SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

(Amendment No. 8)*

Under the Securities Exchange Act of 1934

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

CENTRAL EUROPEAN DISTRIBUTION CORPORATION

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

153435-10-2

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

* 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 the disclosures provided in a prior cover page.

The information required in 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. 153435-10-2 13 G Page 2 of 6 Pages

1	NAME OF REPORTING PERSON             William V. Carey
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION             United States

NUMBER OF   SHARES   BENEFICIALLY   OWNED BY   EACH   REPORTING   PERSON   WITH	5    SOLE VOTING POWER                 3,957,969
	6    SHARED VOTING POWER                 0
	7    SOLE DISPOSITIVE POWER                 3,957,969
	8    SHARED DISPOSITIVE POWER                 0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON             3,957,969
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9             8.4%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)             IN

CUSIP No. 153435-10-2 13 G Page 3 of 6 Pages

1	NAME OF REPORTING PERSON             WVC 2007 Family LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)  ¨ (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION             Florida

NUMBER OF   SHARES   BENEFICIALLY   OWNED BY   EACH   REPORTING   PERSON   WITH	5    SOLE VOTING POWER                 176,381
	6    SHARED VOTING POWER                 0
	7    SOLE DISPOSITIVE POWER                 176,381
	8    SHARED DISPOSITIVE POWER                 0

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON             176,381
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)	¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9             0.37%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)             OO

CUSIP No. 153435-10-2 13 G Page 4 of 6 Pages

Item 1	(a)	Name of Issuer:
		Central European Distribution Corporation
Item 1	(b)	Address of Issuer’s Principal Executive Offices:
		Two Bala Plaza, Suite 300 Bala Cynwyd, PA 19004
Item 2	(a)	Name of Person Filing:
		William V. Carey WVC 2007 Family LLC (the “LLC”)
Item 2	(b)	Address of Principal Business Office or, if none, Residence:
		The address for William V. Carey is 1602 Cottagewood Drive, Brandon, Florida 33511 The address for the LLC is c/o Fulbright and Jaworski L.L.P., 666 Fifth Avenue, New York, New York, 10103, Attention: Phillip J. Michaels, Esq.
Item 2	(c)	Citizenship:
		William V. Carey is a citizen of the United States of America. The LLC is organized under the laws of the State of Delaware.
Item 2	(d)	Title of Class of Securities:
		Common Stock, par value $0.01 (the “Shares”)
Item 2	(e)	CUSIP Number:
		153435-10-2
Item 3	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13-2(b) or (c), check whether the person filing is a:
	Not Applicable

CUSIP No. 153435-10-2 13 G Page 5 of 6 Pages

Item 4	Ownership.
	Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned:
		As of December 31, 2008: William V. Carey beneficially owned 3,957,969 Shares, consisting of 176,381 Shares owned by the LLC, 1,342,622 Shares owned directly by Mr. Carey as Trustee of The William V. Carey Revocable Trust, 400,000 Shares owned by the William V. Carey 2008 GRAT, of which Mr. Carey is the Trustee, 887,858 Shares owned by The William V. Carey 2008 GRAT (A), of which Mr. Carey is the Trustee, 887,858 Shares owned by The William V. Carey 2008 GRAT (B), of which Mr. Carey is the Trustee, and options to purchase 263,250 Shares that may be acquired within 60 days of December 31, 2008. This does not include 152,500 Shares owned by Mr. Carey’s spouse. Mr. Carey disclaims beneficial ownership of those Shares owned by his spouse.
		As of December 31, 2008: The LLC owned 176,381 Shares. Mr. Carey is the sole manager and one of two members of the LLC. The other member is The Hanna T. Carey 2007 Family Trust UAD 12/3/07, a trust formed by Mr. Carey’s spouse for the benefit of their children (the “Trust”). Mr. Carey owns 98.46% of the LLC and the Trust owns the remaining 1.54% of the LLC.
	(b)	Percent of class:
		As of December 31, 2008: The 1,342,622 Shares directly owned by Mr. Carey constituted 2.85% of the Shares outstanding.
		As of December 31, 2008: The 3,957,969 Shares beneficially owned by Mr. Carey constituted 8.4% of the Shares outstanding.
		As of December 31, 2008: The 176,381 Shares owned by the LLC constituted 0.37% of the Shares outstanding.
	(c)	Number of shares as to which such person has:
		(i)	Sole power to vote or to direct the vote:
			Mr. Carey has the sole power to vote or direct the vote as to the 1,342,622 Shares owned by him and the 176,381 shares owned by the LLC.
		(ii)	Shared power to vote or to direct the vote:
			Not Applicable
		(iii)	Sole power to dispose or to direct the disposition of:
			Mr. Carey has the sole power to dispose or direct the disposition of the 1,342,622 Shares owned by him and the 176,381 shares owned by the LLC.
		(iv)	Shared power to dispose or to direct the disposition of:
			Not Applicable
Item 5	Ownership of Five Percent or Less of a Class.
	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following  ¨.
	Not Applicable
Item 6	Ownership of More than Five Percent on Behalf of Another Person.
	Not Applicable
Item 7	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8	Identification and Classification of Members of the Group.
	Not Applicable
Item 9	Notice of Dissolution of Group.
	Not Applicable
Item 10	Certifications.
	Not Applicable

CUSIP No. 153435-10-2 13 G Page 6 of 6 Pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Amendment No. 8 to Schedule 13G is true, complete and correct.

February 13, 2009

/s/ William V. Carey

William V. Carey, Individually and as the Manager of WVC 2007 Family LLC