AMENDMENT NUMBER ONE TO THE SEPARATION AGREEMENT

Exhibit 10.31

The following executive officers have entered into this Amendment Number One to the Separation Agreement, a form of which follows, with Carmike Cinemas, Inc. as of the dates indicated below:

AMENDMENT NUMBER ONE TO THE

SEPARATION AGREEMENT

THIS AMENDMENT (“Amendment”) is entered into by and between                  (“Executive”) and Carmike Cinemas, Inc. (“Carmike”) as of the date set forth below.

WHEREAS, on              , Carmike entered into a Separation Agreement (“Separation Agreement”) with Executive to address certain benefits payable to Executive upon termination of employment;

WHEREAS, the Separation Agreement was prepared in light of the then available guidance under Section 409A of the Internal Revenue Code (“Code”); WHEREAS, the Internal Revenue Service has issued additional guidance under Section 409A of the Code since the parties entered into the Separation Agreement;

WHEREAS, Carmike and Executive desire to amend the Separation Agreement to bring the Separation Agreement into compliance with the current guidance available under Section 409A of the Code and clarify the vesting of stock options and restricted stock upon a termination of employment and the non-solicitation provision;

NOW THEREFORE, the Separation Agreement is hereby amended as follows effective as of the date this Amendment is executed:

§ 1

By amending § 2.1(b) to read in its entirety as follows:

“Carmike shall pay Executive two (2.0) times Executive’s Base Salary in equal monthly installments (subject to applicable tax withholdings) over the twenty-four (24) consecutive month period which starts on the date Executive has a separation from service (within the meaning of § 409A of the Code);”

§ 2

By amending § 2.1(c) to read in its entirety as follows:

“(c) (1) Each outstanding and nonvested stock option granted to Executive by Carmike shall (notwithstanding the terms under which such option was granted) become fully vested and exercisable on the date Executive’s employment so terminates and each outstanding stock option shall (notwithstanding the terms under which such option was granted) remain exercisable for ninety (90) days, or if less, for the remaining term of each such option (as determined as if there had been no such termination of Executive’s employment), subject to the same terms and conditions as if Executive had remained employed by Carmike for such term or such period (other than any term or condition which gives Carmike the right to cancel any such option) and (2) any restrictions on any outstanding restricted stock grants to Executive by Carmike immediately shall (notwithstanding the terms under which such grant was made) expire and Executive’s right to such stock shall be non-forfeitable; and”

§ 3

By amending § 2.1(d) to read in its entirety as follows:

“Carmike shall continue for the period described in § 2.1(b) to provide to Executive the same health, dental and vision care coverage and life insurance coverage as Executive was provided under Carmike’s employee benefit plans, policies and practices on the day before Executive’s employment terminated or, at Executive’s election, on any date in the one (1) year period which ends on the date of such termination of employment; provide