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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
____________

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
April 15, 2009

CHIMERA INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)

Maryland 1-33796 26-0630461
(State or Other Jurisdiction (Commission  (IRS Employer
of Incorporation) File Number) Identification No.)
 
1211 Avenue of the Americas    
Suite 2902    
New York, New York   10036
(Address of principal executive offices)   (Zip Code)
 
Registrant’s telephone number, including area code: (212) 696-0100  

No Change
(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:

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

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

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

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

Item 7.01 Regulation FD Disclosure.

     On April 15, 2009, Chimera Investment Corporation (the “Company”) issued a press release announcing that it has agreed to the sale of 235 million shares of its common stock at $3.00 per share for estimated gross proceeds of approximately $705 million. The Company has granted the underwriters a 30-day option to purchase up to an additional 35,250,000 shares of common stock to cover over-allotments. Immediately after this offering, Annaly Capital Management, Inc., the parent corporation of the Company’s external manager, Fixed Income Discount Advisory Company, will acquire 24,955,752 shares of the Company’s common stock in a private offering at the same price per share as the price per share of the public offering. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits.

  (a)     

Not applicable.
 
  (b)     

Not applicable.
 
  (c)     

Not applicable.
 
  (d)     

Exhibits:
 
    99.1     

Press Release, dated April 15, 2009 issued by Chimera Investment Corporation.
 

SIGNATURE

     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.

 

  Chimera Investment Corporation
     
     
  By: /s/ A. Alexandra Denahan
    Name: A. Alexandra Denahan
    Title: Chief Financial Officer

Date: April 15, 2009