SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

               Date of Report: (Date of Earliest Event Reported):
                       November 9, 2004 (November 8, 2004)





                                 CRIIMI MAE INC.
             (Exact name of registrant as specified in its charter)

        Maryland                        1-10360                  52-1622022
(State or other jurisdiction          (Commission             (I.R.S. Employer
     of incorporation)                File Number)           Identification No.)







                              11200 Rockville Pike
                            Rockville, Maryland 20852
   (Address of principal executive offices, including zip code, of Registrant)

                                 (301) 816-2300
                 (Registrant's telephone number,including area code)



Item 2.02.  Results of Operations and Financial Condition.

     On  November 8, 2004,  the Company  issued a press  release  reporting  the
Company's  financial  results for the three and nine months ended  September 30,
2004.  A copy of this press  release is  attached  hereto as Exhibit  99.1.  The
information  in this Form 8-K under  this Item 2.02 and  Exhibit  99.1  attached
hereto shall not be deemed  "filed" for purposes of Section 18 of the Securities
Act of 1934,  nor shall they be deemed  incorporated  by reference in any filing
under the  Securities  Act of 1933,  except as shall be  expressly  set forth by
specific reference in such filing.

Item 8.01   Other Events.

     Attached  as  Exhibit  99.2 to this  Current  Report on Form 8-K is a press
release issued by CRIIMI MAE Inc. on November 8, 2004 reporting the  declaration
of cash  dividends  for the  fourth  quarter of 2004 on the  Company's  Series B
Cumulative  Convertible  Preferred  Stock. The above referenced press release is
incorporated by reference herein.

Item 9.01.  Financial Statements and Exhibits.

(a) Exhibits. The following exhibits are filed with this report:

    Exhibit 99.1 - Press Release dated November 8, 2004.

    Exhibit 99.2 - Press Release dated November 8, 2004.




                                    SIGNATURE

     Pursuant to the  requirements  of the  Securities  Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.



                                                    CRIIMI MAE Inc.



Dated: November 9, 2004                             By:/s/Cynthia O. Azzara
                                                    -------------------------
                                                    Cynthia O. Azzara
                                                    Executive Vice President,
                                                    Chief Financial Officer,
                                                    and Treasurer



4


                                  EXHIBIT INDEX

Exhibit
No.                                Description
--------------------------------------------------------------------------------

*    99.1   Press Release dated November 8, 2004.

*    99.2   Press Release dated November 8, 2004.



*    Filed herewith.