MFA FINANCIAL, INC. — Director's Dealing 2011

Aug 8, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MFA FINANCIAL, INC. (MFA)
CIK: 0001055160
Period of Report: 2011-07-01

Reporting Person: FREYDBERG RONALD A (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-08	Common Stock, par value $0.01 per share	A	10000	$6.81	Acquired	393723	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-07-01	Phantom Share	$	A	3334	Acquired		Common Stock (3334)	Direct
2011-07-01	Phantom Share	$	A	6666	Acquired		Phantom Share (6666)	Direct

Footnotes

F1: Each phantom share is the economic equivalent of one share of MFA's common stock, par value $0.01 per share.

F2: These phantom shares are subject to forfeiture until June 30, 2014. One-third of these phantom shares shall vest on each of June 30, 2012, June 30, 2013 and June 30, 2014, and thereafter, are payable within 30 days of the date such phantom shares vest.

F3: These phantom shares are subject to forfeiture until June 30, 2014. One-third of these phantom shares shall vest on each of June 30, 2012, June 30, 2013 and June 30, 2014 (subject, in each case, to MFA's achievement of specified performance goals), and thereafter, are payable within 30 days of the date such phantom shares vest.