Icahn Partners LP Icahn Partners Master Fund LP Icahn Partners Master Fund II LP Icahn Partners Master Fund III LP High River Limited Partnership Icahn Fund S.à r.l. Daazi Holding B.V. c/o Icahn Associates Corp. 767 Fifth Avenue, 47th Floor New York, NY 10153 Dear Ladies and Gentlemen: We have acted as your counsel in connection with your offer to purchase up to all of the issued and outstanding common shares of Lions Gate Entertainment Corp. dated March 1, 2010 (the “Offer”) as amended on the date hereof and the related circular (the “Circular”) included in Schedule TO filed with the United States Securities and Exchange Commission (the “Commission”) and the Notice of Variation and Extension (the “Notice”) included in Amendment No. 1 to Schedule TO filed with the Commission. You have requested our opinion concerning the statements in the Circular under the heading “Material U.S. Federal Income Tax Considerations.” For the purposes of this opinion, we have reviewed the Offer and Circular and the Notice and such other documents and matters of law and fact as we have considered necessary or appropriate, and we have assumed that the Offer will be completed in the manner set forth in the Offer and Circular and the Notice. On the basis of the foregoing, and our consideration of such other matters of fact and law as we have deemed necessary or appropriate, we hereby confirm our opinion as set forth under the heading “Material U.S. Federal Income Tax Considerations” in the Circular, as amended by the Notice, subject to the limitations set forth therein. Our opinion is limited to the federal income tax laws of the United States and does not purport to discuss the consequences or effectiveness of the Offer under any other laws. This opinion is rendered to you as of the date of this letter, and we undertake no obligation to update this opinion subsequent to the date hereof. This opinion is based on various statutory provisions, regulations promulgated thereunder and interpretations thereof by the Internal Revenue Service and courts having jurisdiction over such matters, all of which are subject to change, either prospectively or retroactively. In addition, any variation or difference in the facts from those set forth in the Offer and Circular, the Notice or any other documents we reviewed in connection with the Offer and Circular and the Notice may affect the conclusions herein. This opinion is furnished to you and is for your use in connection with the transactions set forth in the Offer and Circular and the Notice. This opinion may not be relied upon by you for any other purpose. | 
