X0202 4 2004-05-04 0 0001175483 NEWCASTLE INVESTMENT CORP NCT 0001124465 NARDONE RANDAL A C/O FORTRESS INVESTMENT GROUP LLC 1251 AVENUE OF THE AMERICAS NEW YORK NY 10020 0 1 0 0 Secretary Common Stock, par value $0.01 2004-05-04 4 P 0 1000.0000 26.9700 A 2000.0000 I By self as Custodian for Daughter Common Stock, par value $0.01 2255109.0000 I By Fortress Principal Holdings II LLC Series B Preferred Stock, par value $0.01 1096.0000 I By Newcastle Investment Holdings LLC Mr. Nardone may be deemed to be the beneficial owner of these shares of common stock of the issuer by virtue of his beneficial ownership of a portion of Fortress Principal Investment Holdings II LLC (" FPIH II"); Mr. Nardone disclaims beneficial ownership of these shares held by FPIH II except to the extent of his pecuniary interest therein. On December 31, 2003, FPIH II, successor in interest to Fortress Principal Investment Holdings LLC, distributed 495,080 shares of common stock of the issuer to a withdrawing member of FPIH II. Mr. Nardone had no pecuniary interest in the shares of common stock of the issuer so distributed by FPIH II. Mr. Nardone may be deemed to be the beneficial owner of these shares by virtue of his beneficial ownership of a portion of FPIH II; FPIH II is the managing member and owns a portion of Newcastle Investment Holdings LLC ("NIH"). Mr. Nardone disclaims beneficial ownership of shares of the issuer held by NIH except to the extent of his pecuniary interest therein. /s/ Randal A. Nardone 2004-05-05