<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
CARMIKE CINEMAS, INC.
-----------------------------------------
(Name of Issuer)
CLASS A COMMON STOCK, $.03 PAR VALUE
-----------------------------------------
(Title of Class of Securities)
143436 10 3
-----------------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement / /. (A
fee is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE> 2
CUSIP No. 143436 10 3 SCHEDULE 13G Page 2 of 5 Pages
--------------------- -------- --------
(1) Name of Reporting Person
S.S. No. of Above Person
MICHAEL W. PATRICK
Social Security No. 253 74 5363
----------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ ]
(3) SEC Use Only
----------------------------------------------------------------------
(4) Citizenship or Place of Organization
United States
----------------------------------------------------------------------
(5) Sole Voting Power
673,507 shares (99,597 shares of Class A Common Stock and
Number of 573,910 shares of Class B Common Stock (see Item 4(a))
Shares ---------------------------------------------------------
Beneficially (6) Shared Voting Power
Owned by
Each -0-
Reporting ---------------------------------------------------------
Person With (7) Sole Dispositive Power
673,507 shares (99,597 shares of Class A Common Stock and
573,910 shares of Class B Common Stock (see Item 4(a))
---------------------------------------------------------
(8) Shared Dispositive Power
-0-
---------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
673,507 shares (99,597 shares of Class A Common Stock and 573,910
shares of Class B Common Stock (see Item 4(a))
----------------------------------------------------------------------
(10) Check if Aggregate Amount in Row 9 Excludes Certain
Shares* [ X ]
(11) Percent of Class Represented by Amount in Row 9
6.5% (see Item 4(b))
----------------------------------------------------------------------
(12) Type of Reporting Person*
IN
----------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5 pages
<PAGE> 3
ITEM 1(A) Name of Issuer: Carmike Cinemas, Inc.
--------------
ITEM 1(B) Address of Issuer's Principal Executive Offices:
-----------------------------------------------
1301 First Avenue
Columbus, Georgia 31901
ITEM 2(A) Name of Person Filing: Michael W. Patrick
---------------------
ITEM 2(B) Address of Principal Business Office or, if None,
-------------------------------------------------
Residence:
---------
1301 First Avenue
Columbus, Georgia 31901
ITEM 2(C) Citizenship: U.S.
-----------
ITEM 2(D) Title of Class of Securities:
----------------------------
Class A Common Stock, $.03 par value (the "Class A
Common Stock")
ITEM 2(E) CUSIP Number: 143436 10 3
------------
ITEM 3 Not Applicable
ITEM 4 Ownership:
---------
(a) Amount beneficially owned: 673,507(1)(2)
-------------------------
(b) Percent of class: 6.5%(3)
----------------
(c) Number of shares as to which such person has:
--------------------------------------------
(i) Sole power to vote or direct the
vote: 673,507 shares
(ii) Shared power to vote or direct the
vote: -0- shares
(iii) Sole power to dispose or to direct
the disposition of: 673,507 shares
(iv) Shared power to dispose or to
direct the disposition of: -0-
shares
(1) Consists of 99,597 shares of the Class A Common Stock and 573,910
shares of the Company's Class B Common Stock, $.03 par value (the
"Class B Common Stock"). Each share of the Class B Common Stock is
convertible into one share of Class A Common Stock.
<PAGE> 4
Page 4 of 5 Pages
(2) Includes 28,414 shares of Class B Common Stock held by Michael W.
Patrick as custodian for his minor son; Michael W. Patrick has voting
and investment power with respect to such shares but disclaims
beneficial ownership thereof. Excludes 32,342 shares and 11,064
shares of Class B Common Stock held in trusts for Michael W. Patrick
and his minor son, respectively, by C.L. Patrick and Frances E.
Patrick, respectively, as trustees. Excludes 59,576 shares of Class B
Common Stock held in trust for Michael W. Patrick by C.L. Patrick, as
trustee, the remainder interest of which Michael W. Patrick has
purchased. Includes 80,000 shares of Class A Common Stock which are
subject to purchase upon exercise of vested options held by Michael W.
Patrick.
(3) Calculation based on 9,745,101 shares of Class A Common Stock
outstanding on December 31, 1995 plus the assumed exercise of options
for 80,000 shares of Class A Common Stock and the assumed conversion
of the 573,910 shares of Class B Common Stock beneficially owned by
Michael W. Patrick.
ITEM 5 Not Applicable
ITEM 6 Not Applicable
ITEM 7 Not Applicable
ITEM 8 Not Applicable
ITEM 9 Not Applicable
ITEM 10 Not Applicable
<PAGE> 5
Page 5 of 5 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 12, 1996 Signature: /s/ Michael W. Patrick
------------------------------------
Name: Michael W. Patrick