form_sc13da-mpg.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

MPG Office Trust, Inc.

(Name of Issuer)

7.625% Series A Cumulative Redeemable Preferred Stock, Par Value $.01 per share

(Title of Class of Securities)

559775200

(CUSIP Number)

Richard D. Holahan, Jr.

Caspian Capital Advisors, LLC

Caspian Credit Advisors, LLC

Caspian Capital LP

767 5th Avenue

New York, NY 10153

(212) 826-7500

Russell Thompson

Mariner Investment Group, LLC

500 Mamaroneck Avenue, Suite 101

Harrison, NY 10528

(914) 798-4200

(Name, Address and Telephone Number of Person Authorized to

Receive Notices and Communications)

May 13, 2011

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 2 of 8 Pages

CUSIP No. 559775200


1	NAMES OF REPORTING PERSONS Mariner Investment Group, LLC


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) x

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	WC

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			0

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	0

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	0.0%

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IA

Page 3 of 8 Pages

CUSIP No. 559775200


1	NAMES OF REPORTING PERSONS Caspian Capital LP1


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) x

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	WC

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			863,047

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			863,047

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	863,047

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	o

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	8.6%

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	IA

Page 4 of 8 Pages

CUSIP No. 559775200


1	NAMES OF REPORTING PERSONS Caspian Capital Advisors, LLC1


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) x

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	WC

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			262,936

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			262,936

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	262,936

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	x

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	2.6%

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

Page 5 of 8 Pages

CUSIP No. 559775200


1	NAMES OF REPORTING PERSONS Caspian Credit Advisors, LLC1


2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
	(a) o
	(b) x

3	SEC USE ONLY



4	SOURCE OF FUNDS (SEE INSTRUCTIONS)

	WC

5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Delaware

		7	SOLE VOTING POWER

NUMBER OF			0

SHARES		8	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			516,489

EACH		9	SOLE DISPOSITIVE POWER
REPORTING
PERSON			0

WITH		10	SHARED DISPOSITIVE POWER

			516,489

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	516,489

12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

	x

13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

	5.2%

14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

	OO

_______________________________

1 The shares described herein are held as follows: Caspian Capital Partners, L.P., 262,936; Mariner LDC, 83,662; Caspian Select Credit Master Fund Ltd., 475,304, and Caspian Solitude Master Fund LP, 41,185 (collectively, the “Accounts”).

Page 6 of 8 Pages

This Schedule 13D/A (this “Amendment No. 2”) amends and supplements the Schedule 13D filed on November 29, 2010 (the “Original Schedule 13D”) as amended on January 7, 2011 (the “Amendment No. 1 and together with the Original Schedule 13D and the Amendment No. 2, the “Schedule 13D”) by Mariner Investment Group, LLC, Caspian Capital LP, Caspian Capital Advisors, LLC, and Caspian Credit Advisors, LLC with respect to the 7.625% Series A Cumulative Redeemable Preferred Stock, par value $.01 per share (the “Preferred Stock”) of MPG Office Trust, Inc., a Maryland corporation (the “Issuer”). This Amendment No. 2 is being filed by the Reporting Persons to disclose that Mariner Investment Group, LLC ceased to be the investment adviser of the Accounts on May 13, 2011 and no longer exercises voting or dispositive power over the shares of Preferred Stock.

Item 2. Identity and Background.

Items 2(a) and 2(c) of the Schedule 13D is hereby amended and supplemented by the addition of the following:

(a) On May 13, 2011, Mariner Investment Group, LLC ceased to be the investment adviser of the Accounts and no longer exercises voting or dispositive power over the shares of Preferred Stock. As a result, Mariner Investment Group, LLC will not be included as a Reporting Person on any subsequent amendments to the Schedule 13D, if any.

(c) On May 13, 2011, Mariner Investment Group, LLC ceased to be the investment adviser of the Accounts and no longer exercises voting or dispositive power over the shares of Preferred Stock. Caspian Capital LP shall continue to act as the investment adviser of the Accounts.

Item 7. Material to be Filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

Exhibit 3: Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Act.

Page 7 of 8 Pages

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: May 16, 2011

	MARINER INVESTMENT GROUP, LLC

	By: /s/ Russell Thompson
	Name: Russell Thompson
	Title: Chief Compliance Officer and
	Deputy General Counsel

	CASPIAN CAPITAL LP

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory

	CASPIAN CAPITAL ADVISORS, LLC

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory

	CASPIAN CREDIT ADVISORS, LLC

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory

Page 8 of 8 Pages

Exhibit 3

JOINT FILING AGREEMENT

PURSUANT TO RULE 13D-1(k)1

The undersigned acknowledge and agree that the foregoing Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date: May 16, 2011

	MARINER INVESTMENT GROUP, LLC

	By: /s/ Russell Thompson
	Name: Russell Thompson
	Title: Chief Compliance Officer and
	Deputy General Counsel

	CASPIAN CAPITAL LP

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory

	CASPIAN CAPITAL ADVISORS, LLC

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory

	CASPIAN CREDIT ADVISORS, LLC

	By: /s/ Richard D. Holahan, Jr.
	Name: Richard D. Holahan, Jr.
	Title: Authorized Signatory