1173463--3/28/2006--CINEMARK

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{capital, credit, financial}

{customer, product, revenue}

{acquisition, growth, future}

{competitive, industry, competition}

{operation, international, foreign}

{personnel, key, retain}

{tax, income, asset}

We face intense competition for patrons, film licensing and theatre locations, which may adversely affect our business. An increase in the use of alternative film distribution channels and other competing forms of entertainment may drive down movie theatre attendance and limit ticket prices. Our results of operations may be impacted by shrinking video release windows. We may not be able to generate additional revenues. Our results of operations vary from period to period based upon the quantity and quality of the motion pictures that we show in our theatres. General political, social and economic conditions can adversely affect our attendance. We are subject to uncertainties related to digital cinema, including potentially high costs of re-equipping theatres with projectors to show digital movies. We are subject to uncertainties relating to future expansion plans, including our ability to identify suitable acquisition candidates or site locations. We depend on key personnel for our current and future performance. We are subject to impairment losses due to potential declines in valuations.

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1173463--3/28/2006--CINEMARK_INC