PREM14C: Preliminary information statements relating to merger or acquisition

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934

Filed by the Registrant [ X ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for use of the Commission Only (as permitted by Rule
14a(e)(12))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ X ] Soliciting Material under Rule14a-12

Dynex Capital, Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in its Charter)

_______________________________________________________________________________
(Name of Person(s) Filing Proxy Statement if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
[ X ] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
_____________________________________________________________________
2) Aggregate number of securities to which transaction applies:
_____________________________________________________________________
3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11(set forth the amount in which the
filing fee is calculated and state how it was determined):
_____________________________________________________________________
4) Proposed maximum aggregate value of transaction:
_____________________________________________________________________
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
_____________________________________________________________________
2) Form, Schedule or Registration Statement No.:
_____________________________________________________________________
3) Filing Party:
_____________________________________________________________________
4) Date Filed:
_____________________________________________________________________

FOR IMMEDIATE RELEASE CONTACT: Kathy Fern
December 7, 2000 804-217-5800


DYNEX CAPITAL, INC.
UPDATES MARKET ON STATUS OF MERGER WITH
CALIFORNIA INVESTMENT FUND


Dynex Capital, Inc. (NYSE: DX) announced today that California
Investment Fund, LLC, a California limited liability company ("CIF"), has
deposited into escrow $1 million in accordance with terms of the definitive
merger agreement dated November 7, 2000. CIF has made this deposit even though
the consent of the holders of the Company's senior unsecured notes due July 2002
has not been received as of today. The $1 million deposit is in addition to the
572,178 common shares of the Company that CIF owns and had deposited into escrow
at the time the merger agreement was entered into.

Shareholders of the Company are urged to read the proxy statement when
it becomes available, and any other relevant documents filed with the Securities
and Exchange Commission, because they will contain important information
regarding the merger transaction.

The merger is subject to financing, shareholder approval and other
customary conditions and there can be no assurance at this time that the
requirements or conditions set forth in the merger agreement will be satisfied
and the merger completed.

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.

Note: This document contains "forward-looking statements"(within the meaning of
the Private Securities Litigation Act of 1995) that inherently involve risks and
uncertainties. The Company's actual results could differ materially from those
anticipated in these forward-looking statements as a result of unforeseen
external factors. As discussed in the Company's filings with the SEC, these
factors may include, but are not limited to, changes in general economic
conditions, disruptions in the capital markets, fluctuations in interest rates,
increases in costs and other general competitive factors.
# # #

Dynex will be filing a proxy statement and other relevant documents concerning
the proposed transaction with the Securities and Exchange Commission. SECURITY
HOLDERS OF DYNEX ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES
AVAILABLE, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION REGARDING THE TRANSACTION. Investors and
security holders may obtain a free copy of the proxy statement when it becomes
available and other documents filed by Dynex and CIF with the Securities and
Exchange Commission in connection with the merger at the Securities and Exchange
Commission's website (www.sec.gov). Security holders of Dynex may also obtain
for free a copy of the proxy statement and other documents filed with the
Securities and Exchange Commission by Dynex in connection with the merger by
contacting Kathy Fern, Investor Relations, (804) 217-5800.

Dynex and its directors and executive officers may be deemed to be participants
in the solicitation of proxies from the security holders of Dynex in connection
with the merger. Information concerning the participants in the solicitation and
the interests of such participants is included in Dynex's proxy statement for
its 2000 annual meeting of stockholders filed with the Securities and Exchange
Commission on April 28, 2000. This document is available at the Securities and
Exchange Commission's website at www.sec.gov and from Dynex.
WHERE YOU CAN FIND ADDITIONAL INFORMATION

Investors and security holders of Dynex are advised to read the proxy statement
regarding the proposed merger when it becomes available because it will contain
important information about the transaction. The proxy statement will be filed
with the Securities and Exchange Commission by Dynex and security holders of
Dynex may obtain a free copy of the proxy statement when it is available and
other documents filed by Dynex with the Securities and Exchange Commission at
the Securities and Exchange Commission's website at www.sec.gov. The proxy
statement and these other documents may also be obtained for free from Dynex's
Corporate Secretary located at 4551 Cox Road, Suite 300, Glen Allen, Virginia,
23060 or by telephone at (804) 217-5800.

Dynex and its executive officers and directors may be deemed to be participants
in the solicitation of proxies from stockholders of Dynex with respect to the
transactions contemplated by the merger agreement. Information regarding such
officers and directors is included in Dynex's Proxy Statement for its 2000
Annual Meeting of Stockholders filed with the Securities and Exchange Commission
on April 28, 2000. This document is available at the Securities and Exchange
Commission's website at http://www.sec.gov and from Dynex.