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, 2001

[  ]     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:  333-81721-04


                        RESIDENTIAL ASSET FUNDING CORPORATION
             (Exact name of registrant as specified in its charter)


         Delaware                                          56-2064715
(State or other jurisdiction of                           I.R.S. Employer
incorporation or organization)                            Identification No.)

301 South College Street, DC-06
Charlotte, North Carolina                                    28202-6001
(Address of Principal Executive Offices)                      (Zip Code)

       Registrant's telephone number, including area code : (704) 374-4868



        C-BASS Mortgage Loan Asset-Backed Certificates, Series 2001-CB3
            (Title of each class of securities covered by this Form)

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/A or any  amendment to
this Form 10-K/A. [X]

Documents incorporated by reference:  None



<PAGE>





                           AMENDMENT NUMBER 1 OF 1



                                    -2-









RESIDENTIAL ASSET FUNDING CORPORATION
CREDIT-BASED LOAN ASSET-BACKED CERTIFICATES, SERIES 2001-CB3
-----------------------------------------------------------------------
PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

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

    (1) Financial Statements:
         Omitted.

    (2)  Financial Statement Schedules:
         Omitted.

    (3)  Exhibits:

   Annual  Servicer  Statements of  Compliance,  filed as Exhibit 99.1 hereto.
   Annual Statement of  Independent  Accountants  Report for the Servicer,
         filed as Exhibit 99.2 hereto.

(b)  Reports on Form 8-K: The  following  Current  Reports on Form 8-K were
     filed by the Registrant during the last quarter of 2001.

     Current  Reports   on Form 8-K,   dated   October 25,  2001,  November 26,
     2001,  and  December  26,  2001,  were filed for the  purpose of filing the
     Monthly  Statement  sent to the  Holders of the  Offered  Certificates  for
     payments made on the same dates.  The items reported in such Current Report
     were Item 5 (Other Events).

(c)   Exhibits to this report are listed in Item (14)(a)(3) above.

                                      -3-





<PAGE>


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.

                              JPMORGAN CHASE BANK,
                              not in its individual capacity but solely
                              as Trustee under the Agreement referred to herein


Date:  April 18, 2002         By:   /s/ Kimberly Costa
                                    -----------------------------
                                     Kimberly Costa
                                     Vice President



                                      -4-
<PAGE>


                                 EXHIBIT INDEX

Exhibit     Description

 99.1       Servicer's Annual Statements of Compliance
 99.2       Servicer's Annual Independent Accountant's Report



                                      -5-





EXHIBIT 99.1 - Servicer's Annual Statement of Compliance


                                      -6-
<page>






LITTON LOAN SERVICING, LP
an affiliate of C-BASS

4828 Loop Central Drive                 Telephone 713.960.9676
Houston, Texas  77081                         Fax 713.960.0539




March 30, 2002

Karen Schluter
The Chase Manhattan Bank
450 West 33rd Street, 14th floor
New York, New York  10001

Subject:  C-BASS Trust Series 2000-CB3

To Whom it May Concern:

The undersigned  officer of Litton Loan Servicing LP (successor in interest
to  Litton  Loan  Servicing,  Inc.)  certifies  that a review  of the  servicing
activity  for the year ended  December  31, 2001 has been  completed  under such
officer's  supevision  and that  there were no  defaults  or  exceptions  to the
requirements of the subject agreement between the above-listed  parties.  Litton
Loan Servicing LP hereby certifies that:

1. All ad valorem taxes have been paid when due and without  penalty to the
   Trust.

2. All assessments and ground rents of whatsoever kind or nature have been
paid so as to prevent their taking  priority to the purchase  money lien or lien
to which the trust is entitled.

3. All  casuality  insurance has been paid without lapse in coverage and in
an amount sufficient to prevent the application of a co-insurance clause.

4. In compliance  with terms of the agreement,  flood insurance as required
by the National Flood Insurance Act of 1994, P.L. 103-325 $511, if any, has been
maintained without lapse.

5. Errors and  Omissions  Insurance is in forced in amounts  sufficient  to
meet the requirements of Federal  National  Mortgage  Association,  Federal Home
Loan Mortgage Corporation and the terms of the subject agreement.

6. Litton Loan Servicing LP has timely filed the required IRS informational
returns including the forms 1098,  1099(A),  and those required by code sections
6050(h)(j)(p) for the year ended December 31, 2001.

7. Litton Loan  Servicing LP has not committed any act or omitted to act in
any manner  that  would  cause the trust to lose the REMIC tax  treatment  or be
taxed on prohibited transaction.

8. All other items and requirements of the Servicing  Agreement between the
above parties have been complied with except as noted on the  attachment to this
letter if any.

Sincerely,

Litton Loan Servicing LP

/s/ Janice McClure
Janice McClure
Senior Vice President

                                      -7-

<page>



EXHIBIT 99.2 - Servicer's Annual Independent Accountant's Report


                                      -8-






Deloitte & Touche LLP
Suite 2300
333 Clay Street
Houston, Texas  77002

INDEPENDENT AUDITORS' REPORT

To the Partners of
        Litton Loan Servicing LP:

     We have audited the accompanying consolidated balance sheets of Litton Loan
Servicing LP (the  "Company") as of December 31, 2001 and 2000,  and the related
consolidated  statements of operations,  partners' equity and cash flows for the
years then ended.  These  financial  statements  are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statments based on our audits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted  in the United  States of America  and  Government  Auditing  Standards
issued by the Comptroller General of the United States.  Those standards require
that we plan and perform the audit to obtain reasonable  assurance about whether
the financial  statements are free of matieral  misstatement.  An audit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

     In our opinion,  such consolidated  financial  statements referred to above
present fairly, in all material respects, the consolidated financial position of
the Company as of December 31, 2001 and 2000,  and the results of its operations
and its cash  flows  of the  years  then  ended in  conformity  with  accounting
principles generally accepted in the United States of America.

     Our  audits  were  conducted  for the  purpose of forming an opinion on the
basic  financial  statements  taken as a whole.  The  Supplemental  Schedule  of
Compliance with  HUD-Adjusted  Net Worth is presented for purposes of additional
analysis and is not a required  part of the  basic  financial  statements.  This
schedule is the  responsibility of the Company's  management.  Such schedule has
been  subjected  to the  auditing  procedures  applied in our audit of the basic
financial  statements  and, in our  opinion,  is fairly  stated in all  material
respects when considered in relation to the basic financial  statements taken as
a whole.

     In accordance with  Government  Auditing  Standards,  we have also issued a
report dated January 18, 2002,  on our  consideration  of Litton Loan  Servicing
LP's internal  control and a report dated  January 18, 2002,  on its  compliance
with laws and regulations.


January 18, 2002