Prospectus excerpt:  Capstead Mortgage Corporation is offering to the public 6,000,000 shares of its 7.50% Series E Cumulative Redeemable Preferred Stock, par value $0.10 per share (ÙSeries E Preferred Stockˆ). This is an original issuance of the Series E Preferred Stock. We will pay quarterly cumulative dividends on the shares of the Series E Preferred Stock, in arrears, on the 15th day of each January, April, July and October commencing on July 15, 2013 (provided that if any dividend payment date is not a business day, then the dividend that would otherwise have been payable on that dividend payment date may be paid on the next succeeding business day) from, and including, the date of original issuance at 7.50% of the $25.00 per share liquidation preference per annum (equivalent to $1.875 per annum per share).

The Series E Preferred Stock will not be redeemable before May 13, 2018, except under circumstances where it is necessary to preserve our qualification as a real estate investment trust for federal income tax purposes, or REIT, and except as described below upon the occurrence of a Change of Control (as defined herein). On or after May 13, 2018, we may, at our option, redeem any or all of the shares of the Series E Preferred Stock at $25.00 per share plus any accumulated and unpaid dividends to, but not including, the redemption date. In addition, upon the occurrence of a Change of Control, we may, at our option, redeem any or all of the shares of Series E Preferred Stock within 120 days after the first date on which such Change of Control occurred at $25.00 per share plus any accumulated and unpaid dividends to, but not including, the redemption date. The Series E Preferred Stock has no stated maturity, is not subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless repurchased or redeemed by us or converted into our common stock in connection with a Change of Control by the holders of Series E Preferred Stock.