SMRITI POPENOE POWER OF ATTORNEY

SECTION 16
POWER OF ATTORNEY


I, Smriti L. Popenoe, do hereby constitute and
appoint Stephen J. Benedetti, Alison G. Griffin,
Susan S. Ancarrow and Shannon V. Patterson my true
and lawful attorneys-in-fact, any of whom acting
singly is hereby authorized, for me and in my name
and on my behalf as a director, officer and/or
shareholder of Dynex Capital, Inc., to (i) prepare,
execute in my name and on my behalf, and submit to
the U.S. Securities and Exchange Commission (the
"SEC") a Form ID, including any necessary amendments
thereto, and any other documents necessary or
appropriate to obtain or update codes and passwords
enabling me to make electronic filings with the SEC
of reports required by Section 16(a) of the
Securities Exchange Act of 1934 or any rule or
regulation of the SEC in respect thereof; and (ii)
prepare, execute and file any and all forms,
instruments or documents, including any necessary
amendments thereto, as such attorneys or attorney
deems necessary or advisable to enable me to comply
with Section 16 of the Securities Exchange Act of
1934 or any rule or regulation of the SEC in respect
thereof (collectively, "Section 16").

I do hereby ratify and confirm all acts my said
attorney shall do or cause to be done by virtue
hereof. I acknowledge that the foregoing attorneys-
in-fact, serving in such capacity at my request, are
not assuming, nor is Dynex Capital, Inc. assuming,
any of my responsibilities to comply with Section 16.

This power of attorney shall remain in full
force and effect until it is revoked by the
undersigned in a signed writing delivered to each
such attorney-in-fact or the undersigned is no longer
required to comply with Section 16, whichever occurs
first.

WITNESS the execution hereof this 10th day of
December, 2013.


/s/ Smriti L. Popenoe
Smriti L. Popenoe