**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

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**FORM 10-K/A(AMENDMENT NO. 1)**

 

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**(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** |
|-----------|----------------------------------------------------------------------------------------------|

**For Transition period                    **

 

|   |                                                                                                     |
|--------|----------------------------------------------------------------------------------------------------------|
|   | **Commission File Number of issuing entity: 333-109318-15**

**Long Beach Mortgage Loan Trust 2006-WL3** |
|   | **(Exact name of issuing entity as specified in its charter)**                                           |

**Commission File Number of depositor:333-109318**

 

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**LONG BEACH SECURITIES CORP.**

**(Exact name of depositor as specified in its charter)**

 

 

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**WASHINGTON MUTUAL BANK**

**(Exact name of sponsor as specified in its charter)**

 

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|   |                                                                                          |
|--------|-----------------------------------------------------------------------------------------------|
|   | **Delaware**                                                                                  |
|   | **(State or other jurisdiction of Incorporation**

**or organization of the issuing entity)** |
|   |
|   | **1400 South Douglass Road, Suite 100, Anaheim, California 92806**                       |
|   | **(Address of principal executive offices**

**of issuing entity)**                           |
|   |
|   | **(714) 939-5200**                                                                            |
|   | **(Telephone number, including area code)**                                                   |
|   |
|   | **35-2267128**                                                                                |
|   | **(I.R.S. Employer Identification No.)**                                                      |
|   |
|   | **N/A**                                                                                       |
|   | **(Former name, former address, if changed since last report)**                               |

 

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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 theSecurities Act.    Yes   ̈    No  x

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed bySection 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 90days.    x  Yes     ̈  No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is notcontained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part II of the Form 10-K or any amendment to this form 10-K.     ̈  [Item 405 of Regulation S-K is not applicable.]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or anon-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer   ̈    Acceleratedfiler   ̈    Non-accelerated filer  x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of theAct).    Yes   ̈    No  x

Registrant has no voting or non-voting common equity outstanding held bynon-affiliates.

 

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 **PART III**

The Item labeled "Item 1122 of Regulation AB: Compliance with ApplicableServicing Criteria." is hereby amended by replacing the last sentence thereofwith the following:

None of the Servicing Reports or Attestation Reports has identified anymaterial instance of noncompliance with the servicing criteria as applicable tothe respective Servicing Party, except that, with respect to:

1.  WMMSC and its compliance with Item 1122 (d)(2)(vii)(B), two		of twelve bank statement reconciliations examined were not prepared		within 30 calendar days after the bank statement cutoff date, but were		prepared within 30 calendar days after month end, which was 32 calendar		days after the bank statement cutoff date.

2.  American Security Insurance Company and Standard Guaranty		Insurance Company (together, "Assurant") and their compliance with Item		1122(d)(4)(xii), during the reporting period covered by this 10-K Annual		Report, Assurant did not have sufficient policies and procedures in		place to capture the information necessary to determine its compliance		with Item 1122(d)(4)(xii). As stated in a letter dated January 30, 2008		and attached hereto as an exhibit to this 10-K/A, Assurant has implemented policies		and procedures to capture the information required to comply with this		provision.

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**PART IV**

**Item 15. Exhibits, Financial Statement Schedules.**

 

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

 

|   | (a)(2) | Not Applicable. |
|--------|--------|-----------------|

 

|   | (a)(3) | Not Applicable. |
|--------|--------|-----------------|

 

|   | (b) | Exhibits |
|--------|-----|----------|

 

 

 

| **Exhibit No.** | **  Exhibit Description**                                                                                                                                 |
|-----------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------|
|            |                                                                                                                                                           |
| 4.1*            | Mortgage Loan Purchase Agreement (incorporated herein by reference from Exhibit 4.1 to the Form 8-K filed by the issuing entity on February 6, 2006).          |   |
| 4.2*            | Swap Agreement (incorporated herein by reference from Exhibit 4.2 to the Form 8-K filed by the issuing entity on February 6, 2006).                            |   |
| 4.3*            | Cap Agreement (incorporated herein by reference from Exhibit 4.3 to the Form 8-K filed by the issuing entity on February 6, 2006).                             |   |
| 4.4*            | PMI Mortgage Insurance Policy (incorporated herein by reference from Exhibit 4.4 to the Form 8-K filed by the issuing entity on February 6, 2006).             |   |
| 4.5*            | MGIC Mortgage Insurance Policy (incorporated herein by reference from Exhibit 4.5 to the Form 8-K filed by the issuing entity on February 6, 2006).            |   |
| 4.6*            | Pooling and Servicing Agreement (incorporated herein by reference from Exhibit 4.6 to the Form 8-K filed by the issuing entity on February 14, 2006).          |   |
| 4.7*            | Subservicing Agreement (incorporated herein by reference from Exhibit 4.7 to the Form 8-K filed under File No. 333-109318-14 on February 14, 2006).            |   |
| 4.8*            | Administrative Agent Agreement (incorporated herein by reference from Exhibit 4.8 to the Form 8-K filed by under File No. 333-109318-14 on February 14, 2006). |   |
| 31*             | Certification of Douglas A. Potolsky pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                |   |

| 31.2**   | Restated Certification of Douglas A.Potolsky pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                                                                                            |
|----------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 33.1*    | Report on Assessment of Compliance with Servicing Criteria for Long Beach Securities Corp.                                                                                                                                                         |
| 33.2*    | Report on Assessment of Compliance with Servicing Criteria for Washington Mutual Bank.                                                                                                                                                             |
| 33.3*    | Report on Assessment of Compliance with Servicing Criteria for Washington Mutual Mortgage Securities Corp.                                                                                                                                         |
| 33.4*    | Report on Assessment of Compliance with Servicing Criteria for Deutsche Bank National Trust Company.                                                                                                                                               |
| 33.5*    | Report on Assessment of Compliance with Servicing Criteria for American Security Insurance Company and Standard Guaranty Insurance Company.                                                                                                        |
| 33.6***  | Restated Report on Assessment of Compliance with Servicing Criteria forAmerican Security Insurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc.                                                               |
| 33.7***  | Letter dated January 30, 2008 regarding Restated Assessment for the Reporting Period of January 1, 2006 through December 31, 2006 for American Security Insurance Company, Standard GuarantyInsurance Company and TrackSure Insurance Agency, Inc. |
| 34.1*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Long Beach Securities Corp.                                                                                                                    |
| 34.2*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Washington Mutual Bank.                                                                                                                        |
| 34.3*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Washington Mutual Mortgage Securities Corp.                                                                                                    |
| 34.4*    | Attestation Report of KPMG LLP on Assessment of Compliance with Servicing Criteria for Deutsche Bank National Trust Company.                                                                                                                       |
| 34.5*    | Attestation Report of PriceWaterhouseCoopers on Assessment of Compliance with Servicing Criteria for American Security Insurance Company and Standard Guaranty Insurance Company.                                                                  |
| 34.6**** | Restated Attestation Report of PriceWaterhouseCooperson Assessment of Compliance with Servicing Criteria for American SecurityInsurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc.                          |
| 35.1*    | Servicer Compliance Statement of Washington Mutual Bank.                                                                                                                                                                                           |
| 35.2*    | Servicer Compliance Statement of Washington Mutual Mortgage Securities Corp.                                                                                                                                                                       |

 _________________________________

| *    |   | Previously Filed                                                 |
|------|--------|------------------------------------------------------------------|
| **   |   | Exhibit 31.2 replaces previously filedExhibit No. 31             |
| ***  |   | Exhibits 33.6 and 33.7 replace previously filed Exhibit No. 33.5 |
| **** |   | Exhibit 34.6 replaces previously filed Exhibit 34.5              |

 

 

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**SIGNATURES**

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

 

 Date: May 9, 2008

 

|   |  **LONGBEACH SECURITIES CORP.** |
|--------|--------------------------------------|
|   |                                 |   |
|   |                                 |   |
|   |                                 | By: /s/ Doug Potolsky |
|   |                                 | Name: Doug Potolsky |
|   |                                 | Title: Senior Vice President and Senior Officer in Charge of Securitization of the Depositor |

 

 

 

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**EXHIBIT INDEX**

 

| **Exhibit No.** | **  Exhibit Description**                                                                                                                                 |
|-----------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------|
|            |                                                                                                                                                           |
| 4.1*            | Mortgage Loan Purchase Agreement (incorporated herein by reference from Exhibit 4.1 to the Form 8-K filed by the issuing entity on February 6, 2006).          |   |
| 4.2*            | Swap Agreement (incorporated herein by reference from Exhibit 4.2 to the Form 8-K filed by the issuing entity on February 6, 2006).                            |   |
| 4.3*            | Cap Agreement (incorporated herein by reference from Exhibit 4.3 to the Form 8-K filed by the issuing entity on February 6, 2006).                             |   |
| 4.4*            | PMI Mortgage Insurance Policy (incorporated herein by reference from Exhibit 4.4 to the Form 8-K filed by the issuing entity on February 6, 2006).             |   |
| 4.5*            | MGIC Mortgage Insurance Policy (incorporated herein by reference from Exhibit 4.5 to the Form 8-K filed by the issuing entity on February 6, 2006).            |   |
| 4.6*            | Pooling and Servicing Agreement (incorporated herein by reference from Exhibit 4.6 to the Form 8-K filed by the issuing entity on February 14, 2006).          |   |
| 4.7*            | Subservicing Agreement (incorporated herein by reference from Exhibit 4.7 to the Form 8-K filed under File No. 333-109318-14 on February 14, 2006).            |   |
| 4.8*            | Administrative Agent Agreement (incorporated herein by reference from Exhibit 4.8 to the Form 8-K filed by under File No. 333-109318-14 on February 14, 2006). |   |
| 31*             | Certification of Douglas A. Potolsky pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                |   |

| 31.2**   | Restated Certification of Douglas A.Potolsky pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                                                                                            |
|----------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 33.1*    | Report on Assessment of Compliance with Servicing Criteria for Long Beach Securities Corp.                                                                                                                                                         |
| 33.2*    | Report on Assessment of Compliance with Servicing Criteria for Washington Mutual Bank.                                                                                                                                                             |
| 33.3*    | Report on Assessment of Compliance with Servicing Criteria for Washington Mutual Mortgage Securities Corp.                                                                                                                                         |
| 33.4*    | Report on Assessment of Compliance with Servicing Criteria for Deutsche Bank National Trust Company.                                                                                                                                               |
| 33.5*    | Report on Assessment of Compliance with Servicing Criteria for American Security Insurance Company and Standard Guaranty Insurance Company.                                                                                                        |
| 33.6***  | Restated Report on Assessment of Compliance with Servicing Criteria forAmerican Security Insurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc.                                                               |
| 33.7***  | Letter dated January 30, 2008 regarding Restated Assessment for the Reporting Period of January 1, 2006 through December 31, 2006 for American Security Insurance Company, Standard GuarantyInsurance Company and TrackSure Insurance Agency, Inc. |
| 34.1*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Long Beach Securities Corp.                                                                                                                    |
| 34.2*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Washington Mutual Bank.                                                                                                                        |
| 34.3*    | Attestation Report of Deloitte & Touche on Assessment of Compliance with Servicing Criteria for Washington Mutual Mortgage Securities Corp.                                                                                                    |
| 34.4*    | Attestation Report of KPMG LLP on Assessment of Compliance with Servicing Criteria for Deutsche Bank National Trust Company.                                                                                                                       |
| 34.5*    | Attestation Report of PriceWaterhouseCoopers on Assessment of Compliance with Servicing Criteria for American Security Insurance Company and Standard Guaranty Insurance Company.                                                                  |
| 34.6**** | Restated Attestation Report of PriceWaterhouseCooperson Assessment of Compliance with Servicing Criteria for American SecurityInsurance Company, Standard Guaranty Insurance Company and TrackSure Insurance Agency, Inc.                          |
| 35.1*    | Servicer Compliance Statement of Washington Mutual Bank.                                                                                                                                                                                           |
| 35.2*    | Servicer Compliance Statement of Washington Mutual Mortgage Securities Corp.                                                                                                                                                                       |

 _________________________________

| *    |   | Previously Filed                                                 |
|------|--------|------------------------------------------------------------------|
| **   |   | Exhibit 31.2 replaces previously filedExhibit No. 31             |
| ***  |   | Exhibits 33.6 and 33.7 replace previously filed Exhibit No. 33.5 |
| **** |   | Exhibit 34.6 replaces previously filed Exhibit 34.5              |