UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: 1
Name of Issuer: Anworth Mortgage Asset Corp.
Title of Class of Securities: Common Stock
CUSIP Number: 034347101
(Date of Event Which Requires Filing of this Statement)
December 31, 2002
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/X/ Rule 13d-1(b)
/X/ 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 the
disclosures provided in a prior cover page.
The information required in 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).
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
Mark E. Brady
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
1,650
6. Shared Voting Power:
1,605,340
7. Sole Dispositive Power:
1,650
8. Shared Dispositive Power:
1,605,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,606,990
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.63%
12. Type of Reporting Person
IN
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
Robert J. Suttman, II
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
6. Shared Voting Power:
1,605,340
7. Sole Dispositive Power:
8. Shared Dispositive Power:
1,605,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,605,340
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.62%
12. Type of Reporting Person
IN
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
Ronald L. Eubel
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
650
6. Shared Voting Power:
1,605,340
7. Sole Dispositive Power:
650
8. Shared Dispositive Power:
1,605,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,605,990
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.63%
12. Type of Reporting Person
IN
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
Bernie Holtgreive
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
6. Shared Voting Power:
1,577,340
7. Sole Dispositive Power:
8. Shared Dispositive Power:
1,577,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,577,340
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IN
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
William Hazel
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
6. Shared Voting Power:
1,577,340
7. Sole Dispositive Power:
8. Shared Dispositive Power:
1,577,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,577,340
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
IN
CUSIP Number: 034347101
1. Name of Reporting Person I.R.S. Identification No. of Above Person
Eubel Brady & Suttman Asset Management, Inc.
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
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
6. Shared Voting Power:
1,577,340
7. Sole Dispositive Power:
8. Shared Dispositive Power:
1,577,340
9. Aggregate Amount Beneficially Owned by Each Reporting Person
1,577,340
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
6.51%
12. Type of Reporting Person
CO, IA
Item 1(a) Name of Issuer: Anworth Mortgage Asset Corp.
(b) Address of Issuer's Principal Executive Offices:
1299 Ocean Avenue
Suite 200
Santa Monica, California 90401
Item 2(a) - (c). Name, Principal Business Address, and Citizenship of Persons
Filing:
Mark E. Brady
Robert J. Suttman
Ron Eubel
William Hazel
Bernie Holtgreive
Eubel Brady & Suttman Asset Management, Inc.
7777 Washington Village Drive
Ste. 210 Dayton, Ohio 45459
Mark E. Brady, Robert J. Suttman, Ronald L. Eubel, William
Hazel and Bernie Holtgreive - United States citizens
Eubel Brady & Suttman Asset Management, Inc. - Delaware
corporation
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 034347101
Item 3. If this statement is filed pursuant to Rule 13d-1(b)(1) or 13d-2(b) or
(c) check whether the person filing is:
(a) / / Broker or dealer registered under Section 15 of the Act,
(b) / / Bank as defined in Section 3(a)(6) of the Act,
(c) / / Insurance Company as defined in Section 3(a)(19) of the Act,
(d) / / Investment Company registered under Section 8 of the Investment
Company Act,
(e) /X/ Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940,
(f) / / Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security Act
of 1974 or Endowment Fund,
(g) / / Parent Holding Company, in accordance with Rule
13d-1(b)(ii)(G),
(h) / / Savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act,
(i) / / Church plan excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act,
(j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
If this statement is filed pursuant to Rule 13d-1(c), check this box. /X/
Item 4. Ownership.
(a) Amount Beneficially Owned: Robert J. Suttman - 1,605,340; Ron L.
Eubel - 1,605,990 shares; Mark E. Brady - 1,606,990 shares; Bernie
Holtgreive, William E. Hazel and Eubel Brady & Suttman Asset
Management, Inc. - 1,577,340 shares;
(b) Percent of Class: Robert J. Suttman - 6.62%; Mark E. Brady and Ron
L. Eubel - 6.63%; Bernie Holtgreive, William E. Hazel and Eubel
Brady & Suttman Asset Management, Inc. - 6.51%;
(c) Robert J. Suttman - 1,605,340 shares with shared power to vote or to
direct the vote; 0 shares with sole power to vote or to direct the
vote; 1,605,340 shares with shared power to dispose or to direct the
disposition of; 0 shares with the sole power to dispose or to direct
the disposition of
Robert L. Eubel - 1,605,340 shares with shared power to vote or
to direct the vote; 650 shares with the sole power to vote or
to direct the vote; 1,605,340 shares with the shared power to
dispose or to direct the disposition of; 650 shares with the
sole power to dispose or to direct the disposition of
Mark E. Brady - 1,605,340 shares with shared power to vote or
to direct the vote; 1,650 shares with the sole power to vote or
to direct the vote; 1,605,340 shares with the shared power to
dispose or to direct the disposition of; 1,650 shares with the
sole power to dispose or to direct the disposition of
Bernie Holtgreive, William E. Hazel and Eubel Brady & Suttman
Asset Management, Inc. - 1,577,340 with shared power to vote or
to direct the vote; 0 shares with sole power to vote or to
direct the vote; 1,577,340 shares with shared power to dispose
or to direct the disposition of; 0 shares with the sole power
to dispose or to direct the disposition of
Item 5. Ownership of Five Percent or Less of a Class.
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
N/A
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported by the Parent Holding Company.
N/A
Item 8. Identification and Classification of Members of the Group.
N/A
Item 9. Notice of Dissolution of the Group.
N/A
Item 10.
With respect to Mark E. Brady, Robert J. Suttman, Ronald L. Eubel, William
Hazel and Bernie Holtgreive:
Certification for Rule 13d-1(c): By signing below I certify that, to the
best of my knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
With respect to EBS Asset Management, Inc.:
Certification for Rule 13d-1(b): By signing below I certify that, to the
best of my knowledge and belief, the securities referred to above were
acquired and are held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
With respect to all Reporting Persons:
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.
/s/ Ronald L. Eubel
-------------------------
Ronald L. Eubel
/s/ Mark E. Brady
-------------------------
Mark E. Brady
/s/ Robert J. Suttman, II
-------------------------
Robert J. Suttman, II
/s/ William Hazel
-------------------------
William Hazel
/s/ Bernie Holtgreive
-------------------------
Bernie Holtgreive
EUBEL BRADY & SUTTMAN
ASSET MANAGEMENT, INC.
By:/s/ Ronald L. Eubel
----------------------
By: Ronald L. Eubel
Chief Executive Officer
February 13, 2003
-------------------------
Date
AGREEMENT
The undersigned agree that this Schedule 13G dated February 13, 2003
relating to the Common Stock of Anworth Mortgage Asset Corp. shall be filed on
behalf of the undersigned.
/s/ Ronald L. Eubel
--------------------------
Ronald L. Eubel
/s/ Mark E. Brady
--------------------------
Mark E. Brady
/s/ Robert J. Suttman, II
--------------------------
Robert J. Suttman, II
/s/ William Hazel
--------------------------
William Hazel
/s/ Bernie Holtgreive
--------------------------
Bernie Holtgreive
EUBEL BRADY & SUTTMAN ASSET
MANAGEMENT, INC.
By: /s/ Ronald L. Eubel
--------------------------
By: Ronald L. Eubel
Chief Executive Officer
00843.0001 #384729