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

                                  ------------

                                  SCHEDULE 13G

                               (Amendment No. __)

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                               Dynex Capital, Inc.
--------------------------------------------------------------------------------
                                (Name of issuer)

                     COMMON STOCK, PAR VALUE $0.01 PER SHARE
--------------------------------------------------------------------------------
                         (Title of class of securities)

                                    26817Q506
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                                 (CUSIP number)

                                DECEMBER 29, 2000
--------------------------------------------------------------------------------
             (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)







---------------------------------         --------------------------------------
CUSIP No. 26817Q506                13G                     Page 2 of 6 Pages
---------------------------------         --------------------------------------



-------- -----------------------------------------------------------------------
1        NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Deutsche Bank A.G.
-------- -----------------------------------------------------------------------
2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP              (a) [_]
                                                                       (b) [_]
-------- -----------------------------------------------------------------------
3        SEC USE ONLY

-------- -----------------------------------------------------------------------
4        CITIZENSHIP OR PLACE OF ORGANIZATION

         Federal Republic of Germany
---------------------------- ------ --------------------------------------------
NUMBER OF                    5      SOLE VOTING POWER
SHARES                              934,660
BENEFICIALLY                ------ ---------------------------------------------
OWNED BY                            SHARED VOTING POWER
EACH                         6      0
REPORTING                    ------ --------------------------------------------
PERSON WITH                         SOLE DISPOSITIVE POWER
                             7      934,660
                             ------ --------------------------------------------
                                    SHARED DISPOSITIVE POWER
                             8      0
-------- -----------------------------------------------------------------------
 9       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         934,660
-------- -----------------------------------------------------------------------
10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
         CERTAIN SHARES                                                    [_]
-------- -----------------------------------------------------------------------
11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
         8.2%
-------- -----------------------------------------------------------------------
12       TYPE OF REPORTING PERSON

         HC, BK, CO
-------- -----------------------------------------------------------------------






Item 1(a).        Name of Issuer:

                  Dynex Capital, Inc. (the "Issuer")

Item 1(b).        Address of Issuer's Principal Executive Offices:

                  The address of the  Issuer's  principal  executive  offices is
4551 Cox Road, Suite 300, Glen Allen, Virginia 23060.

Item 2(a).        Name of Person Filing:

                  This  statement  is filed on behalf of  Deutsche  Bank AG (the
"Reporting Person").

Item 2(b).        Address of Principal Business Office or, if none, Residence:

                  The principal  place of business of DBAG is  Taunusanlage  12,
D-60325, Frankfurt am Main, Federal Republic of Germany.

Item 2(c).        Citizenship:

                  The  citizenship  of the Reporting  Person is set forth on the
cover page.

Item 2(d).        Title of Class of Securities:

                  The title of the  securities  is  Common  Stock  (the  "Common
Stock").

Item 2(e).        CUSIP Number:

                  The CUSIP number of the Common Stock is set forth on the cover
page.

Item 3.           If this statement is filed pursuant to Rules 13d-1(b), or 13d-
                  2(b) or (c), check whether the person filing is a:

                  (a)   [_] Broker or dealer  registered under section 15 of the
                        Act;

                  (b)   [_] Bank as defined in section 3(a)(6) of the Act;

                  (c)   [_] Insurance  Company as defined in section 3(a)(19) of
                        the Act;

                  (d)   [_] Investment Company registered under section 8 of the
                        Investment Company Act of 1940;

                  (e)   [_] An investment  adviser in accordance with Rule 13d-1
                        (b)(1)(ii)(E);

                  (f)   [_] An  employee  benefit  plan,  or  endowment  fund in
                        accordance with Rule 13d-1 (b)(1)(ii)(F);

                  (g)   [_] A  parent  holding  company  or  control  person  in
                        accordance with Rule 13d-1 (b)(1)(ii)(G);

                  (h)   [_] A savings  association as defined in section 3(b) of
                        the Federal Deposit Insurance Act;

                  (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;

                  (j)   [_] Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).

                  If this  statement is filed  pursuant to Rule 13d-1 (c), check
                  this box. [X]

Item 4.  Ownership.

                  (a)      Amount beneficially owned:

                           The  Reporting  Person  owns the amount of the Common
                  Stock as set forth on the cover page.

                  (b)      Percent of class:

                           The  Reporting  Person  owns  the  percentage  of the
                  Common Stock as set forth on the cover page.

                  (c)      Number of shares as to which such person has:

                           (i)      sole power to vote or to direct the vote:

                                    The  Reporting  Person has the sole power to
                           vote or direct  the vote of the  Common  Stock as set
                           forth on the cover page.

                           (ii)     shared power to vote or to direct the vote:

                                    The Reporting Person has the shared power to
                           vote or direct  the vote of the  Common  Stock as set
                           forth on the cover page.

                           (iii)    sole  power  to  dispose  or  to  direct the
                           disposition of:

                                    The  Reporting  Person has the sole power to
                           dispose or direct the disposition of the Common Stock
                           as set forth on the cover page.

                           (iv)     shared  power  to  dispose  or to direct the
                           disposition of:

                                    The Reporting Person has the shared power to
                           dispose or direct the disposition of the Common Stock
                           as set forth on the cover page.

Item 5.  Ownership of Five Percent or Less of a Class.

                  Not applicable.

Item 6.  Ownership of More than Five Percent on Behalf of Another Person.

                  Not applicable.

Item 7.  Identification and Classification of the Subsidiary  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 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.







                                    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.

Dated:  January 31, 2001



                                  DEUTSCHE BANK AG



                                  By:   /s/ Dr. Rainer Grimberg
                                     ----------------------------------
                                      Name:   Dr. Rainer Grimberg
                                      Title:  Director



                                  By:   /s/ Christoph Kirschhofer
                                       --------------------------------
                                      Name:      Christoph Kirschhofer
                                      Title:     Director