þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES    EXCHANGE ACT OF 1934

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•	the factors described in this report, including those set forth under the sections captioned “Risk Factors”, “Business”, and “Management's Discussion and Analysis of Financial Conditions and Results of Operations”;

•	changes in our industry, interest rates, the debt securities markets, real estate markets or the general economy;

•	increased rates of default and/or decreased recovery rates on our investments;

•	availability, terms and deployment of capital;

•	availability of qualified personnel;

•	changes in governmental regulations, tax rates and similar matters;

•	changes in our business strategy;

•	availability of investment opportunities in commercial real estate-related and commercial finance assets;

•	the degree and nature of our competition;

•	the adequacy of our cash reserves and working capital; and

•	the timing of cash flows, if any, from our investments.

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ITEM I .	BUSINESS

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(1)	Net carrying amount includes an allowance for loan losses of $41.8 million at December 31, 2015, allocated as follows: whole loans $3.7 million, B notes $15,000 and mezzanine loans $38.1 million.

(2)	Loans held for sale are carried at the lower of cost or fair market value. Amortized cost is equal to fair value.

(3)	There is no stated rate associated with these securities.

(4)	Net carrying amount includes allowance for loan losses of $1.3 million at December 31, 2015.

(5)	Net carrying amount includes allowance for loan losses of $3.9 million at December 31, 2015.

(6)	Net carrying amount includes allowance for loan losses of $11,000 at December 31, 2015.

(7)	Net carrying amount includes allowance for loan losses of $465,000 at December 31, 2015.

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A monthly base management fee equal to 1/12th of the amount of our equity multiplied by 1.50%. Under the management agreement, ''equity'' is equal to the net proceeds from any issuance of shares of common stock less offering-related costs, plus or minus our retained earnings (excluding non-cash equity compensation incurred in current or prior periods) less any amounts we have paid for common stock repurchases. The calculation is adjusted for one-time events due to changes in accounting principles generally accepted in the United States, which we refer to as GAAP, as well as other non-cash charges, upon approval of our independent directors.

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Incentive compensation, calculated as follows: (i) 25% of the dollar amount by which (A) our adjusted operating earnings (before incentive compensation but after the base management fee) for such quarter per common share (based on the weighted average number of common shares outstanding for such quarter) exceeds (B) an amount equal to (1) the weighted average of the price per share of the common stock in our initial offering and the prices per share of the common stock in any of our subsequent offerings, in each case at the time of issuance thereof, multiplied by (2) the greater of (a) 2.00% and (b) 0.50% plus one-fourth of the Ten Year Treasury Rate for such quarter, multiplied by (ii) the weighted average number of shares of common stock outstanding during such quarter subject to adjustment to exclude events pursuant to changes in GAAP or the application of GAAP, as well as non-recurring or unusual transactions or events, after discussion between the Manager and the independent directors and approval by a majority of the independent directors in the case of non-recurring or unusual transactions or events.

•	Reimbursement of out-of-pocket expenses and certain other costs incurred by the Manager that relate directly to us and our operations.

•	Reimbursement of the Manager for the expense of the wages, salaries and benefits of our Chairman, our Chief Financial Officer, Chief Accounting Officer, several accounting and tax professionals and 50% of the salary and benefits of the director of investor relations.

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•	if such shares are traded on a securities exchange, at the average of the closing prices of the shares on such exchange over the thirty day period ending three days prior to the issuance of such shares;

•	if such shares are actively traded over-the-counter, at the average of the closing bid or sales price as applicable over the thirty day period ending three days prior to the issuance of such shares; and

•	if there is no active market for such shares, at the fair market value as reasonably determined in good faith by our board of directors.

•	the Manager's continued material breach of any provision of the management agreement following a period of 30 days after written notice thereof;

•	the Manager's fraud, misappropriation of funds, or embezzlement against us;

•	the Manager's gross negligence in the performance of its duties under the management agreement;

•	the bankruptcy or insolvency of the Manager, or the filing of a voluntary bankruptcy petition by the Manager;

•	the dissolution of the Manager; and

•	a change of control (as defined in the management agreement) of the Manager if a majority of our independent directors determines, at any point during the 18 months following the change of control, that the change of control was detrimental to the ability of the Manager to perform its duties in substantially the same manner conducted before the change of control.

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ITEM IA.	RISK FACTORS

•	the cash provided by our operating activities will not be sufficient to meet required payments of principal and interest,

•	the cost of financing may increase relative to the income from the assets financed, reducing the income we have available to pay distributions, and

•	our investments may have maturities that differ from the maturities of the related financing and, consequently, the risk that the terms of any refinancing we obtain will not be as favorable as the terms of existing financing.

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•	An event of default under one short-term facility may constitute a default under other credit facilities we may have, potentially resulting in asset sales and losses to us, as well as increasing our financing costs or reducing the amount of investable funds available to us.

•	We may be unable to acquire a sufficient amount of eligible assets to maximize the efficiency of a CDO or CLO issuance, which would require us to seek other forms of term financing or liquidate the assets. We may not be able to obtain term financing on acceptable terms, or at all, and liquidation of the assets may be at prices less than those we paid, resulting in losses to us.

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Using short-term financing to accumulate assets for a CDO or CLO issuance may require us to obtain new financing as the short-term financing matures. Residual financing may not be available on acceptable terms, or at all. Moreover, an increase in short-term interest rates at the time that we seek to enter into new borrowings would reduce the spread between the income on our assets and the cost of our borrowings. This would reduce returns on our assets, which would reduce earnings and, in turn, cash available for distribution to our stockholders.

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•	Available interest rate hedges may not correspond directly with the interest rate risk against which we seek protection.

•	The duration of the hedge may not match the duration of the related liability.

•	Interest rate hedging can be expensive, particularly during periods of rising and volatile interest rates. Hedging costs may include structuring and legal fees and fees payable to hedge counterparties to execute the hedge transaction.

•	Losses on a hedge position may reduce the cash available to make distributions to stockholders, and may exceed the amounts invested in the hedge position.

•	The amount of income that a REIT may earn from hedging transactions, other than through a TRS, is limited by federal tax provisions governing REITs.

•	The credit quality of the party owing money on the hedge may be downgraded to such an extent that it impairs our ability to sell or assign our side of the hedging transaction.

•	The party owing money in the hedging transaction may default on its obligation to pay.

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•	acquire investments subject to rights of senior classes and servicers under inter-creditor or servicing agreements;

•	acquire only a minority and/or non-controlling participation in an underlying investment;

•	co-invest with third parties through partnerships, joint ventures or other entities, thereby acquiring non-controlling interests; or

•	rely on independent third-party management or strategic partners with respect to the management of an asset.

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•	tenant mix, success of tenant businesses, tenant bankruptcies and property management decisions;

•	property location and condition;

•	competition from comparable types of properties;

•	changes in laws that increase operating expenses or limit rents that may be charged;

•	any need to address environmental contamination at the property;

•	the occurrence of any uninsured casualty at the property;

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•	changes in national, regional or local economic conditions and/or the conditions of specific industry segments in which the lessees may operate;

•	declines in regional or local real estate values;

•	declines in regional or local rental or occupancy rates;

•	increases in interest rates, real estate tax rates and other operating expenses;

•	the availability of debt or equity financing;

•	increases in costs of construction material;

•	changes in governmental rules, regulations and fiscal policies, including environmental legislation and zoning laws; and

•	acts of God, terrorism, social unrest and civil disturbances.

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There are ownership limits and restrictions on transferability and ownership in our charter.  For purposes of assisting us in maintaining our REIT qualification under the Internal Revenue Code, our charter generally prohibits any person from beneficially or constructively owning more than 9.8% in value or number of shares, whichever is more restrictive, of any class or series of our outstanding capital stock. This restriction may:

•	discourage a tender offer or other transactions or a change in the composition of our board of directors or control that might involve a premium price for our shares or otherwise be in the best interests of our stockholders; or

•	result in shares issued or transferred in violation of such restrictions being automatically transferred to a trust for a charitable beneficiary, resulting in the forfeiture of those shares.

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Our charter permits our board of directors to issue stock with terms that may discourage a third-party from acquiring us.  Our board of directors may amend our charter without stockholder approval to increase the total number of authorized shares of stock or the number of shares of any class or series and issue common or preferred stock having preferences, conversion or other rights, voting powers, restrictions, limitations as to distributions, qualifications, or terms or conditions of redemption as determined by our board. Thus, our board could authorize the issuance of stock with terms and conditions that could have the effect of discouraging a takeover or other transaction in which holders of some or a majority of our shares might receive a premium for their shares over the then-prevailing market price.

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Our charter and bylaws contain other possible anti-takeover provisions.  Our charter and bylaws contain other provisions, including advance notice procedures for the introduction of business and the nomination of directors, that may have the effect of delaying or preventing a change in control of us or the removal of existing directors and, as a result, could prevent our stockholders from being paid a premium for their common stock over the then-prevailing market price.

•	any person who beneficially owns ten percent or more of the voting power of the corporation's shares; or

•	an affiliate or associate of the corporation who, at any time within the two-year period before the date in question, was the beneficial owner of ten percent or more of the voting power of the then outstanding voting stock of the corporation.

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•	80% of the votes entitled to be cast by holders of outstanding shares of voting stock of the corporation; and

•	two-thirds of the votes entitled to be cast by holders of voting stock of the corporation other than shares held by the interested stockholder with whom or with whose affiliate the business combination is to be effected or held by an affiliate or associate of the interested stockholder.

•	actual receipt of an improper benefit or profit in money, property or services; or

•	a final judgment based upon a finding of active and deliberate dishonesty by the director or officer that was material to the cause of action adjudicated.

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•	85% of our ordinary income for that year;

•	95% of our capital gain net income for that year; and

•	100% our undistributed taxable income from prior years.

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ITEM 2.	PROPERTIES

ITEM 3.	LEGAL PROCEEDINGS

ITEM 4.	MINE SAFETY DISCLOSURES

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ITEM 5 .	MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

(1)	We distributed a regular dividend of $0.42 on January 28, 2016 to stockholders of record as of December 31, 2015.

(2)	Effective August 31, 2015, we completed a one-for-four reverse stock split of our outstanding common stock. All amounts stated give retroactive effect to the reverse stock split for all periods presented for comparison purposes.

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ITEM 6 .	SELECTED FINANCIAL DATA

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(1)	All per share amounts stated take into account the one-for-four reverse stock split effective on August 31, 2015 as though it were in full effect for all periods presented for comparison purposes.

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ITEM 7 .	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

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Base management fees decreased by approximately $278,000 for the year ended December 31, 2015. This decrease was due to decreased stockholders' equity, a component in the formula by which base management fees are calculated, primarily as a result of our repurchase of approximately 5.9% of our outstanding common shares as part of our Board authorized $50.0 million repurchase plan during the second half of 2015.

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An oversight management fee is a quarterly fee paid to Resource America for reimbursement of additional costs incurred related to our life care business, Long Term Care Conversion Funding, established for the purpose of originating and acquiring life settlement contracts. The initial agreement, authorized in December 2012, provided for an annual fee of $550,000, with a two-year term. In March 2015, the agreement was amended to reimburse Resource America for an additional year through 2016. The oversight management fee was $550,000 for both of the years ended December 31, 2015 and 2014.

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•	Incentive management fees to our Manager decreased $1.9 million (100%) for the year ended December 31, 2014. The decrease in this fee was primarily the result of realized losses on the charge-off of assets in our CRE and Apidos portfolios.

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Base management fees increased by $1.5 million (13%) for the year ended December 31, 2014. This increase was due to increased stockholders' equity, a component in the formula by which base management fees are calculated, primarily as a result of the receipt of $49.5 million of proceeds from sales of common stock through our Dividend Reinvestment and Stock Purchase Plan, or DRIP, from January 1, 2013 through December 31, 2014 as well as the receipt of $114.5million from the proceeds of our April 2013 secondary common stock offering. In addition, we issued approximately 393,000 shares, 6.7 million shares and 4.8 million shares of Series A preferred stock, Series B preferred stock, and Series C preferred stock respectively, from January 1, 2013 through December 31, 2014, for which we received $229.6 million of proceeds.

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(1)	Net carrying amount includes an allowance for loan losses of $41.8 million at December 31, 2015, allocated as follows: whole loans $3.7 million, B notes $15,000 and mezzanine loans $38.1 million. Net carrying amount includes an allowance for loan losses of $4.0 million at December 31, 2014, allocated as follows: whole loans $3.8 million, B notes $55,000 and mezzanine loans $230,000.

(2)	Loans held for sale are carried at the lower of cost or fair market value. Amortized cost is equal to fair value.

(3)	There is no stated rate associated with these securities.

(4)	Net carrying amount includes allowance for loan losses of $1.3 million and $570,000 at December 31, 2015 and December 31, 2014, respectively.

(5)	Net carrying amount includes allowance for loan losses of $3.9 million and $0 at December 31, 2015 and December 31, 2014, respectively.

(6)	Net carrying amount includes allowance for loan losses of $11,000 and $0 at December 31, 2015 and December 31, 2014, respectively.

(7)	Net carrying amount includes allowance for loan losses of $465,000 at December 31, 2015.

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(1)	Whole loans had $112.6 million and $105.1 million in unfunded loan commitments as of December 31, 2015 and 2014, respectively.  These unfunded commitments are advanced as the borrowers formally request additional funding as permitted under the loan agreement and any necessary approvals have been obtained.

(2)	Total does not include an allowance for loan loss of $41.8 million and $4.0 million as of December 31, 2015 and 2014, respectively.

(3)	Maturity dates do not include possible extension options that may be available to the borrowers.

(4)	Includes two whole loans with a combined $51.2 million senior component that entered into modifications in 2015 that resulted in a fixed rate of 0.50% as of December 31, 2015. The two loans were previously identified as TDR's.

(5)	Includes two whole loans with a combined $12.0 million mezzanine component that have fixed rates of 12.0%, and two whole loans with a combined $4.2 million mezzanine component that have fixed rates of 15.0% at December 31, 2015 and 2014, respectively.

(6)	Includes a $799,000 junior mezzanine tranche of a whole loan that has a fixed rate of 10.0% as of December 31, 2015 and 2014.

(7)	Contractual interest rate does not include a whole loan with an amortized cost of $32.5 million that entered into a modification in 2015 which reduced the floating rate spread to 1.00% as of December 31, 2015. The loan was previously identified as a TDR.

(8)	Fixed rate mezzanine loans include a mezzanine loan that was modified into two tranches, which both currently pay interest at 0.50%. In addition, the subordinate tranche accrues interest at LIBOR plus 18.50% which is deferred until maturity.

(9)	Contractual interest rates and maturity dates do not include rates or maturity dates associated with one loans with an amortized cost of $38.1 that was fully reserved as of June 30, 2015.

(10)	Floating rate whole loans includes a loan with an amortized cost of $13.0 million which extended to February 2017 from February 2016.

(11)	Fixed rate B notes includes a loan with an amortized cost of $15.9 million which paid off in January 2016.

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(1)	Investment in School Lane House, Investment in RRE VIP Borrower and the Investments in preferred equity were sold or repaid as of December 31, 2014.

(2)	In December 2015, we elected a full redemption of their remaining investment from the fund.

(3)	In January 2013, LTCC invested $2.0 million into LCF for the purpose of originating and acquiring life settlement contracts. In February 2014, we invested an additional $1.4 million which resulted in the consolidation of LCF during the first quarter of 2014. Ownership percentage represents ownership following additional investments and consolidation.

(4)	For the years ended December 31, 2015, 2014, and 2013 these amounts are recorded in interest expense on our consolidated statements of operations.

(5)	For the years ended December 31, 2015, 2014 and 2013 these amounts are recorded in interest income on loans on our consolidated statements of operations.

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1.	Loans with a rating of 1 are considered performing within expectations. All interest and principal payments are current, all future payments are anticipated and loss is not probable;

2.	Loans with a rating of a 2 are considered to have limited liquidity concerns and are watched closely. Loans identified in this category show remote signs of liquidity concerns, loss is not probable and therefore no reserve is established;

3.	Loans with a rating of a 3 are considered to have possible future liquidity concerns. Loans identified in this category show some liquidity concerns, but the ability to estimate potential defaults is not quantifiable and therefore no reserve is established;

4.	Loans with a rating of a 4 are considered to have nearer term liquidity concerns. These loans have a reasonable possibility of future default. However, the risk of loss is not assignable to one specific credit. The noted risk of the loans in this category is covered by general reserves; and

5.	Loans with a rating of a 5 have defaulted in payment of principal and interest or default is imminent. It is probable that impairment has occurred on these loans based on their payment status and that impairment is estimable. The noted risk of the loans in this category is covered by specific reserves.

1.	A loan with a rating of a 1 is considered performing above expectations and the likelihood of loss is remote;

2.	A loan with a rating of a 2 is considered performing within expectations and the likelihood of loss is remote;

3.	A loan with a rating of a 3 is considered performing below expectations and requires close monitoring but no loss of interest or principal is expected. Loans receiving this rating may be out of compliance with financial covenants; however, these loans are current with respect to interest and principal;

4.	A loan with a rating of a 4 is considered performing below expectations and some loss of interest or dividend is expected but no loss of principal. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due, but generally not more than 180 days past due; and

5.	A loan with a rating of a 5 is considered performing substantially below expectations, in default and some loss of principal is expected. Most or all of the debt covenants are out of compliance and payments are substantially delinquent.

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1.	A loan with a rating of a 1 is considered to have satisfactory performance with no issues noted. All interest and principal payments are current and the probability of loss is remote;

2.

A loan is graded with a rating of a 2 if a surveillance trigger event has occurred, but loss is not probable at this time. Such trigger events could include but are not limited to a trending decrease in occupancy rates or a flattening of lease revenues; and to a lesser extent, ground lease defaults, ground lease expirations that occur in the next six months or the borrower is delinquent on payment of property taxes or insurance.;

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A loan with a rating of 3 has experienced an extended decline in operating performance, a significant deviation from its origination plan or the occurrence of one or more surveillance trigger events which create an increased risk for potential default. Loans identified in this category show some liquidity concerns. However, the risk of loss is not specifically assignable to any individual loan. The noted risk of the loans in this category is covered by general reserves;

4.	A loan with a rating of a 4 is considered to be in payment default or default is expected, full recovery of the unpaid principal balance is improbable and loss is considered probable. The noted risk of the loans in this category is covered by specific reserves.

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(1)	Contains $94.5 million and $113.4 million of residential mortgage loans held for sale at December 31, 2015 and 2014, respectively.

(2)	Current loans include one impaired whole loan with an amortized cost of $2.2 million, that was fully reserved as of December 31, 2015.

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(1)	The notional amount of our interest rate lock agreements in an asset position is the pass-through weighted total commitments with a weighted average pass-through percentage of 85.9%.

(2)	The notional amount is presented on a currency converted basis. The notional amount of our foreign currency hedging forward contracts was €22.9 million as of December 31, 2015.

(3)	Foreign currency forward contracts are accounted for as fair value hedges.

(4)	The notional amount of our warrants is the calculated number of shares available for purchase.

(5)	Interest rate swaps contracts are accounted for as fair value hedges.

(6)	The notional amount of our interest rate lock agreements in a liability position is the pass-through weighted total commitments with a weighted average pass-through percentage of 19.5%.

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(1)	The notional amount of our interest rate lock agreements in an asset position is the pass-through weighted total commitments with a weighted average pass-through percentage of 76.4%.

(2)	The notional amount is presented on a currency converted basis. The notional amount of our foreign currency hedging forward contracts was €45.4 million as of December 31, 2014.

(3)	Foreign currency forward contracts are accounted for as fair value hedges.

(4)	The notional amount of our warrants is the calculated number of shares available for purchase.

(5)	Interest rate swaps contracts are accounted for as fair value hedges.

(6)	The notional amount of our interest rate lock agreements in a liability position is the pass-through weighted total commitments with a weighted average pass-through percentage of 21.2%.

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(1)	Negative values indicate a decrease to the associated balance sheets or consolidated statements of operations line items.

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(1)	The Wells Fargo Bank CMBS term repurchase facility includes $2,000 and $0, of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

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(2)	The Wells Fargo Bank CRE term repurchase facility includes $675,000 and $1.7 million of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(3)	The Deutsche Bank CRE term repurchase facility includes $0 and $268,000 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(4)	The Morgan Stanley Bank CRE term repurchase facility includes $1.7 million and $0 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(5)	The RSO Repo SPE Trust 2015 term repurchase facility includes $415,000 and $0 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(6)	The Wells Fargo Bank residential investments term repurchase facility includes $0 and $36,000 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

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In August 2015, we closed RCC 2015-CRE4, a $312.9 million CRE securitization transaction that provided financing for transitional commercial real estate loans. RCC 2015-CRE4 issued a total of $223.7 million of senior notes at par to unrelated investors. RCC Real Estate purchased 100% of the Class C senior notes for $26.6 million. In addition, Resource Real Estate Funding 2015-CRE4 Investor, LLC, a subsidiary of RCC Real Estate purchased a $62.6 million equity interest representing 100% of the outstanding preference shares. At December 31, 2015, the notes issued to outside investors had a weighted weighted average borrowing rate of 2.06%. There is no reinvestment period for RCC 2015-CRE3 and all of the notes issued mature in August 2032, although we have the right to call the notes anytime after September 2017 until maturity.

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In February 2015, we closed RCC 2015-CRE3, a $346.2 million CRE securitization transaction that provided financing for transitional commercial real estate loans. RCC 2015-CRE3 issued a total of $282.1 million of senior notes at par to unrelated investors. RCC Real Estate purchased 100% of the Class E and Class F senior notes for $20.8 million and $15.6 million, respectively.  In addition, Resource Real Estate Funding 2015-CRE3 Investor, LLC, a subsidiary of RCC Real Estate, purchased a $27.7 million equity interest representing 100% of the outstanding preference shares.  At December 31, 2015, the notes issued to outside investors had a weighted weighted average borrowing rate of 2.25%. There is no reinvestment period for RCC 2015-CRE3 and all of the notes issued mature in March 2032, although we have the right to call the notes anytime after March 2017 until maturity.

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In July 2014, we closed RCC 2014-CRE2, a $353.9 million CRE securitization transaction that provided financing for transitional commercial real estate loans.  RCC 2014-CRE2 issued a total of $253.3 million of senior notes at par to unrelated investors.  RCC Real Estate purchased 100% of the Class C senior notes for $17.7 million.  In addition, Resource Real Estate Funding 2014-CRE2 Investor, LLC, a subsidiary of RCC Real Estate, purchased a $100.9 million equity interest representing 100% of the outstanding preference shares. At December 31, 2015, the notes issued to outside investors had a weighted average borrowing rate of 1.68%. There is no reinvestment period for RCC 2014-CRE2 and all of the notes issued mature in April 2032, although we have the right to call the notes anytime after July 2016 until maturity.  As of December 31, 2015, $36.8 million of the Class A senior notes had been paid down and $198.6 million remains outstanding.

•	In February 2014, we purchased 100% of the Class 1 Subordinated Notes and 67.9% of the Class 2 Subordinated Notes, which represented 88.6% of the outstanding subordinated notes in the European securitization Moselle CLO

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In December 2013, we closed RCC CRE Notes 2013, a $307.8 million CRE securitization transaction that provided financing for transitional commercial real estate loans.  The investments held by RCC CRE Notes 2013 collateralized $260.8 million of senior notes issued by the securitization, of which RCC Real Estate purchased 100% of the Class D senior notes, Class E senior notes, and Class F senior notes for $30.0 million at closing.  In addition, Resource Real Estate Funding 2013 Notes Investor, LLC, a subsidiary of RCC Real Estate, purchased a $16.9 million equity interest representing 100% of the outstanding preference shares.  At December 31, 2015, the notes issued to outside investors had a weighted average borrowing rate of 3.21%. There is no reinvestment period for RCC CRE Notes 2013, which will result in the sequential pay down of notes as underlying collateral matures and pays down.  As of December 31, 2015, $136.9 million of the Class A senior notes and $65.4 million of the Class A-S senior notes had been paid down and $58.5 million remains outstanding.

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In June 2007, we closed RREF CDO 2007-1, a $500.0 million CDO transaction that provided financing for commercial real estate loans and commercial mortgage-backed securities.  The investments held by RREF CDO 2007-1 collateralized $458.8 million of senior notes issued by the CDO vehicle, of which RCC Real Estate, a subsidiary of ours, purchased 100% of the Class H senior notes, Class K senior notes, Class L senior notes and Class M senior notes for $68.0 million at closing, $5.0 million of the Class J senior notes in February 2008, an additional $2.5 million of the Class J senior notes in November 2009, $11.9 million of the Class E senior notes, $11.9 million of the Class F senior notes and $7.3 million of the Class G senior notes in December 2009, an additional$250,000 of the Class J senior notes in January 2010, $5.0 million of the Class A-2 senior notes in August 2011, an additional $5.0 million of the Class A-2 senior notes in September 2011 and $50.0 million of the A1-R notes in June 2012.  In addition, RREF 2007-1 CDO Investor, LLC, a subsidiary of RCC Real Estate, purchased a $41.3 million equity interest representing 100% of the outstanding preference shares. At December 31, 2015, the notes issued to outside investors, net of repurchased notes, had a weighted average borrowing rate of 1.65%.  The reinvestment period expired in June 2012 and the CDO has begun paying down the senior notes as principal is collected.  Through December 31, 2015, $180.0 million of the Class A-1 senior notes, $50.0 million of the Class A-1R senior notes, and $22.0 million of the Class A-2 senior notes had been paid down and $91.8 million remains outstanding.

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In May 2007, we closed Apidos Cinco CDO, a $350.0 million CDO transaction that provided financing for bank loans.  The investments held by Apidos Cinco CDO collateralized $322.0 million of senior notes issued by the CDO vehicle.  RCC Commercial II, a subsidiary of ours, holds a $28.0 million equity interest representing 100% of the outstanding preference shares.  At December 31, 2015, the notes issued to outside investors had a weighted average borrowing rate of 1.25%. Through December 31, 2015, $26.9 million of the Class A-1 senior notes and $159.7 million of Class A-2A senior notes had been paid down and $135.4 million remains outstanding.

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In August 2006, we closed RREF CDO 2006-1, a $345.0 million CDO transaction that provided financing for commercial real estate loans.  The investments held by RREF CDO 2006-1 collateralized $308.7 million of senior notes issued by the CDO vehicle.  RCC Real Estate purchased 100% of the Class J senior notes and Class K senior notes for $43.1 million at closing, $3.5 million of the Class E senior notes and $11.5 million of the Class F senior notes in September 2009, $20.0 million of the Class A-1 senior notes in February 2010, an additional $4.3 million of the Class A-1 senior notes in May 2012 and $4.0 million of the Class C senior notes in May 2012.  In addition, RREF 2006-1 CDO Investor, LLC, a subsidiary of RCC Real Estate, purchased a $36.3 million equity interest representing 100% of the outstanding preference shares.  At December 31, 2015, the notes issued to outside investors, net of repurchased notes, had a weighted average borrowing rate of 2.60%.  The reinvestment period expired in September 2011 and the CDO has begun paying down the senior notes as principal is collected.  Through December 31, 2015, $129.4 million of the Class A-1 senior notes, $5.0 million of Class A-2(FX) senior notes, $17.4

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In May 2006, we closed Apidos CDO III, a $285.5 million CDO transaction that provided financing for bank loans.  The investments held by Apidos CDO III collateralized $262.5 million of senior notes issued by the CDO vehicle.  RCC Commercial purchased a $23.0 million equity interest representing 100% of the outstanding preference shares. In June 2015, we called Apidos CDO III, substantially liquidating the securitization's assets. Proceeds from the sale of these assets, plus proceeds from previous sales and paydowns in the CDO, were used to pay down the securitization's remaining senior notes.

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(1)	Per share calculations are reflective of the RSO one-for-four reverse stock split of our common stock as of August 31, 2015, and are as adjusted in the per share amounts disclosed as of December 31, 2015 and December 31, 2014, respectively.

(2)	Per share calculations exclude unvested restricted stock, as disclosed on the consolidated balance sheet, of 691,369 and 505,910 shares as of December 31, 2015 and December 31, 2014, respectively. The denominator for the calculation is 30,871,355 and 32,737,884 as of December 31, 2015 and December 31, 2014, respectively.

(3)	Net loss allocable to common shares includes a $41.1 million charge recognized on a mezzanine loan, LXR, consisting of a provision for loan loss of $38.1 million and $3.0 million write-off of deferred interest receivable through interest income for a per share impact of $(1.26) during the year ended December 31, 2015.

(4)	RSO's board authorized a $50.0 million share repurchase plan in August 2015. We have purchased 2.0 million shares for $25.9 million through December 31, 2015 pursuant to the plan.

(5)	Includes issuance of common shares from our dividend reinvestment plan of 20,963 and 185,459 net change of unvested shares of restricted stock.

(6)	Book value allocable to common shares is calculated as total stockholder's equity of $818.9 million less preferred stock equity of $274.7 million.

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(1)	Amount represents gains/losses on sales of owned real estate as well as sales of a joint venture real estate interest that were recorded by us on an equity basis.

(2)	Due to a change in accounting guidance, as of January 1, 2015, the concept of linked transactions no longer exists.

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(1)	Distributions on retained equity interests in securitizations (comprised of note investments and preference share ownership) and principal paydowns on notes owned includes $0 and $4.2 million of paydowns by RREF CDO 2006-1 during the years ended December 31, 2015 and 2014, respectively.

(2)	Interest coverage includes annualized amounts based on the most recent trustee statements.

(3)	Interest coverage cushion represents the amount by which annualized interest income expected exceeds the annualized amount payable on all classes of securitization notes senior to the Company's preference shares.

(4)	Overcollateralization cushion represents the amount by which the collateral held by the securitization issuer exceeds the maximum amount required.

(5)	Apidos III was liquidated on June 12, 2015 and substantially all of its assets were sold. We received a return of principal of $12.9 million.

(6)

Resource Capital Corp. 2014-CRE2 has no reinvestment period; however, principal repayments, for a period ending in July 2016, may be designated to purchase loans held outside of the securitization that represent the funded commitments of existing collateral in the securitization that were not funded as of the date the securitization was closed. Additionally, the indenture contains no interest coverage test provisions.

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(7)

Resource Capital Corp. 2015-CRE3 closed on February 24, 2015; the first distribution was in March 2015. There is no reinvestment period; however, principal repayments, for a period ending in February 2017, may be designated to purchase loans held outside of the securitization that represent the funded commitments of existing collateral in the securitization that were not funded as of the date the securitization was closed. Additionally, the indenture contains no interest coverage test provisions.

(8)

Resource Capital Corp. 2015-CRE4 closed on August 18, 2015; the first distribution was in September 2015. There is no reinvestment period; however, principal repayments, for a period ending in September 2017, may be designated to purchase loans held outside of the securitization that represent the funded commitments of existing collateral in the securitization that were not funded as of the date the securitization was closed. Additionally, the indenture contains no interest coverage test provisions.

(9)	Moselle CLO S.A. was acquired on February 24, 2014 and the reinvestment period for this securitization expired prior to the acquisition. In the fourth quarter of 2014 we began to liquidate Moselle CLO S.A. and, by January 2015, all of the assets had been sold.

•	unrestricted cash and cash equivalents of $77.7 million and restricted cash of $1.4 million in margin call accounts;

•	capital available for reinvestment in three of our CRE securitizations of $19.3 million, all of which is designated to finance future funding commitments on CRE loans; and

•	loan principal repayments of $22.0 million that will pay down outstanding CLO note balances as well as interest collections of $1.6 million.

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(1)	Contractual commitments do not include $16.5 million, $9.0 million and $11.7 million of interest expense payable through the stated maturity dates of May 2020, August 2046, and September 2046, respectively, on Apidos Cinco CDO, RREF 2006-1, and RREF 2007-1.  The maturity date represent the contractually stated maturity dates of the CDO notes.

(2)	Contractual commitments include $463,000 of interest expense payable through the maturity dates on our repurchase agreements.

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(3)	Contractual commitments do not include $42.3 million and $43.3 million of estimated interest expense payable through the maturity dates of June 2036 and October 2036, respectively, on our trust preferred securities.

(4)	Contractual commitments do not include $21.0 million of interest expense payable through the maturity date of December 1, 2018 on our 6.0% convertible senior notes.

(5)	Contractual commitments do not include $32.8 million of interest expense payable through the maturity date of January 15, 2020 on our 8% convertible senior notes.

(6)	Unfunded commitments on our originated CRE loans generally fall into two categories: (1) pre-approved capital improvement projects; and (2) new or additional construction costs subject, in each case, to the borrower meeting specified criteria. Upon completion of the improvements or construction, we would receive additional interest income on the advanced amount.

(7)	The financing or credit agreements on our originated middle market loans, in some cases, allow for subsequent advances.  All advances require compliance with the contractual criteria and terms as specifically described in the individual financing or credit agreement, and therefore are subject to the approval of the appropriate portfolio manager.

(8)	Calculated only for the next 12 months based on our current equity, as defined in our management agreement.  Our management agreement also provides for an incentive fee arrangement that is based on operating performance.  Because the incentive fee is not a fixed and determinable amount, it is not included in this table.

(9)	Contractual commitments on borrowings are presented net of deferred debt issuance costs.

(10)	We have committed up to $50.0 million in Pearlmark Mezzanine Realty Partners IV, L.P. The commitment termination date ends when the original commitment is fully funded, or the fifth anniversary of the final closing date, June 24, 2015.

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ITEM 7A .	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

•	monitoring and adjusting, if necessary, the reset index and interest rate related to our mortgage-backed securities and our borrowings;

•	attempting to structure our borrowing agreements for our CMBS to have a range of different maturities, terms, amortizations and interest rate adjustment periods; and

•	using derivatives, financial futures, swaps, options, caps, floors and forward sales, to adjust the interest rate sensitivity of our fixed-rate commercial real estate mortgages and CMBS and our borrowing which we discuss in “Financial Condition-Hedging Instruments.”

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ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTATRY DATA

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•	RCC Real Estate, Inc. (“RCC Real Estate”) holds real estate investments, including commercial real estate loans, commercial real estate-related securities and direct investments in real estate.  RCC Real Estate owns 100% of the equity of the following VIEs:

◦	Resource Real Estate Funding CDO 2006-1, Ltd. (“RREF CDO 2006-1”), a Cayman Islands limited liability company and qualified real estate investment trust (“REIT”) subsidiary (“QRS”).  RREF CDO 2006-1 was established to complete a collateralized debt obligation (“CDO”) issuance secured by a portfolio of commercial real estate ("CRE") loans and commercial mortgage-backed securities (“CMBS”).

◦	Resource Real Estate Funding CDO 2007-1, Ltd. (“RREF CDO 2007-1”), a Cayman Islands limited liability company and QRS.  RREF CDO 2007-1 was established to complete a CDO issuance secured by a portfolio of CRE loans and CMBS.

◦	Resource Capital Corp. CRE Notes 2013, Ltd. (“RCC CRE Notes 2013”), a Cayman Islands limited liability company and QRS.  RCC CRE Notes 2013 was established to complete a CRE securitization issuance secured by a portfolio of CRE loans.

◦	Resource Capital Corp. 2014-CRE2, Ltd. (“RCC 2014-CRE2”), a Cayman Islands limited liability company and QRS. RCC 2014-CRE2 was established to complete a CRE securitization issuance secured by a portfolio of CRE loans.

◦	Resource Capital Corp. 2015-CRE3, Ltd. (“RCC 2015-CRE3”), a Cayman Islands limited liability company and QRS. RCC 2015-CRE3 was established to complete a CRE securitization issuance secured by a portfolio of CRE loans.

◦	Resource Capital Corp. 2015-CRE4, Ltd. (“RCC 2015-CRE4”), a Cayman Islands limited liability company and QRS. RCC 2015-CRE4 was established to complete a CRE securitization issuance secured by a portfolio of CRE loans.

•	RCC Commercial, Inc. (“RCC Commercial”) holds a 29.6% investment in Northport TRS, LLC ("Northport LLC") and owns 100% of the equity of the following VIE:

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Apidos CDO III, Ltd. (“Apidos CDO III”), a Cayman Islands limited liability company and taxable REIT subsidiary (“TRS”).  Apidos CDO III was established to complete a CDO issuance secured by a portfolio of bank loans and asset-backed securities (“ABS”). On March 31, 2015, the Company issued a notice of redemption to Apidos CDO III's trustee to call the CDO. In June 2015, the Company liquidated Apidos CDO III and, as a result, all of the assets were sold.

•	RCC Commercial II, Inc. (“Commercial II”) holds structured notes, available-for-sale securities and investments in the subordinated notes of foreign, syndicated bank loan collateralized loan obligation ("CLO") vehicles.  Commercial II owns 100% , 68.3%, and 88.6%, respectively, of the equity of the following VIEs:

◦	Apidos Cinco CDO, Ltd. (“Apidos Cinco CDO”), a Cayman Islands limited liability company and TRS.  Apidos Cinco CDO was established to complete a CDO issuance secured by a portfolio of bank loans, ABS and corporate bonds.

◦	Whitney CLO I, Ltd. ("Whitney CLO I"), a Cayman Islands limited liability company and TRS. In September 2013, the Company liquidated Whitney CLO I and, as a result, all of the assets were sold.

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Moselle CLO S.A. ("Moselle CLO"), incorporated in Luxembourg, is a CLO issuer whose assets consisted of European senior secured loans, U.S. senior secured loans, U.S. senior unsecured loans, U.S. second lien loans, European mezzanine loans, and a limited amount of synthetic securities and other eligible debt obligations. In December 2014, the Company liquidated Moselle CLO and, as a result, all of the assets were sold.

•	RCC Commercial III, Inc. (“Commercial III”) holds bank loan investments.  Commercial III owned 90% of the equity of the following VIE:

◦	Apidos CDO I, Ltd. (“Apidos CDO I”), a Cayman Islands limited liability company and TRS.  Apidos CDO I was established to complete a CDO issuance secured by a portfolio of bank loans and ABS. In October 2014, the Company liquidated Apidos CLO I, and as a result, substantially all of the assets were sold.

•	Resource TRS, Inc. (“Resource TRS”), a TRS directly owned by the Company, holds the Company’s equity investment in a leasing company and holds all of its investment securities, trading (through both direct and indirect investments in such securities). Resource TRS also owns equity in the following:

◦	Resource TRS, LLC, a Delaware limited liability company, which holds an 25.8% investment in Northport LLC.

◦	Northport LLC, a Delaware limited liability company, which holds bank loan investments and the Company's self-originated middle market loans. Resource TRS owns 44.6% of the equity in Northport LLC as of December 31, 2015. The remaining 29.6% of the equity is owned by RCC Commercial.

◦	Pelium Capital Partners, L.P., ("Pelium Capital") a Delaware limited partnership, which holds investment securities, trading. Resource TRS owns 80.2% of the equity in Pelium Capital as of December 31, 2015.

•	Resource TRS II, Inc. (“Resource TRS II”), a TRS directly owned by the Company, holds the Company’s management rights in bank loan CLOs not originated by the Company.  Resource TRS II owns 100% of the equity of the following VIE:

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Resource Capital Asset Management (“RCAM”), a domestic limited liability company, which is entitled to collect senior, subordinated, and incentive fees related to three CLO issuers to which it provides management services through CVC Credit Partners, L.P., formerly Apidos Capital Management ("ACM"), a subsidiary of CVC Capital Partners SICAV-FIS, S.A., a private equity firm (“CVC”).  Resource America owns a 24% interest in CVC Credit Partners, L.P., ("CVC Credit Partners").

•	Resource TRS III, Inc. (“Resource TRS III”), a TRS directly owned by the Company, holds the Company’s interests in a bank loan CDO originated by the Company.  Resource TRS III owned 33% of the equity of the following VIE:

◦	Apidos CLO VIII, Ltd (“Apidos CLO VIII”), a Cayman Islands limited liability company and TRS.  In October 2013, the Company liquidated Apidos CLO VIII, and as a result, all of the assets were sold.

•	Resource TRS IV, Inc. (“Resource TRS IV”), a TRS directly owned by the Company, held the Company's equity investment in hotel condominium units acquired in conjunction with a loan foreclosure. The hotel condominium units were sold in April 2014.

•	Resource TRS V, Inc. (“Resource TRS V”), a TRS directly owned by the Company, held the Company's equity investment in a held for sale condominium complex. All of the condominiums were sold as of December 31, 2013.

•	RSO EquityCo, LLC ("RSO Equity") owned 10% of the equity of Apidos CDO I and 10% of the equity of Apidos CLO VIII.

•	Long Term Care Conversion, Inc. ("LTCC"), a TRS directly owned by the Company, is a Delaware corporation that owns 100% of the following entities:

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Long Term Care Conversion, Funding ("LTCC Funding"), a New York limited liability company, which owns a 70.9% equity interest in Life Care Funding, LLC ("LCF") and provides funding through a financing facility to fund the acquisition of life settlement contracts. LCF, a New York limited liability company, is a joint venture between LTCC and Life Care Funding Group Partners and was established for the purpose of originating and acquiring life settlement contracts.

◦	ZWH4, LLC ("ZAIS"), a Delaware limited liability company, owns a beneficial interest in the warehouse of ZAIS CLO 4, Limited, a Cayman Islands exempted limited liability company, in equity form, that will be used to finance the purchase of syndicated bank loans.

•	RCC Residential, Inc., ("RCC Residential") a TRS directly owned by the Company, is a Delaware corporation, which owns 100% of the following entities:

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◦	Primary Capital Mortgage, LLC ("PCM"), (formerly known as Primary Capital Advisors, LLC), a limited liability company that originates and services residential mortgage loans.

◦	RCM Global Manager, LLC ("RCM Global Manager"), a Delaware limited liability company, owns 30.2% of the following entity:

▪	RCM Global, LLC ("RCM Global"), a Delaware limited liability company, which holds a portfolio of investment securities, available-for-sale.

•	RCC Residential Portfolio, Inc. ("RCC Resi Portfolio"), a Delaware corporation directly owned by the Company, invests in residential mortgage-backed securities (“RMBS”).

•	RCC Residential Portfolio TRS, Inc. ("RCC Resi TRS"), a TRS directly owned by the Company, is a Delaware corporation which holds strategic residential positions which cannot be held by RCC Resi Portfolio.

◦	RCC Residential Depositor, LLC ("RCC Resi Depositor"), a Delaware limited liability company, owns 100% of the following entity:

▪	RCC Residential Acquisition, LLC ("RCC Resi Acquisition"), a Delaware limited liability company, purchases residential mortgage loans from PCM and transfers the assets to RCC Opp Trust.

*	RCC Opportunities Trust ("RCC Opp Trust"), a Delaware statutory trust, holds a portfolio of residential mortgage loans, available-for-sale.

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•	the length of time the market value has been less than amortized cost;

•	the severity of the impairment;

•	the expected loss of the security as generated by a third-party valuation model;

•	original and current credit ratings from the rating agencies;

•	underlying credit fundamentals of the collateral backing the securities;

•	whether, based upon the Company’s intent, it is more likely than not that the Company will sell the security before the recovery of the amortized cost basis; and

•	third-party support for default, for recovery, prepayment speed and reinvestment price assumptions.

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(1)	Includes $22.0 million designated to fund future commitments on specific commercial real estate loans in certain of the securitizations.

(2)	Assets of each of the consolidated VIEs may only be used to settle the obligations of each respective VIE.

(3)	In October 2013, the Company liquidated Apidos CLO VIII and all of the assets were sold. However, the Company still owns its share of beneficial interests that caused it to consolidate it.

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(1)	As a result of an accounting standards update adopted on January 1, 2015 (see Note 2), the Company unlinked its previously linked transactions, resulting in non-cash increases in both its investment securities available-for-sale, pledged as collateral, at fair value and related repurchase agreements borrowings balances.

(2)	On December 31, 2014, the Company assumed direct financing leases and related assets and liabilities in satisfaction of a loan receivable from a related party.

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(1)	Amounts include deferred amendment fees of $42,000 and $88,000 and deferred upfront fees of $12,000 and $82,000 being amortized over the life of the bank loans as of December 31, 2015 and 2014, respectively.  Amounts also include unamortized loan origination fees of $9.9 million and $7.6 million as of December 31, 2015 and 2014, respectively.

(2)	Substantially all loans are pledged as collateral under various borrowings at December 31, 2015 and 2014, respectively.

(3)	Amortized cost approximates fair value.

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(1)	Whole loans had $112.6 million and $105.1 million in unfunded loan commitments as of December 31, 2015 and 2014, respectively.  These unfunded commitments are advanced as the borrowers formally request additional funding as permitted under the loan agreement and any necessary approvals have been obtained.

(2)	Totals do not include an allowance for loan loss of $41.8 million and $4.0 million as of December 31, 2015 and 2014, respectively.

(3)	Maturity dates do not include possible extension options that may be available to the borrowers, or maturity dates associated with loans that are fully reserved.

(4)	Includes two whole loans with a combined $51.2 million senior component that entered into modifications in 2015 that resulted in a fixed rate of 0.50% as of December 31, 2015. The two loans were previously identified as TDR's.

(5)	Includes two whole loans with a combined $12.0 million mezzanine component that have fixed rates of 12.0%, and two whole loans with a combined $4.2 million mezzanine component that have fixed rates of 15.0% at December 31, 2015 and 2014, respectively.

(6)	Includes a $799,000 junior mezzanine tranche of a whole loan that has a fixed rate of 10.0% as of December 31, 2015 and 2014.

(7)	Contractual interest rate does not include a whole loan with an amortized cost of $32.5 million that entered into a modification in 2015 which reduced the floating rate spread to 1.00% as of December 31, 2015. The loan was previously identified as a TDR.

(8)	Fixed rate mezzanine loans include a mezzanine loan that was modified into two tranches, which both currently pay interest at 0.50%. In addition, the subordinate tranche accrues interest at LIBOR plus 18.50% which is deferred until maturity.

(9)	Contractual interest rates and maturity dates do not include rates or maturity dates associated with one loan with an amortized cost of $38.1 million that was fully reserved as of June 30, 2015.

(10)	Floating rate whole loans includes a loan with an amortized cost of $13.0 million which extended to February 2017 from February 2016.

(11)	Fixed rate B notes includes a loan with an amortized cost of $15.9 million which paid off in January 2016.

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(1)	Contractual maturity of commercial real estate loans assumes full exercise of extension options available to borrowers.

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(1)	Investment in School Lane House, Investment in RRE VIP Borrower and the Investments in preferred equity were sold or repaid as of December 31, 2014.

(2)	In December 2015, the Company elected a full redemption of their remaining investment from the fund.

(3)	In January 2013, LTCC invested $2.0 million into LCF for the purpose of originating and acquiring life settlement contracts. In February 2014, the Company invested an additional $1.4 million which resulted in the consolidation of LCF during the first quarter of 2014. Ownership percentage represents ownership following additional investments and consolidation.

(4)	For the years ended December 31, 2015, 2014, and 2013 these amounts are recorded in interest expense on the Company's consolidated statements of operations.

(5)	For the years ended December 31, 2014 and 2013 these amounts are recorded in interest income on loans on the Company's consolidated statements of operations.

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1.	Loans with a rating of 1 are considered performing within expectations. All interest and principal payments are current, all future payments are anticipated and loss is not probable;

2.	Loans with a rating of a 2 are considered to have limited liquidity concerns and are watched closely. Loans identified in this category show remote signs of liquidity concerns, loss is not probable and therefore no reserve is established;

3.	Loans with a rating of a 3 are considered to have possible future liquidity concerns. Loans identified in this category show some liquidity concerns, but the ability to estimate potential defaults is not quantifiable and therefore no reserve is established;

4.	Loans with a rating of a 4 are considered to have nearer term liquidity concerns. These loans have a reasonable possibility of future default. However, the risk of loss is not assignable to one specific credit. The noted risk of the loans in this category is covered by general reserves; and

5.	Loans with a rating of a 5 have defaulted in payment of principal and interest or default is imminent. It is probable that impairment has occurred on these loans based on their payment status and that impairment is estimable. The noted risk of the loans in this category is covered by specific reserves.

1.	A loan with a rating of a 1 is considered performing above expectations and the likelihood of loss is remote;

2.	A loan with a rating of a 2 is considered performing within expectations and the likelihood of loss is remote;

3.	A loan with a rating of a 3 is considered performing below expectations and requires close monitoring but no loss of interest or principal is expected. Loans receiving this rating may be out of compliance with financial covenants; however, these loans are current with respect to interest and principal;

4.	A loan with a rating of a 4 is considered performing below expectations and some loss of interest or dividend is expected but no loss of principal. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due, but generally not more than 180 days past due; and

5.	A loan with a rating of a 5 is considered performing substantially below expectations, in default and some loss of principal is expected. Most or all of the debt covenants are out of compliance and payments are substantially delinquent.

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1.	A loan with a rating of a 1 is considered to have satisfactory performance with no issues noted. All interest and principal payments are current and the probability of loss is remote;

2.

A loan is graded with a rating of a 2 if a surveillance trigger event has occurred, but loss is not probable at this time. Such trigger events could include but are not limited to a trending decrease in occupancy rates or a flattening of lease revenues; and to a lesser extent, ground lease defaults, ground lease expirations that occur in the next six months or the borrower is delinquent on payment of property taxes or insurance.;

3.

A loan with a rating of 3 has experienced an extended decline in operating performance, a significant deviation from its origination plan or the occurrence of one or more surveillance trigger events which create an increased risk for potential default. Loans identified in this category show some liquidity concerns. However, the risk of loss is not specifically assignable to any individual loan. The noted risk of the loans in this category is covered by general reserves;

4.	A loan with a rating of a 4 is considered to be in payment default or default is expected, full recovery of the unpaid principal balance is improbable and loss is considered probable. The noted risk of the loans in this category is covered by specific reserves.

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(1)	Contains $94.5 million and $113.4 million of residential mortgage loans held for sale at December 31, 2015 and 2014, respectively.

(2)	Current loans include one impaired whole loan with an amortized cost of $2.2 million, that was fully reserved as of December 31, 2015.

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(1)	Amount represents junior subordinated debentures issued to RCT I and RCT II in May 2006 and September 2006, respectively.

(2)	Amounts also include accrued interest expense of $315,000 and $198,000 related to CRE repurchase facilities as of December 31, 2015 and 2014, respectively.

(3)	Amounts also include accrued interest expense of $18,000 and $12,000 related to CMBS repurchase facilities as of December 31, 2015 and 2014, respectively. Amounts do not reflect CMBS repurchase agreement borrowings that are components of linked transactions as of December 31, 2014.

(4)	Amount also includes accrued interest expense of $61,000 related to trust certificate repurchase facilities as of December 31, 2015.

(5)	Amounts also include accrued interest expense of $30,000 and $20,000 related to residential investment repurchase facilities as of December 31, 2015 and 2014, respectively.

(6)	Amounts also include accrued interest expense of $40,000 and $31,000 related to CMBS short term repurchase facilities as of December 31, 2015 and 2014, respectively.

(7)	The fair value option was elected for the borrowings associated with Moselle CLO. As such, the outstanding borrowings and principal outstanding amounts are stated at fair value. The unpaid principal amounts of these borrowings were $63.3 million at December 31, 2014.

(8)	The securitized borrowings were collateralized by the same assets as the Moselle CLO Senior Notes.

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(1)	The Wells Fargo Bank CMBS term repurchase facility includes $2,000 and $0, of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(2)	The Wells Fargo Bank CRE term repurchase facility includes $675,000 and $1.7 million of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(3)	The Deutsche Bank CRE term repurchase facility includes $0 and $268,000 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(4)	The Morgan Stanley Bank CRE term repurchase facility includes $1.7 million and $0 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(5)	The RSO Repo SPE Trust 2015 term repurchase facility includes $415,000 and $0 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

(6)	The Wells Fargo Bank residential investments term repurchase facility includes $0 and $36,000 of deferred debt issuance costs as of December 31, 2015 and 2014, respectively.

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(1)	Equal to the estimated fair value of securities or loans sold, plus accrued interest income, minus the sum of repurchase agreement liabilities plus accrued interest expense.

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(1)

In connection with a grant of restricted common stock made on September 24, 2014, the Company agreed to issue up to 17,682 additional shares of common stock if certain commercial real estate loan origination performance thresholds were achieved by personnel from the Company’s commercial real estate loan origination team.  The performance criteria are measured at the end of two annual measurement periods which began April 1, 2014.  The agreement also provided dividend equivalent rights pursuant to which the dividends that would have been paid on the shares had they been issued on the date of grant were paid at the end of each annual measurement period if the performance criteria were met.  If the performance criteria are not met, the accrued dividends are forfeited.  As a consequence, the Company did not record the dividend equivalent rights until earned.  On March 31, 2015, the first annual measurement period ended and 8,841 shares were earned.  These shares will vest over the subsequent 12 months at a rate of one-fourth per quarter. In addition, approximately $21,000 of accrued dividend equivalent rights were earned and paid. As of December 31, 2015, it was determined that the performance criteria for the final 8,841 shares were earned prior to the end of the measurement period, March 31, 2016. As of December 31, 2015, $42,000 of accrued dividend equivalent rights were accrued and will be paid in April 2016. These performance shares will vest over the subsequent 12 months at a rate of one-fourth per quarter.

(2)	In connection with the Company's one-for-four reverse stock split, 30 shares of unvested shares of common stock were issued on September 1, 2015 due to rounding.

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•

A monthly base management fee equal to 1/12th of the amount of the Company's equity multiplied by 1.50%. Under the management agreement, ''equity'' is equal to the net proceeds from any issuance of shares of capital stock less offering related costs, plus or minus the Company's retained earnings (excluding non-cash equity compensation incurred in current or prior periods) less any amounts the Company has paid for common stock repurchases. The calculation is adjusted for one-time events due to changes in GAAP, as well as other non-cash charges, upon approval of the independent directors of the Company.

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Incentive compensation is calculated as follows: (i) twenty-five percent (25%) of the dollar amount by which (A) the Company's adjusted operating earnings (before incentive compensation but after the base management fee) for such quarter per common share (based on the weighted average number of common shares outstanding for such quarter) exceeds (B) an amount equal to (1) the weighted average of the price per share of the common shares in the initial offering by the Company and the prices per share of the Common Shares in any subsequent offerings by the Company, in each case at the time of issuance thereof, multiplied by (2) the greater of (a) 2.0% and (b) 0.50% plus one-fourth of the Ten Year Treasury Rate for such quarter, multiplied by (ii) the weighted average number of common shares outstanding during such quarter, subject to adjustment, to exclude events pursuant to changes in GAAP or the application of GAAP, as well as non-recurring or unusual transactions or events, after discussion between the Manager and the Independent Directors and approval by a majority of the independent directors in the case of non-recurring or unusual transactions or events. The fees paid by a taxable REIT subsidiary of the Company to employees, agents or affiliates of the Manager with respect to profits of such taxable REIT subsidiary (or any subsidiary thereof) are deducted from the Company's quarterly calculation of incentive compensation payable to the Manager.  Additionally, any income taxes payable by a taxable REIT subsidiary of the Company will be excluded from the Company's calculation of operating earnings.

•	Reimbursement of out-of-pocket expenses and certain other costs incurred by the Manager that relate directly to the Company and its operations.

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•	if such shares are traded on a securities exchange, at the average of the closing prices of the shares on such exchange over the thirty day period ending three days prior to the issuance of such shares;

•	if such shares are actively traded over-the-counter, at the average of the closing bid or sales price as applicable over the thirty day period ending three days prior to the issuance of such shares; and

•	if there is no active market for such shares, the value is the fair market value thereof, as reasonably determined in good faith by the board of directors of the Company.

•	unsatisfactory performance; and/or

•	unfair compensation payable to the Manager where fair compensation cannot be agreed upon by the Company (pursuant to a vote of two-thirds of the independent directors) and the Manager.

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(1)	Beginning balance includes linked transactions. Due to a change in accounting guidance, as of January 1, 2015, the concept of linked transactions no longer exists.

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(1)	The notional amount of the Company’s interest rate lock agreements in an asset position is the pass-through weighted total commitments with a weighted average pass-through percentage of 85.9%.

(2)	The notional amount is presented on a currency converted basis. The notional amount of our foreign currency hedging forward contracts was €22.9 million as of December 31, 2015.

(3)	Foreign currency forward contracts are accounted for as fair value hedges.

(4)	The notional amount of the Company's warrants is the calculated number of shares available for purchase.

(5)	Interest rate swaps contracts are accounted for as fair value hedges.

(6)	The notional amount of the Company’s interest rate lock agreements in a liability position is the pass-through weighted total commitments with a weighted average pass-through percentage of 19.5%.

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(1)	The notional amount of the Company’s interest rate lock agreements in an asset position is the pass-through weighted total commitments with a weighted average pass-through percentage of 76.4%.

(2)	The notional amount is presented on a currency converted basis. The notional amount of our foreign currency hedging forward contracts was €45.4 million as of December 31, 2014.

(3)	Foreign currency forward contracts are accounted for as fair value hedges.

(4)	The notional amount of the Company's warrants is the calculated number of shares available for purchase.

(5)	Interest rate swaps contracts are accounted for as fair value hedges.

(6)	The notional amount of the Company’s interest rate lock agreements in a liability position is the pass-through weighted total commitments with a weighted average pass-through percentage of 21.2%.

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(1)	Amounts represent collateral pledged that is available to be offset against liability balances associated with term facilities, repurchase agreements and derivative transactions.

(2)	Amounts represent amounts pledged as collateral against derivative transactions.

(3)	The fair value of securities and/or cash and cash equivalents pledged against the Company's swaps was $500,000 and $2.6 million at December 31, 2015 and 2014, respectively.

(4)	The combined fair value of securities and loans pledged against the Company's various term facilities and repurchase agreements was $643.2 million and $565.6 million at December 31, 2015 and 2014, respectively.

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(1)	Includes interest expense for the Convertible Senior Notes of $17.4 million, $8.8 million, and $1.5 million for the years ended December 31, 2015, 2014, and 2013, respectively.

(2)	Includes interest expense for the Unsecured Junior Subordinated Debentures of $2.4 million, $2.4 million, and $2.4 million for the years ended December 31, 2015, 2014, and 2013, respectively.

(3)	Includes general corporate expenses and inter-segment eliminations not allocable to any particular operating segment.

(1)	Includes assets not allocable to any particular operating segment.

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ITEM 9.	CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9A.	CONTROLS AND PROCEDURES

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ITEM 9B.	OTHER INFORMATION

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ITEM 11.	EXECUTIVE COMPENSATION

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•	Mr. J. Cohen was awarded 19,588 shares of restricted stock for fiscal 2015, as compared to 102,670 shares of restricted stock for fiscal 2014.

•	Mr. Blomstrom was awarded 4,897 shares of restricted stock for fiscal 2015, as compared to 7,700 shares of restricted stock for fiscal 2014.

•	Mr. Bloom was awarded 17,140 shares of restricted stock for fiscal 2015, as compared to 7,700 shares of restricted stock for fiscal 2014.

•	Mr. Brotman was awarded 14,691 shares of restricted stock for fiscal 2015, as compared to 7,700 shares of restricted stock for fiscal 2014.

•	Mr. Bryant was awarded 10,515 shares of restricted stock for fiscal 2015, as compared to 5,134 shares of restricted stock for fiscal 2014.

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(1)	Mr. Bryant's salary and bonus were paid by Resource America. We began to reimburse Resource America for Mr. Bryant's salary and bonus in October 2009. Amounts represent salary and bonus earned for the years indicated, but may not have been paid in full in the respective years.

(2)	Grant date fair value, valued in accordance with FASB Accounting Standards Codification Topic 718 as the closing price of our common stock on the grant date.

(3)	Amount for Mr. Bryant represents an award of Resource America restricted stock earned during 2013. Awards of Resource America restricted stock are valued at the closing price of Resource America common stock on the date of each grant.

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(1)	These restricted stock awards were granted in 2015, but relate to fiscal 2014 compensation and are included in the summary compensation table.

(2)	Does not include shares of restricted stock granted in 2016 as compensation earned for fiscal 2015 as follows: Mr. J. Cohen - 19,588 shares; Mr. Bryant - 10,515 shares; Mr. Blomstrom - 4,897 shares; Mr. Bloom - 17,140 shares; and Mr. Brotman - 14,691 shares.

(3)	Based on the closing price of our stock on the grant date.

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•	Restricted stock awards;

•	Stock options; and

•	Resource America restricted stock awards allocable to services performed for us.

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(1)	Represents the per share market value of the respective common stock on the vesting dates multiplied by the number of shares vesting.

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(1)	Table excludes Mr. J. Cohen, an NEO, whose compensation is set forth in the Summary Compensation Table.

(2)

On February 2, 2015, Mr. Ickowicz was granted 1,819 restricted shares valued at $19.24 per share, the closing price on that day. On March 9, 2015, Messrs. Beach and Neff were each granted 2,146 restricted shares and Messrs. Hart and Levin were each granted 1,878 restricted shares valued at $18.64 per share, the closing price on that day. On March 12, 2015, Mr. Fore was granted 1,907 restricted shares valued at $18.36, the closing price on that day. On June 8, 2015, Ms. Wiggins was granted 2,124 restricted shares valued at $16.48 per share, the closing price on that day.

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ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

(1)	The address for all of our executive officers and directors is c/o Resource Capital Corp., 712 Fifth Avenue, 12th Floor, New York, New York 10019.

(2)

Includes unvested restricted stock as follows: Mr. Blackwell - 2,617 shares; Mr. Blomstrom - 41,591 shares; Mr. Bloom - 26,512 shares; Mr. Brotman - 54,340 shares; Mr. Bryant - 14,644 shares; and Mr. J. Cohen - 258,212 shares; all of these shares vest 33.3% per year following the date of grant. Each such person has the right to receive distributions on and vote, but not to transfer, all such shares.

(3)

Includes 106,958 shares held by Beach Asset Management, LLC, Beach Investment Counsel, Inc. and/or Beach Investment Management, LLC, investment management firms for which Mr. Beach is a principal for themselves or accounts managed by them and for which Mr. Beach possesses investment and/or voting power. The address for these investment management firms is Five Tower Bridge, 300 Barr Harbor Drive, Suite 220, West Conshohocken, Pennsylvania 19428.

(4)

Includes (i) 2,146 shares of restricted stock issued to each of Messrs. Beach and Neff on March 9, 2015, which vest on March 9, 2016; (ii) 3,421 shares of restricted stock issued to Mr. Ickowicz on February 1, 2016, which vest on February 1, 2017; (iii) 1,878 shares of restricted stock issued to each of Messrs. Hart and Levin on March 9, 2015, which vest on March 9, 2016; (iv) 1,907 shares of restricted stock issued to Mr. Fore on March 12, 2015, which vest on March 12, 2016; and (v) 2,124 shares of restricted stock issued to Ms. Wiggins on June 8, 2015, which vest on June 8, 2016. Each non-employee director has the right to receive distributions on and vote, but not to transfer, such shares.

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(5)	Includes 75,000 shares held by a private charitable foundation of which Messrs. E. Cohen and J. Cohen serve as co-trustees. Messrs. E. Cohen and J. Cohen disclaim beneficial ownership of these shares.

(6)	This information is based on Form 13G filed with the SEC on January 27, 2016. Blackrock Inc.'s address is 55 East 52nd Street, New York, New York 10022.

(7)	This information is based on Form 13G filed with the SEC on February 10, 2016. The Vanguard Group's address is 100 Vanguard Boulevard, Malvern, Pennsylvania 19355.

(8)	This information is based on Form 13G filed with the SEC on February 10, 2016. Mr. Taylor's and Pine River Capital Management L.P.'s address is 601 Carlson Parkway, 7th Floor, Minnetonka, Minnesota 55305.

(1)	The address for all of our executive officers and directors is c/o Resource Capital Corp., 712 Fifth Avenue, 12th Floor, New York, New York 10019.

(2)	Includes 8,510 shares held by a private charitable foundation of which Messrs. E. Cohen and J. Cohen serve as co-trustees. Messrs. E. Cohen and J. Cohen disclaim beneficial ownership of these shares.

(3)	This information is based on Form 13G filed with the SEC on January 28, 2016. 2nd Market Capital Advisory Corp.'s address is 650 N. High Point Road, Madison, Wisconsin 53717.

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(1)	We agreed to award certain personnel up to 8,840 shares of restricted stock upon the achievement of certain performance thresholds. The shares, which have been reserved for future issuance under the plans, have not been deducted from the number of securities remaining available for future issuance.

ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

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•	We will not be permitted to invest in any investment fund or CDO structured, co-structured or managed by the Manager or Resource America other than those structured, co-structured or managed on our behalf. The Manager and Resource America will not receive duplicate management fees from any such investment fund or CDO to the extent we invest in it.

•	We will not be permitted to purchase investments from, or sell investments to, the Manager or Resource America, except that we may purchase investments that have been originated by the Manager or Resource America within 60 days before our investment.

•	Any transactions between entities managed by the Manager or Resource America and us must be approved by a majority of our independent directors.

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ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES

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ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)	The following documents are filed as part of this Annual Report on Form 10-K:

1.	Financial Statements

2.	Financial Statement Schedules

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(1)	IO = interest only

(2)	Represents only Third Party Liens.

(3)	Does not include unfunded commitments.

(4)	All Whole Loans and B Notes are current with respect to principal and interest payments.

(5)	The net carrying amount of loans includes an allowance for loan loss of $41.8 million at December 31, 2015 allocated to as follows: Whole Loans $3.7 million, Mezzanine Loans $38.1 million, and B Notes $16,000.

(6)	The net carrying amount of Residential Mortgage Loans includes an allowance for loan loss of $11,000 at December 31, 2015.