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, 2005

      OR



  / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


      Commission File Number:  333-123741-01


        Ace Securities Corp. Home Equity Loan Trust
        Asset Backed Pass-Through Certificates
        Series 2005-HE3

     (Exact name of registrant as specified in its charter)


  New York                                          54-2173089
  (State or other jurisdiction of                   54-2173090
  incorporation or organization)                    54-2173091
                                                    (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 if the registrant is a well-known seasoned issuer,
  as defined in Rule 405 of the Securities Act.

        Yes  ___     No  X


  Indicate by check mark if the registrant is not required to file reports
  pursuant to Section 13 or Section 15(d) of the Act.

        Yes  ___     No  X


  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 a large accelerated filer,
  an accelerated filer, or a non-accelerated filer. See Definition of
  "accelerated filer and large accelerated filer" in Rule 12b-2 of the
  Exchange Act. (Check One):


  Large Accelerated Filer ___  Accelerated Filer ___  Non-Accelerated Filer X


  Indicate by check mark whether the registrant is a shell company (as
  defined in Rule 12b-2 of the Act).

        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.


     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.

            Not applicable.


  Item 1A.  Risk Factors.

            Not applicable.


  Item 1B.  Unresolved Staff Comments.

            Not applicable.


  Item 2.  Properties.

            Not applicable.


  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, 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, 2005, the total number of holders
            of record for the Series of Certificates is 31.


  Item 6.  Selected Financial Data.

            Not applicable.

  Item 7.  Management's Discussion and Analysis of Financial Condition and
           Results of Operation.


            Not applicable.


  Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

            Not applicable.


  Item 8.  Financial Statements and Supplementary Data.

            Not applicable.


  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
           and Related Stockholder Matters.

            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.

      <TABLE>

      
         <c>
      a) Ocwen Loan Servicing, LLC, as Servicer, f/k/a Ocwen Federal Bank FSB <F1>

      </TABLE>

     (99.2) Report of Management as to Compliance with Minimum Servicing
            Standards.

      <TABLE>

      
        <c>
      a) Ocwen Loan Servicing, LLC, as Servicer, f/k/a Ocwen Federal Bank FSB <F1>

      </TABLE>

     (99.3) Annual Statements of Compliance under the Pooling and Servicing
            Agreements.

      <TABLE>

      
         <c>
      a) Ocwen Loan Servicing, LLC, as Servicer, f/k/a Ocwen Federal Bank FSB <F1>

      </TABLE>


     (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 2005-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: March 27, 2006


  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 2005-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 Loan Servicing, LLC, as Servicer, f/k/a Ocwen Federal Bank FSB

     Date: March 27, 2006

     /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


Report of Independent Certified Public Accountants


To the Board of Directors of
Ocwen Loan Servicing, LLC


We have examined management's assertion that Ocwen Loan Servicing, LLC ("OLS"),
as successor to Ocwen Federal Bank FSB (the "Bank"), has 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, 2005 included in the
accompanying Management Assertion on Compliance with USAP. Management is
responsible for OLS's compliance with those minimum servicing standards. Our
responsibility is to express an opinion on management's assertion about OLS's
compliance based on our examination.

Our examination was made in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about OLS's compliance with 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 OLS's compliance with the minimum servicing standards.

Our examination disclosed noncompliance with minimum servicing standards related
to custodial account reconciliations and adjustments on adjustable rate
mortgages applicable to OLS during the year ended December 31, 2005 which is
described in the accompanying Management Assertion on Compliance with USAP.

In our opinion, management's assertion that OLS 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, 2005 is fairly stated, in all material respects.



/s/ PricewaterhouseCoopers LLP


February 27, 2006





  EX-99.2
(logo) OCWEN


MANAGEMENT ASSERTION ON COMPLIANCE WITH USAP


February 27, 2006

As of and for the year ended December 31, 2005, Ocwen Loan Servicing, LLC
("OLS"), as successor to Ocwen Federal Bank FSB (the "Bank"), except as
specifically noted below, 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.

We have complied with all aspects of this standard with the exception of certain
reconciling items which arose during the year ended December 31, 2005 were not
cleared within 90 days of their original identification. All items identified
were subsequently cleared within 6 months. As of December 31, 2005, there was
exactly 1 reconciling item totaling $431.07 that had not cleared within 90 days
of identification.


  * Standard: Adjustments on ARM loans shall be computed based on the related
    mortgage note and any ARM rider.

Certain ARM loans serviced by OLS were transferred in with an incorrect look
back date due to errors in prior servicer records. These certain loans had ARM
adjustments shortly after servicing transfer, but prior to OLS receiving the
related mortgage documents from the prior servicer. When OLS received the
mortgage documents and these errors were identified, OLS did not adjust the
principal and interest payment amount. OLS has subsequently made adjustments to
their procedures when they identify an error in prior servicer data to analyze
the affect on the customer's account and make the appropriate adjustment.


(PAGE)


As of and for this same period, OLS had in effect a fidelity bond in the amount
of $20,000,000 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/ Thomas Vickers
Thomas Vickers
Director and Servicing Controller





  EX-99.3
(logo)
OCWEN


Ocwen Loan Servicing, LLC
successor in interest to
Ocwen Federal Bank FSB
Compliance Certification Year Ended December 31, 2005
DB ACE 2005-HE3


The undersigned Officer of Ocwen Loan Servicing, LLC successor in interest to
Ocwen Federal Bank FSB (the "Servicer") confirms that a review of the activities
of the Servicer during the calendar year ending on December 31, 2005 and of the
performance of the Servicer under the Pooling and Servicing Agreement ACE
Securities Corp Home Equity Loan Trust, Series 2005-HE3 Asset Backed Pass
Through Certificates dated April 1, 2005 (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: February 28, 2006


Ocwen Loan Servicing LLC
1661 Worthington Road Suite 100
Centrepark West
West Palm Beach, FL 33409





  Ex-99.4

   Schedule of Year-To-Date Principal and Interest Distributions to
   Certificateholders


   <TABLE>

   Class                              Interest             Principal               Losses             Ending Balance
   
                       <c>                    <c>                  <c>                 <c>
   A-1A                           8,686,758.49         82,807,138.15                 0.00             285,520,861.86
   A-1B                           2,194,699.16         20,702,009.35                 0.00              71,380,990.65
   A-2A                           4,702,181.31         84,278,625.53                 0.00             135,721,374.47
   A-2B                           3,067,377.41                  0.00                 0.00             119,685,000.00
   A-2C                           1,294,723.08                  0.00                 0.00              49,096,000.00
   B-1                              302,043.59                  0.00                 0.00               6,545,000.00
   B-2                              503,390.61                  0.00                 0.00              10,908,000.00
   B-3                              377,542.95                  0.00                 0.00               8,181,000.00
   CE                            18,194,094.63                 71.02                 0.00             903,017,352.96
   M-1                            1,582,304.45                  0.00                 0.00              58,358,000.00
   M-2                              965,995.58                  0.00                 0.00              35,451,000.00
   M-3                              612,355.51                  0.00                 0.00              22,362,000.00
   M-4                              558,857.35                  0.00                 0.00              19,634,000.00
   M-5                              531,587.01                  0.00                 0.00              18,544,000.00
   M-6                              519,579.84                  0.00                 0.00              17,998,000.00
   M-7                              467,745.07                  0.00                 0.00              14,180,000.00
   M-8                              436,207.94                  0.00                 0.00              13,090,000.00
   M-9                              396,628.56                  0.00                 0.00              10,908,000.00
   P                              2,957,991.51                  0.00                 0.00                     100.00
   R-1                                    0.00                  0.00                 0.00                       0.00
   </TABLE>