UNITED STATES

OMB APPROVAL

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

Washington, D.C. 20549

Expires:
December 31, 2005

SCHEDULE 13G

Estimated average burden hours per response. . 11

o

Rule 13d-1(b)

ý

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
LC Capital Master Fund, Ltd.

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Cayman Islands

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,024,043

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,024,043

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,024,043

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
4.9%

12.

Type of Reporting Person
CO

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
LC Capital Partners, LP

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,024,043

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,024,043

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,024,043

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
4.9%

12.

Type of Reporting Person
PN, HC

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
LC Capital Advisors LLC

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,024,043

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,024,043

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,024,043

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
4.9%

12.

Type of Reporting Person
OO, HC

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Lampe, Conway & Co. LLC

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,120,895

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,120,895

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,120,895

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
5.4%

12.

Type of Reporting Person
OO, IV

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
LC Capital International LLC

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,024,043

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,024,043

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,024,043

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
4.9%

12.

Type of Reporting Person
OO, IA

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Steven G. Lampe

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,120,895

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,120,895

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,120,895

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
5.4%

12.

Type of Reporting Person
IN

CUSIP No.  210502100

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Richard F. Conway

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

6.

Shared Voting Power
1,120,895

7.

Sole Dispositive Power
0

8.

Shared Dispositive Power
1,120,895

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,120,895

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares   o

11.

Percent of Class Represented by Amount in Row (9)
5.4%

12.

Type of Reporting Person
IN

Item 1.

(a)

Name of Issuer
Consumer Portfolio Services, Inc. (hereinafter, the “Issuer”)

(b)

Address of Issuer’s Principal Executive Offices
16355 Laguna Canyon Road, Irvine, CA 92618

Item 2.

(a)

Name of Person Filing
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, this Schedule 13G is filed on behalf of each of the reporting persons indicated in Item 1 of each of the cover pages of this Schedule 13G.  The information required by this paragraph is set forth in Item 1 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.

(b)

Address of Principal Business Office or, if none, Residence
The information required by this paragraph is set forth on Annex A attached hereto and is incorporated herein by reference.

(c)

Citizenship
The information required by this paragraph is set forth in Item 4 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.

(d)

Title of Class of Securities
Common Stock, no par value per share

(e)

CUSIP Number
210502100

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable.

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

The information required by this paragraph is set forth in Item 9 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.

LC Capital Master Fund, Ltd. (the “Master Fund”) directly holds 1,024,043 shares (the “Master Fund Shares”) of the Issuer’s Common Stock, no par value per share (“Common Stock”).

LC Capital Partners, LP (“Partners”) may be deemed to control the Master Fund by virtue of Partners’ ownership of approximately 54.31% of the outstanding shares of the Master Fund.  Accordingly, Partners may be deemed to have a beneficial interest in the Master Fund Shares.  In addition, since LC Capital Advisors LLC (“Advisors”) is the sole general partner of Partners, Advisors may also be deemed to have a beneficial interest in the Master Fund Shares.  Each of Partners and Advisors disclaims beneficial ownership of the Master Fund Shares except to the extent of their respective beneficial interests, if any, therein.

Lampe, Conway & Co. LLC (“LC&C”) acts as investment manager to Partners, the Master Fund and a managed account (the “Managed Account”) pursuant to certain investment management agreements.  The Managed Account directly holds 96,852 shares of the Issuer’s Common Stock (the “Managed Account Shares” and, together with the Master Fund Shares, the “Shares”).  Since LC&C shares voting and dispositive power over the Shares by virtue of the aforementioned investment management agreements, LC&C may be deemed to have a beneficial interest in the Shares.  LC&C disclaims beneficial ownership of the Shares except to the extent of its beneficial interest, if any, therein.

LC Capital International LLC (“International”) acts as investment advisor to the Master Fund pursuant to an investment advisory agreement.  Since International shares voting and dispositive power over the Master Fund Shares by virtue of the aforementioned investment advisory agreement, International may be deemed to have a beneficial interest in the Master Fund Shares.  International disclaims beneficial ownership of the Master Fund Shares except to the extent of its beneficial interest, if any, therein.

Steven G. Lampe (“Lampe”) and Richard F. Conway (“Conway”) act as the sole managing members of each of Advisors, LC&C and International and each of Lampe and Conway may be deemed to control each such entity.  Accordingly, each of Lampe and Conway may be deemed to have a beneficial interest in the Shares by virtue of Advisors’ indirect deemed control of the Master Fund, LC&C’s power to vote and/or dispose of the Shares and International’s power to vote and/or dispose of the Master Fund Shares.  Each of Lampe  and Conway disclaims beneficial ownership of the Shares except to the extent of their respective beneficial interests, if any, therein.

(b)

Percent of class:   

The information required by this paragraph is set forth in Item 11 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.  Such information is based upon 20,932,236 shares of Common Stock, outstanding as of May 11, 2004 as reflected in the Issuer’s Form 10-Q for the quarterly period ended March 31, 2004 as filed with the Securities and Exchange Commission.  The information in Item 4(a) above is incorporated herein by reference.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote   

The information required by this subparagraph is set forth in Item 5 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.  In addition, the information in Item 4(a) above is incorporated herein by reference.

(ii)

Shared power to vote or to direct the vote    

The information required by this subparagraph is set forth in Item 6 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.  In addition, the information in Item 4(a) above is incorporated herein by reference.

(iii)

Sole power to dispose or to direct the disposition of   

The information required by this subparagraph is set forth in Item 7 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.  In addition, the information in Item 4(a) above is incorporated herein by reference.

(iv)

Shared power to dispose or to direct the disposition of   

The information required by this subparagraph is set forth in Item 8 of each of the cover pages of this Schedule 13G and is incorporated herein by reference.  In addition, the information in Item 4(a) above is incorporated herein by reference.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Not applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

The Managed Account has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Managed Account Shares.  The Managed Account Shares do not constitute more than five percent of the Issuer’s Common Stock.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

The Master Fund directly acquired all of the Master Fund Shares being reported on by Partners and Advisors.  Partners directly holds approximately 54.31% of the outstanding shares of the Master Fund and may be deemed to control the Master Fund.  Advisors is the sole general partner of Partners and may also be deemed to control the Master Fund.

Item 8.

Identification and Classification of Members of the Group

Not applicable.

Item 9.

Notice of Dissolution of Group

Not applicable.

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.

Date:

June 15, 2004

LC Capital Master Fund, Ltd.

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Director

Date:

June 15, 2004

LC Capital Partners, LP

By:  LC Capital Advisors LLC,

its General Partner

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

Date:

June 15, 2004

LC Capital Advisors LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

Date:

June 15, 2004

Lampe, Conway & Co. LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

Date:

June 15, 2004

LC Capital International LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

Date:

June 15, 2004

/s/ Steven G. Lampe

Steven G. Lampe

Date:

June 15, 2004

/s/ Richard F. Conway

Richard F. Conway

LC Capital Master Fund, Ltd.

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Director

LC Capital Partners, LP

By:  LC Capital Advisors LLC,

its General Partner

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

LC Capital Advisors LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

Lampe, Conway & Co. LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

LC Capital International LLC

By:

/s/ Richard F. Conway

Name:  Richard F. Conway

Title:  Managing Member

/s/ Steven G. Lampe

Steven G. Lampe

/s/ Richard F. Conway

Richard F. Conway