X0303 4 2010-11-15 0001281774 TOWN SPORTS INTERNATIONAL HOLDINGS INC CLUB 0001083166 BRUCKMANN BRUCE C/O BRUCKMANN, ROSSER, SHERRILL & CO. 126 EAST 56TH STREET, 29TH FLOOR NEW YORK NY 10022 1 0 0 0 Common Stock, par value $0.001 2010-11-15 4 J 0 1770379 0 D 0 I By BRSE Associates, Inc. Common Stock, par value $0.001 2010-11-15 4 J 0 531114 0 A 942432 D Common Stock, par value $0.001 354077 I By Trust Common Stock, par value $0.001 8238 I By BCB Family Partners, L.P. Common Stock, par value $0.001 3975 I By NAZ Family Partners, L.P. Common Stock, par value $0.001 5747 I By Nancy A. Zweng On November 15, 2010, BRSE Associates, Inc. ("BRSE") distributed all of its shares of common stock of Town Sports International Holdings, Inc. pro rata to its stockholders. The Reporting Person is a stockholder and officer of BRSE. The Reporting Person received these shares in the distribution described in footnote (1) above. These shares are held in a trust for the benefit of the Reporting Person's children. The Reporting Person's former spouse is the trustee of the trust. The Reporting Person disclaims beneficial ownership of these shares. These shares are held by BCB Family Partners, L.P., of which the Reporting Person is the general partner. The Reporting Person may be deemed to share beneficial ownership of shares held by NAZ Family Partners, L.P. by virtue of his holding power of attorney for NAZ Family Partners, L.P. The Reporting Person disclaims beneficial ownership of any shares held by NAZ Family Partners, L.P. The Reporting Person may be deemed to share beneficial ownership of shares held by Nancy A. Zweng by virtue of his holding power of attorney for Nancy A. Zweng. The Reporting Person disclaims beneficial ownership of any shares held by Nancy A. Zweng. /s/ David M. Kastin, Attorney-in-Fact 2010-11-15