OMB APPROVAL

UNITED STATES

OMB Number:            3235-0145

SECURITIES AND EXCHANGE COMMISSION

Expires:           February 28, 2009

Washington, D.C. 20549

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o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 783332109

1.

Names of Reporting Persons
Madison Dearborn Partners IV, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
49,913,061 (See Item 4)

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
49,881,014 (See Item 4)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
(See Item 4) 49,913,061

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
46.8%

12.

Type of Reporting Person (See Instructions)
PN

CUSIP No. 783332109

1.

Names of Reporting Persons
Madison Dearborn Capital Partners IV, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
49,913,061 (See Item 4)

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
49,881,014 (See Item 4)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
(See Item 4) 49,881,014

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
46.8%

12.

Type of Reporting Person (See Instructions)
PN

Item 1.

(a)

Name of Issuer
Cinemark Holdings, Inc.

(b)

Address of Issuer’s Principal Executive Offices
3900 Dallas Parkway, Suite 500, Plano, Texas 75903

Item 2.

(a)

Name of Person Filing

This Schedule 13G (this “Statement”) is being jointly filed by each of the following persons pursuant to Rule 13-d(1)(k) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Act: Madison Dearborn Partners IV, L.P. and Madison Dearborn Capital Partners IV, L.P., or collectively, the “Reporting Persons.”

The Reporting Persons have entered into a Joint Filing Agreement, dated February 13, 2008, a copy of which is attached as Exhibit A to this Statement, pursuant to which the Reporting Persons agreed to file the Schedule 13G and any amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.

The Reporting Persons may be deemed to constitute a “group” for purposes of Section 13(d)(3) of the Act. Pursuant to Rule 13d-4 of the Act, the Reporting Persons expressly declare that the filing of this Statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this Statement held by any other person. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this Statement.

(b)

Address of Principal Business Office or, if none, Residence
The address of the principal business office of each of the Reporting Persons is Three First National Plaza, Suite 3800, Chicago, Illinois 60602.

(c)

Citizenship
Each of the Reporting Persons is organized under the laws of the State of Delaware.

(d)

Title of Class of Securities
Common Stock, par value $0.001 per share.

(e)

CUSIP Number
17243V102

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

Madison Dearborn Capital Partners IV, L.P. (“MDCP”) is the record owner of 49,881,014 shares of the issuer’s common stock. The shares held by MDCP may be deemed to be beneficially owned by Madison Dearborn Partners IV, L.P. (“MDP IV”), the general partner of MDCP. John A. Canning, Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee of MDP IV that has the power, acting by majority vote, to vote or dispose of the shares held directly by MDCP. Messrs. Canning, Finnegan and Mencoff and MDP IV each hereby disclaims any beneficial ownership of any shares directly held by MDCP.

Pursuant to Rule 13d-4 of the Act, the Reporting Persons expressly declare that the filing of this Statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act, the beneficial owner of any securities covered by this Statement.

All ownership percentages relating to the securities reported herein are based upon 106,509,578 shares of the issuer’s Common Stock outstanding as of October 31, 2007, as disclosed in the issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2007, for the fiscal quarter ended September 30, 2007.

(b)

Percent of class:   

See Item 11 of each cover page, which is based on Item 5 of each cover page.  See Item 4(a).

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote   

See Item 5 of each cover page.

(ii)

Shared power to vote or to direct the vote    

See Item 6 of each cover page. This amount includes 5,341 shares owned by Northwestern University and 26,706 shares owned by John W. Madigan. MDCP has an irrevocable proxy to vote these shares in all matters subject to stockholder approval.

(iii)

Sole power to dispose or to direct the disposition of   

See Item 7 of each cover page.

(iv)

Shared power to dispose or to direct the disposition of   

See Item 8 of each cover page.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

See response to Items 4(a) and 4(b) above.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

Item 10.

Certification

Not applicable.

MADISON DEARBORN PARTNERS IV, L.P.

By:

Madison Dearborn Partners, LLC, its general partner

By:

/s/ Mark B. Tresnowski

Its:

Managing Director

MADISON DEARBORN CAPITAL PARTNERS IV, L.P.

By:

Madison Dearborn Partners IV, L.P., its general partner

By:

Madison Dearborn Partners, LLC, its general partner

By:

/s/ Mark B. Tresnowski

Its:

Managing Director

MADISON DEARBORN PARTNERS IV, L.P.

By:

Madison Dearborn Partners, LLC, its general partner

By:

/s/ Mark B. Tresnowski

Its:

Managing Director

MADISON DEARBORN CAPITAL PARTNERS IV, L.P.

By:

Madison Dearborn Partners IV, L.P., its general partner

By:

Madison Dearborn Partners, LLC, its general partner

By:

/s/ Mark B. Tresnowski

Its:

Managing Director