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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Carmike Cinemas Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
143 436 103
(CUSIP Number)
Mr. Robert M. Raiff With a copy to:
152 West 57th Street Lawrence G. Goodman, Esq.
New York, New York 10019 Swidler Berlin Shereff Friedman, LLP
(212) 247-4000 919 Third Avenue
New York, New York 10022
(212) 758-9500
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
January 20, 1999
(Date of Event which Requires Filing of
this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
statement because of Rule 13d-1(b) (3) or (4), check the following: [ ].
Note: One copy and an EDGAR version of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
*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
disclosures provided in a prior cover page.
The information required on 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).
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SCHEDULE 13D
CUSIP No. 143 436 103 Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert M. Raiff
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(b)|X|
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) |_|
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES 492,000
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 492,000
WITH
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
492,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|_|
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.95%
14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
This Amendment No. 4 to the Statement on Schedule 13D amends and
supplements the Statement on Schedule 13D relating to the event date of
September 17, 1997 (the "Schedule 13D"), Amendment No. 1 to the Schedule 13D
relating to the event date of February 9, 1998, Amendment No. 2 to the Schedule
13D relating to the event date of March 26, 1998 and Amendment No. 3 to the
Schedule 13D relating to the event date of November 24, 1998, filed by Robert
Raiff relating to the Class A Shares of common stock (the "Common Stock") of
Carmike Cinemas, Inc. ("Carmike"). The address of Carmike is 1301 First Avenue,
Columbus, GA 31901. Capitalized terms used herein and not defined herein shall
have the meanings assigned thereto in the Schedule 13D.
Item 3. Source and Amount of Funds
Item 3 is amended to add the following:
As of January 22, 1999, Mr. Raiff beneficially owns 492,000shares of
Common Stock. All 492,000 shares of Common Stock are held by entities and
managed accounts over which Mr. Raiff has investment discretion. All shares of
Common Stock owned by Mr. Raiff were purchased in open market transactions.
Since the filing of Amendment No. 3 to the Schedule 13D, 16,800 shares of
Common Stock were purchased at an aggregate cost of $330,193.60 (see Schedule
A). The funds for the purchases of the shares of Common Stock held by the
Partnerships and the Fund came from capital contributions to the Partnerships
by their general and limited partners and capital contributions to the Fund by
its shareholders. The funds for the purchases of shares held in the managed
accounts over which Mr. Raiff has investment discretion came from the accounts'
own funds. Margin was used in purchasing shares of Common Stock.
Item 5. Interest in Securities of the Issuer
Item 5 is amended and restated in its entirety to read as follows:
(a) and (b) As noted above, as of the date hereof, Mr. Raiff is the
beneficial owner of 492,000 shares of Common Stock. Based on Carmike's
Quarterly Report on Form 10-Q for the period ended September 30, 1998, there
were 9,942,487 shares of Common Stock outstanding. Therefore, Mr. Raiff
beneficially owns 4.95% of the outstanding Common Stock. Mr. Raiff has the
power to vote, direct the vote, dispose of or direct the disposition of all the
shares of Common Stock that are currently beneficially owned by Mr Raiff.
(c) Attached as Schedule A is a description of the transactions in the
Common Stock that were effected by Mr. Raiff since the filing of Amendment No.
3 to the Schedule 13D.
(d) Not Applicable.
(e) Mr. Raiff ceased to be the beneficial owner of more than five
percent (5%) of the Common Stock on January 20, 1999.
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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.
By:/s/ Robert M. Raiff
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Robert M. Raiff
Dated: January 22, 1998
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SCHEDULE A
Purchases and (Sales) of Shares of Common Stock Since the Filing of Amendment
No. 3 to the Schedule 13D.
Purchase Number Price
Date or Sale of Shares Per Share Value
------ ------- --------- --------- -----
11/27/98 Sale (33,500) $20.3862 $(682,937.35)
11/30/98 Purchase 2,200 20.0000 44,000.00
12/01/98 Sale (25,000) 19.7500 (493,750.00)
12/04/98 Sale (20,000) 19.0044 (380,088.00)
12/07/98 Sale (14,200) 18.8776 (268,061.92)
12/08/98 Sale (1,500) 18.8750 (28,312.50)
12/18/98 Purchase 3,000 19.6854 59,056.20
12/21/98 Purchase 3,000 19.7500 59,250.00
12/23/98 Purchase 3,000 19.7958 59,387.40
12/29/98 Sale (3,900) 19.9343 (77,743.62)
12/29/98 Purchase 5,600 19.3750 108,500.00
01/04/99 Sale (6,500) 20.0000 (130,000.00)
01/05/99 Sale (5,500) 19.9091 (109,500.05)
01/20/99 Sale (118,600) 17.7500 (2,105,150.00)
* Does not include commissions
