XM's Satellite 'Roll' Achieves Critical Milestones; Technology Innovator Dr. Patsiokas Promoted

    WASHINGTON, May 31 XM Satellite Radio's second satellite,
"Roll," which was successfully launched May 8 by Sea Launch, last week
completed a sequence of liquid apogee engine firings and entered geosyncronous
orbit.  Roll, which completes XM's satellite constellation, is maneuvering
towards its final geostationary orbit position at 85 degrees West Longitude.
Roll has also achieved several critical milestones, including the successful
deployment of its solar arrays and communication antennas, keeping it on pace
to begin transmission tests in mid-June.  The satellite is expected to begin
full-time broadcasting in late June.
    XM's first satellite, "Rock," was formally handed over to XM
in mid-May by Boeing Satellite Systems and has begun
broadcasting XM's channels as part of the preparation for XM's commercial
launch later this summer.
    Both XM satellites will operate in geostationary orbit above the United
States. By using two powerful satellites, each with the same nationwide
coverage, XM will ensure maximum signal and system reliability. All three XM
satellites -- "Rock," "Roll," and a spare in its final testing phase -- are
Boeing 702 models, the most powerful commercial satellites ever made,
manufactured by BSS.

                              Patsiokas Promoted

    XM announced today that technology innovator Dr. Stelios (Stell) J.
Patsiokas, Senior Vice President for Technology, has been promoted to oversee
all of XM's technology and engineering efforts.
   "Stell has done an amazing job completing the XM chipset and XM radio
development working with all of our technology partners, and has been focusing
his attention on preparing for commercial launch this summer," said XM CEO and
President Hugh Panero.  "Stell has extensive experience building out wireless
infrastructures with Motorola, making him perfectly suited to assume these
additional responsibilities."
    Dr. Patsiokas earned worldwide industry recognition during his 19-year
tenure at Motorola for his technical expertise and leadership in designing,
developing and implementing cutting-edge, wireless communication technology
products, including the first synthesized scanning receiver, the first digital
handset and the first two-way pager with an operating system.  He is also an
expert in radio frequency propagation and digital modulation.
    Dr. Patsiokas assumes his additional duties from satellite executive Jack
Wormington, who recently moved to Boeing Satellite Systems (BSS) after
successfully launching XM's constellation.  At Boeing, Wormington will
continue to monitor XM's satellite program.
    "The deployment of our satellites marks a new beginning for XM Radio and
some of its employees," Panero said.  "Jack Wormington, having successfully
deployed "Rock" and "Roll," will be moving on to Boeing where he will be in
charge of multiple satellite programs for BSS, bringing to bear his vast
experience in satellite program management.  He will help other BSS clients to
literally get them off the ground as he did XM."
    XM will transform radio, an industry that has seen little technological
change since FM, almost 40 years ago.  XM will offer up to 100 channels of
digital-quality sound and provide coast-to-coast coverage of music, news,
sports, talk, comedy and children's programming.
    XM won several awards at the International Consumer Electronics Show in
January, including "Best of CES" in the automotive category.  XM's strategic
investors include America's leading car, radio and satellite TV companies --
General Motors, American Honda Motor Co. Inc., Clear Channel Communications,
DIRECTV and Motient Corporation.  XM has a long-term distribution agreement
with General Motors to integrate XM radios into its vehicles commencing in
2001.  XM-ready radios are being manufactured by such household names as Sony,
Alpine, Pioneer, Clarion, Blaupunkt, Delphi-Delco, Visteon, Panasonic, and
Sanyo.  Radios are being shipped to retailers including Best Buy, Circuit
City, RadioShack, Sears and Crutchfield.  For more information, please visit
XM's Web site: http://www.xmradio.com .

    Factors that could cause actual results to differ materially from those in
the forward-looking statements in this press release include uncertainties
associated with the launch of the company's satellites, the company's
dependence on third party vendors, its continuing 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 on Feb. 22,
2001.  Copies of the filing are available upon request from XM Radio's
Investor Relations Department.

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