SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* ROBARDS THOMAS F (Last) (First) (Middle) 53 FOREST AVE (Street) OLD GREENWICH CT 06870 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/01/2013	3. Issuer Name and Ticker or Trading Symbol Ellington Residential Mortgage REIT [ EARN ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

No securities are beneficially owned.

	/s/ Sara Walden Brown, as attorney-in-fact for Thomas F. Robards	05/01/2013
	** 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 5 (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 Number.

Exhibit 24
POWER OF ATTORNEY
      The undersigned (the "Reporting Person") hereby constitutes and appoints 
Laurence Penn, Daniel Margolis, Lisa Mumford, Daniel M. LeBey, Christopher C. Green 
and Sara Walden Brown, and each of them, as the Reporting Person's true and lawful 
attorney-in-fact to:
      
      (1) prepare, execute in the undersigned's name and on the undersigned's behalf, 
and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, 
including amendments thereto, and any other documents necessary or appropriate to 
obtain codes and passwords enabling the undersigned to make electronic filings with the 
SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any 
rule or regulation of the SEC; 
      
      (2) execute for and on behalf of the Reporting Person, in the Reporting Person's 
capacity as an officer and/or director of Ellington Residential Mortgage REIT (the 
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities 
Exchange Act of 1934 and the rules thereunder; 
      
      (3) do and perform any and all acts for and on behalf of the Reporting Person 
which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, 
complete and execute any amendment or amendments thereto, and timely file such form 
with the SEC and any stock exchange or similar authority; and 
      
      (4) take any other action of any type whatsoever in connection with the foregoing 
which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, 
or legally required by, the Reporting Person, it being understood that the documents 
executed by such attorney-in-fact on behalf of the Reporting Person pursuant to this 
Power of Attorney shall be in such form and shall contain such terms and conditions as 
such attorney-in-fact may approve in such attorney-in-fact's discretion.
      
      The Reporting Person grants to such attorney-in-fact full power and authority to 
do and perform any and every act and thing whatsoever requisite, necessary, or proper to 
be done in the exercise of any of the rights and powers herein granted, as fully to all 
intents and purposes as the Reporting Person might or could do if personally present, 
with full power of substitution or revocation, hereby ratifying and confirming all that 
such attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of 
Attorney and the rights and powers herein granted. The Reporting Person acknowledges 
that the foregoing attorney-in-fact, in serving in such capacity at the request of the 
Reporting Person, is not assuming, nor is the Company assuming, any of the Reporting 
Person's responsibilities to comply with Section 16 of the Securities Exchange Act of 
1934. 
      
      This Power of Attorney shall remain in effect until the Reporting Person is no 
longer required to file Forms 3, 4 and 5 with respect to the Reporting Person's holdings 
of, and transactions in securities issued by, the Company, unless earlier revoked by the 
Reporting Person in a signed writing delivered to the attorney-in-fact. 
[Signature Page Follows]
      
      
      
IN WITNESS WHEREOF, the Reporting Person has caused this Power of 
Attorney to be executed on May 1, 2013.
                             Sign here:  /s/ Thomas F. Robards
                             Print Name: Thomas F. Robards