-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MmNX3HdqR+bbxFfmS2S0L7E5o/bNFb+pRo/gwayv9V8LZ+E3gmPBGqUZBEgwje7g +ih8zbXua7euxZoKbGdlag== 0000914062-06-000512.txt : 20060925 0000914062-06-000512.hdr.sgml : 20060925 20060925154121 ACCESSION NUMBER: 0000914062-06-000512 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060921 FILED AS OF DATE: 20060925 DATE AS OF CHANGE: 20060925 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRG SCHULTZ INTERNATIONAL INC CENTRAL INDEX KEY: 0001007330 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 582213805 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 BUSINESS PHONE: 7707793311 MAIL ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 FORMER COMPANY: FORMER CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC DATE OF NAME CHANGE: 19960207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MAZZILLI PHILIP J CENTRAL INDEX KEY: 0001184091 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 061106594 MAIL ADDRESS: STREET 1: C/O EQUIFAX INC STREET 2: 1550 PEACHTREET STREET NW CITY: ATLANTA STATE: GA ZIP: 30309 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-09-21 0001007330 PRG SCHULTZ INTERNATIONAL INC PRGX 0001184091 MAZZILLI PHILIP J PRG-SCHULTZ INTERNATIONAL, INC. 600 GALLERIA PKWY., SUITE 100 ATLANTA GA 30339 1 0 0 0 Stock Option 6.29 2006-09-21 4 A 0 29000 0 A 2007-03-30 2013-09-21 Common Stock 29000 29000 D Stock option vests 1/3 on March 30, 2007, 1/3 on March 30, 2008, and 1/3 on March 30, 2009. /s/ Victor A. Allums, as Attorney-in-Fact for Philip J. Mazzilli 2006-09-25 EX-24 2 mazzilliconfstmt.htm CONFIRMING STATEMENT

                                                                    EXHIBIT 24.1



                              CONFIRMING STATEMENT





This Statement  confirms that the  undersigned has authorized and designated the

General  Counsel or the Chief  Financial  Officer of PRG-Schultz  International,

Inc.  to prepare,  execute in the  undersigned's  name and on the  undersigned's

behalf, and submit to the U.S.  Securities and Exchange Commission (the "SEC") a

Form ID,  including  amendments  thereto,  and any other documents  necessary or

appropriate  to obtain  codes and  passwords  enabling the  undersigned  to make

electronic  filings  with the SEC of reports  required  by Section  16(a) of the

Securities  Exchange  Act of 1934 or any rule or  regulation  of the SEC, and to

execute and file on the  undersigned's  behalf all Forms 3, 4, and 5  (including

any amendments thereto) that the undersigned may be required to file with SEC as

a result of the  undersigned's  ownership of or  transactions  in  securities of

PRG-Schultz  International,  Inc. The  authority  of the General  Counsel or the

Chief Financial Officer of PRG-Schultz International,  Inc. under this Statement

shall continue until the  undersigned is no longer  required to file Forms 3, 4,

and  5  with  regard  to  the  undersigned's  ownership  of or  transactions  in

securities  of  PRG-Schultz  International,  Inc.,  unless  earlier  revoked  in

writing.  The  undersigned  acknowledges  that the General  Counsel or the Chief

Financial Officer of PRG-Schultz International,  Inc. is not assuming any of the

undersigned's  responsibilities  to comply  with  Section  16 of the  Securities

Exchange Act of 1934.





Dated as of March 20, 2006                  /s/ Philip J. Mazzilli, Jr.

                                                Philip J. Mazzilli

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