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o Rule
13d-1(b)
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o Rule
13d-1(c)
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þ Rule
13d-1(d)
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CUSIP
No.: 34958B106
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1 NAME
OF REPORTING PERSON
Randal
A. Nardone
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| 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
[ ]
(b)
[ ]
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3 SEC
USE ONLY
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4 CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
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NUMBER
OF SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5 SOLE
VOTING POWER
53,052,164(1)(2)
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6 SHARED
VOTING POWER
0
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7 SOLE
DISPOSITIVE POWER
53,052,164(1)(2)
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8 SHARED
DISPOSITIVE POWER
0
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9 AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
53,052,164(1)(2)
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10 CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
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11 PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
35.9%(3)
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12 TYPE
OF REPORTING PERSON
IN
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Item
1.
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(a)
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Name
of Issuer:
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The
name of the issuer is Fortress Investment Group LLC (the
“Issuer”).
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(b)
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Address
of Issuer’s Principal Executive Offices:
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The
Issuer’s principal executive offices are located at 1345 Avenue of the
Americas, 46th
Floor, New York, NY 10105.
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Item
2.
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(a)
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Name
of Person Filing:
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This
statement is filed by Randal A. Nardone.
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(b)
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Address
of Principal Business Office:
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The
address of the principal business office of the Reporting Person is c/o
Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th
Floor, New York, NY 10105.
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(c)
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Citizenship:
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The
Reporting Person is a United States citizen.
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(d)
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Title of Class of
Securities:
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Class
A shares, par value $0.01 per share.
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(e)
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CUSIP
Number:
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34958B106
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Item
3.
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If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a:
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(a)
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o Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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o
Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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o
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
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(d)
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o
Investment company registered under section 8 of the Investment Company
Act of 1940 (15 U.S.C. 80a-8).
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(e)
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o
An investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).
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(f)
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o
An employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F).
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(g)
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o
A parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G).
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(h)
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o
A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813).
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(i)
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o
A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3).
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(j)
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o
Group, in accordance with
§240.13d-1(b)(1)(ii)(J).
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Item
4.
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Ownership.
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| The percentages used in this Item 4 are calculated based on 94,597,646 Class A shares outstanding as of December 31, 2007, plus the number of Fortress Operating Group Units beneficially owned by the Reporting Person. | |||
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Randal
A. Nardone
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(a)
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Amount
beneficially owned: 53,052,164
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(b)
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Percent
of class: 35.9%
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(c)
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(i) Sole
power to vote or direct the
vote: 53,052,164
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(ii)
Shared power to vote or direct the vote: 0
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(iii)
Sole power to dispose or direct the
disposition: 53,052,164
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(iv)
Shared power to dispose or direct the
disposition: 0
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Item
5.
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Ownership
of Five Percent or Less of a Class.
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| Not applicable. | |||
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
applicable.
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Item
7.
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Identification
and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company.
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| Not applicable. | |||
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Item
8.
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Identification
and Classification
of Members of the Group.
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| Not applicable. | |||
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Item
9.
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Notice
of Dissolution of a Group.
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| Not applicable. | |||
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Item
10.
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Certification.
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| Not applicable. | |||
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By:
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/s/
Randal A. Nardone
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Name: Randal
A. Nardone
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