X0202 4 2006-08-14 0 0001095651 ISTAR FINANCIAL INC SFI 0001220479 SUGARMAN JAY 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK NY 10036 1 1 0 0 Chairman and CEO Common stock, $.001 par value 2006-08-14 4 S 0 33000 40.9911 D 2102692 D Common stock, $.001 par value 2006-08-14 4 J 0 0 0 D 697344 I By family trusts On August 14, 2006, the reporting person sold 33,000 shares of common stock of iStar Financial Inc. pursuant to a Rule 10b5-1 sales plan initially adopted by the reporting person on August 24, 2005. Following the completion of this transaction, the reporting person is the beneficial owner of a total of 2,800,036 shares of common stock of iStar Financial Inc., of which 2,102,692 shares are owned directly and 697,344 shares are owned indirectly through three family trusts. In addition, the reporting person owns 41,073 restricted stock units, representing the right to receive an equivalent number of shares of iStar common stock if and when the units have vested. On May 5, 2006, 233,010 shares of common stock of iStar Financial Inc. held by a family trust established for the benefit of the reporting person's children, and indirectly beneficially owned by the reporting person, were transferred to the reporting person and are held by him directly. This transaction was exempt from reporting under Section 16 of the Securities Exchange Act of 1934. s/ Jay Sugarman 2006-08-15