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
0001661515
   Corporation
   Limited Partnership
   Limited Liability Company
   General Partnership
   Business Trust
X Other (Specify)

Delaware Statutory Trust
Name of Issuer
National Net Lease Portfolio VII DST
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
   Over Five Years Ago
X Within Last Five Years (Specify Year) 2015
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
National Net Lease Portfolio VII DST
Street Address 1 Street Address 2
2901 BUTTERFIELD ROAD
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
OAK BROOK ILLINOIS 60523 630-218-8000

3. Related Persons

Last Name First Name Middle Name
Inland Private Capital Corporation
Street Address 1 Street Address 2
2901 Butterfield Road
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Sponsor of the Issuer.
Last Name First Name Middle Name
National Net Lease Portfolio VII DST
Street Address 1 Street Address 2
2901 Butterfield Road
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Depositor of the Issuer
Last Name First Name Middle Name
National Net Lease Portfolio VII DST
Street Address 1 Street Address 2
2901 Butterfield Road
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

Signatory Trustee of the Issuer.
Last Name First Name Middle Name
Lampi Keith
Street Address 1 Street Address 2
2901 Butterfield Road
City State/Province/Country ZIP/PostalCode
Oak Brook ILLINOIS 60523
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Mr. Lampi is the President of Inland Private Capital Corporation, the Member of National Net Lease Portfolio VII DST.

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
   Insurance
   Investing
   Investment Banking
   Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes    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
X 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)
   Rule 505
X Rule 506(b)
   Rule 506(c)
   Securities Act Section 4(a)(5)
   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)
   Section 3(c)(7)

7. Type of Filing

   New Notice Date of First Sale 2015-12-22    First Sale Yet to Occur
X Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
   Yes X No

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

   Equity    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 X Other (describe)
Beneficial interests in Delaware Statutory Trust reflecting beneficial interests in real estate.

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 $25,000 USD

12. Sales Compensation

Recipient
Recipient CRD Number    None
William S. Sheehan 2328614
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
DFPG Investments, Inc. 155576
Street Address 1 Street Address 2
2 Orr Hatch Drive
City State/Province/Country ZIP/Postal Code
Cornwall NEW YORK 12518
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NEW YORK
Recipient
Recipient CRD Number    None
Mark O. Coombe 2733655
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
1st Global Capital Corp. 30349
Street Address 1 Street Address 2
432 W. 11th Avenue
City State/Province/Country ZIP/Postal Code
Eugene OREGON 97401
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
OREGON
Recipient
Recipient CRD Number    None
Jeffrey L. Tiona 2685872
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Commonwealth Financial Network 8032
Street Address 1 Street Address 2
736 Whalers Way, STE G110
City State/Province/Country ZIP/Postal Code
Fort Collins COLORADO 80910
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
SOUTH DAKOTA
Recipient
Recipient CRD Number    None
Barbara L. Klenovich 1290087
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
FSC Securities Corporation 7461
Street Address 1 Street Address 2
4456 S. Whispering Circle
City State/Province/Country ZIP/Postal Code
Colorado Springs COLORADO 80917
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NORTH CAROLINA
Recipient
Recipient CRD Number    None
Carmen D. Morrone Jr. 1898874
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
National Securities Corporation 7569
Street Address 1 Street Address 2
901 SW Martin Down Blvd, STE 306
City State/Province/Country ZIP/Postal Code
Palm City FLORIDA 34990
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NEW YORK
Recipient
Recipient CRD Number    None
Davin J. Carey 5413012
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
HD Vest Investment Services 13686
Street Address 1 Street Address 2
1000 Town Center Drive, STE 200
City State/Province/Country ZIP/Postal Code
Oxnard CALIFORNIA 93036
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
CALIFORNIA
Recipient
Recipient CRD Number    None
Bruce A. Carroll 1319858
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Harbour Investments, Inc. 19258
Street Address 1 Street Address 2
125 S Main Street, STE 2
City State/Province/Country ZIP/Postal Code
Verona WISCONSIN 53593
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
WISCONSIN
Recipient
Recipient CRD Number    None
Stephen P. Meskan 2001506
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Feltl & Company 6095
Street Address 1 Street Address 2
190 South LaSalle Street, STE 2160
City State/Province/Country ZIP/Postal Code
Chicago ILLINOIS 60603
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
ILLINOIS
Recipient
Recipient CRD Number    None
Gordon T. Hamilton 5028789
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Parkland Sercuities, LLC 115368
Street Address 1 Street Address 2
5875 Lehamn Drive STE 201E
City State/Province/Country ZIP/Postal Code
Colorado Springs COLORADO 80918
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
COLORADO
Recipient
Recipient CRD Number    None
William M. Upson 1241673
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Royal Alliance Associates, Inc. 23131
Street Address 1 Street Address 2
1990 N. California Blvd, 8th Floor
City State/Province/Country ZIP/Postal Code
Walnut Creek CALIFORNIA 94596
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
CALIFORNIA
Recipient
Recipient CRD Number    None
Roger E. Sulhoff 1057321
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
The Strategic Financial Alliance, Inc. 126514
Street Address 1 Street Address 2
329 Oak Street, STE 201
City State/Province/Country ZIP/Postal Code
Gainsville GEORGIA 30501
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
GEORGIA
Recipient
Recipient CRD Number    None
William A. Morrow 836500
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Independent Financial Group, LLC 7717
Street Address 1 Street Address 2
5075 Shoreham Place, STE 200
City State/Province/Country ZIP/Postal Code
San Diego CALIFORNIA 92122
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
CALIFORNIA
Recipient
Recipient CRD Number    None
Brian Heal 4719085
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
Woodbury Financial Services, Inc. 421
Street Address 1 Street Address 2
312 Shrewsbury Ave, STE 2
City State/Province/Country ZIP/Postal Code
Red Bank NEW JERSEY 07701
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
NEW YORK
Recipient
Recipient CRD Number    None
Ryan S. Cook 4770480
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
1st Global Capital Corp. 30349
Street Address 1 Street Address 2
1112 East Ohio
City State/Province/Country ZIP/Postal Code
Clinton MISSOURI 64735
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
MISSOURI
Recipient
Recipient CRD Number    None
James M. Gambaccini 4619759
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
The Strategic Financial Alliance, Inc. 126514
Street Address 1 Street Address 2
1875 Campus Commons Drive, STE 100
City State/Province/Country ZIP/Postal Code
Reston VIRGINIA 20191
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States		    All States
   Foreign/non-US
MASSACHUSETTS

13. Offering and Sales Amounts

Total Offering Amount $89,357,629 USD
or    Indefinite
Total Amount Sold $22,894,976 USD
Total Remaining to be Sold $66,462,653 USD
or    Indefinite

Clarification of Response (if Necessary):

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:
17

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 $4,467,881 USD
X Estimate
Finders' Fees $0 USD
   Estimate

Clarification of Response (if Necessary):

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.

$5,721,978 USD
X 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 it 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 Regulation D for one of the reasons stated in Rule 505(b)(2)(iii) 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
National Net Lease Portfolio VII DST /s/ Keith Lampi Keith Lampi President of the Member of the Signatory Trustee 2016-01-28

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.