Newcastle Announces Third Quarter 2010 Results

Financial Results

Third Quarter 2010

NEW YORK--(BUSINESS WIRE)-- Newcastle Investment Corp. (NYSE: NCT) reported that for the quarter ended September 30, 2010, income applicable to common stockholders ("GAAP income") was $162 million, or $2.61 per diluted share, compared to $50 million, or $0.94 per diluted share, for the quarter ended September 30, 2009.

GAAP income of $162 million consisted of the following: $30 million of net interest income less expenses (net of preferred dividends), $37 million of other income, and $95 million from the reversal of prior valuation allowances on loans net of the impairment on securities.

Other income was primarily related to a gain on the extinguishment of CDO debt partially offset by the decrease in value of the Company's derivatives. In the third quarter, Newcastle repurchased $48 million of CDO bonds for $1 million, recording a $47 million gain on the extinguishment of debt.

During the quarter, the Company increased the over-collateralization excess in CDO's VIII, IX and X by $59 million despite $194 million of asset downgrades and received approximately $17 million of net interest cash flow and management fees from its CDO's.

Nine-Months 2010

For the nine-months ended September 30, 2010, GAAP income was $460 million, or $7.77 per diluted share, compared to a loss applicable to common stockholders ("GAAP loss") of $240 million, or $4.54 per diluted share, for the nine-months ended September 30, 2009.

GAAP income of $460 million consisted of the following: $65 million of net interest income less expenses (net of preferred dividends), $146 million of other income, $43 million representing the excess of carrying amount of exchanged preferred stock over the fair value of consideration paid, and $206 million from the reversal of prior valuation allowances on loans net of the impairment on securities.

Other income was primarily related to a gain on the extinguishment of CDO debt and net gain on sale of investments partially offset by the decrease in value of the Company's derivatives. In the nine months year-to-date, the Company repurchased $168 million of CDO bonds for $26 million, recording a $142 million gain on the extinguishment of debt.

For a reconciliation of income (loss) applicable to common stockholders to net interest income less expenses (net of preferred dividends), please refer to the tables following the presentation of GAAP results.

Recourse Debt Financing and Liquidity

In the third quarter, the Company increased unrestricted cash by $21 million to $58 million and repaid the remaining $1 million of non-agency recourse debt. As a result, the Company currently does not have any recourse debt except for the Junior Subordinated Notes due in 2035.

As of November 5, 2010, Newcastle had a total of $239 million of cash to invest, comprised of $63 million of unrestricted cash and $176 million of restricted cash for CDO reinvestment. This compares to $58 million of unrestricted cash and $147 million of restricted cash for CDO reinvestment at September 30, 2010.

CDO Financings

The following table summarizes the cash receipts in the third quarter of 2010 from the Company's consolidated CDO financings, their related coverage tests, and negative watch assets ($ in thousands):



                                Interest

                                Coverage

        Primary                 % Excess       Over Collateralization Excess (Deficiency)                     Assets
                                (Deficiency)                                                                  on

        Collateral   Cash       October 31,    October 31, 2010     September 30, 2010   June 30, 2010(2)     Negative
                                               (2)                  (2)

        Type         Receipts   2010(2)        %        $           %        $           %        $           Watch(3)
                     (1)

CDO     Securities   $ 193      104.4%         -15.3%   (54,513)    -15.3%   (54,513)    -7.8%    (28,647)    $ 34,478
IV

CDO V   Securities   1,656      162.1%         0.5%     1,991       0.5%     1,991       0.8%     3,173       45,053

CDO     Securities   116        21.6%          -38.7%   (148,696)   -42.1%   (167,624)   -39.6%   (162,467)   51,140
VI

CDO     Loans        4,506      278.6%         15.9%    102,843     16.2%    104,652     15.9%    102,714     113,602
VIII

CDO     Loans        6,443      221.3%         17.3%    111,436     16.5%    106,526     9.4%     60,531      29,795
IX

CDO X   Securities   3,702      293.7%         3.6%     43,951      3.2%     39,543      2.4%     28,892      340,132

Total                $ 16,616                                                                                 $
                                                                                                              614,200




     Represents net cash received from each CDO based on all of the interests in
     such CDO (including senior management fees). Cash receipts for the quarter
(1)  ended September 30, 2010 may not be indicative of cash receipts for
     subsequent periods. See Forward-Looking Statements below for risks and
     uncertainties that could cause cash receipts for subsequent periods to
     differ materially from these amounts.

     Represents excess or deficiency under the applicable interest coverage or
     over collateralization test to the first threshold at which cash flow would
     be redirected. The Company generally does not receive material cash flow
(2)  from a CDO until a deficiency is corrected. The information regarding
     coverage tests is based on data from the most recent remittance date on or
     before October 31, 2010, September 30, 2010, or June 30, 2010, as
     applicable. The CDO IV and V tests are conducted only on a quarterly basis
     (December, March, June and September).

     Represents the face amount of assets on negative watch for possible
     downgrade by at least one rating agency (Moody's, S&P or Fitch). Amounts
     are as of the determination date pertaining to September 2010 remittances
(3)  for CDO IV and V (these tests are conducted only on a quarterly basis) and
     as of the determination date pertaining to October 2010 remittances for all
     other CDO's. The amounts include $55 million of bonds issued by Newcastle,
     which are eliminated in consolidation and not reflected in the investment
     portfolio disclosures.



    --  $2 million of the $17 million CDO cash receipts were senior collateral
        management fees, which were not subject to the related CDO coverage
        tests.
    --  The cash receipts above also include $4 million of non-recurring
        interest and extension fees received in the CDO's.

Book Value

GAAP book value increased by $246 million or $3.97 per share. As of September 30, 2010, GAAP book value was $(653) million or $(10.52) per share compared to $(899) million or $(14.49) per share at June 30, 2010.

Dividends

For the quarter ended September 30, 2010, Newcastle's Board of Directors elected not to pay a common stock or preferred stock dividend. The Company decided to retain capital for working capital purposes.

Investment Portfolio

Newcastle's $4.7 billion investment portfolio (with a basis of $3.1 billion) consists of commercial, residential and corporate debt. During the quarter, the weighted average carrying value of the portfolio changed from 60.2% to 64.0%, an increase of $178 million or 6%. The size of the portfolio decreased by $114 million, primarily as a result of principal repayments of $134 million, sales of $91 million and actual principal write-downs of $43 million, offset by purchases of $148 million at a weighted average price of 70% of par, a weighted average yield of 13.1% and a weighted average life of 6.3 years.

The following table describes the investment portfolio as of September 30, 2010 ($ in millions):



                                      % of                             Weighted   Weighted

                  Face      Basis     Total     Number of              Average    Average

                  Amount    Amount    Basis     Investments   Credit   Life       Carrying
                  $         $(1)                              (2)      (yrs)(3)   Value(4)

Commercial
Assets

 CMBS             $ 2,070   $ 1,338   43.3  %   271           BB       3.1        62.9  %

 Mezzanine          658       368     11.9  %   19            65%      2.0        56.0  %
 Loans

 B-Notes            283       149     4.8   %   10            59%      2.2        52.7  %

 Whole Loans        102       56      1.8   %   4             80%      11.5       54.8  %

 Total
 Commercial         3,113     1,911   61.8  %                          3.0        60.2  %
 Assets

Residential
Assets

 MH and
 Residential        442       377     12.2  %   11,606        704      6.7        85.3  %
 Loans

 Subprime           379       173     5.6   %   89            B-       4.4        50.4  %
 Securities

 Real Estate        79        56      1.8   %   22            BB       4.3        70.3  %
 ABS

                    900       606     19.6  %                          5.5        69.3  %

 FNMA/FHLMC         3         3       0.1   %   1             AAA      3.3        107.3 %
 Securities

 Total
 Residential        903       609     19.7  %                          5.5        69.4  %
 Assets

Corporate
Assets

 REIT Debt          376       375     12.1  %   44            BB+      3.4        38.0  %

 Corporate          301       196     6.4   %   9             C        3.6        102.4 %
 Bank Loans

 Total
 Corporate          677       571     18.5  %                          3.5        73.8  %
 Assets

Total/Weighted    $ 4,693   $ 3,091   100.0 %                          3.6        64.0  %
Average(5)




(1)  Net of impairment.

     Credit represents the weighted average of minimum ratings for rated assets,
     the Loan to Value ratio (based on the appraised value at the time of
     purchase or refinancing) for non-rated commercial assets, or the FICO score
(2)  for non-rated residential assets and an implied AAA rating for FNMA/FHLMC
     securities. Ratings provided above were determined by third party rating
     agencies as of a particular date, may not be current and are subject to
     change (including a "negative watch" assignment) at any time.

(3)  Weighted average life is based on the timing of expected principal
     reduction on the asset.

(4)  As a percentage of face amount.

     Excludes CDO securities with a face amount of $80 million, as they are
(5)  valued at zero in the current period, operating real estate held for sale
     of $9 million and loans subject to call option with a face amount of $406
     million.



Commercial Assets

The Company owns $3.1 billion of commercial assets (with a basis of $1.9 billion), which includes CMBS, mezzanine loans, B-Notes and whole loans.

    --  During the quarter, the Company purchased $137 million, sold $84
        million, had principal repayments of $95 million and had $23 million of
        actual principal write-downs. The Company purchased 12 CMBS assets with
        a weighted average rating of "BBB-" and made an additional investment in
        a whole loan using $6 million of unrestricted cash.
    --  No commercial assets were upgraded, 12 securities or $72 million were
        affirmed and 31 securities or $191 million were downgraded (from a
        weighted average rating of BB+ to B-).
    --  The weighted average carrying value of these assets changed from 55.1%
        to 60.2%, an increase of $161 million or 9%, in the quarter.

CMBS portfolio ($ in thousands):



           Average            Face        Basis       % of     Delinquency   Principal       Weighted
           Minimum                                    Total                                  Average

Vintage    Rating    Number   Amount $    Amount $    Basis    60+/FC/REO    Subordination   Life
(1)        (2)                                                 (3)           (4)             (yrs)(5)

Pre 2004   BBB-      84       417,718     379,932     28.4%    5.8%          10.5%           2.5

2004       BB        60       427,435     261,147     19.5%    3.9%          5.5%            2.7

2005       BB        38       375,044     168,926     12.6%    5.9%          8.2%            3.1

2006       BBB-      56       505,578     346,212     25.9%    4.3%          12.6%           3.8

2007 &     BB-       33       344,068     181,559     13.6%    6.3%          13.1%           3.2
Later

TOTAL/WA   BB        271      2,069,843   1,337,776   100.0%   5.1%          10.0%           3.1




(1)  The year in which the securities were issued.

     Ratings provided above were determined by third party rating agencies as of
     a particular date, which may not be current and are subject to change
(2)  (including a "negative watch" assignment) at any time. The Company had
     approximately $372 million of CMBS assets that were on negative watch for
     possible downgrade by at least one rating agency as of September 30, 2010.

(3)  The percentage of underlying loans that are 60+ days delinquent, in
     foreclosure or considered real estate owned (REO).

(4)  The percentage of the outstanding face amount of securities that is
     subordinate to the Company's investments.

(5)  Weighted average life is based on the timing of expected principal
     reduction on the asset.



Mezzanine loans, B-Notes and whole loans portfolio ($ in thousands):


                                           % of     WA      WA
                     Face        Basis     Total    First   Last $
                                                    $

                                                    Loan    Loan
Asset       Number   Amount      Amount    Basis    to      to       Delinquency
Type                 ($)         ($)                Value   Value    (%)(2)
                                                    (1)     (1)

Mezzanine   19       658,103     368,267   64.2%    53.7%   64.5%    13.3%
Loans

B-Notes     10       283,132     149,167   26.0%    46.7%   59.0%    33.6%

Whole       4        102,228     55,973    9.8%     0.0%    79.9%    69.6%
Loans

Total/WA    33       1,043,463   573,407   100.0%   46.5%   64.5%    24.3%




(1)  Loan to Value is based on the appraised value at the time of purchase or
     refinancing.

(2)  The percentage of underlying loans that are non-performing, in foreclosure,
     under bankruptcy filing or considered real estate owned.



Residential Assets

The Company owns $903 million of residential assets (with a basis of $609 million), which includes manufactured housing ("MH") loans, residential loans, subprime securities and FNMA/FHLMC securities.

    --  During the quarter, the Company had principal repayments of $23 million,
        actual principal write-downs of $20 million and purchased $11 million of
        residential assets. The Company purchased two ABS assets with a weighted
        average rating of "CCC."
    --  No ABS securities were upgraded, one security or $17 million was
        affirmed, and 11 securities or $52 million were downgraded (from a
        weighted average rating of B+ to CC+).
    --  The weighted average carrying value of these assets changed from 67.8%
        to 69.4%, an increase of $14 million or 2%, in the quarter.

Manufactured housing and residential loan portfolios ($ in thousands):



                                            % of     Average

              Average   Face      Basis     Total    Loan Age   Original    Delinquency   Cumulative

Deal          FICO      Amount    Amount    Basis    (months)   Balance $   90+/FC/REO    Loss to
              Score     $         $                                         (1)           Date

MH Loans      704       156,273   126,107   33.5%    108        327,855     1.0%          6.5%
Portfolio 1

MH Loans      700       220,027   201,276   53.4%    138        434,743     1.4%          4.5%
Portfolio 2

Residential
Loans         714       61,451    45,900    12.2%    88         646,357     7.1%          0.3%
Portfolio 1

Residential
Loans         737       3,795     3,439     0.9%     68         83,950      0.0%          0.0%
Portfolio 2

TOTAL/WA      704       441,546   376,722   100.0%   120        1,492,905   2.0%          4.6%




(1)  The percentage of loans that are 90+ days delinquent, in foreclosure or
     considered real estate owned (REO).



Subprime Securities portfolio ($ in thousands):

Security Characteristics:



           Average                                % of

           Minimum            Face      Basis     Total    Principal       Excess

Vintage    Rating    Number   Amount    Amount    Basis    Subordination   Spread
(1)        (2)                $         $                  (3)             (4)

2003       B         15       19,957    11,641    6.7%     22.3%           4.1%

2004       B         28       85,651    31,163    18.0%    16.9%           4.0%

2005       CCC+      26       96,682    30,728    17.7%    28.2%           4.7%

2006       CCC       10       90,837    48,184    27.8%    22.4%           4.9%

2007 &     B         10       85,692    51,406    29.8%    19.3%           3.3%
Later

TOTAL/WA   B-        89       378,819   173,122   100.0%   21.9%           4.2%



Collateral Characteristics:


               Average

               Loan Age   Collateral   3 Month   Delinquency     Cumulative

Vintage(1)     (months)   Factor(5)    CPR(6)    90+/FC/REO(7)   Loss to Date

2003           91         0.10         7.0%      18.2%           3.1%

2004           77         0.14         8.9%      19.9%           3.5%

2005           65         0.20         9.3%      32.4%           8.3%

2006           53         0.41         9.4%      32.8%           15.3%

2007 & Later   39         0.48         8.8%      20.8%           12.5%

TOTAL/WA       60         0.29         9.0%      26.3%           9.6%



Real Estate ABS portfolios ($ in thousands):

Security Characteristics:



               Average                              % of

               Minimum            Face     Basis    Total    Principal       Excess

Asset Type     Rating    Number   Amount   Amount   Basis    Subordination   Spread
               (2)                $        $                 (3)             (4)

Manufactured   BBB       9        48,275   46,935   84.0%    37.6%           1.6%
Housing

Small
Business       CCC+      13       30,709   8,925    16.0%    15.4%           2.9%
Loans

TOTAL/WA       BB        22       78,984   55,860   100.0%   29.0%           2.1%



Collateral Characteristics:


                 Average

                 Loan Age   Collateral   3 Month   Delinquency     Cumulative

Asset Type       (months)   Factor(5)    CPR(6)    90+/FC/REO(7)   Loss to Date

Manufactured     118        0.35         7.4%      3.2%            10.7%
Housing

Small Business   72         0.55         7.6%      29.4%           6.4%
Loans

TOTAL/WA         100        0.43         7.5%      13.4%           9.0%




(1)  The year in which the securities were issued.

     Ratings provided above were determined by third party rating agencies as of
     a particular date, may not be current and are subject to change (including
(2)  a "negative watch" assignment) at any time. The Company had approximately
     $97 million of subprime and ABS securities that were on negative watch for
     possible downgrade by at least one rating agency as of September 30, 2010.

(3)  The percentage of the outstanding face amount of securities and residual
     interests that is subordinate to the Company's investments.

     The annualized amount of interest received on the underlying loans in
(4)  excess of the interest paid on the securities, as a percentage of the
     outstanding collateral balance.

(5)  The ratio of original unpaid principal balance of loans still outstanding.

(6)  Three month average constant prepayment rate.

(7)  The percentage of underlying loans that are 90+ days delinquent, in
     foreclosure or considered real estate owned (REO).



Corporate Assets

The Company owns $677 million of corporate assets (with a basis of $571 million), including REIT debt and corporate bank loans.

    --  During the quarter, the Company had principal repayments of $16 million
        and sold an $8 million REIT asset.
    --  One corporate asset was upgraded (from a rating of CCC to B) and no
        assets were affirmed or downgraded.
    --  The weighted average carrying value of these assets changed from 73.3%
        to 73.8%, an increase of $3 million or 1%, in the quarter.

REIT debt portfolio ($ in thousands):


              Average
                                   Face       Basis      % of Total
              Minimum

Industry      Rating(1)   Number   Amount $   Amount $   Basis

Retail        BBB+        10       75,665     71,877     19.2%

Diversified   CCC+        10       94,336     95,088     25.3%

Office        BBB         11       115,469    117,041    31.2%

Multifamily   BBB         3        12,765     12,824     3.4%

Hotel         BBB         3        29,220     29,641     7.9%

Healthcare    BBB-        5        41,600     41,689     11.1%

Storage       A-          1        5,000      5,057      1.3%

Industrial    BB-         1        2,000      2,069      0.6%

TOTAL/WA      BB+         44       376,055    375,286    100.0%



Corporate bank loan portfolio ($ in thousands):


                 Average                                    % of

                 Minimum              Face       Basis      Total

Industry         Rating(1)   Number   Amount $   Amount $   Basis

Real Estate      CC          3        31,996     30,102     15.3%

Media            CC          2        111,764    42,051     21.5%

Resorts          NR          1        112,191    82,191     42.0%

Restaurant       B           2        18,159     15,813     8.1%

Transportation   NR          1        26,992     25,643     13.1%

TOTAL/WA         C           9        301,102    195,800    100.0%




     Ratings provided above were determined by third party rating agencies as of
     a particular date, may not be current and are subject to change (including
(1)  a "negative watch" assignment) at any time. The Company had approximately
     $2 million of REIT assets that were on negative watch for possible
     downgrade by at least one rating agency as of September 30, 2010.



Conference Call

Newcastle's management will conduct a live conference call today, November 9, 2010, at 11:00 A.M. Eastern Time to review the financial results for the quarter ended September 30, 2010. All interested parties are welcome to participate on the live call. You can access the conference call by dialing (888) 243-2046 (from within the U.S.) or (706) 679-1533 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference "Newcastle Third Quarter Earnings Call."

A simultaneous webcast of the conference call will be available to the public on a listen-only basis at www.newcastleinv.com. Please allow extra time prior to the call to visit the site and download the necessary software required to listen to the internet broadcast.

A telephonic replay of the conference call will also be available until 11:59 P.M. Eastern Time on Tuesday, November 23, 2010 by dialing (800) 642-1687 (from within the U.S.) or (706) 645-9291 (from outside of the U.S.); please reference access code "19732150."

About Newcastle

Newcastle Investment Corp. owns and manages a portfolio of diversified, credit sensitive real estate debt that is primarily financed with match funded debt. Newcastle is organized and conducts its operations to qualify as a real estate investment trust (REIT) for federal income tax purposes. Newcastle is managed by an affiliate of Fortress Investment Group LLC, a global investment management firm. For more information regarding Newcastle Investment Corp. or to be added to our e-mail distribution list, please visit www.newcastleinv.com.

Forward-Looking Statements

Certain items in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to our liquidity, future losses and impairment charges, our ability to acquire assets with attractive returns and the delinquent and loss rates on our subprime portfolios. These statements are based on management's current expectations and beliefs and are subject to a number of trends and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond our control. Newcastle can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from Newcastle's expectations include, but are not limited to, the risk that the ongoing challenging credit and liquidity conditions continue to cause downgrades of a significant number of our securities and recording of additional impairment charges or reductions in shareholders' equity; the risk that we can find additional suitably priced investments; the risk that investments made or committed to be made cannot be financed on the basis and for the term at which we expect; the relationship between yields on assets which are paid off and yields on assets in which such monies can be reinvested; and the relative spreads between the yield on the assets we invest in and the cost and availability of debt and equity financing. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operation" in the Company's Quarterly Report on Form 10-Q, which is available on the Company's website (www.newcastleinv.com). In addition, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. Newcastle expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.



Newcastle Investment Corp.

Consolidated Statements of Operations (Unaudited)

(dollars in thousands, except per share data)

                         Three Months Ended September      Nine Months Ended September 30,
                         30,

                         2010             2009             2010             2009

Interest income          $ 81,040         $ 75,222         $ 225,315        $ 287,033

Interest expense           42,547           52,438           131,277          167,154

 Net interest income       38,493           22,784           94,038           119,879

Impairment

 Valuation allowance       (105,360   )     (6,926     )     (292,668   )     83,093
 (reversal) on loans

 Other-than-temporary
 impairment on             3,616            130,555          102,397          526,691
 securities

 Portion of
 other-than-temporary
 impairment on
 securities
 recognized in other
 comprehensive income      6,425            (32,827    )     (15,575    )     (88,105    )
 (loss),
 net of reversal of
 other comprehensive
 loss into net income
 (loss)

                           (95,319    )     90,802           (205,846   )     521,679

 Net interest income
 (loss) after              133,812          (68,018    )     299,884          (401,800   )
 impairment

Other Income (Loss)

 Gain (loss) on
 settlement of             (1,134     )     (1,709     )     17,497           7,788
 investments, net

 Gain on
 extinguishment of         46,624           132,534          141,698          186,209
 debt

 Other income (loss),      (8,828     )     (1,956     )     (12,606    )     2,474
 net

                           36,662           128,869          146,589          196,471

Expenses

 Loan and security         1,116            1,097            3,473            3,869
 servicing expense

 General and
 administrative            1,775            2,230            6,751            6,821
 expense

 Management fee to         4,258            4,492            12,993           13,475
 affiliate

 Depreciation and          36               73               161              218
 amortization

                           7,185            7,892            23,378           24,383

Income (loss) from         163,289          52,959           423,095          (229,712   )
continuing operations

Income (loss) from
discontinued               213              79               186              (96        )
operations

Net Income (Loss)          163,502          53,038           423,281          (229,808   )

 Preferred dividends       (1,395     )     (3,375     )     (6,058     )     (10,126    )

 Excess of carrying
 amount of exchanged
 preferred stock           -                -                43,043           -
 over fair value of
 consideration paid -
 Note 9

Income (Loss)
Applicable to Common     $ 162,107        $ 49,663         $ 460,266        $ (239,934   )
Stockholders

Income (loss) Per
Share of Common Stock

 Basic                   $ 2.61           $ 0.94           $ 7.77           $ (4.54      )

 Diluted                 $ 2.61           $ 0.94           $ 7.77           $ (4.54      )

Income (loss) from
continuing operations
per share of common
stock,

 after preferred
 dividends and excess
 of carrying amount
 of

 exchanged preferred
 stock over fair
 value of
 consideration paid

 Basic                   $ 2.61           $ 0.94           $ 7.77           $ (4.54      )

 Diluted                 $ 2.61           $ 0.94           $ 7.77           $ (4.54      )

Income (loss) from
discontinued
operations per share

 of common stock

 Basic                   $ -              $ -              $ -              $ -

 Diluted                 $ -              $ -              $ -              $ -

Weighted Average
Number of Shares of
Common Stock
Outstanding

 Basic                     62,024,945       52,905,335       59,249,175       52,850,034

 Diluted                   62,024,945       52,905,335       59,249,175       52,850,034

Dividends Declared
per Share of Common      $ -              $ -              $ -              $ -
Stock




Newcastle Investment Corp.

Consolidated Balance Sheets

(dollars in thousands, except share data)

                                          September 30, 2010

                                          (Unaudited)          December 31, 2009

Assets

Non-Recourse VIE Financing Structures

 Real estate securities, available for    $ 1,941,162          $ 1,784,487
 sale

 Real estate related loans, held for        736,386              554,367
 sale, net

 Residential mortgage loans, held for       127,830              -
 investment, net

 Residential mortgage loans, held for       255,452              380,123
 sale, net

 Subprime mortgage loans subject to         403,584              403,006
 call option

 Restricted cash                            156,825              200,251

 Derivative assets                          4,403                -

 Receivables and other assets               32,571               36,643

                                            3,658,213            3,358,877

Recourse Financing Structures and
Unlevered Assets

 Real estate securities, available for      1,117                46,308
 sale

 Real estate related loans, held for        32,821               19,495
 sale, net

 Residential mortgage loans, held for       343                  3,524
 sale, net

 Operating real estate, held for sale       9,066                9,966

 Cash and cash equivalents                  58,336               68,300

 Receivables and other assets               170                  8,158

                                            101,853              155,751

                                          $ 3,760,066          $ 3,514,628

Liabilities and Stockholders' Equity
(Deficit)

Liabilities

Non-Recourse VIE Financing Structures

 CDO bonds payable                        $ 3,393,139          $ 4,058,928

 Other bonds payable                        266,243              303,697

 Notes payable                              4,516                -

 Financing of subprime mortgage loans       403,584              403,006
 subject to call option

 Derivative liabilities                     220,447              203,054

 Accrued expenses and other                 7,076                2,992
 liabilities

                                            4,295,005            4,971,677

Recourse Financing Structures and
Other Liabilities

 Repurchase agreements                      -                    71,309

 Junior subordinated notes payable          51,255               103,264

 Derivative liabilities                     -                    4,100

 Due to affiliates                          1,419                1,497

 Accrued expenses and other                 3,571                3,433
 liabilities

                                            56,245               183,603

                                            4,351,250            5,155,280

Stockholders' Equity (Deficit)

 Preferred stock, $0.01 par value,
 100,000,000 shares authorized,

 1,347,321 and 2,500,000 shares of
 9.75% Series B Cumulative Redeemable
 Preferred Stock

 496,000 and 1,600,000 shares of 8.05%
 Series C Cumulative Redeemable
 Preferred Stock, and

 620,000 and 2,000,000 shares of
 8.375% Series D Cumulative Redeemable
 Preferred Stock

 liquidation preference $25.00 per
 share, issued and outstanding as of
 September 30, 2010 and

 December 31, 2009, respectively            61,583               152,500

 Common stock, $0.01 par value,
 500,000,000 shares authorized,
 62,024,945 and

 52,912,513 shares issued and
 outstanding at September 30, 2010 and

 December 31, 2009, respectively            620                  529

 Additional paid-in capital                 1,065,362            1,033,520

 Accumulated deficit                        (1,527,368 )         (2,193,383 )

 Accumulated other comprehensive            (191,381   )         (633,818   )
 income (loss)

                                            (591,184   )         (1,640,652 )

                                          $ 3,760,066          $ 3,514,628




Newcastle Investment Corp.

Reconciliation of Net Interest Income Less Expenses (Net of Preferred
Dividends)

(dollars in thousands)

(Unaudited)

                Three Months Ended September    Nine Months Ended September 30,
                30,

                2010          2009              2010           2009

Income (Loss)
Applicable to   $ 162,107     $ 49,663          $ 460,266      $ (239,934 )
Common
Stockholders

Add (Deduct):

Impairment
(including
the reversal
of prior          (95,319 )     90,802            (205,846 )     521,679
valuation
allowance on
loans)

Other             (36,662 )     (128,869 )        (146,589 )     (196,471 )
(Income) Loss

Excess of
carrying
amount of
exchanged
preferred         -             -                 (43,043  )     -
stock over
fair value of
consideration
paid

Loss from
discontinued      (213    )     (79      )        (186     )     96
operations

Net Interest
Income less
Expenses (Net   $ 29,913      $ 11,517          $ 64,602       $ 85,370
of Preferred
Dividends)




    Source: Newcastle Investment Corp.