Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Dimensional Associates, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
11/13/2007
3. Issuer Name and Ticker or Trading Symbol
Digital Music Group, Inc. [ORCD]
(Last)
(First)
(Middle)
1091 BOSTON POST ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

RYE, NY 10580
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 8,127,829 (1) (2)
D
 
Series A Preferred Stock 446,918 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dimensional Associates, LLC
1091 BOSTON POST ROAD
RYE, NY 10580
    X    
JDS CAPITAL LP
1091 BOSTON POST ROAD
RYE, NY 10580
    X    
JDS CAPITAL MANAGEMENT LLP
1091 BOSTON POST ROAD
RYE, NY 10580
    X    
SAMBERG JOSEPH D
1091 BOSTON POST ROAD
RYE, NY 10580
    X    

Signatures

/s/ Marianne Sarrazin for Joseph D. Samberg, Managing member of JDS Capital Management, LLC, general partner of JDS Capital L.P., managing member of Dimensional Associates, LLC 11/15/2007
**Signature of Reporting Person Date

/s/ Marianne Sarrazin for Joseph D. Samberg, managing member of JDS Capital Management, LLC, general partner of JDS Capital, L.P. 11/15/2007
**Signature of Reporting Person Date

/s/ Marianne Sarrazin for Joseph D. Samberg, managing member of JDS Capital Management, LLC 11/15/2007
**Signature of Reporting Person Date

/s/ Marianne Sarrazin for Joseph D. Samberg 11/15/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Share amount does not reflect the one for three reverse stock split effective November 14, 2007. Giving effect to the stock split, Dimensional Associates, LLC, directly owns 2,709,276 shares of common stock, and JDS Capital L.P., JDS Capital Management LLC and Joseph D. Samberg beneficially own 2,709,276 shares of common stock.
(2) These securities are being filed as part of a group consisting of Dimensional Associates, LLC, JDS Capital, L.P., JDS Capital Management, LLC and Joseph D. Samberg. All of these securities are owned directly by Dimensional Associates, LLC. These securities may be deemed to be beneficially owned by JDS Capital L.P., as the managing member of Dimensional Associates, LLC, JDS Capital Management, LLC, as the general partner of JDS Capital L.P., and by Joseph D. Samberg as the managing member of JDS Capital Management, LLC.

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