X0202 4 2005-02-08 0 0000868984 WHITEHALL JEWELLERS INC JWL 0000932334 NEWCASTLE PARTNERS L P 300 CRESCENT COURT STE 1110 DALLAS TX 75201 0 0 1 0 0001251296 NEWCASTLE CAPITAL MANAGEMENT LP 0 0 1 0 0001251293 NEWCASTLE CAPITAL GROUP LLC 0 0 1 0 0001208889 SCHWARZ MARK E 0 0 1 0 Common Stock, $.001 par value per share 2005-02-08 4 P 0 10000 7.46 A 1707900 D Newcastle Capital Management, L.P. ("NCM") is the general partner of Newcastle Partners, L.P. ("NP"). Newcastle Capital Group, L.L.C. ("NCG") is the general partner of NCM and Mark E. Schwarz ("Schwarz") is the managing member of NCG. Accordingly each of NCM, NCG and Schwarz may be deemed to beneficially own the shares described herein. Schwarz, NCM and NCG disclaim beneficial ownership of shares owned by NP, except to the extent of their pecuniary interest therein and any other shares owned by any other member of the group. Newcastle Partners, L.P., By: Newcastle Capital Management, L.P., its general partner, By: Newcastle Capital Group, L.L.C. its general partner, by: /s/ Mark E. Schwarz, its managing member 2005-02-10 Newcastle Capital Management, L.P., By: Newcastle Capital Group, L.L.C. its general partner, By: /s/ Mark E. Schwarz, its managing member 2005-02-10 Newcastle Capital Group, L.L.C., By: /s/ Mark E. Schwarz, its managing member 2005-02-10 /s/ Mark E. Schwarz, its managing member 2005-02-10