X0306 4 2016-12-12 0 0001175483 NEWCASTLE INVESTMENT CORP NCT 0001124460 EDENS WESLEY R 1345 AVENUE OF THE AMERICAS, 45 FL NEW YORK NY 10105 1 0 0 0 Common Stock, par value $0.01 per share 2016-12-12 4 P 0 1000000 4.15 A 1000000 I The Wesley R. Edens 2011 GRAT Family Trust Common Stock, par value $0.01 per share 2016-12-13 4 P 0 530000 4.15 A 1530000 I The Wesley R. Edens 2011 GRAT Family Trust Common Stock, par value $0.01 per share 2016-12-14 4 P 0 112000 4.16 A 1642000 I The Wesley R. Edens 2011 GRAT Family Trust Common Stock, par value $0.01 per share 2016-12-13 4 P 0 530000 4.15 A 1017280 D Common Stock, par value $0.01 per share 172848 I Fortress Operating Entity I LP Common Stock, par value $0.01 per share 775 I As Trustee for Lynn Edens Mr. Edens may be deemed to be the beneficial owner of these shares but disclaims beneficial ownership except to the extent of his pecuniary interest therein. The shares were purchased in multiple transactions and the price reported is a weighted average. The purchase price ranged from $4.14 to $4.15. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. The shares were purchased in multiple transactions and the price reported is a weighted average. The purchase price ranged from $4.10 to $4.20. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. Mr. Edens may be deemed to be the beneficial owner of these securities by virtue of his relationship to Fortress Operating Entity I ("FOE I"). Mr. Edens disclaims beneficial ownership of any securities (and the underlying shares of common stock, if applicable) of the issuer held by FOE I except to the extent of his pecuniary interest therein. /s/ Wesley R. Edens 2016-12-14