FINANCIAL ASSET SECURITIES
CORP.,
Depositor
WELLS FARGO BANK, N.A.,
Servicer
WELLS FARGO BANK, N.A.,
Master Servicer and Trust
Administrator
DEUTSCHE BANK NATIONAL TRUST
COMPANY,
Trustee
POOLING AND SERVICING
AGREEMENT
Dated as of August 1,
2006
___________________________
Soundview Home Loan Trust
2006-3
Asset-Backed Certificates, Series
2006-3
SOUNDVIEW HOME LOAN TRUST
2006-3
_____________________
AMENDMENT NO. 1 TO POOLING
AND SERVICING AGREEMENT
Dated as of September 15,
2006
_________________________
SOUNDVIEW HOME LOAN TRUST
2006-3
Asset-Backed Certificates, Series
2006-3
AMENDMENT NO. 1
AMENDMENT No. 1 (this “Amendment”)
effective as of August 1, 2006 (the “Effective Date”)
among FINANCIAL ASSET SECURITIES CORP. (the
“Depositor”), WELLS FARGO BANK, N.A., (the
“Servicer,” the “Master Servicer” and the
“Trust Administrator”) and DEUTSCHE BANK NATIONAL TRUST
COMPANY (the “Trustee”).
PRELIMINARY
STATEMENT
WHEREAS, the Depositor, Servicer, Master
Servicer, Trust Administrator and the Trustee are parties to the
Pooling and Servicing Agreement, dated as of August 1, 2006 (the
“Agreement”); and
WHEREAS, Section 11.01 of the Agreement provides
that the Agreement may be amended by the Depositor, the Servicer,
the Master Ser