AMENDMENT NO. 3 TO GUARANTY

Exhibit 10.6

AMENDMENT NO. 3 TO GUARANTY

AMENDMENT NO. 3 TO GUARANTY, dated as of May 15, 2009 (this “ Amendment ”), by and between ANTHRACITE CAPITAL, INC., a Maryland corporation whose address is 40 East 52 ^nd Street, New York, New York 10022 (collectively, “ Guarantor ”) and DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, a branch of a foreign banking institution whose address is 60 Wall Street, New York, New York 10005 (“ Buyer ”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as hereinafter defined).

RECITALS

WHEREAS, ANTHRACITE FUNDING, LLC (“ Delaware Seller ”), AHR CAPITAL DB LIMITED, an Irish private limited company (“ Irish Seller ”, and together with Delaware Seller, individually or collectively as the context may require, “ Seller ”) and Buyer are parties to that certain Master Repurchase Agreement and Annex I to Master Repurchase Agreement Supplemental Terms And Conditions, dated as of December 23, 2004, as supplemented by the English Loan Supplement dated December 23, 2004, the Joinder, dated October 24, 2005, by which Joinder the Irish Seller was added as a party to the Repurchase Agreement, as amended by that certain Amendment No. 1 to Annex I to Master Repurchase Agreement Supplemental Terms and Conditions, dated February 8, 2007, as further amended by that certain Amendment No. 2 to Annex I to Master Repurchase Agreement Supplemental Terms and Conditions, dated July 8, 2008, as further amended by that certain Amendment No. 3 to Master Repurchase Agreement and Annex I to Master Repurchase Agreement Supplemental Terms and Conditions, dated July 17, 2008 (and as otherwise amended, restated, supplemented or otherwise modified from time to time, the “ Repurchase Agreement ”); and

WHEREAS, Guarantor has entered into that certain Guaranty, dated December 23, 2004, in favor of Buyer, as reaffirmed by that certain Reaffirmation of Guaranty dated as of February 27, 2007, and amended by that certain Amendment No. 2 to Guaranty dated as of July 8, 2008, whereby Guarantor guaranties all of Seller’s obligation to Buyer under the Repurchase Agreement (and as otherwise amended, restated, supplemented or otherwise modified from time to time, the “ Guaranty ”)

WHEREAS, Buyer and Seller desire to amend the terms of the Repurchase Agreement pursuant to that certain Amendment No. 4 To Master Repurchase Agreement And Annex I To Master Repurchase Agreement Supplemental Terms And Conditions, dated as of the date hereof (the “ Amendment to MRA ”);

WHEREAS, Buyer has requested, that as condition to the Amendment to MRA, Guarantor enter into the Amendment; and

WHEREAS, Buyer and Guarantor desire to amend the Guaranty as more particularly set forth herein.

NOW THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Buyer hereby agree as follows:

SECTION 1. Amendments .

“ Anthracite Party ” shall mean Seller, Guarantor and/or any of their respective Subsidiaries and/or Affiliates.

“ Anthracite Restructuring Party ” shall mean Seller, Guarantor, Anthracite Secured Interest LLC, AHR Capital BofA Limited, Anthracite Capital BOFA Funding LLC, Anthracite Funding, LLC, and AHR Capital Limited.

“ Capital Stock ” shall mean all shares, interests, participations or other equivalents (however designated) of capital stock of a corporation, and all similar ownership interests in a Person (other than a corporation), including, without limitation, non-managing member membership interests and limited partnership interests, and any and all warrants or options to purchase any of the foregoing.

“ Custodial and Account Control Agreement ” shall have the meaning set forth in the Repurchase Agreement.

“ Facility Documents ” shall mean “Facility Documents” as defined in the Intercreditor Agreement.

“ Independent Director ” means a director meeting the criteria for an “independent director” as set forth in NYSE, Inc., Listed Company Manual § 303(A) (or such successor regulation or standard); provided that, in addition, references to “the company” therein shall include BlackRock Financial Management Inc. and its Affiliates.

“ Intercreditor Agreement ” shall mean that certain Intercreditor Agreement dated as of the date hereof, among Buyer, Morgan Stanley Mortgage Servicing Limited, Morgan Stanley Principal Funding, Inc., Bank of America, N.A., as lender under the credit agreement described therein, Banc of America Mortgage Capital Corporation and Bank of America, N.A., as buyer under the repurchase agreement described therein, and Bank of America, N.A., as collateral agent.

“ Investment ” shall mean in respect of any Person, any loan or advance to such Person, any purchase or other acquisition of any Capital Stock of such Person, any capital contribution to such Person or any other investment or interest in such Person.

“ Operating Earnings ” shall mean total interest income, in accordance with GAAP, less interest expense, general and administrative expense and management fees, exclusive of any net income and net losses attributable to Carbon Capital I, Inc. or Carbon Capital II, Inc.

“ Organizational Documents ” shall mean, with respect to a Person that is not a natural person, a certificate of incorporation, charter, by-laws, certificate of limited partnership, partnership agreement, certificate of formation, articles of organization, limited liability company agreement, operating agreement, declaration of trust, trust agreement and any certificates evidencing ownership in any Person, and all amendments or modifications of any of the foregoing, and all other agreements, instruments and/or other organizational or governing documents of or relating to such Person.

“ Permitted Blackrock Payments ” shall mean the following:

(a) payment of interest under the Blackrock Credit Agreement; so long as (i) such payments are made solely from cash flow of BlackRock Holdco 2, Inc.’s investment in Carbon Capital II, Inc. and (ii) no default or event of default under any Senior Secured Facility has occurred and is continuing; provided further that BlackRock Holdco 2, Inc. may accept the collateral securing the Blackrock Credit Agreement in full satisfaction of all obligations thereunder;

(b) payments made by issuers of collateralized debt obligations and other third parties (excluding Sponsor, any other Anthracite Party and their respective Subsidiaries) directly to BlackRock Financial Management in respect of administrative, accounting and service fees pursuant to the existing agreements for said services;

(c) Blackrock Cash Fees payable in accordance with the Custodial and Account Control Agreement;

(d) distributions of Capital Stock in Sponsor to any Blackrock Entity, so long as such distributions are made with the unanimous written consent of the Independent Directors of Sponsor; and

(e) payments to any Blackrock Entity pursuant to the Budget.

“ Permitted CDO Acquisition ” shall mean an investment made by an issuer of a collateralized debt obligation in any transaction or series of transactions (i) made using cash of such issuer not permitted to be released to its equity holders, and (ii) not resulting in a reduction of such issuer’s free cash flow from the amount of free cash flow that existed immediately prior to such transaction or transactions.

“ Prescribed Laws ” shall mean, collectively, (a) the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56) (The “USA PATRIOT Act”), (b) Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001,

and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism, (c) the International Emergency Economic Power Act, 50 U.S.C. §1701 et. seq. and (d) all other requirements of law relating to money laundering or terrorism.

“ Purchased Asset ” shall mean “Purchased Asset” as defined in the Repurchase Agreement.

“ REIT ” shall mean a real estate investment trust under Section 856 of the Code.

“ Release Price ” shall mean, with respect to any Purchased Asset, the greatest of:

(a) the sum of:

(i) the Asset Attributable Repurchase Price for such Purchased Asset, plus

(ii) Price Differential accrued thereon, plus

(iii) the pro rata share of any other amount payable hereunder (excluding any amount payable in respect of the Deferred Restructuring Fee), plus

(iv) reasonable transaction costs relating to the Permitted Disposal in respect of such Purchased Asset, plus

(v) an amount equal to 25% of the Asset Attributable Repurchase Price for such Purchased Asset;

(b) an amount equal to 30% of the face amount of such Purchased Asset; and

(c) 100% of the proceeds received (less costs satisfactory to Buyer) in connection with any Permitted Disposal of such Purchased Asset.

“ Reserved Matter ” shall mean any modification to the contractual relations between a Secured Creditor and any Anthracite Party which does or could:

(i) cause the date on which a payment is due from that Anthracite Party to fall sooner than agreed;

(ii) increase the overall amount which that Anthracite Party is or will be obliged to pay over the life of those contractual relations or increase the amount of principal, interest fees or other amounts payable under those contractual relations or change the basis on which such amounts are calculated;

(iii) change the Paydown Targets;

(iv) change the way in which funds paid by that Anthracite Party are to be applied to amounts payable by that Anthracite Party;

(v) change the currency in which amounts due are payable;

(vi) change the conditions of disposing of any interest in an asset of that Anthracite Party;

(vii) change the ability of that Anthracite Party to agree to modify agreements between it and any of its debtors or other obligors;

(viii) change way in which amounts payable to that Anthracite Party are to be applied;

(ix) change the Extension Criteria;

(x) postpone, release or modify any obligation of that Anthracite Party to provide information, meet financial performance thresholds, not incur further Indebtedness or not grant new security;

(xi) effect a change to the Secured Creditors or the Anthracite Parties;

(xii) change any consent mechanism;

(xiii) vary the nature, scope or terms of any guarantee and indemnity; or

(xiv) have a material adverse effect on the ability of the Anthracite Parties to fully and timely perform their obligations under any of the Transaction Documents or any other Secured Creditor’s rights under its respective Facility Documents.

“ Secured Creditors ” shall mean “Secured Creditors” as defined in the Intercreditor Agreement.

“ SEC ” shall mean the Securities and Exchange Commission.

“ Total Indebtedness ” shall mean, for any period, the aggregate Indebtedness of Guarantor and its consolidated Subsidiaries (excluding non-recourse Indebtedness) during such period.

“ Affiliate ” shall mean, in respect of any specified Person, any other Person directly or indirectly controlling, controlled by, or under common control with, such Person. For the purposes of this definition, “Control” shall mean the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise and “controlling” and “controlled” shall have meanings correlative thereto; provided , that any Person which owns directly or indirectly 25% or more of the securities having ordinary voting power for the election of directors or other governing body of a corporation or 25% or more of the partnership or other ownership interests of any other Person (other than as a limited partner of such other Person) shall be deemed to control such corporation or other Person. Notwithstanding the forgoing, for all purposes hereunder, neither BlackRock Financial Management, Inc., Sponsor nor any direct or indirect Subsidiary thereof shall be an “Affiliate” of Bank of America Corporation or any of its Subsidiaries (except BlackRock Financial Management, Inc., Sponsor or any such direct or indirect Subsidiary thereof).

“ Guarantied Obligations ” means Seller’s obligations: (a) to fully and promptly pay all sums owed under the Repurchase Documents, other than the payment of the Secondary Deferred Restructuring Fee, at the times and according to the terms required by the Repurchase Documents, without regard to any modification, suspension, or limitation of such terms not agreed to by Buyer, such as a modification, suspension, or limitation arising in or pursuant to any Insolvency Proceeding affecting Seller (even if any such modification, suspension, or limitation causes Seller’s obligation to become discharged or unenforceable and even if such modification was made with Buyer’s consent or agreement); (b) to pay all other sums expended by Buyer or Buyer’s designee or nominee acting on Buyer’s behalf in exercising Buyer’s rights and remedies under the Repurchase Documents, including Buyer’s Legal Costs relating to the Repurchase Transactions and enforcement of remedies pursuant to the Repurchase Documents; and (c) to perform all other obligations contained in the Repurchase Documents, whether monetary or nonmonetary, when and as required by the Repurchase Documents, including all obligations of Seller relating to the Repurchase Transactions and the Security under the Repurchase Documents.

“ Tangible Net Worth ” means, as of a particular date,

(i) all amounts that would be included under capital on a balance sheet of the Guarantor at such date, determined in accordance with GAAP, less

(ii) the sum of (A) amounts owing to the Guarantor from Affiliates and (B) intangible assets.

(a) Guarantor shall not permit with respect to itself any of the following to be breached, as determined on a consolidated basis in conformity with GAAP:

(i) Minimum Tangible Net Worth . At the end of any fiscal quarter, Tangible Net Worth to be less than the sum of Four Hundred Million Dollars ($400,000,000) and seventy-five percent (75%) of any equity offering proceeds accepted by Guarantor from and after the date of this Agreement.

(ii) Quarterly Tangible Net Worth Maintenance . At the end of any fiscal quarter, the Tangible Net Worth of the Guarantor to decline by 20% or more from Guarantor’s Tangible Net Worth as of the last Business Day in the third month preceding such date; provided, that any such decrease shall be calculated exclusive of any decrease in the value of assets owned by (x) Carbon Capital I, Inc. up to a maximum aggregate amount of $1,482,514.80 or (y) Carbon Capital II, Inc. up to a maximum aggregate amount of $100,000,000.00, and, for the avoidance of doubt, in the case of either (x) or (y), any amount of decrease in the value of such assets above such amount shall be included in the calculation of any decrease in the Guarantor’s Tangible Net Worth;

(iii) Yearly Tangible Net Worth Maintenance . At the end of any fiscal quarter, the Tangible Net Worth of the Guarantor to decline by 40% or more from Guarantor’s Tangible Net Worth as of the last Business Day in the twelfth month preceding such date; provided, that any such decrease shall be calculated exclusive of any decrease in the value of assets owned by (x) Carbon Capital I, Inc. up to a maximum aggregate amount of $1,482,514.80 or (y) Carbon Capital II, Inc. up to a maximum aggregate amount of $100,000,000.00, and, for the avoidance of doubt, in the case of either (x) or (y), any amount of decrease in the value of such assets above such amount shall be included in the calculation of any decrease in the Guarantor’s Tangible Net Worth;

(iv) Maintenance of Ratio of Total Indebtedness to Tangible Net Worth . As of any date following the date hereof, the ratio of Guarantor’s Total Indebtedness to Tangible Net Worth shall not at any time be greater than 2.5:1;

(v) Minimum Debt Service Coverage . As of the end of any quarter, the Debt Service Coverage to be less than 1.4 to 1.0; and

(vi) Operating Earnings . Guarantor’s Operating Earnings shall not be less than:

(b) Guarantor agrees that with respect to any financing agreement (including, but not limited to, a credit agreement or a repurchase agreement) or guaranty which the Guarantor enters into and delivers after the date hereof w