SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No.______*______)(1)
-------------------------------CSG Systems Int'l Inc.---------------------------
(Name of Issuer)
--------------------------------Common Stock------------------------------------
(Title of Class of Securities)
-----------------------------------126349109------------------------------------
(CUSIP Number)
---------------------------------July 19, 2002----------------------------------
(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)
----------
(1) 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 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. 126349109
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Peter A. Wright
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
5,340
6. SHARED VOTING POWER
2,724,000 (Note: PAW Capital Corp own 2,304,000 common stock
and 4,200 Call Options equivalent to 420,000 shares)
7. SOLE DISPOSITIVE POWER
5,340
8. SHARED DISPOSITIVE POWER
2,724,000 (Note: PAW Capital Corp own 2,304,000 common stock
and 4,200 Call Options equivalent to 420,000 shares)
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,729,340
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.18%
12. TYPE OF REPORTING PERSON
IN
--------------------------------------------------------------------------------
CUSIP No. 126349109
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
P.A.W. Capital Corp.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
2,724,000 (Note: PAW Capital Corp own 2,304,000 common stock
and 4,200 Call Options equivalent to 420,000 shares)
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
2,724,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,724,000 (Note: PAW Capital Corp own 2,304,000 common stock
and 4,200 Call Options equivalent to 420,000 shares)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.17%
12. TYPE OF REPORTING PERSON
CO
--------------------------------------------------------------------------------
CUSIP No. 126349109
---------------------
Item 1(a). Name of Issuer:
CSG Systems Int'l Inc.
--------------------------------------------------------------------
Item 1(b). Address of Issuer's Principal Executive Offices:
7887 East Bellview Ave.
Suite 1000
Englewood, CO 80111
--------------------------------------------------------------------
Item 2(a). Name of Person Filing:
Peter A. Wright
P.A.W. Capital Corp.
--------------------------------------------------------------------
Item 2(b). Address of Principal Business Office, or if None, Residence:
4 Greenwich Office Park, 3rd Floor
Greenwich, CT 06831
--------------------------------------------------------------------
Item 2(c). Citizenship:
Peter A. Wright - United States citizen
P.A.W. Capital Corp. - Delaware corporation
--------------------------------------------------------------------
Item 2(d). Title of Class of Securities:
Common Stock
--------------------------------------------------------------------
Item 2(e). CUSIP Number:
126349109
--------------------------------------------------------------------
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:
(a) [_] Broker or dealer registered under Section 15 of the
Exchange Act.
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [_] Insurance company as defined in Section 3(a)(19) of
the Exchange Act.
(d) [_] Investment company registered under Section 8 of
the Investment Company Act.
(e) [_] An investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E);
(f) [_] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [_] A parent holding company or control person
in accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [_] A savings association as defined in
Section 3(b) of the Federal Deposit Insurance Act;
(i) [_] A church plan that is excluded from the
definition of an investment company under Section
3(c)(14) of the Investment Company Act;
(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box [X].
Item 4. Ownership.
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
2,729,340 shares owned by Peter A. Wright; 2,724,000
shares owned by P.A.W. Capital Corp. (Note: P.A.W.
Capital Partners own 2,304,000 common stocks and 4,200
Call Options equivalent to 420,000 shares)
----------------------------------------------------------------------
(b) Percent of class:
5.18% owned by Peter A. Wright; 5.17% owned by P.A.W. Capital Corp.
----------------------------------------------------------------------
(c) Number of shares as to which such person has:
P.A.W. Capital Corp.: 2,724,000 shares with shared
power to vote or to direct the vote; 0 shares with sole
power to vote or to direct the vote: 2,724,000 shares
with shared power to dispose or to direct the
disposition of; 0 shares with the sole power to dispose
or to direct the disposition of (Note: P.A.W. Capital
Corp own 2,304,000 common stocks and 4,200 Call Options
equivalent to 420,000 shares).
Peter A. Wright: 2,724,000 shares with shared power to
vote or to direct the vote; 5,340 shares with sole
power to vote or to direct the vote; 2,724,000 shares
with shared power to dispose or to direct the
disposition of; 5,340 shares with the sole power to
dispose or to direct the disposition of (Note: P.A.W.
Capital Corp own 2,304,000 common stocks and 4,200 Call
Options equivalent to 420,000 shares)
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 [ ].
N/A____________________________________________________________________
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such
interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of
1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is not required.
N/A____________________________________________________________________
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person.
If a parent holding company or Control person has filed this
schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under
Item 3(g) and attach an exhibit stating the identity and the Item
3 classification of the relevant subsidiary. If a parent holding
company or control person has filed this schedule pursuant to
Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary.
N/A____________________________________________________________________
Item 8. Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to
ss.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach
an exhibit stating the identity and Item 3 classification of each
member of the group. If a group has filed this schedule pursuant
to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit stating
the identity of each member of the group.
N/A____________________________________________________________________
Item 9. Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an
exhibit stating the date of the dissolution and that all further
filings with respect to transactions in the security reported on
will be filed, if required, by members of the group, in their
individual capacity. See Item 5.
N/A___________________________________________________________________
Item 10. Certifications.
(a) The following certification shall be included if the
statement is filed pursuant to Rule 13d-1(b):
"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 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 such
purpose or effect."
(b) The following certification shall be included if the
statement is filed pursuant to Rule 13d-1(c):
"By signing below I certify that, to the best of my
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 the securities and were not
acquired and are not held in connection with or as a
participant in any transaction having such 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.
August 12, 2002
----------------------------------------
(Date)
By: /s/ Peter A. Wright
----------------------------------------
Peter A. Wright
P.A.W. Capital Corp.
By: /s/ Peter A. Wright
---------------------------------------
Peter A. Wright
President
Note. Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Rule 13d-7 for other parties for whom copies are to be sent.
Attention. Intentional misstatements or omissions of fact
constitute federal criminal violations (see 18 U.S.C. 1001).
00123.0001 #343071