VIRGIN MOBILE USA REPORTS $53 MILLION IN ADJUSTED EBITDA EXCLUDING TRANSITION AND RESTRUCTURING EXPENSES1 FOR THE FIRST QUARTER

Virgin Mobile USA, Inc. (NYSE: VM), a leading national provider of wireless communications services, today reported its financial and operational results for the three months ended March 31, 2009.

First quarter 2009 highlights2:

o Total operating revenues of $337.3 million, up 2% year over year; Net service revenues of $318.1 million, up 4% year over year
o Adjusted EBITDA of $49.5 million; Adjusted EBITDA excluding transition and restructuring expenses of $52.6 million, up 83% year over year1
o Net income of $19.1 million compared to net income of $4.7 million in the first quarter of 2008, up 301%
o Earnings per diluted share of $0.19; Adjusted earnings per diluted share of $0.241; compared to earnings per diluted share of $0.07 in the first quarter of 2008, up 243%
o Free cash flow of $7.0 million compared to $10.4 million in the first quarter of 2008

1Excludes transition and restructuring expenses related to the acquisition of Helio, the outsourcing of IT services to IBM and workforce reductions totaling $3.0 million in the first quarter of 2009. Adjusted earnings per share also excludes the amortization of intangibles associated with the acquisition of Helio. Adjustments to earnings per share are net of minority interest and taxes. The first quarter of 2008 did not have transition and restructuring expenses or amortization of intangibles.

2All highlights for the current year include the impact of the acquisition of Helio, which closed on August 22, 2008.

"We are pleased with our first quarter results and the initial success of our new offers focused on high-quality customer additions," said Dan Schulman, Chief Executive Officer, Virgin Mobile USA. "Gross customer additions on hybrid plans grew to 55% of the total in the first quarter. Meanwhile, our Adjusted EBITDA excluding transition and restructuring expenses grew by 83% year over year, producing $7.0 million of free cash flow."

"On April 15 we launched our new $49.99 unlimited plan," continued Schulman. "We also brought to the market differentiated text messaging bundles and our "Pink Slip Protection" program to help our customers weather the current economic storm. These new offers have significantly increased our number of high-quality gross additions, with initial results showing the percentage of customers signing on for unlimited plans growing more than 5 times. With our new unlimited offer, affordable handsets and high-quality network and service, we believe that Virgin Mobile USA offers the best overall value propositions for consumers. We believe that these new offers will allow us to grow ARPU sequentially in the second half of the year."

"Because of our strong performance in the first quarter, we are increasing our guidance for Adjusted EBITDA and free cash flow for 2009. Adjusted EBITDA excluding transition and restructuring expenses is expected to be $127 to $142 million, and free cash flow is expected to be $45 to $55 million for the full year 2009," Schulman said.

Overview and Basis of Presentation
Financial results for Helio are included in Virgin Mobile USA's results beginning on August 22, 2008. This press release uses several financial performance metrics, including Adjusted EBITDA, Adjusted EBITDA margin, Average Revenue Per User (ARPU), Cash Cost Per User (CCPU), Cost Per Gross Addition (CPGA), Free cash flow, Adjusted EBITDA excluding transition and restructuring expenses and Adjusted EBITDA margin excluding transition and restructuring expenses, Adjusted EPS excluding the amortization of intangibles associated with the acquisition of Helio and Adjusted EPS excluding the amortization of intangibles associated with the acquisition of Helio, and transition and restructuring expenses which are not calculated in accordance with generally accepted accounting principles in the United States, or GAAP. The Company believes that these non-GAAP financial metrics are helpful in understanding its operating performance from period to period and, although not every wireless company defines these metrics in the same way, believes that these metrics as used by Virgin Mobile USA facilitate comparisons with other wireless service providers. These metrics should not be considered substitutes for any performance metrics determined in accordance with GAAP. For a reconciliation of non-GAAP financial measures, please refer to the section entitled "Definition of Terms and Reconciliation of Non-GAAP Financial Measures" included at the end of this release.

New Pronouncements and Changes in Accounting Principle
With the adoption of Statement of Financial Accounting Standards No. 160, Noncontrolling Interests in Consolidated Financial Statements, net income has been redefined and is now calculated before the reduction to earnings for the noncontrolling interest of Sprint Nextel and EarthLink in Virgin Mobile USA, L.P.

Effective December 31, 2008, Virgin Mobile USA elected to change the method of accounting for regulatory fees and tax surcharges, primarily Universal Service Fund, or USF, contributions from a net basis to a gross basis in the Statements of Operations. As originally reported, the Company accounted for USF contributions on a net basis such that the USF remittance to the government agencies was recorded as cost of service and the surcharge collected from customers to cover our costs and contributions was recorded as a reduction of cost of service. The Company changed its accounting policy to account for USF contributions on a gross basis such that USF collected from customers is recorded in net service revenue and remittances to government agencies is recorded in cost of service. This change in accounting principle increased both net service revenue and cost of service by $3.2 million compared to the previously reported amounts for the quarter ended March 31, 2008. This change in accounting principle does not change previously reported operating income or net income.

Key Financial & Operating Results for the First Quarter of 2009
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1Excludes transition and restructuring expenses related to the acquisition of Helio, the outsourcing of IT services to IBM and workforce reductions totaling $3.0 million in the first quarter of 2009. Adjusted earnings per share also excludes the amortization of intangibles associated with the acquisition of Helio. Adjustments to earnings per share are net of minority interest and taxes. The first quarter of 2008 did not have transition and restructuring expenses or amortization of intangibles.

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During the first quarter of 2009, Virgin Mobile USA's net service revenue was $318.1 million, an increase of 4% versus the same period in 2008. Net service revenue in the quarter grew with the addition of Helio and was benefited by the continued adoption of our hybrid plans and growth in data revenue. Data revenue in the first quarter of 2009 was 22% of net service revenue, up from 20% in the fourth quarter of 2008.

Adjusted EBITDA in the first quarter of 2009 was $49.5 million. Adjusted EBITDA excluding transition and restructuring expenses in the first quarter of 2009 was $52.6 million, an increase of 83% compared to Adjusted EBITDA of $28.7 million in the first quarter of 2008. Transition and restructuring expenses in the first quarter of 2009 included approximately $3.0 million of expenses associated with the outsourcing of IT services to IBM, acquisition of Helio and workforce reduction. Adjusted EBITDA margin was 15.6% in the first quarter of 2009. Adjusted EBITDA margin excluding transition and restructuring expenses was 16.5% in the first quarter of 2009, up from 9.3% in the first quarter of 2008. In the first quarter of 2009, Virgin Mobile USA's Adjusted EBITDA benefited from the Company's stated goal to focus on high-quality customer additions, which stimulated growth in the percentage of high-ARPU hybrid customer additions and a 16% increase in high-end handset sales, and contributed to the reduction in gross customer additions. Adjusted EBITDA also benefited from lower gross customer additions due to aggressive competitive product launches during the quarter, to which Virgin Mobile USA responded with its innovative new service plans, launched on April 15, 2009. Virgin Mobile USA's Adjusted EBITDA also continued to benefit from operating cost efficiency initiatives taken in 2008.

Virgin Mobile USA's net income for the first quarter of 2009 was $19.1 million, compared to net income of $4.7 million for the first quarter of 2008. Adjusted earnings per diluted share excluding amortization of intangible assets and transition and restructuring expenses were $0.24 in the first quarter of 2009 compared to earnings per diluted share of $0.07 for the first quarter of 2008. Earnings per diluted share in the first quarter of 2009 benefited from planned cost efficiencies in the business, including improved per unit network costs.

Free cash flow totaled $7.0 million for the first quarter of 2009, compared to $10.4 million in the quarter ended March 31, 2008. The year over year decrease was primarily the result of higher payments for network costs and operating expenses associated with our acquisition of Helio in August 2008, and timing of working capital. Capital expenditures for the quarter ended March 31, 2009 were $3.2 million, compared to $6.2 million for the quarter ended March 31, 2008.

In 2008, Virgin Mobile USA acquired Helio and, in conjunction with the acquisition, made changes to its capital structure, including a significant reduction in the Company's outstanding debt, which the Company believes improved its structure and outlook. Net interest expense in the quarter ended March 31, 2009 was $5.6 million, down 40% from $9.3 million last year.

John Feehan, Chief Financial Officer of Virgin Mobile USA, commented, "We continued to produce excellent profitability and free cash flow in the first quarter of 2009 as a result of our strategic planning, strong operational discipline and focus on improving our capital structure. Our business model, as expected, is proving to be resilient in these difficult economic times and we believe our focus on high-quality customer growth will allow us to increase our hybrid base while significantly growing profitability and free cash flow in 2009 and beyond."

Key Metric Performance Review for the First Quarter of 2009
Gross customer additions (or new Virgin Mobile USA customers who activated their accounts) during the first quarter of 2009 totaled 630,259, compared to gross customer additions of 795,575 in the first quarter of 2008. The overall decrease in gross adds in the first quarter of 2009 was a result of the expected impact of competitive launches during the quarter, as well as the Company's stated strategic focus on high lifetime value customer acquisition. The growth in our hybrid plans continues to trend favorably and in the first quarter of 2009 accounted for 55% of Virgin Mobile USA's gross adds. In the second quarter of 2009, Virgin Mobile USA launched new service plans, including "Totally Unlimited Calling" for $49.99 and the new "Texter's Delight", which are showing strong initial success and are expected to stimulate growth in customer additions and revenues in the second half of the year.

The Company's cost per gross addition (CPGA) for the first quarter of 2009 was $104.72, compared to CPGA of $115.59 in the first quarter of 2008. CPGA in the first quarter of 2009 improved by 9% despite the incremental costs associated with postpaid as well as lower year over year gross customer additions which typically increases CPGA as fixed costs are applied to a smaller base. Virgin Mobile USA's focus on high-quality customer growth resulted in a 16% increase in handset sales at the $50 and above level, which contributed to improving handset margins. CPGA also benefited from lower sales and marketing expenses as well as supply chain efficiencies.

The Company's cash cost per user (CCPU) for the first quarter of 2009 was $12.79, compared to $12.22 in the first quarter of 2008. CCPU in the first quarter of 2009 was higher due to an increase in usage associated with Helio, as well as the continued growth of our hybrid plans. CCPU in the first quarter of 2009 was also impacted by approximately $3.0 million in transition and restructuring expenses, which did not exist in the first quarter of 2008.

Churn, or average monthly customer turnover, for the three months ended March 31, 2009 was 4.8%, a 30 basis point improvement over the same period in 2008. Customer churn in the first quarter of 2009 benefited from the continued success of our monthly hybrid plans, which provide incentives for customers to top up within 30 days, as well as other new customer lifetime management initiatives implemented in the second half of 2008. As of March 31, 2009, the Company had approximately 5.2 million customers.

Average revenue per user (ARPU) for the first quarter of 2009 was $20.08, flat compared to ARPU of $20.14 in the first quarter of 2008, and a decrease of 5% from $21.14 in the fourth quarter of 2008. The sequential decline in ARPU is driven by the ongoing consumer trend of the replacement of voice minutes with messaging. Messaging traffic at Virgin Mobile USA continues to grow rapidly, with monthly messaging growing by 26% in the first quarter of 2009 over the monthly messaging rate in the fourth quarter of 2008. Data is now 22% of total net service revenue, compared to 20% in the fourth quarter of 2008. On April 15, 2009, Virgin Mobile USA launched its innovative new "Texter's Delight" plans, one of which offers unlimited texting for $19.99 with 10-cent voice minutes, designed to address this ongoing consumer trend.

Outlook
Full Year 2009
Virgin Mobile USA's strategic focus on high-quality customer growth, along with its strong cost discipline, have led to a strong financial performance thus far in 2009. Cost improvements throughout the organization have been implemented ahead of plan, allowing the Company to over-perform in both Adjusted EBITDA and Free cash flow. Due to this strong execution, the Company is increasing its guidance for both Adjusted EBITDA and Free cash flow for 2009.

o Adjusted EBITDA is expected to be approximately $120 - $135 million; Adjusted EBITDA excluding transition and restructuring expenses is expected to be $127 - $142 million.
o Free cash flow is expected to be $45 - $55 million.

Second Quarter 2009

o Adjusted EBITDA is expected to be approximately $33 - $37 million; Adjusted EBITDA excluding transition and restructuring expenses is expected to be in the range of $35 - $39 million.
o Free cash flow is expected to be $15 - $20 million.

Recent highlights

o Launched "Totally Unlimited Calling for $49.99" and our innovative new "Texter's Delight" plans, offering unlimited texts with 10-cent voice minutes for $19.99.
o Introduced the only unemployment plan in the wireless industry, with "Pink Slip Protection" offering three months of free service to our eligible customers who lose their jobs while using our services, subject to certain conditions.
o Introduced the Company's newest QWERTY handset, the X-tc, a high-quality handset competitively priced at $99.99.
o Partnered with Best Buy in the fight against breast cancer with the launch of the LG Pink Flare limited edition handset, from which five dollars from every purchase went toward funding life-saving breast cancer research and community health programs. Virgin Mobile USA and Best Buy subsequently presented a check in the amount of $150,000 to Susan G. Komen for the Cure.
o Sponsored the Britney Spears "Circus" tour, which has wrapped up its North American leg, having generated awareness about Virgin Mobile USA to hundreds of thousands in 25 cities.
o Debuted the highly anticipated Ocean 2 postpaid handset to positive reviews.
o Added more features from our postpaid devices to prepaid handsets including Google Maps.
o Launched a new marketing initiative and media campaign inviting consumers to "Take Advantage of Virgin Mobile" by benefiting from the many features and options the Company currently offers.

Earnings Conference Call
Virgin Mobile USA will host a conference call Monday, May 11, 2009 at 8:00 A.M. (EDT) with access available via Internet and telephone. Investors and analysts may participate in the live conference call by dialing 1-888-354-3598 (toll-free domestic) or 1-706-643-8861 (international); passcode: 97373250. Please register at least 10 minutes before the conference call begins. A replay of the call will be available for one week via telephone starting approximately two hours after the call ends. The replay can be accessed at 1-800-642-1687 (toll-free domestic) or 1-706-645-9291 (international); passcode: 97373250. The webcast will be archived on Virgin Mobile USA's web site after the call at http://investorrelations.virginmobileusa.com/.

About Virgin Mobile USA, Inc.
Virgin Mobile USA, Inc. [NYSE:VM], through its operating company Virgin Mobile USA, L.P., offers more than 5 million customers control, flexibility and choice through Virgin Mobile's Plans Without Annual Contracts, with coverage powered by the Nationwide Sprint Network.

Virgin Mobile USA is known for its award-winning customer service, with more than 90% of its customers reporting satisfaction. Virgin Mobile USA service recently announced its Pink Slip Protection program, which provides eligible monthly plan customers who lose their jobs and become eligible for state unemployment benefits free service for up to three months*. Its full slate of smart, stylish and affordable handsets are available at approximately 40,000 top retailers nationwide and online at http://www.virginmobileusa.com/, with Top-Up cards available at almost 150,000 locations. Virgin Mobile USA also offers unlimited all-in contract plans with advanced devices like the Ocean 2.

*Subject to certain terms and conditions

Safe Harbor Statement
This press release contains certain forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, us. These statements include, but are not limited to, statements about our strategies, plans, objectives, expectations, intentions, expenditures, and assumptions and other statements contained in this document that are not historical facts. When used in this press release, words such as "anticipate," "believe," "estimate," "expect," "intend," "plan" and "project" and similar expressions, as they relate to us are intended to identify forward-looking statements. These statements reflect our current views with respect to future events, are not guarantees of future performance, and involve risks and uncertainties that are difficult to predict. Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Many factors could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties discussed in our filings with the Securities and Exchange Commission or SEC, copies of which are available on our investor relations website at http://investorrelations.virginmobileusa.com/ and on the SEC website at http://www.sec.gov/. We neither intend nor assume any obligation to update these forward-looking statements, which speak only as of their dates.