[AMENDMENT NO. 5 FORMS-1 REGISTRATION STATEMENT AMC ENTERTAINMENTS,INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M.nnor, Esq. (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies ofmmunications to: Approximatete ofmmencement of proposedle to public:] [AMC Entertainments, [] Shares(1) Underwritingreement New York, New York Citigroup Global Markets and Merrill Lynch, Pierce, Fenner & Smithorporated One Bryant Park New York, New York 10036 Representatives of the several Underwriters Ladies and Gentlemen: 1. . (i) (1) Plus an option to purchase from thempany up to []ditional Securities.] [Execution Version EMPLOYMENTREEMENTreementmpany Executive THIS EMPLOYMENTREEMENT (this RECITALS THE PARTIES ENTER THISREEMENT on the basis of the following facts, understandings and intentions: A. The Executive currently is employed the President and Chief Executive Officer of thempany. B. IPO Innnection with thempanys prospective initial public offering of shares of thempanys ClassAmmon stock (the] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders Wensent to the use of our reportted August27, 2013 with respect to thensolidated balance sheets of AMC Entertainments,Inc. of December31, 2012 and March29, 2012, and the relatednsolidated statements of operations,mprehensive earnings (loss), stockholders equity, andsh flows for the August31, 2012 to December31,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to the use in this Amendment No. 5 to Registration Statement #333-190904 on Form S-1 of AMC Entertainments, of our reportted March20, 2013 related to the financial statements of National CineMedia,LLC appearing in the Prospectus, which is part of this Registration Statement.] [Consent of Independent Auditors Wensent to thelusion in this Amendment No. 5 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainments, of our reportted February20, 2013, on our audits of thensolidated financial statements of Digital Cinema Implementation Partners, and Subsidiaries of December31, 2012 and 2011 and for each of the years in the] [Consent of Independent Registered Public Accounting Firm Wensent to the use of our reportted February6, 2013, with respect to thensolidated balance sheets of Open Road Releasing, of December31, 2012 and 2011, and the relatednsolidated statements of operations, changes in members equity, andsh flows for each of the years in the two-year period ended December31, 2012,]

[AMENDMENT NO. 6 FORMS-1 REGISTRATION STATEMENT AMC ENTERTAINMENTS,INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M.nnor, Esq. (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies ofmmunications to: Approximatete ofmmencement of proposedle to public:] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders Wensent to the use of our reportted August27, 2013 with respect to thensolidated balance sheets of AMC Entertainments,Inc. of December31, 2012 and March29, 2012, and the relatednsolidated statements of operations,mprehensive earnings (loss), stockholders equity, andsh flows for the August31, 2012 to December31,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to the use in this Amendment No. 6 to Registration Statement #333-190904 on Form S-1 of AMC Entertainments, of our reportted March20, 2013 related to the financial statements of National CineMedia,LLC appearing in the Prospectus, which is part of this Registration Statement.] [Consent of Independent Auditors Wensent to thelusion in this Amendment No. 6 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainments, of our reportted February20, 2013, on our audits of thensolidated financial statements of Digital Cinema Implementation Partners, and Subsidiaries of December31, 2012 and 2011 and for each of the years in the] [Consent of Independent Registered Public Accounting Firm Wensent to the use of our reportted February6, 2013, with respect to thensolidated balance sheets of Open Road Releasing, of December31, 2012 and 2011, and the relatednsolidated statements of operations, changes in members equity, andsh flows for each of the years in the two-year period ended December31, 2012,]

[AMENDMENT NO. 4 FORM S-1 REGISTRATION STATEMENT AMC ENTERTAINMENT HOLDINGS, INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M. Connor, Esq. (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies of Communications to: Approximate date of commencement of proposed sale to public: o] [AMC ENTERTAINMENT HOLDINGS, INC. 2013 EQUITY INCENTIVE PLAN 1. Purpose . The purpose of the AMC Entertainment Holdings, Inc. 2013 Equity Incentive Plan is to further align the interests of eligible participants with those of the Company’s stockholders by providing long-term incentive compensation opportunities tied to the performance of the Company and its Common Stock. The Plan is intended to] [AMC ENTERTAINMENT HOLDINGS, INC. 2013 EQUITY INCENTIVE PLAN Stock Award Notice 1. Participant: [ · ] 2. Type of Award : Stock Award 3. Number of Shares : [ · ] 4. Date of Grant : [ · ] 5. Vesting : The Stock Award is fully vested as of the Date of Grant. 6. Withholding : The Company shall] [AMC ENTERTAINMENT HOLDINGS, INC. 2013 EQUITY INCENTIVE PLAN Performance Stock Unit Award Notice Participant: 1. [ · ] Type of Award 2. Performance Stock Units Target Units 3. [ · ] Maximum Achievable 4. Units : [ · ] Date of Grant 5. [ · ]] [AMC ENTERTAINMENT HOLDINGS, INC. 2013 EQUITY INCENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ · ] Type of Award 2. Restricted Stock Units Number of Units 3. [ · ] Date of Grant 4. [ · ] Vesting 5. Subject to the satisfaction of the Performance Goal, the Restricted Stock Units shall be fully vested as of the] [AMC ENTERTAINMENT HOLDINGS, INC. 2013 EQUITY INCENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ · ] Type of Award 2. Restricted Stock Units Number of Units 3. [ · ] Date of Grant 4. [ · ] Vesting 5. The Restricted Stock Units shall be fully vested as of the Date of Grant. Settlement 6. Dividend Equivalents 7.] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders We consent to the use of our report dated August 27, 2013 with respect to the consolidated balance sheets of AMC Entertainment Holdings, Inc. as of December 31, 2012 and March 29, 2012, and the related consolidated statements of operations, comprehensive earnings (loss), stockholders’ equity, and cash] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 4 to Registration Statement #333-190904 on Form S-1 of AMC Entertainment Holdings, Inc. of our report dated March 20, 2013 related to the financial statements of National CineMedia, LLC appearing in the Prospectus, which is part of this Registration Statement. We also consent to] [Consent of Independent Auditors We consent to the inclusion in this Amendment No. 4 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainment Holdings, Inc. of our report dated February 20, 2013, on our audits of the consolidated financial statements of Digital Cinema Implementation Partners, LLC and Subsidiaries as of December 31, 2012 and 2011 and for each] [Consent of Independent Registered Public Accounting Firm We consent to the use of our report dated February 6, 2013, with respect to the consolidated balance sheets of Open Road Releasing, LLC as of December 31, 2012 and 2011, and the related consolidated statements of operations, changes in members’ equity, and cash flows for each of the years in the two-year]

[AMENDMENT NO. 4 FORMS-1 REGISTRATION STATEMENT AMC ENTERTAINMENTS,INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M.nnor, Esq. (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies ofmmunications to: Approximatete ofmmencement of proposedle to public:] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN 2. Definitions . Wherever the followingpitalized terms are used in the Plan, they shall have the meaningsecified below: Award Awardreement Beneficial Owner Boardsh Performance Award means an Award that is denominated by ash amount to an Eligible Person under Section10 hereof and payable based upon the attainment of pre-established business] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Stock Award Notice 1. Participant: [ ] 2. Type of Award : Stock Award 3. Number of Shares : [ ] 4.te of Grant : [ ] 5. Vesting : The Stock Award is fully vested of thete of Grant. 6.] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Performance Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Performance Stock Units Target Units 3. [ ] Maximum Achievable 4. Units : [ ]te of Grant 5. [ ] Vesting 6. The Performance Stock Units shall vest set forth in Section2 of the Performance Stock Unit] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Restricted Stock Units Number of Units 3. [ ]te of Grant 4. [ ] Vesting 5. Subject to thetisfaction of the Performance Goal, the Restricted Stock Units shall be fully vested of thete of Grant.] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Restricted Stock Units Number of Units 3. [ ]te of Grant 4. [ ] Vesting 5. The Restricted Stock Units shall be fully vested of thete of Grant.] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders Wensent to the use of our reportted August27, 2013 with respect to thensolidated balance sheets of AMC Entertainments,Inc. of December31, 2012 and March29, 2012, and the relatednsolidated statements of operations,mprehensive earnings (loss), stockholders equity, andsh flows for the August31, 2012 to December31,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to the use in this Amendment No. 4 to Registration Statement #333-190904 on Form S-1 of AMC Entertainments, of our reportted March20, 2013 related to the financial statements of National CineMedia,LLC appearing in the Prospectus, which is part of this Registration Statement.] [Consent of Independent Auditors Wensent to thelusion in this Amendment No. 4 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainments, of our reportted February20, 2013, on our audits of thensolidated financial statements of Digital Cinema Implementation Partners, and Subsidiaries of December31, 2012 and 2011 and for each of the years in the] [Consent of Independent Registered Public Accounting Firm Wensent to the use of our reportted February6, 2013, with respect to thensolidated balance sheets of Open Road Releasing, of December31, 2012 and 2011, and the relatednsolidated statements of operations, changes in members equity, andsh flows for each of the years in the two-year period ended December31, 2012,]

[AMENDMENT NO. 4 FORMS-1 REGISTRATION STATEMENT AMC ENTERTAINMENTS,INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M.nnor, Esq. (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies ofmmunications to: Approximatete ofmmencement of proposedle to public:] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN 2. Definitions . Wherever the followingpitalized terms are used in the Plan, they shall have the meaningsecified below: Award Awardreement Beneficial Owner Boardsh Performance Award means an Award that is denominated by ash amount to an Eligible Person under Section10 hereof and payable based upon the attainment of pre-established business] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Stock Award Notice 1. Participant: [ ] 2. Type of Award : Stock Award 3. Number of Shares : [ ] 4.te of Grant : [ ] 5. Vesting : The Stock Award is fully vested of thete of Grant. 6.] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Performance Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Performance Stock Units Target Units 3. [ ] Maximum Achievable 4. Units : [ ]te of Grant 5. [ ] Vesting 6. The Performance Stock Units shall vest set forth in Section2 of the Performance Stock Unit] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Restricted Stock Units Number of Units 3. [ ]te of Grant 4. [ ] Vesting 5. Subject to thetisfaction of the Performance Goal, the Restricted Stock Units shall be fully vested of thete of Grant.] [AMC ENTERTAINMENTS,INC. 2013 EQUITYENTIVE PLAN Restricted Stock Unit Award Notice Participant: 1. [ ] Type of Award 2. Restricted Stock Units Number of Units 3. [ ]te of Grant 4. [ ] Vesting 5. The Restricted Stock Units shall be fully vested of thete of Grant.] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders Wensent to the use of our reportted August27, 2013 with respect to thensolidated balance sheets of AMC Entertainments,Inc. of December31, 2012 and March29, 2012, and the relatednsolidated statements of operations,mprehensive earnings (loss), stockholders equity, andsh flows for the August31, 2012 to December31,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to the use in this Amendment No. 4 to Registration Statement #333-190904 on Form S-1 of AMC Entertainments, of our reportted March20, 2013 related to the financial statements of National CineMedia,LLC appearing in the Prospectus, which is part of this Registration Statement.] [Consent of Independent Auditors Wensent to thelusion in this Amendment No. 4 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainments, of our reportted February20, 2013, on our audits of thensolidated financial statements of Digital Cinema Implementation Partners, and Subsidiaries of December31, 2012 and 2011 and for each of the years in the] [Consent of Independent Registered Public Accounting Firm Wensent to the use of our reportted February6, 2013, with respect to thensolidated balance sheets of Open Road Releasing, of December31, 2012 and 2011, and the relatednsolidated statements of operations, changes in members equity, andsh flows for each of the years in the two-year period ended December31, 2012,]

[AMENDMENT NO. 3 FORM S-1 REGISTRATION STATEMENT AMC ENTERTAINMENT HOLDINGS, INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M. Connor, Esq. (Name, address, including zip code, and telephone number, including area code, of agent for service) Copies of Communications to: Approximate date of commencement of proposed sale to public: o] [THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AMC ENTERTAINMENT HOLDINGS, INC. Corporation AMC Entertainment Holdings, Inc., a corporation organized and existing under the laws of the State of Delaware (hereinafter, the “ Secretary of State FIRST: The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware (the “ Board] [THIRD AMENDED AND RESTATED BYLAWS OF AMC ENTERTAINMENT HOLDINGS, INC. A Delaware Corporation PREAMBLE DGCL Corporation Certificate of Incorporation These Bylaws are subject to, and governed by, the General Corporation Law of the State of Delaware as the same exists or may hereafter be amended (the “ ARTICLE I Section 1. Registered Office . The registered office of the Corporation] [REGISTRATION RIGHTS AGREEMENT By and Among AMC ENTERTAINMENT HOLDINGS, INC. AND DALIAN WANDA GROUP CO., LTD Dated as of [ ], 2013 TABLE OF CONTENTS Page Section 1. Certain Definitions 1 Section 2. Demand Registrations 4 Section 3. Piggyback Registrations 6 Section 4. Shelf Takedowns 7] [INDEMNIFICATION AGREEMENT by and between AMC ENTERTAINMENT HOLDINGS, INC. and [ ], as Indemnitee Dated as of [ ], 2013 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 2 ARTICLE 2 INDEMNITY IN THIRD-PARTY PROCEEDINGS 6 ARTICLE 3 INDEMNITY IN PROCEEDINGS BY OR IN THE RIGHT OF THE COMPANY] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders We consent to the use of our report dated August 27, 2013 with respect to the consolidated balance sheets of AMC Entertainment Holdings, Inc. as of December 31, 2012 and March 29, 2012, and the related consolidated statements of operations, comprehensive earnings (loss), stockholders’ equity, and cash] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the use in this Amendment No. 3 to Registration Statement #333-190904 on Form S-1 of AMC Entertainment Holdings, Inc. of our report dated March 20, 2013 related to the financial statements of National CineMedia, LLC appearing in the Prospectus, which is part of this Registration Statement. We also consent to] [Consent of Independent Auditors We consent to the inclusion in this Amendment No. 3 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainment Holdings, Inc. of our report dated February 20, 2013, on our audits of the consolidated financial statements of Digital Cinema Implementation Partners, LLC and Subsidiaries as of December 31, 2012 and 2011 and for each] [Consent of Independent Registered Public Accounting Firm We consent to the use of our report dated February 6, 2013, with respect to the consolidated balance sheets of Open Road Releasing, LLC as of December 31, 2012 and 2011, and the related consolidated statements of operations, changes in members’ equity, and cash flows for each of the years in the two-year] [Consent to be Named as a Director Nominee Dated: October 31, 2013 Lloyd Hill EX-99.1 10 a2217470zex-99_1.htm EX-99.1] [Consent to be Named as a Director Nominee Dated: October 31, 2013 Jian Wang EX-99.2 11 a2217470zex-99_2.htm EX-99.2]

[AMENDMENT NO.3 FORMS-1 REGISTRATION STATEMENT AMC ENTERTAINMENTS,INC. Delaware (State or other jurisdiction of 7832 (Primary Standard Industrial 26-0303916 (I.R.S. Employer One AMC Way Kevin M.nnor, Esq. (Name,dress,luding zipde, and telephone number,luding areade, ofent for service)pies ofmmunications to: Approximatete ofmmencement of proposedle to public:] [THIRD AMENDED AND RESTATED CERTIFICATE OFORPORATION OF AMC ENTERTAINMENTS,INC.rporation AMC Entertainments,Inc., arporation organized and existing under the laws of the State of Delaware (hereinafter, the Secretary of State FIRST: The original Certificate oforporation of therporation was filed with the Secretary of State of the State of Delaware (the] [THIRD AMENDED AND RESTATED BYLAWS OF AMC ENTERTAINMENTS,INC. A Delawarerporation PREAMBLE DGCLrporation Certificate oforporation These Bylaws are subject to, and governed by, the Generalrporation Law of the State of Delaware theme exists or may hereafter be amended (the ARTICLEI Section1. Registered Office . The registered office of therporation shall be fixed in the Certificate oforporation.] [REGISTRATION RIGHTSREEMENT By and Among AMC ENTERTAINMENTS,INC. ANDLIAN WANDAted of [ ], 2013 TABLE OFNTENTS Page Section1. Certain Definitions 1 Section2. Demand Registrations 4 Section3. Piggyback Registrations 6 Section4. Shelf Takedowns 7 Section5. Suspension Events; Black-out Periods 8 Section6. Lock-Up 9 Section7.] [INDEMNIFICATIONREEMENT by and between AMC ENTERTAINMENTS, and [], Indemniteeted of [], 2013 TABLE OFNTENTS Page ARTICLE 1 DEFINITIONS 2 ARTICLE 2 INDEMNITY IN THIRD-PARTY PROCEEDINGS 6 ARTICLE 3 INDEMNITY IN PROCEEDINGS BY OR IN THE RIGHT OF THEMPANY 6 ARTICLE 4 INDEMNIFICATION FOR EXPENSES OF A PARTY WHO IS WHOLLY OR PARTLY SUCCESSFUL] [Consent of Independent Registered Public Accounting Firm The Board of Directors and Stockholders Wensent to the use of our reportted August27, 2013 with respect to thensolidated balance sheets of AMC Entertainments,Inc. of December31, 2012 and March29, 2012, and the relatednsolidated statements of operations,mprehensive earnings (loss), stockholders equity, andsh flows for the August31, 2012 to December31,] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to the use in this Amendment No. 3 to Registration Statement #333-190904 on Form S-1 of AMC Entertainments, of our reportted March20, 2013 related to the financial statements of National CineMedia,LLC appearing in the Prospectus, which is part of this Registration Statement.] [Consent of Independent Auditors Wensent to thelusion in this Amendment No. 3 to Registration Statement No. 333-190904 on Form S-1 of AMC Entertainments, of our reportted February20, 2013, on our audits of thensolidated financial statements of Digital Cinema Implementation Partners, and Subsidiaries of December31, 2012 and 2011 and for each of the years in the] [Consent of Independent Registered Public Accounting Firm Wensent to the use of our reportted February6, 2013, with respect to thensolidated balance sheets of Open Road Releasing, of December31, 2012 and 2011, and the relatednsolidated statements of operations, changes in members equity, andsh flows for each of the years in the two-year period ended December31, 2012,] [Consent to be Named a Director Nomineeted: October 31, 2013 Lloyd Hill EX-99.1 a2217470zex-99_1.htm 10 EX-99.1] [Consent to be Named a Director Nomineeted: October31, 2013 Jian Wang EX-99.2 a2217470zex-99_2.htm 11 EX-99.2]