Prospectus Supplement (to Prospectus Supplement dated June 11, 2001 to
                         Prospectus dated May 4, 2001)

                           $181,455,000 (Approximate)

                              C-BASS Mortgage Loan
                   Asset-Backed Certificates, Series 2001-CB2

                              ACE Securities Corp.
                                   Depositor

              Credit-Based Asset Servicing and Securitization LLC
                                     Seller

                            Litton Loan Servicing LP
                                    Servicer

The Prospectus Supplement dated June 11, 2001 to the Prospectus dated May 4,
2001 with respect to the above captioned series of certificates is hereby
amended as follows:

         The definition of "Overcollateralization Amount" under the caption
"Description of the Certificates-- Principal Distributions" is hereby deleted in
its entirety and replaced with the following:

         "Overcollateralization Amount" means, as of any Distribution
         Date, the excess, if any, of (x) the Pool Balance as of the
         last day of the immediately preceding Collection Period over
         (y) the aggregate Certificate Principal Balance of all classes
         of Offered Certificates and the Class B-2 Certificates (after
         taking into account all distributions of principal on such
         Distribution Date).

         The first sentence of the first paragraph under the caption
"Description of the Certificates--Application of Monthly Excess Cashflow
Amounts" is hereby deleted in its entirety and replaced with the following:

         The weighted average Net Mortgage Interest Rate for the
         Mortgage Loans is generally expected to be higher than the
         weighted average of the Pass-Through Rates on the Offered
         Certificates and the Class B-2 Certificates, thus generating
         certain excess interest collections which, in the absence of
         losses, will not be necessary to fund interest distributions
         on the Certificates.

         The first sentence of the sixth paragraph under the caption
"Description of the Certificates--Application of Monthly Excess Cashflow
Amounts" is hereby deleted in its entirety and replaced with the following:

         On any Distribution Date, the sum of the Monthly Excess
         Interest Amount, the Overcollateralization Release Amount and
         any portion of the Principal Distribution Amount (without
         duplication) remaining after principal distributions on the
         Offered Certificates and the Class B-2 Certificates is the
         "Monthly Excess Cashflow Amount", which is required to be
         applied in the following order of priority (the "Monthly
         Excess Cashflow Allocation") on such Distribution Date:

Deutsche Banc Alex. Brown                          First Union Securities, Inc.

                                 June 13, 2001