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):  February 7, 2011

Two Harbors Investment Corp.
(Exact name of registrant as specified in its charter)
 
Maryland
  
001-34506
  
27-0312904
(State or other jurisdiction
of incorporation)
  
(Commission
File Number)
  
(I.R.S. Employer
Identification No.)
 
601 Carlson Parkway, Suite 330
Minnetonka, MN 55305
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:   (612) 238-3300

Not Applicable
(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:

o
Written communications pursuant to Rule 425 under the Securities Act  (17 CFR 230.425)
   
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
ITEM 3.01    NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING

 
On February 7, 2011, Two Harbors Investment Corp. (the “Company”) provided written notice to the NYSE Amex that it intends to transfer the listing of its common stock to the New York Stock Exchange (“NYSE”). The Company expects the last day of trading of its common stock on the NYSE Amex to be on or about February 10, 2011, and expects the common stock to begin trading on the NYSE on or about February 11, 2011 under its current symbol “TWO.” Until it begins trading on the NYSE, the Company’s common stock will remain trading on the NYSE Amex under the symbol “TWO.”
 
 
A copy of the press release announcing its anticipated listing on the NYSE is attached hereto as Exhibit 99.1 and incorporated herein by reference.




 

 
Item 9.01
Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.
  
Description
     
 
 
99.1                      Press Release dated February 7, 2011.
 
 
SIGNATURES

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.

 
TWO HARBORS INVESTMENT CORP.
     
     
 
By:
/s/ TIMOTHY W. O’BRIEN
   
Timothy O’Brien
   
Secretary and General Counsel
     
Date: February 7, 2011