[Letterhead of Sirius Satellite Radio Inc.]
VIA EDGAR AND FACSIMILE
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October 1, 2007 |
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Re:
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Sirius Satellite Radio Inc.
Registration Statement on Form S-4
File No. 333-144845 |
Division of Corporation Finance
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn.: John Zitko, Esq.
Dear Mr. Zitko:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Sirius Satellite Radio Inc.
(the “Registrant”) hereby requests acceleration of the effectiveness of the above-referenced
Registration Statement on Form S-4, as amended by Amendment No. 1, Amendment No. 2 and Amendment
No. 3 thereto, so that it will become effective at 4:00 p.m. Eastern time on October 3, 2007 or as
soon thereafter as is practicable.
The Registrant hereby acknowledges the following: (i) should the Securities and Exchange
Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to
delegated authority, declare this filing effective, it does not foreclose the Commission from
taking any action with respect to the filing; (ii) the action of the Commission or the Staff,
acting pursuant to delegated authority, in declaring the filing effective, does not relieve the
Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the
filing; and (iii) the Registrant may not assert this action as defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United States.