SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)*
FBR ASSET INVESTMENT CORPORATION
--------------------------------
(Name of Issuer)
Common Stock, par value $0.01 per share
---------------------------------------
(Title of Class of Securities)
30241E303
---------
(CUSIP Number)
June 21, 2000
-----------------------------------
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Continued on following page(s)
Page 1 of 8 Pages
<PAGE>
SCHEDULE 13G
CUSIP No. 30241E303 Page 2 of 8 Pages
1 Name of Reporting Person
IRS Identification No. of Above Persons (ENTITIES ONLY)
ANGELO, GORDON & CO., L.P.
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
Delaware
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
0%
12 Type of Reporting Person*
BD, IA, PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 30241E303 Page 3 of 8 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
JOHN M. ANGELO
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
United States
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
0%
12 Type of Reporting Person*
IN; HC
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 30241E303 Page 4 of 8 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
MICHAEL L. GORDON
2 Check the Appropriate Box If a Member of a Group*
a. [_]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
United States
5 Sole Voting Power
0
Number of
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive
Person 0
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
0
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
0%
12 Type of Reporting Person*
IN; HC
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 8 Pages
Item 1(a) Name of Issuer:
FBR Asset Investment Corporation (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
Potomac Tower, 1001 Nineteenth Street, North Arlington,
Virginia 22209.
Item 2(a) Name of Person Filing:
This statement is filed on behalf of each of the following
persons (collectively, the "Reporting Persons"):
i) Angelo, Gordon & Co., L.P. ("Angelo, Gordon"),
ii) John M. Angelo, in his capacities as a general partner
of AG Partners, L.P., the sole general partner of
Angelo, Gordon, and as the chief executive officer of
Angelo, Gordon ("Mr. Angelo") and
iii) Michael L. Gordon, in his capacities as the other
general partner of AG Partners, L.P., the sole general
partner of Angelo, Gordon, and as the chief operating
officer of Angelo, Gordon ("Mr. Gordon").
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address and principal business office of each of the
Reporting Persons is 245 Park Avenue, New York, New York 10167.
Item 2(c) Citizenship:
i) Angelo, Gordon is a Delaware limited partnership,
ii) Mr. Angelo is a citizen of the United States and
iii) Mr. Gordon is a citizen of the United States.
Item 2(d) Title of Class of Securities:
Common Stock, par value $0.01 per share (the "Shares").
Item 2(e) CUSIP Number:
30241E303
<PAGE>
Page 6 of 8 Pages
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
i) Angelo, Gordon is a broker-dealer registered under
Section 15 of the Act and an investment adviser
registered under Section 203 of the Investment Advisers
Act of 1940.
ii) Mr. Angelo is a control person of Angelo, Gordon.
iii) Mr. Gordon is a control person of Angelo, Gordon.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of September 20, 2000, each of the Reporting Persons may no
longer be deemed to be the beneficial owner of any Shares.
Item 4(b) Percent of Class:
The number of Shares of which each of the Reporting Persons
may be deemed to be the beneficial owner constitutes 0% of the total number of
Shares outstanding.
Item 4(c) Number of shares as to which such person has:
Angelo, Gordon
--------------
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
Mr. Angelo
-----------
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
Mr. Gordon
-----------
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 0
<PAGE>
Page 7 of 8 Pages
Item 5. Ownership of Five Percent or Less of a Class:
If this Statement is being filed to report the fact that as of
the date hereof the Reporting Persons have ceased to be the beneficial owners of
more than five percent of the class of securities, check the following [x].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
Angelo, Gordon is the relevant entity for which Mr. Angelo and
Mr. Gordon may each be considered a control person.
Angelo, Gordon is a broker-dealer registered under Section 15
of the Act and an investment adviser registered under the Investment Advisers
Act of 1940.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each of the Reporting Persons certifies that,
to the best of such person's knowledge and belief, the securities referred to
above were acquired an the ordinary course of business and were not acquired for
the purpose of and do not have the effect of changing or influencing the control
of the Issuer of such securities and were not acquired in connection with or as
a participant in any transaction having such purposes or effect.
<PAGE>
Page 8 of 8 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: September 20, 2000 ANGELO, GORDON & CO., L.P.
By: AG Partners, L.P.
Its General Partner
By: /S/ MICHAEL L. GORDON
-------------------------------
Name: Michael L. Gordon
Title: General Partner
JOHN M. ANGELO
/S/ JOHN M. ANGELO
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MICHAEL L. GORDON
/S/ MICHAEL L. GORDON
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