Metro-Goldwyn-Mayer Inc.'s long-suffering bondholders could be in for a holiday surprise once initial bids for the debt-burdened studio get unwrapped on Dec. 12.

A couple of majors are sure to be there: Twentieth Century Fox Film Corp. and Warner Bros. Entertainment Inc. Bear in mind the war chests of their respective parents -- $8 billion for News Corp. and $7 billion for Time Warner Inc. -- exceed by billions what MGM's next owner will have to pay.

Also certain to show are Qualia Capital LLC, home to veterans of Artisan Entertainment Inc., and Lions Gate Entertainment Corp., the mini-major studio founded by the late Robert Altman. How could these two not participate when they've been training for years for precisely this sort of big-league play?

More interesting to us, however, are wild cards John Malone and Carl Icahn.

Malone's Liberty Media Corp. already has a template for the type of deal MGM needs. It kept bankruptcy at bay for Sirius XM Radio Inc. in February. Sirius stayed solvent thanks to a $530 million capital infusion from Liberty. In exchange, Liberty received 12.5 million interest-bearing preferred shares that are convertible into 40% of the satellite-radio broadcaster's common equity.

"There's no way Malone is going to assume the risk of a studio," says a source familiar with Liberty's MGM deliberations. "And this way he doesn't have to -- unless, of course, everything works out just right."

Yet, unlike Sirius, MGM could return the favor to Liberty by satisfying a pressing need: It could turn its library of 4,100 films into a content provider for Liberty Starz, the tracking-stock group Liberty formed earlier this month.

Liberty Starz's two flagships, Starz and Encore, comprise 16 premium channels over which they broadcast more than 1,000 movies a month. That's two big beasts to feed, and Liberty does it every which way it can: through original programming, through spot-market film purchases and mostly through output deals with Sony Pictures Entertainment Inc., Walt Disney Studios and Liberty's own Overture Films LLC.

A few weeks ago, Starz managed to extend its output deal with Sony to 2015. But its arrangement with Disney expires in 2012, whereas the amenable but nascent Overture Films is still years from getting up to speed.

That makes 2012 a critical year for Starz's content needs, a year in which taking control of MGM becomes more compelling for Liberty than for Fox or WB. "They're aware of this," the Liberty source says, "and they're talking not only to MGM but to Lions Gate about how to fix it."

Also, atop Overture Films, Liberty already has an executive who could run MGM -- again. Before joining Overture Films as its first CEO in 2006, Chris McGurk served as MGM's vice chairman and COO from 1999 until the studio's sale in 2005. During his reign, "Capote," "Hannibal," "Legally Blonde," "The Thomas Crown Affair" and others gave the Lion its best run in years.

Many wouldn't mind seeing McGurk run MGM again. And should Malone be among them, he has only to tap a fraction of the $4 billion in cash now idle at Liberty Capital Group, the tracking-stock group in which Overture Films resides.

Any MGM play by Icahn would have more moving parts than one by Malone, involving not only whatever MGM debt the shareholder activist owns but also his 17.8% equity stake in Lions Gate. The idea would be to leverage both investments in a way that, after another capital infusion, combines MGM and Lions Gate and gives Icahn control.

Working against Icahn is his in-your-face brand of activism, which Lions Gate management finds offputting. Working for him is scale -- coupled with a desire to prove himself in media after highly visible flops at Blockbuster Inc., Time Warner and Yahoo! Inc. "He may do something for ego alone," says a longtime observer.

But this source also suspects the scale of MGM and Lions Gate, together or apart, increases Icahn's propensity to provoke. Unlike his earlier encounters with media behemoths, "he can force something to happen by writing his own check."

Then, too, Icahn's former protégé, Mark Rachesky, gained a seat on Lions Gate's board in September after amassing a 19.999% stake in the studio. And while Rachesky has publicly declared himself "principally supportive" of Lions Gate management, some wonder if that support might eventually entwine with Icahn's 17.8% interest.

"Either they're really on the outs," the Icahn source says, "or they're simply playing good cop, bad cop." Now there's a Hollywood tale.

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Richard Morgan covers media for The Deal.