Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate ~~Web site,~~Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes ☒ No ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange ~~Act.~~Act). Yes ☐ No ☒

As of ~~November 13, 2017, there were 117,771,673 outstanding~~August 14, 2018, the issuer had the following shares outstanding: 222,140,469 shares of Class S common stock, ~~27,873,679 outstanding~~17,344,262 shares of Class IT common stock, ~~2,981,473 outstanding~~22,061,631 shares of Class D common stock, and ~~4,315,936 outstanding~~78,941,312 shares of Class TI common stock.

	September 30,			December 31,
	2017			2016			June 30, 2018			December 31, 2017
Assets
Investments in real estate, net	$	2,234,133		$	—		$	6,748,035		$	3,406,555
Investments in real estate-related securities		644,371			—			1,650,393			915,742
Cash and cash equivalents		30,820			200			56,456			31,166
Restricted cash		105,881			—			179,588			126,563
Intangible assets, net		88,510			—
Other assets		23,754			—			299,508			145,282
Total assets	$	3,127,469		$	200		$	8,933,980		$	4,625,308

Liabilities and Equity
Mortgage notes, term loan, and revolving credit facility, net	$	1,155,391		$	—
Mortgage notes, term loans, and revolving credit facilities, net							$	4,493,579		$	2,111,291
Repurchase agreements		478,455			—			1,102,240			682,848
Affiliate line of credit		122,676			—			—			5,374
Due to affiliates		101,983			86			199,016			133,071
Subscriptions received in advance		98,435			—
Accounts payable, accrued expenses, and other liabilities		58,103			29			508,871			182,835
Total liabilities	$	2,015,043		$	115			6,303,706			3,115,419

Commitments and contingencies		—			—			—			—
Redeemable non-controlling interest								9,187			250

Equity
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding as of September 30, 2017 and December 31, 2016		—			—
Common stock — Class S shares, $0.01 par value per share, 500,000,000 shares authorized; 98,779,308 and no shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		988			—
Common stock — Class T shares, $0.01 par value per share, 500,000,000 shares authorized; 2,208,763 and no shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		22			—
Common stock — Class D shares, $0.01 par value per share, 500,000,000 shares authorized; 1,225,700 and no shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		12			—
Common stock — Class I shares, $0.01 par value per share, 500,000,000 shares authorized; 23,277,430 and 20,000 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		233			—
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; no shares issued and outstanding as of June 30, 2018 and December 31, 2017								—			—
Common stock — Class S shares, $0.01 par value per share, 500,000,000 shares authorized; 198,618,151 and 130,085,145 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively								1,986			1,301
Common stock — Class T shares, $0.01 par value per share, 500,000,000 shares authorized; 14,857,931 and 5,624,614 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively								149			56
Common stock — Class D shares, $0.01 par value per share, 500,000,000 shares authorized; 16,827,076 and 3,955,114 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively								168			40
Common stock — Class I shares, $0.01 par value per share, 500,000,000 shares authorized; 66,715,121 and 30,719,160 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively								667			307
Additional paid-in capital		1,177,444			200			2,884,242			1,616,720
Accumulated deficit and cumulative distributions		(75,129	)		(115	)		(297,090	)		(132,633	)
Total stockholders' equity		1,103,570			85			2,590,122			1,485,791
Non-controlling interests		8,856			—			30,965			23,848
Total equity		1,112,426			85			2,621,087			1,509,639
Total liabilities and equity	$	3,127,469		$	200		$	8,933,980		$	4,625,308


	Three Months Ended September 30,					Nine Months Ended September 30,			For the Period March 2, 2016 (date of initial capitalization) through September 30,		Three Months Ended June 30,						Six Months Ended June 30,
	2017			2016		2017			2016		2018			2017			2018			2017
Revenues
Rental revenue	$	33,599		$	—	$	55,727		$	—	$	110,254		$	21,230		$	188,767		$	22,128
Tenant reimbursement income		3,230			—		5,503			—		15,560			2,206			24,608			2,273
Hotel revenue		9,874			—		15,048			—		21,196			3,748			39,017			5,174
Other revenue		2,201			—		3,409			—		5,216			1,155			9,518			1,208
Total revenues		48,904			—		79,687			—		152,226			28,339			261,910			30,783
Expenses
Rental property operating		15,938			—		25,632			—		51,452			9,389			90,070			9,694
Hotel operating		6,668			—		9,617			—		13,522			2,109			25,136			2,949
General and administrative		1,716			—		5,969			—		2,901			1,567			4,946			4,253
Management fee		3,712			—		3,712			—		9,281			—			16,250			—
Performance participation allocation		5,711			—		10,952			—		9,476			5,241			17,349			5,241
Depreciation and amortization		40,359			—		65,145			—		84,826			23,696			158,950			24,786
Total expenses		74,104			—		121,027			—		171,458			42,002			312,701			46,923
Other income (expense)
Income from real estate-related securities		4,026			—		7,435			—		17,397			2,543			30,632			3,409
Interest income		36			—		418			—		121			117			198			382
Interest expense		(10,866	)		—		(16,413	)		—		(49,841	)		(5,541	)		(81,232	)		(5,547	)
Other expenses		(27	)				(55	)
Total other (expense) income		(6,831	)		—		(8,615	)		—
Net loss before income tax		(32,031	)		—		(49,955	)		—
Income tax benefit		184			—		140			—
Other income (expense)												(389	)		(157	)		(389	)		(72	)
Total other income (expense)												(32,712	)		(3,038	)		(50,791	)		(1,828	)
Net loss	$	(31,847	)	$	—	$	(49,815	)	$	—	$	(51,944	)	$	(16,701	)	$	(101,582	)	$	(17,968	)
Net loss attributable to non-controlling interests	$	122		$	—	$	122		$	—	$	1,462		$	—		$	3,552		$	—
Net loss attributable to BREIT stockholders	$	(31,725	)	$	—	$	(49,693	)	$	—	$	(50,482	)	$	(16,701	)	$	(98,030	)	$	(17,968	)
Net loss per share of common stock — basic and diluted	$	(0.28	)	$	—	$	(0.66	)	$	—	$	(0.19	)	$	(0.22	)	$	(0.41	)	$	(0.31	)
Weighted-average shares of common stock outstanding, basic and diluted		112,585,463			20,000		75,771,929			20,000		272,727,892			76,595,994			239,600,008			57,060,077
Gross distributions declared per share of common stock											$	0.16		$	0.13		$	0.31		$	0.17

	Par Value											Accumulated												Par Value													Accumulated
	Common		Common		Common		Common		Additional			Deficit and			Total									Common			Common		Common		Common			Additional			Deficit and			Total			Non-
	Stock		Stock		Stock		Stock		Paid-in			Cumulative			Stockholders'			Non-controlling			Total			Stock			Stock		Stock		Stock			Paid-in			Cumulative			Stockholders'			controlling			Total
	Class S		Class T		Class D		Class I		Capital			Distributions			Equity			Interests			Equity			Class S			Class T		Class D		Class I			Capital			Distributions			Equity			Interests			Equity
Balance at December 31, 2016	$	—	$	—	$	—	$	—	$	200		$	(115	)	$	85		$	—		$	85		$	—		$	—	$	—	$	—		$	200		$	(115	)	$	85		$	—		$	85
Common stock issued																									711			—		2		172			893,765			—			894,650			—			894,650
Distribution reinvestment																									3			—		—		1			4,266			—			4,270			—			4,270
Offering costs																									—			—		—		—			(70,369	)		—			(70,369	)		—			(70,369	)
Amortization of restricted stock grant																									—			—		—		—			52			—			52			—			52
Net loss																									—			—		—		—			—			(17,968	)		(17,968	)		—			(17,968	)
Distributions declared on common stock																									—			—		—		—			—			(10,270	)		(10,270	)		—			(10,270	)
Balance at June 30, 2017																								$	714		$	—	$	2	$	173		$	827,914		$	(28,353	)	$	800,450		$	—		$	800,450

Balance at December 31, 2017																								$	1,301		$	56	$	40	$	307		$	1,616,720		$	(132,633	)	$	1,485,791		$	23,848		$	1,509,639
Common stock issued		978		22		12		230		1,262,811			—			1,264,053			—			1,264,053			668			92		128		353			1,325,418			—			1,326,659			—			1,326,659

Offering costs		—		—		—		—		(98,938	)		—			(98,938	)		—			(98,938	)		—			—		—		—			(83,852	)		—			(83,852	)		—			(83,852	)

Distribution reinvestment		10		—		—		3		13,481			—			13,494			—			13,494			25			1		—		9			38,466			—			38,501			—			38,501

Common stock repurchased		—		—		—		—		(187	)		—			(187	)		—			(187	)		(8	)		—		—		(2	)		(11,104	)		—			(11,114	)		—			(11,114	)

Amortization of restricted stock grants		—		—		—		—		77			—			77			—			77			—			—		—		—			50			—			50			—			50

Net loss		—		—		—		—		—			(49,693	)		(49,693	)		(122	)		(49,815	)

Net loss ($622 allocated to redeemable non-controlling interest)																									—			—		—		—			—			(98,030	)		(98,030	)		(2,930	)		(100,960	)
Distributions declared on common stock		—		—		—		—		—			(25,321	)		(25,321	)		—			(25,321	)		—			—		—		—			—			(66,427	)		(66,427	)		—			(66,427	)

Contributions from non-controlling interests		—		—		—		—		—			—			—			8,978			8,978			—			—		—		—			—			—			—			11,274			11,274

Balance at September 30, 2017	$	988	$	22	$	12	$	233	$	1,177,444		$	(75,129	)	$	1,103,570		$	8,856		$	1,112,426
Distributions to non-controlling interests																									—			—		—		—			—			—			—			(1,227	)		(1,227	)
Allocation to redeemable non-controlling interest																									—			—		—		—			(1,456	)		—			(1,456	)		—			(1,456	)
Balance at June 30, 2018																								$	1,986		$	149	$	168	$	667		$	2,884,242		$	(297,090	)	$	2,590,122		$	30,965		$	2,621,087

						Six Months Ended June 30,
	Nine Months Ended September 30, 2017			For the Period March 2, 2016 (date of initial capitalization) through September 30, 2016		2018			2017
Cash flows from operating activities:
Net loss	$	(49,815	)		—	$	(101,582	)	$	(17,968	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Management fee							16,250			—
Performance participation allocation							17,349			—
Depreciation and amortization		65,145			—		158,950			24,786
Unrealized gain on changes in fair value of financial instruments		(993	)		—		(3,848	)		(1,635	)
Realized loss on settlement of real estate-related securities		177			—
Straight-line rent adjustment		(1,118	)		—
Amortization of above- and below-market lease intangibles		(792	)		—
Amortization of below-market and prepaid ground lease intangibles		156			—
Amortization of deferred financing costs		771			—
Amortization of restricted stock grants		77			—
Bad debt expense		709			—
Other items							(519	)		(203	)
Change in assets and liabilities:
(Increase) / decrease in other assets		(10,824	)		—		(24,186	)		(6,277	)
Increase / (decrease) in due to affiliates		18,523			—		(257	)		7,634
Increase / (decrease) in accounts payable, accrued expenses, and other liabilities		22,244			—		42,168			13,147
Net cash provided by operating activities		44,260			—		104,325			19,484
Cash flows from investing activities:
Acquisitions of real estate		(2,245,885	)		—		(3,372,075	)		(1,509,640	)
Capital improvements to real estate		(3,290	)		—		(28,843	)		(461	)
Pre-acquisition costs		(9,201	)		—		(615	)		(1,123	)
Purchase of real estate-related securities		(660,151	)		—		(676,394	)		(300,040	)
Proceeds from settlement of real estate-related securities		16,596			—		115,619			16,596
Net cash used in investing activities		(2,901,931	)		—		(3,962,308	)		(1,794,668	)
Cash flows from financing activities:
Proceeds from issuance of common stock		1,264,053			—		1,204,297			894,650
Offering costs paid		(15,388	)		—		(19,208	)		(10,102	)
Subscriptions received in advance		98,435			—		137,896			88,657
Repurchase of common stock		(187	)		—		(6,881	)		—
Borrowings from mortgage notes, term loan, and revolving credit facility		1,055,913			—
Redemption of redeemable non-controlling interest							(8,400	)		—
Borrowings from mortgage notes, term loans, and revolving credit facilities							3,141,053			723,304
Repayments from mortgage notes, term loans, and revolving credit facilities							(894,600	)		—
Borrowings under repurchase agreements		491,026			—		508,949			182,154
Settlement of repurchase agreements		(12,571	)		—		(89,557	)		(12,571	)
Borrowings from affiliate line of credit		617,650			—		575,000			178,208
Repayments on affiliate line of credit		(495,150	)		—		(580,250	)		(134,500	)
Payment of deferred financing costs		(12,384	)		—		(19,847	)		(8,742	)
Contributions from non-controlling interests		8,978			—		11,274			—
Distributions to non-controlling interests							(1,652	)		—
Distributions		(6,203	)		—		(21,776	)		(1,917	)
Net cash provided by financing activities		2,994,172			—		3,936,298			1,899,141
Net change in cash and cash equivalents and restricted cash		136,501			—		78,315			123,957

Cash and cash equivalents and restricted cash, beginning of period	$	200		$	200		157,729			200
Cash and cash equivalents and restricted cash, end of period	$	136,701		$	200	$	236,044		$	124,157

Reconciliation of cash and cash equivalents and restricted cash to the consolidated balance sheets:
Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets:
Cash and cash equivalents	$	30,820		$	200	$	56,456		$	31,296
Restricted cash		105,881			—		179,588			92,861
Total cash and cash equivalents and restricted cash	$	136,701		$	200	$	236,044		$	124,157

Non-cash investing and financing activities:
Assumption of mortgage notes in conjunction with acquisitions of real estate						$	151,220		$	—
Assumption of other liabilities in conjunction with acquisitions of real estate						$	36,625		$	10,459
Accrued capital expenditures and acquisition related costs						$	8,163		$	1,003
Accrued pre-acquisition costs						$	403		$	585
Accrued distributions						$	6,194		$	4,083
Accrued stockholder servicing fee due to affiliate						$	65,254		$	53,385
Accrued offering costs due to affiliate						$	—		$	6,882
Redeemable non-controlling interest issued as settlement of performance participation allocation						$	16,974		$	—
Allocation to redeemable non-controlling interest						$	1,456		$	—
Distribution reinvestment						$	38,503		$	4,270
Accrued common stock repurchases						$	4,233		$	—
Payable for real estate-related securities						$	170,028		$	6,647

Blackstone Real Estate Income Trust, Inc. (“BREIT” or the “Company”) was formed on November 16, 2015 as a Maryland corporation and ~~intends to qualify~~qualifies as a real estate investment trust (“REIT”) for U.S. federal income tax purposes commencing with the taxable year ~~ending~~ended December 31, 2017. The Company ~~was organized to invest~~invests primarily in stabilized income-oriented commercial real estate in the United States and, to a lesser extent, ~~invest~~ in real estate-related securities. The Company is the sole general partner of BREIT Operating Partnership, L.P., a Delaware limited partnership (“BREIT OP”). BREIT Special Limited Partner ~~L.L.C.~~L.P. (the “Special Limited Partner”), a wholly-owned subsidiary of The Blackstone Group L.P. (together with its affiliates, “Blackstone”), owns a special limited partner interest in BREIT OP. Substantially all of the Company’s business is conducted through BREIT OP. The Company and BREIT OP are externally managed by BX REIT Advisors L.L.C. (the “Adviser”), an affiliate of Blackstone.

The Company has registered with the Securities and Exchange Commission (the “SEC”) an offering of up to $5.0 billion in shares of common stock, consisting of up to $4.0 billion in shares in its primary offering and up to $1.0 billion in shares pursuant to its distribution reinvestment plan (the “Offering”). The Company intends to sell any combination of four classes of shares of its common stock, with a dollar value up to the maximum aggregate amount of the Offering. The share classes have different upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. As of ~~January 1, 2017,~~June 30, 2018, the Company had ~~satisfied the minimum offering requirement and the Company’s board~~received net proceeds of ~~directors authorized the release~~$3.1 billion from selling an aggregate of ~~proceeds from escrow. As of September 30, 2017, the Company issued and sold 125,491,201~~296,037,091 shares of the Company’s common stock (consisting of ~~98,779,308~~199,474,239 Class S shares, ~~23,277,430~~14,860,908 Class IT shares, ~~1,225,700~~16,828,257 Class D shares, and ~~2,208,763~~64,873,687 Class TI shares). The Company intends to continue selling shares on a monthly basis.

As of ~~September~~June 30, ~~2017,~~2018, the Company owned 1842 investments in real estate and had 2474 positions in ~~commercial mortgage-backed securities (“CMBS”).~~real estate-related debt securities. The Company currently operates in five reportable segments: Multifamily, Industrial, Hotel, and Retail Properties, and Real Estate-Related Securities. Multifamily includes various forms of rental housing including apartments and manufactured housing. Financial results by segment are reported in Note 1413 — Segment Reporting.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. ~~All intercompany transactions have been eliminated in consolidation.~~ The condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Management believes it has made all necessary adjustments, consisting of only normal recurring items, so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing its condensed consolidated financial statements are reasonable and prudent. The accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2016~~2017 filed with the SEC.

Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the current period presentation. The Company has chosen to aggregate certain financial statement line items in the Company’s consolidated statements of operations and consolidated statements of cash flows. Such reclassifications had no effect on net loss or previously reported totals or subtotals in the consolidated statements of cash flows.

The accompanying condensed consolidated financial statements include the accounts of the Company, ~~our~~the Company’s subsidiaries and joint ventures in which ~~we have~~the Company has a controlling interest. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint ventures is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage. All intercompany balances and transactions have been eliminated in consolidation.

The Company consolidates partially owned entities, in which it has a controlling financial interest. In determining whether the Company has a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, the Company considers whether the entity is a variable interest entity (“VIE”) and whether it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has (i) the power to direct the most significant activities impacting the economic performance of the VIE and (ii) the obligation to absorb losses or receive benefits significant to the VIE. BREIT OP and each of the Company’s joint ventures are considered to be a VIE. The Company consolidates these entities because it has the ability to direct the most significant activities of the entities such as purchases, dispositions, financings, budgets, and overall operating plans.

As of June 30, 2018, the total assets and liabilities of the Company’s consolidated VIEs, excluding BREIT OP, were $1.4 billion and $960.8 million, respectively, compared to $947.9 million and $645.5 million as of December 31, 2017. Such amounts are included on the Company’s Condensed Consolidated Balance Sheets.

The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates.

Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk.

As of ~~September~~June 30, 2018 and December 31, 2017, restricted cash primarily consists of ~~$98.4~~$137.9 million and $107.6 million, respectively, of cash received for subscriptions prior to the date in which the subscriptions are ~~effective. The Company’s restricted cash~~effective, which is held ~~primarily~~ in a bank account controlled by the Company’s transfer agent but in the name of the Company.

In accordance with the guidance for business combinations, the Company determines whether the acquisition of a property qualifies as a business combination, which requires that the assets acquired and liabilities assumed constitute a business. If the property acquired is not a business, the Company accounts for the transaction as an asset acquisition. The Company has early adopted Accounting Standards Update 2017-01 — Clarifying the Definition of a Business (“ASU 2017-01”). ASU 2017-01 states that when substantially all of the fair value of the gross assetsescrow related to be acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the asset or set of assets is not a business. All property acquisitions to date have been accounted for as asset acquisitions.

Whether the acquisition of a property acquired is considered a business combination or asset acquisition, the Company recognizes the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquired entity. In addition, for transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase. The Company expenses acquisition-related costs associated with business combinations as they are incurred. The Company capitalizes acquisition-related costs associated with asset acquisitions.

Upon acquisition of a property, the Company assesses the fair value of acquired tangible and intangible assets (including land, buildings, tenant improvements, “above-market” and “below-market” leases, acquired in-place leases, other identified intangible assets and assumed liabilities) and allocates the purchase price to the acquired assets and assumed liabilities. The Company assesses and considers fair value based on estimated cash flow projections that utilize discount and/or capitalization rates that it deems appropriate, as well as other available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known and anticipated trends, and market and economic conditions.

The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. The Company also considers an allocation of purchase price of other acquired intangibles, including acquired in-place leases that may have a customer relationship intangible value, including (but not limited to) the nature and extent of the existing relationship with the tenants, the tenants’ credit quality and expectations of lease renewals. Based on its acquisitions to date, the Company’s allocation to customer relationship intangible assets has not been material.

The Company records acquired above-market and below-market leases at their fair values (using a discount rate which reflects the risks associated with the leases acquired) equal to the difference between (1) the contractual amounts to be paid pursuant to each in-place lease and (2) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed rate renewal options for below-market leases. Other intangible assets acquired include amounts for in-place lease values that are based on the Company’s evaluation of the specific characteristics of each tenant’s lease. Factors to be considered include estimates of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes ~~insurance~~ and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, the Company considers leasing commissions, legal and other related expenses.

The amortization of acquired above-market and below-market leases is recorded as an adjustment to Rental Revenue on the Company’s Consolidated Statements of Operations. The amortization of in-place leases is recorded as an adjustment to Depreciation and Amortization Expense on the Company’s Consolidated Statements of Operations. The amortization of below-market and pre-paid ground leases are recorded as an adjustment to Rental Property Operating or Hotel Operating Expenses, as applicable, on the Company’s Consolidated Statements of Operations.

The cost of buildings and improvements includes the purchase price of the Company’s properties and any acquisition-related costs, along with any subsequent improvements to such properties. The Company’s investments in real estate are stated at cost and are generally depreciated on a straight-line basis over the estimated useful lives of the assets as follows:

Significant improvements to properties are capitalized. When assets are sold or retired, their costs and related accumulated depreciation are removed from the accounts with the resulting gains or losses reflected in net income or loss for the period.

~~Repairs and maintenance are expensed to operations as incurred and are included in Rental Property Operating and Hotel Operating Expenses on the Company’s Consolidated Statements of Operations.~~

The Company’s management reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties considered to be “long-lived assets to be held and used” are considered on an undiscounted basis to determine whether an asset has been impaired, the Company’s strategy of holding properties over the long term directly decreases the likelihood of recording an impairment loss. If the Company’s strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized and such loss could be material to the Company’s results. If the Company determines that an impairment has occurred, the affected assets must be reduced to their fair value, less cost to sell. During the periods presented, no such impairment occurred.

The Company’s deferred charges include financing and leasing costs. Deferred financing costs include legal, structuring, and other loan costs incurred by the Company for its financing agreements. Deferred financing costs related to the Company’s mortgage notes and term loan are recorded as an offset to the related liability and amortized over the term of the applicable financing instruments. Deferred financing costs related to the Company’s revolving credit facility and affiliate line of credit are recorded as a component of Other Assets on the Company’s Consolidated Balance Sheets and amortized over the term of the applicable financing agreements. Deferred leasing costs incurredinsurance in connection with ~~new leases, which consist primarily~~mortgages at certain of ~~brokerage and legal fees, are recorded as a component of Other Assets on the Company’s Consolidated Balance Sheets and amortized over the life of the related lease.~~our properties.

The Company has elected to classify its investment in real estate-related securities as trading securities and carry such investments at estimated fair value. As such, the resulting gains and losses are recorded as a component of Income from Real Estate-Related Securities on the Company’s Consolidated Statements of Operations.

Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Additionally, there is a hierarchal framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and the state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does not adjust the quoted price for these investments.

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

As of ~~September~~June 30, 2018 and December 31, 2017, the Company’s ~~$644.4~~$1.7 billion and $915.7 million, respectively, of investments in real estate-related securities were classified as Level 2.

The Company’s investments in real estate-related securities are reported at fair value. As of ~~September~~June 30, ~~2017,~~2018, the Company’s investments in real estate-related securities consisted of ~~CMBS,~~commercial mortgage-backed securities (“CMBS”), which are mortgage-related fixed income securities. Mortgage-related securities are usually issued as separate tranches, or classes, of securities within each deal. The Company generally determines the fair value of its CMBS by utilizing third-party pricing service providers and broker-dealer quotations on the basis of last available bid price.

In determining the fair value of a particular investment, pricing service providers may use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models to determine the reported price. The pricing service providers’ internal models for mortgage-related securities such as CMBS usually consider the attributes applicable to a particular class of the security (e.g., credit rating, seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.

~~The~~As of June 30, 2018, the fair value of the Company’s mortgage notes, term ~~loan,~~loans, and revolving credit ~~facility,~~facilities, repurchase agreements, and affiliate line of credit ~~all approximate their~~was approximately $18.5 million below carrying value.

~~The Company’s sources of revenue and the related revenue recognition policies are as follows:~~

Rental revenue — primarily consists of base rent arising from tenant leases at the Company’s industrial, multifamily, and retail properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. The Company begins to recognize revenue upon the acquisition of the related property or when a tenant takes possession of the leased space.

Tenant reimbursement income — consists primarily of amounts due from tenants for costs related to common area maintenance, real estate taxes, and other recoverable costs included in lease agreements. The Company recognizes the reimbursement of such costs incurred as tenant reimbursement income.

Hotel revenue — consists of income from the Company’s hotel properties. Hotel revenue consists primarily of room revenue and food and beverage revenue. Room revenue is recognized when the related room is occupied and other hotel revenue is recognized when the service is rendered.

The Company intends to make an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code, commencing with its taxable year ending December 31, 2017. If the Company qualifies for taxation as a REIT, the Company generally will not be subject to federal corporate income tax to the extent it distributes 90% of its taxable income to its stockholders. REITs are subject to a number of other organization and operational requirements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income.

The Company leases its hotel investments to wholly-owned taxable REIT subsidiaries (“TRSs”). The TRSs are subject to taxation at the federal, state and local levels, as applicable. Revenues related to the hotels’ operations such as room revenue, food and beverage revenue and other revenue are recorded in the TRS along with corresponding expenses. The Company accounts for applicable income taxes by utilizing the asset and liability method. As such, the Company records deferred tax assets and liabilities for the future tax consequences resulting from the difference between the carrying Fair value of existing assets and liabilities and their respective tax basis. A valuation allowance for deferred tax assets is provided if the Company believes all or some portion of the deferred tax asset may not be realized. As of September 30, 2017, the Company recorded a deferred tax asset of $246 thousand due to its hotel investments and recorded such amount as a tax benefit within Income Tax Benefit on the Company’s Consolidated Statements of Operations.

Organization costs are expensed as incurred and recorded as a component of General and Administrative Expense on the Company’s Consolidated Statements of Operations and offering costs are charged to equity as such amounts are incurred.

The Adviser has agreed to advance certain organization and offering costs on behalf of the Company interest free (including legal, accounting, and other expenses attributable to the Company’s organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through December 31, 2017, the day before the first anniversary of the date as of which escrow for the Offering was released. The Company will reimburse the Adviser for all such advanced expenses ratably over a 60 month period following December 31, 2017.

As of September 30, 2017, the Adviser and its affiliates had incurred organization and offering costs on the Company’s behalf of $9.4 million, consisting of offering costs of $7.6 million and organization costs of $1.8 million. Such costs became the Company’s liability on January 1, 2017, the date as of which the proceeds from the Offering were released from escrow. These organization and offering costs were recorded as a component of Due to Affiliates on the Company’s Consolidated Balance Sheet as of September 30, 2017.

Blackstone Advisory Partners L.P. (the “Dealer Manager”), a registered broker-dealer affiliated with the Adviser, serves as the dealer manager for the Offering. The Dealer Manager is entitled to receive selling commissions and dealer manager fees based on the transaction price of each applicable class of shares sold in the Offering. The Dealer Manager is also entitled to receive a stockholder servicing fee of 0.85%, 0.85% and 0.25% per annum of the aggregate net asset value (“NAV”) of the Company’s ~~outstanding Class S shares, Class T shares,~~indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and ~~Class D shares, respectively.~~

~~The following table details~~discounting them back to the ~~selling commissions, dealer manager fees,~~present value using the appropriate discount rate. Additionally, the Company considers current market rates and ~~stockholder servicing fees for each applicable share class:~~

~~There is no stockholder servicing fee with respect to Class I shares. The Dealer Manager has entered into~~conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the ~~selected dealers distributing~~fair value of the Company’s shares in the Offering, which provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fees and all or a portion of the stockholder servicing fees received by the Dealer Manager to such selected dealers. The Company will cease paying the stockholder servicing fee with respect to any Class S share, Class T share or Class D share held in a stockholder’s account at the end of the month in which the total selling commissions, dealer manager fees and stockholder servicing fees paid with respect to the shares held by such stockholder within such account would exceed, in the aggregate, 8.75% (or, in the case of Class T shares sold through certain participating broker-dealers, a lower limit as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer) of the gross proceeds from the sale of such shares (including the gross proceeds of any shares issued under the Company’s distribution reinvestment plan with respect thereto). The Company will accrue the full cost of the stockholder servicing fee as an offering cost at the time each Class S, Class T, and Class D share is sold during the Offering. As of September 30, 2017, the Company had accrued $76.0 million of stockholder servicing fees related to Class S shares, Class D shares and Class T shares sold and recorded such amount as a component of Due to Affiliates on the Company’s Consolidated Balance Sheets.

Basic net loss per share of common stock is determined by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. All classes of common stock are allocated net income/(loss) at the same rate per share and receive the same gross distribution per share.

~~The restricted stock grants of Class I shares held by our directors~~indebtedness are considered to be participating securities because they contain non-forfeitable rights to distributions. The impact of these restricted stock grants on basic and diluted earnings per common share (“EPS”) has been calculated using the two-class method whereby earnings are allocated to the restricted stock grants based on dividends declared and the restricted stocks’ participation rights in undistributed earnings. As of September 30, 2017, the effects of the two-class method on basic and diluted EPS were not material to the Company’s consolidated financial statements.Level 3.

In May 2014, the ~~Financial Accounting Standards Board (“FASB”)~~FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ~~Beginning January 1, 2018, companies will be required to recognize~~ASU 2014-09 broadly amends the accounting guidance for revenue ~~to depict~~recognition. ASU 2014-09 is effective for the ~~transfer of promised goods~~first interim or ~~services to customers in an amount that reflects the consideration to which the entity expects~~annual period beginning after December 15, 2017, and is to be entitled in exchange for those goods or services and also includes additional disclosure requirements. The new standard can be adopted either retrospectively to prior reporting periods presented or as a cumulative effect adjustment as of the date of adoption.applied retrospectively. The Company ~~is taking inventory~~adopted ASU 2014-09 in the first quarter of ~~its revenue streams~~2018 and ~~performing~~the pronouncement did not have a ~~detailed review of the related contracts to determine the~~material impact ~~of this standard~~ on the Company’s consolidated financial statements. ~~The majority of the Company’s revenue is derived from tenant leases at multifamily, industrial and~~

retail properties. As such the adoption of ASU 2014-09 will not have an impact on both the Rental Revenue and Tenant Reimbursement Income revenue streams. However, upon adoption of the new leasing standard, ASU 2014-09 may impact the presentation of certain lease and non-lease components of revenue. See below for a further description of the expected impact the new leasing standard may have on the Company. The Company is finalizing its assessment of the expected impact ASU 2014-09 will have on its performance obligations related to the revenue components at the Company’s hotel properties. Due to the fact that the Company’s hotel properties are select service hotels whereby the customer is generally allowed to cancel their reservation within a certain period of time, the Company does not expect the adoption of ASU 2014-09 to have a material impact on the revenue recognition policy for the Company’s hotel properties.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which will require organizations that lease assets to recognize the assets and liabilities for the rights and obligations created by those leases on their balance sheet. Additional disclosure regarding a company’s leasing activities will also be expanded under the new guidance. In March 2018, the FASB approved an amendment to the new Leases standard that allows a practical expedient for lessors from separating lease and non-lease components. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and requires a modified retrospective transition. The Company is currently evaluating the potential impact of this pronouncement on the Company’s consolidated financial statements from both a lessor and lessee standpoint. Under the new leasing standard, lessor accounting remains substantially the same as current GAAP. ~~However, the classification of certain lease and non-lease components, such as tenant reimbursement income for real estate taxes and insurance, may change but will not impact total revenue.~~ The new lease standard will have a significant impact on lessee accounting. As such, the Company will be required to recognize a right of use asset on the Company’s consolidated balance sheet along with a lease liability equal to the present value of the remaining minimum lease payments for the Company’s ground leases. As of June 30, 2018, the undiscounted future minimum lease payments due under the Company’s long-term ground leases total $14.1 million.

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, the Company acquired interests in 1815 real estate investments, which were comprised of 50155 industrial, 2740 multifamily 7and four hotel ~~and 1 retail property. As of December 31, 2016, the Company had not commenced its principal operations and had not acquired any real estate investment~~ properties.

The following table provides further details of the properties acquired during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 ($ in thousands):

Property Name

Ownership
Interest

Number of
Properties

Location

Sector

Acquisition
Date

Purchase Price⁽¹⁾

Hyatt Place UC Davis⁽²⁾

100%

1

Davis, CA

Hotel

Jan. 2017

$
32,687

Sonora Canyon

100%

1

Mesa, AZ

Multifamily

Feb. 2017

40,983

Stockton

100%

1

Stockton, CA

Industrial

Feb. 2017

32,751

Bakers Centre

100%

1

Philadelphia, PA

Retail

Mar. 2017

54,223

TA Multifamily Portfolio

100%

6

Various⁽³⁾

Multifamily

Apr. 2017

432,593

HS Industrial Portfolio

100%

38

Various⁽⁴⁾

Industrial

Apr. 2017

405,930

Emory Point⁽²⁾

100%

1

Atlanta, GA

Multifamily⁽⁵⁾

May 2017

201,578

Nevada West

100%

3

Las Vegas, NV

Multifamily

May 2017

170,965

Hyatt Place San Jose Downtown

100%

1

San Jose, CA

Hotel

June 2017

65,321

Mountain Gate & Trails

100%

2

Las Vegas, NV

Multifamily

June 2017

83,572

Elysian West

100%

1

Las Vegas, NV

Multifamily

July 2017

107,027

Florida Select-Service 4-Pack

100%

4

Tampa & Orlando, FL

Hotel

July 2017

58,973

Hyatt House Downtown Atlanta

100%

1

Atlanta, GA

Hotel

Aug. 2017

35,332

Harbor 5

100%

5

Dallas, TX

Multifamily

Aug. 2017

146,161

Gilbert Multifamily

90%

2

Gilbert, AZ

Multifamily

Sept. 2017

147,039

Domain & GreenVue Multifamily

100%

2

Dallas, TX

Multifamily

Sept. 2017

134,452

Fairfield Industrial

100%

11

Fairfield, NJ

Industrial

Sept. 2017

74,283

ACG II Multifamily Portfolio

94%

4

Various ⁽⁶⁾

Multifamily

Sept. 2017

148,038

85

$
2,371,908

Investment	Ownership Interest⁽¹⁾	Number of Properties		Location	Segment	Acquisition Date	Purchase Price⁽²⁾
Aston Multifamily Portfolio⁽³⁾	90%		8	Various⁽⁴⁾	Multifamily	Jan. 2018	$	141,743
Kraft Chicago Industrial Portfolio	100%		3	Aurora, IL	Industrial	Jan. 2018		151,365
Canyon Industrial Portfolio⁽⁵⁾	100%		146	Various⁽⁵⁾	Industrial	Mar. 2018		1,837,213
The Boulevard	100%		1	Phoenix, AZ	Multifamily	April 2018		48,392
Highroads MH	99%		3	Phoenix, AZ	Multifamily	April 2018		18,637
Blue Hills Multifamily	100%		1	Boston, MA	Multifamily	May 2018		131,747
Wave Multifamily Portfolio	100%		6	Various⁽⁶⁾	Multifamily	May 2018		423,135
ACG III Multifamily	95%		2	Gresham, OR & Turlock, CA	Multifamily	May 2018		96,182
Carroll Florida Multifamily	100%		2	Jacksonville & Orlando, FL	Multifamily	May 2018		116,832
HP Cold Storage Industrial Portfolio	100%		6	Various⁽⁷⁾	Industrial	May 2018		253,082
Henderson Select-Service 2-Pack	100%		2	Henderson, NV	Hotel	May 2018		36,260
Orlando Select-Service 2-Pack	100%		2	Orlando, FL	Hotel	May 2018		48,862
Solis at Flamingo	95%		1	Las Vegas, NV	Multifamily	June 2018		72,560
Evergreen Minari MH	99%		2	Phoenix, AZ	Multifamily	June 2018		8,614
Southwest MH	99%		14	Various⁽⁸⁾	Multifamily	June 2018		176,194
			199				$	3,560,818

The following table summarizes the purchase price allocation for the properties acquired during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 ($ in thousands):

The weighted-average amortization periods for the acquired in-place lease intangibles, ~~below-market ground lease intangibles,~~ above-market lease intangibles, and below-market lease ~~intangibles, prepaid ground lease rent and other~~ intangibles of the properties acquired during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 were ~~3, 52, 6, 6, 71~~five, five and 4seven years, respectively.

The gross carrying amount and accumulated amortization of the Company’s intangible assets and liabilities consisted of the following ($ in thousands):

	September 30, 2017			June 30, 2018			December 31, 2017
Intangible assets:
In-place lease intangibles	$	104,735		$	252,130		$	131,833
Below-market ground lease intangibles		4,683			4,623			4,623
Above-market lease intangibles		3,299			18,251			6,670
Prepaid ground lease rent		16,114			16,114			16,114
Other		676			676			676
Total intangible assets		129,507			291,794			159,916
Accumulated amortization:
In-place lease amortization		(40,496	)		(49,923	)		(45,160	)
Below-market ground lease amortization		(62	)		(122	)		(85	)
Above-market lease amortization		(314	)		(2,467	)		(600	)
Prepaid ground lease rent amortization		(94	)		(265	)		(151	)
Other		(31	)		(160	)		(76	)
Total accumulated amortization		(40,997	)		(52,937	)		(46,072	)
Intangible assets, net	$	88,510		$	238,857		$	113,844
Intangible liabilities:
Below-market lease intangibles	$	12,693		$	46,279		$	14,920
Accumulated amortization		(1,106	)		(5,719	)		(1,764	)
Intangible liabilities, net	$	11,587		$	40,560		$	13,156

The estimated future amortization on the Company’s intangibles for each of the next five years and thereafter as of ~~September~~June 30, ~~2017~~2018 is as follows ($ in thousands):

	In-place Lease Intangibles		Below-market Ground Lease Intangibles		Above-market Lease Intangibles		Pre-paid Ground Lease Intangibles		Below-market Lease Intangibles			In-place Lease Intangibles		Below-market Ground Lease Intangibles		Above-market Lease Intangibles		Pre-paid Ground Lease Intangibles		Below-market Lease Intangibles
2017 (remaining)	$	23,448	$	22	$	194	$	57	$	(743	)
2018		20,145		89		722		227		(2,745	)
2018 (remaining)												$	57,300	$	40	$	2,275	$	114	$	(5,029	)
2019		6,370		89		496		227		(2,060	)		42,579		79		4,085		227		(8,894	)
2020		5,264		89		473		227		(1,866	)		32,136		79		3,155		227		(7,015	)
2021		4,101		89		442		227		(1,617	)		24,646		79		2,563		227		(5,278	)
2022													18,082		79		1,991		227		(4,072	)
Thereafter		4,911		4,243		658		15,055		(2,556	)		27,464		4,145		1,715		14,827		(10,272	)
	$	64,239	$	4,621	$	2,985	$	16,020	$	(11,587	)	$	202,207	$	4,501	$	15,784	$	15,849	$	(40,560	)

The following ~~table details~~tables detail the Company’s investments in real estate-related securities, which are exclusively CMBS ~~as of September 30, 2017~~ ($ in thousands):

~~As of September 30, 2017, the~~The Company’s investments in real estate-related securities included 11 CMBS ~~with a total cost basis of $369.3 million~~ collateralized by properties owned by Blackstone-advised investment vehicles and CMBS collateralized by loans originated or acquired by a Blackstone-advised investment vehicle. The following table details the Company’s affiliate CMBS positions ($ in thousands):

For additional information regarding the Company’s investments in affiliated CMBS, see Note 5 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. The terms and conditions of such affiliated CMBS held as of June 30, 2018 are consistent with the terms described in such Note.

During the six months ended June 30, 2018, the borrower paid off three of the Company’s CMBS with a total cost basis of ~~$63.5~~$115.6 million collateralized by a ~~loan originated~~property owned by a Blackstone-advised investment vehicle. Such CMBS were purchased in fully or over-subscribed offerings. Each investment in such CMBS by Blackstone and its affiliates (including the Company) represented no more than a 49% participation in any individual tranche. The Company acquired its minority participation interests from third-party investment banks on market terms negotiated by the majority third-party investors. Blackstone and its affiliates (including the Company) will forgo all non-economic rights (including voting rights) in such CMBS as long as the Blackstone-advised investment vehicles either own the properties collateralizing, or have an interestvehicle, which did not result in a different part of the capital structure related to such CMBS. For the three and nine months ended September 30, 2017, the Company recorded interest income of $3.1 million and $4.3 million, respectively, related to its investments in such CMBS. Such amounts were reported as a component of Income From Real Estate-Related Securitiesgain or loss on the Company’s Condensed Consolidated ~~Statements~~Statement of Operations.

As described in Note 2, the Company classifies its investments in real estate-related securities as trading and records these investments at fair value in Real Estate-Related Securities on the Company’s Consolidated Balance Sheets. During the three and ~~nine~~six months ended ~~September~~June 30, 2018 and 2017, the Company recorded an unrealized ~~loss~~gain of ~~$0.6~~$2.1 million and ~~an unrealized gain of $1.0~~$3.8 million and $0.9 million and $1.6 million, respectively, as a component of Income ~~From~~from Real Estate-Related Securities on the Company’s Consolidated Statements of Operations. During the nine months ended September 30, 2017, one of the Company’s CMBS investments was repaid and the Company recorded a realized loss of $0.2 million as a component of Income From Real Estate-Related Securities on the Company’sCondensed Consolidated Statements of Operations. The Company did not sell any real estate-related debt securities during the three and ~~nine~~six months ended ~~September~~June 30, 2018 and 2017.

6. Mortgage Notes, Term ~~Loan,~~Loans, and Revolving Credit ~~Facility~~Facilities

The following table is a summary of the mortgage notes, term ~~loan,~~loans, and revolving credit ~~facility~~facilities secured by the Company’s properties ~~as of September 30, 2017~~ ($ in thousands):

Property

Interest
Rate⁽¹⁾

Maturity
Dates

Principal
Balance

Amortization
Period

Prepayment
Provisions⁽²⁾
TA Multifamily (excluding 55 West)

3.76%

6/1/2024

$
211,249

Interest Only

Yield Maintenance
Industrial Properties - Term Loan

L+2.10%

6/1/2022

146,000

Interest Only

Spread Maintenance
Industrial Properties - Revolving Credit Facility

L+2.10%

6/1/2022

146,000

Interest Only

None
Emory Point

3.66%

5/5/2024

130,000

Interest Only⁽⁴⁾

Yield Maintenance
Nevada West

3.75%

9/1/2024

121,380

Interest Only

Yield Maintenance
Elysian West

3.77%

9/1/2024

75,400

Interest Only

Yield Maintenance
55 West (part of TA Multifamily Portfolio)

L+2.18%

5/9/2022⁽³⁾

63,600

Interest Only

Spread Maintenance
Mountain Gate & Trails

3.75%

9/1/2024

59,985

Interest Only

Yield Maintenance
Gilbert Vistara

4.09%

10/1/2028

48,129

Interest Only

Yield Maintenance
Gilbert Redstone

4.92%

4/10/2029

40,484

Interest Only⁽⁵⁾

Yield Maintenance
ACG II - Highlands

3.62%

10/1/2024

27,715

Interest Only

Yield Maintenance
Sonora Canyon

3.76%

6/1/2024

26,455

Interest Only

Yield Maintenance
ACG II - Brooks Landing

4.60%

10/6/2025

24,500

Interest Only

Yield Maintenance
ACG II - Woodlands

4.83%

3/6/2024

23,485

Interest Only⁽⁵⁾

Yield Maintenance
ACG II - Sterling Pointe

5.36%

1/6/2024

18,900

Interest Only⁽⁵⁾

Yield Maintenance
Total principal balance

1,163,282

Deferred financing costs, net

(9,493
)

Premium on assumed debt, net

1,602

Mortgage notes, term loan, and revolving credit facility, net

$
1,155,391

					Principal Balance Outstanding⁽³⁾
Indebtedness	Weighted Average Interest Rate⁽¹⁾	Weighted Average Maturity Date⁽²⁾	Maximum Facility Size		June 30, 2018			December 31, 2017
Fixed rate loans
Fixed rate mortgages	3.98%	5/6/2025	N/A		$	3,426,067		$	1,468,294
Canyon Industrial Portfolio Mezzanine Loan	5.85%	4/5/2025	N/A			200,000			—
Total fixed rate loans	4.08%	5/4/2025				3,626,067			1,468,294
Variable rate loans
BAML Industrial Term Loan⁽⁴⁾	L+2.00%	6/1/2022	N/A			236,000			186,000
BAML Revolving Credit Facility⁽⁴⁾	L+2.00%	6/1/2022	$	236,000		217,000			186,000
Citi Revolving Credit Facility⁽⁵⁾	L+2.25%	10/26/2020		300,000		178,831			178,831
Floating rate mortgage	L+2.18%	5/9/2022	N/A			63,600			63,600
Capital One Term Loan⁽⁶⁾	L+1.60%	12/12/2022	N/A			101,000			22,500
Capital One Revolving Credit Facility⁽⁶⁾	L+1.60%	12/12/2022		101,000		101,000			20,600
Total variable rate loans	4.06%	3/18/2022				897,431			657,531
Total loans secured by the Company's properties	4.08%	9/19/2024				4,523,498			2,125,825
Deferred financing costs, net						(31,854	)		(16,075	)
Premium on assumed debt, net						1,935			1,541
Mortgage notes, term loans, and revolving credit facilities, net					$	4,493,579		$	2,111,291

The following table presents the future principal payments due under the Company’s mortgage notes, term ~~loan,~~loans, and revolving credit ~~facility~~facilities as of ~~September~~June 30, ~~2017~~2018 ($ in thousands):

~~The~~On June 29, 2018, the Company entered into a master repurchase agreement with Barclays Bank PLC (the “Barclays MRA”) providing the Company with financing secured by the Company’s investments in real estate-related securities. Repurchase agreements under the Barclays MRA will have an initial maturity date of September 29, 2021. Additionally, the Company has previously entered into master repurchase agreements with Citigroup Global Markets Inc. (the “Citi MRA”), Royal Bank of Canada (the “RBC MRA”), and Bank of America Merrill Lynch (the “BAML MRA”) to provide the Company with additional financing capacity secured by the Company’s ~~$644.4 million~~$1.7 billion of investments in real estate-related securities. The terms of the Citi MRA, RBC MRA, and BAML MRA

provide the lenders the ability to determine the size and terms of the financing provided based upon the particular collateral pledged by the Company from time-to-time. ~~As of September 30, 2017, the~~The Company did not have any outstanding ~~borrowings under~~balance on the ~~BAML MRA.~~Barclays MRA as of June 30, 2018.

The following ~~table is~~tables are a summary of ~~our~~the Company’s repurchase agreements ~~as of September 30, 2017~~ ($ in thousands):

June 30, 2018

Facility

Interest Rate⁽¹⁾

Maturity

Dates⁽²⁾

Security

Interests

Collateral Assets⁽³⁾

Outstanding

Balance

Prepayment

Provisions

Weighted Average

Interest Rate⁽¹⁾

Weighted Average

Maturity Date⁽²⁾

Security

Interests

Collateral

Assets⁽³⁾

Outstanding

Balance

Prepayment

Provisions

RBC MRA

L+1.34%

11/25/2018

CMBS

758,891

605,585

None

Citi MRA

L+1.25% - L+1.70%

10/16/2017 - 12/28/2017

CMBS

580,899

429,294

None

L+1.56%

9/7/2018

CMBS

628,491

458,896

None

RBC MRA

L+1.25% - L+1.45%

10/20/2017

CMBS

63,472

49,161

None

BAML MRA

L+1.06%

7/10/2018

CMBS

48,477

37,759

None

644,371

478,455

1,435,859

1,102,240

On January 23, 2017, the Company entered into an unsecured, uncommitted line of credit (the “Line of Credit”) up to a maximum amount of $250 million with Blackstone Holdings Finance Co. L.L.C. (“Lender”), an affiliate of Blackstone. The Line of Credit expires on January 23, 2018, and may be extended for up to 12 months, subject to Lender approval. The interest rate is the then-current rate offered by a third-party lender, or, if no such rate is available, LIBOR plus 2.25%. Interest under the Line of Credit is determined based on a one-month U.S. dollar-denominated LIBOR, which was 1.2% as of September 30, 2017. Each advance under the Line of Credit is repayable on the earliest of (i) the expiration of the Line of Credit, (ii) Lender’s demand and (iii) the date on which the Adviser no longer acts as the Company’s investment adviser, provided that the Company will have 180 days to make such repayment in the cases of clauses (i) and (ii) and 45 days to make such repayment in the case of clause (iii). To the extent the Company has not repaid all loans and other obligations under the Line of Credit when repayment is required, the Company is obligated to apply the net cash proceeds from the Offering and any sale or other disposition of assets to the repayment of such loans and other obligations; provided that the Company will be permitted to (x) make payments to fulfill any repurchase requests pursuant to the Company’s share repurchase plan, (y) use funds to close any acquisition of property that the Company committed to prior to receiving a demand notice and (z) make quarterly distributions to the Company’s stockholders at per share levels consistent with the immediately preceding fiscal quarter and as otherwise required for the Company to maintain its REIT status. As of September 30, 2017, the Company had $122.7 million in borrowings outstanding under the Line of Credit.

The following table summarizes the components of accounts payable, accrued expenses, and other liabilities ($ in thousands):

	September 30, 2017		December 31, 2016		June 30, 2018		December 31, 2017
Payable for real estate-related securities					$	170,028	$	—
Subscriptions received in advance						137,896		107,576
Intangible liabilities, net						40,560		13,156
Real estate taxes payable	$	15,867	$	—		37,319		13,202
Intangible liabilities, net		11,587		—
Accounts payable and accrued expenses		9,501		—		33,989		13,169
Tenant security deposits		5,685		—		17,170		8,107
Distribution payable		5,624		—
Accrued interest expense		4,397		—		16,161		8,072
Prepaid rental income		4,098		—		14,729		5,381
Distribution payable						13,868		7,716
Other		1,344		29		27,151		6,456
Total	$	58,103	$	29	$	508,871	$	182,835

~~The Company is authorized to issue preferred stock~~ and four classes of common stock consisting of Class S shares, Class T shares, Class D shares, and Class I shares. The Company’s board of directors has the ability to establish the preferences and rights of each class or series of preferred stock, without stockholder approval, and as such, it may afford the holders of any series or class of preferred stock preferences, powers and rights senior to the rights of holders of common stock. The differences among the common share classes relate to upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. See Note 2 for a further description of such items. Other than the differences in upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees, each class of common stock is subject to the same economic and voting rights.

~~As of September 30, 2017, the Company had authority to issue 2,100,000,000 shares, consisting of the following:~~

As of ~~September~~June 30, ~~2017,~~2018, the Company had ~~sold 125.5~~issued 297.0 million shares of its common stock in the Offering for aggregate net proceeds of ~~$1.3~~$3.1 billion. The following table details the movement in the Company’s outstanding shares of common stock (in thousands):

~~We have~~The Company has adopted a share repurchase plan whereby, subject to certain limitations, stockholders may request on a monthly basis that ~~we repurchase~~the Company repurchases all or any portion of their shares. For the ~~nine~~six months ended ~~September~~June 30, ~~2017, we~~2018, the Company repurchased ~~18,921~~1,039,003 shares of common ~~stock. We~~stock representing a total of $11.1 million. The Company had no unfulfilled repurchase requests during the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2018.

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Internal Revenue Code. ~~Beginning March 2017, the Company declared a monthly distribution to stockholders of record as of the last day of each applicable month.~~

The following table details the aggregate distributions declared for each applicable class of common stock for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2018 ($ in thousands, except share and per share data):

	Class S			Class I		Class D			Class T			Class S			Class T			Class D			Class I
Aggregate distributions declared per share of common stock	$	0.3245		$	0.3245	$	0.2471		$	0.2030
Aggregate gross distributions declared per share of common stock												$	0.3118		$	0.3118		$	0.3118		$	0.3118
Stockholder servicing fee per share of common stock		(0.0598	)		—		(0.0108	)		(0.0289	)		(0.0451	)		(0.0444	)		(0.0132	)		—
Net distributions declared per share of common stock	$	0.2647		$	0.3245	$	0.2363		$	0.1741		$	0.2667		$	0.2674		$	0.2986		$	0.3118

~~11.~~During 2017, the Special Limited Partner earned a performance participation allocation in the amount of $17.0 million. On January 1, 2018, the Company issued 1.6 million Class I units in BREIT OP to the Special Limited Partner as payment for the 2017 performance participation allocation based on the Company’s Net Asset Value (“NAV”) at December 31, 2017. In June 2018, the Special Limited Partner redeemed 0.8 million Class I units in BREIT OP for $8.4 million based on the NAV of the Class I units at May 31, 2018. As of June 30, 2018, Blackstone and its employees, including the Company’s executive officers, continue to own an aggregate of $54.0 million worth of shares of the Company and Class I units of BREIT OP.

Because the Special Limited Partner has the ability to redeem its Class I units for Class I shares in the Company or cash, at the election of the Special Limited Partner, the Company has classified these Class I units as Redeemable Non-controlling Interest in mezzanine equity on the Company’s Condensed Consolidated Balance Sheets. The Redeemable Non-controlling Interest is recorded at the greater of the carrying amount, adjusted for their share of the allocation of income or loss and dividends, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period. As the redemption value was greater than the adjusted carrying value at June 30, 2018, the Company recorded an allocation adjustment of $1.5 million between Additional Paid-in Capital and Redeemable Non-controlling Interest.

~~On August 7, 2017, the Company renewed the advisory agreement between the Company, BREIT OP and the Adviser for an additional one-year period ending August 31, 2018.~~ The Adviser is entitled to an annual management fee equal to 1.25% of the Company’s NAV, payable monthly, as compensation for the services it provides to the Company. The management fee can be paid, at the Adviser’s election, in cash, shares of common stock, or BREIT OP units. The Adviser’s management fee waiver period expired on June 30, 2017. During the three months ended September 30, 2017, the Company accrued $3.7 million of management fees, which is included in Due to Affiliates on the Company’s Consolidated Balance Sheets. The Adviser has ~~currently~~ elected to receive the management fee in shares of the Company’s common stock to date. During

the three and ~~during October 2017~~six months ended June 30, 2018, the Company incurred management fees of $9.3 million and $16.3 million, respectively. The Company issued 1,206,253 unregistered Class I shares to the Adviser as payment for such management fee and also had a payable of $3.4 million related to management fees as of June 30, 2018, which is included in Due to Affiliates on the Company’s Condensed Consolidated Balance Sheets. During July 2018, the Adviser was issued ~~355 thousand~~313,712 unregistered Class I shares as payment for the ~~$3.7~~$3.4 million management fee accrued as of ~~September~~June 30, 2018. The shares issued to the Adviser for payment of the management fee were issued at the applicable NAV per share at the end of each month for which the fee was earned. In accordance with the advisory agreement between the Company, BREIT OP and the Adviser, the Adviser waived management fees for the period January 1, 2017 to June 30, 2017, as such no management fee was incurred during the six months ended June 30, 2017.

Additionally, the Special Limited Partner holds a performance participation interest in BREIT OP that entitles it to receive an allocation of BREIT OP’s total return to its capital account. Total return is defined as distributions paid or accrued plus the change in NAV. Under the BREIT OP agreement, the annual total return will be allocated solely to the Special Limited Partner after the other unit holders have received a total return of 5% (after recouping any loss carryforward amount) and such allocation will continue until the allocation between the Special Limited Partner and all other unit holders is equal to 12.5% and 87.5%, respectively. Thereafter, the Special Limited Partner will receive an allocation of 12.5% of the annual total return. The allocation of the performance participation interest is ultimately determined at the end of each calendar year and will be paid in cash or Class I units of BREIT OP, at the election of the Special Limited Partner. During the ~~nine~~three and six months ended ~~September~~June 30, ~~2017,~~2018, the Company ~~had~~ recognized ~~$11.0~~$9.5 million and $17.3 million, respectively, of Performance Participation Allocation Expense in the Company’s Condensed Consolidated ~~Statement~~Statements of ~~Operations.~~Operations as the participation hurdle was achieved as of June 30, 2018. During both the three and six months ended June 30, 2017, the Company recognized $5.2 million of Performance Participation Allocation Expense as the participation hurdle was achieved as of June 30, 2017.

The following table details the components of due to affiliates ($ in thousands):

	September 30, 2017		December 31, 2016			June 30, 2018			December 31, 2017
Accrued stockholder servicing fee(1)	$	75,998		$	—		$	167,329		$	102,076
Performance participation allocation		10,952			—			17,349			16,974
Advanced organization and offering costs		9,389			—			9,144			10,160
Accrued management fee		3,712			—			3,371			1,904
Accrued affiliate service provider expenses		1,797			—			1,310			1,485
Advanced expenses		135			86			513			472
Total	$	101,983		$	86		$	199,016		$	133,071

As described in Note 2, the Company accrues the full amount of the future stockholder servicing fees payable to the Dealer Manager for Class S, Class T, and Class D shares up to the 8.75% of gross proceeds limit at the time such shares are sold. As of September 30, 2017, the Company accrued $76.0 million of stockholder servicing fees payable to the Dealer Manager related to the Class S, Class T, and Class D shares sold. The Dealer Manager has entered into agreements with the selected dealers distributing the Company’s shares in the Offering, which provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fee and all or a portion of the stockholder servicing fees received by the Dealer Manager to such selected dealers.

The Adviser advanced $9.4 million of organization and offering costs (excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) on behalf of the Company through September 30, 2017. Such amounts will be reimbursed to the Adviser on a pro-rata basis over 60 months beginning January 1, 2018.

The Company has engaged and expects to continue to engage BRE Hotels and Resorts, a portfolio company controlled (but not owned) by a Blackstone-advised fund, to provide day-to-day operational and management services (including revenue management, accounting, legal and contract management, expense management, and capital expenditure projects and transaction support services) for the Company’s hotel properties. The Company currently estimates the cost for such services to be approximately $200 per key per

~~annum (which will be reviewed periodically and adjusted if appropriate), plus actual costs allocated for transaction support services. During the three and nine months ended September 30, 2017,~~Beginning January 1, 2018, the Company incurred $38 thousand and $53 thousand, respectively, of expenses due to BRE Hotels and Resorts for services incurred in connection with its investments and such amount is included in Hotel Operating expenses on the Company’s Consolidated Statements of Operations.

~~The Company has~~ engaged ~~and expects to continue to engage LivCor, LLC (“LivCor”)~~Gateway Industrial Properties L.L.C., a portfolio company owned by a Blackstone-advised fund, to provide ~~day-to-day operational and management~~the services (including leasing, construction management, revenue management, accounting, legal and contract management, expense management, and capital expenditure projects and transaction support services) for the Company’s multifamily properties. The Company currently estimates the cost for such services to be approximately $300 per unit per annum (which will be reviewed periodically and adjusted if appropriate), plus actual costs allocated for transaction support services. During the three and nine months ended September 30, 2017, the Company incurred $394 thousand and $464 thousand, respectively, of expenses due to LivCor for services incurred in connection with its investments and such amount is included in Rental Property Operating expenses on the Company’s Consolidated Statements of Operations. Additionally, as of September 30, 2017, the Company capitalized $600 thousand to Investments in Real Estate on the Company’s Consolidated Balance Sheets for transaction support services provided by LivCor.

~~The Company has engaged and expects to continue to engage~~that Equity Office Management, L.L.C. ~~(“EOM”), a portfolio company owned by Blackstone-advised funds,~~had previously provided to provide day-to-day operational and management services (including property management services, leasing, construction management, accounting, legal and contract management, expense management, and capital expenditure projects and transaction support services) for the Company’s ~~office and~~ industrial properties. The Company currently estimates the cost for such services to be approximately 3% of gross revenue for property management services, 1% of gross rents from new and renewal leases for leasing services and 4% of total project costs for construction management services, plus a per square foot amount for corporate services and actual costs allocated for transaction support services. During the three and nine months ended September 30, 2017,Additionally, beginning April 1, 2018, the Company incurred $286 thousand and $757 thousand, respectively, of expenses due to EOM for services incurred in connection with its investments, and such amount is included in Rental Property Operating expenses in the Company’s Consolidated Statements of Operations. Additionally, as of September 30, 2017, the Company capitalized $20 thousand to Investments in Real Estate on the Company’s Consolidated Balance Sheets for transaction support services provided by EOM.

~~The Company has~~ engaged ~~and expects to continue to engage ShopCore Properties TRS Management~~Revantage Corporate Services, LLC, ~~(“ShopCore”),~~ a portfolio company owned by a Blackstone-advised fund, to provide ~~day-to-day operational and management~~corporate support services (including, ~~property management services, leasing, construction management, revenue management,~~without limitation, accounting, legal, ~~and contract management, expense management, and capital expenditure projects~~tax, treasury, as applicable), and transaction support ~~services)~~services to certain of the Company’s investments directly.

For further details on the Company’s relationships with its affiliated service providers, see Note 11 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. The following table details the amounts incurred for such providers during the three and six months ended June 30, 2018 and 2017 ($ in thousands). Such amounts are included in the Company’s ~~retail properties. The Company currently estimates the cost~~Condensed Consolidated Statements of ~~such services to be approximately 3% of gross revenue for property management services, 1% of gross rents from new~~Operations and renewal leases for leasing services and 4% of total project costs for construction management services, plus a per square foot amount for corporate services and actual costs allocated for transaction support services. Condensed Consolidated Balance Sheets, respectively.

During the three and ~~nine~~six months ended ~~September~~June 30, 2017, the Company incurred $72 thousand and $142 thousand, respectively, of expenses due to ShopCore for services incurred in connection with its investments and such amount is included in Rental Property Operating expenses on the Company’s Consolidated Statements of Operations.

The Company expects to set up a management incentive plan for each transaction for which the Company engages BRE Hotels and Resorts, LivCor, EOM, or ShopCore for certain senior executives of the applicable portfolio company. Neither Blackstone nor the Adviser receives any fees or incentive payments from agreements between the Company and such portfolio companies or their management teams. During the nine months ended September 30, 2017,2018, the Company has not paid or accrued any incentive fees to its affiliated service ~~providers under such agreements.~~

The Adviser had advanced $135 thousand and $86 thousand of expenses on the Company’s behalf for general corporate services provided by unaffiliated third parties as of September 30, 2017 and December 31, 2016, respectively.providers.

~~Blackstone partnered with a leading national title agency to create~~During the three and six months ended June 30, 2018, the Company paid Lexington National Land Services ~~(“LNLS”), a title agent company. LNLS acts as an agent for one or more underwriters in issuing title policies in connection with investments by the Company, Blackstone,~~$0.4 million and third parties. LNLS will not perform services in non-regulated states for the Company, unless in the context of a portfolio transaction that includes properties in rate-regulated states, as part of a syndicate of title insurance companies where the rate is negotiated by other insurers or their agents, when a third party is paying all or a material portion of the premium or in other scenarios where LNLS is not negotiating the premium. LNLS earns fees, which would have otherwise been paid to third parties, by providing title agency services and facilitating placement of title insurance with underwriters. Blackstone receives distributions from LNLS in connection with investments by the Company based on its equity interest in LNLS. During the nine months ended

~~September 30, 2017, the Company paid LNLS $160 thousand~~$0.6 million, respectively, for title services related to ~~two~~five investments and such costs were capitalized to Investments in Real Estate on the Company’s Condensed Consolidated Balance Sheet. For additional information regarding this affiliate relationship, see Note 11 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.

As of ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016,~~2017, the Company was not subject to any material litigation nor is the Company aware of any material litigation threatened against it.

The Hyatt Place UC Davis is subject to a ground lease that expires in 2070. Pursuant to the ground lease, the Company will pay the landlord annual rent equal to the greater of (a) minimum base rent of $130 thousand (subject to certain periodic adjustments) or (b) 5% of room revenue reduced by a utility rebate equal to actual utility charges paid, capped at 2% of room revenue.

The 55 West parking garage is subject to a ground lease that expires in 2085. Pursuant to the ground lease, the Company will pay the landlord annual rent equal to a fixed payment of $50 thousand and a variable payment which is the product of the prior year variable rate adjusted by the Consumer Price Index during the previous year. At the time the Company acquired the ground lease, the variable rent payment component was equal to $59 thousand.

~~The following table details the Company’s contractual obligations and commitments with payments due subsequent to September 30, 2017 ($ in thousands):~~

The following table presents the future minimum rents the Company expects to receive for its industrial and retail properties ($ in thousands). Leases at the Company’s multifamily investments are short term, generally 12 months or less, and are therefore not included.

Year	Future Minimum Rents		Future Minimum Rents
2017 (remaining)	$	9,562
2018		37,139
2018 (remaining)			$	86,638
2019		31,378		168,483
2020		28,275		149,607
2021		24,021		128,830
2022				103,644
Thereafter		59,734		226,602
Total	$	190,109	$	863,804

The Company operates in five reportable segments: Multifamily properties, Industrial properties, Hotel properties, Retail properties, and Real Estate-Related Securities. The Company allocates resources and evaluates results based on the performance of each segment individually. The Company believes that Segment Net Operating Income is the key performance metric that captures the unique operating characteristics of each segment.

The following table sets forth the total assets by segment ~~as of September 30, 2017~~ ($ in thousands):

	September 30, 2017		June 30, 2018		December 31, 2017
Multifamily	$	1,588,958	$	3,757,245	$	2,567,735
Industrial		524,988		2,899,583		636,900
Hotel		200,301		366,351		281,242
Retail		55,644		100,860		103,138
Real Estate-Related Securities		646,373		1,658,178		918,975
Other (Corporate)		111,205		151,763		117,318
Total assets	$	3,127,469	$	8,933,980	$	4,625,308

The following table sets forth the financial results by segment for the three months ended ~~September~~June 30, 2018 ($ in thousands):

	Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total
Revenues:
Rental revenue	$	66,930	$	41,542	$	—	$	1,782	$	—	$	110,254
Tenant reimbursement income		3,454		11,693		—		413		—		15,560
Hotel revenue		—		—		21,196		—		—		21,196
Other revenue		5,047		140		8		21		—		5,216
Total revenues		75,431		53,375		21,204		2,216		—		152,226

Expenses:
Rental property operating		35,959		14,678		—		815		—		51,452
Hotel operating		—		—		13,522		—		—		13,522
Total expenses		35,959		14,678		13,522		815		—		64,974
Income from real estate-related securities		—		—		—		—		17,397		17,397
Segment net operating income	$	39,472	$	38,697	$	7,682	$	1,401	$	17,397	$	104,649

Depreciation and amortization	$	48,181	$	31,822	$	3,800	$	1,023	$	—	$	84,826

Other income (expense):
General and administrative												(2,901	)
Management fee												(9,281	)
Performance participation allocation												(9,476	)
Interest income												121
Interest expense												(49,841	)
Other income (expense)												(389	)
Net loss											$	(51,944	)
Net loss attributable to non-controlling interests												1,462
Net loss attributable to BREIT stockholders											$	(50,482	)

The following table sets forth the financial results by segment for the three months ended June 30, 2017 ($ in thousands):

	Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total			Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total
Revenues:
Rental revenue	$	24,911	$	7,737	$	—	$	951	$	—	$	33,599		$	14,036	$	6,260	$	—	$	934	$	—	$	21,230
Tenant reimbursement income		964		2,036		—		230		—		3,230			482		1,626		—		98		—		2,206
Hotel revenue		—		—		9,874		—		—		9,874			—		—		3,748		—		—		3,748
Other revenue		2,182		7		—		12		—		2,201			1,149		—		—		6		—		1,155
Total revenues		28,057		9,780		9,874		1,193		—		48,904			15,667		7,886		3,748		1,038		—		28,339

Expenses:
Rental property operating		12,588		3,029		—		321		—		15,938			6,667		2,549		—		173		—		9,389
Hotel operating		—		—		6,668		—		—		6,668			—		—		2,109		—		—		2,109
Total expenses		12,588		3,029		6,668		321		—		22,606			6,667		2,549		2,109		173		—		11,498
Income from real estate-related securities		—		—		—		—		4,026		4,026			—		—		—		—		2,543		2,543
Segment net operating income	$	15,469	$	6,751	$	3,206	$	872	$	4,026	$	30,324		$	9,000	$	5,337	$	1,639	$	865	$	2,543	$	19,384

Depreciation and amortization	$	32,606	$	5,408	$	1,862	$	483	$	—	$	40,359		$	18,240	$	4,217	$	763	$	476	$	—	$	23,696

Other income (expense):
General and administrative												(1,716	)												(1,567	)
Management fee												(3,712	)
Performance participation allocation												(5,711	)												(5,241	)
Interest income												36													117
Interest expense												(10,866	)												(5,541	)
Other expenses												(27	)
Income tax benefit												184
Other income (expense)																									(157	)
Net loss											$	(31,847	)											$	(16,701	)
Net loss attributable to non-controlling interests												122													—
Net loss attributable to BREIT stockholders											$	(31,725	)											$	(16,701	)

The following table sets forth the financial results by segment for the ~~nine~~six months ended ~~September~~June 30, 2018 ($ in thousands):

	Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total
Revenues:
Rental revenue	$	124,713	$	60,487	$	—	$	3,567	$	—	$	188,767
Tenant reimbursement income		6,414		17,349		—		845		—		24,608
Hotel revenue		—		—		39,017		—		—		39,017
Other revenue		9,284		178		16		40		—		9,518
Total revenues		140,411		78,014		39,033		4,452		—		261,910

Expenses:
Rental property operating		66,579		21,863		—		1,628		—		90,070
Hotel operating		—		—		25,136		—		—		25,136
Total expenses		66,579		21,863		25,136		1,628		—		115,206
Income from real estate-related securities		—		—		—		—		30,632		30,632
Segment net operating income	$	73,832	$	56,151	$	13,897	$	2,824	$	30,632	$	177,336

Depreciation and amortization	$	104,054	$	45,820	$	7,010	$	2,066	$	—	$	158,950

Other income (expense):
General and administrative												(4,946	)
Management fee												(16,250	)
Performance participation allocation												(17,349	)
Interest income												198
Interest expense												(81,232	)
Other income (expense)												(389	)
Net loss											$	(101,582	)
Net loss attributable to non-controlling interests												3,552
Net loss attributable to BREIT stockholders											$	(98,030	)

The following table sets forth the financial results by segment for the six months ended June 30, 2017 ($ in thousands):

	Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total			Multifamily		Industrial		Hotel		Retail		Real Estate- Related Securities		Total
Revenues:
Rental revenue	$	39,466	$	14,357	$	—	$	1,904	$	—	$	55,727		$	14,556	$	6,619	$	—	$	953	$	—	$	22,128
Tenant reimbursement income		1,472		3,703		—		328		—		5,503			508		1,667		—		98		—		2,273
Hotel revenue		—		—		15,048		—		—		15,048			—		—		5,174		—		—		5,174
Other revenue		3,385		6		—		18		—		3,409			1,202		—		—		6		—		1,208
Total revenues		44,323		18,066		15,048		2,250		—		79,687			16,266		8,286		5,174		1,057		—		30,783

Expenses:
Rental property operating		19,473		5,664		—		495		—		25,632			6,885		2,635		—		174		—		9,694
Hotel operating		—		—		9,617		—		—		9,617			—		—		2,949		—		—		2,949
Total expenses		19,473		5,664		9,617		495		—		35,249			6,885		2,635		2,949		174		—		12,643
Income from real estate-related securities		—		—		—		—		7,435		7,435			—		—		—		—		3,409		3,409
Segment net operating income	$	24,850	$	12,402	$	5,431	$	1,755	$	7,435	$	51,873		$	9,381	$	5,651	$	2,225	$	883	$	3,409	$	21,549

Depreciation and amortization	$	51,205	$	9,852	$	3,119	$	969	$	—	$	65,145		$	18,599	$	4,444	$	1,257	$	486	$	—	$	24,786

Other income (expense):
General and administrative												(5,969	)												(4,253	)
Management fee												(3,712	)
Performance participation allocation												(10,952	)												(5,241	)
Interest income												418													382
Interest expense												(16,413	)												(5,547	)
Other expenses												(55	)
Income tax benefit												140
Other income (expense)																									(72	)
Net loss											$	(49,815	)											$	(17,968	)
Net loss attributable to non-controlling interests												122													—
Net loss attributable to BREIT stockholders											$	(49,693	)											$	(17,968	)

Subsequent to ~~September~~June 30, ~~2017,~~2018, the Company acquired an aggregate of ~~$383.8~~$522.3 million of real estate, ~~across four separate transactions,~~ exclusive of closing ~~costs. The acquisitions were related to multifamily, industrial, hotel, and retail properties.~~ costs, across five separate transactions.

Subsequent to ~~September~~June 30, ~~2017,~~2018, the Company purchased an aggregate of ~~$150.8~~$358.4 million of ~~floating-rate CMBS.~~real estate-related securities.

On October 27, 2017, the Company entered into a $300.0 million revolving credit facility with Citi Bank, N.A. (the “Citi Line of Credit”). The Citi Line of Credit is currently secured by certain of the Company’s hotel investments. Borrowings under the Citi Line of Credit will accrue interest at a rate of LIBOR plus 2.25%. The initial maturity date of the Citi Line of Credit is October 26, 2018, and the Company has two one year extension options. As of November 13, 2017, the Company has not drawn any funds under the Citi Line of Credit.

As of ~~November 13, 2017,~~August 14, 2018, the Company had sold an aggregate of ~~152,942,761~~339,573,665 shares of its common stock (consisting of ~~117,771,673~~223,147,685 Class S shares, ~~4,315,936~~17,347,509 Class T shares, ~~2,981,473~~22,066,207 Class D shares, and ~~27,873,679~~77,012,264 Class I shares) in the Offering resulting in net proceeds of ~~$1.5~~$3.5 billion to the Company as payment for such shares.

On July 27, 2018, the Company entered into an Amended and Restated Limited Partnership Agreement (the “A&R OP Agreement”) for BREIT OP. The A&R OP Agreement amends and restates the limited partnership agreement governing BREIT OP to provide for a new class of units (“Class B Units”) of BREIT OP, among other changes. Class B Units are available to certain suitable investors in private placements generally utilizing a “draw-down” structure. Class B Units will be sold at their NAV per unit, which will equal the NAV per Class I unit of BREIT OP and will generally correspond to the NAV per share of the Company’s Class I shares.

Class B Units are subject to the same fees and expenses of Class I Units and will not have any preferential rights relative to the Company’s interest in BREIT OP, nor will they be exchangeable for any shares of the Company’s common stock. Holders of the Class B Units will have a right to redeem their units for cash in a manner similar to the ability of the Company’s stockholders to have their shares repurchased under the Company’s share repurchase plan. Class B Unit redemptions will be subject to similar limitations as share repurchases under the Company’s share repurchase plan, namely the early repurchase deduction and caps on monthly and quarterly repurchases (calculated on an aggregate basis with shares of the Company’s common stock submitted for repurchase for the applicable period). The redemption rights of the Class B Unitholders will not affect the terms of the Company’s share repurchase plan. Class B Units will have the same limited voting rights as the other BREIT OP units and such rights do not affect the Company’s exclusive power, as general partner of BREIT OP, to manage and conduct the business of BREIT OP.

On July 27, 2018, BREIT OP received a $100.0 million commitment to purchase Class B Units from a Blackstone-advised entity, $25.0 million of which was funded on August 1, 2018.

References herein to “Blackstone Real Estate Income Trust,” “BREIT,” the “Company,” “we,” “us,” or “our” refer to Blackstone Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto appearing elsewhere in this quarterly report on Form 10-Q.

This Form 10-Q contains forward-looking statements about our business, operations and financial performance, including, in particular, statements about our plans, strategies and objectives. You can generally identify forward-looking statements by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue” or other similar words. These statements include our plans and objectives for future operations, including plans and objectives relating to future growth and availability of funds, and are based on current expectations that involve numerous risks, uncertainties and assumptions. Assumptions relating to these statements involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to accurately predict and many of which are beyond our control. Although we believe the assumptions underlying the forward-looking statements, and the forward-looking statements themselves, are reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that these forward-looking statements will prove to be accurate and our actual results, performance and achievements may be materially different from that expressed or implied by these forward-looking statements as a result of various factors, including but not limited to those discussed in the Company’s Registration Statement on Form S-11 (File No. 333-213043), as amended, under Item 1A. Risk Factors in our ~~annual report~~Annual Report on Form 10-K for the year ended December 31, ~~2016,~~2017, and elsewhere in this quarterly report on Form 10-Q. In light of the significant uncertainties inherent in these forward looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans, which we consider to be reasonable, will be achieved.

~~Blackstone Real Estate Income Trust, Inc. was formed on November 16, 2015 as~~BREIT is a ~~Maryland corporation. We are an externally advised, perpetual-life entity that intends to qualify as a~~non-exchange traded, perpetual life real estate investment trust (“REIT”) ~~for U.S. federal income tax purposes commencing with the taxable year ending December 31, 2017. We were formed to invest~~that acquires primarily in stabilized income-oriented commercial real estate in the United States and, to a lesser extent, ~~invest in~~ real estate-related securities. We are externally managed by BX REIT Advisors L.L.C. (the “Adviser”), a subsidiary of The Blackstone Group L.P. (“Blackstone”). We are the sole general partner of BREIT Operating Partnership L.P. (“BREIT OP”), a Delaware limited partnership, (“BREIT OP”). BREIT Special Limited Partner L.L.C. (the “Special Limited Partner”), a wholly owned subsidiary of The Blackstone Group L.P. (together with its affiliates, “Blackstone”), owns a special limited partner interest in BREIT OP. Weand we own all or substantially all of our assets through BREIT OP. ~~The Company~~As of June 30, 2018, we operated our business in five reportable segments: Multifamily, Industrial, Hotel, and ~~BREIT OP are externally managed by BX~~Retail Properties, and Real Estate-Related Securities. Multifamily includes various forms of rental housing including apartments and manufactured housing.

We qualified as a REIT ~~Advisors L.L.C. (the “Adviser”), an affiliate of Blackstone.~~

~~Our board of directors~~under the Code for U.S. federal income tax purposes beginning with the taxable year ended December 31, 2017. We generally will ~~at all times have oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. However, pursuant~~not be subject to U.S. federal income taxes on our taxable income to the ~~Advisory Agreement,~~extent we ~~have delegated to the Adviser the authority to source, evaluate and monitor our investment opportunities and to make decisions related to the acquisition, management, financing and disposition~~annually distribute all of our ~~assets, in accordance with~~net taxable income to stockholders and maintain our ~~investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.~~qualification as a REIT.

We have registered with the Securities and Exchange Commission (the “SEC”) an offering of up to $5.0 billion in shares of common stock (in any combination of purchases of Class S, Class T, Class D and Class I shares of our common stock), consisting of up to $4.0 billion in shares in our primary offering and up to $1.0 billion in shares pursuant to its distribution reinvestment plan (the “Offering”). The share classes have different upfront selling commissions and ongoing stockholder servicing fees.

As of January 1, 2017, we satisfied the minimum offering requirement and our board of directors authorized the release of proceeds from escrow. We intend to continue selling shares in the Offering on a monthly basis. As of November 13, 2017,August 14, 2018, we had received net proceeds of ~~$1.5~~$3.5 billion from selling an aggregate of ~~152,942,761~~339,573,665 shares of our common stock (consisting of ~~117,771,673~~223,147,685 Class S shares, ~~4,315,936~~17,347,509 Class T shares, ~~2,981,473~~22,066,207 Class D shares, and ~~27,873,679~~77,012,264 Class I shares). We have contributed the net proceeds from the Offering to BREIT OP in exchange for a corresponding number of Class S, Class I,T, Class D, and Class TI units. BREIT OP has primarily used the net proceeds to make investments in real estate and real estate-related securities as further described below under “— Portfolio”.

We own one property in Houston, nine properties in Florida, and one property in Atlanta. Our assets remain operational with no material damage from the hurricanes that hit the U.S. at the end of August andintend to continue selling shares in the ~~beginning of September 2017. We expect to incur some non-budgeted expenses related to minor repairs and cleanup. We expect these costs to have an immaterial impact~~Offering on ~~our NAV and results from operations.~~a monthly basis.

We are not aware of any material trends or uncertainties, favorable or unfavorable, other than national economic conditions affecting real estate generally, that may be reasonably anticipated to have a material impact on either capital resources or the revenues or income to be derived from acquiring properties or real estate-related securities, other than those disclosed in Item 1A. Risk Factors in our ~~annual report~~Annual Report on Form 10-K for the year ended December 31, ~~2016,~~2017, our prospectus dated ~~April 17, 2017~~May 1, 2018 and filed with the SEC, as supplemented, and elsewhere in this quarterly report on Form 10-Q.

~~Our investment objectives are to invest in assets that will enable us to:~~Operating Results:

The following charts further describe our portfolio composition in real properties based on fair value as of June 30, 2018:

The following chart outlines the ~~net asset~~percentage of our investments in real properties and investments in real estate-related securities based on fair value ~~(“NAV”) from proactive investment and asset management; and~~

As of June 30, 2018, we had acquired 314 properties with a total purchase price of $7.2 billion, inclusive of closing costs. Our diversified portfolio of income producing assets primarily consists of Multifamily and Industrial properties, and to a lesser extent Hotel and Retail properties, located in growth markets across the U.S. The following table provides a summary of our portfolio as of June 30, 2018:

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, we invested ~~$2.4~~$3.6 billion in real estate investments consisting of 79169 wholly-owned properties and 630 properties through ~~two~~ joint ventures. The following table provides ~~information regarding our portfolio~~further details of ~~real~~the properties ~~as of September~~acquired during the six months ended June 30, ~~2017:~~2018:

Sector and Property/Portfolio Name

Number of
Properties

Location

Acquisition
Date

Ownership Interest⁽¹⁾

Acquisition
Price
(in thousands)⁽²⁾

Sq. Feet
(in thousands)/
Number of
Rooms/Units

Occupancy
Rate⁽³⁾

Multifamily:

  TA Multifamily Portfolio

6

Various⁽⁴⁾

Apr. 2017

100%

$
432,593

2,514 units

94%

  Emory Point

1

Atlanta, GA

May 2017

100%

201,578

750 units

100%

  Nevada West Multifamily

3

Las Vegas, NV

May 2017

100%

170,965

972 units

92%

  Gilbert Multifamily

2

Gilbert, AZ

Sept. 2017

90%

147,039

748 units

93%

  ACG II Multifamily

4

Various⁽⁵⁾

Sept. 2017

94%

148,038

932 units

98%

  Harbor 5

5

Dallas, TX

Aug. 2017

100%

146,161

1,192 units

94%

  Domain & GreenVue Multifamily

2

Dallas, TX

Sept. 2017

100%

134,452

803 units

84%

  Elysian West

1

Las Vegas, NV

July 2017

100%

107,027

466 units

91%

  Mountain Gate & Trails

2

Las Vegas, NV

June 2017

100%

83,572

539 units

96%

  Sonora Canyon

1

Mesa, AZ

Feb. 2017

100%

40,983

388 units

93%

Total Multifamily

27

1,612,408

9,304 units

Industrial:

  HS Industrial Portfolio

38

Various⁽⁴⁾

Apr. 2017

100%

405,930

5,972 sq. ft.

96%

  Fairfield Industrial

11

Fairfield, NJ

Sept. 2017

100%

74,283

578 sq. ft.

100%

  Stockton

1

Stockton, CA

Feb. 2017

100%

32,751

878 sq. ft.

87%

Total Industrial

50

512,964

7,428 sq. ft.

Hotel:

  Hyatt Place San Jose Downtown

1

San Jose, CA

June 2017

100%

65,321

236 rooms

83%

  Florida Select-Service 4-Pack

4

Tampa & Orlando, FL

July 2017

100%

58,973

469 rooms

71%

  Hyatt House Downtown Atlanta

1

Atlanta, GA

Aug. 2017

100%

35,332

150 rooms

78%

  Hyatt Place UC Davis

1

Davis, CA

Jan. 2017

100%

32,687

127 rooms

87%

Total Hotel

7

192,313

982 rooms

Retail:

  Bakers Centre

1

Philadelphia, PA

Mar. 2017

100%

54,223

237 sq. ft.

95%

Total Retail

1

54,223

237 sq. ft.

Total Investments in Real Estate

85

$
2,371,908

Segment and Investment	Number of Properties		Location	Acquisition Date	Ownership Interest⁽¹⁾	Purchase Price (in thousands)⁽²⁾		Sq. Feet (in thousands)/ Units/Sites/Keys	Occupancy Rate⁽³⁾
Multifamily:
Aston Multifamily Portfolio (second closing)		8	Various⁽⁴⁾	Jan. 2018	90%	$	141,743	1,283 units	95%
The Boulevard		1	Phoenix, AZ	April 2018	100%		48,392	294 units	98%
Highroads MH		3	Phoenix, AZ	April 2018	99%		18,637	265 sites	93%
Blue Hills Multifamily		1	Boston, MA	May 2018	100%		131,747	472 units	90%
Wave Multifamily Portfolio		6	Various⁽⁵⁾	May 2018	100%		423,135	2,199 units	95%
ACG III Multifamily		2	Gresham, OR & Turlock, CA	May 2018	95%		96,182	475 units	93%
Carroll Florida Multifamily		2	Jacksonville & Orlando, FL	May 2018	100%		116,832	716 units	93%
Solis at Flamingo		1	Las Vegas, NV	June 2018	95%		72,560	524 units	96%
Evergreen Minari MH		2	Phoenix, AZ	June 2018	99%		8,614	114 sites	100%
Southwest MH		14	Various⁽⁶⁾	June 2018	99%		176,194	3,065 sites	100%
Total Multifamily		40					1,234,036	9,407 units/sites

Industrial:
Kraft Chicago Industrial Portfolio		3	Aurora, IL	Jan. 2018	100%		151,365	1,693 sq. ft.	100%
Canyon Industrial Portfolio		146	Various⁽⁷⁾	Mar. 2018	100%		1,837,213	21,719 sq. ft.	90%
HP Cold Storage Industrial Portfolio		6	Various⁽⁸⁾	May 2018	100%		253,082	2,252 sq. ft.	100%
Total Industrial		155					2,241,660	25,664 sq. ft.

Hotel:
Henderson Select-Service 2-Pack		2	Henderson, NV	May 2018	100%		36,260	228 keys	85%
Orlando Select-Service 2-Pack		2	Orlando, FL	May 2018	100%		48,862	254 keys	84%
Total Hotel		4					85,122	482 keys

Total Investments in Real Estate		199				$	3,560,818

On April 13, 2017, we acquired fee simple interests in six high quality multifamily properties totaling 2,514 units (the “TA Multifamily Portfolio”). The portfolio was acquired from an affiliate of TA Realty, a third party, for $432.6 million. The TA Multifamily Portfolio consists of a 32-floor high quality property in downtown Orlando andcosts, across five ~~garden style properties located in the suburbs of Palm Beach Gardens, Orlando, Chicago, Dallas and Kansas City.~~

The acquisition of the TA Multifamily Portfolio was funded with cash on hand, which primarily consisted of proceeds from the Offering, and a $95.0 million draw on the Line of Credit. See “— Liquidity and Capital Resources” for further information regarding the Line of Credit.

On April 18, 2017, we acquired a fee simple interest in the HS Industrial Portfolio (the “HS Industrial Portfolio”), a six million square foot collection of predominantly infill industrial assets. The portfolio was acquired from an affiliate of High Street Realty Company (“Seller”), a third party, for $405.9 million. The HS Industrial Portfolio consists of 38 industrial properties located in six submarkets, with the following concentration based on square footage: Atlanta (38%), Chicago (23%), Houston (17%), Harrisburg (10%), Dallas (10%) and Orlando (2%).

The acquisition of the HS Industrial Portfolio was funded through a combination of cash on hand, which primarily consisted of proceeds from the Offering, a $5.0 million draw on the Line of Credit, and a $292.0 million loan. See “— Liquidity and Capital Resources” for further information regarding the HS Industrial Portfolio financing.

On May 2, 2017, we acquired a leasehold interest in Emory Point, a Class A+ multifamily property totaling 750 units and 124,000 square feet of walkable retail space in Atlanta, Georgia (“Emory Point”). The property was acquired from a third party for $201.6 million. Emory Point was recently constructed in 2015 and is located adjacent to Emory University and across the street from the Center for Disease Control and Prevention’s headquarters. The property’s immediate submarket has no new multifamily supply and the property is the only new multifamily project delivered in the property’s immediate submarket since 2010.

The acquisition of Emory Point was funded through a combination of cash on hand, which primarily consisted of proceeds from the Offering and a $130.0 million loan. See “— Liquidity and Capital Resources” for further information regarding the Emory Point financing.

On May 19, 2017, we acquired a fee simple interest in three newly constructed Class A multifamily properties totaling 972 units located in Las Vegas, Nevada (“Nevada West”). The properties were acquired from a third party for $171.0 million. Nevada West is highly amenitized with large units and rents 10% - 15% below comparable properties. We believe the Las Vegas residential market also benefits from attractive fundamentals with new housing supply 65% below the long term average while annual unemployment growth has averaged 3.7% since 2012 compared to 1.8% nationally.

~~The acquisition of Nevada West was funded through cash on hand, which primarily consisted of proceeds from the Offering.~~

~~The following charts further describe the diversification of our investments in real properties based on fair value as of September 30, 2017:~~

~~The following chart outlines the allocation of our investments in real properties and real estate-related securities based on fair value as of September 30, 2017:~~

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, we ~~made 24 investments~~invested $730.8 million in ~~commercial mortgage backed securities (“CMBS”).~~CMBS. The following table details our investments in CMBS as of ~~September~~June 30, ~~2017~~2018 ($ in thousands):

The following charts further describe the diversification of our CMBS investments by credit rating and collateral type based on fair value as of June 30, 2018:

~~The following charts further describe the diversification of our CMBS investments by credit rating and collateral type based on fair value as of September 30, 2017:~~

Subsequent to ~~September~~June 30, ~~2017,~~2018, we purchased an aggregate of ~~$150.8~~$358.4 million of ~~floating-rate CMBS.~~

~~The following table details our rental revenue and hotel revenue by segment ($ in thousands):~~

The following schedule details the expiring leases at our industrial and retail properties by annualized base rent and square footage as of ~~September~~June 30, ~~2017~~2018 ($ and square feet data in thousands). The table below excludes our multifamily properties as substantially all leases at such properties expire within ~~twelve~~12 months.

Year	Number of Expiring Leases		Annualized Base Rent⁽¹⁾		% of Total Annualized Base Rent Expiring		Square Feet		% of Total Square Feet Expiring		Number of Expiring Leases		Annualized Base Rent⁽¹⁾		% of Total Annualized Base Rent Expiring	Square Feet		% of Total Square Feet Expiring
2017 (remainder)		1	$	418		1%		131		2%
2018		24		6,906		16%		1,129		15%
2018 (remaining)												43	$	6,916	3%		985	3%
2019		19		5,575		13%		982		13%		85		22,887	11%		3,652	10%
2020		16		3,960		9%		641		9%		89		29,218	14%		4,739	13%
2021		21		8,082		18%		1,465		20%		85		33,750	16%		5,206	15%
2022		16		5,781		13%		907		12%		66		26,247	13%		3,990	11%
2023		19		6,341		14%		1,099		15%		75		40,769	20%		7,616	22%
2024		9		1,579		4%		190		3%		23		8,189	4%		1,090	3%
2025		8		2,937		7%		484		7%		25		14,222	7%		2,000	6%
2026		4		571		1%		73		1%		12		7,548	4%		1,510	4%
2027												11		7,774	4%		1,193	3%
Thereafter		4		1,720		4%		189		3%		17		10,648	4%		3,471	10%
Total		141	$	43,870		100%		7,290		100%		531	$	208,168	100%		35,452	100%

The following table details the average daily rate and the revenue per available room (“RevPAR”) for our hotel properties for the period of ownership during the three and nine months ended September 30, 2017:

For details regarding our affiliate service providers, see Note 1110 to our condensed consolidated financial ~~statements.~~statements and our Annual Report on form 10-K for the year ended December 31, 2017.

Due to the significant amount of acquisitions of real estate and real estate-related securities we have made since we commenced principal operations in January 2017, our results of operations for the three and six months ended June 30, 2018 and 2017 are not comparable. Four out of the 314 properties in our portfolio were owned for both the full three months ended June 30, 2018 and 2017 and as such, same store comparisons are not meaningful.

The following table sets forth information regarding our consolidated results of operations ($ in thousands):

							For the Three Months Ended June 30,						2018 vs. 2017			For the Six Months Ended June 30,						2018 vs. 2017
	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			2018			2017			$			2018			2017			$
Revenues
Rental revenue	$	33,599		$	55,727		$	110,254		$	21,230		$	89,024		$	188,767		$	22,128		$	166,639
Tenant reimbursement income		3,230			5,503			15,560			2,206			13,354			24,608			2,273			22,335
Hotel revenue		9,874			15,048			21,196			3,748			17,448			39,017			5,174			33,843
Other revenue		2,201			3,409			5,216			1,155			4,061			9,518			1,208			8,310
Total revenues		48,904			79,687			152,226			28,339			123,887			261,910			30,783			231,127
Expenses
Rental property operating		15,938			25,632			51,452			9,389			42,063			90,070			9,694			80,376
Hotel operating		6,668			9,617			13,522			2,109			11,413			25,136			2,949			22,187
General and administrative		1,716			5,969			2,901			1,567			1,334			4,946			4,253			693
Management fee		3,712			3,712			9,281			—			9,281			16,250			—			16,250
Performance participation allocation		5,711			10,952			9,476			5,241			4,235			17,349			5,241			12,108
Depreciation and amortization		40,359			65,145			84,826			23,696			61,130			158,950			24,786			134,164
Total expenses		74,104			121,027			171,458			42,002			129,456			312,701			46,923			265,778
Other income (expense)
Income from real estate-related securities		4,026			7,435			17,397			2,543			14,854			30,632			3,409			27,223
Interest income		36			418			121			117			4			198			382			(184	)
Interest expense		(10,866	)		(16,413	)		(49,841	)		(5,541	)		(44,300	)		(81,232	)		(5,547	)		(75,685	)
Other expense		(27	)		(55	)
Total other (expense) income		(6,831	)		(8,615	)
Income before income tax		(32,031	)		(49,955	)
Income tax benefit		184			140
Other income								(389	)		(157	)		(232	)		(389	)		(72	)		(317	)
Total other income (expense)								(32,712	)		(3,038	)		(29,674	)		(50,791	)		(1,828	)		(48,963	)
Net loss		(31,847	)		(49,815	)		(51,944	)		(16,701	)		(35,243	)		(101,582	)		(17,968	)		(83,614	)
Net loss attributable to non-controlling interests		122			122			1,462			—			1,462			3,552			—			3,552
Net loss attributable to BREIT stockholders	$	(31,725	)	$	(49,693	)	$	(50,482	)	$	(16,701	)	$	(33,781	)	$	(98,030	)	$	(17,968	)	$	(80,062	)

~~From March 2, 2016 (date of our initial capitalization) through September 30, 2016, we had not commenced our principal operations~~Revenues, Rental Property Operating and ~~were focused on our formation~~Hotel Operating Expenses, Depreciation and the registration of the Offering. The registration statement for the Offering was declared effective by the SEC on August 31, 2016. We commenced selling shares in October 2016 and broke escrow on January 1, 2017. As such, comparative results have not been presented.

During the three and ~~nine~~six months ended ~~September~~June 30, 2018, revenues, rental property operating and hotel operating expenses, and depreciation and amortization increased significantly compared to the corresponding period in 2017. The increase is driven by the growth in our portfolio, which increased from 55 properties as of June 30, 2017 ~~total revenues were $48.9 million and $79.7 million, respectively, driven primarily by rental income and hotel revenue from our 18 investments in real property.~~

~~During the three and nine months ended September~~to 314 properties as of June 30, ~~2017, Rental Property and Hotel Operating Expenses were $22.6 million and $35.2 million, respectively, driven primarily by our 18 investments in real property.~~2018.

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017, General~~2018, general and ~~Administrative Expenses were $1.7~~administrative expenses increased $1.3 million and ~~$6.0~~$0.7 million, respectively, ~~and consisted~~compared to the corresponding periods in 2017, primarily ~~of legal fees, accounting fees, transfer agent fees, other professional services fees, and~~due to miscellaneous corporate level expenses related to ~~unconsummated acquisitions we are no longer pursuing. Additionally, during~~ the ~~nine months ended September 30, 2017, we incurred~~increased size of our portfolio. The increase was partially offset by $1.8 million of organization costs ~~incurred in conjunction with our formation. Such costs included legal fees, accounting fees, and transfer agent fees, among other costs. We do~~during the six months ended June 30, 2017, which we did not ~~expect to~~ incur ~~such costs~~ in the ~~future as our formation is complete and we have commenced principal operations.~~same period of 2018.

~~The Adviser’s management fee waiver expired on~~During the three and six months ended June 30, ~~2017, and during the third quarter we began accruing~~2018, the management fee onincreased by $9.3 million and $16.3 million, respectively, compared to the corresponding periods in 2017. The Adviser waived management fees for the first six months of 2017, and as such, we did not incur a ~~monthly basis based on our NAV. During both~~management fee during the three and ~~nine~~six months ended ~~September~~June 30, ~~2017, the management fee was $3.7 million.~~2017.

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, the unrealized performance participation allocation ~~accrued was $5.7~~accrual increased $4.2 million and ~~$11.0~~$12.1 million, respectively, ~~as a~~compared to the corresponding periods in 2017. Each increase was the result of the increased Net Asset Value (“NAV”) of BREIT and a higher total return ~~being greater~~ than the ~~5% hurdle amount.~~corresponding period in 2017. Such amount was allocated to the Special Limited Partner.

During the three and nine months ended September 30, 2017, depreciation and amortization expenses were $40.4 million and $65.1 million, respectively, driven by depreciation and amortization on our investments in real property.

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, income from real estate-related securities ~~was $4.0~~increased $14.9 million and ~~$7.4~~$27.2 million, respectively, ~~which consisted~~compared to the corresponding periods in 2017. Each increase was primarily due to the growth of ~~the interest income and mark-to-market gains, partially offset by a realized loss on~~ our portfolio of investments in real estate-related ~~securities.~~

~~During the three and nine months ended September~~securities which increased from 12 positions as of June 30, 2017 ~~interest income was $36 thousand and $0.4 million, respectively, which consisted~~to 74 positions as of ~~the interest earned on the cash deposited in a money market account.~~June 30, 2018.

During the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, interest expense ~~was $10.9~~increased $44.3 million and ~~$16.4~~$75.7 million, respectively, ~~which consisted~~compared to the corresponding periods in 2017. Each increase was primarily due to the growth in our portfolio of real estate and real estate-related securities and the ~~interest expense incurred on our mortgage notes, term loan, revolving credit facility, Line~~related indebtedness of ~~Credit and borrowings under our repurchase agreements.~~

~~During the three and nine months ended September 30, 2017, the income tax benefit of $0.2 million and $0.1 million, respectively, related to our hotel taxable REIT subsidiaries.~~such investments.

We believe funds from operations (“FFO”) is a meaningful supplemental non-GAAP operating metric. Our consolidated financial statements are presented under historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments will decrease evenly over a set time period. However, we believe that the value of real estate investments will fluctuate over time based on market conditions and as such, depreciation under historical cost accounting may be less informative. FFO is a standard REIT industry metric defined by the National Associational of Real Estate Investment Trusts (“NAREIT”).

FFO, as defined by NAREIT and presented below, is calculated as net income or loss (computed in accordance with ~~GAAP)~~accounting principles generally accepted in the United States (“GAAP”)), excluding gains or losses from sales of depreciable real property and impairment write-downs on depreciable real property, plus real estate-related depreciation and amortization, and similar adjustments for unconsolidated joint ventures.

The following table presents a reconciliation of FFO to net loss ($ in thousands):

							For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			2018			2017			2018			2017
Net loss attributable to BREIT stockholders	$	(31,725	)	$	(49,693	)	$	(50,482	)	$	(16,701	)	$	(98,030	)	$	(17,968	)
Adjustments:
Real estate depreciation and amortization		40,359			65,145			84,826			23,696			158,950			24,786
Amount attributable to non-controlling interests for above adjustment		(169	)		(169	)		(2,266	)		—			(5,162	)		—
Funds from Operations attributable to BREIT stockholders	$	8,465		$	15,283		$	32,078		$	6,995		$	55,758		$	6,818

We also believe that adjusted FFO (“AFFO”) is a meaningful supplemental non-GAAP disclosure of our operating results. AFFO further adjusts FFO in order for our operating results to reflect the specific characteristics of our business by adjusting for items we believe are not related to our core operations. Our adjustments to FFO to arrive at AFFO include straight-line rental income, amortization of above- and below-market lease intangibles, amortization of mortgage premium/discount, organization costs, unrealized gains or losses from changes in the fair value of financial instruments, amortization of stock awards, and performance participation allocation not paid in cash. AFFO is not defined by NAREIT and our calculation of AFFO may not be comparable to disclosures made by other REITs.

							For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017			2018			2017			2018			2017
Funds from Operations attributable to BREIT stockholders	$	8,465		$	15,283		$	32,078		$	6,995		$	55,758		$	6,818
Adjustments:
Straight-line rental income		(551	)		(1,118	)		(2,671	)		(549	)		(3,760	)		(567	)
Amortization of above- and below-market lease intangibles		(427	)		(792	)		(1,352	)		(277	)		(1,857	)		(288	)
Amortization of below-market and prepaid ground lease intangible		79			156
Amortization of mortgage premium								(55	)		—			(101	)		—
Organization costs		—			1,838			—			—			—			1,838
Unrealized gains (losses) from changes in the fair value of real estate-related securities		641			(966	)
Unrealized (gains) losses from changes in the fair value of real estate-related securities								(2,059	)		(882	)		(3,848	)		(1,607	)
Amortization of restricted stock awards		25			77			25			29			50			52
Performance participation allocation		5,711			10,952			9,476			5,241			17,349			5,241
Amount attributable to non-controlling interests for above adjustments								(14	)		—			(47	)		—
Adjusted Funds from Operations attributable to BREIT stockholders	$	13,943		$	25,430		$	35,428		$	10,557		$	63,544		$	11,487

FFO and AFFO should not be considered to be more relevant or accurate than the current GAAP methodology in calculating net income (loss) or in evaluating our operating performance. In addition, FFO and AFFO should not be considered as alternatives to net income (loss) as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO and AFFO are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders.

The purchase price per share for each class of our common stock will generally equal our prior month’s NAV per share, as determined monthly, plus applicable selling commissions and dealer manager fees. Our NAV for each class of shares is based on the net asset values of our investments (including real estate-related securities), the addition of any other assets (such as cash on hand) and the deduction of any liabilities, including the allocation/accrual of any performance participation, and any stockholder servicing fees applicable to such class of shares.

The following table provides a breakdown of the major components of our NAV ($ and shares in thousands, except per share data):

Components of NAV	September 30, 2017			June 30, 2018
Investments in real property	$	2,437,266
Investments in real properties				$	7,374,445
Investments in real estate-related securities		644,371			1,650,393
Cash and cash equivalents		30,820			56,456
Restricted cash		105,881			179,588
Other assets		22,553			48,422
Debt obligations		(1,756,385	)		(5,577,412	)
Subscriptions received in advance		(98,435	)		(137,896	)
Other liabilities		(48,836	)		(331,507	)
Accrued performance participation allocation		(10,952	)		(17,349	)
Management fee payable		(3,712	)		(3,371	)
Accrued stockholder servicing fees⁽¹⁾		(744	)		(1,648	)
Non-controlling interests in joint venture		(9,025	)
Non-controlling interests in joint ventures					(49,664	)
Net Asset Value	$	1,312,802		$	3,190,457
Number of outstanding shares		125,491			297,018

The following table provides a breakdown of our total NAV and NAV per share by share class as of June 30, 2018 ($ and shares in thousands, except per share data):

NAV Per Share	Class S Shares		Class I Shares		Class D Shares		Class T Shares		Total		Class S Shares		Class T Shares		Class D Shares		Class I Shares		Total
Monthly NAV	$	1,033,848	$	243,433	$	12,718	$	22,803	$	1,312,802	$	2,137,531	$	157,200	$	178,897	$	716,829	$	3,190,457
Number of outstanding shares		98,779		23,277		1,226		2,209		125,491		198,618		14,858		16,827		66,715		297,018
NAV Per Share	$	10.4662	$	10.4579	$	10.3763	$	10.3239
NAV Per Share as of June 30, 2018											$	10.7620	$	10.5802	$	10.6315	$	10.7446

Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the ~~September~~June 30, ~~2017~~2018 valuations, based on property types. ~~Once we own more than one retail property, we will include the key assumptions for this property type.~~

Property Type	Discount Rate		Exit Capitalization Rate		Discount Rate	Exit Capitalization Rate
Multifamily		7.8%		5.7%	7.8%	5.6%
Industrial		7.1%		6.7%	7.3%	6.2%
Hospitality		9.8%		9.5%
Hotel					9.7%	9.5%
Retail					7.7%	6.4%

These assumptions are determined by the Adviser and reviewed by our independent valuation advisor. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:

Input

Hypothetical

Change

Multifamily

Investment Values

Industrial

Investment Values

Hospitality

Investment Values

Hypothetical

Change

Multifamily

Investment

Values

Industrial

Investment

Values

Hotel

Investment

Values

Retail

Investment

Values

Discount Rate

0.25% decrease

+1.9%

+1.5%

+0.9%

0.25% decrease

+1.9%

+1.6%

+0.9%

+1.8%

(weighted average)

0.25% increase

(1.9%)

(1.5%)

(0.9%)

0.25% increase

(1.8%)

(1.3%)

(0.8%)

(1.8%)

Exit Capitalization Rate

0.25% decrease

+2.8%

+2.4%

+1.9%

0.25% decrease

+2.9%

+2.7%

+1.9%

+2.4%

(weighted average)

0.25% increase

(2.7%)

(2.2%)

(1.8%)

0.25% increase

(2.7%)

(2.4%)

(1.8%)

(2.2%)

The following table reconciles stockholders’ equity per our condensed consolidated balance sheet to our NAV ($ in thousands):

Reconciliation of Stockholders’ Equity to NAV	September 30, 2017		June 30, 2018
Stockholders’ equity under U.S. GAAP	$	1,103,570	$	2,590,122
Adjustments:
Accrued stockholder servicing fee		75,254		165,681
Organization and offering costs		9,389		9,144
Unrealized real estate appreciation		60,080		153,644
Accumulated depreciation and amortization		64,509		271,866
NAV	$	1,312,802	$	3,190,457

The following details the adjustments to reconcile GAAP stockholders’ equity to our NAV:

Beginning March 31, 2017, we declared monthly distributions for each class of our common stock which are generally paid 20 days after month-end. Each class of our common stock receives the same gross distribution per share, which was $0.3118 per share for the six months ended June 30, 2018. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor. The table below details the net distribution for each of our share classes for the six months ended June 30, 2018.

The following ~~table summarizes~~tables summarize our distributions declared during the three and ~~nine~~six months ended ~~September~~June 30, 2018 and 2017 ($ in thousands). ~~From March 2, 2016 (date of our initial capitalization) through September 30, 2016, we had not commenced our principal operations and as such, no distributions were made during this period.~~

	Three Months Ended September 30, 2017					Nine Months Ended September 30, 2017					Three months ended June 30, 2018					Three months ended June 30, 2017
	Amount		Percentage			Amount		Percentage			Amount		Percentage			Amount		Percentage
Distributions
Paid in cash	$	5,033		33	%	$	8,221		32	%
Payable in cash											$	13,928		37	%	$	2,801		31	%
Reinvested in shares		10,018		67	%		17,100		68	%		24,115		63	%		6,150		69	%
Total distributions	$	15,051		100	%	$	25,321		100	%	$	38,043		100	%	$	8,951		100	%

Sources of Distributions
Cash flows from operating activities	$	15,051		100	%	$	25,321		100	%	$	38,043		100	%	$	8,951		100	%
Offering proceeds		—		—	%		—		—	%		—		—	%		—		—	%
Total sources of distributions	$	15,051		100	%	$	25,321		100	%	$	38,043		100	%	$	8,951		100	%

Cash flows from operating activities	$	24,776				$	44,260				$	62,835				$	17,911
Funds from Operations	$	8,465				$	15,283				$	32,078				$	6,995

Our primary needs for liquidity and capital resources are to fund our investments, to make distributions to our stockholders, to repurchase shares of our common stock pursuant to our share repurchase plan, to pay our organization and offering costs (including reimbursement of organization and offering costs advanced by the Adviser), operating expenses, ~~and~~ capital expenditures and to pay debt service on ~~any~~our outstanding indebtedness we may incur. To date, the Adviser has advanced our organization and offering costs, but beginning January 1, 2018 we will be required to reimburse the Adviser for such advanced amounts ratably over a 60 month period.

indebtedness. We anticipate our operating expenses will include, among other things, the management fee we ~~will~~ pay to the Adviser (to the extent the Adviser elects to receive the management fee in cash or requests that we repurchase shares previously issued to the Adviser for payment of the management fee), the performance participation allocation that BREIT OP ~~will pay~~pays to the Special Limited Partner (to the extent the Special Limited Partner elects to receive the performance participation allocation in cash or requests that we repurchase shares previously issued to the Special Limited Partner for payment of the performance participation allocation), general corporate expenses, and fees and expenses related to managing our properties and other investments. We do not have any office or personnel expenses as we do not have any employees.

Our cash needs for acquisitions and other investments will be funded primarily from the sale of shares of our common stock and through the assumption or incurrence of debt. Through June 30, 2018, our distributions have been funded entirely from cash flows from operations.

As of June 30, 2018, our indebtedness included loans secured by our properties, master repurchase agreements with Citigroup Global Markets Inc. (the “Citi MRA”), Royal Bank of Canada (the “RBC MRA”), and Bank of America Merrill Lynch (the “BAML MRA”) secured by our investments in real estate-related securities, and an unsecured line of credit.

The following table is a summary of our indebtedness ~~as of September 30, 2017~~ ($ in thousands):

Indebtedness

Interest
Rate⁽¹⁾

Maturity
Dates⁽²⁾⁽³⁾

Maximum Facility
Size

Principal
Balance

Loans secured by our properties:

  TA Multifamily (excluding 55 West)

3.76%

6/1/2024

N/A

$
211,249

  Industrial Properties - Term Loan

L+2.10%

6/1/2022

N/A

146,000

  Industrial Properties - Revolving Credit Facility

L+2.10%

6/1/2022

146,000

146,000

  Emory Point

3.66%

5/5/2024

N/A

130,000

  Nevada West

3.75%

9/1/2024

N/A

121,380

  Elysian West

3.77%

9/1/2024

N/A

75,400

  55 West (part of TA Multifamily Portfolio)

L+2.18%

5/9/2022⁽²⁾

N/A

63,600

  Mountain Gate & Trails

3.75%

9/1/2024

N/A

59,985

  Gilbert Vistara

4.09%

10/1/2028

N/A

48,129

  Gilbert Redstone

4.92%

4/10/2029

N/A

40,484

  ACG II - Highlands

3.62%

10/1/2024

N/A

27,715

  Sonora Canyon

3.76%

6/1/2024

N/A

26,455

  ACG II - Brooks Landing

4.60%

10/6/2025

N/A

24,500

  ACG II - Woodlands

4.83%

3/6/2024

N/A

23,485

  ACG II - Sterling Pointe

5.36%

1/6/2024

N/A

18,900

Total loans secured by our properties

1,163,282

Repurchase agreement borrowings:

  Citi MRA

L+1.25% - L+1.70%

10/16/2017 - 12/28/2017

N/A

429,294

  RBC MRA

L+1.25% - L+1.45%

10/20/2017

N/A

49,161

  BAML MRA

—

—

N/A

—

Total repurchase agreement borrowings

478,455

Line of Credit

L+2.25%

1/23/2018

250,000

122,676

Citi Line of Credit⁽⁴⁾

L+2.25%

10/26/2018

300,000

—

Total indebtedness

$
1,764,413

					Principal Balance as Of
Indebtedness	Weighted Average Interest Rate⁽¹⁾	Weighted Average Maturity Date⁽²⁾⁽³⁾	Maximum Facility Size		June 30, 2018		December 31, 2017
Fixed rate loans
Fixed rate mortgages	3.98%	5/6/2025	N/A		$	3,426,067	$	1,468,294
Canyon Industrial Portfolio Mezzanine Loan	5.85%	4/5/2025	N/A			200,000		—
Total fixed rate loans	4.08%	5/4/2025				3,626,067		1,468,294
Variable rate loans
BAML Industrial Term Loan⁽⁴⁾	L+2.00%	6/1/2022	N/A			236,000		186,000
BAML Revolving Credit Facility⁽⁴⁾	L+2.00%	6/1/2022	$	236,000		217,000		186,000
Citi Revolving Credit Facility⁽⁵⁾	L+2.25%	10/26/2020		300,000		178,831		178,831
Floating rate mortgage	L+2.18%	5/9/2022	N/A			63,600		63,600
Capital One Term Loan⁽⁶⁾	L+1.80%	12/12/2022	N/A			101,000		22,500
Capital One Revolving Credit Facility⁽⁶⁾	L+1.80%	12/12/2022		20,600		101,000		20,600
Total variable rate loans	4.06%	3/18/2022				897,431		657,531
Total loans secured by the Company's properties	4.08%	9/19/2024				4,523,498		2,125,825

Repurchase agreement borrowings secured by our real estate-related securities:
RBC MRA	L+1.34%	11/25/2018	N/A			605,585		150,238
Citi MRA	L+1.56%	9/7/2018	N/A			458,896		512,975
BAML MRA	L+1.06%	7/10/2018	N/A			37,759		19,635
Total repurchase agreement borrowings secured by our real estate-related securities						1,102,240		682,848

Unsecured loan:
Affiliate line of credit	L+2.25%	1/23/2019	250,000			—		5,374

Total indebtedness					$	5,625,738	$	2,814,047

On June 27, 2018, we entered into an Amended and Restated Limited Partnership Agreement (the “A&R OP Agreement”) for BREIT OP. The A&R OP Agreement amends and restates the limited partnership agreement governing BREIT OP to provide for a new class of units (“Class B Units”) of the BREIT OP, among other changes. Class B Units are available to certain suitable investors in private placements generally utilizing a “draw-down” structure. Class B Units will be sold at their NAV per unit, which will equal the NAV per Class I unit of BREIT OP and will generally correspond to the NAV per share of our Class I shares.

Class B Units are subject to the same fees and expenses of Class I Units and will not have any preferential rights relative to the Company’s interest in BREIT OP, nor will they be exchangeable for any shares of the Company’s common stock. Holders of the Class B Units will have a right to redeem their units for cash in a manner similar to the ability of the Company’s stockholders to have their shares repurchased under the Company’s share repurchase plan. Class B Unit redemptions will be subject to the same limitations as share repurchases under the Company’s share repurchase plan, namely the early repurchase deduction and caps on monthly and quarterly repurchases (calculated on an aggregate basis with shares of the Company’s common stock submitted for repurchase for the applicable period). The redemption rights of the Class B Unitholders will not affect the terms of the Company’s share repurchase plan. Class B Units will have the same limited voting rights as the other BREIT OP units and such rights do not affect the Company’s exclusive power, as general partner of BREIT OP, to manage and conduct the business of BREIT OP.

On July 27, 2018, BREIT OP received a $100.0 million commitment to purchase Class B Units from a Blackstone-advised entity, $25.0 million of which was funded on August 1, 2018.

Other potential future sources of capital include secured or unsecured financings from banks or other lenders and proceeds from the sale of assets. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures. We have not yet identified any sources for these types of financings.

As of ~~November 13, 2017,~~August 14, 2018, we had received net proceeds of ~~$1.5~~$3.5 billion from selling an aggregate of ~~152,942,761~~339,573,665 shares of our common stock (consisting of ~~117,771,673~~223,147,685 Class S shares, ~~4,315,936~~17,347,509 Class T shares, ~~2,981,473~~22,066,207 Class D shares, and ~~27,873,679~~77,012,264 Class I shares). ~~The Company intends to continue selling shares in the Offering on a monthly basis.~~

The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash ($ in thousands):

	Nine Months Ended September 30, 2017			Six Months Ended June 30, 2018			Six Months Ended June 30, 2017
Cash flows provided by operating activities	$	44,260		$	104,325		$	19,484
Cash flows used in investing activities		(2,901,931	)		(3,962,308	)		(1,794,668	)
Cash flows provided by financing activities		2,994,172			3,936,298			1,899,141
Net increase in cash and cash equivalents and restricted cash	$	136,501		$	78,315		$	123,957

Cash flows provided by operating activities ~~were $44.3~~increased $84.8 million during the ~~nine~~six months ended ~~September~~June 30, 2018 compared to the corresponding period in the 2017 ~~primarily as a result of~~due to increased cash flows from the operations of the investments in ~~our properties~~real estate and ~~interest~~ income on our investments in real estate-related securities.

Cash flows used in investing activities ~~were $2.9~~increased $2.2 billion during the ~~nine~~six months ended ~~September~~June 30, 2018 compared to the corresponding period in 2017 ~~driven~~ primarily ~~by our acquisitions~~due to an increase of $1.9 billion in the acquisition of real estate investments ~~of $2.3~~and $0.3 billion ~~and purchase~~ of real estate-related ~~securities of $660.2 million.~~securities.

Cash flows provided by financing activities ~~were $3.0~~increased $2.0 billion during the ~~nine~~six months ended ~~September~~June 30, 2018 compared to the corresponding period in 2017 primarily due to ~~the $1.3~~a net increase of $1.7 billion in borrowings and an increase of ~~net~~$0.3 billion in proceeds ~~we received~~ from ~~the~~ issuance of our common ~~stock and $1.7 billion of net borrowings under our mortgage notes, term loan, affiliate line of credit, and repurchase agreements.~~stock.

~~From March 2, 2016 (date of our initial capitalization) through September 30, 2016, we had not commenced our principal operations and as such, comparative results have not been analyzed.~~

The preparation of the financial statements in accordance with ~~accounting principles generally accepted in the United States (“GAAP”) involve~~GAAP involves significant judgments and assumptions and ~~require~~requires estimates about matters that are inherently uncertain. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our condensed consolidated financial statements. We consider our accounting policies over investments in real estate and lease intangibles, investments in real estate-related securities, and revenue recognition to be our critical accounting policies. See Note 2 to our ~~consolidated financial statements~~Annual Report on Form 10-K for the year ended December 31, 2017 for further descriptions of such accounting policies.

See Note 2 — “Summary of Significant Accounting Policies” to our condensed consolidated financial statements in this quarterly report on Form 10-Q for a discussion concerning recent accounting pronouncements.

We currently have no off-balance sheet arrangements that are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

The following table aggregates our contractual obligations and commitments with payments due subsequent to ~~September~~June 30, ~~2017~~2018 ($ in thousands).

Obligations	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years		Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Indebtedness ⁽¹⁾											$	6,812,283	$	1,304,565	$	599,327	$	1,139,212	$	3,769,179
Ground leases												14,149		240		480		480		12,949
Organizational and offering costs	$	9,389	$	1,408	$	3,756	$	3,756	$	469		9,144		2,032		4,064		3,048		—

Ground leases		14,249		239		478		478		13,054

Indebtedness ⁽¹⁾		1,947,404		524,129		89,108		381,789		952,378

Other												18,627		2,398		6,871		7,092		2,266
Total	$	1,971,042	$	525,776	$	93,342	$	386,023	$	965,901	$	6,854,203	$	1,309,235	$	610,742	$	1,149,832	$	3,784,394

We are exposed to interest rate risk with respect to our variable-rate indebtedness, whereas an increase in interest rates would directly result in higher interest expense costs. We seek to manage our exposure to interest rate risk by utilizing a mix of fixed and floating rate financings with staggered maturities and through interest rate protection agreements to fix or cap a portion of our variable rate debt. As of ~~September~~June 30, ~~2017,~~2018, the outstanding principal balance of our variable rate indebtedness was ~~$956.6 million~~$2.0 billion and consisted of mortgage notes, a term ~~loan, a~~loans, revolving credit ~~facility, an affiliate line of credit,~~facilities, and repurchase agreements.

~~Our~~Certain of our mortgage loans, term ~~loan,~~loans, and revolving credit ~~facility, and affiliate line of credit~~facilities are variable rate and indexed to one-month U.S. Dollar denominated LIBOR. For the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, a 10% increase in one-month U.S. Dollar denominated LIBOR would have resulted in increased interest expense of ~~$819 thousand~~$0.3 million and ~~$1.3~~$0.5 million, respectively.

Our repurchase agreements are variable rate and indexed to one-month or three-month U.S. Dollar denominated LIBOR. For the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, a 10% increase in the one-month or three-month U.S. Dollar denominated LIBOR rate would have resulted in increased interest expense of ~~$217 thousand~~$0.3 million and ~~$293 thousand,~~$0.6 million, respectively.

We may seek to limit the impact of rising interest rates on earnings and cash flows through the use of fixed rate financings or the use of derivative financial instruments to hedge exposures to changes in interest rates on loans secured by our assets.

As of ~~September~~June 30, ~~2017, our~~2018, we held $1.7 billion of investments in real estate-related debt securities, ~~consisted of $644.4 million of~~which were exclusively CMBS. Our CMBS investments are floating-rate and indexed to one-month U.S. denominated LIBOR and as such, exposed to interest rate risk. Our net income will increase or decrease depending on interest rate movements. While we cannot predict factors which may or may not affect interest rates, ~~during~~for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2018, a 10% increase or decrease in the one-month U.S. denominated LIBOR rate would have resulted in an increase or decrease to income from real estate-related securities of ~~$467 thousand~~$0.7 million and ~~$663 thousand,~~$1.5 million, respectively.

We may also be exposed to market risk with respect to our investments in ~~real-estate related~~real estate-related debt securities due to changes in the fair value of our investments. We seek to manage our exposure to market risk with respect to our investments in real estate-related debt securities by making investments in securities backed by different types of collateral and varying credit ratings. The fair value of our investments may fluctuate, thus the amount we will realize upon any sale of our investments in ~~CMBS~~real estate-related debt securities is unknown. As of ~~September~~June 30, ~~2017,~~2018, the fair value at which we may sell our investments in real estate-related debt securities is not known, but a 10% change in the fair value of our investments in real estate-related debt securities may result in an unrealized gain or loss of ~~$64.4~~$165.0 million.

An evaluation of the effectiveness of the design and operation of our “disclosure controls and procedures” (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this quarterly report on Form 10-Q was made under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Based upon this evaluation, our CEO and CFO have concluded that as of the end of the period covered by this report our disclosure controls and procedures (a) ~~are~~were effective to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by SEC rules and forms and (b) ~~include,~~included, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

There have been no changes in our “internal control over financial reporting” (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the period covered by this quarterly report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of ~~September~~June 30, ~~2017,~~2018, we were not involved in any material legal proceedings.

There have been no material changes to the risk factors previously disclosed under Item 1A of our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2017.

~~During~~Except as described below, during the three and six months ended ~~September~~June 30, ~~2017,~~2018, we did not sell ~~or issue~~ any equity securities that were not registered under the Securities Act. As described in Note 1110 to our condensed consolidated financial statements, the Adviser is entitled to an annual management fee payable monthly in cash, shares of common stock, or BREIT OP Units, in each case at the Adviser's election. For the ~~three month period~~six months ended ~~September~~June 30, ~~2017,~~2018, the Adviser elected to receive its management fee in Class I ~~Shares. During October 2017, the Company~~shares and we issued ~~355 thousand~~1,206,253 unregistered Class I ~~Shares~~shares to the Adviser in satisfaction of the management fee for January through May 2018. Additionally, we issued 313,712 unregistered Class I shares to the Adviser in July 2018 in satisfaction of the June 2018 management fee.

The Special Limited Partner is also entitled to an annual performance participation allocation. As further described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017, the 2017 performance participation allocation became payable on December 31, 2017 and in January 2018, the Company issued approximately 1.6 million Class I units in BREIT OP to the Special Limited Partner as payment for the 2017 performance participation allocation. Each Class I unit is exchangeable into one Class I share. Each issuance to the Adviser and the Special Limited Partner was made pursuant to Section 4(a)(2) of the Securities Act.

On August 31, 2016, ~~our~~the Registration Statement on Form S-11 (File No. 333-213043) ~~covering~~for the Offering of up to $5.0 billion in shares of common stock (in any combination of purchases of Class S, Class T, Class D and Class I shares of our common stock), consisting of up to $4.0 billion in shares in our primary offering and up to $1.0 billion in shares pursuant to our distribution reinvestment plan, was declared effective under the Securities Act. Amendment No. 58 to our Registration Statement was declared effective under the Securities Act on ~~August 17, 2017. The initial offering price of each class of our common stock was $10.00 per share, plus applicable selling commissions and dealer manager fees.~~May 1, 2018. The offering price for each class of our common stock is determined monthly and is made available on our website and in prospectus supplement filings.

As of ~~September~~June 30, ~~2017,~~2018, we received net proceeds of $3.1 billion from the Offering. The following istable summarizes certain information about the Offering ~~and use of~~ proceeds therefrom ($ in ~~thousands)~~thousands except for share data):

Class S
Shares

Class I
Shares

Class D
Shares

Class T
Shares

Total

Offering proceeds:

Shares sold

98,779,308

23,241,230

1,225,700

2,208,763

125,455,001

Gross offering proceeds

$
997,265

$
231,177

$
12,454

$
23,157

$
1,264,053

Selling commissions and dealer manager fees

(11,431
)

—

—

(659
)

(12,090
)
Accrued stockholder servicing fees

(4,008
)

—

(6
)

(28
)

(4,042
)
Other offering costs

—

—

—

—

—

Net offering proceeds

$
981,826

$
231,177

$
12,448

$
22,470

$
1,247,921

Use of offering proceeds:

Purchase of real estate

(2,245,885
)
Capital improvements to real estate

(3,290
)
Pre-acquisition costs

(9,201
)
Purchase of real estate-related securities

(660,151
)
Proceeds from settlement of real estate-related securities

16,596

Repurchase of common stock

(187
)
Borrowings from mortgage notes, term loan, and revolving credit facility

1,055,913

Borrowings under repurchase agreements

491,026

Settlement of repurchase agreements

(12,571
)
Borrowings from Line of Credit

617,650

Repayments on Line of Credit

(495,150
)
Payment of deferred financing costs

(12,384
)
Contributions from non-controlling interests

8,978

Distributions to stockholders

(6,203
)
Working capital

37,758

Cash and cash equivalents

$
30,820

	Class S Shares			Class T Shares			Class D Shares			Class I Shares		Total
Offering proceeds:
Shares sold		199,474,239			14,860,908			16,828,257			64,873,687		296,037,091
Gross offering proceeds	$	2,083,343		$	158,912		$	176,761		$	676,033	$	3,095,049
Selling commissions and dealer manager fees		(21,869	)		(4,419	)		—			—		(26,288	)
Accrued stockholder servicing fees		(14,409	)		(610	)		(134	)		—		(15,153	)
Net offering proceeds	$	2,047,065		$	153,883		$	176,627		$	676,033	$	3,053,608

We primarily used the net proceeds from the Offering toward the acquisition of $7.2 billion of real estate and $1.7 billion of real estate-related securities. In addition to the net proceeds from the Offering, we financed our acquisitions with $4.5 billion of financing secured by our investments in real estate, $1.1 billion of repurchase agreements, and borrowings on the line of credit from Blackstone Holdings Finance Co. L.L.C., an affiliate of Blackstone. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” for additional details on our borrowings.

Under our share repurchase plan, to the extent we choose to repurchase shares in any particular month, we will only repurchase shares as of the opening of the last calendar day of that month (each such date, a “Repurchase Date”). Repurchases will be made at the transaction price in effect on the Repurchase Date (which will generally be equal to our prior month’s NAV per share), except that shares that have not been outstanding for at least one year will be repurchased at 95% of the transaction price (an “Early Repurchase Deduction”) subject to certain limited exceptions. Settlements of share repurchases will be made within three business days of the Repurchase Date. The Early Repurchase Deduction will not apply to shares acquired through our distribution reinvestment plan.

The total amount of aggregate repurchases of Class S, Class T, Class D and Class I shares is limited to no more than 2% of our aggregate NAV per month and no more than 5% of our aggregate NAV per calendar quarter.

Should repurchase requests, in our judgment, place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the company as a whole, or should we otherwise determine that investing our liquid assets in real properties or other illiquid investments rather than repurchasing our shares is in the best interests of the Company as a whole, then we may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, our board of directors may modify,

suspend or terminate our share repurchase plan if it deems such action to be in our best interest and the best interest of our stockholders. In the event that we determine to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis.

If the transaction price for the applicable month is not made available by the tenth business day prior to the last business day of the month (or is changed after such date), then no repurchase requests will be accepted for such month and stockholders who wish to have their shares repurchased the following month must resubmit their repurchase requests.

During the ~~three~~six months ended ~~September~~June 30, ~~2017,~~2018, we repurchased shares of our common stock in the following amounts, which represented all of the share repurchase requests received for the same period.

In June 2018, the Special Limited Partner redeemed 0.8 million Class I units in BREIT OP for $8.4 million based on the net asset value of the Class I units at May 31, 2018. The Special Limited Partner continues to hold 0.9 million Class I units in BREIT OP. The redemption of Class I units are not considered part of our share repurchase plan as described above.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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 thereunto duly authorized.

Large accelerated filer	☐		Accelerated filer	☐
Non-accelerated filer	☒	(Do not check if a smaller reporting company)	Smaller reporting company	☐
			Emerging growth company	☒

PART I.	FINANCIAL INFORMATION	1

ITEM 1.	FINANCIAL STATEMENTS	1

	Condensed Consolidated Financial Statements (Unaudited):

	Condensed Consolidated Balance Sheets as of ~~September~~June 30, ~~2017~~2018 and December 31, ~~2016~~2017	1

	Condensed Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2018 and ~~for the Three Months ended September 30, 2016 and the Period March 2, 2016 (date of initial capitalization) through September 30, 2016~~2017	2

	Condensed Consolidated Statement of Changes in Equity for the ~~Nine~~Six Months Ended ~~September~~June 30, 2018 and 2017	3

	Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2018 and ~~for the Period March 2, 2016 (date of initial capitalization) through September 30, 2016~~2017	4

	Notes to Condensed Consolidated Financial Statements	65

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	2321

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	3736

ITEM 4.	CONTROLS AND PROCEDURES	3836

PART II.	OTHER INFORMATION	3937

ITEM 1.	LEGAL PROCEEDINGS	3937

ITEM 1A.	RISK FACTORS	3937

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	4038

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	4139

ITEM 4.	MINE SAFETY DISCLOSURES	4139

ITEM 5.	OTHER INFORMATION	4139

ITEM 6.	EXHIBITS	4240

SIGNATURES		4341

~~Description~~		~~Depreciable Life~~
~~Building~~		~~30 - 40 years~~
~~Building- and land improvements~~		~~10 years~~
~~Furniture, fixtures and equipment~~		~~1 - 7 years~~
~~Lease intangibles~~		~~Over lease term~~

	September 30, 2017
Building and building improvements	$	1,850,698
Land and land improvements		367,012
Furniture, fixtures and equipment		40,364
Total		2,258,074
Accumulated depreciation		(23,941	)
Investments in real estate, net	$	2,234,133

	June 30, 2018			December 31, 2017
Building and building improvements	$	5,383,773		$	2,815,348
Land and land improvements		1,396,214			574,253
Furniture, fixtures and equipment		97,343			64,080
Total		6,877,330			3,453,681
Accumulated depreciation		(129,295	)		(47,126	)
Investments in real estate, net	$	6,748,035		$	3,406,555


Non-cash investing and financing activities:
Assumption of mortgage notes in conjunction with acquisitions of real estate	$	107,369	—
Assumption of other liabilities in conjunction with acquisitions of real estate	$	17,093	—
Accrued capital expenditures and acquisition related costs	$	314	—
Accrued pre-acquisition costs	$	905	—
Accrued distributions	$	5,624	—
Accrued stockholder servicing fee due to affiliate	$	75,998	—
Accrued offering costs due to affiliate	$	7,552	—
Distribution reinvestment	$	13,494	—
Accrued deferred financing costs	$	307	—

Property Name	Ownership Interest		Number of Properties	Location	Sector	Acquisition Date	Purchase Price⁽¹⁾
Hyatt Place UC Davis⁽²⁾		100%	1	Davis, CA	Hotel	Jan. 2017	$	32,687
Sonora Canyon		100%	1	Mesa, AZ	Multifamily	Feb. 2017		40,983
Stockton		100%	1	Stockton, CA	Industrial	Feb. 2017		32,751
Bakers Centre		100%	1	Philadelphia, PA	Retail	Mar. 2017		54,223
TA Multifamily Portfolio		100%	6	Various⁽³⁾	Multifamily	Apr. 2017		432,593
HS Industrial Portfolio		100%	38	Various⁽⁴⁾	Industrial	Apr. 2017		405,930
Emory Point⁽²⁾		100%	1	Atlanta, GA	Multifamily⁽⁵⁾	May 2017		201,578
Nevada West		100%	3	Las Vegas, NV	Multifamily	May 2017		170,965
Hyatt Place San Jose Downtown		100%	1	San Jose, CA	Hotel	June 2017		65,321
Mountain Gate & Trails		100%	2	Las Vegas, NV	Multifamily	June 2017		83,572
Elysian West		100%	1	Las Vegas, NV	Multifamily	July 2017		107,027
Florida Select-Service 4-Pack		100%	4	Tampa & Orlando, FL	Hotel	July 2017		58,973
Hyatt House Downtown Atlanta		100%	1	Atlanta, GA	Hotel	Aug. 2017		35,332
Harbor 5		100%	5	Dallas, TX	Multifamily	Aug. 2017		146,161
Gilbert Multifamily		90%	2	Gilbert, AZ	Multifamily	Sept. 2017		147,039
Domain & GreenVue Multifamily		100%	2	Dallas, TX	Multifamily	Sept. 2017		134,452
Fairfield Industrial		100%	11	Fairfield, NJ	Industrial	Sept. 2017		74,283
ACG II Multifamily Portfolio		94%	4	Various ⁽⁶⁾	Multifamily	Sept. 2017		148,038
			85				$	2,371,908

	TA Multifamily Portfolio			HS Industrial Portfolio			Emory Point			Nevada West		All Other			Total
Building and building improvements	$	337,889		$	345,391		$	171,709		$	145,305	$	847,905		$	1,848,199
Land and land improvements		68,456			45,081			—			17,409		235,876			366,822
Furniture, fixtures and equipment		4,651			—			3,040			2,833		28,892			39,416
In-place lease intangibles		21,880			20,793			11,207			5,418		46,094			105,392
Below-market ground lease intangibles		—			—			—			—		4,683			4,683
Above-market lease intangibles		24			2,726			84			—		465			3,299
Below-market lease intangibles		(307	)		(8,061	)		(576	)		—		(3,749	)		(12,693	)
Prepaid ground lease rent		—			—			16,114			—		—			16,114
Other intangibles		—			—			—			—		676			676
Total purchase price	$	432,593		$	405,930		$	201,578		$	170,965	$	1,160,842		$	2,371,908
Assumed mortgage notes⁽¹⁾		—			—			—			—		108,971			108,971
Net purchase price	$	432,593		$	405,930		$	201,578		$	170,965	$	1,051,871		$	2,262,937

	Canyon Industrial Portfolio			Wave Multifamily Portfolio		All Other			Total
Building and building improvements	$	1,362,916		$	323,954	$	857,661		$	2,544,531
Land and land improvements		376,762			82,686		360,498			819,946
Furniture, fixtures and equipment		—			5,252		18,336			23,588
In-place lease intangibles		109,031			11,243		71,857			192,131
Above-market lease intangibles		8,459			—		3,122			11,581
Below-market lease intangibles		(19,955	)		—		(11,404	)		(31,359	)
Other		—			—		400			400
Total purchase price		1,837,213			423,135		1,300,470			3,560,818
Assumed mortgage notes⁽¹⁾		—			—		151,220			151,220
Net purchase price	$	1,837,213		$	423,135	$	1,149,250		$	3,409,598

Number of Investments		Credit Rating⁽¹⁾	Collateral	Weighted Average Coupon⁽²⁾	Weighted Average Maturity Date	Face Amount		Cost Basis		Fair Value
	5	BBB	Office, Hospitality, Industrial, Retail	L+2.16%	4/28/2030	$	132,034	$	132,034	$	132,363
	11	BB	Hospitality, Office, Retail, Multifamily	L+3.22%	4/5/2034		333,578		333,466		333,777
	8	B	Hospitality, Office, Multifamily	L+4.12%	11/30/2032		177,950		177,878		178,231
	24					$	643,562	$	643,378	$	644,371

				June 30, 2018
Number of Positions		Credit Rating⁽¹⁾	Collateral⁽²⁾	Weighted Average Coupon⁽³⁾	Weighted Average Maturity Date⁽⁴⁾	Face Amount		Cost Basis		Fair Value
	32	BB	Multifamily, Hospitality, Office, Retail	L+2.89%	5/31/2024	$	808,624	$	807,386	$	809,985
	16	B	Hospitality, Office, Multifamily, Retail	L+3.63%	8/21/2024		463,231		462,275		464,638
	16	BBB	Hospitality, Office, Multifamily, Industrial, Retail	L+2.18%	7/6/2024		295,646		295,256		296,063
8⁽⁵⁾		Other	Multifamily, Hospitality	L+1.14%	2/18/2027		126,670		71,639		72,058
2⁽⁶⁾		Other	Multifamily	N/A	5/25/2028	N/A			7,623		7,649
	74					$	1,694,171	$	1,644,179	$	1,650,393

	Cost Basis				Interest Income
	June 30,		December 31,		Three Months Ended June 30,				Six Months Ended June 30,
	2018		2017		2018		2017		2018		2017
CMBS collateralized by properties	$	780,631	$	559,616	$	8,771	$	1,163	$	15,795	$	1,188
CMBS collateralized by a loan		166,108		63,533		762		2		1,448		2
Total	$	946,739	$	623,149	$	9,533	$	1,165	$	17,243	$	1,190

	~~September 30, 2017~~		~~December 31, 2016~~
~~Pre-acquisition costs~~	$	~~10,106~~		—
~~Prepaid expenses~~		~~3,267~~		—
~~Receivables~~		~~3,143~~		—
~~Deferred financing costs, net~~		~~2,426~~		—
~~Straight-line rent receivable~~		~~1,118~~		—
~~Other~~		~~3,694~~		—
~~Total~~	$	~~23,754~~	$	—

	June 30, 2018		December 31, 2017
Real estate intangibles, net	$	238,857	$	113,844
Receivables		20,869		7,386
Prepaid expenses		9,709		3,267
Pre-acquisition costs		7,606		6,588
Deferred financing costs, net		6,088		5,248
Straight-line rent receivable		5,799		2,045
Deferred leasing commissions, net		3,946		1,193
Other		6,634		5,711
Total	$	299,508	$	145,282

Classification	Number of Shares (in thousands)		Par Value
Preferred Stock		100,000	$	0.01
Class S Shares		500,000	$	0.01
Class T Shares		500,000	$	0.01
Class D Shares		500,000	$	0.01
Class I Shares		500,000	$	0.01
Total		2,100,000

	For the Six Months Ended June 30, 2018
	Class S			Class T			Class D			Class I			Total
December 31, 2017		130,085			5,625			3,955			30,719			170,384
Common stock issued		66,853			9,111			12,762			35,336			124,062
Distribution reinvestment		2,511			125			111			864			3,611
Common stock repurchased		(831	)		(3	)		(1	)		(204	)		(1,039	)
June 30, 2018		198,618			14,858			16,827			66,715			297,018

	Affiliate Service Provider Expenses				Affiliate Service Provider Expenses				Capitalized Transaction Support Fees⁽¹⁾
	For the Three Months Ended June 30,				For the Six Months Ended June 30,				For the Six Months Ended June 30,
	2018		2017		2018		2017		2018		2017
LivCor, L.L.C.	$	2,048	$	70	$	3,191	$	70	$	101	$	485
Gateway Industrial Properties L.L.C.		673		—		1,078		—		196		—
ShopCore Properties TRS Management LLC		258		70		498		70		—		—
BRE Hotels and Resorts LLC		171		10		318		15		—		—
Equity Office Management, L.L.C.		—		461		—		471		—		20
Revantage Corporate Services, L.L.C.		—		—		—		—		8		—
Total	$	3,150	$	611	$	5,085	$	626	$	305	$	505

Year	Future Commitments
2017 (remaining)	$	60
2018		239
2019		239
2020		239
2021		239
Thereafter		13,233
Total	$	14,249

Segment	Number of Properties		Sq. Feet (in thousands)/ Number of Units/Sites/Keys	Occupancy Rate⁽¹⁾	Average Effective Annual Base Rent Per Leased Square Foot or Unit⁽²⁾		Gross Asset Value⁽³⁾ ($ in thousands)		Segment Revenue⁽⁴⁾		Percentage of Total Rental and Hotel Revenue
Multifamily		88	25,295 units/sites	91%	$14,477		$	3,940,924	$	140,411	53%

Industrial		210	35,019 sq. ft.	95%	$	4.92		3,025,796		78,014	30%

Hotel		14	1,828 keys	83%	$157.33/$129.62			306,988		39,033	15%

Retail		2	403 sq. ft.	97%	$	16.25		100,736		4,452	2%

Total		314					$	7,374,444	$	261,910	100%

Sector and Property/Portfolio Name	Number of Properties		Location	Acquisition Date	Ownership Interest⁽¹⁾		Acquisition Price (in thousands)⁽²⁾		Sq. Feet (in thousands)/ Number of Rooms/Units	Occupancy Rate⁽³⁾
Multifamily:
TA Multifamily Portfolio		6	Various⁽⁴⁾	Apr. 2017		100%	$	432,593	2,514 units		94%
Emory Point		1	Atlanta, GA	May 2017		100%		201,578	750 units		100%
Nevada West Multifamily		3	Las Vegas, NV	May 2017		100%		170,965	972 units		92%
Gilbert Multifamily		2	Gilbert, AZ	Sept. 2017		90%		147,039	748 units		93%
ACG II Multifamily		4	Various⁽⁵⁾	Sept. 2017		94%		148,038	932 units		98%
Harbor 5		5	Dallas, TX	Aug. 2017		100%		146,161	1,192 units		94%
Domain & GreenVue Multifamily		2	Dallas, TX	Sept. 2017		100%		134,452	803 units		84%
Elysian West		1	Las Vegas, NV	July 2017		100%		107,027	466 units		91%
Mountain Gate & Trails		2	Las Vegas, NV	June 2017		100%		83,572	539 units		96%
Sonora Canyon		1	Mesa, AZ	Feb. 2017		100%		40,983	388 units		93%
Total Multifamily		27						1,612,408	9,304 units

Industrial:
HS Industrial Portfolio		38	Various⁽⁴⁾	Apr. 2017		100%		405,930	5,972 sq. ft.		96%
Fairfield Industrial		11	Fairfield, NJ	Sept. 2017		100%		74,283	578 sq. ft.		100%
Stockton		1	Stockton, CA	Feb. 2017		100%		32,751	878 sq. ft.		87%
Total Industrial		50						512,964	7,428 sq. ft.

Hotel:
Hyatt Place San Jose Downtown		1	San Jose, CA	June 2017		100%		65,321	236 rooms		83%
Florida Select-Service 4-Pack		4	Tampa & Orlando, FL	July 2017		100%		58,973	469 rooms		71%
Hyatt House Downtown Atlanta		1	Atlanta, GA	Aug. 2017		100%		35,332	150 rooms		78%
Hyatt Place UC Davis		1	Davis, CA	Jan. 2017		100%		32,687	127 rooms		87%
Total Hotel		7						192,313	982 rooms

Retail:
Bakers Centre		1	Philadelphia, PA	Mar. 2017		100%		54,223	237 sq. ft.		95%
Total Retail		1						54,223	237 sq. ft.

Total Investments in Real Estate		85					$	2,371,908

	Three Months Ended		Nine Months Ended
	September 30, 2017		September 30, 2017
Rental revenue
Multifamily	$	24,911	$	39,466
Industrial		7,737		14,357
Retail		951		1,904
Total rental revenue		33,599		55,727
Hotel revenue		9,874		15,048
Total rental and hotel revenue	$	43,473	$	70,775

	Three Months Ended September 30, 2017				Nine Months Ended September 30, 2017
Property	Average Daily Rate		RevPAR		Average Daily Rate		RevPAR
Hyatt Place UC Davis	$	160	$	143	$	165	$	144
Hyatt Place San Jose Downtown	$	197	$	163	$	213	$	177
Florida Select-Service 4-Pack	$	107	$	76	$	108	$	76
Hyatt House Downtown Atlanta	$	175	$	136	$	175	$	136

Period	Total Number of Shares Redeemed or Repurchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares that May Yet Be Purchased Pursuant to the Program
July 1 – July 31, 2017		—	$	—		—	(1)
August 1 - August 31, 2017		3,594		9.80		3,594	(1)
September 1 - September 30, 2017		15,327		9.90		15,327	(1)
Total		18,921	$	9.85		18,921	(1)

Period	Total Number of Shares Repurchased		Repurchases as a Percentage of Shares Outstanding			Average Price Paid per Share		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares Pending Repurchase Pursuant to Publicly Announced Plans or Programs⁽¹⁾
January 1 - January 31, 2018		29,942		0.02	%	$	10.57		29,942		—
February 1 - February 28, 2018		88,765		0.04	%		10.63		88,765		—
March 1 - March 31, 2018		97,380		0.04	%		10.64		97,380		—
April 1 - April 30, 3018		164,420		0.07	%		10.57		164,420		—
May 1 - May 31, 2018		282,194		0.10	%		10.64		282,194		—
June 1 - June 30, 2018		376,302		0.13	%		10.72		376,302		—
Total		1,039,003	N/M			$	10.65		1,039,003		—

~~4.1~~		~~Distribution Reinvestment Plan~~


10.1		Amended and Restated Dealer Manager Agreement, dated May 1, 2018, by and between Blackstone Real Estate Income Trust, Inc. and Blackstone Advisory Partners L.P. (incorporated by reference to Exhibit 1.1 to the Registrants Current Report on Form 8-K filed May 1, 2018)
10.2		Form of Selected Dealer Agreement (incorporated by reference to Exhibit 1.2 to the Registrants Current Report on Form 8-K filed May 1, 2018)
31.1		Certification of Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1 +		Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2 +		Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema Document

101.SCH		XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB		XBRL Taxonomy Extension Label Linkbase Document

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

		BLACKSTONE REAL ESTATE INCOME TRUST, INC.

~~November 13, 2017~~August 14, 2018		/s/ Frank Cohen
Date		Frank Cohen
		Chief Executive Officer
		(Principal Executive Officer)

~~November 13, 2017~~August 14, 2018		/s/ Paul D. Quinlan
Date		Paul D. Quinlan
		Chief Financial Officer and Treasurer
		(Principal Financial Officer and
		Principal Accounting Officer)