UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

National CineMedia, Inc.

 

(Name of Issuer)

Common Stock

(Title of Class of Securities)

635309107

(CUSIP Number)

Michael D. Cavalier
Senior Vice President, General Counsel and Secretary
Cinemark Holdings, Inc.
3900 Dallas Parkway, Suite 500
Plano, Texas 75093
(972) 665-1000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 17, 2009

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP No.		635309107

EXPLANATORY NOTE

     This Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2009 (the “Schedule 13D”) with respect to the common stock of National CineMedia, Inc. (“Common Stock”), is being filed to report additional information under Item 5(c). Capitalized terms used but not otherwise defined herein shall have meanings ascribed to them in the Schedule 13D.

Item 5. Interest in Securities of the Issuer.

     Item 5 is hereby amended to replace Item 5(c) in the Schedule 13D with the following:

     (c) Except as described in this Schedule 13D, Cinemark nor any of its subsidiaries has entered into any transaction involving the securities subject of this Schedule 13D within the past sixty days.

          None of the executive officers or directors of Cinemark or its wholly-owned subsidiaries has effected during the past sixty days any transaction in the Common Stock, except as described below:

	(i)		Robert Carmony, Senior Vice-President, New Technology and Training, sold 1,000 shares of Common Stock on March 11, 2009 through a personal online trading account at a price of $13.65 per share. Mr. Carmony had purchased the shares for investment purposes with his own funds.
			Mr. Carmony sold 450 shares of Common Stock on February 6, 2009 through a personal online trading account at a price of $12.23 per share. Mr. Carmony had purchased the shares for investment purposes with his own funds.
	(ii)		Walter Hebert, III, Senior Vice-President, Purchasing, sold 6,000 shares of Common Stock on February 2, 2009 through a personal brokerage account at a price of $10.50 per share. Mr. Hebert had purchased the shares for investment purposes with his own funds.
			Mr. Hebert, jointly with his wife, sold 1,500 shares of Common Stock on February 5, 2009 through a personal brokerage account at an average price of $10.59 per share. Mr. and Mrs. Hebert had purchased the shares for investment purposes with their own funds.
	(iii)		Carlos M. Sepulveda, a director and Chairman of the Audit Committee, sold 1,000 shares of Common Stock on January 30, 2009 through a personal brokerage account at an average price of $10.25 per share. Mr. Sepulveda had purchased the shares for investment purposes with his own funds.

     Cinemark and each of its wholly-owned subsidiaries expressly disclaims any beneficial ownership or receipt of proceeds from the sale of Common Stock as reported in this Item 5(c).

Schedule A
Directors and Executive Officers

     The name, principal occupation and business address of each director and executive officer of Cinemark as reported in Item 5(c) of this Amendment No. 1 are set forth below. Except for Mr. Valmir Fernandes, all the persons listed below are citizens of the United States of America.

				Position and Present Principal
Name		Business Address		Occupation
Lee Roy Mitchell		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Chairman of the Board
Benjamin D. Chereskin		Three First National Plaza, Suite 4600 Chicago, IL 60602		Director
Vahe A. Dombalagian		Three First National Plaza, Suite 4600 Chicago, IL 60602		Director
Carlos M. Sepulveda		12770 Merit Dr, Suite 400, Dallas, TX 75251		Director
Peter R. Ezersky		375 Park Avenue, New York, NY 10152		Director
Raymond W. Syufy		150 Pelican Way, San Rafael, CA 94901		Director
Donald G. Soderquist		201 S. 19th Street, Suite P, Rogers, AR 72758		Director
Roger T. Staubach		15601 Dallas Parkway, Suite 400 Addison, TX 75001		Director
Steven P. Rosenberg		1480 Justin Road, Rockwall, TX 75087		Director
Enrique F. Senior		711 Fifth Avenue New York, NY 10022		Director
Alan W. Stock		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Chief Executive Officer
Timothy Warner		3900 Dallas Parkway, Suite 500, Plano, TX 75093		President, Chief Operating Officer
Robert D. Coppell		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Executive Vice President; Treasurer, Chief Financial Officer; Assistant Secretary
Michael D. Cavalier		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Senior Vice-President — General Counsel, Secretary
Robert Carmony		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Senior Vice-President — New Technology and Training
Walter Hebert, III		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Senior Vice-President — Purchasing
Tom Owens		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Senior Vice-President — Real Estate
John Lundin		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Vice-President — Film Licensing
Don Harton		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Vice-President — Construction
James Meredith		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Vice-President — Marketing and Communications
Steve Zuehlke		3900 Dallas Parkway, Suite 500, Plano, TX 75093		Vice-President — Director of Theatre Operations
Valmir Fernandes		3900 Dallas Parkway, Suite 500, Plano, TX 75093		President — Cinemark International, L.L.C.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 7, 2009		CINEMARK HOLDINGS, INC
		By:		/s/ Michael D. Cavalier
		Name:		Michael D. Cavalier
		Title:		Senior Vice President — General Counsel and Secretary