Exhibit 5
 
  
 Re:
    
    Cinemark USA, Inc.
Registration Statement on Form S-4
  Company Schedule A Guarantors  Registration
Statement Act Exchange Notes Indenture Trustee Exchange Offer Initial Notes Guarantees




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1.
    
    the Exchange Notes will be valid and binding obligations of the Company, enforceable against
the Company in accordance with their terms; and2.
    
    the Guarantees will be valid and binding obligations of the Guarantors, enforceable against
the Guarantors in accordance with their terms.
  A.
    
    We express no opinion as to the laws of any jurisdiction other than any published
constitutions, treaties, laws, rules or regulations or judicial or administrative decisions
(Laws) of (i) the Laws of the State of New York; (ii) the Texas Business Organizations
Code; (iii) the Delaware General Corporation Law and the Delaware Limited Liability Company
Act; (iv) the California General Corporation Law and the California Limited Liability Company
Act; (v) the Florida Limited Liability Company Act; and (vi) the federal securities Laws of
the United States of America.B.
    
    The matters expressed in this letter are subject to and qualified and limited by (i)
applicable bankruptcy, insolvency, fraudulent transfer and conveyance, reorganization,
moratorium and similar laws affecting creditors rights and remedies generally; (ii) general
principles of equity, including without limitation, concepts of materiality, reasonableness,
good faith and fair dealing and the possible unavailability of specific performance or
injunctive relief (regardless of whether considered in a proceeding in equity or at law); and
(iii) securities laws and public policy underlying such laws with respect to rights to
indemnification and contribution.C.
    
    This opinion letter is limited to the matters expressly stated herein and no opinion is to be
inferred or implied beyond the opinion expressly set forth herein. We undertake no, and
hereby disclaim any, obligation to make any inquiry after the date hereof or to advise you
of any changes in any matter set forth herein, whether based on a change in the law, a
change in any fact relating to the Company, the Guarantors, or any other person or any other
circumstance.D.
    
    We express no opinion as to the enforceability of Section 4.06 of the Indenture.




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E.
    
    We also advise you of California statutory provisions and case law to the effect that, in
certain circumstances, a surety, guarantor, indemnitor, co-grantor or co-borrower
(collectively herein, surety or guarantor) may be exonerated if the suretys obligation
under a surety, guaranty, indemnity or co-borrowing or security arrangement is not supported
by consideration distinct from the consideration for the principals obligation (or another
partys obligation, including without limitation, other co-borrowers) (collectively herein,
obligor or principal) or if there is any fraud, concealment, non-disclosure,
misrepresentation of facts or undue advantage taken of the surety by the creditor or if the
creditor materially alters the original obligation of the principal without the consent of the
surety, or the creditor elects remedies for default which impair the subrogation or other
rights of the surety against the principal or the creditor otherwise takes any action which
materially prejudices the surety, and that the suretys obligation may be unenforceable to the
extent that it exceeds or is more burdensome than the underlying principal obligation or the
underlying principal obligation is unenforceable. See, e.g., without limitation, Cal. Civ.
Code § § 2787-2856 (West 2008); Union Bank v. Gradsky, 265 Cal. App. 2d 40, 71 Cal. Rptr. 64
(1968); Sumitomo Bank of California v. Iwasaki, 70 Cal. 2d 81, 447 P.2d 956, 73 Cal. Rptr. 564
(1968) and 59 Cal. Jur. 3d, Suretyship and Guaranty, § 40. These outcomes may result
notwithstanding the presence of any waivers of such provisions. See, e.g., without
limitation, Cal. Civ. Code § 2856. Notwithstanding the foregoing, there is also authority
(including California Civil Code § 2856) to the effect that a guarantor may effectively waive
statutory suretyship defenses if express waivers of such defenses are set forth in the
guaranty.
  Very truly yours,/s/ Akin, Gump, Strauss, Hauer & Feld, L.L.P.AKIN, GUMP, STRAUSS, HAUER & FELD, L.L.P.




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SCHEDULE A