Exhibit 25.1

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________

FORM T-1

STATEMENT OF ELIGIBILITY UNDER

THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of

a Trustee Pursuant to Section 305(b)(2)

___________________________________________________

U.S. BANK TRUST NATIONAL ASSOCIATION

(Exact name of Trustee as specified in its charter)

41-1973763

I.R.S. Employer Identification No.

	300 East Delaware Avenue, 8^th Floor
	Wilmington, Delaware	19809
	(Address of principal executive offices)	(Zip Code)

James Vellanti

U.S. Bank Trust National Association

100 Wall Street, Suite 1600

New York, NY 10005

Telephone (212) 361-2506

(Name, address and telephone number of agent for service)

SIRIUS SATELLITE RADIO INC.

(Exact name of obligor as specified in its charter)


	Delaware	52-1700207
	(State or other jurisdiction of	(I. R. S. Employer
	incorporation or organization)	Identification No.)

	1221 Avenue of the Americas, 36^th floor	10020
	New York, New York
	(Address of principal executive offices)	(Zip Code)

DEBT SECURITIES, PREFERRED SECURITIES, GUARANTEES

Item 1.

GENERAL INFORMATION. Furnish the following information as to the Trustee.

a)	Name and address of each examining or supervising authority to which it is subject.

Comptroller of the Currency

Washington, D.C.

b)	Whether it is authorized to exercise corporate trust powers.

Yes


Item 2.	AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.

None

Item 3-15.

Not applicable because, to the best of Trustee’s knowledge, the Trustee is not a trustee under any other indenture under which any other securities or certificates of interest or participation in any other securities of the obligor are outstanding and there is not, nor has there been, a default with respect to securities issued under this indenture.


Item 16.	LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

	1.	A copy of the Articles of Association of the Trustee now in effect, incorporated herein by reference to Exhibit 1 of Form T-1, Document 6 of Registration No. 333-84320.

	2.	A copy of the certificate of authority of the Trustee to commence business, incorporated herein by reference to Exhibit 2 of Form T-1, Document 6 of Registration No. 333-84320.

	3.	A copy of the certificate of authority of the Trustee to exercise corporate trust powers, incorporated herein by reference to Exhibit 3 of Form T-1, Document 6 of Registration No. 333-84320.

	4.	A copy of the existing bylaws of the Trustee, as now in effect, incorporated herein by reference to Exhibit 4 of Form T-1, Document 6 of Registration No. 333-113995.

	5.	Not applicable.

	6.	The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, incorporated herein by reference to Exhibit 6 of Form T-1, Document 6 of Registration No. 333-84320.

	7.	A copy of the Report of Condition of the Trustee as of March 31, 2005, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

	8.	Not applicable.

	9.	Not applicable.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York, State of New York on the 25^th day of August, 2005.

	U.S. BANK TRUST NATIONAL ASSOCIATION

	By:	/s/ Thomas E. Tabor
	Name:	Thomas E. Tabor
	Title:	Vice President

Exhibit 7

U.S. Bank Trust National Association

Statement of Financial Condition

As of March 31, 2005

($000’s)


		3/31/2005
Assets
Cash and Due From Depository Institutions	$	401,054
Fixed Assets		233
Intangible Assets		104,100
Other Assets		31,839

Total Assets	$	537,226

Liabilities

Other Liabilities	$	17,460

Total Liabilities	$	17,460

Equity
Common and Preferred Stock	$	1,000
Surplus		505,932
Undivided Profits		12,834

Total Equity Capital	$	519,766

Total Liabilities and Equity Capital	$	537,226

	To the best of the undersigned’s determination, as of this date the above financial information is true and correct.

	U.S. Bank Trust National Association

	By:	/s/ Thomas E. Tabor
		Name: Thomas E. Tabor
		Title: Vice President

	Date: August 25, 2005


Item 1.	GENERAL INFORMATION. Furnish the following information as to the Trustee.