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corresp

September 6, 2006

Via EDGAR and Hand Delivery

United States Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Mr. Jeff Jaramillo

         Re:

    Lions Gate Entertainment Corp.

Form 10-K for the fiscal year ended March 31, 2006

Filed June 14, 2006

File No. 001-14880

Ladies and Gentlemen:

     We respectfully submit below the responses of Lions Gate Entertainment Corporation, a British
Columbia, Canada corporation (“Lions Gate”), 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, 2006 (the “10-K”) contained in your letter dated August 9,
2006. 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

Business, page 3

    Comment 1:

    Please revise to disclose the basis on which your titles generate
revenues for you. For example, explain the nature of your
agreements with theaters for theatrical releases and your
agreements with retailers and rental stores for videos and
describe the basis on which you are generally compensated (by film
or video copy sold, by sharing of viewing revenues, etc.).

Response:

     We agree with the suggested enhancement to the business section and will include in future
filings the following disclosure derived from page 28 of our MD&A section of the 10-K, as modified
to more fully address the above comment:

     “Our revenues are derived from the following business segments:

Lions
Gate Entertainment Corp. File No. 001-14880

    •

    Motion Pictures, which includes Theatrical, Home Entertainment, Television and
International Distribution. Theatrical revenues are derived from the theatrical release of
motion pictures in the United States which are distributed to theatrical exhibitors on a
picture by picture basis. The financial terms that we negotiate with our theatrical
exhibitors generally provide that we receive a percentage of the box office results and are
negotiated on a picture by picture basis. Home entertainment revenues are derived primarily
from the sale of video and DVD releases of our own productions and acquired films,
including theatrical releases and direct-to-video releases, to retail stores. In addition,
we have revenue sharing arrangements with certain rental stores which generally provide
that in exchange for a nominal or no upfront sales price we share in the rental revenues
generated by each such store on a title by title basis. Television revenues are primarily
derived from the licensing of our productions and acquired films to the domestic cable,
free and pay television markets. International revenues are derived from the licensing of
our productions and acquired films to international markets on a territory-by-territory
basis. Our revenues are derived from the United States, Canada and other foreign countries;
none of the foreign countries individually comprised greater than 10% of total revenue.
(See note 18 of our accompanying consolidated financial statements.)

    •

    Television Productions, which includes the licensing to domestic and international
markets of one-hour and half-hour drama series, television movies and mini-series and
non-fiction programming and revenues from the sale of television production movies or
series in other media including home entertainment.

    •

    Studio Facilities, which was sold on March 15, 2006.

Management’s Discussion &Analysis, Critical Accounting Policies, page 30

    Comment 2:

    Please expand and enhance disclosures in Critical Accounting Policies to address
specifically why your accounting estimates or assumptions bear the risk of change (e.g.,
uncertainty attached to the estimate or assumption, difficulty in measuring or valuing, etc.)
and to analyze factors such as how you arrived at the estimates, how accurate the estimates or
assumptions have been in the past, how much the estimates or assumptions have changed in the
past, and whether the estimates or assumptions are reasonably likely to change in the future.
For example, we note your disclosure that Undiscovered, Rize, and Happy Endings are not
expected to be ultimately profitable titles. Please expand your disclosure related to
accounting for films and television programs to disclose and quantify the amount by which any
changes in judgments or estimates have materially impacted your results. Refer to FR-72 for
guidance.

Response: We will expand and enhance disclosures in our Critical Accounting Policies as set
forth below to address the matters discussed in the comment above in future filings beginning with
our second quarter Form 10-Q.

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Lions Gate Entertainment Corp. File No. 001-14880

The following is the revised “Critical Accounting Policies” disclosure that we propose to include
in future filings (changes to existing disclosure are bold):

     “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. For example, accounting for films and television
programs requires the Company 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. 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. Our consolidated financial statements have been
prepared in accordance with U.S. GAAP which conforms, in all material respects, with Canadian GAAP,
except as described in the notes to the consolidated financial statements.

     On March 29, 2004, the new British Columbia Business Corporations Act came into force, which
allows the Company to prepare its financial statements either under Canadian or U.S. GAAP. The
Company elected to prepare financial statements under U.S. GAAP commencing April 1, 2004. Prior to
April 1, 2004, the Company’s consolidated financial statements were prepared under Canadian GAAP.
Amounts presented in prior years in the consolidated financial statements have been converted to
U.S. GAAP. The Company was required to disclose and quantify material differences with Canadian
GAAP in its interim and annual financial statements through March 31, 2006.

     Accounting for Films and Television Programs. In June 2000, the Accounting Standards
Executive Committee of the American Institute of Certified Public Accountants issued Statement of
Position 00-2 “Accounting by Producers or Distributors of Films” (“SoP 00-2”). SoP 00-2 establishes
accounting standards for producers or distributors of films, including changes in revenue
recognition, capitalization and amortization of costs of acquiring films and television programs
and accounting for exploitation costs, including advertising and marketing expenses.

We capitalize costs of production and acquisition, including financing costs and production
overhead, to investment in films and television programs. These costs are amortized to direct
operating expenses in accordance with SoP 00-2. These costs are stated at the lower of unamortized
films or television program costs or estimated fair value. These costs for an individual film or
television program are amortized and participation and residual costs are accrued in the proportion
that the 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 twenty years from the date of acquisition.

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Lions Gate Entertainment Corp. File No. 001-14880

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-down of all or a portion of the unamortized costs of the film or television
program to its estimated fair value. 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 participations
cost based upon the actual results achieved or new information as to anticipated revenue
performance such as (for home video revenues) initial orders and demand from retail stores when it
becomes available. An increase in the ultimate revenue will generally result in a lower
amortization rate while a decrease in the ultimate revenue will generally result in a higher
amortization rate and 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 statement of operations.

     Revenue Recognition. Revenue from the sale or licensing of films and television programs is
recognized upon meeting all recognition requirements of SoP 00-2. Revenue from the theatrical
release of feature films is recognized at the time of exhibition based on the Company’s
participation in box office receipts. Revenue from the sale of videocassettes and DVDs 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 the Company is 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.” Revenue 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, the fee is allocated to the various media
based on management’s 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 management’s assessment of the relative fair value of
each title.

     Rental revenue from short-term operating leases of studio facilities is recognized over the
term of the lease.

     Cash payments received are recorded as deferred revenue until all the conditions of revenue

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Lions Gate Entertainment Corp. File No. 001-14880

recognition have been met. Long-term, non-interest bearing receivables are discounted to
present value.

     Reserves. Revenues are recorded net of estimated returns and other allowances. We estimate
reserves for video returns based on previous returns and our estimated expected future returns
related to current period sales on a title-by-title basis in each of the video businesses. Factors
affecting actual returns include limited retail shelf space at various times of the year, success
of advertising or other sales promotions, the near term release of competing titles, among other
factors. 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.

     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 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.”

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Lions Gate Entertainment Corp. File No. 001-14880

     Income Taxes. The Company is subject to income taxes in the United States, and in several
states and foreign jurisdictions in which we operate. We account for income taxes according to
Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes” (“SFAS 109”).
SFAS 109 requires the recognition of deferred tax assets, net of applicable reserves, related to
net operating loss carryforwards and certain temporary differences. The standard requires
recognition of a future tax benefit to the extent that realization of such benefit is more likely
than not or a valuation allowance is applied. Because of our
historical operating losses, we have
provided a valuation allowance against our net deferred tax assets. 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 will be reversed. However, this assessment of
our planned use of our deferred tax 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. On April 1, 2001, the Company adopted Statement of Financial Accounting Standards
(“SFAS”) No. 142, “Goodwill and Other Intangible Assets.” 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. The Company performs its annual impairment test as of December 31 in each
fiscal year. The Company performed its annual impairment test on its goodwill as of December 31,
2005. No goodwill impairment was identified in any of the Company’s 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.

Business Acqui