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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: September 19, 2002
DYNEX CAPITAL, INC.
(Exact Name of Registrant as Specified in Charter)
Virginia 1-9819 52-1549373
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
4551 Cox Road, Suite 300,
Glen Allen, Virginia 23060
(Address of (Zip Code)
principal executive offices)
(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 September 19, 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: September 19, 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
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 Annual Report of Dynex Capital, Inc. (the
"Company") on Form 10-K/A for the fiscal year ending December 31, 2001, as filed
with the Securities and Exchange Commission on September 18, 2002 (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.
Date: September 19, 2002 By: /s/ Stephen J. Benedetti
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Stephen J. Benedetti
Chief Financial Officer