SEC Form 3

FORM 3

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

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1. Name and Address of Reporting Person* OCG NTR Holdings, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE, 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/30/2023	3. Issuer Name and Ticker or Trading Symbol BROOKFIELD REAL ESTATE INCOME TRUST INC. [ N/A ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class I Common Stock	23,171,311(1)	I	Held by BUSI II-C L.P.(3)(4)
Class E Common Stock	2,379,448(2)	I	Held by BUSI II-C L.P.(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* OCG NTR Holdings, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE, 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Oaktree Capital Group, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE, 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Oaktree Capital Group Holdings GP, LLC (Last) (First) (Middle) 333 SOUTH GRAND AVENUE, 28TH FLOOR (Street) LOS ANGELES CA 90071 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Includes 107,748 shares of the Issuer's Class I Common Stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan.

2. Includes 13,541 shares of the Issuer's Class E Common Stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan.

3. These shares are held directly by BUSI II-C L.P. ("BUSI II-C"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of Oaktree Capital Group, LLC ("OCG LLC"). OCG LLC is the sole common shareholder of OCG NTR Holdings, LLC, which serves as the managing member of BUSI II GP-C LLC ("BUSI II GP-C") and a limited partner of BUSI II-C. BUSI II GP-C serves as the general partner of BUSI II-C.

4. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Remarks:

Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons are filing a separate Form 3. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.

	OAKTREE CAPITAL GROUP, LLC, By: /s/ Richard Ting, Name: Richard Ting, Title: Managing Director, Associate General Counsel and Assistant Secretary	07/10/2023
	OCG NTR HOLDINGS, LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Director	07/10/2023
	OAKTREE CAPITAL GROUP HOLDINGS GP, LLC, By: /s/ Richard Ting, Name: Richard Ting, Title: Managing Director, Associate General Counsel and Assistant Secretary	07/10/2023
	** Signature of Reporting Person	Date
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