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UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, D.C.
    20549
      Form 10-K
      þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31,
    2010oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the Transition Period
    from          to          .   Commission file number
    333-160748
      STEADFAST INCOME REIT,
    INC.
 (Exact name of registrant as
    specified in its charter)
      Maryland

27-0351641(State or other jurisdiction
    of
    incorporation or organization)

(I.R.S. Employer
    Identification No.)18100 Von Karman Avenue, Suite 500
    Irvine, California(Address of principal
    executive offices)

92612(Zip Code)  (949) 852-0700
 (Registrants telephone
    number, including area code)
      Securities registered pursuant to Section 12(b) of the
    Securities Exchange Act of 1934:
 None
  Securities registered pursuant to Section 12(g) of the
    Securities Exchange Act of 1934:
 None
      o þ
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. þ
  12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer o
    Non-accelerated
    filer o
    Smaller
    reporting
    company þ   Rule 12b-2 o þ
  Form S-11,




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##### 





STEADFAST
    INCOME REIT, INC.
  INDEX
   
 Special Note Regarding Forward-Looking
    Statements


iPART IItem 1.


Business


1Item 1A.


Risk Factors


4Item 1B.


Unresolved Staff Comments


30Item 2.


Properties


31Item 3.


Legal Proceedings


31Item 4.


Removed and Reserved


31PART IIItem 5.


Market for Registrants Common Equity,
    Related Stockholder Matters and Issuer Purchases of Equity
    Securities


31Item 6.


Selected Financial Data


36Item 7.


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


37Item 7A.


Quantitative and Qualitative Disclosures About
    Market Risk


50Item 8.


Financial Statements and Supplementary Data


51Item 9.


Changes In and Disagreements With Accountants On
    Accounting and Financial Disclosure


51Item 9A.


Controls and Procedures


52Item 9B.


Other Information


52PART IIIItem 10.


Directors, Executive Officers and Corporate
    Governance


52Item 11.


Executive Compensation


56Item 12.


Security Ownership of Certain Beneficial Owners
    and Management and Related Stockholder Matters


57Item 13.


Certain Relationships and Related Transactions,
    and Director Independence


58Item 14.


Principal Accountant Fees and Services


62PART IVItem 15.


Exhibits and Financial Statement Schedules


64Index to Consolidated Financial Statements


F-1EX-10.2EX-21EX-31.1EX-31.2EX-32.1EX-32.2




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CAUTIONARY
    NOTE REGARDING FORWARD-LOOKING STATEMENTS  Form 10-K
    
    our ability to effectively raise and deploy the proceeds in our
    initial public offering;
    changes in economic conditions generally and the real estate and
    debt markets specifically;
    our ability to successfully identify and acquire properties on
    terms that are favorable to us;
    risks inherent in the real estate business, including tenant
    defaults, potential liability relating to environmental matters
    and liquidity of real estate investments;
    legislative or regulatory changes (including changes to the laws
    governing the taxation of REITs);
    the availability of capital;
    changes in interest rates; and
    changes to generally accepted accounting principles.   i




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PART I  ITEM 1.
    BUSINESS  Overview
    Form S-11
  day-to-day
  Objectives
    and Strategies
    
    preserve, protect and return invested capital;
    pay attractive and stable cash distributions to
    stockholders; and
    realize capital appreciation in the value of our investments
    over the long term.   1




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2010
    Highlights
    
    commenced our initial public offering on July 19, 2010;
    acquired two multifamily properties for an aggregate purchase
    price of $17,550,000, exclusive of closing costs; and
    began paying a monthly distribution at a rate equal to a 7.0%
    annualized distribution rate if paid over a
    365-day
    period.  Our Real
    Estate Portfolio
    Lincoln Tower Apartments.
 2




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Park Place Property.
  Borrowing
    Policy
    Employees
    Competition
   3




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Regulations
    Income
    Taxes
    Financial
    Information About Industry Segments
    Available
    Information
  Form 10-K, Form 10-Q, Form 8-K, http://www.steadfastreits.com Form 10-K. http://www.sec.gov, Form 10-K, Form 10-Q,
  ITEM 1A.
    RISK
    FACTORS  The following are some of the risks and uncertainties that
    could cause our actual results to differ materially from those
    presented in our forward-looking statements. The risks and
    uncertainties described below are not the only ones we face but
    do represent those risks and uncertainties that we believe are
    material to us. Additional risks and uncertainties not presently
    known to us or that we currently deem immaterial may also harm
    our business. References to shares and our
    common stock refer to the shares of common stock of
    Steadfast Income REIT, Inc.
  General
    Investment Risks
  We
    have a limited operating history and there is no assurance that
    we will be able to successfully achieve our investment
    objectives.
   4




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There
    is no public trading market for shares of our common stock and
    we are not required to effectuate a liquidity event by a certain
    date. As a result, it will be difficult for you to sell your
    shares of common stock and, if you are able to sell your shares,
    you are likely to sell them at a substantial
    discount.
    If we
    are unable to raise substantial funds in our public offering, we
    will be limited in the number and type of investments we may
    make, which could negatively impact your
    investment.
    Disruptions
    in the financial markets and deteriorating economic conditions
    could adversely impact our ability to implement our investment
    strategy and achieve our investment objectives.
   5




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Our
    ability to successfully conduct our public offering is
    dependent, in part, on the ability of the dealer manager to hire
    and retain key employees and to successfully establish, operate
    and maintain a network of broker-dealers.
    If we
    pay distributions from sources other than our cash flow from
    operations, we will have fewer funds available for investments
    and your overall return may be reduced.
       6




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You
    may be more likely to sustain a loss on your investment because
    our sponsor does not have as strong an economic incentive to
    avoid losses as do sponsors who have made significant equity
    investments in the investment programs they are
    sponsoring.
    We
    established the initial offering price of our shares of common
    stock on an arbitrary basis and it may not accurately represent
    the value of our assets. Therefore, the purchase price you paid
    for shares of our common stock may be higher than the value of
    our assets per share of our common stock at the time of your
    purchase.
    We
    will not begin providing stockholders with an estimated net
    asset value per share of our common stock until six months after
    completion of our offering stage. Therefore, you will not be
    able to determine the true value of your shares on an ongoing
    basis until the completion of our offering stage.
   7




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Because
    our charter does not require our listing or liquidation by a
    specified date, you should only purchase our shares as a
    long-term investment and be prepared to hold them for an
    indefinite period of time.
    Payment
    of fees to our advisor and its affiliates reduces cash available
    for investment, which may result in our stockholders not
    receiving a full return of their invested capital.
    If we
    internalize our management functions, your interest in us could
    be diluted and we could incur other significant costs associated
    with being self-managed.
     8




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You
    are limited in your ability to have your shares of common stock
    repurchased pursuant to our share repurchase plan. You may not
    be able to sell any of your shares of our common stock back to
    us, and if you do sell your shares, you may not receive the
    price you paid upon subscription.
      Our
    success is dependent on the performance of our advisor and its
    affiliates.
     9




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If we
    are delayed or unable to find suitable investments, we may not
    be able to achieve our investment objectives.
    Recent
    events in U.S. financial markets have had, and may continue to
    have, a negative impact on the terms and availability of credit
    and the overall national economy, which could have an adverse
    effect on our business and our results of
    operations.
  loan-to-value
    We are
    uncertain of our sources for funding our future capital needs.
    If we do not have sufficient funds from operations to cover our
    expenses or to fund improvements to our real estate and cannot
    obtain debt or equity financing on acceptable terms, our ability
    to cover our expenses or to fund improvements to our real estate
    will be adversely affected.
    If we
    cease to retain our advisor or one of its affiliates to perform
    substantial advisory services for us, we may be required to
    cease to conduct business under or use the name
    Steadfast or any derivative thereof.
   10




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Risks
    Relating to Our Organizational Structure
  Maryland
    law and our organizational documents limit your right to bring
    claims against our officers and directors.
    The
    limit on the percentage of shares of our common stock that any
    person may own may discourage a takeover or business combination
    that may benefit our stockholders.
    We may
    issue preferred stock or other classes of common stock, which
    issuance could adversely affect the holders of our common
    stock.
   11




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Your
    investment will be diluted upon conversion of the convertible
    stock.
  1 1000
  We may
    grant stock-based awards to our directors, advisor employees and
    consultants pursuant to our long-term incentive plan, which will
    have a dilutive effect on your investment in us.
     12




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The
    conversion of the convertible stock held by our advisor due upon
    termination of the Advisory Agreement and the voting rights
    granted to the holder of our convertible stock, may discourage a
    takeover attempt or prevent us from effecting a merger that
    otherwise would have been in the best interests of our
    stockholders.
      Our
    UPREIT structure may result in potential conflicts of interest
    with limited partners in our operating partnership whose
    interests may not be aligned with those of our
    stockholders.
    Your
    investment return may be reduced if we are required to register
    as an investment company under the Investment Company Act; if we
    are subject to registration under the Investment Company Act, we
    will not be able to continue our business.
     13




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14




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Risks
    Related To Conflicts of Interest
  We
    depend on our advisor and its key personnel and if any of such
    key personnel were to cease to be affiliated with our advisor,
    our business could suffer.
    Our
    advisor and its affiliates, including our officers and our
    affiliated directors, will face conflicts of interest caused by
    compensation arrangements with us, which could result in actions
    that are not in the best interests of our
    stockholders.
    
    public offerings of equity by us, which allow the dealer manager
    to earn additional dealer manager fees and allows our advisor to
    earn increased acquisition fees and investment management fees;
    real property sales, since the investment management fees and
    property management fees payable to our advisor and its
    affiliates will decrease; and
    the purchase of assets from our sponsor and its affiliates,
    which may allow our advisor or its affiliates to earn additional
    acquisition fees, investment management fees and property
    management fees.   15




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We may
    compete with affiliates of our sponsor for opportunities to
    acquire or sell investments, which may have an adverse impact on
    our operations.
    The
    time and resources that our sponsor and its affiliates could
    devote to us may be diverted to other investment activities, and
    we may face additional competition due to the fact that our
    sponsor and its affiliates are not prohibited from raising money
    for, or managing, another entity that makes the same types of
    investments that we do.
      Our
    advisor may have conflicting fiduciary obligations if we acquire
    assets from affiliates of our sponsor or enter into joint
    ventures with affiliates of our sponsor. As a result, in any
    such transaction we may not have the benefit of
    arms-length negotiations of the type normally conducted
    between unrelated parties.
    The
    fees we pay to affiliates in connection with our public offering
    and in connection with the acquisition and management of our
    investments were determined without the benefit of
    arms-length negotiations of the type normally conducted
    between unrelated parties.
   16




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Risks
    Related To Investments in Real Estate
  Our
    operating results will be affected by economic and regulatory
    changes that impact the real estate market in
    general.
    
    changes in global, national, regional or local economic,
    demographic or real estate market conditions;
    changes in supply of or demand for similar properties in an area;
    increased competition for real property investments targeted by
    our investment strategy;
    bankruptcies, financial difficulties or lease defaults by our
    tenants;
    changes in interest rates and availability of financing;
    changes in the terms of available financing, including more
    conservative
    loan-to-value
    requirements and shorter debt maturities;
    changes in government rules, regulations and fiscal policies,
    including changes in tax, real estate, environmental and zoning
    laws; and
    the severe curtailment of liquidity for certain real
    estate-related assets.      Real
    property that incurs a vacancy could be difficult to sell or
    re-lease.
    We
    will compete with numerous other persons and entities for real
    estate assets and tenants.
   17




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Delays
    in the acquisition and construction of real properties may have
    adverse effects on our results of operations and returns to our
    stockholders.
  lease-up
    Real
    properties are illiquid investments, and we may be unable to
    adjust our portfolio in response to changes in economic or other
    conditions or sell a property if or when we decide to do
    so.
      Competition
    from other apartment communities for tenants could reduce our
    profitability and the return on your investment.
    Increased
    competition and increased affordability of single-family homes
    could limit our ability to retain residents, lease apartment
    units or increase or maintain rents.
   18




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Short-term
    multifamily and apartment leases expose us to the effects of
    declining market rent, which could adversely impact our ability
    to make cash distributions to our stockholders.
    Increased
    construction of similar properties that compete with our
    apartment communities in any particular location could adversely
    affect the operating results of our properties and our cash
    available for distribution to our stockholders.
    
    make it more difficult for us to find tenants to lease units in
    our apartment communities;
    force us to lower our rental prices in order to lease units in
    our apartment communities; and/or
    substantially reduce our revenues and cash available for
    distribution to our stockholders.  Our
    leases with tenants of some of our industrial properties are
    expected to be short-term leases, which may result in increased
    operating expenses if those tenants vacate their space and we
    are forced to locate new tenants.
    Tenant
    and tenant roll concentrations may decrease the value of our
    investments.
    The
    success of our single-tenant property investments will be
    subject to the financial health of their tenants and the
    inability of a tenant to make required lease payments or the
    early termination of a lease could adversely affect our
    business.
   19




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Actions
    of joint venture partners could negatively impact our
    performance.
    
    the possibility that our venture partner or co-tenant in an
    investment might become bankrupt;
    that the venture partner or co-tenant may at any time have
    economic or business interests or goals which are, or which
    become, inconsistent with our business interests or goals;
    that such venture partner or co-tenant may be in a position to
    take action contrary to our instructions or requests or contrary
    to our policies or objectives;
    the possibility that we may incur liabilities as a result of an
    action taken by such venture partner;
    that disputes between us and a venture partner may result in
    litigation or arbitration that would increase our expenses and
    prevent our officers and directors from focusing their time and
    effort on our business;
    the possibility that if we have a right of first refusal or
    buy/sell right to buy out a co-venturer, co-owner or partner, we
    may be unable to finance such a buy-out if it becomes
    exercisable or we may be required to purchase such interest at a
    time when it would not otherwise be in our best interest to do
    so; or
    the possibility that we may not be able to sell our interest in
    the joint venture if we desire to exit the joint venture.    Our
    real properties will be subject to property taxes that may
    increase in the future, which could adversely affect our cash
    flow.
    Uninsured
    losses or premiums for insurance coverage relating to real
    property may adversely affect your returns.
   20




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Costs
    of complying with governmental laws and regulations related to
    environmental protection and human health and safety may be
    high.
      The
    costs associated with complying with the Americans with
    Disabilities Act may reduce the amount of cash available for
    distribution to our stockholders.
   21




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To the
    extent we invest in age-restricted communities, we may incur
    liability by failing to comply with the Housing for Older
    Persons Act, or HOPA, the Fair Housing Act, or FHA, or certain
    state regulations, which may affect cash available for
    distribution to our stockholders.
    Government
    housing regulations may limit the opportunities at some of the
    government-assisted housing properties we invest in, and failure
    to comply with resident qualification requirements may result in
    financial penalties and/or loss of benefits, such as rental
    revenues paid by government agencies.
    Risks
    Associated with Real Estate-Related Assets
  Disruptions
    in the financial markets and deteriorating economic conditions
    could adversely impact the commercial mortgage market as well as
    the market for real estate-related assets and debt-related
    investments generally, which could hinder our ability to
    implement our business strategy and generate returns to
    you.
     22




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If we
    make or invest in mortgage loans, our mortgage loans may be
    affected by unfavorable real estate market conditions and other
    factors that impact the commercial real estate underlying the
    mortgage loans, which could decrease the value of those loans
    and the return on your investment.
    and/or
  If we
    make or invest in mortgage loans, our mortgage loans will be
    subject to interest rate fluctuations that could reduce our
    returns as compared to market interest rates and reduce the
    value of the mortgage loans in the event we sell
    them.
    Many
    of our investments in real estate-related assets may be
    illiquid, and we may not be able to vary our portfolio in
    response to changes in economic and other
    conditions.
   23




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The
    mezzanine loans in which we may invest would involve greater
    risks of loss than senior loans secured by income-producing real
    properties.
  loan-to-value
  Bridge
    loans may involve a greater risk of loss than conventional
    mortgage loans.
    Our
    real estate-related assets may be sensitive to fluctuations in
    interest rates, and our hedging strategies may not be
    effective.
   24




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Declines
    in the market values of the real estate-related assets in which
    we invest may adversely affect our periodic reported results of
    operations and credit availability, which may reduce earnings
    and, in turn, cash available for distribution to our
    stockholders.
  available-for-sale. available-for-sale other-than-temporary,
    Some
    of the real estate-related assets in which we invest will be
    carried at estimated fair value as determined by us and, as a
    result, there may be uncertainty as to the value of these
    investments.
    Risks
    Associated With Debt Financing
  Disruptions
    in the financial markets and deteriorating economic conditions
    could adversely affect our ability to secure debt financing on
    attractive terms and the values of investments we
    make.
   25




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We
    will incur mortgage indebtedness and other borrowings that may
    increase our business risks and could hinder our ability to make
    distributions and decrease the value of your
    investment.
      Instability
    in the debt markets and our inability to find financing on
    attractive terms may make it more difficult for us to finance or
    refinance properties, which could reduce the number of
    properties we can acquire and the amount of cash distributions
    we can make to our stockholders.
    Increases
    in interest rates could increase the amount of our debt payments
    and negatively impact our operating results.
   26




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Lenders
    may require us to enter into restrictive covenants relating to
    our operations, which could limit our ability to make
    distributions to our stockholders.
    The
    derivative financial instruments that we may use to hedge
    against interest rate fluctuations may not be successful in
    mitigating our risks associated with interest rates and could
    reduce the overall returns on your investment.
    Federal
    Income Tax Risks
  Failure
    to qualify as a REIT would reduce our net earnings available for
    investment or distribution.
    You
    may have current tax liability on distributions you elect to
    reinvest in our common stock.
    Even
    if we qualify as a REIT for federal income tax purposes, we may
    be subject to other tax liabilities that reduce our cash flow
    and our ability to make distributions to you.
    
    In order to qualify as a REIT, we must distribute annually at
    least 90% of our REIT taxable income (which is determined
    without regard to the dividends paid deduction or net capital
    gain for this purpose) to our stockholders. To the extent that
    we satisfy the distribution requirement but distribute less than
    100% of our REIT taxable income, we will be subject to federal
    corporate income tax on the undistributed income. 27




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
    We will be subject to a 4% nondeductible excise tax on the
    amount, if any, by which distributions we pay in any calendar
    year are less than the sum of 85% of our ordinary income, 95% of
    our capital gain net income and 100% of our undistributed income
    from prior years.
    If we have net income from the sale of foreclosure property that
    we hold primarily for sale to customers in the ordinary course
    of business or other non-qualifying income from foreclosure
    property, we must pay a tax on that income at the highest
    corporate income tax rate.
    If we sell an asset, other than foreclosure property, that we
    hold primarily for sale to customers in the ordinary course of
    business, our gain would be subject to the 100% prohibited
    transaction tax unless such sale were made by one of our
    taxable REIT subsidiaries.  REIT
    distribution requirements could adversely affect our ability to
    execute our business plan.
      To
    maintain our REIT status, we may be forced to forgo otherwise
    attractive opportunities, which may delay or hinder our ability
    to meet our investment objectives and reduce your overall
    return.
    Our
    gains from sales of our assets are potentially subject to the
    prohibited transaction tax, which could reduce the return on
    your investment.
   28




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Complying
    with REIT requirements may force us to liquidate otherwise
    attractive investments.
      Liquidation
    of assets may jeopardize our REIT qualification.
    The
    failure of a mezzanine loan to qualify as a real estate asset
    could adversely affect our ability to qualify as a
    REIT.
  2003-65
  Legislative
    or regulatory action could adversely affect
    investors.
   29




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Foreign
    investors may be subject to FIRPTA on the sale of shares of our
    common stock if we are unable to qualify as a domestically
    controlled qualified investment entity.
  non-U.S. holders.
  Retirement
    Plan Risks
  If you
    fail to meet the fiduciary and other standards under ERISA or
    the Internal Revenue Code as a result of an investment in our
    stock, you could be subject to criminal and civil
    penalties.
    
    your investment is consistent with your fiduciary obligations
    under ERISA and the Internal Revenue Code;
    your investment is made in accordance with the documents and
    instruments governing your plan or IRA, including your plan or
    accounts investment policy;
    your investment satisfies the prudence and diversification
    requirements of Section 404(a)(1)(B) and 404(a)(1)(C) of ERISA
    and other applicable provisions of ERISA
    and/or the
    Internal Revenue Code;
    your investment will not impair the liquidity of the plan or IRA;
    your investment will not produce unrelated business taxable
    income, referred to as UBTI, for the plan or IRA;
    you will be able to value the assets of the plan annually in
    accordance with ERISA requirements and applicable provisions of
    the plan or IRA; and
    your investment will not constitute a prohibited transaction
    under Section 406 of ERISA or Section 4975 of the
    Internal Revenue Code.    ITEM 1B.
    UNRESOLVED
    STAFF COMMENTS   30




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ITEM 2.
    PROPERTIES  Form 10-K.
  (949) 852-0700, (949) 852-0143 http://www.steadfastreits.com
  ITEM 3.
    LEGAL
    PROCEEDINGS    ITEM 4.
    (REMOVED
    AND RESERVED) PART II  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Stockholder
    Information
    Market
    Information
     31




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Distribution
    Information
    365-day
    For the Period fromAugust 12, 2010 throughSeptember 30, 2010


4th Quarter


TotalTotal distributions declared

$
63,588


$
166,814


$
230,402Total per share distribution

$
.096


$
.176


$
.272Annualized rate based on purchase price of $10.00 per share


7.0
%


7.0
%


7.0
%     Ordinary income



%Return of capital


100
%Total


100
%
      32




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Use of
    Proceeds from Sales of Registered Securities and Unregistered
    Sales of Equity Securities
    1 1000
   33




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Form S-11 No. 333-160748),
    Estimated/Type of Expense Amount

Amount


ActualSelling commissions and dealer manager fees

$
474,100


ActualOther organization and offering costs


273,592


ActualTotal expenses

$
747,692Total public offering proceeds (excluding distribution
    reinvestment plan proceeds)

$
4,984,614


ActualPercentage of public offering proceeds used to pay for
    organization and offering costs


15
%

Actual         Share
    Repurchase Plan
   34




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Repurchase PriceShare Purchase Anniversary

on Repurchase Date(1)Less than 1 year

No Repurchase Allowed1 year

92.5% of Primary Offering Price2 years

95.0% of Primary Offering Price3 years

97.5% of Primary Offering Price4 years

100.0% of Primary Offering PriceIn the event of a stockholders death or disability

Average Issue Price for Shares(2)     (1)
    
    As adjusted for any stock dividends, combinations, splits,
    recapitalizations or any similar transaction with respect to the
    shares of common stock.(2)
    
    The purchase price per share for shares redeemed upon the death
    or disability of a stockholder will be equal to the average
    issue price per share for all of the stockholders shares.       35




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ITEM 6.
    SELECTED
    FINANCIAL DATA      As of December 31,2010

2009Balance sheet dataTotal real estate, net

$
17,011,752


$
Total assets


20,171,682



202,007Notes payable


11,650,000



Total liabilities


12,926,977



Redeemable common stock


57,827



Total equity


7,186,878



202,007For the Period fromFor the Year Ended

May 4, 2009 (Inception)December 31, 2010

to December 31, 2009Operating dataTotal revenues

$
828,230


$
Net loss attributable to common stockholders


(2,162,581
)


Net loss per common share  basic and diluted


(4.27
)


Other dataCash flows used in operating activities

$
(455,876
)

$
Cash flows used in investing activities


(10,902,324
)


Cash flows provided by financing activities


14,014,390



202,700Distributions declared


230,402



Distributions declared per common share(1)


.272



Weighted-average number of common shares outstanding, basic and
    diluted


506,003



22,223Reconciliation of net loss to Funds from Operations
    (FFO)(2)Net loss

$
(2,163,581
)

$
Depreciation of real estate assets


149,928



Amortization of lease-related costs


390,644



FFO

$
(1,623,009
)

$
  36




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##### Table of Contents



Significant
    Item Included in Net Loss and FFO:
  
    Acquisition fees and expenses related to the purchase of real
    estate of $681,543 for the year ended December 31, 2010.  ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Overview
    Form S-11,
 37




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##### Table of Contents



day-to-day
      Real
    Estate Acquisitions
     38




---



##### Table of Contents



Review of
    our Policies
    Liquidity
    and Capital Resources
            
    current cash balances;
    proceeds from the sales of shares of common stock in our
    offering;
    various forms of secured financing;
    equity capital from joint venture partners; 39




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##### Table of Contents




    proceeds from our operating partnerships private
    placements, if any;
    proceeds from our distribution reinvestment plan; and
    cash from operations.          Cash
    Flows from Operating Activities
    Cash
    Flows from Investing Activities
   40




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##### Table of Contents



Cash
    Flows from Financing Activities
    
    $4,244,134 of cash provided by offering proceeds related to our
    initial public offering, net of (1) payments of commissions
    on sales of common stock and related dealer manager fees in the
    amount of $474,100 and (2) the reimbursement of other
    offering costs to affiliates in the amount of $172,854;
    $4,967,676 of cash provided by offering proceeds related to our
    private offering, net of (1) payments of commissions on
    sales of common stock and related dealer manager fees in the
    amount of $452,942 and (2) the reimbursement of other
    offering costs to affiliates in the amount of $423,707;
    $5,000,000 of cash provided by issuance of a note payable in
    connection with the acquisition of the Park Place property;
    payment of deferred financing costs of $72,500; and
    $132,136 of net cash distributions, after giving effect to
    distributions reinvested by stockholders of $34,700.  Contractual
    Commitments and Contingencies
       41




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##### Table of Contents



Form 10-K.
    Payments Due During the Years Ending December 31,Contractual Obligations

Total

2011

2012

2013

2014

2015Interest payments on outstanding debt obligations(1)

$
2,649,500


$
661,500


$
661,500


$
661,500


$
399,000


$
266,000Principal payments on outstanding debt obligations(2)

$
11,650,000


$



$



$
5,000,000


$



$
6,650,000     (1)
    
    Projected interest payments on outstanding debt obligations are
    based on the outstanding principal amounts and interest rates in
    effect at December 31, 2010. We incurred interest expense
    of $162,877 during the twelve months ended December 31,
    2010, excluding amortization of deferred financing costs
    totaling $1,110.(2)
    
    Projected principal payments on outstanding debt obligations are
    based on the terms of the Lincoln Tower note and Park Place note
    whereby no principal payments are required until the maturity of
    the Lincoln Tower note and the Park Place note on
    September 1, 2015 and December 22, 2013, respectively.  Results
    of Operations
    Net
    loss
    Total
    revenues
    Operating
    expenses
   42




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##### Table of Contents



Fees
    to affiliates
    Depreciation
    and amortization
    Interest
    expense
    General
    and administrative expense
    Acquisition
    Costs
    Inflation
       43




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##### Table of Contents



REIT
    Compliance
    Funds
    from Operations
    For the Year EndedReconciliation of net loss to FFO:

December 31, 2010Net loss

$
(2,163,581
)Add:Depreciation of real estate assets


149,928Amortization of lease-related costs


390,644FFO

$
(1,623,009
)FFO per share

$
(3.21
)Weighted average shares


506,003     Significant
    Item Included in Net Loss and FFO:
  
    Acquisition fees and expenses related to the purchase of real
    estate of $681,543 for the year ended December 31, 2010.      Distributions
   44




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##### Table of Contents



365-day
    Distributions Paid(3)


Net CashDistributions











Used InDistributions


Declared Per











OperatingPeriod

Declared(1)


Share(1)(2)


Cash


Reinvested


Total


ActivitiesFor the period from August 11, 2010 to September 30,
    2010

$
63,588



0.096


$
24,449


$
2,387


$
26,836


$
(162,787
)Fourth Quarter 2010


166,814



0.176



107,687



32,313



140,000



(293,089
)$
230,402



0.272


$
132,136


$
34,700


$
166,836


$
(455,876
)  45




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##### Table of Contents



(1)
    
    Distributions for the period from August 11, 2010 are based
    on daily record dates and calculated at a rate of $0.001917 per
    share per day.(2)
    
    Assumes share was issued and outstanding each day during the
    periods presented.(3)
    
    Distributions are paid on a monthly basis. Distributions for all
    record dates of a given month are paid approximately
    15 days following month end.    and/or and/or
  Off-Balance
    Sheet Arrangements
    Related-Party
    Transactions and Agreements
  Form 10-K
  Critical
    Accounting Policies
   46




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##### Table of Contents



Fair
    Value Measurements
    
    Level 1:  unadjusted quoted prices in
    active markets that are accessible at the measurement date for
    identical assets or liabilities;
    Level 2:  quoted prices for similar
    instruments in active markets, quoted prices for identical or
    similar instruments in markets that are not active, and
    model-derived valuations in which significant inputs and
    significant value drivers are observable in active
    markets; and
    Level 3:  prices or valuation techniques
    where little or no market data is available that requires inputs
    that are both significant to the fair value measurement and
    unobservable.      Revenue
    Recognition
    percentage-of-completion,
  Real
    Estate Assets
  Depreciation
    and Amortization
   47




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##### Table of Contents



Buildings

25-40 yearsBuilding improvements

10-25 yearsTenant improvements

Shorter of lease term or expected useful lifeTenant origination and absorption costs

Remaining term of related leaseFurniture, fixtures, and equipment

5-10 years   Real
    Estate Purchase Price Allocation
    and/or
  lease-up.
  lease-up lease-up
        lease-up
 48




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##### Table of Contents



Impairment
    of Real Estate Assets
    Organization
    and Offering Costs
  out-of-pocket
      Income
    Taxes
   49




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##### Table of Contents



Subsequent
    Events
  Status
    of Our Public Offering
    Distributions
    Paid
    Distribution
    Declaration
    Amendment
    to Advisory Agreement
    ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   50




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##### Table of Contents



Maturity DateTotal2011


2012


2013


2014


2015


Thereafter


Book Value


Fair ValueLiabilitiesNotes payableFixed rate

$



$



$
5,000,000


$



$
6,650,000


$



$
11,650,000


$
11,866,816Weighted-average annual interest rate










5.25
%(2)






6.0
%(2)






5.68
%(1)     (1)
    
    The weighted-average annual effective interest rate represents
    the effective interest rate at December 31, 2010.(2)
    
    The weighted-average interest rate represents the actual
    interest rate in effect at December 31, 2010 (consisting of
    the contractual interest rate), using interest rate indices as
    of December 31, 2010, where applicable.      ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  page F-1
  ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE   51




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##### Table of Contents



ITEM 9A.
    CONTROLS
    AND PROCEDURES  Disclosure
    Controls and Procedures
    Internal
    Control Over Financial Reporting
    Form 10-K
  ITEM 9B.
    OTHER
    INFORMATION  Amendment
    to Advisory Agreement
   PART III  ITEM 10.
    DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE    Name

Age

PositionRodney F. Emery


60


Chairman of the Board, Chief Executive Officer and PresidentJames M. Kasim


42


Chief Financial Officer and TreasurerAna Marie del Rio


56


SecretaryScot B. Barker


62


Independent DirectorLarry H. Dale


65


Independent DirectorJeffrey J. Brown


50


Independent Director  52




---



##### Table of Contents



Rodney F. Emery
    James M. Kasim
  Ana Marie del Rio
  Scot B. Barker
 53




---



##### Table of Contents



not-for-profit
    Larry H. Dale
    Jeffrey J. Brown
 54




---



##### Table of Contents



The Audit
    Committee
  and/or
  Investment
    Committee
      Code of
    Conduct and Ethics
  http://www.steadfastreits.com.
 55




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##### Table of Contents



ITEM 11.
    EXECUTIVE
    COMPENSATION  Compensation
    of Executive Officers
  Form 10-K.
  and/or and/or
  Compensation
    of Directors
      FeesEarned orPaid in Cash in

All OtherName

2010

Compensation(2)

TotalScot B. Barker

$
58,872


$
84,621


$
143,493Larry H. Dale


100,743



42,750



143,493Jeffrey J. Brown


113,627



42,750



156,377Rodney F. Emery(1)










     (1)
    
    Directors who are also our executive officers do not receive
    compensation for services rendered as a director.(2)
    
    The amounts shown in this column reflect the aggregate fair
    value computed as of the grant date in accordance with Financial
    Accounting Standards Board Accounting Standards Codification
    Topic 718, Compensation  Stock Compensation.  Cash
    Compensation
    
    an annual retainer of $65,000 (the audit committee chairperson
    receives an initial $10,000 annual retainer);
    $3,000 for each in-person board meeting attended;
    $2,000 for each in-person committee meeting attended; and
    $1,000 for each teleconference meeting of the board or committee.  Equity
    Plan Compensation
  sub-plan
 56




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##### Table of Contents



Compensation
    Committee Interlocks and Insider Participation
    ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS  Equity
    Compensation Plan Information
    Number of Securities to


Weighted-Average


Number of Securitiesbe Issued Upon Exercise


Exercise Price of


Remaining Available forof Outstanding Options,


Outstanding Options,


Future Issuance UnderPlan Category

Warrants and Rights


Warrants and Rights


Equity Compensation PlansEquity compensation plans approved by security holders:





$




985,000Equity compensation plans not approved by security holders:


N/A



N/A



N/ATotal





$




985,000   Security
    Ownership of Certain Beneficial Owners
    Amount and Nature ofName and Address of Beneficial Owner

Beneficial Ownership(2)


PercentageRodney F. Emery(1)(3)


22,223



1.6
%Scot B. Barker(1)


18,481



*Larry H. Dale(1)


8,000



*Jeffrey J. Brown(1)


5,000



*James M. Kasim(1)






*Ana Marie del Rio(1)






*Dutch-Anglo Trading LP(4)


101,075



7.1
%All officers and directors as a group


53,704



3.8
%  57




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##### Table of Contents



*
    
    Less than 1% of the outstanding common stock.(1)
    
    The address of the named beneficial owner is
    c/o Steadfast
    Income REIT, Inc., 18100 Von Karman Avenue, Suite 500,
    Irvine, CA, 92612.(2)
    
    None of the shares are pledged as security.(3)
    
    Includes 22,223 shares owned by Steadfast REIT Investments,
    LLC, which is primarily indirectly owned and controlled by
    Rodney F. Emery.(4)
    
    Dutch-Anglo Trading LP is indirectly controlled by
    Mr. Alastain Oldfield. The address for Mr. Oldfield is
    c/o Dutch-Anglo
    Trading LP, 16561 Carousel Lane, Huntington Beach, California
    92649.  ITEM 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
    INDEPENDENCE  Certain
    Transactions with Related Persons
    Ownership
    Interests
      Our
    Relationships with our Advisor and our Sponsor
  day-to-day and/or
 58




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##### Table of Contents




    finding, presenting and recommending investment opportunities to
    us consistent with our investment policies and objectives;
    making investment decisions for us, subject to the limitations
    in our charter and the direction and oversight of our board of
    directors;
    structuring the terms and conditions of our investments, sales
    and joint ventures;
    acquiring investments on our behalf in compliance with our
    investment objectives and policies;
    sourcing and structuring our loan originations;
    arranging for financing and refinancing of investments;
    entering into service agreements for our loans;
    supervising and evaluating each loan servicers and
    property managers performance;
    reviewing and analyzing the operating and capital budgets of the
    properties underlying our investments and the properties we may
    acquire;
    entering into leases and service contracts for our properties;
    assisting us in obtaining insurance;
    generating our annual budget;
    reviewing and analyzing financial information for each of our
    assets and our overall investment portfolio;
    formulating and overseeing the implementation of strategies for
    the administration, promotion, management, financing and
    refinancing, marketing, servicing and disposition of our
    investments;
    performing investor relations services;
    maintaining our accounting and other records and assisting us in
    filing all reports required to be filed with the SEC, the
    Internal Revenue Service and other regulatory agencies;
    engaging and supervising the performance of our agents,
    including our registrar and transfer agent; and
    performing any other services reasonably requested by us.    Fees
    and Expense Reimbursements Paid to our Advisor
    
    We pay our advisor an acquisition fee of 2.0% of (1) the
    purchase price in connection with the acquisition or origination
    of any type of real property or real estate-related asset or
    (2) our allocable cost of a real property or real
    estate-related asset acquired in a joint venture, in each case
    including purchase price, acquisition expenses and any debt
    attributable to such investments. For the year ended
    December 31, 2010, we incurred acquisition fees of $357,637
    in connection with the acquisition of the Lincoln Tower property
    and the Park Place property. However, $134,995 of such fee has
    been deferred pursuant to the terms of the Advisory Agreement
    until our cumulative adjusted funds from operations (as defined
    in the Advisory Agreement) exceed the lesser of (1) the
    cumulative amount of any distributions paid to our stockholders
    as of the date of reimbursement of the deferred fee or
    (2) distributions (including the value of shares issued
    pursuant to our distribution reinvestment plan) 59




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##### Table of Contents



equal to a 7.0% cumulative, non-compounded, annual return on
    invested capital to our stockholders as of the date of
    reimbursement.  
    We pay our advisor an annual investment management fee that is
    payable monthly in an amount equal to one-twelfth of 0.8% of the
    cost of all assets we own and of our investments in joint
    ventures, including acquisition fees, origination fees,
    acquisition and origination expenses and any debt attributable
    to such investments. For the year ended December 31, 2010,
    we incurred an investment management fee to our advisor of
    $31,841 which has been deferred pursuant to the terms of the
    Advisory Agreement.
    We pay our advisor a disposition fee of 1.5% of the contract
    sales price of each property sold if our advisor or its
    affiliates provides a substantial amount of services, as
    determined by our independent directors, in connection with the
    sale of a real property or real estate-related asset. With
    respect to a property held in a joint venture, the foregoing
    commission will be reduced to a percentage of such amounts
    reflecting our economic interest in the joint venture. For the
    year ended December 31, 2010, we did not pay our advisor
    any disposition fees.    
    We reimburse our advisor and its affiliates for organization and
    offering expenses, for actual legal, accounting, printing
    mailing and filing fees, charges of our transfer agent, expenses
    of organizing the company, data processing fees, advertising and
    sales literature costs, information technology costs, bona
    fideout
    of-of-pocket
    due diligence costs, and other costs in connection with
    preparing supplemental sales materials and providing other
    administrative services in connection with the our offerings.
    Any such reimbursement will not exceed actual expenses incurred
    by our advisor. After the termination of the initial public
    offering, our advisor has agreed to reimburse us to the extent
    selling commissions, dealer manager fees and organization and
    offering expenses borne by us exceed 15% of the gross proceeds
    raised in our offerings. For the year ended December 31,
    2010, we paid our advisor $690,083 for the reimbursement of
    organization and offering expenses. As of December 31,
    2010, our advisor and its affiliates have incurred organization
    and offering costs of $4,089,406 which are not recorded in our
    financial statements as of December 31, 2010 because such
    costs only become a liability of ours when shares are sold and
    selling commissions, the dealer manager fee and other
    organization and offering costs do not exceed 15% of gross
    offering proceeds.
    We reimburse our advisor for the cost of administrative
    services, including personnel costs and our allocable share of
    other overhead of the advisor such as rent and utilities;
    provided, however, that no reimbursement shall be made for costs
    of such personnel to the extent that personnel are used in
    transactions for which our advisor receives an acquisition fee,
    investment management fee or disposition fee or for the employee
    costs our advisor pays to our executive officers. For the year
    ended December 31, 2010, no amounts were paid to our
    advisor for administrative services.
    We reimburse our advisor for acquisition expenses incurred
    related to the selection and acquisition of real property
    investments and real estate-related investments. For the year
    ended December 31, 2010, we paid our advisor $101,753 for
    acquisition expenses.  2%/25%
    Guidelines
   60




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##### Table of Contents



Selling
    Commissions and Fees Paid to our Dealer Manager
    
    We pay our dealer manager selling commissions of up to 6.5% of
    the gross offering proceeds from the sale of our shares in the
    private and public offerings, all of which may be reallowed to
    participating broker-dealers. For the year ended
    December 31, 2010, we paid $584,962 in selling commissions
    to our dealer manager.
    We pay our dealer manager a dealer manager fee of 3.5% of the
    gross offering proceeds from the sale of our shares in the
    private and public offerings, a portion of which may be
    reallowed to participating broker-dealers. For the year ended
    December 31, 2010, we paid $342,080 in dealer manager fees
    to our dealer manager.
    We reimburse our dealer manager for salaries and related
    benefits for certain organizational and offering services
    performed on behalf of the Advisor that are not for distribution
    related services. Reimbursement of these amounts, combined with
    the reimbursement of all other organizational and offering
    costs, shall not exceed 15% of the gross proceeds raised in our
    initial public offering. As of December 31, 2010, $872,662
    of compensation and related benefits incurred by our dealer
    manager is included in the $5,713,747 of total organizational
    and offering expenses incurred by the advisor and affiliates.  Property
    Management Fees Paid to Our Property Manager
   61




---



##### Table of Contents



month-to-month
  Currently
    Proposed Transactions
    Policies
    and Procedures for Transactions with Related Persons
      Director
    Independence
    ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES  Independent
    Registered Public Accounting Firm
   62




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##### Table of Contents



Pre-Approval
    Policies
      Principal
    Independent Registered Public Accounting Firm Fees
    2010


2009Audit fees

$
328,542


$
165,119Audit-related fees


53,017



1,995Tax fees






All other fees


1,865



9,168Total

$
383,424


$
176,282     
    Audit fees  These are fees for professional
    services performed for the audit of our annual financial
    statements and the required review of quarterly financial
    statements and other procedures performed by Ernst &
    Young in order for them to be able to form an opinion on our
    consolidated financial statements. These fees also cover
    services that are normally provided by independent auditors in
    connection with statutory and regulatory filings or engagements.
    Audit-related fees  These are fees for
    assurance and related services that traditionally are performed
    by independent auditors that are reasonably related to the
    performance of the audit or review of the financial statements,
    such as due diligence related to acquisitions and dispositions,
    attestation services that are not required by statute or
    regulation, internal control reviews and consultation concerning
    financial accounting and reporting standards.
    Tax fees  These are fees for all professional
    services performed by professional staff in our independent
    auditors tax division, except those services related to
    the audit of our financial statements. These include fees for
    tax compliance, tax planning and tax advice, including federal,
    state and local issues. Services may also include assistance
    with tax audits and appeals before the Internal Revenue Service
    and similar state and local agencies, as well as federal, state
    and local tax issues related to due diligence.
    All other fees  These are fees for any
    services not included in the above-described categories. 63




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##### Table of Contents



PART IV  ITEM 15.
    EXHIBITS,
    FINANCIAL STATEMENT SCHEDULES  (a)
    Financial
    Statement Schedules  page F-1
      (b)
    Exhibits  EXHIBIT LIST
  Exhibit

Description3
.1

Second Articles of Amendment and Restatement of Steadfast Income
    REIT, Inc. (incorporated by reference to Exhibit 3.1 to
    Pre-Effective Amendment No. 4 to the Registrants
    Registration Statement on
    Form S-11,
    filed May 6, 2010, Commission File
    No. 333-160748
    (Pre-Effective Amendment No. 4))3
.2

Bylaws of Steadfast Secure Income REIT, Inc. (incorporated by
    reference to Exhibit 3.2 to the Registrants
    Registration Statement on
    Form S-11,
    filed July 23, 2009, Commission File
    No. 333-160748)4
.1

Form of Subscription Agreement (incorporated by reference to
    Appendix B to the prospectus, dated July 9, 2010 of
    the Registrant)4
.2

Form of Distribution Reinvestment Plan (incorporated by
    reference to Appendix C to the prospectus, dated
    July 9, 2010, of the Registrant)10
.1

Amended and Restated Advisory Agreement, dated as of May 4,
    2010, by and among Steadfast Income REIT, Inc., Steadfast Secure
    Income REIT Operating Partnership, L.P. and Steadfast Income
    Advisor, LLC (incorporated by reference to Exhibit 10.1 to
    Pre- Effective Amendment No. 4)10
.2

Amendment No. 1 to Advisory Agreement dated as of
    March 21, 2011, by and among Steadfast Income REIT, Inc.,
    Steadfast Income REIT Operating Partnership, L.P. and Steadfast
    Income Advisor, LLC.10
.3

Limited Partnership Agreement of Steadfast Secure Income REIT
    Operating Partnership, L.P. (incorporated by reference to
    Exhibit 10.3 to Pre-Effective Amendment No. 1 to the
    Registrants Registration Statement on
    Form S-11,
    filed October 15, 2009, Commission File
    No. 333-160748
    (Pre-Effective Amendment No. 1)10
.4

Steadfast Secure Income REIT, Inc. 2009 Long-Term Incentive Plan
    (incorporated by reference to Exhibit 10.4 to Pre-Effective
    Amendment No. 1)10
.5

Steadfast Secure Income REIT, Inc. Independent Directors
    Compensation Plan (incorporated by reference to
    Exhibit 10.5 to Pre-Effective Amendment No. 1)10
.6

Form of Restricted Stock Award Certificate (incorporated by
    reference to Exhibit 10.6 to Pre-Effective Amendment
    No. 4)10
.7

Purchase Agreement, dated as of March 25, 2010, by and
    between Chicago Title Land Trust Company, as Trustee
    under Trust Number
    51-0615-0
    dated August 15, 1967, an Illinois Land Trust by Towne
    Realty, Inc. d/b/a Lincoln Tower, Inc. as authorized beneficiary
    and Steadfast Asset Holdings, Inc. (incorporated by reference to
    Exhibit 10.7 to Post-Effective Amendment No. 1, filed
    November 12, 2010, Commission File
    No. 333-160748
    (Post-Effective Amendment No. 1))10
.8

First Amendment to Purchase Agreement, dated as of May 14,
    2010, by and between Chicago Title Land Trust Company,
    as Trustee under Trust Number
    51-0615-0
    dated August 15, 1967, an Illinois Land Trust by Towne
    Realty, Inc. d/b/a Lincoln Tower, Inc. as authorized beneficiary
    and Steadfast Asset Holdings, Inc. (incorporated by reference to
    Exhibit 10.8 to Post-Effective Amendment No. 1) 64




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##### Table of Contents



Exhibit

Description10
.9

Assignment and Assumption of Purchase Agreement, dated as of
    August 10, 2010, by and between Steadfast Asset Holdings,
    Inc. and SIR Lincoln Tower, LLC. (incorporated by reference to
    Exhibit 10.9 to Post-Effective Amendment No. 1)10
.10

Purchase Money Note, dated August 11, 2010, issued by SIR
    Lincoln Tower, LLC in favor of Towne Realty, Inc. d/b/a Lincoln
    Tower, Inc. (including attached Acknowledgment and Agreement of
    Key Principal to Personal Liability For Exceptions to
    Non-Recourse Liability by Steadfast Income REIT, Inc.)
    (incorporated by reference to Exhibit 10.10 to
    Post-Effective Amendment No. 1)10
.11

Purchase Money Mortgage, Assignment of Rents, Leases and
    Security Agreement, dated as of August 11, 2010, by and
    between SIR Lincoln Tower, LLC and Towne Realty, Inc. d/b/a
    Lincoln Tower, Inc. (incorporated by reference to
    Exhibit 10.11 to Post-Effective Amendment No. 1)10
.12

Property Management Agreement, entered into as of
    August 11, 2010, by and between SIR Lincoln Tower, LLC and
    Steadfast Management Co., Inc. (incorporated by reference to
    Exhibit 10.12 to Post-Effective Amendment No. 1)10
.13

Assignment and Assumption Agreement, dated December 15,
    2010, by and between Steadfast Asset Holdings, Inc. and SIR Park
    Place, LLC (incorporated by reference to Exhibit 10.1 to
    the Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.14

Purchase and Sale Agreement and Joint Escrow Instructions, dated
    September 7, 2010, by and between Park Place Condo, LLC and
    Steadfast Asset Holdings, Inc. (incorporated by reference to
    Exhibit 10.2 to the Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.15

First Amendment to Purchase and Sale Agreement and Joint Escrow
    Instructions, dated October 20, 2010, by and between Park
    Place Condo, LLC and Steadfast Asset Holdings, Inc.
    (incorporated by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.16

Second Amendment to Purchase and Sale Agreement and Joint Escrow
    Instructions, dated November 22, 2010, by and between Park
    Place Condo, LLC and Steadfast Asset Holdings, Inc.
    (incorporated by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.17

Third Amendment to Purchase and Sale Agreement and Joint Escrow
    Instructions, dated November 22, 2010, by and between Park
    Place Condo, LLC and Steadfast Asset Holdings, Inc.
    (incorporated by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.18

Fourth Amendment to Purchase and Sale Agreement and Joint Escrow
    Instructions, dated December 10, 2010, by and between Park
    Place Condo, LLC and Steadfast Asset Holdings, Inc. LLC
    (incorporated by reference to Exhibit 10.6 to the
    Registrants Current Report on
    Form 8-K
    filed December 17, 2010)10
.19

Loan Agreement, dated as of December 22, 2010, by and
    between SIR Park Place, LLC, Steadfast Income REIT, Inc. and
    Ames Community Bank (incorporated by reference to
    Exhibit 10.1 to the Registrants Current Report on
    Form 8-K
    filed December 29, 2010)10
.20

Promissory Note, dated December 22, 2010, issued by SIR
    Park Place, LLC in favor of Ames Community Bank (incorporated by
    reference to Exhibit 10.2 to the Registrants Current
    Report on
    Form 8-K
    filed December 29, 2010)10
.21

Mortgage, Assignment of Leases and Rents, Security Agreement and
    Fixture Filing Statement, dated as of December 22, 2010, by
    and between SIR Park Place, LLC and Ames Community Bank
    (incorporated by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K
    filed December 29, 2010)10
.22

Guaranty, dated as of December 22, 2010, by and between
    Steadfast Income REIT, Inc. and Ames Community Bank
    (incorporated by reference to Exhibit 10.4 to the
    Registrants
    Form 8-K
    filed December 29, 2010)10
.23

Assignment of Management Agreement, dated as of
    December 22, 2010, by and between SIR Park Place, LLC and
    Ames Community Bank (incorporated by reference to
    Exhibit 10.5 to the Registrants Current Report on
    Form 8-K
    filed December 29, 2010) 65




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##### Table of Contents



Exhibit

Description10
.24

Environmental and Hazardous Substance Indemnification Agreement,
    dated as of December 22, 2010, by and between SIR Park
    Place, LLC and Ames Community Bank (incorporated by reference to
    Exhibit 10.6 to the Registrants Current Report on
    Form 8-K
    filed December 29, 2010)10
.25

Property Management Agreement, dated as of December 22,
    2010, by and between SIR Park Place, LLC and Steadfast
    Management Co., Inc. (incorporated by reference to
    Exhibit 10.7 to the Registrants Current Report on
    Form 8-K
    filed December 29, 2010)21


Subsidiaries of the Company31
.1

Certification of Chief Executive Officer pursuant to
    Section 302 of the Sarbanes-Oxley Act of 200231
.2

Certification of Chief Financial Officer pursuant to
    Section 302 of the Sarbanes-Oxley Act of 200232
.1

Certification of Chief Executive Officer pursuant to
    18 U.S.C. 1350, as created by Section 906 of the
    Sarbanes-Oxley Act of 200232
.2

Certification of Chief Financial Officer pursuant to
    18 U.S.C. 1350, as created by Section 906 of the
    Sarbanes-Oxley Act of 2002   SUPPLEMENTAL
    INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
    SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT
    REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE
    ACT.
   66




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##### Table of Contents



INDEX TO
    CONSOLIDATED FINANCIAL STATEMENTS  Consolidated Financial StatementsReport of Independent Registered Public
    Accounting Firm


F-2Consolidated Balance Sheets as of
    December 31, 2010 and 2009


F-3Consolidated Statements of Operations for the
    Year Ended December 31, 2010 and for the period from
    May 4, 2009 (Inception) to December 31, 2009


F-4Consolidated Statements of Equity for the Year
    Ended December 31, 2010 and for the period from May 4,
    2009 (Inception) to December 31, 2009


F-5Consolidated Statements of Cash Flows for the
    Year Ended December 31, 2010 and for the period from
    May 4, 2009 (Inception) to December 31, 2009


F-6Notes to Consolidated Financial Statements


F-7Financial Statement ScheduleSchedule III  Real Estate Assets
    and Accumulated Depreciation and Amortization


F-31    F-1




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##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM     Schedule III-Real
      Ernst &
    Young LLP
    F-2




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
    (FORMERLY STEADFAST SECURE INCOME REIT, INC.)
 CONSOLIDATED
    BALANCE SHEETS  December 31, 2010


December 31, 2009ASSETSAssets:Real Estate:Land

$
758,600


$
Building and improvements


15,569,680



Tenant origination and absorption costs


1,224,044



Total real estate, cost


17,552,324



Less accumulated depreciation and amortization


(540,572
)


Total real estate, net


17,011,752Cash and cash equivalents


2,858,197



202,007Rents and other receivables


119,210



Deferred financing costs and other assets, net


182,523



Total assets

$
20,171,682


$
202,007LIABILITIES AND EQUITYLiabilities:Accounts payable and accrued liabilities

$
831,501


$
Notes payable


11,650,000



Distributions payable


63,566



Due to affiliates, net


381,910



Total liabilities


12,926,977



Commitments and contingencies (Note 11)Redeemable common stock


57,827



Equity:Stockholders Equity:Preferred stock, $0.01 par value per share;
    100,000 shares authorized, no shares issued and outstanding






Common stock, $0.01 par value per share;
    999,999,000 shares authorized, 1,184,283 and
    22,223 shares issued and outstanding at December 31,
    2010 and December 31, 2009, respectively


11,843



222Convertible stock, $0.01 par value per share;
    1,000 shares issued and outstanding as of December 31,
    2010 and December 31, 2009


10



10Additional paid-in capital


9,568,008



200,775Cumulative distributions and net losses


(2,392,983
)


Total stockholders equity


7,186,878



201,007Noncontrolling interest






1,000Total equity


7,186,878



202,007Total liabilities and equity

$
20,171,682


$
202,007    F-3




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
    (FORMERLY STEADFAST SECURE INCOME REIT, INC.)
 CONSOLIDATED
    STATEMENTS OF OPERATIONS  For the Period fromMay 4, 2009For the Year Ended


(Inception) toDecember 31, 2010


December 31, 2009Revenues:Rental income

$
778,387


$
Tenant reimbursements and other


49,843



Total revenues


828,230



Expenses:Operating, maintenance and management


297,251



Real estate taxes and insurance


138,181



Fees to affiliates


419,694



Depreciation and amortization


540,572



Interest expense


163,987



General and administrative expenses


1,108,220



Other acquisition costs


323,906



2,991,811Net loss


(2,163,581
)


Net loss attributable to noncontrolling interest


1,000



Net loss attributable to common stockholders

$
(2,162,581
)

$
Net loss per common share  basic and diluted

$
(4.27
)

$
Weighted average number of common shares
    outstanding basic and diluted


506,003



22,223Distributions declared

$
230,402


$
Distributions declared per common share

$
0.272


$
    F-4




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
    (FORMERLY STEADFAST SECURE INCOME REIT, INC.)
 CONSOLIDATED
    STATEMENTS OF EQUITY



FOR THE
    PERIOD FROM MAY 4, 2009 (INCEPTION) TO DECEMBER 31, 2009
    AND FOR THE YEAR ENDED DECEMBER 31, 2010  Stockholders EquityCumulative


TotalAdditional


Distributions


Stock-


Non-Common Stock


Convertible Stock


Paid-in


and Net


holders


Controlling


TotalShares


Amount


Shares


Amount


Capital


Losses


Equity


Interest


EquityBALANCE, May 4, 2009 (Inception)





$







$



$



$



$



$



$
Issuance of common stock


22,223



222











199,785







200,007







200,007Issuance of convertible stock










1,000



10



990







1,000







1,000Contribution from noncontrolling interest






























1,000



1,000BALANCE, December 31, 2009


22,223



222



1,000



10



200,775







201,007



1,000



202,007Issuance of common stock


1,162,060



11,621











10,893,889







10,905,510







10,905,510Transfers to redeemable common stock


















(57,827
)






(57,827
)






(57,827
)Commissions on sales of common stock and related dealer manager
    fees to affiliates


















(927,042
)






(927,042
)






(927,042
)Other offering costs to affiliates


















(596,561
)






(596,561
)






(596,561
)Distributions declared






















(230,402
)


(230,402
)






(230,402
)Amortization of stock-based compensation


















54,774







54,774







54,774Net loss for the year ended December 31, 2010






















(2,162,581
)


(2,162,581
)


(1,000
)


(2,163,581
)BALANCE, December 31, 2010


1,184,283


$
11,843



1,000


$
10


$
9,568,008


$
(2,392,983
)

$
7,186,878


$



$
7,186,878    F-5




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
    (FORMERLY STEADFAST SECURE INCOME REIT, INC.)
 CONSOLIDATED
    STATEMENTS OF CASH FLOWS  For the Period fromMay 4, 2009For the Year Ended


(Inception) toDecember 31, 2010


December 31, 2009Cash Flows from Operating Activities:Net loss

$
(2,163,581
)

$
Adjustments to reconcile net loss to net cash used in operating
    activities:Depreciation and amortization


540,572



Amortization of deferred finance costs


1,110



Stock-based compensation


96,646



Changes in operating assets and liabilities:Rent and related receivables


(25,685
)Other assets


(111,134
)


Accounts payable and accrued liabilities


831,501



Due to affiliates, net


374,695



Net cash used in operating activities


(455,876
)


Cash Flows from Investing Activities:Acquisition of real estate investments


(10,900,000
)


Additions to real estate investments


(2,324
)


Net cash used in investing activities


(10,902,324
)


Cash Flows from Financing Activities:Proceeds from issuance of notes payable


5,000,000



Proceeds from issuance of common stock


10,735,413



202,700Payments of commissions on sales of common stock and related
    dealer manager fees


(927,042
)


Reimbursement of other offering costs to affiliates


(589,345
)


Distributions paid to common stockholders


(132,136
)


Payment of deferred financing costs


(72,500
)


Net cash provided by financing activities


14,014,390



202,700Net increase in cash and cash equivalents


2,656,190



202,700Cash and cash equivalents, beginning of period


202,007



Cash and cash equivalents, end of period

$
2,858,197


$
202,700Supplemental Disclosure of Cash Flow Information:Interest paid

$
129,627


$
Supplemental Disclosure of Noncash Transactions:Increase in distributions payable

$
63,566


$
Issuance of notes payable to acquire real estate

$
6,650,000


$
Distributions to common stockholders through common stock
    issuances pursuant to the distribution reinvestment plan

$
34,700


$
    F-6




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
 NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
    December 31, 2010  1.
    Organization
    and Business      Private
    Offering
    Pubic
    Offering
  Form S-11
   F-7




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          2.
    Summary
    of Significant Accounting Policies  Principles
    of Consolidation and Basis of Presentation
      Use of
    Estimates
    Real
    Estate Assets
  Depreciation
    and Amortization
   F-8




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Buildings

25-40 yearsBuilding improvements

10-25 yearsTenant improvements

Shorter of lease term or expected useful lifeTenant origination and absorption costs

Remaining term of related leaseFurniture, fixtures, and equipment

5-10 years   Real
    Estate Purchase Price Allocation
    and/or
  lease-up.
  lease-up lease-up
       F-9




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  lease-up
  Impairment
    of Real Estate Assets
    Rents
    and Other Receivables
  Leases
  Revenue
    Recognition
    percentage-of-completion,
  Cash
    and Cash Equivalents
   F-10




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Deferred
    Financing Costs
    Fair
    Value Measurements
    
    Level 1:  unadjusted quoted prices in
    active markets that are accessible at the measurement date for
    identical assets or liabilities;
    Level 2:  quoted prices for similar
    instruments in active markets, quoted prices for identical or
    similar instruments in markets that are not active, and
    model-derived valuations in which significant inputs and
    significant value drivers are observable in active
    markets; and
    Level 3:  prices or valuation techniques
    where little or no market data is available that requires inputs
    that are both significant to the fair value measurement and
    unobservable.     F-11




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Accounting
    for Stock-Based Compensation
  Compensation  Stock
    Compensation
  Distribution
    Policy
      Organization
    and Offering Costs
  out-of-pocket
     F-12




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Income
    Taxes
      Per
    Share Data
    Recently
    Issued Accounting Standards
  No. 2010-01, Equity (Topic 505): Accounting for Distributions to
    Shareholders with Components of Stock and Cash No. 2010-01). No. 2010-01 No. 2010-01
  No. 2010-06, Fair Value Measurements and Disclosures (Topic 820):
    Improving Disclosures about Fair Value Measurements No. 2010-06). No. 2010-06
 F-13




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  No. 2010-06 No. 2010-06
  No. 2010-09 No. 2010-09), Subsequent Events Topic 855 No. 2010-09,
  No. 2010-29, Business Combinations: Disclosure of Supplementary Pro Forma
    Information for Business Combinations (a consensus of the FASB
    Emerging Issues Task Force) No. 2010-29) No. 2010-29 No. 2010-29 No. 2010-29 No. 2010-29
  3.
    Real
    Estate  Lincoln
    Tower Property Acquisition
       F-14




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Park
    Place Property Acquisition
          Tenant


TotalAcquisition





Building and


Origination and


PurchaseProperty Name

City


State


Date


Land


Improvements


Absorption Costs


PriceLincoln Tower


Springfield



IL



08/11/2010


$
258,600


$
8,741,736


$
499,664


$
9,500,000Park Place


Des Moines



IA



12/22/2010



500,000



6,825,620



724,380



8,050,000$
758,600


$
15,567,356


$
1,224,044


$
17,550,000     Accumulated


TotalDate










Total Real Estate


Depreciation


Real Estate,Property Name

Acquired


City


State


Property Type

at Cost


And Amortization


NetLincoln Tower Property


08/11/2010



Springfield



IL


Apartment

$
9,502,324


$
(493,546
)

$
9,008,778Park Place Property


12/22/2010



Des Moines



IA


Condominium Rental


8,050,000



(47,026
)


8,002,974$
17,552,324


$
(540,572
)

$
17,011,752   Operating
    Leases
   F-15




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    and/or
    2011

$
130,0372012


112,2582013


43,2292014


11,0082015


$
296,532       4.
    Tenant
    Origination and Absorption Costs    Cost

$
1,224,044Accumulated Amortization


(390,644
)Net Amount

$
833,400      F-16




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  5.
    Deferred
    Financing Costs and Other Assets    Deferred financing costs

$
72,500Prepaid expenses


57,447Other assets


53,686183,633Less accumulated amortization


(1,110
)Deferred financing costs and other assets, net

$
182,523     6.
    Notes
    Payable            7.
    Stockholders
    Equity  General
   F-17




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Common
    Stock
          Convertible
    Stock
  1 1000
 F-18




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Preferred
    Stock
    Distribution
    Reinvestment Plan
      Share
    Repurchase Plan and Redeemable Common Stock
     F-19




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Repurchase PriceShare Purchase Anniversary

on Repurchase Date(1)Less than 1 year

No Repurchase Allowed1 year

92.5% of Primary Offering Price2 years

95.0% of Primary Offering Price3 years

97.5% of Primary Offering Price4 years

100.0% of Primary Offering PriceIn the event of a stockholders death or disability

Average Issue Price for Shares(2)     (1)
    
    As adjusted for any stock dividends, combinations, splits,
    recapitalizations and the like with respect to the shares of
    common stock.(2)
    
    The purchase price per share for shares redeemed upon the death
    or disability of a stockholder will be equal to the average
    issue price per share for all of the stockholders shares.         F-20




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Distributions
      Distributions
    Declared
  365-day
      Distributions
    Paid
   F-21




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    8.
    Related
    Party Arrangements      PayableFor the Year Ended December 31, 2010


(Receivable) atIncurred


Paid


December 31, 2010Consolidated Statements of OperationsExpensed(2)Organizational cost reimbursement

$
100,738


$
100,738


$
Investment management fees


31,841







31,841
(1)Acquisition fees


357,637







357,637
(1)Property management:Fees


30,216



23,202



7,014Reimbursement of onsite personnel


98,347



98,347



Consolidated Balance SheetsAdditional paid-in capitalAdvances for operating expenses


408,189



376,634



31,555Other offering costs reimbursement


596,561



589,345



7,216Selling commissions


584,962



584,962



Dealer management fees


342,080



342,080



Due to affiliatesDue from Advisor






53,353



(53,353
)$
2,550,571


$
2,168,661


$
381,910     (1)
    
    Payment of $134,995 of acquisition fees and $31,841 of
    investment management fees earned by the Advisor has been
    deferred as of December 31, 2010 pursuant to the terms of
    the Advisory Agreement until the Companys cumulative
    Adjusted Funds From Operations exceed the lesser of (1) the
    cumulative amount of any distributions paid to the
    Companys stockholders as of the date of reimbursement of
    the deferred fee or (2) distributions (including the value
    of shares issued pursuant to the DRP) equal to a 7.0%
    cumulative, non-compounded, annual return on invested capital to
    the Companys stockholders as of the date of F-22




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  reimbursement. The amount of fees that may be deferred is
    limited to an aggregate amount of $5,000,000. The remaining
    amount of acquisition fees of $222,642, subsequently paid in
    February 2011, is due and payable and included in due to
    affiliates in the accompanying balance sheet at
    December 31, 2010.(2)
    
    Included in the $419,694 of fees to affiliates in the
    accompanying consolidated statements of operations is the
    following; acquisition fees $357,637, investment management fees
    $31,841 and property management fees $30,216 for the year ended
    December 31, 2010. Organizational cost reimbursement
    $100,738 and property management reimbursement of onsite
    personnel of $98,347 are included in general and administrative
    expenses of the year ended December 31, 2010.  Organizational
    and Offering Costs
  out-of-pocket
     F-23




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Gross offering proceeds

$
10,828,938O&O limitation


15
%Total O&O costs available to be paid/reimbursed

$
1,624,341O&O expenses recorded:Sales commissions paid


584,962Broker dealer fees paid


342,080Private offering costs reimbursements


423,707Public offering costs reimbursements


165,638Public offering costs reimbursement accrual


7,216Organizational costs reimbursements


100,738Total O&O costs reimbursements recorded by the Company

$
1,624,341       Incurred Through


Amounts


Deferred as ofDecember 31, 2010


Recognized


December 31, 2010Organizational expenses

$
100,738


$
100,738


$
Private Offering costs


2,301,719



876,649



1,425,070Public Offering costs


3,311,290



646,954



2,664,336$
5,713,747


$
1,624,341


$
4,089,406      F-24




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Investment
    Management Fee
    Acquisition
    Fees
     F-25




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Property
    Management Fees and Expenses
  month-to-month
  on-site on-site
  Advances
    for Operating Expenses and Due from Advisor
    Other
    Operating Expense Reimbursement
     F-26




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  12-month
    Disposition
    Fee
            Selling
    Commissions and Dealer Manager Fees
  case-by-case
 F-27




---



##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    9.
    Incentive
    Award Plan and Independent Director Compensation        10.
    Pro Forma
    Financial Information  (Unaudited)    For the Year Ended December 31,2010


2009Revenues

$
3,416,206


$
3,069,191Depreciation and amortization

$
951,049


$
1,828,265Net loss

$
(1,446,670
)

$
(2,413,680
)Net loss per common share, basic and diluted

$
(1.32
)

$
(2.20
)Weighted-average number of common shares outstanding, basic and
    diluted


1,098,586



1,098,586  F-28




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    11.
    Commitments
    and Contingencies  Economic
    Dependency
    Concentration
    of Credit Risk
    Environmental
    Legal
    Matters
    12.
    Quarterly
    Results  (Unaudited)    First

Second

Third

FourthQuarter

Quarter

Quarter

QuarterRevenues

$



$



$
277,651


$
550,579Net loss

$



$
(426,270
)

$
(781,538
)

$
(955,773
)Net loss per common share, basic and diluted

$



$
(2.85
)

$
(1.15
)

$
(1.04
)Distributions declared per common share(1)

$



$



$
.096


$
0.176  F-29




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    (1)
    
    Distributions declared per common share assumes each share was
    issued and outstanding each day during the respective quarterly
    period from August 12, 2010 through December 31, 2010.
    Each day during the period from August 12, 2010 through
    December 31, 2010 was a record date for distributions.  13.
    Subsequent
    Events  Distributions
    Paid
    Status
    of the Offering
    Amendment
    to Advisory Agreement
   F-30




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.SCHEDULE III 
    REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION AND
    AMORTIZATION
    DECEMBER 31, 2010
  Initial Cost to Company





Gross Amount at which Carried at Close of PeriodOwner-














Cost Capitalized











Accumulated


OriginalShip








Building and





Subsequent to





Building and





Depreciation And


Date of


DateDescription

Location


Percent


Encumbrances


Land


Improvements (1)


Total


Acquisition


Land


Improvements (1)


Total(2)


Amortization


Construction


AcquiredLincoln Tower Property


Springfield, Illinois



100
%

$
6,650,000


$
258,600


$
9,241,400


$
9,500,000


$
2,324


$
258,600


$
9,243,724


$
9,502,324


$
(493,547
)


1968



8/2010Park Place Property


Des Moines, Iowa



100
%


5,000,000



500,000



7,550,000



8,050,000







500,000



7,550,000



8,050,000



(47,025
)


1986



12/2010$
11,650,000


$
758,600


$
16,791,400


$
17,550,000


$
2,324


$
758,600


$
16,793,724


$
17,552,324


$
(540,572
)     (1)
    
    Building and improvements include tenant origination and
    absorption costs.(2)
    
    The aggregate cost of real estate for federal income tax
    purposes was $17,550,000 as of December 31, 2010. F-31




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##### Table of Contents



STEADFAST
    INCOME REIT, INC.
  SCHEDULE III
  REAL
    ESTATE ASSETS AND ACCUMULATED DEPRECIATION AND
    AMORTIZATION  (Continued)
 DECEMBER
    31, 2010
  2010


2009Real estate:Balance at the beginning of the year

$



$
Acquisitions


17,550,000



Improvements


2,324



Write-off of fully depreciated and fully amortized assets






Balance at the end of the year

$
17,552,234


$
Accumulated depreciation:Balance at the beginning of the year

$



$
Depreciation and amortization expense


540,572



Write-off of fully depreciated and fully amortized assets






Balance at the end of the year

$
540,572


$
  F-32




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##### Table of Contents





SIGNATURES
    Steadfast Income REIT, Inc.
  By:
    /s/  Rodney
    F. Emery        Name

Title

Date/s/  Rodney
    F. EmeryRodney
    F. Emery

Chief Executive Officer, President and Chairman of the Board
    (principal executive officer)

March 21, 2011/s/  James
    M. KasimJames
    M. Kasim

Chief Financial Officer and Treasurer (principal financial
    officer and principal accounting officer)

March 21, 2011/s/  Scot
    B. BarkerScot
    B. Barker

Director

March 21, 2011/s/  Larry
    H. DaleLarry
    H. Dale

Director

March 21, 2011/s/  Jeffrey
    J. BrownJeffrey
    J. Brown

Director

March 21, 2011