UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
Amendment No. 1
Anworth Mortgage Asset Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
037347101
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(CUSIP Number)
April 30, 2002
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
| | Rule 13d-1(b)
| X | Rule 13d-1(c)
| | Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following page(s))
CUSIP NO. 037347101 13G PAGE 2
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FBR Asset Investment Corporation
54-1873198
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
5 SOLE VOTING POWER
500,000
NUMBER OF 6 SHARED VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 500,000
WITH
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.24%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 037347101 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Friedman, Billings, Ramsey Group, Inc. (1)
54-1837743
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
5 SOLE VOTING POWER
0
NUMBER OF 6 SHARED VOTING POWER
SHARES 500,000 (1)
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
500,000 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000 (1)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.24%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 037347101 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Eric F. Billings (1)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
5 SOLE VOTING POWER
0
NUMBER OF 6 SHARED VOTING POWER
SHARES 500,000 (1)
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
500,000 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000 (1)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.24%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 037347101 13G
1 NAME OF REPORTING PERSON
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Emanuel J. Friedman (1)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Virginia
5 SOLE VOTING POWER
0
NUMBER OF 6 SHARED VOTING POWER
SHARES 500,000 (1)
BENEFICIALLY
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SHARED DISPOSITIVE POWER
500,000 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000 (1)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.24%
12 TYPE OF REPORTING PERSON*
CO
(1) Friedman, Billings, Ramsey Investment Management, Inc. ("FBRIM")
manages the business of FBR Asset Investment Corporation ("FBR Asset")
pursuant to a management agreement between the two companies. FBRIM is a
wholly-owned subsidiary of Friedman, Billings, Ramsey Group, Inc.
("FBRG"). FBRG may be deemed to indirectly beneficially owned the
500,000 shares that are directly owned by FBR Asset by virtue of its
control status with respect to FBRIM. FBRG disclaims beneficial
ownership of these shares.
Eric F. Billings and Emanuel J. Friedman may also be deemed to indirectly
beneficially own the same 500,000 shares by virtue of their control status with
respect to FBRG. Messrs. Billings and Friedman disclaim beneficial ownership of
these shares.
*SEE INSTRUCTION BEFORE FILLING OUT!
Item 1. (a). Name of Issuer: Anworth Mortgage Asset Corporation
(b). Address of Issuer's Principal Executive Offices:
1299 Ocean Avenue
Suite 210
Santa Monica, CA 90401
Item 2. (a). Name of Person Filing:
FBR Asset Investment Corporation
(b). Address of Principal Business Office or, if none,
Residence:
1001 19th Street North
Arlington, VA 22209-1710
(c). Citizenship: Virginia
(d). Title of Class of Securities: Common Stock
(e). CUSIP Number: 037347101
Item 3. If this statement is filed pursuant to sections 240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15
of the Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the
Act (15 U.S.C. 78c);
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c.);
(d) [ ] Investment company registered under section 8
of the Investment Company Act of 1940
(15 U.S.C.80a-8);
(e) [ ] An investment adviser in accordance with
section 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with section 240.13d-1(b)(1)(ii)
(F);
(g) [ ] A parent holding company or control person in
accordance with section 240.13d-1(b)(1)(ii)
(G);
(h) [ ] A savings associations as defined in
section 3(b) of the Federal Deposit Insurance
Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the
definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940 (15
U.S.C. 80a-3);
(j) [ ] Group, in accordance with section 240.13d-1
(b)(1) (ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a). Amount beneficially owned: 500,000.
(b). Percent of class: 4.24%
(c). Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 500,000.
(ii) Shared power to vote or to direct the vote: 0.
(iii) Sole power to dispose or to direct the
disposition of: 500,000.
(iv) Shared power to dispose or to direct the
disposition of: 0.
Item 5. Ownership of Five Percent or Less of a Class:
Yes.
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person:
Not Applicable.
Item 7. Identification and Classification of Subsidiaries which
Acquired the Security Being Reported on by the Parent
Holding Company:
Not Applicable.
Item 8. Identification and Classification of Members of the
Group:
Not Applicable.
Item 9. Notice of Dissolution of Group:
Not Applicable.
Item 10. Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
In accordance with Rule 13d-4 of the Securities Exchange Act
of 1934, each of the persons filing this statement expressly
disclaims the beneficial ownership of the securities covered
by this statement and the filing of this report shall not be
construed as an admission by such persons that they are the
beneficial owners of such securities.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
FBR ASSET INVESTMENT CORPORATION
Dated: May 10, 2002 By: /s/ ERIC F. BILLINGS
---------------------------------
Name: ERIC F. BILLINGS
Title: Chairman & Chief Executive Officer
Friedman, Billings, Ramsey Group, Inc.
Dated: May 10, 2002 By: /s/ EMANUEL J. FRIEDMAN
---------------------------------
Name: EMANUEL J. FRIEDMAN
Title: Chairman & Co-Chief Executive
Officer
Dated: May 10, 2002 /s/ ERIC F. BILLINGS
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Eric F. Billings
Dated: May 10, 2002 /s/ EMANUEL J. FRIEDMAN
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Emanuel J. Friedman