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                                                                  EXHIBIT 10.1.3



                               THIRD AMENDMENT TO
                       DEVELOPMENT AND LICENSING AGREEMENT

THIS AMENDMENT ("Third Amendment") to the Development and Licensing Agreement
dated April 1, 1995, ("Agreement") among IT NETWORK, INC., a wholly-owned
subsidiary of Source Media, Inc., and a Texas corporation located at Suite 1000,
8140 Walnut Hill Lane, Dallas, Texas 75231 ("ITN") and INTERACTIVE CHANNEL
TECHNOLOGIES, INC., formerly known as Cableshare, Inc., an Ontario corporation
with its office at 150 Dufferin Avenue, Suite 906, London, Ontario N684N6
("ICT"), CABLE SHARE INTERNATIONAL, INC., a Barbados corporation with its office
in Bridgetown, Barbados ("Cableshare Barbados"), CABLESHARE (U.S.) LIMITED, an
Illinois corporation with its office in Chicago, Illinois ("Cableshare U.S.")
and CABLESHARE B.V., a Netherlands corporation with its office in Amsterdam,
Netherlands ("Cableshare B.V.") (ICT, Cableshare Barbados, Cableshare U.S., and
Cableshare B.V. collectively "the ICT Companies") is entered into this 24th day 
of October, 1997.

WHEREAS, the Parties entered into the First Amendment to the Development and
Licensing Agreement between ITN and the ICT Companies on October 31, 1996,
("First Amendment") and entered into the Second Amendment to the Development and
Licensing Agreement between ITN and the ICT Companies on March 17, 1997,
("Second Amendment");

WHEREAS, according to the Second Amendment, the Agreement was amended to expire
on June 1, 2002;

WHEREAS, ITN and the ICT Parties wish to modify certain terms and conditions set
forth in the Agreement and to extend the Agreement, as amended by the Second
Amendment, beyond June 1, 2002.

NOW THEREFORE, in consideration of the mutual promises and conditions set forth
in this Third Amendment, ITN and the ICT Companies agree as follows:

      1. ITN and the ICT Companies mutually agree that the execution of this
Third Amendment is a "written notice of renewal under Article 2.1 of the
Agreement" and a return receipt of signed notice of renewal. Furthermore,
Article 2.1 of the Agreement is amended in its entirety as follows:

         "This Agreement shall commence on the Effective Date and shall continue
         until November 1, 2004. This term may be renewed for successive
         five-year terms at the option of ITN and the ICT Companies by the
         delivery of written notice of renewal signed by ITN to the ICT
         Companies followed by the return by the ICT Companies to ITN of such
         notice of renewal signed by the ICT Companies prior to the date upon
         which this Agreement would otherwise expire. Each such renewal shall be
         on the same terms and conditions contained in this Agreement, except as
         otherwise mutually agreed by the Parties."

      2. All terms and conditions of the Agreement, the First Amendment and the
Second Amendment not modified by this Third Amendment remain in effect as set
forth in the Agreement, the First Amendment and the Second Amendment.

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      3. This Third Amendment may be executed in one or more counterparts, each
of which shall be deemed an original and all of which, taken together, shall
constitute one and the same instrument. 

IN WITNESS WHEREOF, the Parties have duly executed this Third Amendment as of
the day and year first above written.


IT NETWORK, INC.                   SOURCE MEDIA, INC.



Per: /s/ [ILLEGIBLE]               Per:  /s/ [ILLEGIBLE]
    --------------------------         -----------------------------------------

Title: Secretary                   Title: Chief Financial Officer and Treasurer
      ------------------------            --------------------------------------

INTERACTIVE CHANNEL TECHNOLOGIES, 
INC.


Per: /s/ [ILLEGIBLE]                          
    --------------------------
Title: Secretary              
      ------------------------

CABLESHARE, B.V.                   CABLE SHARE INTERNATIONAL, INC.


Per: /s/ [ILLEGIBLE]               Per:  /s/ [ILLEGIBLE]
    --------------------------         -----------------------------------------
Title:  Director                   Title: Secretary
      ------------------------           ---------------------------------------

Per: /s/ [ILLEGIBLE]          
    --------------------------
Title:  Director              
      ------------------------

CABLESHARE (U.S.) LIMITED


Per: /s/ [ILLEGIBLE]          
    --------------------------

Title: Secretary              
      ------------------------


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