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

                                    FORM 10-Q

             |X| Quarterly Report Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                    For the quarter ended September 30, 2001

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

                         Commission file number 0-20552


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

                  Virginia                                 52-1739975
       (State or other jurisdiction                     (I.R.S. Employer
               of incorporation)                       Identification No.)

     4551 Cox Road, Suite 300,                                  23060
        Glen Allen, Virginia                                  (Zip Code)
(Address of principal executive offices)

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

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 ninety days. |X| Yes |_| No

As of October 31, 2001, the latest practicable date, there were 10,000 shares of
Dynex Securities Corporation common stock outstanding.

The registrant  meets the conditions set forth in General  Instructions  H(1)(a)
and (b) of Form 10-Q and is  therefore  filing  this Form 10-Q with the  reduced
disclosure format.

================================================================================

                          DYNEX SECURITIES CORPORATION
                                    FORM 10-Q
                                      INDEX


                                                                     Page Number
PART I.     FINANCIAL INFORMATION

Item 1.     Financial Statements
              Balance Sheets at September 30, 2001 and
              December 31, 2000                                           3

            Notes to Unaudited Financial Statements                       4

Item 2.     Management's Discussion and Analysis of
              Financial Condition and Results of Operations               5

Item 3.     Quantitative and Qualitative Disclosure about Market Risk     5

PART II.    OTHER INFORMATION

Item 1.     Legal Proceedings                                             6

Item 5.     Other Information                                             6

Item 6.     Exhibits and Reports on Form 8-K                              6

SIGNATURES                                                               12

PART I.       FINANCIAL INFORMATION

Item 1.       Financial Statements

DYNEX SECURITIES CORPORATION
BALANCE SHEETS



                                                                     (Unaudited)
                                                                     September 30,        December 31,
                                                                         2001                   2000
                                                                 -------------------    -------------------
                                                                                          
ASSETS
Cash                                                                 $ 10,000               $ 10,000
                                                                 ===================    ===================

SHAREHOLDER'S EQUITY
Common Stock, no par value;
     10,000 shares authorized, issued and outstanding                $ 10,000               $ 10,000
                                                                 ===================    ===================


See accompanying notes to the balance sheets.

DYNEX SECURITIES CORPORATION
NOTES TO UNAUDITED FINANCIAL STATEMENTS
September 30, 2001


NOTE 1 - - CONDENSED FINANCIAL STATEMENTS

The  accompanying  consolidated  balance sheets have been prepared in accordance
with the instructions to Form 10-Q and do not include all of the information and
notes required by generally accepted accounting  principles for complete balance
sheets.  The  financial  statements  include the  accounts  of Dynex  Securities
Corporation (the "Company").  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 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  (the  "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.

In the opinion of management,  all adjustments  considered  necessary to present
fairly the  financial  position for the periods  presented  have been made.  The
Balance  Sheet as of  September  30, 2001 is  unaudited.  The  Balance  Sheet at
December  31, 2000 has been taken from the audited  financial  statements  as of
that  date.  The  Mortgage  Securities,  Bonds and the  related  collateral  are
excluded  from the  financial  statements  of the Company  since the issuance of
these  Mortgage  Securities  and Bonds had been  accounted  for by the Company's
previous parent, SMFC, as a sale of the associated collateral in accordance with
generally  accepted  accounting  principles.   Accordingly,  the  statements  of
operations,  shareholder's  equity  and cash  flows  for the nine  months  ended
September  30, 2001 and 2000 have not been  provided.  For further  information,
refer to the audited balance sheet and footnotes  included in the Company's Form
10-K for the year ended December 31, 2000.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

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 to Dynex  Capital,  Inc.
("DX"), an affiliate of DHI.

The Company was organized to facilitate  the  securitization  of mortgage  loans
through  the  issuance  and  sale of  collateralized  bonds  (the  "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 DX, the  Company (in the case of Mortgage
Securities  issued by a trust) or various third parties.  DX, its affiliates and
the Company can be expected to use the  proceeds  received  from the sale of the
Collateral  to reduce  indebtedness  incurred to obtain such loans or to acquire
additional Collateral.

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.

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.

During the nine months ended  September 30, 2001, the Company issued no Mortgage
Securities or Bonds on behalf of DX. The most recent  securitization of mortgage
loans  by the  Company  occurred  in  September  1995,  when the  Company  was a
subsidiary of SMFC, now an affiliate.

At September 30, 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.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

None.

PART II.      OTHER INFORMATION

Item 1.       Legal Proceedings:

              None.

Item 5.       Other Information:

              None.

Item 6.       Exhibits and Reports on Form 8-K:

  (a)  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  amount 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.

                                   SIGNATURES

Pursuant  to the  requirements  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




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

Dated:  November 12, 2001