8-K

                                 UNITED STATES
                      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) May 9, 2006 (May 9, 2006)

                           Anthracite Capital, Inc.
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             (Exact name of registrant as specified in its charter)


              Maryland                   001-13937              13-397-8906
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  (State or other jurisdiction of       (Commission          (IRS Employer
           incorporation)               File Number)      Identification No.)


                40 East 52nd Street, New York, New York              10022
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                (Address of principal executive offices)          (Zip Code)


Registrant's telephone number, including area code   (212) 810-3333
                                                   -----------------------------

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

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 (see General Instruction A.2. below):

[ ]  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 8.01.   Other Events

On May 9, 2006, Anthracite Capital, Inc. mailed a letter to stockholders
regarding its annual meeting and updated information contained in the
definitive proxy materials mailed to stockholders on or about April 17, 2006.
The letter to stockholders is attached as Exhibit 99.1



Item 9.01.   Financial Statements and Exhibits

(c) Exhibits.

99.1     Letter to stockholders, issued by Anthracite Capital, Inc., dated
         May 9, 2006.







                                    SIGNATURE

         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.

                            ANTHRACITE CAPITAL, INC.


                             By:/s/ James J. Lillis
                                --------------------------------------
                                Name:  James J. Lillis
                                Title: Chief Financial Officer

                                Dated: May 9, 2006





                            ANTHRACITE CAPITAL, INC.
                           CURRENT REPORT ON FORM 8-K
                     Report dated May 9, 2006 (May 9, 2006)


EXHIBIT INDEX

Exhibit No.        Description

99.1               Letter to stockholders, issued by Anthracite
                   Capital, Inc., dated May 9, 2006

EX-99

Exhibit 99.1                                    [ANTHRACITE LOGO OMITTED]


                                                               May 9, 2006

Dear Fellow Stockholder:

         Anthracite Capital, Inc.'s 2006 Annual Meeting of Stockholders will be
held on May 18, 2006 and if you have not yet returned your proxy card we urge
you to do so now. A duplicate proxy card and postage-paid return envelope are
enclosed for your convenience. If you have already voted and do not wish to
change your vote, you need not take any further action.

         We wish to inform you that, with respect to the ratification of the
2006 Stock Award and Incentive Plan (Proposal 3), to be voted upon at the Annual
Meeting, we have determined to reduce the total number of shares of our common
stock reserved for issuance under the plan from 5,633,854 to 2,816,927. In
addition, no more than 1,408,464 shares of our common stock may be issued
pursuant to the exercise of "incentive stock options," as such term is defined
in Section 422 of the Internal Revenue Code. As we noted in our proxy statement,
your Board of Directors recommends a vote FOR approval of Proposal 3.

         We also wish to clarify the voting requirements with respect to two
proposals being voted upon on at the Annual Meeting, and the following
information supersedes the information regarding the votes on these proposals
set forth under the caption "Required Vote" on page 2 of our 2006 proxy
statement. Approval of Proposal 3 will require approval by a majority of votes
cast on such proposal, provided that the total votes cast represent over 50% of
all outstanding shares of common stock. Approval of the stockholder's proposal
(Proposal 4) will require approval by a majority of votes cast on such proposal.
With respect to this proposal, your Board of Directors recommends a vote AGAINST
Proposal 4. In the case of both proposals, abstentions and broker non-votes will
be disregarded and have no effect the outcome of the vote.

         Again, time is short and if you have not yet voted, we urge you to do
so today.

                                      Sincerely,

                                      /s/ Richard M. Shea
                                      -------------------------
                                      Richard M. Shea
                                      President and Chief Operating Officer
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IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AT THE MEETING IN PERSON OR BY
PROXY; PLEASE MARK, DATE, SIGN AND RETURN THE APPROPRIATE ENCLOSED PROXY OR
PROXIES IN THE ACCOMPANYING ENVELOPE PROVIDED FOR YOUR CONVENIENCE, WHICH
REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES. YOU MAY ALSO CALL
COMPUTERSHARE FUND SERVICES, INC., THE COMPANY'S PROXY SOLICITOR, AT
1-866-413-4968 FOR MORE INFORMATION ABOUT THE ATTACHED PROXY STATEMENT OR TO
VOTE YOUR SHARES.
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