August 29, 2019

Frank V. Saracino
Chief Financial Officer
NorthStar Healthcare Income, Inc.
590 Madison Avenue
34th Floor
New York, NY 10022

       Re: NorthStar Healthcare Income, Inc.
           Form 10-K for the Fiscal Year Ended December 31, 2018
           Filed March 22, 2019
           File No. 000-55190

Dear Mr. Saracino:

       We have reviewed your filing and have the following comments. In some of
our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Form 10-K for the Fiscal Year Ended December 31, 2018

Item 8. Financial Statements and Supplementary Data
Report of Independent Registered Public Accounting Firm, page 80

1.    Please tell us how you determined that you complied with Rule 2-05 of
Regulation S-X
      given that your principal auditor makes reference to the work of other
auditors for an
      investment accounted for by the equity method.

Note 2. Summary of Significant Accounting Policies
Recent Accounting Pronouncements, page 98

2.    Please tell us how you considered the disclosure requirements outlined in
ASC 606-10-50-
      12 through 50-15 and 606-10-50-17 through 50-20 as it relates to your
resident fee
      income. We note these revenues represent approximately 44% of total
revenues for the
 Frank V. Saracino
NorthStar Healthcare Income, Inc.
August 29, 2019
Page 2
         periods presented.
        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       You may contact Isaac Esquivel at (202) 551-3395 or Kristi Marrone at
(202) 551-3429 if
you have questions regarding comments on the financial statements and related
matters.



                                                          Sincerely,
FirstName LastNameFrank V. Saracino
                                                          Division of
Corporation Finance
Comapany NameNorthStar Healthcare Income, Inc.
                                                          Office of Real Estate
and
August 29, 2019 Page 2                                    Commodities
FirstName LastName