Many things have changed such as my faith in management, but some have not! Management has not done anything to protect their shares and or shareholders. Sirius back on REG. Sho list and share price is now 60% lower than when this letter was provided to management. I still wonder why?



MICHAEL HARTLEIB
P.O. Box 7078
Laguna Niguel, CA 92677




May 8, 2007

Mel Karmazin
Sirius Satellite Radio, Inc.
1221 Avenue of the Americas
36th Floor
New York, NY 10020

Dear Mr. Karmazin:

As a long time shareholder of, and an advocate for Sirius Satellite Radio, I would like to start by saying I believe in the Company, its model, the potential of the sector, and your leadership.

After nearly eighteen months of research and with great consideration for the chain of command, I now find it necessary to direct my concerns to you and respectfully ask for your involvement. That being said, my desire is not to do anything that would jeopardize the prospects of the merger and/or the Company in general.

I have obtained information through the Freedom of Information Act issued by the S.E.C. and other sources, that strongly suggests manipulation in Sirius shares and violations of Federal Securities Law. In speaking with Investor Relations VP, I have been told it is not the Company’s responsibility to monitor the trading of the Company shares but instead, is the responsibility of the regulators. I disagree and believe the Company has a fiduciary responsibility to protect the interest of its shareholders. I cite the pending Overstock.com, Inc. et al v Morgan Stanley & Co, Incorporated et al litigation filed on behalf of Overstock and its shareholders (Superior Court of the State of California – Case #CGC-07-460147). I believe this case sets a precedent for companies such as Overstock to protect their shareholders and preserve the integrity of their shares. Overstock and its shareholders have seen nearly a forty percent increase in share price since the Complaint was filed.



Page 2
Mel Karmazin
May 8, 2007



After the alignment of XM and Sirius enterprise values and the announcement of the merger agreement, I expected the companies would trade on their merits and the constant borage of factually incorrect and/or misleading commentary would end.

With the stock at these levels, I am fearful of an unsolicited bid or private equity acquiring the Company for a nominal premium at the shareholders’ expense.

I have had conversations with Wesley Christian, the lead counsel for the Overstock suit, and other counsel who are interested in filing a similar suit on behalf of Sirius shareholders against the financial institutions that facilitated these illicit trades. Before proceeding, I am requesting a face-to-face meeting with you to ensure that the shareholders’ interest and the Company’s interest are aligned.

Very truly yours,



Michael Hartleib


MH/th