General Statement of Beneficial Ownership


   
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

Amendment No.: *

Name of Issuer: CD Radio Inc.

Title of Class of Securities: Common Stock

CUSIP Number:  125127100

          (Name, Address and Telephone Number of Person
       Authorized To Receive Notices and Communications)

         Mr. Dimitrijevic, c/o Everest Capital Limited,
                The Bank of Butterfield Building,
       65 Front Street, 6th Floor, Hamilton HM JX, Bermuda

     (Date of Event which Requires Filing of this Statement)

                          June 26, 1997

If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of
Rule 13d-1(b)(3) or (4), check the following box [   ].

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.

The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).





CUSIP No. 125127100

1.  Name of Reporting Person
    I.R.S. Identification No. of Above Person

         Everest Capital Limited

2.  Check the Appropriate Box if a Member of a Group

         a.
         b.

3.  SEC Use Only

4.  Source of Funds

         AF

5.  Check if Disclosure of Legal Proceedings is Required Pursuant
    to Items 2(d) or 2(e)

6.  Citizenship or Place of Organization

         Bermuda

Number of Shares Beneficially Owned by Each Reporting Person
With:

7.  Sole Voting Power:



8.  Shared Voting Power:

         See Item 5.

9.  Sole Dispositive Power:



10. Shared Dispositive Power:

         See Item 5.

11. Aggregate Amount Beneficially Owned by Each Reporting Person

         See Item 5.

12. Check Box if the Aggregate Amount in Row (11) Excludes
    Certain Shares



                                2





         See Items 5 and 6.

13. Percent of Class Represented by Amount in Row (11)

         9.99%

14. Type of Reporting Person

         CO

CUSIP No. 125127100

1.  Name of Reporting Person
    I.R.S. Identification No. of Above Person

         Everest Capital International Ltd.

2.  Check the Appropriate Box if a Member of a Group

         a.
         b.

3.  SEC Use Only

4.  Source of Funds

         WC

5.  Check if Disclosure of Legal Proceedings is Required Pursuant
    to Items 2(d) or 2(e)

6.  Citizenship or Place of Organization

         British Virgin Islands

Number of Shares Beneficially Owned by Each Reporting Person
With:

7.  Sole Voting Power:



8.  Shared Voting Power:

         See Item 5.

9.  Sole Dispositive Power:



10. Shared Dispositive Power:


                                3





         See Item 5.

11. Aggregate Amount Beneficially Owned by Each Reporting Person

         See Item 5.

12. Check Box if the Aggregate Amount in Row (11) Excludes
    Certain Shares

         See Items 5 and 6.

13. Percent of Class Represented by Amount in Row (11)

         9.99%

14. Type of Reporting Person

         CO

CUSIP No. 125127100

1.  Name of Reporting Person
    I.R.S. Identification No. of Above Person

         Everest Capital Fund, L.P.

2.  Check the Appropriate Box if a Member of a Group

         a.
         b.

3.  SEC Use Only

4.  Source of Funds

         WC

5.  Check if Disclosure of Legal Proceedings is Required Pursuant
    to Items 2(d) or 2(e)

6.  Citizenship or Place of Organization

         Delaware

Number of Shares Beneficially Owned by Each Reporting Person
With:

7.  Sole Voting Power:





                                4





8.  Shared Voting Power:

         See Item 5.

9.  Sole Dispositive Power:



10. Shared Dispositive Power:

         See Item 5.

11. Aggregate Amount Beneficially Owned by Each Reporting Person

         See Item 5.

12. Check Box if the Aggregate Amount in Row (11) Excludes
    Certain Shares

         See Items 5 and 6.

13. Percent of Class Represented by Amount in Row (11)

         9.99%

14. Type of Reporting Person

         PN

Item 1.  Security and Issuer

         The title of the class of equity securities to which
         this statement relates is the common stock (the "Common
         Stock") of CD Radio Inc. (the "Issuer").  The Reporting
         Persons' deemed beneficial ownership of Common Stock
         exists by virtue of ownership of 5% Delayed Convertible
         Preferred Shares (the "Preferred Shares") of the Issuer.

         The name and address of the principal executive and
         business office of the Issuer is:

         CD Radio Inc.
         1001 22nd Street N.W.
         6th Floor
         Washington, D.C. 20037

Item 2.  Identity and Background

         (a)  Everest Capital Limited (the "Investment Manager"),
              Everest Capital Fund, L.P. (the "Partnership") and
              Everest Capital International Ltd. (the "Fund").


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         (b)  The Bank of Butterfield Building, 65 Front Street,
              6th Floor, HM JX, Bermuda.

         (c)  The principal business of the Investment Manager is
              to act as an investment manager for the Partnership
              and the Fund.  The principal business of the
              Partnership and the Fund is to serve as private
              investment vehicles.

         (d)  During the last five years, none of the Reporting
              Persons nor any persons affiliated with the
              Reporting Persons has been convicted in any
              criminal proceeding, excluding traffic violations
              or similar misdemeanors.

         (e)  During the last five years, none of the Reporting
              Persons nor any persons affiliated with the
              Reporting Persons has been a party to a civil
              proceeding of a judicial or administrative body of
              competent jurisdiction as a result of which it or
              such person is subject to a judgment, decree or
              final order enjoining future violations of, or
              prohibiting or mandating activities subject to,
              federal or state securities laws or finding any
              violation with respect to such laws.

         (f)  The Investment Manager is a corporation organized
              under the laws of Bermuda, the Fund is a
              corporation organized under the laws of the British
              Virgin Islands, and the Partnership is a limited
              partnership formed under the laws of the State of
              Delaware.

Item 3.  Source and Amount of Funds or Other Consideration.

         The funds for the purchase of the Preferred Shares came
         from the respective working capital of the Partnership
         and the Fund.  The Partnership and the Fund use lines of
         credit in the ordinary course of business.

Item. 4  Purpose of Transactions.

         The Preferred Shares held by the Partnership and the
         Fund were acquired, and are being held, for investment
         purposes.  The acquisitions of the Preferred Shares
         described herein were made in the ordinary course of the
         Reporting Persons' businesses or investment activities,
         as the case may be.  The Reporting Persons reserve the
         right to purchase or sell Preferred Shares in privately
         negotiated transactions or in any other lawful manner in
         the future.


                                6





Item 5.  Interest in Securities of Issuer.

         (a)  As of June 26, 1997, the Reporting Persons
              collectively held 1,564,175 Preferred Shares, of
              which 1,137,155 were held by the Fund and 427,020
              were held by the Partnership.  The Preferred Shares
              are convertible into Common Stock under the terms
              set forth in Exhibit 10.24 to the Issuer's Annual
              Report on Form 10-K (the "10-K Exhibit") for the
              year ended December 31, 1996, filed with the
              Securities and Exchange Commission (the
              "Commission") on May 14, 1997, Commission File
              Number 0-24710.  As set forth in the 10-K Exhibit,
              conversion of the Preferred Shares was conditioned
              upon approval by the Federal Communications
              Commission of the issuance of shares of Common
              Stock on conversion.  The Issuer informed the
              Reporting Persons that such approval was received
              on June 26, 1997, the date of the event requiring
              this filing.  The Reporting Persons' conversion
              privileges are limited by the provisions set forth
              in an agreement (the "Standstill Agreement")
              entered into between the Reporting Persons and the
              Issuer as of June 15, 1997, as described in the
              Issuer's Current Report on Form 8-K, Exhibit 99.1
              (the "8-K Exhibit"), filed with the Commission on
              July 8, 1997, Commission File Number 0-24710.
              Under the Standstill Agreement, the Reporting
              Persons may not acquire Common Stock by any means
              including the conversion of the Preferred Shares,
              if the acquisition would result in the Reporting
              Persons having or sharing voting or investment
              power over ten percent or more of the outstanding
              class of Common Stock.

         (b)  The Reporting Persons have the sole power to
              dispose of all of the Preferred Shares held by
              them.  As to any Common Stock obtained by the
              Reporting Persons through open-market purchases,
              conversion of the Preferred Shares or otherwise,
              the Reporting Persons would have the sole power to
              vote and dispose of the Common Stock.

         (c)  Not applicable.

         (d)  No other person is known to have the right to
              receive or the power to direct the receipt of
              dividends from, or the proceeds from the sale of
              the Preferred Shares.

         (e)  Not applicable.


                                7





Item 6.  Contracts, Arrangements, Understandings or
         Relationships with Respect to Securities of the Issuer

         Pursuant to the terms of the 8-K Exhibit, the Reporting
         Persons may be deemed to have an interest in the Common
         Stock by virtue of holdings in warrants to purchase
         Common Stock and a commitment to purchase from the
         Issuer shares of a class of convertible preferred stock
         separate from the Preferred Shares.

Item 7.  Material to be Filed as Exhibits.

         Exhibit A:   Joint Filing Agreement.

         Other
         Exhibits:    The 10-K Exhibit and the 8-K Exhibit, each
                      of which, as amended from time to time by
                      the Issuer, is incorporated herein by
                      reference.

         After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this
statement is true, complete and correct.

July 9, 1997
____________________________
Date


Everest Capital Limited

/s/ Marko Dimitrijevic
By: Marko Dimitrijevic
Title: President

Everest Capital International Ltd.

By: Everest Capital Limited, Investment Manager

/s/ Marko Dimitrijevic
By: Marko Dimitrijevic
Title: President


Everest Capital Fund, L.P.

By: Everest Capital Limited, General Partner

/s/ Marko Dimitrijevic
By: Marko Dimitrijevic
Title: President


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                                                        Exhibit A



                            AGREEMENT



         The undersigned agree that this Schedule 13D dated

July 9, 1997 relating to the Common Stock of CD Radio Inc. shall

be filed on behalf of the undersigned.



                             EVEREST CAPITAL LIMITED

                             /s/ Marko Dimitrijevic
                             By: Marko Dimitrijevic
                             Title: President


                             EVEREST CAPITAL INTERNATIONAL LTD.

                             By: Everest Capital Limited,
                             Investment Manager

                             /s/ Marko Dimitrijevic
                             By: Marko Dimitrijevic
                             Title: President


                             EVEREST CAPITAL FUND, L.P.

                             By: Everest Capital Limited, General
                             Partner

                             /s/ Marko Dimitrijevic
                             By: Marko Dimitrijevic
                             Title: President










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