FORM 4 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 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(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * BELL MARC H   2. Issuer Name and Ticker or Trading Symbol Armour Residential REIT, Inc. [ARR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 6800 BROKEN SOUND PARKWAY, SUITE 200 3. Date of Earliest Transaction (Month/Day/Year) 07/02/2013 (Street) BOCA RATON, FL 33487 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 Common Stock, par value $0.001 per share 07/02/2013   M(1)   251 A (1) 48,773 (1) D   Common Stock, par value $0.001 per share 07/02/2013   A(1)   1,751 A (1) 50,524 (1) D   Common Stock, par value $0.001 per share               1,756,792 I See Footnote. (2) Common Stock, par value $0.001 per share               75,075 I See Footnote (3)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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 (Month/Day/Year)

7. Title and Amount of Underlying Securities (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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BELL MARC H 6800 BROKEN SOUND PARKWAY SUITE 200 BOCA RATON, FL 33487	X

Signatures

/s/ Marc H. Bell		07/03/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	On July 2, 2013, the reporting person elected to redeem 251 shares of vested phantom stock previously granted under ARMOUR Residential REIT, Inc.'s Amended and Restated 2009 Stock Incentive Plan into 251 shares of ARMOUR's common stock and received 1,751 shares of ARMOUR common stock pursuant to quarterly compensation paid for the reporting person's service on ARMOUR's board of directors. Commencing with the end of the first quarter of 2013, the reporting person will receive up to $16,500 of the reporting person's total quarterly compensation for 2013 (or $66,000 on an annual basis), paid in stock. The 1,751 shares of stock represent the reporting person's election of stock compensation for the past quarter. The vesting schedule for the 251 shares were separately reported on Form 4s filed by the reporting person on April 4, 2011 and April 3, 2012.
(2)	Represents shares owned indirectly through Blackbeard Capital Domestic REIT Fund, L.P. ("Blackbeard"). The reporting person is a managing member of the limited liability company that serves as the general partner of Blackbeard. Mr. Bell is deemed to beneficially own 50% of the shares owned by Blackbeard and has a pecuniary interest therein. Mr. Bell may be deemed the beneficial owner of 1,756,792 shares, representing 50% of the 3,513,585 shares owned by Blackbeard.
(3)	Represents shares owned indirectly through Staton Bell Blank Check LLC ("SBBC"). The reporting person is a member of SBBC and is deemed to beneficially own 50% of the shares owned by SBBC and has a pecuniary interest therein. Mr. Bell may be deemed the beneficial owner of 75,075 shares, representing 50% of the 150,150 shares directly owned by SBBC.

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