SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 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 13, 2001


                          ANTHRACITE CAPITAL, INC.
             (Exact name of Registrant as Specified in Charter)


     Maryland                          001-13937             13-397-8906
-----------------------------     -------------------       ---------------
(State or Other Jurisdiction         (Commission           (IRS Employer
of Incorporation)                    File Number)          Identification No.)


    345 Park Avenue, New York, NY                               10154
---------------------------------------------            ------------------
(Address of Principal Executive Offices)                   (Zip Code)


     Registrant's telephone number, including area code: (212) 409-3333


                                    N/A
--------------------------------------------------------------------------
       (Former Name or Former Address, if Changed Since Last Report)



ITEM 5.  OTHER EVENTS


         Common Stock Offering.

         On November 1, 2001, the Company entered into an underwriting
agreement with UBS Warburg LLC, Friedman, Billings, Ramsey & Co., Inc. and
ABN AMRO Rothschild LLC, as representatives of the several underwriters
named therein (collectively, the "Underwriters"), relating to the sale of
4,400,000 shares of common stock, par value $0.001 per share (the "Common
Stock"), and the granting of an option for an additional 660,000 shares of
Common Stock to the Underwriters to fulfill over-allotments that may occur
during the offering process. The offering of 4,400,000 shares of Common
Stock closed on November 7, 2001. The offering of an additional 90,000
shares of Common Stock upon exercise of the over-allotment option by the
Underwriters closed on November 13, 2001.

         The aggregate net proceeds to the Company (after deducting
estimated expenses) are estimated to be approximately $40.2 million.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c)   Exhibits.


      99.1     Underwriting Agreement, dated November 1, 2001 between the
               Company and the Underwriters.


                                 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.

                                        ANTHRACITE CAPITAL, INC.


                                        By: /s/Richard M. Shea
                                            -------------------------
                                            Name:  Richard M. Shea
                                            Title: Chief Operating Officer
                                                   and Chief Financial Officer

Dated:  November 13, 2001


                               EXHIBIT INDEX


       Designation                             Description

           99.1             Underwriting Agreement, dated November 1, 2001
                            between the Company and the Underwriters.
[{"type": "8-K", "sequence": "1", "filename": "s565112.txt", "secsgml_size_bytes": 3392}]
{"company-data": {"conformed-name": "ANTHRACITE CAPITAL INC", "cik": "0001050112", "assigned-sic": "6798", "irs-number": "133978906", "state-of-incorporation": "MD", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-13937", "film-number": "1785629"}, "business-address": {"street1": "345 PARK AVENUE", "city": "NEW YORK", "state": "NY", "zip": "10154", "phone": "2127545560"}, "mail-address": {"street1": "345 PARK AVENUE", "city": "NEW YORK", "state": "NY", "zip": "10154"}, "former-company": {"former-conformed-name": "ANTHRACITE MORTGAGE CAPITAL INC", "date-changed": "19971121"}}
SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC 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 13, 2001

                          ANTHRACITE CAPITAL, INC.
             (Exact name of Registrant as Specified in Charter)

     Maryland                          001-13937             13-397-8906
-----------------------------     -------------------       ---------------
(State or Other Jurisdiction         (Commission           (IRS Employer
of Incorporation)                    File Number)          Identification No.)

    345 Park Avenue, New York, NY                               10154
---------------------------------------------            ------------------
(Address of Principal Executive Offices)                   (Zip Code)

     Registrant's telephone number, including area code: (212) 409-3333

                                    N/A
--------------------------------------------------------------------------
       (Former Name or Former Address, if Changed Since Last Report)

ITEM 5.  OTHER EVENTS

         Common Stock Offering.

         On November 1, 2001, the Company entered into an underwriting
agreement with UBS Warburg LLC, Friedman, Billings, Ramsey & Co., Inc. and
ABN AMRO Rothschild LLC, as representatives of the several underwriters
named therein (collectively, the "Underwriters"), relating to the sale of
4,400,000 shares of common stock, par value $0.001 per share (the "Common
Stock"), and the granting of an option for an additional 660,000 shares of
Common Stock to the Underwriters to fulfill over-allotments that may occur
during the offering process. The offering of 4,400,000 shares of Common
Stock closed on November 7, 2001. The offering of an additional 90,000
shares of Common Stock upon exercise of the over-allotment option by the
Underwriters closed on November 13, 2001.

         The aggregate net proceeds to the Company (after deducting
estimated expenses) are estimated to be approximately $40.2 million.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c)   Exhibits.

      99.1     Underwriting Agreement, dated November 1, 2001 between the
               Company and the Underwriters.

                                 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.

                                        ANTHRACITE CAPITAL, INC.

                                        By: /s/Richard M. Shea
                                            -------------------------
                                            Name:  Richard M. Shea
                                            Title: Chief Operating Officer
                                                   and Chief Financial Officer

Dated:  November 13, 2001

                               EXHIBIT INDEX

       Designation                             Description

           99.1             Underwriting Agreement, dated November 1, 2001
                            between the Company and the Underwriters.