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 *
  Fartaj Vandad
2. Date of Event Requiring Statement (Month/Day/Year)
03/03/2010
3. Issuer Name and Ticker or Trading Symbol
PennyMac Mortgage Investment Trust [PMT]
(Last)
(First)
(Middle)
C/O PENNYMAC MORTGAGE INVESTMENT TRUST, 27001 AGOURA ROAD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Investment Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
03/05/2010
(Street)

CALABASAS, CA 91301
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 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 shares of Beneficial Interest 20,000 (1) (2)
D
 

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fartaj Vandad
C/O PENNYMAC MORTGAGE INVESTMENT TRUST
27001 AGOURA ROAD
CALABASAS, CA 91301
      Chief Investment Officer  

Signatures

/s/ Vandad Fartaj 03/05/2010
**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) This amended Form 3 is being filed to appropriately reflect Mr. Fartaj's holdings and information. His original Form 3 filing inadvertently contained information for another officer of the Company.
(2) Mr. Fartaj was granted (i) 2,400 restricted share units on August 4, 2009 upon the completion of the Company's initial public offering and (ii) 17,600 restricted share units on March 2, 2010 in connection with his appointment as Chief Investment Officer. The restricted share units, which vest in four equal annual installments beginning on the first anniversary of the grant date, are to be settled in an equal number of common shares of beneficial interest upon vesting.

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