SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
DDJ CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)
130 TURNER STREET
BUILDING 3, SUITE 600

(Street)
WALTHAM MA 02453

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/09/2009
3. Issuer Name and Ticker or Trading Symbol
PHYSICIANS FORMULA HOLDINGS, INC. [ FACE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 725,210 I See Footnotes(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Indirect ownership in securities held by DDJ/Ontario Credit Opportunities Fund, L.P. Unable to determine exact pecuniary interest and disclaims any beneficial interest in excess of pecuniary.
2. DDJ Capital Management, LLC (DDJ) serves as investment manager, and accordingly, has voting and investment power in securities held by DDJ/Ontario Credit Opportunities Fund, L.P. DDJ also serves as investment manager, and accordingly, has voting and investment power, but no pecuniary interest, in securities held by an account managed by DDJ on behalf of an institutional investor.
DDJ Capital Management, LLC, By: /s/David J. Breazzano, Name: David J. Breazzano, Title: President 03/11/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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