UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 333-110039-12
Ace Securities Corp. Home Equity Loan Trust
Asset Backed Pass-Through Certificates
Series 2004-HE2
(Exact name of registrant as specified in its charter)
New York 54-2161159
(State or other jurisdiction of 54-2161160
incorporation or organization) (I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
Securities registered pursuant to Section 12(b) of the Act:
NONE.
Securities registered pursuant to Section 12(g) of the Act:
NONE.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Exchange Act Rule 12b-2).
Yes ___ No X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrant's most
recently completed second fiscal quarter.
Not applicable.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Not applicable.
Documents Incorporated by Reference
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.
annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Omitted.
Item 2. Properties.
See Item 15(a), Exhibits 99.1, 99.2, and 99.3, for information
provided in lieu of information required by Item 102 of
Regulation S-K.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings
involving the trust created under the Pooling and Servicing
Agreement (the Trust), the Trustee, the Servicer or the
registrant with respect to the Trust other than routine
litigation incidental to the duties of the respective parties.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for registrant's Common Equity and Related Stockholder
Matters and Issuer Purchases of Equity Securities.
No established public trading market for the Certificates exists.
Records provided to the Trust by the DTC and the Trustee
indicate that as of December 31, 2004, the total number of holders
of record for the Series of Certificates is 22.
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
See Item 15(a), Exhibits 99.1, 99.2, 99.3, for information
provided in lieu of information required by Item 302 of
Regulation S-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
Item 9B. Other Information.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not applicable.
Item 11. Executive Compensation.
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14. Principal Accounting Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Exhibits
(31.1) Rule 13a-14(a)/15d-14(a) Certification
(99.1) Annual Independent Accountants' Servicing Reports concerning
servicing activities.
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a) Ocwen Federal Bank FSB, as Servicer <F1>
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards.
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a) Ocwen Federal Bank FSB, as Servicer <F1>
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements.
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a) Ocwen Federal Bank FSB, as Servicer <F1>
(99.4) Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.
(b) Not applicable.
(c) Omitted.
<F1> Filed herewith.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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:
Ace Securities Corp. Home Equity Loan Trust
Asset Backed Pass-Through Certificates
Series 2004-HE2
(Registrant)
Signed: Wells Fargo Bank, N.A. as Master Servicer
By: Kristen Ann Cronin, Vice President
By: /s/ Kristen Ann Cronin, Vice President
Dated: March 30, 2005
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED
SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
(a)(i) No annual report is provided to the Certificateholders other than
with respect to aggregate principal and interest distributions.
(a)(ii) No proxy statement, form of proxy or other proxy soliciting
material has been sent to any Certificateholder with respect to any
annual or other meeting of Certificateholders.
Exhibit Index
Exhibit No.
Ex-31.1 Rule 13a-14(a)/15d-14(a) Certification
I, Kristen Ann Cronin, certify that:
1. I have reviewed this annual report on Form 10-K, and all reports on
Form 8-K containing distribution or servicing reports filed in
respect of periods included in the year covered by this annual report
of Ace Securities Corp. Home Equity Loan Trust Asset Backed
Pass-Through Certificates, Series 2004-HE2 Trust;
2. Based on my knowledge, the information in these reports, taken as a
whole, does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made,
not misleading as of the last day of the period covered by this
annual report;
3. Based on my knowledge, the distribution or servicing information
required to be provided to the Trustee by the Servicer under the
Pooling and Servicing or similar, agreement, for inclusion in these
reports is included in these reports;
4. I am responsible for reviewing the activities performed by the master
servicer under the pooling and servicing, or similar, agreement, and
based on upon my knowledge and the annual compliance review required
under that agreement, and except as disclosed in the reports, the
master servicer has fulfilled its obligations under that agreement;
and
5. The reports disclose all significant deficiencies relating to the
servicer's compliance with the minimum servicing standards based upon
the report provided by an independent public accountant, after
conducting a review in compliance with the Uniform Single Attestation
Program for Mortgage Bankers or similar procedure, as set forth in
the pooling and servicing, or similar, agreement, that is included in
these reports.
In giving the certifications above, I have reasonably relied on
information provided to me by the following unaffiliated parties:
Ocwen Federal Bank FSB as Servicer.
Date: March 30, 2005
/s/ Kristen Ann Cronin
Signature
Vice President
Title
EX-99.1
(logo) PRICEWATERHOUSECOOPERS
PricewaterhouseCoopers LLP
222 Lakeview Avenue
Suite 360
West Palm Beach, FL 33401
Telephone (561) 832 0038
Facsimile (561) 805 8181
INDEPENDENT REGISTERED CERTIFIED PUBLIC ACCOUNTANT'S REPORT
To the Board of Directors of
Ocwen Federal Bank FSB
We have examined management's assertion, included in the accompanying
Management Assertion on Compliance with USAP, that, except for the
noncompliance related to reconciliations described in the third paragraph and
the noncompliance related to adjustable rate mortgages described in the fifth
paragraph, Ocwen Federal Bank FSB (the "Bank") complied with the minimum
servicing standards identified in the Mortgage Bankers Association of America's
("MBA's") Uniform Single Attestation program for Mortgage Bankers ("USAP") as
of and for the year ended December 31, 2004. Management is responsible for the
Bank's compliance with those minimum servicing standards. Our responsibility is
to express an opinion on management's assertion about the Bank's compliance
based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with the
minimum servicing standards and performing such other procedures as we consider
necessary in the circumstances. We believe that our examination provides a
reasonable basis for our opinion. Our examination does not provide a legal
determination on the Bank's compliance with the minimum servicing standards.
Our examination disclosed noncompliance with minimum servicing standards
related to account reconciliations and adjustable rate mortgages applicable to
the Bank during the year ended December 31, 2004. Such noncompliance is
described in the accompanying Management Assertion on Compliance with USAP.
In our opinion, management's assertion that the Bank complied with the
aforementioned minimum servicing standards, except for noncompliance as
described in the accompanying Management Assertion on Compliance with USAP, as
of and for the year ended December 31, 2004 is fairly stated, in all material
respects.
/S/ PricewaterhouseCoopers LLP
March 29, 2005
EX-99.2
(logo)
OCWEN
MANAGEMENT ASSERTION ON COMPLIANCE WITH USAP
March 11, 2005
As of and for the year ended December 31, 2004, except as specifically noted
below, Ocwen Federal Bank FSB (the "Bank") has complied in all material respects
with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's ("MBA's") Uniform Single Attestation Program for
Mortgage Bankers ("USAP").
* Standard: Reconciliations shall be prepared on a monthly basis for all
custodial bank accounts and related bank clearing accounts. These
reconciliations shall be mathematically accurate, be prepared within forty
five (45) calendar days of the cutoff date; be reviewed and approved by
someone other than the person who prepared the reconciliation; and document
explanations for reconciling items. These reconciling items shall be resolved
within ninety (90) calendar days of their original identification.
Certain reconciling items which arose during the year ended December 31, 2004
were not cleared within 90 days of their original identification. Management has
developed and implemented an action plan and continues to resolve outstanding
reconciling items. All significant reconciling items have been isolated and
reviewed by the Bank, and the Bank believes these items will not have a material
impact on the status of any custodial accounts.
* Standard: Adjustments on ARM loans shall be computed based on the related
mortgage note and any ARM rider.
Certain ARM loans serviced by the Bank have odd due dates (i.e., due dates other
than the first day of the month). The mortgage notes or ARM riders for some of
the odd due date loans establish a look back date for the applicable index at a
certain number of days prior to each Change Date, for example, 45 days prior to
the effective Change Date. The Bank determines the look-back days by using a
30-day month when subtracting the actual number of look-back days stated in the
Mortgage Note or ARM rider from the effective Change Date. Some months that have
more or less than 30 days may therefore have a miscalculated look-back date,
resulting in the index rate being used on an incorrect date, but generally no
more than a two-business day difference. This has resulted in some minor
differences in the calculated monthly payment amount, which could be either
higher or lower, depending on the movement in interest rates.
(logo)
OCWEN
Management has implemented a corrective action plan to revise the internal
procedures for processing these types of ARM adjustments, which includes
adjusting the borrower accounts where necessary. The Bank believes that these
differences did not have a material impact on any mortgagor or investor.
As of and for this same period, the Bank had in effect a fidelity bond in the
amount of $15,000,000 and an errors and omissions policy in the amount of
$5,000,000.
/s/ Ronald M. Faris
Ronald M. Faris
President
/s/ Scott W. Anderson
Scott W. Anderson
Senior Vice President of Residential Assets
/s/ Brian J. LaForest
Brian J. LaForest
Director of Investor Reporting
/s/ Paul E. Neff
Paul E. Neff
Director of Servicing Operations
EX-99.3
(logo) O C W E N
Ocwen Federal Bank FSB
Compliance Certification Year Ended December 31, 2004
Deutsche Bank ACE 2004-HE2
The undersigned Officer of Ocwen Federal Bank FSB (the "Servicer") confirms that
a review of the activities of the Servicer during the calendar year ending on
December 31, 2004 and of the performance of the Servicer under the Pooling and
Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series
2004-HE2, Asset Backed Pass-Through Certificates dated September 1, 2004 (the
"Servicing Agreement") has been made under his supervision. Except as noted on
the Management Assertion on Compliance with USAP, to the best of the undersigned
Officer's knowledge, based on such review, the Servicer has fulfilled all of its
obligations as set forth in the Servicing Agreement.
By: /s/ Scott W. Anderson
Scott W. Anderson, Senior Vice President
Dated: March 15, 2005
Ocwen Federal Bank FSB
1675 Palm Beach Lakes Boulevard, West Palm Beach, FL 33401
Mail to: P. O. Box 24737, West Palm Beach, FL 33416-4737
Ex-99.4
Schedule of Year-To-Date Principal and Interest Distributions to
Certificateholders
Class Interest Principal Losses Ending Balance
<s> <c> <c> <c> <c>
A-1 1,697,290.73 27,777,491.04 0.00 254,376,508.96
A-2A 603,339.25 8,233,204.61 0.00 89,462,795.39
A-2B 134,266.15 3,370,948.50 0.00 20,629,051.50
A-2C 109,650.56 0.00 0.00 16,000,000.00
B-1 140,651.11 0.00 0.00 9,450,000.00
B-2 120,558.09 0.00 0.00 8,100,000.00
CE 4,694,208.05 14.97 0.00 7,290,001.57
M-1 269,548.93 0.00 0.00 37,260,000.00
M-2 256,091.34 0.00 0.00 29,700,000.00
M-3 74,253.09 0.00 0.00 8,100,000.00
M-4 84,175.59 0.00 0.00 8,100,000.00
M-5 71,983.83 0.00 0.00 6,750,000.00
M-6 78,902.06 0.00 0.00 5,400,000.00
P 750,414.40 0.00 0.00 100.00