Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 12, 2012, the Board of Directors (the "Board") of Ellington Financial LLC (the "Company"), upon the recommendation of the Compensation Committee of the Board, approved 2012 incentive compensation for Lisa Mumford, the Company's Chief Financial Officer. Pursuant to the 2012 incentive compensation package approved by the Board, Ms. Mumford will receive a discretionary cash bonus of $310,000, with the payment of approximately 45% of this cash bonus deferred to the end of the 2013 fiscal year (the "Deferral Period"). During the Deferral Period, the deferred portion of the bonus will be subject to forfeiture under certain circumstances, including in the event Ms. Mumford resigns or her employment is terminated for cause. In addition, Ms. Mumford was awarded 2,000 LTIP Units, which are subject to forfeiture restrictions that will lapse one year from the date of grant. The LTIP Unit award was made pursuant to the Company's Form of LTIP Unit Award Agreement, filed as Exhibit 10.7 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2011, and incorporated by reference herein.

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