UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Carters, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
146229109
(CUSIP Number)
December 31, 2006
(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).
SCHEDULE 13G
CUSIP No. 146229109
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only).
AMVESCAP PLC
AIM Advisors, Inc.
AIM Capital Management, Inc.
Invesco Private Capital, Inc.
PowerShares Capital Management LLC
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2. Check the Appropriate Box if a Member of a Group (see Instructions)
(a) [ ]
(b) [ ]
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3. SEC Use Only _______________________________________________
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4. Citizenship or Place of Organization
AMVESCAP PLC: England
AIM Advisors, Inc.: United States
AIM Capital Management, Inc.: United States
Invesco Private Capital, Inc.: United States of America
PowerShares Capital Management LLC: United States of America
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5. Sole Voting Power 5,985,503: Such shares are held by
the following entities in the respective amounts
listed:
AIM Advisors, Inc. 5,535,942;
AIM Capital Management, Inc. 355,447;
Invesco Private Capital, Inc. 30,436;
PowerShares Capital Management, LLC 63,678
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6. Shared Voting Power
Number of Shares -0-
Beneficially Owned
by Each Reporting -----------------------------------------------------------
Person With 7. Sole Dispositive Power 5,985,503: Such shares are held
by the following entities in the respective amounts
listed:
AIM Advisors, Inc. 5,535,942;
AIM Capital Management, Inc. 355,447;
Invesco Private Capital, Inc. 30,436;
PowerShares Capital Management, LLC 63,678
-----------------------------------------------------------
8. Shared Dispositive Power
-0-
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
5,985,503
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10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
N/A
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11. Percent of Class Represented by Amount in Row (9)
10.16%
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12. Type of Reporting Person (See Instructions) IA, HC. See Items 2 and 3 of
this statement.
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SCHEDULE 13G
Item 1(a) Name of Issuer:
Carter's, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
1170 Peachtree Street NE
Suite 900
Atlanta, GA 30309
Item 2(a) Name of Person Filing:
AMVESCAP PLC
In accordance with Securities and Exchange Commission
Release No. 34-39538 (January 12, 1998), this statement on
Schedule 13G or amendment thereto is being filed by AMVESCAP
PLC ("AMVESCAP"), a U.K. entity, on behalf of itself and its
subsidiaries listed in Item 4 of the cover of this
statement. AMVESCAP through such subsidiaries provides
investment management services to institutional and
individual investors worldwide.
Executive officers and directors of AMVESCAP or its
subsidiaries may beneficially own shares of the securities
of the issuer to which this statement relates (the
"Shares"), and such Shares are not reported in this
statement. AMVESCAP and its subsidiaries disclaim beneficial
ownership of Shares beneficially owned by any of their
executive officers and directors. Each of AMVESCAP's direct
and indirect subsidiaries also disclaim beneficial ownership
of Shares beneficially owned by AMVESCAP and any other
subsidiary.
Item 2(b) Address of Principal Business Office:
30 Finsbury Square
London EC2A 1AG
England
Item 2(c) Citizenship:
See the response to Item 2(a) of this statement.
Item 2(d) Title of Class of Securities:
Common Stock, $.01 par value per share
Item 2(e) CUSIP Number:
146229109
Item 3 If this statement is filed pursuant to ss240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(e) [x] An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E)
(g) [x] A parent holding company or control person in accordance
with section 240.13d- 1(b)(1)(ii)(G)
As noted in Item 2 above, AMVESCAP is making this filing on
behalf of its subsidiaries listed herein. Each of these
entities is either an investment adviser registered with the
United States Securities and Exchange Commission under
Section 203 of the Investment Advisers Act of 1940, as
amended, or under similar laws of other jurisdictions.
AMVESCAP is a holding company.
Item 4 Ownership:
Please see responses to Items 5-8 on the cover of this
statement, which are incorporated herein by reference.
Item 5 Ownership of Five Percent or Less of a Class:
If 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 five percent of the class of
securities, check the following [ ]
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:
Please see Item 3 of this statement, which is incorporated
herein by reference.
Item 8 Identification and Classification of Members of the Group:
N/A
Item 9 Notice of Dissolution of a 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 23, 2007
Date
AMVESCAP PLC
By: /s/ Lisa Brinkley
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Lisa Brinkley
Global Compliance Director
AMVESCAP PLC