##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 FORM 10-K/A [ X ] ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT        OF 1934 For the fiscal year ended: December 31, 2003 OR [    ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from __________ to _________. Commission File Number: 333-103634 SEQUOIA RESIDENTIAL FUNDING, INC. (as Depositor under the Pooling and Servicing
Agreement, dated June 1, 2003, providing for the issuance of the Sequoia
Mortgage Trust 2003-3, Mortgage Pass Through Certificates) SEQUOIA RESIDENTIAL FUNDING, INC.  Delaware
    
    35-2170972(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. employer identification no.)One Belvedere PlaceSuite 330Mill Valley, CA
    
    94941(Address of principal executive offices)
    
    (Zip code)
 (415) 389-7373  Securities registered pursuant to Section 12(b) of the Act:
    
    Securities registered pursuant to Section 12(g) of the Act:None
    
    None(Title of class)
    
    (Title of class)
 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 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 an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes [    ] No [ X ] State the aggregate market value of the voting stock held by non-affiliates of
Registrant. The aggregate market value shall be computed by reference to the
price at which the stock was sold, or the average bid and asked prices of such
stock, as of the last business day of the Registrants most recently completed
second fiscal quarter: Not Applicable Documents incorporated by reference: Not Applicable




---



SEQUOIA RESIDENTIAL FUNDING, INC.   
 INDEX PagePART I
    
    
    3ITEM 1-BUSINESS
    
    
    3ITEM 2-PROPERTIES
    
    
    3ITEM 3-LEGAL PROCEEDINGS
    
    
    3ITEM 4-SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    3PART II
    
    
    3ITEM 5-MARKET FOR REGISTRANTS COMMON STOCK AND
RELATED STOCKHOLDER MATTERS
    
    
    3ITEM 6-SELECTED FINANCIAL DATA
    
    
    3ITEM 7-MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    
    
    3ITEM 7A-QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    3ITEM 8-FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    3ITEM 9-CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE
    
    
    3ITEM 9A-CONTROLS AND PROCEDURES
    
    
    4PART III
    
    
    4ITEM 10-DIRECTORS AND EXECUTIVE OFFICERS OF
THE REGISTRANT
    
    
    4ITEM 11-EXECUTIVE COMPENSATION
    
    
    4ITEM 12-SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT
    
    
    4ITEM 13-CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
    
    
    6ITEM 14-PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    6PART IV
    
    
    6ITEM 15-EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
REPORTS ON FORM 8-K
    
    
    6SIGNATURES
    
    
    8CERTIFICATION
    
    
    9SUPPLEMENTAL 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
    
    
    10INDEX TO EXHIBITS
    
    
    10EXHIBIT 99.1EXHIBIT 99.2EXHIBIT 99.3
 2






---



##### Table of Contents



PART I 
 ITEM 1    BUSINESS Not Applicable. 
 ITEM 2    PROPERTIES Sequoia Residential Funding, Inc. (the Depositor) will furnish
information regarding the Mortgaged Properties by reference to the Annual
Compliance Certificates to be filed herein under Item 15. 
 ITEM 3  LEGAL PROCEEDINGS The Depositor is not aware of any material pending legal proceedings
involving either the Mortgage Pass-Through Certificates, the Sequoia Mortgage
2003-3 Trust (the Trust); the Pooling and Servicing Agreement; the Trustee;
the Depositor; the Seller; the Master Servicer or the Servicers which relates
to the Trust. 
 ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matter has been submitted to a vote of the holders of beneficial
interests in the Trust through the solicitation of proxies or otherwise. 
 PART II 
 ITEM 5    MARKET FOR REGISTRANTS COMMON STOCK AND RELATED STOCKHOLDER MATTERS To the best knowledge of the Depositor, there is no established public trading market for the Certificates. The Certificates issued by the Trust are held by the Depository Trust
Company (DTC) which in turn maintains records of holders of beneficial
interests in the Certificates. Based on information obtained by the Trust from
DTC, as of December 31, 2003, there were seven (7) holders of the Class A-1
Certificates, four (4) holders of the Class A-2 Certificates, one (1) holder
of the Class X-1A Certificates, one (1) holder of the Class X-1B Certificates,
one (1) holder of the Class X-2 Certificates, one (1) holder of the Class X-B
Certificates, two (2) holders of the Class B-1 Certificates, one (1) holder of
the Class B-2 Certificates and one (1) holder of the Class B-3 Certificates. 
 ITEM 6    SELECTED FINANCIAL DATA Not Applicable. 
 ITEM 7    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS Not Applicable. 
 ITEM 7A    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not Applicable. 
 ITEM 8    FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION Not Applicable. 
 ITEM 9    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE There were no changes of accountants or disagreements on accounting or
financial disclosures between the Depositor and its accountants. 3




---



##### Table of Contents



ITEM 9A            CONTROLS AND PROCEDURES Not Applicable. 
 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 The Depositor is a Delaware corporation and indirect wholly-owned
subsidiary of Redwood Trust, Inc. The Trust is a grantor trust established
under the Pooling and Servicing Agreement. The following table sets forth (i) the name and address of each entity
owning more than 5% of the outstanding principal amount of each class of the
Pass-Through Certificates; (ii) the principal amount of each class of the
Pass-Through Certificates owned by each and (iii) the percent that the
principal amount of each class of the Pass-Through Certificates owned by such
entity represents of the outstanding principal amount of such class of
Pass-Through Certificates. The information set forth in the table for the
Certificates is based upon information obtained by the Trust from DTC and
represents ownership of beneficial interest in the Certificates held by DTC.
The Depositor is not aware of any Schedules 13D or 13G filed with the
Securities and Exchange Commission in respect of the Certificates. Class A-1 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountBank of New York
One Wall Street
New York, NY 10286
    
    $
    25,000,000
    
    
    
    6.59
    %JP Morgan Chase Bank
14201 Dallas Parkway
Dallas, TX 75254
    
    $
    165,000,000
    
    
    
    43.48
    %Northern Trust Company
801 S. Canal C-IN
Chicago, IL 60607
    
    $
    80,000,000
    
    
    
    21.08
    %Deutsche Bank Trust Company
Americas
648 Grassmere Park Road, 8th Floor
Nashville, TN 37211
    
    $
    50,000,000
    
    
    
    13.18
    %Citibank, N. A.
3800 Citibank Center B3-15
Tampa, FL 33610
    
    $
    40,000,000
    
    
    
    10.54
    %
 4




---



##### Table of Contents



Class A-2 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountDeutsche Bank Trust Company
Americas
648 Grassmere Park Road, 8th Floor
Nashville, TN 37211
    
    $
    50,000,000
    
    
    
    33.35
    %Fortis Investment Services, LLC
520 Madison Avenue
New York, NY 10022
    
    $
    40,000,000
    
    
    
    26.68
    %JPMorgan Chase Bank
14201 Dallas Pkwy
Dallas, TX 75254
    
    $
    50,000,000
    
    
    
    33.35
    %State Street Bank & Trust Company
1776 Heritage Drive
Global Corporate Action Unit JAB 5NW
No. Quincy, MA 02171
    
    $
    9,922,000
    
    
    
    6.62
    %
 Class X-1A Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    100,831,616
    
    
    
    100.00
    %
 Class X-1B Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    278,623,384
    
    
    
    100.00
    %
 Class X-2 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    149,922,000
    
    
    
    100.00
    %
 Class X-B Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    9,075,000
    
    
    
    100.00
    %
 5




---



##### Table of Contents



Class B-1 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountDeutsche Bank Trust Company
Americas
648 Grassmere Park Road, 8th Floor
Nashville, TN 37211
    
    $
    7,075,000
    
    
    
    77.96
    %Investors Bank & Trust Company
200 Clarendon St., 9th Floor
Corporate Actions Unit/Top 57
Boston, MA 02116
    
    $
    2,000,000
    
    
    
    22.04
    %
 Class B-2 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    4,675,000
    
    
    
    100.00
    %
 Class B-3 Name and Address
    
    Principal Amount Owned
    
    Percentage of Outstanding AmountWells Fargo Bank, N. A.
Issuer Services
C/o ADP Proxy Services
Edgewood, NY 11717
    
    $
    2,475,000
    
    
    
    100.00
    %
 
 ITEM 13    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS None. 
 ITEM 14 PRINCIPAL ACCOUNTANT FEES AND SERVICES Not Applicable. 
 PART IV 
 ITEM 15  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K  (a)
    
    The following documents are filed as part of this report:  1.
    
    Financial Statements:Not applicable.2.
    
    Financial Statement Schedules:Not applicable. 6




---



##### Table of Contents



3.
    
    Exhibits: Exhibit No.
    
    Description99.1
    
    Statement of Compliance of the
Servicer pursuant to Section 7.04(a) of The Master
Servicing Agreement between RWT Holdings, Inc.
(RWT) and Morgan Stanley Dean Witter Credit
Corporation, dated August 1, 2002, as modified by the
related Acknowledgements (the RWT/Morgan Servicing
Agreement).99.2
    
    Report of Independent
Accountant pursuant to Section 7.04(b) of the
RWT/Morgan Servicing Agreement.99.3
    
    Statement of Compliance of the
Servicer pursuant to Section 6.04 of The Mortgage
Loan Flow Purchase, Sale and Servicing Agreement,
dated as of August 1, 2002, between RWT and
GreenPoint Mortgage Funding, Inc., as modified by the
related Acknowledgements (the RWT/GreenPoint
Servicing Agreement).99.4*
    
    Report of Independent Account
pursuant to Section 6.05 of the RWT/GreenPoint
Servicing Agreement.
  (b)
    
    Reports on Form 8-K field during the last quarter of the period
covered by this report. DATE OF REPORTS ON FORM 8-K
    
    ITEMS REPORTED/FINANCIAL STATEMENTS FILEDJune 12, 2003
    
    Report filing Computational MaterialsJuly 2, 2003
    
    Report filing the Pooling and Servicing Agreement and the
Tax OpinionAugust 15, 2003
    
    Trustees Monthly Report for the July Distribution to
CertificateholdersSeptember 12, 2003
    
    Trustees Monthly Report for the August Distribution to
CertificateholdersOctober 8, 2003
    
    Trustees Monthly Report for the September Distribution to
CertificateholdersNovember 7, 2003
    
    Trustees Monthly Report for the October Distribution to
CertificateholdersDecember 10, 2003
    
    Trustees Monthly Report for the November Distribution to
Certificateholders
    7




---



##### Table of Contents



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. SEQUOIA MORTGAGE FUNDING, INC.By:
    /s/ Harold F. ZagunisName:
    Harold F. ZagunisTitle:
    Chief Financial Officer, Treasurer and Secretary Date: March 30, 2004. 8




---



##### Table of Contents



CERTIFICATION I, Harold F. Zagunis, Chief Financial Officer, Treasurer and Secretary of
Sequoia Residential Funding, Inc., a Delaware corporation, hereby 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 the
Certificates for periods included in the year covered by this annual report, of
Sequoia Residential Funding, Inc.; 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 agreement, for inclusion in these reports is included in these
reports; 4. Based on my knowledge and upon the annual compliance statement included
in the report and required to be delivered to the trustee in accordance with
the terms of the pooling and servicing agreement, and except as disclosed in
the reports, the servicer has fulfilled its obligations under the servicing
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 Attestation Program for Mortgage Bankers or
similar procedure, as set forth in the pooling and servicing 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: Morgan
Stanley Dean Witter Credit Corporation, as Servicer, and GreenPoint Mortgage
Funding, Inc., as Servicer. Date: March 30, 2004 /s/ Harold F. Zagunis  
 9




---



##### Table of Contents



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 annual report, proxy statement, proxy materials or otherwise were sent
to Certificateholders. 
 INDEX TO EXHIBITS  Exhibit No.
    
    Description99.1
    
    Statement of Compliance of the Servicer pursuant to Section 7.04(a) of
The Master Servicing
Agreement between RWT Holdings, Inc. (RWT) and Morgan Stanley
Dean Witter Credit Corporation, dated August 1, 2002, as
modified by the related Acknowledgements (the RWT/ Morgan
Servicing Agreement).99.2
    
    Report of Independent Accountant pursuant to Section 7.04(b) of the
RWT/Morgan Servicing Agreement.99.3
    
    Statement of Compliance of the Servicer pursuant to Section 6.04 of The
Mortgage Loan Flow Purchase, Sale and Servicing Agreement, dated as of
August 1, 2002, between RWT and GreenPoint Mortgage Funding, Inc., as
modified by the related Acknowledgements (the RWT/GreenPoint Servicing
Agreement).99.4*
    
    Report of Independent Account pursuant to Section 6.05 of RWT/GreenPoint
Servicing Agreement.
    10