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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-K
(mark one)
[ X ] Annual Report Pursuant to Section 13 or 15 (d) of the
      Securities Exchange Act of 1934

                   For the fiscal year ended December 31, 2001

[   ] Transition Report Pursuant to Section 13 or 15 (d) of the
      Securities Exchange Act of 1934

                           Commission File No. 0-20552

                          DYNEX SECURITIES CORPORATION
             (Exact name of registrant as specified in its charter)

       Virginia                                           52-1739975
       --------                                           ----------
(State or other jurisdiction                   (IRS Employer Identification No.)
 of incorporation or organization)


4551 Cox Road, 3rd Floor                                     23060
Glen Allen, Virginia                                      (Zip Code)
(Address or principal executive offices)

        Registrant's telephone number, including area code: (804) 217-5800

        Securities registered pursuant to Section 12(b) of the Act: None

        Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No___

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

Aggregate  market value of voting stock held by  non-affiliates of the
registrant as of the latest practicable date, February 28, 2002:  None

As of February 28, 2002, the latest practicable date, there were 1,000 shares of
Dynex Securities Corporation common stock outstanding.

The registrant meets the conditions set forth in General Instruction I(1)(a) and
(b) of Form  10-K  and,  therefore,  is  furnishing  the  abbreviated  narrative
disclosure specified in Paragraph (2) of General Instruction I.

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<PAGE>
                          DYNEX SECURITIES CORPORATION
                          2001 FORM 10-K ANNUAL REPORT
                                TABLE OF CONTENTS


                                                                     Page Number


PART I.

  Item 1.    Business                                                     3
  Item 2.    Properties                                                   4
  Item 3.    Legal Proceedings                                            4
  Item 4.    Submission of Matters to a Vote of Security Holders          4


PART II.

  Item 5.    Market for Registrant's Common Equity and
                Related Stockholder Matters                               4
  Item 6.    Selected Financial Data                                      4
  Item 7.    Management's Discussion and Analysis of
                Financial Condition and Results of Operations             4
  Item 7A.   Quantitative and Qualitative Disclosures about
                Market Risk                                               4
  Item 8.    Financial Statements and Supplementary Data                  4
  Item 9.    Changes In and Disagreements with Accountants
                on Accounting and Financial Disclosure                    8


PART III.

  Item 10.   Directors and Executive Officers of the Registrant           8
  Item 11.   Executive Compensation                                       8
  Item 12.   Security Ownership of Certain Beneficial Owners
               and Management                                             8
  Item 13.   Certain Relationships and Related Transactions               8


PART IV.

  Item 14.   Exhibits, Financial Statement Schedules and
               Reports on Form 8-K                                        8

SIGNATURES                                                               15
<PAGE>
                                     PART I

Item 1.  Business

     Dynex Securities Corporation (the "Company"),  was incorporated in Virginia
on July 8, 1992 as a wholly owned,  limited-purpose financing subsidiary of SMFC
Funding Corporation,  a Virginia corporation  ("SMFC"). On January 1, 1997, SMFC
dividend  all of the  outstanding  stock of the  Company,  represented  by 1,000
shares of common stock, to Dynex Holding, Inc. ("DHI"), an affiliate company. On
November 1, 2000, DHI sold all of the capital stock to Dynex  Capital,  Inc., an
affiliate of DHI.

The Company was organized to facilitate  the  securitization  of mortgage  loans
through the issuance and sale of collateralized bonds ("Bonds") and certificates
of participation ("Mortgage  Securities").  The Bonds will be issued pursuant to
an indenture or indentures  and will be secured by  securities  backed by one or
more of the following:  mortgage loans,  Federal National  Mortgage  Association
Mortgage-Backed Certificates, insurance policies, and various accounts and funds
(collectively,  the "Collateral").  The Collateral for a series of Bonds will be
pledged to a trustee.  The  Mortgage  Securities  will  represent  a  percentage
interest  in a pool  of  Collateral  purchased  by a  trust  established  by the
Company.

After  payment  of  the  expenses  of an  offering  and  certain  administrative
expenses, the net proceeds from an offering of Bonds or Mortgage Securities will
be used to purchase  Collateral  from Dynex  Capital,  Inc., the Company (in the
case of Mortgage Securities issued by a trust) or various third parties.

After the  issuance of a series of Bonds,  the  Company may sell the  Collateral
securing that series of Bonds, subject to the lien of the Bonds.

From the date of its  inception to December 31, 2001,  the Company has issued 30
series of Mortgage  Securities  on behalf of SMFC  totaling $6.7 billion and has
not issued any series of Bonds.  During  2001 and 2000,  the  Company  issued no
Mortgage Securities on behalf of Dynex Capital, Inc.

The Mortgage  Securities and Bonds and the related  Collateral are excluded from
the financial  statements  of the Company  since the issuance of these  Mortgage
Securities  and Bonds has been accounted for by SMFC as a sale of the associated
Collateral in accordance with generally accepted accounting principles.

At December 31, 2001,  the Company had $1.4 billion of securities  remaining for
issuance under a registration  statement  filed with the Securities and Exchange
Commission in October 1994.  Securities sold through  private  placements by the
Company  do not  reduce  the  amount  available  under  the  shelf  registration
statements.

Substantially all classes of Mortgage  Securities issued,  except for those sold
in a private  placement,  have been rated in the two highest categories (i.e. AA
or AAA) by one or more nationally  recognized  statistical rating agencies.  The
Company may issue additional Mortgage Securities and Bonds in the future.

The Company  competes in a national market with other private  conduits,  thrift
institutions,   and  financial  firms.  Economic  conditions,   interest  rates,
regulatory  changes and market  dynamics all influence  the mortgage  securities
market.
<PAGE>
Item 2.  Properties

The Company has no physical properties.

Item 3.  Legal Proceedings

None.

Item 4.  Submission of Matters to a Vote of Security Holders

Information in response to this Item is omitted pursuant to General Instruction
I.


                                     PART II

Item 5.  Market for the Registrant's Common Equity and
         Related Stockholder Matters

     All of the Company's  outstanding  common stock is owned by Dynex  Capital,
Inc. Accordingly,  there is no market for its common stock. The Company has paid
no dividends with respect to its common stock.

Item 6.  Selected Financial Data

     Information  in  response  to this  Item is  omitted  pursuant  to  General
Instruction I. (See Item 7)

Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations

     Since inception,  the Company has used its shelf registration statements to
issue  Mortgage  Securities on behalf of SMFC.  The Mortgage  Securities and the
related  mortgage  collateral are excluded from the financial  statements of the
Company since the issuance of these  Mortgage  Securities has been accounted for
as sales of the  associated  collateral in accordance  with  generally  accepted
accounting principles. All fees and related expenses in connection with issuance
and administrative  services related to the Mortgage  Securities are recorded in
the financial  statements of SMFC.  Accordingly,  the  statements of operations,
shareholder's equity and cash flows for the years ended December 31, 2001, 2000,
and 1999 have not been provided.

Item 7A.  Quantitative and Qualitative Disclosures about Market Risk

None.

Item 8.  Financial Statements and Supplementary Data

AUDITED FINANCIAL STATEMENTS
DYNEX SECURITIES CORPORATION
December 31, 2001 and 2000

Independent Auditors' Report for the years ended
  December 31, 2001 and 2000..................................................5
Balance Sheets................................................................6
Notes to Balance Sheets.......................................................7
<PAGE>
INDEPENDENT AUDITORS' REPORT



The Board of Directors
Dynex Securities Corporation:



We have audited the accompanying balance sheets of Dynex Securities Corporation,
a wholly-owned  subsidiary of Dynex  Capital,  Inc., as of December 31, 2001 and
2000. These balance sheets are the  responsibility of the Company's  management.
Our responsibility is to express an opinion on these balance sheets based on our
audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform  the audits to obtain  reasonable  assurance  about  whether the balance
sheets are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the balance sheets. An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by management,  as well as evaluating the overall  balance sheet
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our  opinion,  such  2001 and 2000  balance  sheets  present  fairly,  in all
material respects,  the financial position of Dynex Securities Corporation as of
December 31, 2001 and 2000, in conformity with accounting  principles  generally
accepted in the United States of America.




DELOITTE & TOUCHE LLP


Richmond, Virginia
March 5, 2002
<PAGE>
DYNEX SECURITIES CORPORATION

BALANCE SHEETS
December 31, 2001 and 2000

                                                     2001            2000
                                                 -----------     -----------
ASSETS
     Cash                                         $ 10,000        $ 10,000
                                                 ===========     ===========

STOCKHOLDER'S EQUITY

Common Stock, no par value;
  1,000 shares authorized, issued
   and outstanding                                $ 10,000        $ 10,000
                                                 ===========     ===========

See accompanying notes to the balance sheets.
<PAGE>
DYNEX SECURITIES CORPORATION
NOTES TO BALANCE SHEETS

December 31, 2001 and 2000

NOTE 1 - FORMATION OF THE COMPANY

Dynex Securities  Corporation  (the "Company"),  was incorporated in Virginia on
July 8, 1992 as a  wholly-owned,  limited-purpose  financing  subsidiary of SMFC
Funding Corporation,  a Virginia corporation  ("SMFC"). On January 1, 1997, SMFC
dividended  all of the  outstanding  stock of the Company,  represented by 1,000
shares of Common Stock, to Dynex Holding, Inc. ("DHI"), an affiliate company. On
November  1, 2000,  DHI sold all of the  capital  stock of the  Company to Dynex
Capital,  Inc., an affiliate of DHI. The Company was organized to facilitate the
securitization  of mortgage loans through the issuance and sale of  certificates
of participation ("Mortgage Securities") and collateralized mortgage obligations
("Bonds").

The Mortgage  Securities and the related  mortgage  collateral are excluded from
the financial  statements  of the Company  since the issuance of these  Mortgage
Securities has been  accounted for as a sale by SMFC of the associated  mortgage
collateral in accordance with generally accepted accounting principles. All fees
and expenses  related to issuance  and  administrative  services for  securities
issued under the Company's  shelf  registration  statements  are recorded in the
financial  statements  of  SMFC.  Accordingly,  the  statements  of  operations,
shareholder's equity and cash flows for the years ended December 31, 2001, 2000,
and 1999 have not been provided.

NOTE 2 - SECURITIES ISSUANCES

The Company uses its shelf registration statements to issue securities on behalf
of other  companies.  For the year ended December 31, 2001 and 2000, the Company
issued no  Mortgage  Securities.  The  Company  did not issue any Bonds in 2001,
2000, or 1999. The outstanding  aggregate principal balance at December 31, 2001
and 2000 of securities  issued by the Company was $0.7 billion and $1.0 billion,
respectively.  These  securities  were  secured by mortgage  collateral  with an
outstanding  aggregate  principal  balance of $0.7  billion and $1.0  billion at
December 31, 2001 and 2000, respectively.

At December 31, 2001, the Company had $1.4 billion  remaining for issuance under
registration statements filed with the Securities and Exchange Commission.

Item 9.  Changes In and Disagreements with Accountants on Accounting
         and Financial Disclosure

         None

                                    PART III

Item 10. Directors and Executive Officers of the Registrant

         Information  in response to this Item is omitted  pursuant to General
         Instruction I.

Item 11. Executive Compensation

         Information  in response to this Item is omitted  pursuant to General
         Instruction I.

Item 12. Security Ownership of Certain Beneficial Owners and Management

         Information  in response to this Item is omitted  pursuant to General
         Instruction I.

Item 13. Certain Relationships and Related Transactions

         Information  in response to this Item is omitted  pursuant to General
         Instruction I.

                                     PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)   Financial Statements - see Item 8

Exhibits

     3.1 Articles of  Incorporation  of the Registrant  (Incorporated  herein by
reference to the Exhibits to Registrant's Registration Statement No. 33-49520 on
Form S-11 filed July 10, 1992).

     3.2 By-Laws of the  Registrant  (Incorporated  herein by  reference  to the
Exhibits to Registrant's  Registration Statement No. 33-49520 on Form S-11 filed
July 10, 1992).

     4.1 Form of Trust  Agreement  dated July 1, 1992,  (Incorporated  herein by
reference to Exhibits to  Registrant's  Registration  Statement No.  33-49520 on
Form S-11 filed July 10, 1992).

     4.2  Standard  Terms to Trust  Agreement  dated July 1, 1992  (Incorporated
herein by reference to the Exhibits to Registrant's  Registration  Statement No.
33-49520 on Form S-11 filed July 10, 1992).

     4.3 Copy of Series 1992-1 Trust Agreement dated as of August 1, 1992, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed September 4, 1992).

     4.4 Copy of Series  1992-2 Trust  Agreement  dated as of September 1, 1992,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed October 14,
1992).

     4.5 Copy of Series  1992-3  Trust  Agreement  dated as of  October 1, 1992,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed November 6,
1992).

     4.6 Copy of Series  1992-4  Trust  Agreement  dated as of November 1, 1992,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed December 7,
1992).

     4.7 Copy of Series  1992-6  Trust  Agreement  dated as of December 1, 1992,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed  January 7,
1993).

     4.8 Copy of Series  1993-1  Trust  Agreement  dated as of  January 1, 1993,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed February 8,
1993).

     4.9 Copy of Series  1993-2  Trust  Agreement  dated as of February 1, 1993,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed March 9, 1993).

     4.10 Copy of Series  1993-3 Trust  Agreement  dated as of February 1, 1993,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit  to the  Registrant's  Current  Report on Form 8-K,  filed  March 11,
1993).

     4.11 Copy of Series 1993-4 Trust Agreement  dated as of May 1, 1993,  among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed June 3, 1993).

     4.12 Copy of Series 1993-5 Trust Agreement  dated as of May 1, 1993,  among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed June 7, 1993).

     4.13 Copy of Series 1993-6 Trust Agreement dated as of June 1, 1993,  among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed July 8, 1993).

     4.14 Copy of the Series  1993-7 Trust  Agreement  dated as of July 1, 1993,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's  Current Report on Form 8-K, filed August 6,
1993).

     4.15 Copy of the Series 1993-8 Trust  Agreement dated as of August 1, 1993,
among  Registrant,  Ryland  Mortgage  Company,  as  Master  Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's  Current Report on Form 8-K, filed September
3, 1993).

     4.16 Standard Terms to Trust Agreement,  dated August 1, 1993 (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed September 3, 1993).

     4.17 Copy of the Series  1993-9  Trust  Agreement  dated as of September 1,
1993, among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
October 8, 1993).

     4.18 Copy of the  Series  1993-10  Trust  Agreement  dated as of October 1,
1993, among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
November 1, 1993).

     4.19 Copy of the Series  1993-11  Trust  Agreement  dated as of December 1,
1993, among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
January 7, 1994).

     4.20 Copy of the Series  1994-1  Trust  Agreement  dated as of  December 1,
1993, among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
January 24, 1994).

     4.21 Copy of the Series 1994-2 Trust agreement dated as of January 1, 1994,
among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the  Registrant's  Current Report on form 8-K, filed February
10, 1994).

     4.22 Copy of the Series  1994-3  Trust  Agreement  dated as of  February 1,
1994, among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
March 3, 1994).

     4.23 Copy of the Series 1994-5 Trust  Agreement  dated as of March 1, 1994,
among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's  Current Report on Form 8-K, filed April 12,
1994).

     4.24 Copy of the Series 1994-4 Trust  Agreement  dated as of March 1, 1994,
among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's  Current Report on Form 8-K, filed April 13,
1994).

     4.25 Copy of the Series 1994-2 First  Amendment to Trust Agreement dated as
of March 15, 1994,  among the  Registrant,  Ryland Mortgage  Company,  as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed May 5, 1994).

     4.26 Copy of the Series 1994-6 Trust  Agreement  dated as of April 1, 1994,
among the Registrant,  Ryland Mortgage  Company,  as Master Servicer,  and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the  Registrant's  Current  Report on Form 8-K, filed May 12,
1994).

     4.27 Copy of the Series 1994-4 First  Amendment to Trust Agreement dated as
of April 15, 1994,  among the  Registrant,  Ryland Mortgage  Company,  as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed May 18, 1994).

     4.28 Copy of the Series 1994-7 Trust  Agreement,  dated as of June 1, 1994,
by and among the Registrant,  Ryland Mortgage Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
July 11, 1994).

     4.29 Copy of the Series 1994-8 Trust  Agreement,  dated as of June 1, 1994,
by and among the Registrant,  Ryland Mortgage Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
July 12, 1994).

     4.30 Copy of the Series 1994-9 Trust  Agreement,  dated as of June 1, 1994,
by and among the Registrant,  Ryland Mortgage Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
July 12, 1994).

     4.31 Copy of the Series 1994-7 First Amendment to Trust Agreement, dated as
of August 1, 1994, by and among the  Registrant,  Ryland  Mortgage  Company,  as
Master  Servicer,  and Texas  Commerce  Bank  National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed September 12, 1994).

     4.32 Copy of the  Series  1994-10  Trust  Agreement,  dated as of August 1,
1994, by and among the Registrant,  Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
September 13, 1994).

     4.33 Standard Terms to Trust Agreement (August 1994 Edition)  (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed September 13, 1994).

     4.34 Copy of the Series 1994-2 Second Amendment to Trust Agreement dated as
of September 27, 1994, among the Registrant,  Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed October 5, 1994).

     4.35 Copy of the Series 1993-10 First Amendment to Trust  Agreement,  dated
as of October 7, 1994, by and among the Registrant,  Ryland Mortgage Company, as
Master  Servicer,  and Texas  Commerce  Bank  National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed October 13, 1994).

     4.36 Copy of the Series  1994-11  Trust  Agreement,  dated as of October 1,
1994, by and among the Registrant,  Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
November 10, 1994).

     4.37  Standard  Terms to Trust  Agreement  (Pool  Insurance)  (October 1994
Edition)  (Incorporated  herein by reference to the Exhibits to the Registrant's
Current Report on Form 8-K, filed November 10, 1994).

     4.38 Copy of the Series 1993-8 First Amendment to Trust Agreement, dated as
of November 1, 1994, by and among the Registrant,  Ryland Mortgage  Company,  as
Master  Servicer,  and Texas  Commerce  Bank  National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed December 15, 1994).

     4.39 Copy of the Series 1994-4 Second Amendment to Trust  Agreement,  dated
as of November 1, 1994, by and among the Registrant, Ryland Mortgage Company, as
Master  Servicer,  and Texas  Commerce  Bank  National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed December 15, 1994).

     4.40 Copy of the Series  1994-12 Trust  Agreement,  dated as of December 1,
1994, by and among the Registrant,  Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
January 11, 1995).

     4.41 Copy of the Series  1994-12 Trust  Agreement,  dated as of December 1,
1994, by and among the Registrant,  Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
January 13, 1995).

     4.42 Copy of the Series 1995-1 Trust Agreement,  dated as of March 1, 1995,
by and among the Registrant,  Ryland Mortgage Company,  as Master Servicer,  and
Texas Commerce Bank National  Association,  as Trustee  (Incorporated  herein by
reference to the Exhibits to the Registrant's  Current Report on Form 8-K, filed
April 7, 1995).

     4.43  Copy of the  September  1995  Edition  of  Standard  Terms  to  Trust
Agreement (with Servicing  Agreement for Credit Sensitive  Loans)  (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed October 12, 1995).

     4.44 Copy of the Series  1995-2 Trust  Agreement,  dated as of September 1,
1995, by and among the Registrant,  Resource Mortgage  Capital,  Inc., as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the  Registrant's  Current Report on Form
8-K, filed October 12, 1995).

     4.45 Copy of the Series 1992-1 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant,  Norwest Bank Minnesota, N.A.,
as Master  Servicer,  and Texas Commerce Bank National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed January 11, 1996).

     4.46 Copy of the Series 1992-2 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant,  Norwest Bank Minnesota, N.A.,
as Master  Servicer,  and Texas Commerce Bank National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K filed January 11, 1996).

     4.47 Copy of the Series 1992-3 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant,  Norwest Bank Minnesota, N.A.,
as Master  Servicer,  and Texas Commerce Bank National  Association,  as Trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed January 11, 1996).

     4.48 Copy of the Series 1992-4 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant,  Norwest Bank Minnesota, N.A.,
as Master  Servicer,  and Texas Commerce Bank National  Association,  as trustee
(Incorporated  herein by reference to the Exhibits to the  Registrant's  Current
Report on Form 8-K, filed January 11, 1996).

     4.49 Copy of the Series 1992-1 Second Amendment to Trust  Agreement,  dated
as of February 1, 1998, by and among the  Registrant,  Norwest Bank  Minnesota,
N.A., as Master Servicer and Chase Bank of Texas, N.A., as Trustee, amending the
Trust Agreement,  dated August 1, 1992,  relating to the  Registrant's  Mortgage
Participation Securities, Series 1992-1.

     99.1 Standard  Provisions to Servicing  Agreement  (November  1989 Edition)
(Incorporated  herein by reference to the Exhibits to Registrant's  Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).

     99.2 Form of Pool Insurance Policy issued by PMI Mortgage Insurance Company
(Incorporated  herein by reference to the Exhibits to Registrant's  Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).

     99.3 Form of Pool  Insurance  Policy  issued by General  Electric  Mortgage
Insurance  Company   (Incorporated  herein  by  reference  to  the  Exhibits  to
Registrant's  Registration  Statement  No.  33-49520 on Form S-11 filed July 10,
1992).

     99.4 Standard  Provisions to Servicing  Agreement  (December  1992 Edition)
(Incorporated  herein by reference to the Exhibits to Registrant's  Registration
Statement No. 33-57204 on Form S-11 filed January 21, 1993).

     99.5 Copy of the Support Fund Agreement,  dated as of June 29, 1994 between
Texas Commerce Bank National  Association,  as Trustee,  and Texas Commerce Bank
National Association,  as Custodian (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed July 11, 1994).

     99.6 Copy of the Support  Fund  Agreement,  dated as of October 27, 1994 by
and between SHF Corp. and Texas Commerce Bank National  Association,  as Support
Fund Trustee  (Incorporated  herein by reference to Exhibit to the  Registrant's
Current Report on Form 8-K, filed November 10, 1994).

     99.7 Copy of Financial  Guaranty  Insurance  Policy No.  50304-N  issued by
Financial  Security  Assurance  Inc.,  dated June 29, 1994,  with respect to the
Series  1994-7  Securities  (Incorporated  herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).

     99.8 Copy of Financial  Guaranty  Insurance  Policy No.  50306-N  issued by
Financial  Security  Assurance  Inc.,  dated June 28, 1994,  with respect to the
Series  1994-9  Securities  (Incorporated  herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).

     99.9 Copy of Financial  Guaranty  Insurance  Policy No.  50326-N  issued by
Financial  Security  Assurance Inc., dated October 27, 1994, with respect to the
Series 1994-11  Securities  (Incorporated  herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).

     99.10 Copy of Security  Insurance  Policy No.  94010674 issued by Financial
Guaranty Insurance Company,  dated December 28, 1994, with respect to the Series
1994-12  Securities   (Incorporated  herein  by  reference  to  Exhibit  to  the
Registrant's Current Report on Form 10-K, filed March 21, 1995).

     99.11 Copy of Financial  Guaranty  Insurance  Policy No.  50360-N issued by
Financial  Security  Assurance  Inc.,  dated March 29, 1995, with respect to the
Series  1995-1  Securities  (Incorporated  herein by reference to Exhibit to the
Registrant's Current Report on Form 8-K, filed April 7, 1995).

     99.12 Copy of Financial  Security  Insurance  Policy No. 50398A-N issued by
Financial Security Assurance Inc.,  together with Endorsements,  relating to the
Series 1995-2 Class 1A-2 Securities (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed October 12, 1995).

     99.13 Copy of Financial  Security  Insurance  Policy No. 50398A-N issued by
Financial Security Assurance Inc.,  together with Endorsements,  relating to the
Series 1995-2 Class 1A-3 Securities (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed October 12, 1995).

     99.14 Copy of the  Meritech  Servicing  Agreement  dated  September 1, 1995
(Incorporated  herein by reference to Exhibit to the Registrant's Current Report
on Form 8-K, filed October 12, 1995).

     99.15 Copy of the Standard Terms to Meritech Servicing  Agreement for Saxon
Mortgage Securities Corporation,  September 1995 Edition (Incorporated herein by
reference  to  Exhibit to the  Registrant's  Current  Report on Form 8-K,  filed
October 12, 1995).

     99.16 Copy of the Saxon Mortgage, Inc. Servicing Guide for Credit Sensitive
Loans, February 1995 Edition (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 8-K, filed October 12, 1995).

(b) Reports on Form 8-K

    None
<PAGE>
                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                       DYNEX SECURITIES CORPORATION
                                       (Registrant)




March 28, 2002                          By:  /s/ Stephen J. Benedetti
                                             -----------------------------------
                                             Stephen J. Benedetti, Treasurer
                                             (Principal Executive Officer
                                              and Principal Financial and
                                              Accounting Officer)


Pursuant to the  requirements  of the Securities and Exchange Act of 1934,  this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities and on the dates indicated.


       Signature                              Capacity               Date


/s/ C. M. Bachtell                            Director           March 28, 2002
----------------------------------------
C. M. Bachtell
<PAGE>
                                  EXHIBIT INDEX



                                                           Sequentially
Exhibit                                                    Numbered Page
-------                                                  ----------------

23.1  Consent of DELOITTE & TOUCHE LLP                          I-1
<PAGE>
                                                                    Exhibit 23.1




INDEPENDENT AUDITORS' CONSENT



We consent to the  incorporation by reference in the  registration  statement No
33-84846 of Dynex  Securities  Corporation on Form S-3 of our report dated March
5,  2002,  appearing  in this  Annual  Report on Form  10-K of Dynex  Securities
Corporation for the year ended December 31, 2001.


DELOITTE & TOUCHE LLP


Richmond, Virginia
March 28, 2002