"It's old hat for us already," says Anthony. "[Howard's] got a lot to prove."

Opie and Anthony don't really see a fight on their hands. In the past, Infinity Broadcasting, the management company of their non-satellite radio show, barred the two from engaging in any verbal jousting with or about Stern. But if a battle breaks out this time around, it will be an old-fashioned radio feud that will resemble a mid-1970s hockey brawl.

When you turn on The Opie and Anthony Show, it's like hanging around a bar or your friend's house, having a few beers and just saying what comes to mind, uncensored. It is a format that was innovated by Stern, and Opie and Anthony certainly acknowledge their roles as devotees. "Everyone listened to Stern back then," says Anthony.

But that was a long time ago.

"I was a big fan in the glory days, the late '80s and early '90s," says Anthony as Opie agrees. "The days of Jackie 'The Joke Man' Martling, Sam Kinison and Billy West. Before Hollywood Howie."

A huge shift in Stern's show—and his personal life—has taken place over the last six years. First, Stern, who touted himself as the model husband, and his longtime wife, Allison, divorced. Stern became single, dating celebrities and appearing in the gossip pages. For almost five years, though, he has had a steady relationship with model Beth Ostrosky. (Recent rumors of their marriage were put to rest on Jan. 9 when Stern announced they did not become Mr. and Mrs. Stern.)

He also lost Martling to a contract dispute and "Stuttering" John Melendez to The Tonight Show with Jay Leno. But Stern's show took on new people and continued to dominate morning drive time.

The many years on top, says Anthony, have bred complacency in Stern. "I think Howard feels like he doesn't need to put on a quality show anymore," he opines.

"We went from having a show that was syndicated in 17 major markets to having a few thousand listeners. But we believed in the show," says Opie.

Today, XM outnumbers Sirius in subscriptions by almost 2-to-1. In January, XM reached its goal of six million customers. The O&A Show has long since been wrapped into XM's basic monthly fee. Stern's program is also part of the flat-fee service. The big difference between the two shows and the providers is that O&A are part of a larger picture.

O&A do their show every day from 7 a.m. to 11 a.m. The Best of Opie and Anthony runs all weekend. Then another pair, Ron and Fez, take the airwaves. Stern is responsible for two channels of programming. One channel, Howard 100 News, airs reports about the Stern show and its characters, and in the future will branch out into other news about celebrities. The other non-news channel airs the Stern show each day from 6 a.m. to 10 a.m. and will broadcast other radio shows. Currently the only other show scheduled is Bubba the Love Sponge. The Stern show will also replay each night at 9 p.m.

"That's too much programming," says Opie.

IN THE BEGINNING....

In a small office in the cramped O&A studio in Manhattan, Anthony and Opie, both appearing tired, sit down and talk about the show.

Anthony, an unassuming personality whose delivery makes you feel like you have been made fun of no matter what you say, explains he is still not used to the early morning hours. Their previous show was live in the afternoon, which allowed for more late nights and late mornings in bed. To date, the two have had a tremendous relationship with their audience, partly because of their willingness to go to local bars and host special O&A events. The morning hours have had a hand in decreasing those appearances, although there are a few dates on the horizon.

Nicknamed "Opie" years ago because of his resemblance to the Ron Howard character, Opie has California surfer looks, complete with blond hair and a beaded necklace. He is the cornerstone of the O&A show. He describes himself as a "radio geek" who dreamed of being on the air one day. During his college days at SUNY-Geneseo, he worked as a disc jockey, and after school, found himself playing records during overnights at WBAB-FM radio on Long Island. He is the quintessential radio personality, and his ease behind the mic is evident as he runs the show. The two grew up in different surroundings, with Opie being part of the typical Irish-American home, complete with many siblings; Anthony came from a broken home, and has the stories to prove it.

Opie and Anthony met because of the efforts of Anthony's brother, Joe. During a 1994 O.J. Simpson song- parody contest that Opie was running on his show at WBAB, Joe knocked on the back door of the studio and handed Opie a tape of Joe's band, RotGut, performing its own parody. The song was popular on the show, and before long Opie had Anthony and his brother in the studio.

Anthony's dead-on impression of Stern, among other famous people, wowed Opie. Up until that time, Anthony had been a blue-collar guy, knocking tin for a Bay Shore air conditioning company. But Opie knew they would be a perfect team.

"I saw the future," Opie recalls. "There was no doubt in my mind it would succeed."

Opie set out to get the act on the radio, and by early 1995, they were on the air in Boston, Mass. Friction with station management began early on, and it was only destined to get worse. Boston is where the O&A Show of today took root, and where they established their most popular promotion, "Whip 'em Out Wednesday," or "WOW."

WOW has been a defining move for the O&A Show, a running bit that embodies the show's mentality and audience. When women see a car with a WOW sticker, or "WOW" written anywhere on a car, it is an invitation to show their breasts. Believe it or not, thousands have done so, giving many men a cheap thrill. It was also in Boston where Opie and Anthony detonated the first of many explosions that would rock their show.

As an April Fool's joke, in 1998 they announced that Boston Mayor Thomas Menino had been killed in an auto accident in Florida. The story caught fire, and with Menino reportedly in a helicopter as the hoax spread, staffers were not able to discount the rumor until the entire city had heard, erroneously, that their mayor had gone toes up.

The very next day, Opie and Anthony were suspended by the station. They were fired one week later. But by June, they were on the air at WNEW-FM in New York. It was in this market, where Howard ruled the morning commute at WXRK-FM (K-Rock), that the show grew up and flourished.

Both WNEW and K-Rock were owned by Infinity Broadcasting, and there was perceived competition between the two shows. In reality, O&A had their own audience. Stern owned the mornings, and O&A the afternoons. The two shows traded veiled barbs, but an all-out war never took hold.

Then came August 2002 and "Sex for Sam III," O&A's radio contest sponsored by beer manufacturer Samuel Adams. The story is well-known at this point: In the "Sex for Sam" game, couples were awarded points for completing "the act" in various public places. At one point, the New York City Police Department caught a couple copulating in St. Patrick's Cathedral—with comedian Paul Mercurio on hand to bear witness and provide live commentary for the show. The couple and Mercurio were arrested and charged with public lewdness.

O&A found themselves vilified and outcast. Worse, they were kicked off the air.

Today, Opie pointedly notes that O&A were never actually fired from WNEW. The radio station brass did not wait long before they suspended the pair. In a whirlwind of controversy, Anthony and Opie were left wondering for several days what their fate would be. Then the show was canceled, but they remained contractually bound to Infinity. The waiting game had begun.

"That time in our lives just sucked," says Opie. "We don't have real jobs. This is our life! We would have taken half the money we were earning just to get back on the air."

But making less money would have been one thing; compromising their show was another. According to Opie, they were presented terms under which they could go back to work: First, censors would be watching their every move, and second, they would have to agree to not talk about Stern, management or anybody else at Infinity during their broadcast. But that presented a larger problem. The O&A show relies on commentary about the people on the show, and those people, who were also Infinity employees, were also off limits.

The O&A Show, like the Stern show, is known for freewheeling conversation and bawdy shenanigans. Both shows have been impacted by the FCC's crackdown on indecency on the airwaves. To do the broadcast they wanted to do, O&A needed a new medium.

The possibility of O&A moving to satellite radio eventually presented itself, but on a recent broadcast, Opie accused Stern of standing in the way of O&A making a deal with either satellite company. He maintains that Stern courted both providers and told them that if they signed O&A, he was not going to work with that company. In an expletive-ridden tirade in early December, Opie denounced Stern as a phony, especially during the past year, when Stern beat his chest and proclaimed that he would once again change radio.

"We've been here for a year and a half," says Opie.

HOLLYWOOD HOWIE

Stern has a five-year, $500 million deal with Sirius. According to Jim Collins, a vice president at Sirius, the $500 million figure included production costs, studio construction costs and salaries for the length of the deal.

But Jim Carnegie, publisher and editor of Radio & Television Business Report, said the initial reports of the Stern deal being worth $500 million may have been on the light side, and reports that it could be worth as much as $612 million. Opie thinks the number Stern has bitten off is much more than he can chew, and he will quickly learn that the satellite business is different that the terrestrial world they have all left behind.

"Howard has been doing more press than ever, and you can see the fear in his eyes," Opie says.

Sirius' Collins says that the jump in Sirius subscriptions has Stern's show already paying for itself. "When Howard signed a Sirius deal in October 2004, we had 660,000 subscribers. Analysts' consensus predicted 2 million by 2005, but we are already at 3.3 million," explains Collins. "Clearly, this jump can be attributable to Howard."

Collins also points out that the fourth quarter of 2005 was the first time Sirius signed up more people than XM—1.4 million, as compared to XM's 900,000.

"We are now growing at a faster rate, and we feel it is due to the programming," says Collins.

The growth has reportedly put even more cash in Stern's pocket. Contractually, Stern and his manager were to gain 34 million shares of Sirius stock when new subscriber targets were reached. Those numbers have been realized ahead of schedule, so Stern is $225 million richer.

Carnegie believes that Stern will eventually begin to make the investment pay off with his Sirius show, but O&A have the short-term advantage, due to their 18 months in the satellite world.

XM went on the air first, in the fall of 2001. Sirius joined the party in July of 2002 with only 30,000 subscribers. XM had Sirius beat 11-to-1 in those early days, according to XM spokesperson Chance Patterson, but the gap has narrowed to 2-to-1.

One major reason for XM's edge lies in its contracts with auto manufacturers to include the XM service in new vehicles. Long-term deals with General Motors, Honda, Toyota, Lexus and Hyundai have helped XM gain the edge over Sirius in market share.

Although the competition between XM and Sirius is bound to escalate, Patterson says it is unlikely you will see another company enter the marketplace anytime soon. "The start-up costs are unbelievable," he says. To date, only XM and Sirius have been issued Federal Communications Commission FCC licenses to operate as satellite radio providers.

But both sides agree on one thing: The attention given to Stern's arrival on satellite radio has boosted the profile of both providers.

WHY SATELLITE?

"There is a big capital cost," says Patterson. "We have more than 1,000 repeaters across the country, too, to keep the signal strength."

XM has branched into international service with its XM Canada, which launched in November, and also has an edge in equipment technology. This year the company will release a new portable unit that records and plays MP3 files, so consumers can have their own music with them and, should they get sick of their own favorites, switch over to satellite radio.

Experts agree that it's content that will sell satellite subscriptions, and both XM and Sirius provide well-balanced programming. Even though there is a subscription fee, the shows are not commercial-free.

Satellite radio removes the shackles of terrestrial radio, constraints that largely come with government's licensing of the broadcast spectrum. On satellite, there is the ultimate freedom to curse, be vulgar, have naked people in the studio and generally do whatever comes to mind while on the air.

But how exciting is it to be able to say the "F" word on the radio? What gave both shows appeal was the tension of keeping conversation within the rules while talking about a subject generally against the rules, the creativity of the hosts in telling a sexually explicit story without being explicit, or holding an adult conversation without crossing the line set by the FCC. When O&A first got on the air, each curse made them look for the dump button, which on terrestrial radio inserts a 30-second delay to eliminate dirty words. No such button is necessary on satellite. Now, cursing has become a more organic result of the conversation. In other words, if it happens, it happens. Time will tell if the newfound freedom will affect the broadcasts or the passion of the audience.

But O&A are playing with house money. Stern is the one who has something to prove.

"If half of his audience goes over to satellite, it will be a miracle," says Opie. "If he fails, the media will kill him."

Satellite brings both shows to the entire world, yet there is no way to know who is listening to what at any given time. Opie says that he knows their show is growing by the amount of e-mail they get each day. They have listeners in the armed forces in Iraq, he points out.

With Stern officially on the air this week, the satellite wars have truly begun. But Anthony thinks Stern had better raise the bar of his broadcasts.

"For years, Howard did subpar radio. He lost his passion," says Anthony.

"You know, 12 years ago, I was scared of Stern," adds Opie. "Now, I think he is a joke."

I think Howard feels like he doesn't need to put on a quality show anymore.

—Anthony of The Opie and Anthony Show