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Alan I. Annex, Esq.

212-801-9323

annexa@gtlaw.com

June 20, 2005

VIA EDGAR TRANSMISSION

Max A. Webb, Esq.

Daniel Morris, Esq.

Office of Chief Counsel

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Jean
Yu

Linda Cvrkel

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re:    CKX, Inc.

Pre-Effective Amendment No. 3 to

Registration Statement on Form S-1 (No. 333-123995)

Ladies
and Gentlemen:

        On
behalf of CKX, Inc., a Delaware corporation (the "Registrant"), we transmit herewith for filing with the Securities and Exchange Commission (the "Commission"), pursuant to
Section 6 of and Regulation C under the Securities Act of 1933, as amended (the "Securities Act"), and Rule 101(a)(1)(i) of Regulation S-T under the
Commission's Electronic Data Gathering and Retrieval System (EDGAR), one complete electronic version of Amendment No. 3 ("Amendment No. 3") to the Registrant's Registration Statement on
Form S-1 (No. 333-123995), originally filed with the Commission on April 11, 2005, as amended by Amendment No. 1 thereto ("Amendment No. 1")
filed on May 19, 2005 and Amendment No. 2 thereto ("Amendment No. 2") filed on June 6, 2005 (together, the "Registration Statement"), including one complete electronic
version of the exhibits filed therewith, for registration under the Securities Act of the offer and sale of up to $422,625,000 of shares of the Registrant's common stock, par value $.01 per share (the
"Common Stock").

        Amendment
No. 3 responds to the comments heretofore received from the Commission's staff (the "staff") by a letter dated June 17, 2005 (the "Comment Letter") with respect
to the Registration Statement. Other changes reflect developments since the filing of Amendment No. 2 and comments received by the Underwriters from the National Association of Securities
Dealers, Inc. For the staff's convenience, the staff's comments have been restated below in bold type (the numbers thereof corresponding to the numbers of the staff's comments contained in the
Comment Letter) and the responses to each comment appear immediately below such comment. For the further convenience of the staff, to the extent there have occurred pagination changes with respect to
certain text contained in Amendment No. 2 filed with the Commission on June 6, 2005, the Registrant has indicated the new page numbers on which the beginning of such revised text now
appears in Amendment No. 3. All capitalized terms used and not defined herein have the respective meanings assigned to them in the Comment Letter.

        The
Registrant notes that an aggregate filing fee of $49,742.96 was paid by the Registrant in two payments prior to the date hereof. On April 11, 2005, the Registrant paid
$37,222.63 and on June 6, 2005, the Registrant paid $12,520.33, each by wire transfer to the Commission's U.S. Treasury lockbox depository account maintained at Mellon Bank N.A. (Receiving Bank
ABA No. 04300261) in

connection
with the filing of the Registration Statement and Amendment No. 2 with the Commission on such dates.

The Comment Letter

    Amendment No. 2

Dilution, page 30

1.Reference is made to your net tangible book deficit of $2.35 per share of common stock. Based on the formula described in the first paragraph in this section,
we calculate net tangible book deficit to be $2.41 per share of common stock rather than net tangible book deficit of $2.35 per share as disclosed by you. Please reconcile the difference in the per
share amounts and provide us with your calculation of net tangible book value per common share. Alternatively, you may revise your disclosure to correct the discrepancy.

The
Registrant provides the following table supporting the calculation of net tangible book deficit of ($2.35) as of March 31, 2005, based on the amounts reflected
in the condensed consolidated balance sheet on page F-2 and the formula described in the first paragraph on page 30:

Total assets

$
389,984

Less:

Goodwill

$
(148,843
)

Other intangible assets—net

(140,459
)

Minority interest

(3,950
)

Total liabilities

(257,782
)

(551,034
)

Net tangible book deficit

$
(161,050
)

Shares outstanding(1)

68,444,195

Net tangible book deficit per share

$
(2.35
)

(1)Includes
1,672,170 redeemable restricted common shares.

The
Registrant has recalculated net tangible book deficit per share excluding the redeemable restricted common shares to arrive at the Commission's calculation of $(2.41).

The
Registrant believes and proposes that the calculation of net tangible book deficit per share, excluding the redeemable restricted shares, should also exclude the
temporary equity associated with those shares of $23.0 million, resulting in the following calculation:

Total assets

$
389,984

Less:

Goodwill

$
(148,843
)

Other intangible assets—net

(140,459
)

Minority interest

(3,950
)

Redeemable restricted common stock

(23,002
)

Total liabilities

(257,782
)

(574,036
)

Net tangible book deficit

$
(184,052
)

Shares outstanding

66,772,025

Net tangible book deficit per share

$
(2.76
)

2

The
Registrant notes the following revised amounts, reflective of the revised net tangible book deficit per share noted above:

Pro forma net tangible book value

$31.7 million

Pro forma net tangible book value per share

$0.39

Increase in net tangible book value to existing shareholders

$3.15

Dilution per share to new investors

$15.61

The
Registrant has revised the table on page 30 to reflect the above calculation and has provided additional disclosure to clarify the basis of the calculation.

Unaudited Pro Forma Condensed Combined Statements of Operations, page 36

2.We note your response to prior comment 6 and revised disclosures explaining how the adjustments to the weighted average shares outstanding for the various
transactions reflected in the pro forma statements of operations were calculated or determined. Please clarify in your footnotes to clearly explain that the pro forma adjustments to the weighted
average shares outstanding for the three months ended March 31, 2005 take into account the additional weighting of shares for the period prior to financing transactions and acquisitions. In
other words, we believe your revised disclosure should clearly state the pro forma adjustments with regard to the financing transactions assumed the shares were outstanding for the period from
January 1, 2005 to February 6, 2005 rather than "…assuming all shares were issued on January 1, 2005," in order to avoid any confusion. Please similarly revise your
disclosures to clearly state the period for which the adjustments for the pro forma weighted average shares outstanding for the acquisitions of the Presley Business and 19 Entertainment
relate.

The
Registrant has revised the disclosures in footnotes 1.A.(iv) on page 38 and 1.D.(iii) beginning on page 42 to the Unaudited Pro Forma Condensed
Combined Financial Statements to clearly disclose that the pro forma adjustments to the weighted average shares outstanding reflect the additional weighting of common shares outstanding assuming such
shares were outstanding for the period from January 1, 2005 to the dates the shares were issued.

Notes to Unaudited Pro Forma Condensed Combined Financial Statements, page 38

Note 1—Pro Forma Adjustments, page 38

B. Other Adjustments, page 38

3.Please correct the numerical sequence on page 39 in footnote 1.B.

The
Registrant has revised the referenced disclosure as requested on page 39.

Other Adjustments, page 40

(ii) Income Taxes, page 41

4.We note that you disclose that pro forma tax expense amounts were $107 and $1,519 for the year ended December 31, 2004 and three months ended
March 31, 2005, respectively. We also note that these amounts do not agree with the amounts disclosed in the table as pro forma income tax expense, as adjusted for the financing and acquisition
transactions, of $2,639 and $125 for the year ended December 31, 2004 and three months ended March 31, 2005, respectively. Please explain to us and disclose in the footnote why they
differ and provide a reconciliation of the amounts. Alternatively, you may revise your footnote to correct these discrepancies. Also, it appears that you describe certain amounts in footnote
I.D.(ii) as tax expense when it appears that they represent tax benefits. Please revise to correctly label amounts representing tax benefits rather than tax expense. Further, it appears that
brackets should not be around $3,130 but should be around $3,261. Please revise as necessary to correct these errors.
3

The
Registrant has revised the presentation on page 41 in footnote 1.D.(ii) to the Unaudited Pro Forma Condensed Combined Financial Statements to agree with the
amounts disclosed in the table as pro forma income tax benefit (expense), as adjusted for the financing and acquisition transactions for the year ended December 31, 2004 and the three months
ended March 31, 2005. The Registrant has also revised the descriptions and bracketing of certain amounts to label amounts representing tax benefit and tax expense consistently between the pro
forma financial statements and the related tax footnote.

5.We note the changes made to footnote 2 on page 42 in response to our prior comment 8 but are still unclear as to how the adjustments to income tax expense for
the year ended December 31, 2004 and the three months ended March 31, 2005 were calculated or determined. Please revise the notes to the pro forma financial information to disclose the
significant assumptions (i.e., effective tax rate) used to calculate the pro forma adjustment to tax expense. The disclosures provided in footnote 1.D.(ii) on page 41 should be similarly
revised.

The
Registrant has revised the presentation on page 41 in footnote 1.D. (ii) to the Unaudited Pro Forma Condensed Combined Financial Statements to disclose the
significant assumptions used to calculate the pro forma adjustments to tax expense for the year ended December 31, 2004 and the three months ended March 31, 2005. Specifically, it has
described the pro forma adjustments impacting the income tax expense adjustment and the related assumed statutory tax rates.

In
addition, to enhance the disclosure regarding the Registrant's income taxes on a pro forma basis, the Registrant included a reconciliation of the effective tax rate to
the federal tax rate for the year ended December 31, 2004 and the three months ended March 31, 2005 for both the Pre-Offering pro forma results and the
Post-Offering pro forma results. These reconciliations appear on pages 42 and 44, respectively.

Management's Discussion and Analysis of Financial Condition and Results of Operations, page 46

6.Please file copies of Exhibits 10.15, 10.16, 10.17, 10.23 and 10.24. Where appropriate, your registration statement should contain summaries of these agreements
(including discussion of the importance of these agreements).

The
Registrant withdrew its Confidential Treatment Request with respect to such Exhibits. The Registrant has filed un-redacted versions of the above referenced
Exhibits with Amendment No. 3. The Registrant respectfully believes that the body of the Registration Statement contains a full and complete description of such agreements and the importance
thereof in the description of its business. The limited information for which the Registrant had previously sought confidential treatment is not material to an investor's understanding of the
Registrant's business.

Presley Business—Historical Operating Results, page 65

Year Ended December 31, 2004 Compared to Year Ended December 31, 2003

Revenues, page 65

7.We note the disclosure indicating that the Presley business outsourced the operation of its mail order retail business on April 1, 2004 and that as a
result, it no longer bears the business risk for sales and related expenses. Please tell us and clarify in MD&A whether the outsourcing of this business resulted in a change in the recognition of
sales revenues from a gross to a net basis, pursuant to the guidance outlined in EITF 99-19. If not, please explain why. We may have further comment upon review of your
response.

The
Registrant has added additional disclosure on page 68 to clarify that the Presley business outsourcing of its mail order retail business, resulted in a change in
revenue recognition in accordance with EITF 99-19, Reporting Revenue Gross as a Principal versus Net as an Agent.
4

New Project Development, page 83

8.Please revise the registration statement to better describe the show "So You Think You Can Dance?" and explain why you believe it is
material.

The
production of this show is in the ordinary course of the Registrant's business. It was highlighted in the Registration Statement not for its materiality but as an
example of the type of new project that the Registrant is working on. The Registrant has revised the disclosure under "Film and Television" on page 82 and "New Project Development" on page 85 to
better describe that the show "So You Think You Can Dance?" is an example of the type of show in development. The Registrant has added disclosure under these captions to reflect that the success or
failure of this show or any individual television program or project to achieve any level of success would not be material to the Registrant's business.

Director Compensation, page 91

9.Please tell us and disclose in the notes to your interim financial statements, MD&A and elsewhere as appropriate, how you plan to account for the 50,000 and
25,000 shares of restricted common stock to be issued to Mr. Langer and Mr. Harnick, respectively, upon the close of the offering within your consolidated financial statements. Disclose
the total estimated amount of compensation expense that is expected to result from the issuance of restricted shares of common stock and explain how it was calculated or
determined.

The
Registrant has included on page 94 a description of how it plans to account for the shares of restricted common stock to be issued to Mr. Langer and
Mr. Harnick upon the close of the offering, as follows:

The grant of the restricted stock is contingent upon the successful completion of the offering. Accordingly, the fair value of the common stock will be determined at the time the offering is completed. Assuming our
company's stock price at the completion of the offering is $16.00, the total value of this award would be $1.2 million. We will allocate the portion of this amount related to the directors' work on the offering and record that amount to
compensation expense upon completion of the offering; the remainder of this amount will be recognized as compensation expense over the remaining five year requisite service period.

Because
the stock grant is contingent on the offering, and the estimated amount of $1.2 million is a non-cash expense to be recognized over five years,
the Registrant has determined that no disclosure in the interim financial statements or MD&A is required at this time, as this is not a material item. The Registrant intends to disclose the stock
grant if and when the offering is concluded, in its future financial statements.

Condensed Consolidated Financial Statements

Note 2—Summary of Significant Accounting Policies, page F-7

Property and Equipment, page F-7

10.We note your response to our prior comment 15 but do not believe that the revisions made to Note 2 were fully responsive to our prior comment. Please
revise to disclose the range of useful lives used for each category of property and equipment. Your current disclosure which indicates useful lives of 3 to 39 years are used is overly general
and should be revised.

The
Registrant has revised the presentation of Note 2 in the notes to its financial statements on page