UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
AFC Enterprises, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
00104Q107
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(CUSIP Number)
December 31, 2006
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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:
/ X / Rule 13d-1(b)
/ / 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 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. 00104Q107 13G
1 NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Skylands Capital, LLC
20-0775613
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
Wisconsin
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
1,195,483
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
1,195,483
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,195,483
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.1%
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
CUSIP NO. 00104Q107 13G
ITEM 1 (a) NAME OF ISSUER
AFC Enterprises, Inc.
ITEM 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
5555 Glenridge Connector, NE, Suite 300
Atlanta, GA 30342
ITEM 2 (a) NAME OF PERSON FILING
Skylands Capital, LLC
ITEM 2 (b) ADDRESS OF PRINCIPAL OFFICE OR, IF NONE, RESIDENCE
1200 North Mayfair Road, Suite 250
Milwaukee, WI 53226
ITEM 2 (c) CITIZENSHIP
Wisconsin Limited Liability Company
ITEM 2 (d) TITLE OF CLASS OF SECURITIES
Common stock
ITEM 2 (e) CUSIP NUMBER
00104Q107
ITEM 3 THIS STATEMENT IS FILED PURSUANT TO PARAGRAPH 240.13d-1(b) AND
THE PERSON FILING IS:
(e) an investment advisor in accordance with paragraph 240.
13d-1(b)(1)(ii)(E)
ITEM 4 OWNERSHIP:
ITEM 4 (a) AMOUNT BENEFICIALLY OWNED:
1,195,483
ITEM 4 (b) PERCENT OF CLASS:
4.1%
ITEM 4 (c) NUMBER OF SHARES AS TO WHICH THE PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
1,195,483
(ii) SHARED POWER TO VOTE OR TO DIRECT THE VOTE 0
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
1,195,483
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
0
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: /X/
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.
CUSIP NO. 00104Q107 13G
ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
N/A
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
N/A
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A
ITEM 9 NOTICE OF DISSOLUTION OF THE GROUP:
N/A
ITEM 10 CERTIFICATION:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and 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
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
January 5, 2007
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Date
BY: /s/ Pamela A. Cavanaugh
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Signature
Vice President & Treasurer
Skylands Capital, LLC
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Title