AMENDMENT NUMBER ONE POOLING AND SERVICING AGREEMENTS

AMENDMENT NUMBER ONE

to the

POOLING AND SERVICING AGREEMENTS

Series 2005-HE3, Dated as of March 1, 2005

Series 2005-AQ1, Dated as of April 1, 2005

Series 2005-HE4, Dated as of April 1, 2005

Series 2005-TC1, Dated as of May 1, 2005

Series 2005-HE5, Dated as of May 1, 2005

among

BEAR STEARNS ASSET BACKED SECURITIES I LLC, as Depositor

EMC MORTGAGE CORPORATION, as a Seller and as Master Servicer

and

LASALLE BANK NATIONAL ASSOCIATION, as Trustee

This AMENDMENT NUMBER ONE is made and entered into this 9th day of August 2005, by and among BEAR STEARNS ASSET BACKED SECURITIES I LLC, a Delaware limited liability company, as depositor (the “Depositor”), EMC MORTGAGE CORPORATION, a Delaware corporation, as seller (in such capacity, the “Seller”) and as master servicer (in such capacity, the “Master Servicer”) and LASALLE BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as trustee (the “Trustee”), in connection with the Pooling and Servicing Agreements dated as of the dates mentioned above, among the above mentioned parties (the “Agreements”), and the issuance of Asset-Ba