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

FORM 10-K

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

|  |                                                                                                                                  
|- | ---------------------------------------------------------------------------------------------------------------------------------
|x | ANNUAL
  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2006
|  |                                                                                                                                  
|o | TRANSITION
  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from _____ to

333-131356-02
(Commission File Number of Issuing Entity)

|                                                            
|------------------------------------------------------------
|USAA Auto Owner Trust 2006-3                                
|(Exact
  name of Issuing Entity as specified in its charter)
|                                                            
|USAA Acceptance, LLC                                        
|(Exact
  name of Depositor as specified in its charter)     
|                                                            
|USAA Federal Savings Bank                                   
|(Exact name of Sponsor
  as specified in its charter)       

| |                                                                  |  |                                       
| | ---------------------------------------------------------------- |  | --------------------------------------
| | Delaware                                                         |  | 71-0898378                            
| | (State or other jurisdiction of
  incorporation or organization) |  | (I.R.S. Employer
  Identification No.)
| |                                                                  |  |                                       
| | 9830 Colonnade Blvd.                                             |  |                                       
| | Suite
  600                                                      |  |                                       
| | San
  Antonio, TX                                                |  | 78230                                 
| | (Address of principal executive offices)                         |  | (Zip Code)                            

(302)
888-7536(Registrants telephone number, including area code)

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

|                    |  |                                          
|------------------- |  | -----------------------------------------
|Title of each class |  | Name of each exchange
on which registered
|                    |  |                                          
|None                |  | None                                     

Securities registered
pursuant to Section 12(g) of the Securities Exchange Act: None

Indicate by check mark if the registrant is a
well-known seasoned issuer (as defined in Rule 405 of the Securities Act). o Yes   x No

Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act. o Yes   x No

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 period that
the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. x Yes   o No

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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. x

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 Securities Exchange Act. (Check one):

|                            |                      |                         
|--------------------------- | -------------------- | ------------------------
|Large Accelerated Filer:  o | Accelerated Filer: o | Non-Accelerated Filer: x

Indicate by check mark whether the registrant is a
shell company (as defined in Rule 12b-2 of the Securities Exchange Act).Yes o   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. None

Documents incorporated by reference: See Exhibit
Index.

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FORM
10-K

PART
1

THE
FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J(1)
TO FORM 10-K:

| |     |         |                                                       
| | --- | ------- | ------------------------------------------------------
| | (A) | Item 1  | Business.                                             
| | (B) | Item 1A | Risk Factors.                                         
| | (C) | Item 2  | Properties.                                           
| | (D) | Item 3  | Legal Proceedings.                                    
| | (E) | Item 4  | Submission of Matters to a Vote of
  Security Holders.

|           |                             
|---------- | ----------------------------
|Item
  1B. | Unresolved
  Staff Comments.

Not Applicable.

PART
II

THE
FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J(1)
TO FORM 10-K:

| |     |           |                                                                                                                     
| | --- | --------- | --------------------------------------------------------------------------------------------------------------------
| | (A) | Item 5    | Market for Registrants Common
  Equity and Related Stockholder Matters and Issuer Purchases of Equity
  Securities.
| | (B) | Item 6    | Selected Financial Data.                                                                                            
| | (C) | Item 7    | Managements Discussion and
  Analysis of Financial Condition and Results of Operation.                             
| | (D) | Item
  7A | Quantitative
  and Qualitative Disclosures About
  Market Risk.                                                     
| | (E) | Item 8    | Financial Statements and
  Supplementary Data.                                                                      
| | (F) | Item 9    | Changes in and Disagreements with
  Accountants on Accounting and Financial Disclosure.                             
| | (G) | Item
  9A | Controls and Procedures.                                                                                            

|           |                     
|---------- | --------------------
|Item
  9B. | Other
  Information.

None.

PART
III

THE
FOLLOWING ITEMS HAVE BEEN OMITTED IN ACCORDANCE WITH GENERAL INSTRUCTION J(1)
TO FORM 10-K:

| |     |         |                                                                                                  
| | --- | ------- | -------------------------------------------------------------------------------------------------
| | (A) | Item 10 | Directors, Executive Officers and
  Corporate Governance.                                        
| | (B) | Item 11 | Executive Compensation.                                                                          
| | (C) | Item 12 | Security Ownership of Certain
  Beneficial Owners and Management and Related Stockholder Matters.
| | (D) | Item 13 | Certain Relationships and Related
  Transactions, and Director Independence.                     
| | (E) | Item 14 | Principal Accountant Fees and
  Services.                                                        

PART
IV

|         |                                           
|-------- | ------------------------------------------
|Item 15. | Exhibits, Financial Statement
  Schedules.

| |     |     |                
| | --- | --- | ---------------
| | (a) | (1) | Not applicable.

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| |     |                                                                                                 |                                                                                                
| | --- | ----------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------
| |     | (2)                                                                                             | Not applicable.                                                                                
| |     |                                                                                                 |                                                                                                
| |     | (3)                                                                                             | The exhibits filed in response to Item 601 of
  Regulation S-K are listed in the Exhibit Index.
| |     |                                                                                                 |                                                                                                
| | (b) | The exhibits filed in response to Item 601 of
  Regulation S-K are listed in the Exhibit Index.
| |     |                                                                                                
| | (c) | None.                                                                                           |                                                                                                

SUBSTITUTE
INFORMATION PROVIDED IN ACCORDANCE WITH GENERAL INSTRUCTION J(2) TO FORM 10-K:

Item
1112(b) of Regulation AB. Significant Obligors of Pool Assets (Financial
Information).

Not Applicable.

Item
1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for
Certain Derivative Instruments (Information Regarding Significant Enhancement
Providers).

Not Applicable.

Item
1115(b) of Regulation AB. Certain Derivative Instruments (Financial
Information).

Not Applicable.

Item
1117 of Regulation AB. Legal Proceedings.

No legal proceedings are pending against any of USAA
Federal Savings Bank (in its capacity as the sponsor, (the Sponsor), in its
capacity as an originator contemplated by Item 1110(b) of Regulation AB, (the
Originator), in its capacity as servicer, (the Servicer) and in its
capacity as administrator (the Administrator) of USAA Auto Owner Trust 2006-3
(the Issuing Entity)), USAA Acceptance, LLC (the Depositor), The Bank of
New York, as successor trustee to JPMorgan Chase Bank, National Association
(the Indenture Trustee), Wells Fargo Delaware Trust Company (the Owner
Trustee) or the Issuing Entity that are or would be material to holders of the
asset-backed notes (the Notes) or the asset-backed certificate (the
Certificate). No such proceedings are known to be contemplated by
governmental authorities.

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

The Sponsor is the originator, as contemplated by Item
1110 of Regulation AB, of all of the pool assets owned by the Issuing Entity.
The Sponsor is also the servicer. The Depositor is a wholly-owned subsidiary of
the Sponsor and, therefore, a wholly-owned subsidiary of the originator and the
servicer. The Issuing Entity was formed by the Depositor. USAA Federal Savings
Bank is the Administrator of the Issuing Entity and the Depositor is the holder
of the Issuing Entitys Certificate, representing the residual interest in the
Issuing Entity.

The Owner Trustee and the Indenture Trustee are
banking corporations that the Sponsor and its affiliates may have other banking
relationships with directly or with their affiliates in the ordinary course of
their businesses. In some instances the Owner Trustee and the Indenture Trustee
will be acting in similar capacities for other asset-backed transactions of the
Sponsor for similar or other pool-asset types. The Owner Trustee and the
Indenture Trustee charge fees for their services and such fees, to the extent
they are not paid out of the cash flows of the Issuing Entity, will be payable
by the Administrator or the Servicer.

Other than as specified in this Item above, none of
USAA Federal Savings Bank, the Depositor or the Issuing Entity is an affiliate
of any of the following parties, and none of the following parties are affiliates
of any of the other following parties:

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| |     |                   
| | --- | ------------------
| | (1) | Indenture Trustee.
| |     |                   
| | (2) | Owner Trustee.    

There are no significant obligors contemplated by Item
1112 of Regulation AB, enhancement or support providers contemplated by Item
1114 or 1115 of Regulation AB, or other material parties related to the Notes
contemplated by Item 1101(d)(1) of Regulation AB.

Prior to October 1, 2006, JPMorgan Chase Bank,
National Association was the indenture trustee. On October 1, 2006, the sale by
JPMorgan Chase Bank, National Association of select portions of the corporate
trust business, including municipal and corporate and structured finance
trusteeships, to The Bank of New York was closed. As a result of this
acquisition, The Bank of New York has succeeded JPMorgan Chase Bank, National
Association as indenture trustee under the Indenture (the Indenture), dated
as of August 22, 2006, between the Issuing Entity and JPMorgan Chase Bank,
National Association, as indenture trustee, in accordance with Section 6.09 of the
Indenture.

In addition, to the best of our knowledge, there are
no business relationships, agreements, arrangements, transactions or
understandings entered into outside the ordinary course of business or on terms
other than would be obtained in an arms length transaction with an unrelated
third party, apart from the asset-backed securities transaction involving the
issuance of the Notes and the Certificate by the Issuing Entity, between USAA
Federal Savings Bank (in its capacities as Sponsor, Originator, Servicer or
Administrator) the Depositor, the Indenture Trustee, the Owner Trustee and the
Issuing Entity, or any affiliates of such parties, that currently exists or
that existed during the past two years and that is material to an investors
understanding of the Notes.

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

The Servicer, the Indenture Trustee and FDI Computer
Consulting, Inc. (collectively, the Servicing Parties) have each been
identified by the Depositor as parties participating in the servicing function
with respect to the asset pool held by the Issuing Entity. Each of the
Servicing Parties has completed a report on an assessment of compliance with
the servicing criteria set forth in paragraph (d) of Item 1122 of Regulation AB
applicable to it (each, a Servicing Assessment Report), which Servicing
Assessment Reports are attached as exhibits to this Form 10-K. In addition,
each of the Servicer, the Indenture Trustee and FDI Computer Consulting, Inc.
has provided an attestation report (each, an Attestation Report) by an
independent registered public accounting firm, which reports are also attached
as exhibits to this Form 10-K. None of the Servicing Assessment Reports
prepared by the Servicer, the Indenture Trustee or FDI Computer Consulting
Inc., and none of the related Attestation Reports, has identified any material
instance of noncompliance with the servicing criteria applicable to the
respective Servicing Party except as specified in the paragraphs below.

As set forth in Exhibit 33.1 and Exhibit 34.1 to this
Form 10-K, the Servicers Servicing Assessment Report, and the related
Attestation Report, reported a material instance of noncompliance with respect
to Item 1122(d)(3)(i) of Regulation AB, at the platform level. As set forth on
such Servicing Assessment Report and related Attestation Report, the First
Priority Principal Payment in the monthly servicing reports filed as exhibits
in two Reports on Form 10-D was not calculated accurately. In addition, one
Report on Form 10-D required to be filed with the Commission was not timely
filed. Such Servicing Assessment Report and related Attestation Report also
indicates that processes have been corrected to ensure the First Priority
Principal Payment is calculated accurately for presentation in the monthly
servicing reports. In addition, processes have been improved to ensure Reports
on Form 10-D are filed timely.

As set forth in Exhibit 33.2 and Exhibit 34.2 to this
Form 10-K, JPMorgan Chase Bank, National Associations Servicing Assessment
Report, in its capacity as Indenture Trustee, and the related Attestation
Report, reported a material instance of noncompliance with respect to Items
1122(d)(3)(i) and 1122(d)(3)(ii) of Regulation AB, at the platform level. As
set forth on such Servicing Assessment Report and related Attestation Report,
certain monthly investor reports omitted information required by the
transaction agreements and/or contained errors in the information presented and
certain monthly investor distributions contained errors as to amounts due to
certain investors. Such Servicing Assessment Report and related Attestation
Report also indicates that all such errors and omissions were corrected and
appropriate measures were taken to avoid similar errors and omissions.

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Item 1123 of Regulation AB. Servicer Compliance Statement.

The Servicer has completed a statement of compliance
with its activities during the reporting period and of its performance under
the applicable servicing criteria (a Compliance Statement), signed by an
authorized officer of the Servicer. The Compliance Statement is attached as
Exhibit 35.1 to this Form 10-K.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Depositor has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.

| |                                            |                                           
| | ------------------------------------------ | ------------------------------------------
| | USAA AUTO OWNER TRUST 2006-3              
| |                                           
| | By: USAA Federal Savings Bank, as Servicer
| |                                           
| | /s/ FRITZ D. BOHNE                        
| |                                           
| | By:                                        |                                           
| |                                            |                                           
| | Name:                                      | Fritz D. Bohne                            
| | Title:                                     | Vice President, Senior Financial
  Officer

Date: March 30, 2007

Supplemental
Information to be Furnished with Reports Filed Pursuant to Section 15(d of the
Act by Registrants which have not Registered Securities Pursuant to Section 12
of the Act.

Not Applicable.

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EXHIBIT INDEX

|             |                                                                                                                                                                                                                                                                                                       
|------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 3.1  | Amended and Restated Limited Liability Company
  Agreement of the Depositor (incorporated by reference to the Depositors
  filing on Form 8-K filed with the Commission on October 4, 2006).                                                                                                         
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 4.1  | Indenture, dated as of August 22, 2006, between the
  Issuing Entity and the Indenture Trustee (incorporated by reference from
  Exhibit 4.1 to the Issuing Entitys filing on Form 8-K filed with the
  Commission on August 23, 2006).                                                              
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 4.2  | Amended and Restated Trust Agreement, dated as of
  August 22, 2006, between the Depositor and the Owner Trustee (incorporated by
  reference from Exhibit 99.1 to the Issuing Entitys filing on Form 8-K filed
  with the Commission on August 23, 2006).                                           
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 10.1 | Receivables Purchase Agreement, dated as of August
  1, 2006, between USAA Federal Savings Bank, as seller, and the Depositor
  (incorporated by reference from Exhibit 99.3 to the Issuing Entitys filing
  on Form 8-K filed with the Commission on August 23, 2006).                              
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 10.2 | Sale and Servicing Agreement, dated as of August 1,
  2006, among the Issuing Entity, the Depositor and USAA Federal Savings Bank,
  as seller and servicer (incorporated by reference from Exhibit 10.1 to the
  Issuing Entitys filing on Form 8-K filed with the Commission on August 23,
  2006).
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 10.3 | Administration Agreement, dated as of August 22,
  2006, among the Issuing Entity, the Administrator and the Indenture Trustee
  (incorporated by reference from Exhibit 99.2 to the Issuing Entitys filing
  on Form 8-K filed with the Commission on August 23, 2006).                             
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 31   | Certification of Senior Officer in Charge of the
  Servicing Function of the Servicer Pursuant to Rule 15d-14(d).                                                                                                                                                                                     
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 33.1 | Report on Assessment of Compliance with the
  Servicing Criteria for Asset-Backed Securities of USAA Federal Savings Bank.                                                                                                                                                                            
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 33.2 | Report on Assessment of Compliance with Servicing
  Criteria for Asset-Backed Securities of JPMorgan Chase Bank, National
  Association.                                                                                                                                                              
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 33.3 | Report on Assessment of Compliance with the
  Servicing Criteria for Asset-Backed Securities of The Bank of New York.                                                                                                                                                                                 
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 33.4 | Report on Assessment of Compliance with the
  Servicing Criteria for Asset-Backed Securities of FDI Computer Consulting,
  Inc.                                                                                                                                                                       
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 34.1 | Attestation Report on Assessment of Compliance with
  the Servicing Criteria for Asset-Backed Securities of Ernst & Young LLP,
  on behalf of USAA Federal Savings Bank.                                                                                                                              
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 34.2 | Attestation Report on Assessment of Compliance with
  Servicing Criteria for Asset-Backed Securities of PricewaterhouseCoopers LLP,
  on behalf of JPMorgan Chase Bank, National Association.                                                                                                         
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 34.3 | Attestation Report on Assessment of Compliance with
  the Servicing Criteria for Asset-Backed Securities of Ernst & Young LLP,
  on behalf of The Bank of New York.                                                                                                                                   
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 34.4 | Attestation Report on Assessment of Compliance with
  the Servicing Criteria for Asset-Backed Securities of Ernst & Young LLP,
  on behalf of FDI Computer Consulting, Inc.                                                                                                                           
|             |                                                                                                                                                                                                                                                                                                       
|Exhibit 35.1 | Annual Servicer Compliance Statement of the Servicer
  for the year ended December 31, 2006.                                                                                                                                                                                                          

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