EXHIBIT 99.1





                     FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.



                     ANALYST/INVESTOR CONFERENCE CALL WITH:


                  EMANUEL J. FRIEDMAN, CO-CHAIRMAN AND CO-CEO

                    ERIC F. BILLINGS, CO-CHAIRMAN AND CO-CEO

                              RICHARD J. HENDRIX,

                     PRESIDENT AND CHIEF OPERATING OFFICER

                                J. ROCK TONKEL,

                    PRESIDENT AND HEAD OF INVESTMENT BANKING

                  KURT R. HARRINGTON, CHIEF FINANCIAL OFFICER






                           THURSDAY, FEBRUARY 10, 2005

                              9:00 A.M. (U.S. EST)















                             P R O C E E D I N G S

MR. HARRINGTON:  Good morning. This is Kurt Harrington,  Chief Financial Officer
of Friedman Billings Ramsey Group, Inc.

Before we begin this morning's  earnings  call, I would like to remind  everyone
that statements  concerning future  performance,  developments,  events,  market
forecasts,  revenues,  expenses,  earnings,  run rates and any other guidance on
present  or  future  periods  constitute   forward-looking   statements.   These
forward-looking  statements  are  subject  to a number of  factors,  risks,  and
uncertainties  that might cause actual results to differ  materially from stated
expectations  or  current  circumstances.  These  factors  include,  but are not
limited to, the effect of demand for public offerings, activity in the secondary
securities  markets,  interest rates, our cost of borrowing,  interest  spreads,
mortgage   prepayment   speeds,  the  risks  associated  with  merchant  banking
investments,  the  realization  of gains and  losses on  principal  investments,
available  technologies,  competition  for  business and  personnel  and general
economic,  political and market conditions.  Additional  information  concerning
these factors that could cause results to differ  materially is contained in FBR
Group's annual report on Form 10-K and in quarterly reports on Forms 10-Q.

I would now like to turn over the call to FBR Group's  Co-Chairmen  and Co-Chief
Executive  Officers,  Emanuel  Friedman and Eric Billings.  Also joining us this
morning  are Rick  Hendrix,  President  and Chief  Operating  Officer,  and Rock
Tonkel, President and Head of Investment Banking.

MR. FRIEDMAN: Thank you and good morning.

Hopefully you have all had an  opportunity  to review our earnings press release
issued last night.  Our 2004 results  include  record net  revenues,  record net
income,  record  earnings  per  share  and  many  other  reported  achievements.
Similarly,  the fourth  quarter was our best fourth  quarter  ever in all of the
above  categories.  The  strength of the 2004 results was broad based across our
business model.

Our  investment  banking  business had its best year ever,  growing  revenues 64
percent  to $428  million  on 127  assignments  with a total  transaction  value
greater than $27 million.

FBR's  institutional  brokerage  revenues  totaled $110 million for the year, an
increase of 48.6 percent over 2003.

Assets under management in the mutual funds and alternative  investment vehicles
increased  by 52 percent  during the year and revenues  and  profitability  from
these businesses rose accordingly.

Our  mortgage-backed  investment  strategy  has  performed  well,  and despite a
generally  flattening  yield curve, we have been able to preserve  capital while
providing an 18.4 percent return on equity during 2004.

Our merchant banking activities have continued to earn results greater than that
of the  mortgage-backed  portfolio,  and we foresee  many new  opportunities  to
deploy new capital in this business.

Compensation as a percentage of net revenue dropped to 36.4 percent in 2004 from
40.5 percent in 2003,  despite  adding over 200 employees and running the lowest
comparable leverage in the industry.

Net revenue and net income per  employee  for 2004  equaled  approximately  $1.5
million and 600,000, respectively, versus $1.1 million and $400,000 in 2003.

Before we go to the breakdown of our reported results, I would like to emphasize
that not only was 2004 a great year in terms of our  financial  results,  but it
was also a year in which we invested  heavily to position FBR for future growth.
These investments included:

A significant increase in senior professionals across the platform and a greater
than 40 percent increase in personnel overall to a total of approximately 700 at
year end.


The build-out of our asset-backed securities investment banking unit.

Increased  branding efforts led by our sponsorship of the FBR Open PGA Tour golf
tournament.

Significant upgrades of technology and facilities.

In addition to these investments we initiated an effort to better serve the
financial sponsor  community.  This resulted in a number of transactions in 2004
and increased relationships,  leading us to believe there will be further growth
in this area in 2005.

We have continued these business  building  efforts in 2005 with the anticipated
acquisition this month of First NLC, a nonconforming  mortgage  lender,  and the
formation of an institutional fixed-income group in our broker dealer. We expect
the benefits of these actions to be realized for many years to come.

In addition,  we have begun to grow our  mortgage-related  businesses  using our
significant  relationships  and  knowledge  in the sector.  We are  building our
asset-backed  securities  capabilities and have added a mortgage-backed  trading
group  comprised  primarily  of the  professionals  from the former  Freddie Mac
trading  group.  We now have the ability to  originate  a  mortgage,  purchase a
mortgage, securitize a mortgage, own a mortgage- backed security and analyze and
trade mortgage- backed securities with customers.

We believe that the  combination of the new  synergistic  business  lines,  with
further  expansion in our existing  franchise,  will position us well for future
growth.

Now, I would like to hand the call over to Eric  Billings  who will  discuss our
results in more detail as well as our outlook for the future.

MR. BILLINGS: Thank you, Manny. I would like to go through each of the different
businesses  and underscore a few points that we feel are important and which may
not be easily discernible in our numbers.

As Manny  previously  stated,  2004 was the best investment  banking year in our
history,  and the fourth quarter was our best banking fourth quarter ever.  Both
periods featured continuing trends which we really think are worth noting.

FBR  was  the  number  one  ranked  book-  running  manager  of all  U.S.  small
capitalization common equity capital raises for the year and for the quarter.

In addition,  FBR was the number seven ranked book-running  manager for all U.S.
IPOs.

Of the 16 common equity  transactions  managed during the fourth quarter,  three
were  from our  Energy  group,  three in  Financial  Institutions,  four in Real
Estate-related,   three  in  Insurance,  two  Technology  transactions  and  one
Diversified Industries transaction.

We are steadily building our roster of frequent capital issuers whom we can call
clients who are the base for the pipeline in the future periods. Specifically we
expect more than half of our  lead-managed  issuer clients from 2004 to initiate
another capital transaction within the next 18 months.

As  evidence  of  our  success  in   building   long  term   productive   client
relationships,  49 percent of all our banking transactions,  accounting for $126
million in revenues, were repeat business in 2004.

Additionally,  the fourth quarter  included four preferred  stock capital raises
and five completed M&A assignments,  which demonstrate the continued  broadening
of our investment banking platform.

Our extraordinary track record of after-market  performance continued throughout
2004, and, as we have frequently  said, this  performance  provides FBR with the
confidence and credibility to complete transactions in almost any market.

As we have  stated in the past,  one of our goals  over the next few years is to
achieve a market share in secondary  commissions similar to the one that we have
achieved in our primary equity capital markets business.  This will be harder to
accomplish  because we are not  interested  in  competing  for  volume  based on
commission  levels,  but we do feel  that we have  proven  that we can  grow our
commission  dollars  significantly  as we  broaden  our  research  coverage  and
continue to strive to add value for our  accounts.  During 2004,  and the fourth
quarter, our accomplishments and continued efforts toward this goal included:




Total brokerage revenues were 48 percent greater year over year and nine percent
greater  for the  fourth  quarter,  rising  to  $110  million  and  $26  million
respectively.

Agency  commissions rose 79 percent to $90 million on the year and 27 percent to
$21 million for the fourth quarter.

We  continue  efforts to expand and  improve our  research  coverage  and client
service,  increasing  coverage  by 167  companies  raising  the total  companies
covered to over 550.

Our latest and highly successful  investment banking conference in New York City
last  December  drew more than 2100  registrants  and  featured  190  presenting
companies.

After-tax  profits  from the  equity  capital  markets  businesses  -  including
investment  banking and sales and trading - totaled  $91.2 million for the year,
producing an 80 percent return on equity after tax.

Our asset management  business achieved  significant  inflows of capital that we
believe are the result of our  long-term  track records in both mutual funds and
alternative investment vehicles.

Net inflows into our hedge funds  totaled  $223 million for the year,  which was
our best year ever.

Net inflows into the mutual funds for the year totaled $600 million.

FBR's  Small Cap Fund was  ranked  number one by Lipper  among  small cap growth
funds for one-year performance for the period ending February 5, 2005.

FBR's Small Cap Financial  Fund was ranked by Money magazine as the number seven
major stock fund for the five years ended December 15, 2004.

We are  confident  that our  investment  performance  will  continue  to lead to
growing asset inflows in this business.

Turning  to  our  principal  activities,  I  will  address  our  mortgage-backed
securities  strategy first. The ROE in our  mortgage-backed  securities strategy
was 18.4 percent.  This was a  particularly  strong result given the  flattening
yield curve environment and our capital  preservation  strategy,  which features
relatively low leverage and duration.  Importantly,  this return was well within
our range of expectations for this business.  The ROE for the fourth quarter was
14.4 percent.

During the fourth quarter the Federal Reserve  increased  short-term rates by 50
basis  points  impacting  our  funding  cost and the cost of hedging  during the
quarter by about 45 basis points. Additionally,  medium-term interest rates have
not  risen,  leading  to a  flattening  of the yield  curve.  Consequently,  the
increase in funding cost has not been fully offset by higher  yields as CPRs are
just now beginning to show signs of slowing and coupons on new  production  have
not risen as much as they will if and when  medium-term  interest rates begin to
rise as well.

We  continue to manage the  mortgage-backed  security  portfolio  with a neutral
interest rate bias and re-emphasize  that our strategy will perform well in many
different environments over time. We have, though, continued to re-allocate some
capital to the merchant  banking  business  because of the number of  attractive
opportunities  we see in that  business.  We will  also  talk  later  about  our
intention to further shift the portfolio into non-conforming mortgages.

Our other long term  principal  investing  Activities  - including  our merchant
banking and other long-term  investment portfolio - returned outstanding results
again in the fourth  quarter.  Realized gains from this area were  approximately
$19 million.  It is important  to note that returns from this  business  will be
volatile quarter to quarter. However, we would point out that our expectation is
for somewhat more  consistent  returns,  based on expected  dividends from these
investments.  We believe our merchant  banking  business will continue its track
record of exceeding returns in the MBS portfolio into the future.




We expect to close  our  acquisition  of First NLC as soon as next week at which
time we estimate it will have approximately $450 million of loans on its balance
sheet. We believe that by the end of the first quarter, through originations and
selected purchases,  we could have up to $1.5 billion of non-conforming loans on
FBR's  balance  sheet.  As we  have  stated,  it is  our  current  intention  to
re-allocate approximately 70 percent of the capital that we have invested in MBS
into  non-conforming  mortgages during 2005. This would mean  approximately $700
million of capital and an approximate portfolio of $10.5 billion.

We believe  that we can  achieve  an ROE in excess of 25 percent in the  current
environment in this portfolio  strategy,  which includes  substantially  matched
funding to  mitigate  interest  rate risk.  In  addition,  we feel that there is
considerable  upside  potential from a 25 percent ROE which would be realized in
the form of lower than assumed losses or more attractive pricing in the future.

As Manny  mentioned  earlier,  we have made a real  effort  to more  efficiently
capitalize  on our  relationships  and  knowledge in the mortgage  sector.  This
applies to both our principal investments and our capital markets activities.

While periodic market conditions may affect certain sectors of this industry, we
continue to believe that the restructuring of the mortgage  orientation industry
from a one-time-gain-  on-sale model to a specialty finance lending model offers
some of the most  compelling  values in our  markets  and we hope to  capitalize
further on this industry transition.  We believe that by broadening our reach in
these areas we will be able to continue to find areas of relative  value for our
clients and our principal investments.

Finally,  we now have the ability to originate and sell or securitize  mortgages
if we do not choose to invest in them and to earn fees by  advising  and trading
with  clients  in  this  market  through  the  expansion  of  our   fixed-income
capabilities.  It is important  to our overall  mortgage  business  that we have
efficient access to all markets in which we may choose to finance these assets.

Our  ability to both  invest in our  growth  for the  future  and report  record
earnings in the current periods makes us optimistic  about our growth  potential
in 2005 as we  build  on the  outstanding  foundation  we  created  in 2004  and
previously.  As we move ahead, we will continue to focus on using our investment
principles  and  discipline to grow our business and provide  outstanding  total
returns to shareholders.

Thank you,  and  before we take  questions,  I would like to add a few  thoughts
about the non-conforming mortgage industry as a whole.

We know  there has been  some  question  in the last week or so about  potential
spread compression and other activities in this industry.  We would like to make
just a handful of observations.

First, we have clearly seen this happen in the past. When the Fed tends to raise
rates very sharply in short periods of time, as in 1994,  1995,  1999,  2000 and
certainly now, it is very normal to see spreads lag into that  timeframe  simply
because,  while  coupons  do rise,  they  don't rise quite as fast as the Fed is
raising rates.  If we look back nine months,  coupons were about 40 basis points
higher.  While this represents a potential  contraction of spread,  it should be
noted  that  during  this  timeframe  losses  continued  to come  in well  below
expectations,  continuing a 15-year trend of lowering or falling loss  activity.
We believe,  for the industry,  these  companies'  models have provided up to as
high as 150 basis points of losses. The models ranged between 100 and 150 points
with losses  coming in at less than 70 and, in some cases,  less than 60.  There
clearly is a pickup in spread  activity that is resulting  from this,  and it is
probably  affecting  prices  somewhat.  As the market  becomes  more  mature and
understands that losses are more likely to run  continuously  lower than current
levels in the model,  this will be passed on to the  borrowers.  And it will not
necessarily  be  reflected in higher  spreads,  but rather in lower rates in the
same spread,  and we are probably  now in the midst of that  phenomenon  to some
degree.

In addition to that, we clearly have greater  volumes in  origination  levels in
these companies so operating costs are lower. So, it is perfectly  reasonable to
expect that, in the totality, that too will be passed along.

Finally,  we have heard comments from certain  clients,  originators,  and other
companies that large originators are causing pricing compression.  We think this
is not a rational  thought.  In point of fact, this is an industry that has many
participants, and no one, two, or three companies lead pricing.




Having said that,  pricing  changes in 1994 and 1995 and  certainly in 2000 were
made by the high- cost producer. Specifically, there are 80 or so originators of
this  product who are doing less than $4 billion a year of  origination  volume,
and their cost to originate  tends to be higher than 300 basis points.  When the
gain on sale tends to get to that level or even lower,  these  companies,  which
have insufficient capital or marginally enough capital to provide even warehouse
financing,  find it  necessary to raise  prices  because  they cannot  withstand
losses. It makes no sense for these companies to originate coupons and sell them
at a loss.

We  believe  that these are the  companies  that lead  pricing  and have done so
historically.  We believe we are right in the midst of a normal  timeframe here,
and these  companies  will, as they have in the past,  continue to lead pricing,
and the large originators will naturally  follow.  Over proper periods of time -
over the next quarter, two quarters, three-quarters - we will see a spread which
normalizes back to levels we saw about six or nine months ago in the more normal
180 to 220 basis point range.

So we  believe it is  important  to note that this is  nothing  abnormal.  These
portfolios  are  dynamic,  just as are those of a thrift,  a bank or credit card
portfolio,  meaning  that at the margin you are always  rolling  some loans out,
bringing  new  loans  in,  but it is an  average  life of  three  years in these
portfolios.

Therefore,  the blended  average spread in the portfolio will be only marginally
affected  even when  spreads are lower at the margin in a given short  period of
time.  Thus,  overall,  we do  believe  that  the  returns  on  equity  in these
businesses will continue to well exceed 25 percent, excluding gains and sales on
the TRS activity,  and represent one of the great investment  opportunities that
we believe, as a company and as investors, we have ever seen.

Those  are  the  end of our  comments,  and we  would  now  like  to open up for
questions on our quarter.

TODD HALKY WITH SANDLER  O'NEILL:  Just one question on the  investment  banking
stuff. You ran through the equity deals pretty quickly.  You said, three energy,
three financial,  four real estate, three insurance,  one diversified.  I missed
one of them.

MR. BILLINGS: Three insurance, two technology deals, one diversified,  and three
energy.

MR. HALKY:  So, my question is on the deal flow on a revenue basis.  What was in
financial institutions and real estate on a percentage basis?




MR.  BILLINGS:  Todd, the rough breakdown for the year is approximately 60 to 63
percent of transaction volume was in financial services and real estate. Roughly
35 to 40 percent was  everything  else. On a revenue  volume basis,  the numbers
were  about  75/25,  where  75  percent  of the  revenues  were  from  financial
institutions  and real estate and 25 percent were everything  else. So, clearly,
there are two trends there. Needless to say, the continuing bulk of the revenues
is in financial and real estate, something very normal from our perspective.  We
anticipate that will virtually always be the case.

These transactions do ebb and flow. For instance,  we are on the road today with
an energy  transaction that is north of $400 million.  The transaction volume is
very important to focus on,  however,  because it does show where we are headed.
It is  growing  very  steadily,  as we  pointed  out  before,  and we think that
revenues will normalize at something closer to transaction volumes,  although it
will never quite get there over the course of the next year.

MR. HALKY: On the banking pipeline, I know it was $10 billion at the end of last
quarter,  of which $5 billion was one  transaction.  Can we say what the current
pipeline is and then take out that one  transaction?  What is the mix is of real
estate and financial services versus other industries?

MR. TONKEL: We said last quarter that the pipeline was in excess of $10 billion,
and it continues to be in excess of $10  billion.  Whereas  before we said there
was  one  transaction  in the  neighborhood  of $5  billion,  there  is  today a
transaction  in there of that  magnitude,  maybe a little  smaller,  but of that
magnitude.  The mix overall  continues to be about 50 percent  non-real  estate,
non-FIG versus 50 percent FIG and real estate.

Insurance,  which is a  portion  of what we are  counting  as FIG,  is  actually
growing,  so the non-insurance part of the FIG business is a lower proportion as
we grow the insurance business.  As you may recall, we had, I believe the number
one market share in insurance IPOs for the year. Therefore,  based on that and a
number of other factors, the insurance business has grown very nicely.

The energy  business  is also  growing.  The  transaction  that Eric  alluded to
earlier was a transaction  that was going to be an IPO of significant  size done
by a major firm. We were able to take that  transaction away and conduct it as a
144-A, well north of $400 billion.  So that is a significant  transaction for us
and a significant extension of the franchise.

As you know, we focused a great deal on growing the financial  sponsor  business
in 2004. This  particular  energy company is owned by one of the largest private
equity firms in the country,  and it is the first piece of significant  business
we have done with  this  partner.  And it adds to the list of those we have done
business with - KKR, Blackstone, and Summit.

So it is a very important  transaction for the energy  business,  as well as for
the expansion of the financial sponsor business.

MR.  HALKY:  On the MBS  portfolio,  on the  spread  --  where  did you exit the
quarter?  It was at 123 for the entire  quarter,  but  assuming it  continued to
compress towards the latter part of quarter, are we in the 100 basis point range
given the continued flattening of the yield curve?




MR. HENDRIX:  We have had another  tightening this year, and we had one later in
the quarter last year.  Our funding  costs are  continuing  to trend up, and our
yields are  trending  up as well.  You saw some of that in the fourth  quarter -
yields were up from 3 percent to 3.18  percent.  It didn't quite offset the rise
in the cost of funds.  We don't get into where it is during any one month or any
one week  because it moves around a lot; but we are starting to see yields trend
up,  and we think that is going to  substantially  offset  increases  in funding
costs.  Is it  reasonable  to think it may trend down a little  further from the
fourth  quarter,  but to pick a number for  December or to pick a number for the
last two weeks of December is tough given how the yields are  calculated  on the
portfolio.

MR. BILLINGS: And the re-allocation of the non-conforming assets will have, even
in small numbers, a significant affect on the total portfolio. Obviously, as the
ramp-up  in the  non-conforming  portfolio  grows  significantly  over  the next
handful  of  quarters - because  that  spread is so much wider - even a 10 or 15
percent  change has a significant  effect on the total  portfolio.  These things
will be a dynamic part of that portfolio over the next three or four quarters as
we get the capital  redirected  into the  non-conforming  assets from the agency
side.

MR. HALKY: A final question on the institutional  brokerage  segment.  While the
agency business did increase from the third quarter,  it was basically down from
the first half of the year average and was lower than what we were  anticipating
given the strong market  conditions  experienced  in the fourth  quarter and the
overall equity in the market.  What would you attribute that to? Is it just year
end? A lot of your institutional clients had already exceeded their expectations
of  what  they  were  going  to pay you for the  year.  Or is it a  function  of
something else?

MR. BILLINGS:  It is a handful of different  factors.  I do want to be clear. We
were pleased with the numbers so I don't know what your  expectations  were, but
we were very  pleased  with the  numbers,  and we think the trends bode well for
continued growth in those areas. In our judgment, this is very clear.

As you know,  the fourth  quarter can be a very funky quarter in that regard for
certain  reasons.  Some of the larger  institutions - Fidelity,  and people like
that - have paid; and then they do other things for other reasons.  You also had
a higher  level of  regulatory  activity and  scrutiny  that may, I think,  have
altered marginal behavior.  But, in any case, I think those are marginal issues.
What is relevant to us is that we have  expanded the research  account.  We have
expanded  the  coverage  significantly.   We  have  expanded  our  institutional
brokerage  group to 70  institutional  brokers.  So as our  penetration and name
recognition  continues to grow, and the banking  business  continues to grow, we
are very, very confident that,  despite the fact that commission  rates continue
to go down, we will continue to grow our sales and trading lines  throughout the
course of the year, as we have over the last five years. But it bounces around a
little bit. It is a pretty  stable  number,  but it does bounce around for these
reasons.



JOE STIEVEN FROM STIFEL  NICOLAUS:  First of all, good  quarter.  A couple of my
questions were answered, but talk a little bit about how fast you will get fully
ramped-up and leveraged in the non-conforming  business. That is number one. And
number two, is the $300 million,  give or take,  that you will then have left in
the MBS portfolio,  is that what we should model- out as the base level,  or can
that ebb and flow from there?

MR.  BILLINGS:  Thanks.  Let me comment on that generally,  Joe. As you know, we
have indicated in our model that we are anticipating  that we can get about $700
million of our equity capital  re-allocated  through the course of the year. And
that comes from our ability and our pretty good  knowledge  of what  refinancing
activity  will be. Also,  what we know what we can actually sell of those assets
at no  loss,  and  allow us to  re-deploy  that  capital  - plus  other  working
assumptions  in terms of what we will be able to do  during  the  course  of the
year. Of course these are never precisely predictable and things can change, but
that is our estimate at this time.

So, Joe,  what is  interesting  to note,  however,  is that while right now, for
instance,  the market is showing  lower TRS sale price - a sale price  where you
can have a cash gain on sale on these assets It works to our  advantage  because
we can actually acquire these assets at a cost which is essentially now close to
reflecting  origination  costs. So sometimes  people get concerned about things,
but this is what has  worked to our  advantage,  and it will  allow us to deploy
capital more quickly in this area than we might have  otherwise.  So we are very
comfortable  with that  model.  Don't  forget  we  anticipate,  certainly,  very
substantial retained equity in our capital markets businesses which also will be
deployed over into the spread-based  non-conforming side in all probability.  So
we are very  confident  that,  if things  work out as we  expect,  these will be
achieved.

Longer-term,  Joe, it is a function of the markets, it is a function of spreads.
If we were in a world today where we could snap our  fingers and  re-deploy  100
percent of that equity to non-conforming  assets, we would do that. Whether that
ends up being the case precisely,  time will tell. Certainly, in your model, you
can say right now that 70 percent for this year is in line with our model, which
we are comfortable with.Longer-term, we will see where the market takes it.

MR.  FRIEDMAN:  This is Manny.  Running it  mechanically,  if we  redeploy  $700
million, we earn 14 percent,  and we said we think we can get 25 percent on that
$700 million when we redeploy it over time into the  non-conforming  area.  Then
that is a pick up of approximately $75 million on the $700 million.

HOWARD FEINGOLD WITH RAYMOND JAMES AND ASSOCIATES:  Good morning,  gentlemen.  I
just have a few  questions.  A lot of my questions have been answered on the MBS
portfolio. It appears that, as the spreads in the fourth quarter contracted, you
more than made up the difference by increasing  the leverage.  Am I on the right
track there?

MR. HENDRIX:  This is Rick. We stayed right in the middle of our leverage range.
Our  average  for the quarter  was 10.4.  When you are  talking  about  average,
sometimes  you will see nine,  sometimes 11, and it is hard to see what is going
on during the quarter with regard to  prepayments,  but we have said we will not
take our leverage up to try to maintain returns in spreads.  We have not changed
our philosophy from that  perspective.  We averaged 10.4, which is in the strike
zone.

MR. BILLINGS:  But the difference was capital markets  business  continued to be
very strong, probably stronger than people were expecting,  and we had more than
50 percent of our earnings come from our capital  markets  businesses as opposed
to our  spread-based  business.  So this  represents  the  continued  growth and
evolution  of the company,  and it is really the reason why we had a very,  very
fine quarter.

MR. FEINGOLD:  As you do the conversion to  non-conforming,  how do you see that
impacting your leverage?

MR.  HENDRIX:  With these  nonconforming  mortgages - because the way we finance
them will be without  exposure to interest  increases - we believe that it makes
sense to take the  leverage  up. Our models are going to run  leverage  anywhere
from 14 to 15  times on  these  assets,  and in fact,  the  market  will  easily
facilitate  higher  leverage than that. We have always looked at our business as
one where we are going to run at the lower end of the market-acceptable leverage
ranges,  and we will do the same thing here. But certainly you can finance these
assets to a higher point than 14 or 15, and there may be  environments  where we
would want to do that. Today, as we look at the business,  that is what we think
the leverage will be from the risk  perspective,  and, in the way we look at the
business,  this is a lower risk point to capital  than even the 10.5 or 11 times
on the agency side because we are not exposed to changes in rates.

MR.  BILLINGS:  Because this is  securitization-financed,  it is  effectively  a
matched book and you don't have rate risk, and that is very  important,  as Rick
said. Secondly, there's the spread. As you look at these businesses, the average
thrift  today is About 16 times  leveraged,  the average  bank is 16 times,  and
credit  card  companies  are about the same.  So this is a very,  very good high
capital  level,  relative  to  spread-based  businesses,  and,  in fact,  inside
securitization,  OC levels or equity  requirement  levels do change  and ebb and
flow,  but they tend to be between 3 and 2.5 percent --  sometimes  as high as 3
percent,  or in other words allowing leverage as high as 30 to 40 times; so this
is a very  balanced and very healthy  risk-adjusted  leverage  ratio,  and it is
where we would intend to run.


MR. FRIEDMAN: Not only are we substantially match-funded during the time period,
but the funding can never be pulled so that it is absolute funding. So those two
advantages mean that we are comfortable running the leverage at 14 to one.

MR.  FEINGOLD:  So we can  anticipate  over the  course  of the year  increasing
leverage as the composition of the portfolio changes?

MR. BILLINGS: Yes.

MR. FEINGOLD:  My understanding is  non-conforming  loans are not necessarily in
the sub- prime category.

MR.  BILLINGS:  You should think of them as being sub-prime and  non-conforming.
It's a sort of different way of saying it, but we are intending to have probably
an average FICO score in the 630 to 640 range,  which gives you a sense of where
that is and where we are very comfortable.  Remember, from a credit perspective,
there are a number of  different  ways to think about this.  Losses run about 65
basis points  annualized today and have for a number of years.  There has been a
15-year  down trend as society has learned to credit  score and  otherwise  make
judgments on credit risk.  FICO scores have risen from 580 to 620 to 640. So all
of these  things are  helping  these loss  ratios to come down.  Our model,  for
instance  - which  allows  us to earn,  we  think,  well  north of 25  percent -
provides for a loss anticipation and/or cost to private mortgage insurance which
can be as high as 125 basis points,  which gives us huge protection from current
loss rates and gives us great comfort on those  activities,  depending on how we
do it. So we think, for the totality, this is very balanced.

MR. FEINGOLD: Just two last questions. If I did my math correctly, in the fourth
quarter from the MBS portfolio you over-earned the regular quarterly dividend?

MR.  HARRINGTON:  Not just from the MBS.  You also add in the  merchant  banking
activities.  The  REIT  earnings  are  comprised  of both  the MBS and  merchant
banking, and certainly we earned the dividend there.

MR.  FEINGOLD:  Last  question.  Your  business  model last year had looked like
special  dividends had come to about 25 percent on an  semi-annual  basis.  What
does your model currently look like?

MR.  BILLINGS:  Actually,  Howard,  we haven't  finished our work on that, but I
think to the  degree you have run the  deployment  of the  non-prime  assets and
depending simply on how fast that happens,  you can get a sense of what that can
be.  As  Manny  alluded,  it would be  about a $75 to $80  million  increase  in
earnings from the redeployment on an annualized basis when completed. So you can
make a judgment.  That would all be basically special dividends.  Again, it is a
function of how fast we get there. We anticipate  being able to have two special
dividends  and obviously are very,  very  comfortable  at this time. It would at
least equal and in all probability  exceed last year's levels,  but we will come
back to you with more specific guidance once we have finished our work on this.




MR. FEINGOLD: Thank you. You guys have once again delivered quite a good quarter
in less than optimal conditions. Keep on doing it. Thank you.

K. C.  AMBRECHT  WITH  MILLENIUM:  Thanks very much for taking the  question.  I
didn't really get the answer to Todd's original  question,  where did the NIM go
out at the end of December, just 123 for the quarter?

MR. HENDRIX: We don't talk about it on a monthly basis ever. We had increases in
the fourth quarter,  and we had another increase in January. So it is reasonable
as you look  forward  to think  that  there  may be lower  spreads  in the first
quarter than the fourth quarter,  but to pick a month or a week or a day and put
a number on it is not the way we look at the business, nor would it give anybody
an accurate picture of what is going on.

MR.  BILLINGS:  Remember CPRs are starting to back up a little bit.  There are a
number of mitigating factors.  We do have assets to re-price.  It is hard to say
precisely,  but most importantly,  remember that, if you run the numbers and the
difference in the spread,  with even as little as 10 percent of our portfolio in
nonconforming  assets, it has a fairly significant effect on the marginal spread
in our total portfolio.  And, as you understand,  we intend to get to 70 percent
through  the  course of the  year.  So when you are  looking  to try to get that
number,   it  is  very   important  that  you  adjust  for  the  fact  that  the
non-conforming  portion of the portfolio  has a very,  very  significant  effect
upward effect on that spread.

MR.  AMBRECHT:  And then, Eric, you referenced that you expect the NIM or excess
spread to migrate back in one or two quarters to the 180 level. You were talking
about  Friedman but also about the  industry.  I was  wondering if you could dig
into that a little  deeper -- why that is and what if the  yield  curve  remains
flat for a year?

MR. BILLINGS:  I think the question really goes, again, to the point that I made
in the  earlier  discussion.  From  our  perspective  - and we have  seen  these
circumstances before - when you get to a point where cash gain on sales from the
sale of these assets at the margin are equal or less than the cost to originate,
then clearly high cost producers which still produce, in our judgment,  north of
40 percent of the volume in the  industry,  cannot  produce at that level.  They
don't have capital, they don't have balance sheets or have limited capital, only
enough to provide for warehouse  finance.  So it is important that they don't go
through  long  periods of time where they  originate  at a loss.  In fact,  they
cannot,  and,  therefore,  they are  enormously  incentivized.  It is,  in fact,
completely  necessary  that they raise coupons even at the risk of losing volume
because  they have to make sure at the  margin at which they do  originate  they
make a profit of some kind.  Therefore,  the  history of this would tell us that
when they do that,  the large firms follow  because  large firms want to follow.
They need to have stickiness as they do.

Again,  remember,  coupons are up over the last nine months.  They are not up as
much as funding. Funding is about 100 basis and coupons are up about 40. They do
have some  stickiness,  and as you  bounce off of this level you will see a more
normalized level resume as we have in the past.




MR. AMBRECHT:  One last question, I know your business is very seasonal,  but if
you  could  address  how we should  think  about  your  mortgage  pipeline  in a
flattening yield curve. Does it kind of get delayed a bit.

MR. FRIEDMAN: Because of underwriting?

MR. AMBRECHT: Yes.

MR. BILLINGS:  We have been in a flattened yield curve since March or April, and
we just  produced a record year. A  non-trivial  portion of that came from these
kinds of companies. As I think you probably know, and, as I think we have stated
many,  many  times,  we try to look at these  businesses  and look at the  total
returns.  In the non-prime  business  right now,  these  companies,  even at the
margin,  are still  generating  ROEs  that are at the very  least in the mid 20s
right now at the margin, but they are dynamic portfolios,  just like banks, just
like credit cards. That means, over an average  three-year life, you are rolling
some  assets  out,  some in, and you end up with an average  spread on the total
portfolio,   creating  a  return  on  equity.  These  are  extraordinarily  good
businesses.  The valuation of these businesses relative to their intrinsic value
is ridiculous,  in our judgment. They represent  extraordinarily good investment
opportunities,  and we see no evidence that that will slow. None of these things
are predictable.  Sometimes they do slow. It is not so much a seasonal business.
The banking  business is not precisely  predictable.  We may have lumpy quarters
but we have seen no evidence  whatsoever,  and we don't  anticipate any but time
will tell.

MR.  FRIEDMAN:  The actual  interest in the REIT model  seems to growing.  It is
spreading into the prime area across the board,  the sub-prime area and all real
estate-type  originators.  So even  though the curve has  flattened  somewhat or
dramatically,  the actual  interest has increased  because it is simply a better
model. In other areas,  it is increasing  even faster,  especially in the triple
net leasing area and even in the property area.

BRIAN WALL OF NORTH POINTE CAPITAL:  Can you talk about your brokerage  business
volumes.   I  don't  know  if  you  look  at  your   volumes  kind  of  ex  your
banking-related deals. How you are doing in that business,  and secondly,  since
you  bank a lot of the  sub-prime  guys,  how do they  consider  you  with  your
entrance  into the  business.  Do you think that will impact your  relationships
with those guys now that you are a competitor?

MR. FRIEDMAN: This is Manny. In terms of the second question, whether it affects
all of the different people we banked. Before we did the acquisition,  we talked
to  everybody.  We  discussed  it just to get a feeling for what their  reaction
would be. The reaction has been very  positive.  Also,  keep in mind that in our
model we will  become a buyer of $5 to $6, $7  billion  dollars  of loans in the
open market.  That is a tremendous  plus so that deepens our  relationship  with
many of our clients.  So in terms of our ability to  underwrite in the industry,
it appears not to have any effect.




MR. BILLINGS: Repeat the first question. I didn't follow the first question.

MR. WALL: On the institutional  brokerage. Are you able to break out whether you
get a lot of business because you are doing a lot of banking? Can you step right
out of the  non-banking  related  business  you are  getting  and how are  those
volumes doing? Are they going up with the rest of the business?

MR. BILLINGS: Clearly, when we do banking activity, the second day of trading is
higher  than the  first  day.  That is part of  secondary  trading,  there is no
question about that.  And that is why there tends to be a strong  correlation of
volume  activity.  But,  cleary,  the vast  majority  is not  related to banking
transactions.  I don't have the specific  break down. I can get it. I just don't
have the off the top of my head, but there is clearly a correlation, and it is a
very important correlation. But it should be viewed not only just at the time of
a  transaction,  but obviously to a degree that we take a company public we will
be typically the dominant trader of their stock  afterwards.  So we are building
the  foundation,  this sort of  geometric  progression  that  helps to build the
franchise  every day,  every week,  every month.  Doesn't mean it doesn't bounce
around but it is always  broadening.  There is a very broadening  effect on what
happen in secondary  trading as well as banking every time you have a client and
establish a business relationship with them.

I don't know if that answers your question specifically enough, but you can call
and I will give you that number.

JUSTIN HUGHES WITH PHILADELPHIA  FINANCIAL:  One of the things we haven't talked
about is the  strong  performance  of the  asset  management  unit.  You  really
exceeded estimates on the base fee but mostly on the incentive fee. What kind of
performance  returns did it take to have that type of  performance  fee, just to
get a sense of how sustainable it is?

MR.  FRIEDMAN:  Mutual funds were very,  very strong with two funds having great
performance. The alternatives had strong inflows, and we did have some incentive
fees. We don't actually break down the performance of the  alternatives  because
of the regulatory rules.

MR. BILLINGS: Asset management, it is a very exciting business for us. It is the
smallest of our profit  centers - we earned about $3 million.  Having said that,
it has tremendous potential,  and with these asset inflows, as they come in, all
of the net revenues fall to the bottom line. So we are very optimistic about the
future  profitability  of it but at this  time  the  total  contribution  is not
significant.

MR.  HUGHES:  But we  can't  get the  average  performance  of your  alternative
investments in the fourth quarter?

MR.  BILLINGS:  As much as we would like to give them to you, we are  instructed
not to.

MR. HUGHES:  On your investment  portfolio,  you had sizable gains this quarter.
How much do we have left in unrealized gains? I know it will be disclosed in the
Q, but I was wondering if we could find now.

MR.  FRIEDMAN:  The  unrealized  gains  number  at the end of the  year  was $34
million, and then if you mark the 144s, which we carry at cost until they trade,
it was $55 million.

MR.  BILLINGS:  Again,  at this  point,  there  are  dividends  from many of the
investments.   About  $300  million  of  our  investments  are   dividend-paying
companies,  most of which have very high dividends associated with them once the
companies  are fully  invested  and  ramped.  So the  dividends  will build very
significantly  during the course of the year and that provides a very sound base
for  profitability on the merchant  banking side,  regardless of whether we take
gains or not.  But,  clearly,  we will take  gains,  and we haven't  changed our
guidance that we intend to realize gains somewhere in the vicinity of 20 percent
of the portfolio a year.

MR.  HUGHES:  So as to the $6 million you are showing in dividends,  even though
you have sold off a lot of investments,  you have re-deployed even more capital,
so we should see that number increase?

MR.  HENDRIX:  We deployed  north of $80 million in the fourth  quarter into new
investments,  virtually  all of which are dividend  payers,  and we had dividend
payers that we  invested  in earlier in the year that are just now ramping  into
their full dividend. The $6.2 million actually had one relatively large dividend
in it,  but we  think  that is shy of the run  rate  quarterly  that we will see
throughout all of 2005.

MR. FRIEDMAN: That is a new phenomenon for us.

MR. HUGHES: Some special dividends at the end of the year?

MR.  HENDRIX:  There was one, but as I said that $6.2 million is actually  lower
than what the run rate will be quarterly in `05.

MR. BILLINGS: It should build through each quarter of the year.


LAUREN SMITH WITH KBW: Good morning.  Most everything has been answered but I am
curious, you have been building in the asset-backed and mortgage-backed areas. I
guess you said  recently that on the  mortgage-backed  side you got some traders
from  Freddie Mac,  and you  acquired a team from  Wachovia in the  asset-backed
area.  I am curious  how big that effort is now,  and how big you perhaps  might
expect that business to get?

MR.  HENDRIX:  From  a head  count,  we  have  added  around  10  people  in the
mortgage-backed  area.  Some of the team came from Freddie Mac, and they will be
adding  people from outside  Freddie as well.  The ABS effort  continued to grow
through the year, and we have about 15 people in that  business.  We are merging
the sales and  trading  efforts of those two  businesses.  We expect  relatively
significant  numbers out of that  business in 2005. We haven't  really  provided
guidance on that  business  specifically  yet, but I will tell you that we think
the total  revenues in that business ought to exceed $50 million in 2005. We are
hopeful it is significantly above that, but we feel good about that number given
where  we are in the  ABS  business  and  when  we  started  trading  in the MBS
business.

MR.  BILLINGS:  This is a business  that does require an  allocation of capital,
and, as we do in all our businesses,  we have to believe we can achieve a higher
return  than  we can on the  spread-based  side  of our  business  in  order  to
allocate, and we absolutely do. So that gives you a sense of how good a business
this will be. We do believe it will increase the profitability of the company in
a good way -- actually in a stable and somewhat predictable way. And that is not
yet in our numbers or our models, so we will be adding them as we go forward.

MR. FRIEDMAN:  This gives us the ability to be a manufacturer of mortgages along
all parts of the capital structure of the mortgage across the board.

MS. SMITH: I know in the past you have given us this $200 million  breakeven for
the  brokerage  business.  Is it fair to say,  then,  as this has grown with the
addition of newer businesses that are not rolled up in there?
<
MR.  BILLINGS:  It was to the degree that it existed in the past. Our break even
number for this year will be higher than the $200 million for last year. It will
be some where in the vicinity of probably $250 million this year, and we will be
more specific with you a little bit later as we finish these  numbers.  But most
of the  build-out of the franchise has taken place in '04, and one of the things
that  is  very  exciting  for  us  is  we  have  increased  the  structure,  the
infrastructure,  and the cost structure, and, despite that, we had an 80 percent
return on equity in the capital  markets  business  in  totality.  And,  yet, we
believe, given all the new additions,  we can grow the revenues across the board
in that part of our business as we increase  fixed-income  and mortgage  trading
activity quite significantly.  So, while our breakeven will go up, it will go up
not  nearly  as much as it has in the past  couple  of  years,  and we think our
revenues will go up considerably more than that.  Obviously,  time will tell. It
depends on markets and things like that.




RHYS WILLIAMS WITH COLUMBIA  PARTNERS:  Really great  quarter,  very  impressive
across a bunch of business  lines.  It is amazing that your stock really is sort
of de-coupled from the other brokerage and capital markets firms because you are
now a  mortgage  REIT.  As you can tell from the  questions,  everybody  is very
nervous  about  that  side of it.  Can you give us some  comfort  that the first
quarter,  given the spread compression but also given that you are shifting some
money into non-conforming  loans, that the first quarter won't be worse than the
fourth quarter so you can get some baseline profitability there?

MR. BILLINGS: Are you talking about in the spread-based side of the business?

MR. WILLIAMS: Yes, because everything else is a grand slam home run for you guys
right now.

MR. BILLINGS: I love the analogy of the grand slam, but it is continued business
growth and stability and  predictability  that we are really happy with.  But we
have indicated that on a spread basis, we don't,  and we can't give that out. We
don't know what it is. It will be a function of many factors that nobody  knows.
We are very,  very excited about the business  model and the  totality.  We have
parts of our business which are very stable and  predictable and parts which are
not.  So in  totality we can't give that  guidance.  But we are very  optimistic
about 2005, and that the profitability, the returns on equity, all of the above,
will certainly equal or exceed our expectations, but, again, time will tell.

MR. FRIEDMAN:  The spread-based  business will be determined by the exact timing
of when the sub-prime  pieces go on, and we have said about a billion and a half
could go on by the end of the first  quarter,  though  the  exact  timing is not
certain. But every time we do that, there will be a substantial pick-up.

MR.  BILLINGS:  Remember,  even  in the  MBS,  if we  were  to  get a  continued
contraction on that spread, you are talking about for a quarter or something. It
is generally not going to be meaningful in the totality of the  profitability of
the company in a given  quarter.  There are a lot of moving parts at the margin,
and so generally it is not going to be that  significant  in any case even if it
happens, which may or may not. But it should be somewhat significantly mitigated
by the  non-conforming  assets  that we put on the  balance  sheet,  and  again,
depending  on how much we put on  there,  if there  were  contraction,  it might
completely  mitigate  it.  On the  other  hand,  it may  not.  But I think it is
important that, if you think about it and you put a model together,  you can see
the total  direction that this is heading,  and it will happen in a fairly rapid
way and I think  you  should  be able to model  out what  that  net  effect  is.
Remember,  in any given quarter there can be marginal issues, but they shouldn't
be  taken  as  any  more  than  that,  and  they  are  certainly  not  precisely
predictable.  But the trend and the  direction  are clear,  and so we think that
probably you can have great confidence in executing a model.

MR. WILLIAMS:  You mentioned there would be a couple more special dividends this
year. Are there any thoughts of raising the regular dividend?

MR. HENDRIX:  Yes, and in fact, this really gets to the timing of the transition
of the mortgage portfolio,  but our hope and expectation is that we will be able
to increase the core dividend.

MR FRIEDMAN:  On the non-prime side, to the extent we have it  match-funded,  to
the extent we know we have the income on the balance  sheet for three years,  we
are much more comfortable about slowing turning that into a regular dividend.

MR. WILLIAMS:  One last question. The asset management side, I know, it is small
relative to everything  else,  but is there anything else you can do to leverage
that  number one small cap fund  ranking?  Are there clone funds you can come up
with?

MR.  HENDRIX:  I think it is important to understand  the  definition of closed.
That fund is closed to new investors, and even since the closing it has grown by
50 percent.  So we believe we will continue to grow that fund,  and there may be
other  similar  funds that we will be able to create to add to the growth in the
mutual  fund area.  But it is not a fund that has no more  growth for FBR or the
fund's shareholders.  It's simply closed to new investors.

MR.  BILLINGS:  We are  working on all of those  thoughts in terms of adding new
funds.  It is an ongoing  part of what we are trying to do, and I think you will
see that as the years unfold.

TELEPHONE OPERATOR: At this time there are no further questions.

MR. BILLINGS: Thank you all very much. We appreciate it a great deal.

(Whereupon, at 10:08 a.m. the conference call was concluded.)