UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. 5) SR Telecom Inc. -------------------------------------------------------------------------------- (Name of Issuer) Common Shares, No Par Value -------------------------------------------------------------------------------- (Title of Class of Securities) 78464P208 --------------------------------------------------- (CUSIP Number) Wendy Schnipper Clayton, Esq. DDJ Capital Management, LLC 130 Turner Street Building 3, Suite 600 Waltham, MA 02453 781-283-8500 -------------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) September 14, 2007 -------------------------------------------------------------------------------- (Date of Event which Requires filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ]. (Continued on following pages) (Page 1 of 13 Pages) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON DDJ Capital Management, LLC 04-3300754 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* SEE ITEM #5 (a) [ X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts NUMBER OF 7 SOLE VOTING POWER SHARES 238,368,736 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 238,368,736 PERSON WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 238,368,736 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.57% 14 TYPE OF REPORTING PERSON * IA *SEE INSTRUCTIONS BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON B IV Capital Partners, L.P. 71-0882125 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* SEE ITEM #5 (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 154,276,313 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 154,276,313 PERSON WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 154,276,313 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.43% 14 TYPE OF REPORTING PERSON * PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GP Capital IV, LLC 04-3575350 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* SEE ITEM #5 (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 154,276,313 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 154,276,313 PERSON WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 154,276,313 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.43% 14 TYPE OF REPORTING PERSON * OO *SEE INSTRUCTIONS BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The October Fund, Limited Partnership 04-3504882 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* SEE ITEM #5 (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Massachusetts NUMBER OF 7 SOLE VOTING POWER SHARES 22,983,270 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 22,983,270 PERSON WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,983,270 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.04% 14 TYPE OF REPORTING PERSON * PN *SEE INSTRUCTIONS BEFORE FILLING OUT! 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON October G.P., LLC 04-3504881 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* SEE ITEM #5 (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 22,983,270 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 22,983,270 PERSON WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,983,270 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.04% 14 TYPE OF REPORTING PERSON * OO *SEE INSTRUCTIONS BEFORE FILLING OUT! This Amendment No. 5 to Schedule 13D ("Amendment No. 5") should be read in conjunction with the Schedule 13D dated October 3, 2005, the Amendment No. 1 to Schedule 13D dated February 2, 2006, the Amendment No. 2 to Schedule 13D dated December 21, 2006, the Amendment No. 3 to Schedule 13D dated July 6, 2007, and the Amendment No. 4 to Schedule 13D dated September 10, 2007 (collectively, the "Schedule 13D") as filed with the Securities and Exchange Commission by DDJ Capital Management, LLC, a Massachusetts limited liability company, and certain affiliates (collectively, the "DDJ Affiliates", as described below). This Amendment No. 5 amends the Schedule 13D only with respect to those items below. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto on the Schedule 13D. This Amendment No. 5 and the Schedule 13D have been filed with the Securities and Exchange Commission by the Reporting Persons (as defined below) to report beneficial ownership of common shares, no par value (the "Shares") of SR Telecom Inc. (the "Issuer"). This filing of Amendment No. 5 and the Schedule 13D is not, and should not be deemed to be, an admission that the Schedule 13D or any Amendment thereto is required to be filed. ITEM 2. IDENTITY AND BACKGROUND: Item 2 is amended by adding the following paragraph. With respect to this Amendment No. 5, 154,276,313 Shares are owned beneficially by B IV, 22,983,270 Shares are owned beneficially by October Fund, 49,871,273 Shares are owned beneficially by DDJ Canadian, and 11,237,880 Shares are owned beneficially in the aggregate by the Accounts. ITEM 3. SOURCES AND AMOUNT OF FUNDS OR OTHER CONSIDERATION: Item 3 is amended by adding the following paragraph. Please reference Annex 1, which sets forth the details of certain dispositions of Shares by the DDJ Affiliates since the most recent filing of Amendment No. 4. ITEM 4. PURPOSE OF TRANSACTION: The first sentence of Item 4 is amended and restated as set forth below: As of the date of this filing of Amendment No. 5, the DDJ Affiliates beneficially own in the aggregate 238,368,736 Shares, such amount representing approximately 31.57% of the issued and outstanding Shares of the Company. As of the date of the filing of Amendment No. 4, the DDJ Affiliates beneficially owned in the aggregate 251,312,121 Shares, such amount representing 33.29% of the issued and outstanding Shares of the Company (the prior reported percentage on Amendment No. 4, 31.72%, being incorrectly understated by approximately 1.57% as of the date of such Amendment No. 4). ITEM 5. INTEREST IN SECURITIES OF ISSUER: According to information contained in the Notice of Annual Meeting Management Proxy Circular as filed by the Company on Form 6- K on August 13, 2007, the number of Shares outstanding was 754,992,769 as of the close of business as of August 1, 2007. Paragraph (a) in Item 5 is deleted in its entirety and amended as set forth below. (a) B IV beneficially owns, and GP IV and DDJ may be deemed to beneficially own, as general partner and investment manager, respectively, of B IV, 154,276,313 Shares, or approximately 20.43% of the outstanding Shares of the Issuer. October Fund beneficially owns, and October GP and DDJ may be deemed to beneficially own, as general partner and investment manager, respectively, of October Fund, 22,983,270 Shares, or approximately 3.04% of the outstanding Shares of the Issuer. DDJ, as investment manager to the Accounts, may be deemed to beneficially own 11,237,880 Shares, or approximately 1.49% of the outstanding Shares of the Issuer. DDJ, as investment adviser to DDJ Canadian, may be deemed to beneficially own 49,871,273 Shares, or approximately 6.61% of the outstanding Shares of the Issuer. Accordingly, DDJ, as investment manager to B IV, October Fund, and the Accounts, and as investment adviser to DDJ Canadian, may be deemed to beneficially own 238,368,736 Shares in the aggregate, or approximately 31.57% of the outstanding Shares of the Issuer. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS: Annex 1 Information With Respect to Transactions of Shares During the Past 60 Days or Since the Most Recent Filing on Schedule 13D Exhibit A Business Address and Principal Occupation of members of DDJ Signature: ======== After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. DDJ CAPITAL MANAGEMENT, LLC By: /s/ David J. Breazzano David J. Breazzano President B IV CAPITAL PARTNERS, L.P. By: GP Capital IV, LLC, its General Partner By: DDJ Capital Management, LLC, Manager By: /s/ David J. Breazzano David J. Breazzano President GP CAPITAL IV, LLC By: DDJ Capital Management, LLC, Manager By: /s/ David J. Breazzano David J. Breazzano President THE OCTOBER FUND, LIMITED PARTNERSHIP By: October G.P., LLC, its General Partner By: DDJ Capital Management, LLC, Manager By: /s/ David J. Breazzano David J. Breazzano President OCTOBER G.P., LLC By: DDJ Capital Management, LLC, Manager By: /s/ David J. Breazzano David J. Breazzano President Annex 1 Information With Respect to Transactions of Shares During the Past 60 Days or Since the Most Recent Filing on Schedule 13D B IV Capital Partners, L.P. Date Transaction(1) Shares Price/Share ($)(2) 9/10/2007 Sale 1,048,158 $0.0488 9/11/2007 Sale 822,613 $0.0422 9/12/2007 Sale 1,482,774 $0.0401 9/13/2007 Sale 906,104 $0.0400 9/14/2007 Sale 4,117,530 $0.0351 (1) All sales were effected through open market transactions. (2) Non-Inclusive of 1% brokerage commission. The October Fund, Limited Partnership Date Transaction(1) Shares Price/Share ($)(2) 9/10/2007 Sale 156,149 $0.0488 9/11/2007 Sale 122,548 $0.0422 9/12/2007 Sale 220,896 $0.0401 9/13/2007 Sale 134,986 $0.0400 9/14/2007 Sale 613,408 $0.0351 (1) All sales were effected through open market transactions. (2) Non-Inclusive of 1% brokerage commission. DDJ High Yield Fund Date Transaction(1) Shares Price/Share ($)(2) 9/10/2007 Sale 338,827 $0.0488 9/11/2007 Sale 265,917 $0.0422 9/12/2007 Sale 479,321 $0.0401 9/13/2007 Sale 292,907 $0.0400 9/14/2007 Sale 1,331,031 $0.0351 (1) All sales were effected through open market transactions. (2) Non-Inclusive of 1% brokerage commission. Two Accounts Date Transaction(1) Shares Price/Share ($)(2) 9/10/2007 Sale 76,351 $0.0488 9/11/2007 Sale 59,922 $0.0422 9/12/2007 Sale 108,009 $0.0401 9/13/2007 Sale 66,003 $0.0400 9/14/2007 Sale 299,931 $0.0351 (1) All sales were effected through open market transactions. (2) Non-Inclusive of 1% brokerage commission. EXHIBIT A =========== The name and present principal occupation or employment of each member of DDJ Capital Management, LLC ("DDJ") is set forth below. DDJ is the investment manager or manager, as applicable, for each of the Reporting Persons. The business address of each person and the address of the corporation or organization in which such employment is conducted is c/o DDJ Capital Management, LLC, 130 Turner Street, Building 3, Suite 600, Waltham, MA 02453. Mr. Breazzano, Mr. Goolgasian, Ms. Mencher, Mr. Craig and Mr. Ranaldi are each U.S. citizens. NAME PRINCIPAL OCCUPATION OR EMPLOYMENT ==================================================== David J. Breazzano President and Member of DDJ. David L. Goolgasian, Jr. Portfolio Manager and Member of DDJ. Judy K. Mencher Member of DDJ. Jackson S. Craig Managing Director and Member of DDJ. Anthony M. Ranaldi Managing Director and Member of DDJ. SCHEDULE 13D CUSIP NO. 78464P208 PAGE 13 OF 13 PAGES