UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 13F

Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:	September 30, 2008
Check here if Amendment [    ]; Amendment Number:  _____
	This Amendment (Check only one.):
	[    ] is a restatement.
	[    ] adds new holdings entries.

Institutional Investment Manager Filing this Report:
Name:   DDJ Capital Management, LLC
Address:    130 Turner Street, Building 3, Suite 600, Waltham, MA
02453
Form 13F File Number:    28-6136

The institutional investment manager filing this report and the person by
whom it is signed hereby represent that the person signing the report is
authorized to submit it, that all information contained herein is true,
correct and complete, and that it is understood that all required items,
statements, schedules, lists, and tables, are considered integral parts of
this form.

Person Signing this Report on Behalf of Reporting Manager:
Name:   David J. Breazzano
Title:     President
Phone:   781-283-8500

Signature, Place, and Date of Signing:


/s/David J. Breazzano
David J. Breazzano     Waltham, MA       November 13 , 2008

Report Type (Check only one.):
[X]     13F HOLDINGS REPORT.  (Check here if all holdings of this
reporting manager are reported in this report.)
[    ]     13F NOTICE.  (Check here if no holdings reported are in this
report, and all holdings are reported by other reporting
manager(s).)
[    ]     13F COMBINATION REPORT.  (Check here if a portion of the
holdings for this reporting manager are reported in this report
and a portion are reported by other reporting manager(s).)





Form 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:        	                0
Form 13F Information Table Entry Total:           	8
Form 13F Information Table Value Total:      	13,161
List of Other Included Managers:                     	  NONE

Provide a numbered list of the name(s) and Form 13F file
number(s) of all institutional investment managers with respect to
which this report is filed, other than the manager filing this report.







	
Form 13F Information Table

										
NAME OF	TITLE OF	CUSIP	VALUE	SHARES/ 	SH/	PUT/	INVSTMT	OTHR	VOTING AUTHORITY
ISSUER	CLASS		(X$1000)	PRN AMT	PRN	CALL	DSCRETN	MNGRS	SOLE	SHRD	NNE


BLOCKBUSTER INC	CL B	093679207	2,127	2,953,789	SH		SOLE		2,953,789
HAYES LEMMERZ INTL INC.	COM NEW	420781304	544	428,055	SH		SOLE		428,055
INTERNATIONAL COAL	COM	45928H106	1,975	602,100	SH		SOLE		602,100
MEADOW VY CORP	COM	583185103	945	120,788	SH		SOLE		120,788
PHYSICIANS FORMULA
 HLDGS INC	COM	719427106	4,447	1,252,637	SH		SOLE		1,252,637
POWERSECURE INTL INC.	COM	73936N105	1,477	447,658	SH		SOLE		447,658
RADNET INC	COM	650491102	1,495	535,764	SH		SOLE		535,764
READY MIX INC	COM	755747102	151	71,565	SH		SOLE		71,565
GRAND TOTAL	13,161	6,412,356	6,412,356