Mercedes Benz Auto Receivables Trust 2012-1 - FORM 10-K - EX-34 - EXHIBIT 34.1 ATTESTATION REPORT OF GRANT THORTON LLP ON ASSESSMENT OF COMPLIANCE WITH SERVICING CRITERIA RELATING TO MERCEDES-BENZ FINANCIAL SERVICES USA LLC, AS SERVICER - March 29, 2013

Attached files

file	filename
10-K - MBART 2012-1 FORM 10-K 2012 - Mercedes Benz Auto Receivables Trust 2012-1	mbart20121form10k.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 2012-1	ex331_mbcompliance.htm
EX-31 - EXHIBIT 31.1 CERTIFICATION OF MERCEDES-BENZ FINANCIAL SERVICES USA LLC, AS SERVICER - Mercedes Benz Auto Receivables Trust 2012-1	ex311_certifications.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 2012-1	ex342_eyrep.htm
EX-35 - EXHIBIT 35.1 SERVICER COMPLIANCE STATEMENT OF MERCEDES-BENZ FINANCIAL SERVICES USA LLC, AS SERVICER - Mercedes Benz Auto Receivables Trust 2012-1	ex351_compliance.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 2012-1	ex332_usbcompliance.htm

Grant Thornton LLP

27777 Franklin Road, Suite 800
Southfield, MI 48034-2366

T 248.262.1950
F 248.350.3581
www.GrantThornton.com

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

{00039289.DOCX}

Exhibit 34.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

Board of Director

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 Mercedes Benz Financial Services

USA LLC ("Management's Report") as of and for the year ended December 31, 2012,

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

Grant Thornton LLP
U.S. member firm of Grant Thornton International Ltd

{00039289.DOCX}

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

Our examination disclosed the following material noncompliance with 1122(d)(3)(i)(A)

and 1122(d)(4)(viii) applicable to the Company as of and for the year ended December

31, 2012 for the Platform.

With respect to servicing criterion 1122(d)(3)(i)(A), certain 10-D filings for the

MBART 2011-1 transaction were incorrectly filed. Management subsequently

amended the incorrect filings for the appropriate MBART 2011-1 transaction.

With respect to servicing criterion 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, 2012 for the United States Consumer Automotive Retail

Installment Sales 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 subject 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