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 *

ONEX CORP
2. Date of Event Requiring Statement (MM/DD/YYYY)
10/18/2024 

3. Issuer Name and Ticker or Trading Symbol

Onex Direct Lending BDC Fund [NONE]
(Last)        (First)        (Middle)

161 BAY STREET P.O. BOX 700, 
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          ___X___ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

TORONTO, A6 M5J 2S1      

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

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

___ Form filed by One Reporting Person
_X_ 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 Shares 655,898.146 I See Footnote (1)(2)(3)

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 Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Reflects 609,508.330 and 46,389.816 Common Shares held directly by Onex Credit Holdings LLC and Onex Corporation, respectively. Onex Corporation may be deemed to beneficially own the Common Shares held by Onex Credit Holdings LLC, through its ownership of all of the equity of Onex Credit Holdings LLC. Mr. Gerald W. Schwartz, the Chairman and Founder of Onex Corporation, indirectly owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the Common Shares beneficially owned by Onex Corporation. Mr. Schwartz disclaims such beneficial ownership, except to the extent of his pecuniary interest therein.
(2) Convex Re Limited, which is wholly owned by Convex Group Limited, separately beneficially owns shares of the Issuer. Investment funds (the "Onex Funds") indirectly controlled by Onex Partners V GP Limited and Onex Partners Canadian GP Inc., as applicable, own a majority of the equity of Convex Group Limited. Onex Partners Canadian GP Inc., a wholly-owned subsidiary of Onex Corporation, owns of all of the equity of Onex Partners V GP Limited and is the general partner of one of the Onex Funds.
(3) The directors appointed by the Onex Corporation and its affiliates sitting on the board of directors of Convex Group Limited are required to recuse themselves from any discussion or vote relating to any investment in the Issuer by the Convex Re Limited, and therefore, the reporting persons disclaim beneficial ownership over any Common Shares held of record by the Convex Re Limited for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
ONEX CORP
161 BAY STREET P.O. BOX 700
TORONTO, A6 M5J 2S1

X

Onex Credit Holdings LLC
C/O ONEX CORPORATION
161 BAY STREET P.O. BOX 700
TORONTO, A6 M5J 2S1

X

Onex Partners V GP Ltd
C/O ONEX CORPORATION
161 BAY STREET P.O. BOX 700
TORONTO, A6 M5JS1

X

Onex Partners Canadian GP Inc.
C/O ONEX CORPORATION
161 BAY STREET P.O. BOX 700
TORONTO, A6 M5JS1

X

SCHWARTZ GERALD W
C/O ONEX CORPORATION
161 BAY STREET P.O. BOX 700
TORONTO, A6 M5JS1

X


Signatures
ONEX CREDIT HOLDINGS LLC, By: /s/ Zachary Drozd, Title: Authorized Signatory10/28/2024
**Signature of Reporting PersonDate

ONEX PARTNERS CANADIAN GP INC., By: /s/ David Copeland, Vice President and /s/ Derek MacKay, Vice President10/28/2024
**Signature of Reporting PersonDate

ONEX PARTNERS V GP LIMITED, By: /s/ Kosty Gilis, Authorized Person10/28/2024
**Signature of Reporting PersonDate

ONEX CORPORATION, By: /s/ Christopher A. Govan, Chief Financial Officer10/28/2024
**Signature of Reporting PersonDate

GERALD W. SCHWARTZ, By: /s/ Christopher A. Govan, attorney-in-fact for Gerald W. Schwartz10/28/2024
**Signature of Reporting PersonDate


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.