The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

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

FORM 13F COVER PAGE
OMB APPROVAL
OMB Number: 3235-0006
Estimated average burden
hours per response: 23.8
Report for the Calendar Year or Quarter Ended: 06-30-2019
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: NovaQuest Capital Management, L.L.C.
Address: 4208 Six Forks Road
Suite 920
Raleigh, NC  27609
Form 13F File Number: 028-18424

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: John L. Bradley, Jr.
Title: Manager
Phone: 919-459-8622
Signature, Place, and Date of Signing:
/s/ John L. Bradley, Jr. Raleigh,  NC 07-26-2019
[Signature] [City, State] [Date]
The securities listed in the information table are held by NovaQuest Pharma Opportunities Fund III, L.P. ("Fund III"), NovaQuest Pharma Opportunities Fund III (Aggregator), L.P. ("Fund III Aggregator"), NovaQuest Pharma Opportunities Fund IV, L.P. ("Fund IV"), and NovaQuest Pharma Opportunities Fund IV (Parallel), L.P. ("Fund IV Parallel" and collectively with Fund III, Fund III Aggregator, and Fund IV, the "NovaQuest Funds"), as applicable. The filing of this report or any related report shall not be deemed an admission, for purposes of Section 13(f), 13(d), 13(g) or 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder, or for any other purpose, that NovaQuest Capital Management, L.L.C. ("NovaQuest Capital") or any other person exercises investment discretion with respect to the securities listed herein or is a member of, or is otherwise affiliated with, such a group with respect to such securities. Reference is made, where relevant, to reports filed under Sections 13(d), 13(g) and 16(a) of the Exchange Act for additional information with respect to such beneficial ownership and/or pecuniary interest of securities held by the NovaQuest Funds. The filing of this report or any related report shall not be deemed an admission, for purposes of Section 13(f), 13(d), 13(g) or 16(a) of the Exchange Act and the rules thereunder, or for any other purpose, that NovaQuest Capital or any other person is the beneficial owner of any securities held by the NovaQuest Funds.
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: 3
Form 13F Information Table Entry Total: 4
Form 13F Information Table Value Total: 51,658
(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.
[If there are no entries in this list, state “NONE” and omit the column headings and list entries.]
No. Form 13F File Number Name
2 028-16648 NovaQuest Pharma Opportunities Fund III, L.P.
3 028-16646 NQ HCIF General Partner, L.P.
4 028-16645 NQ HCIF GP, Ltd.