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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: August 20, 2002
DYNEX CAPITAL, INC.
(Exact Name of Registrant as Specified in Charter)
1-9819
(Commission File Number)
Virginia 52-1549373
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4551 Cox Road, Suite 300, Glen Allen, Virginia 23060
(Address of principal executive offices) (Zip Code)
(804) 217-5800
(Registrant's telephone number, including area code)
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99.1 Certification of Chief Financial Officer Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
Item 9. Regulation FD Disclosure.
On August 20, 2002, Dynex Capital, Inc. furnished the Securities and
Exchange Commission a certification of its Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002. A copy of the certification is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information
included or incorporated in this report, including Exhibit 99.1, shall not be
deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of
1934, nor shall such information and exhibit be deemed incorporated by reference
in any filing under the Securities Act of 1933, except as shall be set forth by
specific reference in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DYNEX CAPITAL, INC.
Date: August 20, 2002 By: /s/ Stephen J. Benedetti
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Stephen J. Benedetti
Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Number Description Method of Filing
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99.1 Certification of Chief Financial Officer Furnished herewith
Pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002.
Exhibit 99.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Dynex Capital, Inc. (the
"Company") on Form 10-Q for the quarter ending June 30, 2002, as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Stephen
J. Benedetti, the Chief Financial Officer of the Company, certify, pursuant to
and for purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that to my knowledge:
(1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.
Dated: August 20, 2002 /s/ Stephen J. Benedetti
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Stephen J. Benedetti
Chief Financial Officer