UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~PURSUANT~~Date TOof ~~SECTION~~report ~~13 OR 15~~(d)Date OFof ~~THE SECURITIES~~earliest ~~EXCHANGE~~event ~~ACT~~reported): OFJune 29, ~~1934~~ 2009

Date of report (Date of earliest event reported): June 29, 2007

Cinemark, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware (State or Other Jurisdiction of Incorporation) 001-31372 (Commission File Number) 01-0687923 (IRS Employer Identification No.)


Delaware	001-31372	01-0687923
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3900 Dallas Parkway, Suite 500, Plano, Texas 75093
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: 972.665.1000

N/A (Former Name or Former Address, if Changed Since Last Report)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 51.0201 ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

(b)		Effective June 29, 2007, Robin P. Selati, James N. Perry and Joseph E. Syufy resigned from our board of directors (the “Board”). Messers. Selati, Perry and Syufy were not members of any committee of the Board.
(d)		Effective June 29, 2007, the Board elected and appointed Mr. Carlos M. Sepulveda, Mr. Roger T. Staubach and Mr. Donald G. Soderquist to the Board to fill the vacancies created by the resignations above. Messers. Sepulveda, Staubach and Soderquist were not selected as directors pursuant to any arrangement or understanding between them and any other third person. There are no transactions in which Messers. Sepulveda, Staubach and Soderquist have an interest requiring disclosure under Item 404(a) of Regulation S-K.
		Mr. Sepulveda, 49, has been the President and CEO of Interstate Battery System International, Inc., a seller of automotive and commercial batteries, since May 2004 and its Executive Vice President from 1995 until 2004. Prior to joining Interstate Battery, he was with the accounting firm of KPMG Peat Marwick in Austin, New York and San Francisco for 11 years.
		Mr. Staubach, 65, is the founder and Executive Chairman of The Staubach Company, a global commercial real estate strategy and services firm. Prior to founding The Staubach Company, Mr. Staubach played professional football with the Dallas Cowboys. Mr. Staubach currently serves on the board of directors of AMR Corporation and has been named Chairman of the Host Committee for Super Bowl XLV. Mr. Staubach is also involved with The Children’s Cancer Fund, the United States Naval Academy Foundation and numerous other civic, charitable and professional organizations.
		Mr. Soderquist, 73, was Senior Vice Chairman of Wal-Mart Stores, Inc., the world’s largest retailer, from January 1999 to August 2000. Prior to 1999, Mr. Soderquist was Vice Chairman and Chief Operating Officer of Wal-Mart Stores, Inc. Mr. Soderquist currently serves on the board of directors of ARVEST Bank, John Brown University, NWA Community Foundation and The Salvation Army-National.
		Our directors are reimbursed for expenses actually incurred for each Board of Director meeting which they attend.

On June 29, 2009, we announced that as part of our previously announced tender offer and consent solicitation, we have accepted for purchase and payment (the “Early Settlement”) all of our 9³/4% Senior Discount Notes due 2014 (the “Notes”) that were validly tendered at or prior to 5:00 p.m., New York City time, on June 26, 2009 (the “Consent Date”) and not validly withdrawn. Payment for the Notes pursuant to the Early Settlement was made on June 29, 2009.

In connection with the Early Settlement, we entered into a supplemental indenture, effective as of June 29, 2009 (the “Supplemental Indenture”), to the Indenture, dated as of March 31, 2004, pursuant to which the Notes were issued (the “Indenture”). As detailed in the Offer to Purchase and Consent Solicitation Statement, dated June 15, 2009, the Supplemental Indenture eliminates substantially all of the restrictive covenants and certain event of default provisions contained in the Indenture.

The foregoing is intended to be a summary of the terms of the Supplemental Indenture and is qualified in its entirety by reference to the Supplemental Indenture, attached as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 3.03 Material Modifications to Rights of Security Holders.

The information provided in Item 1.01 is incorporated by reference herein.

As a result of the amendments to the Indenture described in Item 1.01, the holders of the Notes will no longer be entitled to the benefits of such covenants and event of default provisions, and we will be permitted to take certain actions previously prohibited by the Indenture.

Item 7.01. Regulation FD Disclosure.

On June 29, 2009, we issued a press release announcing the early settlement of the tender offer and consent solicitation. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Exhibit Description
4.1		First Supplemental Indenture dated June 29, 2009.

99.1		Press Release dated June 29, 2009.

The information included in this Current Report on Form 8-K, including the exhibits, shall be deemed to be “filed” with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, and incorporated by reference into our Offer to Purchase and Consent Solicitation Statement, dated June 15, 2009.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CINEMARK, INC. By: /s/ Michael D. Cavalier Name: Michael D. Cavalier Title: Senior Vice President —- General Counsel

Date: ~~July~~June 630, ~~2007~~2009

EXHIBIT INDEX


Exhibit No.		Exhibit Description
4.1		First Supplemental Indenture dated June 29, 2009.

99.1		Press Release dated June 29, 2009.

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