8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): March 17, 2010

LIBERTY MEDIA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	000-51990	84-1288730
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

12300 Liberty Blvd.

Englewood, Colorado 80112

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (720) 875-5400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01.  Regulation FD Disclosure

On March 17, 2010 QVC, Inc., a wholly-owned subsidiary of Liberty Media Corporation attributed to Liberty’s Interactive group, announced the pricing of $500 million principal amount of new 7.125% Senior Secured Notes due April 15, 2017 at par and $500 million principal amount of new 7.375% Senior Secured Notes due October 15, 2020 at par offered pursuant to an exemption under the Securities Act of 1933, as amended.  The principal amount of each series of the Senior Secured Notes was increased from the previously announced $250 million principal amount.  The offering is expected to close on or about March 23, 2010, subject to customary closing conditions.  The net proceeds from the offering will be used to acquire and retire existing senior secured credit facility indebtedness.

This Form 8-K and the press releases attached hereto as Exhibit 99.1 and Exhibit 99.2 are being furnished to the SEC under Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed “filed” for any purpose.

Item 9.01.  Financial Statements and Exhibits

(d)  Exhibits

Exhibit No.	Name
99.1	Press Release dated March 17, 2010 — Bond Offer
99.2	Press Release dated March 17, 2010 — Bond Pricing

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 18, 2010

LIBERTY MEDIA CORPORATION
By:	/s/ Wade Haufschild
	Name:	Wade Haufschild
	Title:	Vice President

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EXHIBIT INDEX

Exhibit No.	Name
99.1	Press Release dated March 17, 2010 — Bond Offer
99.2	Press Release dated March 17, 2010 — Bond Pricing

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EX-99.1

Exhibit 99.1

QVC Announces Proposed Senior Secured Notes Offering

Englewood, Colo, March 17 — QVC, Inc., a wholly-owned subsidiary of Liberty Media Corporation (NASDAQ: LCAPA, LCAPB, LINTA, LINTB, LSTZA, LSTZB), today announced its intention to offer $250 million in aggregate principal amount of senior secured notes due April 15, 2017 and $250 million in aggregate principal amount of senior secured notes due October 15, 2020 (collectively, the “Notes”).  The Notes will be senior secured obligations of QVC and will be secured by a first-priority lien on the capital stock of QVC and the other assets securing QVC’s senior secured credit facilities and existing 7.50% Senior Secured Notes due 2019.  The net proceeds from the offering will be used to acquire and retire existing senior secured credit facility indebtedness.

QVC will make the offering pursuant to an exemption under the Securities Act of 1933, as amended.  The initial purchasers will offer the Notes only to Qualified Institutional Buyers as permitted under Rule 144A of the Securities Act, or outside the United States to certain persons in reliance on Regulation S under the Securities Act.  The Notes will not be registered under the Securities Act and may not be sold in the United States absent registration or an exemption from the registration requirements of the Securities Act.

This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy the offered Notes, nor shall there be any sales of Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Forward-Looking Statements

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements about the completion of the offering and the use of proceeds from the offering.  These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, general market conditions. These forward looking statements speak only as of the date of this press release, and Liberty Media expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Liberty Media’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.  Please refer to the publicly filed documents of Liberty Media, including the most recent Forms 10-Q and 10-K for additional information about Liberty Media and about the risks and uncertainties related to Liberty Media’s business which may affect the statements made in this press release.

Contact:

Courtnee Ulrich

720-875-5420

EX-99.2

Exhibit 99.2

QVC Prices $1 Billion of New Senior Secured Notes

Englewood, Colo, March 17 — QVC, Inc. announced today the pricing of $500 million principal amount of new 7.125% Senior Secured Notes due April 15, 2017 at par and $500 million principal amount of new 7.375% Senior Secured Notes due October 15, 2020 at par (collectively, the “Notes”).  The principal amount of each series of the Notes was increased from the previously announced $250 million principal amount.  The net proceeds of the offering will be used to fund the purchase and cancellation of outstanding borrowings under QVC’s senior secured credit facilities.  The offering is expected to close on or about March 23, 2010, subject to customary closing conditions.  QVC, Inc. is a wholly-owned subsidiary of Liberty Media Corporation (NASDAQ: LCAPA, LCAPB, LINTA, LINTB, LSTZA, LSTZB) attributed to the Liberty Interactive group.

QVC will make the offering pursuant to an exemption under the Securities Act of 1933, as amended.  The initial purchasers will offer the Notes only to qualified institutional buyers as permitted under Rule 144A of the Securities Act, or outside the United States to certain persons in reliance on Regulation S under the Securities Act.  The Notes will not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements of the Securities Act.

This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy the offered Notes, nor shall there be any sales of Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Forward-Looking Statements

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation, statements about the completion of the offering and the use of proceeds from the offering.  These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, general market conditions. These forward looking statements speak only as of the date of this press release, and Liberty Media expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Liberty Media’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.  Please refer to the publicly filed documents of Liberty Media, including the most recent Forms 10-Q and 10-K for additional information about Liberty Media and about the risks and uncertainties related to Liberty Media’s business which may affect the statements made in this press release.

Contact:

Courtnee Ulrich

720-875-5420