8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 27, 2004

CSG SYSTEMS INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-27512	47-0783182
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

7887 East Belleview Avenue, Suite 1000, Englewood, CO 80111

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (303) 796-2850

Item 5. Other Events and Regulation FD Disclosure.

On May 27, 2004, CSG Systems International, Inc. issued a press release announcing the pricing of its offering of $200 million of 2 ¹/2% Senior Subordinated Convertible Contingent Debt Securities due 2024 in a private placement to qualified institutional buyers pursuant to exemptions from the registration requirements of the Securities Act of 1933.

A copy of such press release is attached to this Form 8-K as Exhibit 99.1.

Item 7. Financial Statements and Exhibits.

(c) Exhibit

99.1 Press release of CSG Systems International, Inc. dated May 27, 2004.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 27, 2004

CSG SYSTEMS INTERNATIONAL, INC.
By:	/s/ Randy Wiese
	Randy Wiese, Principal
	Accounting Officer

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CSG Systems International, Inc.

Form 8-K

Exhibit Index

99.1 Press release of CSG Systems International, Inc. dated May 27, 2004.

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EX-99.1

Exhibit 99.1

NEWS RELEASE

For Immediate Release

CSG Systems Prices $200 Million of 2 ¹/2% Senior Subordinated

Convertible Contingent Debt Securities Offering

Englewood, CO. —May 27, 2004— CSG Systems (Nasdaq: CSGS) today announced the pricing of its offering of $200 million of 2 ½% Senior Subordinated Convertible Contingent Debt Securities due 2024 (the “Securities”) in a private placement to qualified institutional buyers pursuant to exemptions from the registration requirements of the Securities Act of 1933. The offering is expected to close on June 2, 2004, subject to customary closing conditions. CSG Systems has granted the initial purchasers of the Securities an option to purchase up to an additional $30 million aggregate principal amount of the Securities.

The Securities will be convertible into shares of CSG Systems common stock at an initial conversion rate of 37.4 shares per $1,000 principal amount of Securities (which is equivalent to a conversion price of approximately $26.77 per share), only under certain circumstances. CSG Systems may redeem the Securities beginning on June 20, 2011. On each of June 15, 2011, 2016 and 2021, or upon the occurrence of certain designated events, the holders of the Securities may require CSG Systems to repurchase the Securities.

CSG Systems intends to use up to $40 million of the net proceeds of this offering for a concurrent repurchase of common stock, and the remainder of the net proceeds and a portion of the company’s available cash, cash equivalents and short-term investments for the repayment of outstanding debt. As a result of the prepayment and termination of the current credit facility, the company will incur a one-time, non-cash charge of approximately $6.6 million associated with the write-off of the deferred financing costs associated with the outstanding debt.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. The Securities and the common stock issuable upon conversion of the Securities have not been registered under the Securities Act of 1933 or applicable state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

For more information contact:

Liz Bauer

Senior Vice President, IR and Corporate Communications

CSG Systems International, Inc.

303.804.4065

liz_bauer@csgsystems.com