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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-K
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended September 30, 2006.
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 001-13950
 CENTRAL PARKING CORPORATION
  Tennessee
    
    62-1052916(State or Other Jurisdiction of 
Incorporation or Organization)
    
    (I.R.S. Employer Identification No.)
 2401 21st Avenue South,Suite 200, Nashville, Tennessee
    
    37212(Address of Principal Executive Offices)
    
    (Zip Code)
 Registrants Telephone Number, Including Area Code: 
Securities Registered Pursuant to Section 12(b) of the Act: 
Securities Registered Pursuant to Section 12(g) of the Act:
    
    (615) 297-4255
None
 Title of Each Class
    
    Name of each Exchange on which registeredCommon Stock, $0.01 par value
    
    New York Stock Exchange
 o þ
 o þ
 þ o
 o
  o þ o
 o þ
   Class
    
    Outstanding at November 30, 2006Common Stock, $0.01 par value
    
    32,176,711
 DOCUMENTS INCORPORATED BY REFERENCE




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TABLE OF CONTENTS
 Part IItem 1. Business
    
    
    5Item 1A. Risk Factors
    
    
    12Item 2. Properties
    
    
    15Item 3. Legal Proceedings
    
    
    17Item 4. Submission of Matters to a Vote of Security-Holders
    
    
    17Part IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases
of Equity Securities
    
    
    18Item 6. Selected Financial Data
    
    
    19Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    21Item 7a. Quantitative and Qualitative Disclosures about Market Risk
    
    
    32Item 8. Financial Statements and Supplementary Data
    
    
    33Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    61Item 9a. Controls and Procedures
    
    
    61Part IIIItem 10. Directors and Executive Officers of the Registrant
    
    
    63Item 11. Executive Compensation
    
    
    63Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
    
    
    63Item 13. Certain Relationships and Related Transactions
    
    
    63Item 14. Principal Accounting Fees and Services
    
    
    63Part IV.Item 15. Exhibits and Financial Statement Schedules
    
    
    63Signatures
    
    
    65Ex-21 Subsidiaries of the RegistrantEx-23 KPMG ConsentEx-31.1 Section 302 CertificationEx-31.2 Section 302 CertificationEx-32.1 Section 906 CertificationEx-32.2 Section 906 Certification
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-
    
    the Companys ability to achieve the goals described in this report and other reports
filed with the Securities and Exchange Commission, including but not limited to, the
Companys ability to
 -
    
    increase cash flow by reducing operating costs, accounts receivable and indebtedness;-
    
    cover the fixed costs of its leased and owned facilities and
maintain adequate liquidity through its cash resources and credit facility;-
    
    integrate future acquisitions, in light of challenges in
retaining key employees, synchronizing business processes and efficiently
integrating facilities, marketing, and operations;-
    
    comply with the terms of its credit facility or obtain waivers of noncompliance;-
    
    reduce operating losses at unprofitable locations;-
    
    form and maintain strategic relationships with certain large real estate owners and operators; and-
    
    renew existing insurance coverage and to obtain performance and surety bonds on favorable terms;
 -
    
    successful implementation of the Companys strategic plan and other operating strategies;-
    
    interest rate fluctuations;-
    
    the loss, or renewal on less favorable terms, of existing management contracts and
leases and the failure to add new locations on favorable terms;-
    
    the timing of property-related gains and losses;-
    
    pre-opening, start-up and break-in costs of parking facilities;-
    
    player strikes or other events affecting major league sports;-
    
    changes in economic and business conditions at the local, regional, national or international levels;-
    
    changes in patterns of air travel or automobile usage, including but not limited to,
the effects of weather and fuel prices on travel and transportation patterns;-
    
    the impact of litigation;-
    
    higher premium and claims costs relating to medical, liability, workers compensation and other insurance programs;
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-
    
    compliance with, or changes in, local, state, national and international laws and
regulations, including, without limitation, local regulations, restrictions and taxation on
real property, parking and automobile usage, security measures, environmental, anti-trust
and consumer protection laws;-
    
    changes in current parking rates and pricing of services to clients;-
    
    extraordinary events affecting parking facilities that the Company manages, including
labor strikes, emergency safety measures, military or terrorist attacks and natural
disasters;-
    
    the loss of key employees; and-
    
    the other factors discussed under the heading Item 1A. Risk Factors included elsewhere in this Form 10-K.
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PART I
 
 Item 1. Business
 General
   Parking Industry
     Strategic Plan
  
    
    Exit marginal and low growth markets (cities and countries). The Company has
divested operations in 10 cities in the United States and 4 foreign countries. Most of the
operations divested in the United States are in small to medium-sized markets that
management believes have limited growth potential. The Company intends to maintain a strong
presence and focus its growth efforts in the major metropolitan areas throughout the United
States. Internationally, the operations divested are primarily in countries in which the
Company has a small market share and significant barriers to growth. The operations that
the Company has divested since August 2005 represent less than 4.0% of revenues.
    
    Reduce the number of marginal and unprofitable operating agreements. In its
remaining markets, the Company is seeking to improve profit margins by reducing the number
of marginal and unprofitable operating agreements and focus on fewer but more profitable
locations. The Company plans to continue its program of seeking to eliminate unprofitable
leases through renegotiation, operational improvements and selective buyouts. Low-margin
management agreements and leases will be targeted for renegotiation or termination.
    
    Target national accounts and other market segments with high growth potential.
The Company is placing more focus on national accounts and other specialized parking market
segments, including stadiums and arenas, airports, municipal and hospitality valet.
Additional resources have been dedicated to these specialized markets. A senior-level
manager has been named to focus on the stadium and arena market segment and a vice
president for national accounts also has been named. In addition, the Companys USA Parking
subsidiary, which is focused on the high-end hospitality industry, is expanding its
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marketing activities outside of its traditional home base of Florida. The Company will
continue its efforts to expand its share of the airport parking segment and will seek to
grow its on-street business.
    
    Re-emphasize the importance of client relationships in retaining and growing the
management contract segment. The Company is re-emphasizing the importance of
developing and maintaining strong client relationships at the local, regional and national
levels with the primary goals of improving the Companys management contract retention
rates and increasing its share of the management contract business.
    
    Expand the Operational Excellence initiative company-wide. Through its
Operational Excellence initiative, the Company seeks to improve revenues, margins and
profits at the location level. The Company is dedicating additional resources to its
Operational Excellence initiative to expand its operational audit and training programs and
is adding Operational Excellence managers in several key markets.
    
    Increase investment in technology to reduce costs and improve operational
efficiencies. The Company plans to deploy additional technology at the lot level,
including automated pay stations and other revenue collection technology. In addition, the
Company plans to continue to automate more field and corporate accounting processes.
Management believes this investment will streamline payment processing, improve timeliness
of reporting and drive operational efficiencies. In addition, management believes that the
Companys application of technology to its operations represents a competitive advantage
over smaller operators with more limited resources.
    
    Pursue opportunistic sales of real estate. The Company plans to continue its
previously announced strategy of pursuing opportunistic sales of real estate in situations
where the Company can achieve a purchase price that represents a substantial multiple to
earnings. The Company has a significant portfolio of real estate properties. In certain
situations, some of these properties have increased in value significantly such that the
best use for the property is something other than parking. In these situations, the
Company will consider selling the property for development. During fiscal year 2006, the
Company sold 39 properties for a total of $115.8 million and anticipates additional sales
during the next fiscal year.
  Operating Strategy
  Manage Costs
  Emphasize Sales and Marketing Efforts
  Leverage Established Market Presence
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Pursue Privatization Opportunities and Airports
  Empower Local Managers; Provide Corporate Support
   Utilize Performance-Based Compensation
  Maintain Well-Defined Professional Management Organization
   Offer Ancillary Services
  Focus on Retention of Patrons
  Maintain Disciplined Facility Site Selection Analysis
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Acquisitions
  Sales and Marketing
  Local
  National
  International
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Operating Arrangements
  September 30,2006
    
    2005
    
    2004Managed
    
    
    1,620
    
    
    
    1,671
    
    
    
    1,615Leased
    
    
    1,296
    
    
    
    1,548
    
    
    
    1,626Owned
    
    
    139
    
    
    
    180
    
    
    
    192Total
    
    
    3,055
    
    
    
    3,399
    
    
    
    3,433
  Management Contracts
  Leases
  Fee Ownership
  Joint Ventures
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DBE Partnerships
  Competition
   Seasonality
  Insurance
   Regulation
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Employees
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Service Marks and Trademarks
  Foreign and Domestic Operations
  Available Information
  
 Item 1A. Risk Factors
  financial performance is sensitive to changes in economic conditions that may impact
employment and consumer spending and commercial office occupancy.
  Our concentration of operations in the Northeastern and Mid-Atlantic regions of the United
States, particularly in New York City, increases the risk of negative financial fluctuations due to
events or factors that affect these areas.
  Compliance with and any failure to comply with current regulatory requirements will result in
additional expenses and may adversely affect us.
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Changes in the insurance marketplace, including significantly higher premiums, higher
deductibles and coverage restrictions and increased claims costs, have negatively impacted our net
income in recent years and could have a material adverse effect on our results of operations and
financial condition in the future.
  Acts of terrorism, such as the September 11, 2001 attacks, can have a significant adverse
affect on our results of operations and financial condition.
  The offer or sale of a substantial amount of our common stock by significant shareholders
could have an adverse impact on the market price of our common stock.
  We are dependent on the continued availability of capital to support our business.
  We are subject to interest rate risk.
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Our large number of leased and owned facilities increases the risk that we may become
unprofitable and that we may not be able to cover the fixed costs of our leased and owned
facilities.
   An increase in government regulation or taxation could have a negative effect on our
profitability.
  The sureties for our performance bond program may increase rates and require additional
collateral to issue or renew performance bonds in support of certain contracts.
   Our net income could be adversely affected if accruals for future insurance losses are not
adequate.
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The operation of our business is dependent on key personnel.
  We have foreign operations that may be adversely affected by foreign currency exchange rate
fluctuations.
  In connection with ownership or operation of parking facilities, we may be liable for
environmental problems.
  If we cannot maintain positive relationships with labor unions representing our employees, a
work stoppage may adversely affect our business.
  
 Item 2. Properties
  PercentageNumber of
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    of TotalSegment
    
    Cities
    
    Locations
    
    Managed
    
    Leased
    
    Owned
    
    Spaces
    
    SpacesSegment 1Canada
    
    Calgary, Montreal, Ottawa, Toronto Pearson Airport,
Toronto, Vancouver
    
    
    142
    
    
    
    71
    
    
    
    69
    
    
    
    2
    
    
    
    62,462
    
    
    
    4.45
    %Cincinnati
    
    Columbus, Columbus Airport, Cleveland, Indianapolis
Lexington ,Detroit Airport, Detroit, Cincinnati,
    
    
    168
    
    
    
    76
    
    
    
    76
    
    
    
    16
    
    
    
    88,423
    
    
    
    6.30
    %Chicago
    
    Chicago, Milwaukee, General Mitchell Airport
    
    
    129
    
    
    
    88
    
    
    
    36
    
    
    
    5
    
    
    
    54,589
    
    
    
    3.89
    %Total Segment 1
    
    
    439
    
    
    
    235
    
    
    
    181
    
    
    
    23
    
    
    
    205,474
    
    
    
    14.64Segment 2Washington DC
    
    Washington DC, Washington Dulles Airport, Baltimore,
Richmond, Richmond Airport
    
    
    203
    
    
    
    106
    
    
    
    92
    
    
    
    5
    
    
    
    95,053
    
    
    
    6.78
    %Upper New York
    
    Syracuse, Charleston, WV, Pittsburgh, Rochester
    
    
    58
    
    
    
    30
    
    
    
    23
    
    
    
    5
    
    
    
    21,652
    
    
    
    1.54
    %Philadelphia
    
    Philadelphia, Harrisburg Airport
    
    
    75
    
    
    
    28
    
    
    
    42
    
    
    
    5
    
    
    
    53,313
    
    
    
    3.80
    %
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PercentageNumber of
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total
    
    of TotalSegment
    
    Cities
    
    Locations
    
    Managed
    
    Leased
    
    Owned
    
    Spaces
    
    SpacesTotal Segment 2
    
    
    336
    
    
    
    164
    
    
    
    157
    
    
    
    15
    
    
    
    170,018
    
    
    
    12.12
    %Segment 3Nashville
    
    Nashville, Knoxville
    
    
    153
    
    
    
    59
    
    
    
    80
    
    
    
    14
    
    
    
    60,151
    
    
    
    4.29
    %Los Angeles
    
    Los Angeles, Costa Mesa, San Diego, Burbank Airport
Pheonix
    
    
    153
    
    
    
    79
    
    
    
    70
    
    
    
    4
    
    
    
    55,656
    
    
    
    3.97
    %San Francisco
    
    San Francisco, Sacramento, Oakland
    
    
    85
    
    
    
    51
    
    
    
    34
    
    
    
    0
    
    
    
    23,594
    
    
    
    1.68
    %Seattle
    
    Seattle
    
    
    26
    
    
    
    24
    
    
    
    2
    
    
    
    0
    
    
    
    8,555
    
    
    
    0.61
    %Denver
    
    Denver, Albuquerque, Minneapolis, St. Louis Airport,
Memphis, St. Louis, Omaha, Kansas city
    
    
    298
    
    
    
    122
    
    
    
    153
    
    
    
    23
    
    
    
    92,077
    
    
    
    6.56
    %Total Segment 3
    
    
    715
    
    
    
    335
    
    
    
    339
    
    
    
    41
    
    
    
    240,033
    
    
    
    17.11
    %Segment 4Boston
    
    Boston, Manchester, Providence, Hartford
    
    
    137
    
    
    
    70
    
    
    
    61
    
    
    
    6
    
    
    
    98,306
    
    
    
    7.01
    %New York
    
    Stamford, New Jersey, Poughkeepsie, New York
    
    
    408
    
    
    
    209
    
    
    
    187
    
    
    
    12
    
    
    
    162,255
    
    
    
    11.56
    %Total Segment 4
    
    
    545
    
    
    
    279
    
    
    
    248
    
    
    
    18
    
    
    
    260,561
    
    
    
    18.57
    %Segment 5Florida
    
    Atlanta, Jacksonville, Tampa, Orlando
    
    
    133
    
    
    
    77
    
    
    
    48
    
    
    
    8
    
    
    
    65,379
    
    
    
    4.66
    %Charlotte
    
    Birmingham, Charlotte, Knoxville
    
    
    105
    
    
    
    71
    
    
    
    33
    
    
    
    1
    
    
    
    39,151
    
    
    
    2.79
    %New Orleans
    
    New Orleans, New Orleans Airport, Baton Rouge
Jackson, Mobile
    
    
    146
    
    
    
    53
    
    
    
    88
    
    
    
    5
    
    
    
    44,001
    
    
    
    3.14
    %Houston
    
    Oklahoma City, Tulsa, Houston, Houston Airport,
Dallas, Austin, San Antonio, FT Worth, Dallas-
FT Worth Airport
    
    
    253
    
    
    
    103
    
    
    
    123
    
    
    
    27
    
    
    
    116,053
    
    
    
    8.27
    %Total Segment 5
    
    
    637
    
    
    
    304
    
    
    
    292
    
    
    
    41
    
    
    
    264,584
    
    
    
    18.86
    %Segment 6USA Parking
    
    
    
    
    92
    
    
    
    76
    
    
    
    15
    
    
    
    1
    
    
    
    51,483
    
    
    
    3.67
    %Total Segment 6
    
    
    92
    
    
    
    76
    
    
    
    15
    
    
    
    1
    
    
    
    51,483
    
    
    
    3.67
    %Segment 7South America
    
    San Juan, Chile, Colombia, Peru
    
    
    91
    
    
    
    59
    
    
    
    32
    
    
    
    0
    
    
    
    33,112
    
    
    
    2.36
    %Europe
    
    London, Poland, Greece, Switzerland, Ireland
Spain
    
    
    154
    
    
    
    134
    
    
    
    20
    
    
    
    0
    
    
    
    148,464
    
    
    
    10.58
    %Miami
    
    Miami
    
    
    46
    
    
    
    34
    
    
    
    12
    
    
    
    0
    
    
    
    29,326
    
    
    
    2.09
    %Total Segment 7
    
    
    291
    
    
    
    227
    
    
    
    64
    
    
    
    0
    
    
    
    210,902
    
    
    
    15.03
    %Total
    
    
    
    
    3,055
    
    
    
    1,620
    
    
    
    1,296
    
    
    
    139
    
    
    
    1,403,055
    
    
    
    100.00
    %
   PercentManaged
    
    Leased
    
    Owned
    
    Total
    
    Spaces
    
    of TotalTotal U.S. and Puerto Rico
    
    
    1,376
    
    
    
    1,182
    
    
    
    137
    
    
    
    2,695
    
    
    
    1,170,588
    
    
    
    83.43
    %United Kingdom
    
    
    108
    
    
    
    5
    
    
    
    0
    
    
    
    113
    
    
    
    122,470
    
    
    
    8.73
    %Canada
    
    
    71
    
    
    
    69
    
    
    
    2
    
    
    
    142
    
    
    
    62,462
    
    
    
    4.45
    %Chile
    
    
    19
    
    
    
    9
    
    
    
    0
    
    
    
    28
    
    
    
    9,346
    
    
    
    0.67
    %Greece
    
    
    9
    
    
    
    4
    
    
    
    0
    
    
    
    13
    
    
    
    8,185
    
    
    
    0.59
    %Peru
    
    
    13
    
    
    
    0
    
    
    
    0
    
    
    
    13
    
    
    
    8,327
    
    
    
    0.59
    %Spain
    
    
    1
    
    
    
    5
    
    
    
    0
    
    
    
    6
    
    
    
    2,440
    
    
    
    0.17
    %Poland
    
    
    5
    
    
    
    5
    
    
    
    0
    
    
    
    10
    
    
    
    1,867
    
    
    
    0.13
    %Colombia
    
    
    7
    
    
    
    16
    
    
    
    0
    
    
    
    23
    
    
    
    3,868
    
    
    
    0.28
    %Ireland
    
    
    10
    
    
    
    0
    
    
    
    0
    
    
    
    10
    
    
    
    13,177
    
    
    
    0.94
    %Switzerland
    
    
    1
    
    
    
    1
    
    
    
    0
    
    
    
    2
    
    
    
    325
    
    
    
    0.02
    %Total foreign
    
    
    244
    
    
    
    114
    
    
    
    2
    
    
    
    360
    
    
    
    232,467
    
    
    
    16.57
    %Total facilities
    
    
    1,620
    
    
    
    1,296
    
    
    
    139
    
    
    
    3,055
    
    
    
    1,403,055
    
    
    
    100.00
    %
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Year Ended September 30,2006
    
    2005
    
    2004Managed Facilities:Beginning of year
    
    
    1,671
    
    
    
    1,615
    
    
    
    1,714Acquired or merged during year
    
    
    
    
    
    
    
    
    
    
    Added during year
    
    
    279
    
    
    
    354
    
    
    
    225Consolidated during year
    
    
    (15
    )
    
    
    (52
    )
    
    
    (18
    )Deleted during year
    
    
    (315
    )
    
    
    (246
    )
    
    
    (306
    )End of year
    
    
    1,620
    
    
    
    1,671
    
    
    
    1,615Renewal Rate (1)
    
    
    83.9
    %
    
    
    87.6
    %
    
    
    84.2
    %Leased Facilities:Beginning of year
    
    
    1,548
    
    
    
    1,626
    
    
    
    1,798Acquired or merged during year
    
    
    
    
    
    
    
    
    
    
    Added during year
    
    
    118
    
    
    
    159
    
    
    
    108Consolidated during year
    
    
    (49
    )
    
    
    (18
    )
    
    
    (59
    )Deleted during year
    
    
    (321
    )
    
    
    (219
    )
    
    
    (221
    )End of year
    
    
    1,296
    
    
    
    1,548
    
    
    
    1,626Owned Facilities (2):Beginning of year
    
    
    180
    
    
    
    192
    
    
    
    205Purchased during year
    
    
    1
    
    
    
    2
    
    
    
    2Sold during year
    
    
    (42
    )
    
    
    (14
    )
    
    
    (15
    )End of year
    
    
    139
    
    
    
    180
    
    
    
    192Total facilities (end of year)
    
    
    3,055
    
    
    
    3,399
    
    
    
    3,433Net increase(reduction) in number of facilities:Managed
    
    
    (3.1
    )%
    
    
    3.5
    %
    
    
    (5.8
    )%Leased
    
    
    (16.3
    )%
    
    
    (4.8
    )%
    
    
    (9.6
    )%Owned
    
    
    (22.8
    )%
    
    
    (6.3
    )%
    
    
    (6.3
    )%Total facilities
    
    
    (10.1
    )%
    
    
    (1.0
    )%
    
    
    (7.6
    )%
 
 (1)
    
    The renewal rate calculation is 100% minus deleted locations divided by the sum of the
beginning of the year, acquired and added during the year for management locations.(2)
    
    Includes the Companys corporate headquarters in Nashville, Tennessee. 
 Item 3. Legal Proceedings
   
 Item 4. Submission of Matters to a Vote of Security-Holders
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PART II
 
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
  High
    
    LowFISCAL YEAR 2006First Quarter
    
    $
    15.54
    
    
    $
    12.85Second Quarter
    
    
    16.84
    
    
    
    12.96Third Quarter
    
    
    16.11
    
    
    
    13.30Fourth Quarter
    
    
    17.97
    
    
    
    15.00Twelve months
    
    
    17.97
    
    
    
    12.85FISCAL YEAR 2005First Quarter
    
    $
    15.72
    
    
    $
    12.55Second Quarter
    
    
    18.37
    
    
    
    13.72Third Quarter
    
    
    17.76
    
    
    
    13.21Fourth Quarter
    
    
    16.33
    
    
    
    13.79Twelve months
    
    
    18.37
    
    
    
    12.55
    Number of securities remainingNumber of securities to be
    
    
    Weighted-average exercise
    
    
    available for future issuance underissued upon exercise of
    
    
    price of outstanding
    
    
    equity compensation plansoutstanding options,
    
    
    options, warrants and
    
    
    (excluding securities reflected inwarrants and rights
    
    
    rights
    
    
    column (a))Plan Category
    
    (a)
    
    
    (b)
    
    
    (c)Equity compensation plans
approved by securities holders
    
    
    3,684,895
    
    
    $
    17.83
    
    
    
    1,440,969Equity compensation plans not
approved by securities holders
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    3,684,895
    
    
    $
    17.83
    
    
    
    1,440,969
 Page 18 of 70




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##### Table of Contents



Item 6. Selected Financial Data
  Year Ended September 30,
    
    
    2006 vs. 20052006
    
    
    2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    Increase (Decrease)Amounts in thousands, except share and 
employee data
    
    
    (5)
    
    
    (5)
    
    
    (5)
    
    
    (5)STATEMENT OF OPERATIONS DATA:Revenues:Parking
    
    $
    522,547
    
    
    $
    537,712
    
    
    $
    560,925
    
    
    $
    564,294
    
    
    $
    554,143
    
    
    $
    (15,165
    )
    
    
    (2.8
    )%Management contract and other
    
    
    119,006
    
    
    
    115,053
    
    
    
    122,023
    
    
    
    114,816
    
    
    
    113,262
    
    
    
    3,953
    
    
    
    3.4641,553
    
    
    
    652,765
    
    
    
    682,948
    
    
    
    679,110
    
    
    
    667,405
    
    
    
    (11,212
    )
    
    
    (1.7
    )Reimbursement of management contract expenses
    
    
    467,882
    
    
    
    452,287
    
    
    
    516,515
    
    
    
    482,938
    
    
    
    449,513
    
    
    
    15,595
    
    
    
    3.4Total revenues
    
    
    1,109,435
    
    
    
    1,105,052
    
    
    
    1,199,463
    
    
    
    1,162,048
    
    
    
    1,116,918
    
    
    
    4,383
    
    
    
    0.4Expenses:Total before reimbursed management contract expenses
    
    
    605,514
    
    
    
    634,995
    
    
    
    639,528
    
    
    
    675,447
    
    
    
    608,497
    
    
    
    (29,481
    )
    
    
    (4.6
    )Reimbursed management contract expenses
    
    
    467,882
    
    
    
    452,287
    
    
    
    516,515
    
    
    
    482,938
    
    
    
    449,513
    
    
    
    15,595
    
    
    
    3.4Property-related gains (losses), net
    
    
    31,900
    
    
    
    53,596
    
    
    
    7,161
    
    
    
    (7,150
    )
    
    
    (4,329
    )
    
    
    (21,696
    )
    
    
    (40.5
    )Impairment of goodwill
    
    
    
    
    
    
    (454
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (454
    )
    
    
    Operating earnings (losses)
    
    
    67,939
    
    
    
    70,912
    
    
    
    50,581
    
    
    
    (3,487
    )
    
    
    54,579
    
    
    
    (2,973
    )
    
    
    (4.2
    )Percentage of operating earnings (losses) to total revenues,
excluding reimbursement of management contract expenses
    
    
    10.6
    %
    
    
    10.9
    %
    
    
    7.4
    %
    
    
    0.5
    %
    
    
    8.2
    %Interest expense, net
    
    
    (14,470
    )
    
    
    (13,152
    )
    
    
    (15,396
    )
    
    
    (16,988
    )
    
    
    (10,011
    )
    
    
    1,318
    
    
    
    10.0Gain on repurchase of subordinated convertible debentures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,245
    
    
    
    
    
    
    
    Gain on sale of non-operating assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,279
    
    
    
    
    
    
    
    
    
    
    
    Gain (loss) on derivative instruments
    
    
    (1,172
    )
    
    
    3,006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,178
    )
    
    
    (139.0
    )Equity in partnership and joint venture earnings (losses)
    
    
    1,234
    
    
    
    (474
    )
    
    
    (2,984
    )
    
    
    2,212
    
    
    
    2,702
    
    
    
    1,708
    
    
    
    (360.3
    )Earnings (loss) from continuing operations before
income taxes, minority interest and
cumulative effect of accounting changes
    
    
    53,531
    
    
    
    60,292
    
    
    
    32,201
    
    
    
    (14,984
    )
    
    
    56,515
    
    
    
    (6,761
    )
    
    
    (11.2
    )Minority interest
    
    
    (1,014
    )
    
    
    (1,327
    )
    
    
    (2,999
    )
    
    
    (4,044
    )
    
    
    (4,764
    )
    
    
    313
    
    
    
    (23.6
    )Earnings (loss) from continuing operations before income
taxes and cumulative effect of accounting changes
    
    
    52,517
    
    
    
    58,965
    
    
    
    29,202
    
    
    
    (19,028
    )
    
    
    51,751
    
    
    
    (6,448
    )
    
    
    (10.9
    )Income tax (expense) benefit
    
    
    (19,068
    )
    
    
    (26,906
    )
    
    
    (12,736
    )
    
    
    7,231
    
    
    
    (18,381
    )
    
    
    7,838
    
    
    
    (29.1Income tax percentage of earnings (loss) from continuing
Operations before income taxes and cumulative effect of
accounting changes
    
    
    36.3
    %
    
    
    45.6
    %
    
    
    43.6
    %
    
    
    38.0
    %
    
    
    35.5
    %
    
    
    N/A
    
    
    
    N/ACumulative effect of accounting changes, net of tax (1)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,341
    )
    
    
    
    
    
    NMEarnings (loss) from continuing operations
    
    
    33,449
    
    
    
    32,059
    
    
    
    16,466
    
    
    
    (11,797
    )
    
    
    24,029
    
    
    
    1,390
    
    
    
    4.3Discontinued operations, net of tax
    
    
    (5,585
    )
    
    
    (17,789
    )
    
    
    527
    
    
    
    7,270
    
    
    
    9,739
    
    
    
    12,204
    
    
    
    (68.6
    )Net earnings (loss)
    
    $
    27,864
    
    
    $
    14,270
    
    
    $
    16,993
    
    
    $
    (4,527
    )
    
    $
    33,768
    
    
    $
    13,594
    
    
    
    95.3Percentage of net earnings (loss) to total revenues,
excluding reimbursement of management contract expenses
    
    
    4.3
    %
    
    
    2.2
    %
    
    
    2.5
    %
    
    
    (0.7
    )%
    
    
    5.1
    %
 Year Ended September 30,
    
    
    2006 vs. 20052006
    
    
    2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    Increase (Decrease)(5)
    
    
    (5)
    
    
    (5)
    
    
    (5)PER SHARE DATA:Earnings (loss) from continuing operations before
cumulative effect of accounting changes  basic
    
    $
    1.03
    
    
    $
    0.88
    
    
    $
    0.45
    
    
    $
    (0.33
    )
    
    $
    0.93
    
    
    $
    0.15
    
    
    
    17.0
    %Cumulative effect of accounting changes, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.26
    )
    
    
    
    
    
    
    Discontinued operations, net of tax
    
    
    (0.17
    )
    
    
    (0.49
    )
    
    
    0.02
    
    
    
    0.20
    
    
    
    0.27
    
    
    
    0.32
    
    
    
    65.3Net earnings (loss)  basic
    
    $
    0.86
    
    
    $
    0.39
    
    
    $
    0.47
    
    
    $
    (0.13
    )
    
    $
    0.94
    
    
    $
    0.47
    
    
    
    120.5Earnings (loss) from continuing operations before
cumulative effect of accounting changes  diluted
    
    $
    1.03
    
    
    $
    0.87
    
    
    $
    0.45
    
    
    $
    (0.33
    )
    
    $
    0.92
    
    
    $
    0.16
    
    
    
    18.4
    %Cumulative effect of accounting changes, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (0.26
    )
    
    
    
    
    
    
    Discontinued operations, net of tax
    
    
    (0.17
    )
    
    
    (0.48
    )
    
    
    0.02
    
    
    
    0.20
    
    
    
    0.27
    
    
    
    0.31
    
    
    
    64.6Net earnings (loss) diluted
    
    $
    0.86
    
    
    $
    0.39
    
    
    $
    0.47
    
    
    $
    (0.13
    )
    
    $
    0.93
    
    
    $
    0.47
    
    
    
    120.5Basic weighted average common shares outstanding
    
    
    32,258
    
    
    
    36,626
    
    
    
    36,346
    
    
    
    36,034
    
    
    
    35,849
    
    
    
    (4,368
    )
    
    
    (11.9
    )%Diluted weighted average common shares outstanding
    
    
    32,499
    
    
    
    36,762
    
    
    
    36,555
    
    
    
    36,034
    
    
    
    36,211
    
    
    
    (4,263
    )
    
    
    (11.6
    )%Dividends per common share
    
    $
    0.06
    
    
    $
    0.06
    
    
    $
    0.06
    
    
    $
    0.06
    
    
    $
    0.06Net book value per common share outstanding
at September 30
    
    $
    12.63
    
    
    $
    12.30
    
    
    $
    11.89
    
    
    $
    11.56
    
    
    $
    11.57
 Page 19 of 70




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##### Table of Contents



As of September 30,
    
    
    2006 vs. 20052006
    
    
    2005
    
    
    2004
    
    
    2003
    
    
    2002
    
    
    Increase (Decrease)BALANCE SHEET DATA:Cash and cash equivalents
    
    $
    44,689
    
    
    $
    26,055
    
    
    $
    27,628
    
    
    $
    31,572
    
    
    $
    33,498
    
    
    $
    18,634
    
    
    
    71.5
    %Working capital
    
    
    (25,453
    )
    
    
    870
    
    
    
    (54,759
    )
    
    
    11,882
    
    
    
    (92,805
    )
    
    
    (26,323
    )
    
    
    (3025.6
    )Goodwill
    
    
    232,056
    
    
    
    232,443
    
    
    
    232,562
    
    
    
    230,312
    
    
    
    242,141
    
    
    
    (387
    )
    
    
    (0.2
    )Total assets
    
    
    788,370
    
    
    
    867,814
    
    
    
    929,628
    
    
    
    1,001,177
    
    
    
    998,884
    
    
    
    (79,444
    )
    
    
    (9.2
    )Long-term debt and capital lease obligations,
less current portion
    
    
    87,625
    
    
    
    98,212
    
    
    
    159,188
    
    
    
    266,961
    
    
    
    207,098
    
    
    
    (10,587
    )
    
    
    (10.8
    )Subordinated convertible debentures
    
    
    78,085
    
    
    
    78,085
    
    
    
    78,085
    
    
    
    78,085
    
    
    
    78,085
    
    
    
    
    
    
    
    Shareholders equity
    
    
    406,228
    
    
    
    452,061
    
    
    
    435,033
    
    
    
    416,526
    
    
    
    415,804
    
    
    
    (45,833
    )
    
    
    (10.1
    )
 Year Ended September 30,
    
    2006 vs. 20052006
    
    2005
    
    2004
    
    2003
    
    2002
    
    Increase (Decrease)OTHER DATA:Depreciation and amortization
    
    $
    30,278
    
    
    $
    29,497
    
    
    $
    32,635
    
    
    $
    35,173
    
    
    $
    34,500
    
    
    $
    781
    
    
    
    2.6
    %Employees (2)
    
    
    18,940
    
    
    
    23,957
    
    
    
    22,537
    
    
    
    21,187
    
    
    
    18,100
    
    
    
    (5,017
    )
    
    
    (20.9
    )Number of shareholders (2)
    
    
    4,500
    
    
    
    5,650
    
    
    
    6,862
    
    
    
    8,400
    
    
    
    7,100
    
    
    
    (1,150
    )
    
    
    (20.4
    )Market capitalization (in millions) (3)
    
    $
    531,000
    
    
    $
    550,000
    
    
    $
    484,000
    
    
    $
    443,000
    
    
    $
    724,000
    
    
    $
    (19,000
    )
    
    
    (3.5
    )Return on average equity (4)
    
    
    6.5
    %
    
    
    3.2
    %
    
    
    4.0
    %
    
    
    (1.1
    )%
    
    
    8.5
    %
 
 (1)
    
    Reflects the Companys adoption in 2002 of Statement of Financial Accounting Standards
(SFAS) No. 142 for the transitional impairment of goodwill of $9.3 million, net of tax of $28
thousand.(2)
    
    Reflects information as of September 30 of the respective fiscal year.
(3) Based on number of shares outstanding and closing market price as of September 30.(4)
    
    Reflects return on equity calculated using fiscal year net earnings (loss) divided by average
shareholders equity for the fiscal year.(5)
    
    The Companys prior period results were reclassified to reflect the operations of the
locations discontinued in fiscal year 2006 as well as the locations designated as
held-for-sale during fiscal year 2006 but not yet sold, as discontinued operations net of
related income taxes.NM
    
    Not meaningfulN/A
    
    Not applicable Page 20 of 70




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##### Table of Contents



Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Overview
  Critical Accounting Policies
   Impairment of Long-Lived Assets and Goodwill
 Accounting for the
Impairment or Disposal of Long-Lived Assets. Goodwill and Other Intangible Assets
  Contract and Lease Rights
 Page 21 of 70




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Allowance for Doubtful Accounts
  Lease Termination Costs
 Accounting for Costs Associated with Exit or Disposal Activities.
 Self-Insurance Liabilities
 Accounting for Contingencies
 Classification as Continuing or Discontinuing Operations
 .
 Income Taxes
 Accounting for Income Taxes
 Page 22 of 70




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##### Table of Contents



Results of Operations
  Year Ended September 30, 2006 Compared to Year Ended September 30, 2005
       Page 23 of 70




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##### Table of Contents



Page 24 of 70




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##### Table of Contents



Year Ended September 30, 2005 Compared to Year Ended September 30, 2004
          Page 25 of 70




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##### Table of Contents



Quarterly Results
  2006 Quarters(Unaudited)
    
    December 31
    
    
    March 31
    
    
    June 30
    
    
    September 30Total revenues, excluding reimbursement
of management contract expenses
    
    $
    160,384
    
    
    $
    158,152
    
    
    $
    162,449
    
    
    $
    160,568Property related gains, net
    
    
    22,914
    
    
    
    (1,159
    )
    
    
    4,542
    
    
    
    5,603Operating earnings
    
    
    30,577
    
    
    
    4,076
    
    
    
    15,780
    
    
    
    17,506Earnings from continuing operations,
net of tax
    
    
    16,360
    
    
    
    95
    
    
    
    8,257
    
    
    
    8,737Discontinued operations, net of tax
    
    
    1,595
    
    
    
    1,892
    
    
    
    (9,361
    )
    
    
    289Net earnings
    
    
    17,955
    
    
    
    1,987
    
    
    
    (1,104
    )
    
    
    9,026Earnings from continuing
operations, net of tax per share  basic
    
    $
    0.50
    
    
    $
    0.00
    
    
    $
    0.26
    
    
    $
    0.27Discontinued operations, net of tax
    
    
    0.05
    
    
    
    0.06
    
    
    
    (0.29
    )
    
    
    0.01Net earnings  basic
    
    $
    0.55
    
    
    $
    0.06
    
    
    $
    (0.03
    )
    
    $
    0.28Earnings from continuing
operations, net of tax per share  dilutive
    
    $
    0.50
    
    
    $
    0.00
    
    
    $
    0.26
    
    
    $
    0.27Discontinued operations, net of tax
    
    
    0.05
    
    
    
    0.06
    
    
    
    (0.29
    )
    
    
    0.01Net earnings  dilutive
    
    $
    0.55
    
    
    $
    0.06
    
    
    $
    (0.03
    )
    
    $
    0.28
 Page 26 of 70




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##### Table of Contents



2005 Quarters(Unaudited)
    
    December 31
    
    
    March 31
    
    
    June 30
    
    
    September 30Total revenues, excluding reimbursement
of management contract expenses
    
    $
    167,488
    
    
    $
    161,019
    
    
    $
    162,801
    
    
    $
    161,457Property related gains, net
    
    
    1,881
    
    
    
    14,755
    
    
    
    (1,149
    )
    
    
    37,655Operating earnings
    
    
    12,605
    
    
    
    15,199
    
    
    
    4,260
    
    
    
    38,849Earnings from continuing operations, net of
tax
    
    
    6,097
    
    
    
    7,437
    
    
    
    393
    
    
    
    18,132Discontinued operations, net of tax
    
    
    (3,226
    )
    
    
    113
    
    
    
    (5,729
    )
    
    
    (8,947
    )Net earnings
    
    
    2,871
    
    
    
    7,550
    
    
    
    (5,336
    )
    
    
    9,185Earnings from continuing
operations, net of tax per share  basic
    
    $
    0.17
    
    
    $
    0.20
    
    
    $
    0.01
    
    
    $
    0.50Discontinued operations, net of tax
    
    
    (0.09
    )
    
    
    0.01
    
    
    
    (0.15
    )
    
    
    (0.26
    )Net earnings  basic
    
    $
    0.08
    
    
    $
    0.21
    
    
    $
    (0.14
    )
    
    $
    0.24Earnings from continuing
operations, net of tax per share  dilutive
    
    $
    0.17
    
    
    $
    0.20
    
    
    $
    0.01
    
    
    $
    0.49Discontinued operations, net of tax
    
    
    (0.09
    )
    
    
    0.01
    
    
    
    (0.15
    )
    
    
    (0.25
    )Net earnings  dilutive
    
    $
    0.08
    
    
    $
    0.21
    
    
    $
    (0.14
    )
    
    $
    0.24
 Liquidity and Capital Resources
        Page 27 of 70




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##### Table of Contents



Future Cash Commitments
    Page 28 of 70




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##### Table of Contents



Payments due by periodLess than
    
    
    1-3
    
    
    3-5
    
    
    After 5Total
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    YearsLong-term debt and capital lease
obligations
    
    $
    90,487
    
    
    $
    2,862
    
    
    $
    60,003
    
    
    $
    27,496
    
    
    $
    126Subordinated debentures
    
    
    78,085
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    78,085Operating leases
    
    
    958,503
    
    
    
    199,360
    
    
    
    266,451
    
    
    
    163,539
    
    
    
    329,153Total contractual cash obligations
    
    $
    1,127,075
    
    
    $
    202,222
    
    
    $
    326,454
    
    
    $
    191,035
    
    
    $
    407,364
 Amount of commitment expiration per periodLess than
    
    
    1-3
    
    
    3-5
    
    
    After 5Total
    
    
    1 Year
    
    
    Years
    
    
    Years
    
    
    YearsUnused lines of credit
    
    $
    171,305
    
    
    $
    
    
    
    $
    171,305
    
    
    $
    
    
    
    $
    
  International Foreign Currency Exposure
   Impact of Inflation and Changing Prices
  Off Balance Sheet Arrangements
  Recent Accounting Pronouncements
 Share-Based Payment.
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Accounting for Conditional Asset
Retirement Obligations, an interpretation of FASB Statement No. 143 Accounting for Asset Retirement Obligations
 Determining Whether a General Partner, or the General Partners as a Group, Controls a Limited
Partnership or Similar Entity When the Limited Partners Have Certain Rights
 Accounting for Uncertainty in Income
Taxes, an interpretation of FASB Statement No. 109 Accounting for Income Taxes.
 How Taxes Collected from
Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement
(That Is, Gross versus Net Presentation)
 Fair
Value Measurements
 Page 30 of 70




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Considering the
Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial
Statements.
 Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split of
Endorsement Split-Dollar Life Insurance Arrangements,
 Accounting for Purchases of Life Insurance-Determining the Amount That Could Be Realized in
Accordance with FASB Technical Bulletin No. 85-04 ,
 Accounting for
Planned Major Maintenance Activities,
 Employers Accounting for Defined Benefit Pension and Other Postretirement Plans an amendment of
FASB Statements No. 87, 88, 106, and 132R. Employerss Accounting for Pensions, Employers Accounting for Postretiremnet Benefits
Other Than Pension;
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Item 7a. Quantitative and Qualitative Disclosures About Market Risk
 Interest Rates
     Foreign Currency Exposure
    Page 32 of 70




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Item 8. Financial Statements and Supplementary Data
 CENTRAL PARKING CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
 PAGEReport of Independent Registered Public Accounting Firm
    
    
    34Consolidated Balance Sheets as of September 30, 2006 and 2005
    
    
    35Consolidated Statements of Operations for the Years Ended September 30,
2006, 2005 and 2004
    
    
    36Consolidated Statements of Shareholders Equity and Comprehensive Income for the Years Ended September 30, 2006, 2005 and 2004
    
    
    37Consolidated Statements of Cash Flows for the Years Ended September 30,
2006, 2005 and 2004
    
    
    38Notes to Consolidated Financial Statements
    
    
    40Schedule II  Valuation and Qualifying Accounts
    
    
    64Schedule IV  Mortgage Loans on Real Estate
    
    
    64
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Report of Independent Registered Public Accounting Firm
 
     Internal ControlIntegrated Framework
  
 Page 34 of 70




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CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 CONSOLIDATED BALANCE SHEETS
 September 30,Amounts in thousands, except share and per share data
    
    2006
    
    
    2005ASSETSCurrent assets:Cash and cash equivalents
    
    $
    44,689
    
    
    $
    26,055Management accounts receivable, net of allowance for doubtful accounts of
$1,618 and $7,090 at September 30, 2006 and 2005, respectively
    
    
    47,747
    
    
    
    51,931Accounts receivable  other, net of allowance for doubtful accounts of $1,234
and $2,685 at September 30, 2006 and 2005, respectively
    
    
    13,406
    
    
    
    15,537Current portion of notes receivable (including amounts due
from related parties of $165 in 2006 and $937 in 2005) and net of allowance for
doubtful accounts of $59 and $493 at September 30, 2006 and 2005, respectively
    
    
    3,913
    
    
    
    5,818Prepaid expenses
    
    
    12,306
    
    
    
    8,630Assets available for sale
    
    
    6,682
    
    
    
    49,048Refundable income taxes
    
    
    3,817
    
    
    
    Deferred income taxes
    
    
    10,003
    
    
    
    19,949Total current assets
    
    
    142,563
    
    
    
    176,968Available for sale securities
    
    
    4,909
    
    
    
    4,606Notes receivable, less current portion
    
    
    10,569
    
    
    
    10,480Property, equipment, and leasehold improvements, net
    
    
    295,923
    
    
    
    327,391Contract and lease rights, net
    
    
    71,995
    
    
    
    80,064Goodwill, net
    
    
    232,056
    
    
    
    232,443Investment in and advances to partnerships and joint ventures
    
    
    3,851
    
    
    
    4,443Other assets
    
    
    26,504
    
    
    
    31,419Total Assets
    
    $
    788,370
    
    
    $
    867,814LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Current portion of long-term debt and capital lease obligations
    
    $
    2,862
    
    
    $
    1,764Accounts payable
    
    
    88,672
    
    
    
    83,604Accrued payroll and related costs
    
    
    16,095
    
    
    
    17,263Accrued expenses
    
    
    33,937
    
    
    
    35,546Management accounts payable
    
    
    26,450
    
    
    
    25,532Income taxes payable
    
    
    
    
    
    
    12,389Total current liabilities
    
    
    168,016
    
    
    
    176,098Long-term debt and capital lease obligations, less current portion
    
    
    87,625
    
    
    
    98,212Subordinated convertible debentures
    
    
    78,085
    
    
    
    78,085Deferred rent
    
    
    21,547
    
    
    
    22,113Deferred income taxes
    
    
    6,184
    
    
    
    19,565Other liabilities
    
    
    20,388
    
    
    
    21,152Total liabilities
    
    
    381,845
    
    
    
    415,225Minority interest
    
    
    297
    
    
    
    528Shareholders equity:Common stock, $0.01 par value; 50,000,000 shares authorized,
32,154,128 and 36,759,155 shares issued and outstanding at
September 30, 2006 and 2005, respectively
    
    
    322
    
    
    
    368Additional paid-in capital
    
    
    180,091
    
    
    
    251,784Accumulated other comprehensive income, net
    
    
    3,398
    
    
    
    3,432Retained earnings
    
    
    223,122
    
    
    
    197,182Other
    
    
    (705
    )
    
    
    (705
    )Total shareholders equity
    
    
    406,228
    
    
    
    452,061Total Liabilities and Shareholders Equity
    
    $
    788,370
    
    
    $
    867,814
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CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
 Year Ended September 30,Amounts in thousands, except per share data
    
    2006
    
    
    2005
    
    
    2004Revenues:Parking
    
    $
    522,547
    
    
    $
    537,712
    
    
    $
    560,925Management contract and other
    
    
    119,006
    
    
    
    115,053
    
    
    
    122,023641,553
    
    
    
    652,765
    
    
    
    682,948Reimbursement of management contract expenses
    
    
    467,882
    
    
    
    452,287
    
    
    
    516,515Total revenues
    
    
    1,109,435
    
    
    
    1,105,052
    
    
    
    1,199,463Costs and expenses:Cost of parking
    
    
    478,376
    
    
    
    491,781
    
    
    
    510,213Cost of management contracts
    
    
    47,509
    
    
    
    60,262
    
    
    
    57,775General and administrative
    
    
    79,629
    
    
    
    82,952
    
    
    
    71,540605,514
    
    
    
    634,995
    
    
    
    639,528Reimbursed management contract expenses
    
    
    467,882
    
    
    
    452,287
    
    
    
    516,515Total costs and expenses
    
    
    1,073,396
    
    
    
    1,087,282
    
    
    
    1,156,043Property-related gains, net
    
    
    31,900
    
    
    
    53,596
    
    
    
    7,161Impairment of goodwill
    
    
    
    
    
    
    (454
    )
    
    
    Operating earnings
    
    
    67,939
    
    
    
    70,912
    
    
    
    50,581Other income (expense):Interest income
    
    
    1,238
    
    
    
    4,739
    
    
    
    4,880Interest expense
    
    
    (15,708
    )
    
    
    (17,891
    )
    
    
    (20,276
    )Gain (loss) on derivative instruments
    
    
    (1,172
    )
    
    
    3,006
    
    
    
    Equity in partnership and joint venture earnings (losses)
    
    
    1,234
    
    
    
    (474
    )
    
    
    (2,984
    )Earnings from continuing operations before minority interest,
and income taxes
    
    
    53,531
    
    
    
    60,292
    
    
    
    32,201Minority interest
    
    
    (1,014
    )
    
    
    (1,327
    )
    
    
    (2,999
    )Earnings from continuing operations before income taxes
    
    
    52,517
    
    
    
    58,965
    
    
    
    29,202Income tax expense:Current
    
    
    (22,504
    )
    
    
    (30,994
    )
    
    
    (10,145
    )Deferred
    
    
    3,436
    
    
    
    4,088
    
    
    
    (2,591
    )Total income tax expense
    
    
    (19,068
    )
    
    
    (26,906
    )
    
    
    (12,736
    )Earnings from continuing operations
    
    
    33,449
    
    
    
    32,059
    
    
    
    16,466Discontinued operations, net of tax
    
    
    (5,585
    )
    
    
    (17,789
    )
    
    
    527Net earnings
    
    $
    27,864
    
    
    $
    14,270
    
    
    $
    16,993Basic earnings (loss) per share:Earnings from continuing operations
    
    $
    1.03
    
    
    $
    0.88
    
    
    $
    0.45Discontinued operations, net of tax
    
    
    (0.17
    )
    
    
    (0.49
    )
    
    
    0.02Net earnings
    
    $
    0.86
    
    
    $
    0.39
    
    
    $
    0.47Diluted earnings (loss) per share:Earnings from continuing operations
    
    $
    1.03
    
    
    $
    0.87
    
    
    $
    0.45Discontinued operations, net of tax
    
    
    (0.17
    )
    
    
    (0.48
    )
    
    
    0.02Net earnings
    
    $
    0.86
    
    
    $
    0.39
    
    
    $
    0.47
  Page 36 of 70




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CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY
 and COMPREHENSIVE INCOME (LOSS)
 AccumulatedAdditional
    
    
    Other
    
    
    
    
    
    
    OtherNumber of
    
    
    Common
    
    
    Paid-in
    
    
    Comprehensive
    
    
    Retained
    
    
    ShareholdersAmounts in thousands, except per share data
    
    Shares
    
    
    Stock
    
    
    Capital
    
    
    Income (Loss), net
    
    
    Earnings
    
    
    Equity
    
    
    TotalBalance at September 30, 2003
    
    
    36,170
    
    
    
    362
    
    
    
    246,559
    
    
    
    78
    
    
    
    170,232
    
    
    
    (705
    )
    
    $
    416,526Issuance under restricted stock
plan and employment agreements
    
    
    16
    
    
    
    
    
    
    
    323
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    323Issuance under Employee Stock
Purchase Plan
    
    
    71
    
    
    
    1
    
    
    
    591
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    592Common stock dividends, $0.06 per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,184
    )
    
    
    
    
    
    
    (2,184
    )Exercise of stock options and
related tax benefits
    
    
    130
    
    
    
    1
    
    
    
    1,612
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,613Issuance of deferred stock units
    
    
    196
    
    
    
    2
    
    
    
    367
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    369Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,993
    
    
    
    
    
    
    
    16,993Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (276
    )
    
    
    
    
    
    
    
    
    
    
    (276
    )Unrealized loss on available-for-sale
securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5
    )
    
    
    
    
    
    
    
    
    
    
    (5
    )Unrealized gain on fair value of derivatives
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,082
    
    
    
    
    
    
    
    
    
    
    
    1,082Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,794Balance at September 30, 2004
    
    
    36,583
    
    
    
    366
    
    
    
    249,452
    
    
    
    879
    
    
    
    185,041
    
    
    
    (705
    )
    
    $
    435,033Issuance under restricted stock
plan and employment agreements
    
    
    14
    
    
    
    
    
    
    
    197
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    197Issuance under Employee Stock
Purchase Plan
    
    
    39
    
    
    
    
    
    
    
    569
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    569Common stock dividends, $0.06 per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,129
    )
    
    
    
    
    
    
    (2,129
    )Exercise of stock options and
related tax benefits
    
    
    123
    
    
    
    2
    
    
    
    1,566
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,568Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    14,270
    
    
    
    
    
    
    
    14,270Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,259
    
    
    
    
    
    
    
    
    
    
    
    3,259Unrealized gain on available-for-sale
securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    54
    
    
    
    
    
    
    
    
    
    
    
    54Unrealized loss on fair value of derivatives
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (760
    )
    
    
    
    
    
    
    
    
    
    
    (760
    )Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,823Balance at September 30, 2005
    
    
    36,759
    
    
    $
    368
    
    
    $
    251,784
    
    
    $
    3,432
    
    
    $
    197,182
    
    
    $
    (705
    )
    
    $
    452,061Issuance under restricted stock
plan and employment agreements
    
    
    14
    
    
    
    1
    
    
    
    1,998
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,999Common stock dividends, $0.06 per share
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,924
    )
    
    
    
    
    
    
    (1,924
    )Exercise of stock options and
related tax benefits
    
    
    234
    
    
    
    1
    
    
    
    656
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    657Stock-based compensation expense
    
    
    
    
    
    
    1
    
    
    
    582
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    583Tax benefit related to stock option expense
    
    
    
    
    
    
    
    
    
    
    254
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    254Issuance of deferred stock units
    
    
    6
    
    
    
    
    
    
    
    93
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    93Repurchase of common stock
    
    
    (4,859
    )
    
    
    (49
    )
    
    
    (75,276
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (75,325
    )Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    27,864
    
    
    
    
    
    
    
    27,864Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (140
    )
    
    
    
    
    
    
    
    
    
    
    (140
    )Unrealized gain on available-for-sale
securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    106
    
    
    
    
    
    
    
    
    
    
    
    106Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    27,829Balance at September 30, 2006
    
    
    32,154
    
    
    $
    322
    
    
    $
    180,091
    
    
    $
    3,398
    
    
    $
    223,122
    
    
    $
    (705
    )
    
    $
    406,228
  Page 37 of 70




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##### Table of Contents



CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 Year Ended September 30,2006
    
    
    2005
    
    
    2004(Revised See
    
    
    (Revised SeeAmounts in thousands
    
    
    
    
    Note 2)
    
    
    Note 2)Cash flows from operating activities:Net earnings
    
    $
    27,864
    
    
    $
    14,270
    
    
    $
    16,993(Earnings) loss from discontinued operations
    
    
    5,585
    
    
    
    17,789
    
    
    
    (527
    )Earnings from continuing operations
    
    
    33,449
    
    
    
    32,059
    
    
    
    16,466Adjustments to reconcile earnings from continuing operations to net cash provided
(used) by operating activities  continuing operations:Depreciation and amortization
    
    
    30,278
    
    
    
    29,497
    
    
    
    32,635Equity in partnership and joint venture losses (earnings)
    
    
    (1,234
    )
    
    
    474
    
    
    
    2,984Distributions from partnerships and joint ventures
    
    
    1,404
    
    
    
    2,092
    
    
    
    1,412Impairment of goodwill
    
    
    
    
    
    
    454
    
    
    
    Property related gains, net
    
    
    (31,900
    )
    
    
    (53,596
    )
    
    
    (7,161
    )Loss (gain) on derivative instruments
    
    
    1,172
    
    
    
    (3,006
    )
    
    
    Stock-based compensation
    
    
    582
    
    
    
    
    
    
    
    Excess tax benefit related to stock option exercises
    
    
    (254
    )
    
    
    
    
    
    
    Deferred income taxes
    
    
    (3,434
    )
    
    
    (4,088
    )
    
    
    2,591Minority interest
    
    
    1,014
    
    
    
    1,327
    
    
    
    2,999Changes in operating assets and liabilities:Management accounts receivable
    
    
    5,052
    
    
    
    (8,368
    )
    
    
    (6,605
    )Accounts receivable  other
    
    
    2,336
    
    
    
    (955
    )
    
    
    6,105Prepaid expenses
    
    
    (3,510
    )
    
    
    4,402
    
    
    
    (1,621
    )Other assets
    
    
    (4,295
    )
    
    
    (9,313
    )
    
    
    (7,211
    )Accounts payable, accrued expenses and other liabilities
    
    
    (551
    )
    
    
    13,634
    
    
    
    (6,096
    )Management accounts payable
    
    
    613
    
    
    
    884
    
    
    
    (749
    )Deferred rent
    
    
    (566
    )
    
    
    (2,337
    )
    
    
    (3,119
    )Refundable income taxes
    
    
    (3,815
    )
    
    
    1,461
    
    
    
    4,022Income taxes payable
    
    
    (12,313
    )
    
    
    12,527
    
    
    
    273Net cash provided by operating activities  continuing operations
    
    
    14,028
    
    
    
    17,148
    
    
    
    36,925Net cash (used) provided by operating activities  discontinued
operations
    
    
    (16,091
    )
    
    
    (13,914
    )
    
    
    4,714Net cash (used) provided by operating activities
    
    
    (2,063
    )
    
    
    3,234
    
    
    
    41,639Cash flows from investing activities:Proceeds from disposition of property and equipment
    
    
    75,181
    
    
    
    80,799
    
    
    
    62,390Purchase of equipment and leasehold improvements
    
    
    (12,018
    )
    
    
    (12,279
    )
    
    
    (13,274
    )Purchase of property
    
    
    
    
    
    
    
    
    
    
    (1,725
    )Purchase of lease rights
    
    
    
    
    
    
    
    
    
    
    (4,530
    )Incentive payment for USA Parking
    
    
    
    
    
    
    
    
    
    
    2,250Proceeds from notes receivable
    
    
    1,195
    
    
    
    32,484
    
    
    
    227Distributions from partnerships and joint ventures
    
    
    885
    
    
    
    
    
    
    
    Net cash provided by investing activities  continuing operations
    
    
    65,243
    
    
    
    101,004
    
    
    
    45,338Net cash provided by investing activities  discontinued operations
    
    
    40,570
    
    
    
    742
    
    
    
    7,018Net cash provided by investing activities
    
    
    105,813
    
    
    
    101,746
    
    
    
    52,356Cash flows from financing activities:Dividends paid
    
    
    (1,924
    )
    
    
    (2,129
    )
    
    
    (2,184
    )Net (repayments) borrowings under revolving credit agreement
    
    
    (4,334
    )
    
    
    7,062
    
    
    
    (59,000
    )Proceeds from issuance of notes payable, net of issuance costs
    
    
    910
    
    
    
    8,417
    
    
    
    2,933Principal repayments on long-term debt and capital lease obligations
    
    
    (7,381
    )
    
    
    (121,367
    )
    
    
    (39,065
    )Payment to minority interest partners
    
    
    (909
    )
    
    
    (937
    )
    
    
    (3,244
    )Repurchase of common stock
    
    
    (75,325
    )
    
    
    
    
    
    
    Excess tax benefit related to stock option exercises
    
    
    254
    
    
    
    
    
    
    
    Proceeds from issuance of common stock and exercise of stock options
    
    
    3,004
    
    
    
    2,334
    
    
    
    2,897Net cash used by financing activities  continuing operations
    
    
    (85,705
    )
    
    
    (106,620
    )
    
    
    (97,663
    )Net cash used by financing activities  discontinued operations
    
    
    
    
    
    
    
    
    
    
    Net cash used by financing activities
    
    
    (85,705
    )
    
    
    (106,620
    )
    
    
    (97,663
    )Foreign currency translation
    
    
    589
    
    
    
    67
    
    
    
    (276
    )Net increase (decrease) in cash and cash equivalents
    
    
    18,634
    
    
    
    (1,573
    )
    
    
    (3,944
    )Cash and cash equivalents at beginning of year
    
    
    26,055
    
    
    
    27,628
    
    
    
    31,572Cash and cash equivalents at end of year
    
    $
    44,689
    
    
    $
    26,055
    
    
    $
    27,628
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Consolidated Statements of Cash Flows, continued:
 Year Ended September 30,2006
    
    
    2005
    
    
    2004Non-cash transactions:Change in unrealized gain on fair value of derivatives and available-
for-sale securities, net of tax
    
    $
    106
    
    
    $
    (706
    )
    
    $
    1,077Note receivable for consideration for sale of CPS Mexico, Inc.
    
    $
    3,867
    
    
    
    
    
    
    
    Cash payments for:Interest
    
    $
    13,226
    
    
    $
    16,983
    
    
    $
    19,160Income taxes
    
    $
    43,404
    
    
    $
    16,355
    
    
    $
    6,725
  Page 39 of 70




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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (1) Summary of Significant Accounting Policies
  (a) Organization and Basis of Presentation
   (b) Revenues
  Income Statement
Characterization of Reimbursements Received for Out-of-Pocket Expenses Incurred,
 (c) Cash and Cash Equivalents
  (d) Management Accounts Receivable
  (e) Available for sale securities
  Page 40 of 70




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(f) Property, Equipment, and Leasehold Improvements
  (g) Investment in and Advances to Partnerships and Joint Ventures
   (h) Contract and Lease Rights
  (i) Goodwill
  (j) Other Assets
  (k) Lease Transactions and Related Balances
   Page 41 of 70




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Accounting for Costs Associated with Exit or Disposal
Activities Accounting for a Loss on a Sublease Not Involving the Disposal of a Segment
 (l) Property-Related Gains (Losses), Net
  (m) Impairment of Long-Lived Assets
  Business Combinations
 (n) Income Taxes
  (o) Pre-opening Expense
  (p) Earnings (Loss) Per Share Data
  (q) Foreign Currency Translation
  Page 42 of 70




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(r) Fair Value of Financial Instruments
  (s) Stock Option Plan
 Share-Based Payment, Accounting for Stock Issued to
Employees
   (t) Business Concentrations
  (u) Risk Management
 Accounting for Contingencies
 Page 43 of 70




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(v) Derivative financial instrument
     (w) Use of Estimates
  (2) Cash Flow Statement Revisions
  (3) Common Stock Repurchase
  (4) Notes Receivable
   Page 44 of 70




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(5) Property, Equipment and Leasehold Improvements
  September 30,2006
    
    
    2005Leasehold improvements
    
    $
    42,597
    
    
    $
    42,611Buildings and garages
    
    
    82,418
    
    
    
    83,593Operating equipment
    
    
    73,735
    
    
    
    75,072Furniture and fixtures
    
    
    6,102
    
    
    
    9,480Equipment operated under capital leases
    
    
    5,450
    
    
    
    1,164210,302
    
    
    
    211,920Less accumulated depreciation and amortization
    
    
    108,549
    
    
    
    100,339101,753
    
    
    
    111,581Land
    
    
    194,170
    
    
    
    215,810Property, equipment and leasehold improvements, net
    
    $
    295,923
    
    
    $
    327,391
  (6) Goodwill and Amortizable Intangible Assets
  GrossCarrying
    
    AccumulatedAmount
    
    Amortization
    
    NetContract and lease rights
    
    $
    129,018
    
    
    $
    57,023
    
    
    $
    71,995
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As of September 30, 2004
    
    $
    89,015Additions
    
    
    740Amortization
    
    
    (7,779
    )Deletions
    
    
    (1,912
    )Impairments
    
    
    As of September 30, 2005
    
    
    80,064Additions
    
    
    Amortization
    
    
    (7,871
    )Deletions
    
    
    110Impairments
    
    
    (308
    )As of September 30, 2006
    
    $
    71,995
  Year EndingSeptember 30,2007
    
    $
    7,6132008
    
    
    7,2722009
    
    
    4,9682010
    
    
    4,5352011
    
    
    4,501Thereafter
    
    
    43,106$
    71,995
   One
    
    
    Two
    
    
    Three
    
    
    Four
    
    
    Five
    
    
    Six
    
    
    Seven
    
    
    TotalBalance as of September 30, 2004
    
    $
    3,172
    
    
    $
    32,462
    
    
    $
    3,604
    
    
    $
    181,340
    
    
    $
    8,884
    
    
    $
    2,350
    
    
    $
    750
    
    
    $
    232,562Acquired during the period
    
    
    30
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    104
    
    
    
    
    
    
    
    50
    
    
    
    184Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    69
    
    
    
    73
    
    
    
    9
    
    
    
    
    
    
    
    
    
    
    
    151Impairment
    
    
    
    
    
    
    (454
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (454
    )Balance as of September 30, 2005
    
    $
    3,202
    
    
    $
    32,008
    
    
    $
    3,673
    
    
    $
    181,413
    
    
    $
    8,997
    
    
    $
    2,350
    
    
    $
    800
    
    
    $
    232,443Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (387
    )
    
    
    (387
    )Impairment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance as of September 30, 2006
    
    $
    3,202
    
    
    $
    32,008
    
    
    $
    3,673
    
    
    $
    181,413
    
    
    $
    8,997
    
    
    $
    2,350
    
    
    $
    413
    
    
    $
    232,056
  (7) Assets Held for Sale, Property-Related Gains, Net and Discontinued Operations
 (a)
    
    Assets Held for Sale
 In accordance with SFAS 144, Accounting for the Impairment or Disposal of Long-Lived Assets,
long-lived assets are classified as held for sale are presented separately in the asset section of
the balance sheet. Assets classified as held for sale are comprised almost exclusively of real
property and are included in the Segment-Other in the identifiable asset segment table included in
Note 18.
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(b)
    
    Property-Related Gains (Losses), Net
 The Company periodically disposes of or recognizes impairment related to owned properties,
leasehold improvements, contract rights, lease rights and other long-term deferred expenses due to
various factors, including economic considerations, unsolicited offers from third parties, loss of
contracts and condemnation proceedings initiated by local government authorities. Leased and
managed properties are also periodically evaluated and determinations may be made to sell or exit a
lease obligation. A summary of property-related gains and losses is a follows (in thousands):
 Years Ended September 30,2006
    
    
    2005
    
    
    2004Net gains on sale of property
    
    $
    35,063
    
    
    $
    60,229
    
    
    $
    9,586Impairment charges for property, equipment and leasehold improvements
    
    
    (2,643
    )
    
    
    (1,766
    )
    
    
    (1,614
    )Impairment charges for intangible assets
    
    
    (520
    )
    
    
    (4,867
    )
    
    
    (811
    )Total property related gains, net
    
    $
    31,900
    
    
    $
    53,596
    
    
    $
    7,161
    Accounting for the Impairment or Disposal of Long-Lived
Assets Applying the Conditions in
Paragraph 42 of SFAS No. 144 in Determining Whether to Report Discontinued Operations
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Discontinued Operations
  Year EndedSeptember 30,2006
    
    
    2005
    
    
    2004Discontinued Operations:Total Revenues
    
    $
    39,676
    
    
    $
    65,323
    
    
    $
    75,673Operating earnings (loss) before property-
related gains (losses), net
    
    
    51
    
    
    
    (11,464
    )
    
    
    4,057Property-related losses, net
    
    
    (402
    )
    
    
    (9,384
    )
    
    
    (3,626
    )Loss from discontinued operations, before
taxes
    
    
    (320
    )
    
    
    (20,961
    )
    
    
    511Income tax benefit (expense)
    
    
    (5,265
    )
    
    
    3,172
    
    
    
    16Discontinued operations, net of tax
    
    $
    (5,585
    )
    
    $
    (17,789
    )
    
    $
    527
  (8) Investment in and Advances to Partnerships and Joint Ventures
  Investment
    
    
    Advances toin Partnerships and
    
    
    PartnershipsJoint Ventures
    
    
    and Joint Ventures2006
    
    
    2005
    
    
    2006
    
    
    2005Commerce Street Joint Venture
    
    $
    193
    
    
    $
    (149
    )
    
    $
    165
    
    
    $
    149Larimer Square Parking Associates
    
    
    1,972
    
    
    
    1,126
    
    
    
    
    
    
    
    788Lodo Parking Garage, LLC
    
    
    1,023
    
    
    
    1,055
    
    
    
    
    
    
    
    CPS Mexico, Inc.
    
    
    
    
    
    
    325
    
    
    
    
    
    
    
    Other
    
    
    663
    
    
    
    2,086
    
    
    
    
    
    
    
    $
    3,851
    
    
    $
    4,443
    
    
    $
    165
    
    
    $
    937
 Equity in Partnership and
    
    
    Joint VentureJoint Venture Earnings (Losses)
    
    
    Debt2006
    
    
    2005
    
    
    2004
    
    
    2006
    
    
    2005Commerce Street Joint Venture
    
    $
    762
    
    
    $
    739
    
    
    $
    606
    
    
    $
    4,212
    
    
    $
    4,793Larimer Square Parking Associates
    
    
    389
    
    
    
    389
    
    
    
    312
    
    
    
    
    
    
    
    831Lodo Parking Garage, LLC
    
    
    182
    
    
    
    158
    
    
    
    94
    
    
    
    
    
    
    
    CPS Mexico, Inc.
    
    
    
    
    
    
    (1,499
    )
    
    
    (4,036
    )
    
    
    
    
    
    
    17,470Other
    
    
    (99
    )
    
    
    (261
    )
    
    
    40
    
    
    
    
    
    
    
    $
    1,234
    
    
    $
    (474
    )
    
    $
    (2,984
    )
    
    $
    4,212
    
    
    $
    23,094
 Page 48 of 70




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(a) Commerce Street Joint Venture
    (b) Larimer Square Parking Associates
  (c) Lodo Parking Garage, LLC
  (d) CPS Mexico, Inc.
  (9) Long-Term Debt and Capital Lease Obligations
  As of September 30,2006
    
    
    2005Credit FacilityTerm note payable
    
    $
    73,687
    
    
    $
    74,437Revolving credit facility
    
    
    
    
    
    
    7,062Other notes payable
    
    
    14,934
    
    
    
    15,539Capital lease obligations
    
    
    1,866
    
    
    
    2,938Total
    
    
    90,487
    
    
    
    99,976Less: current maturities of long-term obligations
    
    
    (2,862
    )
    
    
    (1,764
    )Total long-term obligations
    
    $
    87,625
    
    
    $
    98,212
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Page 50 of 70




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Year EndingSeptember 30,2007
    
    $
    2,8622008
    
    
    24,1502009
    
    
    35,8532010
    
    
    27,3572011
    
    
    67Thereafter
    
    
    198$
    90,487
 (10) Subordinated Convertible Debentures
  Consolidation of Variable Interest Entities Consolidation of Variable Interest Entities
  Page 51 of 70




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(11) Shareholders Equity
  Year Ended
    
    
    Year Ended
    
    
    Year EndedSeptember 30, 2006
    
    
    September 30, 2005
    
    
    September 30, 2004Income
    
    
    Common
    
    
    Per
    
    
    Income
    
    
    Common
    
    
    Per
    
    
    Income
    
    
    Common
    
    
    PerAvailable
    
    
    Shares
    
    
    Share
    
    
    Available
    
    
    Shares
    
    
    Share
    
    
    Available
    
    
    Shares
    
    
    Share($000s)
    
    
    (000s)
    
    
    Amount
    
    
    ($000s)
    
    
    (000s)
    
    
    Amount
    
    
    ($000s)
    
    
    (000s)
    
    
    AmountBasic earnings from continuing
Operations per share
    
    $
    33,449
    
    
    
    32,258
    
    
    $
    1.03
    
    
    $
    32,059
    
    
    
    36,626
    
    
    $
    0.88
    
    
    $
    16,466
    
    
    
    36,346
    
    
    $
    0.45Effects of dilutive stock options:Stock option plan
    
    
    
    
    
    
    241
    
    
    
    
    
    
    
    
    
    
    
    136
    
    
    
    
    
    
    
    
    
    
    
    209
    
    
    
    Diluted earnings (loss) from continuing
Operations per share
    
    $
    33,449
    
    
    
    32,499
    
    
    $
    1.03
    
    
    $
    32,059
    
    
    
    36,762
    
    
    $
    0.87
    
    
    $
    16,466
    
    
    
    36,555
    
    
    $
    0.45
  (12) Operating Leases
   Year Ending
    
    Fixed
    
    
    Sub-rental
    
    
    NetSeptember 30,
    
    Rent
    
    
    Income
    
    
    Rent2007
    
    $
    199,360
    
    
    $
    1,653
    
    
    $
    197,7082008
    
    
    151,111
    
    
    
    1,367
    
    
    
    149,7452009
    
    
    115,339
    
    
    
    1,190
    
    
    
    114,1492010
    
    
    92,719
    
    
    
    1,216
    
    
    
    91,5032011
    
    
    70,821
    
    
    
    1,227
    
    
    
    69,594Thereafter
    
    
    329,153
    
    
    
    18,678
    
    
    
    310,473Total future operating lease commitments
    
    $
    958,503
    
    
    $
    25,331
    
    
    $
    933,172
  Year Ended September 30,2006
    
    
    2005
    
    
    2004Rentals:Minimum
    
    $
    256,661
    
    
    $
    244,776
    
    
    $
    254,378Contingent
    
    
    56,873
    
    
    
    60,359
    
    
    
    66,104Total rent expense
    
    
    313,534
    
    
    
    305,135
    
    
    
    320,482Less sub-lease income
    
    
    (16,970
    )
    
    
    (16,305
    )
    
    
    (16,570
    )Total rent expense, net
    
    $
    296,564
    
    
    $
    288,830
    
    
    $
    303,912
  Page 52 of 70




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(13) Income Taxes
  Year Ended September 30,2006
    
    
    2005
    
    
    2004Current:Federal
    
    $
    19,713
    
    
    $
    27,558
    
    
    $
    5,491Jobs credit, net of federal tax benefit
    
    
    (952
    )
    
    
    (961
    )
    
    
    (305
    )Net federal current tax expense
    
    
    18,761
    
    
    
    26,597
    
    
    
    5,186State
    
    
    2,871
    
    
    
    2,669
    
    
    
    1,414Non-U.S
    
    
    872
    
    
    
    1,728
    
    
    
    3,545Total current tax expense
    
    
    22,504
    
    
    
    30,994
    
    
    
    10,145Deferred:Federal
    
    
    (2,640
    )
    
    
    (5,414
    )
    
    
    2,203State
    
    
    172
    
    
    
    804
    
    
    
    388Non-U.S.
    
    
    (968
    )
    
    
    522
    
    
    
    Total deferred tax (benefit) expense
    
    
    (3,436
    )
    
    
    (4,088
    )
    
    
    2,591Total income tax expense from continuing operations
    
    $
    19,068
    
    
    $
    26,906
    
    
    $
    12,736
  Year Ended September 30,2006
    
    
    2005
    
    
    2004Income tax expense from continuing operations
    
    $
    19,068
    
    
    $
    26,906
    
    
    $
    12,736Income tax (benefit) expense from discontinued operations
    
    
    5,265
    
    
    
    (3,172
    )
    
    
    (16
    )Shareholders equity for unrealized gain on fair value of
derivatives for financial reporting purposes
    
    
    
    
    
    
    
    
    
    
    721Shareholders equity for compensation expense for tax
purposes different
from amounts recognized for financial reporting purposes
    
    
    (254
    )
    
    
    (508
    )
    
    
    (205
    )Total comprehensive income tax expense (benefit)
    
    $
    24,079
    
    
    $
    23,226
    
    
    $
    13,236
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Year Ended September 30,2006
    
    
    2005
    
    
    2004U.S. Federal statutory rate on (loss) earnings from
continuing operations before income taxes
    
    $
    18,380
    
    
    
    35.0
    %
    
    $
    20,638
    
    
    
    35.0
    %
    
    $
    10,221
    
    
    
    35.0
    %State and city income taxes, including changes in
valuation allowance, net of federal tax effect
    
    
    1,978
    
    
    
    3.8
    
    
    
    2,257
    
    
    
    3.8
    
    
    
    1,172
    
    
    
    4.0Jobs credits
    
    
    (952
    )
    
    
    (1.8
    )
    
    
    (961
    )
    
    
    (1.6
    )
    
    
    (305
    )
    
    
    (1.0
    )Foreign versus US rate difference, including changes in
valuation allowance
    
    
    (84
    )
    
    
    (0.2
    )
    
    
    3,549
    
    
    
    6.0
    
    
    
    (163
    )
    
    
    (0.6
    )Equity in unconsolidated subsidiaries
    
    
    
    
    
    
    
    
    
    
    1,097
    
    
    
    1.9
    
    
    
    1,428
    
    
    
    4.9Other
    
    
    (254
    )
    
    
    (0.5
    )
    
    
    326
    
    
    
    0.5
    
    
    
    383
    
    
    
    1.3Income tax expense from continuing operations
    
    $
    19,068
    
    
    
    36.3
    %
    
    $
    26,906
    
    
    
    45.6
    %
    
    $
    12,736
    
    
    
    43.6
    %
  September 30,2006
    
    
    2005Deferred tax assets:Intangible assets
    
    $
    6,729
    
    
    $
    5,662Accrued expenses
    
    
    9,859
    
    
    
    13,323Allowance for doubtful accounts
    
    
    771
    
    
    
    143Partnership interest
    
    
    1,018
    
    
    
    262Deferred income
    
    
    10,245
    
    
    
    9,339Deferred compensation expense
    
    
    5,829
    
    
    
    6,269Net operating losses
    
    
    18,821
    
    
    
    14,201Tax credits
    
    
    387
    
    
    
    528Other
    
    
    256
    
    
    
    213Total gross deferred tax assets
    
    
    53,915
    
    
    
    49,940Deferred tax liabilities:Property, equipment and leasehold improvements
    
    
    (32,679
    )
    
    
    (35,548
    )Unrecognized gain on fair value of derivative instruments
    
    
    (733
    )
    
    
    (1,202
    )Deferred liability on discontinued foreign operations
    
    
    (6
    )
    
    
    (712
    )Total gross deferred tax liabilities
    
    
    (33,418
    )
    
    
    (37,462
    )Valuation allowance on deferred tax assets
    
    
    (16,678
    )
    
    
    (12,094
    )Net deferred tax assets (liabilities)
    
    $
    3,819
    
    
    $
    384
  (14) Stock-Based Compensation
 (a) Stock Option Plans
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Year EndedSeptember 30,2005
    
    
    2004Net earnings, as reported
    
    $
    14,270
    
    
    $
    16,993Add stock-based employee compensation expense
included in reported net earnings (loss), net of tax
    
    
    
    
    
    
    Deduct total stock-based employee compensation expense
determined under fair-value-based method for all awards,
net of tax
    
    
    (9,006
    )
    
    
    (2,765
    )Pro forma net earnings
    
    $
    5,264
    
    
    $
    14,228Net earnings per share:Basic-as reported
    
    $
    0.39
    
    
    $
    0.47Basic-pro forma
    
    $
    0.14
    
    
    $
    0.39Diluted-as reported
    
    $
    0.39
    
    
    $
    0.47Diluted-pro forma
    
    $
    0.14
    
    
    $
    0.39
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Weighted

    
    AggregateNumber
    
    
    Weighted Average

    
    Average Remaining

    
    Intrinsic Valueof Shares
    
    
    Exercise Price

    
    Contractual Term

    
    as of 9/30/06Outstanding at September 30, 2005
    
    
    4,153,206
    
    
    $
    17.96Granted
    
    
    300,000
    
    
    $
    14.41Exercised
    
    
    (234,469
    )
    
    $
    13.03Forfeited
    
    
    (12,750
    )
    
    $
    12.73Expired
    
    
    (521,092
    )
    
    $
    19.27Outstanding at September 30, 2006
    
    
    3,684,895
    
    
    $
    17.83
    
    
    
    5.68
    
    
    $
    4,883,998Vested or expected to vest at
September 30, 2006
    
    
    3,629,372
    
    
    $
    17.89
    
    
    
    5.58
    
    
    $
    4,752,352Exercisable at September 30, 2006
    
    
    3,261,770
    
    
    $
    18.34
    
    
    
    5.54
    
    
    $
    3,792,691
   Number
    
    
    Weighted Averageof Shares
    
    
    Exercise PriceOutstanding at September 30, 2003
    
    
    5,008,646
    
    
    $
    18.33Granted
    
    
    654,750
    
    
    $
    14.14Exercised
    
    
    (129,905
    )
    
    $
    14.01Canceled
    
    
    (825,584
    )
    
    $
    19.32Outstanding at September 30, 2004
    
    
    4,707,907
    
    
    $
    17.70Granted
    
    
    5,000
    
    
    $
    15.00Exercised
    
    
    (123,334
    )
    
    $
    11.33Canceled
    
    
    (436,367
    )
    
    $
    15.92Outstanding at September 30, 2005
    
    
    4,153,206
    
    
    $
    17.96Granted
    
    
    300,000
    
    
    $
    14.41Exercised
    
    
    (234,469
    )
    
    $
    13.03Canceled
    
    
    (533,842
    )
    
    $
    19.27Outstanding at September 30, 2006
    
    
    3,684,895
    
    
    $
    17.83
  (b)Restricted Stock
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Number
    
    
    Weighted Averageof Shares
    
    
    Grant Date Fair ValueOutstanding at September 30, 2005
    
    
    28,660
    
    
    $
    16.76Granted
    
    
    14,000
    
    
    $
    15.56Vested
    
    
    (14,001
    )
    
    $
    17.24Forfeited
    
    
    
    
    
    
    n/aOutstanding at September 30, 2006
    
    
    28,659
    
    
    $
    15.94
 (c) Stock Purchase Plan
  (d) Deferred Stock Unit Plan
  (15) Employee Benefit Plans
     Page 57 of 70




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(16) Related Parties
    (17) Contingencies
   (18) Business Segments
  Page 58 of 70




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Year Ended September 30,2006
    
    
    2005
    
    
    2004Total revenues, excluding reimbursement of
management contract expenses:Domestic
    
    $
    602,668
    
    
    $
    626,054
    
    
    $
    634,807Foreign
    
    
    38,885
    
    
    
    26,711
    
    
    
    48,141Consolidated
    
    $
    641,553
    
    
    $
    652,765
    
    
    $
    682,948Operating earnings:Domestic
    
    $
    80,355
    
    
    $
    90,955
    
    
    $
    42,937Foreign
    
    
    (12,416
    )
    
    
    (20,043
    )
    
    
    7,644Consolidated
    
    $
    67,939
    
    
    $
    70,912
    
    
    $
    50,581Earnings (loss) from continuing operations before
minority interest, and income taxesDomestic
    
    $
    67,111
    
    
    $
    81,864
    
    
    $
    28,350Foreign
    
    
    (13,580
    )
    
    
    (21,572
    )
    
    
    3,851Consolidated
    
    $
    53,531
    
    
    $
    60,292
    
    
    $
    32,201Identifiable assets:Domestic
    
    $
    744,074
    
    
    $
    821,663Foreign
    
    
    44,296
    
    
    
    46,151Consolidated
    
    $
    788,370
    
    
    $
    867,814
  Year Ended September 30,2006
    
    
    2005
    
    
    2004Revenues (a):Segment One
    
    $
    62,439
    
    
    $
    65,716
    
    
    $
    70,703Segment Two
    
    
    97,493
    
    
    
    98,585
    
    
    
    104,462Segment Three
    
    
    107,855
    
    
    
    107,818
    
    
    
    107,095Segment Four
    
    
    235,186
    
    
    
    241,857
    
    
    
    243,489Segment Five
    
    
    71,388
    
    
    
    74,092
    
    
    
    76,633Segment Six
    
    
    17,633
    
    
    
    17,707
    
    
    
    17,382Segment Seven
    
    
    40,549
    
    
    
    37,816
    
    
    
    43,552Other
    
    
    9,010
    
    
    
    9,174
    
    
    
    19,632Total revenues
    
    $
    641,553
    
    
    $
    652,765
    
    
    $
    682,948Operating earnings (loss):Segment One
    
    $
    5,032
    
    
    $
    2,800
    
    
    $
    5,045Segment Two
    
    
    6,496
    
    
    
    3,010
    
    
    
    2,671Segment Three
    
    
    13,536
    
    
    
    4,697
    
    
    
    4,455Segment Four
    
    
    13,637
    
    
    
    51,464
    
    
    
    3,276Segment Five
    
    
    11,508
    
    
    
    10,254
    
    
    
    10,411Segment Six
    
    
    3,811
    
    
    
    3,517
    
    
    
    3,246Segment Seven
    
    
    37
    
    
    
    (7,534
    )
    
    
    5,439Other
    
    
    13,882
    
    
    
    2,704
    
    
    
    16,038Total operating earnings (loss)
    
    $
    67,939
    
    
    $
    70,912
    
    
    $
    50,581
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September 30,2006
    
    
    2005Identifiable assets:Segment One
    
    $
    20,878
    
    
    $
    18,666Segment Two
    
    
    42,533
    
    
    
    45,626Segment Three
    
    
    74,218
    
    
    
    56,120Segment Four
    
    
    305,061
    
    
    
    312,329Segment Five
    
    
    27,566
    
    
    
    29,961Segment Six
    
    
    12,221
    
    
    
    13,707Segment Seven
    
    
    43,129
    
    
    
    49,095Other
    
    
    262,764
    
    
    
    342,310Total assets
    
    $
    788,370
    
    
    $
    867,814
  
 
 
 
 
 
 
 
 (19) Subsequent Event
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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
  
 Item 9A. Controls and Procedures
 (a) Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
  (b) Managements Report on Internal Control Over Financial Reporting
  (i)
    
    pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the Company;(ii)
    
    provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in
accordance with authorizations of management and directors of the Company; and(iii)
    
    provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of the Companys assets that could have a
material effect on the financial statements.
     (c) Changes in Internal Control Over Financial Reporting
  Report of Independent Registered Public Accounting Firm
 Internal Control-Integrated Framework,
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Internal ControlIntegrated Framework Internal ControlIntegrated Framework
   
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PART III
 
 Item 10. Directors and Executive Officers of the Registrant
  
 Item 11. Executive Compensation
  
 Item 12. Security Ownership of Certain Beneficial Owners, Management and Related Stockholder
Matters
  
 Item 13. Certain Relationships and Related Transactions
  
 Item 14. Principal Accounting Fees and Services
  
 Item 15. Exhibits and Financial Statement Schedules
 (a)
    
    (1) and (2) Financial Statements and Financial Statement Schedules
  (b)
    
    (3) Exhibits
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CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 Schedule II  Valuation and Qualifying Accounts
 Amounts in thousands
    
    
    
    
    
    AdditionsBalance at
    
    Charged (Credited) to
    
    Charged to
    
    
    
    
    
    Balance atBeginning of
    
    Costs and
    
    Other
    
    (Deductions)
    
    End ofDescription
    
    Period
    
    Expenses
    
    Accounts
    
    Recoveries
    
    PeriodAllowance for Doubtful
Accounts and Notes ReceivableYear ended September 30, 2004
    
    $
    3,720
    
    
    
    959
    
    
    
    
    
    
    
    (1,473
    )
    
    $
    3,206Year ended September 30, 2005
    
    
    3,206
    
    
    
    8,854
    
    
    
    
    
    
    
    (1,792
    )
    
    
    10,268Year ended September 30, 2006
    
    
    10,268
    
    
    
    (1,951
    )
    
    
    
    
    
    
    (5,406
    )
    
    
    2,911Deferred Tax Valuation AccountYear ended September 30, 2004
    
    $
    5,497
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    5,497Year ended September 30, 2005
    
    
    5,497
    
    
    
    6,597
    
    
    
    
    
    
    
    
    
    
    
    12,094Year ended September 30, 2006
    
    
    12,094
    
    
    
    4,584
    
    
    
    
    
    
    
    
    
    
    
    16,678
  CENTRAL PARKING CORPORATION and SUBSIDIARIES
 
 Schedule IV  Mortgage Loans on Real Estate
 September 30, 2006
 Principal AmountFinal
    
    Periodic
    
    
    
    Face
    
    Carrying
    
    of Loans SubjectInterest
    
    Maturity
    
    Payment
    
    Prior
    
    Amount of
    
    Amount of
    
    to DelinquentDescription
    
    Rate
    
    Date
    
    Terms
    
    Liens
    
    Mortgage
    
    Mortgage
    
    Principal or InterestMortgage note 
secured by parking 
garages
    
    1-month LIBOR +
1.625%
    
    2/28/08
    
    Monthly interest
only with balance
of $12,681,698 due
at maturity
    
    None
    
    $
    12,681,698
    
    
    $12,681,698 at
September 30, 2006
    
    None
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Signatures
  CENTRAL PARKING CORPORATIONDate:   December 14, 2006
    By:
    /s/Jeff HeavrinJeff HeavrinSenior Vice President and Chief Financial Officer  Signature
    
    Title
    
    Date/s/ Monroe J. Carell, Jr.

     Monroe J. Carell, Jr.
    
    Chairman, Director
    
    December 14, 2006/s/ Emanuel Eads

     Emanuel Eads
    
    President and Chief Executive Officer, Director
    
    December 14, 2006/s/ Jeff  Heavrin

     Jeff Heavrin
    
    Senior Vice President and
Chief Financial Officer (Principal Financial Officer)
    
    December 14, 2006/s/ Claude Blankenship

     Claude Blankenship
    
    Director
    
    December 14, 2006/s/ Lewis Katz

     Lewis Katz
    
    Director
    
    December 14, 2006/s/ Edward G. Nelson

     Edward G. Nelson
    
    Director
    
    December 14, 2006/s/ Owen Shell, Jr

     Owen Shell, Jr.
    
    Director
    
    December 14, 2006/s/ William Smith

     William Smith
    
    Director
    
    December 14, 2006/s/ Ray Baker

     Ray Baker
    
    Director
    
    December 14, 2006/s/ Kathryn Brown

     Kathryn Brown
    
    Director
    
    December 14, 2006
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Exhibit Index
 ExhibitNumber
    
    Document2
    

Plan of Recapitalization, effective October 9, 1997 (Incorporated by reference to
Exhibit 2 to the Companys Registration Statement No. 33-95640 on Form S-1).2.1
    
    Agreement and Plan of Merger dated September 21, 1998, by and among the Registrant,
Central Merger Sub, Inc., Allright Holdings, Inc., Apollo Real Estate Investment Fund
II, L.P. and AEW Partners, L.P. (Incorporated by reference to Exhibit 2.1 to the
Companys Registration Statement No. 333-66081 on Form S-4 filed on October 21, 1998).2.2
    
    Amendment dated as of January 5, 1999, to the Agreement and Plan of Merger dated
September 21, 1998 by and among the Registrant, Central Merger Sub, Inc., Allright
Holdings, Inc., Apollo Real Estate Investment Fund II, L.P. and AEW Partners, L.P.
(Incorporated by reference to Exhibit 2.1 to the Companys Registration Statement No.
333-66081 on Form S-4 filed on October 21, 1998, as amended).3.1
    
    (a) Amended and Restated Charter of the Registrant (Incorporated by reference to
Exhibit 4.1 to the Companys Registration Statement No. 333-23869 on Form S-3).(b) Articles of Amendment to the Charter of Central Parking Corporation
increasing the authorized number of shares of common stock, par value $0.01 per
share, to one hundred million (Incorporated by reference to Exhibit 2 to the
Companys 10-Q for the quarter ended March 31, 1999).3.2
    
    Amended and Restated Bylaws of the Registrant (Incorporated by reference to Exhibit 4.1 to the
Companys Registration Statement No. 333-23869 on Form S-3).4.1
    
    Form of Common Stock Certificate (Incorporated by reference to Exhibit 4.1 to the Companys
Registration Statement No. 33-95640 on Form S-1).4.2
    
    Registration Rights Agreement dated as of September 21, 1998 by and between the
Registrant, Apollo
Real Estate Investment Fund II, L.P., AEW Partners, L.P. and Monroe J. Carell,
Jr., The Monroe
Carell Jr. Foundation, Monroe Carell Jr. 1995 Grantor Retained Annuity Trust,
Monroe Carell Jr.
1994 Grantor Retained Annuity Trust, The Carell Childrens Trust, The 1996
Carell
Grandchildrens Trust, The Carell Family Grandchildren 1990 Trust, The Kathryn
Carell Brown Foundation, The Edith Carell Johnson Foundation, The Julie Carell
Stadler Foundation, 1997 Carell Elizabeth Brown Trust, 1997 Ann Scott Johnson
Trust, 1997 Julia Claire Stadler Trust, 1997 William Carell Johnson Trust, 1997
David Nicholas Brown Trust and 1997 George Monroe Stadler Trust (Incorporated
by reference to Exhibit 4.4 to the Companys Registration Statement No.
333-66081 filed on October 21, 1998).4.3
    
    Amendment dated January 5, 1999 to the Registration Rights Agreement dated as of
September 21, 1998, by and between the Registrant, Apollo Real Estate Investment fund
II, L.P., AEW Partners, L.P. and Monroe J. Carell, Jr., The Monroe Carell Jr.
Foundation, Monroe Carell Jr. 1995 Grantor Retained Annuity Trust, Monroe Carell Jr.
1994 Grantor Retained Annuity Trust, The Carell Childrens Trust, The 1996 Carell
Grandchildrens Trust, The Carell Family Grandchildren 1990 Trust, The Kathryn Carell
Brown Foundation, The Edith Carell Johnson Foundation, The Julie Carell Stadler
Foundation, 1997 Carell Elizabeth Brown Trust, 1997 Ann Scott Johnson Trust, 1997 Julia
Claire Stadler Trust, 1997 William Carell Johnson Trust, 1997 David Nicholas Brown
Trust and 1997 George Monroe Stadler Trust (Incorporated by reference to Exhibit 4.4.1
to the Companys Registration Statement No. 333-66081 filed on October 21, 1998, as
amended).4.4
    
    Indenture dated March 18, 1998 between the registrant and Chase Bank of Texas,
National Association, as Trustee regarding up to $113,402,050 of 5-1/4 % Convertible
Subordinated Debentures due 2028 (Incorporated by reference to Exhibit 4.5 to the
Registrants Registration Statement No. 333-52497 on Form S-3).
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ExhibitNumber
    
    Document4.5
    
    Amended and Restated Declaration of Trust of Central Parking Finance Trust dated as of
March 18, 1998 (Incorporated by reference to Exhibit 4.5 to the Registrants
Registration Statement No. 333-52497 on Form S-3).4.6
    
    Preferred Securities Guarantee Agreement dated as of March 18, 1998 by and between the
Registrant and Chase Bank of Texas, national Association as Trustee (Incorporated by
reference to Exhibit 4.7 to the Registrants Registration Statement No. 333-52497 on
Form S-3).4.7
    
    Common Securities Guarantee Agreement dated March 18, 1998 by the Registrant
(Incorporated by reference to Exhibit 4.9 to 333-52497 on Form S-3).10.1
    
    Executive Compensation Plans and Arrangements(a) 1995 Incentive and Nonqualified Stock Option Plan for Key Personnel
(Incorporated by reference to Exhibit 10.1 to the Companys Registration
Statement No. 33-95640 on Form S-1).(b) Amendment to the 1995 Incentive and Nonqualified Stock Option Plan for Key
Personnel increasing the number of shares licensed for issuance under the plan
to 3,817,500 (Incorporated by reference to Exhibit 10.1 (b) of the Companys
Annual Report on Form 10-K for the year ended September 30, 2000).(c) Form of Option Agreement under Key Personnel Plan (Incorporated by
reference to Exhibit 10.2 to the Companys Registration Statement No. 33-95640
on Form S-1).(d) 1995 Restricted Stock Plan (Incorporated by reference to Exhibit 10.5.1 to
the Companys Registration Statement No. 33-95640 on Form S-1).(e) Form of Restricted Stock Agreement (Incorporated by reference to Exhibit
10.5.2 to the Companys Registration Statement No.33-95640 on Form S-1).(f) Monroe J. Carell, Jr. Employment Agreement (Incorporated by reference to
Exhibit 10.1(f) to the Companys Annual Report on Form 10-K/A filed on December
17, 2004)(g) Monroe J. Carell, Jr. Revised Deferred Compensation Agreement, as amended
(Incorporated by reference to Exhibit 10.1(g) to the Companys Annual Report on
Form 10-K/A filed on December 17, 2004)(h) Performance Unit Agreement between Central Parking Corporation and James H.
Bond (Incorporated by reference to Exhibit 10.11.1 to the Companys
Registration Statement No. 33-95640 on Form S-1.)(i) Modification of Performance Unit Agreement of James H. Bond (Incorporated
by reference to Exhibit 10.1 (j) to the Companys Annual Report on Form 10-K
filed on December 27, 1997).(j) Second modification of Performance Unit Agreement of James H. Bond
(Incorporated by reference to Exhibit 10.1 (k) to the Companys Report on Form
10-Q for the period ended March 31, 2001).(k) Deferred Stock Unit Plan (Incorporated by reference to Exhibit 10.1(n) to
the Companys Annual Report on Form 10-K filed on December 21, 2001).(l) James H. Bond Employment Agreement dated as of May 31, 2001 (Incorporated
by reference to Exhibit 10.1 (p) to the companys Report on Form 10-Q for the
period ended June 30, 2001).(m) Emanuel J. Eads Employment Agreement dated as of October 1, 2000
(Incorporated by reference to Exhibit 10.1 (q) to the companys Report on Form
10-Q for the period ended June 30, 2001).
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ExhibitNumber
    
    Document(n) Gregory A. Susick Employment Agreement dated as of October 1, 2000
(Incorporated by reference to Exhibit 10.1 (r) to the companys Report on Form
10-Q for the period ended June 30, 2001).(o) Jeff L. Wolfe Employment Agreement dated as of October 1, 2000
(Incorporated by reference to
Exhibit 10.1 (s) to the companys Report on Form 10-Q for the period ended June
30, 2001).(p) Amendment No. 1 effective June 1, 2005, to the 2003 Employment Agreement
between the Company and Jeff Heavrin. (Incorporated by reference to Exhibit
10.1 (p) to the Companys Report on
form 10-K for year ended Septebmer 2005)(q) Emanuel Eads Employment Agreement dated as of August 2, 2005 (Incorporated
by reference to Exhibit 10.2 to the Companys Report on Form 10-Q for period
ended December 31, 2005)(r) Form of Senior Executive Employment Agreement (Incorporated by reference to
Exhibit 10.1(t) to the Companys Annual Report on Form 10-K filed on December
24, 2003)10.2
    
    (a) 1995 Nonqualified Stock Option Plan for Directors (Incorporated by reference to
Exhibit 10.3 to the Companys Registration Statement No. 33-95640 on Form S-1).(b) Amendment to the 1995 Nonqualified Stock Option Plan for Directors
increasing the number of shares reserved for issuance under the plan to 475,000
(Incorporated by reference to Exhibit 10.2 to the Companys Annual Report on
Form 10-K filed on December 21, 2001).10.3
    
    Form of Option Agreement under Directors plan (Incorporated by reference to Exhibit
10.4 to the Companys Registration Statement No. 33-95640 on Form S-1).10.4
    
    Form of Indemnification Agreement for Directors (Incorporated by reference to Exhibit
10.12 to the Companys Registration Statement No. 33-95640 on Form S-1).10.5
    
    Indemnification Agreement for Monroe J. Carell, Jr. (Incorporated by reference to
Exhibit 10.13 to the Companys Registration Statement No. 33-95640 on Form S-1).10.6
    
    Form of Management Contract (Incorporated by reference to Exhibit 10.6 to the
Companys Annual Report on Form 10-K filed on December 21, 2001).10.7
    
    Form of Lease (Incorporated by reference to Exhibit 10.7 to the Companys Annual
Report on Form 10-K filed on December 21, 2001).10.8
    
    1998 Employee Stock Purchase Plan (Incorporated by reference to Exhibit 10.16 to the
Companys Registration Statement No. 33-95640 on Form S-1).10.9
    
    Exchange Agreement between the Company and Monroe J. Carell, Jr. (Incorporated by
reference to Exhibit 10.18 to the Companys Registration Statement No. 33-95640 on Form
S-1).10.10
    
    Consulting Agreement dated as of February 12, 1998, by and between Central Parking
Corporation and Lewis Katz (Incorporated by reference to Exhibit 10.20 of the Companys
Report on Form 10-K for the period ended September 30, 1999).10.11
    
    Limited Partnership Agreement dated as of August 11, 1999, by and between CPS of the
Northeast, Inc. and Arizin Ventures, L.L.C. (Incorporated by reference to Exhibit
10.21 of the Companys Report on Form 10-K for the period ended September 30, 1999).10.12
    
    Shareholders Agreement and Agreement Not to Compete by and among Central Parking
Corporation, Monroe J. Carell, Jr., Lewis Katz and Saul Schwartz dated as of February
12, 1998 (Incorporated by reference to Exhibit 10.23 of the Companys Report on Form
10-K for the period ended September 30, 1999).10.13
    
    Lease Agreement dated as of October 6, 1995, by and between The Carell Family LLC and
Central Parking
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ExhibitNumber
    
    DocumentSystem of Tennessee, Inc. (Alloway Parking Lot) (Incorporated by reference to
Exhibit 10.24 of the Companys Report on Form 10-K for the period ended September 30, 1999).10.14
    
    First Amendment to Lease Agreement dated as of July 29, 1997, by and between The
Carell Family LLC and Central Parking System of Tennessee, Inc. (Alloway Parking Lot)
(Incorporated by reference to Exhibit 10.25 of the Companys Report on Form 10-K for
the period ended September 30, 1999).10.15
    
    Lease Agreement dated as of October 6, 1995 by and between The Carell Family LLC and
Central Parking System of Tennessee, Inc. (Second and Church Parking Lot) (Incorporated
by reference to Exhibit 10.26 of the Companys Report on Form 10-K for the period ended
September 30, 1999).10.16
    
    First Amendment to Lease Agreement dated as of October 6, 1995, by and between The
Carell Family LLC and Central Parking System of Tennessee, Inc. (Second and Church
Parking Lot) (Incorporated by reference to Exhibit 10.27 of the Companys Report on
Form 10-K for the period ended September 30, 1999).10.17
    
    Revolving Credit Note dated November 1, 2002, by Suntrust Bank and Central Parking
Corporation. (Incorporated by reference to Exhibit 10.1 on Form 10-Q filed on February
18, 2003).10.18
    
    Promissory Note dated January 8, 2003 by Bank of America, N.A. and Central Parking
Corporation. (Incorporated by reference to Exhibit 10.2 on Form 10-Q filed on February
18, 2003).10.19
    
    Credit Agreement dated February 28, 2003, among Central Parking Corporation, et. al
and Bank of America, N.A., et al. (Incorporated by reference to Exhibit 99.2 on Form
8-K filed on March 4, 2003)10.20
    
    Waiver Agreement dated May 14, 2003, by Bank of America, N.A. and
Central Parking Corporation. (Incorporated by reference to Exhibit
10.3 on Form 10-Q filed on May 15, 2003).10.21
    
    Employment Agreement dated March 3, 2003, by William J. Vareschi, Jr. and Central Parking Corporation.
(Incorporated by reference to Exhibit 10.4 on Form 10-Q filed on May 15, 2003).10.22
    
    First Amendment to Credit Agreement dated August 12, 2003, by Bank of America, N.A.
and Central Parking Corporation. (Incorporated by reference to Exhibit 10.3 on Form 10-Q filed on August 14, 2003).10.23
    
    Second Amendment to the Credit Facility dated June 4, 2004 by Bank of America, N.A.
and Central Parking Corporation (Incorporated by reference to Exhibit 10.1 on Form
10-Q filed on August 13, 2004)10.24
    
    Third Amendment to the Credit Facility dated January 25, 2005 by Bank of America,
N.A. and Central Parking Corporation (Incorporated by reference to Exhibit 10.1 on Form
10-Q filed on February 9, 2005).10.25
    
    Fourth Amendment to Credit Agreement dated August 11, 2005, among Central Parking
Corporation, et. al and Bank of America, N.A., et. al. (Incorporated by reference to
Exhibit 10.1 on Form 8-K filed on August 12, 2005).10.26
    
    International Swap Dealers Association, Inc. Master Agreement dated as of June 9,
2003, by JP Morgan Chase Bank and Central Parking Corporation. (Incorporated by
reference to Exhibit 10.4 on Form 10-Q filed on August 14, 2003).10.27
    
    International Swap Dealers Association, Inc. Master Agreement dated as of May 23,
2003, by SunTrust Bank and Central Parking Corporation. (Incorporated by reference to
Exhibit 10.5 on Form 10-Q filed on August 14, 2003).
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##### Table of Contents



ExhibitNumber
    
    Document10.28
    
    Waiver Agreement dated October 12, 2005 by and between the Company and Central
Parking System, Inc., Allright Corporation, Kinney System Inc., CPS
Finance, Inc., and Central Parking System of Tennessee, Inc., and
certain subsidiaries of the Company and a group of lenders having
Bank of America, N.A. as their administrative agent (the "Lenders").
(Incorporated by reference to Exhibit 10.28 of the Company's Report
on Form 10-K for the period ended September 30, 2005)10.29
    
    Fifth Amendment to Credit Agreement dated as of April 7, 2006, by Bank of America, N.
A. and Central Parking Corporation (Incorporated by reference to Exhibit 10.1 on Form
10-Q filed on May 10,2006)21
    
    Subsidiaries of the Registrant (filed herewith).23
    
    Consent of KPMG LLP (filed herewith).31.1
    
    Certification of Emanuel Eads pursuant to Rule 13a-14(a).31.2
    
    Certification of Jeff Heavrin pursuant to Rule 13a-14(a).32.1
    
    Certification of Emanuel Eads pursuant to Section 1350.32.2
    
    Certification of Jeff Heavrin pursuant to Section 1350.
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