WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): January 28, 2004

                           SIRIUS SATELLITE RADIO INC.
               (Exact Name of Registrant as Specified in Charter)

          Delaware                      0-24710               52-1700207
(State or other Jurisdiction   (Commission File Number)    (I.R.S. Employer
      of Incorporation)                                   Identification No.)

1221 Avenue of the Americas, 36th Fl., New York, NY             10020
     (Address of Principal Executive Offices)                 (Zip Code)

       Registrant's telephone number, including area code: (212) 584-5100


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (a) Not applicable.

     (b) Not applicable.

     (c) Exhibits.

     The Exhibit Index attached hereto is incorporated herein.

Item 12. Results of Operations and Financial Condition.

     On January 28, 2004, we reported our results for the year, and three
months, ended December 31, 2003. These results are discussed in the press
release attached hereto as Exhibit 99.1, which is incorporated by reference
herein in its entirety.



     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                          SIRIUS SATELLITE RADIO INC.

                          By: /s/ Patrick L. Donnelly
                                  Patrick L. Donnelly
                                  Executive Vice President, General Counsel and

Dated: January 28, 2004


                                  EXHIBIT INDEX

Exhibit          Description of Exhibit
-------          ----------------------
 99.1     Press Release dated January 28, 2004.


                         STATEMENT OF DIFFERENCES

The registered trademark symbol shall be expressed as................... 'r'