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

         For the transition period from _____________ to _____________

                     Commission file number: 333-118926-22
                                             -------------

             CWABS, Inc., Asset-Backed Certificates Trust 2005-3,
                   Asset-Backed Certificates, Series 2005-3
                   ----------------------------------------
            (Exact name of Registrant as specified in its charter)

          Delaware                                       95-4596514
-------------------------------            ------------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

c/o  Countrywide Home Loans Servicing LP
     4500 Park Granada
     Calabasas, California                                          91302
----------------------------------------                 -----------------------
(Address of principal executive offices)                         (Zip Code)

Registrant's telephone number, including area code:   (818) 225-3000
                                                      --------------

Securities registered pursuant to Section 12(b) of the Act:  None
                                                             ----

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

<PAGE>

     Indicate by check mark if the registrant is a well-known seasoned issuer,
as defined in Rule 405 of the Securities Act. [ ] 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 Act. [ ] 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 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. [X] Yes [ ] No

     Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (ss.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 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 [X] No

     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


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<PAGE>

                      DOCUMENTS INCORPORATED BY REFERENCE

                                     None.

                                     * * *

     This Annual Report on Form 10-K (the "Report") is filed with respect to
the trust fund entitled CWABS, Inc., Asset-Backed Certificates Trust 2005-3
(the "Trust Fund") formed pursuant to the pooling and servicing agreement
dated as of March 1, 2005 (the "Pooling and Servicing Agreement") among CWABS,
Inc., as depositor (the "Company"), Countrywide Home Loans, Inc., as a seller
(a "Seller"), Park Sienna LLC, as a seller (a "Seller"), Park Monaco Inc., as
a seller (a "Seller"), Countrywide Home Loans Servicing LP, as master servicer
(the "Master Servicer"), and The Bank of New York, as trustee (the "Trustee"),
for the issuance of CWABS, Inc., Asset-Backed Certificates, Series 2005-3 (the
"Certificates"). Certain information otherwise required to be included in this
Report by the Instructions to Form 10-K has been omitted in reliance on the
relief granted by the Commission to other companies in similar circumstances,
in particular, the relief granted in CWMBS, Inc. (February 3, 1994)
(collectively, the "Relief Letters").


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<PAGE>

                                    PART I

Item 1.   Business.

          Not applicable.  See the Relief Letters.

Item 1A.  Risk Factors.

          Not applicable.

Item 1B. Unresolved Staff Comments.

          None.

Item 2.   Properties.

          Not applicable.  See the Relief Letters.

Item 3.   Legal Proceedings.

          There were no material pending legal proceedings relating to the
          Trust Fund to which any of the Trust Fund, the Trustee, the Master
          Servicer or the Company was a party or of which any of their
          respective properties was the subject during the fiscal year covered
          by this Report other than ordinary routine litigation incidental to
          the duties of the Trust Fund, the Trustee, the Master Servicer or
          the Company, nor is the Company aware of any such proceedings
          contemplated by governmental authorities.

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

          No matter was submitted to a vote of Certificateholders, and no
          Certificateholder consent was solicited during the fiscal year
          covered by this Report.


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<PAGE>

                                    PART II

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

          (a)  Item 201 of Regulation S-K:

               i.   Market Information. There is no established public trading
                    market for the Certificates.

               ii.  Holders. As of December 31, 2005 there were less than 300
                    holders of record of the Certificates.

               iii. Dividends. Not applicable. See the Relief Letters.
                    (Information as to distributions to Certificateholders is
                    provided in the Registrant's monthly filings on Form 8-K.)

               iv.  Securities Authorized for Issuance Under Equity
                    Compensation Plans. Not applicable.

                    Item 701 of Regulation S-K.  Not applicable.

          (b)  Rule 463 of the Securities Act of 1933. Not applicable.

          (c)  Item 703 of Regulation S-K. Not applicable as the Registrant
               has no class of equity securities registered pursuant to
               section 12 of the Securities Exchange Act of 1934.

Item 6.   Selected Financial Data.

          Not applicable.  See the Relief Letters.

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

          Not applicable.  See the Relief Letters.

Item 7A   Quantitative and Qualitative Disclosures about Market Risk.

          Not applicable.

Item 8.   Financial Statements and Supplementary Data.

          Not applicable.  See the Relief Letters.


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<PAGE>

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.


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<PAGE>

                                   PART III

Item 10.  Directors and Executive Officers of the Registrant.

          Not applicable. See the Relief Letters.

Item 11.  Executive Compensation.

          Not applicable.  See the Relief Letters.

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

          Information required by Item 201(d) of Regulation S-K: Not
          applicable.

          Information required by Item 403 of Regulation S-K:

          (a)  Not applicable. See the Relief Letters.

          (b)  Not applicable. See the Relief Letters.

          (c)  Not applicable. See the Relief Letters.

Item 13.  Certain Relationships and Related Transactions.

          Not applicable. See the Relief Letters.

Item 14.  Principal Accounting Fees and Services.

          Not applicable.


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<PAGE>

                                    PART IV

Item 15.  Exhibits and Financial Statement Schedules.

          (a)  (1)  Pursuant to the Pooling and Servicing Agreement, the
                    Master Servicer is required (i) to deliver an annual
                    statement as to compliance with the provisions of the
                    Pooling and Servicing Agreement and certain other matters
                    (the "Annual Statement of the Master Servicer") and (ii)
                    to cause a firm of independent public accountants to
                    deliver an annual report as to compliance with the
                    servicing provisions of the Pooling and Servicing
                    Agreement (the "Annual Report of the Firm of
                    Accountants"). The Annual Statement of the Master Servicer
                    is attached as Exhibit 99.1 to this Report. The Annual
                    Report of the Firm of Accountants is attached as Exhibit
                    99.2 to this Report. See Relief Letters.

               (2)  Not applicable.

               (3)  The required exhibits are as follows:

                    o    Exhibit 3(i): Copy of Company's Certificate of
                         Incorporation (Filed as an Exhibit to Registration
                         Statement on Form S-3 (File No. 33-11095)).

                    o    Exhibit 3(ii): Copy of Company's By-laws (Filed as an
                         Exhibit to Registration Statement on Form S-3 (File
                         No. 33-11095)).

                    o    Exhibit 4: Pooling and Servicing Agreement (Filed as
                         part of the Registrant's Current Report on Form 8-K/A
                         filed on April 21, 2005).

                    o    Exhibit 31: Rule 15d-14(a) Certification.

                    o    Exhibit 99.1: Annual Statement of the Master
                         Servicer.

                    o    Exhibit 99.2: Annual Report of the Firm of
                         Accountants.

                    o    Exhibit 99.3: Audited Financial Statements of Ambac
                         Financial Group, Inc. and subsidiaries.

               (b)  See subparagraph (a)(3) above.

               (c)  Not applicable. See the Relief Letters.


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<PAGE>

                                  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.

                                      CWABS, INC.,
                                      ASSET-BACKED CERTIFICATES TRUST 2005-3,
                                      ASSET-BACKED CERTIFICATES, SERIES 2005-3

                                      By: Countrywide Home Loans Servicing LP,
                                          as Master Servicer*

                                      By: Countrywide GP, Inc.

                                      By: /s/ Craig Baingo
                                         ----------------------------
                                          Name:  Craig Baingo
                                          Title: Executive Vice President

                                      Date:  March 27, 2006

---------

*    This Report is being filed by the Master Servicer on behalf of the Trust
     Fund. The Trust Fund does not have any officers or directors.


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<PAGE>

     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.

     No such annual report, proxy statement, form of proxy or other soliciting
material has been, or will be, sent to Certificateholders. See the Relief
Letters.


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<PAGE>

                                 EXHIBIT INDEX

Exhibit           Document
-------           --------

3(i)           Company's Certificate of Incorporation (Filed as an Exhibit to
               Registration Statement on Form S-3 (File No. 33-11095))*

3(ii)          Company's By-laws (Filed as an Exhibit to Registration
               Statement on Form S-3 (File No. 33-11095))*

4              Pooling and Servicing Agreement (Filed as part of the Company's
               Current Report on Form 8-K/A filed on April 21, 2005)*

31             Rule 15d-14(a) Certification

99.1           Annual Statement of the Master Servicer

99.2           Annual Report of the Firm of Accountants

99.3           Audited financial statements for the year ended December 31,
               2005 for Ambac Financial Group, Inc and subsidiaries**

---------

*    Incorporated herein by reference.

**   Incorporation by reference to the consolidated financial statements of
     Ambac Financial Group, Inc. and subsidiaries as of December 31, 2005 and
     2004, and for each of the years in the three-year period ended December
     31, 2005, which report appears in the Annual Report on Form 10-K of Ambac
     Financial Group, Inc., which was filed with the Securities and Exchange
     Commission on March 13, 2006 (Securities and Exchange Commission File
     No. 001-10777).


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