SEC FORM 4

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

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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^*

WESTCLIFF CAPITAL MANAGEMENT LLC/CA

(Last)

(First)

(Middle)

200 SEVENTH AVENUE, SUITE 105

(Street)

SANTA CRUZ

95062

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
DIEDRICH COFFEE INC [ DDRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2005

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								955,229⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	I	By managed account⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants to Purchase Common Stock	$4.8							05/08/2001	05/08/2011	Common Stock	208,331⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾		208,331⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	I	By managed account⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Director Stock Option (Right to Buy)	$4.14							12/04/2001	12/04/2011	Common Stock	2,500⁽³⁾⁽⁵⁾		2,500⁽³⁾⁽⁵⁾	D
Director Stock Option (Right to Buy)	$4.21							12/02/2002	12/02/2012	Common Stock	1,250⁽³⁾⁽⁵⁾		1,250⁽³⁾⁽⁵⁾	D
Director Stock Option (Right to Buy)	$3.74							12/02/2003	12/02/2013	Common Stock	15,000⁽³⁾⁽⁵⁾		15,000⁽³⁾⁽⁵⁾	D
Director Stock Option (Right to Buy)	$4.645							12/06/2004	12/06/2014	Common Stock	15,000⁽³⁾⁽⁵⁾		15,000⁽³⁾⁽⁵⁾	D

1. Name and Address of Reporting Person^*

WESTCLIFF CAPITAL MANAGEMENT LLC/CA

(Last)

(First)

(Middle)

200 SEVENTH AVENUE, SUITE 105

(Street)

SANTA CRUZ

95062

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SPENCER RICHARD S III

(Last)

(First)

(Middle)

200 SEVENTH AVENUE, SUITE 105

(Street)

SANTA CRUZ

95062

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The reporting persons ("Reporting Persons") are Westcliff Capital Management, LLC, an investment adviser ("WCM") and Richard S. Spencer III ("Spencer"), a manager and the majority member of WCM. Each Reporting Person disclaims membership in a group with any non-reporting person within the meaning of Rule 13d-5(b)(i) and Rule 16a-1(a)(1) under the Exchange Act.

2. This amount includes securities owned directly in various accounts managed by WCM. These include investment limited partnerships of which WCM is the general partner and investment adviser and separately managed accounts in which neither WCM nor Spencer has any ownership or other economic interest other than entitlement to investment advisory compensation. Spencer and WCM disclaim beneficial ownership of any securities except to the extent of their respective pecuniary interests.

3. This is a voluntary filing. As of October 3, 2005 certain securities were transferred from one account managed by WCM to other accounts managed by WCM. This event did not result in any change in WCM's or Spencer's pecuniary interest in any securities reflected in the Tables.

4. Some accounts pay WCM performance-based compensation; others pay only asset-based compensation. WCM may, in the future, become entitled to performance-based compensation from one or more of the accounts that currently pay only asset-based compensation. WCM and Spencer specifically disclaim any beneficial interest in securities held by accounts that do not pay performance-based compensation and in securities held by accounts that do pay performance-based compensation except to the extent WCM receives such compensation under circumstances in which that receipt does not qualify for the exclusion in Rule 16a-1(a)(2)(ii)(C)(1) and (2).

5. The reporting person is Spencer only.

Remarks:

	Westcliff Capital Management, LLC By: Richard S. Spencer III, Manager and Majority Member	10/07/2005
	Richard S. Spencer III	10/07/2005
	** Signature of Reporting Person	Date
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