SEC FORM 4/A

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BURNS MICHAEL RAYMOND

(Last)

(First)

(Middle)

2700 COLORADO AVENUE,

SUITE 200

(Street)

SANTA MONICA

90404

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LIONS GATE ENTERTAINMENT CORP /CN/ [ LGF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)
08/15/2006

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	08/11/2006		M		375,000⁽¹⁾	A	$5	508,199	D
Common Shares	08/11/2006		D		375,000⁽¹⁾	D	$9.27⁽²⁾	133,199⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Share appreciation rights	$5	08/11/2006		M			375,000⁽¹⁾	⁽⁴⁾	08/31/2006	Common Shares	375,000	$0	0	D

Explanation of Responses:

1. Represents 375,000 share appreciation rights ("SARs") that give Mr. Burns the right to receive a cash payment equal to the increase in the market price of the Issuer's common shares over the exercise price. The SARs have an exercise price of $5.00, and are exercisable provided that the average closing trading price of the Issuer's common shares on the NYSE for any 20-day period prior to exercise is at least $6.00. Mr. Burns' SARs were scheduled to expire August 31, 2006, and would have been forfeited on that date if not exercised.

2. Based on the 20-day average closing price for the Issuer's common shares on the NYSE ending the day prior to the day Mr. Burns exercised his share appreciation rights.

3. The 133,199 includes: (i) 70,000 restricted share units granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer, that are generally scheduled to vest in two equal annual installments beginning on the anniversary of the grant date of June 27, 2005, and (ii) 20,000 restricted share units granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer, that are generally scheduled to vest in two equal annual installments beginning on the anniversary of the grant date of June 13, 2006.

4. Exercisable if the average closing trading price of the Issuer's common shares on the NYSE for the period of any 20 consecutive trading days that occurred prior to the date of exercise was not less than $6.00.

	/s/ Wayne Levin, Power of Attorney	08/16/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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