On March 6, 2009, XM Satellite Radio, Inc. amended and restated the $100 million credit agreement, dated as of June 26, 2008, among XM, XM Satellite Radio Holdings Inc. the lenders named therein and UBS AG, as administrative agent and the $250 million credit agreement, dated as of May 5, 2006, among XM, XM Holdings, the lenders named therein and JPMorgan Chase Bank, N.A., as administrative agent and, together with the UBS Term Loan. The previous facilities have been combined as term loans into the amended and restated credit agreement, dated as of March 6, 2009, among XM, XM Holdings, the lenders named therein and JPMorgan Chase Bank, N.A., as administrative agent, and Liberty Media LLC has purchased $100 million aggregate principal amount of such loans from the lenders. XM paid a restructuring fee of 2% to the existing lenders under the previous facilities. Loans under the first-lien credit agreement held by existing lenders will mature on May 5, 2010 and the remaining loans purchased by Liberty will mature on May 5, 2011. The Tranche A and the Tranche B term loans are subject to scheduled quarterly amortization payments of $25 million starting on March 31, 2009. The tranche C term loans are subject to a partial amortization of $25 million on March 31, 2010, with all remaining amounts due on the final maturity date. On March 6, 2009, XM entered into an amended and restated credit agreement with Liberty Media Corporation, as administrative agent and collateral agent, and simultaneously closed the facility. Pursuant to the second-lien credit agreement, XM may borrow $150 million aggregate principal amount of term loans on December 1, 2009. The proceeds of the loans will be used to repay a portion of the 10% convertible notes due 2009 of XM Holdings on the stated maturity date thereof. The second-lien credit agreement matures on March 1, 2011, and bears interest at 15% per annum.

On 03/02/2009, XM Satellite Radio Holdings Inc. announced that they will be unable to file their next 10-K by the deadline required by the SEC.

SIRIUS XM Radio announced that XM Satellite Radio Holdings Inc. had exchanged approximately $172.5 million aggregate principal amount of its outstanding 10% Convertible Senior Notes due December 2009 for a like principal amount of its newly issued Senior Secured Notes due 2011. An aggregate of $400 million in principal amount of the 10% Convertible Senior Notes due December 2009 was outstanding prior to this transaction. The new Senior Secured Notes will mature on June 1, 2011. The notes will bear interest at the following rates: initially at 10% per annum paid in cash; from December 1, 2009 to December 1, 2010, at 10% per annum paid in cash and 2% per annum paid in kind; and from December 1, 2010 to maturity, at 10% per annum paid in cash and 4% per annum paid in kind. After the exchange, approximately $227.5 million aggregate principal of XM Holdings' 10% Convertible Senior Notes due 2009 will remain outstanding. The Company received no proceeds from the exchange.