##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
  Form 10-Q
  þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended
    June 30,
    2010ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission File No. 1-34794
  CKX, INC.
 (Exact name of Registrant as specified in its charter)
  Delaware

27-0118168(State or other jurisdiction of
    incorporation or organization)

(I.R.S. Employer
    Identification Number)   650 Madison Avenue
 New York, New York 10022
 (Address of Principal Executive Offices and Zip Code)
  Registrants Telephone Number, Including Area Code:
 (212) 838-3100
  Securities Registered Pursuant to Section 12(b) of the
    Act: None
 Securities Registered Pursuant to Section 12(g) of the
    Act:
 Common Stock, Par Value $0.01 Per Share
   þ o
  Regulation S-T o o
  Rule 12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer þ
    Non-accelerated
    filer o
    Smaller
    reporting
    company o   Rule 12b-2 o þ




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##### Table of Contents





TABLE OF
    CONTENTS
   
 PART I


FINANCIAL INFORMATIONItem 1


Financial StatementsCondensed Consolidated Balance Sheets at
    June 30, 2010 (Unaudited) and December 31, 2009


3Condensed Consolidated Statements of Operations
    (Unaudited) for the three months ended June 30, 2010 and
    2009


4Condensed Consolidated Statements of Operations
    (Unaudited) for the six months ended June 30, 2010 and
    2009


5Condensed Consolidated Statements of Cash Flows
    (Unaudited) for the six months ended June 30, 2010 and
    2009


6Notes to Condensed Consolidated Financial
    Statements (Unaudited)


8Item 2


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


24Item 3


Quantitative and Qualitative Disclosures About
    Market Risk


45Item 4


Controls and Procedures


46PART II


OTHER INFORMATIONItem 1


Legal Proceedings


47Item 6


Exhibits


47EX-31.1EX-31.2EX-32.1EX-32.2  2




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##### Table of Contents



CKX,
    INC.CONDENSED CONSOLIDATED BALANCE SHEETS(amounts in thousands, except share data)
  June 30,


December 31,2010


2009(Unaudited)ASSETSCurrent assets:Cash and cash equivalents

$
59,853


$
66,587Receivables, net of allowance for doubtful accounts of $721 at
    June 30, 2010 and $742 at December 31, 2009


84,162



52,252Inventories, net of allowance for obsolescence of $661 at
    June 30, 2010 and December 31, 2009


1,826



1,977Prepaid expenses and other current assets


24,864



26,092Prepaid income taxes


5,835



4,610Deferred tax assets


3,995



3,551Total current assets


180,535



155,069Property and equipment  net


45,633



49,590Receivables


2,410



2,693Loans to related parties


1,750



2,221Other assets


37,559



49,453Goodwill


114,659



116,873Other intangible assets  net


111,991



119,809Deferred tax assets


3,376



3,974TOTAL ASSETS

$
497,913


$
499,682LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable

$
34,319


$
39,144Accrued expenses


27,491



25,689Current portion of long-term debt


100,515



482Deferred revenue


13,246



12,885Total current liabilities


175,571



78,200Long-term liabilities:Long-term debt


131



100,647Deferred revenue


3,143



2,850Other long-term liabilities


2,647



2,828Deferred tax liabilities


20,351



22,835Total liabilities


201,843



207,360Redeemable restricted common stock 
    534,082 shares outstanding at June 30, 2010 and
    December 31, 2009


7,347



7,347Commitments and contingencies (see note 15)CKX, Inc. stockholders equity:Preferred stock, $0.01 par value, authorized
    75,000,000 shares:Series B  1,491,817 shares outstanding


22,825



22,825Series C  1 share outstanding






Common stock, $0.01 par value: authorized
    200,000,000 shares, 96,857,800 shares issued at
    June 30, 2010 and 96,831,149 issued at December 31,
    2009


969



968Additional
    paid-in-capital


397,702



394,839Accumulated deficit


(82,319
)


(83,857
)Common stock in treasury  4,477,438 shares at
    June 30, 2010 and December 31, 2009


(22,647
)


(22,647
)Accumulated other comprehensive loss


(33,578
)


(33,394
)CKX, Inc. stockholders equity


282,952



278,734Noncontrolling interests


5,771



6,241Total equity


288,723



284,975TOTAL LIABILITIES AND STOCKHOLDERS EQUITY

$
497,913


$
499,682    3




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##### Table of Contents



CKX,
    INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED)(amounts in thousands, except share and per share
    data)
  Three Months


Three MonthsEnded


EndedJune 30, 2010


June 30, 2009Revenue

$
89,439


$
79,533Operating expenses:Cost of sales


39,532



32,904Selling, general and administrative expenses


18,549



18,210Corporate expenses


4,654



5,734Depreciation and amortization


5,172



4,560Provision for severance and other restructuring-related costs


3,794



Executive separation costs


6,781



Merger-related and advisory costs


980



525Acquisition-related costs






696Other expense


882



5,712Total operating expenses


80,344



68,341Operating income


9,095



11,192Interest income


51



100Interest expense


(581
)


(906
)Income before income taxes and equity in losses of affiliates


8,565



10,386Income tax expense


884



5,035Income before equity in losses of affiliates


7,681



5,351Equity in losses of affiliates


(62
)


(321
)Net income


7,619



5,030Dividends on preferred stock


(456
)


(456
)Net income available to CKX, Inc.


7,163



4,574Less: Net income attributable to noncontrolling interests


(592
)


(566
)Net income attributable to CKX, Inc.

$
6,571


$
4,008Income per share:Basic income per share

$
0.07


$
0.05Diluted income per share

$
0.07


$
0.05Average number of common shares outstanding:Basic


92,897,048



93,702,530Diluted


92,901,151



93,702,531    4




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CKX,
    INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
    (UNAUDITED)(amounts in thousands, except share and per share
    data)
  Six Months


Six MonthsEnded


EndedJune 30, 2010


June 30, 2009Revenue

$
156,086


$
161,039Operating expenses:Cost of sales


69,153



61,214Selling, general and administrative expenses


36,880



36,134Corporate expenses


9,987



9,909Impairment charges


4,853



Depreciation and amortization


10,315



8,998Provision for severance and other restructuring-related costs


9,912



1,418Executive separation costs


6,781



Merger-related and advisory costs


980



525Acquisition-related costs






2,233Other expense


1,420



5,840Total operating expenses


150,281



126,271Operating income


5,805



34,768Interest income


101



203Interest expense


(1,448
)


(1,956
)Income before income taxes and equity in losses of affiliates


4,458



33,015Income tax expense


1,520



14,329Income before equity in losses of affiliates


2,938



18,686Equity in losses of affiliates


(74
)


(259
)Net income


2,864



18,427Dividends on preferred stock


(912
)


(912
)Net income available to CKX, Inc.


1,952



17,515Less: Net income attributable to noncontrolling interests


(414
)


(1,444
)Net income attributable to CKX, Inc.

$
1,538


$
16,071Basic income per share:Income attributable to CKX, Inc. before preferred dividends

$
0.03


$
0.18Dividends on preferred stock


(0.01
)


(0.01
)Basic income per share

$
0.02


$
0.17Diluted income per share:Income attributable to CKX, Inc. before dividends on preferred
    stock

$
0.03


$
0.18Dividends on preferred stock


(0.01
)


(0.01
)Diluted income per share

$
0.02


$
0.17Average number of common shares outstanding:Basic


92,887,556



93,749,330Diluted


92,997,614



93,827,784    5




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CKX,
    INCCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
    (UNAUDITED)(amounts in thousands)
  Six Months


Six MonthsEnded


EndedJune 30, 2010


June 30, 2009Cash flows from operating activities:Net income

$
2,864


$
18,427Adjustments to reconcile net income to net cash used in
    operating activities:Depreciation and amortization


10,315



8,998Impairment charges


4,853



Non-cash provision for severance and other restructuring-related
    costs and executive separation costs


1,849



Write-off of deferred costs






874Unrealized foreign currency losses


211



6,018Share-based payments


1,049



752Equity in losses of affiliates, net of cash received


74



259Deferred income taxes


(2,330
)


845Non-cash interest expense


465



383Provision for inventory and accounts receivable allowance


104



240Changes in operating assets and liabilities:Receivables


(31,641
)


(33,935
)Prepaid expenses and other current assets


5,741



2,920Prepaid income taxes


(1,177
)


Accounts payable and accrued expenses


(3,023
)


7,551Deferred revenue


654



(16,993
)Income taxes payable


(48
)


485Other


7,642



(841
)Net cash used in operating activities


(2,398
)


(4,017
)Cash flows from investing activities:Purchases of property and equipment


(1,306
)


(4,838
)Investment in Cirque du Soleil partnership


(448
)


(2,219
)Net cash used in investing activities


(1,754
)


(7,057
)Cash flows from financing activities:Purchase of redeemable restricted common stock






(15,000
)Distributions to noncontrolling interest shareholders


(850
)


(1,750
)Principal payments on debt


(483
)


(489
)Dividends paid on preferred stock


(912
)


(912
)Net cash used in financing activities


(2,245
)


(18,151
)Effect of exchange rate changes on cash and cash equivalents


(337
)


234Net decrease in cash and cash equivalents


(6,734
)


(28,991
)Cash and cash equivalents  beginning of period


66,587



101,895Cash and cash equivalents  end of period

$
59,853


$
72,904Supplemental cash flow data:Cash paid during the period for:Interest

$
965


$
1,312Income taxes


5,201



13,983   6




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##### Table of Contents



Supplemental Cash Flow InformationThe Company had the following non-cash investing and financing
    activities in the six months ended June 30, 2010 (in
    thousands):Accrued but unpaid Series B Convertible Preferred Stock
    Dividends

$
456Accrued but unpaid investment in Cirque du Soleil partnership


544The Company had the following non-cash investing and financing
    activities in the six months ended June 30, 2009 (in
    thousands):Accrued but unpaid Series B Convertible Preferred Stock
    Dividends

$
456Accrued but unpaid investment in Cirque du Soleil partnership


3,831    7




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##### Table of Contents



CKX,
    INC.
  NOTES TO
    UNAUDITED CONDENSED CONSOLIDATED
 FINANCIAL
    STATEMENTS
  1.
    Overview  General
    
    19 Entertainment Limited (19 Entertainment), which
    owns, among other properties, proprietary rights to the IDOLSand So You Think You Can Dancetelevision brands,
    both of which air in the United States and, together with local
    adaptations of the formats, around the world;
    An 85% ownership interest in Elvis Presley Enterprises (the
    Presley Business or EPE), which owns the
    rights to the name, image and likeness of Elvis Presley, certain
    music and other intellectual property created by or related to
    Elvis, and the operations of Graceland; and has partnered with
    Cirque du Soleil for the recently opened Viva ELVISshow
    in Las Vegas, Nevada; and
    An 80% ownership interest in Muhammad Ali Enterprises (the
    Ali Business), which owns the rights to the name,
    image and likeness of, as well as certain trademarks and other
    intellectual property related to Muhammad Ali.    Form 10-K
  First
    Quarter 2010 Adjustment
  American Idol
  2.
    Accounting
    Policies  Form 10-K
  Recently
    Issued Accounting Standards
  2009-13 2009-13
 8




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##### Table of Contents



3.
    Executive
    Separation Costs        and/or
    Payments/VestingProvision for the


During the SixSix Months Ended


Months Ended


Liability as ofJune 30, 2010


June 30, 2010


June 30, 2010Severance and other one-time costs

$
3,813


$
(396
)

$
3,417Consulting costs


1,000



(83
)


917Share-based compensation costs due to acceleration of stock
    options


1,297



(1,297
)


Office and other administrative costs


500



(25
)


475Health insurance costs


171







171$
6,781


$
(1,801
)

$
4,980  9




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##### Table of Contents



4.
    Transactions
    with Simon Fuller and Restructuring of 19
    Entertainment  IDOLS So You Think You Can Dance If I Can Dream American Idol So You Think
    You Can Dance
    IDOLS So You
    Think You Can Dance If I Can Dream.
  and/or and/or
     10




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##### Table of Contents



Payments/VestingProvision for the


During the SixSix Months Ended


Months Ended


Liability as ofJune 30, 2010


June 30, 2010


June 30, 2010Severance and other employee-related termination costs

$
2,518


$
(1,612
)

$
906Costs associated with transaction with Simon Fuller


5,564



(5,564
)


Costs associated with termination of leases related to office
    closures


510



(18
)


492Costs associated with termination of projects and ventures


851



(330
)


521Other


469



(252
)


217$
9,912


$
(7,776
)

$
2,136     5.
    Transactions
    Involving FX Real Estate and Entertainment Inc.  About
    FXRE
  Form 10-K.
  Terminated
    License Agreements
   11




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##### Table of Contents



6.
    Elvis
    Cirque du Soleil Show  Viva ELVIS
    Viva
    ELVIS
 12




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##### Table of Contents



7.
    Comprehensive
    Income    Three Months Ended


Six Months EndedJune 30,


June 30,2010


2009


2010


2009Net income

$
7,619


$
5,030


$
2,864


$
18,427Foreign currency translation adjustments


16



22,859



(184
)


20,4327,635



27,889



2,680



38,859Net income attributable to noncontrolling interests


(592
)


(566
)


(414
)


(1,444
)Comprehensive income

$
7,043


$
27,323


$
2,266


$
37,415   Change
    in Functional Currency
  Foreign
    Currency Matters Form 10-K.
    8.
    Earnings
    Per Share/Common Shares Outstanding   13




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##### Table of Contents



Three Months Ended


Six Months EndedJune 30,


June 30,2010


2009


2010


2009Basic common shares outstanding (including redeemable restricted
    common stock)


92,897,048



93,702,530



92,887,556



93,749,330Incremental shares for assumed exercise of Series C
    preferred stock and stock options


4,103



1



110,058



78,454Diluted common shares outstanding (including redeemable
    restricted common stock)


92,901,151



93,702,531



92,997,614



93,827,784   9.
    Intangible
    Assets and Goodwill    Presley and Ali trademarks, publicity rights and other
    intellectual property

$
66,365     WeightedAverage


Gross





NetRemaining


Carrying


Accumulated


CarryingUseful Life


Amount


Amortization


AmountPresley record, music publishing, film and video rights


9.5


$
28,900


$
(10,270
)

$
18,630Other Presley intangible assets


11.6



13,622



(7,175
)


6,44719 Entertainment IDOLS television programming, merchandising and
    sponsorship relationships


1.7



64,517



(48,110
)


16,40719 Entertainment other artist management, recording,
    merchandising, sponsorship and model relationships


1.8



17,838



(14,279
)


3,559MBST artist contracts, profit participation rights and other
    intangible assets


1.3



4,270



(3,687
)


583$
129,147


$
(83,521
)

$
45,626    14




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##### Table of Contents



Gross





NetCarrying


Accumulated


CarryingAmount


Amortization


AmountDefinite Lived Intangible Assets:Presley record, music publishing, film and video rights

$
28,900


$
(9,298
)

$
19,602Other Presley intangible assets


13,622



(6,538
)


7,08419 Entertainment IDOLS television programming, merchandising and
    sponsorship relationships


64,517



(43,423
)


21,09419 Entertainment other artist management, recording,
    merchandising, sponsorship and model relationships


18,087



(13,387
)


4,700MBST artist contracts, profit participation rights and other
    intangible assets


4,270



(3,306
)


964$
129,396


$
(75,952
)

$
53,444     For the six months ending December 31, 2010

$
7,385For the years ending December 31,2011


13,7602012


5,7292013


3,1182014


2,978     Balance at





Balance atDecember 31,





June 30,2009


Impairment


2010Presley royalties and licensing

$
14,413


$



$
14,413Presley Graceland operations


10,166







10,16619 Entertainment


89,009



(2,214
)


86,795MBST


2,175







2,175Ali Business


1,110







1,110Total

$
116,873


$
(2,214
)

$
114,659   IDOLS So You
    Think You Can Dance If I Can Dream
   15




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##### Table of Contents



U.K.-based
  10.
    Debt        $
  11.
    Equity    NoncontrollingCKX, Inc.


Interests


TotalBalance at January 1, 2010

$
278,734


$
6,241


$
284,975Net income


2,450



414



2,864Distributions/distributions payable to noncontrolling interest
    shareholders






(850
)


(850
)Series B preferred dividends


(912
)






(912
)Other comprehensive income


(184
)






(184
)Other


2,864



(34
)


2,830Balance at June 30, 2010

$
282,952


$
5,771


$
288,723  16




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##### Table of Contents



NoncontrollingCKX, Inc.


Interests


TotalBalance at January 1, 2009

$
237,461


$
5,279


$
242,740Net income


16,983



1,444



18,427Distributions to noncontrolling interest shareholders






(1,750
)


(1,750
)Series B preferred dividends


(912
)






(912
)Other comprehensive income


20,432







20,432Other


1,325



(43
)


1,282Balance at June 30, 2009

$
275,289


$
4,930


$
280,219   Stockholder
    Rights Plan
          12.
    Share-Based
    Payments     17




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##### Table of Contents



Weighted average risk-free average interest rate


3.1
%Volatility


41.9
%Expected life (years)


6.5Dividend yield


0.0
%     13.
    Income
    Taxes                   18




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##### Table of Contents



14.
    Property
    and Equipment Impairment    15.
    Commitments
    and Contingencies  Elvis
    Cirque du Soleil Show
  Viva ELVIS
  Redeemable
    Restricted Common Stock
       19




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##### Table of Contents



Ryan
    Seacrest Agreement
  American Idol American Idol American Idol
  American Idol
  Executive
    Separation Costs
    Simon
    Fuller Transaction
    Television
    Development Agreement
    MBST
    Contingencies
   20




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##### Table of Contents



16.
    Segment
    Information      Presley BusinessRoyalties and


Graceland


19Segment Information

Licensing


Operations


Entertainment


Ali Business


Corporate


Total(Amounts in thousands)Three months ended June 30, 2010:Revenue

$
6,098


$
10,330


$
72,299


$
712


$



$
89,439Operating income (loss)

$
3,125


$
1,530


$
16,671


$
333


$
(12,564
)

$
9,095Depreciation and amortization

$
639


$
653


$
3,723


$
8


$
149


$
5,172OIBDAN

$
3,779


$
2,208


$
20,513


$
341


$
(10,792
)

$
16,049Three months ended June 30, 2009:Revenue

$
3,949


$
10,615


$
64,618


$
351


$



$
79,533Operating income (loss)

$
1,593


$
2,597


$
14,102


$
1


$
(7,101
)

$
11,192Depreciation and amortization

$
646


$
616


$
3,143


$
9


$
146


$
4,560OIBDAN

$
2,248


$
3,239


$
17,381


$
11


$
(6,717
)

$
16,162Six months ended June 30, 2010:Revenue

$
11,812


$
16,941


$
125,739


$
1,594


$



$
156,086Operating income (loss)

$
6,065


$
(2,590
)

$
19,512


$
863


$
(18,045
)

$
5,805Depreciation and amortization

$
1,284


$
1,245


$
7,472


$
17


$
297


$
10,315OIBDAN

$
7,380


$
1,338


$
29,992


$
880


$
(15,719
)

$
23,871Six months ended June 30, 2009:Revenue

$
16,412


$
16,741


$
125,907


$
1,979


$



$
161,039Operating income (loss)

$
12,163


$
1,040


$
34,710


$
(320
)

$
(12,825
)

$
34,768Depreciation and amortization

$
1,291


$
1,179


$
6,340


$
30


$
158


$
8,998OIBDAN

$
13,475


$
2,266


$
41,291


$
(285
)

$
(12,229
)

$
44,518Asset Information:Segment assets at June 30, 2010

$
98,247


$
70,746


$
219,898


$
31,419


$
77,603


$
497,913Segment assets at December 31, 2009

$
98,662


$
73,379


$
211,911


$
31,262


$
84,468


$
499,682  21




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##### Table of Contents



Three Months Ended


Six Months EndedJune 30,


June 30,2010


2009


2010


2009(Amounts in thousands)OIBDAN

$
16,049


$
16,162


$
23,871


$
44,518Depreciation and amortization


(5,172
)


(4,560
)


(10,315
)


(8,998
)Impairment charges










(4,853
)


Non-cash compensation included in severance and other
    restructuring-related costs and executive separation costs


(1,297
)






(1,849
)


Non-cash compensation


(485
)


(410
)


(1,049
)


(752
)Interest income


51



100



101



203Interest expense


(581
)


(906
)


(1,448
)


(1,956
)Equity in losses of affiliates


(62
)


(321
)


(74
)


(259
)Income tax expense


(884
)


(5,035
)


(1,520
)


(14,329
)Net income

$
7,619


$
5,030


$
2,864


$
18,427   17.
    Related
    Party Transactions                 22




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##### Table of Contents



18.
    Subsequent
    Events         FORWARD
    LOOKING STATEMENTS
  In addition to historical information, this
    Form 10-Q
    (this Quarterly Report) contains forward-looking
    statements within the meaning of Section 27A of the
    Securities Act of 1933, as amended, and Section 21E of the
    Securities Exchange Act of 1934, as amended. Forward-looking
    statements are those that predict or describe future events or
    trends and that do not relate solely to historical matters. You
    can generally identify forward-looking statements as statements
    containing the words believe, expect,
    will, anticipate, intend,
    estimate, project, assume or
    other similar expressions, although not all forward-looking
    statements contain these identifying words. All statements in
    this Quarterly Report regarding our future strategy, future
    operations, projected financial position, estimated future
    revenue, projected costs, future prospects, and results that
    might be obtained by pursuing managements current plans
    and objectives are forward-looking statements. You should not
    place undue reliance on our forward-looking statements because
    the matters they describe are subject to known and unknown
    risks, uncertainties and other unpredictable factors, many of
    which are beyond our control. Our forward-looking statements are
    based on the information currently available to us and speak
    only as of the date on which this Quarterly Report was filed
    with the Securities and Exchange Commission (SEC).
    We expressly disclaim any obligation to issue any updates or
    revisions to our forward-looking statements, even if subsequent
    events cause our expectations to change regarding the matters
    discussed in those statements. Over time, our actual results,
    performance or achievements will likely differ from the
    anticipated results, performance or achievements that are
    expressed or implied by our forward-looking statements, and such
    difference might be significant and materially adverse to our
    stockholders.
 23




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##### Table of Contents



Item 2.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Managements discussion and analysis of financial
    condition and results of operations should be read in
    conjunction with the historical financial statements and
    footnotes of the registrant included in its Annual Report on
    Form 10-K
    for the year ended December 31, 2009. Our future results of
    operations may change materially from the historical results of
    operations reflected in our historical financial statements.
  General
    
    19 Entertainment Limited, which owns, among other properties,
    proprietary rights to the IDOLSand So You Think You
    Can Dancetelevision brands, both of which air in the United
    States, and, together with local adaptations of the format,
    around the world;
    An 85% ownership interest in Elvis Presley Enterprises, which
    owns the rights to the name, image and likeness of Elvis
    Presley, certain music and other intellectual property created
    by or related to Elvis Presley and the operations of Graceland
    and has partnered with Cirque du Soleil for the recently opened
    Viva ELVISshow in Las Vegas, Nevada; and
    An 80% ownership interest in Muhammad Ali Enterprises, which
    owns the rights to the name, image and likeness of, as well as
    certain trademarks and other intellectual property related to
    Muhammad Ali.      Executive
    Separation Costs
     24




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##### Table of Contents



and/or
  Transaction
    with Simon Fuller and Restructuring of 19
    Entertainment
  IDOLS So You Think You Can Dance If I Can Dream American Idol So You Think
    You Can Dance
    IDOLS So You
    Think You Can Dance If I Can Dream
  and/or and/or
   25




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##### Table of Contents



Transactions
    Involving FX Real Estate and Entertainment Inc.
  About
    FXRE
    Terminated
    License Agreements
       26




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##### Table of Contents



19
    Entertainment
    IDOLS IDOLS IDOLS IDOLS IDOLS IDOLS
  IDOLS American Idol 1 American Idol 4 American Idol 4 American
    Idol 9 American Idol 10 IDOLS
  American Idol IDOLS
  IDOLS American Idol IDOLS American Idol American Idol
  American Idol American Idol
  American Idol American Idol American Idol
  American Idol
 27




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##### Table of Contents



American Idol So You Think You Can Dance So You Think You Can
    Dance Superstars of Dance
    Presley
    Business
  and/or and/or
      Viva ELVIS
   28




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##### Table of Contents



Viva ELVIS
      and/or
  Ali
    Business
        Change in
    Functional Currency
  Foreign
    Currency Matters
 29




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##### Table of Contents



Form 10-K.
    Use of
    OIBDAN
    First
    Quarter 2010 Adjustment
  American Idol
   30




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##### Table of Contents



Consolidated
    Operating Results Three Months Ended June 30,
    2010
  Compared to Three Months Ended June 30, 2009
  Three Months


Three MonthsEnded


EndedJune 30, 2010


June 30, 2009


Variance(In thousands)Revenue

$
89,439


$
79,533


$
9,906Operating expenses


80,344



68,341



12,003Other expense


882



5,712



(4,830
)Operating income


9,095



11,192



(2,097
)Income tax expense


884



5,035



(4,151
)Net income attributable to CKX, Inc.


6,571



4,008



2,563Operating income

$
9,095


$
11,192


$
(2,097
)Depreciation and amortization


5,172



4,560



612Non-cash provision for severance and other restructuring-related
    costs and executive separation costs


1,297







1,297Non-cash compensation


485



410



75OIBDAN

$
16,049


$
16,162


$
(113
)   American Idol
 31




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##### Table of Contents



19
    Entertainment
    Three Months Ended June 30, 2010

Revenue


Cost of Sales(In thousands)American Idol(including television production, foreign
    syndication, sponsorship, merchandise and touring)

$
38,267


$
(9,601
)

$
28,666Other IDOLStelevision programs (including license fees
    and sponsorship)


3,160



(343
)


2,817So You Think You Can Dance


22,177



(18,274
)


3,903If I Can Dreamand other television productions


1,797



(2,772
)


(975
)Music and artist management


4,057



(3,246
)


811Other


2,841



(2,544
)


297$
72,299


$
(36,780
)

$
35,519Selling, general and administrative expenses, excluding non-cash
    compensation










(10,334
)Provision for severance and other restructuring-related costs










(3,794
)Other expense










(878
)OIBDAN









$
20,513OIBDAN









$
20,513Depreciation and amortization










(3,723
)Non-cash compensation










(119
)Operating income









$
16,671   Three Months Ended June 30, 2009

Revenue


Cost of Sales(In thousands)American Idol(including television production, foreign
    syndication, sponsorship, merchandise and touring)

$
31,326


$
(3,611
)

$
27,715Other IDOLStelevision programs (including license fees
    and sponsorship)


2,146



(119
)


2,027So You Think You Can Dance


23,077



(18,845
)


4,232If I Can Dreamand other television productions






(1,288
)


(1,288
)Music and artist management


6,148



(3,845
)


2,303Other


1,921



(3,151
)


(1,230
)$
64,618


$
(30,859
)

$
33,759Selling, general and administrative expenses, excluding non-cash
    compensation










(10,666
)Other expense










(5,712
)OIBDAN









$
17,381OIBDAN









$
17,381Depreciation and amortization










(3,143
)Non-cash compensation










(136
)Operating income









$
14,102  32




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##### Table of Contents



American Idol
  American Idol 9 American Idol 8 American Idol American Idol
  IDOLS
  So You Think You Can Dance
  If I Can Dream If I Can Dream
  American Idol American Idol
       33




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##### Table of Contents



Presley
    Business  Royalties and Licensing
    Three Months


Three MonthsEnded


EndedJune 30,


June 30,2010


2009


Variance(In thousands)Revenue

$
6,098


$
3,949


$
2,149Cost of sales


(1,199
)


(436
)


(763
)Selling, general and administrative expense, excluding non-cash
    compensation


(1,120
)


(1,265
)


145OIBDAN

$
3,779


$
2,248


$
1,531OIBDAN

$
3,779


$
2,248



1,531Depreciation and amortization


(639
)


(646
)


7Non-cash compensation


(15
)


(9
)


(6
)Operating income

$
3,125


$
1,593


$
1,532   VIVA ELVIS Viva ELVIS
  Presley
    Business  Graceland Operations
    Three Months


Three MonthsEnded


EndedJune 30,


June 30,2010


2009


Variance(In thousands)Revenue

$
10,330


$
10,615


$
(285
)Cost of sales


(1,483
)


(1,572
)


89Selling, general and administrative expense, excluding non-cash
    compensation


(6,639
)


(5,804
)


(835
)OIBDAN

$
2,208


$
3,239


$
(1,031
)OIBDAN

$
2,208


$
3,239


$
(1,031
)Depreciation and amortization


(653
)


(616
)


(37
)Non-cash compensation


(25
)


(26
)


1Operating income

$
1,530


$
2,597


$
(1,067
)    34




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##### Table of Contents



Ali
    Business
    Corporate
    and Other
  Corporate
    Expenses and Other Costs
          Interest
    Income/Expense
    Income
    Taxes
     35




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##### Table of Contents



Equity
    in Losses of Affiliates
  Viva ELVIS
  Viva ELVIS
  Noncontrolling
    Interests
   36




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##### Table of Contents



Consolidated
    Operating Results Six Months Ended June 30, 2010
  Compared to Six Months Ended June 30, 2009
  Six Months


Six MonthsEnded


EndedJune 30, 2010


June 30, 2009


Variance(In thousands)Revenue

$
156,086


$
161,039


$
(4,953
)Operating expenses


150,281



126,271



24,010Other expense


1,420



5,840



(4,420
)Operating income


5,805



34,768



(28,963
)Income tax expense


1,520



14,329



(12,809
)Net income attributable to CKX, Inc.


1,538



16,071



(14,533
)Operating income

$
5,805


$
34,768


$
(28,963
)Impairment charge


4,853







4,853Depreciation and amortization


10,315



8,998



1,317Non-cash provision for severance and other restructuring-related
    costs


552







552Non-cash executive separation costs


1,297







1,297Non-cash compensation


1,049



752



297OIBDAN

$
23,871


$
44,518


$
(20,647
)   Superstars of Dance, American Idol Viva ELVIS
 37




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##### Table of Contents



19
    Entertainment
    Six Months Ended June 30, 2010

Revenue


Cost of Sales(In thousands)American Idol(including television production, foreign
    syndication, sponsorship, merchandise and touring)

$
67,368


$
(22,190
)

$
45,178Other IDOLStelevision programs (including license fees
    and sponsorship)


7,300



(843
)


6,457So You Think You Can Dance


23,798



(19,602
)


4,196If I Can Dreamand other television productions


3,425



(6,712
)


(3,287
)Music and artist management


15,838



(7,773
)


8,065Other


8,010



(7,001
)


1,009$
125,739


$
(64,121
)

$
61,618Selling, general and administrative expenses, excluding non-cash
    compensation










(20,854
)Provision for severance and other restructuring-related costs
    (excluding non-cash compensation for accelerated vesting)










(9,360
)Other expense










(1,412
)OIBDAN









$
29,992OIBDAN









$
29,992Impairment charge










(2,214
)Depreciation and amortization










(7,472
)Non-cash provision for severance and other restructuring-related
    costs










(242
)Non-cash compensation










(552
)Operating income









$
19,512   Six Months Ended June 30, 2009

Revenue


Cost of Sales(In thousands)American Idol(including television production, foreign
    syndication, sponsorship, merchandise and touring)

$
55,981


$
(7,734
)

$
48,247Other IDOLStelevision programs (including license fees
    and sponsorship)


5,537



(237
)


5,300So You Think You Can


26,599



(21,286
)


5,313If I Can Dreamand other television productions


12,109



(14,458
)


(2,349
)Music and artist management


20,717



(9,612
)


11,105Other


4,964



(4,605
)


359$
125,907


$
(57,932
)

$
67,975Selling, general and administrative expenses, excluding non-cash
    compensation










(20,844
)Other expense










(5,840
)OIBDAN









$
41,291OIBDAN









$
41,291Depreciation and amortization










(6,340
)Non-cash compensation










(241
)Operating income









$
34,710  38




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##### Table of Contents



Superstars of Dance American Idol.
  American Idol 9 American Idol 8 American Idol American Idol American Idol
  IDOLS
  So You Think You Can Dance
  If I Can Dream Superstars of Dance If I Can Dream Superstars of If I Can Dream
  American Idol American Idol
         39




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##### Table of Contents



Presley
    Business  Royalties and Licensing
    Six Months


Six MonthsEnded


EndedJune 30,


June 30,2010


2009


Variance(In thousands)Revenue

$
11,812


$
16,412


$
(4,600
)Cost of sales


(2,101
)


(670
)


(1,431
)Selling, general and administrative expense, excluding non-cash
    compensation


(2,331
)


(2,267
)


(64
)OIBDAN

$
7,380


$
13,475


$
(6,095
)OIBDAN

$
7,380


$
13,475


$
(6,095
)Depreciation and amortization


(1,284
)


(1,291
)


7Non-cash compensation


(31
)


(21
)


(10
)Operating income

$
6,065


$
12,163


$
(6,098
)   Viva ELVIS Viva ELVIS
  Presley
    Business  Graceland Operations
    Six Months


Six MonthsEnded


EndedJune 30,


June 30,2010


2009


Variance(In thousands)Revenue

$
16,941


$
16,741


$
200Cost of sales


(2,757
)


(2,457
)


(300
)Selling, general and administrative expense, excluding non-cash
    compensation


(12,846
)


(12,018
)


(828
)OIBDAN

$
1,338


$
2,266


$
(928
)OIBDAN

$
1,338


$
2,266


$
(928
)Impairment charge


(2,639
)






(2,639
)Depreciation and amortization


(1,245
)


(1,179
)


(66
)Non-cash compensation


(44
)


(47
)


3Operating income

$
(2,590
)

$
1,040


$
(3,630
)  40




---



##### Table of Contents



Ali
    Business
    Corporate
    and Other
  Corporate
    Expenses and Other Costs
            Impairment
    Charges
   41




---



##### Table of Contents



Interest
    Income/Expense
    Income
    Taxes
          Equity
    in Losses of Affiliates
  Viva ELVIS
  Noncontrolling
    Interests
    Cash Flow
    for the six months ended June 30, 2010 and 2009
  Operating
    Activities
  American Idol So You Think You Can
    Dance
 42




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##### Table of Contents



American Idol
  Investing
    Activities
      Financing
    Activities
      Uses
    of Capital
          Capital
    Expenditures
  Viva ELVIS
 43




---



##### Table of Contents



Dividends
      Commitments
    and Contingencies
    Ryan
    Seacrest Agreement
  American Idol American Idol American Idol American Idol American Idol
  Simon
    Fuller Transaction
  American
    Idol So You Think You Can Dance If I Can
    Dream
 44




---



##### Table of Contents



American Idol So You Think You Can Dance
  Television
    Development Agreement
    Annual
    Impairment Review
      Critical
    Accounting Policies
  Form 10-K
  Impact
    of Recently Issued Accounting Standards
  2009-13 2009-13
  Off
    Balance Sheet Arrangements
  Regulation S-K.
  Item 3.
    Quantitative
    and Qualitative Disclosure About Market Risk   45




---



##### Table of Contents



Interest
    Rate Risk
      Foreign
    Exchange Risk
        19
    Entertainment Put Option
    Item 4.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
  Rules 13a-15 15d-15
  Changes
    in Internal Controls over Financial Reporting
   46




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##### Table of Contents



Part II 
    Other Information  Item 1.
    Legal
    Proceedings    Item 6.
    Exhibits  ExhibitNo.

Description31
.1

Certification of Principal Executive Officer (Filed herewith).31
.2

Certification of Principal Financial Officer (Filed herewith).32
.1

Section 1350 Certification of Principal Executive Officer
    (Filed herewith).32
.2

Section 1350 Certification of Principal Financial Officer
    (Filed herewith).  47




---



##### Table of Contents



SIGNATURES
      BY:
    /s/  Michael
    G. Ferrel  Name:
    Michael G. FerrelChief Executive Officer
    (Principal Executive Officer)  BY:
    /s/  Thomas
    P. Benson  Name:
    Thomas P. BensonChief Financial Officer, Executive
    Vice President and Treasurer
    (Principal Accounting Officer)   48




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##### Table of Contents



INDEX TO
    EXHIBITS
  ExhibitNo.

Description31
.1

Certification of Principal Executive Officer.31
.2

Certification of Principal Financial Officer.32
.1

Section 1350 Certification of Principal Executive Officer.32
.2

Section 1350 Certification of Principal Financial Officer.  49