SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Essex Equity Capital Management, LLC (Last) (First) (Middle) 375 HUDSON STREET, 12TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/18/2011	3. Issuer Name and Ticker or Trading Symbol MHI Hospitality CORP [ MDH ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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)
Series A Cumulative Redeemable Preferred Stock	23,000	D(1)(2)(3)
Series A Cumulative Redeemable Preferred Stock	23,000	I	See Footnotes(1)(2)(3)(4)(5)

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: 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
Warrant to Purchase Common Stock	04/18/2011	10/18/2016	Common Stock, par value $0.01 per share	1,748,000	$2.25(6)	D(1)(2)(3)
Warrant to Purchase Common Stock	04/18/2011	10/18/2016	Common Stock, par value $0.01 per share	1,748,000	$2.25(6)	I	See Footnotes(1)(2)(3)(4)(5)

1. Name and Address of Reporting Person* Essex Equity Capital Management, LLC (Last) (First) (Middle) 375 HUDSON STREET, 12TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* Essex Illiquid, LLC (Last) (First) (Middle) C/O ESSEX EQUITY CAPITAL MANAGEMENT, LLC 375 HUDSON STREET, 12TH FLOOR (Street) NEW YORK NY 10014 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* Maher Basil (Last) (First) (Middle) C/O ESSEX EQUITY CAPITAL MANAGEMENT, LLC 70 S. ORANGE AVE. SUITE 105 (Street) LIVINGSTON NJ 07039 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

1. Name and Address of Reporting Person* Maher M. Brian (Last) (First) (Middle) C/O ESSEX EQUITY CAPITAL MANAGEMENT, LLC 70 S. ORANGE AVE. SUITE 105 (Street) LIVINGSTON NJ 07039 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) X Other (specify below) Member of Group Owning 10%

Explanation of Responses:

1. The Reporting Persons listed on this Form 3 may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 3 shall not be deemed to be an admission that the Reporting Persons are members of such group.

2. The Reporting Persons listed on this Form 3 may be deemed members of a group with Richmond Hill Capital Partners, LP and certain of its affiliates (collectively, the "Richmond Hill Entities"), which are separately filing a Form 3 with respect to equity securities of the Issuer on the date hereof. The filing of this Form 3 shall not be deemed to be an admission that the Reporting Persons are members of such group with any of the Richmond Hill Entities and the Reporting Persons disclaim beneficial ownership of any securities beneficially owned by the Richmond Hill Entities.

3. The amount of securities shown in this row is owned directly by Essex Illiquid, LLC (the "Fund").

4. As the investment manager of the Fund, Essex Equity Capital Management, LLC (the "Investment Manager") may be deemed to be a beneficial owner of the Issuer's securities held by the Fund. The Investment Manager disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, except to the extent of its pecuniary interest, if any.

5. Each of Basil Maher and M. Brian Maher (collectively, the "Individual Reporting Persons"), as a member of the investment committee for members of the Investment Manager, may be deemed to be a beneficial owner of the Issuer's securities held by the Fund. Each of the Individual Reporting Persons disclaims any beneficial ownership of any of the Issuer's securities reported herein for purposes of Section 16 of the Exchange Act or otherwise, except to the extent of his pecuniary interest, if any.

6. Subject to adjustment.

	/s/ John Liu, as chief executive officer of Essex Equity Capital Management, LLC.	04/28/2011
	/s/ John Liu, as authorized signatory for Essex Illiquid, LLC.	04/28/2011
	/s/ Basil Maher.	04/28/2011
	/s/ M. Brian Maher.	04/28/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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