Ownership Submission
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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Invesco Ltd.
 2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2009		 3. Issuer Name and Ticker or Trading Symbol
Invesco Mortgage Capital Inc. [IVR]
(Last)
(First)
(Middle)
1555 PEACHTREE STREET NE, SUITE 1800		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ATLANTA, GA 30309		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 Stock, par value $0.01 per share 75,100
I
Through subsidiary (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Units of Limited Partnership Interest (2)   (3)   (3) Common Stock 1,425,000 $ 0 I By subsidiary (2) (3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Invesco Ltd.
1555 PEACHTREE STREET NE
SUITE 1800
ATLANTA, GA 30309		     X    
Invesco Investments (Bermuda) Ltd.
CANON'S COURT
22 VICTORIA STREET
HAMILTON, D0 HM 12		     X    

Signatures

By: /s/ Robert H. Rigsby 07/06/2009
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Invesco Ltd. beneficially owns common stock in the issuer through its indirect, wholly-owned subsidiary Invesco Insititutional (N.A.), Inc.
(2) Units of Limited Partnership Interest ("OP units") are issued by IAS Operating Partnership LP, a limited partnership. OP units are exchangeable, on a one-for-one basis, by Invesco Investments (Bermuda) Ltd. for either, at the issuer's option: (i) cash equal to the market value of an equivalent number of shares of the issuer's common stock, or (ii) shares of the issuer's common stock.
(3) OP units are exchangeable for common stock of the issuer commencing upon their issuance and for so long as they are outstanding.
 
Remarks:
This Form 3 is filed jointly by Invesco Ltd. and its wholly owned subsidiary Invesco Investments (Bermuda) Ltd.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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