UNITED STATES
                       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)
                                FEBRUARY 19, 1999

                            CS WIRELESS SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

           DELAWARE                      333-3288                23-2751747    
(State or other jurisdiction     (Commission File Number)     (I.R.S. Employer 
      of incorporation)                                      Identification No.)

           1101 SUMMIT AVENUE
              PLANO, TEXAS                                           75074  
(Address of principal executive offices)                          (Zip Code)

       Registrant's telephone number, including area code: (972) 398-5300



ITEM 5.  OTHER EVENTS

     CS Wireless Systems, Inc. (the "Company") announced on February 19, 1999 
the departures of David E. Webb, the Company's Chief Executive Officer, and 
Thomas Dixon, the Company's Executive Vice President. A copy of the press 
release announcing the departures is annexed to this Form 8-K as Exhibit 
99.1. Jared Abbruzzese, the Company's Chairman of the Board, was appointed to 
the position of Acting Chief Executive Officer. Mr. Abburzzese serves as 
Chief Executive Officer of CAI Wireless Systems, Inc. ("CAI"), the largest 
stockholder of the Company. Derwood Edge, Senior Vice President and Chief 
Systems Officer of CAI, was appointed as the Acting Chief Operating Officer 
of the Company.

ITEM 7.      FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND
             EXHIBITS

         (c)  Exhibits

              99.1       Press Release dated February 19, 1999

                                   SIGNATURES

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

DATED: March 2, 1999                   CS WIRELESS SYSTEMS, INC.

                                           BY: /s/  Albert G. McGrath, Jr.
                                               ---------------------------
                                               ALBERT G. MCGRATH, JR.
                                               VICE PRESIDENT