Sec Form 3 Filing - GOELTZ RICHARD KARL @ FEDERAL HOME LOAN MORTGAGE CORP - 2008-07-18

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 3
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
GOELTZ RICHARD KARL
2. Issuer Name and Ticker or Trading Symbol
FEDERAL HOME LOAN MORTGAGE CORP [ FRE]
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)
8200 JONES BRANCH DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
07/18/2008
(Street)
MCLEAN, VA22102
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 23,554 D
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
Common Stock-Options $ 55.22 ( 1 ) 12/03/2013 Common Stock 5,432 D
Com mon Stock-Options $ 66.1 ( 2 ) 11/03/2014 Common Stock 2,269 D
Common Stock-Options $ 66.43 ( 3 ) 07/14/2015 Common Stock 2,258 D
Common Stock-Options $ 63.11 ( 4 ) 09/07/2016 Common Stock 1,822 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GOELTZ RICHARD KARL
8200 JONES BRANCH DRIVE
MCLEAN, VA22102
X
Signatures
/s/ Claudia Jaques as attorney-in-fact for Richard K. Goeltz 07/18/2008
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The option vested in five equal installments on each of March 31, 2004, November 4, 2004, July 15, 2005, September 8, 2006 and June 8, 2007.
( 2 )The option is exercisable in five equal installments. The first four installments became exercisable on each of July 15, 2005, September 8, 2006, June 8, 2007 and June 6, 2008 and the final installment becomes exercisable on the date of the 2009 annual stockholders' meeting.
( 3 )The option is exercisable in four equal installments. The first three installments became exercisable on each of September 8, 2006, June 8, 2007 and June 6, 2008 and the final installment becomes exercisable on the date of the 2009 annual stockholders' meeting.
( 4 )The option is exercisable in four equal installments. The first two installments became exercisable on each of June 8, 2007 and June 6, 2008 and the next two installments become exercisable on each of the dates of the 2009 and 2010 annual stockholders' meetings.

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).

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.