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Filing Details

Accession Number:: 0001209191-10-029024
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-05-19 13:00:00
Reporting Period:: 2010-05-17

Filing Date:: 2010-05-19
Accepted Time:: 2010-05-19 17:14:36
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1332349	Brookdale Senior Living Inc.	BKD	Services-Nursing & Personal Care Facilities (8050)	203068069

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1124460	R Wesley Edens	C/O Fortress Investment Group Llc 1345 Avenue Of The Americas, 46Th Floor New York NY 10105		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2010-05-17	1,114,785	$18.36	1,903,067	No	4	S	Direct
Common Stock	Disposition	2010-05-17	6,353,246	$18.36	9,518,178	No	4	S	Indirect	Fort GB Holdings LLC
Common Stock	Disposition	2010-05-17	362,284	$18.36	542,758	No	4	S	Indirect	FABP (GAGACQ) LP
Common Stock	Disposition	2010-05-17	74,436	$18.36	0	No	4	S	Indirect	Drawbridge DSO Securities LLC
Common Stock	Disposition	2010-05-17	10,740	$18.36	0	No	4	S	Indirect	Drawbridge OSO Securities LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Indirect	Fort GB Holdings LLC
No	4	S	Indirect	FABP (GAGACQ) LP
No	4	S	Indirect	Drawbridge DSO Securities LLC
No	4	S	Indirect	Drawbridge OSO Securities LLC

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	3,026,435	Indirect	Fortress Investment Fund IV (Fund A) L.P.
Common Stock	1,222,077	Indirect	Fortress Investment Fund IV (Fund B) L.P.
Common Stock	289,968	Indirect	Fortress Investment Fund IV (Fund C) L.P.
Common Stock	1,810,004	Indirect	Fortress Investment Fund IV (Fund D) L.P.
Common Stock	211,916	Indirect	Fortress Investment Fund IV (Fund E) L.P.
Common Stock	95,084	Indirect	Fortress Investment Fund IV (Fund F) L.P.
Common Stock	114,081	Indirect	Fortress Investment Fund IV (Fund G) L.P.
Common Stock	790,673	Indirect	Fortress Investment Fund IV (Coinvestment Fund A) L.P.
Common Stock	492,823	Indirect	Fortress Investment Fund IV (Coinvestment Fund B) L.P.
Common Stock	98,164	Indirect	Fortress Investment Fund IV (Coinvestment Fund C) L.P.
Common Stock	473,183	Indirect	Fortress Investment Fund IV (Coinvestment Fund D) L.P.
Common Stock	40,635	Indirect	Fortress Investment Fund IV (Coinvestment Fund F) L.P.
Common Stock	135,391	Indirect	Fortress Investment Fund IV (Coinvestment Fund G) L.P.
Common Stock	8,793,392	Indirect	Fortress RIC Coinvestment Fund LP

Footnotes

Wesley Edens may be deemed to beneficially own the shares listed in this report as beneficially owned by Fortress Investment Group LLC ("FIG") or its affiliates. Mr. Edens disclaims beneficial ownership of all reported shares except to the extent of his pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
Fort GB Holdings LLC is a wholly-owned subsidiary of Fortress (GAGACQ) LLC. Fortress Fund MM II LLC is the managing member of Fortress (GAGACQ) LLC and the general partner of FABP (GAGACQ) LP. FIG LLC is the sole managing member of Fortress Fund MM II LLC. Fortress Operating Entity I LP ("FOE I") is the sole managing member of FIG LLC. FIG Corp. is the general partner of FOE I, and FIG Corp. is wholly-owned by FIG
Drawbridge DSO Securities LLC is a wholly-owned subsidiary of Drawbridge Special Opportunities Fund LP ("Drawbridge LP"). Drawbridge OSO Securities LLC is a wholly-owned subsidiary of Drawbridge Special Opportunities Fund Ltd. ("Drawbridge Ltd"). Drawbridge Special Opportunities Advisors LLC is the investment manager of Drawbridge LP and Drawbridge Ltd. FIG LLC is the 100% owner of Drawbridge Special Opportunities Advisors LLC. FOE I is the sole managing member of FIG LLC. FIG Corp. is the general partner of FOE I, and FIG Corp. is wholly-owned by FIG.
FIG LLC is the investment manager of Fortress Investment Fund IV (Fund A) L.P., Fortress Investment Fund IV (Fund B) L.P., Fortress Investment Fund IV (Fund C) L.P., Fortress Investment Fund IV (Fund D) L.P., Fortress Investment Fund IV (Fund E) L.P., Fortress Investment Fund IV (Fund F) L.P., Fortress Investment Fund IV (Fund G) L.P., Fortress Investment Fund IV (Coinvestment Fund A) L.P., Fortress Investment Fund IV (Coinvestment Fund B) L.P., Fortress Investment Fund IV (Coinvestment Fund C) L.P., Fortress Investment Fund IV (Coinvestment Fund D) L.P., Fortress Investment Fund IV (Coinvestment Fund F) L.P., and Fortress Investment Fund IV (Coinvestment Fund G) L.P. FOE I is the sole managing member of FIG LLC. FIG Corp. is the general partner of FOE I, and FIG Corp. is wholly-owned by FIG.
FIG LLC is the investment manager of Fortress RIC Coinvestment Fund LP. FOE I is the sole managing member of FIG LLC. FIG Corp. is the general partner of FOE I, and FIG Corp. is wholly-owned by FIG.