<TABLE>
===================================================================================================================================


               <S>                                                      <C>                      <C>
                                                             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: 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)









====================================================================================================================================
</TABLE>
<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 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
                                           -------------------------------------
                                           Stephen J. Benedetti
                                           Executive Vice President and
                                           Chief Financial Officer
<PAGE>
                                  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
<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  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
                                             -----------------------------------
                                             Stephen J. Benedetti
                                             Chief Financial Officer
[{"type": "8-K", "sequence": "1", "filename": "f8k_091902-dx.txt", "secsgml_size_bytes": 5512}]
{"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": "02767699"}, "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: 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)

====================================================================================================================================
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
                                           -------------------------------------
                                           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
                                             -----------------------------------
                                             Stephen J. Benedetti
                                             Chief Financial Officer