Attached files

file filename
10-K - MBART 2011-1 FORM 10-K 2011 - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1form10kmbart20111.htm
EX-31 - EXHIBIT 31.1 CERTIFICATION OF MERCEDES-BENZ FINANCIAL SERVICES LLC, AS SERVICER - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1ex311certifications.htm
EX-34 - EXHIBIT 34.2 ATTESTATION REPORT OF ERNST & YOUNG LLP ON ASSESSMENT OF COMPLIANCE WITH SERVICING CRITERIA RELATING TO U.S. BANK NATIONAL ASSOCIATION, AS INDENTURE TRUSTEE - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1ex342attestationreport.htm
EX-33 - EXHIBIT 33.2 REPORT ON ASSESSMENT OF COMPLIANCE WITH SERVICING CRITERIA FOR U.S. BANK NATIONAL ASSOCIATION, AS INDENTURE TRUSTEE - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1ex332reportonassessment.htm
EX-33 - EXHIBIT 33.1 REPORT ON ASSESSMENT OF COMPLIANCE WITH SERVICING CRITERIA FOR MERCEDES-BENZ FINANCIAL SERVICES USA LLC, AS SERVICER - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1ex331reportonassessment.htm
EX-35 - EXHIBIT 35.1 SERVICER COMPLIANCE STATEMENT OF MERCEDES-BENZ FINANCIAL SERVICES LLC, AS SERVICER - MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1ex351servicercompliance.htm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders
Mercedes-Benz Financial Services USA LLC
We have examined Mercedes-Benz Financial Services USA LLC's ("MBFS USA LLC" or the
"Company") formerly known as DCFS USA LLC, compliance with the servicing criteria set forth in Item
1122(d) of the U.S. Securities and Exchange Commission's Regulation AB for United States Consumer
Automotive Retail Installment Sale Contracts (the "Platform") described in the accompanying Report on
Assessment of Compliance with Applicable Servicing Criteria of MBFS USA LLC ("Management's
Report") as of and for the year ended December 31, 2011, excluding criteria 1122(d)(1)(iii), 1122(d)(2)(v),
1122(d)(2)(vi), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xv), which
management has determined are not applicable to the activities performed by the Company with respect
to the Platform. The Platform consists of the asset-backed transactions and securities defined by
management in Appendix A of Management's Report. Management is responsible for the Company's
compliance with the applicable servicing criteria. Our responsibility is to express an opinion on the
Company's compliance with the applicable servicing criteria for the Platform based on our examination.


Our examination was conducted in accordance with the standards of the Public Company Accounting
Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the
Company's compliance with the applicable servicing criteria for the Platform and performing such other
procedures as we considered necessary in the circumstances. Our examination included testing selected
asset-backed transactions and securities constituting the Platform and evaluating whether the Company
performed servicing activities related to those transactions and securities in compliance with the
applicable servicing criteria for the period covered by this report. Accordingly, our testing may not have
included servicing activities related to each asset-backed transaction or security constituting the Platform.
Further, our examination was not designed to detect material noncompliance that may have occurred
prior to the period covered by this report and that may have affected the Company's servicing activities
during the period covered by this report. We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal determination on the Company's compliance with
the applicable servicing criteria.


As described in Management's Report, the Company engaged various vendors to perform servicing
activities with respect to criteria 1122(d)(2)(i), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(viii). The
Company determined that each vendor is not considered a "servicer," as that term is defined in Item
1101(j) of Regulation AB, and therefore, the Company is assuming responsibility for compliance with
such servicing criteria applicable to each vendor's servicing activities. In accordance with Regulation AB
and its related interpretations, the requirement for management to assess compliance with the servicing
criteria applicable to a vendor's activities is satisfied if the Company has instituted policies and procedures
to monitor whether such vendor's activities comply in all material respects with such criteria. Compliance
with the applicable servicing criteria is achieved if those policies and procedures are designed to provide
reasonable assurance that such vendor's activities comply with such criteria and those policies and
procedures are operating effectively for the period covered by Management's Report. Our examination
does not provide a legal determination of whether a vendor is or is not considered a servicer, and
therefore, on whether the Company, in its Management Report, is eligible to elect to take responsibility
for assessing compliance with the servicing criteria applicable to each vendor's servicing activities.


Our examination disclosed the following material noncompliance with 1122(d)(4)(vii) and 1122(d)(4)(viii)
applicable to the Company as of and for the year ended December 31, 2011for the Platform.
1.
With respect to servicing criteria 1122(d)(4)(vii), certain loss mitigation or recovery actions were
not initiated, conducted and concluded in accordance with the timeframes or other requirements
established by the transaction agreements.
2.
With respect to servicing criteria 1122(d)(4)(viii), certain records describing the Company's
activities in monitoring delinquent pool assets were not maintained as specified in the transaction
agreements.
In our opinion, except for the material noncompliance described in the preceding paragraph, Mercedes-
Benz Financial Services USA LLC complied, in all material respects, with the aforementioned applicable
servicing criteria as of and for the year ended December 31, 2011 for the United States Consumer
Automotive Retail Installment Sale Contracts.


The information included in the Management Response section of Appendix B of Management's Report
is presented by the Company to provide additional information and is not a part of the Company's
servicing criteria. The information in the Management Response section of Appendix B has not been
subjected to the procedures applied in the examination of compliance with applicable servicing criteria,
and accordingly, we express no opinion on it.


/s/ GRANT THORNTON LLP

Southfield, Michigan
March 26, 2012