KOO KOO ROO INC/DE
SC 13D, 1998-02-12
EATING PLACES
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                        
                                  SCHEDULE 13D
                                 (Rule 13d-101)
                                        
                    Under the Securities Exchange Act of 1934
                               (Amendment No. ___)

                                Koo Koo Roo Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)
                                        
                          Common Stock, $.01 Par Value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)
                                        
                                    500485107
               ---------------------------------------------------
                                 (CUSIP Number)
                                        
                                 Judy K. Mencher
                           DDJ Capital Management, LLC
                           141 Linden Street, Suite 4
                              Wellesley, MA  02181
                                  781-283-8500
- --------------------------------------------------------------------------------
 (Name, address and telephone number of person authorized to receive notices and
                                 communications)
                                        
                                February 3, 1998
- --------------------------------------------------------------------------------
             (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 17 Pages)

<PAGE>

                                  Schedule 13D

CUSIP NO. 500485107                       Page 2 of 17 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
     Commonwealth of Massachusetts

NUMBER OF           7         SOLE VOTING POWER
SHARES                        1,905,400
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     1,905,400
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,905,400
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     7.9%
14   TYPE OF REPORTING PERSON *
     IA
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
                                        
                                  Schedule 13D

CUSIP NO. 500485107                       Page 3 of 17 Pages


1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     DDJ Overseas Corp.
     98-0151108
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
     Cayman Islands

NUMBER OF           7         SOLE VOTING POWER
SHARES                        636,675
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     636,675
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     636,675
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     2.7%
14   TYPE OF REPORTING PERSON *
     CO
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
                                        
                                        
<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 4 of 17 Pages



1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     The Galileo Fund, L.P.
     04-3258283
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                        23,750
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     23,750
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     23,750
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     .1%
14   TYPE OF REPORTING PERSON *
     PN
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 5 of 17 Pages



1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     DDJ Galileo, LLC
     04-3304422
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
     Commonwealth of Massachusetts

NUMBER OF           7         SOLE VOTING POWER
SHARES                        660,425
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     660,425
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     660,425
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     2.8%
14   TYPE OF REPORTING PERSON *
     OO
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 6 of 17 Pages



1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     The Copernicus Fund, L.P.
     04-3193825
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                        175,625
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     175,625
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     175,625
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     .7%
14   TYPE OF REPORTING PERSON *
     PN
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 7 of 17 Pages



1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     DDJ Copernicus, LLC
     04-3304417
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
     Commonwealth of Massachusetts

NUMBER OF           7         SOLE VOTING POWER
SHARES                        175,625
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     175,625
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     175,625
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     .7%
14   TYPE OF REPORTING PERSON *
     OO
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 8 of 17 Pages




1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     B III Capital Partners, L.P.
     04-3341099
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                        1,000,000
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     1,000,000
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,000,000
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     4.2%
14   TYPE OF REPORTING PERSON *
     PN
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

                                        
<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                       Page 9 of 17 Pages




1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     DDJ Capital III, LLC
     04-3317544
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                        1,000,000
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     1,000,000
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,000,000
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     4.2%
14   TYPE OF REPORTING PERSON *
     OO
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 10 of 17 Pages




1    NAME OF REPORTING PERSON
     S.S. OR  I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
     Kepler Overseas Corp.

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
     Cayman Islands

NUMBER OF           7         SOLE VOTING POWER
SHARES                        69,350
BENEFICIALLY        8         SHARED VOTING POWER
OWNED BY
EACH                9         SOLE DISPOSITIVE POWER
REPORTING                     69,350
PERSON WITH         10        SHARED DISPOSITIVE POWER


11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     69,350
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
     [     ]
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     .3%
14   TYPE OF REPORTING PERSON *
     CO
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 11 of 17 Pages

ITEM 1.   SECURITY AND ISSUER:

     This Schedule 13D dated February 3, 1998 ("Schedule 13D") is filed with the
Securities and Exchange Commission by DDJ Capital Management, LLC, a
Massachusetts limited liability company, and certain affiliates.  All
capitalized terms not otherwise defined herein shall have the meanings ascribed
thereto on the Schedule 13D.

     This filing of Schedule 13D is not, and should be deemed to be, an
admission that the Schedule 13D or any Amendment thereto is required to be
filed.

     This Schedule 13D relates to shares of the common stock , $.01 par value
(the "Shares") of Koo Koo Roo Inc. (the "Company").  The principal executive
offices of the Company are located at 11075 Santa Monica Blvd., 2nd Floor, Los
Angeles, CA  90067.

ITEM 2.   IDENTITY AND BACKGROUND:

     This statement is being filed jointly by DDJ Capital Management, LLC.
("DDJ"), a Massachusetts limited liability company, The Galileo Fund, L.P., a
Delaware limited partnership, DDJ Overseas Corporation., a Cayman Islands
corporation, DDJ Galileo, LLC, a Massachusetts limited liability company, Kepler
Overseas Corp., a Cayman Islands corporation, The Copernicus Fund, L.P., a
Delaware limited partnership, DDJ Copernicus, LLC, a Massachusetts limited
liability company, B III Capital Partners, L.P., a Delaware limited partnership
and DDJ Capital III, LLC, a Delaware limited liability company.  Each of the
aforementioned entities shall be collectively referred to as the "DDJ
Affiliates".   DDJ Copernicus, LLC is the general partner of, and DDJ is the
investment manager for, The Copernicus Fund, L.P.  DDJ Galileo, LLC owns all of
the voting securities of, and DDJ is the investment manager for, DDJ Overseas
Corp.  DDJ Galileo, LLC is general partner of, and DDJ is the investment manager
for, The Galileo Fund, L.P.  DDJ Capital III, LLC is the general partner of, and
DDJ is the investment manager for, B III Capital Partners, L.P.  DDJ is also the
investment manager for Kepler Overseas Corp.

     The Shares described herein are owned by one or more of The Copernicus
Fund, L.P., DDJ Overseas Corporation, Kepler Overseas Corp., The Galileo Fund,
L.P., and B III Capital Partners, L.P. (jointly, the "Funds").  The principal
office of each of DDJ and the DDJ Affiliates, with the exception of DDJ Overseas
Corp. and Kepler Overseas Corp., are located at 141 Linden Street, Suite 4,
Wellesley, Massachusetts 02181.  The principal office of DDJ Overseas Corp. and
Kepler Overseas Corp. is: c/o Goldman Sachs (Cayman), Harbour Centre, George
Town, Post Office Box 896, Grand Cayman Islands.

<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 12 of 17 Pages


     The name, residence, or business address, principal occupation or
employment and citizenship of each of the executive officers and directors of
DDJ and each of the DDJ Affiliates are set forth on Schedule A hereto.

     Within the past five years, none of DDJ or the DDJ Affiliates named in this
Item 2 or, to the best of its knowledge, the persons listed on Schedule A has
been convicted in any criminal proceeding (excluding traffic violations or
similar misdemeanors) or has been a party to any civil proceeding and as a
result thereof was or is subject to any judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities subject
to federal or state securities laws or finding any violations with respect to
such laws.

ITEM 3.   SOURCES AND AMOUNT OF FUNDS OR OTHER CONSIDERATION:

     The Funds which own or owned Shares purchased an aggregate of 1,905,400
Shares for cash in the amount of approximately $7,609,885.08 including brokerage
commissions.  All of the 175,625 Shares owned by The Copernicus Fund, L.P. were
purchased for cash or on margin pursuant to a typical customer margin agreement
with Goldman Sachs & Co.; all of 23,750 Shares owned by The Galileo Fund, L.P.
were purchased for cash; all of the 636,675 Shares owned by DDJ Overseas Corp.
were purchased for cash or on margin pursuant to a typical customer margin
agreement with Goldman Sachs & Co.; all of the 69,350 Shares owned by Kepler
Overseas Corp. were purchased for cash or on margin pursuant to a typical
customer margin agreement with Goldman Sachs & Co.; and all of 1,000,000 Shares
owned by
B III Capital Partners, L.P. were purchased for cash.

     Shares purchased and/or sold by the Funds since December 5, 1997 are set
forth on the attached Schedule B.  In addition, it lists sales of common stock
occurring on December 8, 1997 made on behalf of an advisory account liquidating
all positions.

ITEM 4.   PURPOSE OF TRANSACTION:

     The Shares were purchased in order to acquire an equity interest in the
Company in pursuit of specified investment objectives established by the
investors in the Funds.  DDJ and the DDJ Affiliates may continue to have the
Funds purchase Shares subject to a number of factors, including, among others,
the availability of Shares for sale at what they consider to be reasonable
prices and other investment opportunities that may be available to the Funds.

<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 13 of 17 Pages


     DDJ and the DDJ Affiliates intend to review continuously the equity
position of the Funds in the Company.  Depending upon future evaluations of the
business prospects of the Company and upon other developments, including, but
not limited to, general economic and business conditions and money market and
stock market conditions, DDJ and the DDJ Affiliates may determine to cease
making additional purchases of Shares or to increase or decrease the equity
interest in the Company by acquiring additional Shares, or by disposing of all
or a portion of the Shares.

     None of DDJ or the DDJ Affiliates has any present plan or proposal which
relates to or would result in (i)  an extraordinary corporate transaction, such
as a merger, reorganization, liquidation, or sale of transfer or a material
amount of assets of or involving the Company or any of its subsidiaries, (ii)
any change in the Company's present Board of Directors or management, (iii) any
material changes in the Company's present capitalization or dividend policy or
any other material change in the Company's business or corporate structure, (iv)
any change in the Company's charter or bylaws, (v) the Company's Shares becoming
eligible for termination of their registration pursuant to Section 12(g)(4) of
the 1934 Act, or (vi) any similar action.

ITEM 5.   INTEREST IN SECURITIES OF ISSUER:

     (a)  DDJ Overseas Corp. owns, and DDJ Galileo, LLC and DDJ beneficially own
as majority shareholder and investment manager, respectively, of DDJ Overseas
Corp. 636,675 Shares, or approximately 2.7% of the outstanding Shares of the
Company.  The Copernicus Fund, L.P. owns, and DDJ Copernicus, LLC and DDJ
beneficially own, as general partner and investment manager, respectively, of
The Copernicus Fund, L.P. 175,625 Shares, or approximately .7% of the
outstanding Shares of the Company. The Galileo Fund, L.P. owns, and DDJ Galileo,
LLC and DDJ beneficially own, as general partner and investment manager,
respectively, of The Galileo Fund, L.P. 23,750 Shares, or approximately .1% of
the outstanding Shares of the Company.    Kepler Overseas Corp. owns, and DDJ,
as investment manager for Kepler Overseas Corp. beneficially owns 69,350 Shares
or approximately .3% of the Company.   B III Capital Partners, L.P. owns, and
DDJ Capital III, LLC and DDJ beneficially own, as general partner and investment
manager, respectively of B III Capital Partners, L.P. 1,000,000 Shares or
approximately 4.2% of the Company.  DDJ, as investment manager to the Funds may
be deemed to beneficially own 1,905,400 Shares, or approximately 7.9% of the
outstanding Shares of the Company.

     (b)  Each of the aforementioned entities has sole power to vote and to
dispose of the Shares so indicated.

<PAGE>

                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 14 of 17 Pages


     (c)  Except as set forth in Item 3, neither DDJ nor any of the DDJ
Affiliates, and, to the best knowledge of DDJ and the DDJ Affiliates, none of
the persons named in Schedule A hereto have effected any transaction in the
Shares during the past sixty days.

ITEM 6.   CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
          TO SECURITIES OF THE ISSUER:

     Other than as described in this Schedule 13D, neither DDJ nor any of the
DDJ Affiliates and, to the best knowledge of DDJ and the DDJ Affiliates, none of
the persons named in Schedule A hereto have any contract, arrangement,
understanding or relationship with any person with respect to any securities of
the Company, including respecting voting or transfer of Company securities or
joint venture, finder's fee or the like.

     The Funds may from time to time own debt securities issued by the Company,
and may from time to time purchase and or sell such debt securities.

     On August 28, 1997, B III Capital Partners, L.P. ("B III") purchased from
the Company in a private placement warrants to purchase 330,000 shares of common
stock of the Company (the "Warrants").  The Warrants become exercisable on
August 28, 1998 and remain exercisable until August 15, 2002 at an exercise
price of $6.0281 per share (subject to adjustment).  The common stock issuable
upon the exercise of the Warrants have certain registration rights pursuant to a
Registration Rights Agreement dated as of August 28, 1997 by and between the
Company and B III.

ITEM 7.   MATERIAL TO BE FILED AS EXHIBITS:

     Not Applicable.
<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 15 of 17 Pages



                                   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/  Judy K. Mencher
     --------------------------------
     Judy K. Mencher
     Member


<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 16 of 17 Pages


                                        
                                   SCHEDULE A
                                   ===========
                                        
     The name and present principal occupation or employment of each executive
officer and member of DDJ Capital Management, LLC and each director of the DDJ
Affiliates are set forth below.  The business address of each person and the
address of the corporation or organization in which such employment is conducted
is 141 Linden Street, Suite 4, Wellesley, MA 02181, except that the principal
address of DDJ Overseas Corporation, Kepler Overseas Corp., Mr. Austin and Mr.
Hunter is set forth in Item 2.  Mr. Harmetz, Mr. Breazzano and Ms. Mencher are
U. S. citizens.  Mr. Austin and Mr. Hunter are Cayman Islands citizens.


NAME             PRINCIPAL OCCUPATION OR EMPLOYMENT
=====            =======================================

Daniel G. Harmetz   Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC
                    and DDJ Copernicus, LLC
                                        
David J. Breazzano  Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC
                    and DDJ Copernicus, LLC

Judy K. Mencher     Principal of DDJ Capital Management, LLC, DDJ Galileo, LLC,
                    DDJ Copernicus, LLC, Vice President of DDJ Overseas
                    Corporation and Director of Kepler Overseas Corp.
                                        
Michael Austin      Director of DDJ Overseas Corporation, Director of Kepler
                    Overseas Corp.; Corporate Director

Dennis Hunter       Director of Kepler Overseas Corporation; Managing Director
                    of Queensgate Bank


<PAGE>
                                        
                                  SCHEDULE 13D
CUSIP No. 500485107                      Page 17 of 17 Pages
                                        
                                        
                                   SCHEDULE B
                                   ===========

KOO KOO ROO INC.
=================

     Set forth below is an itemization of all purchases and sales of Shares of
Common Stock since December 5, 1997.  The transactions were made for cash in
open market transactions.

          TYPE:
          PURCHASE                       AGGREGATE
DATE      OR SALE        SHARES              PRICE


12/5/97   PURCHASE        2,500         $7,684.50
12/8/97   PURCHASE        4,700        $14,881.61
12/8/97   PURCHASE        6,770        $21,435.85
12/8/97   PURCHASE       11,460        $36,285.80
12/8/97   SALE          (22,930)      ($72,142.24)
12/12/97  PURCHASE       10,000        $27,019.00
12/23/97  PURCHASE        6,500        $15,304.26
12/24/97  PURCHASE        3,500         $7,761.26
12/30/97  PURCHASE        5,000        $10,306.50
1/26/98   PURCHASE       15,000        $25,107.00
1/27/98   PURCHASE       10,000        $13,894.00
1/28/98   PURCHASE       20,000        $26,068.00
2/3/98    PURCHASE      735,000     $1,180,169.00
2/4/98    PURCHASE      225,000       $330,480.00







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