FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

EJF Capital LLC 		2. Issuer Name and Ticker or Trading Symbol

THORNBURG MORTGAGE INC [ TMA.F ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

2107 WILSON BOULEVARD, SUITE 410 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/3/2008
(Street)

ARLINGTON, VA 22201
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
10% Series F Cum. Convertible Redeemable Preferred Stock   (1) $11.5   10/3/2008     S        22700      (2)   (2) Common Stock   22700   $2.52   3174000   I   See footnotes   (3) (4)
10% Series F Cum. Convertible Redeemable Preferred Stock   (1) $11.5   10/3/2008     S        74200      (2)   (2) Common Stock   74200   $2.45   3099800   I   See footnotes   (3) (4)
10% Series F Cum. Convertible Redeemable Preferred Stock   (1) $11.5   10/6/2008     S        80000      (2)   (2) Common Stock   80000   $0.01   3019800   I   See footnotes   (3) (4)

Explanation of Responses:
( 1)  The reporting persons may be deemed to have been the beneficial owners of greater than 10% of the 10% Series F Cumulative Convertible Redeemable Preferred Stock (the "Series F Preferred") issued and outstanding, but are not the beneficial owners of greater than 10% of the Common Stock issued and outstanding.
( 2)  The Series F Preferred is convertible at any time, at the holder's election, and has no expiration date.
( 3)  EJF Capital LLC ("EJF Capital") is the investment manager of each of EJF Opportunity Master Fund, L.P. ("EJF Opportunity Master Fund") and EJF Long/Short Equity Master Fund, L.P. ("EJF Long/Short Equity Master Fund"). Emanuel J. Friedman ("Emanuel Friedman") is the controlling member of EJF Capital. Emanuel Friedman, EJF Opportunity Master Fund and EJF Long/Short Equity Master Fund have the same address as the reporting person listed above.
( 4)  The shares set forth herein were sold by EJF Opportunity Master Fund. EJF Capital and Emanuel Friedman may be deemed to beneficially own the 2,974,000 shares of Series F Preferred owned by EJF Opportunity Master Fund following the transactions disclosed herein as well as the 45,800 shares of Series F Preferred owned by EJF Long/Short Master Fund. Each of the reporting person, Emanuel Friedman, EJF Opportunity Master Fund and EJF Long/Short Equity Master Fund disclaims beneficial ownership of such shares of Series F Preferred, except to the extent of its respective pecuniary interest, if any, in such shares.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
EJF Capital LLC
2107 WILSON BOULEVARD
SUITE 410
ARLINGTON, VA 22201
X


Signatures
/s/ Emanuel J. Friedman, Authorized Signatory 10/7/2008
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 control number.
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