UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~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): ~~June~~December 2719, 2006

ACE ~~SECURITIES~~Securities ~~CORP~~Corp. (as depositor under a Pooling and Servicing Agreement, dated as of June

~~(as~~1, ~~depositor~~2006, ~~under~~providing for, inter alia, the ~~Pooling~~issuance ~~and~~of ~~Servicing~~ACE ~~Agreement~~Securities Corp. Home Equity Loan Trust,

~~dated~~Series ~~as of June 1,~~ 2006,-HE3 ~~providing~~Asset ~~for~~Backed ~~the~~Pass-Through ~~issuance of~~Certificates)

ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE3~~, Asset-Backed Pass-Through~~

~~Certificates~~(Exact name of issuer as specified in its charter)

ACE Securities Corp.

(Exact name of ~~registrant~~depositor as specified in its charter)

Delaware	333-131727-06	56-2088493
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
6525 Morrison Blvd., Suite 318, Charlotte, North Carolina		28211
(Address of Principal Executive Offices)		(Zip Code)

DB Structured Products, Inc.

~~Registrant’s~~(Exact ~~telephone~~name ~~number,~~of ~~including~~sponsor ~~area~~as ~~code:~~specified ~~(704)~~in ~~365~~its ~~0569~~charter)


Delaware	333-131727-06	56-2088493
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6525 Morrison Blvd., Suite 318 Charlotte, North Carolina		28211
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code, is (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):

~~[_]~~o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~[_]~~o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

~~[_]~~o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~[_]~~o 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~~1

~~Description~~Item of1.01 Entry ~~the~~into ~~Certificates~~a ~~and~~Materially ~~the~~Definitive ~~Mortgage Pool~~Agreement

OnAmendment June 27, 2006, a series of certificates, entitled ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE3, Asset-Backed Pass-Through Certificates (the “Certificates”), were issued pursuant to a pooling and servicing agreement, dated as of June 1, 2006 (the “Agreement”), attached hereto as Exhibit 4.1, among ACE Securities Corp. as depositor (the “Depositor”), Wells Fargo Bank, National Association as master servicer and securities administrator, Ocwen Loan Servicing, LLC as servicer and HSBC Bank USA, National Association as trustee (the “Trustee”). The Certificates consist of nineteen 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 A-2D 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 M-7 Certificates”, “Class M-8 Certificates”, “Class M-9 Certificates”, “Class M-10 Certificates”, “Class M-11 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 and second 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 $1,121,121,333 as of June 1, 2006 (the “Cut-off Date”). The Mortgage Loans were purchased pursuant to the Mortgage Loan Purchase Agreement, dated June 27, 2006, between DB Structured Products, Inc. as seller and the Depositor (the “Mortgage Loan Purchase Agreement”). The Class A-1 Certificates, Class A-2A Certificates, Class A-2B Certificates, Class A-2C Certificates, Class A-2D 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 M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 Certificates were sold by Depositor pursuant to the Second Amended and Restated Underwriting Agreement, dated June 24, 1999, as amended and restated to and including January 25, 2006, between the Depositor and Deutsche Bank Securities Inc., and the Terms Agreement, dated June 21, 2006 between the Depositor and Deutsche Bank Securities Inc. (collectively, the “Underwriting Agreement”).

~~The~~On ~~Certificates~~June 27, ~~have~~2006, a certain pool of mortgage loans (the ~~following~~“Mortgage ~~initial~~Loans”) ~~Certificate~~was ~~Balances~~sold by DB Structured Products, Inc. (the “Seller”) to ACE Securities Corp. (the “Purchaser”) pursuant to a Mortgage Loan Purchase Agreement, dated as of June 27, 2006 (the “Agreement”), by and ~~Pass~~between the Purchaser and the Seller, which Agreement was included in an exhibit attached to a Form 8-~~Through~~K filed with the ~~Rates:~~United States Securities & Exchange Commission on July 17, 2006. The Purchaser and the Seller entered into Amendment Number One to the Agreement (the “Amendment”), dated as of December 19, 2006, attached hereto as Exhibit 4.1. The Amendment reflects the addition of certain representations and warranties to the Agreement.

Class	Initial Certificate Principal Balance(1)	Pass-Through Rate
A-1	$ 585,651,000	One-Month LIBOR + 0.14%(2)(3)
A-2A	$ 141,956,000	One-Month LIBOR + 0.05% (2)(3)
A-2B	$ 54,743,000	One-Month LIBOR + 0.09% (2)(3)
A-2C	$ 49,482,000	One-Month LIBOR + 0.15% (2)(3)
A-2D	$ 24,704,000	One-Month LIBOR + 0.24% (2)(3)
M-1	$ 44,845,000	One-Month LIBOR + 0.29% (2)(3)
M-2	$ 37,983,000	One-Month LIBOR + 0.30% (2)(3)
M-3	$ 28,725,000	One-Month LIBOR + 0.35% (2)(3)
M-4	$ 20,740,000	One-Month LIBOR + 0.39% (2)(3)
M-5	$ 20,740,000	One-Month LIBOR + 0.41% (2)(3)
M-6	$ 18,499,000	One-Month LIBOR + 0.46% (2)(3)
M-7	$ 17,938,000	One-Month LIBOR + 0.95% (2)(3)
M-8	$ 15,696,000	One-Month LIBOR + 1.15% (2)(3)
M-9	$ 12,893,000	One-Month LIBOR + 2.00% (2)(3)
M-10	$ 9,530,000	One-Month LIBOR + 2.50% (2)(3)
M-11	$ 10,651,000	One-Month LIBOR + 2.50% (2)(3)

______________________

(1) Approximate.

(2) The pass-through rate for each class of Offered Certificates will be subject to the applicable Net WAC Pass-Through Rate as described in this prospectus supplement under “Description of the Certificates-Pass-Through Rates.”

(3) After the optional termination date, the margins applicable to the Class A-1, Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates will increase by 100% and the margins applicable to the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates will increase by the lesser of (i) the product of the applicable margin and 50% and (ii) 0.50%.

The Certificates, other than the Class CE, Class P and Class R Certificates, and the Mortgage Loans are more particularly described in the Prospectus Supplement, dated June 21, 2006 (the “Prospectus Supplement”), and the Prospectus, dated April 18, 2006, as previously filed with the Securities and Exchange Commission pursuant to Rule 424(b). The 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

Exhibit No.

Description

4.1

~~Pooling~~Amendment ~~and~~Number ~~Servicing Agreement~~One, dated as of ~~June~~December 119, 2006, byto ~~and~~the ~~among~~Mortgage ~~ACE~~Loan ~~Securities~~Purchase ~~Corp.~~Agreement, dated as ~~Depositor,~~of ~~Wells~~June ~~Fargo Bank~~27, ~~National Association~~2006, asby ~~Master Servicer~~ and ~~Securities~~between ~~Administrator,~~DB ~~Ocwen~~Structured ~~Loan Servicing~~Products, ~~LLC~~Inc., as ~~Servicer~~seller, and ~~HSBC~~ACE ~~Bank~~Securities ~~USA~~Corp., ~~National Association,~~ as ~~Trustee relating to the Series 2006-HE3 Certificates~~purchaser.

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: ~~July~~December 1722, 2006

ACE SECURITIES CORP.

By: /s/ Evelyn Echevarria

Name: Evelyn Echevarria

Title: Vice President

By: /s/ ~~Patricia~~Doris C.Hearn ~~Harris~~

Name: ~~Patricia~~Doris ~~C. Harris~~Hearn

Title: Vice President

Index to Exhibits

Exhibit No.	Description	Sequentially Numbered Page
4.1	~~Pooling~~Amendment ~~and~~Number ~~Servicing Agreement~~One, dated as of ~~June~~December 119, 2006, byto ~~and~~the ~~among~~Mortgage ~~ACE~~Loan ~~Securities~~Purchase ~~Corp.~~Agreement, dated as ~~Depositor,~~of ~~Wells~~June ~~Fargo Bank~~27, ~~National Association~~2006, asby ~~Master Servicer~~ and ~~Securities~~between ~~Administrator,~~DB ~~Ocwen~~Structured ~~Loan Servicing~~Products, ~~LLC~~Inc., as ~~Servicer~~seller, and ~~HSBC~~ACE ~~Bank~~Securities ~~USA~~Corp., ~~National Association,~~ as ~~Trustee relating to the Series 2006-HE3 Certificates~~purchaser.	76

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