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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Varga Zoltan

2. Date of Event Requiring Statement (MM/DD/YYYY)
11/13/2007 

3. Issuer Name and Ticker or Trading Symbol

Och-Ziff Capital Management Group LLC [OZM]

(Last)        (First)        (Middle)

C/O OCH-ZIFF CAPITAL MANAGEMENT, GROUP LLC 9 WEST 57TH STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Executive Managing Director /

(Street)

NEW YORK, NY 10019       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


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)
Class B Shares   (1) 15602143   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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
Och-Ziff Operating Group A Units   (2) (3)   (2) (3)   (2) (3) Class A Shares   15602143   (2) (3)   (2) (3) D    

Explanation of Responses:
(1)  Class B Shares of Och-Ziff Capital Management Group LLC (the "Company") entitle the holder to one vote per share and generally vote together with the Class A Shares of the Company as a single class on matters submitted to a vote of securityholders. Upon the exchange of an Och-Ziff Operating Group A Unit (as described in note 2) for a Class A Share, one Class B Share will be cancelled for no consideration.
(2)  An Och-Ziff Operating Group A Unit consists of one Class A Common Unit of each of OZ Advisors LP, OZ Advisors II LP and OZ Management LP (collectively, the "Operating Group Partnerships"). Pursuant to an exchange agreement, the Reporting Person may, subject to the vesting and minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Operating Group Partnerships, exchange Och-Ziff Operating Group A Units for Class A Shares of the Company on a one-for-one basis, subject to exchange rate adjustments for splits, distributions and reclassifications. (Continue with footnote 3)
(3)  Exchanges generally may be made as and when approved by an exchange committee during the five-year period following the Company's initial public offering and quarterly thereafter.

Remarks:
Exhibit 24.1 - Power of Attorney of Zoltan Varga.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Varga Zoltan
C/O OCH-ZIFF CAPITAL MANAGEMENT
GROUP LLC 9 WEST 57TH STREET
NEW YORK, NY 10019


Executive Managing Director

Signatures
/s/ Jeffrey Blockinger, Attorney-in-Fact 11/13/2007
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

                                                                    Exhibit 24.1

                                Power of Attorney

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Joel Frank and Jeffrey Blockinger, as the undersigned's true
and lawful attorney-in-fact to execute and file on behalf of the undersigned in


the undersigned's capacity as a Director and/or Officer of Och-Ziff Capital
Management Group LLC ("Och-Ziff") all necessary and/or required applications,
reports, registrations, information, documents and instruments filed or required
to be filed by Och-Ziff or me with the Securities and Exchange Commission
("stocktickerSEC"), any stock exchanges or any governmental official or agency,
including without limitation:

        1)  execute and file Forms 3, 4 and 5 in accordance with Section
            16(a) of the Securities Exchange Act of 1934 and the rules
            thereunder and a Form ID, Uniform Application for Access codes
            to file on EDGAR;

        2)  do and perform any and all acts for and on behalf of the
            undersigned which may be necessary or desirable to complete and
            execute any such Form 3, 4, 5 or Form ID and timely file such
            Forms 3, 4, 5 or Form ID, including amendments thereto;

        3)  execute and file Form 144 in accordance with Rule 144 of the
            Securities Act of 1933, as amended, and the rules thereunder;

        4)  do and perform any and all acts for and on behalf of the
            undersigned which may be necessary or desirable to complete and
            execute any such Form 144 and timely file such Form 144;

        5)  execute and file Schedules 13D and 13G in accordance with all
            applicable laws;

        6)  take any other action of any type whatsoever in connection with
            the foregoing, which, in the opinion of such attorney-in-fact,
            may be of benefit to, in the best interest of, or legally
            required by, the undersigned, it being understood that the
            documents executed by such attorney-in-fact on behalf of the
            undersigned pursuant to this Power of Attorney shall be in such
            form and shall contain such terms and conditions as such
            attorney-in-fact may approve in such attorney-in-fact's
            discretion.

            [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK]

        The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. Each of the attorneys-in-fact named herein shall have the power to act
hereunder with or without the other. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is Och-Ziff assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed on the date set forth below.

   Signature                    Title                        Date
   ---------                    ------                       -----

/s/ Zoltan Varga           Executive Managing             November 13,
-------------------           Director                       2007
Zoltan Varga