X0202 4 2005-07-19 0 0001045425 RAIT INVESTMENT TRUST RAS 0001168783 BROWN EDWARD S C/O RAIT PARTNERSHIP, L.P. 1818 MARKET ST., 28TH FL. PHILADELPHIA PA 19103 0 0 0 1 Trustee Common Shares of Beneficial Interest 13448 D Includes 448 common shares of RAIT ("Common Shares") underlying the equivalent number of phantom shares previously issued to the reporting person pursuant to the RAIT Investment Trust ("RAIT") Phantom Share Plan. These phantom shares were fully vested on the date of grant and were to be redeemed for cash within 45 days from the separation from service of the reporting person from RAIT's Board of Trustees. On 7/19/2005, as permitted by the terms of the grant agreements for these phantom shares, RAIT's Compensation Committee provided that after such separation the reporting person's phantom shares will be redeemed by a distribution to the reporting person of an equivalent number of Common Shares in lieu of cash. /s/ Edward S. Brown 2005-07-19