SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MALONE JOHN C

(Last)

(First)

(Middle)

LIBERTY MEDIA CORP

12300 LIBERTY BLVD

(Street)

ENGLEWOOD

80112

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LIBERTY MEDIA CORP [ LMDI(1) ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
11/19/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾⁽⁴⁾		949,283	D	⁽²⁾⁽³⁾⁽⁴⁾	105,475⁽¹⁾	D
Series A Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾		270,907	D	⁽²⁾⁽³⁾	30,100⁽¹⁾	I	By Spouse⁽⁵⁾
Series A Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾		594	D	⁽²⁾⁽³⁾	66⁽¹⁾	I	By Trust⁽⁶⁾
Series A Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾		1,184⁽⁷⁾	D	⁽²⁾⁽³⁾	131⁽¹⁾	I	By 401(k) Savings Plan
Series B Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾		18,681,408	D	⁽²⁾⁽³⁾	2,075,712⁽¹⁾	D
Series B Liberty Entertainment common stock⁽¹⁾	11/19/2009		J⁽²⁾⁽³⁾		613,695	D	⁽²⁾⁽³⁾	68,188⁽¹⁾	I	By Spouse⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Immediately following the Split-Off (as defined below), Liberty Entertainment common stock (LMDI) was redesignated as Liberty Starz common stock (LSTZ).

2. On November 19, 2009, the Issuer completed a partial redemption of Liberty Entertainment common stock (the Split-Off), pursuant to which 0.9 of each share of the Issuer's Liberty Entertainment common stock was redeemed for 0.9 of a share of the corresponding series of the common stock of a newly formed, wholly owned subsidiary of the Issuer, Liberty Entertainment, Inc. (LEI), with 0.1 of each share of Liberty Entertainment common stock remaining outstanding and redesignated as Liberty Starz common stock.

3. Immediately following the Split-Off on November 19, 2009, a business combination transaction (the DTV Business Combination) among the Issuer, LEI, The DIRECTV, Group, Inc. (DIRECTV) , DIRECTV (Holdings) and certain other persons was completed. Pursuant to the DTV Business Combination, (i) the Reporting Person and certain related persons contributed each of their shares of LEI Series B common stock to Holdings for 1.11130 shares of Holdings Class B common stock, (ii) LEI merged with a subsidiary of Holdings and each share of LEI Series A common stock and Series B common stock outstanding at such time was converted into 1.11130 shares of Holdings Class A common stock; and (iii) DIRECTV merged with a subsidiary of Holdings and each share of DIRECTV common stock was converted into one share of Holdings Class A common stock.

4. Pursuant to the Split-Off, 0.9 of each restricted share of Series A Liberty Entertainment common stock held by the Reporting Person was redeemed for 0.9 of a restricted share of LEI Series A common stock and the remaining 0.1 of a restricted share of Series A Liberty Entertainment common stock was retained by the Reporting Person and redesignated as Series A Liberty Starz common stock. Additionally, pursuant to the DTV Business Combination, each outstanding restricted share award of LEI common stock granted under any LEI stock plan was converted into a number of unrestricted shares of Holdings Class A common stock that is equal to the product (rounded down to the nearest whole share) of (a) the number of LEI restricted shares immediately prior to the completion of the DTV Business Combination and (b) 1.11130 (with cash paid in lieu of any fractional shares).

5. The Reporting Person disclaims beneficial ownership of these shares held by his spouse.

6. The Reporting Person is the sole trustee of and, with his spouse, retains a unitrust interest in the trust.

7. The number of shares represents equivalent shares based on the fair market value of the shares of Series A Liberty Entertainment common stock held by the unitized stock fund under the Issuer's 401(k) Savings Plan based on a report from the Plan Administrator dated as of November 19, 2009. The Reporting Person has an interest in the unitized fund, which holds shares of the Issuer's Series A Liberty Entertainment common stock (now known as Liberty Starz common stock), Series A Liberty Capital common stock, Series A Liberty Interactive common stock and short-term investments.

	By: John C. Malone	11/23/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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