SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
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INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d-1(b), (c)
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. _)*
Dillard's, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
254067101
(CUSIP Number)
September 14, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
PAGE 2 of 7
CUSIP No. 254067101
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(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Daniel S. Och
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [x]
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF (5) SOLE VOTING POWER
3,836,465
SHARES
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BENEFICIALLY (6) SHARED VOTING POWER
0
OWNED BY _____________________________________________________________
EACH (7) SOLE DISPOSITIVE POWER
3,836,465
REPORTING ______________________________________________________________
PERSON WITH (8) SHARED DISPOSITIVE POWER
0
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
3,836,465
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(10) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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(11) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (9)
5.0%
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(12) TYPE OF REPORTING PERSON
IN
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PAGE 3 of 7
CUSIP No. 254067101
ITEM 1(a). NAME OF ISSUER:
Dillard's, Inc.
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1600 Cantrell Road, Little Rock, AR 72201
ITEMS 2(a), 2(b) and 2(c). NAME OF PERSON FILING, ADDRESS OF PRINCIPAL
BUSINESS OFFICE AND CITIZENSHIP:
This statement is filed by the person listed below:
(i) Daniel S. Och, who is the Senior Managing Member of Och-Ziff Real
Estate Advisors, LLC ("OZRE") and Chief Executive Officer of
Och-Ziff GP LLC ("OZGP"), the general partner of Oz Managmenet LP
("OZ"). OZRE and OZ manage certain investment funds and
discretionary accounts (the "Accounts") that directly own the
Shares reported in this Schedule 13G.
Daniel S. Och is a United States citizen.
The address of the principal business office of Mr. Och is 9 West 57th
Street, 39th Floor, New York, NY 10019.
PAGE 4 of 7
CUSIP No. 254067101
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Class A Common Stock.
ITEM 2(e). CUSIP NUMBER: 254067101
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 13d-1(b) OR 13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Act;
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the
Act;
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940;
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940: see Rule 13d-
1(b)(1)(ii)(E);
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Rule 13d- 1(b)(1)(ii)(F);
(g) [ ] Parent Holding Company, in accordance with Rule 13d-
1(b)(ii)(G);
(h) [ ] Savings Associations as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] Church Plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
IF THIS STATEMENT IS FILED PURSUANT TO Rule 13d-1(c), CHECK THIS BOX. [x]
PAGE 5 of 7
CUSIP No. 254067101
ITEM 4. OWNERSHIP.
Daniel S. Och is the Senior Managing Member of OZRE and the Chief
Executive Officer of OZGP, the general partner of OZ. OZRE and OZ serve as
investment managers to a number of Accounts, which directly own the Shares
reported in this Schedule 13G. OZRE and OZ have voting and dispositive authority
over the Shares reported in this Schedule 13G. As such, they may be deemed to be
the beneficial owners of Shares reported in this Schedule 13G. OZGP serves as
the general partner of OZ. As such, it may be deemed to be the beneficial owner
of Shares reported in this Schedule 13G. Mr. Och is the Senior Managing Member
of OZRE and the Chief Executive Officer of OZGP. As such, he may be deemed to be
the beneficial owner of the Shares reported in this Schedule 13G.
Mr. Och hereby disclaims any beneficial ownership of any such Shares.
A. Daniel S. Och
(a) Amount beneficially owned: 3,836,465
(b) Percent of class: 5.0%
(All percentages herein are based on 76,048,246 shares of Class A
Common Stock reported to be outstanding as of September 1, 2007,
as reflected in the Form 10-Q filed by the Company on September
5, 2007).
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
3,836,465
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the disposition of
3,836,465
(iv) shared power to dispose or to direct the disposition of
0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
See Item 4.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not
applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
See Item 4.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
PAGE 6 of 7
CUSIP No. 254067101
ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d-1(c))
Mr. Och hereby makes the following certification:
By signing below Mr. Och certifies that, to the best of his knowledge
and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and not held in connection
with or as a participant in any transaction having that purpose or effect.
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CUSIP No. 254067101
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
DATED: November 13, 2007 /s/ Daniel S. Och
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Daniel S. Och