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: 333-110039-13
Ace Securities Corp. Home Equity Loan Trust
Asset Backed Pass-Through Certificates
Series 2004-HE3
(Exact name of registrant as specified in its charter)
New York 54-2162534
(State or other jurisdiction of 54-2162535
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 28.
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.
<s> <c>
a) Ocwen Federal Bank FSB, as Servicer <F1>
b) Option One, as Servicer <F1>
c) People's Choice Home Loans, as Servicer <F1>
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards.
<s> <c>
a) Ocwen Federal Bank FSB, as Servicer <F1>
b) Option One, as Servicer <F1>
c) People's Choice Home Loans, as Servicer <F1>
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements.
<s> <c>
a) Ocwen Federal Bank FSB, as Servicer <F1>
b) Option One, as Servicer <F1>
c) People's Choice Home Loans, 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-HE3
(Registrant)
Signed: Wells Fargo Bank, N.A. as Master Servicer
By: Kristen Ann Cronin, Vice President
By: /s/ Kristen Ann Cronin, Vice President
Dated: 3/31/05
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-HE3 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, Option One as Servicer, People's
Choice Home Loans as Servicer.
Date:3/31/05
/s/ Kristen Ann Cronin
Signature
Vice President
Title
EX-99.1 (a)
(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-99.1 (b)
(logo) KPMG
KPMG LLP
Suite 2000
355 South Grand Avenue
Los Angeles, CA 90071-1568
Independent Accountants' Report
The Board of Directors and Stockholder
Option One Mortgage Corporation
We have examined management's assertion, included in the accompanying
management assertion, that Option One Mortgage Corporation complied with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers as of and for
the year ended December 31, 2004. Management is responsible for Option One
Mortgage Corporation's compliance with those minimum servicing standards. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about Option One
Mortgage Corporation's compliance with the minimum servicing standards specified
above and performing such other procedures as we considered 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 Option
One Mortgage Corporation's compliance with the minimum servicing standards.
In our opinion, management's assertion that Option One Mortgage Corporation
complied with the aforementioned minimum servicing standards as of and for the
year ended December 31, 2004 is fairly stated, in all material respects.
/s/ KMPG LLP
Los Angeles, California
February 28, 2005
KPMG LLP, a U.S. limited liability partnership, is the U.S.
member firm of KPMG international a Swiss cooperative.
EX-99.1 (c)
Grant Thornton (logo)
Accountants and Business Advisors
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS ON MANAGEMENT'S
ASSERTION ON COMPLIANCE WITH CERTAIN OF THE MINIMUM SERVICING STANDARDS
SET FORTH IN THE UNIFORM SINGLE ATTESTATION PROGRAM
FOR MORTGAGE BANKERS
Board of Directors
People's Choice Financial Corporation
We have examined management's assertion about People's Choice Financial
Corporation and its subsidiaries' ("the Company") compliance with certain
of the minimum servicing standards identified in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage
Bankers ("USAP") as of and for the year ended December 31, 2004, included
in the accompanying management assertion. Management is responsible for the
Company's compliance with those minimum servicing standards. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about the
Company's compliance with certain of the minimum servicing standards and
performing such other procedures as we considered 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 Company's compliance with the minimum servicing standards.
In our opinion, management's assertion that People's Choice Financial
Corporation and its subsidiaries complied with the aforementioned minimum
servicing standards as of and for the year ended December 31, 2004, is
fairly stated, in all material aspects.
/s/ Grant Thornton LLP
March 15, 2005
Irvine, California
Suite 700
18400 Von Karman Avenue
Irvine, CA 92612-0513
T 949.553.1600
F 949.553.0168
W www.grantthornton.com
Grant Thornton LLP
US Member of Grant Thornton International
EX-99.2 (a)
(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-99.2 (b)
(logo) OPTION ONE
MORTGAGE
(logo) H&R BLOCK
an H&R Block company
Management Assertion
As of and for the year ended December 31, 2004, Option One Mortgage Corporation
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's Uniform Single Attestation
Program for Mortgage Bankers. As of and for this same period, Option One
Mortgage Corporation had in effect a fidelity bond and errors and omissions
policy in the amounts of $30,000,000 and $10,000,000, respectively.
/s/ Robert E. Dubrish
Robert E. Dubrish, Chief Executive Officer
/s/ William L. O'Neill
William L. O'Neill, Chief Financial Officer
/s/ Matthew A. Engel
Matthew A. Engel, Controller
/s/ John A. Vella
John A. Vella, Chief Servicing Officer
EX-99.2 (c)
(logo) People's Choice
Home Loan Inc.
The Flexible Lending Solution
March 14, 2005
Grant Thornton
Suite 700
18400 Von Karman Avenue
Irvine, California 92612
Re: People's Choice Home Loan, Inc.
MANAGEMENT'S ASSERTION
As of and for the year ending December 31, 2004, People's Choice Home Loan, Inc.
(the "Company") complied in all material respects with the minimum servicing
standards set forth in the Mortgagers Association of America's Uniform Single
Attestation Program for Mortgage Bankers. As of and for this same period, the
Company had in effect a fidelity bond and errors and omissions policy in the
amounts of $5 million and $5 million, respectively.
People's Choice Home Loan, Inc.
/s/ Martin Bonanno
Martin Bonanno
Vice President
Loan Service Operations
3/14/05
Date
7515 Irvine Center Drive Irvine, California 92618
Toll Free: 866-858-7877 Fax: 949-453-1309
EX-99.2 (d)
(logo) Wilshire
MANAGEMENT'S ASSERTION ON
MINIMUM SERVICING STANDARDS
As of and for the year ended December 31, 2004, Wilshire Credit Corporation
has complied, in all material respects, with Wilshire Credit Corporation's
established minimum servicing standards for residential mortgage loans as set
forth in Appendix I (the "Standards"). The Standards are based on the
Mortgage Banker's Association of America's Uniform Single Attestation Program
for Mortgage Bankers.
As of and for this same period, Wilshire Credit Corporation had in effect an
errors and omission policy in the amount of $5,000,000, from January 1, 2004
through April 30, 2004 and $25,000,000 from May 1, 2004 through December 31,
2004, and a fidelity bond in the amount of $20,000,000 from January 1, 2004
through April 30 2004 and fidelity bonds in the total amount of $265,000,000
from May 1, 2004 through December 31, 2004.
/s/ Jay Memmott
Jay Memmott, President and Chief Executive Officer
Wilshire Credit Corporation
February 28, 2005
/s/ Russell Campbell
Russell Campbell, Chief Financial Officer
Wilshire Credit Corporation
February 28, 2005
/s/ Ken Frye
Ken Frye, Senior Vice President
Wilshire Credit Corporation
February 28, 2005
APPENDIX I
MINIMUM SERVICING STANDARDS AS SET FORTH IN THE MORTGAGE BANKERS
ASSOCIATION OF AMERICA'S UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS
Custodial Bank Accounts
1. 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 after 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.
2. Funds of the servicing entity shall be advanced in cases where there is
an overdraft in an investor's or a mortgagor's account.
3. Each custodial account shall be maintained at a federally insured
depository institution in trust for the applicable investor.
4. Escrow funds held in trust for a mortgagor shall be returned to the
mortgagor within thirty (30) calendar days of payoff of the mortgage
loan.
II. Mortgage Payments
1. Mortgage payments shall be deposited into the custodial bank accounts
and related bank clearing accounts within two business days of receipt.
2. Mortgage payments made in accordance with the mortgagor's loan documents
shall be posted to the applicable mortgagor records within two business
days of receipt.
3. Mortgage payments shall be allocated to principal, interest, insurance,
taxes or other escrow items in accordance with the mortgagor's loan
documents.
4. Mortgage payments identified as loan payoffs shall be allocated in
accordance with the mortgagor's loan documents.
III. Disbursements
1. Disbursements made via wire transfer on behalf of a mortgagor or
investor shall be made only by authorized personnel.
2. Disbursements made on behalf of a mortgagor or investor shall be posted
within two business days to the mortgagor's or investor's records
maintained by the servicing entity.
3. Tax and insurance payments shall be made on or before the penalty or
insurance policy expiration dates, as indicated on tax bills and
insurance premium notices, respectively, provided that such support has
been received by the servicing entity at least thirty (30) calendar
days prior to these dates.
4. Any late payment penalties paid in conjunction with the payment of any
tax bill or insurance premium notice shall be paid from the servicing
entity's funds and not charged to the mortgagor, unless the late
payment was due to the mortgagor's error or omission.
5. Amounts remitted to investors per the servicer's investor reports shall
agree with cancelled checks, or other form of payment, or custodial
bank statements.
6. Unused checks shall be safeguarded so as to prevent unauthorized access.
IV. Investor Accounting and Reporting
The servicing entity's investor reports shall agree with, or reconcile to,
investors' records on a monthly basis as to the total unpaid principal
balance and number of loans serviced by the servicing entity.
V. Mortgagor Loan Accounting
1. The servicing entity's mortgage loan records shall agree with, or
reconcile to, the records of mortgagors with respect to the unpaid
principal balance on a monthly basis.
2. Adjustments on ARM loans shall be computed based on the related
mortgage note and any ARM rider.
3. Escrow accounts shall be analyzed, in accordance with the mortgagor's
loan documents, on at least an annual basis.
4. Interest on escrow accounts shall be paid, or credited, to mortgagors
in accordance with the applicable state laws.
VI. Delinquencies
Records documenting collection efforts shall be maintained during the
period a loan is in default and shall be updated at least monthly. Such
records shall describe the entity's activities in monitoring delinquent
loans including, for example, phone calls, letters and mortgage payment
rescheduling plans in cases where the delinquency is deemed temporary
(e.g., illness or unemployment).
VII. Insurance Policies
A fidelity bond and errors and omissions policy shall be in effect on the
servicing entity throughout the reporting period in the amount of coverage
represented to investors in management's assertion.
EX-99.3 (a)
(logo) Ocwen
Ocwen Federal Bank FSB
Compliance Certification Year Ended December 31, 2004
Deutsche Bank ACE 2004-HE3
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 Interim
Servicing and Servicing Rights Purchase Agreement dated as of February 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 Anderson
Scott Anderson, Senior Vice President
Dated: March 15, 2005
Ocwen Federal Bank FSB
1675 Palm Bcach Lakes Boulevard, West Palm Beach, FL 33401
Mail to: P.O. Box 24737, West Palm Beach, FL 33416-4737
EX-99.3 (b)
OFFICER'S CERTIFICATE
ANNUAL STATEMENT OF THE SERVICER
I, William L. O'Neill, a duly appointed Senior Vice President/Chief
Financial Officer of Option One Mortgage Corporation, the Servicer, hereby
certify that (i) a review of the activities of the Servicer during the calendar
year ended December 31, 2004 and of performance under the Servicing Agreement,
as defined in the cover letter, has been made under my supervision, and (ii) to
the best of my knowledge, based on such review, the Servicer has fulfilled all
of its obligations under the Servicing Agreement during such year.
By: /s/ William L. O'Neill
Name: William L. O'Neill
Title: Senior Vice President/Chief Financial Officer
Date: February 28, 2005
EX-99.3 (c)
(logo) People's Choice
Home Loan, Inc.
The Flexible Lending Solution
Wells Fargo Bank Minnesota, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
Attention: Servicer Oversight Group
OFFICER'S CERTIFICATE
Dear Master Servicer:
The undersigned Officer certifies the following for the 2004 fiscal year:
(i) A review of the activities of the Servicer during the preceding fiscal
year and of the Servicer's performance of the Servicer under the terms of
the Servicing Agreement with respect to such Loans has been made under
the supervision of the officer who signed such Officer's Certificate;
(ii) To the best of such officer's knowledge, based on such review, the
Servicer has fulfilled all its obligations under this Agreement
throughout such year, or if there has been a default in the fulfillment
of any such obligation, such Officer's Certificate shall specify each
such default known to such signer and the nature and status thereof and
what action the Servicer proposes to take with respect thereto.
Certified By:
/s/ Martin Bonanno
Martin Bonanno
Vice President
Title
March 15, 2005
Date
7515 Irvine Center Drive Irvine, California 92692
Corporate Headquarters -- 1-888-624-9492
EX-99.3 (d)
(logo) Wilshire
Wilshire Credit Corporation
Payments
P.O. Box 30040; Los Angeles, CA 90030-0040
or P.O. Box 650314; Dallas, TX 75265-0314
Correspondence
P.O. Box 8517; Portland, OR 97207-8517
Phone
(503) 952-7947
(888) 502-0100
Fax
(503) 952-7476
Web Site
www.wfsg.com
March 7, 2005
Wells Fargo Bank Minnesota, N.A.
9062 Old Annapolis Rd.
Columbia, MD 21045
Attn: Corporate Trust Services
Re: Officer's Certificate:
180 - Structured Asset Investment Loan Trust Series 2003-BC3 (Wells Fargo as
Trustee)
185 - Morgan Stanley ABS Capital I Inc. Trust 2003-SD1. (Wells Fargo as Trustee)
188 - Structured Asset Investment Loan Trust Series 2003-BC4 (Wells Fargo as
Trustee)
215 - Amortizing Residential Collateral Mortgage Trust 2000-BC1. (Wells Fargo as
Master Servicer)
216 - Amortizing Residential Collateral Mortgage Trust 2000-BC3. (Wells Fargo as
Master Servicer)
244 - DLJ ABS Trust Mortgage Pass-Through Certificates, Series 2000-3. (Wells
Fargo as Trustee)
261 - Terwin Mortgage Trust TMTS Series 2003-5SL. (Wells Fargo as Master
Servicer)
274 - Terwin Mortgage Trust, Series TMTS 2003-6HE. (Wells Fargo as Master
Servicer)
329 - Merrill Lynch Mortgage Investors Trust, Series 2004-SL1. (Wells Fargo as
Trustee)
349 - Merrill Lynch Mortgage Investors Trust, Series 2004-FM1. (Wells Fargo as
Trustee)
358 - Merrill Lynch Mortgage Investors Trust, Series 2004-SL2, (Wells Fargo as
Trustee)
360 - Merrill Lynch Mortgage Investors Trust, Series 2004-HE2. (Wells Fargo as
Trustee)
366 - First Franklin mortgage Loan Trust, Series 2004-FFC. (Wells Fargo as
Master Servicer)
Dear Master Servicer:
The undersigned Officer certifies the following for the 2004 fiscal year:
1. I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement(s) and
Pooling and Servicing Agreement(s) and to the best of my knowledge, the
Servicer has fulfilled all of its duties, responsibilities or obligations
under these Agreements throughout such year, or if there has been a default
of failure of the Servicer to perform any of such duties, responsibilities
or obligations; a description of each default or failure and the nature and
status thereof has been reported to Wells Fargo Bank Minnesota, N.A.;
2. I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
3. I have confirmed that the Fidelity Bond; the Errors and Omissions insurance
Policy and any other bonds required under the terms of the Servicing
Agreement(s) and Pooling and Servicing Agreement(s) are in full force and
effect;
4. All premiums for each hazard insurance policy; Flood insurance Policy (if
applicable) and Primary Mortgage insurance policy (if applicable), with
respect to each Mortgaged Property, have been paid and that all such
insurance policies and if full force and effect;
5 All real estate taxes, government assessments and any other expenses accrued
and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the
non-payment has been reported to Wells Fargo Bank Minnesota, N.A.;
6. All Custodial Accounts have been reconciled and are properly funded; and
7. All annual reports of Foreclosure and abandonment of Mortgage property
required per section 6050H, 6050J, and 6050P of the internal revenue Code,
respectively, have been prepared and filed.
Wilshire Credit Corporation
By: /s/ Heidi Peterson
Heidi Peterson
Vice President, Client Relations
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-1A 1,832,818.95 10,550,640.55 0.00 453,683,359.45
A-1B 212,046.51 1,172,303.50 0.00 50,409,696.50
A-2A 398,291.14 2,675,264.72 0.00 97,324,735.28
A-2B 611,338.38 7,409,199.14 0.00 159,709,800.86
A-2C 235,684.53 0.00 0.00 59,533,000.00
A-2D 215,619.34 0.00 0.00 50,300,000.00
B 90,920.89 0.00 0.00 9,950,000.00
CE-1 7,244,662.86 (327.88) 0.00 5,527,983.78
M-1 161,182.62 0.00 0.00 36,485,000.00
M-10 59,395.55 0.00 0.00 6,500,000.00
M-11 142,668.13 0.00 0.00 15,613,000.00
M-2 151,735.13 0.00 0.00 33,721,000.00
M-3 96,242.49 0.00 0.00 21,006,000.00
M-4 94,737.24 0.00 0.00 18,795,000.00
M-5 86,310.51 0.00 0.00 16,584,000.00
M-6 82,573.95 0.00 0.00 14,926,000.00
M-7 85,354.72 0.00 0.00 13,267,000.00
M-8 73,847.94 0.00 0.00 11,056,000.00
M-9 68,164.21 0.00 0.00 9,398,000.00
P 253,205.70 0.00 0.00 100.00
R 0.00 0.00 0.00 0.00