IMPAC FUNDING CORPORATION
                                 MASTER SERVICER
                           IMPAC SECURED ASSETS CORP.
                                     COMPANY
                MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2003-3

          ____________________________________________________________

                        Supplement dated October 17, 2003
                                       to
                    Prospectus Supplement dated July 29, 2003
                                       to
                         Prospectus dated March 28, 2003

Capitalized terms used herein and not otherwise defined herein have the meanings
assigned in the prospectus supplement dated July 29, 2003.

         The following paragraphs shall be inserted after the last paragraph
under "Risk Factors--The Mortgage Loans Were Underwritten to Non-Conforming
Underwriting Standards, Which May Result in Losses or Shortfalls to Be Incurred
on the Offered Certificates" on page S-11:

         SOME OF THE MORTGAGE LOANS HAVE AN INITIAL INTEREST ONLY PERIOD, WHICH
         MAY RESULT IN INCREASED DELINQUENCIES AND LOSSES WITH RESPECT TO THESE
         MORTGAGE LOANS

                  Approximately 10.66% and 1.61% of the mortgage loans (by
         aggregate outstanding principal balance of the mortgage loans as of the
         cut-off date) have initial interest only periods of five and ten years,
         respectively. During this period, the payment made by the related
         borrower will be less than it would be if the mortgage loan amortized.
         In addition, the mortgage loan balance will not be reduced by the
         principal portion of scheduled monthly payments during this period. As
         a result, no principal payments will be made to the offered
         certificates from these mortgage loans during their interest only
         period except in the case of a prepayment.

                  After the initial interest only period, the scheduled monthly
         payment on these mortgage loans will increase, which may result in
         increased delinquencies by the related borrowers, particularly if
         interest rates have increased and the borrower is unable to refinance.
         In addition, losses may be greater on these mortgage loans as a result
         of the mortgage loan not amortizing during the early years of these
         mortgage loans. Although the amount of principal included in each
         scheduled monthly payment for a traditional mortgage loan is relatively
         small during the first few years after the origination of a mortgage
         loan, in the aggregate the amount can be significant. Any resulting
         delinquencies and losses, to the extent not covered by credit
         enhancement, will be allocated to the offered certificates.

                  Mortgage loans with an initial interest only period are
         relatively new in the mortgage marketplace. The performance of these
         mortgage loans may be significantly different than mortgage loans that
         fully amortize. In particular, there may be a higher expectation by
         these borrowers of refinancing their mortgage loans with a new mortgage
         loan, in particular one with an initial interest






         only period, which may result in higher or lower prepayment speeds than
         would otherwise be the case. In addition, the failure to build equity
         in the property by the related mortgagor may affect the delinquency and
         prepayment of these mortgage loans.

         The following shall be inserted after the third full paragraph
appearing on page S-18 under "The Mortgage Pool--Mortgage Loan Characteristics":

                  Approximately 10.66% and 1.61% of the mortgage loans have
         initial interest only periods of five and ten years, respectively.

         The following shall be inserted after the second paragraph appearing on
page S-43 under "Yield on the Certificates--General Yield and Prepayment
Considerations":

                  Approximately 10.66% and 1.61% of the mortgage loans have
         initial interest only periods of five and ten years, respectively.
         During this period, the payment made by the related borrower will be
         less than it would be if the mortgage loan amortized. In addition, the
         mortgage loan balance will not be reduced by the principal portion of
         scheduled monthly payments during this period. As a result, no
         principal payments will be made to the offered certificates from these
         mortgage loans during their interest only period except in the case of
         a prepayment.

         The word "and" appearing before, and the period appearing after, clause
(xi) on page S-47 under "Yield on the Certificates--Weighted Average Lives"
shall be deleted in their entirety.

         The following shall be inserted after clause (xi) on page S-47 under
"Yield on the Certificates--Weighted Average Lives":

                  ; and (xii) none of the mortgage loans have an interest only
         period.


                            BEAR, STEARNS & CO. INC.
                                   UNDERWRITER