X0303 4 2010-05-01 0 0000930236 REDWOOD TRUST INC RWT 0001024553 Hughes Martin S 1 BELVEDERE PLACE SUITE 300 MILL VALLEY CA 94941 0 1 0 0 President/Co-COO Common Stock 2010-05-01 4 M 0 13587 0 A 18587 D Stock Units in Deferred Compensation Plan 16.68 2010-05-01 4 F 0 9305.75 0 D Common Stock 9305.75 13587 D Stock Units in Deferred Compensation Plan 16.68 2010-05-01 4 M 0 5694.25 0 D Common Stock 5694.25 7892.75 D Stock Units in Deferred Compensation Plan 16.68 2010-05-01 4 M 0 7892.75 0 D Common Stock 7892.75 0 D This acquisition or disposition transaction relates to the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan. Represents fair market value of RWT common stock on transaction date for purposes of the Executive Deferred Compensation Plan. This disposition transaction represents a Compensation Committee approved withholding of securities incident to the payment of tax liability relating to the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan. Shares are subject to a mandatory holding period and will be delivered to the Participant at the time provided in the Deferral Election Form, according to the terms and conditions of the Executive Deferred Compensation Plan. No expiration date is applicable to deferred stock units. Following these reported transactions, no other Deferred Stock Units with the same original grant date are beneficially owned. Martin S. Hughes 2010-05-01