FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   BARRACK THOMAS JR 2. Date of Event Requiring Statement (Month/Day/Year) 09/23/2009 3. Issuer Name and Ticker or Trading Symbol Colony Financial, Inc. [CLNY] (Last) (First) (Middle) C/O COLONY FINANCIAL, INC., 1999 AVENUE OF THE STARS, SUITE 1200 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive Chairman 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) LOS ANGELES, CA 90067 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 1,000 I By Colony Capital Acquisitions, LLC (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BARRACK THOMAS JR C/O COLONY FINANCIAL, INC. 1999 AVENUE OF THE STARS, SUITE 1200 LOS ANGELES, CA 90067	  X	  X	  Executive Chairman	Â

Signatures

/s/ David A. Palame, Attorney-in-Fact		09/23/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Colony Capital Acqusitions, LLC ("Acquisitions") is the direct owner of the securities reported herein. Colony Capital, LLC is the sole member of Acquisitions and Thomas J. Barrack, Jr. ("Barrack") is the sole managing member of Colony Capital, LLC. Accordingly, Barrack may be deemed to beneficially own all of the securities reported on this Form 3. This filing shall not be deemed an admission that Barrack is the beneficial owner of any securities beneficially owned by Acquisitions except to the extent of his pecuniary interest therein.
  Remarks: Exhibit 24 - Power of Attorney

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