Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  COLONY CAPITAL HOLDINGS, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
04/02/2015
3. Issuer Name and Ticker or Trading Symbol
Colony Capital, Inc. [CLNY]
(Last)
(First)
(Middle)
2540 BROADWAY, 6TH FLOOR
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 Original Filed(Month/Day/Year)
(Street)

SANTA MONICA, CA 90404
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
OP Units   (1)   (1) Class A Common Stock 18,399,671 $ (1) I By Colony Capital, LLC (2) (3)
OP Units   (1)   (1) Class A Common Stock 1,621,859 $ (1) I By CCH Management Partners I, LLC (2) (3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COLONY CAPITAL HOLDINGS, LLC
2540 BROADWAY, 6TH FLOOR
SANTA MONICA, CA 90404
    X    
COLONY CAPITAL, LLC
2450 BROADWAY, 6TH FLOOR
SANTA MONICA, CA 90404
    X    

Signatures

/s/ Thomas J. Barrack, Jr., as managing member of Colony Capital Holdings, LLC 04/16/2015
**Signature of Reporting Person Date

/s/ Thomas J. Barrack, Jr., as managing member of Colony Capital Holdings, LLC, the sole member of Colony Capital, LLC 04/16/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The OP Units are redeemable for shares of Class A Common Stock or cash at the discretion of the issuer. The OP Units do not have expiration dates.
(2) This Form 3 is being filed (a) by Colony Capital, LLC ("CC"), and (b) by Colony Capital Holdings, LLC ("CCH" and together with CC, the "Reporting Persons"), the sole member of CC. As the sole member and control person of CC, CCH may be deemed to be the indirect beneficial owner of the OP Units beneficially owned by CC. Thomas J. Barrack, Jr., the managing member of CCH, has already reported his beneficial ownership of these OP Units on his Form 4. The acquisition of OP Units represents consideration paid by the issuer in connection with its acquisition of substantially all of CC's real estate and investment management business and operations.
(3) Each of the Reporting Persons disclaims beneficial ownership of the OP Units reported herein except to the extent of such Reporting Person's pecuniary interest in such securities.

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