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SECOND BOEING-BUILT XM SATELLITE ROLLS INTO ORBIT

LOS ANGELES, May 8, 2001 -- A powerful Boeing 702 satellite built for XM Satellite Radio, Inc., was successfully launched today from the Sea Launch Company's Odyssey Launch Platform on the equator. The spacecraft was built by Boeing Satellite Systems (BSS), a unit of The Boeing Company (NYSE:BA).

Dubbed "Roll," the spacecraft lifted off aboard a Sea Launch Zenit 3SL rocket at 3:10 p.m. PDT (6:10 p.m. EDT and 10:10 p.m. GMT). Roll's first signals were received about 70 minutes later from the Perth, Australia ground station, indicating that all systems are operating normally.

Roll is the second of two BSS satellites launched this year for XM Satellite Radio Inc., Washington D.C. (Nasdaq: XMSR). The first satellite, "Rock," was launched on March 18. Once in service, the XM Satellite Radio system will deliver up to 100 channels of digital-quality music, news and information to XM radios across the United States.

"Congratulations to everyone involved in launching the second BSS spacecraft for XM Satellite Radio," said Randy Brinkley, president of Boeing Satellite Systems. "We are proud to support our customer's business objectives and to see our technology enable this leap to the next generation of digital radio."

XM's satellites are designed to provide 18 kilowatts of total spacecraft power at beginning of life. Each of the satellite's two solar wings employ five panels of high-efficiency, dual-junction gallium arsenide solar cells developed by Boeing subsidiary Spectrolab, Inc. When fully deployed, the solar wings span 132.5 feet.

XM Roll will operate in geosynchronous orbit at 85 degrees West longitude. Like XM Rock, it carries a digital audio radio payload built by Alcatel Space Industries. The payload features two active transponders, each with 16 active (and six spare) 228-watt traveling wave tube amplifiers generating approximately 3,000 watts of RF signal power, making these the most powerful commercial transponders ever built. The satellite has two 16.4 foot folding deployable S-band transmit reflectors and one X-band global receive antenna.

To provide 15 years' service, the Boeing 702 carries the flight-proven xenon ion propulsion system (XIPS) for all on-orbit maneuvering. The XIPS were built by Boeing Electron Dynamic Devices, Inc.

XM will transform radio, an industry that has seen little technological change since FM, almost 40 years ago. XM will create and package up to 100 channels of digital-quality sound and provide coast-to-coast coverage of music, news, sports, talk, comedy and children's programming. XM won several awards at the International Consumer Electronics Show in January, including "Best of CES" in the automotive category. Service is scheduled to begin this summer.

XM-ready radios are being manufactured by such household names as Sony, Alpine, Pioneer, Clarion, Blaupunkt, Delphi-Delco, Visteon, Panasonic, and Sanyo; and are available for sale by retailers including Circuit City, Best Buy, Sears, RadioShack franchisee dealer stores, and Crutchfield.

XM's strategic investors include America's leading car, radio and satellite TV companies Ð General Motors, American Honda Motor Co. Inc., Clear Channel Communications, DIRECTV and Motient Corporation (NASDAQ: MTNT), the company's largest shareholder. XM has a long-term distribution agreement with General Motors to integrate XM radios into its vehicles commencing in 2001. For more information, please visit the XM web site at www.xmradio.com.

Alcatel builds next-generation networks, delivering integrated end-to-end voice and data networking solutions to established and new carriers as well as enterprises and consumers worldwide. With 130,000 employees and sales of EURO 31 billion in 2000, Alcatel operates in more than 130 countries.

Boeing Satellite Systems, Inc. is the world's leading manufacturer of commercial communications satellites, and is also a major provider of space systems, satellites, and payloads for national defense, science and environmental applications.

The Boeing Company, headquartered in Seattle, is the largest aerospace company in the world and the United States' leading exporter. It is the world's largest manufacturer of commercial jetliners and military aircraft, and the largest NASA contractor. The company's capabilities in aerospace also include rotorcraft, electronic and defense systems, missiles, rocket engines, launch vehicles, and advanced information and communication systems. The company has an extensive global reach with customers in 145 countries and manufacturing operations throughout the United States, Canada and Australia.

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BOEING SATELLITE SYSTEMS, INC.
Public Relations Department
P.O. Box 92919 (S10/S323)
Los Angeles, CA 90009
Public Relations (310) 364-6363
www.boeing.com/satellite