<SUBMISSION>
<ACCESSION-NUMBER>0000722077-01-000010
<TYPE>10-Q
<PUBLIC-DOCUMENT-COUNT>1
<PERIOD>20001228
<FILING-DATE>20010205
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>AMC ENTERTAINMENT INC
<CIK>0000722077
<ASSIGNED-SIC>7830
<IRS-NUMBER>431304369
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0401
</COMPANY-DATA>
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<FORM-TYPE>10-Q
<ACT>34
<FILE-NUMBER>001-08747
<FILM-NUMBER>1524372
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>106 WEST 14TH STREET
<CITY>KANSAS CITY
<STATE>MO
<ZIP>64105
<PHONE>8164804744
</BUSINESS-ADDRESS>
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<STREET1>106 WEST 14TH STREET
<CITY>KANSAS CITY
<STATE>MO
<ZIP>64105
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<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>0001.txt
<TEXT>



                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                 FORM 10-Q

      (Mark One)
      [ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE  ACT OF 1934

      For the quarterly period ended December 28, 2000

                                   OR

      [     ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE  ACT OF 1934

      For the transition period from .........  to ...........
      Commission File Number 1-8747

                          AMC ENTERTAINMENT INC.
          (Exact name of registrant as specified in its charter)

                     Delaware                     43-1304369
           (State or other jurisdiction of     I.R.S. Employer
           incorporation or organization)     Identification No.)

             106 West 14th Street
                 P.O. Box 219615
            Kansas City, Missouri                     64121-9615
      (Address of principal executive offices)        (Zip Code)

                              (816) 221-4000
           (Registrant's telephone number, including area code)

      Indicate by check mark whether the registrant (1) has  filed
      all  reports required to be filed by Section 13 or 15(d)  of
      the Securities Exchange Act of 1934 during the preceding  12
      months  (or for such shorter period that the registrant  was
      required to file such reports), and (2) has been subject  to
      such filing requirements for the past 90 days.
                            Yes    x    No ____
                              ----      ----

      Indicate  the number of shares outstanding of  each  of  the
      issuer's   classes  of  common  stock,  as  of  the   latest
      practicable date.
                                                 Number of Shares
      Title of Each Class of Common Stock        Outstanding as
                                                 of
      -----------------------------------        December 28,
                                                 2000
                                                -----------------

      Common Stock, 66 2/3 cents par value       19,427,098
      Class B Stock, 66 2/3 cents par value       4,041,993

                  AMC ENTERTAINMENT INC. AND SUBSIDIARIES

                                   INDEX
                                                           Page Number
                                                           -----------

                     PART I  -  FINANCIAL INFORMATION

  Item 1.Financial Statements
               Consolidated Statements of Operations             3
               Consolidated Balance Sheets                       4
               Consolidated Statements of Cash Flows             5
               Notes to Consolidated Financial Statements        7

  Item 2.Management's Discussion and Analysis
         of Financial Condition and Results of Operations        10

  Item 3.Quantitative and Qualitative Disclosures
          About Market Risk                                      18


                       PART II  -  OTHER INFORMATION

  Item 1. Legal Proceedings                                      19

  Item 4. Submission of Matters to a Vote of Security Holders    21

  Item 6. Exhibits and Reports on Form 8-K 			     22

         Signatures                                              24


Item 1. Financial Statements.

<TABLE>
                  AMC ENTERTAINMENT INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                   (in thousands, except per share data)
<CAPTION>
                                Thirteen                   Thirty-nine
                             Weeks Ended                   Weeks Ended
                           Dec 28,   Dec 30,            Dec 28,    Dec 30,
                             2000     1999                2000      1999
                             ----     ----                ----      ----
<S>                      <C>      <C>                <C>        <C>
                             (Unaudited)                   (Unaudited)
Revenues
 Admissions               $199,165 $183,800           $613,260   $591,431
 Concessions                82,946   78,420            255,133    257,632
 Other theatre               9,147    9,627             22,682     21,565
 Other                      14,114   13,126             35,700     34,590
                           -------  -------            -------    -------
    Total revenues         305,372  284,973            926,775    905,218
Expenses
 Film exhibition costs     106,866   98,693            330,877    329,786
 Concession costs           12,077   11,406             38,432     38,995
 Theatre operating expense  74,863   70,787            227,019    208,919
 Rent                       56,826   49,594            170,667    146,107
 Other                      11,429   11,606             32,646     34,095
 General and administrative  8,004   12,873             21,989     38,368
 Preopening expense            314    1,914              2,797      5,211
 Theatre closure expense     1,421    2,251             13,827     13,943
 Restructuring charge            -        -                  -     12,000
 Depreciation and
   amortization             26,465   24,620             78,760     68,306
 Impairment of long-lived
   assets                        -        -              3,813          -
 Gain on disposition of
   assets                    (160)    (635)            (1,795)      (962)
                           -------  -------            -------    -------
 Total costs and expenses  298,105  283,109            919,032    894,768
                           -------  -------            -------    -------
     Operating income        7,267    1,864              7,743     10,450
Other expense (income)
  Interest expense
    Corporate borrowings    16,495   14,328             48,533     38,486
    Capital and financing
     lease obligations
     and other               3,359    2,302              9,537      6,016
  Investment (income) loss     407      311              (198)        211
                           -------  -------            -------    -------
Loss before income taxes and
  cumulative effect of an
   accounting change      (12,994) (15,077)           (50,129)   (34,263)
Income tax provision       (4,800)  (6,165)           (18,600)    14,000)
                           -------  -------            -------    -------
Loss before cumulative
  effect of an
  accounting change        (8,194)  (8,912)           (31,529)   (20,263)
Cumulative effect of an
  accounting change
  (net of income tax
   benefit of $4,095)            -        -                  -    (5,840)
                           -------  -------            -------    -------

Net loss                $  (8,194) $(8,912)         $ (31,529) $ (26,103)
                          ======== ========           ========   ========
Net loss per share before
 cumulative effect of an
  accounting change:
 Basic                    $  (.35)    $ (.38)           $ (1.34)  $  (.86)
                         ========    ========          ========   ========
 Diluted                  $  (.35)    $ (.38)           $ (1.34)  $  (.86)
                         ========    ========          ========   ========
Net loss per share:
 Basic                    $  (.35)    $ (.38)           $ (1.34)  $ (1.11)
                         ========    ========          ========   ========

 Diluted                  $  (.35)    $ (.38)           $ (1.34)  $ (1.11)
                         ========    ========          ========   ========

              See Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>

<TABLE>

                          AMC ENTERTAINMENT INC.
                        CONSOLIDATED BALANCE SHEETS
                     (in thousands, except share data)
 <CAPTION>
                                                       Dec 28,  March 30,
                                                         2000    2000
                                                         ----    ----
<S>                                                 <C>        <C>
                                                     (Unaudited)
                                  ASSETS
Current assets:
 Cash and equivalents                               $  65,081  $119,305
 Receivables, net of allowance for doubtful
     accounts of $2,699 as of December 28, 2000
     and $3,576 as of March 30, 2000                   23,362    18,468
 Reimbursable construction advances                     1,782    10,955
 Other current assets                                  40,366    45,275
                                                     -------    -------
  Total current assets                                130,591   194,003
Property, net                                         824,151   822,295
Intangible assets, net                                 12,793    15,289
Other long-term assets                                154,399   157,218
                                                     -------    -------
  Total assets                                     $1,121,934$1,188,805
                                                     ========  ========
                   LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Accounts payable                                    $ 93,309   $99,466
 Construction payables                                  6,421     6,897
 Accrued expenses and other liabilities               144,217   114,037
 Current maturities of capital and financing
      lease obligations                                 2,735     3,205
                                                       -------  -------
  Total current liabilities                           246,682   223,605
Corporate borrowings                                  699,155   754,105
Capital and financing lease obligations                55,140    65,301
Other long-term liabilities                           100,440    87,125
                                                       -------  -------

  Total liabilities                                 1,101,417 1,130,136
Stockholders' equity:
  Common Stock, 66 2/3 cents par value; 19,447,598
    shares issued as of December 28, 2000 and
  March 30, 2000                                       12,965    12,965
  Convertible Class B Stock, 66 2/3 cents
    par value; 4,041,993 shares
    issued and outstanding as of
    December 28, 2000 and March 30, 2000                2,695     2,695
  Additional paid-in capital                          106,713   106,713
  Accumulated other comprehensive income              (10,047)   (3,812)
  Accumulated deficit                                 (81,690)  (50,161)
                                                       -------  -------

                                                       30,636    68,400
  Less:
   Employee notes for Common Stock purchases            9,750     9,362
   Common Stock in treasury, at cost, 20,500
     shares as of
     December 28, 2000 and March 30, 2000                 369       369
                                                       -------  -------
  Total stockholders' equity                           20,517    58,669
                                                       -------  -------
  Total liabilities and stockholders' equity       $1,121,934$1,188,805
                                                     ========  ========
              See Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>

<TABLE>
                  AMC ENTERTAINMENT INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                   (in thousands, except per share data)
<CAPTION>
                                                           Thirty-nine
                                                           Weeks Ended
                                                        Dec 28,    Dec 30,
                                                         2000       1999
                                                         ----       ----
<S>                                                  <C>       <C>
INCREASE (DECREASE) IN CASH AND EQUIVALENTS                (Unaudited)
Cash flows from operating activities:
  Net loss                                            $(31,529) $ (26,103)
  Adjustments to reconcile net loss to
   net cash provided by operating activities:
    Restructuring charge                                     -      7,754
    Depreciation and amortization                       78,760     68,306
    Impairment of long-lived assets                      3,813          -
    Deferred income taxes                              (18,600)   (11,346)
    Gain on disposition of long-term assets             (1,795)      (962)
    Cumulative effect of an accounting change                -      5,840
    Change in assets and liabilities:
       Receivables                                      (4,894)   (10,308)
       Other current assets                              4,909      6,496
       Accounts payable                                (10,549)     9,402
       Accrued expenses and other liabilities           29,965     34,402
       Liabilities for theatre closure                     325      7,456
    Other, net                                           3,388      1,446
                                                       -------    -------
  Net cash provided by operating activities             53,793     92,383
                                                       -------    -------

Cash flows from investing activities:
   Capital expenditures                                (90,563)  (236,863)
   Proceeds from sale/leasebacks                             6     23,630
   Net proceeds from reimbursable construction advances  6,635      6,119
   Proceeds from disposition of long-term assets        29,404      5,956
   Other, net                                           (1,711)    (7,739)
                                                       -------    -------

  Net cash used in investing activities                (56,229)  (208,897)
                                                       -------    -------
Cash flows from financing activities:
   Net borrowings (repayments) under revolving
     Credit Facility                                   (55,000)   207,000
   Principal payments under corporate borrowings             -    (14,000)
   Proceeds from financing lease obligations             2,532     24,109
   Principal payments under capital and financing
     lease obligations                                  (2,165)    (2,425)
   Change in cash overdrafts                             4,392     16,619
   Change in construction payables                        (476)   (17,908)
   Other, net                                               -        (241)
                                                       -------    -------
  Net cash provided by (used in) financing activities  (50,717)   213,154
                                                       -------    -------

  Effect of exchange rate changes on cash and
     equivalents                                        (1,071)       (96)
                                                       -------    -------
Net (decrease) increase in cash and equivalents        (54,224)    96,544
Cash and equivalents at beginning of period            119,305     13,239
                                                       -------    -------
Cash and equivalents at end of period                $  65,081   $109,783
                                                      ========   ========
</TABLE>
<PAGE>

<TABLE>

                  AMC ENTERTAINMENT INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (in thousands)
<CAPTION>
                                                           Thirty-nine
                                                           Weeks Ended
                                                       Dec 28,    Dec 30,
                                                         2000      1999
                                                         ----      ----
                                                           (Unaudited)
<S>                                                  <C>         <C>
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during the period for:
    Interest (net of amounts capitalized of
        $3,062 and $6,257)                           $55,146     $39,567
    Income taxes refunded                             (5,786)     (7,803)
Schedule of non-cash investing activities:
    Receivable from sale/leasebacks included
    in reimbursable construction advances            $     -     $14,383


              See Notes to Consolidated Financial Statements.
</TABLE>
<PAGE>


                  AMC ENTERTAINMENT INC. AND SUBSIDIARIES
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             December 28, 2000
                                (Unaudited)

NOTE 1 - BASIS OF PRESENTATION

      AMC Entertainment Inc. ("AMCE" or the "Company") is a holding company
which,  through  its  direct  and  indirect  subsidiaries,  is  principally
involved in the theatrical exhibition business throughout North America and
in  Portugal, Spain, France, Japan and China (Hong Kong).  The Company also
provides  on-screen advertising through a wholly-owned subsidiary, National
Cinema  Network,  Inc., and is involved in miscellaneous  ventures  through
other wholly-owned subsidiaries.

     The accompanying unaudited consolidated financial statements have been
prepared in response to the requirements of Form 10-Q and should be read in
conjunction with the Company's annual report on Form 10-K for the year  (52
weeks)  ended March 30, 2000.  In the opinion of management, these  interim
financial  statements  reflect  all adjustments  (consisting  primarily  of
normal  recurring  adjustments) necessary for a fair  presentation  of  the
Company's  financial  position  and results  of  operations.   Due  to  the
seasonal  nature  of  the Company's business, results for  the  thirty-nine
weeks ended December 28, 2000 are not necessarily indicative of the results
to be expected for the fiscal year (52 weeks) ending March 29, 2001.

      The year-end consolidated balance sheet data was derived from audited
financial  statements,  but does not include all  disclosures  required  by
generally accepted accounting principles.

      Certain amounts have been reclassified from prior period consolidated
financial statements to conform with the current year presentation.


NOTE 2 - EARNINGS PER SHARE

     The following table sets forth the computation of basic and diluted
earnings per share:
<TABLE>
<CAPTION>
                         Thirteen Weeks Ended     Thirty-nine Weeks Ended
                          Dec 28,    Dec 30,          Dec 28,   Dec 30,
                           2000       1999              2000      1999
                           ----       ----              ----      ----
                              (in thousands, except per share data)
<S>                   <C>          <C>          <C>           <C>

Numerator:
 Loss before cumulative
  effect of an accounting
  change for basic and
  diluted earnings per
    share             $  (8,194)   $  (8,912)    $ (31,529)    $ (20,263)
                        ========     ========      ========     ========
Denominator:
 Shares for basic
  earnings per share -
  average shares
  outstanding             23,469       23,469        23,469      23,469
                        ========     ========      ========     ========


Basic loss per share
 before cumulative
 effect of an
 accounting change     $    (.35)     $  (.38)     $  (1.34)   $   (.86)
                        ========     ========      ========     ========

Diluted loss per share
 before cumulative
 effect of an
 accounting change     $    (.35)   $    (.38)    $   (1.34)   $   (.86)
                        ========     ========      ========     ========
</TABLE>

      During the thirteen and thirty-nine weeks ended December 28, 2000 and
December  30, 1999, shares from options to purchase shares of Common  Stock
were  excluded from the diluted earnings per share calculation because they
were anti-dilutive.

NOTE 3 - COMPREHENSIVE INCOME

     The components of comprehensive income are as follows:
<TABLE>
<CAPTION>
                         Thirteen Weeks Ended      Thirty-nine Weeks Ended
                          Dec 28,    Dec 30,           Dec 28,     Dec 30,
                            2000       1999              2000      1999
                            ----       ----             ----      ----
                                         (in thousands)

<S>                   <C>       <C>                <C>        <C>
Net loss               $  (8,194)$   (8,912)        $ (31,529) $(26,103)
Foreign currency
ranslation adjustment        253     (1,482)           (6,082)    1,139
Unrealized loss on
  marketable  securities
  (net of income tax benefit
  of $51 and $106,
  respectively)              (73)         -              (153)         -
                          -------   -------           -------   -------
Comprehensive loss      $ (8,014) $ (10,394)         $(37,764) $(24,964)
                         ========   ========          ========  ========
</TABLE>



NOTE 4 - OPERATING SEGMENTS

Information about the Company's operations by operating segment is as
follows:
<TABLE>
<CAPTION>

                      Thirteen Weeks Ended   Thirty-nine Weeks Ended
Revenues                  Dec 28,   Dec 30,        Dec 28,    Dec 30,
                            2000      1999         2000        1999
                            ----      ----         ----        ----
                                           (in thousands)
<S>                    <C>       <C>           <C>         <C>
North America theatrical
  exhibition            $273,829  $256,803       $833,088   $828,346
International theatrical
  exhibition              17,429    15,044         57,987     42,282
On-screen advertising
  and other               14,114    13,126         35,700     34,590
                         -------   -------        -------    -------
Total revenues          $305,372  $284,973       $926,775   $905,218
                        ========  ========       ========   ========


                         Thirteen Weeks Ended   Thirty-nine Weeks Ended
Adjusted EBITDA (1)        Dec 28,  Dec 30,       Dec 28,     Dec 30,
                            2000      1999         2000        1999
                            ----      ----         ----        ----
                                    (in thousands)
North America theatrical
  exhibition             $43,278   $41,945       $128,934  $147,302
International theatrical
  exhibition             (2,652)     (578)        (4,854)      (481)
On-screen advertising
  and other                2,685     1,520          3,054       495
                         -------   -------        -------    -------
Total segment Adjusted
  EBITDA                  43,311    42,887        127,134    147,316
General and administrative  8,004   12,873         21,989     38,368
                         -------   -------        -------    -------

Total Adjusted EBITDA    $35,307   $30,014       $105,145   $108,948
                        ========  ========       ========   ========


Property (2)                      December 28,     December 30,
                                      2000            1999
                                      (in thousands)
North America theatrical
  exhibition                       $1,050,916      $1,071,140
International theatrical
  exhibition                           85,252          70,944
On-screen advertising
  and other                            14,343          12,384
                                      -------         -------
Total segment property              1,150,511       1,154,468
Construction in progress               68,496          64,660
Corporate                              35,267          45,158
                                      -------         -------
                                    1,254,274       1,264,286
Less-accumulated depreciation
  and amortization                    430,123         403,120
                                      -------         -------
Property, net                      $  824,151      $  861,166
                                     ========        ========



  (1)Represents net loss before income taxes, cumulative effect of an
 accounting change, interest, depreciation and amortization and adjusted for
 impairment losses, restructuring charge, preopening expense, theatre
 closure expense, gain on disposition of assets and equity in earnings of
 unconsolidated affiliates.
  (2) Property is comprised of land, buildings and improvements, leasehold
 improvements and furniture, fixtures and equipment.

</TABLE>

NOTE 5 - IMPAIRMENT OF LONG-LIVED ASSETS

     During  the  thirty-nine weeks ended December 28,  2000,  the  Company
recognized a non-cash impairment loss of $3,813,000 ($2,250,000 after  tax,
or  $.10 per share).  The charge was primarily related to the impairment of
29  North  America  multiplex  theatres  with  180  screens  in  12  states
(primarily  Florida, California, Texas, Michigan and Arizona), including  a
loss  of  $1,521,000  associated with 20 theatres  that  were  included  in
impairment losses in previous periods, and the discontinued development  of
a theatre in Taiwan.  The Company closed 24 of these impaired theatres with
150  screens  during  the thirty-nine weeks ended December  28,  2000 and
closed three of these theatres with 18 screens subsequent to December 28,
2000. The Company expects the future cash flows from the remaining
theatres to decline as they face competition from newer megaplexes.

NOTE 6 - REVENUE RECOGNITION

       In    December   1999,  the  Securities   and   Exchange  Commission
("SEC")  issued  Staff Accounting Bulletin No.  101 ("SAB  101"),   Revenue
Recognition in Financial  Statements. SAB  101  draws  upon  the   existing
accounting   rules   and  explains  those  rules,  by  analogy,  to   other
transactions that the existing rules do not specifically address.  SAB  101
is  effective for all of the Company's fiscal quarters beginning March  31,
2000, requiring retroactive application  to  the beginning  of fiscal  year
2001   with   restatement, if necessary, of all quarters  for  the  current
fiscal  year. As  a  result,  the Company expects to report a non-cash
cumulative  effect adjustment   to the Company's results of operations and
financial  position of  $15.8  million (net of tax benefit of $10.9 million)
as  of  March  31, 2000.   The Company expects that previously reported net
losses before  cumulative effect of an accounting change for the first,
second and third quarters  of fiscal 2001 will increase (decrease) by $(1.8)
million, $(4.9) million  and $1.7 million, respectively, as a result of the
accounting change.

Item  2.   Management's Discussion and Analysis of Financial Condition  and
Results of Operations.

     This section contains certain "forward-looking statements" intended to
qualify  for  the  safe harbor from liability established  by  the  Private
Securities Litigation Reform Act of 1995.  These forward-looking statements
generally  can  be  identified by use of statements that include  words  or
phrases  such  as  the  Company  or its management  "believes,"  "expects,"
"anticipates," "intends," "plans," "foresees" or other words or phrases  of
similar   import.   Similarly,  statements  that  describe  the   Company's
objectives, plans or goals also are forward-looking statements.   All  such
forward-looking  statements are subject to certain risks and  uncertainties
that   could   cause  actual  results  to  differ  materially  from   those
contemplated  by the relevant forward-looking statement. Important  factors
that  could cause actual results to differ materially from the expectations
of  the  Company include, among others: (i) the Company's ability to  enter
into various financing programs; (ii) the performance of films licensed  by
the  Company;  (iii) potential work stoppage within the  film  industry
that  could adversely impact the quality and quantity of films licensed  by
the  Company; (iv) competition;  (v) construction delays; (vi) the  ability
to  open  or close theatres and screens as currently planned; (vii) general
economic  conditions, including adverse changes in inflation and prevailing
interest  rates; (viii) demographic changes; (ix) increases in  the  demand
for  real estate; (x) changes in real estate, zoning and tax laws and  (xi)
unforeseen  changes  in  operating  requirements.   Readers  are  urged  to
consider   these   factors  carefully  in  evaluating  the  forward-looking
statements. The forward-looking statements included herein are made only as
of  the date of this Form 10-Q and the Company undertakes no obligation  to
publicly  update  such  forward-looking statements  to  reflect  subsequent
events or circumstances.

Operating Results

      Set  forth  in  the table below is a summary of revenues,  costs  and
expenses and operating data attributable to the Company's North America and
International theatrical exhibition operations and the Company's  on-screen
advertising and other businesses.

<TABLE>
<CAPTION>
                       Thirteen Weeks Ended        Thirty-nine Weeks Ended
                         Dec 28,  Dec 30,         Dec 28, Dec 30,
                          2000     1999  % Change   2000    1999  %Change
                          ----     ----  ----       ----    ----    ----
                                       (Dollars in thousands)
<S>                   <C>      <C>       <C>   <C>      <C>         <C>
Revenues
North America theatrical
    exhibition
  Admissions           $185,178 $171,550     7.9%$566,815 $556,991     1.8%
  Concessions            79,972   75,868     5.4  245,309  250,523    (2.1)
Other theatre             8,679    9,385    (7.5)  20,964   20,832     0.6
                        -------  -------   ----   -------  -------    ----
                        273,829  256,803     6.6  833,088  828,346     0.6

International theatrical
    exhibition
  Admissions             13,987   12,250    14.2   46,445   34,440    34.9
  Concessions             2,974    2,552    16.5    9,824    7,109    38.2
  Other theatre             468      242   93.4     1,718      733       *
                        -------  -------   ----   -------  -------    ----

                         17,429   15,044    15.9   57,987   42,282    37.1

On-screen advertising
  and other              14,114   13,126     7.5   35,700   34,590     3.2
                        -------  -------   ----   -------  -------    ----

     Total revenues    $305,372 $284,973     7.2%$926,775 $905,218    2.4%
                       ========= =======  ====== ======== ========== ======

Costs of operations
 North America theatrical
   exhibition
  Film exhibition costs $99,765 $92,405     8.0%$306,462 $312,040    (1.8)%
Concession costs         11,258  10,729     4.9   35,431   36,885    (3.9)
   Theatre operating
    expense              69,156  66,317     4.3  209,925  197,115     6.5
  Rent                   50,372  45,407    10.9  152,336  135,004    12.8
  Preopening expense        488   1,606   (69.6)   2,147    4,256   (49.6)
  Theatre closure
    expense               1,421   2,251   (36.9)  13,827   13,943    (0.8)
                        ------- -------   ----   -------  -------    ----

                        232,460 218,715     6.3  720,128  699,243     3.0
International theatrical
     exhibition
  Film exhibition costs   7,101   6,288    12.9   24,415   17,746    37.6
  Concession costs          819     677    21.0    3,001    2,110    42.2
  Theatre operating
    expense               5,707   4,470    27.7   17,094   11,804    44.8
  Rent                    6,454   4,187    54.1   18,331   11,103    65.1
  Preopening expense       (174)    308    *         650      955   (31.9)
                        ------- -------   ----   -------  -------    ----

                         19,907  15,930    25.0   63,491   43,718    45.2

On-screen advertising
    and other            11,429  11,606    (1.5)  32,646   34,095    (4.2)
General and
    administrative        8,004  12,873   (37.8)  21,989   38,368   (42.7)
Restructuring charge          -       -      -         -   12,000     *
Depreciation and
   amortization          26,465  24,620     7.5   78,760   68,306    15.3
Impairment of long-lived
    assets                    -       -      -     3,813        -     *
Gain on disposition of
     assets              (160)    (635)   (74.8)  (1,795)    (962)   86.6
                        ------- -------   ----   -------   -------   ----

  Total costs and
    expenses           $298,105 $283,109   5.3%  $919,032 $894,768    2.7%
                      ======== ========   ====== ======== ========   =====
*Percentage change in excess of 100%.

                           Thirteen Weeks Ended    Thirty-nine Weeks Ended
                            Dec 28,  Dec 30,               Dec 28, Dec 30,
                             2000    1999                     2000  1999
                             ----    ----                     ----  ----
Operating data
North America theatrical
     exhibition
    Attendance (in thousands)
      Megaplexes           24,689   22,205          74,192  69,761
      Multiplexes          10,204   12,661          33,411  44,484
    Average Screens
      Megaplexes            1,651    1,502           1,629   1,384
      Multiplexes             928    1,182           1,032   1,240
Number of megaplexes
   operated*                 -        -                 74      70
Number of megaplex
   screens operated*         -        -              1,689   1,600
Number of multiplexes
   operated*                 -        -                102     137
Number of multiplex
   screens operated*         -        -                937   1,170
Screens per  theatre*        -        -               14.9    13.4

International theatrical exhibition
    Attendance - Megaplexes
      (in thousands)        2,352    1,889           7,300   5,307
    Average screens -
      Megaplexes              178      113             172      99
    Number of megaplexes
     operated*                  -        -              10       8
Number of megaplex screens
   operated*                    -        -             178     146
Screens per  theatre*           -        -            17.8    18.3

*End of period

</TABLE>


Thirteen weeks ended December 28, 2000 and December 30, 1999.

      Revenues.   Total revenues increased 7.2% during the  thirteen  weeks
ended  December 28, 2000 compared to the thirteen weeks ended December  30,
1999.

      North America theatrical exhibition revenues increased 6.6% from  the
prior  year.  Admissions revenues increased 7.9% due to a 7.9% increase  in
average  ticket  prices and a .1% increase in attendance. The  increase  in
average ticket prices was due to a strategic initiative implemented by  the
Company  during  fiscal 2000 and 2001 to selectively  increase  ticket  and
concession prices and to the growing number of megaplexes in the  Company's
theatre  circuit,  which yield higher average ticket and concession  prices
than  multiplexes.  Attendance at megaplexes (theatres  with  predominantly
stadium-style  seating) increased as a result of  the  addition  of  4  new
megaplexes  with  83  screens  since  December  30,  1999.  Attendance   at
comparable  megaplexes  increased  2.0% during  the  thirteen  weeks  ended
December  28,  2000  as compared with the same period in  the  prior  year.
Attendance   at   multiplexes  (theatres  generally  without  stadium-style
seating)  decreased due to the closure or sale of 35 multiplexes  with  233
screens  since  December  30, 1999 and a 7.9%  decrease  in  attendance  at
comparable multiplexes (theatres opened before the third quarter of  fiscal
2000).  The  decline  in attendance at comparable multiplexes  was  related
primarily  to  certain  multiplexes  experiencing  competition   from   new
megaplexes operated by the Company and other competing theatre circuits,  a
trend the Company generally anticipates will continue. Concessions revenues
increased 5.4% due to a 5.3% increase in average concessions per patron and
the  increase in total attendance.  The increase in average concessions per
patron  was  attributable to price increases and the increasing  number  of
megaplexes in the Company's theatre circuit, where concession spending  per
patron is higher than in multiplexes.

     International theatrical exhibition revenues increased 15.9% from  the
prior  year.   Admissions  revenues increased 14.2%  due  primarily  to  an
increase in attendance from the addition of 2 new megaplexes with  a  total
of  32 screens since December 30, 1999. Attendance at comparable megaplexes
decreased 6.7% primarily due to a decline in overall box office performance
and  increased  competition  from  other exhibitors  in  Japan.  Concession
revenues increased 16.5% due primarily to the increase in total attendance.
International  revenues were positively impacted by a weaker  U.S.  dollar,
although this did not contribute materially to consolidated net loss.

     On-screen advertising and other revenues increased 7.5% from the prior
year due primarily to an increase in rolling stock advertising (filmed pre-
show commercials) at the Company's on-screen advertising business.

      Costs  and expenses.  Total costs and expenses increased 5.3%  during
the  thirteen weeks ended December 28, 2000 compared to the thirteen  weeks
ended December 30, 1999.

      North America theatrical exhibition costs and expenses increased 6.3%
from  the  prior year.  Film exhibition costs increased 8.0% due to  higher
admissions  revenues.   As  a  percentage  of  admissions  revenues,   film
exhibition  costs were 53.9% in the current year and prior year. Concession
costs  increased 4.9% due to the increase in concessions  revenues.   As  a
percentage  of  concessions revenues, concession costs were  14.1%  in  the
current  and  prior  year.  As a percentage of revenues, theatre  operating
expense  was 25.3% in the current year and 25.8% in the prior  year.   Rent
expense  increased  10.9% due to the growing number of  megaplexes  in  the
Company's theatre circuit, which generally have higher rent per screen than
multiplexes. During the thirteen weeks ended December 28, 2000, the Company
incurred  $1,421,000 of theatre closure expense comprised primarily  of  an
expected  payment  to  a landlord to terminate the  lease  related  to  the
closure of 1 multiplex with 12 screens.

     International theatrical exhibition costs and expenses increased 25.0%
from  the prior year.  Film exhibition costs increased 12.9% primarily  due
to  higher  admission revenues.  Rent expense increased 54.1%  and  theatre
operating expense increased 27.7% from the prior year, primarily due to the
increased   number  of  screens  in  operation.  International   theatrical
exhibition  costs and expenses were negatively impacted by  a  weaker  U.S.
dollar,  although  this did not contribute materially to  consolidated  net
loss.

      On-screen advertising and other costs and expenses decreased 1.5% due
primarily to a decrease in expenses of other ventures.

      General  and  administrative  expenses  decreased  37.8%  during  the
thirteen  weeks ended December 28, 2000 due primarily to the September  30,
1999  consolidation  of  three of the Company's  North  America  divisional
operations  offices into its corporate headquarters.  As  a  percentage  of
total  revenues, general and administrative expenses declined from 4.5%  in
the prior year to 2.6% in the current year.

      Depreciation  and amortization increased 7.5%, or $1,845,000,  during
the  thirteen weeks ended December 28, 2000.   This increase was  primarily
caused  by  an  increase  in  depreciation of  $2,198,000  related  to  the
Company's new theatres.

      Interest  Expense.   Interest  expense  increased  19.4%  during  the
thirteen  weeks  ended  December  28, 2000  compared  to  the  prior  year,
primarily due to an increase in average outstanding borrowings and interest
rates.

      Income Tax Provision.   The provision for income taxes increased to a
benefit  of $4,800,000 during the current year from a benefit of $6,165,000
in  the prior year.  The effective tax rate was 36.9% for the current  year
compared  to 40.1% for the previous year.  The Company adjusts its expected
annual  tax rate on a quarterly basis based on current projections of  year
end non-deductible expenses and pre-tax earnings or losses.

      Net Earnings.  Net earnings increased during the thirteen weeks ended
December 28, 2000 to a loss of $8,194,000 from a loss of  $8,912,000 in the
prior year.  Net loss per share was $.35 compared to a loss of $.38 in  the
prior year.

Thirty-nine weeks ended December 28, 2000 and December 30, 1999.

      Revenues.  Total revenues increased 2.4% during the thirty-nine weeks
ended  December  28, 2000 compared to the thirty-nine weeks ended  December
30, 1999.

      North America theatrical exhibition revenues increased 0.6% from  the
prior year.  Admissions revenues increased 1.8% due to an 8.0% increase  in
average ticket prices offset by a 5.8% decrease in attendance. The increase
in  average ticket prices was due to a strategic initiative implemented  by
the  Company during fiscal 2000 and 2001 to selectively increase ticket and
concession prices and to the growing number of megaplexes in the  Company's
theatre  circuit,  which yield higher average ticket and concession  prices
than  multiplexes.  Attendance at multiplexes (theatres  generally  without
stadium-style  seating) decreased due to a 16.4% decrease in attendance  at
comparable multiplexes (theatres opened before the first quarter of  fiscal
2000)  and  the  closure or sale of 35 multiplexes with 233  screens  since
December 30, 1999. The decline in attendance at comparable multiplexes  was
related primarily to certain multiplexes experiencing competition from  new
megaplexes operated by the Company and other competing theatre circuits,  a
trend  the  Company  generally  anticipates will  continue.  Attendance  at
megaplexes  increased as a result of the addition of 4 new megaplexes  with
83  screens  since  December 30, 1999. Attendance at comparable  megaplexes
decreased  6.9%  primarily  due to a decline  in  the  overall  box  office
performance of films during the thirty-nine weeks ended December  28,  2000
as  compared  with the same period in the prior year. Concessions  revenues
decreased  2.1% due to the decrease in total attendance offset  by  a  4.0%
increase  in  average  concessions per patron.   The  increase  in  average
concessions  per  patron  was  attributable  to  price  increases  and  the
increasing  number  of megaplexes in the Company's theatre  circuit,  where
concession spending per patron is higher than in multiplexes.

     International theatrical exhibition revenues increased 37.1% from  the
prior  year.   Admissions  revenues increased 34.9%  due  primarily  to  an
increase in attendance from the addition of 2 new megaplexes with  a  total
of  32 screens since December 30, 1999. Attendance at comparable megaplexes
decreased  0.7%. Concession revenues increased 38.2% due primarily  to  the
increase  in  total  attendance.  International  revenues  were  negatively
impacted  by  a  stronger  U.S. dollar, although this  did  not  contribute
materially to consolidated net loss.

     On-screen advertising and other revenues increased 3.2% from the prior
year  due  primarily  to an increase in rolling stock  advertising  at  the
Company's on-screen advertising business.

      Costs  and expenses.  Total costs and expenses increased 2.7%  during
the  thirty-nine weeks ended December 28, 2000 compared to the  thirty-nine
weeks ended December 30, 1999.

      North America theatrical exhibition costs and expenses increased 3.0%
from  the  prior  year.   Film exhibition costs decreased  1.8%  due  to  a
decrease in the percentage of admissions paid to film distributors.   As  a
percentage of admissions revenues, film exhibition costs were 54.1% in  the
current year as compared with 56.0% in the prior year. The decrease in film
exhibition  costs as a percentage of admissions revenues  was  impacted  by
Star  Wars Episode I: The Phantom Menace, a film whose audience appeal  led
to  higher than normal film rental terms during the thirty-nine weeks ended
December  30, 1999. Concession costs decreased 3.9% primarily  due  to  the
decrease in concessions revenues.  As a percentage of concessions revenues,
concession costs were 14.4% in the current and 14.7% in the prior year.  As
a  percentage  of  revenues, theatre operating expense  was  25.2%  in  the
current  year as compared to 23.8% in the prior year primarily  due  to  an
increase  in  fixed costs associated with the increase  in  the  number  of
screens  operated  and  a decrease in attendance.  Rent  expense  increased
12.8%  due  to  the higher number of screens in operation and  the  growing
number of megaplexes in the Company's theatre circuit, which generally have
higher rent per screen than multiplexes. During the thirty-nine weeks ended
December  28,  2000,  the Company incurred $13,827,000 of  theatre  closure
expense  comprised primarily of expected and actual payments to   landlords
to  terminate the leases related to 27 multiplexes with 179 screens.    The
Company  plans to close approximately 300 screens at the rate of 70  to  80
per year for each of the next four years.

     International theatrical exhibition costs and expenses increased 45.2%
from  the prior year.  Film exhibition costs increased 37.6% primarily  due
to  higher  admission revenues.  Rent expense increased 65.1%  and  theatre
operating expense increased 44.8% from the prior year, primarily due to the
increased   number  of  screens  in  operation.  International   theatrical
exhibition  costs and expenses were positively impacted by a stronger  U.S.
dollar,  although  this did not contribute materially to  consolidated  net
loss.

     On-screen advertising and other costs and expenses decreased 4.2%, due
primarily  to  a  decrease in advertising costs at the Company's  on-screen
advertising business.

     General and administrative expenses decreased 42.7% during the thirty-
nine  weeks ended December 28, 2000 due primarily to the September 30, 1999
consolidation of three of the Company's North America divisional operations
offices  into  its  corporate  headquarters and  a  decrease  in  incentive
compensation  expense.   As  a percentage of total  revenues,  general  and
administrative expenses declined from 4.2% in the prior year to 2.4% in the
current year.

     On  September 30, 1999, the Company recorded a restructuring charge of
$12,000,000  ($7,200,000  after tax, or $.31  per  share)  related  to  the
consolidation  of three of its North America divisional operations  offices
into  its  corporate  headquarters and a  decision  to  discontinue  direct
involvement   with  pre-development  activities  associated  with   certain
retail/entertainment   projects   conducted   through   its    wholly-owned
subsidiary,  Centertainment, Inc. Included in this total are severance  and
other  employee  related costs of $5,300,000, lease  termination  costs  of
$700,000  and  the  write-off  of  capitalized  pre-development  costs   of
$6,000,000.

      Depreciation and amortization increased 15.3%, or $10,454,000, during
the  thirty-nine  weeks  ended  December  28,  2000.    This  increase  was
primarily  caused by an increase in depreciation of $8,450,000  related  to
the Company's new theatres.

     During  the  thirty-nine weeks ended December 28,  2000,  the  Company
recognized a non-cash impairment loss of $3,813,000 ($2,250,000 after  tax,
or $.10 per share).  The charge was primarily related to the  impairment of
29  North  America  multiplex  theatres  with  180  screens  in  12  states
(primarily  Florida, California, Texas, Michigan and Arizona), including  a
loss  of  $1,521,000  associated with 20 theatres  that  were  included  in
impairment losses in previous periods, and the discontinued development  of
a theatre in Taiwan.  The Company closed 24 of these impaired theatres with
150  screens  during  the thirty-nine weeks ended December  28,  2000 and
closed three of these theatres with 18 screens subsequent to December 28,
2000. The Company expects the future cash flows from the remaining
theatres to decline as they face competition from newer megaplexes.


     Gain on disposition of assets increased from a gain of $962,000 in the
prior  year to a gain of $1,795,000 during the current year.  Current  year
and  prior  year results include gains related to the sales of real  estate
properties  held for investment and multiplexes closed during  the  thirty-
nine weeks ended December 28, 2000 and December 30, 1999.

     Interest Expense.  Interest expense increased 30.5% during the thirty-
nine  weeks  ended December 28, 2000 compared to the prior year,  primarily
due to an increase in average outstanding borrowings and interest rates.

      Income Tax Provision.   The provision for income taxes decreased to a
benefit  of  $18,600,000  during  the  current  year  from  a  benefit   of
$14,000,000  in the prior year.  The effective tax rate was 37.1%  for  the
current  year compared to 40.9% for the previous year.  The Company adjusts
its  expected  annual  tax  rate  on a quarterly  basis  based  on  current
projections  of  year end non-deductible expenses and pre-tax  earnings  or
losses.

      Net  Earnings.   Net earnings decreased during the thirty-nine  weeks
ended  December  28,  2000  to  a  loss  of  $31,529,000  from  a  loss  of
$26,103,000 in the prior year.  Net loss per share was $1.34 compared to  a
loss  of  $1.11 in the prior year. Current year results include a  non-cash
impairment loss of $3,813,000 ($2,250,000 after tax) which reduced earnings
per  share by $.10 for the thirty-nine weeks ended December 28, 2000. Prior
year results include a restructuring charge of $12,000,000 ($7,200,000  net
of  income  tax  benefit  of $4,800,000) and the cumulative  effect  of  an
accounting  change of $5,840,000 (net of income tax benefit of $4,095,000),
which reduced earnings per share by $.31 and $.25 for the thirty-nine weeks
ended December 30, 1999, respectively.

LIQUIDITY AND CAPITAL RESOURCES

      The Company's revenues are collected in cash, principally through box
office  admissions  and  theatre concessions sales.   The  Company  has  an
operating  "float"  which  partially  finances  its  operations  and  which
generally  permits  the  Company to maintain a smaller  amount  of  working
capital.   This  float exists because admissions revenues are  received  in
cash,  while exhibition costs (primarily film rentals) are ordinarily  paid
to  distributors  from  30  to  45 days following  receipt  of  box  office
admissions  revenues.  The Company is only occasionally  required  to  make
advance  payments  or  non-refundable guaranties  of  film  rentals.   Film
distributors  generally release during the summer and holiday  seasons  the
films which they anticipate will be the most successful.  Consequently, the
Company typically generates higher revenues during such periods. Cash flows
from  operating activities, as reflected in the Consolidated Statements  of
Cash  Flows,  were  $53,793,000 and $92,383,000 for the  thirty-nine  weeks
ended  December 28, 2000 and December 30, 1999, respectively.  The decrease
in  operating  cash flows during the period is primarily due  to  increased
competition,  the decline in the performance of films and  an  increase  in
rent, interest, and theatre closure payments.

      The  Company continues to upgrade its North America and International
theatre  circuits.  During the current fiscal year, the  Company  opened  4
megaplexes with 79 screens and added 6 screens to an existing megaplex. The
Company and its competitors continue to close older multiplexes in response
to   competition  from  new  megaplexes,  a  trend  the  Company  generally
anticipates  will  continue in the theatrical exhibition  industry.   As  a
result, the Company plans to close approximately 300 screens at the rate of
70  to  80  per year for each of the next four years.  During  the  current
fiscal  year,  the  Company  has closed 29 multiplexes  with  184  screens,
resulting  in a circuit total of 84 megaplexes with 1,867 screens  and  102
multiplexes  with  937 screens as of December 28, 2000.   The  Company  has
closed an additional 5 theatres with 36 screens subsequent to December  28,
2000.

      The  costs  of  constructing new theatres are funded by  the  Company
through  internally  generated cash flow or borrowed  funds.   The  Company
generally   leases  its  theatres  pursuant  to  long-term   non-cancelable
operating leases which may require the developer, who owns the property, to
reimburse  the Company for a portion of the construction costs.    However,
the  Company may decide to own the real estate assets of new theatres  and,
following construction, sell and leaseback the real estate assets  pursuant
to  long-term non-cancelable operating leases. During the thirty-nine weeks
ended December 28, 2000, four new theatres with 79 screens were leased from
developers.

      As of December 28, 2000, the Company had construction in progress  of
$68,496,000  and  reimbursable  construction  advances  (amounts  due  from
developers  and  lessors  on leased theatres) of  $1,782,000.  Construction
advances  were $30,581,000 as of December 30, 1999.  The Company had  seven
megaplexes with 128 screens under construction on December 28, 2000. During
the  thirty-nine  weeks ended December 28, 2000, the  Company  had  capital
expenditures  of  $90,563,000 compared with $236,863,000  during  the  same
period  in  the  prior year.  The Company expects capital  expenditures  in
fiscal year 2001 will approximate $125 million, down from $275 million  for
the  fiscal  year  ended  March 30, 2000. The Company  estimates  net  cash
requirements for capital expenditures for fiscal 2002 will approximate  $75
million.  The Company expects proceeds from sale and leaseback transactions
of $2.5 million for fiscal 2001.

      The  Company's  $425 million revolving credit facility  (the  "Credit
Facility") permits borrowings at interest rates based on either the  bank's
base  rate  or LIBOR and requires an annual commitment fee based on  margin
ratios  that could result in a rate of .375% or .500% on the unused portion
of  the  commitment.  The Credit Facility matures on April  10,  2004.  The
commitment  thereunder will be reduced by $25 million on each  of  December
31,  2002, March 31, 2003, June 30, 2003 and September 30, 2003 and by  $50
million  on  December  31,  2003. The total  commitment  under  the  Credit
Facility  is $425 million, but the facility contains covenants  that  limit
the  Company's ability to incur debt (whether under the Credit Facility  or
from  other sources).  As of December 28, 2000, the Company had outstanding
borrowings of $275,000,000 under the Credit Facility at an average interest
rate  of  9.3%  per  annum,  with approximately $86,000,000  available  for
borrowing under the Credit Facility.

     Covenants   under   the   Credit  Facility   impose   limitations   on
indebtedness,  creation  of  liens, change of  control,  transactions  with
affiliates,  mergers,  investments,  guaranties,  asset  sales,  dividends,
business activities and pledges.  In addition, the Credit Facility contains
certain  financial covenants.  The most restrictive of these covenants  are
the  Total Leverage Ratio and Cash Flow Coverage Ratio, as defined  in  the
Credit  Facility.   The Total Leverage Ratio requires a  maximum  ratio  of
6.0:1  through  (and including) March 29, 2001, 5.5:1 from March  30,  2001
through  (and  including)  March 28, 2002 and  5.0:1  each  fiscal  quarter
thereafter.   The  Cash Flow Coverage Ratio requires  a  minimum  ratio  of
1.40:1.   As of December 28, 2000, the Company's Total Leverage  Ratio  and
Cash  Flow  Coverage  Ratio complied with the covenants imposed by the
Credit Facility.

     Covenants under the Indentures relating to the Company's 9 1/2% Senior
Subordinated  Notes  due 2009 and the Company's 9 1/2% Senior  Subordinated
Notes  due  2011 are substantially the same and impose limitations  on  the
incurrence of indebtedness, dividends, purchases or redemptions  of  stock,
transactions  with  affiliates, and mergers and  sales  of  assets.  As  of
December  28,  2000,  the  Company was in  compliance  with  all  financial
covenants  relating to the Notes due 2009 and the Notes due 2011.  However,
as  of such date, under provisions of the Notes due 2009 and the Notes  due
2011,  the  Company  is  currently  prohibited  from  incurring  additional
indebtedness other than additional borrowings under the Credit Facility and
other  permitted  indebtedness, as defined in the  Indentures,  and  paying
dividends or making distributions in respect of its capital stock.

      The  Company  believes that cash generated from operations,  existing
cash  and  equivalents,  expected reimbursements from  developers  and  the
available commitment amount under its Credit Facility will be sufficient to
fund operations, planned capital expenditures and payments to landlords  to
terminate  leases on closed theatres for the next 12 months.   The  Company
may  also  enter  into  sale  leaseback transactions  for  certain  of  its
theatres.   However,  the  performance of films licensed  by  the  Company,
increased  competition  and  unforeseen changes in  operating  requirements
could  affect the Company's ability to continue to upgrade its  circuit  as
well as comply with certain financial covenants in the Credit Facility.

 Euro Conversion

      A single currency called the euro was introduced in Europe on January
1,  1999.  Certain member countries of the European Union adopted the  euro
as  their  common  legal  currency on that date.   Fixed  conversion  rates
between  these  participating countries' existing currencies  (the  "legacy
currencies") and the euro were established as of that date.  The transition
period  for the introduction of the euro is scheduled to phase  in  over  a
period  ending January 1, 2002, with the legacy currencies being completely
removed  from  circulation no later than September 30, 2002.   During  this
transition  period, parties may pay for items using either the  euro  or  a
participating country's legacy currency.

      The  Company currently operates one theatre in Portugal, two theatres
in  Spain  and  one in France.  These countries are member  countries  that
adopted  the  euro  as  of  January 1, 1999.  The Company  has  implemented
necessary  changes  to  accounting, operational,  and  payment  systems  to
accommodate the introduction of the euro.  The Company does not  anticipate
that  the  conversion  will  have a material  impact  on  its  consolidated
financial position, results of operations or cash flows.

New Accounting Pronouncements

      In    December    1999,  the  Securities   and   Exchange  Commission
("SEC")  issued  Staff Accounting Bulletin No.  101 ("SAB  101"),   Revenue
Recognition in Financial  Statements. SAB  101  draws  upon  the   existing
accounting   rules   and  explains  those  rules,  by  analogy,  to   other
transactions that the existing rules do not specifically address.  SAB  101
is  effective for all of the Company's fiscal quarters beginning March  31,
2000, requiring retroactive application  to  the beginning  of fiscal  year
2001   with   restatement, if necessary, of all quarters  for  the  current
fiscal  year.   As  a  result,  the Company expects to report a non-cash
cumulative  effect adjustment   to the Company's results of operations and
financial  position of  $15.8  million (net of tax benefit of $10.9 million)
as  of  March  31, 2000.   The Company expects that previously reported net
losses before  cumulative effect of an accounting change for the first,
second and third quarters  of fiscal 2001 will increase (decrease) by $(1.8)
million, $(4.9) million  and $1.7 million, respectively, as a result of the
accounting change.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

     The Company is exposed to various market risks including interest rate
risk  and  foreign currency exchange rate risk.  The Company does not  hold
any significant derivative financial instruments.

      Market  risk  on  variable-rate financial instruments.   The  Company
maintains  a  $425  million credit facility (the "Credit Facility"),  which
permits  borrowings at interest rates based on either the bank's base  rate
or  LIBOR.  Increases in market interest rates would cause interest expense
to  increase  and earnings before income taxes to decrease. The  change  in
interest  expense and earnings before income taxes would be dependent  upon
the  weighted  average outstanding borrowings during the  reporting  period
following  an  increase in market interest rates.  Based on  the  Company's
current  outstanding  borrowings under the Credit Facility  at  an  average
interest  rate  of  9.3% per annum, a 100 basis point  increase  in  market
interest rates would increase annual interest expense and decrease earnings
before income taxes by approximately $2.8 million.

     Market risk on fixed-rate financial instruments. Included in long-term
debt are $200 million of 9 1/2% Senior Subordinated Notes due 2009 and $225
million of 9 1/2% Senior Subordinated Notes due 2011.  Increases in  market
interest  rates would generally cause a decrease in the fair value  of  the
Notes  due  2009  and the Notes due 2011 and a decrease in market  interest
rates would generally cause an increase in fair value of the Notes due 2009
and the Notes due 2011.

      Foreign  currency  exchange  rates. The  Company  currently  operates
theatres  in Canada, Portugal, Spain, France, Japan, and China (Hong  Kong)
and is currently developing theatres in other international markets.  As  a
result  of these operations, the Company has assets, liabilities,  revenues
and  expenses denominated in foreign currencies. The strengthening  of  the
U.S.  dollar  against the respective currencies causes a  decrease  in  the
carrying  values of assets, liabilities, revenues and expenses  denominated
in such foreign currencies and the weakening of the U.S. dollar against the
respective  currencies causes an increase in the carrying values  of  these
items.  The  increases and decreases in assets, liabilities,  revenues  and
expenses  are included in accumulated other comprehensive income.   Changes
in  foreign  currency  exchange  rates also  impact  the  comparability  of
earnings  in  these countries on a year-to-year basis.  As the U.S.  dollar
strengthens,  comparative translated earnings decrease,  and  as  the  U.S.
dollar  weakens  comparative translated earnings  from  foreign  operations
increase.   Although the Company does not currently hedge  against  foreign
currency  exchange rate risk, it does not intend to repatriate  funds  from
the  operations  of its international theatres but instead intends  to  use
them  to  fund   current and future operations.  A 10% fluctuation  in  the
value  of the U.S. dollar against all foreign currencies of countries where
the  Company currently operates theatres would either increase or  decrease
earnings before income taxes and accumulated other comprehensive income  by
approximately $2.1 million and $14.5 million, respectively.


                        PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.

      A purported class action has been filed against the Company and Loews
Cineplex  Entertainment Corporation ("Loews") in the United States District
Court for the District of Columbia, Case No. 1:00CV00867, on behalf of  all
deaf individuals who desire to attend first run movies with captioning  and
interpretative  aids  at  theatres in the United States  which  are  owned,
operated  or controlled by the Company or Loews, alleging that the  Company
and  Loews  had  violated  the  ADA by failing  to  reasonably  accommodate
plaintiffs by implementing captioning and other interpretative  aids.   The
suit  seeks injunctive relief requiring the Company and Loews to  implement
captioning and other interpretative aids, attorneys' fees and costs.

      The  Company has entered its appearance and filed a motion to dismiss
the  complaint which is pending before the Court.  The Company  intends  to
deny the claim.

     As previously reported, on January 29, 1999, the Department of Justice
("DOJ") filed suit against the Company in the United States District  Court
for  the  Central District of California, United States of America  v.  AMC
Entertainment  Inc. and American Multi-Cinema, Inc.  The complaint  alleges
that  the Company has designed, constructed and operated two of its  motion
picture  theatres  in  the  Los  Angeles  area  and  unidentified  theatres
elsewhere  that have stadium-style seating in violation of DOJ  regulations
implementing  Title  III of the ADA and related "Standards  for  Accessible
Design"  (the  "Standards").   The  complaint  alleges  various  types   of
non-compliance  with the DOJ's Standards, but relates primarily  to  issues
relating  to  lines  of  sight.  The DOJ seeks declaratory  and  injunctive
relief  regarding existing and future theatres with stadium-style  seating,
compensatory damages and a civil penalty.

      The  current  DOJ position appears to be that theatres  must  provide
wheelchair seating locations and transfer seats with viewing angles to  the
screen  that  are  at  the  median or better, counting  all  seats  in  the
auditorium.   Heretofore,  the  Company has attempted  to  conform  to  the
evolving  standards  imposed by the DOJ and believes its  theatres  are  in
substantial  compliance with the ADA.  However, the Company  believes  that
the  DOJ's  current position has no basis in the ADA or related regulations
and  is an attempt to amend the ADA regulations without complying with  the
Administrative  Procedures Act.  The Company filed an  answer  denying  the
allegations and asserting that the DOJ was engaging in unlawful rulemaking.
A similar claim was made by another exhibitor, Cinemark USA, Inc. v. United
States Department of Justice, United States District Court for the Northern
District of Texas, Case No. 399CV0183-L.

      In  Lara v. Cinemark USA, Inc., No. 99-50204, the United States Court
of Appeals for the Fifth Circuit rejected the DOJ's current position, which
the  court characterized as merely a litigation position and held that  the
regulations  under  the ADA do not impose a viewing angle  requirement  for
wheelchair locations.  Based upon the Fifth Circuit's decision, the  United
States  District Court of the Central District of California has  dismissed
the  Company's  claim  asserting  that the  DOJ  had  engaged  in  unlawful
rulemaking.   The similar claim made by Cinemark USA, Inc.  in  the  United
States  District Court for the Northern District of Texas was dismissed  on
the same ground.

      Although  no  assurances can be given, based  on  existing  precedent
involving stadiums or stadium seating, the Company believes that an adverse
decision in this matter is not likely to have a material adverse effect  on
its  financial  condition, liquidity or results  of  operations.   However,
there have been only a few cases involving stadiums or stadium seating.

      For information on other legal proceedings to which the Company is  a
party,  reference  is  also  made to Item  3.   Legal  Proceedings  of  the
Company's  Annual Report on Form 10-K for the fiscal year ended  March  30,
2000.

      The  Company  is party to various legal proceedings in  the  ordinary
course  of  business, none of which is expected to have a material  adverse
effect on the Company.


Item 4.   Submission of Matters to a Vote of Security Holders

(a)   The  Company held its Annual Meeting of Stockholders on November  30,
2000.

(b)   At  the  meeting,  the  following matters  were  voted  upon  by  the
stockholders:

  (i) The election of Directors for the upcoming year.

      (ii)  A  proposal to ratify the appointment of PricewaterhouseCoopers
      LLP  as  independent accountants of the Company for the  fiscal  year
      ending March 29, 2001.

     The Board of Directors of the Company is composed of five (5) members.
Three  (3)  of the directors are elected by the holders of Class  B  Stock,
voting  as a class, and two (2) of the directors are elected by the holders
of Common Stock, voting as a class.

      The  following were the nominees of management voted upon and elected
by  the  holders of the Company's Class B Stock and Common Stock as of  the
record date:

          Class B Stock            Common Stock
          ---------------------         ---------------------
          Peter C. Brown           W. Thomas Grant, II
          Charles J. Egan, Jr.     Charles S. Paul
          Paul E. Vardeman

   All of the shares of Class B Stock (4,041,993 shares) were voted for the
nominees  of  management.  In the election of directors by the  holders  of
Common  Stock,  there were 15,744,616 votes "for" W. Thomas Grant,  II  and
104,379  votes  "against" and 15,752,785 votes "for" Charles  S.  Paul  and
96,210 votes "against".

    The total votes cast concerning the ratification of the appointment  of
PricewaterhouseCoopers LLP were as follows: 56,193,149 voted "for",  68,254
voted "against" and 7,422 "abstentions".

Item 6.   Exhibits and Reports on Form 8-K.

(a)  Exhibits


                               EXHIBIT INDEX

EXHIBIT NUMBER DESCRIPTION
---------------------

3.1             Amended  and Restated Certificate of Incorporation  of  AMC
                Entertainment  Inc.  (as  amended  on  December  2,   1997)
                (Incorporated by reference from Exhibit 3.1 to AMCE's  Form
                10-Q (File No. 1-8747) dated January 1, 1998).

3.2             Bylaws   of   AMC   Entertainment  Inc.  (Incorporated   by
                reference  from Exhibit 3.3 to AMCE's Form 10-Q  (File  No.
                0-12429) for the quarter ended December 26, 1996).

4.1(a)          Amended  and  Restated Credit Agreement dated as  of  April
                10,  1997,  among AMC Entertainment Inc., as the  Borrower,
                The  Bank of Nova Scotia, as Administrative Agent, and Bank
                of  America  National  Trust and  Savings  Association,  as
                Documentation  Agent,  and Various Financial  Institutions,
                as  Lenders, together with the following exhibits  thereto:
                significant  subsidiary guarantee, form of notes,  form  of
                pledge  agreement  and form of subsidiary pledge  agreement
                (Incorporated  by  reference  from  Exhibit  4.3   to   the
                Company's Registration Statement on Form S-4 (File No. 333-
                25755) filed April 24, 1997).

4.1(b)          Second  Amendment, dated January 16, 1998, to  Amended  and
                Restated  Credit  Agreement dated  as  of  April  10,  1997
                (Incorporated  by  Reference  from  Exhibit  4.2   to   the
                Company's  Form  10-Q  (File No. 1-8747)  for  the  quarter
                ended January 1, 1998).

4.1(c)          Third  Amendment,  dated March 15,  1999,  to  amended  and
                Restated  Credit  Agreement dated  as  of  April  10,  1997
                (Incorporated by reference from Exhibit 4 to the  Company's
                Form 8-K (File No. 1-8747) dated March 25, 1999).

4.1(d)          Fourth  Amendment,  dated March 29, 2000,  to  Amended  and
                Restated  Credit  Agreement dated as  of  April  10,  1997.
                (Incorporated  by  reference from  Exhibit  4.1(d)  to  the
                Company's  Form  10-K  (file 1-8747) for  the  fiscal  year
                ended March 30, 2000).

4.2(a)          Indenture   dated   March   19,   1997,   respecting    AMC
                Entertainment Inc.'s 9 1/2% Senior Subordinated  Notes  due
                2009  (Incorporated by reference from Exhibit  4.1  to  the
                Company's  Form  8-K  (File No.  1-8747)  dated  March  19,
                1997).

4.2(b)          First  Supplemental Indenture respecting AMC  Entertainment
                Inc.'s   9   1/2%  Senior  Subordinated  Notes   due   2009
                (Incorporated   by   reference  from  Exhibit   4.4(b)   to
                Amendment  No.  2. to the Company's Registration  Statement
                on Form S-4 (File No.333-29155) filed August 4, 1997).


4.2(c)          Agreement   of  Resignation,  Appointment  and  Acceptance,
                dated  August 30, 2000, among the Company, The Bank of  New
                York  and HSBC Bank USA respecting AMC Entertainment Inc.'s
                9  1/2%  Senior Subordinated Notes due 2009.  (Incorporated
                by  reference  from  Exhibit 4.2(c) to the  Company's  10-Q
                (File  No.  1-8747)  for the quarter  ended  September  28,
                2000.)

4.3             Indenture, dated January 27, 1999, respecting AMC
          		    Entertainment Inc.'s 9 1/2% Senior Subordinated Notes due
                2011 (Incorporated by reference from Exhibit 4.3 to the
                Company's 10-Q (File No. 1-8747) for the quarter ended
                December 31, 1998.

4.3(a)          Agreement   of  Resignation,  Appointment  and  Acceptance,
                dated  August 30, 2000, among the Company, The Bank of  New
                York  and HSBC Bank USA respecting AMC Entertainment Inc.'s
                9  1/2%  Senior Subordinated Notes due 2011.  (Incorporated
                by  reference  from  Exhibit 4.3(a) to the  Company's  10-Q
                (File  No.  1-8747)  for the quarter  ended  September  28,
                2000.)

4.4             Registration  Rights Agreement, dated January 27, 1999,
                respecting AMC Entertainment Inc.'s 9 1/2% Senior Subordinated
                notes due 2011 (Incorporated by reference from Exhibit 4.4 to
                the Company's 10-Q (File No. 1-8747) for the quarter ended
                December 31, 1998).

4.5             In accordance  with  Item 601(b)(4)(iii)(A) of Regulation S-K,
                certain instruments respecting long-term debt of the Registrant
                have been omitted but will be furnished to the Commission
                upon request.
______
-------

(b)  Reports on Form 8-K

           No reports on Form 8-K were filed or required to be filed during
     the thirteen weeks ended December 28, 2000.


SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act  of  1934,
the  registrant has duly caused this report to be signed on its  behalf  by
the undersigned thereunto duly authorized.


                                              AMC ENTERTAINMENT INC.




Date:  February 2, 2001                      /s/   Peter C. Brown
                                             ----------------------------
                                             Peter C. Brown
                                             Chairman of the Board,
                                             Chief  Executive  Officer  and
                                             President



Date:  February 2, 2001                      /s/    Craig R. Ramsey
                                             ----------------------------
                                             Craig R. Ramsey
                                             Senior Vice President,
                                             Finance,
                                             Chief Financial Officer and
                                             Chief Accounting Officer







</TEXT>
</DOCUMENT>
</SUBMISSION>
