X0205 3 2012-04-26 0 0001455650 NorthStar Real Estate Income Trust, Inc. NONE 0001497785 Smith Jack Fleming Jr. C/O NORTHSTAR REAL ESTATE INCOME TRUST 399 PARK AVENUE, 18TH FLOOR NEW YORK NY 10022 1 0 0 0 Restricted Common Stock 5000 D Restricted Common Stock 2500 D Pursuant to the NorthStar Real Estate Income Trust, Inc. (the "Company") Independent Directors Compensation Plan (as amended, the "Compensation Plan"), at the commencement of the Company's initial public offering, each of the Company's independent directors received a grant of 5,000 shares of restricted common stock of the Company, par value $0.01 per share (the "Restricted Stock"). These shares of Restricted Stock were issued on July 19, 2010 and vest quarterly over a four year period with an initial vesting date of October 1, 2010. Restricted Stock has no expiration date. Pursuant to the Company's Compensation Plan, each independent director receives a grant of 2,500 shares of Restricted Stock following re-election to the Company's Board of Directors. These shares of Restricted Stock were issued on June 7, 2011 and vest quarterly over a four year period with an intial vesting date of July 1, 2011. /s/ Ronald J. Lieberman, as Attorney-in-Fact for Jack F. Smith, Jr. 2012-04-27