UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
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(Name of Issuer)
Class A Common Stock, par value $0.08 per share
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(Title of Class of Securities)
G20045103
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(CUSIP Number)
August 5, 2004
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(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)
[X] Rule 13d-1(c)
[ ] 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 on 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).
Continued on following pages
Page 1 of 6 Pages
SCHEDULE 13G
CUSIP No. G20045103 Page 2 of 6 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
ERIC SEMLER
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 1,115,364
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 1,115,364
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,115,364
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
5.4%
12 Type of Reporting Person (See Instructions)
IA; HC
Page 3 of 6 Pages
Item 1(a) Name of Issuer:
Central European Media Enterprises Ltd. (the "Issuer")
Item 1(b) Address of the Issuer's Principal Executive Offices:
Clarendon House, Church Street, Hamilton, HM CX Bermuda.
Item 2(a) Name of Person Filing:
The Statement is filed on behalf of Mr. Eric Semler ("Mr.
Semler," and/or the "Reporting Person"):
This statement relates to Shares (as defined herein) held for
the accounts of various Delaware limited partnerships (the "Domestic
Partnerships") and offshore companies (the "International Companies"). TCS
Capital GP, LLC, a Delaware limited liability company (the "General Partner"),
is the general partner of each of the Domestic Partnerships, has investment
discretion over securities held by each of the Domestic Partnerships and by
virtue of such position may be deemed to have beneficial ownership of the Shares
held by the Domestic Partnerships. TCS Capital Management, LLC, a Delaware
limited liability company (the "Investment Manager") is the investment manager
to the International Companies, has investment discretion over the securities
held by each of the International Companies and by virtue of such position may
be deemed to have beneficial ownership of the Shares held by the International
Companies. Mr. Semler is the managing member of the General Partner and of the
Investment Manager, and, by virtue of such positions may be deemed to have
beneficial ownership of the Shares held by the Domestic Partnerships and the
International Companies.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of the Reporting
Person is 888 Seventh Avenue, Suite 1504, New York, NY 10019.
Item 2(c) Citizenship:
Mr. Semler is a citizen of the United States.
Item 2(d) Title of Class of Securities:
Class A Common Stock, par value $0.08 per share (the
"Shares").
Item 2(e) CUSIP Number:
G20045103
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
This Item 3 is not applicable.
Page 4 of 6 Pages
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
Mr. Semler may be deemed the beneficial owner of 1,115,364
Shares held for the accounts of the Domestic Partnerships and the International
Companies. This amount consists of A) 370,586 Shares held for the account of
the Domestic Partnerships and B) 744,778 Shares held for the account of the
International Companies.
Item 4(b) Percent of Class:
The number of Shares of which Mr. Semler may be deemed to
beneficially own constitutes 5.4% of the total number of Shares outstanding
(based upon information provided by the Issuer in its most recently-filed
quarterly report on Form 10-Q, the number of Shares outstanding was 20,699,100
as of July 30, 2004).
Item 4(c) Number of shares as to which such person has:
Mr. Semler
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(i) Sole power to vote or direct the vote: 1,115,364
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the disposition of 1,115,364
(iv) Shared power to dispose or to direct the disposition of 0
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
Other than as set forth herein, no other person has the right
to receive or the power to direct the receipt of dividends from, or proceeds
from the sale of, in excess of 5% of the outstanding Shares.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Page 5 of 6 Pages
Item 10. Certification:
By signing below the Reporting Person certifies that, to the
best of such person's knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the Issuer of such securities and were
not acquired and are not held in connection with or as a participant in any
transaction having such purpose or effect.
Page 6 of 6 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: August 16, 2004 ERIC SEMLER
/s/ ERIC SEMLER
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