Filed by Friedman, Billings, Ramsey Group, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 under the Securities Act of 1934
Subject Company: FBR Asset Investment Corporation
Commission File No: 001-15049
On November 20, 2002, Friedman, Billings, Ramsey Group, Inc. and FBR Asset
Investment Corporation distributed the following information:
FORWARD LOOKING INFORMATION
Statements concerning projections, future performance, developments,
events, market forecasts, revenues, expenses, earnings, run rates and
any other guidance on present or future periods constitute forward-
looking statements. These forward-looking statements 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, the
overall environment for interest rates, repayment speeds within the
mortgage-backed securities market, risk associated with equity
investments, the demand for public offerings, activity in the secondary
securities market, the high degree of risk associated with technology
and other venture capital investments, competition for business and
personnel, and general economic, political, and market conditions.
Additional information concerning factors that could cause actual
results to differ materially is contained in FBR Asset's Annual Report
on Form 10-K and quarterly reports on Form 10-Q, and FBR Group's Annual
Report on Form 10-K and quarterly reports on Form 10-Q.
PROXY INFORMATION
In connection with the proposed transactions, Friedman, Billings,
Ramsey Group, Inc. and FBR Asset Investment Corporation will file a
joint proxy statement/prospectus with the Securities and Exchange
Commission. Investors and security holders are urged to carefully read
the joint proxy statement/prospectus regarding the proposed
transactions when it becomes available, because it will contain
important information. Pro forma information contained in the following
materials may be changed in the joint proxy statement/prospectus.
Investors and security holders may obtain a free copy of the joint
proxy statement/prospectus (when it is available) and other documents
containing information about Friedman, Billings, Ramsey Group, Inc. and
FBR Asset, without charge, at the SEC's web site at http://www.sec.gov.
Free copies of both companies' filings may be obtained by directing a
request to 1001 Nineteenth Street North, Arlington, Virginia 22209,
Attention: Investor Relations.
PARTICIPANTS IN SOLICITATION
FBR Group, FBR Asset and their respective directors, executive officers
and other members of their management and employees may be soliciting
proxies from their respective stockholders in connection with the
proposed merger. Information concerning FBR Group's participants in the
solicitation is set forth in FBR Group's proxy statement for its annual
meeting of stockholders, filed with the SEC on May 30, 2002.
Information concerning FBR Asset's participants in the solicitation is
set forth in FBR Asset's proxy statement for its annual meeting of
stockholders, filed with the SEC on April 23, 2002.
[FBR Logo] INDEPENDENT BROKER/DEALER COMPARABLES
________________________________________________________________________________
Annualized Most Recent Net Income
Nine Month Period Applicable to
INDEPENDENT BROKER/DEALER NET INCOME Ended Common
------------------------------------ (except where noted) Shareholders
1 Morgan Stanley 31-Aug-02 $3,008
2 Merrill Lynch 27-Sep-02 2,593
3 Goldman Sachs 30-Aug-02 2,145
4 Lehman Brothers 31-Aug-02 973
5 Bear Stearns 31-Aug-02 881
6 NEW FBR GROUP PROJECTED 2003 PRO FORMA ADJUSTED NET INCOME* 31-DEC-03 198
7 A.G. Edwards Inc.** 31-Aug-02 190
8 Legg Mason, Inc. 30-Sep-02 181
9 Raymond James Financial 28-Jun-02 76
10 Jefferies Group 27-Sep-02 63
11 Stifel Financial Corp. 30-Sep-02 1
*New FBR Group Pro Forma for full year 2003
** Annualized most recent six months
INDEPENDENT BROKER/DEALER ROE
-----------------------------
Nine Month Annualized
Period End ROE
1 NEW FBR GROUP 2003 PRO FORM (ESTIMATED) 31-DEC-03 18.4%
2 Bear Stearns 31-Aug-02 16.5%
3 Morgan Stanley 31-Aug-02 14.0%
4 Merill Lynch 27-Sep-02 11.8%
5 Lehman Brothers 31-Aug-02 11.8%
6 Goldman Sachs 30-Aug-02 11.4%
7 Legg Mason, Inc.* 30-Sep-02 11.2%
8 Jefferies Group 27-Sep-02 10.3%
9 Raymond James Financial 28-Jun-02 9.5%
10 A.G. Edwards Inc.* 31-Aug-02 7.8%
11 Stifel Financial Corp. 30-Sep-02 1.9%
12 SWS Group 27-Sep-02 -5.4%
*ROE annualized on most recent six month period
________________________________________________________________________________
Friedman Billings Ramsey
See statement concerning Forward Looking Information.
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