Request for Extensio

REQUEST submitted by XM Radio Inc.

Request for Extension of Closing Deadline

2010-09-24

This document pretains to SAT-T/C-20100322-00053 for Transfer of Control on a Satellite Space Stations filing.

IBFS_SATTC2010032200053_841599

Jennifer D. Hindin 1776 K STREET NW September 24, 2010 202.719.4975 WASHINGTON, DC 20006 jhindin@wileyrein.com PHONE 202.719.7000 FAX 202.719.7049 7925 JONES BRANCH DRIVE Marlene H. Dortch, Secretary McLEAN, VA 22102 Federal Communications Commission PHONE 703.905.2800 FAX 703.905.2820 445 12th Street, SW Washington, DC 20554 www.wileyrein.com Re: XM Radio Inc., Request for Extension of Closing Deadline; File Nos. SAT-T/C-20100322-00053, SES-T/C-20100322-00338, and 0004186295 Dear Ms. Dortch: XM Radio Inc. (“XM Radio”), by counsel, respectfully requests 120 days—until February 7, 2011—to consummate the remainder of the pro forma transaction that the Commission previously approved in the above-referenced proceedings. On March 22, 2010, XM Radio sought authority for the pro forma transfer of control of all of the earth station, space station, wireless and experimental licenses and authorizations held by XM Radio. Specifically, XM Radio proposed to remove two wholly-owned subsidiaries of Sirius XM Radio Inc.—XM Satellite Radio Holdings Inc. and XM Satellite Radio Inc.—such that XM Radio would become a direct wholly-owned subsidiary of Sirius XM Radio Inc. On April 8, 2010, the International Bureau authorized the pro forma transfer of control of the earth station and space station licenses held by XM Radio.1 On April 13, 2010, the Wireless Telecommunications Bureau authorized the pro forma transfer of control of the wireless license held by XM Radio.2 The deadline for consummating the pro forma transfer of the licenses is October 10, 2010.3 1 See Policy Branch Information; Actions Taken, Report No. SAT-00680, DA 10-614, File No. SAT-T/C-20100322-00053 (rel. Apr. 9, 2010; effective Apr. 8, 2010); Satellite Communications Services Information; Actions Taken, Report No. SES-01235, File No. SES-T/C-20100322-00338 (rel. Apr. 14, 2010; effective Apr. 8, 2010). 2 See Wireless Telecommunications Bureau, Assignment of License Authorization Applications, Transfer of Control of Licensee Applications, De Facto Transfer Lease Applications and Spectrum Manager Lease Notifications, Designated Entity Reportable Eligibility Event Applications, and Designated Entity Annual Reports Action, Report No. 5821, File No. 0004186295 (rel. Apr. 21, 2010; effective Apr. 13, 2010). 3 Pursuant to Section 1.948(d), 47 C.F.R. § 1.948(d), the deadline for consummating the pro forma transfer of control of the wireless license is 180 days after authorization—October 10, 2010. The International Bureau previously extended the deadline for consummating the pro forma transfer of the earth station and space station licenses until October 10, 2010. See Letter from Jennifer Hindin to Marlene H. Dortch, File Nos. SAT-T/C-20100322-00053 and SES-T/C-20100322-00338 (stamp grant June 4, 2010).

Marlene H. Dortch, Secretary September 24, 2010 Page 2 On April 15, 2010, XM Radio consummated, in part, the pro forma transfer of control. Specifically, XM Satellite Radio Holdings Inc. was merged with and into XM Satellite Radio Inc. Based on this partial consummation, the ownership structure of XM Radio is currently: Sirius XM Radio Inc. XM Satellite Radio Inc. XM Radio Inc. However, the merger of XM Satellite Radio Inc. with and into Sirius XM Radio Inc. has not yet been consummated. Accordingly, XM Radio respectfully requests an extension of 120 days—until February 7, 2011—to consummate this portion of the pro forma transfer. Grant of this extension would serve the public interest by allowing additional time to complete the proposed corporate restructuring of XM Radio. The authorizations involved in the pro forma transfer of control are identified below: 1. XM Radio Inc.’s space station authorizations, File No. SAT-T/C- 20100322-000534 4 Numerous applications for special temporary authority (either pending or in effect) are associated with XM Radio Inc.’s space station authorizations. See Application for Pro Forma Transfer of Control of XM Radio Inc.’s Space Station Authorizations, Exhibit F, note 1, File No. SAT-T/C-20100322-00053 (filed Mar. 22, 2010).

Marlene H. Dortch, Secretary September 24, 2010 Page 3 S2118 S2119 S2616 S2617 S2786 2. XM Radio Inc.’s transmit/receive earth station authorizations, File No. SES-T/C-20100322-00338 E000158 E000724 E040204 3. XM Radio Inc.’s wireless license, File No. 0004186295 WQJP534 Please do not hesitate to contact the undersigned if you have any questions. Sincerely, /s/ Jennifer D. Hindin Jennifer D. Hindin


Document Created: 2010-09-24 11:25:19
Document Modified: 2010-09-24 11:25:19
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