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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, 2002

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: 333-22681

SEQUOIA MORTGAGE FUNDING CORPORATION (as Depositor of Sequoia Mortgage Trust 7,
the Issuer of Collateralized Mortgage Bonds under an Indenture dated as of May
1, 2002)

SEQUOIA MORTGAGE FUNDING CORPORATION

(Exact Name of registrant as specified in its charter)


|                                                                                        |  |                                                
|--------------------------------------------------------------------------------------- |  | -----------------------------------------------
|Delaware
(State or other jurisdiction of incorporation or organization)                 |  | 91-1771827
(I.R.S. employer identification no.)
|                                                                                        |  |                                                
|591 Redwood Highway
Suite 3120
Mill Valley, CA
(Address of principal executive offices) |  | 94941
(Zip
code)                               

(415) 381-1765
(Registrants telephone number, including area code)

|                                                            |  |                                                            
|----------------------------------------------------------- |  | -----------------------------------------------------------
|Securities registered pursuant to Section 12(b) of the Act: |  | Securities registered pursuant to Section 12(g) of the Act:
|None
(Title
of class)                                       |  | None
(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





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TABLE OF CONTENTS



|                  |                                                                                                |  |  |  |  |  |  | 
|----------------- | ---------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|PART I           
|                  | ITEM 1  BUSINESS                                                                             
|                  | ITEM 2  PROPERTIES                                                                           
|                  | ITEM 3  LEGAL PROCEEDINGS                                                                    
|                  | ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                  
|PART II          
|                  | ITEM 5  MARKET FOR REGISTRANTS COMMON STOCK AND RELATED STOCKHOLDER MATTERS                 
|                  | ITEM 6  SELECTED FINANCIAL DATA                                                              
|                  | ITEM 7  MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|                  | ITEM 7A  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                          
|                  | ITEM 8  FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION                                   
|                  | ITEM 9  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 
|PART III         
|                  | ITEM 10  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                                  
|                  | ITEM 11  EXECUTIVE COMPENSATION                                                              
|                  | ITEM 12  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT                      
|                  | ITEM 13  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                                      
|PART IV          
|                  | ITEM 14 CONTROLS AND PROCEDURES                                                               
|                  | ITEM 15 PRINCIPAL ACCOUNTANT FEES AND SERVICES                                                
|                  | ITEM 16  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K                     
|SIGNATURES       
|CERTIFICATION    
|INDEX TO EXHIBITS



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SEQUOIA MORTGAGE FUNDING CORPORATION
SEQUOIA MORTGAGE TRUST 7, COLLATERALIZED MORTGAGE BONDS

INDEX

|                                                                                                                                                                                       |                                                                                              |  |      |   | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------- |  | ---- | - | 
|                                                                                                                                                                                       |                                                                                              |  | Page
|                                                                                                                                                                                       |                                                                                              |  |     
|PART I                                                                                                                                                                                 |                                                                                              |  | 3    |  
|                                                                                                                                                                                       | ITEM 1-BUSINESS                                                                              |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 2-PROPERTIES                                                                            |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 3-LEGAL PROCEEDINGS                                                                     |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 4-SUBMISSION OF MATTERS TO A VOTE OF
SECURITY HOLDERS                                   |  |      | 3 | 
|PART II                                                                                                                                                                                |                                                                                              |  | 3    |  
|                                                                                                                                                                                       | ITEM 5-MARKET FOR REGISTRANTS COMMON STOCK AND
RELATED STOCKHOLDER MATTERS                  |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 6-SELECTED FINANCIAL DATA                                                               |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 7-MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 7A-QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                           |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 8-FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                                           |  |      | 3 | 
|                                                                                                                                                                                       | ITEM 9-CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE  |  |      | 3 | 
|PART III                                                                                                                                                                               |                                                                                              |  | 4    |  
|                                                                                                                                                                                       | ITEM 10-DIRECTORS AND EXECUTIVE OFFICERS OF
THE REGISTRANT                                   |  |      | 4 | 
|                                                                                                                                                                                       | ITEM 11-EXECUTIVE COMPENSATION                                                               |  |      | 4 | 
|                                                                                                                                                                                       | ITEM 12-SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT                       |  |      | 4 | 
|                                                                                                                                                                                       | ITEM 13-CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                                       |  |      | 4 | 
|PART IV                                                                                                                                                                                |                                                                                              |  | 4    |  
|                                                                                                                                                                                       | ITEM 14-CONTROLS AND PROCEDURES                                                              |  |      | 4 | 
|                                                                                                                                                                                       | ITEM 15-PRINCIPAL ACCOUNTANT FEES AND SERVICES                                               |  |      | 4 | 
|                                                                                                                                                                                       | ITEM 16-EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
REPORTS ON FORM 8-K                      |  |      | 4 | 
|SIGNATURES                                                                                                                                                                             |                                                                                              |  | 6    |  
|CERTIFICATION                                                                                                                                                                          |                                                                                              |  | 7    |  
|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 |                                                                                              |  | 8    |  
|INDEX TO EXHIBITS                                                                                                                                                                      |                                                                                              |  | 8    |  

2



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PART I




ITEM 1  BUSINESS

Not Applicable.




ITEM 2  PROPERTIES

Sequoia Mortgage Funding Corporation (the Depositor) will furnish
information regarding the Mortgaged Properties by reference to the Annual
Compliance Certificates to be filed herein under Item 16.




ITEM 3  LEGAL PROCEEDINGS

The Depositor is not aware of any material pending legal proceedings
involving either the Collateralized Mortgage Bonds, the Sequoia Mortgage 7
Trust (the Trust); the Servicing Agreements; the Indenture; the Indenture
Trustee; the Depositor; or the Servicer 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 Bonds.

The Bonds issued by the Trust are held by the Depository Trust Company
(DTC) which in turn maintains records of holders of beneficial interests in
the Bonds. Based on information obtained by the Trust from DTC, as of December
31, 2002, there were fourteen holders of the Class A Bonds, one holder of the
Class X-1 Bond, one holder of the Class X-2 Bond, one holder of the Class B-1
Bond, one holder of the Class B-2 Bond, and one holder of the Class B-3 Bond.




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



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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 a wholly-owned subsidiary of
Redwood Trust, Inc., a Maryland corporation. The Trust is a Delaware statutory
trust wholly-owned by the Depositor.




ITEM 13  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.




PART IV




ITEM 14 CONTROLS AND PROCEDURES

Not Applicable.




ITEM 15 PRINCIPAL ACCOUNTANT FEES AND SERVICES

Not Applicable.




ITEM 16  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.               
|
| | 3. |  | Exhibits:                     

|            |  |                                                                                                                                                                                                                                                     
|----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                                                                                         
|            |  |                                                                                                                                                                                                                                                     
|99.1**      |  | Statement of Compliance of the Servicer pursuant to
Section 7.04(a) of the Master Servicing Agreement
between Redwood Trust, Inc. and Morgan Stanley Dean
Witter Credit Corporation dated August 1, 2001 (the
Redwood/Morgan Servicing Agreement).
|99.2**      |  | Independent Accountants Report with respect to the Servicers
overall servicing operations pursuant to Section 7.04(b) of the
Redwood/Morgan Servicing Agreement.                                                                                  
|99.3*       |  | Statement of Compliance of the Servicer pursuant to Section 7.04 of the                                                                                                                                                                             

4



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|            |  |                                                                                                                                                                                                                                                                                                                                      
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                                                                                                                                                                          
|            |  |                                                                                                                                                                                                                                                                                                                                      
|            |  | Mortgage Loan Flow Purchase, Sale and
Servicing Agreement between Redwood Trust,
Inc., Cendant Mortgage Corporation and
Bishops Gate Residential Mortgage Trust
(formerly known as Cendant Residential
Mortgage Trust) dated June 27, 2001, as
modified by the related Acknowledgements
(the Redwood/Cendant Servicing
Agreement).
|99.4***     |  | Independent Accountants Report with respect to the Servicers
overall servicing operations pursuant to Section 7.05 of the Redwood/Cendant
Servicing Agreement.                                                                                                                                                                     
|99.5*       |  | Statement of Compliance of the
Servicer pursuant to Section 6.04 of the Mortgage
Loan Flow Purchase, Sale and Servicing Agreement,
dated as of February 1, 2002, between Redwood and
GreenPoint Mortgage Funding, Inc., as amended, and as
modified by the related Acknowledgements (the
Redwood/GreenPoint Servicing Agreement).  
|99.6*       |  | Report of Independent Accountant pursuant to Section 6.05 of the
Redwood/GreenPoint Servicing Agreement.                                                                                                                                                                                                                             
|99.7*       |  | Statement of Compliance of the
Servicer pursuant to Section 6.04 of the Servicing
Agreement, dated as of March 1, 2002, between
Greenwich and Alliance Mortgage Company and amended
by Amendment No. One thereto, dated as of April 1,
2002, as modified by the related Acknowledgements
(the Alliance Servicing Agreement).       
|99.8*       |  | Report of Independent
Accountant pursuant to Section 6.05 of the Alliance
Servicing Agreement.                                                                                                                                                                                                                                       
|99.9****    |  | Statement of Compliance of the Issuer pursuant to
Section 3.10 of the Indenture.                                                                                                                                                                                                                                                     



|    |                                                                                            
|--- | -------------------------------------------------------------------------------------------
|(b) | Reports on Form 8-K filed during the last quarter of the
    period covered by this report.

|                            |  |                                                                           
|--------------------------- |  | --------------------------------------------------------------------------
|DATE OF REPORTS ON FORM 10K |  | ITEMS REPORTED/FINANCIAL STATEMENTS FILED                                 
|October 1, 2002             |  | Trustees Monthly Report for the September
    Distribution to Bondholders
|December 23, 2002           |  | Trustees Monthly Report for the October
    Distribution to Bondholders  
|December 23, 2002           |  | Trustees Monthly Report for the November
    Distribution to Bondholders 



---

|*    |  | The document is not due to be delivered until March 31, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant.
|---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    
|**   |  | The document is not due to be delivered until April 1, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant. 
|    
|***  |  | The document is not due to be delivered until April 15, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant.
|    
|**** |  | The document is not due to be delivered until April 30, 2003. Such
document will be filed with the Securities and Exchange Commission by amendment
upon receipt by the Registrant.

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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.

|                      |  |                                       |  |                                                 
|--------------------- |  | ------------------------------------- |  | ------------------------------------------------
|                      |  | SEQUOIA MORTGAGE FUNDING CORPORATION,
|                      |  |                                       |  |                                                 
|                      |  | By:                                   |  | /s/ Harold F. Zagunis                           
|                      |  |                                       |  |                                                 
|                      |  | Name:                                 |  | Harold F. Zagunis                               
|                      |  | Title:                                |  | Chief Financial Officer, Treasurer and Secretary
|                      |  |                                       |  |                                                 
|Date: March 31, 2003. |  |                                       |  |                                                 

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CERTIFICATION

I, Harold F. Zagunis, Chief Financial Officer, Treasurer and Secretary of
Sequoia Mortgage Funding Corporation, 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
Bonds for periods included in the year covered by this annual report, of
Sequoia Mortgage Funding Corporation;

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 indenture, 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 indenture, 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 indenture, 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, Cendant Mortgage
Corporation, as Servicer, GreenPoint Mortgage Funding, Inc., as Servicer,
HomeBanc Mortgage Corporation, as Servicer, and Alliance Mortgage Company, as
Servicer.

Date: March 31, 2003

|                                                                                                                 |  | 
|---------------------------------------------------------------------------------------------------------------- |  | 
|/s/ Harold F. Zagunis

Signature
Name: Harold F. Zagunis
Title: Chief Financial Officer, Treasurer and Secretary |  | 

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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 Bondholders.

INDEX TO EXHIBITS
Item 14(C)

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                                                                                                                                                                                                                                                  
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.1**      |  | Statement of Compliance of the Servicer pursuant to Section 7.04(a) of
the Master Servicing Agreement between Redwood Trust, Inc. and Morgan
Stanley Dean Witter Credit Corporation dated August 1, 2001 (the
Redwood/Morgan Servicing Agreement).                                                                                                                                                         
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.2**      |  | Independent Accountants Report with respect to the Servicers overall
servicing operations pursuant to Section 7.04(b) of the Redwood/Morgan
Servicing Agreement.                                                                                                                                                                                                                                           
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.3*       |  | Statement of Compliance of the Servicer pursuant to Section 7.04 of the
Mortgage Loan Flow Purchase, Sale and Servicing Agreement between Redwood
Trust, Inc., Cendant Mortgage Corporation and Bishops Gate Residential
Mortgage Trust (formerly known as Cendant Residential Mortgage Trust)
dated June 27, 2001, as modified by the related Acknowledgements (the
Redwood/Cendant Servicing Agreement).
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.4***     |  | Independent Accountants Report with respect to the Servicers overall
servicing operations pursuant to Section 7.05 of the Redwood/Cendant
Servicing Agreement.                                                                                                                                                                                                                                             
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.5*       |  | Statement of Compliance of the Servicer pursuant to Section 6.04 of The
Mortgage Loan Flow Purchase, Sale and Servicing Agreement, dated as of
February 1, 2002, between Redwood and GreenPoint Mortgage Funding, Inc.,
as amended, and as modified by the related Acknowledgements (the
Redwood/GreenPoint Servicing Agreement).                                                                          
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.6*       |  | Report of Independent Accountant pursuant to Section 6.05 of the
Redwood/GreenPoint Servicing Agreement.                                                                                                                                                                                                                                                                                                     
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.7*       |  | Statement of Compliance of the Servicer pursuant to Section 6.04 of the
Servicing Agreement, dated as of March 1, 2002, between Greenwich and
Alliance Mortgage Company and amended by Amendment No. One thereto, dated
as of April 1, 2002, as modified by the related Acknowledgements (the
Alliance Servicing Agreement).                                                                               
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.8*       |  | Report of Independent Accountant pursuant to Section 6.05 of the
Alliance Servicing Agreement.                                                                                                                                                                                                                                                                                                               
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                              
|99.9****    |  | Statement of Compliance of the Issuer pursuant to Section 3.10 of the
Indenture.                                                                                                                                                                                                                                                                                                                             



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|*    |  | The document is not due to be delivered until March 31, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant.
|---- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    
|**   |  | The document is not due to be delivered until April 1, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant. 
|    
|***  |  | The document is not due to be delivered until April 15, 2003. Such document
will be filed with the Securities and Exchange Commission by amendment upon
receipt by the Registrant.
|    
|**** |  | The document is not due to be delivered until April 30, 2003. Such
document will be filed with the Securities and Exchange Commission by amendment
upon receipt by the Registrant.

8