Form: 5

Annual statement of changes in beneficial ownership of securities

December 9, 2011

Documents

SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0362
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hours per response: 1.0
  
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
Athene Group Ltd
(Last) (First) (Middle)
C/O WALKER CORPORATE SERVICES LIMITED
WALKER HOUSE, 87 MARY STREET
(Street)
GEORGE TOWN E9 KY1-9005
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Apollo Commercial Real Estate Finance, Inc. [ ARI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 11/10/2011 J 0(1) A (1) 3,257,366(1) I See footnote(1)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Athene Group Ltd
(Last) (First) (Middle)
C/O WALKER CORPORATE SERVICES LIMITED
WALKER HOUSE, 87 MARY STREET
(Street)
GEORGE TOWN E9 KY1-9005
(City) (State) (Zip)
1. Name and Address of Reporting Person*
LIBERTY LIFE INSURANCE CO
(Last) (First) (Middle)
2000 WADE HAMPTON BLVD
(Street)
GREENVILLE SC 29615
(City) (State) (Zip)
1. Name and Address of Reporting Person*
INVESTORS INSURANCE CORP
(Last) (First) (Middle)
2970 HARTLEY ROAD
SUITE 300
(Street)
JACKSONVILLE FL 32257
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Athene Asset Management LLC
(Last) (First) (Middle)
818 MANHATTAN BEACH BLVD
SUITE 100
(Street)
MANHATTAN BEACH CA 90266
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Apollo Life Asset Ltd.
(Last) (First) (Middle)
C/O WALKER CORPORATE SERVICES LIMITED
WALKER HOUSE, 87 MARY STREET
(Street)
GEORGE TOWN E9 KY1-9005
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Apollo Capital Management, L.P.
(Last) (First) (Middle)
9 WEST 57TH STREET 43RD FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Apollo Capital Management GP, LLC
(Last) (First) (Middle)
9 WEST 57TH STREET 43RD FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Apollo Management Holdings, L.P.
(Last) (First) (Middle)
9 W. 57TH STREET 43RD FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Apollo Management Holdings GP, LLC
(Last) (First) (Middle)
9 W. 57TH STREET 43RD FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Athene Holding Ltd
(Last) (First) (Middle)
96 PITTS BAY ROAD
(Street)
PEMBROKE D0 HM08
(City) (State) (Zip)
Explanation of Responses:
1. See Exhibit 99.1.
[see signatures attached as Exhibit 99.2] 1 12/09/2011
[see signatures attached as Exhibit 99.2] 2 12/09/2011
[see signatures attached as Exhibit 99.2] 3 12/09/2011
[see signatures attached as Exhibit 99.2] 4 12/09/2011
[see signatures attached as Exhibit 99.2] 5 12/09/2011
[see signatures attached as Exhibit 99.2] 6 12/09/2011
[see signatures attached as Exhibit 99.2] 7 12/09/2011
[see signatures attached as Exhibit 99.2] 8 12/09/2011
[see signatures attached as Exhibit 99.2] 9 12/09/2011
[see signatures attached as Exhibit 99.2] 10 12/09/2011
** 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.

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.