Sec Form 4 Filing - GREENHILL CAPITAL PARTNERS, LLC @ CROWN CASTLE INTERNATIONAL CORP - 2007-07-05

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
GREENHILL CAPITAL PARTNERS, LLC
2. Issuer Name and Ticker or Trading Symbol
CROWN CASTLE INTERNATIONAL CORP [ CCI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Sharehldr w/ Bd Representation
(Last) (First) (Middle)
300 PARK AVENUE, 23RD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
07/05/2007
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 07/05/2007 D 5,340,000 ( 1 ) ( 2 ) D $ 35.3 5,298,328 ( 2 ) D ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GREENHILL CAPITAL PARTNERS, LLC
300 PARK AVENUE, 23RD FLOOR
NEW YORK, NY10022
Sharehldr w/ Bd Representation
GCP SPV I, LLC
300 PARK AVENUE, 23RD FLOOR
NEW YORK, NY10022
Sharehlr w/ Bd Representation
GCP SPV 2, LLC
300 PARK AVENUE, 23RD FLOOR
NEW YORK, NY10022
Sharehldr w/ Bd Representation
Signatures
/s/ Ulrika Ekman, Greenhill Capital Partners, LLC, By: Ulrika Ekman, General Counsel and Secretary 07/09/2007
Signature of Reporting Person Date
/s/ Ulrika Ekman, GCP SPV 1, LLC, By: GCP Managing Partner, L.P., as Manager of GCP SPV 1, LLC 07/09/2007
Signature of Reporting Person Date
/s/ Ulrika Ekman, By: Greenhill Capital Partners, LLC, as General Partner of GCP Managing Partner, L.P., By: Ulrika Ekman, General Counsel and Secretary 07/09/2007
Signature of Reporting Person Date
/s/ Ulrika Ekman, GCP SPV 2, LLC, By: GCP Managing Partner II, L.P., as Manager of GCP SPV 2, LLC 07/09/2007
Signature of Reporting Person Date
/s/ Ulrika Ekman, By: Greenhill Capital Partners, LLC, as General Partner of GCP Managing Partner II, L.P., By: Ulrika Ekman, General Counsel and Secretary 07/09/2007
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This form is being filed by the following Reporting Persons: Greenhill Capital Partners LLC, GCP SPV 1, LLC and GCP SPV 2, LLC. Greenhill Capital Partners LLC is the general partner of each of GCP Managing Partner, L.P., which acts as the manager for GCP SPV 1, LLC and GCP Managing Partner II, L.P., which acts as the manager for GCP SPV 2, LLC.
( 2 )Greenhill Capital Partners LLC sold 16,308 shares, GCP SPV 1, LLC sold 4,926,476 shares and GCP SPV 2 LLC sold 397,216 shares. Following the reported transaction, Greenhill Capital Partners LLC owned 16,180 shares, GCP SPV 1, LLC owned 4,888,032 shares and GCP SPV 2, LLC owned 394,116 shares. GCP SPV 1, LLC and GCP SPV 2, LLC subsequently transferred all of the shares that they owned to their shareholders. Accordingly, GCP SPV 1, LLC and GCP SPV 2, LLC each own zero shares and Greenhill Capital Partners, L.P. owns 3,019,658 shares, Greenhill Capital Partners (Cayman), L.P. owns 447,067 shares, Greenhill Capital Partners (Executives), L.P. owns 475,029 shares, Greenhill Capital, L.P. owns 946,278 shares, Greenhill Capital Partners II, L.P. owns 202,843 shares, Greenhill Capital Partners (Cayman) II, L.P. owns 79,498 shares, Greenhill Capital Partners (Executives) II, L.P. owns 13,990 shares and Greenhill Capital Partners (Employees) II, L.P. owns 97,785 shares.

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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.