Form: SC TO-I/A

Issuer tender offer statement

October 15, 2001

Published on October 15, 2001

Exhibit (a)(1)(H)

PRESS RELEASE


FOR IMMEDIATE RELEASE CONTACT: Kathy Fern
October 15, 2001 804-217-5800


DYNEX CAPITAL, INC.
ANNOUNCES RESULTS OF CASH TENDER OFFERS FOR
SHARES OF ITS PREFERRED STOCK


Dynex Capital, Inc. (NYSE: DX) announced today the results of its
tender offers to purchase for cash shares of its Series A Preferred Stock,
Series B Preferred Stock and Series C Preferred Stock that expired on Wednesday,
October 10, 2001. Based on a preliminary count by the depositary, the Company
expects to purchase for cash approximately 114,933 shares of its Series A
Preferred Stock from shareholders at a price of $16.80 per share, approximately
169,919 shares of its Series B Preferred Stock from shareholders at a price of
$17.15 per share, and approximately 201,665 shares of its Series C Preferred
Stock from its shareholders at a price of $21.00 per share, all under the terms
of the tender offer.

The tender offers commenced on September 6, 2001 and the Company had
offered to purchase up to 212,817 shares of its Series A Preferred Stock, up to
297,746 shares of its Series B Preferred Stock, and up to 304,757 shares of its
Series C Preferred Stock. Due to the tender offers for each respective series of
preferred stock being under-subscribed, the Company will purchase all of the
shares validly tendered in the tender offer, without proration. The exact number
of shares to be purchased will be determined upon final review of the validity
of all tender offer documents received from holders. Payment for shares properly
tendered and accepted will be made as soon as practicable.

Based on the number of outstanding shares immediately prior to the
commencement of the tender offers, the shares tendered represent approximately
10% of the Series A Preferred Stock outstanding, approximately 11% of the Series
B Preferred Stock outstanding, and approximately 13% of the Series C Preferred
Stock outstanding.

Dynex Capital, Inc. is a financial services company that elects to be
treated as a real estate investment trust (REIT) for federal income tax
purposes.

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