COUNTRY MUSIC HALL OF FAME & XM RADIO TO BROADCAST THE BEST OF COUNTRY MUSIC COAST TO COAST

XM to Build New Digital Studio and to Broadcast Live Daily From the Hall of Fame's New Museum

National, July 25, 2000 -- XM Satellite Radio (Nasdaq: XMSR) and the Country Music Hall of Fame today announced a country music partnership under which XM will broadcast a live five-hour show daily from its state-of-the-art digital studio to be built in the Hall of Fame's new Nashville museum, scheduled to open in May 2001. Fans across the country will listen to XM's daily show and daily specials, featuring Country's newest stars as well as rarely heard historical performances and recordings from the Hall of Fame's vast archives.
"XM now has a home in the heart of Country. This collaboration is another example of XM's unique ability to team up with leading content providers to offer the best music, news, talk, comedy and entertainment audio options," said Lee Abrams, XM's Chief Programming Officer. "This partnership exemplifies XM's commitment to each of our unique music formats and their national audiences."

XM Satellite Radio is developing a new band of radio. It will create and package up to 100 national channels of digital-quality music, news, sports, talk, comedy and children's programming. The service will be uplinked to XM's powerful satellites and transmitted directly to vehicle, home and portable radios across the country. XM's consumer service is slated to begin during the first half of 2001 for a monthly subscription fee of $9.95. XM's Nashville broadcast facility will be an end-to-end digital studio that will be seamlessly integrated into XM's state-of-the-art 82-studio facility in Washington, DC, the largest radio facility of its kind in the world.

"We have devoted 33 years to collecting an archive of broadly defined country music that now includes more than 200,000 recorded discs and hundreds and hundreds of audio tapes," said Hall of Fame Director Kyle Young.

"Because this growing collection includes some of the most important music in America, our goal is not only to preserve it, but to give it life and meaning by making it accessible to the largest possible audience," he said. "Our partnership with XM Radio allows us to tie that music to the present and build considerable equity in the Hall of Fame brand, presenting a quantum leap for the Hall of Fame and for country music," Mr. Young added.

"For country music fans the world over, a trip to Nashville and the Country Music Hall of Fame is essentially a pilgrimage," said Mr. Abrams. "XM is proud to play a role in amplifying that experience and delivering the sounds of Nashville to fans in their cars and homes from coast to coast."

Under terms of the agreement, a variety of collaborative programming will be offered on several XM channels when the service launches in the first half of 2001. Content will include "The Country Music Hall of Fame Hour," featuring hour-long profiles of country music legends complete with rare, archival recordings; "Today in Country Music History," which will also tap the Hall of Fame's historical archives; and "Backstage at the County Music Hall of Fame," highlighting new live performances and re-broadcasts of classic concerts.

About the Country Music Hall of Fame
The Country Music Hall of Fame's new $37 million home, which will include 45,000 square feet of exhibition space, is now under construction in Nashville's revitalized entertainment district. As many as 50,000 visitors per month are expected to view the glass-enclosed XM studio in the new Hall of Fame, a grand limestone, glass and brick building representing a new state of the art in museum design and symbolizing the importance of country music in America's heritage.

Spanning an entire city block and soaring more than 107 feet above a lush new park, visiting the new County Music Hall of Fame will be like stepping inside a three dimensional county music encyclopedia. Exhibits will chronicle country music history from its rural origins to its present international popularity. The visitor will view the pictures, films, and thousands of objects that illustrate the story and will hear many examples of the music.

The Country Music Hall of Fame, the world's largest repository of country music research, is an AAM-accredited museum where country music is treated as both a serious art form and as a larger historical chronicle. In addition to the Museum, which is currently open in its original location, the Hall of Fame operates an historic re-issue record label, a publishing division (including a partnership with Vanderbilt University Press) and an educational outreach program serving more than 20,000 students each year. More information about the Country Music Hall of Fame is available at www.countrymusichalloffame.com.

About XM Satellite Radio
XM's programming philosophy is to offer an innovative mix of music, talk, news, sports, comedy and children's formats. The XM sound will combine leading brand-name channels with distinctive formats produced in XM Radio's fully digital state-of-the-art studios by some of the country's leading artists, producers and radio format designers. To complement its original programming, XM has signed programming agreements with a number of premier content providers, including USA TODAY, the BBC World Service, Black Entertainment Television, Hispanic Broadcasting Corporation, Bloomberg, C-SPAN Radio, CNNfn, CNN/Sports Illustrated and many others.

XM-Ready radios will be manufactured by such household names as Sony, Alpine and Pioneer Electronics Corporation and sold by automotive and retail outlets such as Best Buy and Circuit City. The company has a long-term distribution agreement with General Motors to integrate XM-Ready radios into its vehicles commencing in 2001. XM's strategic investors include America's leading car, radio and satellite TV companies -- American Honda Motor Co. Inc., General Motors, Clear Channel Communications, DIRECTV and Motient Corporation (Nasdaq:MTNT), which holds a controlling interest in the company. First there was AM. Then there was FM. And now. . .XM Satellite Radio. For more information, please visit XM's new website: www.xmradio.com.

First there was AM, then FM and soon. . . XM Satellite Radio. For more information, please visit XM Radio's website: 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 our 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 2-25-00. Copies of the filing are available upon request from XM Radio's Investor Relations Department.