UNITED STATES
                             SECURITIES AND EXCHANGE COMMISSION
                                   WASHINGTON, D.C. 20549



                                        FORM 10-K/A
                                    Amendment No. 1 to


  (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, 2006

      OR



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


       Commission file number:  333-132232-16

       Thornburg Mortgage Securities Trust 2006-5
       (exact name of issuing entity as specified in its charter)

       Structured Asset Mortgage Investments II Inc.
       (exact name of the depositor as specified in its charter)

       Thornburg Mortgage Home Loans, Inc.
       (exact name of the sponsor as specified in its charter)


  Delaware                                          54-2197627
  (State or other jurisdiction of                   54-2197628
  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 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).

         See Item 15 (Part IV).


                      EXPLANATORY NOTE

This Amendment No. 1 to the Annual Report on Form 10-K filed with the Securities
and Exchange Commission on April 2, 2007 (Accession No. 0001056404-07-001448)
by Thornburg Mortgage Securities Trust 2006-5 (the "Initial 10-K"), for the
fiscal year ended December 31, 2006, is being filed for the sole purpose
of restating the assessment of American Security Insurance Company, Standard
Guaranty Insurance Company and TrackSure Insurance Agency, Inc. (the "Asserting
Party") for the reporting period of January 1, 2006 through December 31, 2006.
The restated assessment, provided to the registrant in February 2008, identifies
a material instance of noncompliance with the servicing criteria set forth in
Item 1122(d)(4)(xii) under Regulation AB. Specifically, the Asserting Party did
not have, during the applicable reporting period, sufficient policies and
procedures to capture the information with respect to the Platform Transactions
necessary to determine compliance with Item 1122(d)(4)(xii). In response to a
Securities and Exchange Commission comment, as of January 1, 2008, the
Asserting Party has implemented practices and procedures to capture the
information necessary to assess compliance with Item 1122(d)(4)(xii).



                                   PART I
  Item 1.  Business.

            Omitted.


  Item 1A.  Risk Factors.

            Omitted.


  Item 1B.  Unresolved Staff Comments.

            None.


  Item 2.  Properties.

            Omitted.


  Item 3.  Legal Proceedings.

            Omitted.


  Item 4.  Submission of Matters to a Vote of Security Holders.

            Omitted.


                                PART II

  Item 5. Market for Registrants Common Equity, Related Stockholder
          Matters and Issuer Purchases of Equity Securities.

            Omitted.


  Item 6.  Selected Financial Data.

            Omitted.


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

            Omitted.


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

            Omitted.


  Item 8.  Financial Statements and Supplementary Data.

            Omitted.


  Item 9.  Changes in and Disagreements With Accountants on Accounting and
           Financial Disclosure.

            Omitted.


  Item 9A. Controls and Procedures.

            Omitted.


  Item 9A(T). Controls and Procedures.

            Omitted.


  Item 9B. Other Information.

            None.


                                PART III

  Item 10. Directors, Executive Officers and Corporate Governance.

            Omitted.


  Item 11. Executive Compensation.

            Omitted.

  Item 12. Security Ownership of Certain Beneficial Owners and
           Management and Related Stockholder Matters.

            Omitted.


  Item 13. Certain Relationships and Related Transactions, and Director
           Independence.

            Omitted.


  Item 14. Principal Accounting Fees and Services.

            Omitted.



                ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB

  Item 1112(b) of Regulation AB, Significant Obligor Financial Information.

            No single obligor represents more than 10% of the pool assets held
            by this transaction.


  Item 1114(b)(2) and 1115(b) of Regulation AB, Significant Enhancement
             Provider Financial Information.



             None.



  Item 1117 of Regulation AB, Legal Proceedings.

            The registrant knows of no material pending legal proceedings
            involving the Trust and all parties related to such Trust, other
            than routine litigation incidental to the duties of those respective
            parties.



  Item 1119 of Regulation AB, Affiliations and Certain Relationships and
             Related Transactions.


            On February 9, 2007, Bear Stearns Residential Mortgage Corporation,
            a wholly owned subsidiary of The Bear Stearns Companies Inc. and an
            affiliate of the Registrant, acquired certain assets used in the
            subprime wholesale mortgage banking division of Performance Credit
            Corporation (formerly known as Encore Credit Corp.) ("PCC"), a
            California corporation that, until February 9, 2007, originated and
            purchased one-to four-family residential mortgage loans offered to
            borrowers with a particular emphasis on "nonconforming" borrowers
            who generally do not satisfy the credit, collateral, documentation
            or other standards required by conventional mortgage lenders and
            loan buyers.


  Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.


            The servicing criteria have been completed within the manner stated
            in the governing documents and are attached hereto under Item 15.


            The restated assessment of American Security Insurance Company,
            Standard Guaranty Insurance Company and TrackSure Insurance Agency,
            Inc. (the "Asserting Party") for the reporting period of January 1,
            2006 through December 31, 2006, provided to the registrant in
            February 2008, identifies a material instance of noncompliance with
            the servicing criteria set forth in Item 1122(d)(4)(xii) under
            Regulation AB. Specifically, the Asserting Party did not have,
            during the applicable reporting period, sufficient policies and
            procedures to capture the information with respect to the Platform
            Transactions necessary to determine compliance with Item 1122(d)(4)
            (xii). In response to a Securities and Exchange Commission comment,
            as of January 1, 2008, the Asserting Party has implemented practices
            and procedures to capture the information necessary to assess
            compliance with Item 1122(d)(4)(xii).


            The 1122 statements for Wells Fargo Bank, National Association
            (Corporate Trust Services) has disclosed material noncompliance with
            criterion 1122(d)(3)(i), as applicable to the Company during the
            twelve months ended December 31. 2006. Certain monthly investor or
            remittance reports included errors in the calculation and/or the
            reporting of delinquencies for the pool assets.

            The 1122 statements for Wells Fargo Bank, N.A. (servicer) has
            disclosed the following instances of material noncompliance with
            certain servicing criteria applicable to the Company during the year
            ended December 31, 2006:

            1. 1122(d)(3)(i) - Delinquency Reporting - The Company provided
               incomplete data to some third parties who use such data to
               calculate delinquency ratios and determine the status of loans
               with respect to bankruptcy, foreclosure or real estate owned.
               Instead of the actual due date being provided for use in
               calculating delinquencies, the date of the first payment due to
               the security was provided.

            2. 1122(d)(4)(vii) - Notification of Intent to Foreclose - The
               Company, as required by certain servicing agreements, did not
               provide investors with prior notification of intent to foreclose.

               The 1122 statements for First American Real Estate Solutions of
               Texas, L.P. (as Sub-Contractor for Cenlar, FSB) has disclosed the
               following material instance of noncompliance with the servicing
               criteria set forth in Item 1122(d)(2)(vii)(B) of Regulation AB
               applicable to the Company during year ended December 31, 2006.
               Account reconciliations for all asset-backed securities related
               bank accounts were not prepared within 30 calendar days after the
               bank statement cutoff date, or such other number of days
               specified in the transaction agreements as required by Item
               1122(d)(2)(vii)(B) of Regulation AB.


               Although each servicing criterion required by Item 1122(d) of
               Regulation AB is addressed in one or more of the Assessments of
               Compliance with Servicing Criteria and related Attestation
               Reports included with this report, the Servicer's, Cenlar FSB,
               Assessment of Compliance and related Attestation Report did not
               address each of the servicing criteria that the Servicer was
               required to address under the terms of the related Servicing
               Agreement. The Servicer has not identified such failure to
               provide an Assessment and Attestation for these items as a
               material failure to fulfill its obligations under the related
               servicing agreement in the Servicer's Compliance Statement
               provided under Item 1123 of Regulation AB, because the Servicer
               asserts that those items are not applicable to the Servicer.


  Item 1123 of Regulation AB, Servicer Compliance Statement.



            The servicer compliance statements have been completed within the
            manner stated in the governing documents and are attached hereto
            under Item 15.




                                PART IV


  Item 15. Exhibits, Financial Statement Schedules.

    (a) Exhibits.

  (4.1) Pooling and Servicing Agreement, dated as of August 1, 2006, among the
        Registrant, LaSalle Bank National Association, Wilmington Trust Company,
        Wells Fargo Bank, N.A. and Thornburg Mortgage Home Loans, Inc. (As
        previously filed on Form 8-K filed on September 15, 2006 and is hereby
        incorporated by reference into this report on Form 10-K).

 (10.1) Underwriting Agreement, dated as of August 30,2006, among the
        Registrant, Bear Stearns & Co. Inc., Banc of America Securities LLC,
        Credit Suisse Securities (USA) LLC, Greenwich Capital Markets, Inc.
        and Lehman Brothers Inc. (As previously filed on Form 8-K filed on
        September 15, 2006 and is hereby incorporated by reference into this
        report on Form 10-K).

 (10.2) Auction Administration Agreement, dated as of August 31, 2006, between
        Credit Suisse International and Wells Fargo Bank, N.A. (As previously
        filed on Form 8-K filed on September 15, 2006 and is hereby incorporated
        by reference into this report on Form 10-K).

 (10.3) ISDA Master Agreement, Schedule to ISDA Master Agreement and swap
        confirmation, each dated as of August 31, 2006, between Credit Suisse
        International and Wells Fargo Bank, N.A.(As previously filed on Form 8-K
        filed on September 15, 2006 and is hereby incorporated by reference into
        this report on Form 10-K).

 (10.4) Yield Maintenance Agreement, dated as of August 31, 2006, between Credit
        Suisse International and Wells Fargo Bank, N.A. (As previously filed on
        Form 8-K filed on September 15, 2006 and is hereby incorporated by
        reference into this report on Form 10-K).


 (10.5) (a) Servicing Agreement, dated as of March 1, 2002, among Thornburg
        Mortgage Home Loans, Inc. ("Thornburg"), as seller and servicer and
        Wells Fargo Bank N.A. ("Wells Fargo"), as master servicer, as amended
        by the Amendment to Servicing Agreement, dated as of December 1, 2002,
        and as amended by the Second Amendment to Servicing Agreement, dated as
        of January 1, 2006, and (b) the Subservicing Acknowledgement Agreement,
        dated as of March 1, 2002, between Thornburg, as servicer, and Cenlar
        FSB, as sub-servicer ("Cenlar"), as amended by the Amendment to
        Subservicing Acknowledgement Agreement, dated as of December 1, 2002,
        and by the Second Amendment to Subservicing Acknowledgement Agreement,
        dated as of January 1, 2006, including the related Transfer Notice,
        dated August 25, 2006, from Thornburg, as seller, to Thornburg, as
        servicer, and Cenlar, as sub-servicer (As previously filed on Form 8-K
        filed on September 15, 2006 and is hereby incorporated by reference into
        this report on Form 10-K).

 (10.6) Reconstituted Servicing Agreement, dated as of August 1, 2006, by and
        among Thornburg, Wells Fargo Bank, N.A. ("Wells Fargo"), as servicer,
        and Thornburg Mortgage Securities Trust 2006-5, and acknowledged by
        Wells Fargo, as master servicer, relating to the Master Seller's
        Warranties and Servicing Agreement dated as of May 1, 2006, between
        Lehman Brothers Bank, FSB ("Lehman Brothers") and Wells Fargo, as
        amended by Amendment No. 1 to the Master Seller's Warranties and
        Servicing Agreement dated as of August 1, 2006, between Lehman Brothers
        and Wells Fargo and further amended by the Assignment and Assumption
        dated as of August 25, 2006, among Lehman Capital, a Division of Lehman
        Brothers Holdings Inc., Wells Fargo and Thornburg (As previously filed
        on Form 8-K filed on September 15, 2006 and is hereby incorporated by
        reference into this report on Form 10-K).

 (10.7) Reconstituted Servicing Agreement dated as of August 1, 2006, by and
        among Thornburg, Wells Fargo, as servicer, Thornburg Mortgage Securities
        Trust 2006-5, and acknowledged by Wells Fargo, as master servicer,
        relating to the Amended and Restated Flow Servicing Agreement between
        Citigroup Global Markets Realty Corp. ("Citigroup") and Wells Fargo, as
        servicer, dated as of March 1, 2006, as amended by the Assignment,
        Assumption and Recognition Agreement dated as of August 28, 2006, among
        Thornburg, Citigroup and Wells Fargo (As previously filed on Form 8-K
        filed on September 15, 2006 and is hereby incorporated by reference
        into this report on Form 10-K).

   (31) Rule 13a-14(d)/15d-14(d) Certifications.

   (33) Reports on assessment of compliance with servicing criteria for
        asset-backed securities.

      <TABLE>

      
         <c>
      a) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for
         Cenlar, FSB <F2>
      b) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for First Horizon
         Home Loan Corporation <F3>
      c) Cenlar, FSB, as Sub-Servicer for Thornburg Mortgage <F1>
      d) Colonial National Mortgage f/k/a Colonial Savings, F.A., as Servicer <F3>
      e) Countrywide Home Loans Servicing LP, as Servicer <F3>
      f) Dovenmuehle Mortgage, Inc., as Sub-Servicer for Mellon Trust of New England, National Association <F3>
      g) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Cenlar, FSB  <F1>
      h) First Horizon Home Loan Corporation, as Servicer <F3>
      i) First Republic Bank, as Servicer <F3>
      j) First Tennessee Bank National Association as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      k) Global Realty Outsourcing, Inc. as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      l) LaSalle Bank, National Association, as Custodian <F1>
      m) Mellon Trust of New England, National Association, as Named Servicer <F3>
      n) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A.  <F1>
      o) Total Mortgage Solutions as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      p) Wells Fargo Bank, N.A., as Servicer <F1>
      q) Wells Fargo Bank, N.A., as Master Servicer <F1>
      r) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      s) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.  <F1>

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for
         Cenlar, FSB <F2>
      b) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for First Horizon
         Home Loan Corporation <F3>
      c) Cenlar, FSB, as Sub-Servicer for Thornburg Mortgage <F1>
      d) Colonial National Mortgage f/k/a Colonial Savings, F.A., as Servicer <F3>
      e) Countrywide Home Loans Servicing LP, as Servicer <F3>
      f) Dovenmuehle Mortgage, Inc., as Sub-Servicer for Mellon Trust of New England, National Association <F3>
      g) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Cenlar, FSB  <F1>
      h) First Horizon Home Loan Corporation, as Servicer <F3>
      i) First Republic Bank, as Servicer <F3>
      j) First Tennessee Bank National Association as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      k) Global Realty Outsourcing, Inc. as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      l) LaSalle Bank, National Association, as Custodian <F1>
      m) Mellon Trust of New England, National Association, as Named Servicer <F3>
      n) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A.  <F1>
      o) Total Mortgage Solutions as Sub-Contractor for First Horizon Home Loan Corporation  <F3>
      p) Wells Fargo Bank, N.A., as Servicer <F1>
      q) Wells Fargo Bank, N.A., as Master Servicer <F1>
      r) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      s) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.  <F1>
      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      a) Assurant Inc. as Sub-Contractor for Cenlar, FSB, as Sub-Contractor <F5>
      b) Assurant Inc. as Sub-Contractor for First Horizon Home Loan Corporation  <F5>
      c) Cenlar, FSB, as Sub-Servicer for Thornburg Mortgage <F1>
      d) Colonial National Mortgage f/k/a Colonial Savings, F.A., as Servicer <F4>
      e) Countrywide Home Loans Servicing LP, as Servicer <F4>
      f) Dovenmuehle Mortgage, Inc., as Sub-Servicer for Mellon Trust of New England, National Association <F4>
      g) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Cenlar, FSB  <F5>
      h) First Horizon Home Loan Corporation, as Servicer <F4>
      i) First Republic Bank, as Servicer <F4>
      j) First Tennessee Bank National Association as Sub-Contractor for First Horizon Home Loan Corporation  <F5>
      k) Global Realty Outsourcing, Inc. as Sub-Contractor for First Horizon Home Loan Corporation  <F5>
      l) LaSalle Bank, National Association, as Custodian <F5>
      m) Mellon Trust of New England, National Association, as Named Servicer <F4>
      n) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A. <F5>
      o) Total Mortgage Solutions as Sub-Contractor for First Horizon Home Loan Corporation  <F5>
      p) Wells Fargo Bank, N.A., as Servicer <F1>
      q) Wells Fargo Bank, N.A., as Master Servicer <F1>
      r) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      s) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.  <F5>

      </TABLE>

   (b) Not applicable.

   (c) Omitted.


  <F1> Filed with the Inital 10-K.

  <F2> Filed with this report.

  <F3> The Servicing Participant serviced less than 5% of the deal and is
       not required under Regulation AB to provide such documentation.

  <F4> The Servicing Participant serviced less than 10% of the deal and is
       not required under Regulation AB to provide such documentation.

  <F5> The Servicing Participant of the deal is not required under Regulation
       AB to provide such documentation.



                                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.



    Thornburg Mortgage Securities Trust 2006-5
    (Issuing Entity)

    Wells Fargo Bank, N.A.
    (Master Servicer)

    /s/ Kristen Ann Cronin
    Kristen Ann Cronin, Vice President
    (senior officer in charge of the servicing function of the master
     servicer)

    Date: June 11, 2008



  Exhibit Index

  Exhibit No.

    (31) Rule 13a-14(d)/15d-14(d) Certifications.

    (33) Reports on assessment of compliance with servicing criteria for
         asset-backed securities.



      <TABLE>

      
         <c>
      a) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for
         Cenlar, FSB

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Restated report on assessment of compliance with servicing criteria for Assurant Inc. as Sub-Contractor for
         Cenlar, FSB

      </TABLE>