Sec Form 4 Filing - MAYS RANDALL THOMAS @ Live Nation Entertainment, Inc. - 2015-11-02

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MAYS RANDALL THOMAS 2. Issuer Name and Ticker or Trading Symbol Live Nation Entertainment, Inc. [ LYV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O LIVE NATION ENTERTAINMENT, INC., 9348 CIVIC CENTER DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 11/02/2015 (Street) BEVERLY HILLS, CA90210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/02/2015 M 50,000 ( 1 ) A $ 10.6 130,821 ( 1 ) ( 2 ) D Common Stock 11/02/2015 S 50,000 ( 1 ) D $ 27 ( 3 ) 105,821 ( 2 ) D Common Stock 38,198 I See Footnote ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (buy) $ 10.6 11/02/2015 M 50,000 ( 1 ) ( 5 ) 12/22/2015 Common Stock 50,000 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MAYS RANDALL THOMAS C/O LIVE NATION ENTERTAINMENT, INC. 9348 CIVIC CENTER DRIVE BEVERLY HILLS, CA90210 X Signatures Kathy Willard, Attorney-in-Fact for Randall Thomas Mays 11/04/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The economic benefits of 25,000 of the stock options underlying this transaction were transferred to the reporting person's former spouse pursuant to a domestic relations order. These 25,000 stock options were exercised and sold at the direction of the reporting person's former spouse, and the proceeds from their sale were delivered to the former spouse. At the same time, the reporting person exercised and sold the 25,000 stock options retained by him. Accordingly, the reporting person never acquired beneficial ownership of 25,000 of these shares. ( 2 )Since the date of the reporting person's last ownership report, he transferred an aggregate of 118,225 shares of LYV common stock to his former spouse pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any securities owned by his former spouse. ( 3 )This transaction was executed in multiple trades at prices ranging from $27.00 to $27.06. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. ( 4 )The reporting person's indirect beneficial ownership is comprised of (i) 32,568 shares held by trusts of which the reporting person is the trustee, but not the beneficiary and (ii) 5,630 shares held by a trust of which the reporting person is a 25% beneficiary and a co-trustee. ( 5 )The options vested in five equal installments on December 22, 2006, 2007, 2008, 2009 and 2010.

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