SecProbe.io

May 29 , 2014

Via E -mail
Kathy Willard
Chief Financial Officer
Live Nation Entertainment, Inc.
9348 Civic Center Drive
Beverly Hills, California 90210

Re: Live Nation Entertainment, Inc.
 Form 10-K for the Year Ended December 31, 2013
Filed February 24, 2014
File No. 001 -32601

Dear Ms. Willard :

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 r espond to this letter within 10  business days by confirming that you will revise
your document in future filings (unless otherwise indicated ) and providing any  reque sted
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 December 31, 2013

Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
39

Ticketing Results of Operations, page 48
Year Ended 2013 Compared to Year Ended 2012, page 48

1. We note your disclosure indicating that depreciation expense w as higher in 2013 due to
higher amortization of non -recoupable contract advances in the Ticketing segment.  We
also note from your disclosure in Note 1 that this amortization expense was $73.6 million
in 2013 compared to $43.1 million in 2012.  Please expl ain to us and in MD&A why you
had such a significant increase in the amortization of non -recoupable contract advances
during 2013.

Kathy Willard
Live Nation Entertainment, Inc.
May 29 , 2014
Page 2

 Critical Accounting Policies and Estimates, page 60

Goodwill, page 64

2. We note that in a letter to the staff dated April 19, 2013, in response to our prior comment
3, you agreed to expand your discussion in Critical Accounting Policies and Estimates –
Goodwill  and Note 1 – The Company and Summary of Significant Accounting Policies –
Goodwill  to discuss the ranges of key inpu ts used and the related sensitivity analysis used
in your impairment analysis of goodwill.  However, it does not appear that your
discussion in Critical Accounting Policies and Estimates has been revised to include this
additional disclosure.  Please revis e your discussion in the Critical Accounting Policies
section of MD&A to include the disclosures that you previously agreed to provide.

Notes to the Financial Statements

Note 1. The Company and Summary of Significant Accounting Policies, page72

Adverti sing Expense, page 76

3. We note your disclosure that you record advertising expense in the year that it is incurred.
Throughout the year, general advertising expenses are recognized as they are incurred but
event -related advertising for concerts is recogniz ed once the show occurs. However, all
advertising costs incurred during the year and not previously recognized are expensed at
the end of the year.  Please explain to us how this policy is in compliance with the
guidance outlined in ASC 720 -35-25.  It appe ars that your policy expenses the
appropriate amount within the applicable fiscal year, however it may result in
inappropriate amounts recorded f or purposes of quarterly financial reporting.  Please
advise or revise accordingly.

Note 2. Long -Lived Asset s, page 77

Definite -lived Intangible Assets, page 78

4. We note that footnote (1) to your table on page 79 indicates that “other” includes
netdowns of fully amortized or impaired assets, plus in 2013, a reclassification from
indefinite -lived intangible asse ts due to a change in the asset’s estimated useful life.
Please provide us with additional details as to the nature and amount of this
reclassification transaction during 2013.  As part of your response, please indicate the
nature and specific timing of t he events or circumstances that occurred during 2013
which resulted in the reclassification of this asset from an indefinite -lived asset to one
with a defined useful life. Also, as we would expect that if there was a transfer from
indefinite lived intangi ble assets to definite lived intangible assets, the gross carrying
amount of such assets would increase rather than decrease. Please advise us of why this
did not occur.

Kathy Willard
Live Nation Entertainment, Inc.
May 29 , 2014
Page 3

Goodwill, page 81

5. We note your disclosure that a quantitative analysis was performe d for two reporting
units that account for approximately 19% of the Company’s goodwill and an assessment
of the implied fair value of goodwill was performed for one reporting that accounts for
approximately 15% of your goodwill due to a negative carrying v alue.  Please tell us if
any of your reporting units were at risk of failing Step 1 of the impairment analysis (as
defined in ASC Topic 350).  For any reporting units that are at risk of failing step one,
please revise your disclosure in MD&A to provide th e following
 The percentage by which fair value exceeded carrying value as of the date of
the most recent test;
 The amount of goodwill allocated to the reporting unit;
 A description of the methods and key assumptions used and how the key
assumptions were de termined;
 A discussion of the degree of uncertainty associated with the key assumptions;
and
 A description of potential events and/or changes in circumstances that could
reasonably be expected to negatively affect the key assumptions.

Investments in N onconsolidated Affiliates, page 82

6. We note your disclosure indicating that for the year ended December 31, 2013, your
investments in Venta de Boletos por Computadora S.A de CV, a 33% owned entity, and
Three Six Zero Grp Limited, a 50% owned artist management  company, were
individually significant.  We also note from your disclosure on page 116  of your Form
10-K that under Rule 3 -09 of Regulation S -X, you are required to file audited financial
statements of Venta de Boletos por Computadora S.A. de CV, and you  intend to file these
financial statements in an amended Form 10 -K on or before June 30, 2014.   Please
explain to us how you evaluated the significance of your investment in Three Six Zero
Grp Limited under Rule 3 -09 of Regulation S -X and explain why you do not intend to
provide audited financial statements of this entity.  If your investment in this entity is
significant at or in excess of the 20% level indicated in Rule 3 -09, please revise to
include audited financial statements of Three Six Zero Grp Lim ited for the appropriate
financial statement periods.

Note 14. Quarterly Information, page 109

7. We note your disclosure that in May 2013 you completed the sale of a theater in New
York and recognized a gain of $21.9 million in the second quarter, $7 million in the third
quarter, and a loss of $4 million in the fourth quarter of 2013.  Please explain to us why
you recorded these gains and losses associated with the sale of the theatre over three
quarters, rather than recording the entire gain in the second quarter at the time of the sale.
As part of your response and your revised disclosures, please ex plain in further detail the

Kathy Willard
Live Nation Entertainment, Inc.
May 29 , 2014
Page 4

 nature of the gains and losses that were recognized in the third and fourth quarters in
connection with the sale of this theatre.

8. We note your disclosure that you recorded charges of $4.9 million. $4.1 million, and $1.5
million  in the second, third and fourth quarters of 2013, respectively, for the acceleration
of amortization related to changes in estimates of certain venue management and
leasehold intangible assets in the Concert segment.  Please explain to us the nature of
these changes in estimates and tell us why they occurred over several quarters during
2013.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Se curities Exchange Act of
1934 and all applicable Exchange Act rules require.   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 provide  a written 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 re sponse 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.

You may contact  Claire Erlanger  at (202) 551 -3301 or me at (202) 551 -3813  if you have
questions regarding comments on the financial statements and related matters.

Sincerely,

 /s/ Linda Cvrkel

 Linda Cvrkel
Branch Chief