Exhibit 31.2

                                 CERTIFICATIONS

I, Kathryn F. Fagan, certify that:

1.       I have reviewed this annual report on Form 10-K of Annaly
         Capital Management, Inc.;

2.       Based on my knowledge, this report does not contain any untrue
         statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the
         circumstances under which such statements were made, not
         misleading with respect to the period covered by this report;

3.       Based on my knowledge, the financial statements, and other
         financial information included in this report, fairly present
         in all material respects the financial condition, results of
         operations and cash flows of the registrant as of, and for,
         the periods presented in this report;

4.       The registrant's other certifying officer and I are
         responsible for establishing and maintaining disclosure
         controls and procedures (as defined in Exchange Act Rules
         13a-15(e) and 15d-15(e)) and internal control over financial
         reporting (as defined in Exchange Act Rules 13a-15(f) and
         15d-15(f) for the registrant and have:

                e.  Designed such disclosure controls and procedures or
                    caused such disclosure controls and procedures to
                    be designed under our supervision, to ensure that
                    material information relating to the registrant,
                    including its consolidated subsidiaries, is made
                    known to us by others within those entities,
                    particularly during the period in which this report
                    is being prepared;

                f.  Designed such internal control over financial
                    reporting, or caused such internal control over
                    financial reporting to be designed under our
                    supervision, to provide reasonable assurance
                    regarding the reliability of financial reporting
                    and the preparation of financial statements for
                    external purposes in accordance with generally
                    accepted accounting principles;

                g.  Evaluated the effectiveness of the registrant's
                    disclosure controls and procedures and presented in
                    this report our conclusions about the effectiveness
                    of the disclosure controls and procedures, as of
                    the end of the period covered by this report based
                    on such evaluation; and

                h.  Disclosed in this report any change in the
                    registrant's internal control over financial
                    reporting that occurred during the registrant's
                    most recent fiscal quarter (the registrant's fourth
                    fiscal quarter in the case of an annual report)
                    that has materially affected, or is reasonably
                    likely to materially affect, the registrant's
                    internal control over financial reporting; and

5.       The registrant's other certifying officer and I have
         disclosed, based on our most recent evaluation of internal
         control over financial reporting, to the registrant's auditors
         and the audit committee of the registrant's board of directors
         (or persons performing the equivalent functions):

                a.  All significant deficiencies and material weaknesses in
                    the design or operation of internal controls over
                    financial reporting which are reasonably likely to
                    adversely affect the registrant's ability to record,
                    process, summarize and report financial information;
                    and

                b.  Any fraud, whether or not material, that involves
                    management or other employees who have a significant
                    role in the registrant's internal control over
                    financial reporting.

Date:  February 25, 2008

/s/ Kathryn F. Fagan
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Kathryn F. Fagan
Chief Financial Officer and Treasurer (Principal Financial Officer)