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

May 7, 2009

Date of Report (Date of earliest event reported)

FRIEDMAN, BILLINGS, RAMSEY GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

Virginia

(State or Other Jurisdiction of Incorporation)

000-50230	54-1873198
(Commission File Number)	(IRS Employer Identification No.)

1001 Nineteenth Street North

Arlington, VA 22209

 (Address of Principal Executive Office) (Zip Code)

(703) 312-9500

 (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:

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

o Soliciting material pursuant to Rule 14a12 under the Exchange Act (17 CFR 240.14a-12)

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

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

Item 2.02  Results of Operations and Financial Condition.

On May 7, 2009, Friedman, Billings, Ramsey Group, Inc., doing business as Arlington Asset Investment Corp., issued a press release announcing its financial results for the quarter ended March 31, 2009. A copy of the press release is attached hereto as Exhibit 99.1.

Item 7.01 Regulation FD Disclosure.

The information included in Item 2.02 above is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit.

99.1 Friedman, Billings, Ramsey Group, Inc. Press Release dated May 7, 2009.

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.

	Friedman, Billings, Ramsey Group, Inc
Date: May 7, 2009	By:	/s/ Kurt R. Harrington
		Kurt R. Harrington Executive Vice President and Chief Financial Officer, Friedman, Billings, Ramsey Group, Inc.

EX-99.1

  

Contacts:

Media: 703.469.1004 or media@arlingtonasset.com 

Investors: Kurt Harrington at 703.469.1080 or ir@arlingtonasset.com

Arlington Asset Investment Corp. Reports

First Quarter 2009 Financial Results

ARLINGTON, Va., May 8, 2009 – Arlington Asset Investment Corp. (the Company), formerly Friedman, Billings, Ramsey Group, Inc., (NYSE: FBR) today reported net after-tax income of $101.6 million for the quarter ended March 31, 2009, or $0.67 per share (diluted), compared to net after-tax income of $45.1 million for the first quarter of 2008, and a net after-tax loss of $268.5 million for the fourth quarter of 2008.  As of March 31, 2009, book value per share for FBR Group shareholders’ equity was $0.79.

During the quarter ended March 31, 2009, the Company extinguished $201.7 million of trust preferred debt, recognizing a gain of $132.5 million.  Although, there are no assurances of completion, the Company intends to continue its program to extinguish the remaining $50.0 million of trust preferred debt outstanding at March 31, 2009.

Additionally, effective January 1, 2009, the Company elected to discontinue its status as a real-estate investment trust in order to utilize its net operating loss carry-forwards.  As of March 31, 2009, the Company’s net operating loss carry-forwards and net capital loss carry-forwards were approximately $320 million and $600 million, respectively.

First Quarter Highlights

Net income of $101.6 million for the first quarter of 2009, reflecting both cash and non-cash items, includes the following:

· $3.1 million of operating cash loss at FBR Group, excluding $7.0 million of non-cash compensation charges;

· $132.5 million gain on the extinguishment of $201.7 million of trust preferred debt;

· $9.3 million of losses, net of minority interest, relating to FBR Capital Markets;

· $8.9 million of primarily state income tax provision related to the gain on the debt extinguishment; and

· $2.6 million of costs related to non-recurring activities.

On April 7, 2009, the Company settled its previously disclosed bankruptcy matter regarding First NLC.  Under the settlement agreement, the Trustee released all claims that the Trustee or the bankruptcy estate of First NLC may have against the Company and its officers, directors, employees and affiliates in exchange for the payment by the Company of approximately $4.0 million, which the Company accrued for as of December 31, 2008 and paid on April 20, 2009.  Under the settlement agreement, the Company and each of the officers, directors, employees and affiliates released all claims against the Trustee and the First NLC bankruptcy estate.

About the Company

Arlington Asset Investment Corp. (NYSE: FBR) invests in mortgage-related assets and merchant banking opportunities and is the majority owner of FBR Capital Markets Corporation, a separate publicly traded company. The Company is headquartered in the Washington, D.C. metropolitan area. For more information, please visit www.arlingtonasset.com.

Complete first quarter 2009 financial results and tables for FBR Capital Markets can be found at www.fbrcapitalmarkets.com.

Statements concerning future performance, plans and steps to position the Company to realize value, and any other guidance on present or future periods, constitute forward-looking statements that 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, changes in interest rates, increased costs of borrowing, decreased interest spreads, changes in mortgage pre-payment speeds, 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, regulatory and market conditions. These and other risks are described in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q that are available from the Company and from the SEC.

Financial data follows.

ARLINGTON ASSET INVESTMENT CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share amounts)	Quarter Ended
(Unaudited)	March 31,
	2009			2008
REVENUES:
Capital markets	$	49,903		$	104,079
Principal investment:
Interest		2,600			24,852
Net investment income (loss)		6			(14,659	)
Dividends		-			206
Other		-			1,454
Total revenues		52,509			115,932
Interest expense		2,763			23,650
Revenues, net of interest expense		49,746			92,282
NON-INTEREST EXPENSES:
Compensation and benefits		45,137			76,954
Professional services		4,769			12,467
Business development		5,981			12,294
Clearing and brokerage fees		3,297			3,630
Occupancy and equipment		8,105			9,189
Communications		5,227			6,018
Other operating expenses		5,325			5,384
Total non-interest expenses		77,841			125,936
Operating loss		(28,095	)		(33,654	)
OTHER INCOME:
Gain on extinguishment of long-term debt		132,453			-
Other (loss) income		(139	)		73,037
Income before income taxes and noncontrolling interest		104,219			39,383
Income tax provision (benefit)		9,555			(806	)
Net income		94,664			40,189
Less:  Net loss attributable to the noncontrolling interest of consolidated subsidiary		(6,900	)		(4,913	)
Net income attributable to FBR Group shareholders	$	101,564		$	45,102
Basic earnings per share attributable to FBR Group	$	0.67		$	0.30
Diluted earnings per share attributable to FBR Group	$	0.67		$	0.30
Weighted average shares  - basic (in thousands)		152,349			150,784
Weighted average shares  - diluted (in thousands)		152,440			151,419

ARLINGTON ASSET INVESTMENT CORP.

CONSOLIDATED BALANCE SHEETS

(Dollars and shares in thousands, except per share amounts)

(Unaudited)

	31-Mar-09			31-Dec-08
ASSETS
Cash and cash equivalents	$	224,566		$	254,653
Receivables:
Interest		495			1,378
Other		17,493			32,571
Investments:
Mortgage-backed securities, at fair value		38,347			594,294
U.S. Treasury bonds, at fair value		-			550,000
Long-term investments		44,927			54,976
Trading securities, at fair value		30,773			17,954
Due from clearing broker		3,734			-
Derivative assets, at fair value		-			264
Intangible assets, net		8,605			8,943
Furniture, equipment, software and leasehold improvements, net		22,238			24,442
Prepaid expenses and other assets		8,092			20,816
Total assets	$	399,270		$	1,560,291
LIABILITIES AND EQUITY
Liabilities:
Trading account securities sold but	$	12,402		$	8,325
not yet purchased, at fair value
Repurchase agreements		26,194			1,063,040
Derivative liabilities, at fair value		66			56
Interest payable		418			2,064
Accrued compensation and benefits		30,022			47,259
Due to clearing broker		-			3,009
Accounts payable, accrued expenses and other liabilities		31,135			38,925
Long-term debt		51,736			254,357
Total liabilities		151,973			1,417,035
Equity:
Common stock, 158,957 and 159,217 shares issued and outstanding		1,590			1,592
Additional paid-in capital		1,499,802			1,493,130
Accumulated other comprehensive loss, net of taxes		(230	)		(118	)
Accumulated deficit		(1,379,457	)		(1,481,021	)
Total FBR Group shareholders' equity		121,705			13,583
Noncontrolling interest		125,592			129,673
Total equity		247,297			143,256
Total liabilities and equity	$	399,270		$	1,560,291
Book value per share - FBR Group shareholders' equity	$	0.79		$	0.79
Book value per share - total equity	$	1.61		$	0.95
Shares outstanding (in thousands)		153,831			151,221