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corresp

July 22, 2010

Via EDGAR and Hand Delivery

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Ms. Linda Cvrkel

    Re:

    Lions Gate Entertainment Corp.

Form 10-K for the fiscal year ended March 31, 2010

Filed June 1, 2010

    File No. 001-14880

Ladies and Gentlemen:

     We respectfully submit below the responses of Lions Gate Entertainment Corp., a British
Columbia, Canada corporation (“Lions Gate,” the “Company,” “we,” “us” or “our”), to the comments of
the United States Securities and Exchange Commission (the “Commission”) staff (the “Staff”)
regarding our Annual Report on Form 10-K for the fiscal year ended March 31, 2010 (the “10-K”)
contained in your letter dated July 9, 2010. For your convenience, we have included your original
comments, each immediately followed by Lions Gate’s response. Along with its EDGAR-filed copy,
Lions Gate is concurrently delivering a courtesy hard copy of its response to the Commission.

Form 10-K

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

Critical Accounting Policies, page 46

Comment 1: We note your section on critical accounting policies. It appears that the items
included are a mere repetition of your Significant Accounting Policies section. Pursuant to
FR-60, this section is intended to focus on the sensitivity aspects of your critical
accounting policies, that is, the likelihood that materially different amounts would be
reported under different conditions or assumptions. In making disclosures under FR-60,
registrants need not repeat information that is already included in the financial statements
or other sections of the filing. Please revise your disclosures in future filings
accordingly.

Lions Gate Entertainment Corp. File No. 001-14880

Response: We agree that our critical accounting polices include a summary of our
significant accounting polices, however we note that they also include additional information on the
sensitivity aspects of our critical accounting polices in several places including the lead in
paragraph and within the critical accounting policy description where the estimates are the most
sensitive. However, in response to your comment and in an effort to further enhance our discussion
of these policies we have revised these disclosures to provide more focus on the sensitive
estimates within these polices. The following reflects our anticipated revisions (original policies
marked for the changes) to our critical accounting polices we propose to include in future filings.

CRITICAL ACCOUNTING POLICIES

     The preparation of our financial statements in conformity with accounting principles generally
accepted in the United States requires management to make estimates, judgments and assumptions that
affect the amounts reported in the consolidated financial statements
and accompanying notes. The
application of the following accounting policies, which are important to our financial position and
results of operations, requires significant judgments and estimates on the part of management. As
described more fully below, these estimates bear the risk of change due to the inherent uncertainty
attached to the estimate. In some cases, changes in the accounting estimates are reasonably likely
to occur from period to period. Accordingly, actual results could differ materially from our
estimates. For example, accounting for films and television programs requires us to estimate future
revenue and expense amounts which, due to the inherent uncertainties involved in making such
estimates, are likely to differ to some extent from actual results. To the extent that there are
material differences between these estimates and actual results, our financial condition or results
of operations will be affected. We base our estimates on past experience and other assumptions that
we believe are reasonable under the circumstances, and we evaluate these estimates on an ongoing
basis. For a summary of all of our accounting policies, including the accounting
policies discussed below, see Note 2 to our audited consolidated financial statements.

     Generally Accepted Accounting Principles (“GAAP”). Our consolidated financial statements
have been prepared in accordance with U.S. GAAP.

     Accounting for Films and Television Programs. We capitalize costs of production and
acquisition, including financing costs and production overhead, to investment in films and
television programs. These costs for an individual film or television program are amortized and
participation and residual costs are accrued to direct operating expenses in the proportion that
current year’s revenues bear to management’s estimates of the ultimate revenue at the beginning of
the year expected to be recognized from exploitation, exhibition or sale of such film or television
program over a period not to exceed ten years from the date of initial release. For previously
released film or television programs acquired as part of a library, ultimate revenue includes
estimates over a period not to exceed 20 years from the date of acquisition.

     Due to the inherent uncertainties involved in making such estimates of ultimate revenues and
expenses, these estimates have differed in the past from actual results and are likely to differ to
some extent in the future from actual results. In addition, in the normal course of our business,
some films and titles are more successful than anticipated and some
are less

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Lions Gate Entertainment Corp. File No. 001-14880

successful
than anticipated. The Company’s management regularly reviews and revises when necessary its ultimate
revenue and cost estimates, which may result in a change in the rate of

     amortization of film costs and participations and residuals and/or write-downs of all or a
portion of the unamortized costs of the film or television program to its estimated fair value. The
Company’s management estimates the ultimate revenue based on experience with similar titles or
title genre, the general public appeal of the cast, actual performance (when available) at the box
office or in markets currently being exploited, and other factors such as the quality and
acceptance of motion pictures or programs that our competitors release into the marketplace at or
near the same time, critical reviews, general economic conditions and other tangible and intangible
factors, many of which we do not control and which may change.

     In the normal course of our business, some films and titles are more successful than anticipated and
some are less successful. Accordingly, we update our estimates of ultimate revenue and participation costs based upon the
actual results achieved or new information as to anticipated revenue performance such as (for home entertainment revenues) initial
orders and demand from retail stores when it becomes
available. An increase in the estimate of ultimate revenue will generally result in a lower amortization
rate and therefore less film and television program
amortization expense while a decrease in the
estimate of ultimate revenue will generally result in a higher amortization rate and therefore
higher film and television program amortization expense and
also periodically results in an
impairment requiring a write-down of the film cost to the title’s fair value. These write-downs are
included in amortization expense within direct operating expenses in our consolidated statements of
operations.

     Revenue Recognition. Revenue from the theatrical release of feature films is recognized at the
time of exhibition based on our participation in box office receipts. Revenue from the sale of
DVDs/Blu-ray discs in the retail market, net of an allowance for estimated returns and other
allowances, is recognized on the later of receipt by the customer or “street date” (when it is
available for sale by the customer). Under revenue sharing arrangements, rental revenue is
recognized when we are entitled to receipts and such receipts are determinable. Revenues from
television licensing are recognized when the feature film or television program is available to the
licensee for telecast. For television licenses that include separate availability “windows” during
the license period, revenue is allocated over the
“windows.” Revenues from sales to international
territories are recognized when access to the feature film or television program has been granted
or delivery has occurred, as required under the sales contract, and the right to exploit the
feature film or television program has commenced. For multiple media rights contracts with a fee
for a single film or television program where the contract provides for media holdbacks (defined as
contractual media release restrictions), the fee is allocated to the various media based on our
assessment of the relative fair value of the rights to exploit each media and is recognized as each
holdback is released. For multiple-title contracts with a fee, the fee is allocated on a
title-by-title basis, based on our assessment of the relative fair value of each title. The primary
estimate requiring the most subjectivity and judgment involving revenue recognition is the estimate
of sales returns associated with our revenue from the sale of DVD’s/Blu-ray discs in the retail
market which is discussed separately below under the caption “Reserves”.

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Lions Gate Entertainment Corp. File No. 001-14880

     Distribution revenue from the distribution of TV Guide Network programming (distributors
generally pay a per subscriber fee for the right to distribute programming) is recognized in the
month the services are provided.

     Advertising revenue is recognized when the advertising spot is broadcast or displayed online.
Advertising revenue is recorded net of agency commissions and discounts.

     Cash payments received are recorded as deferred revenue until all the conditions of revenue recognition
have been met. Long-term, non-interest bearing receivables are discounted to present value.

     Reserves.
Sales Returns: Revenues are recorded net of estimated returns and other allowances.
We estimate reserves for DVD/Blu-ray returns based on previous returns experience, point-of-sale
data available from certain retailers, current economic trends, and projected future sales of the
title to the consumer based on the actual performance of similar
titles and our estimated expected future
returns related to current period saleson a title-by-title basis
in each of the DVD/Blu-ray businesses. Factors affecting actual returns include, among other
factors, limited retail shelf space at various times of the year, success of advertising or other
sales promotions, and the near term release of competing titles. We believe that our estimates have
been materially accurate in the past; however, due to the judgment involved in establishing
reserves, we may have adjustments to our historical estimates in the future. Our estimate of future
returns affects reported revenue and operating income. If we underestimate the impact of future
returns in a particular period, then we may record less revenue in later periods when returns
exceed the estimated amounts. If we overestimate the impact of future returns in a particular
period, then we may record additional revenue in later periods when returns are less than
estimated. An incremental change of 1% in our estimated sales returns rate (i.e., provisions for
returns divided by gross sales of related product) for home entertainment products would have had
an approximately $8.3 million impact on our total revenue in 2010.

     Provisions
for Accounts Receivable: We estimate provisions for accounts receivable based on
historical experience and relevant facts and information regarding the collectability of the
accounts receivable. In performing this evaluation, significant judgments and estimates are
involved, including an analysis of specific risks on a customer-by-customer basis for our larger
customers and an analysis of the length of time receivables have been past due. The financial
condition of a given customer and its ability to pay may change over time or could be better or
worse than anticipated and could result in an increase or decrease to our allowance for doubtful
accounts, which, when the impact of such change is material, is disclosed in our discussion on
direct operating expenses elsewhere in “Management’s Discussion and Analysis of Financial Condition
and Results of Operations.”

     Income Taxes. We are subject to federal and state income taxes in the U.S., and in several
foreign jurisdictions. We record deferred tax assets, net of applicable reserves, related to net
operating loss carryforwards and certain temporary differences. We recognize a future tax benefit
to the extent that realization of such benefit is more likely than not or a valuation allowance is
applied. In order to realize the benefit of our deferred tax assets we will need to

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Lions Gate Entertainment Corp. File No. 001-14880

generate
sufficient taxable income in the future. Because of our historical operating losses, we have
provided a full valuation allowance against our net deferred tax assets. However, the assessment as
to whether there will be sufficient taxable income to realize our net deferred tax assets is an
estimate which could change in the future depending primarily upon
the actual performance of our
Company. When we have a history of profitable operations sufficient to demonstrate that it is more
likely than not that our deferred tax assets will be realized, the valuation allowance or a portion
of the valuation allowance will be reversed and reflected as a benefit in the income tax provision.
After that we will be required to continually evaluate the more likely than not assessment that our
net deferred tax assets will be realized and if operating results deteriorate we may need to
reestablish all or a portion of the valuation allowance through a charge to our income tax
provision. However, this assessment of our planned use of our deferred tax assets is an assets is an estimate
which could change in the future depending upon the generation of taxable income in amounts sufficient to realize our
deferred tax assets.

     Goodwill. Goodwill is reviewed annually for impairment within each fiscal year or between the
annual tests if an event occurs or circumstances change that indicate it is more likely than not
that the fair value of a reporting unit is less than its carrying value. We perform our annual
impairment test as of January 1 in each fiscal year. We performed our last annual impairment test
on our goodwill as of January 1, 2010. No goodwill impairment was identified in any of our
reporting units. Determining the fair value of reporting units requires various assumptions and
estimates. The estimates of fair value include consideration of the future projected operating
results and cash flows of the reporting unit. Such projections could be different than actual
results. Should actual results be significantly less than estimates, the value of our goodwill
could be impaired in the future.

     Subordinated
notes. We account for our subordinated notes by separating the for  liability and
equity components. The liability component is recorded at the date of issuance based on its fair
value which is generally determined in a manner that will
reflect by estimating the value necessary that
results in a manner that will reflect an interest
cost equal to our the our
 nonconvertible debt borrowing rate on
at the subordinated notes issuance date. when interest cost is
recognized. Accordingly, a The amount of the
proceeds less the amount recorded as the liability component portion of the proceeds received is recorded as a liability
and a portion  is recorded as an addition to
shareholders’ equity reflecting the equity component (i.e., conv