Hooper Stevens - Vice President, Investor Relations and Finance, Sirius XM Holdings, Inc. James E. Meyer - Chief Executive Officer & Director David J. Frear - Chief Financial Officer & Executive Vice President Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.

Bryan Kraft - Deutsche Bank Securities, Inc. James M. Ratcliffe - The Buckingham Research Group, Inc. Jessica Jean Reif Cohen - Bank of America Merrill Lynch James M. Marsh - Piper Jaffray & Co (Broker) Benjamin Swinburne - Morgan Stanley & Co. LLC Barton E. Crockett - FBR Capital Markets & Co. James Charles Goss - Barrington Research Associates, Inc. Kannan Venkateshwar - Barclays Capital, Inc.

Please stand by, we are about to begin. Good morning and welcome to Sirius XM's First Quarter 2015 Results Conference Call. Today's conference is being recorded. A question-and-answer session will be conducted following the presentation. At this time, I would like to turn the call over to Hooper Stevens, Vice President, Investor Relations and Finance. Mr. Stevens, please go ahead. Hooper Stevens - Vice President, Investor Relations and Finance, Sirius XM Holdings, Inc.: Thank you and good morning everyone. Welcome to Sirius XM's First Quarter 2015 Earnings Conference Call. Today, Jim Meyer, our Chief Executive Officer, will be joined by David Frear, our Executive Vice President and Chief Financial Officer. At the conclusion of our prepared remarks, management will be glad to take your questions. Scott Greenstein, our President and Chief Content Officer, will also be available for the Q&A portion of the call. First, I would like to remind everyone that certain statements made during the call might be forward-looking statements as the term is defined in the Private Securities Litigation Reform Act of 1995. These and all forward-looking statements are based on management's current beliefs and expectations and necessarily depend upon assumptions, data or methods that may be incorrect or imprecise. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. For more information about those risks and uncertainties, please view Sirius XM's SEC filings. We advise listeners not to rely unduly on forward-looking statements and disclaim any intent or obligation to update them. As we begin, I would like to advise our listeners that today's results will include discussions about both actual results and adjusted results. All discussions of adjusted operating results exclude the effects of stock-based compensation and certain purchase price accounting adjustments. I will now hand the call over to Meyer. James E. Meyer - Chief Executive Officer & Director: Thank you and good morning. This was a remarkable quarter. Sirius XM posted results in the first quarter that exceeded our expectations for subscriber growth and position us well for continued outperformance in 2015. As a result, we are increasing both our subscriber and revenue guidance. We grew our self-pay net subscribers by an incredible 394,000, a 128% increase from last year's first quarter number and our strongest first quarter growth in seven years. This puts our self-pay subscriber base close to 23 million. The number of new and used car conversions set a record for the best first quarter in Sirius XM's history. We are also extremely pleased with our strong retention performance. Self-pay churn came in at just 1.8%, which was the company's best first quarter result since Sirius and XM merged. Almost every component of our self-pay churn saw improvement. These results are powerful indications that we are executing extremely well. And we are also benefiting from several other factors; strong demand for our service, improved economic conditions, lower oil prices and, of course, robust new car sales. The new car SAAR was $16.6 million in the first quarter, up 6% versus the first quarter of 2014. Driven by surging auto sales late in the quarter, our total net additions were 431,000, meaning our paid subscriber base now exceeds 27.7 million. When we gave our 2015 guidance in January, we told you to expect us to add 1.2 million net new subscribers this year. Given our strong start, we are now projecting approximately 1.4 million net new subscribers, and we are very confident that we will attain our new guidance. Our revenue in the first quarter climbed 8% to $1.08 billion and we now see full-year revenue of approximately $4.47 billion, up from our previous guidance of approximately $4.4 billion. While revenue grew 8%, our costs were up only modestly producing nearly 20% growth in adjusted EBITDA. The adjusted EBITDA margin of nearly 37% is our highest quarterly margin ever and one of the highest around when looking across the media landscape. Free cash flow of $276 million was up 24%, while free cash flow per share of $0.49 cents was up a remarkable 36% on a lower share count. The first quarter, once again, shows that our model is strong and scalable. Most of the incremental revenue we generate flows to the bottom line, and we have a tremendous ability to convert our growing operating earnings into free cash flow at very high levels. Remember, business models do matter. Carmakers are continuing to adopt satellite radio in more and more cars. Our penetration rate was 71% in the first quarter, up a bit year-over-year. In fact, we are seeing growing penetration at several automakers, like Toyota, Nissan and Honda. Couple that with our knowledge of automakers mid and long-term product plans, and we are very confident in maintaining a 70% new car penetration rate for many years to come. Our focus on the pre-owned car market is also paying off. We now have over 16,000 franchise and independent dealers reporting pre-owned sales data to us, enabling us to offer trials to more buyers. Additionally, we have more than 7,000 dealers now enrolled in our Service Lane program, which provides "trialers" to the owners of satellite-radio-equipped vehicles who service their cars at participating dealers. We've also recently signed agreements with several new dealer management system providers and other intermediaries, all aimed at facilitating more trials for more pre-owned vehicle buyers. In the first quarter, we offered 35% more trials in the used car market than we did a year ago. And we couldn't be more pleased with this growing opportunity. This year, we expect to communicate with over 16 million new and used "trialers" and it takes tremendous execution to make sure that goes smoothly. We are driving more customers than ever to subscribe online, which improves the customer experience, as well as our cost structure. Our acquisition teams have a renewed focus on extracting more revenue out of each transaction by up-selling customers to longer terms – excuse me – and higher price plans. We are also excited about driving customers and new "trialers" to our new app to extend that engagement outside the vehicle. Sirius XM's connected vehicle businesses also seeing strong momentum. We recently announced that Nissan Connect Services powered by SiriusXM will be launching imminently on select 2016 vehicles, starting with the brand new Maximum. This platform will offer – will offer service tiers for potential subscribers encompassing vehicle safety and security, vehicle health monitoring, remote access services and more. This year, we've also announced new agreements with Jaguar Land Rover, as well as Subaru. We are committed to being the leader in this business, and you should expect to see more agreements with other automakers later this year. Speaking of the automakers, we are working with them very closely on implementing our next generation audio entertainment platform in the vehicle. This powerful platform will enhance our best-in-class satellite delivered content with the benefits of two-way – of the two-way mobile networks, be it from embedded LTE modems or brought in from mobile phones. Our subscribers will have greater access to more content and more personal control of that content. We plan to offer a vast array of advanced in-vehicle features, including customized music mixes, on-demand content and enhanced discoverability. With the benefit of the two-way connectivity in the vehicle, we will also be better able to serve our subscribers with content and experience that are relevant to them. In addition, we can sharpen our direct marketing efforts to improve conversion and retention. This is a multi-year project that touches virtually every area of our organization. And we couldn't be more pleased with how eager the OEMs are to adopt this new platform. Our project code name for this platform is SXM17. Stay tuned as we will be discussing more about SXM17 later this year. In the past month, we've also rolled out an improved app for both iOS and Android. The new app makes it easier to discover new content as well as tap into our rich archives of exclusive performances, interviews and shows. It improves response speeds and reliability in low bandwidth situations. Although we are in the initial stages of the rollout, our ratings have already improved in the iOS and Android app stores. The new platform also makes it easier for us to continue to iterate and improve, and we've already pushed out tweaks to our app and will continue refining it over time. Having an easy to use platform is important but will never be useful without great content to go along with it. Remember, in my mind, the world is not divided between streaming and satellite, and we deliver content both ways. Our competition is primarily free, be it the giant terrestrial radio industry or the growing streaming radio industry. And our job, quite simply, is to convince more people to pay for our fantastic bundle of content, no matter how it is received now or in the future. For that reason, we remain active in pursuing the best possible and most entertaining programming. Core to our mission is to be the leader in audio entertainment, offering the best curated exclusive and compelling content. After all, it's the breadth and the freshness of our content bundle that our subscribers pay for. And even though we believe it has no equal in the marketplace today, we are constantly improving this bundle. Recently, we've announced the launch of several new channels including a channel on pop culture with Andy Cohen, the pioneering TV executive and late-night host. We will also – which will debut later this year. We've also handed over a new comedy channel to stars Jeff Foxworthy and Larry the Cable Guy. This will be our eighth curated comedy channel on SiriusXM. We've added new exclusive shows and talent for broad as well as niche audiences. In February, we launched The Hoda Show, a new exclusive show from the incredibly popular host on NBC's TODAY Show. It is part of our new TODAY Show channel, which is already a hit with our subscribers and is being heavily promoted by NBC. Earlier this year, we added Startup School Radio, a new show hosted by a partner at Y Combinator, Silicon Valley's most prestigious start-up accelerator. This show focuses on the vibrant start-up scene in tech, and its host and guests are the very cofounders and investors behind some of today's hottest new companies. In sports, our focus on the PGA Channel is a great example of how we are creating unique content that is very valuable to the marketplace. We aired all four days of the Masters golf tournament, with bonus audio from the Augusta National Archives. And we've added a new national radio show based on Derek Jeter's new athlete-inspired media platform, The Players' Tribune. We continue to make live music events and the exclusive content they create a top priority. SiriusXM was the first ever radio outlet to broadcast performances from the Coachella Music Festival, which featured the biggest stars in pop, EDM and rock. And this year, we also expanded the amount of live DJ sets and interviews from Miami's Ultra Music Festival. In May, we will return to the Apollo Theater for a special concert by Pitbull. Our live broadcast of his concert will kick off the launch of a new Pitbull channel. We know our subscribers love these events. They snapped up the allocated tickets to Pitbull – to the Pitbull event in less than one minute. We continue to look for more ways to invest in our content lineup, but in a word, our lineup is unmatched. In the first quarter, we continued to return capital to our shareholders as we spent $534 million to acquire 144 million shares of our common stock. Year-to-date through Friday, this number reached about 180 million shares for $671 million. This means we removed about 3% of our shares outstanding so far this year and more than 20% of our outstanding shares since this program began just over two years ago. As always, we will remain very disciplined in how we use our cash to benefit our shareholders. In short, the business is performing very well today. We are pleased to have taken up two of our key guidance metrics. We are confident that we will end the year with a record number of new subscribers, record revenue and record free cash flow. We are investing in new content, technology and services to benefit our subscribers. And we are continuing our track record of doing what we say and rewarding shareholders. Let me turn it over to David for additional comments. David J. Frear - Chief Financial Officer & Executive Vice President: Thanks, Jim. Good morning, everyone and thanks for taking the time today. It's difficult for me to imagine how Sirius XM could have delivered a strong quarter. Self-pay additions more than doubled, revenue is up 8%, adjusted EBITDA is off – almost 20%, free cash flow is up 24% and free cash flow per share is up 36% and adjusted EBITDA margin rose to almost 37%. We have record levels of new and used car conversions for our first quarter, and self-pay churn improved 10 basis points overall. This was a very strong quarter. For the second quarter in a row, we have been pleasantly surprised by the strength of our subscriber performance. Once again, the quarter was a little better than we expected on all fronts resulting in a lot better than we expected in total. All acquisition channels, new car, used car, win back and aftermarket are performing well; and with improved churn, it was the best first quarter for self-pay net adds that we have had in seven years. You have to go back to the first quarter of 2008 to find a bigger quarter – first quarter for us. 394,000 self-pay nets bring our self-pay base to a little over 22.9 million, 431,000 total net additions bring the total paid subscriber base to over 27.7 million subscribers. As Jim mentioned, we are increasing guidance for net additions from 1.2 million to approximately 1.4 million. Auto sales look to be headed to $16.9 million for 2015. Our penetration rate looks like it will run a little over 70%, and the trial funnel is that a record 7.66 million, which is the highest figure in our history. This positions us well to hit our increased guidance. Vehicles in operations with SiriusXM installed reached 73 million, still only about 30% of the vehicles on the road. We expect our new car penetration rate to remain above 70%. And depending upon new car sales' volumes, we continue to expect enabled vehicles in operation to double. This tremendous increase in the enabled fleet and the continued development of the used car channel gives us confidence that we can continue growing our subscriber base for many more years to come. First quarter revenues were up 8% to almost $1.1 billion on the strength of our subscriber growth and growth in ARPU. I'd like to point out the 21% growth in ad revenue for the quarter. I know it's only $4.7 million of growth, not so material in the scope of an $83 million revenue increase, but what a great job by our ad sales team in a very challenging radio advertising environment. As you look through our cost performance, you'll find a continuation of our disciplined and efficient growth, even as we continue to invest in the various initiatives Jim addressed, including used cars, new programming, the streaming platform and connected vehicle services. Contribution margin expanded a half a point to 71.1%. SAC per install fell 6% to $33 and our fixed costs were flat year-on-year, producing an adjusted EBITDA margin expansion of 3.4 points to 36.9%. Total cash operating expenses grew just 3% and adjusted EBITDA came in at $399 million. We converted nearly 70% of that adjusted EBITDA into $276 million of free cash flow, up 24% from last year. Looked at another way, compared to last year's first quarter 83% of our additional EBITDA flowed into incremental free cash flow. In the last 12 months, we've repurchased over 843 million shares driving free cash flow per share up by 36% in the first quarter. In March, we issued $1 billion of 10-year notes at 5.375%. Total debt now stands at a shade above $5.1 billion with no maturities in the next five years. Leverage is at 3.3 times trailing EBITDA. The first quarter ended with $482 million in cash and $1.25 billion available under our revolver, plenty of liquidity to invest in the business, pursue strategic investments and return capital to shareholders. Operator, let's open it up for questions.

Thank you. And we'll take our first question from Bryan Kraft with Deutsche Bank. Bryan Kraft - Deutsche Bank Securities, Inc.: Morning, thank you. Wanted to ask you about churn; it was lowest in the first quarter in at least the past four years. Was there anything in particular that drove it; and with such a strong start to the year, do you think you'll be down for the full year on churn? And lastly, is any of this due to improvement in the process for bridging subscriptions for existing subscribers buying new cars; in other words, eliminating some of that artificial churn that's in the system? Thank you. David J. Frear - Chief Financial Officer & Executive Vice President: I think the answer to that, for the last question, is yes, that our service continuity team has done an increasingly good job of identifying continuing subscribers as they come into the trial process and then they just have tremendous success in retaining them. But overall, as Jim said, that churn improved in really every respect. One of the things that really stood out was I think non-pay as a rate is improving just slightly and we're happy to see that. But the big improvements came in vehicle-related churn and other voluntary churn. And we've seen this out of a lot of subscriber-base businesses in the last couple months with the improving economy, lower gas prices. Everybody seems to feel like that's helping with churn rates. And so we think it's helping us as well. And I'll tell you that on the vehicle-related churn that it's still early days of us getting an understanding of how our self-pay subscribers are going to turn over their cars. And just to be honest with you, Bryan, we don't have any great insights on exactly how that's going to play out. So I don't know if the improvement that we saw there over our expectations is a function of something that we can count on continuing. Do we have a just a flaw in our modeling logic? It's simply too early to know. I will tell you with respect to the year that we feel confident in hitting our revised guidance. Bryan Kraft - Deutsche Bank Securities, Inc.: Thank you, David.

And we'll go next to James Ratcliffe with Buckingham Research. James M. Ratcliffe - The Buckingham Research Group, Inc.: Good morning. Thanks for taking the question. In the light of some recent proposed legislation like the Fair Play, Fair Pay Act, can you just update us on your thoughts around, if any potential changes in the overall legal structure around licensing fees and do you expect to see anything out of Washington on that? Thanks. David J. Frear - Chief Financial Officer & Executive Vice President: I certainly don't expect to see anything in the near term out of Washington. I think it's an unbelievably complicated landscape. There are a lot of issues for people to consider. And I'd certainly expect there to be an active lobbying agenda by a lot of people for changes in the way that royalties are administered in the United States, but I know I'm not optimistic in the near term for their being legislation coming through. James M. Ratcliffe - The Buckingham Research Group, Inc.: Thank you.

And we'll go next to Jessica Reif Cohen with of America Merrill Lynch. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Thanks. I have a couple of questions. First, on the content side: What caused the drop in the content cost? David J. Frear - Chief Financial Officer & Executive Vice President: Nothing in particular. There weren't any big contracts, so we – I think in coming through, we did make some changes in the lineup and there's nothing really notable in it. I don't think that there's a – I don't think there's – Jim went through, we're certainly investing in all the program. We're putting up everything that we want to put up. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Exactly. It sounds like from what Jim said, I mean, it was like a huge amount of new programming coming on. Have you dropped any channels? And then what's the count look – so, there's Pitbull, there's comedy, there's talk – I, like I lost – there's – it sounds like there's a lot of new programming and - David J. Frear - Chief Financial Officer & Executive Vice President: Yeah. Exactly. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: ... you didn't mention the West Coast programming, like, that was just something you talked a few quarters ago. Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: Okay. So, Jessica, it's Scott. Let's go over that. So, yeah, we added a lot of new programming. And much like mix and other things, certain things – shows and others go in and out, nothing of any significance and our costs get balanced by that. The other thing is when shows get announced, the costs often don't hit until the shows start to ramp up and be on the air. So a lot of these, like Andy Cohen for instance is announced, there's no cost against it right now as the show and the channel isn't likely to launch until September. The West Coast just recovered its full blast. As I mentioned, we have Leno and Chelsea Handlers Booker on staff. We're moving one of our shows, Covino & Rich, out there, who has always – has been with us a while and is very entertainment-oriented. And you could assume by the next call, there'll be another announcement in that area where we'll have a significant host out there that will be an anchor for the entertainment stars and people out there. But that, the studio's built and running, the office is up and running, guests and content coming out of there on a regular basis. In addition, just one thing on programming, Fantasy Sports, which has become very big, which is something we've anchored for a long time with our Fantasy channel is now a dominant player in that area. So that's something to keep an eye on. It's a homegrown channel that has a lot of traction. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Great. And then just switching gears, on the buyback, can you comment at all if Liberty is indicating any interest in selling. I mean, obviously, there's been a lot of news between Comcast and Time Warner Cable and Charter potentially bidding for Time Warner Cable again. Can you give us any color at all in terms of what Liberty's thinking? Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: No. You really need to ask Liberty. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Okay. And then, maybe switching gears again – I'm not sure you mentioned it, but was there any improvement in the used car conversion rate? David J. Frear - Chief Financial Officer & Executive Vice President: It's stayed at – we've been talking low 30s for a long time now. I've been telling you for a long time that I'm really surprised by the fact that it's at that level and that it continues to stay in that low 30s area. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: And then one last thing, the margin obviously – you had like tremendous margin growth. Are you rethinking the margin upside? I think you've publicly said 40% is kind of a goal, but... James E. Meyer - Chief Executive Officer & Director: That's still our target, Jessica. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Okay. James E. Meyer - Chief Executive Officer & Director: That's still where we see it going. I just want to come back to your comment on programming. While we're pleased where the first quarter came out, and I think we've been pretty clear about what we see happening in that line item this year, I would say to you as you look at both the mid and longer term, we are committed to investing in programming, and certainly, you should expect that line item to increase over time. Jessica Jean Reif Cohen - Bank of America Merrill Lynch: Great. Thank you so much.

Next question is from James Marsh with Piper Jaffray. James M. Marsh - Piper Jaffray & Co (Broker): Yeah. Just two quick questions here. First, on the 16 million new and used trialers that you mentioned, I was just hoping you could give us some sense for how this compares to historical levels, like – I don't know – maybe even just three years ago, how much of that's grown? And then secondly, I was hoping you could follow up a little bit on the ad revenue growth. Are there any particular drivers there? Is that a sustainable growth rate? David J. Frear - Chief Financial Officer & Executive Vice President: Scott, do you want to talk about ad revenue? Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: Yeah. On the ad revenue, as I mentioned earlier, Fantasy Sports has become a big ad generator. That was a surprise to us. Our news channels have always been strong. They continue to be strong, and as Jim mentioned, we have a very robust and getting bigger comedy lineup that does some shows on that and all the sports. So it's sort of starting to gel. The other thing is the audience, as it continues to grow in size is a very robust credit card bearing attentive audience, and a lot of our advertisers are getting good results. So it's the old fashioned thing, it's working, and they're coming back for more. So we're really excited over the potential where we're going with that. David J. Frear - Chief Financial Officer & Executive Vice President: And on the trialers that – we've seen the 16 million trialers that Jim referenced, it was – I think it was about 14 million trialers last year. It was probably a little over 12 million trialers the year before. I mean the way that you should think about this going forward is that, if new car sales stay at about this sort of high $16 millions level, and given our penetration rate in the 70% range, that translates into roughly 12 million new car trialers. And based on the distribution of car sales in the country that you should expect our used car sellers to – used car trials to, over the next, sort of, let's call it, over the medium-term, in the next few years, beyond two years to three years, that you should see those equal the new car trial level. And ultimately in the long term, we should end up with more used car trialers than new. James M. Marsh - Piper Jaffray & Co (Broker): All right. Excellent. Thanks very much.

The next question is from Ben Swinburne with Morgan Stanley. Benjamin Swinburne - Morgan Stanley & Co. LLC: Thanks. Good morning. Jim, can you expand a little bit more on the SXM17 announcement you made? It sounds like it's a huge initiative at the company. And specifically, you talked about the impact and the product platform that's coming out, but what might be the impact for the company on sort of the data side? Will learning more about what your users listen to through a two-way platform help; is that at a big deal? And how do you think about the usage transitioning over time away from the satellite platform towards more streaming on other parts of the P&L? I'm thinking the cost structure around streaming costs, having to do maybe direct deals with labels? And is there any impact on SAC from all this? And the last piece of it is I'm guessing SXM17 is 2017, is that a model year target for you guys? And any idea on how many OEMs or how much of SAAR might actually include this new platform? Thanks. James E. Meyer - Chief Executive Officer & Director: So, Ben, I – when I put this comment – this in my comments, I fully expected the - Benjamin Swinburne - Morgan Stanley & Co. LLC: (31:38) James E. Meyer - Chief Executive Officer & Director: I fully expected these questions, and I'm not ready to answer all of them yet, but I will start with a few. Number one, I can't tell you how excited I am about this initiative. I've been hinting at it for the last four quarters in my quarterly earnings call comments that you were going to see us create our next platform around both streaming and satellite. Number two, I get a little bit annoyed time and time again when people compare streaming to satellite like – you know, like that's really the question. The question has been and will continue to be: Will people pay for radio? And I believe we've proved that very close to 28 million people today will pay for radio, and that's really our task going forward – forget about how it's delivered. How it will shift between those two modes, I have no – I have no clue. We'll learn as we go, okay. I want to make sure one thing is very clear: The power of our ubiquitous nationwide satellite network will always be a key component of our service offering. But as you pointed out, I believe this initiative inevitably will change every job in our company and the reason will be around the areas that you highlighted. Of course, it will help us make our content offering better. But it will enable us in many ways that we haven't been able to do today to improve our business, particularly in the area of gathering data on exactly what are our listeners doing and what – and more importantly, what would they like and how can they get deeply – deeper engaged in our content. But as importantly, and I think this is really crucial, is how we interact with them and how they get our service and how they keep our service and how they renew our service. And I am really encouraged that if we do our job right, we are going to make it so much easier for customers to subscribe and retain our service that we should get real benefit from it. I want to point out to you, this is a long-term project, okay. This is not going to revolutionize our business in six months, but it's something we're very, very committed to and it's something I promise you, you will hear more on as the year rolls out. The one thing that will be a little more difficult for us is, I will tell you, we have shown this to every major OEM – to every OEM over the last six months and every one of them has shown a very high interest in getting this implemented. By the way, every single one of them wants to keep their implementation plans confidential and so it'll be difficult for us to give you the details you've asked for in the short term. David J. Frear - Chief Financial Officer & Executive Vice President: So let me just add a couple things that I do think the data side is, and I think Jim implicitly refereed to it, is – is likely to help conversion and churn that whatever conversion and churn might be a few years from now when SiriusXM17 is in the market, that it'll be better in the vehicles in which it's out there. In terms of your question on direct deals with labels, based on our current product set that the – we're fine with the licenses that we have now. If we change the product that – and for instance offered interactive streaming capabilities, that's obviously a different product. It would require different licensing and we'd certainly charge for it. I don't anticipate any SAC impact associated with SiriusXM17. And overall, when you think about it, you got to look at this as product expansion and whether or not we get the economic benefit from improved conversion, improved churn, or improved pricing in all three, I think you should think of this as an improvement in our product that will improve our margins in the business. Benjamin Swinburne - Morgan Stanley & Co. LLC: That make sense. And if I could just ask one quick follow up just on the Nissan and Jaguar deals, can you just talk about how much of a step forward this for the Agero SiriusXM platform in terms of a branded, sort of OnStar like service, that you've got now some real traction with and do you expect this to ramp significantly from here and then compare it to the sort of more white label business that I think's been the dominant structure historically for that – that platform? James E. Meyer - Chief Executive Officer & Director: So I think what you're going to see is something different from every OEM, and it's hard to answer that question right now. I think you should save that one for a couple quarters till you see some more announcements rolled out and then I think we can give you more color. What I will tell you is, again, what I said in my comments I absolutely mean, we are committed to be the leader in this business. We're on track and we are investing, starting with the Agero acquisition. I'll remind you, we actually started investing in the Nissan business before we bought Agero, okay, which was when we first believed that participating in this segment was going to be an important part of how technology in general in the this space is going to rollout in and the vehicles, and you're going to keep seeing more and more from us in this area. Again, while I'm excited about the progress we're making, it takes time for the automakers to roll this out, and we will – we will see what we get as this rolls out over the many years to come. Benjamin Swinburne - Morgan Stanley & Co. LLC: Thank you.

We'll go next to Barton Crockett with FBR Capital Markets. Barton E. Crockett - FBR Capital Markets & Co.: Okay. Thank you for taking the question. I wanted to probe a little bit more on the subscriber trajectory. You put up this very big growth in net additions year-over-year in the first quarter, but your guidance for the year would have net addition down about 20% even with the increase here. So I'm just wondering if you could give us a little bit more information on what you think makes the comps tougher or the growth slow later in the year or just clarify if there's just an element of conservatism that goes into your outlook there? David J. Frear - Chief Financial Officer & Executive Vice President: It's a couple things, Barton. One is is that it's the mass of bigger subscriber base is a big headwind to fight in terms of getting to net additions growth. All right, so that – and the second thing is is that I don't know whether or not what we saw in vehicle-related churn in the first quarter is an anomaly or not. I mean I just – they have zero visibility into that. So, for better or for worse that – we have generally been pretty accurate over the years in forecasting vehicle-related churn. We had a deviation from that in the first quarter. And I guess if – before I'd turnaround and bake that into a forecast running forward, I'd like to see it stabilize a little bit because it really did come as a – as an upside surprise for us. James E. Meyer - Chief Executive Officer & Director: Yeah, Barton, I couldn't agree more with David. If you go back and if you broke our business into simply two pieces, the top of the funnel and then what's coming out, in other words, who's leaving us, at the top of funnel, actually, in the first quarter, we performed a little bit better than our expectations but not dramatically better than our plan. What was much improved was our churn and we want to wait and see how it rolls out over the next – we're – I wouldn't say we're being overly cautious, we just want to see how it goes and we'll be very transparent with you as the quarters unfold. Barton E. Crockett - FBR Capital Markets & Co.: Okay. That's really encouraging to hear. I think on a kind of broader topic, I was wondering if you had a sense of how your consumers that get Spotify-ed, which I think we would suspect it's going to be a growing presence in the country. If they raise capital, we might hear about them more. So what are you seeing when your – when Spotify is in a consumer's household? Does that make them more or less likely to subscribe to satellite radio? And bigger picture, do you think that there is an expanding market opportunity for subscription radio that can absorb more than one meaningful player? James E. Meyer - Chief Executive Officer & Director: So, I think a couple of things: Number one, I think it was two earnings calls before, either David or I included a statistic that I believe is still in our last survey about right and that is about two-thirds of our subscribers report that they regularly stream a audio service at least once a week, okay. So it's not like our subscribers don't stream; we know they do, okay. And you can kind of pick through ours and figure out how many of our existing subscribers stream our content. I think for sure you're going to see that number increase significantly over the years to come. Is there room for more than one? Sure. And if you want me to go with what my opinion is, Spotify's $10 offering, I don't think has anything to do with our business. I think Spotify's $10 offering is coming out of the downloaded and the physical media business, as opposed to the radio business. We'll see over time how that all plays out. But yeah, I see – I see customers in many cases paying more for one – more than one; they do in the video area. They certainly pay for more than one premium service, a lot of them do. But we're in the radio business and we're – we've been very careful I think to not wade too deep into the music business. And by that I mean, it is not our intention to compete, for instance, with Apple in the download business or for that matter with whoever is driving the physical distribution business. That said, we will do over time what we need to do to get our consumers to pay. And – so that's kind of how I see it. We will anchor our future by investing in content, and I think that's kind of the best way to put it. David J. Frear - Chief Financial Officer & Executive Vice President: So just two things I'd like to add to Jim's comment. Our sub-stream, just in case you didn't get it with 67% more than the general population. All right, so it's the – we have a higher instance of streaming among our subscribers than what you'll see overall in Americans. And the second thing is is that we can't find any evidence at all – we've done a lot of looking – that conversion rates are adversely affected in connected vehicles where - Barton E. Crockett - FBR Capital Markets & Co.: Great. David J. Frear - Chief Financial Officer & Executive Vice President: ... streaming opportunities are built into the car, the ease of use is supposed to be better, 40% of vehicles that rolled off the new car lines last year were connected vehicles, and we just can't find any evidence of it adversely affecting demand for our service. Barton E. Crockett - FBR Capital Markets & Co.: That's great to hear. Thank you very much.

Next will be James Goss with Barrington Research. James Charles Goss - Barrington Research Associates, Inc.: Thanks. Actually following up on a couple of these SXM17 questions. What is your path into the car? Is it via phones in anticipation of ultimately getting to an affordable package as we head to the connected cars? And also within that area, as you stream more, what are your expectations as to royalties for streamed products and sets sort of in negotiation right now? David J. Frear - Chief Financial Officer & Executive Vice President: Let me take the last question first and then I'll kick it over to Jim for the path into the car. Streaming is something that we have offered for a dozen years now as a way of our subscribers extending their enjoyment of the product beyond the car, and we're going to continue to invest in that, make it better and everything else. That being said, that there is a long-term behavior that the subscribers have shown for how they use that product and that is already – with the differential rates and everything else, already baked into our numbers. And I think that even as we move towards the distribution of our recent app upgrades in the marketplaces, we move towards SiriusXM17 and continued improvements in that, while I would expect the streaming usage by our subscribers to intensify, I don't think you'll be able to find the economic effect of it in our results. James E. Meyer - Chief Executive Officer & Director: Yeah. And I want to come back to how is it going to go in the vehicle, and then I'll comment one more on what David said. Number one, the answer to your question is yes. I mean we work very closely with the vehicle makers. You know we're involved with the vehicle makers out, frankly, on product plans that are not going to come to market until the end of this decade. And the answer is the vehicle makers are going to enable vehicles to be connected in every way you can imagine. I was on record in last quarter's earnings call saying that, in my opinion, there'll be very few new vehicles made as we approach the end of this decade, take it to 2019 model year, that don't have built-in LTE modems. I think that will certainly be the lion's share of the new vehicles built that year. Those vehicles though also will have very easy-to-use connectivity of things like CarPlay and Android Auto – maybe they'll be rolled out to where they work really well by that timeframe. I'm confident at some point they will. And our vision for SiriusXM17 is to use all of that to enhance the experience, okay. One other comment I'd like to make is as that experience is delivered, obviously, we would prefer to deliver it through the satellite, and as we build out that experience, that will be our primary modes of delivering it. But as customers choose to engage deeply, more deeply in the experience, we obviously will use the power of the two-way network to enable them to do that. And so ultimately trying to figure out usage, it – way too early and I think will take a lot longer than people think. James Charles Goss - Barrington Research Associates, Inc.: Okay. And one other question related to the programming issue, I was wondering how you think of - Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: What issue? James Charles Goss - Barrington Research Associates, Inc.: Oh, well, the – I wonder what you look at in terms of bandwidth allocation for number of channels versus the quality of the – of what you produce since there is a tie – you only have so much – or ability to deliver channels without sort of diluting the quality of the content, the way you hear it. And do you allocate a certain number of channels that it will rotate through the latest new thing and then sort of deal with it that way or is there some other thing you can do? Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: Well, I think there's a couple of things. One, I've been here eleven years and we – I think it's eleven years and – maybe it's twelve now; it's been a while. We – and every year we continue to invest in new technologies pretty significantly to try to improve the efficiency of how those bits are delivered and how they sound, so that we can get more output. I will also tell you we study reasons for churn extremely close and quality of audio signal virtually never shows up. I can't tell you where I've seen it as a reason code where customers have said, I'm leaving your service or I didn't subscribe to your service because I was unsatisfied with the quality of the audio channels. So we think we have that about right. We obviously, as we transition into new – our new chipsets, there are ways that give us more capacity. We're in the middle of those now where our newer chipsets have more capacity, but obviously that doesn't help the radios going backwards. And so we continue to work through kind of that balance of how do we offer the most channels we can at the best bit rate; and obviously, not all channels are at the same bit rate. And so it's really a pretty complicated question that I think we've – we've done a pretty good job maximizing to end up with an experience that customers are happy with. James Charles Goss - Barrington Research Associates, Inc.: All right. That's a great answer. Thanks.

And the next and final question is from Kannan Venkateshwar with Barclays. Kannan Venkateshwar - Barclays Capital, Inc.: Thank you. Just one question, which is as your mix of subscribers has changed more and more towards the lower end tends and used cars, how have the – how has the subscription bundle changed, which is what price points are the newer subscribers coming into and how is that impacting ARPU as you see these trends evolve? David J. Frear - Chief Financial Officer & Executive Vice President: There's really no discernible difference in package demand by acquisition channel that as you look at new car buyers and used car buyers, they tend to come on board in similar packages and they transition to similar packages over time. So there – I don't really see any meaningful difference between them. Scott Greenstein - President and Chief Content Officer, Sirius SM Holdings, Inc.: I think where you do see it a little might be in the conversion. So you might see those buyers being a little more elastic, and so you may have seen some of that particularly in our new car conversion, and obviously our used car conversion is lower than our new car conversion even though we're very pleased with it; but once they come on board, they tend to behave the same. Kannan Venkateshwar - Barclays Capital, Inc.: All right. Thank you. Hooper Stevens - Vice President, Investor Relations and Finance, Sirius XM Holdings, Inc.: Thank you for participating today. We'll talk to you next quarter.

This concludes today's call. Thank you for your participation.