Mr. Hartleib,

I use to be an avid listener of XM radio. Now that the merger has happened, the audio quality of XM Sirius radio is quite poor on my XM channels.

The audio has been compressed to such a level that it sounds 'mushy'.

Mr. Karmazin and the board have severely damaged satellite radio. In my opinion was a very bad mistake.

I wish you and the other shareholder luck in removing Mr. Karmazin and the board and restore the quality of XM and Sirius satellite radio.

I believe that it is the intent of Mr. Karmazin and the board to ruin satellite radio and then sell it to some other company.

My subscription is due for renewal and I hope that this can be resolved in short order. Otherwise I my cancel my subscription.

Please note that I am not the only one that is dissatisfied with the audio quality. I have numerous amateur radio friends that are voicing their concerns also.

Good luck and I hope that you and the shareholders are successful.

Thanks

Pat

Austin, TX

I emailed Michael Hartleib who is one of the shareholders trying to save Sirius from the board of directors.

Listed below is his response.

I believe, based on his response to me, that every Dillo member who subscribers to XM or Sirius should take the time to read and participate in the response.

I think that it was worthy that he responded to my email. A lot of times, I don't get any responses.

Thanks

Pat

--- On Sun, 11/16/08, michael hartleib <savesirius@gmail.com> wrote:

From: michael hartleib <savesirius@gmail.com>
Subject: Re: XM Sirius
To: ******@sbcglobal.net
Date: Sunday, November 16, 2008, 10:56 PM

Let me start by saying I appreciate all of you and your efforts. The fact that you have reached out and taken the time to join this group is admirable. In a mere two weeks we have grown from one to somewhere between six and seven hundred.

Together we are an army. More join us daily. That said, it is safe to assume that either management of Sirius XM or their attorneys have become part of our group to monitor our activities. The only way they are going to know that we are the size that we are, is if everyone participates. Therefore it is imperative that we show them the size of our group by our actions.

Many of you have participated in our plan of action but many more have not. I've spent many hours drafting the demand letter (attached to this e-mail) and I am asking all of you, every single person in our group, to print one copy for themselves and one for there spouse, if applicable. (If two letters, put them in separate envelopes) and send them certified, return receipt requested. If it is impossible for you to send them certified them mail them first class.

This is a must! This is imperative!

If you expect this board to take our demands seriously, they need to receive letters from each and every one of you.

I will be issuing a press release announcing our formal demand on the Board of Directors on behalf of Save Sirius.

This letter needs to be sent prior to next weekend. I am going to hold each and every person who agrees with this letter responsible for sending it. I need to be cc:'d with the date it was sent and I am using the return cc:'d emails as the list that will receive further up dates.

If any of you have an issue with this please call me at 714 927-5898.

Thank you

SAVE SIRIUS
P.O. Box 7078
Laguna Niguel, CA 92607
949-795-0580

November 5, 2008

Gary Parsons
Chairman of the Board
c/o Board of Directors
Sirius Satellite Radio, Inc.
1221 Avenue of the Americas
36th Floor
New York, NY 10020

Sub: Formal Letter of Demand

I am a shareholder and a member of the recently formed shareholders’ group, Save Sirius. Save Sirius and its members, in this Formal Letter of Demand, call on the Sirius XM Board of Directors to:

1) Postpone the vote that is asking shareholders to consider the further dilution and increase of shares from 4.5 billion to 8 billion in the fully diluted float
2) Postpone the proposed reverse split ranging from 1 for 10 to 1 for 50.
3) In light of the abysmal stock performance and dire financial situation, we demand that all stock and other bonuses be suspended immediately until the return to these compensation plans would be commensurate with the concept of “performance based compensation”

Given the NASDAQ’s reprieve of delisting securities below a dollar, there is time for this board to convene an emergency meeting to consider other options, such as but not limited to, self-funding by shareholders. This will give the Corporation time and means to obtain the additional funding from a position of strength and not from a position of desperation.

We are calling on the board to indefinitely postpone the shareholder vote giving time for management and its shareholders to address any and all viable options to prevent the massive amounts of dilution being proposed by this board as well as the proposed reverse stock split. We demand the board grant a meeting with all interested parties to address alternatives that would be more in line with shareholders’ interests.

If the board continues with the scheduled vote, not meeting our demands, we will hold them in violation of their fiduciary duties and seek injunctive relief.

As the board is aware, there are (RICO) charges pending before a Federal Court in California that accuse this board and its executives of racketeering, breach of fiduciary duty as well as Sherman Act Violations.

The conspiracy to withhold and commercially introduce interoperable radios, to obtain control of all of the SDARS spectrum and to consummate the merger between XM and Sirius at any and all cost, without consideration of the impact on the corporation and its shareholders, gives us cause to deem this board not fit to make proper decisions on behalf of the shareholders.


c/o Board of Directors
November 5, 2008
Page 2


It is inconceivable that this board would lock their shareholders into the longest merger delay in history without having already obtained the proper financing. This board and CEO Mel Karmazin, publicly stated on multiple occasions that if this merger was not in the shareholders’ best interest and “did not make sense”, they would walk away. The fact that the promises made to the shareholders were breached and that

this merger was consummated under what Mr. Karmazin called “toxic terms” has resulted in catastrophic losses (over 90%) in shareholder value. It should be noted that the “toxic terms”( included the issuance of 300 million shares of the Corporation stock to be given to the financiers of XM’s debt for the sole purpose of being sold short on the open market). It is clear that this board is self dealing and it has not fulfilled its fiduciary duty to shareholders.

This has been a well-orchestrated multi-year conspiracy to consolidate the SDARS spectrum which included willful violation of their licensing mandate as well as willful violation of their Joint Development Agreement. The final chapter in the conspiracy will be to privatize the combined entities thereby stealing it from its rightful owners, the shareholders.

Mr. Karmazin was brought out of retirement by Mr. Leon Black of Apollo, a member of the board. In a September 15th 2008 Wall Street Journal article written by Sarah McBride, she states,
"Given Sirius XM's low stock price, Mr. Karmazin said he would love to take the company private. But given the state of the credit markets, 'How do you find [the money] today?' If the company were generating positive cash flow, which he expects it to do for the full year in 2009, privatization would become much more feasible, he says."

Given Mr. Karmazin’s connection with Mr. Leon Black (founder of one of the largest private equity firms in the country), as well as comments made in his Wall Street Journal interview, it is obvious there are severe conflicts of interest between Mr. Karmazin, the board, and their shareholders. It is their goal to privatize this company that is completely adverse to their fiduciary responsibility to enhance shareholder value. To suggest privatization at these levels speaks for itself and the board should call for Mr. Karmazin’s resignation. We are asking those board members who have been complicit in this conspiracy, to step up and perform their fiduciary duty to we the shareholders, by seeking an orderly replacement of our CEO. We would like to take this opportunity to remind the board and executives of SiriusXM that they work for us. It is we, the shareholders, that own this company.

As stated above, if the board continues with the scheduled vote, not meeting our demands, we will hold them in violation of their fiduciary duties and seek injunctive relief. As time is of the essence, we expect a written response within five days from receipt of this letter. Your failure to respond accordingly will result in drafting of the required documents to seek a preliminary injunction.

Respectfully submitted on behalf of Save Sirius:
SaveSirius@gmail.com SaveSirius.org

Signed By: ___________________________________

_________________ Print Name Date

___________________________________
Signature