8-K

UNITED STATES

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) July 29, 2009

CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.

(Exact name of registrant as specified in its charter)

BERMUDA	0-24796	98-0438382
(State or other jurisdiction of incorporation and organisation)	(Commission File Number)	(IRS Employer Identification No.)
Clarendon House, Church Street, Hamilton		HM CX Bermuda
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (441) 296-1431

Not applicable

 (Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

£  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

We issued a press release announcing the results for the six months ended June 30, 2009.

The press release is furnished as Exhibit 99.1 and incorporated herein by reference.  Such information, including the Exhibits attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

The press release includes financial measures which are not presented in accordance with US GAAP.  Management believes that the presentation of the non-GAAP financial measures provides useful information to investors regarding the Company's results of operations because management itself uses the non-GAAP measures for the assessment of operational efficiencies and these measures also form the basis of bonus incentives for executive management and throughout the Company.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

99.1 Press Release, dated July 29, 2009 (furnished only).

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, we have duly caused this report to be signed on our behalf by the undersigned thereunto duly authorized.

Date: July 29, 2009	/s/ David Sturgeon
	David Sturgeon Deputy Chief Financial Officer

EX-99.1

CENTRAL EUROPEAN MEDIA ENTERPRISES

REPORTS SECOND QUARTER AND FIRST HALF 2009 RESULTS

SECOND QUARTER

- Net Revenues of $186.2 million -

- EBITDA of $29.7 million -

SIX MONTHS

- Net Revenues of $327.4 million -

- EBITDA of $45.1 million -

HAMILTON, BERMUDA, July 29, 2009 – Central European Media Enterprises Ltd. (“CME” or the “Company”) (NASDAQ/Prague Stock Exchange - CETV) today announced financial results for the three months and six months ended June 30, 2009.

Net revenues for the second quarter of 2009 were $186.2 million, a decrease of 38.9% compared to the second quarter of 2008. Operating income for the quarter decreased $87.0 million to $11.7 million. Net income from continuing operations decreased $43.4 million to $22.1 million, and fully diluted income per share decreased by $1.01 to $0.47.

Net revenues for the six months ended June 30, 2009 were $327.4 million, a decrease of 38.0% compared to the first half of 2008. Operating income for the first half decreased $217.0 million to a loss of $(72.8) million. Net income from continuing operations decreased $105.8 million to a loss of $(24.6) million, and fully diluted income per share decreased by $2.25 to a loss of $(0.43).

Adrian Sarbu, President and Chief Executive Officer of CME, commented: “Advertising markets have reset to a level around that of 2007. This has been a painful process for us and our shareholders. The strength of our brands and businesses has been demonstrated throughout this crisis by our improved audience share and market share in all our core operations. We are now looking forward to recovery.”

- continued -

Page 2 of 9

Results for the Three Months Ended June 30, 2009

Net revenues for the three months ended June 30, 2009 decreased by 38.9% to $186.2 million from $304.8 million for the three months ended June 30, 2008.  Operating income for the quarter was $11.7 million compared to $98.7 million for the three months ended June 30, 2008.  Net income attributable to the shareholders of CME for the quarter was $24.1 million compared to $63.5 million for the three months ended June 30, 2008.  Fully diluted income per share for the three months ended June 30, 2009 decreased $1.01 to $0.47.

EBITDA1 for the three months ended June 30, 2009 decreased to $29.7 million from $120.1 million in the three months ended June 30, 2008. EBITDA margin for the three months ended June 30, 2009 was 16% compared to 39% in the three months ended June 30, 2008.

Headline results for the three months ended June 30, 2009 and 2008 were:

	RESULTS (Unaudited)
	For the Three Months Ended June 30, 2009 (US $000’s)
	2009		2008		$ change			% change
Net revenues	$	186,185	$	304,809	$	(118,624	)		(39	)%
EBITDA	$	29,665	$	120,096	$	(90,431	)		(75	)%
Operating income	$	11,703	$	98,744	$	(87,041	)		(88	)%
Net income attributable to CME Ltd.	$	24,081	$	63,466	$	(39,385	)		(62	)%
Fully diluted income per share	$	0.47	$	1.48	$	(1.01	)		(68	)%

Results for the Six Months Ended June 30, 2009

Net revenues for the six months ended June 30, 2009 decreased by 38.0% to $327.4 million from $527.8 million for the six months ended June 30, 2008.  Operating loss for the period was $72.8 million compared to income of $144.2 million for the six months ended June 30, 2008.  Net loss attributable to the shareholders of CME for the period was $20.4 million compared to net income of $77.9 million for the six months ended June 30, 2008.  Fully diluted loss per share for the six months ended June 30, 2009 was $0.43, a decrease of $2.25 compared to the six months ended June 30, 2008.

EBITDA for the six months ended June 30, 2009 decreased to $45.1 million from $185.6 million in the six months ended June 30, 2008. EBITDA margin for the six months ended June 30, 2009 was 14% compared to 35% in the six months ended June 30, 2008.

Headline results for the six months ended June 30, 2009 and 2008 were:

_________________________________

1EBITDA is defined in ‘Segment Data’ below, and includes corporate operating costs and stock-based compensation.    We define EBITDA margin as EBITDA expressed as a percentage of Net Revenues.

Page 3 of 9

	RESULTS (Unaudited)
	For the Six Months Ended June 30, (US $000’s)
	2009			2008		$ change			% change
Net revenues	$	327,406		$	527,832	$	(200,426	)		(38	)%
EBITDA	$	45,131		$	185,564	$	(140,433	)		(76	)%
Operating (loss) / income	$	(72,779	)	$	144,217	$	(216,996	)		(150	) %
Net (loss) / income attributable to CME Ltd.	$	(20,357	)	$	77,911	$	(98,268	)		(126	) %
Fully diluted (loss) / income per share	$	(0.43	)	$	1.82	$	(2.25	)		(123	) %

Segment Results

We evaluate the performance of our operations based on Net Revenues and EBITDA (earnings before interest, taxes, depreciation and amortization).

Our Net Revenues, Consolidated EBITDA and EBITDA margin for the three months ended June 30, 2009 and 2008 were:

	SEGMENT RESULTS (Unaudited)
	For the Three Months Ended June 30, (US $000's)
	2009			2008			$ change			% change
Net Revenues – broadcast operations	$	183,766		$	302,029		$	(118,263	)		(39	)%
Net Revenues – non-broadcast operations		2,419			2,780			(361	)		(13	)%
Net Revenues	$	186,185		$	304,809		$	(118,624	)		(39	)%
EBITDA – broadcast operations	$	43,623		$	135,481		$	(91,858	)		(68	)%
EBITDA – non-broadcast operations		(1,150	)		(1,892	)		742			39	%
EBITDA – Corporate		(12,808	)		(13,493	)		685			5	%
Consolidated EBITDA	$	29,665		$	120,096		$	(90,431	)		(75	)%
EBITDA Margin		16	%		39	%

Our Net Revenues, Consolidated EBITDA and EBITDA margin for the six months ended June 30, 2009 and 2008 were:

Page 4 of 9

	SEGMENT RESULTS (Unaudited)
	For the Six Months Ended June 30, (US $000's)
	2009			2008			$ change			% change
Net Revenues – broadcast operations	$	323,199		$	523,079		$	(199,880	)		(38	)%
Net Revenues – non-broadcast operations		4,207			4,753			(546	)		(11	)%
Net Revenues	$	327,406		$	527,832		$	(200,426	)		(38	)%
EBITDA – broadcast operations	$	65,234			212,233		$	(146,999	)		(69	)%
EBITDA – non-broadcast operations		(3,036	)		(3,370	)		334			10	%
EBITDA – Corporate		(17,067	)		(23,299	)		6,232			27	%
Consolidated EBITDA	$	45,131		$	185,564		$	(140,433	)		(76	)%
EBITDA Margin		14	%		35	%

CME will host a teleconference to discuss its second quarter results on Wednesday, July 29, 2009 at 9:00 a.m. New York time (2:00 p.m. London time and 3:00 p.m. Prague time). The teleconference will refer to presentation slides, which will be available on CME’s website at www.cetv-net.com prior to the call.

To access the teleconference, U.S. and international callers may dial +1 785-424-1055 ten minutes prior to the start time and reference conference ID 7CETVQ2.  The conference call will be broadcast live via www.cetv-net.com.

The webcast will be archived on www.cetv-net.com for two weeks. A digital audio replay in mp3 format will also be archived on the Company’s website at www.cetv-net.com for two weeks following the call.

Page 5 of 9

Forward-Looking and Cautionary Statements

This press release contains forward-looking statements. For all forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy or are otherwise beyond our control and some of which might not even be anticipated.  Future events and actual results, affecting our strategic plan as well as our financial position, results of operations and cash flows, could differ materially from those described in or contemplated by the forward-looking statements.  Important factors that contribute to such risks include, but are not limited to, the effect of the credit crisis and economic downturn in our markets as well as in the United States and Western Europe; decreases in television advertising spending and the rate of development of the advertising markets in the countries in which we operate; the impact of any additional investments we make in our Bulgaria, Croatia and Ukraine operations; our effectiveness in implementing our strategic plan for our Ukraine operations or our Bulgaria operations; our ability to make future investments in television broadcast operations; our ability to develop and  implement strategies regarding sales and multi-channel distribution; changes in the political and regulatory environments where we operate and application of relevant laws and regulations; the timely renewal of broadcasting licenses and our ability to obtain additional frequencies and licenses; and our ability to acquire necessary programming and attract audiences.

For a more detailed description of these uncertainties and other factors, please see the "Risk Factors" section in CME’s Quarterly Report on Form 10-Q as filed with the Securities and Exchange Commission on July 29, 2009.

This press release should be read in conjunction with our Quarterly Report on Form 10-Q for the three months ended June 30, 2009, filed with the Securities and Exchange Commission on July 29, 2009, and our Annual Report on Form 10-K for the year ended December 31, 2008, filed with the Securities and Exchange Commission on February 25, 2009. 

We make available, free of charge, on our website at www.cetv-net.com our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

CME is a broadcasting company operating leading networks in seven Central and Eastern European countries with an aggregate population of approximately 97 million people. The company’s television stations are located in Bulgaria (PRO.BG and RING.BG), Croatia (Nova TV), Czech Republic (TV Nova, Nova Cinema and Nova Sport), Romania (PRO TV, PRO TV International, Acasa, PRO Cinema, Sport.ro and MTV Romania), Slovakia (TV Markíza and Nova Sport), Slovenia (POP TV and Kanal A) and Ukraine (Studio 1+1, Studio 1+1 International and Kino). CME is traded on the NASDAQ and the Prague Stock Exchange under the ticker symbol “CETV”.

###

For additional information, please visit www.cetv-net.com or contact:

Romana Tomasová,

Vice President - Corporate Communications,

Central European Media Enterprises

+420 242 465 525

romana.tomasova@cme-net.com

Page 6 of 9

 CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS (continued)

(US$ 000’s, except share and per share data)

(Unaudited)

	For the Three Months Ended June 30,
	2009			2008
Net revenues	$	186,185		$	304,809
Operating costs		31,556			36,759
Cost of programming		95,893			116,917
Depreciation of station property, plant and equipment		12,841			12,942
Amortization of broadcast licenses and other intangibles		4,833			8,194
Cost of revenues		145,123			174,812
Selling, general and administrative expenses (including non-cash stock based compensation of $1.5 million and $2.0 million in the six months ended June 30, 2009 and 2008, respectively)		29,359			31,253
Impairment charge		-			-
Operating income		11,703			98,744
Interest expense, net		(21,560	)		(18,571	)
Foreign currency exchange gain, net		45,411			6,882
Change in fair value of derivatives		(7,315	)		(13,281	)
Other income		247			668
Income from continuing operations before tax		28,486			74,442
Provision for Income taxes		(6,380	)		(8,923	)
Income from continuing operations		22,106			65,519
Discontinued operations, net of tax		-			(758	)
Net income		22,106			64,761
Net (income) attributable to noncontrolling interests		1,975			(1,295	)
Net income attributable to CME Ltd.		24,081		$	63,466
PER SHARE DATA:
Net income / (loss) per share
Continuing operations - Basic	$	0.47		$	1.52
Continuing operations - Diluted		0.47			1.50
Discontinued operations – Basic		0.00			(0.02	)
Discontinued operations - Diluted		0.00			(0.02	)
Net income attributable to CME Ltd common shareholders – Basic		0.47			1.50
Net income attributable to CME Ltd common shareholders – Diluted	$	0.47		$	1.48
Weighted average common shares used in computing per share amounts (000s):
Basic		51,524			42,322
Diluted		51,566			42,836

Page 7 of 9

CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS (continued)

(US$ 000’s, except share and per share data)

(Unaudited)

	For the Six Months Ended June 30,
	2009			2008
Net revenues	$	327,406		$	527,832
Operating costs		60,949			69,774
Cost of programming		170,815			211,004
Depreciation of station property, plant and equipment		24,457			25,056
Amortization of broadcast licenses and other intangibles		10,934			15,864
Cost of revenues		267,155			321,698
Selling, general and administrative expenses (including non-cash stock based compensation of $3.0 million and $3.8 million in the three months ended June 30, 2009 and 2008, respectively)		51,187			61,917
Impairment charge		81,843			-
Operating (loss) / income		(72,779	)		144,217
Interest expense, net		(42,244	)		(31,620	)
Foreign currency exchange gain / (loss), net		84,675			(10,546	)
Change in fair value of derivatives		(1,185	)		(23,539	)
Other income		346			1,319
(Loss) / income from continuing operations before tax		(31,187	)		79,831
Income tax credit		6,615			1,360
(Loss) / income from continuing operations		(24,572	)		81,191
Discontinued operations, net of tax		(262	)		(1,508	)
Net (loss)/ income		(24,834	)		79,683
Net loss / (income) attributable to noncontrolling interests		4,477			(1,772	)
Net (loss) / income attributable to CME Ltd.	$	(20,357	)	$	77,911
PER SHARE DATA:
Net income / (loss) per share
Continuing operations - Basic	$	(0.43	)	$	1.88
Continuing operations - Diluted		(0.43	)		1.86
Discontinued operations – Basic		0.00			(0.04	)
Discontinued operations - Diluted		0.00			(0.04	)
Net (loss) / income attributable to CME Ltd common shareholders – Basic		(0.43	)		1.84
Net (loss) / income attributable to CME Ltd common shareholders – Diluted	$	(0.43	)	$	1.82
Weighted average common shares used in computing per share amounts (000s):
Basic		46,956			42,319
Diluted		46,956			42,784

Page 8 of 9

Segment Data

We manage our business on a geographic basis, and review the performance of each segment using data that reflects 100% of operating and license company results. Our segments are comprised of Bulgaria, Croatia, the Czech Republic, Romania, the Slovak Republic, Slovenia and Ukraine.  We evaluate the performance of our segments based on Net Revenues and EBITDA, which is also used as a component in determining management bonuses.

EBITDA is determined as net income / (loss), which includes costs for program rights amortization costs, before interest, taxes, depreciation and amortization of intangible assets. Items that are not allocated to our segments for purposes of evaluating their performance and therefore are not included in EBITDA, include foreign currency exchange gains and losses; changes in the fair value of derivatives; and certain unusual or infrequent items (e.g., impairments of assets or investments).

Below are tables showing each of our Net Revenues, EBITDA, Depreciation, Amortization and Impairment and Operating income / (loss) by operation for the three months and the six months ended June 30, 2009 and 2008:

(US $000'S)	For the Three Months Ended June 30						For the Six Months Ended June 30
	2009			2008			2009			2008
Net Revenues (1)
Bulgaria (2)	$	881		$	-		$	1,477		$	-
Croatia		14,126			18,094			24,329			29,628
Czech Republic		71,551			112,570			127,678			198,128
Romania		48,845			79,842			84,534			137,838
Slovak Republic		28,229			37,097			48,800			63,331
Slovenia		19,335			26,210			32,469			44,161
Ukraine		3,218			30,996			8,119			54,746
Total Operating Segments	$	186,185		$	304,809		$	327,406		$	527,832
Corporate		-			-			-			-
Total	$	186,185		$	304,809		$	327,406		$	527,832
EBITDA
Bulgaria (2)	$	(10,626	)	$	-		$	(17,356	)	$	-
Croatia		2,303			1,683			2,260			(1,047	)
Czech Republic		38,541			71,204			63,434			115,049
Romania		15,411			38,293			22,558			61,669
Slovak Republic		5,655			13,974			9,383			23,111
Slovenia		7,275			10,866			10,285			15,206
Ukraine		(16,086	)		(2,431	)		(28,366	)		(5,125	)
Total Operating Segments	$	42,473		$	133,589		$	62,198		$	208,863
Corporate		(12,808	)		(13,493	)		(17,067	)		(23,299	)
Total	$	29,665		$	120,096		$	45,131		$	185,564

(1) All net revenues are derived from external customers.  There are no inter-segmental revenues.

(2) We acquired our Bulgaria operations on August 1, 2008.

Page 9 of 9
 

(US $000'S)	For the Three Months Ended June 30						For the Six Months Ended June 30
	2009			2008			2009			2008
Depreciation, Amortization and Impairment
Bulgaria (1)	$	625		$	-		$	84,548		$	-
Croatia		1,365			1,696			2,434			3,106
Czech Republic		6,683			10,416			12,792			20,562
Romania		3,500			3,826			6,842			7,367
Slovak Republic		3,032			2,879			5,805			5,455
Slovenia		1,502			1,512			2,928			2,795
Ukraine		967			807			1,885			1,635
Total Operating Segments	$	17,674		$	21,136		$	117,234		$	40,920
Corporate		288			216			676			427
Total	$	17,962		$	21,352		$	117,910		$	41,347
Operating income / (loss)
Bulgaria (1)	$	(11,251	)	$	-		$	(101,904	)	$	-
Croatia		938			(13	)		(174	)		(4,153	)
Czech Republic		31,858			60,788			50,642			94,487
Romania		11,911			34,467			15,716			54,302
Slovak Republic		2,623			11,095			3,578			17,656
Slovenia		5,773			9,354			7,357			12,411
Ukraine		(17,053	)		(3,238	)		(30,251	)		(6,760	)
Total Operating Segments	$	24,799		$	112,453		$	(55,036	)	$	167,943
Corporate		(13,096	)		(13,709	)		(17,743	)		(23,726	)
Total	$	11,703		$	98,744		$	(72,779	)	$	144,217

(1) We acquired our Bulgaria operations on August 1, 2008.