CUSIP No. 150925 20 4 Page 1 of 5 Pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
(Rule 13d-101)
AMENDMENT NO. 1
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1 (a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (a)
CELLSTAR CORPORATION
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
150925 20 4
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(CUSIP Number)
Raul Marcelo Claure
2010 NW 84 Avenue
Miami, FL 33122
(305) 421 6000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 15, 2007
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(b)(3) or (4), check the following box.
CUSIP No. 150925 20 4 Page 2 of 5 Pages
SCHEDULE 13D
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY) Raul Marcelo Claure
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
US
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY 735,000 shares of common stock
EACH REPORTING PERSON ------ ----- ------------------------------------------
WITH 8 SHARED VOTING POWER
-0-
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9 SOLE DISPOSITIVE POWER
735,000 shares of common stock
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10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
735,000 shares of common stock
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.5%
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14 TYPE OF REPORTING PERSON
IN
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*The calculation of the foregoing percentage is based on 21,027,205 shares of
the common stock, par value $0.01 per share, of the Issuer outstanding as of
April 2, 2007, as reported in the Issuer's Form 10-QSB for the quarterly period
ended February 28, 2007, and filed with the U.S. Securities and Exchange
Commission on April 9, 2007.
ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 (this "Statement") relates to the sale on June 15,
2007 by the Reporting Person (as defined below) of 325,000 shares of the common
stock, $0.01 par value (the "Shares"), of CellStar Corporation, a Delaware
corporation (the "Issuer"). The principal executive offices of the Issuer are
located at 601 S. Royal Lane, Coppell, Texas 75019.
ITEM 2. IDENTITY AND BACKGROUND
(a) - (f) This Statement is filed on behalf of Raul Marcelo Claure (the
"Reporting Person"). The business address of the Reporting Person is Brightstar
Corp., 2010 NW 84 Avenue, Miami, Florida 33122. During the last five (5) years,
the Reporting Person has not been (i) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (ii) a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is the subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violations with respect to such laws. The Reporting Person is a US citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The aggregate purchase price for the 1,060,000 shares originally
purchased by the Reporting Person was $3,156,574.00. The source of funds for the
purchase was the Reporting Person's personal funds.
ITEM 4. PURPOSE OF TRANSACTION
The Shares were acquired for investment and not with a view to, or for
resale in connection with, any distribution thereof. At the time of the original
filing, there was no present intention of selling, granting any participation
in, or otherwise distributing the acquired Shares, and there were no present
plans or intentions which would result in or relate to any transactions
described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) - (b) Prior to acquiring the Shares, the Reporting Person did not
beneficially own any outstanding securities of the Issuer. As a result of
acquiring the Shares, the Reporting Person owned 1,060,000 shares of Common
Stock which represented 5.0% of the issued and outstanding shares of Common
Stock as of the date of the original filing. On June 15, 2007, the Reporting
Person sold 325,000 Shares and as of that date, owed 3.5% of the issued and
outstanding shares of Common Stock.
(c) There were no transactions involving the Shares within the last
sixty (60) days, except for the sale by the Reporting Person of 325,000 Shares
on June 15, 2007.
(d) Not applicable.
(e) On June 15, 2007, the Reporting Person ceased to be the beneficial
owner of more than five percent (5.0%) of the Common Stock for those reasons set
forth in this Item 5.
ITEM 6. CONTRACT, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
The Reporting Person does not have any contracts, arrangements,
understandings or relationships (legal or otherwise) with any person with
respect to any securities of the Issuer, including, but not limited to the
transfer or voting of any of the securities, finders fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits and losses or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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.
Dated: June 18, 2007 REPORTING PERSON:
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/s/ R. Marcelo Claure
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R. Marcelo Claure