8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 1, 2005

CAPITAL TRUST, INC.

(Exact Name of Registrant as specified in its charter)

               Maryland                
(State or other jurisdiction
of incorporation)                1-14788                
(Commission File
Number)                94-6181186                
(IRS Employer
Identification No.)

410 Park Avenue, 14th Floor, New York, NY 10022

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 655-0220

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

A copy of a slide presentation that Capital Trust, Inc. (the “Company”) uses at investor conferences is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1 and is incorporated herein solely for purposes of this Item 7.01 disclosure. Additionally, the Company has posted the slide presentation on its website at www.capitaltrust.com under the investor relations, company presentation section.

The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this Current Report, including the exhibit, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended or the Exchange Act, regardless of any incorporation by reference language in any such filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

Item 9.01		Financial Statements and Exhibits.
	(c) Exhibits
	Exhibit Number		Description
	99.1		PowerPoint slide presentation

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CAPITAL TRUST, INC.

By:		/s/ Geoffrey G. Jervis
	Name:		Geoffrey G. Jervis
	Title:		Chief Financial Officer

Date:  November 1, 2005

Exhibit Index

Exhibit Number	Description
99.1	PowerPoint slide presentation

EX-99

Company Presentation

November 2005

Disclaimer

Except for historical information contained herein, the statements in this presentation
regarding the Company's business, strategy, portfolio management and results of
operations are forward-looking statements that are dependent upon certain risks and
uncertainties, including those related to, the availability of desirable loan and investment
opportunities, the amount of available capital, the ability to obtain and maintain targeted
levels of leverage, the level and volatility of interest rates and credit spreads and conditions
in the property and financial markets.  Those and other risks and uncertainties are described
in the Company's filings with the Securities and Exchange Commission, including the
Company's Annual Report on Form 10-K (Item 1 - Business).  We disclaim any duty or
obligation to update the information contained herein. The information contained herein is
for your convenience and general information only and nothing herein constitutes
investment advice or an offer to sell or a solicitation of an offer to buy any security.

I. Overview

II.  Investment Strategy

III.Financial Information

TABLE OF CONTENTS

Overview

Capital Trust

Largest dedicated commercial real estate subordinate debt investor in the US

Founded by Sam Zell and John Klopp in 1997

Originated $5.6 billion of investments since inception

Unparalleled track record

Less than 0.65% loss experience on the entire portfolio

Fully integrated internal management structure

Senior management averaging 18 years of experience

Expandable platform

OVERVIEW

I - 1

OVERVIEW

I - 2

CT Investment Management
Co., LLC (TRS)

100%

CT Mezzanine
Partners II LP

Unique Business Model

Balance Sheet

Net Interest Margin

Investment Management

Fee Income

CT Mezzanine
Partners III, Inc.

+

Capital Trust, Inc.

(NYSE: “CT”)

(Management Contracts)

Investment Manager

CDO Collateral Manager

Special Servicer

OVERVIEW

I - 3

Recent Highlights

Investment Volume

YTD originations of $1.2 billion on balance sheet and for funds under
management (through 9/30/05)

Efficient Debt Placement

Issued second floating rate CDO (3/05): $338 million at L + 0.49% / 0.71%

Issued first fixed rate CDO (8/05): $341 million at Swaps + 0.50% / 0.58%

Financial Performance (9/30/04 – 9/30/05)

Total assets increased by 69%

EPS (diluted) increased by 27%  

Dividends per share increased by 22%

NYSE: CT

Share Price (Close)

Current (10/31/05)$30.62

High (5/31/05)$34.97

Low (1/24/05)$28.86

Valuation Metrics

CTPeers⁽¹⁾

Price/Book                    1.4x         1.4x

P/E TTM                     12.3x       12.1x

Div. Yield (TTM)        7.0%        8.1%

TTM Return               11.3%      12.2%

Daily Volume

Average (10/31/04-10/31/05)  33,390

Trailing 12-Month Performance

3Q’ 05 Div.

Note:

(1) Peer group includes iStar Financial Inc., Anthracite Capital Inc., Newcastle Investment Corp., Arbor Realty Trust, Gramercy Capital Corp.,
      RAIT Investment Trust and NorthStar Realty Finance Corp.

2Q’ 05 Div.

1Q’ 05 Div.

OVERVIEW

I - 4

OVERVIEW

I - 5

Growth Strategy

Continue to grow balance sheet assets

Continue to grow investment management business through the sponsorship
of additional funds

Create the most efficient capital structure through the use of CDOs and other
structured products

Expand our franchise

Incubate and/or acquire complementary balance sheet and investment
management businesses

Lending/Investing

Asset Management

Administration

Finance

Capital Markets

CEO, John Klopp

Board of Directors

Sam Zell

Thomas Dobrowski

Martin Edelman

Craig Hatkoff

Edward Hyman

John Klopp

Henry Nassau

Josh Polan

Lynne Sagalyn

OVERVIEW

I - 6

38 Professionals

CFO, Geoffrey Jervis

COO, Stephen Plavin

Seasoned Management Team

Investment Strategy

II - 1

Note:

(1) Source: Federal Reserve Data.

INVESTMENT STRATEGY

A Large and Dynamic Market

CMBS has taken a larger share of a growing market

Market Growth 2x

CMBS Growth 8x

($52B)

($423B)

II - 2

INVESTMENT STRATEGY

Growth of Securitization

Record issuance of $93 billion in 2004

Note:

(1) 2005 YTD as of 6/30/05.

(1)

II - 3

Equity

1^st Mortgage

Traditional

Early Stage

A Note

Equity

Mezzanine

Current

Equity

IG CMBS

Equity

Multiple Tranches of

B Notes, Mezz.Loans,

Preferred Equity

and CMBS

INVESTMENT STRATEGY

Evolving Capital Structure

II - 4

Floating Rate

$13 Billion 2004

INVESTMENT STRATEGY

Securitized Capital Structures

Fixed Rate

$80 Billion 2004

AAA

A

AA

BBB

B Note/
Mezz

B Note/
Mezz

B Note/
Mezz

B Note/
Mezz

Equity

Equity

Equity

Equity

B

AAA

A

AA

BB

BBB

NR

Equity

Equity

Equity

Equity

II - 5

Floating Rate

5 – 15%+

Equity

Senior B Note

Junior B Note

Junior Mezzanine

Senior Mezzanine

L + 125 to 200 bps

L + 200 to 375 bps

L + 375 to 500 bps

L + 500 to 1000+ bps

INVESTMENT STRATEGY

Relative Value

AAA to A

CMBS

BBB

B

BB

NR

AAA to A

CMBS

BBB

Equity

Fixed Rate

Gross

Unleveraged Returns

Gross

Unleveraged Returns

L + 15 to 50 bps

L + 100 to 150 bps

5 – 15%+

S + 260 to 500 bps

S + 650 to 850 bps

S + 1100 to 1500+ bps

S +  30 to 60 bps

S + 85 to 150 bps

II - 6

IG CDO
Notes

CDO Equity

Below IG CDO
Notes

INVESTMENT STRATEGY

Collateralized Debt Obligation Model

Mezzanine Loans

B Notes

Subordinate CMBS

Sold to 3^rd Parties

Retained by
Capital Trust

Capital Trust RE CDO 2004-1

$324 million of collateral / Reinvesting

Capital Trust RE CDO 2005-1

$338 million of collateral / Reinvesting

CT CDO III (CMBS only)

$341 million of collateral / Static

Capital Trust RE CDO 2004-1

$253 million: L + 0.62% / 1.04%

Capital Trust RE CDO 2005-1

$299 million: L + 0.49% / 0.71%

CT CDO III

$270 million:  5.17% / 5.25%

II - 7

INVESTMENT STRATEGY

Competitive Advantages

Investment Origination

Broad Network/Established Relationships

Structural Creativity and Flexibility

Quick Turnaround/Certainty of Closing

Transaction Execution

Credit Underwriting Expertise

Financial Structuring Experience

Proven Process

Capital Access and Structuring Expertise

Equity Sources

Debt Sources

Unparalleled Track Record

Senior Debt Provided by

Bank of America

717 Fifth Avenue

New York, NY

$165 Million

Senior Debt Provided by

Wells Fargo

DRA/DDR

Portfolio

Nationwide

$175 Million

Senior Debt Provided by

Merrill Lynch

GGP

Portfolio

Nationwide

$1 Billion

Senior Debt Provided by

IXIS Real Estate
Capital

Cerberus Hotel

Portfolio

Nationwide

$900 Million

Senior Debt Provided by

JPMorgan Chase

Highland Hospitality

Portfolio

Nationwide

$160 Million

Senior Debt Provided by

Wachovia

Radisson Lexington

Hotel

New York, NY

$150 Million

Senior Debt Provided by

Bear Stearns,

Bank of America and

Merrill Lynch

Boca Resorts Portfolio

Florida

$1 Billion

Senior Debt Provided by

Lehman Brothers

261 Fifth

Avenue

New York, NY

$92 Million

Senior Debt Provided by

Morgan Stanley

Longmont Commerce

Center

Longmont, CO

$114 Million

Senior Debt Provided by

CSFB

375 Park Avenue

New York, NY

$325 Million

Senior Debt Provided by

Nomura

401 East Ocean

Boulevard

Long Beach, CA

$14 Million

Senior Debt Provided by

Greenwich Capital

Tulsa Promenade

Tulsa, OK

$33 Million

Senior Debt Provided by

Goldman Sachs and

Greenwich Capital

Mervyn’s Portfolio

Nationwide

$800 Million

II - 8

Senior Debt Provided by

GMACCM

3 Bethesda

Metro Center

Bethesda, MD

$75 Million

INVESTMENT STRATEGY

Senior Debt Provided by

Bear Stearns

Stoltz Retail

Portfolio

Nationwide

$95 Million

II - 9

Origination

Originators

Asset Mgmt.

Approval

Underwriting

Due Diligence

Senior Lenders

Borrowers

Brokers

Deal Team

Business

Credit Team

Finance/Capital

Markets Team

Legal

Structure

Investment

Committee

Board

of Directors

Credit

Providers

Partners

Asset Mgmt. Team

Credit Team

Finance/Capital

Markets Team

Legal

Deal Team

INVESTMENT STRATEGY

Investment Process

Partners

II - 10

INVESTMENT STRATEGY

Risk Management Principles

Create diversified portfolios

Asset category, property type and geographic market

Prudently employ leverage

Enhance returns

Increase the size and diversity of the portfolios

Manage a matched book

Control asset/liability mix (index & duration)

Use derivative instruments to hedge interest rate exposure

Maintain the liquidity necessary to hold and protect investments

Financial Information

Capital Trust, Inc.

9/30/05

Assets $1,333

Liabilities $1,000

Equity       $333

CT Investment

Management

Co., LLC (TRS)

(100% owned)

(Management Contracts)

CT Mezzanine

Partners II LP

9/30/05

Assets$71

Liabilities$46

Equity$25

(4.7% owned)

(5.9% owned)

III - 1

Net Interest Margin

Base and Incentive

Management Fees

FINANCIAL INFORMATION

($ millions)

CT Mezzanine

Partners III, Inc.

9/30/05

Assets$593(1)

Liabilities$383   

Equity$210   

Notes:

(1)

Book balance including participations sold.

III - 2

FINANCIAL INFORMATION

Assets ($000s)

Assets

Cash

Loans

CMBS

Fund Investments

Total Return Swap

Interest Rate Hedge (Swap)

Other

Total Assets

Liabilities

Secured Debt

CDO Debt

Other

Total Liabilities

Common Equity

9/30/05

$16,501

815,225

454,260

16,503

4,000

1,070

25,196

$1,332,755

$157,774

823,817

      18,557

$1,000,148

$332,607

Notes:

(1)

Excludes one $3,038 NPL.

(2)

GAAP Yield multiplied by book balance equates to GAAP income for the asset.

(1)

(2)

(2)

(1)

Interest Rate Hedge (Swap)

$134 million notional

Pay 4.43% and receive LIBOR

CMBS

Issues/Bonds:

25/36

Face Value:

$493,127

Variable/Fixed:

20% / 80%

GAAP Yield:

7.97%

WAL:

6.7 years

“Average” Rating:

BB

Fund Investments

$Value

Fund II

$1,800

Fund III

9,903

Capitalized Costs

4,800

Total

$16,503

Loans

# of Loans:

73

Face:

$812,187

Variable/Fixed:

84% / 16%

GAAP Yield:

7.90%

WAL:

4.24

WALTV:

69%

NOI Yield:

12.56%

Total Return Swap

$20 million synthetic interest

Receive L+13.75% on $4 million

III - 3

FINANCIAL INFORMATION

Portfolio Breakdown

Assets

Cash

Loans

CMBS

Fund Investments

Total Return Swap

Interest Rate Hedge (Swap)

Other

Total Assets

Liabilities

Secured Debt

CDO Debt

Other

Total Liabilities

Common Equity

9/30/05

$16,501

815,225

454,260

16,503

4,000

1,070

25,196

$1,332,755

$157,774

823,817

      18,557

$1,000,148

$332,607

Liabilities and Equity ($000s)

III - 4

FINANCIAL INFORMATION

Secured Debt

Over $600 million of committed credit facilities

Multiple providers (Morgan Stanley, Goldman
Sachs, Bear Stearns, Liquid Funding, Commerz
Bank)

Coupon: LIBOR + 35 bps to LIBOR + 200 bps

GAAP Cost of Funds: 5.21%

Collateralized Debt Obligations

Investment grade CDO Notes sold

Non-recourse, non-mark-to-market, term and
index-matched

CDO I & II: weighted average coupon of L +
0.55%, estimated all-in cost L + 0.87%

CDO III: cash cost 5.17%, all-in cost 5.25%

Common Equity

15.3 million shares outstanding⁽¹⁾

Book value per share: $21.70

16% owned by officers & directors

Notes:

(1)

Includes in-the-money options and warrants as of 9/30/05.

CT Investment

Management

Co., LLC (TRS)

CT Mezzanine

Partners II LP

9/30/05

Assets  $71

Liabilities  $46

Equity  $25

III - 5

FINANCIAL INFORMATION

Investment Management

$1.2 billion of investments

Investment period expired

1.3% mgmt. fee per annum

20% of profits after 10% pref. return
and 100% return of capital
(50%/50%, CT/Citi)

($ millions)

(Management Contracts)

CT Mezzanine

Partners III, Inc.

9/30/05

Assets$593

Liabilities$383

Equity$210

$425 million of equity commitments

Investment period expired

1.4% mgmt. fee per annum

20% of profits after 10% pref. return
and 100% return of capital
(62.5%/37.5%, CT/Citi)

$1.5 billion of equity raised in three funds to date

(CT: 4.7%)

(CT: 5.9%)

(1)

Notes:

(1)

Book balance including participations sold.

Portfolio Net Interest Margin

Interest Income

Interest Expense

Net Interest Margin

Other Revenue

Fund Management Fees

Fund Investment Income

Other

Subtotal

Other Expenses

G&A

D&A

Subtotal

Income Taxes

Net Income

Net Income per share (diluted)

Dividends per share

9/30/05

$22,751

10,325

12,426

1,517

467

137

2,121

5,316

278   

5,594

846

$9,799

$0.64

$0.55

Income Statement ($000s)

FINANCIAL INFORMATION

III - 6

3 Months Ended

(

)

9/30/05

$57,359

23,709

33,650

12,144

835

374

11,683

16,384

837   

17,221

315

$27,797

$1.81

$1.65

9 Months Ended

(

)

(

)

(

)

FINANCIAL INFORMATION

III - 7

Conclusion

Dominant franchise in an attractive/growing market niche

Organic growth through:

Balance sheet investments – net interest margin

Assets under management – base and incentive management fees

Stable capital structure through the use of CDOs and other structured products

Expandable platform:

Other real estate strategies

Specialty finance/structured products