_________________________________________________

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 AND EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)

~~April~~September 2821, 2005

Sequoia Residential Funding, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

333-118832

35-2170972

(State or Other Jurisdiction

Of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

591 Redwood Highway
Suite 3160

Mill Valley, California

94941

(Address of Principal

Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (415) 381-1765

No Change

(Former Name or Former Address, if Changed Since Last Report)

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:

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

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

[ ] 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 8.01. Other Events.(1)

In connection with the offering of the Sequoia Mortgage ~~Pass-Through~~Trust ~~Certificates, Series~~ 2005-3,4 ~~Class~~Mortgage APass-1,Through ~~Class X-A, Class X-B, Class A-R, Class B-1, Class B-2 and Class B-3~~ Certificates (the “Certificates”), ~~Banc~~Morgan ofStanley ~~America~~& ~~Securities~~Co. ~~LLC~~Incorporated, as representative (the “Representative”) of the underwriters of the Certificates, has prepared certain materials (the “~~Computational~~Collateral ~~Materials~~Term Sheet”) for distribution to ~~its~~ potential investors. These Computational Materials were furnished to the Registrant by the Representative in respect of the Certificates. The Certificates are being offered pursuant to a Prospectus Supplement dated April 22, 2005, and the related Prospectus dated September 17, 2004 (together, the “Prospectus”), which are being filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Act”). The Certificates have been registered pursuant to the Act under a Registration Statement on Form S-3 (No. 333-118832) (the “Registration Statement”). The Computational Materials are incorporated by reference in the Registration Statement. Although Sequoia Residential Funding, Inc. provided the Representative with certain information regarding the characteristics of the mortgage ~~assets~~loans in the related portfolio, it did not participate in the preparation of the ~~Computational~~Collateral ~~Materials~~Term Sheet filed hereby.

For purposes of this Form 8-K, “~~Computational~~Collateral ~~Materials~~Term Sheet” shall mean ~~computer~~certain ~~generated~~descriptive ~~tables~~information ~~and/or~~about ~~charts~~the ~~displaying,~~mortgage ~~with~~loans ~~respect~~underlying to the ~~Certificates,~~offering ~~any~~ of the ~~following:~~Certificates, ~~yield;~~including ~~average~~data ~~life;~~regarding ~~duration;~~the ~~expected~~contractual ~~maturity;~~and ~~interest~~related ~~rate sensitivity; loss sensitivity; cash flow~~ characteristics; ~~background~~of ~~information~~the ~~regarding~~underlying ~~the~~mortgage loans;, ~~the~~such ~~proposed~~as ~~structure;~~the ~~decrement~~weighted ~~tables;~~average ~~or similar information (tabular or otherwise) of a statistical~~coupon, ~~mathematical,~~weighted ~~tabular~~average ormaturity ~~computational~~and ~~nature. Any~~other ~~statements~~factual or information ~~contained~~regarding in the ~~Computational~~types ~~Materials shall be deemed to be modified or superseded for purposes~~ of ~~the~~assets ~~Prospectus~~comprising ~~and~~ the ~~Registration~~mortgage ~~Statement~~pool. The byCollateral ~~statements~~Term orSheet ~~information~~is ~~contained~~attached inhereto ~~the~~as ~~Prospectus~~Exhibit 99. 1.

~~The Computational Materials are attached hereto as Exhibit 99.~~1.

____________________________

(1)

Capitalized terms used but not otherwise defined herein shall have the same meanings ascribed to them in the Prospectus.

Item 9.01. Financial Statements and Exhibits.

(a)

Not applicable.

(b)

Not applicable.

(c)

~~Exhibits:~~Not applicable.

(d)

Exhibit:

99.1

~~Computational~~Collateral ~~Materials~~Term ~~prepared by Banc of America Securities LLC in connection with certain classes of the Sequoia Mortgage Pass-Through Certificates, Series 2005-3~~Sheet.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~as amended,~~ the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SEQUOIA RESIDENTIAL FUNDING, INC.

By: ~~/s/ John H. Isbrandsten~~

/s/ John H. Isbrandtsen

Name: John H. Isbrandtsen

Title: Vice President

Dated: ~~April~~September 2822, 2005

EXHIBIT INDEX

Exhibit No.

Description

99.1

~~Computational~~Collateral ~~Materials~~Term ~~prepared by Banc of America Securities LLC in connection with certain classes of the Sequoia Mortgage Pass-Through Certificates, Series 2005-3.~~Sheet

Exhibit 99.1 ~~Computational~~Collateral ~~Materials~~Term Sheet

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