Bimini Capital Management Declares Two Dividends and Announces Third Quarter 2009 Results

Bimini Capital Management, Inc. (OTCBB: BMNM):

• Two Dividends Totaling $0.70 per Share
• Third Quarter Income from Continuing Operations of $2.3 Million (or $0.08 per Class A Common Share)
• $0.21 Book Value per Share at Quarter End

Bimini Capital Management, Inc. (OTCBB: BMNM) ("Bimini Capital" or the "Company"), a real estate investment trust ("REIT"), today announced income from continuing operations of $2.3 million, or $0.08 per Class A Common Share, for the three month period ended September 30, 2009, compared with a loss from continuing operations of $2.3 million, or $(0.09) per Class A Common Share, for the three month period ended September 30, 2008. On a consolidated basis, the Company today reported net income of $2.5 million, or $0.09 per Class A Common Share, for the three month period ended September 30, 2009, compared with a net loss of $14.4 million, or $0.56 per Class A Common Share, for the three month period ended September 30, 2008. Included in the Company's consolidated results were income/(loss) from discontinued operations, net of tax, of $0.2 million and $(12.1) million for the three month periods ended September 30, 2009 and September 30, 2008, respectively.

Book Value per Share

The Company's book value per share at September 30, 2009, was $0.21. Book value per share is a valuation metric regularly used by various equity analysts that follow the Company and may be deemed a non-GAAP financial measure pursuant to Regulation G. The Company computes book value per share by dividing total shareholders' equity by the total number of shares outstanding of the Company's Class A Common Stock. At September 30, 2009, the Company's consolidated shareholders' equity was $5.8 million.

Details of Third Quarter 2009 Results of Operations

Included in the Company's $2.3 million income from continuing operations for the three month period ended September 30, 2009 is interest income of $1.8 million, a net increase in the fair value of mortgage-backed securities (“MBS”) of $1.1 million, a realized gain on the sale of MBS of $0.2 million, and $0.7 million in operating, general and administrative expenses. Such expenses include $0.2 million of compensation and related benefits.

REIT Taxable Income and Dividends

REIT taxable income for the nine-months ended September 30, 2009, is estimated to be $11.0 million. This amount includes the $32.4 million gain on the Bimini Capital Trust I debt extinguishment recorded in the second quarter, net of a tax net operating loss carryforward of approximately $21.3 million. Further, Bimini Capital expects to realize a gain of approximately $9.6 million from the Bimini Capital Trust II debt extinguishment in the fourth quarter of 2009, and it believes that it will earn additional GAAP net income from REIT operations in the fourth quarter of 2009, which is expected to result in additional REIT taxable income. As of September 30, 2009, the Company has approximately $62.8 million of REIT tax capital loss carryforwards. These tax capital loss carryforwards can only be used to offset any future tax capital gains.

At a meeting of the Board of Directors of Bimini Capital on November 9, 2009, the members of the Board declared two common stock dividends (as further described below), necessitated by the expected REIT taxable income for the year ending December 31, 2009. Because of cash flow considerations and liquidity limitations, the Board will utilize IRS Revenue Procedure 2009-15 (see below) for one of the dividend payments, and will distribute shares of the Class A Common Stock of Bimini Capital as a qualifying dividend.

Revenue Procedure 2009-15 provides that the Internal Revenue Service (“IRS”) will treat a REIT’s distribution, payable at the election of its shareholders, in common stock or cash that is declared with respect to a taxable year ending on or before December 31, 2009, as a qualifying dividend for purposes of the 90 percent REIT distribution requirement so long as certain conditions are satisfied, including a requirement that not less than 10% of the entire distribution is paid in cash.

The dividends were declared by the Board of Directors as follows: (1) a regular dividend on the common stock of Bimini Capital of $0.05 per share, to be paid in cash on November 20, 2009, to shareholders of record on November 16, 2009 (the “November Dividend”); and (2) a special dividend on the common stock of Bimini Capital of $0.65 per share, payable in cash and/or shares of Class A Common Stock at the election of the shareholder; however, Bimini Capital will limit the amount of cash payable pursuant to the dividend to 10% of the aggregate value of the dividend, or approximately $1.89 million (the “December Dividend”). The December Dividend is payable on January 19, 2010, to shareholders of record on December 9, 2009.

Subject to the aggregate cash limitation on the December Dividend, shareholders will have the option to elect to receive payment of the December Dividend in cash or Class A Common Shares. Shareholders who elect to receive payment in all cash may receive up to $0.65 per share in cash, but will receive at least $0.065 per share in cash. If shareholders representing more than 10% of the outstanding shares elect to receive cash, each shareholder making the cash election will receive a prorated distribution of the available cash, and will require the remainder of the $0.65 dividend in shares of Bimini Capital’s Class A Common Stock. Shareholders who do not elect to receive the dividend in cash will receive the dividend in shares of Class A Common Stock. The exact allocation of cash and Class A Common Stock to be distributed to any given shareholder will be dependent upon the elections of all of the shareholders. The December Dividend is expected to be a fully-taxable dividend, without regard to whether a particular shareholder receives cash or shares, or a combination of cash and shares. Although the December Dividend will be paid on January 19, 2010, the December Dividend will be treated as paid to shareholders on December 31, 2009, for Federal income tax purposes and will be includible in a shareholder’s taxable income as of that date.

The number of shares of Bimini Capital Class A common stock to be issued in the December Dividend will be calculated based on the volume-weighted average price per share on January 11, 12 and 13, 2010.

Appropriate shareholder notices regarding the December Dividend will be mailed to the December 9, 2009, shareholders of record as soon as practical after that date. The election form will describe in more detail the terms of the December Dividend, including the actions needed to elect to receive the dividend in the form of cash or shares of Class A Common Stock. The election must be received by Bimini Capital’s transfer agent prior to 5:00 p.m. Eastern Time on January 8, 2010.

REIT taxable income or loss is a term that describes the Company's operating results calculated in accordance with rules and regulations promulgated pursuant to the Internal Revenue Code (IRC). The Company's REIT taxable income or loss is computed differently from net income as computed in accordance with generally accepted accounting principles ("GAAP net income or loss"), as reported in the Company's consolidated financial statements. Depending on the number and size of the various items or transactions being accounted for differently, the differences between REIT taxable income or loss and GAAP net income or loss can be substantial and each item can affect several reporting periods. Generally, these items are timing or temporary differences between years; for example, an item that may be a recorded under GAAP in the current year may not be included in REIT taxable income until later years.

In order to maintain its qualification as a REIT, the Company is required (among other provisions) to annually distribute dividends to its stockholders in an amount at least equal to, generally, 90% of the Company's REIT taxable income. Additionally, as a REIT, the Company may be subject to a federal excise tax if it distributes less than 85% of its ordinary income by the end of the calendar year. For purposes of that excise tax, the December Dividend will be treated as paid by the Company on December 31, 2009. Accordingly, the Company's dividends are largely based on REIT taxable income, as determined for federal income tax purposes as opposed to its net income computed in accordance with GAAP (as reported in the Company's consolidated financial statements), and are paid if and when declared by the Company's Board of Directors.

Management Commentary

Commenting on the Company's third quarter results, Robert E. Cauley, Chairman and Chief Executive Officer, said, "We are proud to announce not only our third consecutive quarterly operating profit in the third quarter, but also our first dividends since the first quarter of 2007. We have taken another large step to turn the Company around with the recently completed debt extinguishment of more of our trust preferred debt. After giving effect to our most recent extinguishment of trust preferred debt, we have now restructured $74 million of our original $100 million trust preferred obligation. We believe this is an important step in positioning the Company for recovery. While the tenders for the trust preferred debt required us to shrink our balance sheet and reduce our borrowing capacity, it has also allowed the Company to eliminate the deficit in shareholder’s equity that has burdened us for several quarters."

Mr. Cauley continued, “As with the second quarter, our profitability in the third quarter was driven by two factors. Our funding rates remain well below one half of one percent, and as a result, our net interest margins remain at very wide levels. Our alternative investment strategy, implemented last year, has enable us to supplement our net interest income without the need for additional repurchase agreement funding, and helped us remain profitable in the face of asset sales necessitated by the extinguishment of most of our trust preferred debt. The combination of low levels of LIBOR and still modest prepayment speeds, especially in the selected borrower and loan types we have traditionally targeted, has resulted in gross interest income levels we would be unable to obtain even if we were not forced to reduce our MBS pass-through portfolio to fund the debt extinguishment. We intend to retain this strategy as a part of our core business model even if we regain greater access to repo funding. The strategy has allowed us to leverage our expertise in the analysis of borrower and prepayment characteristics with assets neither exposed to the vagaries of the funding market or having the same sensitivities to movements in interest rates as our MBS pass through portfolio."

Conference Call and Webcast

The Company has scheduled an online Web simulcast and conference call to discuss these announcements that will begin at 8:30 a.m. E.T., Tuesday, November 10, 2009. An online replay will be available approximately two hours following the conclusion of the live broadcast and will continue for 48 hours. A link to these events will be available at the Company's website www.biminicapital.com. Those persons without Internet access may listen to the live call by dialing (800) 723-6751 or (785) 830-7980, Conference Code: 3326994.

About Bimini Capital Management

Bimini Capital Management, Inc. is a REIT that invests primarily in, but is not limited to, residential mortgage-related securities issued by the Federal National Mortgage Association (Fannie Mae), the Federal Home Loan Mortgage Corporation (Freddie Mac) and the Government National Mortgage Association (Ginnie Mae). Its objective is to earn returns on the spread between the yield on its assets and its costs, including the interest expense on the funds it borrows.

Statements herein relating to matters that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, including but not limited to any financial or operating results during the fourth quarter of 2009. The reader is cautioned that such forward-looking statements are based on information available at the time and on management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in such forward-looking statements. Important factors that could cause such differences are described in Bimini Capital Management, Inc.'s filings with the Securities and Exchange Commission, including Bimini Capital Management, Inc.'s most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q. Bimini Capital Management, Inc. assumes no obligation to update forward-looking statements to reflect subsequent results, changes in assumptions or changes in other factors affecting forward-looking statements.