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


                                  UNITED STATES
                       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: October 7, 2002



                               DYNEX CAPITAL, INC.
               (Exact Name of Registrant as Specified in Charter)




                                     1-9819
                            (Commission File Number)


<TABLE>
                               <S>                                                           <C>
                           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)
</TABLE>


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


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

<PAGE>

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 October 7, 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.

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.


                                   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:  October 7, 2002             By:  /s/ Stephen J. Benedetti
                                        ----------------------------------------
                                        Stephen J. Benedetti
                                        Executive Vice President and
                                          Chief Financial Officer
<PAGE>


                                  EXHIBIT INDEX
<TABLE>
<CAPTION>

Number       Description                                                               Method of Filing

<C>                              <C>                                                           <C>
99.1         Certification of Chief Financial Officer                                  Furnished herewith
             Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
</TABLE>


<PAGE>


                                                                   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/A for the fiscal year ending  March  31, 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:  October 7, 2002             /s/ Stephen J. Benedetti
                                    --------------------------------------------
                                    Stephen J. Benedetti
                                    Chief Financial Officer
[{"type": "8-K", "sequence": "1", "filename": "f8k_100702-dx.txt", "secsgml_size_bytes": 5112}]
{"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": "02782860"}, "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": "RAC MORTGAGE INVESTMENT CORP /VA/", "date-changed": "19930505"}, {"former-conformed-name": "RESOURCE MORTGAGE INVESTMENT CORP", "date-changed": "19930505"}, {"former-conformed-name": "RESOURCE MORTGAGE CAPITAL INC/VA", "date-changed": "19930722"}]}
================================================================================

                                  UNITED STATES
                       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: October 7, 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)

================================================================================
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 October 7, 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.

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.

                                   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:  October 7, 2002             By:  /s/ Stephen J. Benedetti
                                        ----------------------------------------
                                        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 Quarterly Report of Dynex Capital, Inc. (the "Company")
on Form 10-Q/A for the fiscal year ending  March  31, 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:  October 7, 2002             /s/ Stephen J. Benedetti
                                    --------------------------------------------
                                    Stephen J. Benedetti
                                    Chief Financial Officer