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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 FORM 10-K/A
Amendment No. 1 FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (Mark One)þ
    
    Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 31, 2004ORo
    
    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 000-14993 CARMIKE CINEMAS, INC.  Delaware
    
    58-1469127(State or Other Jurisdiction of
Incorporation or Organization)
    
    (I.R.S. Employer Identification No.)1301 First Avenue, Columbus, Georgia
    
    31901(Address of Principal Executive Offices)
    
    (Zip Code)
 (706) 576-3400  Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: common stock, par value $.03 per share Indicate by check mark whether the registrant: (1) has filed all reports required to be filed
by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes þ No o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K is not contained herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K o Indicate by check mark whether the registrant has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court. Yes þ No o Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange
Act Rule 12b-2). Yes þ No o As of March 11, 2005, 12,276,002 shares of common stock were outstanding. The aggregate market
value of the shares of common stock, par value $.03 per share, held by non-affiliates as of June
30, 2004 was approximately $220,927,141. Documents Incorporated by Reference Specified portions of Carmike Cinemas, Inc.s Proxy Statement relating to the 2005 Annual
Meeting of stockholders are incorporated by reference into Part III.




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TABLE OF CONTENTS  EXPLANATORY NOTEITEM 9A. CONTROLS AND PROCEDURES.Report of Independent Registered Public Accounting FirmSIGNATUREEXHIBIT INDEXEX-23.1 CONSENT OF PRICEWATERHOUSECOOPERS LLPEX-31.1 302 CERTIFICATION OF CEOEX-31.2 302 CERTIFICATION OF CFO    Table of Contents  
 EXPLANATORY NOTE Carmike Cinemas, Inc. (Carmike or the Company) is filing this Amendment No. 1 on Form
10-K/A (the Form 10-K/A) to amend its Form 10-K for the year ended December 31, 2004, as filed
with the Securities and Exchange Commission on March 16, 2005 (the Original Filing). Carmike is
filing the Form 10-K/A for the following reasons:  
    In reliance upon the Order of the Securities and Exchange Commission issued under
Section 36 of the Securities Exchange Act of 1934 (Release No. 50754, November 30, 2004),
Carmike is amending Item 9A of the Original Filing to include Managements Report on
Internal Control Over Financial Reporting and the related attestation report of Carmikes
independent registered public accounting firm; and
    To provide a revised consent and certifications as a result of the amendment discussed
above. Except for the amendment described above, the 10-K/A does not modify or update other
disclosures in, or exhibits to, the Original Filing.




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ITEM 9A. CONTROLS AND PROCEDURES. Disclosure Controls and Procedures As required by Securities and Exchange Commission rules, we have evaluated the effectiveness
of the design and operation of our disclosure controls and procedures as of the end of the period
covered by this annual report. This evaluation was carried out under the supervision and with the
participation of our management, including our principal executive officer and principal financial
officer. Based on this evaluation, these officers have concluded that, in light of the material
weaknesses described below, as of December 31, 2004, the Companys disclosure controls and
procedures were not effective at the reasonable assurance level. As
a result of these control deficiencies, management performed
additional procedures to ensure that the Companys consolidated financial
statements are prepared in accordance with generally accepted accounting principles. Accordingly,
the Company believes that the financial statements included in the Companys annual report on Form
10-K fairly present in all material respects the Companys financial condition, results of
operations and cash flows for the periods presented in accordance with generally accepted
accounting principles. The Company maintains disclosure controls and procedures designed to ensure that information
required to be disclosed by the Company in the reports that it files or submits under the Exchange
Act is recorded, processed, summarized and reported within the time periods specified in the
Commissions rules and forms. Disclosure controls and procedures, as defined in Rules 13a-15(e) and
15d-15(e) under the Exchange Act, include controls and procedures designed to ensure that
information required to be disclosed by the company in the reports we file or submit under the
Exchange Act is accumulated and communicated to our Companys management, including our chief
executive officer and chief financial officer, as appropriate, to allow timely decisions regarding
required disclosure. It should be noted that any system of controls, however well designed and
operated, can provide only reasonable, and not absolute, assurance that the objectives of the
system are met. Changes in Internal Control Over Financial Reporting There were no changes to our internal control over financial reporting during the fourth
quarter ended December 31, 2004 that materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting. Managements Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Internal control over
financial reporting is a process designed under the supervision of the principal executive and
principal financial officers to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external reporting purposes in accordance
with generally accepted accounting principles. Under the supervision and with the participation of our management, including our chief
executive officer and chief financial officer, we conducted an evaluation of the effectiveness of
our internal control over financial reporting based on the framework in Internal Control
Integrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway
Commission. A material weakness is a control deficiency, or combination of control deficiencies, that
results in more than a remote likelihood that a material misstatement of the annual or interim
financial statements will not be prevented or detected. As of December 31, 2004, the Company
identified the following material weaknesses in its internal control over financial reporting:  1.
    As of December 31, 2004, the Company did not maintain effective controls over the
accounting for and reporting of non-routine and non-systematic transactions because it did not have adequate personnel who possessed sufficient depth and experience to correctly account for such transactions in accordance with
generally accepted accounting principles. As a result, the Company did not properly account for its fourth quarter acquisition of the remaining 50% interest in a limited liability company, which operates two theatres, in which the Company previously had a 50% equity investment in accordance with generally accepted accounting principles. This control deficiency
resulted in immaterial misstatements to the
Companys consolidated financial statements for the year ended December 31, 2004. In addition, the Companys lack of
adequate personnel who possessed sufficient depth and experience contributed to the restatement of the
Companys Form 10-K for the year ended December 31, 2003 and its Form 10-Qs for the quarters ended
March 31 and June 30, 2004 to correct errors related to lease accounting primarily affecting property, plant and equipment, financing obligations, rent expense, interest expense and depreciation
expense. Additionally, this control deficiency could result in a material misstatement to the Companys annual or interim consolidated financial statements that would not be prevented or detected.




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2.
    As of December 31, 2004, we did not have the
appropriate level of expertise to properly calculate and review our
accounting for income taxes. Specifically, the Company did not
maintain effective controls over the accounting for income taxes and
the determination of income taxes payable, deferred income tax assets
and liabilities and the related income tax provision. This control
deficiency resulted in the restatement of the Companys
Form 10-K for the year ended December 31, 2003 and its
Form 10-Qs for the quarters ended March 31 and June 30,
2004, as well as adjustments to the Companys consolidated
financial statements for the quarter ended September 30, 2004
and the year ended December 31, 2004. Additionally, this control
deficiency could result in a misstatement of income taxes payable,
deferred income tax assets and liabilities and the related income tax
provision that would result in a material misstatement to the
Companys annual or interim consolidated financial statements
that would not be prevented or detected. Because of the material weaknesses described above, management has concluded that the Company
did not maintain effective internal control over financial reporting as of December 31, 2004 based
on the criteria in Internal Control Integrated Framework. Our managements assessment of the effectiveness of our internal control over financial
reporting as of December 31, 2004 has been audited by PricewaterhouseCoopers LLP, an independent
registered public accounting firm, as stated in their report which is included herein. Remediation Measures for Identified Material Weaknesses The Companys planned remediation measures in connection with the material weaknesses
described above include the following:  1.
    The Company will require continuing education during 2005 for the accounting and
finance staff to ensure compliance with current and emerging financial reporting and
compliance practices and for the tax manager to ensure compliance with current and emerging
tax reporting and compliance practices.2.
    The Company will utilize outside consultants, other than the Companys independent
registered public accounting firm, to assist management in its analysis of complex
accounting transactions and related reporting and in the preparation of the Companys tax
provision for inclusion in the financial statements.3.
    The Company will assess staffing levels and expertise in its accounting and finance
areas and take the steps necessary to appropriately staff the accounting and finance
departments.4.
    The Company and the Audit Committee, as necessary, will
consider additional items, or will alter the
planned steps identified above, in order to further remediate the material weaknesses
described above.




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Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Carmike Cinemas, Inc.: We have audited managements assessment, included in the accompanying Managements Report on
Internal Control Over Financial Reporting that Carmike Cinemas, Inc.
(the "Company") did not maintain effective
internal control over financial reporting as of December 31,
2004 because the Company did not
maintain effective controls over the accounting for non-routine and non-systematic transactions,
nor did the Company have the appropriate level of expertise to
properly calculate and review its
accounting for income taxes, based on criteria established in Internal Control-Integrated
Frameworkissued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
The Companys management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial
reporting. Our responsibility is to express opinions on managements assessment and on the
effectiveness of the Companys internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. An audit includes obtaining an understanding of internal
control over financial reporting, evaluating managements assessment, testing and evaluating the
design and operating effectiveness of internal control, and performing such other procedures as
we consider necessary in the circumstances. We believe that our audit provides a reasonable
basis for our opinions. A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
companys internal control over financial reporting includes those policies and procedures that (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.




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Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate. A material weakness is a control deficiency, or combination of control deficiencies, that results
in more than a remote likelihood that a material misstatement of the annual or interim financial
statements will not be prevented or detected. The following material weaknesses have been
identified and included in managements assessment.  
    As of December 31, 2004, the Company did not maintain effective controls over the
accounting for and reporting of non-routine and non-systematic transactions because it
did not have adequate personnel who possessed sufficient depth and experience to
correctly account for such transactions in accordance with generally accepted
accounting principles. As a result, the Company did not properly account for its
fourth quarter acquisition of the remaining 50% interest in a limited liability
company, which operates two theatres, in which the Company previously had a 50% equity
investment in accordance with generally accepted accounting principles. This control
deficiency resulted in immaterial misstatements to the Companys consolidated financial
statements for the year ended December 31, 2004. In addition, the Companys lack of
adequate personnel who possessed sufficient depth and experience contributed to the
restatement of the Companys Form 10-K for the year ended December 31, 2003 and its
Form 10-Qs for the quarters ended March 31 and June 30, 2004 to correct errors related
to lease accounting primarily affecting property, plant and equipment, financing
obligations, rent expense, interest expense and depreciation expense. Additionally,
this control deficiency could result in a material misstatement to the Companys annual
or interim consolidated financial statements that would not be prevented or detected.  
    As of December 31, 2004, the Company did not have the appropriate level of expertise
to properly calculate and review its accounting for income taxes.Specifically, the
Company did not maintain effective controls over the accounting for income taxes and
the determination of income taxes payable, deferred income tax assets and liabilities
and the related income tax provision. This control deficiency resulted in the
restatement of the Companys Form 10-K for the year ended December 31, 2003 and its
Form 10-Qs for the quarters ended March 31 and June 30, 2004, as well as adjustments to
the Companys consolidated financial statements for the quarter ended September 30,
2004 and the year ended December 31, 2004. Additionally, this control deficiency could
result in a misstatement of income taxes payable, deferred income tax assets and
liabilities and the related income tax provision that would result in a material
misstatement to the Companys annual or interim consolidated financial statements that
would not be prevented or detected.




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These material weaknesses were considered in determining the nature, timing, and extent of audit
tests applied in our audit of the 2004 consolidated financial statements, and this report does not
affect our report dated March 15, 2005 on those financial statements. In our opinion,
managements assessment that Carmike Cinemas, Inc. did not maintain effective
internal control over financial reporting as of December 31, 2004, is fairly stated, in all
material respects, based on criteria established in Internal Control-Integrated Frameworkissued by
the COSO. Also in our opinion, because of the effects of the material weaknesses described above
on the achievement of the objectives of the control criteria, Carmike
Cinemas, Inc. has not
maintained effective internal control over financial reporting as of December 31, 2004, based on
criteria established in Internal Control-Integrated Frameworkissued by the COSO. We have also audited in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated financial statements of Carmike Cinemas, Inc. at December
31, 2004 and 2003 and for the years then ended, and in our report dated March 15, 2005 we expressed
an unqualified opinion thereon. PricewaterhouseCoopers LLP
Atlanta, GA
April 29, 2005




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SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized. CARMIKE CINEMAS, INC.Date: May 2, 2005
    
    By:

/s/
Michael W. PatrickMichael W. PatrickChairman of the Board of Directors,
President and Chief Executive Officer




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EXHIBIT INDEX The following exhibits are filed with this report as indicated below: Exhibit No.
    
    Description23.1
    
    Consent of PricewaterhouseCoopers LLP.31.1
    
    Certification of the Chief Executive Officer Pursuant to Rule
13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934,
as amended, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of the Chief Financial Officer Pursuant to Rule
13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934,
as amended, as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.