SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
EVOLVING SYSTEMS, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
30049R 10 0
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(CUSIP Number)
April 24, 2003 (Date of Event Which Requires Filing of this Statement)
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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)
* 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).
(Continued on following page(s))
CUSIP NO. 30049R 10 0
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1) Name of Reporting Person Management Insights, Inc.
S.S. or I.R.S. Identification 75-1730160
No. of Above Person
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2) Check the Appropriate Box (a)
if a Member of a Group -------------------------
(See Instructions) (b)
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3) SEC Use Only
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4) Citizenship or Place of USA
Organization
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Number of (5) Sole Voting
Shares Bene- Power 1,276,500
ficially
Owned by -----------------------------------------------------
Reporting (6) Shared Voting
Person With Power 0
-----------------------------------------------------
(7) Sole Dispositive
Power 1,276,500
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(8) Shared Dispositive
Power 0
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9) Aggregate Amount Beneficially
Owned by Reporting Person 1,276,000
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10) Check if the Aggregate
Amount in Row (9) Excludes
Certain Shares (See Instructions)
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11) Percent of Class
Represented by Amount in Row 9 9.2%
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12) Type of Reporting Person CO
(See Instructions)
1
CUSIP NO. 30049R 10 0
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1) Name of Reporting Person
S.S. or I.R.S. Identifica- C. Robert Coates
tion No. of Above Person
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2) Check the Appropriate Box (a)
if a Member of a Group
(See Instructions) -------------------------
(b)
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3) SEC Use Only
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4) Citizenship or Place of USA
Organization
---------------------------------------------------------------------
Number of (5) Sole Voting
Shares Bene- Power 43,400
ficially
Owned by ------------------------------------------------------
Reporting (6) Shared Voting
Person With Power 1,276,000
------------------------------------------------------
(7) Sole Dispositive
Power 43,400
------------------------------------------------------
(8) Shared
Dispositive Power 1,276,000
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9) Aggregate Amount Beneficially
Owned by Reporting Person 1,319,900
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10) Check if the Aggregate
Amount in Row (9) Excludes
Certain Shares (See Instructions)
---------------------------------------------------------------------
11) Percent of Class Represented
by Amount in Row 9 9.5%
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12) Type of Reporting Person IN
(See Instructions)
_____________________________
2
CUSIP NO. 30049R 10 0
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1) Name of Reporting Person Suzane Coates (1)
S.S. or I.R.S. Identifica-
tion No. of Above Person
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2) Check the Appropriate Box (a)
if a Member of a Group --------------------
(See Instructions) (b)
----------------------------------------------------------------
3) SEC Use Only
----------------------------------------------------------------
4) Citizenship or Place of Organization USA
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Number of (5) Sole Voting
Shares Bene- Power 0
ficially
Owned by ---------------------------------------------
Reporting (6) Shared Voting
Person With Power 1,276,000
---------------------------------------------
(7) Sole Disposi-
tive Power 0
---------------------------------------------
(8) Shared
Dispositive Power 1,276,000
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9) Aggregate Amount Beneficially 1,276,000
Owned by Reporting Person
----------------------------------------------------------------
10) Check if the Aggregate
Amount in Row (9) Excludes
Certain Shares (See Instructions)
----------------------------------------------------------------
11) Percent of Class Represented
by Amount in Row 9 9.2%
----------------------------------------------------------------
12) Type of Reporting Person IN
(See Instructions)
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_____________________
(1) By Virtue of their ownership of Management Insights, Inc.,
C. Robert Coates and Suzane Coates may be deemed to be
the beneficial owners of the common stock of Evolving
Systems, Inc. directly owned by Mangement Insights, Inc.
3
CUSIP NO. 30049R 10 0
Item 1(a). Name of Issuer: EVOLVING SYSTEMS, Inc.
Item 1(b). Address of Issuer Principal Executive Offices:
977 Mt. Pyramid Court, Englewood, Colorado 80112
Item 2(a). Name of Person(s) Filing:
Management Insights, Inc
C.Robert Coates
Suzanne Coates
Item 2(b). Address of Principal Business Office or, If None, Residence:
Management Insights, Inc
14755 Preston Road
#525
Dallas, TX 75254 (For all Parties)
Item 2(c). Citizenship:
USA
Item 2(d). Title of Class of Securities:
COMMON STOCK
Item 2(e). CUSIP Number:
30049R 10 0
Item 3.
N/A
If this statement is filed pursuant to Rules 13d-1(b) or 13d-2
(b) or (c), check whether the persons filing are:
(a) ( )Broker or Dealer registered under Section 15 of the Act.
(b) ( )Bank as defined in Section 3(a)(6) of the Act.
(c) ( )Insurance Company as defined in Section 3(a)(19) of the
Act.
(d) ( )Investment Company registered under Section 8 of the
Investment Company Act of 1940.
(e) ( )Investment Advisor registered under Section 203 of the
Investment Advisers Act of 1940.
(f) ( )Employee Benefit Plan, Pension Fund which is subject to
provisions of Employee Retirement Income Security Act of
1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F).
(g) ( )Parent Holding Company in accordance with Rule 13d-1(b)(ii)
(G).
(h) ( )Savings Association as defined in Section 3(b) of the
Federal Deposit Insurance Act.
(i) ( )Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the
Investment Company Act of 1940.
(j) ( )Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
4
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:
Management Insights, Inc.: 1,276,500 (directly)
C.Robert Coates: 43,400 (directly); 1,276,500 (indirectly)
Suzanne Coates: 1,276,500 (indirectly)
(b) Percent of Class:
Management Insights, Inc.: 9.2% (directly)
C. Robert Coates: 0.3% (directly); 9.2% (indirectly)
Suzanne Coates: 9.2% (indirectly)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
Management Insights, Inc.: 1,276,500
C. Robert Coates: 43,400
(ii)Shared power to vote or to direct the vote:
C. Robert Coates: 1,276,500
Suzanne Coates: 1,276,500
(iii)Sole power to dispose or to direct the disposition of:
Management Insights, Inc.: 1,276,500
C. Robert Coates: 43,400
(iv)Shared power to dispose or to direct the disposition of:
C. Robert Coates: 1,276,500
Suzanne Coates: 1,276,500
ITEM 5: Ownership of Five Percent or Less of a Class
N/A
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 or Control Person
N/A
ITEM 8: Identification and Classification of Members of the Group
N/A
ITEM 9: Notice of Dissolution of Group.
N/A
NOTE: Management Insights, Inc., C. Robert Coates, and Suzanne Coates have
changed their intentions, and now have become passive investors, and have no
purpose or intent to change or influence control of the Company.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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 with respect to it is
true, complete and correct.
Date April 24, 2003
Signature Management Insights, Inc.
By /s/ C. Robert Coates
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Name and Title C. Robert Coates,
President and Chief Executive Officer
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By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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 with respect to it is
true, complete and correct.
Date April 24, 2003
Signature /s/ C. Robert Coates
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Name/Title C. Robert Coates
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By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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 with respect to it is
true, complete and correct.
Date April 24, 2003
Signature /s/ Suzanne Coates
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Name/Title Suzanne Coates