Form 4 Fortress Investment Grou For: Jul 19 Filed by: MUDD DANIEL H (10K)

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MUDD DANIEL H

(Last)

(First)

(Middle)

3900 WISCONSIN AVENUE, NW

(Street)

WASHINGTON

20016

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Fortress Investment Group LLC [FIG]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/19/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Shares	07/19/2009		A		0 ⁽¹⁾	A	$ 0 ⁽¹⁾	22,216 ⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Share Units

$ 0

07/19/2009

J⁽³⁾

7,243,577

⁽³⁾

Class A Shares ⁽⁴⁾

7,243,577

$ 0

7,243,577

Explanation of Responses:

1. As described in the Employment Offer Letter, dated July 19, 2009, between FIG LLC and Daniel H. Mudd, Mr. Mudd will be granted $500,000 in value of restricted Class A Shares (the "2009 Equity Grant") of Fortress Investment Group LLC ("Fortress"), which will vest on January 1, 2010, subject to his continued employment on the vesting date. The 2009 Equity Grant will be priced based upon the average closing price of Class A Shares of Fortress over the 30 trading day period preceding January 1, 2010.

2. The number of shares indicated does not include the 2009 Equity Grant described above.

3. The Restricted Share Units vest and restrictions will lapse in eight equal annual installments beginning August 11, 2010. Fifty percent (50%) of the Restricted Share Units will be dividend-paying and fifty percent (50%) will not be dividend-paying. The fifty percent (50%) of the Restricted Share Units that is not dividend-paying will become dividend-paying upon vesting.

4. Each Restricted Share Unit represents a contingent right to receive one Class A Share of Fortress.

	/s/ David N. Brooks, as Attorney-in-fact	07/21/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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