10-K/A 1 ffm06ff1_10ka-2006.txt 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) and 34(a) to the original Form 10-K filed on March 29, 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 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 29, 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: 333-124032-05 First Franklin Mortgage Loan Trust 2006-FF1 (exact name of issuing entity as specified in its charter) HSI Asset Securitization Corporation (exact name of the depositor as specified in its charter) HSBC Bank USA, National Association (exact name of the sponsor as specified in its charter) New York 54-2193484 (State or other jurisdiction of 54-2193485 incorporation or organization) 54-2193486 54-6696478 (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). None. PART I Item 1. Business. Not applicable. Item 1A. Risk Factors. Not applicable. Item 1B. Unresolved Staff Comments. Not applicable. Item 2. Properties. Not applicable. Item 3. Legal Proceedings. Not applicable. Item 4. Submission of Matters to a Vote of Security Holders. Not applicable. PART II Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Not applicable. Item 6. Selected Financial Data. Not applicable. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. 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. Not applicable. Item 9A. Controls and Procedures. Not applicable. Item 9A(T). Controls and Procedures. Not applicable. Item 9B. Other Information. Not applicable. PART III Item 10. Directors, Executive Officers and Corporate Governance. Not applicable. Item 11. Executive Compensation. Not applicable. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Not applicable. Item 13. Certain Relationships and Related Transactions, and Director Independence. Not applicable. Item 14. Principal Accounting Fees and Services. Not applicable. ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents more than 10% 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 contemplated in Item 1114 of Regulation AB. No entity or group of affiliated entities providing derivative instruments contemplated in Item 1115 of Regulation AB is subject to the reporting thresholds specified in Item 1115. Item 1117 of Regulation AB, Legal Proceedings. Except as may be set forth immediately below, there are no known legal proceedings pending against any party specified in Item 1117 of Regulation AB, or of which any property of the foregoing is subject, or any proceedings known to be contemplated by governmental authorities against any of the foregoing, that are material to security holders. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions. Except as may be set forth immediately below and subject to the Instruction to Item 1119, there are no affiliations, relationships or related transactions specified in Item 1119 that are material to security holders. Certain information required by Item 1119 of Regulation AB has been omitted from this report in reliance on the Instruction to Item 1119. Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria. Except as may be set forth immediately below, all of the reports on assessment of compliance with the servicing criteria for asset-backed securities and their related attestation reports on assessment with servicing criteria for asset-backed securities required to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report. Material instances of noncompliance with Item 1122, if any are set forth below. 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 Home Loan Servicing, Inc. f/k/a National City Home Loan Services, Inc.) 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 Home Loan Services, Inc. has disclosed material noncompliance with SEC Regulation AB Servicing Criteria applicable to the Company 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) The Company had not instituted policies and procedures to monitor any performance or other triggers in accordance with the transaction agreements. 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 the Assessments of Compliance with Servicing Criteria and related Attestation Reports included with this report, the Servicer's, Home Loan Services, Inc. f/k/a National City Home Loan Services Inc., 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. Except as may be set forth immediately below, all of the servicing compliance statements required to be included in this report in accordance with Item 1123 of Regulation AB have been included as an exhibit to this report. PART IV Item 15. Exhibits, Financial Statement Schedules. (a) Exhibits (4.1) Pooling and Servicing Agreement, dated as of January 1, 2006, among HSI Asset Securitization Corporation, as depositor, National City Home Loan Services, Inc., as servicer, First Franklin Financial Corporation, as mortgage loan seller, Wells Fargo Bank, N.A., a national banking association, as master servicer as securities administrator and as custodian, and Deutsche Bank National Trust Company, a national banking association, as trustee (incorporated by reference to Exhibit 4.1 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 2006). (10.1) Mortgage Loan Purchase Agreement, dated as of January 1, 2006, between HSI Asset Securitization Corporation, a Delaware corporation, and HSBC Bank USA, National Association, a national banking association (incorporated by reference to Exhibit 99.1 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 2006). (10.2) Confirmation and Schedule to ISDA Master Agreement relating to Interest Rate Swap Agreement between The Bank of New York, a trust company duly organized and existing under the laws of the State of New York, and the Supplemental Interest Trust of the First Franklin Mortgage Loan Trust 2006-FF1, as represented by Wells Fargo Bank, N.A. not in its individual capacity, but solely as Securities Administrator of the Supplemental Interest Trust under the Pooling and Servicing Agreement (incorporated by reference to Exhibit 99.2 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 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 Services, 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 Services, Inc. f/k/a National City Home Services, Inc. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator g) 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 Services, 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 Services, Inc. f/k/a National City Home Services, Inc. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator g) Wells Fargo Bank, N.A., as Custodian
(35) Servicer compliance statement. a) Assurant, Inc. as Sub-Contractor for Home Loan Services, 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 Services, Inc. f/k/a National City Home Services, Inc. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator g) Wells Fargo Bank, N.A., as Custodian
(b) Not applicable. (c) Omitted. Filed herewith. The Servicing Participant of the deal is not required under Regulation AB to provide such documentation. 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. First Franklin Mortgage Loan Trust 2006-FF1 (Issuing Entity) Wells Fargo Bank, N.A. (Master Servicer) /s/ John Sadowski John Sadowski, Vice President (senior officer in charge of the servicing function of the master servicer) Date: June 5, 2008 Exhibit Index Exhibit No. (4.1) Pooling and Servicing Agreement, dated as of January 1, 2006, among HSI Asset Securitization Corporation, as depositor, National City Home Loan Services, Inc., as servicer, First Franklin Financial Corporation, as mortgage loan seller, Wells Fargo Bank, N.A., a national banking association, as master servicer as securities administrator and as custodian, and Deutsche Bank National Trust Company, a national banking association, as trustee (incorporated by reference to Exhibit 4.1 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 2006). (10.1) Mortgage Loan Purchase Agreement, dated as of January 1, 2006, between HSI Asset Securitization Corporation, a Delaware corporation, and HSBC Bank USA, National Association, a national banking association (incorporated by reference to Exhibit 99.1 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 2006). (10.2) Confirmation and Schedule to ISDA Master Agreement relating to Interest Rate Swap Agreement between The Bank of New York, a trust company duly organized and existing under the laws of the State of New York, and the Supplemental Interest Trust of the First Franklin Mortgage Loan Trust 2006-FF1, as represented by Wells Fargo Bank, N.A. not in its individual capacity, but solely as Securities Administrator of the Supplemental Interest Trust under the Pooling and Servicing Agreement (incorporated by reference to Exhibit 99.2 to the Issuing Entity's Current Report on Form 8-K dated January 27, 2006 and filed with the Securities and Exchange Commission on February 9, 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 Services, 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 Services, Inc. f/k/a National City Home Services, Inc. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator g) 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 Services, 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 Services, Inc. f/k/a National City Home Services, Inc. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer d) Regulus Group LLC as Sub-Contractor for Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc. e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator g) Wells Fargo Bank, N.A., as Custodian
(35) Servicer compliance statement. c) Home Loan Services, Inc. f/k/a National City Home Loan Services, Inc., as Servicer e) Wells Fargo Bank, N.A., as Master Servicer f) Wells Fargo Bank, N.A., as Securities Administrator