Re: Employment Agreement Amendment

 EXHIBIT 10.2

May 3, 2010

Mr. Xxxxxxx Xxxxxxxx

00000 Xxx Xxxxxxx Xxxx

Xxxxxx Xxxxx, XX  00000

Re: Employment Agreement Amendment

Dear Xx. Xxxxxxxx:

This will confirm our agreement to further amend your employment agreement with Crown Media Holdings, Inc. (“Crown”) dated August 8, 2006, as amended on January 29, 2008 (the “Agreement”), as follows:

1.   The term of the Agreement and your employment by Crown as set forth in Paragraph 2 of the Agreement is extended until December 31, 2011, unless otherwise terminated in accordance with the terms of the Agreement.

2.   In each of October 2010 and October 2011, Crown shall consider additional salary increases at its discretion based on your performance.

Except as amended herein, all other terms of the Agreement will remain in full force and effect.

Very truly yours,

Crown Media Holdings, Inc.

By:  /s/ XXXXXXX X. XXXXXX                                                                

        Name: Xxxxxxx X. Xxxxxx

        Title: President & Chief Executive Officer

Agreed and Accepted:

/s/ X. XXXXXXXX

Xxxxxxx Xxxxxxxx