8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):

August 14, 2003

Apex Mortgage Capital, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-13637	95-4650863
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

865 South Figueroa Street, Los Angeles, California 90017

(Address of principal executive offices) (Zip Code)

(213) 244-0000

(Registrant’s telephone number, including area code)

not applicable

(Former name or former address, if changed since last report.)

Item 7.    Financial Statements and Exhibits.

(c)  Exhibits.

The exhibit listed on the Exhibit Index (following this Report’s signature page) is furnished with this Report.

Item 12.    Results of Operations and Financial Condition.

On August 14, 2003, Apex Mortgage Capital, Inc. issued a press release regarding its earnings for the three months and the six months ended June 30, 2003. A copy of the press release announcing these earnings is attached as Exhibit 99.1.

The information (including the exhibit incorporated into this Item 12 by reference) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such a filing.

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.

	APEX MORTGAGE CAPITAL, INC.                       (Registrant)
Date:  August 13, 2003	By:	/s/    PHILIP A. BARACH
		Philip A. Barach President and Chief Executive Officer

EXHIBIT INDEX

Pursuant to Item 601(a)(2) of Regulation S-K, this exhibit index immediately precedes the exhibits.

Exhibit No.	Description
99.1	Press Release of Apex Mortgage Capital, Inc. dated August 14, 2003, reporting its financial results for the three months and the six months ended June 30, 2003.

EX-99.1

EXHIBIT 99.1

[LOGO OF APEX MORTGAGE CAPITAL, INC.]

APEX MORTGAGE CAPITAL, INC.

865 South Figueroa Street

Los Angeles, California 90017

FOR IMMEDIATE RELEASE

For More Information Contact:

Media:	Investors:
Josh Pekarsky	Michael Mandelbaum
Longview Communications	Mandelbaum Partners
(604) 688-4874	(310) 202-6468

Apex Mortgage Capital, Inc. Announces Earnings for the

Second Quarter 2003

LOS ANGELES, August 14, 2003 — Apex Mortgage Capital, Inc. (Amex: AXM) (the “Company”) today reported earnings for the second quarter ended June 30, 2003 of $16,461,000 or $0.55 per average basic share outstanding compared to $15,521,000 or $0.58 per average basic share outstanding for the second quarter of 2002.

Operating earnings (net interest and dividend income less general and administrative expenses as determined under generally accepted accounting principles, not including net gain (loss) from investment and derivative activities) were $2,831,000 for the second quarter of 2003 compared to $5,851,000 for the first quarter of 2003 and $24,269,000 for the second quarter of 2002. Net gain (loss) from investment and derivative activities was $13,630,000 for the second quarter of 2003 compared to $448,000 for the first quarter of 2003 and ($8,748,000) for the second quarter of 2002.

During the second quarter 2003, the Company declared a regular quarterly dividend of $0.17 per common share on June 19, 2003, payable to shareholders of record on June 30, 2003. The current quarterly dividend represents a 12.6% annualized dividend yield based on yesterday’s closing price of $5.39 per share.

During the most recent quarter, the Company’s total assets increased from $2,451,924,000 as of March 31, 2003 to $2,550,663,000 as of June 30, 2003. As of June 30, 2003, 100% of the Company’s fixed income securities assets were U.S. Government Agency guaranteed or AAA-rated. The average yield for the interest earning assets during the second quarter of 2003 was 4.58% and the average book cost was $101.90. The average cost of borrowing for the quarter was 4.18%, resulting in a net interest margin of approximately 0.40%. As of June 30, 2003, leverage was approximately 13.0 to 1.

Book value per common share during the most recent quarter was $6.10 compared to $6.54 as of March 31, 2003. As of July 31, 2003, book value declined to approximately $5.00 due to a sharp increase in interest rates during the latter half of the month.

Philip A. Barach, Apex’s chief executive officer stated, “The U.S. bond market has seen unprecedented interest rate volatility in the past two months with the ten year U.S. Treasury note spiking from a yield of 3.07%, a generational low, to 4.5% and mortgage rates increasing from a low of 4.48% to 6%. This volatility in rates has caused a decline in Apex’s net asset value.”

On July 14, 2003, Apex Mortgage Capital announced that it had entered into an agreement to be acquired by American Home Mortgage. This transaction is expected to be completed by September 30, 2003 and is subject to approval by Apex and American Home shareholders and to other closing conditions.

Commenting on the transaction, Mr. Barach stated, “Apex’s merger with American Home will provide our shareholders with the potential to earn both an improved dividend and participate in a growing company.”

Michael Strauss, American Home Mortgage’s chief executive officer added: “We remain highly committed to our merger with Apex. As we have indicated, merging with Apex will create a vertically integrated, hybrid-REIT that is projected to benefit significantly from self-originating its mortgage holdings.”

Apex does not expect to pay a third quarter dividend due to costs associated with the anticipated closing of the American Home transaction and the restructuring of Apex’s portfolio in accordance with the terms of the acquisition. Following the closing of the transaction, it is expected that Apex shareholders will receive dividends from American Home in accordance with American Home’s general dividend practices and policies.

Conference Call

The Company has scheduled an earnings conference call to discuss this press release for Thursday, August 14, 2003 at 1:15 PM (PST). Interested parties should call (800) 314-7867 and ask to be connected to the Apex Mortgage Capital, Inc. conference call.

About Apex Mortgage Capital

Apex Mortgage Capital, Inc. is a financial company structured as a real estate investment trust. The Company primarily acquires United States agency securities, other mortgage related securities, and mortgage loans as well as equity and debt securities issued by other mortgage REITs. The Company is listed on the American Stock Exchange under the symbol “AXM.”

* * *

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:

The statements above regarding the Company’s expectations about the consummation of the merger constitute forward-looking statements within the meaning of the federal securities laws. The Company does not intend to, and disclaims any obligation to, issue updates, even if its outlook changes for these forward-looking matters. In addition, the Company’s actual results and the timings of future events could differ materially from those projected in or contemplated by the Company’s forward looking statements due to a number of factors, including changes in general economic conditions, overall interest rate movement, interest rate volatility, the consummation of the merger with American Home Mortgage, American Home Mortgage’s dividend policy, the decline in book value, the shape of the yield curve, the availability of suitable mortgage assets, the availability of debt capital, mortgage prepayment rates, the impact of leverage, the effectiveness of the Company’s hedging, the Company’s taxable income and other risk factors set forth in the Company’s SEC reports and the consequences of the Company’s review of strategic initiatives. The Company’s investment strategy is subject to change as a result of the foregoing factors or otherwise, which might further affect operating results. The Company’s quarterly dividend declarations are based on a number of factors and are not necessarily indicative of quarterly earnings per share, which might be higher or lower than the dividend per share.

Apex Mortgage Capital, Inc.

Balance Sheets

(Unaudited)

	June 30, 2003			December 31, 2002
Assets
Cash and cash equivalents	$	2,081,000		$	1,456,000
Fixed income trading securities, at fair value		39,207,000			606,014,000
Fixed income securities available-for-sale, at fair value		2,493,028,000			1,818,893,000
Equity securities available-for-sale, at fair value		4,364,000			4,168,000
Accrued interest receivable		11,672,000			12,012,000
Principal payments receivable		—			248,000
Other assets		311,000			2,587,000
	$	2,550,663,000		$	2,445,378,000
Liabilities and Stockholders' Equity
Liabilities
Reverse repurchase agreements	$	2,220,593,000		$	2,112,444,000
Accrued interest payable		2,399,000			2,444,000
Dividend payable		5,103,000			13,509,000
Interest rate swaps, at fair value		137,233,000			120,098,000
Accrued expenses and other liabilities		3,211,000			2,224,000
		2,368,539,000			2,250,719,000
Commitments and contingencies
Stockholders' Equity
Preferred stock, par value $0.01 per share; 50,000,000 shares authorized; no shares outstanding		—			—
Common stock, par value $0.01 per share; 100,000,000 shares authorized; 29,857,000 shares outstanding as of June 30, 2003 and December 31, 2002		299,000			299,000
Additional paid-in-capital		331,514,000			331,499,000
Accumulated other comprehensive loss		(118,581,000	)		(95,880,000	)
Accumulated deficit		(31,108,000	)		(41,259,000	)
		182,124,000			194,659,000
	$	2,550,663,000		$	2,445,378,000

Apex Mortgage Capital, Inc.

Statements of Operations

(Unaudited)

	Three Months		Three Months			Six Months		Six Months
	Ended		Ended			Ended		Ended
	June 30, 2003		June 30, 2002			June 30, 2003		June 30, 2002
Interest Income:
Fixed income securities	$	27,490,000	$	45,252,000		$	57,597,000	$	72,506,000
Cash and cash equivalents		38,000		18,000			48,000		73,000
		27,528,000		45,270,000			57,645,000		72,579,000
Interest Expense		23,023,000		21,390,000			45,702,000		34,095,000
Net Interest Income		4,505,000		23,880,000			11,943,000		38,484,000
Dividend Income		101,000		109,000			202,000		235,000
Net Interest and Dividend Income		4,606,000		23,989,000			12,145,000		38,719,000
General and Administrative Expenses:
Management fee		560,000		503,000			1,105,000		822,000
Incentive fee		628,000		(1,213,000	)		1,286,000		1,437,000
Insurance		164,000		83,000			327,000		167,000
Professional fees		58,000		72,000			96,000		99,000
Directors' fees		24,000		22,000			44,000		44,000
Non-employee stock options		7,000		23,000			15,000		50,000
Other		334,000		230,000			590,000		398,000
		1,775,000		(280,000	)		3,463,000		3,017,000
Net Interest and Dividend Income After General and Administrative Expenses		2,831,000		24,269,000			8,682,000		35,702,000
Net Gain (Loss) from Investment and Derivative Activities		13,630,000		(8,748,000	)		14,078,000		(10,453,000	)
Net Income	$	16,461,000	$	15,521,000		$	22,760,000	$	25,249,000
Net Income Per Share:
Basic	$	0.55	$	0.58		$	0.76	$	1.12
Diluted	$	0.55	$	0.58		$	0.76	$	1.12
Weighted Average Number of Shares Outstanding:
Basic		29,857,000		26,628,000			29,857,000		22,495,000
Diluted		29,857,000		26,796,000			29,857,000		22,636,000
Dividends Declared Per Share:	$	0.17	$	0.50		$	0.42	$	1.00