8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549FORM 8-KCURRENT REPORT PURSUANTTO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934April 29, 2013Date of Report (Date of earliest event reported)ANWORTH MORTGAGE ASSET CORPORATION(Exact Name of Registrant as Specified in its Charter)


Maryland
(State or Other Jurisdiction of Incorporation)

001-13709	52-2059785
(Commission File Number)	(IRS Employer Identification No.)

1299 Ocean Avenue, Second Floor, Santa Monica, California	90401
(Address of Principal Executive Offices)	(Zip Code)

(310) 255-4493
(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operation and Financial Condition.

On April 29, 2013, Anworth Mortgage Asset Corporation (“Anworth”) issued a press release announcing its financial results for the first quarter ended March 31, 2013. A copy of that release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and Item 9.01 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.

As discussed therein, the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements relate to Anworth’s current expectations and are subject to the limitations and qualifications set forth in the press release as well as in Anworth’s other documents filed with the U.S. Securities and Exchange Commission, including, without limitation, that actual events and/or results may differ materially from those projected in such forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(a)	Not Applicable.
(b)	Not Applicable.
(c)	Not Applicable.
(d)	Exhibits.
	Exhibit 99.1
	Press Release dated April 29, 2013 announcing Anworth’s financial and operating results for the first quarter ended March 31, 2013.

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, hereunto duly authorized.

		ANWORTH MORTGAGE ASSET CORPORATION
Date:	April 29, 2013	By:	/s/	Lloyd McAdams
				Title: Chief Executive Officer

EXHIBIT INDEX

Exhibit #	Description
99.1	Press Release dated April 29, 2013 announcing Anworth’s financial and operating results for the first quarter ended March 31, 2013.

EX-99.1

Exhibit 99.1

Anworth Announces First Quarter 2013 Financial Results

SANTA MONICA, Calif.--(BUSINESS WIRE)--April 29, 2013--Anworth Mortgage Asset Corporation (NYSE: ANH) today reported core earnings available to common stockholders of $22.2 million, or $0.15 per diluted share, for the first quarter ended March 31, 2013. Core earnings consisted of $23.6 million of net income less $1.4 million of dividends paid to our preferred stockholders. This compares to core earnings of $21.9 million, or $0.15 per diluted share, for the fourth quarter ended December 31, 2012.

“Core earnings” represents a non-GAAP financial measure, which we define as GAAP net income excluding impairment losses on mortgage-backed securities, or MBS. For the three months ended March 31, 2013, there were no impairment losses on MBS.

On March 28, 2013, we declared a quarterly common stock dividend of $0.15 per share, which is payable on April 29, 2013 to holders of our common stock as of the close of business on April 8, 2013.

At March 31, 2013, our book value was $7.04 per share, versus $7.14 per share at December 31, 2012.

Our investments consist of Agency MBS, which constituted essentially our entire portfolio at March 31, 2013. At March 31, 2013 and December 31, 2012, the fair value of our Agency MBS portfolio and its allocation was approximately as follows:

	March 31, 2013		December 31, 2012
Fair value of Agency MBS	$9.52 billion		$9.24 billion
Adjustable-rate Agency MBS (less than 1 year reset)	19	%	21	%
Adjustable-rate Agency MBS (1-2 year reset)	3	%	2	%
Adjustable-rate Agency MBS (2-5 year reset)	39	%	45	%
Adjustable-rate Agency MBS (>5 year reset)	18	%	10	%
15-year fixed-rate Agency MBS	18	%	18	%
30-year fixed-rate Agency MBS	3	%	4	%
	100	%	100	%

	March 31, 2013		December 31, 2012
Weighted Average Coupon:
Adjustable-rate Agency MBS	2.70	%	2.98	%
Hybrid adjustable-rate Agency MBS	2.74		2.82
15-year fixed-rate Agency MBS	2.74		2.97
30-year fixed-rate Agency MBS	5.57		5.56
CMOs	1.01		1.01
Total Agency MBS:	2.82	%	2.98	%
Average Amortized Cost:
Adjustable-rate and hybrid adjustable-rate Agency MBS	103.13	%	103.08	%
15-year fixed-rate Agency MBS	103.27		103.46
30-year fixed-rate Agency MBS	100.92		100.88
Total Agency MBS:	103.08	%	103.07	%
Current yield (weighted average coupon divided by average amortized cost)	2.74	%	2.89	%
Unamortized premium	$279.9 million		$268.7 million
Unamortized premium as a percentage of par value	3.08	%	3.07	%
Premium amortization expense on Agency MBS	$19.0 million		$20.2 million

	March 31, 2013	December 31, 2012
Fair value of Non-Agency MBS	$0.2 million	$0.4 million

	March 31, 2013		December 31, 2012
Constant prepayment rate (CPR) of Agency MBS and Non-Agency MBS	24	%	26	%
Constant prepayment rate (CPR) of adjustable-rate and hybrid adjustable-rate Agency MBS	24	%	25	%
Weighted average term to next interest rate reset on Agency MBS and Non-Agency MBS	43 months		37 months

	March 31, 2013		December 31, 2012
Repurchase Agreements:
Outstanding repurchase agreement balance	$8.025 billion		$8.020 billion
Average interest rate	0.41	%	0.47	%
Average maturity	37 days		34 days
Average interest rate after adjusting for interest rate swap transactions	1.00	%	1.12	%
Average maturity after adjusting for interest rate swap transactions	489 days		420 days
Fair value of Agency MBS pledged to counterparties	$8.56 billion		$8.52 billion
Interest Rate Swap Agreements:
Notional amount	$3.30 billion		$3.16 billion
Percentage of outstanding repurchase agreement balance	41	%	39	%

At March 31, 2013 and December 31, 2012, our swap agreements had the following notional amounts (in thousands), weighted average interest rates and remaining terms (in months):

	March 31, 2013					December 31, 2012
	Notional Amount		Weighted Average Interest Rate		Remaining Term in Months	Notional Amount		Weighted Average Interest Rate		Remaining Term in Months
Less than 12 months	$	200,000	2.85	%	8	$	375,000	3.32	%	2
1 year to 2 years		410,000	2.00		17		410,000	2.07		16
2 years to 3 years		730,000	2.06		30		680,000	2.07		30
3 years to 4 years		1,145,000	1.66		40		1,045,000	1.93		41
Over 4 years		815,000	1.09		60		650,000	1.11		56
	$	3,300,000	1.72	%	38	$	3,160,000	1.98	%	34

At March 31, 2013, our leverage multiple was 7.12x, which was a decrease from our leverage multiple of 7.13x at December 31, 2012. The leverage multiple is calculated by dividing our repurchase agreements outstanding by the aggregate of common stockholders’ equity plus preferred stock and junior subordinated notes.

	March 31, 2013		December 31, 2012
Relative to Average Earning Assets During the Quarter:
Interest income earned	2.81	%	2.92	%
Amortization of premium	0.86		0.88
Average cost of funds on repurchase agreements and derivative instruments	1.06		1.10
Net interest rate spread	0.89	%	0.94	%

At March 31, 2013, stockholders’ equity available to common stockholders was approximately $1.015 billion, or a book value of $7.04 per share, based on approximately 144 million shares of common stock outstanding at quarter end. The $1.015 billion equals total stockholders’ equity of $1.065 billion less the Series A Preferred Stock liquidating value of $48 million and less the difference between the Series B Preferred Stock liquidating value of $26.3 million and the proceeds from its sale of $25 million. At December 31, 2012, stockholders’ equity available to common stockholders was approximately $1.014 billion, or a book value of $7.14 per share, based on approximately 142 million shares of common stock outstanding at quarter end. The $1.014 billion equals total stockholders’ equity of $1.062 billion less the Series A Preferred Stock liquidating value of $46.9 million and less the difference between the Series B Preferred Stock liquidating value of $26.7 million and the proceeds from its sale of $25.2 million.

We will host a conference call on Tuesday, April 30, 2013 at 1:00 PM Eastern Time, 10:00 AM Pacific Time, to discuss first quarter 2013 results. The dial-in number for the conference call is 888-317-6016 for U.S. callers (international callers should dial 412-317-6016 and Canadian callers should dial 855-669-9657). When dialing in, participants should ask to be connected to the Anworth Mortgage earnings call. Replays of the call will be available for a 7-day period commencing at 3:00 PM Eastern Time on April 26, 2013. The dial-in number for the replay is 877-344-7529 for U.S. callers (international and Canadian callers should dial 412-317-0088) and the conference number is 10028241. The conference call will also be webcast live over the Internet, which can be accessed on our website at http://www.anworth.com through the corresponding link located on the home page.

Investors interested in participating in our Dividend Reinvestment and Stock Purchase Plan, or the Plan, or receiving a copy of the Plan’s prospectus, may do so by contacting the Plan Administrator, American Stock Transfer & Trust Company, at 877-248-6410. For more information about the Plan, interested investors may also visit the Plan Administrator’s website at http://www.investpower.com or our website at http://www.anworth.com.

About Anworth Mortgage Asset Corporation

Anworth is an externally-managed mortgage real estate investment trust. We invest primarily in securities guaranteed by the U.S. Government, such as Ginnie Mae, or guaranteed by federally sponsored enterprises, such as Fannie Mae or Freddie Mac. We seek to generate income for distribution to our shareholders primarily based on the difference between the yield on our mortgage assets and the cost of our borrowings. We are managed by Anworth Management, LLC, or the Manager, pursuant a management agreement. The Manager is subject to the supervision and direction of our Board of Directors and is responsible for (i) the selection, purchase and sale of our investment portfolio; (ii) our financing and hedging activities; and (iii) providing us with management services and other services and activities relating to our assets and operations as may be appropriate. Our common stock is traded on the New York Stock Exchange under the symbol “ANH.”

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

This news release may contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon our current expectations and speak only as of the date hereof. Forward-looking statements, which are based on various assumptions (some of which are beyond our control) may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "anticipate," "continue," or similar terms or variations on those terms or the negative of those terms. Our actual results may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, including but not limited to, changes in interest rates, changes in the yield curve, the availability of mortgage-backed securities for purchase, increases in the prepayment rates on the mortgage loans securing our mortgage-backed securities, our ability to use borrowings to finance our assets and, if available, the terms of any financing, changes in the market value of our assets, risks associated with investing in mortgage-related assets, changes in business conditions and the general economy, including the consequences of actions by the U.S. government and other foreign governments to address the global financial crisis, changes in government regulations affecting our business, our ability to maintain our qualification as a real estate investment trust for federal income tax purposes, our ability to maintain an exemption from the Investment Company Act of 1940, as amended, and the Manager’s ability to manage our growth. Our Annual Report on Form 10-K and other SEC filings discuss the most significant risk factors that may affect our business, results of operations and financial condition. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.

ANWORTH MORTGAGE ASSET CORPORATION
BALANCE SHEETS
(in thousands, except per share amounts)
	March 31,			December 31,
	2013			2012
	(unaudited)
ASSETS
Agency MBS:
Agency MBS pledged to counterparties at fair value	$	8,564,021		$	8,523,557
Agency MBS at fair value		909,158			668,366
Paydowns receivable		44,163			52,410
		9,517,342			9,244,333
Non-Agency MBS at fair value		249			360
Cash and cash equivalents		1,245			2,910
Interest and dividends receivable		25,219			25,839
Derivative instruments at fair value		397			111
Prepaid expenses and other		11,369			11,552
Total Assets:	$	9,555,821		$	9,285,105
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accrued interest payable	$	20,041		$	20,376
Repurchase agreements		8,025,000			8,020,000
Junior subordinated notes		37,380			37,380
Derivative instruments at fair value		83,767			96,144
Dividends payable on Series A Preferred Stock		1,018			1,011
Dividends payable on Series B Preferred Stock		436			414
Dividends payable on common stock		21,628			21,302
Payable for securities purchased		274,572			0
Accrued expenses and other		2,195			761
Total Liabilities:	$	8,466,037		$	8,197,388
Series B Cumulative Convertible Preferred Stock: par value $0.01 per share; liquidating preference $25.00 per share ($26,341 and $26,652, respectively); 1,054 and 1,066 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively	$	24,968		$	25,222
Stockholders' Equity:
Series A Cumulative Preferred Stock: par value $0.01 per share; liquidating preference $25.00 per share ($47,984 and $46,935, respectively); 1,919 and 1,877 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively	$	46,537		$	45,447
Common Stock: par value $0.01 per share; authorized 200,000 shares, 144,185 and 142,013 issued and outstanding at March 31, 2013 and December 31, 2012, respectively		1,442			1,420
Additional paid-in capital		1,211,091			1,197,793
Accumulated other comprehensive income consisting of unrealized gains and losses		67,148			79,776
Accumulated deficit		(261,402	)		(261,941	)
Total Stockholders' Equity:	$	1,064,816		$	1,062,495
Total Liabilities and Stockholders' Equity:	$	9,555,821		$	9,285,105

ANWORTH MORTGAGE ASSET CORPORATION
STATEMENTS OF INCOME
(in thousands, except for per share amounts)
(unaudited)
	Three Months Ended March, 31,
	2013			2012
Interest income:
Interest on Agency MBS	$	43,444		$	53,225
Interest on Non-Agency MBS		6			24
Other income		17			14
		43,467			53,263
Interest expense:
Interest expense on repurchase agreements		20,902			20,574
Interest expense on junior subordinated notes		320			345
		21,222			20,919
Net interest income		22,245			32,344
Gain on sales of Agency MBS		5,170			0
Recovery on Non-Agency MBS		129			623
Expenses:
Management fee to related party		(2,998	)		(2,821	)
Other expenses		(922	)		(1,024	)
Total expenses		(3,920	)		(3,845	)
Net income	$	23,624		$	29,122
Dividend on Series A Cumulative Preferred Stock		(1,034	)		(1,011	)
Dividend on Series B Cumulative Convertible Preferred Stock		(412	)		(450	)
Net income to common stockholders	$	22,178		$	27,661
Basic earnings per common share	$	0.16		$	0.20
Diluted earnings per common share	$	0.15		$	0.20
Basic weighted average number of shares outstanding		142,903			135,064
Diluted weighted average number of shares outstanding		146,945			139,292

CONTACT:
Anworth Mortgage Asset Corporation
John T. Hillman
(310) 255-4438 or (310) 255-4493
jhillman@anworth.com
http://www.anworth.com