================================================================================


                                  UNITED STATES
                       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): May 11, 2005
                                   -----------

                               DYNEX CAPITAL, INC.
             (Exact name of registrant as specified in its charter)

          Virginia                       1-9819                   52-1549373
(State or other jurisdiction    (Commission File Number)       (I.R.S. Employer
     of incorporation)                                       Identification No.)

          4551 Cox Road, Suite 300
            Glen Allen, Virginia                                  23060
  (Address of principal executive offices)                      (Zip Code)

       Registrant's telephone number, including area code: (804) 217-5800

                                 Not Applicable
          (Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

     |_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))


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<PAGE>





Item 2.02  Results of Operations and Financial Condition.

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     On May 11,  2005,  the  Registrant  issued a press  release  reporting  its
financial  results for the quarter  ended  March 31,  2005.  A copy of the press
release is being  furnished as an exhibit to this report and is  incorporated by
reference into this Item 2.02

     The foregoing information, including the information contained in the press
release,  is being furnished  pursuant to this Item 2.02 and shall not be deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended,  or otherwise subject to the liabilities of that Section or Sections
11 and 12(a)(2) of the  Securities  Act of 1933, as amended.  In addition,  this
information  shall not be deemed to be incorporated by reference into any of the
Registrant's  filings with the  Securities  and Exchange  Commission,  except as
shall be expressly set forth by specific reference in any such filing.

Item 9.01  Financial Statements and Exhibits.

              (c) Exhibits. The following exhibit is being furnished pursuant to
Item 2.02 above.

                  Exhibit No.               Description
                      99.1                  Press Release dated May 11, 2005



                                    SIGNATURE

     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:    May 12, 2005              By:  /s/ Stephen J. Benedetti
                                        ----------------------------------------
                                         Stephen J. Benedetti
                                         Executive Vice President and
                                         Chief Financial Officer


<PAGE>



                                  Exhibit Index


             Exhibit No.               Description


                 99.1                  Press Release dated May 11, 2005
[{"type": "8-K", "sequence": "1", "filename": "f8k_051205-dx.txt", "description": "DYNEX 1ST QUARTER 2005 FORM 8-K", "secsgml_size_bytes": 4176}]
{"company-data": {"conformed-name": "DYNEX CAPITAL INC", "cik": "0000826675", "assigned-sic": "6798", "irs-number": "521549373", "state-of-incorporation": "VA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09819", "film-number": "05823029"}, "business-address": {"street1": "4551 COX RD", "street2": "STE 300", "city": "GLEN ALLEN", "state": "VA", "zip": "23060", "phone": "8042175815"}, "mail-address": {"street1": "4551 COX RD", "street2": "STE 300", "city": "GLEN ALLEN", "state": "VA", "zip": "23060"}, "former-company": [{"former-conformed-name": "RESOURCE MORTGAGE CAPITAL INC/VA", "date-changed": "19930722"}, {"former-conformed-name": "RESOURCE MORTGAGE INVESTMENT CORP", "date-changed": "19930505"}, {"former-conformed-name": "RAC MORTGAGE INVESTMENT CORP /VA/", "date-changed": "19930505"}]}
================================================================================

                                  UNITED STATES
                       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): May 11, 2005
                                   -----------

                               DYNEX CAPITAL, INC.
             (Exact name of registrant as specified in its charter)

          Virginia                       1-9819                   52-1549373
(State or other jurisdiction    (Commission File Number)       (I.R.S. Employer
     of incorporation)                                       Identification No.)

          4551 Cox Road, Suite 300
            Glen Allen, Virginia                                  23060
  (Address of principal executive offices)                      (Zip Code)

       Registrant's telephone number, including area code: (804) 217-5800

                                 Not Applicable
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

     |_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)

     |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

     |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

     |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

================================================================================
Item 2.02  Results of Operations and Financial Condition.

================================================================================

     On May 11,  2005,  the  Registrant  issued a press  release  reporting  its
financial  results for the quarter  ended  March 31,  2005.  A copy of the press
release is being  furnished as an exhibit to this report and is  incorporated by
reference into this Item 2.02

     The foregoing information, including the information contained in the press
release,  is being furnished  pursuant to this Item 2.02 and shall not be deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended,  or otherwise subject to the liabilities of that Section or Sections
11 and 12(a)(2) of the  Securities  Act of 1933, as amended.  In addition,  this
information  shall not be deemed to be incorporated by reference into any of the
Registrant's  filings with the  Securities  and Exchange  Commission,  except as
shall be expressly set forth by specific reference in any such filing.

Item 9.01  Financial Statements and Exhibits.

              (c) Exhibits. The following exhibit is being furnished pursuant to
Item 2.02 above.

                  Exhibit No.               Description
                      99.1                  Press Release dated May 11, 2005

                                    SIGNATURE

     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:    May 12, 2005              By:  /s/ Stephen J. Benedetti
                                        ----------------------------------------
                                         Stephen J. Benedetti
                                         Executive Vice President and
                                         Chief Financial Officer
Exhibit Index

             Exhibit No.               Description

                 99.1                  Press Release dated May 11, 2005