UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                    Form 13F

                               FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: March 31, 2009

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:    S.A.C. Capital Management, LLC
Address: 72 Cummings Point Road
         Stamford, Connecticut 06902

Form 13F File Number: 28-5608

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:  Peter Nussbaum
Title: General Counsel
Phone: 203-890-2094

Signature, Place, and Date of Signing:


      /s/ Peter Nussbaum         Stamford, Connecticut         May 15, 2009
- -----------------------------   -----------------------   ----------------------
         [Signature]                  [City, State]               [Date]

Report type (Check only one.):

[X]  13F HOLDINGS REPORT. (Check here if all holdings of this report manager are
     reported in this report.)

[_]  13F NOTICE. (Check here if no holdings reported are in this report, and all
     holding 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).)




List of Other Managers Reporting for this Manager:

NONE




                              FORM 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:      0

Form 13F Information Table Entry Total: 0

Form 13F Information Table Value Total: 0
                                        (thousands)

List of Other Included Managers:

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.

NONE


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