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NorthStar Realty Finance Announces Notice Date for Security Holders to be Included in Shelf Registration Statement Relating to

  NorthStar Realty Finance Announces Notice Date for Security Holders to be
 Included in Shelf Registration Statement Relating to June 2012 Exchangeable
                                Notes Offering

PR Newswire

NEW YORK, Dec. 14, 2012

NEW YORK, Dec. 14, 2012 /PRNewswire/ --NorthStar Realty Finance Corp. (NYSE:
NRF) ("NorthStar") announced today that it expects its shelf registration
statement that was initially filed on Form S-3 with the Securities and
Exchange Commission (the "SEC") on October 10, 2012 to be declared effective
by the SEC on or about January 2, 2013. The filing of the shelf registration
statement was required by the terms of NorthStar's Registration Rights
Agreement, dated as of June 12, 2012, with Citigroup Global Markets Inc. and
UBS Securities LLC, as Representatives of the Initial Purchasers, relating to
NorthStar Realty Finance Limited Partnership's 8.875% Exchangeable Senior
Notes due 2032, fully and unconditionally guaranteed by NorthStar and NRFC
Sub-REIT Corp.

The shelf registration statement will allow electing holders of the
exchangeable notes to effect resales of shares of NorthStar's common stock
issuable upon exchange of their exchangeable notes (the "Exchange Shares")
under one or more related prospectus supplements NorthStar plans to file upon
or after the effectiveness of the shelf registration statement. The
exchangeable notes were initially offered and sold in June 2012 to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933,
as amended (the "Securities Act"). The shelf registration statement does not
register the exchangeable notes, and the exchangeable notes may not be
offered, sold or otherwise transferred except under an exemption from, or in a
transaction not subject to, the registration requirements of the Securities
Act or pursuant to an effective registration statement. Holders of the
exchangeable notes that desire to be named as selling security holders of the
Exchange Shares in the prospectus supplement included in the shelf
registration statement are required to deliver a completed notice and
questionnaire, substantially in the form attached as Annex A to the
exchangeable notes offering circular dated as of June 7, 2012, to NorthStar no
later than December 24, 2012. The notice and questionnaire should be sent to:

 NorthStar Realty Finance Corp.
 399 Park Avenue
 18th Floor
New York, NY 10022
Attention: General Counsel

NorthStar will receive no proceeds from any issuance of shares of its common
stock to the selling stockholders upon exchange of the exchangeable notes or
from any sale of Exchange Shares by the selling stockholders.

The shelf registration statement has not yet been declared effective by the
SEC. Accordingly, the securities covered by the registration statement may
not be sold nor may offers to buy be accepted prior to the time that the
registration statement becomes effective. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy the
exchangeable notes or the shares of common stock issuable upon exchange of the
exchangeable notes, nor shall it constitute an offer, solicitation or sale in
any jurisdiction in which such offer, solicitation or sale is unlawful.

Safe Harbor Statement

Certain items in this press release may constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
which can be identified by words like "anticipate," "believe," "plan," "hope,"
"goal," "expect," "future," "intend," "will," "could" and "should," and
similar expressions. These statements are based on management's current
expectations and beliefs and are subject to a number of trends and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements; NorthStar can give no assurance
that its expectations will be attained. Forward-looking statements are
necessarily speculative in nature, and it can be expected that some or all of
the assumptions underlying any forward-looking statements will not materialize
or will vary significantly from actual results. Variations of assumptions and
results may be material. Factors that could cause actual results to differ
materially from NorthStar's expectations include, but are not limited to,
changes in economic conditions generally and the real estate and bond markets
specifically, legislative or regulatory changes (including changes to the
federal income tax laws governing the taxation of real estate investment
trusts, or REITs), the timing of the effectiveness of the registration
statement, availability of capital, interest rates and interest rate spreads,
generally accepted accounting principles and policies and rules applicable to
REITs. Factors that could cause actual results to differ materially from
those in the forward-looking statements are specified in NorthStar's Annual
Report on Form 10-K for the year ended December 31, 2011, as amended, and its
other filings with the SEC. Such forward-looking statements speak only as of
the date of this press release. NorthStar expressly disclaims any obligation
to release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in its expectations with regard thereto
or change in events, conditions or circumstances on which any statement is
based.

About NorthStar Realty Finance Corp.

NorthStar Realty Finance Corp. is a diversified commercial real estate
investment and asset management company that is organized as a REIT.



SOURCE NorthStar Realty Finance

Contact: Joe Calabrese, +1-212-827-3772