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NEWS RELEASE

XM SATELLITE RADIO ADDS NEW PROGRAMS AND MSNBC TO PROGRAMMING LINEUP

1/28/2004

Washington D.C., January 28, 2004 -- XM Satellite Radio (NASDAQ: XMSR), America's leading satellite radio service, is expanding its news and talk programming with the 24-hour news network MSNBC and a wide array of national talk- radio shows.

Among the programs joining the XM line-up are MSNBC's "Hardball" with Chris Matthews and "Countdown" with Keith Olberman, as well as Emmy-winning comedian 's new talk program on CNBC. XM is also adding syndicated talk radio hosts , , , , This Morning, and several other popular programs beginning this month.

"We've added some of the biggest names in news and talk radio, as well as some terrific programs that cater to specific niches and interests," said Lee Abrams, Chief Programming Officer for XM Satellite Radio. "XM Radio is more than just commercial-free music. Talk radio is a big part of our appeal. People love the fact that they can get a wide variety of talk and news with a diverse mix of opinions, and they can listen from coast to coast without fadeouts or static. Adding these new hosts to our current talk stars like , Dan Patrick, , George Noory, , Art Bell, Phil Hendrie, and Tony Bruno is a big plus for XM subscribers."

The full slate of new talk and news programming on XM Radio is:

MSNBC (XM Channel 130): The 24-hour news network offers up-to-the-minute news and commentary, with popular programs such as "Hardball," "Countdown," "Lester Holt Live," "Deborah Norville Tonight," "" with , and "" with Dan Abrams, on XM starting February 1.

1 Dennis Miller (XM Channel 127): The irreverent comic and five-time Emmy winner brings his take-no-prisoners, suffer-no-fools style to XM Radio with his new CNBC program on Mondays at 9 pm ET with encores at 12 midnight ET.

Michael Savage (Buzz, XM Channe1 66, weekdays from 7-10PM ET): The author of the best-selling book "," Michael Savage offers up his trademark brand of compassionate conservatism.

Matt Drudge (Buzz, XM Channel 166, Sundays 10PM-1AM ET): "The " is a news and opinion show hosted by Matt Drudge, the author of the widely-read Internet website focusing on political news and the entertainment business.

"The Wall Street Journal This Morning" (Buzz, XM Channel 166, weekdays 6-9AM ET): Each weekday morning, The Wall Street Journal previews the Journal's take on what to watch for that day in the world of business, money, the markets, technology, careers and much more. The Wall Street Journal will also broadcast up-to-the-minute reports on market news on several XM channels throughout the day.

Ed Schultz (Buzz, XM Channel 166, weekdays 3-7PM ET): Ed Schultz is a progressive voice on national talk radio, taking a passionate, liberal stance on the pressing issues of the day.

Laura Ingraham (Buzz, XM Channel 166, weekdays from 9AM-12PM ET): The conservative author and columnist known for her irreverent wit covers politics, the news media, and Hollywood.

Mike Gallagher (Buzz, XM Channel 166, weekdays from 12-3PM ET): The broadcasting veteran offers a blend of political commentary, compelling talk topics, and his perspective as a husband and father of four children.

Dave Ramsey (Ask, XM Channel 165, weekdays 2-5PM ET): The author of best-selling book Financial Peace offers unique and insightful views on life and money matters.

Michael Reagan (Buzz, XM Channel 166, weeknights 10PM-1AM ET): Stimulating and informative discussion of politics and the law delivered by the son of former President .

Rusty Humphries (Ask, XM Channel 165, weekdays 5-7PM ET): The national talk-show host and singer/songwriter delivers a fast-paced talk show, mixing news and views with song parodies and listener call-ins.

Into Tomorrow with Dave Graveline (Ask, XM Channel 165, Sundays, 2-4PM ET). This popular technology show covers the latest in high tech and consumer electronics.

Dennis Prager (Ask, XM Channel 165, weekdays 12-2PM ET): Writer, lecturer and TV personality Prager is a talk radio 2 veteran with an uncanny ability to discuss a wide range of topics, including human relationships, religion, and international relations.

Car and Driver Radio with Alan Taylor (Buzz, XM Channel 166, Sundays 2-4 PM ET): Inspired by Car and Driver magazine, the Car and Driver radio show brings the pages of the world's largest automotive publication to life.

John & Jeff (Extreme, XM Channel 152, overnights 2-6AM ET): The John and Jeff show is hot talk for people working the late-night shifts from coast to coast.

The Handyman Show with Glenn Haege (Buzz, XM Channel 166, Saturdays 10AM-12PM ET): Clear and concise how- to advice for novices and pros alike.

America's Car Show (Buzz, XM Channel 166, Saturdays 2-4PM ET): With over 29 years in the automotive industry, host Tom Torbjornsen serves up expert opinion and enthusiasm for cars.

The Money Pit (Buzz, XM Channel 166, 8-10AM ET): Tips for home improvement with professionals Tom Kraeutler and Debby Robinson.

Rollye James (Ask, XM Channel 165, weeknights 10PM-1AM ET): A libertarian with a loyal following, Rollye James offers an unpredictable mix of politics, music, and opinion.

For more information about talk radio on XM, visit http://talk.xmradio.com.

About XM Satellite Radio

XM is America's #1 satellite radio service. With more than 1.36 million subscribers today, XM is on pace to reach 2.8 million subscribers by the end of 2004. Broadcasting live daily from studios in Washington, DC, and Nashville, Tennessee at the Country Music Hall of Fame, XM's 2004 lineup includes more than 120 digital channels of choice from coast to coast: 68 music channels that will be 100% commercial-free beginning in February 2004, featuring hip hop to opera, classical to country, bluegrass to blues; 32 channels of premier sports, talk, comedy, children's and entertainment programming; and more than 20 channels of the most advanced traffic and weather information for major metropolitan areas nationwide. Affordable, compact and stylish XM satellite radio receivers for the home, the car, the computer and boom boxes for "on the go" are available from retailers nationwide. In addition, XM is available in more than 80 different 2004 car models. XM is a popular factory-installed option on more than 40 new General Motors models, as well as a standard feature on several top-selling Honda and Acura models.

3 For more information about XM, visit http://www.xmradio.com.

Factors that could cause actual results to differ materially from those in -looking statements in this press release include demand for the Company’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 8-K filed with the Securities and Exchange Commission as of 1-14-04. Copies of the filing are available upon request from XM Radio’s Investor Relations Department.

Media Contact Chance Patterson Phone: 202-380-4318 [email protected]

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