X0202 3 2007-01-20 0 0001051470 CROWN CASTLE INTERNATIONAL CORP CCI 0001292420 Abrams Capital Partners II, L.P. 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 0 1 s-h w/board representation 0001292421 Abrams Capital Partners I, L.P. 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 0 1 s-h w/board representation 0001292422 Whitecrest Partners, LP 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 0 1 s-h w/board representation 0001292424 Great Hollow International, L.P. P.O. BOX 309GT, SOUTH CHURCH STREET GEORGETOWN E9 XXXXX-XXXX CAYMAN ISLANDS 0 0 0 1 s-h w/board representation 0001320505 Riva Capital Partners L P 222 BERKELEY ST 22ND FL BOSTON MA 02116 0 0 0 1 s-h w/board representation 0001292423 222 Partners, LLC 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 0 1 s-h w/board representation Common Stock 576081 D Common Stock 5892969 D Common Stock 1442379 D Common Stock 508051 D Common Stock 2076552 D Common Stock 53613 D Pursuant to a Stock Purchase Agreement, dated as of January 19, 2006, among the Issuer, the reporting persons and other parties, on January 26, 2007 the Issuer purchased an aggregate of 2,809,646 shares of the Issuer's common stock from the reporting persons for an aggregate of approximately $95,167,935. This report reflects holdings prior to the consummation of such transactions. These shares are owned by Abrams Capital Partners I, LP. These shares are owned by Abrams Capital Partners II, LP. These shares are owned by Whitecrest Partners, LP. These shares are owned by Great Hollow International, LP. These shares are owned by Riva Capital Partners, LP. These shares are owned by 222 Partners, LLC. Abrams Capital, LLC ("Abrams Capital") is the general partner of Abrams Capital Partners I, LP, Abrams Capital Partners II, LP and Whitecrest Partners, LP. Pamet Capital Management L.P. ("Pamet L.P.") is the investment adviser of Abrams Capital Partners I, LP, Abrams Capital Partners II, LP and Whitecrest Partners, LP. Great Hollow Partners LLC ("Great Hollow LLC") is the general partner of Great Hollow Partners International, L.P. ("Great Hollow International"), and Pamet L.P. is the investment adviser of Great Hollow International. Riva Capital Management, LLC ("Riva LLC") is the general partner of Riva Capital Partners, L.P. ("Riva L.P."), and Abrams Capital Management LLC is the investment adviser of Riva L.P. Pamet Capital, LLC ("Pamet LLC") is the general partner of Pamet L.P. David Abrams is the managing member of Abrams Capital, Pamet LLC, Great Hollow LLC, Riva LLC and 222 Partners LLC. Abrams Capital, Pamet L.P., Pamet LLC, Great Hollow LLC, Riva LLC and Mr. Abrams may be deemed to have voting and investment power over shares owned by the reporting persons with respect to which they serve as investment adviser or general partner or to the extent that they exercise control over an entity acting in such capacity. The shares disclosed in the table as being beneficially owned by the reporting persons are also included in a separate report as being beneficially owned by Mr. Abrams. Each of Abrams Capital, Pamet L.P., Pamet LLC and Mr. Abrams and each reporting person disclaims beneficial ownership of all reported shares except to the extent of its pecuniary interest therein and the inclusion of the shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. /s/ David Abrams, the Managing Member of Abrams Capital, LLC, the General Partner of Abrams Capital Partners I, L.P. 2007-01-30 /s/ David Abrams, the Managing Member of Abrams Capital, LLC, the General Partner of Abrams Capital Partners II, L.P. 2007-01-30 /s/ David Abrams, the Managing Member of Abrams Capital, LLC, the General Partner of Whitecrest Partners, L.P. 2007-01-30 /s/ David Abrams, the Managing Member of Great Hollow Partners LLC, the General Partner of Great Hollow International, L.P. 2007-01-30 /s/ David Abrams, the Managing Member of Riva Capital Management LLC, the General Partner of Riva Capital Partners, L.P. 2007-01-30 /s/ David Abrams, the Managing Member of 222 Partners, LLC 2007-01-30