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VIA EDGAR FILING

October 17, 2005

Daniel L. Gordon

Accounting Branch Chief

Securities and Exchange Commission

Washington, D.C. 20549

    Re:

    Reading International, Inc.

    Form 10-K for the year ended December 31, 2004

    Filed March 25, 2005

    File No. 1-8625

Dear Mr. Gordon,

     Thank you for your letter dated September 19, 2005. We appreciate the opportunity to
elaborate on our 2004 10-K filing made on March 25, 2005. While we continue to believe that we
have made full and complete disclosure to our shareholders, we have endeavored to address the
issues you have noted in your letter, both by means of this cover letter and by the proposed
revisions attached herewith.

     I would also like to thank Mr. Webster for his accommodation to our request for a 10 business
day extension on our response filing.

     We feel that based on the responses provided in this letter and the attached revisions, we
have met the goal stated in your letter of the 19th of enhancing the overall disclosure
of our filing.

Form 10-K

Item 6 – Selected Financial Data

    1.

    Within your selected financial data table you present EBIT and EBITDA. These are non-GAAP
financial measures and are required to be reconciled with the most directly comparable
financial measure or measures calculated and presented in accordance with GAAP. In addition,
please revise to present separate decisions on how management and investors use EBIT and
EBITDA. Revise to address the following items as it relates to your disclosure regarding your
non-GAAP financial measures:

    •

    Explain why EBITDA, as a performance measure, provides investors relevant and useful
information.

    •

    Explain how you expect investors to use this performance measure.

    •

    Explain the economic substance behind management’s decision to use EBITDA when
assessing the performance of the company.

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    •

    Explain why management believes it is useful to eliminate interest, taxes,
depreciation and amortization when assessing the financial performance of the company.

    •

    Discuss the limitations of excluding interest, taxes, depreciation and amortization
when assessing the financial performance of the company. Include separate explanations
for these items.

See questions 8 and 15 in the Frequently Asked Questions and Item 10(e) of Regulation S-K regarding
the use of non-GAAP financial measures.

Response: (please see Appendix 1 which will be incorporated in the amendment of our 10-K) – We
have included reconciliations of the Non-GAAP financial measures (EBIT and EBITDA) to the most
directly comparable GAAP financial measure of Net Loss. In addition, we have included an
explanation of management’s and investors’ use of EBIT and EBITDA following the guidance you
provided in your letter.

Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations

2004 Compared with 2003

    2.

    Please revise to provide a more detailed discussion of the significant changes in revenue
and expense amounts each period. Where changes in revenue and expense amounts are related to
several factors each significant factor should be separately quantified and discussed. For
example, discuss the increases/decreases in revenues for your foreign operations versus your
domestic operations and what the contribution to net income was for each. In addition you
disclose that cinema revenues consist of admissions, concessions and advertising. Disclose
the amount of revenue that pertains to each and discuss reasons for the fluctuations from
year to year and what you anticipate for the future. Refer to SEC Release No. 33-8350.

Response: (please see Appendix 2 which will be incorporated in the amendment of our 10-K) – We
have incorporated a table detailing our cinema revenues and operating expenses in relation to
our revenue streams of admissions, concessions, and advertising and provided explanations of how
these revenues have changed in relation to our geographically changing business.

    3.

    Please revise to discuss your results of operations on a consolidated basis. There is no
discussion within the results of operations that discusses the fact that the Company has had
significant losses over the past three years. This should be highlighted throughout your MD&A
and discussion should be included on what actions the Company is taking to mitigate this
problem.

Response (please see Appendix 3 which will be incorporated in the amendment of our 10-K) – At
the end of the Results of Operations section under Item 7 – Management’s Discussions

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and Analysis of Financial Condition and Results of Operations we have included a paragraph
explaining how we have experienced net losses for several years and how management is attempting
to mitigate this issue. Rather than referencing the net losses throughout the Results of
Operations, we believe that they are more appropriately explained at the end of the Results of
Operations as the net losses arise as a result of all the previous segment categories of Cinema,
Real Estate, and Corporate.

Liquidity and Capital Resources, page 53

    4.

    Please revise to describe reasons for material changes in cash flows from operating,
investing, and financing activities from period to period. We note that your disclosures
are merely a reiteration of the cash flow statement. The liquidity discussion should focus
on the reasons for the changes in assets and liabilities.

Response: (please see Appendix 4 which will be incorporated in the amendment of our 10-K) – We
have revised our operating activities section focusing on the reasons for the changes in assets
and liabilities. We have included clarifying, supplemental disclosure to enhance our
explanations for investing activities and financing activities which already detail the reasons
for the changes in cash based on the financing and investing activities we have been involved in
during the reporting periods.

Notes to Consolidated Financial Statements

Note 6 – Acquisitions and Disposal of Assets, page 86

    5.

    Please tell us how your purchase of Mt. Gravatt Cinema for $2,178,000 resulted in a
one-time gain of $2,259,000, net of applicable expenses. Also, tell us how you determined
the “Put Price” of $4,960,000. Please cite the applicable accounting guidance in your
response.

Response:

     On May 15, 2003, we entered into a litigation settlement agreement with Village
Cinemas Australia Pty, Ltd. (“Village”), Birch Carroll & Coyle Ltd. (“BCC”), and AMP Life
Limited and recorded a litigation settlement gain of $2,259,000.

     The terms of the litigation settlement allowed us to purchase, for $2,178,000, an
undivided 1/3rd interest in the unincorporated joint venture that owns and operates the
16-screen multiplex cinema at the Mt. Gravatt shopping center (“Mt. Gravatt”) in suburban
Brisbane, Australia. We were also granted the right, exercisable at any time prior to
December 16, 2003, to sell that interest back to the sellers for $4,960,000 (the “Put
Price”).

     The transaction was recorded at fair value, in accordance with APB 29, “Accounting for
Non-Monetary Transactions”. The property was recorded at a fair value of $4,960,000, being
the purchase price at which the sellers were willing to (and had sufficient liquidity to)
repurchase the 1/3rd interest in the cinema.

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     We subsequently elected to retain our ownership interest in the Mt. Gravatt multiplex
cinema.

Note 17 – Commitments and Contingencies

Tax Audit, page 96

    6.

    Tell us and disclose in future filings whether the probability of loss is probable,
reasonably possible or remote. Also, tell us the amount of the loss that has been accrued
if any. For reference see paragraphs 8-10 of SFAS 5. We may have further comment.

Response: –

     We believe the probability of a material loss
arising from the resolution of IRS proposed changes to the RDGE 1996 tax return and the CRG 1997 tax return to be remote.
The Company has been advised by outside legal counsel that it is more likely than not that
we will prevail if the IRS chooses to litigate this matter.

     We have
provided full disclosure of the facts and circumstances surrounding the case and the full range of exposure to the
Company. We also disclosed the fact that Company received an offer in compromise from the IRS to settle this matter for approximately
$5.5 million plus accrued interest of $2.5 million. Based on the advice of legal counsel, we determined not to accept this
settlement offer. Given the level of initial settlement offer made by the IRS, we
believe it likely that this matter will not go to trial and ultimately, expect to resolve the issue with
all taxing authorities through a negotiated settlement. Our best estimate of the probable settlement amount
for this matter has been recorded within other current income taxes payable.

          On behalf of Reading International, Inc. I acknowledge the following:

    •

    The company is responsible for the adequacy and accuracy of the disclosure in
the filing;

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    •

    Staff comments or changes to the disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and

    •

    The company may not assert staff recommendations as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of the
United States

          We await your comments re the above responses and attached revisions and hope that they would
have fully satisfied your enquiries.

    Sincerely,

    Andrzej J. Matyczynski

Chief Financial Officer

Tel: 213 235 2238

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Appendix 1

    At or for the Year Ended December 31,

    2004

    2003

    2002

    2001

    2000

    Revenue

    $
    102,982

    $
    93,739

    $
    86,486

    $
    23,744

    $
    7,384

    Operating loss

    $
    (5,952
    )

    $
    (5,340
    )

    $
    (5,977
    )

    $
    (3,382
    )

    $
    (1,055
    )

    Net loss

    $
    (8,463
    )

    $
    (5,928
    )

    $
    (7,954
    )

    $
    (4,572
    )

    $
    (3,542
    )

    Basic loss per share

    $
    (0.39
    )

    $
    (0.27
    )

    $
    (0.36
    )

    $
    (0.21
    )

    $
    (0.47
    )

    Diluted loss per share

    $
    (0.39
    )

    $
    (0.27
    )

    $
    (0.36
    )

    $
    (0.21
    )

    $
    (0.47
    )

    Other Information:

    Shares outstanding

    21,998,239

    21,899,290

    21,821,154

    21,821,324

    9,947,964

    Weighted average shares and
dilutive share equivalents

    21,948,065

    21,860,222

    21,821,236

    9,980,946

    7,557,718

    Total assets

    $
    230,227

    $
    222,866

    $
    182,772

    $
    170,595

    $
    63,922

    Total debt

    $
    83,252

    $
    71,145

    $
    48,121

    $
    37,490

    $
    15,221

    Working capital

    $
    (5,808
    )

    $
    (154
    )

    $
    124

    $
    548

    $
    13,062

    Stockholders’ equity

    $
    102,010

    $
    108,491

    $
    91,265

    $
    91,125

    $
    39,128

    EBIT

    $
    (3,500
    )

    $
    (1,794
    )

    $
    (5,172
    )

    $
    (3,425
    )

    $
    (3,928
    )

    Depreciation and amortization

    $
    12,899

    $
    12,003

    $
    8,705

    $
    2,044

    $
    657

    EBITDA

    $
    9,399

    $
    10,209

    $
    3,533

    $
    (1,381
    )

    $
    (3,271
    )

    Debt to EBITDA

    8.86

    6.97

    13.62

    —

    —

    Capital expenditure
(including acquisitions)

    $
    33,180

    $
    5,809

    $
    10,437

    $
    10,325

    $
    10,773

    Number of employees at 12/31

    1,677

    1,453

    1,304

    1,110

    147

     EBIT presented above represents net loss adjusted for interest expense (calculated net of
interest income) and income tax expense. EBIT is presented for informational purposes to show the
significance of depreciation and amortization in the calculation of EBITDA. We use EBIT in our
evaluation of our operating results since we believe that it is useful as a measure of financial
performance, particularly for us as a multinational company. We believe it is a useful measure of
financial performance principally for the following reasons:

    •

    Since we operate in multiple tax jurisdictions, we find EBIT removes
the impact of the varying tax rates and tax regimes in the
jurisdictions in which we operate.

    •

    In addition, we find EBIT useful as a financial measure that removes the impact from
our effective tax rate of factors not directly related to our business operations, such
as, whether we have acquired operating assets by purchasing those
assets directly, or indirectly by
purchasing the stock of a company that might hold such operating
assets.

    •

    The use of EBIT as a financial measure also (i) removes the impact of tax timing
differences which may vary from time to time and from jurisdiction to jurisdiction,
(ii) allows us to compare our performance to that achieved by other companies, and
(iii) is useful as a financial measure that removes the impact of our historically
significant net loss carryforwards.

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    •

    The elimination of net interest expense helps us to compare our operating performance to those companies that may have more or less debt than do we.

     EBITDA presented above is net loss adjusted for interest expense (again, calculated net of
interest income), income tax expense, and in addition depreciation and amortization expense. We
use EBITDA in our evaluation of our company and its performance since we believe that EBITDA
provides a useful measure of financial performance and value. We believe this principally for the
following reasons:

    •

    We believe that EBITDA is an industry comparative measure of financial
performance. It is, in our experience, a measure commonly used by
analysts and
financial commentators who report on the cinema exhibition and real estate
industries and a measure used by financial institutions in underwriting the
creditworthiness of companies in these industries. Accordingly, our management
monitors this calculation as a method of judging our performance against our peers
and market expectations and our creditworthiness.

    •

    Also, analysts, financial commentators and persons active in the cinema
exhibition and real estate industries typically value enterprises engaged in these
businesses at various multiples of EBITDA. Accordingly, we find EBITDA valuable as
an indicator of the underlying value of our businesses.

     We expect that investors may use EBITDA to judge the ability of our company to generate cash,
as a basis for the comparison of our company to other companies engaged in the cinema exhibition
and real estate businesses and as a basis to value our company against such
other companies.

     Neither EBIT nor EBITDA is a measurement of financial performance under accounting principles
generally accepted in the United States of America and should not be considered in isolation or
construed as a substitute for net income or other operations data or cash flow data prepared in
accordance with accounting principles generally accepted in the United States for purposes of
analyzing our profitability. The exclusion of various components such as interest, taxes,
depreciation and amortization necessarily limit the usefulness of these measures when assessing the
financial performance of our company and not all funds depicted by EBITDA are available for
management’s discretionary use. For example, a substantial portion of such funds are subject to
contractual restrictions and functional requirements to service debt, to fund necessary capital
expenditures and to meet other commitments from time to time as described in more detail in t