UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 2622, 2006

Commission File Number of issuing entity: 333-132042-21

INDYMAC HOME EQUITY MORTGAGE LOAN

ASSET-BACKED TRUST, SERIES 2006-H2

(Exact name of issuing entity)

Commission File Number of depositor: 333-132042

INDYMAC MBS, INC.

(Exact name of depositor as specified in its charter)

INDYMAC BANK, F.S.B.

(Exact name of sponsor as specified in its charter)

DELAWARE		Applied for
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)
c/o 155 North Lake Avenue Pasadena, California		91101
c/o 155 North Lake AvenuePasadena, California		91101
(Address of principal executive offices)		(Zip Code)

(800) 669-2300

(Registrant’s telephone number, including area code)

N/A

(Former name, former address, if changed since last report)

Exhibit Index located on Page 5

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o [ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b)) o [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Information to be Included in the Report

ITEM 9.01.	Financial Statements and Exhibits.
(a)	Not applicable.
(b)	Not applicable.
(c)	Not applicable.
(d)	Exhibits. The following are filed as Exhibits to this Report:
		5.1	Opinion of Mayer, Brown, Rowe & Maw LLP with respect to legality.
		8.1	Opinion of Mayer, Brown, Rowe & Maw LLP with respect to certain tax matters.
		23.1	Consent of Mayer, Brown, Rowe & Maw LLP (included in opinion filed as Exhibit 5.1).
		23.2	Consent of Mayer, Brown, Rowe & Maw LLP (included in opinion filed as Exhibit 8.1).

Section 8 – Other Events.

ITEM 8.01. Other Events.

The Registrant registered issuances of its IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2 securities on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Act”), by a Registration Statement on Form S-3 (Registration File No. 333-132042) (the “Registration Statement”). Pursuant to the Registration Statement, the Registrant issued $486,654,000 aggregate principal amount of its IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, Class A Notes (the “Class A Notes”) on June 27, 2006. This Current Report on Form 8-K is being filed to satisfy an undertaking, contained in the definitive Prospectus dated June 14, 2006, as supplemented by the Prospectus Supplement dated June 26, 2006 (the “Prospectus Supplement”), to file a copy of the Trust Agreement (as defined below), the Indenture (as defined below) and other operative agreements executed in connection with the issuance of the Class A Notes, a form of which was filed as an exhibit to the Registration Statement. The Class A Notes were sold by the Depositor to Lehman Brothers Inc., Bear, Stearns & Co. Inc., UBS Securities LLC and IndyMac Securities Corporation (each, an “Underwriter” and collectively, the “Underwriters”) pursuant to an Underwriting Agreement, dated as of June 26, 2006 (the “Underwriting Agreement”), among the Depositor, IndyMac Bank, F.S.B. and the Underwriters.

The Class A Notes were issued pursuant to an Indenture (the “Indenture”), attached hereto as Exhibit 4.2, dated as of June 19, 2006, between IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer (the “Issuer”) and Deutsche Bank National Trust Company, as Indenture Trustee, and are secured by a trust fund (the “Trust Fund”) that consists primarily of a pool of certain adjustable rate first and second lien revolving home equity lines of credit (the “Mortgage Loans”) with an aggregate outstanding principal balance of approximately $499,902,120 as of June 19, 2006. The Issuer is governed pursuant to an Amended and Restated Trust Agreement (the “Trust Agreement”), attached hereto as Exhibit 4.1, dated as of June 27, 2006, among IndyMac MBS, Inc., as Depositor, Deutsche Bank National Trust Company, as Administrator, and Wilmington Trust Company, as Owner Trustee. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Prospectus Supplement.

Item 9.01. Financial Statements and Exhibits


(a)	Not applicable.

(b)	Not applicable.

(c)	Not applicable.

(c)	Exhibits. The following are filed as Exhibits to this Report:


1.1	Underwriting Agreement, dated as of June 26, 2006, among IndyMac MBS, Inc., as Depositor, IndyMac Bank, F.S.B., as Sponsor, Lehman Brothers Inc., as an Underwriter, Bear, Stearns & Co. Inc., as an Underwriter, UBS Securities LLC, as an Underwriter, and IndyMac Securities Corporation, as an Underwriter.

4.1	Amended and Restated Trust Agreement, dated as of June 27, 2006, among IndyMac MBS, Inc., as Depositor, Deutsche Bank National Trust Company, as Administrator, and Wilmington Trust Company, as Owner Trustee.

4.2	Indenture, dated as of June 19, 2006, between IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, and Deutsche Bank National Trust Company, as Indenture Trustee.

4.3	Ambac Assurance Corporation’s Financial Guaranty Insurance Policy No. AB1006BE for the Class A Notes.

10.1	Sale and Servicing Agreement, dated as of June 19, 2006, among IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, IndyMac MBS, Inc., as Depositor, IndyMac Bank, F.S.B., as Seller and Master Servicer, and Deutsche Bank National Trust Company, as Indenture Trustee.

10.2	Mortgage Loan Purchase Agreement, dated as of June 19, 2006, between IndyMac Bank, F.S.B., as Seller, and IndyMac MBS, Inc., as Purchaser.

10.3	Insurance and Indemnity Agreement, dated as of June 27, 2006, among Deutsche Bank National Trust Company, as Indenture Trustee, Ambac Assurance Corporation, as Insurer, IndyMac Bank, F.S.B., as Sponsor, Seller and Servicer, IndyMac MBS, Inc., as Depositor, and IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer.

10.4	Services Agreement, dated as of December 1, 2000, between IndyMac Bank, F.S.B. and Card Management Corporation; First Amendment to Services Agreement, dated as of September 19, 2001, between IndyMac Bank, F.S.B. and Card Management Corporation, Second Amendment to Services Agreement, dated as of October 9, 2003, between IndyMac Bank, F.S.B. and Card Management Corporation; and Third Amendment to Services Agreement, dated as of May 1, 2005, between IndyMac Bank, F.S.B. and Card Management Corporation.

10.5	Administration Agreement, dated as of June 27, 2006, among IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, Deutsche Bank National Trust Company, as Administrator, Wilmington Trust Company, as Owner Trustee, and IndyMac MBS, Inc., as Depositor.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant ~~has~~ duly caused this report to be signed on its behalf by the undersigned ~~thereunto duly~~hereunto duly authorized.

INDYMAC MBS, INC. By: /s/ Andy Sciandra Name: Andy Sciandra Title: Senior Vice President Secondary Marketing


	INDYMAC MBS, INC.

	By:	/s/ Andy Sciandra

		Name:	Andy Sciandra
		Title:	Senior Vice President
			Secondary Marketing

Dated: July 12, 2006

Dated: June 26, 2006

EXHIBIT INDEX

Exhibit No.		Description
1.1	Underwriting Agreement, dated as of June 26, 2006, among IndyMac MBS, Inc., as Depositor, IndyMac Bank, F.S.B., as Sponsor, Lehman Brothers Inc., as an Underwriter, Bear, Stearns & Co. Inc., as an Underwriter, UBS Securities LLC, as an Underwriter, and IndyMac Securities Corporation, as an Underwriter.
	5.1	Opinion of Mayer, Brown, Rowe & Maw LLP with respect to legality.
4.1	Amended and Restated Trust Agreement, dated as of June 27, 2006, among IndyMac MBS, Inc., as Depositor, Deutsche Bank National Trust Company, as Administrator, and Wilmington Trust Company, as Owner Trustee.
	8.1	Opinion of Mayer, Brown, Rowe & Maw LLP with respect to certain tax matters.
4.2	Indenture, dated as of June 19, 2006, between IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, and Deutsche Bank National Trust Company, as Indenture Trustee.
	23.1	Consent of Mayer, Brown, Rowe & Maw LLP (included in opinion filed as Exhibit 5.1).
4.3	Ambac Assurance Corporation’s Financial Guaranty Insurance Policy No. AB1006BE for the Class A Notes.
	23.2	Consent of Mayer, Brown, Rowe & Maw LLP (included in opinion filed as Exhibit 8.1).
10.1	Sale and Servicing Agreement, dated as of June 19, 2006, among IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, IndyMac MBS, Inc., as Depositor, IndyMac Bank, F.S.B., as Seller and Master Servicer, and Deutsche Bank National Trust Company, as Indenture Trustee.
10.2	Mortgage Loan Purchase Agreement, dated as of June 19, 2006, between IndyMac Bank, F.S.B., as Seller, and IndyMac MBS, Inc., as Purchaser.
10.3	Insurance and Indemnity Agreement, dated as of June 27, 2006, among Deutsche Bank National Trust Company, as Indenture Trustee, Ambac Assurance Corporation, as Insurer, IndyMac Bank, F.S.B., as Sponsor, Seller and Servicer, IndyMac MBS, Inc., as Depositor, and IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer.
10.4	Services Agreement, dated as of December 1, 2000, between IndyMac Bank, F.S.B. and Card Management Corporation; First Amendment to Services Agreement, dated as of September 19, 2001, between IndyMac Bank, F.S.B. and Card Management Corporation, Second Amendment to Services Agreement, dated as of October 9, 2003, between IndyMac Bank, F.S.B. and Card Management Corporation; and Third Amendment to Services Agreement, dated as of May 1, 2005, between IndyMac Bank, F.S.B. and Card Management Corporation.
10.5	Administration Agreement, dated as of June 27, 2006, among IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H2, as Issuer, Deutsche Bank National Trust Company, as Administrator, Wilmington Trust Company, as Owner Trustee, and IndyMac MBS, Inc., as Depositor.

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