================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 20, 2004
ACE SECURITIES CORP.
(as depositor under the Pooling and Servicing Agreement,
dated as of September 1, 2004, providing for the issuance of
ACE Securities Corp. Home Equity Loan Trust, Series 2004-HE2,
Asset-Backed Pass-Through Certificates)
ACE Securities Corp.
--------------------
(Exact name of registrant as specified in its charter)
- --------------------------------------------------------------------------------
Delaware 333-110039 56-2088493
-------- ---------- ----------
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer Identification
of Incorporation) Number)
6525 Morrison Blvd., Suite 318,
Charlotte, North Carolina 28211
- ------------------------- -----
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 704-365-0569
================================================================================
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR 240.14a-12(b))
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets
--------------------------------------------------
Description of the Certificates and the Mortgage Pool
On September 20, 2004, a series of certificates, entitled ACE
Securities Corp. Home Equity Loan Trust, Series 2004-HE2, Asset-Backed
Pass-Through Certificates (the "Certificates"), were issued pursuant to a
pooling and servicing agreement, dated as of September 1, 2004 (the
"Agreement"), attached hereto as Exhibit 4.1, among ACE Securities Corp. as
depositor (the "Depositor"), Ocwen Federal Bank FSB as servicer (the
"Servicer"), Wells Fargo Bank, N.A. as master servicer and securities
administrator (the "Master Servicer and Securities Administrator") and HSBC Bank
USA, National Association as trustee (the "Trustee"). The Certificates consist
of fifteen classes of certificates (collectively, the "Certificates"),
designated as the "Class A-1 Certificates", "Class A-2A Certificates", "Class
A-2B Certificates", "Class A-2C Certificates", "Class M-1 Certificates", "Class
M-2 Certificates", "Class M-3 Certificates", "Class M-4 Certificates" "Class M-5
Certificates", "Class M-6 Certificates", "Class B-1 Certificates", "Class B-2
Certificates", Class CE Certificates", "Class P Certificates" and "Class R
Certificates". The Certificates evidence in the aggregate the entire beneficial
ownership interest in a trust fund (the "Trust Fund"), consisting of a pool of
mortgage loans (the "Mortgage Pool'") of conventional, one- to four- family,
adjustable rate and fixed rate, first lien mortgage loans having original terms
to maturity up to 30 years (the "Mortgage Loans"). The Mortgage Pool consists of
Mortgage Loans having an aggregate principal balance of approximately
$540,000,117 as of September 1, 2004 (the "Cut-off Date"). The Mortgage Loans
were purchased pursuant to the Mortgage Loan Purchase Agreement, dated September
20, 2004, between DB Structured Products, Inc. as seller and the Depositor (the
"Mortgage Loan Purchase Agreement"). The Class A-1 Certificates, the Class A-2A
Certificates, the Class A-2B Certificates, the Class A-2C Certificates, the
Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates,
the Class M-4 Certificates, the Class M-5 Certificates and the Class M-6
Certificates were sold by Depositor pursuant to the Amended and Restated
Underwriting Agreement, dated June 24, 1999, as amended and restated to and
including July 8, 2002, between the Depositor and Deutsche Bank Securities Inc.,
and the Terms Agreement, dated September 16, 2004 between Depositor and Deutsche
Bank Securities Inc. (collectively, the "Underwriting Agreement").
The Certificates have the following initial Certificate Balances and
Pass-Through Rates:
INITIAL CERTIFICATE PASS-THROUGH
CLASS PRINCIPAL BALANCE(1) RATE
----- -------------------- ----
A-1 $282,154,000 Variable
A-2A $97,696,000 Variable
A-2B $24,000,000 Variable
A-2C $16,000,000 Variable
M-1 $37,260,000 Variable
M-2 $29,700,000 Variable
M-3 $8,100,000 Variable
M-4 $8,100,000 Variable
M-5 $6,750,000 Variable
M-6 $5,400,000 Variable
(1) Approximate.
The Certificates, other than the Class B-1, Class B-2, Class
CE, Class P and Class R Certificates, and the Mortgage Loans are more
particularly described in the Prospectus Supplement, dated September 16, 2004
(the "Prospectus Supplement"), and the Prospectus, dated November 5, 2003, as
previously filed with the Securities and Exchange Commission pursuant to Rule
424(b). The Class B-1, Class B-2, Class CE, Class P and the Class R Certificates
have not been and will not be publicly offered by the Depositor. Capitalized
terms used but not otherwise defined herein shall have the meanings assigned to
them in the Prospectus Supplement.
Item 9.01 Financial Statements and Exhibits
---------------------------------
(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit No. Description
----------- -----------
4.1 Pooling and Servicing Agreement, dated as of September 1, 2004, by and
among ACE Securities Corp., as Depositor, Ocwen Federal Bank FSB as
Servicer, Wells Fargo Bank, N.A. as Master Servicer and Securities
Administrator and HSBC Bank USA, National Association as Trustee
relating to the Series 2004-HE2 Certificates.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: October 5, 2004
ACE SECURITIES CORP.
By: /s/ Douglas K. Johnson
--------------------------
Name: Douglas K. Johnson
Title: President
By: /s/ Evelyn Echevarria
--------------------------
Name: Evelyn Echevarria
Title: Vice President
Index to Exhibits
Exhibit No. Description Sequentially
Numbered Page
4.1 Pooling and Servicing Agreement, dated as of September 1, 7
2004, by and among ACE Securities Corp., as Depositor, Ocwen
Federal Bank FSB as Servicer, Wells Fargo Bank, N.A. as
Master Servicer and Securities Administrator and HSBC Bank
USA, National Association as Trustee relating to the Series
2004-HE2 Certificates.
EXHIBIT 4.1