Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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 *
TYRRELL JACK
2. Issuer Name and Ticker or Trading Symbol
REGAL ENTERTAINMENT GROUP [RGC]
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)

RICHLAND VENTURES, 1201 16TH AVENUE SOUTH
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2012
(Street)


NASHVILLE, TN 37212
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Class A Common Stock 02/03/2012   G 8,190 (1) D $ 0 36,624 D  
Class A Common Stock 02/23/2011   G 6,793 (2) D $ 0 29,831 D  
Class A Common Stock 02/23/2011   G 21,701 (3) D $ 0 8,130 D  
Class A Common Stock 02/03/2012   A 8,190 A $ 0 108,190 I by the Jack Tyrrell Revocable Trust (4)
Class A Common Stock 02/23/2011   A 28,494 A $ 0 136,684 I by the Jack Tyrrell Revocable Trust (4)
Class A Common Stock 12/17/2012   G 136,684 D $ 0 0 I by the Jack Tyrrell Revocable Trust
Class A Common Stock 12/17/2012   A 136,684 A $ 0 136,684 I by the Sandra F. Tyrrell Revocable Trust (5)
Class A Common Stock             100,000 I by the JRS Partners GP (6)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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. SEC 2270 (9-02)

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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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 at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TYRRELL JACK
RICHLAND VENTURES
1201 16TH AVENUE SOUTH
NASHVILLE, TN 37212
  X      

Signatures

Peter B. Brandow, by Power of Attorney 01/11/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Upon vesting of the restricted shares received 1/12/11, reporting person gifted the shares to the Jack Tyrrell Revocable Trust.
(2) Upon vesting of the restricted shares received 1/13/10, reporting person gifted the shares to the Jack Tyrrell Revocable Trust.
(3) Upon vesting of the restricted shares received 6/6/06, 1/10/07, 1/16/08 and 1/14/09, reporting person gifted the shares to the Jack Tyrrell Revocable Trust.
(4) The Jack Tyrrell Revocable Trust (the "Trust") is the direct beneficial owner of the shares. The reporting person is the trustee of the Trust and may be deemed to have an indirect pecuniary interest in the shares owned by the Trust. The reporting person disclaims beneficial ownership of the shares held by the Trust except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16") or any other purpose.
(5) The 136,684 shares held by the Jack Tyrrell Revocable Trust were gifted to the Sandra F. Tyrrell Revocable Trust (the "SF Trust"). The SF Trust is the direct beneficial owner of the shares. The reporting person is the spouse of the trustee of the SF Trust and may be deemed to have an indirect pecuniary interest in the shares owned by the SF Trust. The reporting person disclaims beneficial ownership of the shares held by the SF Trust except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
(6) JRS Partners GP ("JRS Partners") is the direct beneficial owner of 100,000 shares. The reporting person is a general partner of JRS Partners and may be deemed to have an indirect pecuinary interest in the Regal Entertainment Group Class A Common Stock (the "Shares") owned by JRS Partners. The reporting person disclaims beneficial ownership of the Shares held by JRS Partners except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

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