SecProbe.io

Mail Stop 3561          January 28, 2009   Via Fax & U.S. Mail

 Mr. Michael Rapino, Chief Executive Officer Live Nation, Inc. 9348 Civic Center Drive Beverly Hills, California 90210

Re: Live Nation, Inc.
 Form 10-K for the year ended December 31, 2007
Filed February 29, 2008 Form 10-Q for the quarter ended September 30, 2008 Filed November 7, 2008
 File No. 001-32601

Dear Mr. Rapino:

We have reviewed your filings and your response letter dated December 11, 2008 and
have the following additional comments.  Unless otherwise indicated, we think you
should revise your document in response to these comments.  If you disagree, we will consider your explanation as to why our co mments are inapplicable or a revision is
unnecessary.  Please be as deta iled as necessary in your expl anation.  In some of our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure.  After reviewing this info rmation, we may raise additional comments.
 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure  requirements and to  enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.
 Please respond to confirm that such comments will be complied with, or, if certain of the
comments are deemed inappropriate, advise the staff of your reason.  Your response
should be submitted in electronic form, under the label “corresp” with a copy to the staff.
Please respond within ten (10) business days.

Mr. Michael Rapino, CEO
Live Nation, Inc.
January 28, 2009 Page 2  Annual Report on Form 10-K for the year ended December 31, 2007

 Loss (gain) on sale of operating assets, page 55

Consolidated and Combined Stat ements of Operations, page 85

1. We note from the discussion in MD&A and from your consolidated statements of
operations for 2007 and 2006 that the Company recognized a significant level of gains from the sale of operating assets  during these periods. Please tell us the
nature and significant terms of the transact ions that resulted in the significant
levels of gains on disposals of assets during 2007 and 2006. Als o, please revise
the notes to your financial statements to include all of the disclosures outlined in
paragraph 47 of SFAS No.144 with respect to any long-lived assets sold during
the periods presented in your  financial statements. Furthermore, please explain
why the results of operations for the entities or assets disposed of have not been
reflected as discontinued ope rations in your financial statements pursuant to the
guidance in paragraphs 41 through 44 of SFAS No.144. We may have further
comment upon receipt of your response.
 Financial Statements, page 83

Notes to Consolidated and Combined Financial Statements, page 88
Note 2 - Long-Lived Assets, page 95
Goodwill, page 97

2. We note your response to our prior comment  number 6 but continue to believe
that additional disclosure s should be provided in the notes to your financial
statements with respect to  the reallocation of goodwill that resulted from the
reorganization of the Company’s operating segments during 2007. As requested in our prior comment, please revise Note 2 to explain in further detail the nature
of the fair value approach that was used to reallocate goodw ill to your revised
operating segments. Furthermore, pleas e revise the reconciliation of goodwill
included in the notes to your financia l statements to show how the goodwill
allocated to your various segments was rea llocated as a result of  this process. The
disclosures provided in Note 2 should be pr esented in a level of detail consistent
with your response to our prior comment number 6.  Refer to the disclosure requirements outlined in paragraph 45 of SFAS No.142.

3. We refer to footnote (2) of your response to our prior comment 7.  The response
indicates that included in the amount of  adjustments aggregating $(19,861) during
the year ended December 31, 2006 is an ad justment related to second component
goodwill under SFAS 109.  Please tell us the amount of this specific adjustment
as well as the remaining balance of the adjustments for the year with a

Mr. Michael Rapino, CEO
Live Nation, Inc.
January 28, 2009 Page 3
corresponding explanation for each indivi dually material amount.  We may have
further comment upon receipt of your response.

4. Refer to footnote (5) of your response to  our prior comment 7.  We note that in
connection with the sale of seven sm all-sized music venues in the United
Kingdom, the Company allocated $7.4 milli on to goodwill for the recording of the
disposal and reversal of re structuring reserves. Please tell us and explain in the
notes to your financial statements how you determined the $7.4 million goodwill
amount allocated to the disposition of these venues.
 Note 3 - Business Acquisitions, page 99

5. Based on your response to our prior comment number 8, in which you indicate that the aggregate pre-tax income fo r the entities acquired during 2007 was $10.1
million for their most recent full fiscal year, we believe that your 2007 acquisitions were material in the aggregat e in relation to your results of operations
for the period. Accordingly, please revise the notes to your financial statements to
include the disclosures required by para graph 54 of SFAS No.141 with respect to
your 2007 acquisition transactions.

6. In addition, please tell us the amount of pre tax income for each individual
acquisition named in your res ponse, given that the aggreg ate pretax income of the
acquired entities appears significant with regard to average pretax income of
$24.3 million.

7. We note your response to our prior co mment number 10 in which you indicate
that you do not believe the disclosures out lined in paragraphs 51 through 54 of
SFAS No.141 are required for your 2006 acquisition of  House of Blues because the disclosures are required only in th e period in which a material business
acquisition is completed. As comparative balance sheets for 2007 and 2006 are presented in your financial statements, we  continue to believe these disclosures
are required since this acqui sition occurred in 2006. Please revise future filings to
include these required disclosures.

Note 5. Investments, page 101

8. We note from the Company’s response to  our prior comment number 12 that the
omission of the financial statements for Broadway in Chicago, L.L.C. for 2005 in

Mr. Michael Rapino, CEO
Live Nation, Inc.
January 28, 2009 Page 4
the Company’s 2007 Annual Report on Form  10-K/A was due to an oversight.
We also note from the Company’s respons e that the 2005 financial statements for
this entity were properly  included in the Company’ s 2006 Annual Report on Form
10-K/A pursuant to Rule 3-09 of Regulati on S-X. However, as we are unable to
issue a waiver of a financial statemen t required pursuant to Rule 3-09 of
Regulation S-X, please amend your A nnual Report on Form 10-K for 2007 to
include the required financial statements  for Broadway in Chicago, L.L.C. for
2005.

Please note that if you wish to obtain a waiver of this financial statement
requirement, please submit a request for waiver of this financial statement requirement to Division of Corporation Finance’s Office of the Chief Accountant.
 Quarterly Report on Form 10-Q for the Quarter ended September 30, 2008

Note 5. Investments

9. Please tell us and explain in future  filings why you have not disclosed
summarized income statement informati on for your investment in Delirium
Concert for the three months ended September 30, 2008.

Management’s Discussion and Analysis of Fi nancial Conditionand Results of Operations,
page 20
Executive Overview, page 20
International Music, page 20

10. We refer to the third bullet point in wh ich you disclose that a 51% interest was
acquired in Moi.Je Prod SAS.  Please tell  us the cost of this acquisition, how you
accounted for the acquisition and confirm that  this entity is consolidated in your
financial statements.  If this entity is  not being consolidated in your financial
statements, please explain why. Also, in fu ture filings, please include disclosure
of all such acquisitions in the not es to your financial statements.

Ratio of Earnings to Fixed Charges

11. We note the disclosure in the paragra ph following the table of your historical
ratios of earnings to fixed charges indicating that the ra tios presented in the table
have not been restated to remove the im pact of discontinued operations. As Item
503(d) of Regulation S-K provides that th e calculation of this ratio should be
made on the basis of the Company’s pre- tax income from continuing operations,
please revise the computations of your ratios of earnings to fixed charges for the

Mr. Michael Rapino, CEO
Live Nation, Inc. January 28, 2009 Page 5
 various periods presented to give effect to operations th at have been reclassified
to discontinued operations.

********
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the fili ng includes all information required under the
Securities Exchange Act of 1934 and that they  have provided all information investors
require for an informed investment decision.  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 connection with responding to our comment s, please provide, in writing, a statement
from the company acknowledging that:  ‚ the company is responsible for the adequacy  and accuracy of the disclosure 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 federal securities laws of the United States.
 In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
You may contact Heather Clark at 202-551-3624 or me at 202-551-3813 if you have
questions regarding comments on the financia l statements and related matters.

Sincerely,

Linda Cvrkel Branch Chief