Exhibit 23.2
 
CONSENT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM 
 
We hereby consent to the incorporation by reference in this Registration Statement on Forms S-3 of our report dated March 14, 2005 relating to the financial statements, which appears in Redwood Trust, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2006. We also consent to the references to us under the headings “Experts” in such Registration Statement.

 
/s/ PricewaterhouseCoopers LLP
San Francisco, California
November 23, 2007