UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Mark one)
|X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from: ________ to ________
Commission File No. 001-13937
ANTHRACITE CAPITAL, INC.
(Exact name of Registrant as specified in its charter
MARYLAND 13-3978906
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
40 East 52nd Street
New York, New York 10022
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(Address of principal executive office) (Zip Code)
(212) 409-3333
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(g) of the Act: Not Applicable
Securities registered pursuant to Section 12(b) of the Act:
COMMON STOCK, $.001 PAR VALUE NEW YORK STOCK EXCHANGE (NYSE)
(Title of each class) (Name of each exchange on which registered)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports) and (2) has
been subject to such filing requirements for the past 90 days. Yes |X| No |_|
Indicate by check mark if disclosure of delinquent filers pursuant
to item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of the registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. |X|
As of May 15, 2002, the aggregate market value of the registrant's
Common Stock, $.001 par value, held by nonaffiliates of the registrant,
computed by reference to the closing price of $12.48 as reported on the New
York Stock Exchange as of the close of business on April 26, 2002:
$570,969,697 (for purposes of this calculation affiliates include only
directors and executive officers of the Company).
As of May 15, 2002, 46,200,110 shares of voting common stock
($.001 par value) were outstanding.
EXPLANATORY NOTE
On April 1, 2002, Anthracite Capital, Inc. (the "Company") filed
with the Securities and Exchange Commission (the "SEC") its Annual Report
on Form 10-K for the year ended December 31, 2001 (the "Initial 10-K"). On
April 29, 2002 the Company amended Part III of the Initial 10-K. This
Annual Report on Form 10-K/A amends and restates Item 14 of the Initial
10-K, as amended, to revise the list of Exhibits, Financial Statement
Schedules and Reports on Form 8-K.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
Exhibit No.
3.1 Articles of Amendment and Restatement (incorporated by reference
to Exhibit 3.1 of the Annual Report on Form 10-K filed by the
Registrant with the Securities and Exchange Commission on March
29, 2000).
3.2 Bylaws of the Registrant (incorporated by reference to Exhibit 3.2
of the Registration Statement filed by the Registrant with the
Securities and Exchange Commission on March 18, 1998).
3.3 Form of Articles Supplementary of the Registrant establishing 10%
Cumulative Convertible Redeemable Preferred Stock. (incorporated by
reference to Appendix I of the proxy statement/prospectus forming a
part of the Registration Statement filed by the Registrant with the
Securities and Commission on April 11, 2000).
10.1 Investment Advisory Agreement between the Registrant and BlackRock
Financial Management, Inc. dated March 1, 1998 (the "Investment
Advisory Agreement") (incorporated by reference to Exhibit 10.1 of
the Registration Statement filed by the Registrant with the
Securities and Exchange Commission on March 18, 1998).
10.2 Amendment No. 2 to the Investment Advisory Agreement.
10.3 Amendment No. 3 to the Investment Advisory Agreement.
10.4 Amendment No.3 to the Investment Advisory Agreement (incorporated by
reference to Exhibit 10.1 of the Quarterly Report on Form 10-Q filed
by the Registrant with the Securities and Exchange Commission on
April 15, 2002).
10.5 Form of 1998 Stock Option Incentive Plan (incorporated by
reference to Exhibit 10.6 of the Registration Statement filed by
the Registrant with the Securities and Exchange Commission on
March 18, 1998).
23.1 Consent of Deloitte & Touche (incorporated by reference to
to Exhibit 23.1 of the Annual Report on Form 10-K filed by the
Registrant with the Securities and Exchange Commission on April 1,
2002).
24.1 Power of Attorney (incorporated by reference to reference to
Exhibit 24.1 of the Annual Report on Form 10-K filed by the
Registrant with the Securities and Exchange Commission on April 1,
2002).
Reports on Form 8-K.
1. Current Report on Form 8-K filed on December 21, 2001.
2. Current Report on Form 8-K filed on November 14, 2001.
3. Current Report on Form 8-K filed on October 29, 2001.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, as amended, the Registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ANTHRACITE CAPITAL, INC.
Date: May 16, 2002
/s/ Hugh R. Frater
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Hugh R. Frater1
President and Chief Executive Officer
and Director
(duly authorized representative)
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, this report has been signed below by the following
persons on behalf of the Registrant and in the capacities and on the dates
indicated.
Date: May 16, 2002
/s/ Hugh R. Frater
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Hugh R. Frater
President and Chief Executive Officer
and Director
Date: May 16, 2002 /s/ Richard M. Shea
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Richard M. Shea
Chief Financial Officer and
Chief Operating Officer
Date: May 16, 2002 *
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Laurence D. Fink
Chairman of the Board of Directors
Date: May 16, 2002 *
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Donald G. Drapkin
Director
Date: May 16, 2002 *
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Carl F. Guether
Director
Date: May 16, 2002 *
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Jeffrey C. Keil
Director
Date: May 16, 2002 *
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Kendrick R. Wilson, III
Director
Date: May 16, 2002 *
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David M. Applegate
Director
Date: May 16, 2002 *
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Leon T. Kendall
Director
*By: /s/ Richard M. Shea
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Richard M. Shea
As Attorney-in-Fact