New Release from XM and Concord Music Group “Watercolors: Blue” Now in Circuit City Stores Across the U.S.

Compilation Features Performances by Patti Austin, Regina Belle, David Pack and Instrumentals from Spyro Gyra, Eric Marienthal, Marion Meadows and more

Beverly Hills, CA and Washington, D.C., October 30, 2006 – XM, the nation’s leading satellite radio service with more than 7 million subscribers, and Concord Music Group, one of the world’s largest independent record labels, today announced that Watercolors: Blue, the latest join release from the two companies, is now available in stores. The 12- track disc is the second release in a series of co-branded compilations created with the best music from Concord’s rich catalog and designed to reflect specific XM channels and original XM music shows. The album is on sale exclusively in Circuit City stores across the United States.

Based on the sound of Watercolors (XM 71), XM’s contemporary jazz channel, Watercolors: Blue sums up the channel perfectly with a mix of vocal and instrumental performances from some of the best artists in contemporary jazz. Watercolors: Blue features incredible performances from Patti Austin, Regina Belle and David Pack. Making up the remainder of the album are instrumentals from some of the biggest names in smooth jazz including Spyro Gyra, Eric Marienthal, Marion Meadows and more.

“XM is proud to have so many contemporary jazz greats featured on Watercolors: Blue. This compilation brings the essence of XM’s Watercolors channel to contemporary jazz fans across the country, and serves as another example of the sounds and moods both the jazz universe and the XM musical landscape have to offer,” said Lee Abrams, chief creative programming officer, XM.

Produced by Concord VP of Jazz and Catalog A&R Nick Phillips and Shirlitta “Trinity” Colón, XM’s senior program director of Jazz and Blues programming, Watercolors: Blue follows the critically-acclaimed Blistering Licks – Red Hot Riffs from the Giants of Jazz, which was released in June as the first CD in the Concord-XM co-branded compilation series.

The track listing for Watercolors: Blue follows:

1. Joe McBride – After Sunset

2. The Rippingtons - Avalon

3. Patti Austin – Out of Love

4. Marion Meadows – Suede

5. Spyro Gyra - East River Blue

6. David Pack – You’re the Only Woman

7. Eric Marienthal – New York State of Mind

8. Pieces of a Dream – Night Vision

9. Regina Belle – Lazy Afternoon

10. O’2L – Riders on the Storm

11. Gerald Albright – Georgia on My Mind

12. Lee Ritenour – Night Rhythms

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About XM
XM (NASDAQ: XMSR) is America’s number one satellite radio company with more than 7 million subscribers. Broadcasting live daily from studios in Washington, DC, New York City, the Country Music Hall of Fame in Nashville, Toronto and Montreal, XM’s 2006 lineup includes more than 170 digital channels of choice from coast to coast: the most commercial-free music, premier sports, news, talk radio, 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 General Motors, Honda, Hyundai, Nissan, Porsche, Subaru, Suzuki and Toyota is available in more than 140 different vehicle models for 2006. 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
Concord Records merged with Fantasy, Inc. in 2004 to create the Concord Music Group, strengthening its preeminent position as one of the largest independent record companies in the world and keeper of an extraordinarily rich and, in many cases, historically significant catalog of recordings. They include titles from some of the most admired and enduring names in music, including Rosemary Clooney, John Coltrane, Creedence Clearwater Revival, Miles Davis, Ella Fitzgerald, Isaac Hayes, Little Richard, Thelonious Monk, Tito Puente, Dave Brubeck, George Shearing, Ray Brown, Oscar Peterson and Mel Torme. The group’s current roster of world-class artists includes: Karrin Allyson, Regina Belle, Peter Cincotti, Michael Feinstein, Nnenna Freelon, John Fogerty, LaToya London, Sergio Mendes, Ozomatli, Eddie Palmieri, The Rippingtons, Sonny Rollins and Poncho Sanchez. Late last year, Concord acquired Telarc International, renowned for their roster of artists including Tierney Sutton, John Pizarrelli, Ladysmith Black Mambazo and Spyro Gyra.

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Factors that could cause actual results to differ materially from those in the forward-looking statements in this 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.

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