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CORRESP

 [Letterhead of Wachtell, Lipton, Rosen & Katz]

November 27, 2024

 VIA EDGAR

Securities and Exchange Commission

 Division of Corporation
Finance

 Office of Energy & Transportation

 100 F
Street, NE

 Washington, D.C. 20549

Attention:
 Robert Shapiro

Joel Parker

 Cara Wirth

Taylor Beech

Re:
 Lions Gate Entertainment Corp.

Registration Statement on Form S-4

Filed October 15, 2024

File No. 333-282630

Ladies and Gentlemen:

 On behalf
of our client, Lions Gate Entertainment Corp. (“Lionsgate”), we are providing Lionsgate’s responses to the comments of the Staff (the “Staff”) of the Division of Corporation Finance (the “Division”) of the U.S.
Securities and Exchange Commission (the “SEC”) set forth in its letter, dated November 13, 2024, with respect to the above-referenced Registration Statement on Form S-4 (the “Registration
Statement”).

 Lionsgate has filed via EDGAR Amendment No. 1 to the Registration Statement (the “Amended Registration
Statement”), which reflects Lionsgate’s responses to the comments received by the Staff and certain updated information. For the Staff’s convenience, the text of the Staff’s comment is set forth below in bold, followed by
Lionsgate’s response. All page references in the responses set forth below refer to page numbers in the Amended Registration Statement. Terms not otherwise defined in this letter shall have the meanings set forth in the Amended Registration
Statement.

 Registration Statement on Form S-4 Filed October 15, 2024

Questions and Answers about the Transactions, page xxi

1.
 Please revise to include a Question and Answer that addresses the Interests of Lionsgate and LG Studios
Directors and Officers in the Transactions.

 Response: Lionsgate has revised the disclosure on
pages x - xi and xviii - xix of the Amended Registration Statement in response to the Staff’s comment.

2.
 Please revise to include a Question and Answer about current and anticipated levels of indebtedness for each
of New Lionsgate and Starz.

 Response: Lionsgate has revised the disclosure on page xxxiii of the Amended
Registration Statement in response to the Staff’s comment.

 November 27, 2024

 Page
 2

 Q: How many New Lionsgate new common shares will I receive in the Transactions?, page xxiii

3.
 Please revise to further explain the Exchange Ratio and LG Studios Reorganization Ratio, including that the
LG Studios Reorganization Ratio is subject to change pending a final determination of the number of New Lionsgate shares issued, as you state on page 162. Please provide additional disclosure in the Background of the Transactions section as well.

 Response: Lionsgate has revised the disclosure on pages xxii, xxiv - xxv, xxix - xxx, 86, 121 - 123, 155 -
156 and 158 of the Amended Registration Statement in response to the Staff’s comment.

 In addition, Lionsgate respectfully advises the
Staff that Lionsgate has revised the Transactions to include a reverse stock split of Starz following the exchange transactions. As a result, the Starz common shares will be consolidated on a 15-to-1 basis, such that every fifteen Starz common shares will be reclassified and combined into one Starz common share. Lionsgate has revised the disclosure in the Amended Registration Statement, including
on pages vii, xii, xxv, xxvi, xxx, 8, 12, 14, 20, 75, 79, 102 - 103, 113, 154, 155, 158, 179, 187 - 188, 448 and 452.

 Summary, page 1

4.
 Please revise to highlight revenues, net losses, and indebtedness for the Starz Business and Lionsgate
Studios for the periods presented in the proxy statement/prospectus. Please include statements regarding the anticipated changes in indebtedness upon completion the Transactions.

Response: Lionsgate has revised the disclosure on page 22 of the Amended Registration Statement in response to the Staff’s comment.

 Background of the Transactions, page 107

5.
 Please name the investment and financial advisors that assisted Lionsgate in considering the several
separation structures that you mention towards the top of page 107 and confirm whether they are the same advisors that ultimately assisted in the Transactions.

Response: Lionsgate has revised the disclosure on page 115 of the Amended Registration Statement in response to the Staff’s
comment.

6.
 Please revise to discuss in greater detail the reasons behind the decision to separate the Starz Business
and the LG Studios Business and the reasons why the Lionsgate Special Committee determined that the collapse of Lionsgate’s dual-class share structure was in the best interests of Lionsgate and its shareholders.

Response: Lionsgate has revised the disclosure on pages 116 and 120 of the Amended Registration Statement in response to the
Staff’s comment.

7.
 In reference to the July 19, 2024 meeting, please revise to include any discussions by the Lionsgate
Special Committee in determining to go above the 9.5-10% premium range previously contemplated and summarize any discussions that ultimately led the Lionsgate Special Committee to determine that a 12% premium
was appropriate.

 Response: Lionsgate has revised the disclosure on pages 121 - 122 of the Amended
Registration Statement in response to the Staff’s comment.

 November 27, 2024

 Page
 3

8.
 We note that representatives of MHR Fund Management, LLC were present during specific portions of certain
Lionsgate Special Committee meetings that involved discussions related to the review of materials they had presented. Please describe the materials presented and clarify which representatives of MHR Fund Management were present. In that light, we
note that Lions Gate Entertainment’s director Mark H. Rachesky, M.D., is the Founder and Chief Investment Officer of MHR Fund Management. Please clarify whether he attended any meetings on behalf of MHR Fund Management, recused himself, or
otherwise. Please disclose this relationship, along with his beneficial ownership, in the “Interests of Lionsgate Directors” section.

Response: Lionsgate has revised the disclosure on pages x - xi, xix, 16 - 17, 119, 121 and 151 - 152 of the Amended Registration
Statement in response to the Staff’s comment.

9.
 We note your statement “[t]hereafter, over the next two weeks, the Lionsgate Special Committee and its
advisors continued discussing the proposed reclassification.” Please revise to summarize any material discussions that occurred during this time period.

Response: Lionsgate has revised the disclosure on page 120 of the Amended Registration Statement in response to the Staff’s
comment.

10.
 We note that the Lionsgate Special Committee engaged Houlihan Lokey on June 21, 2024 and Kroll on
July 14, 2024 and both financial advisors delivered their opinions on October 3, 2024. However, we note that negotiations with MHR Fund Management and other holders of LGEC Class A common stock occurred prior to October 3, 2024.
Please clarify whether the discussions regarding the premium occurred with the input of Houlihan and Kroll and to what extent their analyses contributed to the final determination of the premium.

Response: Lionsgate has revised the disclosure on pages 119 and 121 of the Amended Registration Statement in response to the
Staff’s comment.

 Unaudited Pro Forma Condensed Consolidated Financial Information of New Lionsgate Basis of Pro Forma Presentation, page 149

11.
 On page 151, you state that the repayment and issuance of new debt are considered probable transactions
requiring transaction accounting adjustments. Please tell us how you determined that such transactions are probable and the status of any related agreements.

Response: Lionsgate respectfully advises the Staff that New Lionsgate has the intent and ability to complete one or more financing
transactions on or prior to the completion of the Transactions, and has already completed portions of the expected new debt financing since June 30, 2024. In anticipation of the Transaction, through the date of this letter, Lionsgate executed
IP credit facilities of $1,060 million in aggregate (prior to debt issuance costs), which are expected to remain outstanding with New Lionsgate following the completion of the Transactions. In addition, during November 2024, the remaining
$250.0 million outstanding balance on the Term Loan B was fully repaid. At September 30, 2024, Lionsgate Studios had $314.4 million and $421.5 million outstanding on Term Loan A and revolving line of credit, respectively.

Lionsgate is in advanced discussions with financial institutions to obtain an asset based revolving credit facility that will replace its
current credit facility and it is expected that commitments will be obtained prior to Lionsgate requesting effectiveness of the registration statement. Based on financing obtained in anticipation of the Transactions received to date, New
Lionsgate expects to have outstanding debt of approximately $1,755.3 million upon consummation of the Transactions, comprised of a new partially drawn revolving credit facility, other asset backed facilities and the Exchange Notes.

 November 27, 2024

 Page
 4

 The completed and additional financing transactions are expected to replace certain existing
indebtedness of Lionsgate and management believes the presentation of the pro forma impact of the anticipated capital structure and related impact to interest expense is material to investors and has included the pro forma impact of these
transactions in those statements along with disclosures related to the sensitivity of changes in borrowings and interest rates to interest expense in footnote 3(h).

Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements

Note 2. Discontinued Operations, page 159

12.
 Please tell us why the discontinued operations adjustment for investment in films and television programs
and program rights is different than the programming content recorded on Starz balance sheet as of June 30, 2024.

Response: Lionsgate respectfully advises the Staff that the consolidated Lionsgate investment in films and television programs and
program rights balance is net of intercompany eliminations. These eliminations include reductions for the intercompany profit that is included in the programming content of the Starz Business related to the licensing of motion picture and television
programming content from the Studio Business and the timing differences between when the Starz Business records certain programming content and the revenue recognized by the Studio Business. The discontinued operations adjustment for investment in
films and television programs and program rights is different than the programming content on Starz’s combined balance because the discontinued operations adjustment is net of these eliminations and reflects the actual out of pocket and third
party cost of the programming amounts which are reflected in the consolidated balance. The Starz combined balance sheet is prepared on a stand alone basis and does not include these eliminations which only exist in consolidation.

Note 3. Transaction Accounting Adjustments, page 160

13.
 Refer to footnote (b). Please revise your disclosure to explain how the $340.9 million cash transfer
from the Starz business was determined. In addition, tell us how you concluded that the expectation that Starz will incur $350 million of new debt is probable.

Response: Lionsgate has revised the disclosure on pages 170 - 171 of the Amended Registration Statement in response to the Staff’s
comment, to illustrate how the cash transfer from the Starz business is determined. As of September 30, 2024, it is expected that $308.1 million will be transferred from the Starz business primarily based on the currently expected new
indebtedness at the Starz business.

 Lionsgate respectfully advises the Staff that Starz intends and believes it has the ability to
complete one or more financing transactions on or prior to the completion of the Transactions. Starz is in advanced discussions with financial institutions and it is expected that commitments will be obtained prior to Lionsgate requesting
effectiveness of the registration statement. These financing transactions are expected to replace certain existing indebtedness reflected in the combined financial statements of the Starz Business and management believes the presentation of the
pro forma impact of the anticipated capital structure and related impact to interest expense is material to investors, as is the allocation of capital resources between New Lionsgate and Starz upon completion of the Transactions. Lionsgate
respectfully advises the Staff that the sensitivity of changes in borrowings and interest rates to interest expense are also included in footnote 3(d).

14.
 Refer to footnote (l) and (m). Please tell us in detail how you calculated the pro forma weighted
average number of basic and diluted shares outstanding for all periods presented.

 Response: Lionsgate has
revised the disclosure on page 176 of the Amended Registration Statement in response to the Staff’s comment.

 November 27, 2024

 Page
 5

 Information About New Lionsgate After the Transactions

Material Contracts, page 189

15.
 We note your statement regarding the material contracts within the meaning of applicable Canadian securities
legislation here and on page 277. Please confirm that you have summarized and filed as exhibits all material contracts required by Item 601(b)(10) of Regulation S-K.

Response: Lionsgate respectfully advises the Staff that it will summarize and file all material contracts required by Item 601(b)(10) of
Regulation S-K as exhibits in a subsequent amendment to the Registration Statement prior to requesting acceleration of the effectiveness thereof.

Information about Starz After the Transaction, page 271

16.
 Disclose the basis on which Starz Networks is a “leading” provider of premium subscription video
programming (e.g., by revenue, subscribers, etc.).

 Response: Lionsgate has revised the disclosure on pages 6,
72 and 294 of the Amended Registration Statement in response to the Staff’s comment.

17.
 Please describe the term “linear services” in further detail.

Response: Lionsgate has revised the disclosure on page 294 of the Amended Registration Statement in response to the Staff’s
comment.

18.
 We note your statement that “[a]cross its digital platforms, the STARZ app provides an alternative for
subscribers looking for a competitively priced option.” Please clarify which “digital platforms” you are referencing here and revise to include additional information on the STARZ app’s competitive pricing, including any metrics
management may use to assess pricing.

 Response: Lionsgate has revised the disclosure on page 295 of the
Amended Registration Statement in response to the Staff’s comment.

19.
 We note your statement that “[s]ubscribers have access to a vast library of quality content and a top-rated user experience, along with the ability to download and watch STARZ original series, blockbuster theatricals and favorite classic television series and movies.” Please revise to quantify the
“vast” library content and qualify your statement regarding the “top-rated user experience” either by providing metrics or stating that it is management’s belief.

 Response: Lionsgate has revised the disclosure on page 295 of the Amended Registration Statement in response
to the Staff’s comment.

20.
 We note your statements regarding programming for “women and diverse audiences” and “women
and underrepresented audiences.” Please provide additional detail regarding these statements, including how you develop and choose programming for such audiences. Additionally, we note your statement regarding your choice of programing that
“drive[s] subscription and engagement with key cohorts.” Please clarify if and how you track subscription and engagement with key cohorts and revise to state whether such “key cohorts” are women, diverse audiences,
underrep