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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2 )
CSG SYSTEMS INTERNATIONAL
.........................................
(Name of Issuer)
COMMON STOCK
.........................................
(Title of Class of Securities)
126349109
.........................................
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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).
SEC 1745 (2-95) PAGE 1 OF 7
CUSIP NO. 000000000 13G PAGE 2 OF 7 PAGES
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC - 95-4575414
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
IS A CALIFORNIA LIMITED LIABILITY COMPANY
--------------------------------------------------------------------------------
5 SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH REPORTING 0
PERSON WITH --------------------------------------------------------
7 SOLE DISPOSITIVE POWER
0
--------------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON*
0
--------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [ ]
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.00%
--------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
IA
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF 7
United States
Securities and Exchange Commission
Schedule 13G
*********************
Item 1. (a) Issuer: CSG SYSTEMS INTERNATIONAL
(b) Address: 7887 East Belleview, Suite 1000
Englewood, CO 80111
Item 2. (a)Filing Person: Kayne Anderson Rudnick Investment Management, LLC
(b) Addresses: 1800 Avenue of the Stars, Second Floor
Los Angeles, CA 90067
(c) Citizenship: Kayne Anderson Rudnick Investment Management,
LLC is a California limited liability company
(d) Title of Class
of Services: Common Stock
(e) Cusip Number: 126349109
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check
whether the person filing is a:
(e) Kayne Anderson Rudnick Investment Management, LLC, is an investment
adviser registered under section 203 of the Investment Advisers Act
of 1940
Item 4. Ownership
(a) Amount Beneficially Owned:
Kayne Anderson Rudnick Investment Management, LLC
- Managed accounts 0
(b) Percent of Class: 0.00%
PAGE 3 OF 7
United States
Securities and Exchange Commission
SCHEDULE 13G
CSG SYSTEMS INTERNATIONAL (Issuer)
**************************
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 persons have ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following [X].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable
Item. 9. Notice of Dissolution of Group
Not applicable
Item 10. Certification
By signing below we certify that, to the best of our knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purposes or
effect.
PAGE 4 OF 7
United States
Securities and Exchange Commission
SCHEDULE 13G
CSG SYSTEMS INTERNATIONAL (Issuer)
**************************
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 13, 2003
-----------------------------------------------
Date
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC
By: /S/ ALLAN M. RUDNICK
-------------------------------------------
Allan M. Rudnick,
Management Committee Co-Chair, CIO & President
PAGE 5 OF 7
United States
Securities and Exchange Commission
SCHEDULE 13G
(cover page)
CSG SYSTEMS INTERNATIONAL (Issuer)
**************************
Box 9. The reported shares are owned by several accounts managed, with
discretion to purchase or sell securities, by Kayne Anderson Rudnick
Investment Management, LLC, a registered investment adviser.
Kayne Anderson Rudnick Investment Management, LLC disclaims beneficial
ownership of the shares reported.
PAGE 6 OF 7
UNDERTAKING
The undersigned agrees to file the attached Statement of Beneficial Ownership on
Schedule 13G with the U.S. Securities Exchange Commission and CSG SYSTEMS
INTERNATIONAL.
Dated: August 13, 2003
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT, LLC
By: /S/ ALLAN M. RUDNICK
------------------------------------------
Allan M. Rudnick,
Management Committee Co-Chair, CIO & President
PAGE 7 OF 7