SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): Commission File Number:
June 24, 2002 333-39178
XM SATELLITE RADIO INC.
(Exact name of registrant as specified in its charter)
Delaware 52-1805102
(State or other jurisdiction (IRS Employer
of incorporation) Identification Number)
1500 Eckington Place, N.E.
Washington, D.C. 20002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(202) 380-4000
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
Conforming Exhibit Filing. This Current Report on Form 8-K is being filed
solely for technical reasons, to file as an exhibit a contract that was recently
filed in final form by our parent company, but was previously filed by us only
in preliminary form. The contract is the Third Amended and Restated Satellite
Purchase Contract for In-Orbit Delivery, dated as of May 15, 2001, between XM
Satellite Radio Inc. and Boeing Satellite Systems International Inc., which we
originally filed as an exhibit to our Form 8-K on December 6, 2001. That filing
requested confidential treatment of certain terms, as permitted by SEC rules. In
connection with the grant of confidential treatment by the SEC for the large
majority of the material requested, on June 21, 2002 our parent company, XM
Satellite Radio Holdings Inc., re-filed this contract with the SEC. Even though
contracts are normally filed as exhibits with our Quarterly Reports on Form 10-Q
or Annual Reports on Form 10-K, we are now re-filing this contract as an exhibit
to this Form 8-K in order to keep our disclosure current with that of our parent
company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibit No. Description
- ----------- -----------
10.36 Third Amended and Restated Satellite Purchase Contract for In-Orbit
Delivery, dated as of May 15, 2001, between XM Satellite Radio Inc.
and Boeing Satellite Systems International Inc. (incorporated by
reference to Exhibit 10.36 of XM Satellite Radio Holdings Inc.'s
Amendment No. 1 to Form S-3 (File No. 333-89132), filed with the SEC
on June 21, 2002).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
XM SATELLITE RADIO INC.
Date: June 24, 2002 By: /s/ Joseph M. Titlebaum
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Joseph M. Titlebaum
Senior Vice President, General Counsel and
Secretary