SUBSCRIPTION AGREEMENT

Exhibit 10.4

SUBSCRIPTION AGREEMENT

iStar Acquisition Corp.
1114 Avenue of the Americas
39th Floor
New York, New York  10036

iStar Acquisition Investor LLC hereby subscribes for SEVEN MILLION ONE HUNDRED EIGHTY-SEVEN THOUSAND FIVE HUNDRED (7,187,500) shares of common stock, par value $0.0001 per share (the “ Common Stock ”), of iStar Acquisition Corp., a Delaware corporation (the “ Company ”), for an aggregate purchase price of TWELVE THOUSAND FIVE HUNDRED DOLLARS AND 01/100 ($12,500), the receipt and sufficiency of which is hereby acknowledged.  Upon receipt by the Company of said consideration on this date, the Company shall issue to the undersigned a stock certificate (or, if not certificated, provide documentation reflecting the registration in the name of the undersigned on the stock ledger of the Company) representing such fully paid and non-assessable shares of the Common Stock of the Company.  Following such issuance of shar