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

                                    FORM 10-K

[X]    Annual  report  pursuant  to  Section  13 or  15(d)  of the Securities
       Exchange Act of 1934 for the fiscal year ended December 31, 2004

[ ]    Transition report pursuant to Section 13 or 15(d) of the
       Securities Exchange Act of 1934 for the transition period from __ to __


                                       Commission File Number  333-108551-09
                                                              ----------------

                        ASSET BACKED FUNDING CORPORATION
                                 2004-CB5 Trust
       C-BASS Mortgage Loan Asset-Backed Certificates, Series 2004-CB5
             (Exact name of registrant as specified in its charter)

                                             55-0880656, 55-0880654, 55-0880651
        New York                                   55-0880650, 66-0880647
 (State or other jurisdiction of             (IRS Employer Identification No.)
     incorporation or organization)

c/o Asset Backed Funding Corporation
214 North Tryon Street
Charlotte, North Carolina                                   28255
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code : (704) 386-2400

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 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.

        Not Applicable

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 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.

Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.

        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.

<PAGE>
                          Introductory Note

This Annual Report on Form 10-K is prepared in reliance on the no-action
letter dated March 26, 1993 issued by the Securities and Exchange Commission
to Nomura Asset Securities Corporation.


PART I

Item 1.  Business.

         Not Applicable.

Item 2.  Properties.

         Not Applicable.

Item 3.  Legal Proceedings.

         The registrant knows of no material pending legal proceedings
         involving the trust created under the Pooling and Servicing
         Agreement (the Trust), the Trustee, the Master Servicer, the
         Securities Administrator or the registrant with respect to the
         Trust other than routine litigation incidental to the duties
         of the respective parties.

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

         None.


PART II

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

     There  is  currently  no   established   public   trading  market  for  the
certificates issued by the Trust.

     As of December  31, 2004 the total  number of holders  with respect to each
class of certificates is set forth below:

         AV-1            10
         AV-2             2
         AV-3             3
         M-1              6
         M-2              6
         M-3              1
         B-1              4
         B-2              3
         B-3              1
         B-4              1

Item 6.  Selected Financial Data.

         Not Applicable.

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

         Not Applicable.

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

         Not Applicable.

Item 8.  Financial Statements and Supplementary Data.

         Not Applicable.

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

         None.

Item 9A. Controls and Procedures.

         Not Applicable.

Item 9B. Other Information.

         Not Applicable.


                                      -2-
<PAGE>

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

         Not Applicable.

Item 13. Certain Relationships and Related Transactions

         No reportable transactions have occurred.

Item 14. Principal Accounting Fees and Services

         Not Applicable.

Item 15. Exhibits, Financial Statement Schedules.

(a) The following is a list of documents filed as part of this report:

        4.1      Pooling and Servicing Agreement (filed as an exhibit to
                 Form 8-K on September 24, 2004).

        31.1     Rule 13a-14(a)/15d-14(a) Certification.

        99.1     Annual Independent Public Accountant's Servicing Report
                 concerning servicing activities for the year ended
                 December 31, 2004.

        99.2     Annual Statement as to Compliance under the Pooling and
                 Servicing Agreement for the year ended December 31, 2004.

(b) The exhibits required to be filed by Registrant pursuant to Item 601
    of Regulation S-K are listed above and in the Exhibit Index that
    immediately follows the signature page hereof.

(c) Not Applicable.
                                      -3-

<PAGE>

2004-CB5 Trust
C-BASS Mortgage Loan Asset-Backed Certificates, Series 2004-CB5
---------------------------------------------------------------

SIGNATURE

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.

                 Asset Backed Funding Corporation
                 2004-CB5 Trust
                 C-BASS Mortgage Loan Asset-Backed Certificates, Series 2004-CB5

                 By: LITTON LOAN SERVICING LP, as Servicer


                By: /s/ Larry B. Litton, Sr.
                    -----------------------------------------
                    Name:  Larry B. Litton, Sr.
                    Title: President and  CEO

              Date: March 29, 2005


                                      -4-


<PAGE>


Supplemental  Information to be Furnished With Reports Filed Pursuant to Section
15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to
Section 12 of the Act

  (a)(i) No annual report is provided to the Certificateholders other than
  with respect to aggregate principal and interest distributions.


  (a)(ii) No proxy statement, form of proxy or other proxy soliciting
  material has been sent to any Certificateholder with respect to any
  annual or other meeting of Certificateholders.

                                      -5-

<page>

                                 EXHIBIT INDEX


Exhibit Description

 4.1  Pooling and Servicing Agreement (filed as an exhibit to
      Form 8-K on September 24, 2004).

31.1  Rule 13a-14(a)/15d-14(a) Certification.

99.1  Annual Independent Accountants' Servicing Report for the year
      ended December 31, 2004.

99.2  Annual Statement as to Compliance under the Pooling and Servicing
      Agreement for the year ended December 31, 2004.

                                      -6-

<page>

                                  EXHIBIT 31.1
                    Rule 13a-14(a)/15d-14(a) Certification
                            ------------------------


                                 CERTIFICATION
                                 2004-CB5 TRUST,
         C-BASS MORTGAGE LOAN ASSET-BACKED CERTIFICATES, SERIES 2004-CB5

I, Larry B. Litton, Sr., certify that:

1.   I have reviewed  this annual  report on Form 10-K,  and all reports on Form
     8-K containing a copy of the monthly  statement to  certificateholders  set
     forth in Section 4.06 of the Pooling and Servicing  Agreement,  dated as of
     July 1, 2004 (the "Agreement"),  among Asset Backed Funding Corporation, as
     depositor   (the    "Depositor"),    Credit-Based   Asset   Servicing   and
     Securitization LLC, as seller (the "Seller"),  Litton Loan Servicing LP, as
     servicer (the  "Servicer"),  and JPMorgan Chase Bank,  N.A, as trustee (the
     "Trustee"),  filed in respect of periods  included  in the year  covered by
     this annual report, of the 2004-CB5 Trust (the "Trust");

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  Agreement  for
     inclusion in these reports is included in these reports;

4.   I am  responsible  for reviewing the  activities  performed by the Servicer
     under the Agreement  and based upon my knowledge and the annual  compliance
     review  required  under  the  Agreement,  and  except as  disclosed  in the
     reports, the Servicer has fulfilled its obligations under the Agreement;

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  Single  Attestation  Program  for
     Mortgage Bankers or similar procedure, as set forth in the Agreement,  that
     is included in these reports; and

6.   In giving the certifications above, I have reasonably relied on information
     provided to me by the following unaffiliated parties:  JPMorgan Chase Bank,
     N.A.

                        By:  /s/ Larry B. Litton, Sr.
                            -----------------------------------------
                            Larry B. Litton, Sr.
                            President and Chief Executive Officer

                      Date: March 29, 2005


                                      -7-

<page>
                                  EXHIBIT 99.1
             Annual Independent Public Accountant's Servicing Report
                            with Management Assertion
                             -----------------------

                                                     Deloitte & Touche LLP
                                                     Suite 2300
                                                     333 Clay Street
                                                     Houston, Texas  77002-4196
                                                     USA
                                                     Tel +1 713 982 2000
                                                     Fax +1 713 982 2001
                                                     www.deloitte.com


Report of Independent Registered Public Accounting Firm

To the Partners of Litton Loan Servicing LP:

We have examined management's assertion that Litton Loan Servicing LP (the
Company) has complied as of and for the year ended December 31, 2004, with its
established minimum servicing standards described in the accompanying Management
Assertion Report dated February 16, 2005. Management is responsible for the
Company's compliance with those minimum servicing standards. Our responsibility
is to express an opinion on management's assertion about the Company's
compliance based on our examination.

Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants as adopted
by the Public Company Accounting Oversight Board (United States) and,
accordingly, included examining, on a test basis, evidence about the Company's
compliance with its minimum servicing standards and performing such other
procedures as we considered necessary in the circumstances. We believe that our
examination provides a reasonable basis for our opinion. Our examination does
not provide a legal determination on the Company's compliance with its minimum
servicing standards.

In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 2004 is fairly stated, in all material respects based on the criteria set
forth in Appendix I.

/s/ Deloitte & Touche LLP
---------------------------------------------

February 16, 2005

                                      -8-

<page>



APPENDIX I

MINIMUM SERVICING STANDARDS AS SET FORTH IN THE
MORTGAGE BANKERS ASSOCIATION OF AMERICA'S UNIFORM SINGLE ATTESTATION PROGRAM
FOR MORTGAGE BANKERS

I. CUSTODIAL BANK ACCOUNTS

   1. Reconciliations shall be prepared on a monthly basis for all custodial
      bank accounts and related bank clearing accounts. These reconciliations
      shall:

      .  be mathematically accurate;

      .  be prepared within forty-five(45) calendar days after the cutoff date;

      .  be reviewed and approved by someone other than the person who prepared
         the reconciliation; and

      .  document explanations for reconciling items.  These reconciling items
         shall be resolved within ninety (90) calendar days of their original
         identification.

   2. Funds of the servicing entity shall be advanced in cases where there is an
      overdraft in an investor's or a mortgagor's account.

   3. Each custodial account shall be maintained at a federally insured
      depository institution in trust for the applicable investor.

   4. Escrow funds held in trust for a mortgagor shall be returned to the
      mortgagor within thirty (30) calendar days of payoff of the mortgage loan.

II.MORTGAGE PAYMENTS

   1. Mortgage  payments shall be deposited into the custodial bank accounts and
      related bank clearing accounts within two business days of receipt.

   2. Mortgage  payments made in accordance with the mortgagor's loan documents
      shall be posted to the applicable mortgagor records within two business
      days of receipt.

   3. Mortgage payments shall be allocated to principal, interest, insurance,
      taxes or other escrow items in accordance with the mortgagor's loan
      documents.

   4. Mortgage payments identified as loan payoffs shall be allocated in
      accordance with the mortgagor's loan documents.

III. DISBURSEMENTS

   1. Disbursements made via wire transfer on behalf of a mortgagor or investor
      shall be made only by authorized personnel.

   2. Disbursements made on behalf of a mortgagor or investor shall be posted
      within two business days to the mortgagor's or investor's records
      maintained by the servicing entity.

   3. Tax and insurance payments shall be made on or before the penalty or
      insurance policy expiration dates, as indicated on tax bills and insurance
      premium notices, respectively, provided that such support has been
      received by the servicing entity at least thirty (30) calendar days prior
      to these dates.

   4. Any late payment penalties paid in conjunction with the payment of any tax
      bill or insurance premium notice shall be paid from the servicing entity's
      funds and not charged to the mortgagor, unless the late payment was due to
      the mortgagor's error or omission.

   5. Amounts remitted to investors per the servicer's investor reports shall
      agree with cancelled checks, or other form of payment, or custodial bank
      statements.

   6. Unused checks shall be safeguarded so as to prevent unauthorized access.

IV. INVESTOR ACCOUNTING AND REPORTING

   1. The servicing entity's investor reports shall agree with, or reconcile to,
      investors' records on a monthly basis as to the total unpaid principal
      balance and number of loans serviced by the servicing entity.

V. MORTGAGOR LOAN ACCOUNTING

   1. The servicing entity's mortgage loan records shall agree with, or
      reconcile to, the records of mortgagors with respect to the unpaid
      principal balance on a monthly basis.

   2. Adjustments on ARM loans shall be computed based on the related mortgage
      note and any ARM rider.

   3. Escrow accounts shall be analyzed, in accordance with the mortgagor's loan
      documents, on at least an annual basis.

   4. Interest on escrow  accounts  shall be paid, or credited, to mortgagors in
      accordance with the applicable state laws.

VI. DELINQUENCIES

   1. Records  documenting  collection  efforts  shall be maintained  during the
      period a loan is in default  and shall be updated  at least monthly.  Such
      records shall  describe the entity's  activities in monitoring  delinquent
      loans  including,  for example,  phone calls, letters and mortgage payment
      rescheduling  plans in cases  where the delinquency  is  deemed  temporary
      (e.g., illness or unemployment).

VII. INSURANCE POLICIES

   1. A fidelity bond and errors and  omissions policy shall be in effect on the
      servicing entity throughout the reporting period in the amount of coverage
      represented to investors in management's assertion.


                                      -9-
<page>


LITTON LOAN SERVICING, LP
an affiliate of C-BASS
4828 Loop Central Drive                 Telephone 713.960.9676
Houston, Texas  77081                         Fax 713.966.8830


February 16, 2005


MANAGEMENT ASSERTION REPORT

As of and for the period ended December 31, 2004,  Litton Loan Servicing LP (the
Company) has complied, in all material respects,  with the Company's established
minimum  servicing  standards  for  residential  mortgage  loans as set forth in
Appendix I (the  "Standards").  The Standards are based on the Mortgage  Bankers
Association  of  America's  Uniform  Single  Attestation  Program  for  Mortgage
Bankers. As of and for this same period,  Litton Loan Servicing LP had in effect
a fidelity bond in the amount of $40,000,000 and an errors and omissions  policy
in the amount of $40,000,000.

/s/ Larry B. Litton, Sr.
-----------------------------------------
Larry B. Litton, Sr., President & CEO


/s/ Larry B. Litton, Jr.
------------------------------------------
Larry B. Litton, Jr., Chief Operating Officer

                                      -10-


<page>

                                  EXHIBIT 99.2
                   Servicer's Annual Statement as to Compliance
                            -----------------------


LITTON LOAN SERVICING, LP
an affiliate of C-BASS
4828 Loop Central Drive                 Telephone 713.960.9676
Houston, Texas  77081                         Fax 713.966.8830


March 10, 2005

Institutional Trust Services
JPMorgan Chase Bank
4 New York Plaza, 6th Floor
New York, NY  10041

RE:  2004-CB5, C-BASS Mortgage Loan Asset-Backed Certificates, Series 2004-CB5

To Whom It May Concern:

The  undersigned  officer  of Litton  Loan  Servicing  LP  provides  the  Annual
Statement as to Compliance  as required by the Pooling and  Servicing  Agreement
for the  above  referenced  security  and  certifies  that (i) a  review  of the
activities of the Servicer  during such  preceding  fiscal year (or such shorter
period in the case of the first  such  report)  and of  performance  under  this
Agreement  has  been  made  under  my  supervision,  and  (ii) to the best of my
knowledge,  based on such review, the Servicer has fulfilled all its obligations
under this Agreement for 2004.

Sincerely,


/s/ Janice McClure                            /s/  Ann Kelley
-----------------------------------------    --------------------------------
Janice McClure                                  Ann Kelley
Senior Vice President                           Secretary

                                      -11-