SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* DIXON DONALD R (Last) (First) (Middle) C/O TRIDENT CAPITAL, L.P. 505 HAMILTON AVENUE, SUITE 200 (Street) PALO ALTO CA 94301 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol EVOLVING SYSTEMS INC [ EVOL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 08/14/2003
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/14/2003		M		25,000	A	$0.75	25,000	I	through partnerships(1)
Common Stock	08/14/2003		S		5,000	D	$7.65	20,000	I	through partnerships(1)
Common Stock	08/14/2003		S		5,000	D	$7.68	15,000	I	through partnerships(1)
Common Stock	08/14/2003		S		12,500	D	$7.69	2,500	I	through partnerships(1)
Common Stock	08/14/2003		S		2,500	D	$7.7	0	I	through partnerships(1)
Common Stock	08/15/2003		M		6,666	A	$0.75	6,666	I	through partnerships(1)
Common Stock	08/15/2003		M		3,334	A	$0.39	10,000	I	through partnerships(1)
Common Stock	08/15/2003		S		6,500	D	$7.7	3,500	I	through partnerships(1)
Common Stock	08/15/2003		S		3,500	D	$7.72	0	I	through partnerships(1)
Common Stock								375,827	I	through partnerships(2)
Common Stock								39,600	I	through Trust (3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Statutory Stock Option (Right to Buy)	$0.75	08/14/2003		M			25,000	(4)	12/19/2011	Common Stock	25,000	$0	35,000	I	through Partnerships(5)
Non Statutory Stock Option (Right to Buy)	$0.75	08/15/2003		M			6,666	(4)	12/19/2011	Common Stock	6,666	$0	28,334	I	through Partnerships(5)
Non-Statutory Stock Option (Right to Buy)	$0.39	08/15/2003		M			3,334	(6)	10/29/2012	Common Stock	3,334	$0	48,343	I	through Partnerships(5)

Explanation of Responses:

1. Mr. Dixon is Managing Director of Trident Capital Management, L.L.C., the Investment General Partner of IA C.V. and the General Partner of IA L.P. The reporting person disclaims any beneficial ownership of any of the securities owned by the funds except to the extent of his proportionate pecuniary interest in the General Partner.

2. Consists of 10,184 shares owned by Information Associates, C.V. ("IA C.V.") and 365,643 shares owned by Information Associates, L.P. ("IA L.P.") Mr. Dixon is Managing Director of Trident Capital Management, L.L.C., the Investment General Partner of IA C.V. and the General Partner of IA L.P. The reporting person disclaims any beneficial ownership of any of the securities owned by the funds except to the extent of his proportionate pecuniary interest in the General Partner.

3. Shares are held by the Dixon Family Trust, under agreement dated June 18, 1988. Mr. Dixon disclaims beneficial ownership of such shares.

4. 100% of the shares vest in 36 monthly installments

5. Donald R. Dixon is Managing Director of Trident Capital Management, L.L.C., the holder of the subject option. Mr. Dixon is Managing Director of Trident Capital Management, L.L.C., the Investment General Partner of IA C.V. and the General Partner of IA L.P. The reporting person disclaims any beneficial ownership of any of the securities owned by the funds except to the extent of his proportionate pecuniary interest in the General Partner.

6. 100% of the shares vest in 31 monthly installments beginning October 29, 2002.

Remarks:

	Anita T. Moseley, Attorney in Fact for Donald R. Dixon	08/18/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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