SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

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 21, 2007

The original Form 8-K filed on April 16, 2007 has been amended by this Form 8-K/A to amend the Pooling and Servicing Agreement dated as of March 1, 2007 previously filed with respect to the Bear Stearns Mortgage Funding Trust 2007-AR3, Mortgage Pass-Through Certificates, Series 2007-AR3.

STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

(Exact name of registrant as specified in its charter)

Delaware

333-140247

30-0183252

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

383 Madison Avenue

New York, New York

10l79

(Address of Principal

Executive Offices)

(Zip Code)

Registrant's telephone number, including area code, is (212) 272-2000.

Items 1 through 7 are not included because they are not applicable.

Item 8.01.

Other Events.

On June 21, 2007, Structured Asset Mortgage Investments II Inc., as depositor, Wells Fargo Bank, National Association, as trustee, and EMC Mortgage Corporation, as servicer and company, entered into Amendment No. 1 to the Pooling and Servicing Agreement, dated as of March 1, 2007, relating to the issuance of the Bear Stearns Mortgage Funding Trust 2007-AR3, Mortgage Pass-Through Certificates, Series 2007-AR3.

Item 9.01.	Financial Statements and Exhibits.

	(a)	Not applicable

	(b)	Not applicable

	(c)	Exhibits (executed copies): The following execution copies of Exhibits:
to the Form S-3 Registration Statement of the Registrant are hereby filed

		Sequentially
Exhibit		Numbered
Number		Exhibit Page

10.01	Amendment No. 1, dated as of June 22, 2007, amending the Pooling and Servicing Agreement, dated as of March 1, 2007, among Structured Asset Mortgage Investments II Inc., as depositor, Wells Fargo Bank, National Association, as trustee, and EMC Mortgage Corporation as servicer, sponsor and company (included in Exhibit 10.1 to the Registrant's Form 8-K filed with the Securities and Exchange Commission on April 16, 2007, which is incorporated by reference).

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

STRUCTURED ASSET MORTGAGE

INVESTMENTS II INC.

By: /s/ Baron Silverstein

Name: Baron Silverstein

Title: Senior Managing Director

Dated: June 22, 2007

[Second 8-K/A – PSA]

EXHIBIT INDEX

Exhibit

Number

Item 601 (a) of

Regulation S-K

Exhibit No.

Sequentially

Numbered

Description

Page

10.01

Amendment No. 1 to the Pooling and Servicing Agreement

Bear Stearns Mortgage Funding Trust 2007-AR3 8-K/A