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Exhibit 5.1
[LETTERHEAD OF O'MELVENY & MYERS LLP]
April 15, 2011
AMC Entertainment Inc.
920 Main Street
Kansas City, Missouri 64105
- Re:
- Registration of 9.75% Senior Subordinated Notes due 2020 of AMC Entertainment Inc.
Ladies and Gentlemen:
At your request, we have examined (i) the Registration Statement on Form S-4 (the "Registration Statement") (File No. 333-171819) of AMC Entertainment Inc., a Delaware corporation (the "Company"), in connection with the registration under the Securities Act of 1933, as amended, of $600,000,000 in aggregate principal amount of the Company's 9.75% Senior Subordinated Notes due 2020 (the "Notes") and (ii) the joint and several guarantees (the "Guarantees") of the Notes by each of the entities listed on Schedule A attached hereto (collectively, the "Guarantors").
We have acted as counsel to the Company in connection with the above. In our capacity as such counsel, we have examined originals or copies of those corporate and other records and documents we considered appropriate. We have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals and the conformity with the originals of all documents submitted to us as copies.
On the basis of such examination, our reliance upon the assumptions in this opinion and our consideration of those questions of law we considered relevant, and subject to the limitations and qualifications in this opinion, we are of the opinion that:
1. The Notes and the Guarantees of the Guarantors formed incorporated in the states of California or Delaware or in the District of Columbia have been duly authorized by all necessary corporate action on the part of the Company and such Guarantors, as applicable;
2. The Notes and the Guarantees are the legally valid and binding obligations of the Company and the Guarantors, as applicable, enforceable against the Company and the Guarantors in accordance with their terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or affecting creditors' rights generally (including, without limitation, fraudulent conveyance laws) and by general principles of equity, including, without limitation, concepts of materiality, reasonableness, good faith and fair dealing and the possible unavailability of specific performance or injunctive relief, regardless of whether considered in a proceeding in equity or at law; and
3. The indenture pursuant to which the Notes and Guarantees have been issued has been duly authorized, executed and delivered by all necessary corporate action on the part of the Company and the Guarantors incorporated in the states of California or Delaware or in the District of Columbia.
The law governed by this opinion letter is limited to the present federal law of the United States, the present law of the States of California, New York and the District of Columbia and the present Delaware General Corporation Act. We express no opinion as to the laws of any other jurisdiction and no opinion regarding the statutes, administrative decisions, rules, regulations or requirements of any county, municipality, subdivision or local authority or any jurisdiction. We rely on the opinion of Quarles & Brady LLP, dated March 24, 2011, a copy of which has been delivered to you, as to the due authorization, execution and delivery of the indenture and the Guarantees of the Guarantors incorporated in the state of Arizona. We rely on the opinion of Lathrop & Gage LLP, dated March 24, 2011, a copy of which has been delivered to you, as to the due authorization, execution and delivery of the indenture and the Guarantees of the Guarantors incorporated in the states of Missouri and Kansas.
We hereby consent to the use of this opinion letter as an exhibit to the Registration Statement and to the reference to this firm under the heading "Legal Matters" in the Prospectus constituting part of the Registration Statement. In giving this consent, we do not thereby admit that we are included in the category of persons whose consent is required under Section 7 of the Securities Act of 1933 or the rules and regulations promulgated thereunder.
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/s/ O'Melveny & Myers LLP |
Schedule A
AMC Card Processing Services, Inc., an Arizona corporation
AMC Entertainment International, Inc., a Delaware corporation
AMC License Services, Inc., a Kansas corporation
AMC ITD, Inc., a Kansas corporation
American ShowPlace Theatres, Inc., a Delaware corporation
American Multi-Cinema, Inc., a Missouri corporation
Club Cinema of Mazza, Inc., a District of Columbia corporation
LCE AcquisitionSub, Inc., a Delaware corporation
LCE Mexican Holdings, Inc., a Delaware corporation
Loews Citywalk Theatre Corporation, a California corporation
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Schedule A
