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) – February 27, 2008

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

(Exact Name of Registrant as Specified in Charter)

DELAWARE	0-24341	54-18652710
(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 2.02. Results of Operations and Financial Condition.

On February 27, 2008, Central European Distribution Corporation (the “Company”) issued a press release (the “Release”) announcing its financial results for the full year ended December 31, 2007. A copy of the Release is furnished herewith as Exhibit 99.1 and incorporated herein by reference. Such information 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.

Exhibit No.	Description
99.1	Press Release issued by Central European Distribution Corporation on February 27, 2008.

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: February 27, 2008

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by Central European Distribution Corporation on February 27, 2008.

EX-99.1

Central European Distribution Corporation Announces Full Year and Fourth Quarter 2007 Results;

Operating Income Increases 47% over Fourth Quarter 2006

Bala Cynwyd, Pennsylvania February 27, 2008: Central European Distribution Corporation (NASDAQ: CEDC) today announced its results for fiscal year 2007. Net sales for the full year ended December 31, 2007 increased by 26% to $1,189.8 million from the $944.1 million reported for the same period in 2006 and net sales for the fourth quarter increased by 32% to $393.4 million from the $298.1 million reported for the same quarter in 2006. Operating income for the full year ended December 31, 2007 increased by 29% to $118.1 million from $91.6 million for the same period in 2006 and operating income for the fourth quarter increased by 47% to $45.6 million from the $30.9 million reported for the same quarter in 2006.

On a comparable basis, CEDC announced net income of $69.8 million, or $1.73 per fully diluted share for the full year 2007, as compared to $46.1 million, or $1.28 per fully diluted share for the same period in 2006. Net Income, on a U.S. GAAP basis (as hereinafter defined) for the full year was $77.1 million or $1.91 per fully diluted share in 2007 as compared to $55.5 million or $1.53 per fully diluted share in 2006. The major difference between the U.S. GAAP net income and comparable non- GAAP net income reflects unrealized foreign exchange movements relating to our Senior Secured Notes, partially offset by among other items costs associated with early retirement of debt. For a reconciliation of comparable net income to net income reported under United States Generally Accepted Accounting Principles (“GAAP”), please see the section “Unaudited Reconciliation of Non-GAAP Measures”. The weighted average number of shares used for calculating diluted earnings per share for 2007 was 40.4 million compared to 36.1 million for 2006.

Some of the Company’s key financial highlights for full Year 2007 compared to full Year 2006 include the following:

• Sales up 26%

• Gross profit up 25%

• Operating income up 29%

• Operating margins up from 9.7% to 9.9%

• Exclusive import portfolio sales growth of 46%

• Comparable net income up 52%

Some of the Company’s key financial highlights for the 4th quarter 2007 compared to 4th quarter 2006 include the following:

• Sales up 32%

• Gross profit up 32%

• Operating income up 47%

• Operating margins up from 10.4% to 11.6%

• Exclusive import portfolio sales growth of 46%

• Comparable net income up 52%

Mr. William Carey, CEO and President, said, “The substantial amount of integration work that we accomplished in 2006 has positioned our company to take full advantage of the growing opportunities in the market place. The execution in 2007 of our overall business model, including accelerating growth of our core brands, gaining profitable distribution market share and reducing key overheads is clearly visible in the numbers described above. We continue to see strong growth in the underlying economy which is propelling growth of premium brands, both domestic and imported as evidenced in the 46% growth of our exclusive import portfolio sales, 19% growth of sales of our premium vodka, Bols Vodka, and strong organic growth (excluding the impact of foreign exchange) of approximately 8% for the fourth quarter. Investment in our rectification facilities were completed in the fourth quarter of 2007, providing us with a lower cost base of spirit going into 2008, which we expect be accretive to our overall gross margins. We believe we are well positioned to take advantage of the continued strong economic trends in Poland with our premium portfolio.”

Mr. Carey continued, “In addition to the strong growth in Poland, we are laying the foundation for further growth in the region with the recent announcement of our strategic investment in the Whitehall Group. We are continuing to move forward with preparations for closing our Parliament acquisition, as all regulatory approvals have been received, and are targeting March for closing. We strongly believe in the consumer premiumization that is taking place in Russia and the portfolios of Whitehall and Parliament that are not only very complimentary, but are also strategically placed in the fastest growing segments of the wine and spirit market. We believe the Russian spirit market is going through a rapid consolidation and our aim is to be at the forefront of this market evolution. ”

Mr. Carey added, “We confirm our previously announced full year 2008 net sales guidance of $1.30-$1.40 billion and full year 2008 comparable fully diluted earnings per share guidance of $2.08-$2.18, which does not include the impact of any future acquisitions including Parliament and Whitehall.”

CEDC has reported net income and fully diluted net income per share in accordance with GAAP and on a non-GAAP basis, referred to in this release as comparable non-GAAP net income. CEDC’s management believes that the non-GAAP reporting giving effect to the adjustments shown in the attached reconciliation provides meaningful information and an alternative presentation useful to investors’ understanding of CEDC’s core operating results and trends. CEDC discusses results on a comparable basis in order to give investors better insight into underlying business trends from continuing operations. CEDC’s calculation of this measure may not be the same as similarly named measures presented by other companies. This measure is not presented as an alternative to net income computed in accordance with GAAP as a performance measure, and you should not place undue reliance on this measure. A reconciliation of GAAP to non-GAAP measures can be found in the section “Unaudited Reconciliation of Non-GAAP Measures” at the end of this press release.

CEDC is the largest vodka producer in Poland by value and produces the Absolwent, Zubrowka, Bols and Soplica brands, among others. CEDC currently exports Zubrowka to European and Asian markets.

CEDC also is the leading distributor by volume and a leading importer by value of alcoholic beverages in Poland. CEDC operates 17 distribution centers and 87 satellite branches throughout Poland. CEDC imports many of the world’s leading brands to Poland, including brands such as Rémy Martin, Metaxa, Jim Beam, Sauza Tequila, Grant’s, E&J Gallo, Sutter Home, Torres, Penfolds and Concha y Toro wines, Corona, Foster’s, and Guinness Stout beers and Evian.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, without limitation, statements relating to our proposed Parliament acquisition and our proposed strategic investment in the Whitehall Group. 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, 2006, and in other documents filed by CEDC with the Securities and Exchange Commission.

Contact:

Jim Archbold,

Investor Relations Officer

Central European Distribution Corporation

610-660-7817

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED BALANCE SHEETS

(Amount in columns expressed in thousands)

	December 31, 2007			December 31, 2006
ASSETS
Current Assets
Cash and cash equivalents	$	87,867		$	159,362
Accounts receivable, net of allowance for doubtful accounts of $29,277 and $24,354 respectively		316,277			224,575
Inventories		141,272			89,522
Prepaid expenses and other current assets		16,536			24,299
Deferred income taxes		5,141			5,336
Total Current Assets		567,093			503,094
Intangible assets, net		545,697			371,624
Goodwill, net		577,282			398,005
Property, plant and equipment, net		79,979			49,801
Deferred income taxes		11,407			3,305
Other assets		710			204
Total Assets	$	1,782,168		$	1,326,033
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Trade accounts payable	$	172,340		$	138,585
Bank loans and overdraft facilities		42,785			24,656
Income taxes payable		5,408			2,975
Taxes other than income taxes		101,929			94,985
Other accrued liabilities		71,959			57,620
Current portions of obligations under capital leases		1,759			2,005
Total Current Liabilities		396,180			320,826
Long-term debt, less current maturities		122,952			8
Long-term obligations under capital leases		2,708			1,122
Long-term obligations under Senior Secured Notes		344,298			393,434
Deferred income taxes		100,113			68,275
Total Long Term Liabilities		570,071			462,839
Minority interests		481			21,395
Stockholders’ Equity
Common Stock ($0.01 par value, 80,000,000 shares authorized, 40,566,096 and 38,691,635 shares issued at December 31, 2007 and 2006, respectively)		406			387
Additional paid-in-capital		429,554			374,985
Retained earnings		205,186			128,084
Accumulated other comprehensive income		180,440			17,667
Less Treasury Stock at cost (246,037 shares at December 31, 2007 and 2006, respectively)		(150	)		(150	)
Total Stockholders’ Equity		815,436			520,973
Total Liabilities and Stockholders’ Equity	$	1,782,168		$	1,326,033

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(Amount in columns expressed in thousands, except share and per share information)

	Year ended December 31,
	2007			2006			2005
Sales	$	1,483,344		$	1,193,248		$	828,918
Excise taxes		(293,522	)		(249,140	)		(79,503	)
Net Sales		1,189,822			944,108			749,415
Cost of goods sold		941,060			745,721			627,368
Gross Profit		248,762			198,387			122,047
Operating expenses		130,677			106,805			70,404
Operating Income		118,085			91,582			51,643
Non operating income / (expense), net
Interest (expense), net		(35,829	)		(31,750	)		(15,828	)
Other financial (expense), net		13,594			17,212			(7,678	)
Other non operating income / (expense), net		(1,770	)		1,119			(262	)
Income before taxes		94,080			78,163			27,875
Income tax expense		15,910			13,986			5,346
Minority interests		1,068			8,727			2,261
Net income	$	77,102		$	55,450		$	20,268
Net income per share of common stock, basic	$	1.93		$	1.55		$	0.72
Net income per share of common stock, diluted	$	1.91		$	1.53		$	0.70

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW

(Amount in columns expressed in thousands)

	Year ended December 31,
	2007			2006			2005
Operating Activities
Net income	$	77,102		$	55,450		$	20,268
Adjustments to reconcile net income to net cash provided by / (used in) operating activities:
Depreciation and amortization		9,968			8,739			4,529
Deferred income taxes		9,957			2,205			(317	)
Bad debt provision		249			999			984
Minority interests		1,044			8,727			2,261
Hedge valuation		—			(13,118	)		16,957
Unrealized foreign exchange (gains) / losses		(23,940	)		(3,274	)		(14,351	)
Cost of debt extinguishment		11,864			—			—
Stock options expense		1,866			1,908			—
Other non cash items		7,059			80			—
Changes in operating assets and liabilities:
Accounts receivable		(38,812	)		(7,554	)		(23,730	)
Inventories		(21,986	)		(3,165	)		(238	)
Prepayments and other current assets		5,865			(2,026	)		(6,575	)
Trade accounts payable		(880	)		8,123			(7,149	)
Other accrued liabilities and payables		(16,272	)		14,597			41,442
Net Cash provided by Operating Activities		23,084			71,691			34,081
Investing Activities
Investment in fixed assets		(25,787	)		(11,713	)		(8,091	)
Proceeds from the disposal of fixed assets		2,670			2,045			2,454
Investment in trademarks		—			(1,210	)		—
Purchase of financial assets		—			—			(79,412	)
Proceeds from the disposal of financial assets		—			4,784			115,028
Refundable purchase price related to Botapol acquisition		5,000			—			—
Acquisitions of subsidiaries, net of cash acquired		(141,005	)		(35,828	)		(490,092	)
Net Cash used in Investing Activities		(159,122	)		(41,922	)		(460,113	)
Financing Activities
Borrowings on bank loans and overdraft facility		13,225			15,379			4,804
Borrowings on long-term bank loans		122,508			—			—
Payment of bank loans and overdraft facility		(30,153	)		(21,526	)		(13,565	)
Payment of long-term borrowings		8			(3	)		(6,438	)
Net Borrowings of Senior Secured Notes		—			—			378,447
Payment of Senior Secured Notes		(95,440	)		—			—
Hedge closure		—			(7,323	)		—
Movements in capital leases payable		445			(2,232	)		(1,676	)
Issuance of shares in public placement		42,354			71,719			—
Issuance of shares in private placement		—			—			111,594
Options exercised		3,976			4,772			3,205
Net Cash provided by Financing Activities		56,923			60,786			476,371
Currency effect on brought forward cash balances		7,620			8,062			(86	)
Net Increase / (Decrease) in Cash		(71,495	)		98,617			50,254
Cash and cash equivalents at beginning of period		159,362			60,745			10,491
Cash and cash equivalents at end of period	$	87,867		$	159,362		$	60,745
Supplemental Schedule of Non-cash Investing Activities
Common stock issued in connection with investment in subsidiaries	$	1,693		$	161		$	126,156
Supplemental disclosures of cash flow information
Interest paid	$	40,136		$	37,256		$	2,669
Income tax paid	$	21,362		$	11,980		$	4,580

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

UNAUDITED RECONCILIATION OF NON-GAAP MEASURES

(in thousands, except share and per share information)

	Three Months Ended Dec 31,						Twelve Months Ended Dec 31,
	2007			2006			2007			2006
GAAP net income/(loss)	$	45,287		$	32,088		$	77,102		$	55,450
Foreign exchange impact and hedge revaluation		(15,933	)		(13,590	)(A)		(20,084	)		(11,810	)(A)
Other acquisition related costs		369			—	(B)		1,414			—	(B)
Cost associated with early retirement of debt		—			423	(C)		9,609			423	(C)
Impact of expensing stock options		358			770	(D)		1,498			1,548	(D)
Other non recurring costs		—			95	(E)		307			469	(E)
Comparable non-GAAP net income	$	30,081		$	19,786		$	69,846		$	46,080
Comparable net income per share of common stock, basic	$	0.75		$	0.54		$	1.75		$	1.29
Comparable net income per share of common stock, diluted	$	0.74		$	0.54		$	1.73		$	1.28

Comparable measures are provided as additional information as management believes this information provides investors with better insight on underlying business trends and results in order to evaluate ongoing financial performance. Descriptions of these items are presented below:

A. Represents the net after tax impact of the foreign currency revaluation related to our Senior Secured Notes and mark to market revaluation of financing related hedges as of December 31, 2007. The impact of foreign exchange revaluation will change, which may have a material effect on our financial results.

B. Represents other miscellaneous costs incurred in 2007, directly related to the tender for additional shares of Polmos Bialystok and other acquisitions.

C. Represents the net after tax impact associated with the early retirement of 20% of CEDC’s outstanding Senior Secured Notes, including an 8% one-time redemption premium payment to the Noteholders and write-off of prepaid financing costs.

D. On January 1, 2006 CEDC adopted SFAS 123(R) and began to expense stock options. This amount represents the net after tax impact of the expensing of stock options.

E. Represents one time charge for early retirement incentive program in 2007 and cost incurred with the potential acquisition of Polmos Lublin which was not completed in 2006