Under the Securities Exchange Act of 1934
(Amendment No.17)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Statement of

LIBERTY MEDIA CORPORATION

Pursuant to Section 13(d) of the Securities Exchange Act of 1934 in respect of

IAC/INTERACTIVECORP

This Report on Schedule 13D relates to the common stock, par value $.001 per share (the “Common Stock”), of IAC/InterActiveCorp, a Delaware corporation (“IAC” or the “Company”).  The Report on Schedule 13D, as amended and supplemented, originally filed with the Commission by Liberty Media Corporation, a Delaware corporation (“Liberty”), on July 19, 1999 (the “Liberty Schedule 13D”), is hereby amended and supplemented to include the information set forth herein.  This amended statement on Schedule 13D/A (this “Amendment”) constitutes Amendment No. 17 to the Liberty Schedule 13D.  Capitalized terms not defined herein have the meanings given to such terms in the Liberty Schedule 13D.

ITEM 4.              Purpose of the Transaction

The information contained in Item 4 of the Liberty Schedule 13D is hereby amended and supplemented by adding the following information:

The information contained under Items 5 and 6 below is incorporated by reference in this Item 4.

Other than as provided herein, and except as contained in the agreements previously filed as exhibits to the Liberty Schedule 13D or as has been publicly announced by the Company or Liberty, Liberty does not have and, to the best of Liberty’s knowledge, none of its directors or officers have, any plans or proposals that relate to or would result in any of the actions set forth in clauses (a) through (j) of Item 4.

ITEM 5.              Interest in Securities of the Issuer

The information contained in Item 5 of the Liberty Schedule 13D is hereby amended and supplemented by adding the following information:

Liberty beneficially owns (i) 66,202,229 shares of Common Stock, of which amount, based on publicly available information, 8,582,420 shares are held by Mr. Diller, and (ii) 25,599,998 shares of Class B Common Stock.  Such shares constitute 26.1% of the outstanding shares of Common Stock and 100% of the outstanding shares of Class B Common Stock, respectively.  Pursuant to the Governance and Stockholder Agreements, subject to certain limitations, Mr. Diller holds an irrevocable proxy with respect to all securities of the Company beneficially owned by Liberty on all matters submitted to a stockholder vote or by which the stockholders may act by written consent, except for Contingent Matters with respect to which Liberty has not consented.  In addition, Liberty may be deemed to have shared voting power over the shares of Common Stock held by Mr. Diller because, under the terms of the Governance and Stockholder Agreements, Mr. Diller must vote those shares in favor of Liberty’s designees for the Company’s board of directors and against any Contingent Matter that Liberty has not approved.  Assuming the conversion of all of the shares of Class B Common Stock beneficially owned by Liberty into Common Stock, Liberty would beneficially own 33.0% of the outstanding Common Stock (calculated in accordance with Rule 13d-3).  Because each share of Class B Common Stock generally is entitled to ten votes per share, each share of Common Stock is entitled to one vote per share and each share of outstanding preferred stock is entitled to two votes per share, Liberty may be deemed to beneficially own equity securities of the Company

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representing approximately 63.3% of the voting power of the Company.  The foregoing beneficial ownership amounts exclude shares of Common Stock beneficially owned by the executive officers and directors of Liberty.  The foregoing beneficial ownership amounts are based on 253,181,447 shares of Common Stock, 25,599,998 shares of Class B Common Stock and 758 shares of preferred stock outstanding, in each case, based on amounts disclosed in the Company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2008.

ITEM 6.              Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The information contained in Item 6 of the Liberty Schedule 13D is hereby amended and supplemented by adding the following information:

On April 7, 2008, the Court of Chancery entered an Order of the Court (the “Order”) in the actions consolidated under the caption In Re IAC/InteractiveCorp., C.A. No. 3486-VCL (the “Consolidated Action”).  The Consolidated Action related to the Company’s November 5, 2007 announcement of a proposal to separate the Company into five publicly traded companies through the distribution of shares to the Company’s stockholders of the stock of four subsidiaries of the Company (each, a “Spinco”).  On May 7, 2008, Liberty filed notice with the Court of Chancery of its intention to appeal the Order.  On May 13, 2008, Liberty, certain of Liberty’s subsidiaries, the Company and for limited purposes Mr. Diller, entered into an agreement (the “Spinco Agreement”) to, among other things, provide for the settlement of the Consolidation Action.  Pursuant to the Spinco Agreement, the parties agreed as follows:

·      Liberty and its subsidiaries agreed to withdraw its appeal of the Order, to dismiss without prejudice all pending actions and claims Liberty had filed against the Company and Mr. Diller and the other members of the Company’s Board of Directors in the Court of Chancery and to take all necessary steps to cause the order to maintain the status quo entered by the Court of Chancery on February 14, 2008 to be vacated;

·      IAC and Mr. Diller agreed to dismiss without prejudice all pending actions and claims they filed against Liberty and any of its subsidiaries in the Court of Chancery; and

·      Liberty and its subsidiaries further agreed, subject to the condition that the spin-off of each Spinco is effected through the distribution of a single class of common stock in a transaction intended to be tax-free to the Company and the holders of the Common Stock (a “Qualifying Spinoff”), not to bring suit against the Company, Mr. Diller or any of the Company’s officers or directors with respect to the spin-off of any Spinco based upon, among other things, the fiduciary duties of members of the Company’s board of directors or officers of the Company or the provisions of the Company’s certificate of incorporation and/or any contract to which Liberty and the Company and/or Mr. Diller are parties.

Pursuant to the first bullet point above, on May 28, 2008 the parties to the Consolidated Action filed a stipulation and order of dismissal with the Court of Chancery seeking a court order dismissing the actions in the Consolidated Action, without prejudice, and vacating the February 14, 2008 status quo order.  That stipulation and order was granted by the Court of Chancery on May 28, 2008.

The Spinco Agreement also contains provisions that will become effective at the time of each Qualifying Spinoff, including provisions providing Liberty the right to nominate directors to the Spinco’s board of directors so long as Liberty maintains specified ownership levels, restrictions on acquisitions and transfers of the securities of the Spinco by Liberty and its affiliates, certain standstill restrictions on Liberty and its affiliates and registration rights to be granted to Liberty.

In addition, the Spinco Agreement provides that, effective upon the date as of which two or more Qualifying Spinoffs have occurred, the Governance Agreement will be amended to eliminate Liberty’s right to designate one director to serve on the Compensation and Human Resources Committee of the board of directors of the Company.

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The description of the Spinco Agreement in this Amendment is qualified in its entirety by reference to the full text of such document which is incorporated as Exhibit 59 hereto and incorporated into this Item 6 by reference.

ITEM 7.              Material to be Filed as Exhibits.

The information contained in Item 7 of the Liberty Schedule 13D is hereby amended and supplemented by adding the following information:

59.           Spinco Agreement, dated May 13, 2008, between IAC/InterActiveCorp, Liberty Media Corporation, LMC Silver King, Inc., Liberty HSN II, Inc., LMC USA VIII, Inc., LMC USA IX, Inc., LMC USA XI, Inc., LMC USA XII, Inc., LMC USA XIII, Inc., LMC USA XIV, Inc., LMC USA XV, Inc., Liberty Tweety, Inc., BDTV Inc., BDTV II Inc., BDTV III Inc., BDTV IV Inc. and Barry Diller (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K as filed on May 16, 2008).

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SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information in this statement is true, complete and correct.

Dated:  June 17, 2008

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INDEX TO EXHIBITS

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*              Previously filed.

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