SEC FORM 3 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
 
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1. Name and Address of Reporting Person*
Vranos Michael W

(Last) (First) (Middle)
53 FOREST AVENUE

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/07/2010
3. Issuer Name and Ticker or Trading Symbol
Ellington Financial LLC [ EFC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Co-Chief Investment Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Common shares representing limited liability cmpny interests 2,587,920(1) I See note(1)
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
LTIP units(2) (2) (2) Common shares 375,000(2) (2) I See note(2)
1. Name and Address of Reporting Person*
Vranos Michael W

(Last) (First) (Middle)
53 FOREST AVENUE

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
1. Name and Address of Reporting Person*
VC INVESTMENTS LLC

(Last) (First) (Middle)
53 FOREST AVENUE

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
1. Name and Address of Reporting Person*
EMG Holdings, L.P.

(Last) (First) (Middle)
53 FOREST AVENUE

(Street)
OLD GREENWICH CT 06870

(City) (State) (Zip)
Explanation of Responses:
1. 1,294,004 common shares are held by EMG Holdings, L.P. ("EMG Holdings"), 43,916 common shares are held by Ellington Financial Management LLC ("Ellington Financial Management") and 1,250,000 shares are held by three affiliated hedge funds for which Ellington Capital Management, LLC ("Ellington Capital Management") is the general partner. VC Investments L.L.C. ("VC Investments") is the general partner of EMG Holdings and the managing member of Ellington Financial Management and Ellington Capital Management. Michael W. Vranos ("Mr. Vranos") is the managing member of, and holds a controlling interest in, VC Investments. Each of VC Investments, EMG Holdings and Mr. Vranos disclaims beneficial ownership of these shares except to the extent of it or his pecuniary interest therein.
2. Represents a separate non-voting class of limited liability company interests ("LTIP Units") of the Issuer, which are structured as profits interests. The 375,000 LTIP Units are held by EMG Holdings and have vested. The LTIP Units may be converted, at the election of the holder, into common shares representing limited liability company interests of the Issuer on a one-for-one basis. The LTIP Units were issued pursuant to, and are subject to the terms and conditions of, the Issuer's 2007 Incentive Plan for Entities. Each of VC Investments, EMG Holdings and Mr. Vranos disclaims beneficial ownership of these LTIP Units except to the extent of it or his pecuniary interest therein.
Remarks:
This statement is filed as a joint report pursuant to Rule 16a-3(j) promulgated under the Securities Exchange Act of 1934 by the undersigned Reporting Persons. Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney Exhibit 24.3 - Power of Attorney
/s/ Ashton J. Harris for Michael W. Vranos 10/07/2010
/s/ Ashton J. Harris for VC Investments L.L.C. 10/07/2010
/s/ Ashton J. Harris for EMG Holdings, L.P. 10/07/2010
** 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.
rrd258449_291548.html
                                POWER OF ATTORNEY

        The undersigned (the "Reporting Person") hereby constitutes and appoints
Laurence Penn, Daniel Margolis, Lisa Mumford, Mark Tecotzky, Neha Mathur, Daniel
M. LeBey, Christopher C. Green and Ashton J. Harris, 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 Financial LLC (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.

        IN WITNESS WHEREOF, the Reporting Person has caused this Power of
Attorney to be executed on September 24, 2010.

                             Sign here:  /s/ Michael W. Vranos
                                         ---------------------------------------

                             Print Name: Michael W. Vranos
                                         ---------------------------------------
rrd258449_291549.html
                                POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints Charles Cotter, Eric
Bothwell, Paul Saltzman, Daniel M. LeBey, Christopher C. Green and Ashton J.
Harris, and each of them, as the undersigned'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 undersigned, in the undersigned's
capacity as a beneficial owner of 10% or more of Ellington Financial LLC (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 undersigned
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 undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned 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 undersigned 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 undersigned 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 undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

        This Power of Attorney shall remain in effect until the undersigned is
no longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of, and transactions in securities issued by, the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 9th day of December, 2009.

                                 By:    /s/ Michael W. Vranos
                                        ----------------------------------------
                                 Name:  Michael W. Vranos
                                 Title: Managing Member of VC Investments L.L.C.
rrd258449_291550.html
                                POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints Charles Cotter, Eric
Bothwell, Paul Saltzmen, Daniel M. LeBey, Christopher C. Green and Ashton J.
Harris, and each of them, as the undersigned'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 undersigned, in the undersigned's
capacity as a beneficial owner of 10% or more of Ellington Financial LLC (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 undersigned
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 undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned's 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 undersigned 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 undersigned 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 undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

        This Power of Attorney shall remain in effect until the undersigned is
no longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of, and transactions in securities issued by, the Company, unless
earlier revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 9th day of December, 2009.

                                 EMG HOLDINGS, L.P.
                                 By: VC Investments L.L.C., its general partner

                                 By:    /s/ Michael W. Vranos
                                        ----------------------------------------
                                 Name:  Michael W. Vranos
                                 Title: Managing Member