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                                                            January 14, 2025

James W. Barge
Chief Financial Officer
Lions Gate Entertainment Corp.
250 Howe Street, 20th Floor
Vancouver, British Columbia V6C 3R8

Adrian Kuzycz
Chief Executive Officer
Lionsgate Studios Holding Corp.
250 Howe Street, 20th Floor
Vancouver, British Columbia V6C 3R8

       Re: Lions Gate Entertainment Corp.
           Amendment No. 2 to Registration Statement on Form S-4
           Filed December 31, 2024
           File No. 333-282630
Dear James W. Barge and Adrian Kuzycz:

     We have reviewed your amended registration statement and have the
following
comment(s).

        Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies to your
facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

        After reviewing any amendment to your registration statement and the
information
you provide in response to this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our December 23,
2024
letter.

Amendment No. 2 to Registration Statement on Form S-4 Filed December 31, 2024
Background of the Transactions, page 115

1.     We note that LGEC and StudioCo entered into the Tax Matters Agreement on
May 9,
       2024. Please revise the Background section to disclose any material
discussions or
       negotiations associated with entering into such agreement. Additionally,
please revise
 January 14, 2025
Page 2

       to make similar revisions for each of the other agreements relating to
the transactions
       (as listed on pages 462-464).
General

2.     We have reviewed your response to prior comment 7. Please provide your
analysis
       regarding why the payment of a filing fee is not required pursuant to
Section 6(b) of
       the Securities Act and Securities Act Rule 457(f). Alternatively, please
revise to pay
       the filing fee.
       Please contact Robert Shapiro at 202-551-3273 or Joel Parker at
202-551-3651 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Cara Wirth at 202-551-7127 or Taylor Beech at 202-551-4515 with any
other
questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Trade &
Services
cc:   Mark A. Stagliano
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