SECTION 302 CERTIFICATION
Published on March 31, 2006
Exhibit
31.1
CERTIFICATION
PURSUANT
TO 17 CFR 240.13a-14
PROMULGATED
UNDER
SECTION
302 OF THE SARBANES-OXLEY ACT OF 2002
I,
Stephen J. Benedetti, certify that:
1. |
I
have reviewed this annual report on Form 10-K of Dynex Capital,
Inc.;
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2. |
Based
on my knowledge, this report does not contain any untrue statement
of a
material fact or omit to state a material fact necessary to make
the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
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3. |
Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects
the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this
report;
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4. |
I
am responsible for establishing and maintaining disclosure controls
and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
for
the registrant and have:
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(a) |
designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under my supervision, to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is
being
prepared;
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(b) |
evaluated
the effectiveness of the registrant’s disclosure controls and
procedures and
presented in this report my conclusions about the effectiveness of
the
disclosure controls and procedures as of the end of the period covered
by
this report based on such evaluation; and
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(c) |
disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely
to
materially affect, the registrant’s internal control over financial
reporting; and
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5. |
I
have disclosed, based on my most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and the audit
committee of the registrant’s board of directors (or persons performing
the equivalent functions):
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(a) |
all
significant deficiencies and
material weaknesses in the design or operation of internal control
over
financial reporting which are reasonably likely to adversely affect
the
registrant’s ability to record, process, summarize and report financial
information; and
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(b) |
any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting
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Date:
March 31, 2006
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/s/
Stephen J. Benedetti
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Stephen
J. Benedetti
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Principal
Executive Officer and
Chief
Operating Officer
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