SEC Filing | National CineMedia, Inc

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Regal CineMedia Holdings, LLC

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/07/2007

3. Issuer Name and Ticker or Trading Symbol
National CineMedia, Inc. [ NCMI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units of National CineMedia, LLC	⁽¹⁾	⁽¹⁾	Common Stock of National CineMedia, Inc.	22,868,538	0⁽¹⁾	D⁽²⁾

1. Name and Address of Reporting Person^*

Regal CineMedia Holdings, LLC

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

REGAL ENTERTAINMENT GROUP

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Regal Entertainment Holdings, Inc.

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

REGAL CINEMAS CORP

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

REGAL CINEMAS INC

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Regal CineMedia CORP

(Last)

(First)

(Middle)

7132 REGAL LANE

(Street)

KNOXVILLE

37918

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ANSCHUTZ CO

(Last)

(First)

(Middle)

555 17TH STREET, SUITE 2400

(Street)

DENVER

80202

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ANSCHUTZ PHILIP F

(Last)

(First)

(Middle)

555 17TH STREET, SUITE 2400

(Street)

DENVER

80202

(City)

(State)

(Zip)

Explanation of Responses:

1. Common Units of National CineMedia, LLC may be converted at any time into shares of Common Stock of National CineMedia, Inc. on a one-for-one basis, and have no expiration date

2. The reported securities are owned directly by Regal CineMedia Holdings, LLC, and indirectly by Regal Entertainment Group, Regal Entertainment Holdings, Inc., Regal Cinemas Corporation, Regal Cinemas, Inc., Regal CineMedia Corporation, Anschutz Co., and Philip F. Anschutz. Anschutz Co. and Philip F. Anschutz disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.

Remarks:

	/s/ Peter B. Brandow, Executive Vice President (Regal CineMedia Holdings, LLC)	02/07/2007
	/s/ Peter B. Brandow, Executive Vice President (Regal Entertainment Group)	02/07/2007
	/s/ Peter B. Brandow, Executive Vice President (Regal Entertainment Holdings, Inc.)	02/07/2007
	/s/ Peter B. Brandow, Executive Vice President (Regal Cinemas Corporation)	02/07/2007
	/s/ Peter B. Brandow, Executive Vice President (Regal Cinemas, Inc.)	02/07/2007
	/s/ Peter B. Brandow, Vice President (Regal CineMedia Corporation)	02/07/2007
	/s/ Robert M. Swysgood, by power of attorney (on behalf of Anschutz Co.)	02/07/2007
	/s/ Robert M. Swysgood, by power of attorney (on behalf of Philip R. Anschutz)	02/07/2007
	** Signature of Reporting Person	Date
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