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VIA EDGAR AND COURIER

Amanda Ravitz

Branch Chief – Legal

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Amendment No. 2 to Registration Statement on Form S-4

Filed September 15, 2009

File No. 333-159991

Form 10-K for Fiscal Year Ended December 31, 2008

Filed March 5, 2009

File No. 001-32601

Form 10-Q for the Fiscal Quarter Ended June 30, 2009

Filed August 6, 2009

File No. 001-32601

Dear Ms. Ravitz:

On behalf of Live Nation, Inc. (“Live Nation”) we hereby submit responses to the Staff’s comments regarding Live Nation’s Amendment No. 2 to the Registration Statement on Form S-4 (the “Registration Statement”) filed on September 15, 2009 (“Amendment No. 2”), Live Nation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 (the “Live Nation Form 10-K”), and Live Nation’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2009 (the “Live Nation Form 10-Q”), as set forth in the Securities and Exchange Commission’s letter to Michael G. Rowles, Esq., dated October 8, 2009 (the “Comment Letter”). We have also included in this letter, where relevant, responses forwarded to us by counsel to, and/or representatives of, Ticketmaster Entertainment, Inc. (“Ticketmaster Entertainment”) regarding the Staff’s comments to the Registration Statement. Additionally, herewith filed with EDGAR is a complete copy of Amendment No. 3 to the Registration Statement on Form S-4 (“Amendment No. 3”), including exhibits.

We are also providing via courier five copies of Amendment No. 3, including exhibits and two copies of Amendment No. 3 marked to show changes from Amendment No. 2. We are providing courtesy copies of Amendment No. 3 including a version marked for changes, to Claire Erlanger, Linda Cvrkel and Matthew Spitzer.

October 21, 2009

Amendment No. 3 incorporates changes responsive to the comments set forth in the Comment Letter. For your convenience, we have repeated each of the Staff’s comments in bold prior to the response. All references to page numbers and footnotes of the Registration Statement in the responses below each heading are to the pages or footnotes, respectively, in Amendment No. 3. The references to page numbers and footnotes of the Registration Statement in the headings are to Amendment No. 2.

Registration Statement on Form S-4

Summary, page 10

The Staff’s comment is acknowledged and the following documentation is being supplementally provided to the Staff via courier along with this letter to support the statement that Ticketmaster Entertainment is the “world’s leading live entertainment ticketing and marketing company based upon the number of tickets sold”:

Interests of Directors and Executive Officers, page 15

The disclosure on pages 15 and 16 has been revised in response to the Staff’s comment.

2

October 21, 2009

Risk Factors, page 32

The disclosure on page 38 has been revised in response to the Staff’s comment.

The exchange ratio is subject to adjustment prior to completion of the merger, page 33

The disclosure on page 34 has been revised in response to the Staff’s comment.

The combined company will have substantial indebtedness, page 37

The disclosure on pages 38, 66, 117 and 276 has been revised in response to the Staff’s comment.

If the merger is completed, the terms of Live Nation Worldwide’s agreement with CTS will cause Live Nation Worldwide to incur ongoing costs and could reduce operational efficiencies that the combined company might otherwise obtain through the merger, page 37

The Staff is respectfully advised that Live Nation is currently operating its ticketing platform under a ten-year contract with CTS in the United States and several other countries. All costs related to the CTS agreement are currently recorded on the income statement of Live Nation. There are no additional costs under the CTS agreement that will be incurred solely due to the Merger, and, as a result, no adjustment to the pro forma income statement is required for the CTS agreement.

In addition, Live Nation does not believe that any additional disclosure is required or appropriate at this time as the financial statement impacts of the CTS agreement are part of Live Nation’s current operations. Live Nation will continue to review the impact of the CTS agreement to ensure that future disclosures in Live Nation’s Exchange Act filings, including in the MD&A, are adequate.

3

October 21, 2009

The Merger could cause the Ticketmaster spin-off to become a taxable transaction, page 38

The disclosure on page 40 has been revised in response to the Staff’s comment.

Background of the Merger, page 57

The disclosure on page 60 has been revised in response to the Staff’s comment to clarify that the $40 million estimate includes only operating synergies. The Staff is respectfully advised that although the Live Nation board of directors and its financial advisors analyzed certain other types of possible synergies, the Live Nation board of directors only relied on estimated operating synergies and only estimated operating synergies have been disclosed because such other types of synergies were determined to be speculative and/or difficult to estimate. In addition, the Staff is further respectfully advised that certain estimated operating synergies were presented to the companies’ respective boards of directors as both before-tax and after-tax estimates. The disclosure on page 60 has also been revised to clarify that the $40 million of estimated operating synergies represents an after-tax estimate.

The disclosure on page 58 has been revised in response to the Staff’s comment.

The disclosure on page 60 has been revised in response to the Staff’s comment.

Live Nation’s Reasons for the Merger, page 61

The disclosure on page 63 has been revised in response to the Staff’s comment.

4

October 21, 2009

Ticketmaster Entertainment’s Reasons for the Merger, page 66

The disclosure on page 68 has been revised in response to the Staff’s comment.

The disclosure on page 67 has been revised in response to the Staff’s comment.

Opinions of Live Nation’s Financial Advisors, page 74

The Staff is respectfully advised that neither Live Nation nor Ticketmaster Entertainment has completed any material acquisition or, with the exception of the Merger Agreement, entered into any strategic agreement for any material acquisition since February 8, 2009, the earliest of the dates on which the opinions of Live Nation’s and Ticketmaster Entertainment’s respective financial advisors were delivered. In response to the Staff’s comment, Live Nation has, however, revised the disclosure on page 56 to clarify the timing of the acquisitions referenced in the Staff’s comment.

Certain Financial Forecasts, page 70

The Staff is respectfully advised that Live Nation has been advised by Goldman Sachs that financial projection line items included in its board presentation but not disclosed in the Registration Statement were included in Goldman Sachs’ board presentation for presentation purposes only but were not a primary basis of any of its financial analysis. Therefore, Live Nation has disclosed the financial projection line items that were primarily relied on by each of Live Nation’s financial advisors.

5

October 21, 2009

Discounted Cash Flow Analysis, page 78

We presume that the Staff’s comment refers to the following sentence in the description of the Present Value of Future Theoretical Share Price Analysis that began on page 79 of Amendment No. 2: “The range of enterprise value to forward EBITDA multiples used by Goldman Sachs in this analysis was derived by Goldman Sachs utilizing its professional judgment and experience.” The disclosure on pages 80 and 81 has been revised in response to the Staff’s comment.

In addition, in regard to the description of Deutsche Bank’s fairness opinion, the disclosure on pages 86 and 87 has also been revised to provide more meaningful information about how multiples were selected.

The disclosure on pages 80 and 81 has been revised in response to the Staff’s comment.

The disclosure on page 80 has been revised in response to the first sentence of the Staff’s comment.

In response to the second sentence of the Staff’s comment, the Staff is respectfully advised that both the Discounted Cash Flow Analysis and the Present Value of Future Theoretical Share Price Analysis were prepared by Goldman Sachs for purposes of providing its opinion to the Live Nation board of directors as to the fairness from a financial point of view to Live Nation of the exchange ratio pursuant to the Merger Agreement. The Staff is respectfully referred to page 82, which states that in arriving at its fairness determination, Goldman Sachs considered the results of all of its analyses and did not attribute any particular weight to any factor or analysis considered by it; rather, Goldman Sachs made its determination as to fairness on the basis of its experience and professional judgment after considering the results of all of its analyses.

Discounted Cash Flow Analysis, page 84

The disclosure on pages 86 and 87 has been revised in response to the Staff’s comment.

6

October 21, 2009

Value Accretion/Dilution Analysis, page 85

The Staff is respectfully advised that the Value Accretion/Dilution Analysis contains numerical data under the sub-bullets labeled “Discounted cash flow-based intrinsic value analysis” and “Trading multiples-based value analysis,” each of which is a part of the Value Accretion/Dilution Analysis. Additionally, the disclosure on page 87 has been revised in response to the Staff’s comment.

Discounted Cash Flow Analysis, page 94

The disclosure on pages 97 and 99 has been revised in response to the Staff’s comment.

Contribution Analysis, page 97

The disclosure on page 100 has been revised in response to the Staff’s comment.

The Merger Agreement, page 109

Live Nation and Ticketmaster Entertainment respectfully advise the Staff that each of Live Nation and Ticketmaster Entertainment has been provided with a form of tax opinion from Latham & Watkins LLP and Wachtell, Lipton, Rosen & Katz, respectively. The forms of these opinions have been filed as Exhibits 8.1 and 8.2, respectively. These opinions will be executed and delivered by the respective law firms at a later date, and Live Nation and Ticketmaster Entertainment will file such signed opinions as exhibits to the Form S-4 prior to the effectiveness of the Registration Statement.

The disclosure on pages 123 and 124 has been revised accordingly.

7

October 21, 2009

Accounting Treatment, page 110

Also, although Liberty Media will own just less than 15% of the combined company, you indicate that you believe a single stockholder voting interest in excess of 25% is a more notable factor in terms of influence. Please explain to us your basis for this conclusion and why you do not believe that the guidance in SFAS No. 141R that “the acquirer usually is the combining entity whose single owner or organized group of owners holds the largest minority voting interest in the combined entity” would apply in this situation. Also, please explain how you considered the existence of the two board seats to be nominated by Liberty Media in your determination that Liberty Media is not a significant minority interest.

As the Staff has indicated, Topic 810 of the Codification states that the usual condition for a controlling financial interest is ownership of a majority voting interest, and therefore, as a general rule ownership by one entity, directly or indirectly, of more than 50% of the outstanding voting shares of another entity is a condition pointing toward consolidation. While Live Nation and Ticketmaster Entertainment agree that the fact that holders of Ticketmaster Entertainment common stock will receive shares of Live Nation common stock that represent 50.01% of the equity interests of the combined company points toward Ticketmaster Entertainment being deemed to be the accounting acquirer, Live Nation and Ticketmaster Entertainment do not believe that this post-closing ownership stake is a presumptive factor in determining the accounting acquirer when the ownership split is almost identical and numerous other factors indicate that the power to control may lie with the other party. Although Live Nation and Ticketmaster Entertainment have always considered the Merger to be a “merger of equals,” the companies jointly determined that, from a capital structure perspective, the most favorable transaction structure was one in which the former holders of Ticketmaster Entertainment common stock would hold slightly in excess of 50% of the voting interests of the combined company because, if the transaction had been structured such that each company’s respective stockholders held 50% of the voting interests of the combined company following the completion of the Merger, Live Nation and Ticketmaster Entertainment believed that the transaction might have required additional consents or repurchases from certain of the Ticketmaster Entertainment creditors. Therefore, judgment is required when the combining entities are of nearly equal value or the shareholders of one entity do not clearly control the combined entity based on voting interests. Topic 805 of the Codification outlines the factors that should be considered in addition to the ownership interest if the ownership interest does not clearly indicate the accounting acquirer. These additional factors were considered by Live Nation and Ticketmaster Entertainment and are outlined in the Registration Statement on pages 118 through 120. Based on the analysis of such factors, Live Nation and Ticketmaster Entertainment believe that Live Nation is the deemed accounting acquirer due to the fact that (1) Live Nation is issuing its common stock to acquire Ticketmaster Entertainment and is paying the exchange ratio premium in the transaction, (2) in terms of revenue, total asset balance and net assets, Live Nation is larger than Ticketmaster Entertainment and (3) the composition of the post-closing senior management of the combined company favors Live Nation.

8

October 21, 2009

With regard to the Staff’s question related to Liberty Media’s post-closing ownership stake, Live Nation and Ticketmaster Entertainment continue to believe that a 25% threshold is appropriate when determining which minority interest holders might be able to exercise significant influence. As the Staff is aware, the Codification does not contain a specific percentage to use. However, other parts of the Codification, specifically Topic 323 related to equity method investments, consider an investment of 20% or more as presumptive evidence of an investor’s ability to exercise significant influence while an investment below 20% is viewed as presumptive evidence that the investor does not have such ability. As noted in the Registration Statement, Liberty Media will own less than 15% of the voting interests of the combined company and therefore, in accordance with the equity method accounting guidance, would not be considered to have significant influence over the combined company. Furthermore, Live Nation has historically had several institutional investors holding greater than 5% interests, so it is believed that there will not be one particular minority stockholder who will be able to significantly influence the combined company.

Finally, as to the Staff’s question related to Liberty Media’s ability to nominate up to two of Ticketmaster Entertainment’s initial seven candidates for the combined company’s board of directors, the parties do not believe that this is a factor that provides additional influence in favor of either company being deemed the acquirer for accounting purposes because Liberty Media’s board seats are a part of, not in addition to, the total number of board seats initially designated by Ticketmaster Entertainment. The Staff is also respectfully advised that Liberty Media has not been provided with any special voting rights with respect to matters to be voted on by the stockholders of the combined company. As previously discussed, significant influence under equity accounting rules requires a voting interest of at least 20% but Liberty Media’s board seats, at two of the fourteen total seats, represent less than 15% of the total board representation and are therefore less than the level required for significant influence on board matters. As a result, Live Nation and Ticketmaster Entertainment respectfully continue to believe that Liberty Media’s right to nominate members to the board of directors of the combined company does not weigh in favor of either company being deemed the acquirer for accounting purposes.

Material U.S. Federal Income Tax Consequences, page 116

Please refer to the response to comment 23 above.

Employment Agreements, page 182

The disclosure on pages 184 and 191 has been revised in response to the Staff’s comment.

9

October 21, 2009

Ticketmaster Entertainment’s Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations for the Three and Six Months Ended June 30, 2009 Compared to the Three and Six Months Ended June 30, 2008, page 247

The Staff is respectfully advised that as a result of a change in business conditions and decreased operating results of certain international operations in the first six months of 2009, Ticketmaster Entertainment evaluated the remaining useful life of certain international ticket agreement intangible assets in accordance with Topic 350-30-35-9 of the Codification. Ticketmaster Entertainment determined that the circumstances warranted a revision to the remaining period of amortization. Ticketmaster Entertainment determined that the intangible assets did not have a useful life beyond the second quarter of 2009, and as such, Ticketmaster Entertainment accelerated the amortization of these assets in order to fully amortize the assets by the end of the second quarter of 2009. Ticketmaster Entertainment recorded additional amortization expense related to the ticketing agreement intangible assets of $5.1 million in the second quarter of 2009, which is reflected in the Ticketing segment of Ticketmaster Entertainment’s business.

A new Note 14 – Intangible Amortization has been added to FIN-78 in response to the Staff’s comment and, in addition, page 262 has been revised to explain the nature and timing of the aforementioned facts and circumstances.

Liquidity and Capital Resources, page 264

The disclosure on page 276 has been revised in response to the Staff’s comment.

10

October 21, 2009

Unaudited Pro Forma Condensed Combined Financial Statements, page 306

Note 1. Basis of Pro Forma Presentation, page 311

The pro forma financial statements on pages 318 through 320 have been revised in response to the Staff’s comments.

Certain employment agreements of Ms. Willard and Messrs. Rowles, Korman, Regan, and Riley have been revised in the ordinary course, as the Staff has indicated. The Staff is respectfully advised, however, that these agreements are already effective and are not directly attributable to the Merger. Therefore, Live Nation and Ticketmaster Entertainment do not believe that a pro forma adjustment is appropriate for these agreements.

The agreements that are directly attributable to the Merger are the agreements regarding the terms of employment with Messrs. Rapino and Azoff related to their future employment with the combined company. The unaudited pro forma condensed combined financial statements have been revised to give effect to such employment agreements, which Messrs. Rapino and Azoff have entered into with Live Nation and Ticketmaster Entertainment, respectively, since the date of Amendment No. 2.

11

October 21, 2009

Footnote (4), page 312

Live Nation and Ticketmaster Entertainment confirm that the simplified method was used for all periods. The disclosure in footnote (4) on page 322 has been revised in response to the Staff’s comment. Additionally, the interim financial statements of Ticketmaster Entertainment for the six months ended June 30, 2009 on page FIN-73 have been similarly revised in response to the Staff’s comment to meet the disclosure requirements of SAB 110.

The disclosure on pages 324, 325 and 326 has been revised in response to the Staff’s comment to include additional detail regarding the significant assumptions used in valuing the intangible assets.

Note 2. Pro Forma Adjustments, page 315

Adjustments to Balance Sheets, page 315

Footnote (l), page 317

The disclosure in footnote (l) on page 328 has been revised in response to the Staff’s comment to (i) state the future service requirements, (ii) clarify that as services are performed, the liability will increase, and (iii) provide an estimate of how much expense and liability is expected to be incurred over the service period.

12

October 21, 2009

Footnote (q), page 318

The disclosure in footnote (q) on page 329 has been expanded in response to the Staff’s comment to include the name and date of the recent acquisition and the control and liquidity premiums used in determining fair value.

Footnote (t), page 319

Also, the amortization expense for the non-compete agreements do not appear consistent with the useful life range of 1-5 years. Please clearly explain in footnote (t) how you determined the amortization expense for each intangible asset category.

The disclosure in footnote (t) on page 330 has been expanded in response to the Staff’s comment to provide additional information related to the amortization expense calculations.

Footnote (u), page 319

Also, based on the disclosures provided in footnotes (u1) and (u2) we are still unclear as to how the adjustments to interest expense in connection with the Ticketmaster spinoff and the merger transaction for the year ended December 31, 2008 and the six months ended June 30, 2009 were calculated or determined. Please revise the notes to the pro forma financial information to include a schedule that shows the significant components of each of these adjustments as well as the specific assumptions (i.e., outstanding balances of debt, interest rates, etc) that were used to calculate or determine each of these adjustments.

The Staff is respectfully advised that the fees and costs associated with amending the Ticketmaster Entertainment credit facility have not yet been finalized. As such, no pro forma adjustment was recorded to accrue for these costs. Once these fees and other costs are finalized, an adjustment will be recorded to liabilities.

13

October 21, 2009

The disclosure in footnotes (u1) and (u2) on pages 331 and 332 has been revised in response to the Staff’s comments to include schedules showing significant components and assumptions used to calculate the interest expense adjustments.

Footnote (u2), page 320

The disclosure in footnote (u2) on page 332 has been revised to remove the discussion of the impact of extinguishment of debt. Live Nation has clarified and revised the disclosure to conclude that the deferred financing fees have no fair value and are eliminated in acquisition accounting as opposed to accounting for the loss as an extinguishment of debt upon consummation of the merger. The $23.3 million balance of deferred financing fees has been included in the pro forma adjustments to eliminate short- and long-term deferred financing fees in footnotes (a) and (e) on page 326.

Footnote (u4) on page 321

The disclosure in footnote (u4) on pages 332 and 333 has been revised in response to the Staff’s comment to disclose the method and period over which the discount on the Ticketmaster Entertainment Senior Notes is being accreted to interest expense.

The Staff is respectfully advised that the following explanation is for the pro forma amounts as they existed in Amendment No. 2 in order to tie to the tax provision amount of $0.9 million referenced in the Staff’s comment. As discussed further in the paragraph following the table provided, there have been slight changes to the tax provision in this Amendment No. 3, but the change is not significant and the methodology as described below is the same. For the six months ended June 30, 2009, the combined effect from pro forma adjustments on income from continuing operations is a net combined increase in income from continuing operations, before income taxes, of $17.0 million. The net increase in income from continuing operations is attributable to a net decrease in earnings from Ticketmaster Entertainment operations of $19.3 million and an increase in earnings from Live Nation operations of $36.3 million. Based upon the current legal and tax structure of Live Nation and Ticketmaster Entertainment and the expected structure of the combined company post-merger, the companies are not expected to file a consolidated tax return. Accordingly, the tax impacts of the pro forma adjustments have been computed on a separate company basis.

14

October 21, 2009

As illustrated in the table below, the Ticketmaster Entertainment pro forma adjustments which result in a reduction to earnings of $19.3 million, include the elimination of gross profit on sales transactions with Live Nation entities. While it is appropriate to eliminate these intercompany transactions in the pro forma adjustments, this intercompany profit is not expected to be eliminated for income tax purposes and therefore no tax effect is given to those particular pro forma adjustments. After this adjustment, the net remaining tax benefit for the six months ended June 30, 2009 is $0.6 million (calculated using an effective rate of 40%).

Additionally, a pro forma tax expense adjustment of $1.5 million associated with the reversal of tax benefits previously established by Ticketmaster Entertainment in connection with deferred compensation accounts for the difference between the expected benefit based on the pro forma adjustments discussed above of $0.6 million and the net pro forma income tax expense of $0.9 million. The $1.5 million pro forma tax adjustment is not associated with any pre-tax pro forma adjustment but rather takes into account that the Merger would require changes to the employment arrangement for a key employee of Ticketmaster Entertainment and the changes would constitute a material modification of a stock grant award for federal income tax purposes. As a consequence, the material modification causes a deferred tax benefit previously recorded by Ticketmaster Entertainment to be lost.

15

October 21, 2009

Live Nation pro forma adjustments are all attributable to activities in the United States. For U.S. federal income tax purposes, pro forma tax effects are anticipated to reduce losses otherwise incurred during the period presented and therefore no tax effect is given to the Live Nation pro forma adjustments.

Tax Effects of Acquisition Accounting Pro Forma Adjustments

For the Six Months Ended June 30, 2009

Total pro forma adjustments to income tax expense for the six months ended June 30, 2009 now total $1.6 million. The net increase of $0.7 million from the pro forma adjustment previously reported is attributable to a reduction of tax benefits of $0.9 million, due to a $2.4 million reduction of amortization expense, and a tax benefit of $0.2 million, associated with $0.6 million of compensation costs that had not been included in the previously reported pro forma adjustments. Pre-tax pro forma non-cash compensation adjustments now include non-cash compensation costs of $0.9 million for which no tax has been provided as these costs are expected to be non-deductible for federal and state income tax purposes.

16

October 21, 2009

Audited Financial Statements of Ticketmaster Entertainment for the year ended December 31, 2008

Consolidated Statements of Operations, page FIN-3

Consolidated Statements of Temporary Equity and Equity, page FIN-5

The Staff is respectfully advised that the Consolidated Statements of Temporary Equity and Equity on page FIN-5 have been reconciled and revised in response to the Staff’s comment to properly show the amount of net losses allocated to redeemable controlling interests and other noncontrolling interests.

Note 2. Summary of Significant Accounting Policies

- Recent Accounting Pronouncements - Non-Controlling Interests in Consolidated Financial

Statements, page FIN-18

The Staff is respectfully advised that Ticketmaster Entertainment will file amendments to its quarterly reports on Form 10-Q for the quarters ended March 31, 2009 and June 30, 2009, as requested by the Staff to correct the classification of noncontrolling interests, and is expected to be completed by November 9, 2009.

17

October 21, 2009

Note 11. Temporary Equity and Equity, page FIN-37

The Staff is respectfully advised that the issuance of 1,750,000 restricted shares of the Ticketmaster Entertainment Series A preferred stock was conducted as part of an exchange of equity awards in October 2008. As the shares were issued in connection with Ticketmaster Entertainment’s acquisition of a controlling interest in Front Line, they were accounted for as an exchange of equity instruments in a business combination in accordance with SFAS 123R and Ticketmaster Entertainment recorded the $8.8 million as temporary equity representing the vested portion of the fair value based on the requisite service period that had passed.

The disclosure in Note 11 – Temporary Equity and Equity on page FIN-38 has been revised in response to the Staff’s comment to clarify the accounting treatment of the Ticketmaster Entertainment Series A preferred stock.

Also, please disclose in the notes to the Company’s financial statements the nature and terms of the acquisition transactions that occurred during 2008 which resulted in the $42,820 increase in redeemable non-controlling interests during the period, as it appears from Note 3 that only $17,604 of the purchase price for Front Line was allocated to non-controlling interests.

The disclosure in Note 11 – Temporary Equity and Equity on page FIN-39 has been revised in response to the Staff’s comment to further explain the nature and terms of the amounts recorded in temporary equity as redeemable noncontrolling interests and the amounts recorded in permanent equity as noncontrolling interests.

18

October 21, 2009

The Staff is respectfully advised of the following nature and terms of the redeemable noncontrolling interests:

The currently redeemable put arrangements held by the noncontrolling interests of certain subsidiaries of Ticketmaster Entertainment had an estimated redemption fair value of $1.3 million and $7.8 million as of December 31, 2008 and 2007, respectively.

Ticketmaster Entertainment acquired (the “Acquisition”) a controlling interest in Front Line Management Group (“Front Line”) on October 29, 2008, increasing Ticketmaster Entertainment’s ownership interest from 39.4% to 82.3%. As of December 31, 2008, 81.17% of the common stock of Front Line held by noncontrolling interests included put arrangements that were not currently redeemable. These shares of Front Line common stock had an estimated fair value of $51.2 million as of December 31, 2008. The shares of Front Line common stock held by the minority interests are redeemable at differing dates as specified in the Acquisition. Per the terms of the Acquisition, 17,279 shares are redeemable on October 29, 2011, 5,271 shares are redeemable on October 29, 2013 and the remaining 174 shares are redeemable on January 24, 2015; these shares of Front Line common stock had estimated redemption fair values of $38.9 million, $11.9 million and $0.4 million, respectively, as of December 31, 2008. For the year ended December 31, 2008, in accordance with EITF D-98, Ticketmaster Entertainment has accreted $0.5 million of the change from book value to the redemption fair value using the interest method. The carrying value of these shares of Front Line common stock, including the recorded accretion, was $28.9 million as of December 31, 2008.

Additionally, the founder of Front Line and the Azoff Family Trust hold options and restricted stock in Front Line that included put arrangements exercisable at the option of the holder on October 29, 2013, subject to vesting. The options and restricted stock had estimated redemption fair value of $19.3 million as of December 31, 2008. For the year ended December 31, 2008, in accordance with EITF D-98, Ticketmaster Entertainment has accreted $0.2 million of the change from book value to the redemption fair value using the interest method. The carrying value of the options and restricted stock, including the recorded accretion, was $0.6 million as of December 31, 2008.

The common stock of two subsidiaries of Front Line held by noncontrolling interests included put arrangements that were not currently redeemable. One put arrangement, redeemable on August 23, 2012, had an estimated redemption fair value of $3.2 million as of December 31, 2008. The remaining put arrangement, which does not have a determinable redemption date, had an estimated redemption fair value of $7.8 million as of December 31, 2008. At December 31, 2008, the carrying value of these interests was $11.7 million, which exceeded the estimated redemption fair value.

The Staff is respectfully advised of the following nature and terms of the noncontrolling interests in permanent equity:

For 18.83% of the Front Line common stock held by noncontrolling interests and certain non-wholly owned subsidiaries of Front Line, the common securities held by the noncontrolling interests do not include put arrangements exercisable outside of the control of Ticketmaster Entertainment. As such, these noncontrolling interests are recorded in equity, separate from Ticketmaster Entertainment’s own equity. The carrying value of these noncontrolling interests was $28.2 million as of December 31, 2008.

The following tables present a reconciliation of the carrying values and redemption fair values attributed to the redeemable noncontrolling interests in Note 11 and the balance of the redeemable noncontrolling interests reported on the balance sheets for the years ended December 31, 2007 and 2008 (numbers in thousands).

19

October 21, 2009

The Staff is further respectfully advised that the entire increase in redeemable noncontrolling interest related to acquisition transactions that occurred during 2008 is a result of the Acquisition disclosed in Note 3. The $17.6 million of the purchase price for Front Line allocated to noncontrolling interests in Note 3 represents the fair value of noncontrolling interests attributed to the 42.9% interest of Front Line purchased on October 29, 2008. As described in Note 3, Ticketmaster Entertainment acquired an additional 42.9% interest in Front Line, which increased its ownership from 39.4% to 82.3%. Upon consolidation on the acquisition date, the total noncontrolling interest attributed to Front Line and the non-wholly owned subsidiaries of Front Line were valued at $41.0 million and $34.6 million, respectively. The total $75.6 million acquisition date value of the noncontrolling interests related to the Front Line entities acquired was reduced by $6.2 million due to activity subsequent to October 29, 2008. Of the noncontrolling interests related to entities acquired in 2008, the portion identified as including put arrangements requiring classification as redeemable noncontrolling interest had a value of $41.2 million as of December 31, 2008.

The Staff is respectfully advised that Ticketmaster Entertainment believes that all required disclosures under SFAS 141 regarding the Acquisition have been made in Ticketmaster Entertainment’s financial statements for the year ended December 31, 2008.

20

October 21, 2009

Note 14. Related Party Transactions, page FIN-45

The Staff is respectfully advised that prior to the Ticketmaster Entertainment spin-off, Ticketmaster Entertainment maintained an intercompany receivable balance from IAC for the years from 2002 through 2008. Ticketmaster Entertainment recorded interest income on this receivable balance as calculated by IAC through the second quarter of 2008. In preparation for the Ticketmaster Entertainment spin-off, IAC and Ticketmaster Entertainment negotiated the final settlement of intercompany interest in the second quarter of 2008. The final negotiated settlement of intercompany interest related to the years from 2002 through 2008 and the settlement was recorded as $8.3 million of additional interest expense by Ticketmaster Entertainment in the second quarter of 2008.

Note 14 – Related Party Transactions on page FIN-45 has been expanded in response to the Staff’s comment to clarify the nature of the intercompany interest charge and the periods to which it relates.

Live Nation Financial Statements for the years ended December 31, 2008, 2007 and 2006

Note 6. Investments

The Staff is respectfully advised that there are two components of the difference between Live Nation’s share of Delirium Concert’s earnings for 2006 of $4,651,099, which is the amount that was recorded in Live Nation’s 2006 financial statements and was used for Live Nation’s computation prepared pursuant to Rule 3-09 of Regulation S-X, and $5,219,000, which is 50% (Live Nation’s ownership percentage) of Delirium Concert’s operating loss as reported in the financials prepared by Delirium Concerts and used in the summarized financial information in Note 6 to Live Nation’s financial statements. The first component of the difference is attributable to the amortization methods used for tour-related production costs. Delirium Concerts amortized production costs based on the number of shows presented over the total estimated number of shows over several years. Live Nation

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October 21, 2009

adjusted the amortization method to a straight-line basis when recording its share of equity earnings in order to ensure that production costs were fully amortized by the end of the second year of the tour as it was unknown how many shows would continue beyond that period of time. The second component of the difference relates to a one-month time lag in recording equity earnings to the financial statements due to timing of receipt of financial information from Delirium Concerts. The activity for the month of December 2006, which was not recorded as part of Live Nation’s 2006 equity earnings, was a loss of $138,731. Live Nation does not believe this amount is material to its fourth quarter or annual 2006 financial statements and the inclusion of this amount in the equity earnings used for the Rule 3-09 test would not have resulted in an amount exceeding the 20% threshold for which audited financial statements would have been required.

Exhibit 99.6 – Consent of Goldman Sachs

In response to the Staff’s comment, Goldman Sachs’ consent has been revised to clarify that Goldman Sachs’ opinion “is not to be used, circulated, quoted or otherwise referred to by Live Nation for any other purpose” (italicized language added in two places). The revised and updated consent is filed as Exhibit 99.6 to the Registration Statement.

Live Nation, Inc. Form 10-Q for the quarter ended June 30, 2009

Note 2. Long-Lived Assets

The Staff is respectfully advised that Live Nation does not believe that an adverse change in the business climate occurred for the International Music segment during the first six months of 2009, as the company’s results for that period were consistent with the projections prepared as part of its 2008 year-end goodwill impairment test. Specifically, those forecasts anticipated lower first and second quarter revenues for the segment as compared to the prior year. Further, the actual results for the first six months of 2009 exceeded those forecasts. Therefore, as Live Nation’s International Music segment was performing in a manner consistent with those projections and the company believed it to be on track for the remainder of the year’s forecast, Live Nation’s International Music segment revenue decline was not considered a change in circumstances that would require an interim goodwill impairment review. Additionally, just as Live Nation reviewed its market capitalization at year-end, it continued to monitor its market capitalization during 2009; however, Live Nation concluded that this was not an indicator due to the absence of any of the impairment indicators prescribed by paragraph 28 of SFAS No. 142 as well as the

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increase in market capitalization experienced in the second quarter of 2009. Further, Live Nation continued to see increases in its market capitalization in the weeks leading up to the filing of its Form 10-Q for the quarter ended June 30, 2009, including exceeding the level as of December 31, 2008. Live Nation will include in future filings additional detail as needed in the financial statements in order to clarify why no additional impairment analysis is required.

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Live Nation acknowledges that:

Should you have any questions regarding the foregoing, please do not hesitate to contact me at (213) 891-8680.

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