UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 22, 2006 (November 16, 2006) Newcastle Investment Corp. ----------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Maryland 001-31458 81-0559116 - --------------------------- ----------------------- --------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1345 Avenue of the Americas, New York, NY 10105 ----------------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (212) 798-6100 -------------- Not Applicable ------------------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. On November 16, 2006, Newcastle Investment Corp. ("Newcastle") issued $807.5 million face amount of collateralized debt obligations in its ninth CBO financing, which it refers to as CBO IX, through three of its consolidated subsidiaries, Newcastle CDO VIII 1, Limited, Newcastle CDO VIII 2, Limited and Newcastle CDO VIII LLC. $807.5 million face amount of senior investment grade rated bonds and $33.9 notional amount of interest-only notes were sold to third parties. Newcastle has retained all of the subordinate non-investment grade bonds and preferred shares. CBO IX has an expected weighted average life of 7 years. The table below sets forth further information with respect to the structure of CBO IX (dollars in thousands).