8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported) – December 1, 2005

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

(Exact Name of Registrant as Specified in Charter)

DELAWARE	0-24341	54-1865271
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Bala Plaza, Suite 300 Bala Cynwyd, Pennsylvania	19004
(Address of Principal Executive Offices)	(Zip Code)

(610) 660-7817

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure.

On December 1, 2005, William V. Carey, Chairman, President and Chief Executive Officer of Central European Distribution Corporation, will speak at ING London’s Roadshare Conference in Prague, the Czech Republic. Attached as Exhibit 99.1 are the PowerPoint slides that Mr. Carey will present during his speech. The information in this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 PowerPoint slides.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Central European Distribution Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CENTRAL EUROPEAN DISTRIBUTION CORPORATION
By:	/s/    CHRIS BIEDERMANN
	Chris Biedermann
	Vice President and Chief Financial Officer

Date: December 1, 2005

EXHIBIT INDEX

Exhibit No.	Description
99.1	PowerPoint slides.

EX-99.1

Family of Fine Beverages

Exhibit 99.1

1

Forward looking statements

This

presentation

contains

forward-looking

statements

within

the

meaning

of

the

Private

Securities

Litigation

Reform

Act

of

1995.

Forward-looking

statements

involve

known

and

unknown

risks

and

uncertainties

that

may

cause

the

actual

results,

performance

or

achievements

of

CEDC

to

be

materially

different

from

any

future

results,

performance

or

achievements,

expressed

or

implied,

by

forward-

looking

statements.

Investors

are

cautioned

that

forward-looking

statements

are

not

guarantees

of

future

performance

and

that

undue

reliance

should

not

be

placed

on

such

statements.

CEDC

undertakes

no

obligation

to

publicly

update

or

revise

any

forward-looking

statements

or

to

make

any

other

forward-looking

statements,

whether

as

a

result

of

new

information,

future

events

or

otherwise

unless

required

to

do

so

by

the

securities

laws.

Investors

are

referred

to

the

full

discussion

of

risks

and

uncertainties

included

in

CEDC’s

Form

10-K

for

the

fiscal

year

ended

December

31,

2004,

and

in

other

periodic

reports

filed

by

CEDC

with

the

Securities

and

Exchange

Commission.

2

Who is CEDC?

Originally founded in 1990

NASDAQ listed since 1998 with current market

capitalisation of over US$1 billion

The

leading

producer

of

vodka

in

Poland

and

the

4th

largest producer of vodka worldwide.

The

leading

distributor

and

importer

of

alcoholic

beverages in Poland.

2006 forecasted sales of US$906m to US$931 and

forecasted EPS of US$1.94 to US$2.14

3

Who

is

CEDC?

(cont’d.)

Operate

largest

nationwide

next-day

alcoholic

beverage

delivery

service

with

15

distribution

centers

and

87satellite

branches

located

throughout

Poland.

Distribute

over

700

brands

of

alcoholic

beverages

consisting

of

a

wide range of alcoholic beverages.

Net Sales CAGR of 45% over the last five years

EPS CAGR of 90% over the last five years

Over 2,900 employees

in Poland

4

Market Position of CEDC

•

Leading

importer

of

alcoholic

beverages

in

Poland,

-

No. 1 importer of wine

-

No. 1 importer of beer

-

A leading importer of spirits

•

Leading

distributor

of

alcoholic

beverages

in

Poland

-

No. 1 distributor of domestic spirits

-

No. 1 distributor of wine

•

Leading

producer

of

vodka

in

Poland

-

No.

1

Mainstream

Vodka

in

Poland

–

Absolwent

-

No.

1

Premium

Vodka

in

Poland

–

Bols

-

No.

2

Flavoured

Vodka

-

Zubrowka

5

CEDC is the leading Vodka producer by value

Source: AC Nielsen; Rinki Alkoholowe

Vodka producers market share by value

Market shares for key brands by value

Source: AC Nielsen

Rank

Brand

Segment

Producer

Value

Share

1

Absolwent

Mainstream

CEDC

15.0%

2

Starogardzka

Econony

Sobieski

11.1%

3

Bols

Premium

CEDC

7.1%

4

Gorzka Zoladkowa

Mainstream

Polmos Lublin

5.3%

5

Sobieski

Premium

Sobieski

4.8%

6

Luksusowa

Mainstream

Vin & Spirit

4.3%

7

Krakowska

Econony

Sobieski

4.1%

8

Zubrowka

Mainstream

CEDC

3.5%

9

Soplica

Mainstream

CEDC

3.2%

10

Balsam Pomorski

Econony

Sobieski

3.1%

CEDC

32%

Sobieski

29%

Vin & Spirit

8%

Pernod

3%

Diageo

3%

Brown Foreman

3%

Other

22%

6

CEDC is Leading Importer of Beers, Wines and

Spirits

Metaxa

(1)

Rémy Martin cognac

Passoa Liqueur

St. Rémy brandy

Cointreau Liqueur

Bols Liqueurs

(1)

Grant’s whisky

Jim Beam bourbon

(1)

Jaegermeister bitter

Jose Cuervo

Camus Cognac

Raynal

Sierra

Teacher’s

Sauza

Spirits

Notes: (1) Hold a leading position in their respective sectors

Amsterdam

Bitburger

Budweiser

Corona

Foster’s

Franziskaner

Grolsch

Guinness

Kilkenny

E&J Gallo wines(1)

Sutter Home

Rosemount

Veuve Clicquot

Rothschild

Laroche

Moreau & Fils

Codorniu

Torres

Banfi

Frescobaldi

Penfolds

Concha y Toro

Georges Duboeuf

Piper Heidsieck

Beers

Wines

Above represents only partial selection of products imported by CEDC

7

CEDC Distribution Network

•

Distribution platform with a truly national footprint:

-

15 distribution centers

and 87 satellite branches

-

450 sales people visiting both on and off-trade clients

-

37,000 outlets serviced

•

National coverage is important due to:

-

Poor road infrastructure

-

Local stores (traditional trade) are expected to remain key

point of purchase for alcoholic beverage products

•

Next largest distributor, Alti Plus (5% market share) has a

multi-regional rather than national network

•

Producers are highly dependant on distributors with national

footprint

-

Above the line advertising not allowed in Poland

8

450 Salesman serving over 37,000 direct

customers

CEDC National Sales Network

Export, 1%

Horeca, 2%

Gas Stations, 5%

3rd Party

Distributors *, 25%

Hypermarkets &

Discount Stores,

25%

Traditional Trade,

42%

* -

3

party

primarily

sales

made

to

traditional

trade

rd

9

Three Year

Strategic Objectives

•

Expand export opportunities

-

Zubrowka

represents a significant opportunity to expand exports

-

US market represents key area of opportunity

•

Accelerate direct sales of our own brands

-

Sales

force

to

focus

on

selling

Bols

and

Bialystok’s

brands

•

Reduce cost of goods sold

-

Leverage purchasing power to reduce cost of raw materials

-

Build rectified spirit plant by end of 2006 early 2007

•

Reduce key operating overheads

-

Reduction of bad debt expense

-

Combine purchasing power to reduce key SG&A costs

•

Develop new brand opportunities

-

Introduction

of

new

brands

and

bottling

of

bulk

spirits

and

wine

for

own

and

third-party

brands

10

•

Purchase profitable niche brands to fill existing production capacity

-

Mid single digit multiples

•

Continue Acquisitions of Distribution Companies / Assets (Buy versus Build)

-

Target at least US$100 million of annualized net sales

-

Continue to consolidate satellite branches

•

Expand higher margin import portfolio

-

Combination of CEDC’s

and Bols’

exclusive imports strengthens position as a “one stop shop”

Three

Year

Strategic

Objectives

(cont’d)

11

Net sales

(1)

EPS (fully diluted)

Strong historical financial and operating

performance

2003

2004

2005 (est.)

2006 (est.)

2002

Notes:

(1) Net of excise tax

(2)

Excludes

the

impact

of

acquisition

one-off’s

that

occurred

in

2005

of

$0.46

per

fully

diluted

share.

Without

taking

into

account that impact, U.S. GAAP EPS fully diluted per share guidance is $1.11 to $1.21.

2001

$ 178,236

$0.25

$ 292,965

$0.66

$ 429,118

$0.96

$ 580,744

$1.34

$ 730-760 million

$1.57 –

1.67

$ 906-931 million

$1.94 –

2.14

(2)

12

Stock Performance

•

CEDC is listed on NASDAQ stock exchange since 1998

•

Average daily trading value over US$ 6 million

•

CEDC’s market cap as of  November 29, 2005 was

US $1.03 Billion 

•

Our main shareholders are 

-

US-based managers

11.1%

-

Poland-based managers

6.2%

-

Botapol Management B V        

7.1%

-

Takirra Investment N V

7.1%

-

Institutions

53%

›

Fidelity Investments International

›

Oberweis

Asset Management

›

Morgan Stanley Investment Management

-

Free float

15.5%

13

Summary

•

#1 producer and marketer of vodka in Poland

•

#1 distributor of alcoholic beverages in Poland

•

#1 importer of high margin spirits, wine and beer in Poland

•

Strong and growing cash flow and profits