SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549

                                   FORM 10-K/A
                                 Amendment No.1

(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, 1998 or

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


      Commission File No.:   333-45021-05

               Structured Asset Securities Corporation
                 Mortgage Pass-Through Certificates
                     Series  1998-3        Trust
        (Exact name of registrant as specified in its charter)



New York                          52-2096714, 52-2096716
                                  52-2096719, 52-2096720
(State or other jurisdiction     (I.R.S. Employer
 of incorporation or              Identification  No.)
 organization)

c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, Maryland                            21044
(Address of principal executive offices)     (ZIP Code)


Registrant's telephone number, including area code:
     (410) 884-2000

Securities to be registered pursuant to Section 12(b)
of the Act:

     NONE

Securities to be 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 ___


     This  Amendment No. 1 on Form 10-K/A amends Item 14 of the original  Annual
     Report on Form 10-K (the  "Original Form 10-K") filed on March 26, 1999, on
     behalf of Structured Asset  Securities  Corporation  Mortgage  Pass-Through
     Certificates Series 1998-3 Trust established  persuant to a Trust Agreement
     among STRUCTURED ASSET SECURITIES CORPORATION,  as Depositor,  NORWEST BANK
     MINNESOTA,  NATIONAL  ASSOCIATION,  as Master  Servicer,  and  FIRST  UNION
     NATIONAL BANK, as Trustee pursuant to which the Structured Asset Securities
     Corporation   Mortgage   Pass-Through   Certificates  Series  1998-3  Trust
     registered  under  the  Securities  Act of 1933 (the  "Certificates")  were
     issued.

Item 14 of the Original Form 10-K is amended to read in its entirety as follows:


Item 14.  Exhibits, Financial Statement Schedules, and Reports
          on Form 8-K.

          (a) Exhibits

              (99.1) Annual Independent Accountants' Servicing
                     Reports concerning servicing activities for
                     the year ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F1>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F1>

              (99.2) Report of Management as to Compliance with
                     Minimum Servicing Standards for the year
                     ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F2>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F2>

              (99.3) Annual Statements of Compliance under the
                     Pooling and Servicing Agreements for the
                     year ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F1>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F1>

              (99.4) Aggregate Statement of Principal and
                     Interest Distributions to Certificate
                     Holders. <F3>

            (b)  On  October 7, 1998, November 9, 1998, and
                 December 8, 1998, reports on Form 8-K were filed
                 by the Company in order to provide the
                 statements for the monthly distributions to
                 holders of the Certificates.  No other reports on
                 Form 8-K have been filed during the last quarter
                 of the period covered by this report.

            (c)  Not applicable.

            (d)  Omitted.

<F1>  Filed herewith.
<F2>  Such document (i) is not filed herewith since such document
      was not received by the reporting person at least three business
      days prior to the due date covered by this report:  and (ii) will
      be included in an amendment to this report on Form 10-K/A to be
      filed within 30 days of the Reporting Person's receipt of such
      document.
<F3>  Previously filed.

                           SIGNATURE

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:

Structured Asset Securities Corporation
Mortgage Pass-Through Certificates
Series  1998-3 Trust

Signed:   First Union National Bank, as Trustee

By:   Robert Ashbaugh, Vice president
By:  /s/  Robert Ashbaugh, Vice president

Dated:  December 15, 1999


Exhibits
Exhibit No.

99.1 Annual  Independent  Accountants'  Servicing Reports  concerning  servicing
     activities for the year ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F1>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F1>

99.2 Report of Management as to Compliance with Minimum Servicing  Standards for
     the year ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F2>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F2>

99.3 Annual Statements of Compliance under the Pooling and Servicing  Agreements
     for the year ended December 31, 1998.

                     a)   AURORA LOAN SRVCS INC <F1>
                     b)   OCWEN FEDERAL BANK FSB <F1>
                     c)   OPTION ONE <F1>

99.4 Aggregate Statement of Principal and Interest  Distributions to Certificate
     Holders. <F3>


<F1>  Filed herewith.
<F2>  Such document (i) is not filed herewith since such document
      was not received by the reporting person at least three business
      days prior to the due date covered by this report:  and (ii) will
      be included in an amendment to this report on Form 10-K/A to be
      filed within 30 days of the Reporting Person's receipt of such
      document.
<F3>  Previously filed.