THIRD AMENDMENT TO EMPLOYMENT AGREEMENT

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Exhibit 10.13

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT

        This Third Amendment to Employment Agreement (this "Amendment") is made effective as of March 29, 2007 by and between Liberty Media Corporation, a Delaware corporation (the "Company"), and John C. Malone ("Executive").

Recitals

        Tele-Communications, Inc. ("TCI") and Executive executed a Restated and Amended Employment Agreement dated as of November 1, 1992 (the "Original Agreement"). As of March 9, 1999, the Company assumed the Original Agreement. The Original Agreement was amended on March 9, 1999 and on January 1, 2003. The Original Agreement, as so amended, is referred to in this Amendment as the "Employment Agreement."

        The Company and Executive desire to further amend the Employment Agreement as set forth herein.

Agreement

        In consideration of the mutual covenants contained in this