Sec Form 4 Filing - LOW PAUL M @ CAPSTEAD MORTGAGE CORP - 2012-12-21

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 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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1. Name and Address of Reporting Person LOW PAUL M 2. Issuer Name and Ticker or Trading Symbol CAPSTEAD MORTGAGE CORP [ CMO] 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) 8401 N. CENTRAL EXPRESSWAY, SUITE 800 3. Date of Earliest Transaction (MM/DD/YY) 12/21/2012 (Street) DALLAS, TX75225 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) 12/21/2012 S 2,400 D $ 12.02 23,133 D Common Stock ( 1 ) 12/21/2012 S 1,000 D $ 12.01 22,133 D Common Stock 05/02/2013 S 1,500 D $ 12.9701 20,633 D Common Stock 0 I by Trust ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Series B Convertible Preferred ( 3 ) 12/21/2012 S 613 ( 3 ) ( 3 ) Common Stock 367 $ 14.45 24,387 D Series B Convertible Preferred ( 3 ) 12/21/2012 S 387 ( 3 ) ( 3 ) Common Stock 231 $ 14.3701 24,000 D Series B Convertible Preferred ( 3 ) 05/01/2013 S 1,009 ( 3 ) ( 3 ) Common Stock 603 $ 15.1501 22,991 D Series B Convertible Preferred ( 3 ) 05/02/2013 S 991 ( 3 ) ( 3 ) Common Stock 593 $ 15.2234 22,000 D Series B Convertible Preferred ( 3 ) ( 3 ) ( 3 ) Common Stock 220.78 380 I by Trust for grndson ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LOW PAUL M 8401 N. CENTRAL EXPRESSWAY SUITE 800 DALLAS, TX75225 X Signatures By: Phillip A. Reinsch For: Paul M. Low 05/02/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Director stock option granted pursuant to the Capstead Mortgage Corporation 1990 Director Stock Option Plan. ( 2 )The shares are held in a trust account for the benefit of the reporting person's granddaughter. The reporting person is co-trustee and has investment control over the trust. ( 3 )The Capstead $1.26 Cumulative Convertible Preferred Stock, Series B, is traded on the New York Stock exchange under the symbol CMOPRB. The preferred stock is perpetual and is convertible into the Capstead common stock at any time at the stockholder's option. The preferred stock is callable at the option of the company at $12.50 per share and an exercise date and price are not applicable. ( 4 )The shares are held in a trust for the benefit of the reporting person's grandson. The reporting person is co-trustee and has investment control over the trust.

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 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).

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