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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) June 16, 1997
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CD RADIO INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-24710 52-1700207
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(Commission File Number) (IRS Employer Identification No.)
Sixth Floor, 1001 22nd Street, N.W.
Washington, D.C. 20037
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (202) 296-6192
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(Former Name or Former Address, if Changed Since Last Report)
Page 1 of 5 Pages
Exhibit Index on Page 4
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ITEM 5. OTHER EVENTS
In June 1997, a proposed amendment to the Company's Certificate of
Incorporation was duly approved by written consents of the holders of a
majority of each of the Company's Common Stock and Preferred Stock. The
amendment to the Certificate of Incorporation increased the authorized shares
of Common Stock by 150 million shares to an aggregate of 200 million shares and
increased the authorized shares of Preferred Stock by 40 million shares to an
aggregate of 50 million shares.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Notice to Stockholders regarding Approval of Amendment to the
Certificate of Incorporation
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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.
CD RADIO INC.
Date June 17, 1997 By /s/ David Margolese
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David Margolese
Chairman of the Board and
Chief Executive Officer
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Exhibit Index
Exhibit
Number Exhibit Page
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99 Notice to Stockholders regarding Approval of Amendment to 5
the Certificate of Incorporation
Page 4 of 5 Pages