Filed pursuant to rule 424(b)(3)
Registration No. 333-33596
CORE CAP, INC.
[CORE Cap Logo]
767 Fifth Avenue, 24th Floor
New York, NY 10153-0013
Telephone: (917) 369-2306
Fax (917) 369-2411
May 4, 2000
Dear CORE Cap, Inc. Stockholder:
As you know, on May 10, the stockholders of CORE Cap, Inc. will
convene at a special stockholder meeting to consider and vote on the
proposal to approve the agreement and plan of merger, dated February 8,
2000, between CORE Cap and Anthracite Capital, Inc. In response to CORE
Cap shareholder inquiries, CORE Cap has prepared the following information
to assist in the evaluation of the proposed merger.
Based upon CORE Cap's and Anthracite's April 30, 2000 estimated
net asset values, the estimated exchange ratio for the proposed merger
would be 1.2833 Anthracite common shares for each CORE Cap common share. In
addition to receiving shares in Anthracite, CORE Cap common stockholders
will also receive a special dividend estimated to range between $0.25 to
$0.75 per share. The final exchange ratio and special dividend will be
determined before the May 15, 2000 closing on the basis of net asset values
as of May 10. Thus, neither the amount of the ratio nor the amount of the
dividend will be known until after the meeting
Holders of shares of CORE Cap preferred stock will receive one
share of a corresponding class of Anthracite preferred stock whose terms
and conditions are substantially identical to those of the CORE Cap
preferred stock.
This is a supplement to the proxy statement/prospectus, dated
April 11, 2000.
Sincerely,
/s/ Brian Kuelbs
Brian Kuelbs
President
Pursuant to rule 424(c), the proxy statement/prospectus to which
this supplement relates, filed with the SEC in Amendment No. 1 to the
Registration Statement on Form S-4 filed by Anthracite Capital, Inc.
(Registration No. 333-33596), is incorporated by reference herein.