VIRGIN FESTIVAL BY VIRGIN MOBILE EXPANDS TO TWO DAYS

AUGUST 4-5, 2007 AT PIMLICO RACE COURSE IN BALTIMORE, MD

www.virginfestival.com

New York, NY (March 22, 2006) -- Virgin Group Founder and Chairman Sir Richard Branson, creator of the world-renowned UK-based V Festival, announced today* that the U.S. Virgin Festival By Virgin Mobile will be held August 4-5, 2007 at Pimlico Race Course® in Baltimore, Maryland, adding a second full day of music in its second year.

On behalf of partnering hosts Virgin Mobile USA and Virgin USA, Branson announced the first three acts to be confirmed: The Police, The Smashing Pumpkins and Beastie Boys. On-sale dates for tickets, the rest of the very diverse two-day line-up and additional information about the Festival will be announced in the coming weeks.

“Everybody had an incredible time at last year’s inaugural Virgin Festival, so we’re going to double the fun this summer with two days of great music,” said Sir Richard, whose legendary music heritage is the inspiration behind Virgin’s music festivals. “With our unbelievable headliners and terrific festival vibe, Virgin Festival will be the hottest destination for live music this summer.”

The three bands have chosen the Virgin Festival By Virgin Mobile to make rare live appearances. The Police are on tour for the first time in 21 years, giving lifelong fans a long-awaited opportunity to see this legendary band. The Smashing Pumpkins are reuniting for their first US performance since going on hiatus in 2000. And Beastie Boys will make their first east coast appearance in two years.

The first U.S. Virgin Festival By Virgin Mobile was held September 23, 2006 and featured 20 bands performing for more than 45,000 people across two stages and a giant dance tent. This year, the site will again provide all kinds of entertainment and activity, with high-quality concessions, a diverse array of vendors and non-profit organizations, art installations, performance art and more.

Branson also highlighted that the Festival will be as eco-friendly an event as feasible this year in an effort to limit its carbon impact, “supporting Virgin Group’s ongoing commitment to attacking the causes of global warming. We are exploring numerous ways to minimize the impact of the festival on the environment.”

Virgin Mobile USA is the leading wireless youth network with more than 4.6 million customers enjoying wireless service without long-term contracts. “Our customers share many things, and a passion for music is one at the very core of who Virgin Mobile is,” said Dan Schulman, chief executive officer of Virgin Mobile USA. “We’re not only producing the most dynamic music festival this summer, we are creating a special setting for people to experience music and art, hang with friends, text and talk and network, interact with diverse communities, learn about issues and enjoy themselves.”

“Virgin is one of the most exciting brands in the world, offering hip, fresh, innovative products and services that resonate with the young-at-heart,” said Frances Farrow, chief executive officer of Virgin USA. “Virgin Festival embodies the best of the brand and gives music fans of all ages the chance to experience for themselves what Virgin is really about.”

Part of repeating and surpassing the success of the first Virgin Festival By Virgin Mobile is the return of producers I.M.F., a company formed by the principals of I.M.P., one of the country's leading independent concert promoters and owners of Washington, D.C.'s famed 9:30 Club. “We had such a blast at last year's show; we can't wait to get back. Right now I'm putting together the lineup that will just be A-list from start to finish, on both stages and in the dance tent,” said promoter Seth Hurwitz. “Hold the dates...August 4th and 5th...we will be here to entertain & amaze.”

"On behalf of the City of Baltimore, I'd like to say thank you to Mr. Branson and Virgin for bringing this world class event back to our city," said Mayor Sheila Dixon who added, "We are excited and proud to, once again, host the Virgin Festival By Virgin Mobile and some of the music industry's biggest talent."

Historic Pimlico Race Course in Baltimore, MD is the home of the world famous Preakness Stakes®, the Middle Jewel of Thoroughbred Horse Racing's famed Triple Crown. More information about Virgin Festival By Virgin Mobile can be found at www.virginfestival.com.

*video and photos from Sir Richard’s announcement will be available shortly

About Virgin Mobile USA, LLC
The nation's leading wireless youth network, Virgin Mobile USA provides more than 4.6 million customers with the most flexibility and choice in wireless products and services without long-term contracts. Voice pricing plans range from monthly options with unlimited nights and weekends to by-the-minute offers, allowing consumers to adjust how and what they pay according to their needs. Virgin Mobile's full slate of smart, stylish and affordable handsets, including the popular Switch_Back and Slice, are available at more than 35,000 retail locations nationwide and online at www.virginmobileusa.com, with Top-Up cards available at more than 130,000 locations.

Virgin Mobile USA’s network services are provided on the Nationwide Sprint PCS Network, and the company is a joint venture between Sir Richard Branson's Virgin Group and Sprint Nextel. J.D. Power and Associates has ranked Virgin Mobile highest in customer satisfaction among wireless prepaid services, and its own customers report a 94% satisfaction rate. Proud of its charitable and environmental programs, Virgin Mobile donates 5% of profits from downloadable content to The RE*Generation, its pro-social initiative to help millions of at-risk and homeless teens; and provides postage-paid return envelopes in every new package for customers to recycle old phones.

About Virgin USA
Virgin, a leading branded venture capital organization, is one of the world's most recognized and respected brands. Virgin USA oversees and is responsible for the expansion of the Virgin brand in North America, blasting into markets where the customer is underserved, offering value for money, good quality, innovation, exceptional customer service, fun and a sense of competitive challenge. Existing businesses like Virgin Atlantic Airways, the award-winning transatlantic airline; Virgin Mobile USA, the leading wireless youth network; Virgin Megastores, the groundbreaking music stores; and Virgin Comics, an entertainment and media company creating original stories and epic myths for worldwide audiences, have already laid a powerful footprint in North America. Building upon the success of these businesses, Virgin USA continues to look for opportunities in North America where it can offer something better, fresher and more valuable to consumers.