Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 11, 2009, the Board of Directors of Anworth Mortgage Asset Corporation (the "Company") amended the Company's Bylaws. The amendment will be effective following the Company's 2009 Annual Meeting of Stockholders and will not impact the voting for directors at that meeting.

The amendment provides that upon the failure of a director nominee to receive the affirmative vote of more than half of the votes cast in an Uncontested Election (as that term is defined in the Bylaws filed herewith as Exhibit 3.1), such director shall, as a holdover director under Maryland law, tender his resignation as authorized by Section 2-406 of the Maryland General Corporations and Associations Article, following certification of such vote. The Company's Nominating and Corporate Governance Committee shall then consider the tendered resignation offer and make a recommendation to the Board of Directors.

In determining whether to accept the resignation, the Nominating and Corporate Governance Committee will consider, among other things, whether accepting the resignation of a director who receives a Majority Against Vote (as that term is defined in the Bylaws filed herewith as Exhibit 3.1) would cause the Company to fail to meet any applicable U.S. Securities and Exchange Commission or NYSE requirement. The Board of Directors will take action within 90 days following certification of the vote, and any director whose resignation is under consideration will abstain from participating in the decision.

The Company previously utilized a plurality standard in all director elections, which standard will continue to apply in any contested election.