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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 4

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(h) of the Investment Company Act of 1940

o	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b)

Name and Address of ReportingPerson* (Last, First, Middle)

Issuer Name and Ticker orTrading Symbol

I.R.S. Identification Number of ReportingPerson, if an entity (Voluntary)

Ferguson, Barbara

ANFI, Inc. - ANFI

Foley II, William P.

ANFI, Inc. - ANFI

1111 East Katella Avenue Suite 220

Statement for (Month/Day/Year)

If Amendment, Date of Original (Month/Day/Year)

4050 Calle Real

Statement for (Month/Day/Year)

If Amendment, Date of Original (Month/Day/Year)

January 29, 2003

February 24, 2003

(Street)

Relationship of Reporting Person(s) to Issuer (Check All Applicable)

Individual or Joint/Group Filing(Check Applicable Line)

Orange, CA 92687 (City) (State) (Zip)

Director

10% Owner

Form filed by One Reporting Person

Santa Barbara, CA 93110 (City) (State) (Zip)

Director

10% Owner

Form filed by One Reporting Person

Officer (give title below)

Form filed by More than One Reporting Person

Officer (give title below)

Form filed by More than One Reporting Person

Other (specify below)

Executive Vice President

Reminder:		Report on a separate line for each class of securities beneficially owned directly or indirectly.

*		If the form is filed by more than one reporting person, see instruction 4(b)(v).

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

Title of Security(Instr. 3)

Transaction Date(Month/Day/Year)

2a.

Deemed ExecutionDate, if any.(Month/Day/Year)

Transaction Code(Instr. 8)

Securities Acquired (A)or Disposed of (D)(Instr. 3, 4 and 5)

Amount of SecuritiesBeneficially OwnedFollowing Reported Transactions(s)(Instr. 3 and 4)

OwnershipForm:Direct (D) orIndirect (I)(Instr. 4)

Nature ofIndirectBeneficialOwnership(Instr. 4)

Code

Amount

(A)or(D)

Price

Common Stock

12/2924/03

323,~~496~~000

$1.955

Common Stock

12/2924/03

53,~~404~~000

$114.~~233~~6053

556,805

Common Stock

1/29/03

25,000

$14.90

Common Stock

1/29/03

5,000

$14.943

Common Stock

1/29/03

3,900

$14.95

Common Stock

1/29/03

4,000

$15.00

87,178

Page 2

Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

Title of DerivativeSecurity(Instr. 3)

Conversion or ExercisePrice of DerivativeSecurity

TransactionDate(Month/Day/Year)

3a.

Deemed ExecutionDate, if any(Month/Day/Year)

TransactionCode(Instr. 8)

Number of Derivative SecuritiesAcquired (A) or Disposed of (D)(Instr. 3, 4 and 5)

Code

(A)

(D)

Stock Option (right to buy)

$1.955

12/2924/03

323,~~496~~000

Stock Option (right to buy)

$1.233

1/29/03

5,404

Page 3

Table II — Derivative Securities Acquired, Disposed of, or Beneficially Owned — Continued(e.g., puts, calls, warrants, options, convertible securities)

Date Exercisable andExpiration Date(Month/Day/Year)

Title and Amount of Underlying Securities(Instr. 3 and 4)

Price of DerivativeSecurity(Instr. 5)

Number of DerivativeSecurities Beneficially OwnedFollowing Reported Transaction(s) (Instr. 4)

10.

Ownership Form of Derivative Security:Direct (D) or Indirect (I)(Instr. 4)

11.

Nature ofIndirectBeneficialOwnership(Instr. 4)

DateExercisable

ExpirationDate

Title

Amount orNumber ofShares

10/4/01

10/4/10

Common Stock

68103,~~750~~125

22100,~~916~~125

1/23/01

1/23/11

Common Stock

38,190

32,786

278,250(1)

155,006(1)

Explanation of Responses:

(1) ~~Reflects~~Reflect's Reporting Person's total Derivative Securities of ANFI, Inc. as of ~~January~~February 2924, 2003.

/s/ Barbara Ferguson		January 29, 2003
/s/ William P. Foley II		February 24, 2003
**Signature of Reporting Person		Date

**		Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note:		File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Page 4

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