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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
EVOLVING SYSTEMS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
30049R 10 0
(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
1.
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CUSIP NO. 30049R 10 0
1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Harry B. Fair
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. NUMBER OF SHARES BENEFICIALLY OWNED WITH SOLE VOTING POWER
1,350,000
6. NUMBER OF SHARES BENEFICIALLY OWNED WITH SHARED VOTING
POWER
277,187
7. NUMBER OF SHARES BENEFICIALLY OWNED WITH SOLE DISPOSITIVE
POWER
1,350,000
8. NUMBER OF SHARES BENEFICIALLY OWNED WITH SHARED DISPOSITIVE
POWER
277,187
9. AGGREGATE AMOUNT BENEFICIALLY OWNED
1,627,187
10. CHECK BOX IF AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES
[ ]
2.
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.0%
12. TYPE OF REPORTING PERSON
IN
3.
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Item 1(a). Name of Issuer:
Evolving Systems, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
9777 Mt. Pyramid Court
Englewood, Colorado 80112
Item 2(a). Name of Person Filing:
Harry B. Fair
Item 2(b). Address of Principal Business Office or, if None, Residence:
c/o Evolving Systems, Inc.
9777 Mt. Pyramid Court
Englewood, Colorado 80112
Item 2(c). Citizenship:
United States of America
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
30049R 10 0
Item 3. N/A
Item 4. Ownership:
(a) Amount beneficially owned:
1,627,187
(b) Percent of class:
14.0%
(c) Number of shares as to which such person has:
4.
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(i) Sole power to vote or to direct the vote:
1,350,000
(ii) Shared power to vote or to direct the vote:
277,187
(iii) Sole power to dispose or to direct the disposition of:
1,350,000
(iv) Shared power to dispose or to direct the disposition of:
277,187
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:
N/A
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of Group:
N/A
Item 10. Certification:
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 that purpose or effect.
5.
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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.
February 12, 1999
/s/ Harry B. Fair
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Harry B. Fair
6.
