UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF ~~THE~~

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): ~~December~~February 1710, ~~2004~~ 2005

~~Metro~~METRO-~~Goldwyn~~GOLDWYN-~~Mayer~~MAYER ~~Inc~~INC.

(Exact name of registrant as specified in its charter)

DELAWARE

1-13481

95-4605850

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

10250 Constellation Boulevard,

Los Angeles, CA

90067-6241

(Address of Principal Executive Offices)

(Zip Code)

(310) 449-3000

(Registrant’s telephone number, including area code)

~~N/A~~None

(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:

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

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

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

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

Item 78.01. ~~REGULATION~~Other FDEvents ~~DISCLOSURE~~

~~The~~On ~~following~~February ~~information~~10, ~~set~~2005, ~~forth~~Metro-Goldwyn-Mayer ~~in this Item 7~~Inc.01 ofissued ~~this~~a ~~Form~~press ~~8-K~~release, ~~including~~a ~~the~~copy ~~text~~ of ~~the~~which ~~joint~~is ~~press release,~~ attached hereto as Exhibit 99.1 toand ~~this~~incorporated ~~Form~~herein ~~8-K, is being furnished to, but not filed with, the SEC~~by reference.

~~A joint~~Item ~~press~~9.01. ~~release,~~Financial ~~issued~~Statements onand ~~December~~Exhibits ~~17, 2004, is attached as Exhibit 99 to this Form 8-K.~~

~~ITEM~~(a) ~~9.01.~~Not ~~FINANCIAL STATEMENTS AND EXHIBITS~~ applicable

(ab) Not applicable.

(bc) ~~Not applicable.~~Exhibits

~~(c)~~99.1 ~~Exhibits:~~Text of press release, dated February 10, 2005, of Registrant.

99* Text of the joint press release dated December 17, 2004.

* Exhibit 99 is being furnished to the Securities and Exchange Commission (“SEC”) pursuant to Item 7.01 and shall not be deemed filed with the SEC, nor shall it be deemed incorporated by reference in any filing with the SEC under the Securities Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

SIGNATURE

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

	Metro-Goldwyn-Mayer Inc.
	METRO-GOLDWYN-MAYER INC.
Date: December 17, 2004	By:	/s/ William A. Jones
Date: February 10, 2005	By:	/S/ JAY RAKOW
	Name:	~~William~~Jay ~~A. Jones~~Rakow
	Title:	Senior Executive Vice President and ~~Secretary~~General Counsel

INDEX TO EXHIBITS

No.		Description
99 *		Text of the joint press release dated December 17, 2004.

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