Under the Securities Exchange Act of 1934
(Amendment No.     )*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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Item 1(a)                                                Name of Issuer:

 National CineMedia, Inc.

Item 1(b)                                                Address of Issuer’s Principal Executive Offices:

 9110 East Nichols Avenue, Suite 200,

 Centennial, Colorado 80112-3405

Item 2(a)                                                Name of Person Filing:

This statement is being filed by American Multi-Cinema, Inc. (“AMC”), AMC Entertainment Inc. (“AMCE”), Marquee Holdings Inc. (“Marquee”) and AMC Entertainment Holdings, Inc. (“Holdings”).

Item 2(b)                                                Address of Principal Business Office or, if none, Residence:

 The following is the address for AMC, AMCE, Marquee and Holdings:

 920 Main Street

 Kansas City, Missouri 64105

Item 2(c)                                                Citizenship:

 AMC is a Missouri corporation; AMCE, Marquee and Holdings are Delaware corporations.

Item 2(d)                                                Title of Class of Securities:

 Common Stock

Item 2(e)                                                CUSIP No.:

 635309107

Item 3                                                              If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

                                   Not Applicable.

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Item 4                                                              Ownership:

As of December 31, 2007:

(a) Amount beneficially owned:

AMC Entertainment Holdings, Inc. beneficially owned 17,474,890 shares of common stock of the Issuer through its ownership of 17,474,890 common membership units of National CineMedia, LLC (“NCM LLC”). Holdings’ beneficially owned shares are held by one of its indirect, wholly owned subsidiaries, American Multi-Cinema, Inc. The Issuer is a member and the sole manager of National CineMedia, LLC. Each NCM LLC unit is immediately redeemable for one share of the Issuer’s common stock or, at the Issuer’s option, a cash payment equal to the market price of one share of the common stock. If AMC chooses to redeem all of its NCM LLC units, and the Issuer elects to issue shares of its common stock in exchange for all of the units then AMC would own 17,474,890 shares of the Issuer’s common stock upon the exchange.

American Multi-Cinema, Inc. is a wholly owned subsidiary of AMC Entertainment Inc. AMCE is a wholly owned subsidiary of Marquee Holdings Inc. Marquee is a wholly owned subsidiary of AMC Entertainment Holdings, Inc.

(b) Percent of class: ⁽¹⁾

(c) Number of shares as to which the person has:

                (i)            Sole power to vote or direct the vote:

                (ii)           Shared power to vote or to direct the vote:

                (iii)          Sole power to dispose or to direct the disposition of

                (iv)          Shared power to dispose or to direct the disposition of:                             

⁽¹⁾Percentage of beneficial ownership is based on 42,000,000 shares of common stock and 93,850,951 NCM LLC

membership units outstanding as of December 31, 2007.

Item 5                                                              Ownership of Five Percent or Less of a Class:

 Not applicable.

Item 6                                                              Ownership of More Than Five Percent on Behalf of Another Person:

 Not applicable.

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Item 7                                                              Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

See Exhibit A attached to this Schedule 13G.

Item 8                                                              Identification and Classification of Members of the Group:

  Not applicable.

Item 9                                                              Notice of Dissolution of Group:

  Not applicable.

Item 10                                                       Certification:

  Not applicable.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 14, 2008

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EXHIBIT INDEX

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EXHIBIT A

to

SCHEDULE 13G

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

American Multi-Cinema, Inc., a Missouri corporation, holds the common membership units of National CineMedia, LLC that are immediately redeemable into Common Stock to which this Schedule 13G relates.

American Multi-Cinema, Inc. is wholly owned by AMC Entertainment Inc., a Delaware corporation.

AMC Entertainment Inc. is wholly owned by Marquee Holdings Inc., a Delaware corporation.

Marquee Holdings Inc. is a wholly owned subsidiary of AMC Entertainment Holdings, Inc, a Delaware corporation.

EXHIBIT B

to

SCHEDULE 13G

Joint Filing Agreement

                                The undersigned hereby agree that the statement on Schedule 13G dated February 14, 2008, with respect to the Common Stock of National CineMedia, Inc. is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934.

                                This Agreement may be executed in counterparts, each of which shall for all purposes be deemed to be an original, but all of which shall constitute one and the same instrument.

                                IN WITNESS WHEREOF, the undersigned have each executed this Joint Filing Agreement as of February 14, 2008.