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



                                          FORM 10-K/A
                                        Amendment No. 1

The Issuing Entity is filing this Form 10-K/A to replace Exhibits 31, 33(a),
33(b), 34(a) and 34(b) to the original Form 10-K filed on April 2, 2007.
American Security Insurance Company, Standard Guaranty Insurance Company and
TrackSure Insurance Agency, Inc. (formerly, "Safeco Financial Institution
Solutions, Inc.") ("Assurant Inc.") recently provided the Issuing Entity with a
revised report on assessment of compliance with servicing criteria for
asset-backed securities and a related attestation. In the original assessment
previously provided to the Issuing Entity, Assurant Inc. excluded Item 1122(d)
(4)(xii) from the scope of its assessment. Assurant Inc. recently provided the
Issuing Entity with a revised assessment of compliance that assesses Assurant
Inc.'s compliance with Item 1122(d)(4)(xii) and identifies material instance of
non compliance with this criterion. This material instance of non compliance is
noted in this Form 10-K/A under "Additional Disclosure Items Pursuant to
General Instruction J." The Issuing Entity has included this revised assessment
of compliance under Exhibit 33(a) and 33(b), the related attestation under
Exhibit 34(a) and 34(b) and a revised Rule 13a-14(d)/15d-14(d) Certification
under Exhibit 31. This Form 10-K/A does not otherwise amend the original Form
10-K filed with the Commission on April 2, 2007.


  (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, 2006

      OR



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


       Commission file number:  333-131727-18

       Ace Securities Corp. Home Equity Loan Trust, Series 2006-SD3
       (exact name of issuing entity as specified in its charter)

       ACE Securities Corp.
       (exact name of the depositor (as registrant on behalf of the issuing
       entity) as specified in its charter)

       DB Structured Products, Inc.
       (exact name of the sponsor as specified in its charter)


  Delaware                                          06-1441221
  (State or other jurisdiction of                   Depositor
  incorporation or organization)                    (I.R.S. Employer
                                                    Identification No.)


   ACE Securities Corp.
   6525 Morrison Boulevard Suite 318
   Charlotte, NC                                 28211
  (Address of principal executive offices)    (Zip Code)


  Registrant's telephone number, including area code: (704) 365-0569


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

        NONE.


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

        NONE.


  Indicate by check mark if the registrant is a well-known seasoned issuer,
  as defined in Rule 405 of the Securities Act.

        Yes  ___     No  X


  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  ___     No  X


  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 ( 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.

        Not applicable.


  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  ___     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.

        Not applicable.


     Documents Incorporated by Reference

  List hereunder the following documents if incorporated by reference and
  the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the
  document is incorporated: (1)Any annual report to security holders; (2)
  Any proxy or information statement; and (3)Any prospectus filed pursuant
  to Rule 424(b) or (c) under the Securities Act of 1933. The listed
  documents should be clearly described for identification purposes (e.g.,
  annual report to security holders for fiscal year ended December 24, 1980).

        Not applicable.


                                   PART I
  Item 1.  Business.

            Omitted.


  Item 1A.  Risk Factors.

            Omitted.


  Item 1B.  Unresolved Staff Comments.

            None.


  Item 2.  Properties.

            Omitted.


  Item 3.  Legal Proceedings.

            Omitted.


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

            Omitted.


                                PART II

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

            Omitted.


  Item 6.  Selected Financial Data.

            Omitted.


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

            Omitted.


  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

            Omitted.


  Item 8.  Financial Statements and Supplementary Data.

            Omitted.


  Item 9.  Changes in and Disagreements With Accountants on Accounting and
           Financial Disclosure.

            Omitted.


  Item 9A. Controls and Procedures.

            Omitted.


  Item 9A(T). Controls and Procedures.

            Omitted.


  Item 9B. Other Information.

            None.


                                PART III

  Item 10. Directors, Executive Officers and Corporate Governance.

            Omitted.


  Item 11. Executive Compensation.

            Omitted.

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

            Omitted.


  Item 13. Certain Relationships and Related Transactions, and Director
           Independence.

            Omitted.


  Item 14. Principal Accounting Fees and Services.

            Omitted.



            ADDITIONAL DISCLOSURE ITEMS PURSUANT TO GENERAL INSTRUCTION J

  Item 1112(b) of Regulation AB, Significant Obligor Financial Information.

            None.

  Item 1114(b)(2) of Regulation AB, Credit Enhancement and Other Support,
             except for certain Derivative Instruments (Information regarding
             Significant Enhancement Providers Financial Information).

            No entity or group of affiliated entities provides any external
            credit enhancement, uses any derivative instruments or other support
            for the certificates within this transaction as described under
            Item 1114(a) of Regulation AB.

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

            The significance percentage related to each entity or group of
            affiliated entities providing derivative instruments described in
            Item 1115 of Regulation AB is less than 10%.

  Item 1117 of Regulation AB, Legal Proceedings.

            No applicable updates.

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

            No applicable updates.

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

            See Item 15.

            Assurant, Inc. previously excluded the applicable servicing
            criteria set forth in Item 1122 (d)(4)(xii) from the scope of its
            assessment of compliance. Assurant, Inc. has now assessed its
            compliance with the Applicable Servicing Criteria for the Reporting
            Period of January 1, 2006 through December 31, 2006 and has
            identified a material instance of noncompliance with that servicing
            criterion. Specifically, Assurant, Inc. did not have, during the
            Reporting Period, sufficient policies and procedures to capture the
            information with respect to the Platform Transactions necessary to
            determine compliance with Item 1122(d)(4)(xii). Accordingly,
            Assurant, Inc. has restated its previous assessment for the
            Reporting Period, which excluded evaluation of the criterion,
            to include the criterion and reflect the material noncompliance as
            a result of its assessment.

            The 1122 statements for First American Real Estate Solutions of
            Texas, L.P. (as Sub-Contractor for Ocwen Loan Servicing, LLC) has
            disclosed the following material instance of noncompliance with the
            servicing criteria set forth in Item 1122(d)(2)(vii)(B) of
            Regulation AB applicable to the Company during year ended December
            31, 2006. Account reconciliations for all asset-backed securities
            related bank accounts were not prepared within 30 calendar days
            after the bank statement cutoff date, or such other number of days
            specified in the transaction agreements as required by Item
            1122(d)(2)(vii)(B) of Regulation AB.

            The 1122 statements for Wells Fargo Bank, National Association
            (Corporate Trust Services) has disclosed material noncompliance with
            criterion 1122(d)(3)(i), as applicable to the Company during the
            twelve months ended December 31, 2006. Certain monthly investor or
            remittance reports included errors in the calculation and/or the
            reporting of delinquencies for the pool assets.

            Although each servicing criterion required by Item 1122(d) of
            Regulation AB is addressed in one or more of of the Assessment of
            Compliance with Servicing Criteria and related Attestation Reports
            included with this report, of Select Portfolio Servicing Inc., a
            Servicer, Assessment of Compliance and related Attestation
            Report did not address each of the servicing criteria that the
            Servicer was required to address under the terms of the related
            Servicing Agreement. The Servicer has not identified such failure
            to provide an Assessment and Attestation for these items as a
            material failure to fulfill its obligations under the related
            servicing agreement in the Servicer's Compliance Statement provided
            under Item 1123 of Regulation AB, because the Servicer asserts that
            those items are not applicable to the Servicer.

  Item 1123 of Regulation AB, Servicer Compliance Statement.

            See Item 15.





                                PART IV



  Item 15. Exhibits, Financial Statement Schedules.

   (a) Exhibits

    (4)  Pooling and Servicing Agreement, dated as of October 31, 2006, among
         ACE Securities Corp., as Depositor, Ocwen Loan Servicing, LLC, as a
         Servicer, Wells Fargo Bank, National Association, as Master Servicer
         and Securities Administrator and HSBC Bank USA, National Association,
         as Trustee (incorporated herein by reference from Exhibit 4.1 of the
         Current Report on Form 8-K of the registrant, as filed with the
         Commission).

    (31) Rule 13a-14(d)/15d-14(d) Certifications.

    (33) Reports on assessment of compliance with servicing criteria for
         asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant Inc. as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      b) Assurant Inc. as Sub-Contractor for Washington Mutual Bank <F1>
      c) Deutsche Bank National Trust Company, as Custodian <F1>
      d) Deutsche Bank National Trust Company as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      e) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) Ocwen Loan Servicing, LLC, as Servicer <F1>
      i) Regulus Group LLC as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      j) Select Portfolio Servicing, Inc., as Servicer <F1>
      k) Washington Mutual Bank, as Servicer <F1>
      l) Wells Fargo Bank, N.A., as Master Servicer <F1>
      m) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      n) Wells Fargo Bank, N.A., as Paying Agent <F1>
      o) Wells Fargo Bank, N.A., as Custodian <F1>

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant Inc. as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      b) Assurant Inc. as Sub-Contractor for Washington Mutual Bank <F1>
      c) Deutsche Bank National Trust Company, as Custodian <F1>
      d) Deutsche Bank National Trust Company as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      e) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      f) IndyMac Bank, F.S.B., as Servicer <F1>
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B. <F1>
      h) Ocwen Loan Servicing, LLC, as Servicer <F1>
      i) Regulus Group LLC as Sub-Contractor for Ocwen Loan Servicing, LLC <F1>
      j) Select Portfolio Servicing, Inc., as Servicer <F1>
      k) Washington Mutual Bank, as Servicer <F1>
      l) Wells Fargo Bank, N.A., as Master Servicer <F1>
      m) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      n) Wells Fargo Bank, N.A., as Paying Agent <F1>
      o) Wells Fargo Bank, N.A., as Custodian <F1>

      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      a) IndyMac Bank, F.S.B., as Servicer <F1>
      b) Ocwen Loan Servicing, LLC, as Servicer <F1>
      c) Washington Mutual Bank, as Servicer <F1>
      d) Wells Fargo Bank, N.A., as Master Servicer <F1>
      e) Wells Fargo Bank, N.A., as Securities Administrator <F1>


      </TABLE>

   (b) See Exhibits identified in Paragraph (a) above.

   (c) Not applicable.


  <F1> Filed herewith.


                                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.



    Ace Securities Corp. Home Equity Loan Trust, Series 2006-SD3
    (Issuing Entity)

    Wells Fargo Bank, N.A.
    (Master Servicer)

    /s/ Kristen Ann Cronin
    Kristen Ann Cronin, Vice President
    (senior officer in charge of the servicing function of the master servicer)

    Date: May 27, 2008


  Exhibit Index

  Exhibit No.

    (31) Rule 13a-14(d)/15d-14(d) Certifications.

    (33) Reports on assessment of compliance with servicing criteria for
         asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant Inc. as Sub-Contractor for Ocwen Loan Servicing, LLC
      b) Assurant Inc. as Sub-Contractor for Washington Mutual Bank
      c) Deutsche Bank National Trust Company, as Custodian
      d) Deutsche Bank National Trust Company as Sub-Contractor for IndyMac Bank, F.S.B.
      e) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Ocwen Loan Servicing, LLC
      f) IndyMac Bank, F.S.B., as Servicer
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B.
      h) Ocwen Loan Servicing, LLC, as Servicer
      i) Regulus Group LLC as Sub-Contractor for Ocwen Loan Servicing, LLC
      j) Select Portfolio Servicing, Inc., as Servicer
      k) Washington Mutual Bank, as Servicer
      l) Wells Fargo Bank, N.A., as Master Servicer
      m) Wells Fargo Bank, N.A., as Securities Administrator
      n) Wells Fargo Bank, N.A., as Paying Agent
      o) Wells Fargo Bank, N.A., as Custodian

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant Inc. as Sub-Contractor for Ocwen Loan Servicing, LLC
      b) Assurant Inc. as Sub-Contractor for Washington Mutual Bank
      c) Deutsche Bank National Trust Company, as Custodian
      d) Deutsche Bank National Trust Company as Sub-Contractor for IndyMac Bank, F.S.B.
      e) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Ocwen Loan Servicing, LLC
      f) IndyMac Bank, F.S.B., as Servicer
      g) Newport Management Corporation as Sub-Contractor for IndyMac Bank, F.S.B.
      h) Ocwen Loan Servicing, LLC, as Servicer
      i) Regulus Group LLC as Sub-Contractor for Ocwen Loan Servicing, LLC
      j) Select Portfolio Servicing, Inc., as Servicer
      k) Washington Mutual Bank, as Servicer
      l) Wells Fargo Bank, N.A., as Master Servicer
      m) Wells Fargo Bank, N.A., as Securities Administrator
      n) Wells Fargo Bank, N.A., as Paying Agent
      o) Wells Fargo Bank, N.A., as Custodian

      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>

      a) IndyMac Bank, F.S.B., as Servicer
      b) Ocwen Loan Servicing, LLC, as Servicer
      c) Washington Mutual Bank, as Servicer
      d) Wells Fargo Bank, N.A., as Master Servicer
      e) Wells Fargo Bank, N.A., as Securities Administrator

      </TABLE>