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Filing Details

Accession Number:: 0001209191-10-043269
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-08-18 13:00:00
Reporting Period:: 2010-08-18

Filing Date:: 2010-08-18
Accepted Time:: 2010-08-18 21:35:38
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1362988	Aircastle Ltd	AYR	Services-Equipment Rental & Leasing, Nec (7359)	980444035

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

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Shares	Disposition	2010-08-18	2,718,750	$8.42	No	4	S	Indirect	DBD AC LLC
Common Shares	Disposition	2010-08-18	906,250	$8.42	No	4	S	Indirect	DBO AC LLC
Common Shares	Disposition	2010-08-18	247,500	$8.42	No	4	S	Indirect	Drawbridge DSO Securities LLC
Common Shares	Disposition	2010-08-18	27,500	$8.42	No	4	S	Indirect	Drawbridge OSO Securities LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	DBD AC LLC
No	4	S	Indirect	DBO AC LLC
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 Shares	1,000,000	Direct
Common Shares	7,329,161	Indirect	Fortress Investment Fund III LP
Common Shares	6,266,558	Indirect	Fortress Investment Fund III (Fund B) LP
Common Shares	1,310,392	Indirect	Fortress Investment Fund III (Fund C) LP
Common Shares	3,007,625	Indirect	Fortress Investment Fund III (Fund D) L.P.
Common Shares	211,265	Indirect	Fortress Investment Fund III (Fund E) L.P.
Common Shares	616,255	Indirect	Fortress Investment Fund III (Coinvestment Fund A) LP
Common Shares	1,210,715	Indirect	Fortress Investment Fund III (Coinvestment Fund B) LP
Common Shares	311,825	Indirect	Fortress Investment Fund III (Coinvestment Fund C) LP
Common Shares	1,486,206	Indirect	Fortress Investment Fund III (Coinvestment Fund D) L.P.
Common Shares	50,875	Indirect	Fortress Partners Offshore Securities LLC
Common Shares	235,000	Indirect	Fortress Partners Securities LLC

Footnotes

Wesley R. 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 or otherwise.
Fortress Fund III GP LLC ("FF III GP LLC") is the general partner, and FIG LLC is the investment advisor, of each of Fortress Investment Fund III LP, Fortress Investment Fund III (Fund B) LP, Fortress Investment Fund III (Fund C) LP, Fortress Investment Fund III (Fund D) L.P., Fortress Investment Fund III (Fund E) L.P., Fortress Investment Fund III (Coinvestment Fund A) LP, Fortress Investment Fund III (Coinvestment Fund B) LP, Fortress Investment Fund III (Coinvestment Fund C) LP, and Fortress Investment Fund III (Coinvestment Fund D) L.P. The sole managing member of FF III GP LLC is Fortress Investment Fund GP (Holdings) LLC. The sole managing member of Fortress Investment Fund GP (Holdings) LLC is Fortress Operating Entity I LP ("FOE I"). 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 Fortress Investment Group LLC ("FIG").
DBD AC LLC and Drawbridge DSO Securities LLC are each wholly-owned by Drawbridge Special Opportunities Fund LP. Drawbridge Special Opportunities GP LLC is the general partner of Drawbridge Special Opportunities LP. Fortress Principal Investment Holdings IV LLC ("FPIH IV") is the sole managing member of Drawbridge Special Opportunities GP LLC. Drawbridge Special Opportunities Advisors LLC ("DSOA") is the investment advisor of Drawbridge Special Opportunities Fund LP. FIG LLC is the sole managing member of DSOA, and FOE I is the sole managing member of FIG LLC and FPIH IV. FIG Corp. is the general partner of FOE I, and FIG Corp. is wholly-owned by FIG.
Drawbridge Special Opportunities Fund Ltd. owns approximately 94.6% of DBO AC LLC and 100% of Drawbridge OSO Securities LLC. DSOA is the investment advisor of Drawbridge Special Opportunities Fund Ltd. FIG LLC is the sole managing member of DSOA, and 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.
DBO AYR SP LLC ("DBO AYR") owns 5.4% of DBO AC LLC. DBSO PSP LLC ("DBSO PSP") owns 84.83% of DBO AYR. Mr. Edens is a member of DBSO PSP and may be deemed to beneficially own a portion of the reported shares held by DBO AC LLC in his personal capacity and not by virtue of beneficial ownership by FIG or its affiliates.
Fortress Partners Master Fund L.P. is the sole managing member of Fortress Partners Offshore Securities LLC. Fortress Partners Offshore Master GP LLC ("FPOM") is the general partner of Fortress Partners Master Fund L.P. FOE I is the sole managing member of FPOM. FIG Corp. is the general partner of FOE I. FIG Corp. is a wholly-owned subsidiary of FIG.
Fortress Partners Fund LP is the sole managing member of Fortress Partners Securities LLC. Fortress Partners GP LLC is the general partner of Fortress Partners Fund LP. FPIH IV is the sole managing member of Fortress Partners GP LLC. Fortress Partners Advisors LLC ("FPA") is the investment advisor of Fortress Partners Fund LP. Fortress Investment Holdings II LLC is the sole managing member of FPA. FOE I is the sole managing member of Fortress Investment Holdings II LLC and FPIH IV. FIG Corp. is the general partner of FOE I. FIG Corp. is a wholly-owned subsidiary of FIG.