Employment Agreement - Liberate Technologies and Mitchell E. Kertzman


January 5, 2000


Mitchell E. Kertzman
c/o Liberate Technologies
2 Circle Star Way
San Carlos, CA  94070

                        Amendment to Employment Agreement

Dear Mitchell:

         This letter will formally confirm our agreement to amend the terms of
your employment agreement set forth in Liberate Technologies' (formerly Network
Computer, Inc. (the 'Company')) letter to you dated October 12, 1998 (the
'Agreement'). In consideration for your agreement not to require the Company to
make the loan specified in the third paragraph of the first page of the
Agreement to you prior to December 31, 1999, we agree that the offer of the loan
set forth in that paragraph shall remain open to you through April 30, 2000.

         In all other respects, the terms of the Agreement remain unchanged and
in full force and effect. We also confirm to you that the foregoing amendment
has been duly approved by the Compensation Committee of the Company's Board of
Directors and is made to be effective as of December 31, 1999.


                                            Sincerely,

                                            /s/ Nancy J. Hilker

                                            Nancy Hilker,
                                            Chief Financial Officer


Acknowledged and agreed:


-----------------------------------------
Mitchell E. Kertzman