Thornburg Mortgage Home Loans, Inc.

UNDERWRITING AGREEMENT

January 27, 2003

Greenwich Capital Markets, Inc.

600 Steamboat Road

Greenwich, Connecticut 06830

Ladies and Gentlemen:

Greenwich Capital Acceptance, Inc., a Delaware corporation (the Company), proposes to sell to Greenwich Capital Markets, Inc. (the Underwriter), its Thornburg Mortgage Securities Trust 2003-1 Certificates in the classes, in the respective original principal amounts and with the designations set forth in Schedule I hereto (the Offered Certificates).  Only the Offered Certificates are being purchased by the Underwriter hereunder.  The Offered Certificates, together with the Class B-4, Class B-5 and Class B-6 Certificates (collectively, the Certificates), will be issued by the Company pursuant to a Pooling and Servicing Agreement (the Pooling and Servicing Agreement), dated as of January 1, 2003, among the Company, as depositor (the Depositor), Thornburg Mortgage Home Loans, Inc., as seller (the Seller), Wells Fargo Bank Minnesota, National Association, as master servicer and securities administrator (in its capacity as master servicer, the Master Servicer and in its capacity as securities administrator, the Securities Administrator), Deutsche Bank Trust Company Delaware, as Delaware trustee and Deutsche Bank National Trust Company, as trustee (the Trustee).  Each Certificate will evidence the holders beneficial ownership in a trust fund (the Trust Fund), created pursuant to the Pooling and Servicing Agreement, and consisting primarily of adjustable rate, residential mortgage loans (the Mortgage Loans) secured primarily by first liens on one- to four-family residential properties.  The Offered Certificates are described more fully in Schedule I hereto and in the Prospectus Supplement furnished to the Underwriter by the Company and referred to below.

The Mortgage Loans will be serviced by the Master Servicer pursuant to the Pooling and Servicing Agreement.  Also, an indemnification and contribution agreement, dated January 27, 2003 (collectively, the Indemnification Agreement), will be entered into among the Depositor, the Underwriter and the Seller.

Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to them in the Pooling and Servicing Agreement.

1.

Representations and Warranties.  The Company represents and warrants to, and agrees with, the Underwriter that:

(a)

The Company has filed with the Securities and Exchange Commission (the Commission) a registration statement on Form S-3 (the file number of which is set forth in Schedule I hereto) for the registration of securities, issuable in series under the Securities Act of 1933, as amended (the 1933 Act), which registration statement was declared effective on the date set forth in Schedule I hereto and copies of which have heretofore been delivered to the Underwriter.  The Company meets the requirements for use of Form S-3 under the 1933 Act, and such registration statement, as amended at the date hereof, meets the requirements set forth in Rule 415(a)(1)(x) under the 1933 Act and complies in all other material respects with the 1933 Act and the rules and regulations thereunder.  The Company proposes to file with the Commission, with the Underwriters consent, pursuant to Rule 424 under the 1933 Act, a supplement to the form of prospectus included in such registration statement relating to the Offered Certificates and the plan of distribution thereof, and has previously advised the Underwriter of all further information (financial and other) with respect to the Offered Certificates and the Mortgage Loans to be set forth therein.  Such registration statement, including all exhibits thereto, as amended at the date hereof, is referred to herein as the Registration Statement; such prospectus in the form in which it appears in the Registration Statement is referred to herein as the Basic Prospectus (except that if the prospectus filed by the Company pursuant to Rule 424(b) under the 1933 Act differs from the prospectus on file at the time the Registration Statement became effective, the term Basic Prospectus shall refer to such Rule 424(b) prospectus from and after the time it is mailed or transmitted to the Commission for filing); such form of prospectus supplemented by the prospectus supplement (the Prospectus Supplement) relating to the Offered Certificates, in the form in which it shall be first filed with the Commission pursuant to Rule 424(b) under the 1933 Act (including the Basic Prospectus as so supplemented), is referred to herein as the Final Prospectus.  Any preliminary form of the Final Prospectus that has heretofore been filed pursuant to Rule 424 or, prior to the effective date of the Registration Statement, pursuant to Rule 402(a) or 424(a) is hereinafter called a Preliminary Final Prospectus.

(b)

As of the date hereof, as of the date on which the Final Prospectus is first filed pursuant to Rule 424 under the 1933 Act, as of the date on which, prior to the Closing Date (as hereinafter defined), any amendment to the Registration Statement becomes effective, as of the date on which any supplement to the Final Prospectus is filed with the Commission, and at the Closing Date, (i) the Registration Statement, as amended as of any such time, and the Final Prospectus, as amended or supplemented as of any such time, comply and will comply as to form in all material respects with the applicable requirements of the 1933 Act and the rules and regulations thereunder, (ii) the Registration Statement, as amended as of any such time, does not contain and will not contain any untrue statement of a material fact and does not omit and will not omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading, and (iii) the Final Prospectus, as amended or supplemented as of any such time, will not contain any untrue statement of a material fact and will not omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Company makes no representations or warranties as to statements contained in or omitted from the Registration Statement or the Final Prospectus or any amendment or supplement thereto made in reliance upon and in conformity with information furnished in writing to the Company by the Underwriter, the Master Servicer or the Seller specifically for use in the Registration Statement and the Final Prospectus.

(c)

The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware, has full power and authority (corporate and other) necessary to own or hold its properties and to conduct its business as now conducted by it and to enter into and perform its obligations under this Agreement, the Pooling and Servicing Agreement, the Mortgage Loan Purchase Agreement, dated as of January 1, 2003, between the Company and the Seller (the Mortgage Loan Purchase Agreement), and the Indemnification Agreement.

(d)

As of the date hereof, as of the date on which the Final Prospectus is first filed pursuant to Rule 424 under the 1933 Act, as of the date on which, prior to the Closing Date, any amendment to the Registration Statement becomes effective, as of the date on which any supplement to the Final Prospectus is filed with the Commission, and as of the Closing Date, there has not been and will not have been (i) any request by the Commission for any further amendment to the Registration Statement or the Final Prospectus or for any additional information, (ii) any issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or the institution or threat of any proceeding for that purpose or (iii) any notification with respect to the suspension of the qualification of the Offered Certificates for sale in any jurisdiction or any initiation or threat of any proceeding for such purpose.

(e)

This Agreement has been duly authorized, executed and delivered by the Company.

(f)

Each of the Pooling and Servicing Agreement, the Mortgage Loan Purchase Agreement and the Indemnification Agreement (collectively, the Other Agreements), when executed and delivered as contemplated thereby, will have been duly authorized, executed and delivered by the Company; and each of the Other Agreements, when so executed and delivered, will constitute a legal, valid, binding and enforceable agreement of the Company, subject, as to enforceability, to (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors rights generally, (ii) general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law, and (iii) with respect to any rights of indemnity under the Mortgage Loan Purchase Agreement and the Indemnification Agreement, limitations of public policy under applicable securities laws.

  . . .

EXECUTION

GREENWICH CAPITAL ACCEPTANCE, INC.
Thornburg Mortgage Securities Trust 2002-3
Mortgage Loan Pass-Through Certificates, Series 2002-3
Class A-1, Class A-2, Class A-3, Class A-4, Class A-R, Class B-1, Class B-2 and Class B-3

UNDERWRITING AGREEMENT

August 26, 2002

Greenwich Capital Markets, Inc.
600 Steamboat Road
Greenwich, Connecticut 06830

Ladies and Gentlemen:

Greenwich Capital Acceptance, Inc., a Delaware corporation (the �Company�), proposes to sell to Greenwich Capital Markets, Inc. (the �Underwriter�), its Thornburg Mortgage Securities Trust 2002-3 Certificates in the classes,  . . .

EXECUTION COPY

THORNBURG MORTGAGE, INC.

4,000,000

Series D Adjusting Rate Cumulative Redeemable Preferred Stock

(Liquidation Preference $25.00 per share)

UNDERWRITING AGREEMENT

November 15, 2006

November 15, 2006

BEAR, STEARNS & CO. INC.

STIFEL, NICOLAUS & COMPANY, INCORPORATED

as Representatives of the Several Underwriters

c/o Stifel, Nicolaus & Company, Incorporated

One Financial Plaza

501 North Broadway

St. Louis, MO 63102

Ladies and Gentlemen:

Thornburg Mortgage, Inc., a Maryland corporation (the �Company�),  . . .

EXECUTION COPY

THORNBURG MORTGAGE, INC.

4,500,000 Shares

Common Stock

($0.01 Par Value)

UNDERWRITING AGREEMENT

May 4, 2007

May 4, 2007

CITIGROUP GLOBAL MARKETS INC.

A.G. EDWARDS & SONS, INC.

as Representatives of the Several Underwriters

c/o Citigroup Global Markets Inc.

388 Greenwich Street

New York, New York 10013

Ladies and Gentlemen:

Thornburg Mortgage, Inc., a Maryland corporation (the �Company�), proposes to issue and sell to the underwriters named in Schedule A hereto (the �Underwriters�), including Citigroup Global  . . .