X0202 4 2008-03-05 0 0001045425 RAIT Financial Trust RAS 0001168783 BROWN EDWARD S C/O RAIT FINANCIAL TRUST CIRA CENTRE, 2929 ARCH ST., 17TH FL. PHILADELPHIA PA 19104 0 0 0 1 Trustee Common Shares of Beneficial Interest 2008-03-05 4 A 0 3816 0.00 A 20667 D Common Shares of Beneficial Interest 10000 I By Brown Family Limited Partnership These common shares underlie the equivalent number of units, or phantom units, granted to the reporting person. These units vested on the date of grant, may not be settled in cash and are redeemable automatically in common shares on a one-for-one basis on the earliest to occur of (i) the first anniversary of the date of grant or (ii) the reporting person's termination of service with the issuer. This amount includes 5,630 common shares underlying the equivalent number of phantom units and phantom shares. The sole limited partners of this limited partnership are trusts for the benefit of the children of the reporting person. The sole general partner of this limited partnership is a limited liability company whose sole members are these trusts and whose sole manager is an individual who is not a member of the reporting person's family. None of the reporting person's children share the reporting person's household at this time. The reporting person disclaims beneficial ownership of these common shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such common shares for purposes of Section 16 or for any other purpose. /s/ Anders F. Laren, attorney-in-fact 2008-03-07