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NEWS RELEASE

XM, Entertainment and Co-release New Bluesville CD Featuring Music From XM's Popular Channel on May 15

5/8/2007

BLUESVILLE CD FEATURES BLUES GREATS WILLIE DIXON AND MEMPHIS SLIM, LIGHTNIN’ HOPKINS AND SONNY TERRY, , ROOSEVELT SYKES, MILDRED ANDERSON, FURRY LEWIS AND MANY OTHER ARTISTS FEATURED ON BLUESVILLE (XM 74)

Washington, D.C. and Seattle, May 8, 2007 – XM, the nation’s leading satellite service, Starbucks Entertainment and Concord Music Group, today announced plans to release a compilation CD featuring music from XM’s popular blues channel on May 15. The Bluesville CD will feature songs from influential blues greats Willie Dixon and Memphis Slim, Lightnin’ Hopkins and Sonny Terry, Odetta, Roosevelt Sykes, Mildred Anderson, Furry Lewis and many other artists heard on XM’s Bluesville channel (XM 74).

Co-released by XM, Concord Music Group and Starbucks Entertainment, the Bluesville disc will be available exclusively at Starbucks Company-operated locations in the U.S. and and online at http://www.starbucks.com/hearmusic beginning May 15, 2007.

Bluesville is an impressive collection of unique blues tracks selected to provide listeners a flavor for the music heard 24-hours a day on XM’s Bluesville channel (XM 74), home to the mother of all American music. The CD features "Sitting and Crying the Blues," by Willie Dixon and Memphis Slim, "Got to Move Your Baby," by Lightnin’ Hopkins with Sonny Terry, "Whistling Pines," by Big Joe Williams and "When My Baby Left Me," by Furry Lewis.

“XM’s Bluesville channel, programmed by Bill Wax who lives and breathes the blues, captures the uncompromised

1 spirit of the music. This disc offers customers yet another opportunity to experience the depth of music presented on XM," said Lee Abrams, chief creative officer, XM .

“This exciting collaboration is the result of our alliances with both Concord Music Group and XM Satellite Radio coming together to create great content for our customers," said Ken Lombard, president, Starbucks Entertainment. “This is an incredible collection of classic blues that we know our customers are going to absolutely love."

“Bluesville’ is the perfect vehicle to introduce this historic American music to current music lovers," states Concord Music Group’s Bill Belmont. “This 15 track collection highlights some of the finest blues ever recorded."

Bluesville is being offered for $13.95 in the U.S. and $16.95 in Canada.

XM’s Bluesville channel is where the blues live on radio. The Bluesville channel features a mix of traditional blues, modern blues, rockin' blues and soul or "finger-poppin" blues. A complete schedule for Bluesville shows on XM is available online at www.xmradio.com.

Complete Bluesville Track Listing: 1. I’ll Play the Blues for You – Albert King 2. Satellite Baby – Roosevelt Sykes 3. Baby How Long – Sunnyland Slim 4. Don’t Deceive Me (Please Don’t Go) – Mildred Anderson 5. Mean Old Frisco – & Kenny Burrell

6. I’ve Been Treated Wrong – Jimmy Witherspoon & T-Bone Walker 7. Hole in the Wall – Floyd Dixon 8. The Blues Never Die – Otis Spann 9. Hard, Oh Lord – Odetta 10. Got to Move Your Baby – Lightnin’ Hopkins with Sonny Terry 11. My Baby Left Me – Furry Lewis 12. Sittin’ and Cryin’ the Blues – Willie Dixon with Memphis Slim 13. If That Ain’t a Reason (for Your Woman to Leave You) – Little Milton

14. Whistling Pines – Big Joe Williams 15. Yesterday is Gone – Jimmy McCracklin 2 *** About XM Satellite Radio XM (: XMSR) is America's number one satellite radio service with more than 8 million subscribers. live daily from studios in Washington, DC, 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 channels, sports, talk, 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 , , , Hyundai, Nissan, Subaru, Suzuki and Porsche, is available in more than 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.

About Concord Music Group The Concord Music Group is one of the largest independent record and music publishing companies in the world and owner of a rich and, in many cases, historically significant catalog of recordings. Concord Music Group’s legendary family of labels include Concord Records, Concord , Fantasy, Stax, Milestone, Riverside, Specialty, Telarc, Peak, Heads Up, Pablo, and Prestige, to name a few. They include titles from some of the most admired and enduring names in music, including , , John Coltrane, Creedence Clearwater Revival, , , , , Thelonious Monk, Oscar Peterson, Tito Puente, and Mel Torme. The group's current roster of world-class artists includes: , , , , , , , Ladysmith Black Mambazo, Sergio Mendes, Soulive, Jane Monheit, , , , Spyro Gyra, Curtis Stigers, Angie Stone and Tierney Sutton.

About Starbucks Starbucks Coffee Company provides an uplifting experience that enriches people’s lives one moment, one human being, one extraordinary cup of coffee at a time. To share in the experience, visit www.starbucks.com.

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Factors that could cause actual results to differ materially from those in the forward-looking statements in this 3 press release include demand for XM Satellite Radio's service, the Company's dependence on technology and third party vendors, its potential need for additional financing, as well as other risks described in XM Satellite Radio Holdings Inc.'s Form 10-K filed with the Securities and Exchange Commission on 3-9-06. Copies of the filing are available upon request from XM Radio's Investor Relations Department.

Contact: Marie Farrar, XM, 202-380-4151, [email protected] Allison Elbl, I/D PR for Starbucks, 323-822-4851, [email protected] Joel Amsterdam for Concord Music Group 310-385-4206

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