Amendment to Notice of Sales of Unregistered Securities - Form D/A

SEC FORM D/A

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete. The reader should not assume that the information is accurate and complete.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM D Notice of Exempt Offering of Securities	OMB APPROVAL OMB Number: 3235-0076 Estimated average burden hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number)	Previous Names	X None	Entity Type
0001945214	Corporation X Limited Partnership Limited Liability Company General Partnership Business Trust Other (Specify)
Name of Issuer
Blackstone Real Estate Debt Strategies V (Feeder Fund) (LUX) SCSp
Jurisdiction of Incorporation/Organization
LUXEMBOURG
Year of Incorporation/Organization
Over Five Years Ago X Within Last Five Years (Specify Year) 2022 Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Blackstone Real Estate Debt Strategies V (Feeder Fund) (LUX) SCSp
Street Address 1	Street Address 2
345 PARK AVENUE
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
NEW YORK	NEW YORK	10154	212-583-5000

3. Related Persons

Last Name	First Name	Middle Name
Blackstone Real Estate Debt Strategies Associates V (LUX) S.a r.l.	n/a
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

Executive Officer

Director

X

Promoter

Clarification of Response (if Necessary):

General Partner of the Issuer

Last Name	First Name	Middle Name
Blackstone Real Estate Debt Strategies Associates V L.P.	n/a
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

Executive Officer

Director

X

Promoter

Clarification of Response (if Necessary):

Special General Partner of the Issuer (the "Special GP")

Last Name	First Name	Middle Name
BREDS V GP L.L.C.	n/a
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

Executive Officer

Director

X

Promoter

Clarification of Response (if Necessary):

General Partner of the Special GP

Last Name	First Name	Middle Name
Eglit	Michael
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Plavin	Stephen	D.
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Harper	Rob
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Caplan	Kenneth
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
McCarthy	Kathleen
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Johnson	Timothy
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Nentchev	Nentcho
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Keenan	Katie
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Striano	Christopher
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Quinlan	Paul	D.
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Meghji	Nadeem
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Beovich	Anthony
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Newman	Brett
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Marone, Jr.	Anthony	F.
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Sitman	Robert
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Wiebolt	Michael
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
O'Neill	T. Max
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Nirenberg	Jeffrey
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Barbara	Frank
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Mathias	Scott
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Gonzalez-Iglesias	Ana
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Pena	Austin
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Nagelberg	Michael
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Rosen	David
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Managing Director of the General Partner of the Special GP

Last Name	First Name	Middle Name
Kim	Brian
Street Address 1	Street Address 2
345 Park Avenue
City	State/Province/Country	ZIP/PostalCode
New York	NEW YORK	10154

Relationship:

X

Executive Officer

Director

Promoter

Clarification of Response (if Necessary):

Senior Managing Director of the General Partner of the Special GP

4. Industry Group

Agriculture Banking & Financial Services Commercial Banking Insurance Investing Investment Banking X Pooled Investment Fund Hedge Fund X Private Equity Fund Venture Capital Fund Other Investment Fund Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes X No Other Banking & Financial Services Business Services Energy Coal Mining Electric Utilities Energy Conservation Environmental Services Oil & Gas Other Energy

Health Care Biotechnology Health Insurance Hospitals & Physicians Pharmaceuticals Other Health Care Manufacturing Real Estate Commercial Construction REITS & Finance Residential Other Real Estate

Retailing Restaurants Technology Computers Telecommunications Other Technology Travel Airlines & Airports Lodging & Conventions Tourism & Travel Services Other Travel Other

5. Issuer Size

Revenue Range	OR	Aggregate Net Asset Value Range
	No Revenues		No Aggregate Net Asset Value
	$1 - $1,000,000		$1 - $5,000,000
	$1,000,001 - $5,000,000		$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000		$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000		$50,000,001 - $100,000,000
	Over $100,000,000		Over $100,000,000
X	Decline to Disclose		Decline to Disclose
	Not Applicable		Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

Rule 504(b)(1) (not (i), (ii) or (iii)) Rule 504 (b)(1)(i) Rule 504 (b)(1)(ii) Rule 504 (b)(1)(iii) X Rule 506(b) Rule 506(c) Securities Act Section 4(a)(5) X Investment Company Act Section 3(c) Section 3(c)(1) Section 3(c)(9) Section 3(c)(2) Section 3(c)(10) Section 3(c)(3) Section 3(c)(11) Section 3(c)(4) Section 3(c)(12) Section 3(c)(5) Section 3(c)(13) Section 3(c)(6) Section 3(c)(14) X Section 3(c)(7)

7. Type of Filing

	New Notice	Date of First Sale	2022-11-01		First Sale Yet to Occur
X	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?

X Yes No

9. Type(s) of Securities Offered (select all that apply)

	Equity	X	Pooled Investment Fund Interests
	Debt		Tenant-in-Common Securities
	Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security		Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?

Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor

$0

USD

12. Sales Compensation

13. Offering and Sales Amounts

Total Offering Amount	USD	or X Indefinite
Total Amount Sold	$5,058,195,526	USD
Total Remaining to be Sold	USD	or X Indefinite

Clarification of Response (if Necessary):

Total amount sold includes total Limited Partner and General Partner commitments to the Issuer as well as sales of interests in its parallel funds and related funds.

14. Investors

	Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:	26

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$1,000,000	USD	X Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

Sales Commission includes sales commissions relating to parallel funds and related funds.

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.* Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed. Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Blackstone Real Estate Debt Strategies V (Feeder Fund) (LUX) SCSp	/s/ Diana Hoffmann	Diana Hoffmann	Manager of the General Partner	2024-07-31

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.

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