UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) June 24, 2010

ARMOUR Residential REIT, Inc.

 (Exact Name of Registrant as Specified in Its Charter)

Maryland	001-33736	26-1908763
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

956 Beachland Blvd., Suite 11 Vero Beach, Florida	32963
(Address of Principal Executive Offices)	(Zip Code)

(772) 617-4340

 (Registrant’s Telephone Number, Including Area Code)

n/a

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[_]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 5.07.

Submission of Matters to a Vote of Security Holders

ARMOUR Residential REIT, Inc. (“ARMOUR”) held its 2010 Annual Meeting of Stockholders at 8:00 a.m. on June 24, 2010 for the purpose of electing nine directors and ratifying the appointment of Eisner LLP as its independent registered certified public accountants. For more information on the proposals described below, please refer to ARMOUR’s proxy statement dated May 27, 2010. As of the record date, there were a total of 2,304,054 shares of common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 2,057,673 shares of common stock, or approximately 89.3%, were represented in person or by proxy; therefore a quorum was present.

Proposal 1 - Election of Directors

The nine nominees proposed by the Board of Directors were elected to serve as a director until our Annual Meeting of Stockholders to be held in 2011 and until his successor is duly elected and qualified. The voting results for each nominee were as follows:

Nominee	For	Withheld	Broker Non-Votes
Scott J. Ulm	1,089,530	33,261	934,846
Jeffrey J. Zimmer	1,089,130	33,661	934,846
Daniel C. Staton	1,089,630	33,161	934,846
Marc H. Bell	1,089,230	33,561	934,846
Thomas K. Guba	1,090,429	31,362	934,846
John P. Hollihan III	1,090,829	31,962	934,846
Stuart J. Paperin	1,089,929	31,862	934,846
Jordan Zimmerman	1,090,829	31,962	934,846
Robert C. Hain	1,090,829	31,962	934,846

Proposal 2 - Ratification of Selection of Independent Auditors

Stockholders ratified the appointment of Eisner LLP as ARMOUR's independent registered certified public accountants for the fiscal year ending December 31, 2010. The proposal received the following final voting results: 2,052,141 FOR, 5,532 AGAINST, and 0 ABSTENTIONS.

Item 7.01.

Regulation FD Disclosure

On June 24, 2010, we announced the results of our 2010 Annual Meeting of Stockholders held on June 24, 2010. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

The information in Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for any other purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. The information in Item 7.01 of this Current Report shall not be deemed to be incorporated by reference into any filing of the registrant under the Securities Act of 1933, as amended or the Exchange Act regardless of any general incorporation language in such filing.

Item 9.01.

Financial Statements and Exhibits.  

(c) Exhibits

Exhibit No.	Description
99.1	Press Release, dated June 24, 2010, issued by ARMOUR announcing the final voting results of the 2010 Annual Meeting of Stockholders

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: June 24, 2010

ARMOUR RESIDENTIAL REIT, INC.

By: /s/ Jeffrey J. Zimmer                           

Name: Jeffrey J. Zimmer

Title: Co-Chief Executive Officer, President and Vice Chairman

 

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Exhibit Index

Exhibit No.	Description
99.1	Press Release, dated June 24, 2010, issued by ARMOUR announcing the final voting results of the 2010 Annual Meeting of Stockholders

Exhibit 99.1

ARMOUR RESIDENTIAL REIT, INC.  ANNOUNCES RESULTS OF 2010 ANNUAL MEETING OF STOCKHOLDERS

VERO BEACH, FL - - June 24, 2010 - - ARMOUR Residential REIT, Inc.  (NYSE Amex: ARR and ARR.WS) (“ARMOUR” or the “Company”) today announced the results of its 2010 Annual Meeting of Stockholders held on Thursday, June 24, 2010. Stockholders of record at the close of business on April 19, 2010, were entitled to notice of and to vote at the Annual Meeting.

The following items were presented for stockholder approval:

·

The re-election of nine directors to serve until our Annual Meeting of Stockholders to be held in 2011 and until his successor is duly elected and qualified; and

·

The ratification of the appointment of Eisner LLP to serve as the Company's independent registered certified public accountants for the year ending December 31, 2010.

Stockholders elected each of the nine directors and approved the ratification of Eisner LLP.  The final voting results for each proposal will be filed today with the Securities and Exchange Commission on a Current Report on Form 8-K and will be available for viewing on the Company's website at www.armourreit.com.

ARMOUR Residential REIT, Inc.

ARMOUR is a Maryland corporation focused on investing in Agency residential mortgage-backed securities. ARMOUR’s residential mortgage backed securities portfolio consists of hybrid adjustable-rate, adjustable-rate and fixed-rate residential mortgage-backed securities issued or guaranteed by the following U.S. Government-chartered entities: the Federal National Mortgage Association (more commonly known as Fannie Mae), the Federal Home Loan Mortgage Corporation (more commonly known as Freddie Mac) and the Government National Mortgage Administration, a U.S. Government corporation (more commonly known as Ginnie Mae).  

ARMOUR is externally managed and advised by ARMOUR Residential Management LLC, an entity affiliated with ARMOUR's executive officers.  ARMOUR intends to elect and qualify to be taxed as a real estate investment trust for U.S. federal income tax purposes, commencing with ARMOUR's taxable year ended December 31, 2009.

Safe Harbor

This press release includes "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995.  Actual results may differ from expectations, estimates and projections and, consequently, you should not rely on these forward looking statements as predictions of future events.  Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements.  These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results.

Additional Information and Where to Find It

Additional information concerning these and other risk factors is contained in the Company's most recent filings with the SEC.  All subsequent written and oral forward-looking statements concerning the Company are expressly qualified in their entirety by the cautionary statements above.  The Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made.  The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in their expectations or any change in events, conditions or circumstances on which any such statement is based.

Investor Contact:

Jeffrey Zimmer

Co-Chief Executive Officer, President and Co-Vice Chairman

ARMOUR Residential REIT, Inc.

(772) 617-4340