Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
AKIN THOMAS B
  2. Issuer Name and Ticker or Trading Symbol
DYNEX CAPITAL INC [DX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO and Chairman of the Board
(Last)
(First)
(Middle)
2400 BRIDGEWAY # 200, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2008
(Street)

SAUSALITO, CA 94965
4. If Amendment, Date Original Filed(Month/Day/Year)
03/05/2008
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               623,141 (1) D  
Common Stock               632,938 I By Talkot Fund
Common Stock               11,446 I By Hochster Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series D Preferred Stock (2) $ 0 (4) 03/03/2008   P   1,000   08/08/1988(3) 08/08/1988(3) Common Stock 1,000 $ 10.03 217,739 (1) D  
Series D Preferred Stock (2) (4)             08/08/1988(3) 08/08/1988(3) Common Stock 360,064   360,064 I By Talkot Fund
Series D Preferred Stock (2) (4)             08/08/1988(3) 08/08/1988(3) Common Stock 17,342 (5)   17,342 I By Hochster Trust

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
AKIN THOMAS B
2400 BRIDGEWAY # 200
SUITE 200
SAUSALITO, CA 94965
  X     CEO and Chairman of the Board  

Signatures

 Thomas B. Akin   04/01/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Mr. Akin's total direct holdings in common stock is reduced by 11,446 shares held indirectly in the name of the Hochster Trust, which are reported in a separate line item. Mr. Akin's Series D Preferred Stock direct holdings are reduced by 7,342 shares which are held indirectly in the name of the Hochster Trust. Both of these amounts were inadvertently included in Mr. Akin's direct holdings totals.
(2) The conversion is on a one for one basis for the underlying security.
(3) The full name of the Series D Preferred Stock is "Series D 9.50% Cumulative Convertible Preferred Stock."
(4) The Series D Preferred Stock is immediately exercisable and has no expiration date.
(5) This amendment is filed to include indirect holdings in the same class of stock which were not included in the original filing.

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