UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 17, 2005

Reading International, Inc.

Registrant’s telephone number, including area code (213) 235-2240

N/A

     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:

Item 2.02. Results of Operations and Financial Condition.

     On March 17, 2005, Reading International, Inc. issued a press release announcing information regarding its results of operations and financial condition for the year ended December 31, 2004, a copy of which is attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

     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.

EXHIBIT 99.1

Reading International Announces $100 million Revenue Milestone

•   Revenue for the full year 2004 was up 9.9% over 2003, to $103 million
•   EBITDA⁽¹⁾ was positive for the twelfth consecutive quarter

Los Angeles, California, — (PR NEWSWIRE) – March 17, 2005 – Reading International, Inc. (AMEX: RDI) announced today a record revenue of $103 million, for the year ended December 31, 2004 and the twelfth consecutive quarter of positive EBITDA for its fourth quarter ended December 31, 2004.

Twelve Month 2004 Highlights

Fourth Quarter 2004 Highlights

Fourth Quarter 2004 Discussion

     Revenue grew 6.7% to $26.5 million from $24.8 million in the 2003-quarter, assisted by currency effects and despite down quarters in the cinema exhibition aspects of our US and Puerto Rico operations. Revenue in Australia grew strongly even without the added assistance from currency and a full quarter of our Anderson acquisition. In New Zealand, as in Australia,

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currency positively affected our revenue, which was also enhanced by a full quarter of revenue from our Movieland acquisition. In the US, Australia and New Zealand real estate income was strong for the quarter, reflecting higher retail tenancy rentals and occupancy rates.

     We acquired the “Anderson Circuit” in July and the “Movieland Circuit” in September. We have been working to integrate and relaunch those cinemas as Reading cinemas. This relaunching and repositioning process and changeover in management has, not surprisingly, produced operating results for this transitional period that were materially below the historical operating results on which these cinemas were purchased. However, we continue to believe that upon full integration, relaunching and the bringing to bear of our greater purchasing power, these cinemas will produce operating results superior to the results on which basis they were purchased.

     We achieved our twelfth consecutive quarter of positive EBITDA⁽¹⁾, since the close of our consolidation transaction at the end of 2001. At $1.1 million, it was $1.6 million or 61.5% lower than last year’s quarter. However, this year’s quarter was negatively affected by several non-recurring expenses, as well as certain expenses that were significantly higher than the prior year:

     Revenue grew by 6.7% to $26.5 million from $24.8 million in the 2003-quarter. A disappointing fourth quarter in the US, where cinema revenue was down $947,000 compared to the 2003-quarter, was driven by our inability to license certain first-line movies as a result of our on-going antitrust dispute with several major distributors. US revenue was bolstered by a strong rental income from our live theater properties which was $749,000 higher than the 2003-quarter. Puerto Rico cinema revenue was down $523,000 as a direct result of competitive pressure. Australia and New Zealand, with the help of a full quarter from both the “Anderson” and “Movielands” acquisitions and a small amount of positive currency effect, were $2.3 million higher than the comparable 2003-quarter. Likewise, the retail rental income from the two countries was $713,000 higher than the 2003-quarter, reflecting higher tenancy rentals and higher occupancy rates.

     As a percent of revenue, operating expense remained constant at 76.4% in the 2004 quarter compared to 76.6% in the 2003 quarter. Increased rental revenue from our real estate holdings due to higher occupancy factors and renegotiated rent levels, without a corresponding increase in expense, was a contributing factor.

     Depreciation and amortization was down by $864,000 or 19.3% from $4.5 million to $3.6 million for the 2004 quarter. This decrease reflects the accelerated write down in the

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2003-quarter, of the $5.0 million option fee we paid in 2000, to acquire the option to purchase certain cinema and real estate assets in Manhattan. The option fee was reduced to reflect the sale to third parties of two of the underlying cinema assets.

     General and administrative expense grew $862,000 or 21.3%, from $4.0 million to $4.9 million in the 2004 quarter. This increase was due to several non-recurring expenses as well as certain expenses that were significantly higher than prior year, as discussed above.

     The only other significant drivers that effected the 2004 quarter compared to the 2003 quarter were:

     As a result of the above, we reported a $4.4 million net loss for the 2004 quarter compared to a $2.9 million loss in the 2003-quarter. Our EBITDA⁽¹⁾ at $1.1 million for the 2004 quarter, compared to $2.7 million for the 2003 quarter, although lower than prior year quarter was, in our view given the circumstances, a very positive result.

Twelve Month 2004 Summary

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     In summary, our revenues have risen to above $100 million and our EBITDA is growing from year-to-year, however we have not yet been able to translate this into a stronger bottom line result, for the following reasons:

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Balance Sheet

     Total assets at December 31, 2004 were $230.2 million compared to $222.9 million at December 31, 2003. The currency exchange rates for Australia and New Zealand as of December 31, 2004 were $0.7709 and $0.7125, respectively, and as of December 31, 2003, these rates were $0.7520 and $0.6557, respectively. As a result, currency had an overall positive effect on the balance sheet at December 31, 2004 compared to December 31, 2003.

     Cash and cash equivalents were down approximately $9.4 million at $12.3 million compared to $21.7 million at December 31, 2003. The decrease in cash was primarily driven by:

     offset by

     In addition, we have sufficient borrowing capacity under our new corporate facility from our Australian bank, to recoup substantially all of the working capital that we have invested in our 2004 Australian acquisition, if we so choose. At the present time we have approximately $15.0 million in undrawn funds under our Australian credit facility.

     As a result of the above, our negative working capital has grown to $5.8 million compared to $0.2 million at December 31, 2003. Negative working capital is typical in the cinema industry, due to the lag time between the collection of box office and concession receipts and the payment of film distributors and vendors.

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     The resulting stockholders’ equity was $102.0 million at December 31, 2004 compared to $108.5 at December 31, 2003.

     As a result of our acquisitions in 2004 and including cinemas that are to be fitted-out under current heads of agreement, we will increase the size of our worldwide circuit (including all cinemas, whether wholly owned, consolidated, unconsolidated or managed) to fifty cinemas with 337 screens.

Subsequent Events

     In January 2005, we entered into a purchase and sale agreement providing for the sale of our Brand Blvd. office building in Glendale, California for 21.0 million. Our Brand property is currently subject to a first mortgage in the amount of approximately $10.2 million. It is currently our intention to complete a so called “1031 exchange” of the Brand property for the fee, ground lease and building comprising the Cinemas 1, 2 & 3 property.

     In relation to the land element of the Cinemas 1, 2 & 3 property, in January 2005, we increased our deposit down payment on the property from $800,000 to $4.0 million and agreed to an increase in the purchase price from $12.0 million to $12.2 million. In return we achieved an extension of the contract period until June 01, 2005.

     In February 2005 we sold the 2-screen cinema located on the outskirts of Melbourne, known as the Colac Cinema, for AUS$250,000. This cinema was purchased by us in July 2004 as part of the Anderson circuit acquisition, but was never part of our on-going operational strategy.

Russell 3000^Ò Index

     On July 1, 2003 Reading International, Inc. joined the Russell 3000^Ò Index. Annual reconstitution of the Russell indexes captures the 3,000 largest U.S. stocks as of the end of May, ranking them by total market capitalization to create the Russell 3000^Ò. The largest 1,000 companies in the ranking comprise the Russell 1000^Ò Index while the remaining 2,000 companies become the widely used Russell 2000^Ò Index. On July 1, 2004, Reading International, Inc. was reaffirmed as a member of the Russell 2000^® Index for the 2004/5 year.

About Reading International, Inc.

     Reading International is in the business of owning and operating cinemas and developing, owning and operating real estate assets. Our business consists primarily of:

     Reading manages its worldwide cinema business under various different brands:

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     Our statements in this press release contain a variety of forward-looking statements as defined by the Securities Litigation Reform Act of 1995. Forward-looking statements reflect only our expectations regarding future events and operating performance and necessarily speak only as of the date the information was prepared. No guarantees can be given that our expectation will in fact be realized, in whole or in part. You can recognize these statements by our use of words such as, by way of example, “may,” “will,” “expect,” “believe,” and “anticipate” or other similar terminology.

     These forward-looking statements reflect our expectation after having considered a variety of risks and uncertainties. However, they are necessarily the product of internal discussion and do not necessarily completely reflect the views of individual members of our Board of Directors or of our management team. Individual Board members and individual members of our management team may have different view as to the risks and uncertainties involved, and may have different views as to future events or our operating performance.

     Among the factors that could cause actual results to differ materially from those expressed in or underlying our forward-looking statements are the following:

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     The above list is not necessarily exhaustive, as business is by definition unpredictable and risky, and subject to influence by numerous factors outside of our control such as changes in government regulation or policy, competition, interest rates, supply, technological innovation, changes in consumer taste and fancy, weather, and the extent to which consumers in our markets have the economic wherewithal to spend money on beyond-the-home entertainment.

     Given the variety and unpredictability of the factors that will ultimately influence our businesses and our results of operation, it naturally follows that no guarantees can be given that any of our forward-looking statements will ultimately prove to be correct. Actual results will undoubtedly vary and there is no guarantee as to how our securities will perform either when considered in isolation or when compared to other securities or investment opportunities.

     Finally, please understand that we undertake no obligation to publicly update or to revise any of our forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable law. Accordingly, you should always note the date to which our forward-looking statements speak.

     Additionally, certain of the presentations included in this press release may contain “pro forma” information or “non-GAAP financial measures.” In such case, a reconciliation of this information to our GAAP financial statements will be made available in connection with such statements.

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For more information, contact:

Andrzej Matyczynski, Chief Financial Officer
Reading International, Inc.    (213) 235 2240

[TABLES FOLLOW]

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Reading International, Inc. and Subsidiaries
Supplemental Data
Reconciliation of EBITDA to Net Loss (Unaudited)
(dollars in thousands, except per share amounts)

Reconciliation of EBITDA to the net loss is presented below:

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Reading International, Inc. and Subsidiaries
Consolidated Statements of Operations for the Three Years Ended December 31, 2004
(U.S. dollars in thousands, except per share amounts)

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Reading International, Inc. and Subsidiaries
Consolidated Balance Sheets as of December 31, 2004 and 2003
(U.S. dollars in thousands)

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