[LOGO XM SATELLITE RADiO]               EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Investor Contact: Greg Cole, 202-380-4008, greg.cole@xmradio.com
                  Gary Tiedemann, 202-380-4010, gary.tiedemann@xmradio.com
Press Contact:    Charles Robbins, 202-380-4316, charles.robbins@xmradio.com

                 XM RADIO CLOSES $475 MILLION FINANCING PACKAGE
        Company Also Closes Exchange Offer With 92 Percent Participation

Washington, DC, January 28, 2003 - XM Satellite Radio Inc. (Nasdaq: XMSR) today
closed on its $475 million funding package - consisting of $225 million in new
funds from strategic and financial investors and $250 million in payment
deferrals and related credit facilities from General Motors.

XM also closed its exchange offer with respect to its outstanding 14 percent
Senior Secured Notes due 2010. XM had offered its noteholders a package of cash
and new securities, including new 14 percent Senior Secured Discount Notes due
2009 and warrants to purchase common stock. Over $300 million, representing 92
percent of the outstanding issue of Existing Notes, were tendered. 25,514,960
warrants, exercisable at $3.18 per share, have been issued to noteholders. The
company was advised on these transactions by Bear, Stearns & Co., Merrill Lynch
& Co. and Veronis, Suhler Stevenson.

"The completion of these financings and refinancings under today's difficult
investment conditions is a critical milestone in XM's road to becoming a major
entertainment company. The funding acquired, coupled with recent GM/Honda OEM
announcements and the marketplace success of new XM receiver products in the
retail marketplace, gives us a clear path to cashflow breakeven in 2004. Our
management team and employees will continue their focus on executing each
element of our business plan and delivering exciting, innovative services to our
growing base of customers," said XM President and CEO Hugh Panero.

The $225 million in new funding is in the form of 10 percent Senior Secured
Discount Convertible Notes due in 2009 and a small concurrent common stock sale.
Purchasers of the Notes include American Honda Motor Co., Inc.; Hughes
Electronics Corporation; The Hearst Corporation; affiliates of Columbia Capital
LLC, AEA Investors Inc., Eastbourne Capital Management LLC, Everest Capital
Management and BayStar Capital II, L.P.; and other parties. The Notes are
convertible into common stock at a price of $3.18 per share. Proceeds will be
used for general corporate purposes.

Last week, the XM Board of Directors also voted to add two new members to the
Board: R. Steven Hicks, who brings 33 years of experience building successful
companies in the



                            [LOGO XM SATELLITE RADiO]

radio broadcasting and media industry; and Thomas G. Elliott, Executive Vice
President, Automobile Operations of American Honda Motor Co., Inc.

XM (Nasdaq: XMSR) had more than 360,000 subscribers as of Jan. 8, on track to
exceed 1 million subscribers in 2003. General Motors recently announced it will
expand the availability of factory-installed XM radios across 44 different
models, including household brand names such as Buick, Cadillac, Chevrolet, GMC,
Oldsmobile and Pontiac. Honda announced it will make XM available as a
factory-installed feature on key Acura and Honda models, including the
top-selling Honda Accord. XM will be available as an option on future Nissan,
Infiniti, Audi and Volkswagen models. XM radios are available at major
electronics retailers nationwide. Leading manufacturers such as Sony, Alpine,
Pioneer, Audiovox and Delphi, maker of the acclaimed SKYFi radio line, offer a
broad array of XM radios that easily enable any existing car stereo system.
During the recent Christmas season, XM introduced its first portable radio or
"boombox" under the SKYFi Audio System brand.

XM is transforming radio, an industry that has seen little technological change
since FM, almost 40 years ago. XM's programming lineup features 101
coast-to-coast digital channels: 70 music channels, more than 35 of them
commercial-free, from hip hop to opera, classical to country, bluegrass to
blues; and 31 channels of sports, talk, children's and entertainment. XM's
strategic investors include America's leading car, radio and satellite TV
companies -- General Motors, American Honda Motor Co. Inc., Clear Channel
Communications and DIRECTV. For more information, please visit XM's web site:
http://www.xmradio.com.

                                      # # #

Factors that could cause actual results to differ materially from those in the
forward-looking statements in this press release include demand for the
Company's service, 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 12-23-2002. Copies of the filing are available upon request from
XM Radio's Investor Relations Department.