X0202 3 2006-10-20 0 0000799088 CARMIKE CINEMAS INC CKEC 0001315926 Watershed Asset Management, L.L.C. ONE MARITIME PLAZA, SUITE 1525 SAN FRANCISCO CA 94111 1 0 0 0 0001315927 Watershed Capital Partners, L.P. C/O WATERSHED ASSET MANAGEMENT L.L.C. ONE MARITIME PLAZA, SUITE 1525 SAN FRANCISCO CA 94111 1 0 0 0 0001315929 Watershed Capital Institutional Partners, L.P. C/O WATERSHED ASSET MANAGEMENT L.L.C. ONE MARITIME PLAZA, SUITE 1525 SAN FRANCISCO CA 94111 1 0 0 0 0001315928 WS Partners, L.L.C. C/O WATERSHED ASSET MANAGEMENT L.L.C. ONE MARITIME PLAZA, SUITE 1525 SAN FRANCISCO CA 94111 1 0 0 0 0000906587 MOORE MERIDEE C/O WATERSHED ASSET MANAGEMENT L.L.C. ONE MARITIME PLAZA, SUITE 1525 SAN FRANCISCO CA 94111 1 0 0 0 Common Stock, par value $0.01 per share 152215 D Common Stock, par value $0.01 per share 467100 D Common Stock, par value $0.01 per share 619315 I See footnotes Common Stock, par value $0.01 per share 853185 I See footnotes Common Stock, par value $0.01 per share 853185 I See footnotes The entities and individuals identified in footnotes (2) through (7) of this Form 3 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 3 and any statements included herein shall not be deemed to be an admission that such entities and individuals are members of such group. The amount of securities shown in this row is owned directly by Watershed Capital Partners, L.P. ("WCP"). The amount of securities shown in this row is owned directly by Watershed Capital Institutional Partners, L.P. ("WCIP", and together with WCP, the "Watershed Partnerships"). The amount of securities shown in this row is owned directly by the Watershed Partnerships. WSLLC, as the general partner to each of the Watershed Partnerships, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Watershed Partnerships. WSLLC disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Rule 16a-1(a) under the Act, or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, the Watershed Partnerships. The amount of securities shown in this row is owned directly by the Watershed Partnerships or by Watershed Capital Partners (Offshore), Ltd., a discretionary account ("Watershed Offshore") managed by WAMLLC. WAMLLC, as the registered investment adviser to the Watershed Partnerships and Watershed Offshore, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Watershed Partnerships and Watershed Offshore. WAMLLC disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Rule 16a-1(a) under the Act or otherwise. The amount of securities shown in this row is owned directly by the Watershed Partnerships or by Watershed Offshore. Meridee A. Moore, the Senior Managing Member of WSLLC and WAMLLC, may be deemed to be a beneficial owner of the Issuer's securities held by each of the Watershed Partnerships and Watershed Offshore as reported in this Form 3. Ms. Moore disclaims any beneficial ownership of any of the Issuer's securities reported or noted herein for purposes of Rule 16a-1(a) under the Act or otherwise. Kevin D. Katari, a managing member of WS Partners, L.L.C. ("WSLLC") and Watershed Asset Management, L.L.C. ("WAMLLC"), two of the reporting persons on this Form 3, is a member of the Issuer's board of directors and has filed a separate Form 3 with respect to the Issuer on or about the date hereof. As a result of Mr. Katari's directorship, the entities and individual identified in footnotes (3) through (8) of this Form 3 may be deemed to be a director by deputization with respect to the Issuer. The filing of this Form 3 shall not be deemed to be an admission by such entities and individual that they are a director by deputization. /s/ Meridee A. Moore, on her own behalf and as attorney-in-fact and/or authorized signer for each of the reporting persons listed in footnotes (2) through (7) of this Form 3 2006-10-23 . 2006-10-23 . 2006-10-23 . 2006-10-23 . 2006-10-23