Item 1. Business.
Not Applicable.
Item 1A.
Item 1A. Risk Factors.
Not Applicable.
Item 1B.
Item 1B. Unresolved Staff Comments.
None.
Item 2.
Item 2. Properties.
Not Applicable.
Item 3.
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 Servicer, or the registrant with respect to the Trust other than routine litigation incidental to the duties of the respective parties.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote or consent of Holders of the Offered Certificates during the fiscal year covered by this report.
PART II
Item 5.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Currently, there is no established secondary market for the Certificates known to the Registrant. As of December 31, 2005, the number of holders of each class of offered certificates was 50 based on records provided by DTC.
As of December 31, 2005 the total number of holders with respect to each class of certificates is set forth below:
A1 1 A2A 12 A2B 14 A2C 1 M1 2 M2 3 M3 1 M4 1 M5 3 M6 1 M7 4 M8 1 M9 4 M10 1 B 1
Item 6.
Item 6. Selected Financial Data.
Not Applicable.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation.
Not Applicable.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not Applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
Not Applicable.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
Item 9A.
Item 9A. Controls and Procedures.
Not Applicable.
Item 9B.
Item 9B. Other Information.
Not Applicable.
PART III
Item 10.
Item 10. Directors and Executive Officers of the Registrant.
Not Applicable.
Item 11.
Item 11. Executive Compensation.
Not Applicable.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Not Applicable.
Item 13.
Item 13. Certain Relationships and Related Transactions.
Not Applicable.
Item 14.
Item 14. Principal Accounting Fees and Services
Not Applicable.
PART IV
Item 15.
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 May 17, 2005).
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, 2005.
99.2 Annual Statement as to Compliance under the Pooling and Servicing Agreement for the year ended December 31, 2005.
(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.
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 First Franklin Mortgage Loan Trust 2005-FF5 Asset-Backed Certificates, Series 2005-FF5
By Asset Backed Funding Corporation, as Depositor
By: /s/ Daniel B. Goodwin ----------------------------------------- Name: Daniel B. Goodwin Title: President
Date: March 28, 2006
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.
Exhibit Index
Exhibit No.
4.1 Pooling and Servicing Agreement (filed as an exhibit to Form 8-K on May 17, 2005.
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, 2005.
HomeEq Servicing Corporation
99.2 Annual Statement as to Compliance under the Pooling and Servicing Agreement for the year ended December 31, 2005.
HomeEq Servicing Corporation
EXHIBIT 31.1 Rule 13a-14(a)/15d-14(a) Certification ------------------------
FIRST FRANKLIN MORTGAGE LOAN TRUST 2005-FF5, ASSET-BACKED CERTIFICATES, SERIES 2005-FF5
I, Daniel B. Goodwin, the President of Asset Backed Funding Corporation, certify that:
1. I have reviewed this annual report on Form 10-K, and all monthly current reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report of the First Franklin Mortgage Loan Trust 2005-FF5 formed pursuant to the Pooling and Servicing Agreement, dated as of April 1, 2005 (the "Agreement"), among Asset Backed Funding Corporation, as depositor, HomEq Servicing Corporation, as servicer (the "Servicer") and JPMorgan Chase Bank, National Association, as trustee (the "Trustee");
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. Based on my knowledge and upon the annual compliance statement included in the annual report on Form 10-K and required to be delivered to the Trustee in accordance with the terms of the Agreement, and except as disclosed in the reports, the Servicer has fulfilled its obligations under the Agreement; and
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.
In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: HomEq Servicing Corporation and JPMorgan Chase Bank, N.A.
Dated: March 28, 2006
By: /s/ Daniel B. Goodwin ----------------------------------------- Name: Daniel B. Goodwin Title: President
EXHIBIT 99.1 Annual Independent Public Accountant's Servicing Report with Management Assertion -----------------------
KPMG LLP Suite 2300 Three Wachovia Center 401 South Tryon Street Charlotte, NC 28202-1911
Independent Accountants' Report
The Board of Directors HomEq Servicing Corporation
We have examined management's assertion, included in the accompanying Management's Assertion, that HomEq Servicing Corporation (the Company) complied with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers, as of and for the year ended December 31, 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 and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the minimum servicing standards specified above 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 the 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, 2005 is fairly stated, in all material respects.
/s/ KPMG LLP - ----------- KPMG LLP February 24, 2006
HomEq Servicing
MANAGEMENT'S ASSERTION
As of and for the year ended December 31, 2005, HomEq Servicing Corporation (the "Company") complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers. As of and for this same period, the Company had in effect a fidelity bond and errors and omissions policy both in the amount of $20 million.
HomEq Servicing Corporation
/s/ Arthur Q. Lyon February 24, 2006 ------------------- ----------------- Arthur Q Lyon Date President
/s/ Keith G. Becher February 24, 2006 ------------------- ----------------- Keith G. Becher Date Chief Operating Officer
EXHIBIT 99.2 Servicer's Annual Statement as to Compliance -----------------------
OFFICER'S CERTIFICATE
FIRST FRANKLIN MORTGAGE LOAN TRUST 2005-FF5 ASSET-BACKED CERTIFICATES, SERIES 2005-FF5
I, Arthur Q. Lyon, certify to Asset Backed Funding Corporation and its officers, directors and affiliates, and with the knowledge and intent that they will rely upon this certification, that:
A review of the activities of the Servicer during the 2005 calendar year and the Servicer's performance under the Pooling and Servicing Agreement has been made under my supervision, the Servicer has complied with the Pooling and Servicing Agreement in all material respects and, to the best of my knowledge, based on such review, the Servicer has materially fulfilled all of its obligations under the Pooling and Servicing Agreement throughout such calendar year.
Date: March 29, 2006
HomEq Servicing Corporation
/s/ Arthur Q. Lyon - ------------------- Arthur Q. Lyon President