EXHIBIT 23


                       CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the registration
statements on Form S-3 (Nos. 33-97398, 333-25643 and 333-18061) and on Form
S-8/S-3 (No. 333-20253) of our report dated February 26, 2002, appearing on page
F-23 of this Form 10-K relating to the consolidated financial statements of
Redwood Trust, Inc. and subsidiaries.


/s/ PricewaterhouseCoopers LLP

San Francisco, California
March 29, 2002