SecProbe.io

January 17, 2012
 Via E-Mail

Mr. James Keegan Chief Financial Officer Lions Gate Entertainment Corp. 1055 West Hastings Street, Suite 2200 Vancouver, British Columbia V6E 2E9
Re: Lions Gate Entertainment Corp.
 Form 10-K for the year ended March 31, 2011
Filed May 31, 2011 File No. 001-14880

Dear Mr. Keegan:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within 10 bus iness days by confirming that you will revise
your document in future filings (unless otherw ise indicated) and pr oviding any requested
information.  If you do not believe our comments apply to your facts and circumstances, please
tell us why in your response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.
             Form 10-K for the Year Ended March 31, 2011

 Notes to the Financial Statements

 Note 7. Equity Method Investments, page F-17

1. We note that the reconciliation of net loss reported by EPIX to equity interest loss
includes “adjustments and eliminations of th e Company’s share of profits on sales to
EPIX” as well as “realization of the Compa ny’s share of profits on sales to EPIX.”
Please explain to us the nature of each of these amounts and explain to us how the
amounts were calculated or determined.

Mr. James Keegan Lions Gate Entertainment Corp. January 17, 2012 Page 2

 2. We note from your disclosure on page 47 of  your MD&A section that in July 2010 you
entered into a joint venture named Pantel ion Films.  However, we note that your
investment in Pantelion Films is not disclo sed in Note 7 and does not appear to be
included in your equity method investment amounts on your bala nce sheet.  Please tell us
the nature, amount and the accounting for such investment in Pantelion Films.  As part of your response, please explain to  us why this investment is not included in your equity
method investments on your balance sheet as of March 31, 2011.

Note 17.  Acquisitions and Divestitures, page F-35
Acquisition of Debmar-Mercury, LLC, page F-37

3. We note during the year ended March 31, 2010 you negotiated the buy-out of additional
purchase consideration for $15 million and that this entire amount was recorded as an
addition to goodwill in March 2010.  We also note that in connection with this buy-out, the Company extended certain employment contracts, which provides for certain
contractual bonuses, as defined.  In this regar d, please tell us how the extension of certain
employment contracts was accounted within you r financial statements.  As part of your
response, please provide us with the relevant  technical guidance used in determining your
treatment.

Form 10-Q for the quarter ended September 30, 2011

 Note 12. Acquisitions and Divestitures, page 23

4. We note your disclosure that on August 10, 2011 you sold your interest in Maple Pictures
to Alliance for approximately $35.3 million.  Pl ease explain to us how you calculated or
determined the gain recognized of $11 million.  As part of your response, please explain
to us the nature of the participation liabiliti es payable to the Company and clearly explain
how that amount was included in the calculati on of the gain.  Als o, please tell us, and
revise to disclose the method and assumpti ons used to determine the $17.8 million fair
value of the distribution rights.
 5. Additionally, we note your disclo sure that the sales price for Maple Pictures was $35.3
million.  Please tell us the nature and amount of  consideration received  in this sale.  In
this regard, we note that the statement of cas h flows discloses that only $9.1 million cash
was received, net of transaction costs and cash disposed of in the amount of $3.9 million.

Management’s Discussion and Analysis of Financ ial Condition and Results of Operations, page
46

6. We note from your disclosure in Note 17 that  the Motion Pictures segment has incurred a
loss for the three months and six months ended September 30, 2011.  We also note that
the majority of the goodwill is al located to this segment.  If  this reporting unit (or any

Mr. James Keegan Lions Gate Entertainment Corp. January 17, 2012 Page 3

 other reporting unit) is at ri sk of failing step one of th e goodwill impairment analysis,
please revise your MD&A disclosure to provide the following information:
• Percentage by which fair value exceeded carrying value as of the date of the
most recent test;
• Amount of goodwill allocated to the reporting unit;
• Description of the methods and key assumptions used and how the key
assumptions were determined;
• Discussion of the degree of uncertainty  associated with the key assumptions.
The discussion regarding uncertainty s hould provide specifics to the extent
possible (e.g., the valuati on model assumes recovery from a business downturn
within a defined period of time); and
• Description of potential ev ents and/or changes in circumstances that could
reasonably be expected to negativ ely affect the key assumptions.
 Forms 8-K furnished November 9, 2011 and August 9, 2011

7. We note from your disclosure in your Form s 8-K that EBITDA is defined as earnings
before interest, income tax pr ovision, depreciation and amortiza tion, equity inte rests, gain
on sale of asset disposal group, gains or losses on extinguishment of de bt and the sale of
equity securities.  Please note that we be lieve that by definition the use of EBITDA
should be limited to “earnings before interest , taxes and depreciation and amortization.”
In this regard, as you include items other th at earnings before interest, income tax,
depreciation and amortization in your Non-GAAP measure, please revise your
description of the measur e or alternatively, revise  your calculation of EBITDA
accordingly.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

 staff comments or changes to 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 comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

Mr. James Keegan Lions Gate Entertainment Corp. January 17, 2012 Page 4

 You may contact Claire Erla nger at (202) 551-3301 or Jean  Yu at (202) 551-3305 if you
have questions regarding comments on the financ ial statements and related matters.  You may
also contact me at (202) 551-3813.
Sincerely,
   /s/ Linda Cvrkel    Linda Cvrkel
Branch Chief