SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Kapp William E (Last) (First) (Middle) 30 FRANK LLOYD WRIGHT DRIVE (Street) ANN ARBOR MI 48106 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/14/2007	3. Issuer Name and Ticker or Trading Symbol DOMINOS PIZZA INC [ DPZ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Financial Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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)
Common Stock, $.01 par value	848.426(1)	I	Held in 401(k) Stock Fund
Common Stock, $.01 par value	1,163.089(2)	D

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: 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
Option to purchase Common Stock	05/04/2007(3)	07/01/2013	Common Stock, $.01 par value	11,666	8.66	D
Option to purchase Common Stock	07/13/2009(4)	07/13/2014	Common Stock, $.01 par value	3,200	2.75(8)	D
Option to purchase Common Stock	07/13/2009(4)	07/13/2014	Common Stock, $.01 par value	4,800	14	D
Option to purchase Common Stock	07/29/2010(5)	07/29/2015	Common Stock, $.01 par value	3,000	11.52(8)	D
Option to purchase Common Stock	07/29/2010(5)	07/29/2015	Common Stock, $.01 par value	2,000	25.02	D
Option to purchase Common Stock	07/26/2011(6)	07/26/2016	Common Stock, $.01 par value	6,400	8.96(8)	D
Option to purchase Common Stock	07/26/2011(6)	07/26/2016	Common Stock, $.01 par value	1,600	22.46	D
Option to purchase Common Stock	07/18/2012(7)	07/18/2017	Common Stock, $.01 par value	15,000	18.39	D

Explanation of Responses:

1. Total shares held in Domino's Pizza, Inc. stock fund, part of the Domino's Pizza 401(k) savings plan.

2. Total shares acquired through Employee Stock Payroll Deduction Plan.

3. The vesting schedule for the options to purchase common stock was accelerated to be fully exercisable on May 4, 2007 in connection with the Domino's Pizza, Inc. recapitalization. No new options to purchase common stock were granted.

4. The options to purchase common stock vest 20% each year on the anniversary of the option to purchase grant date. Thus 20% vested on each of July 13, 2005, July 13, 2006 and July 13, 2007 and an additional 20% shall vest on each of July 13, 2008 and July 13, 2009.

5. The options to purchase common stock vest 20% each year on the anniversary of the option to purchase grant date. Thus 20% vested on each of July 29, 2006,and July 29, 2007 and an additional 20% shall vest on each of July 29, 2008, July 29, 2009 and July 29, 2010.

6. The options to purchase common stock vest 20% each year on the anniversary of the option to purchase grant date. Thus 20% vested on July 26, 2007 and an additional 20% shall vest on each of July 13, 2008, July 13, 2009, July 13, 2010 and July 13, 2011.

7. The options to purchase common stock vest 20% each year on the anniversary of the option to purchase grant date. Thus 20% shall vest on each of July 18, 2008, July 18, 2009, July 18, 2010, July 13, 2011 and July 13, 2012.

8. Reflects adjustment to previously granted stock option awards under the Domino's Pizza, Inc. 2004 Equity Incentive Plan in connection with the special dividend of $13.50 per share of Common Stock of Domino's Pizza, Inc. payable on May 4, 2007 to shareholders of record on April 27, 2007. The exercise price of the stock options was adjusted by the amount of the dividend, or by such lesser amount required by law.

	/s/ William E. Kapp	09/17/2007
	** 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).
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POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints each of Adam
Gacek and Meghan Vesey, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or
director of Domino's Pizza, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section
16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(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, or 5, complete and execute any amendment
or amendments thereto, and timely file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

(3) 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.

The undersigned hereby grants to each 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.  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 the Company
assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of
this 14th day of September, 2007.



/s/ William E. Kapp
Signature
William E. Kapp
Name