10-K/A 1 abf06ff1_10ka-2006.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 (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: 333-127970-03 First Franklin Mortgage Loan Trust 2006-FFH1 (exact name of issuing entity as specified in its charter) Asset Backed Funding Corporation (exact name of the depositor as specified in its charter) Bank of America, National Association (exact name of the sponsor as specified in its charter) New York 54-2195432 (State or other jurisdiction of 54-2195433 incorporation or organization) 54-2195434 (I.R.S. Employer Identification No.) c/o Wells Fargo Bank, N.A. 9062 Old Annapolis Road Columbia, MD 21045 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (410) 884-2000 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. Not Applicable. Registrant is not an accelerated filer or well-known seasoned issuer. 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 Registrants 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 FOR REGULATION AB EXPLANATORY NOTE The issuing entity is filing this Form 10-K/A to replace Exhibits 31, 33.a and 34.a to the original Form 10-K filed on March 30, 2007. Assurant Inc. ("Assurant") 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 excluded Item 1122(d)(4)(xii) from the scope of its assessment. Assurant recently provided the issuing entity with a revised assessment of compliance that assesses Assurant's compliance with Item 1122(d)(4)(xii) and identifies material non-compliance with this criterion. This material non-compliance is noted in this Form 10-K/A under "Additional Disclosure Items for Regulation AB." The issuing entity has included this revised assessment of compliance under Exhibit 33.a, the related attestation under Exhibit 34.a 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 March 30, 2007. Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents 10% or more of the pool assets held by this transaction. Item 1114(b)(2) and 1115(b) of Regulation AB, Significant Enhancement Provider Financial Information. No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction. No entity or group of affiliated entities provides derivative instruments with an aggregate significance percentage of 10% or more. Item 1117 of Regulation AB, Legal Proceedings. The registrant knows of no material pending legal or governmental proceedings involving the Issuing Entity and all parties related to such Issuing Entity, other than routine litigation incidental to the duties of those respective parties. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions. No changes to the information provided in the prospectus filed pursuant to Rule 424 of the Securities Act of 1933, as amended, under the same Central Index Key (CIK) as this annual report on Form 10-K. Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria. The reports on assessment of compliance with servicing criteria and registered public accounting firm attestation reports are attached hereto under Item 15. The following material instances of non-compliance are identified therein: 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 assessemnt of compliance for Home Loan Services, Inc. has disclosed material noncompliance with Item 1122 Servicing Criteria applicable to Home Loan Services, Inc.during the year ended December 31, 2006, as follows: Item: Description of material noncompliance: 1122 (d)(4)(x) A For a sample of 60 loans with escrow accounts, 5 escrow accounts were not analyzed within a 12 month period. 1122 (d)(4)(x) C For a sample of 60 loans with escrow accounts, escrow funds were not returned within 30 days after payoff for 2 loans. 1122 (d)(1)(i) Home Loan Services, Inc. had not instituted policies and procedures to monitor any performance or other triggers in accordance with the transaction agreements. The assessment of compliance for First American Real Estate Solutions of Texas, L.P. has disclosed material noncompliance with Item 1122(d)(2)(vii)(B) during the year ended December 31, 2006. Specifically, First American Real Estate Solutions of Texas, L.P. did not prepare reconciliations for all asset-backed securities related bank accounts within 30 calendar days after the bank statement cut-off date or such number of days specified in the transaction agreements. The assessemnt of compliance for Wells Fargo Bank, N.A. (Corporate Trust Services) has disclosed material noncompliance with Item 1122(d)(3)(i), as applicable to Wells Fargo Bank, N.A. 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. Item 1123 of Regulation AB, Servicer Compliance Statement. The servicer compliance statements are attached hereto under Item 15. PART IV Item 15. Exhibits, Financial Statement Schedules. (a) Exhibits (4.1) Pooling and Servicing Agreement, dated February 1, 2006, by and among Asset Backed Funding Corporation, National City Home Loan Services, Inc. and Wells Fargo Bank, N.A. (including exhibits), incorporated by reference from Exhibit 4.1 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (4.2) Mortgage Loan Purchase Agreement, dated February 1, 2006 by and between Asset Backed Funding Corporation and Bank of America, National Association (including exhibits), incorporated by reference from Exhibit 4.2 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (10.1) Flow Sale and Servicing Agreement, dated November 1, 2005, among Bank of America, National Association, First Franklin Financial Corporation and National City Home Loan Services, Inc. (including exhibits), incorporated by reference from Exhibit 10.1 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (10.2) Assignment, Assumption and Recognition Agreement, dated February 28, 2006, among Asset Backed Funding Corporation, Bank of America, National Association, First Franklin Financial Corporation and National City Home Loan Services, Inc. (including exhibits), incorporated by reference from Exhibit 10.2 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (31) Rule 13a-14(d)/15d-14(d) Certifications. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. a) Assurant Inc. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. b) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Services, Inc. c) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., e) Wells Fargo Bank, N.A., as Trustee f) Wells Fargo Bank, N.A., as Custodian
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. a) Assurant Inc. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., b) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Services, Inc., c) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Trustee f) Wells Fargo Bank, N.A., as Custodian
(35) Servicer compliance statement. a) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer b) Wells Fargo Bank, N.A., as Trustee
(b) Not applicable. (c) Omitted. 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. Asset Backed Funding Corporation (Depositor) /s/ Chris Schiavone Chris Schiavone, President (senior officer in charge of securitization of the Depositor) Date: May 29, 2008 Exhibit Index Exhibit No. (4.1) Pooling and Servicing Agreement, dated February 1, 2006, by and among Asset Backed Funding Corporation, National City Home Loan Services, Inc. and Wells Fargo Bank, N.A. (including exhibits), incorporated by reference from Exhibit 4.1 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (4.2) Mortgage Loan Purchase Agreement, dated February 1, 2006 by and between Asset Backed Funding Corporation and Bank of America, National Association (including exhibits), incorporated by reference from Exhibit 4.2 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (10.1) Flow Sale and Servicing Agreement, dated November 1, 2005, among Bank of America, National Association, First Franklin Financial Corporation and National City Home Loan Services, Inc. (including exhibits), incorporated by reference from Exhibit 10.1 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (10.2) Assignment, Assumption and Recognition Agreement, dated February 28, 2006, among Asset Backed Funding Corporation, Bank of America, National Association, First Franklin Financial Corporation and National City Home Loan Services, Inc. (including exhibits), incorporated by reference from Exhibit 10.2 of the issuing entity's Current Report on Form 8-K filed on March 17, 2006. (31) Rule 13a-14(d)/15d-14(d) Certifications. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. a) Assurant Inc. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. b) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Services, Inc. c) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Trustee f) Wells Fargo Bank, N.A., as Custodian
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. a) Assurant Inc. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. b) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Services, Inc. c) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Trustee f) Wells Fargo Bank, N.A., as Custodian
(35) Servicer compliance statement. a) Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Wells Fargo Bank, N.A., as Trustee