access to more programming choices atlower prices, I urge you to approve the proposed merger of SIRIUS and XM.

Sincerely,

Deepak Chopra

Jack Soden
Chief Executive Officer

October 5. 2007

The Honorable Thomas Barnett
Assistant Attorney General
Antitrust Division
United States Department of Justice
950 Constitution Avenue, NW
Washington, DC 20530

The Honorable Kevin J. Martin, Chairman
Federal Communications Commission
445 12TH Street, SW
Washington, DC 20554

Dear Assistant Attorney General Barnett and Chairman Martin:

On behalf of Elvis Radio. I am writing this letter to encourage you to approve the proposedmerger of SIRIUS Satellite Radio Inc. and XM Radio Inc. Elvis Radio is an all Elvis,all the time radio station that broadcasts live from Graceland and features just about everythingthat Elvis ever recorded, including music from the early years, his classics, his comebacks, therarities, and live tracks, as well as various talk shows about Elvis.

Like Elvis fans, satellite radio listeners are diverse. This merger not only promises toprovide more options and a wider array of content for varied interests, but through the recentlyannounced a la carte packages, it will also allow listeners to make more individualized choicesregarding the programming they wish to receive. A range of programming options will be available atvaried price points, promoting greater satellite radio accessibility and consequently expanding theuniverse of potential listeners.

In a recent, national survey of voters, an overwhelming 70percent of respondents said thatnew a la carte packages to be offered following the merger would benefit consumers. Further,respondents in the same survey agreed by a more than 2 1 margin that the merger itself was in thepublic interest and should be approved. Support for the merger has been echoed by some of thenations foremost print publications, including USA Today, The Wall Street Journal, The Los AngelesTimes and The Chicago Tribune.

By giving consumers lower priced programming options and increased variety of content, thiscombination proves to be in the public interest. So in the spirit of consumer benefit for Elvisfans and radio listeners nationwide, I strongly encourage you to expeditiously authorize theproposed merger of SIRIUS and XM.

3734 Elvis Presley Blvd.
Memphis, TN 38116
tel: 901-332-3322
tel: 800 238 2010

Elvis. com

LISTA National Board

Kaleil Isaza Tuzman
JumpTV
National Chair

Jose Marquez-Leon
President/CEO

Chris Rodriquez
ACP Consulting
EVP /COO

Henry Quiero
Diverse Community
EVP Member Services

Jeff Vigil
Interblock
National CIO

Mauricio Ambriz
National Treasurer/CFO
US-Mex Media, LLC

Hector Munoz
National Secretary
President, LISTA Conn.

Jose Rojas
Genx Solutions
President, LISTA NY

Melissa Minchala
DataVelocity
President, LISTA NJ

Andres Jordan
Deutche Telecom
President, LISTA
Washington .DC

Mauricio Guadamuz
Lockheed Martin
President, LISTA GA.

Osterman Matos
Osystec
President, LISTA Florida

David Contreras
IBM
President, LISTA LA

October09th, 2007

Ms.Marlene Dortch, Secretary
Federal Communications Commission Office of the
Secretary 445 12th Street, SW Room
TW-B204

Re: Consolidated Application for Authority to Transfer Control of XM Radio Inc. and SiriusSatellite Radio Inc., MB Docket No.07-57

Dear Ms.Dortch,

As an organization representing the interests of Latinos employed in the IT, IS, andtelecommunications industry, the Latinos in Information Science and Technology Association(LISTA)has seriously considered the impact a merger of Sirius and XM satellite radio willhave on minority telecommunications professionals and the broader Hispanic listeningaudience. For the reasons outlined below, LISTA urges the Federal Communications Commission(FCC)to approve the pending merger between Sirius and XM.

At the core of commitment to increasing LatinoLISTAs work is representation in theinformation sciences, telecommunications and technology industries. We believe a combinedSirius-XM will strengthen satellite radio and the broader audio entertainment market,opening the door to expanded programming, employment, business and productionopportunities for Latino technology professionals and entrepreneurs who are interested inthe satellite industry.

Both SIRIUS and XM are competing in a complex, rapidly evolving market of cutting edgetechnology and innovation. By merging, the companies will stand to greatly benefit fromshared technical knowledge and combined resources that will in turn improve opportunitiesfor Hispanics in this field. The two companies are using their role as innovators to helpeducate and train more Hispanic engineers, programmers, and others integral to satelliteradio while developing opportunities in business. A stronger, more competitive satelliteradio company will enhance opportunities for Latinos in technology and telecommunications,helping bridge the digital divide.

In addition, LISTA supports an improved satellite radio and the continued development ofthe technology which will ensure that there is continued growth for Latinos and ourcommunity in this industry and help the development of Latino professionals in and expandthe science and technology of satellite radio

In closing, LISTA believes a combined company will make satellite programming more diverseand accessible to our community. In light of these benefits to minority technologyprofessionals we urge the FCC to approve the Sirius-XM merger.

If you require additional information, please feel free to contact me at this telephonenumber 917-578-0521.

LISTA National Headquarters 331 W. 57thStreet #373 New York, NY 10019
TELEPHONE: (347)632-4542
EMAIL:info@a-lista.org WEBSITE:www.a-lista.org

Cordially,

President/CEO and Founder LISTA

CC: MR
CC: JAM

LISTA National Headquarters 331 W. 57thStreet #373 New York, NY 10019
TELEPHONE: (347)632-4542
EMAIL:info@a-lista.org WEBSITE:www.a-lista.org

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