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): September 22, 2009

 

LIBERTY MEDIA CORPORATION

(Exact name of registrant as specified in its charter)

 

 

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):

 

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

 

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

 

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

 

o Pre-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 September 22, 2009, QVC, Inc. (QVC), a wholly owned subsidiary of Liberty Media Corporation (Liberty), issued a press release announcing the pricing of $1 billion principal amount of new 7.50% Senior Secured Notes due 2019 at a price of 98.278% (the Notes).  The principal amount of the Notes was increased from the previously announced $500 million aggregate 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.  QVC is attributed to Liberty’s Interactive Group.

 

The offering will be made only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended and outside the United States in accordance with Regulation S under the Securities Act.  The Notes have 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.

 

The full text of the press release is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01.

 

The information included in this Item 7.01 and the press release attached hereto as Exhibit No. 99.1 are being furnished to the SEC 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 September 22, 2009

 

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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: September 22, 2009

 

	LIBERTY MEDIA CORPORATION
	By:	/s/ Mark E. Burton
		Name: Mark E. Burton
		Title: Vice President

 

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EXHIBIT INDEX

 

Exhibit No.		Name
99.1		Press Release dated September 22, 2009

 

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