SECOND AMENDED AND RESTATED GUARANTY

Exhibit 10.4

SECOND AMENDED AND RESTATED GUARANTY

This SECOND AMENDED AND RESTATED GUARANTY, dated as of May 15, 2009 (as amended, restated, supplemented or otherwise modified from time to time, this “ Guaranty ”), is made and entered into by Anthracite Capital, Inc., a Maryland corporation whose address is c/o BlackRock Financial Management, Inc., 40 East 52nd Street, New York, New York 10022 (“ Guarantor ”), for the benefit of Bank of America, N.A., whose address is 214 North Tryon Street, Hearst Tower, 20th Floor, Mail Code: NC1-027-20-03, Charlotte, North Carolina 28555 (the “ Buyer Agent ”) for the benefit of Bank of America, N.A. (“ BANA ”) and Banc of America Mortgage Capital Corporation (“ BAMCC ”, individually and/or collectively, as the context may require, each a “ Buyer ” and collectively, the “ Buyers ”).

RECITALS

WHEREAS , Anthracite Capital BofA Funding LLC, a Delaware limited liability company whose address is c/o BlackRock Financial Management, Inc., 40 East 52nd Street, New York, New York 10022 (“ Seller ”) is party to that certain Master Repurchase Agreement among Seller, the Buyer Agent and Buyers dated July 20, 2007, together with all annexes thereto (as amended, restated, supplemented or otherwise modified and in effect prior to the date hereof, the “ Existing Repurchase Agreement ” and as amended by the Amendment to the Repurchase Agreement, dated as of the date hereof (the “ Repo Amendment ”), and as may be further amended, restated, supplemented or otherwise modified from time to time, the “ Repurchase Agreement ”);

WHEREAS, in connection with the Existing Repurchase Agreement, the Guarantor executed and delivered that certain Amended and Restated Guaranty, dated as of August 7, 2008 (as amended, modified and in effect prior to the date hereof, the “ Existing Guaranty ”);

WHEREAS, it is a requirement to the amendment of the Existing Repurchase Agreement that the Existing Guaranty be amended and restated as provided herein;

WHEREAS, Guarantor is the direct owner of 100% of the membership interests of Seller;

WHEREAS, Guarantor expects to benefit if the Seller, the Buyer Agent and the Buyers amend the Existing Repurchase Agreement, and desires that the Buyer Agent and the Buyers amend the Repurchase Agreement; and

WHEREAS, the Buyer Agent and the Buyers would not amend, and would not be obligated to amend, the Existing Repurchase Agreement with Seller unless Guarantor executed this Guaranty;

NOW, THEREFORE, in exchange for good, adequate, and valuable consideration, the receipt of which Guarantor acknowledges, and to induce the Buyer Agent and the Buyers to amend the Existing Repurchase Agreement and accept the other Transaction Documents, Guarantor agrees as follows:

1. DEFINITIONS . For purposes of this Guaranty, the following terms shall be defined as set forth below. In addition, any capitalized term defined in the Repurchase Agreement but not defined in this Guaranty shall have the same meaning in this Guaranty as in the Repurchase Agreement.

1.1 “ Adjusted Net Income ” means, for any period, the Net Income of Guarantor and its consolidated Subsidiaries for such period, determined on a cash basis for such period without recognizing any trading portfolio gains or losses in general, and specifically without giving effect to:

(a) depreciation and amortization,

(b) gains or losses that are classified as “extraordinary” in accordance with GAAP,

(c) capital gains or losses on sales of real estate,

(d) capital gains or losses with respect to the disposition of investments in marketable securities,

(e) any provision/benefit for income taxes for such period,

(f) earnings from equity investments and unconsolidated joint ventures determined in accordance with GAAP,

(g) losses attributable to the impairment of assets,

(h) incentive fees paid in the form of the issuance of the Guarantor’s common stock,

(i) Cash Interest Expense,

(j) income or expense attributable to the ineffectiveness of hedging transactions, and

(k) interest accretions, whether in favor or against the Guarantor.

Without limiting the foregoing, Net Income shall be determined before preferred stock dividends and shall include cash distributions from equity investments and unconsolidated joint ventures.

1.2 “ AHR Ireland ” has the meaning set forth in Section 13.12(a) hereof.

1.3 “ AHR Ireland Property ” has the meaning set forth in Section 13.12(a) hereof.

1.4 “ AHR Ireland Security Documents ” has the meaning set forth in Section 13.12(a) hereof.

1.5 “ Capital Lease Obligations ” means, for any Person, all obligations of such Person to pay rent or other amounts under a lease of (or other agreement conveying the right to use) Property to the extent such obligations are required to be classified and accounted for as a capital lease on a balance sheet of such Person under GAAP, and for purposes of this Guaranty, the amount of such obligations shall be the capitalized amount thereof, determined in accordance with GAAP.

1.6 “ 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.

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1.7 “ Cash Interest Expense ” means, for any period, total interest expense, both expensed and capitalized, of Guarantor and its Subsidiaries for such period with respect to the Total Recourse Indebtedness, determined on a consolidated cash basis, for such period, and net of any interest accretions, whether in favor or against, with respect to debt.

1.8 “ Collateral ” shall have the meaning set forth in the Credit Agreement.

1.9 “ DB Facility Documents ” shall have the meaning set forth in the Intercreditor Agreement.

1.10 “ Debt Service Coverage Ratio ” or “ DSCR ” means, for any period, the ratio of Adjusted Net Income to Cash Interest Expense on the Total Recourse Indebtedness outstanding, it being understood that such determination shall be made on a cash basis.

1.11 “ Facility Documents ” shall have the meaning set forth in the Intercreditor Agreement.

1.12 “ Guarantied Obligations ” means Seller’s obligations: (a) to fully and promptly pay all sums owed under the Transaction Documents, other than the payment of the Secondary Deferred Restructuring Fee, at the times and according to the terms required by the Transaction Documents, without regard to any modification, suspension, or limitation of such terms not agreed to by the Buyer Agent, 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 the Buyer Agent’s consent or agreement); and (b) to perform all other obligations contained in the Transaction Documents, whether monetary or nonmonetary, when and as required by the Transaction Documents, including all obligations of Seller relating to the Repurchase Transactions and the Security under the Transaction Documents.

1.13 “ Indebtedness ” means, for any Person without duplication: (a) obligations created, issued or incurred by such Person for borrowed money (whether by loan, the issuance and sale of debt securities or the sale of Property to another Person subject to an understanding or agreement, contingent or otherwise, to repurchase such Property from such Person); (b) obligations of such Person to pay the deferred purchase or acquisition price of Property or services, other than trade accounts payable (other than for borrowed money) arising, and accrued expenses incurred, in the ordinary course of business so long as such trade accounts payable are payable within ninety (90) days after the date the respective goods are delivered or the respective services are rendered; (c) Indebtedness of others secured by a Lien on the Property of such Person, whether or not the respective Indebtedness so secured has been assumed by such Person; (d) obligations (contingent or otherwise) of such Person in respect of letters of credit or similar instruments issued or accepted by banks and other financial institutions for account of such Person; (e) Capital Lease Obligations of such Person; (f) obligations of such Person under repurchase agreements, sale/buy-back agreements or like arrangements; (g) Indebtedness of others guarantied by such Person; (h) all obligations of such Person incurred in connection with the acquisition or carrying of fixed assets by such Person; (i) Indebtedness of general partnerships of which such Person is a general partner; (j) net liabilities under Hedging Agreements, as determined in accordance with GAAP; and (k) all Off-Balance Sheet Obligations of such Person

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1.14 “ Insolvency Proceeding ” means any case under Title 11 of the United States Code or any successor statute or any other insolvency, bankruptcy, reorganization, liquidation, or like proceeding, or other statute or body of law relating to creditors’ rights, whether brought under state, federal, or foreign law.

1.15 “ Intangible Assets ” means the excess of the cost over book value of assets acquired, patents, trademarks, trade names, copyrights, franchises and other intangible assets (excluding in any event the value of any residual securities).

1.16 “ 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.

1.17 “ Lien ” shall mean any mortgage, lien, pledge, charge, security interest or similar encumbrance.

1.18 “ MS Facility Documents ” shall have the meaning set forth in the Intercreditor Agreement.

1.19 “ Net Income ” shall mean, for any period, the net income of Guarantor and its consolidated Subsidiaries for such period as determined on a consolidated basis in accordance with GAAP.

1.20 “ 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.

1.21 “ Non-Recourse Indebtedness ” means, with respect to any Person, Indebtedness for borrowed money in respect of which recourse for payment (except for customary exceptions for fraud, misapplication of funds, environmental indemnities, and other customary exceptions to non-recourse provisions) is contractually limited to specific assets encumbered by a Lien securing such Indebtedness.

1.22 “ Off-Balance Sheet Obligations ” means, with respect to any Person and its consolidated Subsidiaries determined on a consolidated basis as of any date of determination thereof, without duplication and to the extent not included as a liability on the consolidated balance sheet of such Person and its consolidated Subsidiaries in accordance with GAAP: (a) the monetary obligations under any financing lease or so-called “ synthetic ”, tax retention or off-balance sheet lease transaction which, upon the application of any insolvency laws to such Person or any of its consolidated Subsidiaries, would be characterized as indebtedness; (b) the monetary obligations under any sale and leaseback transaction which does not create a liability on the consolidated balance sheet of such Person and its consolidated Subsidiaries; or (c) any other monetary obligation arising with respect to any other transaction which (i) is characterized as indebtedness for tax purposes but not for accounting purposes in accordance with GAAP or (ii) is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the consolidated balance sheet of such Person and its consolidated Subsidiaries (for purposes of this clause (c) , any transaction structured to provide tax deductibility as interest expense of any dividend, coupon or other periodic payment shall be deemed to be the functional equivalent of a borrowing).

1.23 “ Organic Document ” means, relative to the Guarantor or the Seller, as applicable, its certificate of incorporation, by-laws, certificate of partnership, partnership agreement, certificate of formation, limited liability agreement and all shareholder agreements, voting trusts and similar arrangements to which Anthracite or the Seller is a party applicable to any of its authorized shares.

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1.24 “ 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.

1.25 “ Property ” means any right or interest in or to property of any kind whatsoever, whether real, personal or mixed and whether tangible or intangible.

1.26 “ Restrictive Covenant ” has the meaning set forth in Section 13.2 hereof.

1.27 “ Security ” means any security or collateral held by or for the Buyer Agent, for the benefit of the Buyers, for the Repurchase Transactions or the Guarantied Obligations, whether real or personal property, including any mortgage, deed of trust, financing statement, security agreement, and other security document or instrument of any kind securing the Repurchase Transactions in whole or in part.

1.28 “ Seller ” means: (a) Seller as defined above, acting on its own behalf; (b) any estate created by the commencement of an Insolvency Proceeding affecting Seller; (c) any trustee, liquidator, sequestrator, or receiver of Seller or Seller’s property; and (d) any similar person duly appointed pursuant to any law governing any Insolvency Proceeding of Seller.

1.29 “ Tangible Net Worth ” means, as of a particular date, (i) all amounts that would be included under stockholder’s equity on a balance sheet of Guarantor and its consolidated Subsidiaries at such date, determined in accordance with GAAP, less (ii) the sum of (A) amounts owing to Guarantor and its consolidated Subsidiaries from Affiliates and (B) Intangible Assets of Guarantor and its consolidated Subsidiaries.

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

1.31 “ Total Recourse Indebtedness ” means, for any period, the aggregate Indebtedness (excepting any Non-Recourse Indebtedness) of Guarantor and its consolidated Subsidiaries during such period.

2. ABSOLUTE GUARANTY OF ALL GUARANTIED OBLIGATIONS . Guarantor unconditionally and irrevocably guarantees Seller’s prompt and complete payment, observance, fulfillment, and performance of all Guarantied Obligations. Guarantor shall be personally liable for, and personally obligated to pay and perform, all Guarantied Obligations. All assets and property of Guarantor shall be subject to recourse if Guarantor fails to pay and perform any Guarantied Obligation(s) when and as required to be paid and performed pursuant to the Transaction Documents.

3. NATURE AND SCOPE OF LIABILITY . Guarantor’s liability under this Guaranty is primary and not secondary. Guarantor’s liability under this Guaranty shall be in the full amount of all Guarantied Obligations, including any interest, default interest, costs and fees payable by Seller under the Transaction Documents, including any of the foregoing that would have accrued under the Transaction Documents but for any Insolvency Proceeding.

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4. CHANGES IN TRANSACTION DOCUMENTS . Without notice to, or consent by, Guarantor, and in the Buyer Agent’s sole and absolute discretion and without prejudice to the Buyer Agent or in any way limiting or reducing Guarantor’s liability under this Guaranty, but subject to the terms of the Repurchase Agreement, the Buyer Agent, on behalf of the Buyers, may: (a) grant extensions of time, renewals or other indulgences or modifications to Seller or any other party under any of the Transaction Document(s), (b) change, amend, or modify any Transaction Document(s), (c) authorize the sale, exchange, release or subordination of any Security, (d) accept or reject additional Security in accordance with the terms of the Repurchase Agreement, (e) discharge or release any party or parties liable under the Transaction Documents, (f) foreclose or otherwise realize on any Security, or attempt to foreclose or otherwise realize on any Security, whether such attempt is successful or unsuccessful, in accordance with the terms of the Repurchase Agreement, (g) accept or make compositions or other arrangements or file or refrain from filing a claim in any Insolvency Proceeding, (h) make loans to Seller in such amount(s) and at such time(s) as the Buyer Agent may determine, (i) credit payments in such manner and order of priority as the Buyer Agent may determine in its discretion, provided that such credits shall be consistent with the requirements of the Repurchase Agreement and (j) otherwise deal with Seller and any other party related to the Repurchase Transactions or any Security as the Buyer Agent may determine in its sole and absolute discretion. Without limiting the generality of the foregoing, Guarantor’s liability under this Guaranty shall continue even if the Buyer Agent alters any obligations under the Transaction Documents in any respect or any Buyer’s, the Buyer Agent’s or Guarantor’s remedies or rights against Seller are in any way impaired or suspended without Guarantor’s consent. If the Buyer Agent performs any of the actions described in this paragraph, then Guarantor’s liability shall continue in full force and effect even if the Buyer Agent’s actions impair, diminish or eliminate Guarantor’s subrogation, contribution, or reimbursement rights (if any) against Seller.

5. CERTAIN FINANCIAL COVENANTS . Guarantor shall satisfy with respect to itself each of the following financial covenants, as determined quarterly on a consolidated basis in conformity with GAAP as set forth in the financial statements of Guarantor delivered pursuant to Section 17 hereof:

5.1 Maintenance Tangible Net Worth . At the end of any fiscal quarter, the Guarantor shall not have a Tangible Net Worth less than the sum of Four Hundred Million Dollars ($400,000,000) plus seventy-five percent (75%) of any equity offering proceeds accepted by the Guarantor from and after the date of this Agreement.

5.2 Maintenance of Ratio of Total Indebtedness to Tangible Net Worth . The Guarantor’s ratio of Total Indebtedness to Tangible Net Worth shall not at any time be greater than 2.5:1.

5.3 Changes in Tangible Net Worth . At the end of any fiscal quarter, the Guarantor’s Tangible Net Worth shall not have decreased by (i) twenty percent (20%) or more from the Guarantor’s Tangible Net Worth as of the last Business Day in the third (3 ^rd ) month preceding such date; or (ii) forty percent (40%) or more from the Guarantor’s Tangible Net Worth as of the last Business Day in the twelfth (12 ^th ) 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.

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5.4 Minimum DSCR . DSCR at the end of each fiscal quarter shall not be less than 1.40:1.00.

5.5 Reserved .

5.6 Operating Earnings . Guarantor’s Operating Earnings shall not be less than:

(i) $15,163,000.00 for the fiscal quarter ending on June 30, 2009;

(ii) $14,931,000.00 for the fiscal quarter ending on September 30, 2009;

(iii) $15,288,000.00 for the fiscal quarter ending on December 31, 2009, March 31, 2010, June 30, 2010 and September 30, 2010.

5.7 Accounting Adjustments . Compliance with Sections 5.1 through 5.6 above shall be determined by excluding the assets and liabilities of variable interest entities required to be consolidated under FIN 46R and without giving any effect to any changes in or in the interpretation of FAS 140 after August 7, 2008.

6. NATURE OF GUARANTY . Guarantor’s liability under this Guaranty is a guaranty of payment and performance of the Guarantied Obligations, and is not a guaranty of collection or collectability. Guarantor’s liability under this Guaranty is not conditioned or contingent upon the genuineness, validity, regularity or enforceability of any of the Transaction Documents. Guarantor’s liability under this Guaranty is a continuing, absolute, and unconditional obligation under any and all circumstances whatsoever (except as expressly stated, if at all, in this Guaranty), without regard to the validity, regularity or enforceability of any of the Guarantied Obligations. Guarantor acknowledges that Guarantor is fully obligated under this Guaranty even if Seller had no liability at the time of execution of the Transaction Documents or later ceases to be liable under any Transaction Document, whether pursuant to Insolvency Proceedings or otherwise. Guarantor shall not be entitled to claim, and irrevocably covenants not to raise or assert, any defenses against the Guarantied Obligations that would or might be available to Seller, other than actual payment and performance of all Guarantied Obligations in full in accordance with their terms. Guarantor waives any right to compel the Buyer Agent to proceed first against Seller or any Security before proceeding against Guarantor. Guarantor agrees that if any of the Guarantied Obligations are or become void or unenforceable (because of inadequate consideration, lack of capacity, Insolvency Proceedings, or for any other reason), then Guarantor’s liability under this Guaranty shall continue in full force with respect to all Guarantied Obligations as if they were and continued to be legally enforceable, all in accordance with their terms before giving effect to the Insolvency Proceedings. Guarantor also recognizes and acknowledges that its liability under this Guaranty may be more extensive in amount and more burdensome than that of Seller. Guarantor waives any defense that might otherwise be available to Guarantor based on the proposition that a guarantor’s liability cannot exceed the liability of the principal. Guarantor intends to be fully liable under the Guarantied Obligations regardless of the scope of Seller’s liability thereunder. Without limiting the generality of the foregoing, if the Guarantied Obligations are “ nonrecourse ” as to Seller or Seller’s liability for the Guarantied Obligations is otherwise limited in some way, Guarantor nevertheless intends to be fully liable, to the full extent of all of Guarantor’s assets, with respect to all the Guarantied Obligations, even though Seller’s liability for the Guarantied Obligations may be more limited in scope or less burdensome. Guarantor waives any defenses to this Guaranty arising or purportedly arising from the manner in which any Buyer or the Buyer Agent disburses the Repurchase Transactions to Seller or otherwise, or any waiver of the terms of any Transaction Document by the Buyer Agent or other failure of the Buyer Agent to require full compliance with the Transaction Documents. Guarantor’s liability under this Guaranty shall continue until all sums due under the Transaction Documents have been paid in full and all other performance required under the

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Transaction Documents has been rendered in full, except as expressly provided otherwise (if at all) in this Guaranty. Guarantor’s liability under this Guaranty shall not be limited or affected in any way by any impairment or any diminution or loss of value of any Security whether caused by (a) hazardous substances, (b) the Buyer Agent’s failure to perfect a security interest in any Security, (c) any disability or other defense(s) of Seller, (d) any acts or omissions of the Buyers or the Buyer Agent; or (e) any breach by Seller of any representation or warranty contained in any Transaction Document.

7. WAIVERS OF RIGHTS AND DEFENSES . Guarantor waives any right to require the Buyer Agent or any Buyer to (a) proceed against Seller, (b) proceed against or exhaust any Security, or (c) pursue any other right or remedy for Guarantor’s benefit. Guarantor agrees that the Buyer Agent may proceed against Guarantor with respect to the Guarantied Obligations without taking any actions against Seller and without proceeding against or exhausting any Security. Guarantor agrees that the Buyer Agent may unqualifiedly exercise in its sole discretion (or may waive or release, intentionally or unintentionally) any or all rights and remedies available to it against Seller without impairing the Buyer Agent’s rights and remedies in enforcing this Guaranty, under which Guarantor’s liabilities shall remain independent and unconditional. Guarantor agrees and acknowledges that the Buyer Agent’s exercise (or waiver or release) of certain of such rights or remedies may affect or eliminate Guarantor’s right of subrogation or recovery against Seller (if any) and that Guarantor may incur a partially or totally nonreimbursible liability in performing under this Guaranty. Guarantor has assumed the risk of any such loss of subrogation rights, even if caused by the Buyer Agent’s