Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No.1)
(Mark one)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2012
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number: 333-172143-08
COMM 2012-CCRE5 Mortgage Trust
(exact name of issuing entity as specified in its charter)
Deutsche Mortgage & Asset Receiving Corporation
(exact name of the depositor as specified in its charter)
German American Capital Corporation
KeyBank National Association
Cantor Commercial Real Estate Lending, L.P.
(exact name of the sponsor as specified in its charter)
New York 38-3891394
(State or other jurisdiction of 38-3891395
incorporation or organization) 38-7064536
(I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive (Zip Code)
offices)
Telephone number, including area code: (410) 884-2000
Securities registered pursuant to Section 12(b) of the Act:
NONE.
Securities registered pursuant to Section 12(g) of the Act:
NONE.
Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.
Yes ___ No X
Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.
Yes ___ No X
Note - Checking the box above will not relieve any registrant required to
file reports pursuant to Section 13 or 15(d) of the Exchange Act from their
obligations under those Sections.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No ___
Indicate by check mark whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T
(Section 232.405 of this chapter) during the preceding 12 months (or for
such shorter period that the registrant was required to submit and post such
files).
Not Applicable.
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405) of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.
Not Applicable.
Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of "large accelerated filer", "accelerated
filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ___
Accelerated filer ___
Non-accelerated filer X (Do not check if a smaller reporting company)
Smaller reporting company ___
Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).
Yes ___ No X
State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the
common equity was last sold, or the average bid and asked price of such
common equity, as of the last business day of the registrant's most recently
completed second fiscal quarter.
Not applicable.
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court.
Not applicable.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Not applicable.
DOCUMENTS INCORPORATED BY REFERENCE
List hereunder the following documents if incorporated by reference and the
Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document
is incorporated: (1)Any annual report to security holders; (2) Any proxy or
information statement; and (3)Any prospectus filed pursuant to Rule 424(b)
or (c) under the Securities Act of 1933. The listed documents should be
clearly described for identification purposes (e.g., annual report to
security holders for fiscal year ended December 24, 1980).
Not applicable.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the registrant's Annual Report on Form
10-K for the fiscal year ended December 31, 2012 as filed with the Securities
and Exchange Commission on March 29, 2013 (the "Original Form 10-K"), is to
file (i) an amended Rule 13a-14(d)/15d-14(d) Certification of the registrant,
dated October 28, 2013 as a replacement to the Rule 13a-14(d)/15d-14(d)
Certification filed as Exhibit 31 of the Exhibits, Rule 13a-14(d)/15d-14(d)
Certification under Item 15 to the Original Form 10-K, (ii) an amended Report
of Assessment of Compliance with Applicable Servicing Criteria for Wells
Fargo Bank, National Association ("Wells Fargo Bank"), as Custodian, dated
August 12, 2013 as a replacement to the Report of Assessment of Compliance
with Applicable Servicing Criteria filed as Exhibit 33.8 of the Exhibits,
Financial Statement Schedules under Item 15 to the Original Form 10-K, (iii)
an amended Attestation Report on Assessment of Compliance with Applicable
Servicing Criteria for Wells Fargo Bank, as Custodian, dated August 12, 2013
as a replacement to the Attestation Report on Assessment of Compliance with
Applicable Servicing Criteria filed as Exhibit 34.8 of the Exhibits,
Financial Statements Schedules under Item 15 to the Original Form 10-K, the
amendments referred to in clause (ii) above and this clause (iii) being made
as result of receipt by the registrant of a letter, dated August 13, 2013,
from the Corporate Trust Services Division of Wells Fargo Bank, a copy of
which is filed as Exhibit 99.1 of the Exhibits, Financial Statement Schedules
under Item 15, notifying the registrant of the revised reports and providing
certain explanatory information related to those reports and certain reports
previously delivered by Wells Fargo Bank, as Custodian, (iv) an amended
Servicer Compliance Statement of Wells Fargo Bank, as Certificate
Administrator and Paying Agent for the Eastview Mall and Commons Mortgage
Loan, dated October 25,2013 as an amendment to the Servicer Compliance
Statement filed as Exhibit 35.5 of the Exhibits, Servicer Compliance
Statement under Item 15 to the Original Form 10-K, (v) an amended Servicer
Compliance Statement of Wells Fargo Bank, as Certificate Administrator, dated
October 25, 2013 as an amendment to the Servicer Compliance Statement filed as
Exhibit 35.6 of the Exhibits, Servicer Compliance Statement under Item 15 to
the Original Form 10-K, (vi) an amended Servicer Compliance Statement of
Wells Fargo Bank, as Custodian, dated October 25, 2013 as a replacement to the
Servicer Compliance Statement filed as Exhibit 35.7 of the Exhibits, Servicer
Compliance Statement under Item 15 to the Original Form 10-K and (vii) the
Pooling and Servicing Agreement, dated as of November 1, 2012, among Deutsche
Mortgage & Asset Receiving Corporation, as registrant, Wells Fargo Bank,
National Association, as master servicer, Torchlight Loan Services, LLC, as
special servicer, U.S. Bank National Association, as trustee, Park Bridge
Lender Services LLC, as operating advisor, and Wells Fargo Bank, National
Association, as certificate administrator, paying agent and custodian,
relating to the COMM 2012-CCRE4 Mortgage Trust transaction (Commission File
Number 333-172143-07). The Eastview Mall and Commons Mortgage Loan included
in the issuing entity and referred to in the Exhibit Index in the Original
Form 10-K is part of the pari passu Eastview Mall and Commons loan
combination, which is primary serviced by Wells Fargo Bank, National
Association, pursuant to the Pooling and Servicing Agreement for the COMM
2012-CCRE4 Mortgage Trust transaction.
PART I
Item 1. Business.
Omitted.
Item 1A. Risk Factors.
Omitted.
Item 1B. Unresolved Staff Comments.
None.
Item 2. Properties.
Omitted.
Item 3. Legal Proceedings.
Omitted.
Item 4. Mine Safety Disclosures.
Not Applicable.
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities.
Omitted.
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Omitted.
Item 8. Financial Statements and Supplementary Data.
Omitted.
Item 9. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.
Omitted.
Item 9A. Controls and Procedures.
Omitted.
Item 9B. Other Information.
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
Omitted.
Item 11. Executive Compensation.
Omitted.
Item 12. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters.
Omitted.
Item 13. Certain Relationships and Related Transactions, and Director
Independence.
Omitted.
Item 14. Principal Accounting Fees and Services.
Omitted.
ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB
Item 1112(b) of Regulation AB, Significant Obligor Financial Information.
No single obligor represents 10% or more of the pool assets held by the issuing
entity.
Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
Information.
No entity or group of affiliated entities provides any external credit
enhancement or other support for the certificates within this transaction as
described under Item 1114 (a) of Regulation AB.
Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial
Information).
No entity or group of affiliated entities provides any derivative instruments
or other support for the certificates within this transaction as described
under Item 1115 of Regulation AB.
Item 1117 of Regulation AB, Legal Proceedings.
The registrant knows of no material pending legal proceedings involving the
Trust and all parties related to such Trust, other than routine litigation
incidental to the duties of those respective parties.
Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related
Transactions.
The information regarding this Item has been previously provided in a
prospectus supplement of the Registrant relating to the issuing entity filed on
December 12, 2012 pursuant to Rule 424(b)(5).
Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.
The reports on assessment of compliance with the servicing criteria for
asset-backed securities and the related attestation reports on such assessments
of compliance are attached hereto under Item 15.
Attached as Schedule II to the Pooling and Servicing Agreement incorporated by
reference as Exhibit 4 to this report is a chart identifying the entities
participating in a servicing function for the transaction responsible for each
applicable servicing criteria set forth in Item 1122(d).
The assessment of compliance with applicable servicing criteria for the twelve
months ended December 31, 2012, furnished pursuant to Item 1122 of Regulation
AB by the Corporate Trust Services division of Wells Fargo Bank (the "2012
Wells Assessment") for its platform, discloses that material instances of
noncompliance occurred with respect to the servicing criteria described in
Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii) of Regulation AB. The 2012 Wells
Assessment is attached to this Form 10-K as exhibit 33.10.
There were no instances of noncompliance for the transaction to which this Form
10-K relates that led to Wells Fargos determination that there was material
instances of noncompliance at the platform level.
The remainder of the paragraphs in this response to Item 1122 was provided by
Wells Fargo Bank and references to the "Company" and "Management" in such
paragraphs are references to Wells Fargo and its management.
The following Material Instance of Non-Compliance has been disclosed by Wells
Fargo Bank, National Association (the "Company"), in its capacity as
Certificate Administrator:
Schedule A
Material Instances of Noncompliance by the Company
Management's assessment of compliance with the Applicable Servicing Criteria
set forth by the Securities and Exchange Commission in paragraph (d) of Item
1122 of Regulation AB as of December 31, 2012 and for the Period, disclosed
that material instances of noncompliance occurred with respect to the servicing
criteria set forth in both of Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii), as
follows:
* With respect to servicing criterion 1122(d)(3)(i)(B), certain reports to
investors did not provide information calculated in accordance with the terms
specified in the transaction agreements.
* With respect to servicing criterion 11 22(d)(3)(ii), certain amounts due to
investors were not allocated and remitted in accordance with timeframes,
distribution priority and other terms set forth in the transaction agreements.
Schedule B
Management's Discussion on Material Instances of Noncompliance by the Company
Disclosure: During the Period, Wells Fargo identified Payment Errors (as
defined below) and Reporting Errors (as defined below) on certain residential
mortgage-backed securities ("RMBS") transactions in the Platform. Although no
individually identified error, in and of itself, was found to be material to
the Platform, when the errors were considered in the aggregate, Management
determined that, for Platform purposes, there were material instances of
noncompliance with respect to both Items 1122(d)(3)(i)(B) and 1122(d)(3)(ii) of
Regulation AB.
For purposes of this Schedule B, the term "Payment Errors" means the identified
payment errors that occurred during the Period and that, when considered in the
aggregate, led to Management's determination that there was a material instance
of noncompliance for the Platform with respect to Item 1122(d)(3)(i)(B) of
Regulation AB. For purposes of this Schedule B, the term "Reporting Errors"
means the identified reporting errors that occurred during the Period and that,
when considered in the aggregate, led to Management's determination that there
was a material instance of noncompliance for the Platform with respect to Item
1122(d)(3)(ii) of Regulation AB.
The identified Payment Errors and Reporting Errors on such RMBS transactions
were attributable to certain failures in processes relating to waterfall
calculations and reporting that, although adapted over time, still
insufficiently addressed the impact of the unprecedented levels of collateral
degradation in RMBS transactions on the calculation of principal and interest
payments and losses and associated investor reporting.
Scope of the Material Instances of Noncompliance: The identified Payment Errors
and Reporting Errors that led to Managements determination that material
instances of noncompliance with respect to the Platform had occurred were
limited to certain RMBS transactions in the Platform. There were no identified
Payment Errors or Reporting Errors for non-RMBS transactions in the Platform
which contributed to Management's determination that there were material
instances of noncompliance for the Platform. In some instances, the identified
Payment Errors which contributed to Management's determination that there were
material instances of noncompliance for the Platform were also considered
material to the transactions on which they occurred. None of the identified
Reporting Errors which contributed to Management's determination that there
were material instances of noncompliance for the Platform were considered
material for a particular transaction. For all transactions in the Platform
(including RMBS transactions with identified Payment Errors and Reporting
Errors), Management delivered an Item 1123 certification to the extent it was
required to do so pursuant to the requirements of the applicable transaction
documents and Regulation AB. Where there was an identified Payment Error that
was considered material for an individual transaction, the Item 1123
certification included a description of the nature and scope of such error.
Remediation: Appropriate actions have been taken or are in the process of being
taken to remediate the identified Payment Errors and Reporting Errors that led
to Management's determination that material instances of noncompliance with
respect to the Platform had occurred. Further, adjustments have been or will be
made to the waterfall calculations and other operational processes and quality
control measures applied to the RMBS transactions in the Platform to minimize
the risk of future payment and reporting errors.
Material Instance of Noncompliance by any Vendor
NONE
Material Deficiencies in Company's Policies and Procedures to Monitor
Vendor's Compliance
NONE
Item 1123 of Regulation AB, Servicer Compliance Statement.
The servicer compliance statements are attached hereto under Item 15.
Part IV
Item 15. Exhibits, Financial Statement Schedules.
(a) The following is a list of documents filed as part of this Annual Report
on Form 10-K:
(1) Not Applicable.
(2) Not Applicable.
(3)
4.1 Pooling and Servicing Agreement, dated as of December 1, 2012, between
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer
and special servicer, Wells Fargo Bank, National Association, as trustee,
certificate administrator paying agent and custodian, and Park Bridge Lender
Services LLC, as operating advisor (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K/A filed on December 27, 2012 and
incorporated by reference herein).
4.2 Pooling and Servicing Agreement, dated as of November 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as registrant, Wells Fargo
Bank, National Association, as master servicer, Torchlight Loan Services,
LLC, as special servicer, U.S. Bank National Association, as trustee, Park
Bridge Lender Services LLC, as operating advisor, and Wells Fargo Bank,
National Association, as certificate administrator, paying agent and
custodian, relating to the COMM 2012-CCRE4 Mortgage Trust transaction,
pursuant to which the Eastview Mall and Commons Mortgage Loan is being
serviced (filed as Exhibit 4.1 to the registrant's Current Report on Form
8-K, filed by the registrant on November 13, 2012 and incorporated by
reference herein).
10.1 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and German American Capital
Corporation (filed as Exhibit 99.1 to the registrant's Current Report on
Form 8-K/A filed on December 27, 2012 and incorporated by reference herein).
10.2 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and Cantor Commercial Real
Estate Lending, L.P. (filed as Exhibit 99.2 to the registrant's Current
Report on Form 8-K/A filed on December 27, 2012 and incorporated by
reference herein).
10.3 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and KeyBank National
Association (filed as Exhibit 99.3 to the registrant's Current Report on
Form 8-K/A filed on December 27, 2012 and incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certification.
33 Reports on assessment of compliance with servicing criteria for
asset-backed securities.
33.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 33.1 of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
33.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as Master
Servicer incorporated by reference to Exhibit 33.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 33.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.4 Park Bridge Lender Services LLC as Operating Advisor incorporated by reference to Exhibit 33.4
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.5 Park Bridge Lender Services LLC, as Operating Advisor for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 33.4 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.6 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 33.6 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.7 Well Fargo Bank, National Association as Certificate Administrator and Paying Agent
for the Eastview Mall and Commons Mortgage Loan incorporated by reference to Exhibit 33.7
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
33.8 Well Fargo Bank, National Association as Custodian for the Eastview Mall and
Commons Mortgage Loan.
33.9 Wells Fargo Bank, N.A. as Trustee incorporated by reference to Exhibit 33.7 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.10 Wells Fargo Bank, N.A. as Certificate Administrator incorporated by reference to Exhibit 33.7
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.11 Wells Fargo Bank, N.A. as Custodian incorporated by reference to Exhibit 33.8 hereto.
33.12 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall
and Commons Mortgage Loan incorporated by reference to Exhibit 33.12 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 34.1 of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
34.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Master Servicer incorporated by reference to Exhibit 34.2 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 34.2 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
34.4 Park Bridge Lender Services LLC as Operating Advisor incorporated by reference to
Exhibit 34.4 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
34.5 Park Bridge Lender Services LLC, as Operating Advisor for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 34.4 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
34.6 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 34.6 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34.7 Well Fargo Bank, National Association as Certificate Administrator and Paying
Agent for the Eastview Mall and Commons Mortgage Loan incorporated by reference to
Exhibit 34.7 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
34.8 Well Fargo Bank, National Association as Custodian for the Eastview Mall and
Commons Mortgage Loan.
34.9 Wells Fargo Bank, N.A. as Trustee incorporated by reference to Exhibit 34.7 of
the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
34.10 Wells Fargo Bank, N.A. as Certificate Administrator incorporated by reference to
Exhibit 34.7 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013(File No. 333-172143-08).
34.11 Wells Fargo Bank, N.A. as Custodian incorporated by reference to Exhibit 34.8 hereto.
34.12 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall
and Commons Mortgage Loan incorporated by reference to Exhibit 34.12 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35 Servicer compliance statement.
35.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 35.1 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
35.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as Master
Servicer incorporated by reference to Exhibit 35.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 35.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
35.4 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 35.4 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35.5 Well Fargo Bank, National Association as Certificate Administrator and Paying Agent
for the Eastview Mall and Commons Mortgage Loan.
35.6 Wells Fargo Bank, N.A. as Certificate Administrator
35.7 Wells Fargo Bank, N.A. as Custodian.
35.8 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 35.8 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
99.1 Letter, dated August 13, 2013, from the Corporate Trust Services
division of Wells Fargo Bank, National Association, as Custodian to the
depositor regarding Compliance with Applicable Servicing Criteria for
Asset-backed Securities by Wells Fargo Bank, National Association, as
Custodian.
(b) The exhibits required to be filed by the Registrant pursuant to Item
601 of Regulation S-K are listed above and in the Exhibit Index that
immediately follows the signature page hereof.
(c) Not Applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Date: October 28, 2013
Deutsche Mortgage & Asset Receiving Corporation
(Depositor)
/s/ Helaine M. Kaplan
Helaine M. Kaplan, President
(Senior Officer in Charge of Securitization of the Depositor)
/s/ Matt Smith
Matt Smith, Vice President
Exhibit Index
Exhibit No.
4.1 Pooling and Servicing Agreement, dated as of December 1, 2012, between
Deutsche Mortgage & Asset Receiving Corporation, as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer
and special servicer, Wells Fargo Bank, National Association, as trustee,
certificate administrator paying agent and custodian, and Park Bridge Lender
Services LLC, as operating advisor (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K/A filed on December 27, 2012 and
incorporated by reference herein).
4.2 Pooling and Servicing Agreement, dated as of November 1, 2012, among
Deutsche Mortgage & Asset Receiving Corporation, as registrant, Wells Fargo
Bank, National Association, as master servicer, Torchlight Loan Services,
LLC, as special servicer, U.S. Bank National Association, as trustee, Park
Bridge Lender Services LLC, as operating advisor, and Wells Fargo Bank,
National Association, as certificate administrator, paying agent and
custodian, relating to the COMM 2012-CCRE4 Mortgage Trust transaction,
pursuant to which the Eastview Mall and Commons Mortgage Loan is being
serviced (filed as Exhibit 4.1 to the registrant's Current Report on Form
8-K, filed by the registrant on November 13, 2012 and incorporated by
reference herein).
10.1 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and German American Capital
Corporation (filed as Exhibit 99.1 to the registrant's Current Report on
Form 8-K/A filed on December 27, 2012 and incorporated by reference herein).
10.2 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and Cantor Commercial Real
Estate Lending, L.P. (filed as Exhibit 99.2 to the registrant's Current
Report on Form 8-K/A filed on December 27, 2012 and incorporated by
reference herein).
10.3 Mortgage Loan Purchase Agreement, dated December 6, 2012, between
Deutsche Mortgage & Asset Receiving Corporation and KeyBank National
Association (filed as Exhibit 99.3 to the registrant's Current Report on
Form 8-K/A filed on December 27, 2012 and incorporated by reference herein).
31 Rule 13a-14(d)/15d-14(d) Certification.
33 Reports on assessment of compliance with servicing criteria for
asset-backed securities.
33.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 33.1 of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
33.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as Master
Servicer incorporated by reference to Exhibit 33.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 33.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.4 Park Bridge Lender Services LLC as Operating Advisor incorporated by reference to Exhibit 33.4
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.5 Park Bridge Lender Services LLC, as Operating Advisor for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 33.4 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.6 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 33.6 of the Annual Report
on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
33.7 Well Fargo Bank, National Association as Certificate Administrator and Paying Agent
for the Eastview Mall and Commons Mortgage Loan incorporated by reference to Exhibit 33.7
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
33.8 Well Fargo Bank, National Association as Custodian for the Eastview Mall and
Commons Mortgage Loan.
33.9 Wells Fargo Bank, N.A. as Trustee incorporated by reference to Exhibit 33.7 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.10 Wells Fargo Bank, N.A. as Certificate Administrator incorporated by reference to Exhibit 33.7
of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
33.11 Wells Fargo Bank, N.A. as Custodian incorporated by reference to Exhibit 33.8 hereto.
33.12 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall
and Commons Mortgage Loan incorporated by reference to Exhibit 33.12 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34 Attestation reports on assessment of compliance with servicing criteria
for asset-backed securities.
34.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 34.1 of the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
34.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Master Servicer incorporated by reference to Exhibit 34.2 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 34.2 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
34.4 Park Bridge Lender Services LLC as Operating Advisor incorporated by reference to
Exhibit 34.4 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
34.5 Park Bridge Lender Services LLC, as Operating Advisor for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 34.4 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
34.6 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 34.6 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
34.7 Well Fargo Bank, National Association as Certificate Administrator and Paying
Agent for the Eastview Mall and Commons Mortgage Loan incorporated by reference to
Exhibit 34.7 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
34.8 Well Fargo Bank, National Association as Custodian for the Eastview Mall and
Commons Mortgage Loan.
34.9 Wells Fargo Bank, N.A. as Trustee incorporated by reference to Exhibit 34.7 of
the Annual Report on Form 10-K filed by the issuing entity on March 29, 2013
(File No. 333-172143-08).
34.10 Wells Fargo Bank, N.A. as Certificate Administrator incorporated by reference to
Exhibit 34.7 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013(File No. 333-172143-08).
34.11 Wells Fargo Bank, N.A. as Custodian incorporated by reference to Exhibit 34.8 hereto.
34.12 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall
and Commons Mortgage Loan incorporated by reference to Exhibit 34.12 of the Annual
Report on Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35 Servicer compliance statement.
35.1 KeyCorp Real Estate Capital Markets, Inc. as Primary Servicer incorporated by reference to
Exhibit 35.1 of the Annual Report on Form 10-K filed by the issuing entity on
March 29, 2013 (File No. 333-172143-08).
35.2 Midland Loan Services, Inc., a Division of PNC Bank, National Association as Master
Servicer incorporated by reference to Exhibit 35.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35.3 Midland Loan Services, Inc., a Division of PNC Bank, National Association as
Special Servicer incorporated by reference to Exhibit 35.2 of the Annual Report on Form 10-K
filed by the issuing entity on March 29, 2013(File No. 333-172143-08).
35.4 Torchlight Loan Services as Special Servicer for the Eastview Mall and Commons
Mortgage Loan incorporated by reference to Exhibit 35.4 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
35.5 Well Fargo Bank, National Association as Certificate Administrator and Paying Agent
for the Eastview Mall and Commons Mortgage Loan.
35.6 Wells Fargo Bank, N.A. as Certificate Administrator
35.7 Wells Fargo Bank, N.A. as Custodian.
35.8 Wells Fargo Bank, National Association as Master Servicer for the Eastview Mall and
Commons Mortgage Loan incorporated by reference to Exhibit 35.8 of the Annual Report on
Form 10-K filed by the issuing entity on March 29, 2013 (File No. 333-172143-08).
99.1 Letter, dated August 13, 2013, from the Corporate Trust Services
division of Wells Fargo Bank, National Association, as Custodian to the
depositor regarding Compliance with Applicable Servicing Criteria for
Asset-backed Securities by Wells Fargo Bank, National Association, as
Custodian.
Rule 13a-14(d)/15d-14(d) Certification
I, Helaine M. Kaplan, certify that:
1. I have reviewed this report on Form 10-K, and all reports on Form 10-D
required to be filed in respect of periods covered by this report on Form
10-K of the COMM 2012-CCRE5 Mortgage Trust (the "Exchange Act Periodic
Reports");
2. Based on my knowledge, the Exchange Act Periodic Reports, taken as a
whole, do not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with
respect to the period covered by this report;
3. Based on my knowledge, all of the distribution, servicing and other
information required to be provided under Form 10-D for the period covered by
this report is included in the Exchange Act Periodic Reports;
4. Based on my knowledge and the servicer compliance statements required in
this report under Item 1123 of Regulation AB, and except as disclosed in the
Exchange Act Periodic Report, the servicers have fulfilled their obligations
under the servicing agreements in all material respects; and
5. All of the reports on assessment of compliance with servicing criteria for
asset-backed securities and their related attestation reports on assessment
of compliance with servicing criteria for asset-backed securities required to
be included in this report in accordance with Item 1122 of Regulation AB and
Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this
report, except as otherwise disclosed in this report. Any material instances
of noncompliance described in such reports have been disclosed in this report
on Form 10-K.
In giving the certifications above, I have reasonably relied on information
provided to me by the following unaffiliated parties: KeyCorp Real Estate
Capital Markets, Inc. as Primary Servicer, Midland Loan Services, Inc., a
Division of PNC Bank, National Association as Master Servicer, Midland Loan
Services, Inc., a Division of PNC Bank, National Association as Special
Servicer, Park Bridge Lender Services LLC as Operating Advisor, Park Bridge
Lender Services LLC, as Operating Advisor for the Eastview Mall and Commons
Mortgage Loan, Torchlight Loan Services as Special Servicer for the Eastview
Mall and Commons Mortgage Loan, Well Fargo Bank, National Association as
Certificate Administrator and Paying Agent for the Eastview Mall and Commons
Mortgage Loan, Well Fargo Bank, National Association as Custodian for the
Eastview Mall and Commons Mortgage Loan, Wells Fargo Bank, National
Association as Trustee, Wells Fargo Bank, National Association as Certificate
Administrator, Wells Fargo Bank, National Association as Custodian and Wells
Fargo Bank, National Association as Master Servicer for the Eastview Mall and
Commons Mortgage Loan.
Date: October 28, 2013
/s/ Helaine M. Kaplan
Helaine M. Kaplan
President
(Senior Officer in Charge of Securitization of the Depositor)
EX-33.8
(logo) WELLS FARGO
Wells Fargo Bank, N.A.
Document Custody
1015 l0th Avenue Southeast
Minneapolis, MN 55414
ASSESSMENT OF COMPLlANCE WITH THE APPLICABLE SERVICING CRITERIA
Management of the Document Custody Section of the Corporate Trust Services
division of Wells Fargo Bank, National Association (the "Company") is
responsible for assessing compliance with the servicing criteria set forth in
Item 1122(d) of Regulation AB of the Securities and Exchange Commission.
Management has determined that the servicing criteria are applicable in regard
to the servicing platform for the period as follows:
Platform:
Publicly-issued. (i.e., transaction-level reporting required under the
Securities Exchange Act of 1934, as amended) residential mortgage-backed
securities and commercial mortgage-backed securities issued on or after
January 1, 2006 for which the Company provides document custody services,
excluding any such securities issued by any agency or instrumentality of the
U.S. government (other than the Federal Deposit Insurance Company) or any
government sponsored entity (the "Platform"). Appendix A identifies the
individual transactions defined by the Company as constituting the Platform.
Period: As of and for the twelve months ended Decembet 31, 2012 (the "Period").
Applicable Servicing Criteria:
The servicing criteria set forth in Item 1122(d)(1)(iv), 1122(d)(4)(i),
1122(d)(4)(ii) and 1122(d)(4)(iii), in regard to the activities performed by
the Company with respect to the Platform (the "Applicable Servicing Criteria").
With respect to the Platform, servicing criterion 1122(d)(4)(iii) is applicable
only as it relates to the Company's obligation to review and maintain the
required loan documents related to any additions, removals or substitutions in
accordance with the transaction agreements. Management of the Company has
determined that all other servicing criteria set forth in Item 1122(d) are not
applicable to the Platform.
With respect to the Platform and the Period, the Company's management provides
the following assertion of compliance with respect to the Applicable Servicing
Criteria:
1. The Company's management is responsible for assessing the Company's
compliance with the Applicable Servicing Criteria.
2. The Company's management has assessed the Company's compliance with the
Applicable Servicing Criteria. In performing this assessment, management used
the criteria set forth by the Securities and Exchange Commission in paragraph
(d) of Item 1122 of Regulation AB.
3. The Company has determined with respect to applicable servicing criterion
1122(d)(4)(iii) that there were no activities performed during the Period with
respect to the Platform, because there were no occurrences of events that
would require the Company to perform such activities.
4. Based on such assessment as of and for the Period, the Company has complied,
in all material respects with the Applicable Servicing Criteria.
As discussed in Appendix B, the Company has amended its Assessment of
Compliance with the Applicable Servicing Criteria dated February 15, 2013 to
include the applicable servicing criterion 1122(d)(4)(iii) and to include
certain previously omitted transactions in its Platform.
KPMG LLP, an independent registered public accounting firm, has issued an
attestation report with respect to management's assertion of compliance with
the Applicable Servicing Criteria as of and for the Period.
WELLS FARGO BANK, National Association
By: /s/ Shari L. Gillund
Shari L. Gillund
Title: Senior Vice President
Dated: August 12, 2013
(page)
Appendix A to the Company's Assessment of Compliance with the Applicable
Servicing Criteria
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
ABFC FFMLT2006-FFH1 BACM 2006-3 Y
ABFC2006-HE1 BACM 2006-4 Y
ABFC2006-OPT1 BACM 2006-6 Y
ABFC2006-OPT2 BACM 2007-2 Y
ABFC2006-OPT3 BACM 2007-3 Y
ABSC RFC 2007-HE1 BACM 2007-4 Y
ACE2006-ASAP1 BACM 2007-5 Y
ACE2006-ASAP2 BACM 2008-1 Y
ACE2006-ASAP3 BACM 2008-LS1 Y
ACE2006-ASAP4 BAFC 2006-B
ACE2006-ASAP5 BAFC 2006-C
ACE2006-ASAP6 BAFC 2006-E
ACE2006-ASL1 BAMC-ABFC2007-WMC1
ACE2006-CW1 BARC SABR2006-FR1
ACE2006-FM1 BARC SABR2006-OP1
ACE2006-FM2 BARC SABR2006-WM1
ACE2006-GP1 BARC SABR2006-WM2
ACE2006-HE1 BARC SABR2006-WM3
ACE2006-HE2 BARC, BCAP2006-AA2
ACE2006-HE3 BARC, BCAP2007-AA2
ACE2006-HE4 BARC, BCAP2007-AA3
ACE2006-OP1 BARC, SABR2006-FR2
ACE2006-OP2 BARC, SABR2006-FR3
ACE2006-SD1 BARC, SABR2006-FR4
ACE2006-SD2 BARC, SABR2006-HE1
ACE2006-SD3 BARC, SABR2006-HE2
ACE2006-SL1 BARC, SABR2006-NC1
ACE2006-SL2 BARC, SABR2006-WM4
ACE2006-SL3 BARC, SABR2007-BR2
ACE2006-SL4 BARC,BCAP2006-AA1
ACE2007-ASAP1 BARC-SABR2007-BR3
ACE2007-ASAP2 BCAP2007-AA1
ACE2007-ASL1 BCAP2007-AA4
ACE2007-HE1 BCAP2007-AA5
ACE2007-HE2 BCAP2007-AB1
ACE2007-HE3 BoAALT 2006-1
ACE2007-HE4 BoAALT 2006-2
ACE2007-HE5 BoAALT 2006-3
ACE2007-SL1 BoAALT 2006-4
ACE2007-SL2 BoAALT 2006-5
ACE2007-WM1 BoAALT 2006-6
ACE2007-WM2 BoAALT 2006-7
ARMT 2006-3 BoAALT 2006-8
BACM 2006-1 Y BoAALT 2006-9
A-1
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
BOAALT 2007-1 BSALTA 2006-8
BoAALT 2007-2 BSALTA 2007-1
BoAMS 2006-1 BSALTA 2007-2
BoAMS 2006-2 BSALTA 2007-3
BoAMS 2006-3 BSART 2006-1
BoAMS 2006-A BSART 2006-2
BoAMS 2006-B BSART 2006-4
BOAMS 2007-1 BSART 2007-1
BoAMS 2007-2 BSART 2007-2
BOAMS 2007-3 BSART 2007-4
BOAMS 2007-4 BSART 2007-5
BSAAT 2007-1 BSMF 2006-AC1
BSABS 2006-2 BSMF 2006-AR1
BSABS 2006-3 BSMF 2006-AR2
BSABS 2006-4 BSMF 2006-AR3
BSABS 2006-AC1 BSMF 2006-AR4
BSABS 2006-AC2 BSMF 2006-AR5
BSABS 2006-AC3 BSMF 2006-SL1 Y
BSABS 2006-AC4 BSMF 2006-SL2 Y
BSABS 2006-AC5 BSMF 2006-SL3
BSABS 2006-IM1 BSMF 2006-SL4
BSABS 2006-SD1 Y BSMF 2006-SL5
BSABS 2006-SD2 Y BSMF 2006-SL6
BSABS 2006-SD3 BSMF 2007-AR1
BSABS 2006-SD4 BSMF 2007-AR2
BSABS 2006-ST1 BSMF 2007-AR3
BSABS 2007-1 BSMF 2007-AR4
BSABS 2007-2 BSMF 2007-AR5
BSABS 2007-AC1 BSMF 2007-SL1
BSABS 2007-AC2 BSMF 2007-SL2
BSABS 2007-AC3 BSSLT 2007-1 Y
BSABS 2007-AC4 CARR-2007-FRE1
BSABS 2007-AC5 CARR-2007-RFC1
BSABS 2007-AC6 Carrington 2006-FRE1
BSABS 2007-SDl Carrington 2006-FRE2
BSABS 2007-SD2 Carrington 2006-OPT1
BSABS 2007-SD3 CCMT 2006-C5 Y
BSALTA 2006-1 CCMT 2008-C7 Y
BSALTA 2006-2 CD 2006-CD2 Y
BSALTA 2006-3 CD 2007-CD4 Y
BSALTA 2006-4 CD 2007-CD5 Y
BSALTA 2006-5 CMLT2006-RFC1
BSALTA 2006-6 CMLTI 2006-HE3
BSALTA 2006-7 CMLTI 2007-AR4
A-2
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
CMLTI 2007-AR5 CSMC 2007-3
CMLTI 2007-AR8 CSMC 2007-4
CMLTI 2007-WFHE2 CSMC 2007-6
CMLTI 2007-WFHE3 CSMC 2007-7
CMLTI 2007-WFHE4 DBALT2006-AB1
CMRA, PHH2008-CIM1 DBALT2006-AB2
CMSC 2007-5 DBALT2006-AB3
COBALT 2006-C1 Y DBALT2006-AB4
COBALT 2007-C2 Y DBALT2006-AF1
COBALT 2007-C3 Y DBALT2006-AR1
COMM 2006-C7 Y DBALT2006-AR2
COMM 2007-C9 Y DBALT2006-AR3
COMM12-CCRE1 Y DBALT2006-AR4
COMM12-CCRE2 Y DBALT2006-AR5
COMM12-CCRE4 Y DBALT2007-1
COMM12-CCRE5 Y DBALT2007-2
CSAB 2006-1 Y DBALT2007-3
CSAB 2006-2 DBALT2007-AB1
CSAB 2006-3 DBALT2007-AR1
CSAB 2006-4 DBALT2007-AR2
CSAB 2007-1 DBALT2007-AR3
CSFB 2006-C1 Y DBALT2007-BAR1
CSFB 2006-C2 Y DBALT2007-OA1
CSFB 2006-C3 Y DBALT2007-OA2
CSFB 2006-C4 Y DBALT2007-OA3
CSFB 2006-C5 Y DBALT2007-OA4
CSFB 2007-C1 Y DBALT2007-OA5
CSFB 2007-C2 Y DBALT2007-RAMP1
CSFB 2007-C3 Y DBALTL 2006-AR6
CSFB 2007-C4 Y DBALTL 2006-OA1
CSFB 2007-C5 Y DBUBS 11-LC3
CSFB 2008-C1 Y FASC, 2006-FF16
CSFB ABSC 2006-HE3 FASC, 2006-FF8
CSFB ABSC 2006-HE5 FF 2006-FF1 Y
CSFB ARMT 2006-2 FFML 2006-FF5 Y
CSMC 2006-1 FFML2006-FF2
CSMC 2006-2 FFML2006-FF7
CSMC 2006-3 FFML2006-FF9
CSMC 2006-4 FREM, 2006-A
CSMC 2006-7 FREM, 2006-B
CSMC 2006-8 FREM, 2006-C
CSMC 2006-9 FREM, 2006-D
CSMC 2007-1 FREM, 2006-E
CSMC 2007-2 FSMC, 2006-1
A-3
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
FSMC, 2006-2 GSR 2006-AR2
FSMC, 2006-3 GSR 2007-AR1
FSMC, 2007-1 GSR 2007-AR2
GCMI, SV2006-OPT1 GSR 2007-HEL1
GCMI, SV2006-OPT2 HALO 2007-2
GCMI, SV2006-OPT3 HARBORVIEW 2007-2 Y
GCMI, SV2006-OPT4 HASCO 2006-OPT2 Y
GCMI, SV2006-OPT5 HASCO 2006-OPT1 Y
GCMI-HVIEW2007-4 HASCO 2006-OPT3 Y
GCMI-HVIEW2007-7 HASCO 2007-HE2 Y
GCMI-RBSGC2007-B HASCO 2007-NC1 Y
GCMI-SV2007-OPT1 HASCO 2007-WF1 Y
GCMI-SV2007-OPT2 HASCO2006-OPT4
GCMI-SV2007-OPT3 HASCO2006-WMC1
GCMI-SV2007-OPT4 HEAT 2006-1
GCMI-SV2007-OPT5 HEAT 2006-3
GCM1-SV2007-WMC1 HEAT 2006-4
GECMC 2007-C1 Y HEAT 2006-5
GMAC 2006-C1 Y HEAT 2006-6
GNPT 2006-AR1 HEAT 2006-7
GNPT 2006-AR2 HEAT 2006-8
GNPT 2006-AR3 HEAT 2007-1
GS 2006-GG6 Y HEAT 2007-2
GS 2006-GG8 Y HEAT 2007-3
GS 2007-GG10 Y HELT2007-FRE1
GSAA 2006-10 HEMT 2006-1
GSAA 2006-12 HEMT 2006-3
GSAA 2006-14 HEMT 2006-4
GSAA 2006-16 HSBA-FFML2006-FF11
GSAA 2006-18 HSBA-HALO2006-2
GSAA 2006-6 HSBA-HALO2007-1
GSAA 2006-8 HSBA-HALO2007-AR1
GSAA 2007-10 HSBA-HALO2007-AR2
GSAA 2007-4 HSBA-HALO2007-WF1
GSAA 2007-5 HSBA-HASCO2006-HE1
GSAA 2007-6 HSBA-HASCO2006-HE2
GSAA 2007-7 HSBA-HASCO2007-HE1
GSAA 2007-8 HSBA-HASCO2007-OPT1
GSAA 2007-9 JPM CHAS 2006-CIBC16 Y Y
GSAMP 2006-S3 JPM CHAS 2007-CIBC18 Y Y
GSMSC 12-GC6 Y JPM CHAS 2007-CIBC20 Y Y
GSMSC 12GCJ7 Y JPM CHASE 2006-LDP6 Y
GSR 2006-5F JPM CHASE 2007-C1 Y Y
GSR 2006-AR1 JPM CHASE 2007-LDP10 Y
A-4
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
JPMC 12-CIBX Y LXS 2007-12N
JPMC 12-LC9 Y LXS 2007-14H
JPMC 2011-C5 Y LXS 2007-15N
JPMC 2012-C6 Y LXS 2007-2N
JPMC 2012-C8 Y LXS 2007-3
JPMORGAN 2006-LDP7 Y LXS 2007-4N
LMT 2006-2 LXS 2007-6
LMT 2006-4 LXS 2007-8H
LMT 2006-5 LXS 2007-9
LMT 2006-7 MABS 2007-HE1
LMT 2006-8 MABS 2007-HE2
LMT 2007-10 MALT 2007-HF1
LMT 2007-2 MANA 2007-A1
LMT 2007-4 MANA 2007-A2
LMT 2007-5 MANA 2007-A3
LMT 2007-6 MANA 2007-AF1
LMT 2007-7 MANA 2007-F1
LMT 2007-8 MANA 2007-OAR1
LMT 2007-9 MANA 2007-OAR2
LMT 2008-2 MANA 2007-OAR3
LUMI2007-1 MANA 2007-OAR4
LUMI2007-2 MANA 2007-OAR5
LUMINENT 2006-2 Y MARM 2007-3
LUMINENT 2006-7 Y MARM 2007-HF1
LUMINENT2006-3 MARM 2007-HF2
LUMINENT2006-4 MASTR 2007-1
LUMINENT2006-5 MERR OWNIT 2006-2
LUMINENT2006-6 MLCC 2006-1
LXS 2006-01 MLCC 2006-2
LXS 2006-10N MLCC 2006-3
LXS 2006-11 MLCC 2007-1
LXS 2006-12N MLCC 2007-2
LXS 2006-13 MLCC 2007-3
LXS 2006-15 MLMBS 2007-1
LXS 2006-17 MLMBS 2007-2
LXS 2006-18N MLMBS 2007-3
LXS 2006-19 MLMI 2006-A1
LXS 2006-20 MLM1 2006-A2
LXS 2006-3 MLMI 2006-A3
LXS 2006-5 MLMI 2006-A4
LXS 2006-7 MLMI 2006-AF1
LXS 2006-8 MLMI 2006-AF2
LXS 2007-1 MLMI 2006-F1
LXS 2007-11 MLMI 2006-FM1
A-5
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
MLMI 2006-HE1 MSCC HEL 2007-1
MLMI 2006-HE2 MSCC-2007-14AR
MLMI 2006-HE3 MSCI 2007-IQ15 Y Y
MLMI 2006-OPT1 NAAC 2006-AP1 Y
MLMI 2006-RM1 NAAC 2006-AR1 Y
MLMI 2006-SL1 NAAC 2007-2 Y
MLMI 2006-SL2 NAAC2006-AF1
MLMI 2006-WMC1 NAAC2006-AF2
MLMI 2006-WMC2 NAAC2006-AR2
MLMI 2007-HE2 NAAC2006-AR3
MORG2012C5 NAAC2006-WF1
MRGN 2006-HE1 NAAC2007-1
MRGN, 2006-HE2 NAAC2007-3
MRGN, 2006-HE3 NCMC 2008-1
MRGN, 2006-HE4 NewCastle2007-1
MRGN, 2006-HE5 NHEL 2006-FM1 Y
MRGN, 2006-HE6 NHEL2006-FM2
MRGN, 2006-HE7 NHEL2006-HE1
MRGN, 2006-HE8 NHEL2006-HE2
MRGN, 2006-WMC1 NHEL2006-HE3
MRGN, 2006-WMC2 NHEL2006-WF1
MRGN, 2007-HE2 NOMU-NAAC2006-AR4
Mrgn, 2007-HE5 NOMU-NAAC2007-S2
Mrgn, 2007-HE6 NOMU-NHEL2006-AF1
MRGN, 2007-HE7 NOMU-NHEL2007-1
MRGN,2007-1 NOMU-NHEL2007-2
MRGN,2007-HE3 NOMU-NHEL2007-3
MRGN-ELAT2007-1 OOMLT 2006-1
MRGN-ELAT2007-2 OOMLT 2006-2
MRGN-MSSTI2007-1 OOMLT 2006-3
MSBAM 12-C6 Y OPT1-2007-1
MSC 2006-IQ12 Y Y OPT1-2007-2
MSC 2007-HQ11 Y Y OPT1-2007-3
MSC 2007-HQ13 Y OPT1-2007-4
MSCC 11-C3 OPT1-2007-5
MSCC 12-C4 OPT1-2007-6
MSCC 2006-11 OPT1-2007-CP1
MSCC 2006-3AR OPT1-2007-FXD1
MSCC 2006-5AR OPT1-2007-FXD2
MSCC 2006-6AR OPT1-2007-HL1 Y
MSCC 2006-7 PC 2006-1 Y
MSCC 2006-8AR PHH AM 2007-1
MSCC 2007-12 PHH AM 2007-2
MSCC 2007-13 PHH AM 2007-3
A-6
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
PHHMC 2008-CIM2 RFCO 2006-KS2
PRIME 2006-1 RFCO 2006-KS3
PRIME 2006-2 RFCO 2006-KS4
PRIME 2006-CL1 RFCO 2006-KS5
PRIME 2007-1 RFCO 2006-KS6
PRIME 2007-2 RFCO 2006-KS7
PRIME 2007-3 RFCO 2006-KS8
RAAC Series 2006-SP1 RFCO 2006-KS9
Trust Y RFCO 2006-NC2
RAAC Series 2006-SP2 RFCO 2006-NC3
Trust Y RFCO 2006-QA1
RAAC Series 2006-SP3 RFCO 2006-QA10
Trust Y RFCO 2006-QA11
RAAC Series 2006-SP4 Y RFCO 2006-QA2
RAMP Series 2006-NC1 RFCO 2006-QA3
Trust Y RFCO 2006-QA4
RAMP Series 2007-RS2 RFCO 2006-QA5
Trust Y RFCO 2006-QA6
Renaissance 2006-1 RFCO 2006-QA7
Renaissance 2006-2 RFCO 2006-QA8
Renaissance 2006-3 RFCO 2006-QA9
Renaissance 2006-4 RFCO 2006-QH1
Renaissance 2007-1 RFCO 2006-QO1
Renaissance 2007-2 RFCO 2006-QO10
Renaissance 2007-3 RFCO 2006-QO2
RFC 2007-QH7 RFCO 2006-QO3
RFC 2007-QS9 RFCO 2006-QO4
RFCO 2006-EFC1 RFCO 2006-QO5
RFCO 2006-EFC2 RFCO 2006-QO6
RFCO 2006-EMX1 RFCO 2006-QO7
RFCO 2006-EMX3 RFCO 2006-QO8
RFCO 2006-EMX4 RFCO 2006-QO9
RFCO 2006-EMX5 RFCO 2006-QS1
RFCO 2006-EMX7 RFCO 2006-QS10
RFCO 2006-EMX8 RFCO 2006-QS11
RFCO 2006-EMX9 RFCO 2006-QS12
RFCO 2006-HI1 RFCO 2006-QS13
RFCO 2006-HI2 RFCO 2006-QS14
RFCO 2006-HI3 RFCO 2006-QS15
RFCO 2006-HI4 RFCO 2006-QS16
RFCO 2006-HI5 RFCO 2006-QS17
RFCO 2006-HSA1 RFCO 2006-QS18
RFCO 2006-HSA2 RFCO 2006-QS3
RFCO 2006-HSA4 RFCO 2006-QS4
RFCO 2006-HSA5
RFCO 2006-KS1
A-7
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
RFCO 2006-QS5 RFCO 2007-QH2
RFCO 2006-QS6 RFCO 2007-QH3
RFCO 2006-QS7 RFCO 2007-QH4
RFCO 2006-QS8 RFCO 2007-QH5
RFCO 2006-QS9 RFCO 2007-QH8
RFCO 2006-RS1 RFCO 2007-QH9
RFCO 2006-RS2 RFCO 2007-QO1
RFCO 2006-RS3 RFCO 2007-QO2
RFCO 2006-RS4 RFCO 2007-QO3
RFCO 2006-RS5 RFCO 2007-QO4
RFCO 2006-RS6 RFCO 2007-QO5
RFCO 2006-RZ1 RFCO 2007-QS1
RFCO 2006-RZ2 RFCO 2007-QS10
RFCO 2006-RZ3 RFCO 2007-QS11
RFCO 2006-RZ4 RFCO 2007-QS2
RFCO 2006-RZ5 RFCO 2007-QS3
RFCO 2006-S10 RFCO 2007-QS4
RFCO 2006-S11 RFCO 2007-QS5
RFCO 2006-S12 RFCO 2007-QS6
RFCO 2006-S2 RFCO 2007-QS7
RFCO 2006-S3 RFCO 2007-QS8
RFCO 2006-S4 RFCO 2007-RS1
RFCO 2006-S5 RFCO 2007-RZ1
RFCO 2006-S6 RFCO 2007-S1
RFCO 2006-S7 RFCO 2007-S2
RFCO 2006-S8 RFCO 2007-S3
RFCO 2006-S9 RFCO 2007-S4
RFCO 2006-SA1 RFCO 2007-S5
RFCO 2006-SA2 RFCO 2007-S6
RFCO 2006-SA4 RFCO 2007-S7
RFCO 2007-EMX1 RFCO 2007-S8
RFCO 2007-HI1 RFCO 2007-S9
RFCO 2007-HSA1 RFCO 2007-SA1
RFCO 2007-HSA2 RFCO 2007-SA2
RFCO 2007-HSA3 RFCO 2007-SA3
RFCO 2007-KS1 RFCO 2007-SA4
RFCO 2007-KS2 RFCO 2007-SP1
RFCO 2007-KS4 RFCO 2007-SP2
RFCO 2007-QA1 RFCO 2007-SP3
RFCO 2007-QA2 RFCO2007-QH6
RFCO 2007-QA3 RFMSI Series 2006-S1
RFCO 2007-QA4 Trust Y
RFCO 2007-QA5 SABR2007-HE1
RFCO 2007-QH1 SACO 2006-10
SACO 2006-2
A-8
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
SACO 2006-3 SASCO 2006-3H
SACO 2006-4 SASCO 2006-BC1
SACO 2006-5 SASCO 2006-BC2
SACO 2006-6 SASCO 2006-BC3
SACO 2006-7 SASCO 2006-BC5
SACO 2006-9 SASCO 2006-BC6
SACO 2007-1 SASCO 2006-OPT1 Y
SACO 2007-2 SASCO 2006-WF1 Y
SAIL 2006-1 SASCO 2006-WF2
SAIL 2006-2 SASCO 2006-WF3
SAIL 2006-3 SASCO 2007-BC1
SAIL 2006-4 SASCO 2007-BC2
SAMI 2006-AR1 SASCO 2007-BC3
SAMI 2006-AR2 SASCO 2007-BC4
SAMI 2006-AR3 SASCO 2007-SC1
SAMI 2006-AR4 SASCO 2007-WF1
SAMI 2006-AR5 SASCO 2007-WF2
SAMI 2006-AR8 SASCO TIAA 2007-C4 Y Y
SAMI 2007-AR1 SEMT 2011-1
SAMI 2007-AR2 SEMT 2011-2
SAMI 2007-AR3 SEMT 2012-1
SAMI 2007-AR4 SEMT 2012-2
SAMI 2007-AR5 SEMT 2012-3
SAMI 2007-AR6 SEMT 2012-4
SAMI 2007-AR7 SEMT 2012-5
SARM 2006-1 SEMT 2012-6
SARM 2006-11 SGMF 2006-FRE1
SARM 2006-12 SGMF 2006-OPT2
SARM 2006-2 SGMS 2006-FRE2
SARM 2006-3 SMTS 2006-1
SARM 2006-4 SMTS 2007-1
SARM 2006-5 SMTS 2007-2
SARM 2006-6 SMTS 2007-3
SARM 2006-7 SMTS 2007-4
SARM 2006-8 SMTS 2010-H1
SARM 2007-10 SQALT 2006-1
SARM 2007-11 STARM 2007-2
SARM 2007-3 STARM 2007-3
SARM 2007-4 UBS MABS 2006-AB1
SARM 2007-5 UBS MABS 2006-FRE1
SARM 2007-6 UBS MABS 2006-HE1
SARM 2007-7 UBS MABS 2006-HE2
SARM 2007-8 UBS MABS 2006-HE3
SARM 2007-9 UBS MABS 2006-HE4
A-9
(page)
Previously Previously
Omitted Subject to Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)? Platform Transaction Transaction? 1122(d)(4)(iii)?
UBS MABS 2006-HE5 WFMBS 2006-1
UBS MABS 2006-WMC1 WFMBS 2006-10
UBS MABS 2006-WMC2 WFMBS 2006-11
UBS MABS 2006-WMC3 WFMBS 2006-12
UBS MABS 2006-WMC4 WFMBS 2006-13
UBS MABS 2007-WMC1 WFMBS 2006-14
UBS MALT 2006-1 WFMBS 2006-15
UBS MALT 2006-2 WFMBS 2006-16
UBS MALT 2006-3 WFMBS 2006-17
UBS MALT 2007-1 WFMBS 2006-18
UBS MARM 2006-2 WFMBS 2006-19
UBS MARM 2006-OA1 WFMBS 2006-2
UBS MARM 2006-OA2 WFMBS 2006-20
UBS MARM 2007-1 WFMBS 2006-3
UBS MARM 2007-2 WFMBS 2006-4
UBS MASL 2006-1 WFMBS 2006-5
UBS MASTR 2006-1 WFMBS 2006-6
UBS MASTR 2006-2 WFMBS 2006-7
UBS MASTR 2006-3 WFMBS 2006-8
WACHOVIA 2006-C23 Y WFMBS 2006-9
WACHOVIA 2006-C25 Y WFMBS 2006-AR1
WACHOVIA 2006-C26 Y WFMBS 2006-AR10
WACHOVIA 2006-C27 Y WFMBS 2006-AR11
WACHOVIA 2006-C28 Y WFMBS 2006-AR12
WACHOVIA 2006-C29 Y WFMBS 2006-AR13
WACHOVIA 2007-30 Y WFMBS 2006-AR14
WACHOVIA 2007-C31 Y WFMBS 2006-AR15
WACHOVIA 2007-C32 Y WFMBS 2006-AR16
WACHOVIA 2007-C33 Y WFMBS 2006-AR17
WACHOVIA 2007-C34 Y WFMBS 2006-AR18
WFALT 2007-AR5 WFMBS 2006-AR19
WFALT 2007-PA1 WFMBS 2006-AR2
WFALT 2007-PA2 WFMBS 2006-AR3
WFALT 2007-PA3 WFMBS 2006-AR4
WFALT 2007-PA4 WFMBS 2006-AR5
WFALT 2007-PA5 WFMBS 2006-AR6
WFALT 2007-PA6 WFMBS 2006-AR7
WFCM 12-LC5 Y Y WFMBS 2006-AR8
WFHET 2006-1 WFMBS 2007-1
WFHET 2006-2 WFMBS 2007-10
WFHET 2006-3 WFMBS 2007-11
WFHET 2007-1 WFMBS 2007-12
WFHET 2007-2 WFMBS 2007-13
WFHM 2007-M04 WFMBS 2007-14
A-10
(page)
Previously
Omitted Subject to
Platform Transaction Transaction? 1122(d)(4)(iii)?
WFMBS 2007-15
WFMBS 2007-16
WFMBS 2007-17
WFMBS 2007-2
WFMBS 2007-3
WFMBS 2007-4
WFMBS 2007-5
WFMBS 2007-6
WFMBS 2007-7
WFMBS 2007-8
WFMBS 2007-9
WFMBS 2007-AR10
WFMBS 2007-AR3
WFMBS 2007-AR4
WFMBS 2007-AR5
WFMBS 2007-AR6
WFMBS 2007-AR7
WFMBS 2007-AR8
WFMBS 2007-AR9
WFMBS 2008-1
WFMBS 2008-AR1
WFMBS 2008-AR2
WFRBS 11-C5 Y
WFRBS 12-C10 Y Y
WFRBS 12-C6 Y Y
WFRBS 12-C7 Y Y
WFRBS 12-C8 Y Y
WFRBS 12-C9 Y Y
WMC-2006-1
A-11
(page)
Appendix B to the Company's Assessment of Compliance with the Applicable
Servicing Criteria
The Company has amended its assessment of compliance dated February 15, 2013 to
include the applicable servicing criteria 1122(d)(4)(iii) and to include
certain previously omitted transactions in its Platform.
The assessment herein has been amended to reflect the performance by the
Company of the Securities and Exchange Commission's Regulation AB Item
1122(d)(4)(iii) for the Period. Although this criterion was previously deemed
"not applicable" for the Period, the Company has determined that it is in fact
applicable to the activities it performs with respect to the Platform, but
there were no occurrences of events with respect to such criterion during the
Period; and thus the assessment herein corrects the reporting of such
performance. The transactions to which criterion 1122(d)(4)(iii) apply are
identified in Appendix A.
The assessment herein has been corrected to reflect the inclusion of certain
previously omitted transactions in the Platform. Based on the definition of the
Platform, such previously omitted transactions and securities have been
identified by management as part of the Platform. The assessment herein
includes the listing of the transactions and securities in Appendix A which
were subject to the Company's assessment that it complied in all material
respects with the Applicable Servicing Criteria. The previously omitted
transactions have been identified in Appendix A.
EX-34.8
(logo) KPMG
KPMG LLP
Aon Center
Suite 5500
200 East Randolph Drive
Chicago, IL 60601-6436
Report of Independent Registered Public Accounting Firm
The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank, National Association:
We have examined the management's assessment, included in the accompanying
Assessment of Compliance with the Applicable Servicing Criteria, that the
Document Custody Section of the Corporate Trust Services division of Wells
Fargo Bank, National Association (the Company) complied with the servicing
criteria set forth in Item 1122(d) of the Securities and Exchange Commission's
Regulation AB for publicly-issued (i.e., transaction-level reporting initially
required under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities and commercial mortgage-backed securities issued on
or after January 1, 2006 for which the Company provides document custody
services, excluding any such securities issued by any agency or instrumentality
of the U.S. government (other than the Federal Deposit Insurance Company) or
any government sponsored entity (the Platform), as of and for the twelve months
ended December 31, 2012. Management has determined that servicing criteria
1122(d)(1)(iv), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(iii) are
applicable to the activities it performs with respect to the Platform, and that
all other servicing criteria set forth in Item 1122(d) are not applicable to
the document custody services provided by the Company with respect to the
Platform. With respect to the Platform, servicing criterion 1122(d)(4)(iii) is
applicable only as it relates to the Company's obligation to review and
maintain the required loan documents related to any additions, removals or
substitutions in accordance with the transaction agreements. With respect to
applicable servicing criterion 1122(d)(4)(iii), the Company has determined
that there were no activities performed during the year ended December 31, 2012
with respect to the Platform, because there were no occurrences of events that
would require the Company to perform such activities. Appendix A to the
Assessment of Compliance with the Applicable Servicing Criteria identifies the
individual transactions and securities defined by management as constituting
the Platform. Management is responsible for the Company's compliance with the
servicing criteria. Our responsibility is to express an opinion on management's
assessment about the Company's compliance 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
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing
selected asset-backed transactions and securities that comprise the Platform,
testing selected servicing activities related to the Platform, and determining
whether the Company processed those selected transactions and performed those
selected activities in compliance with the servicing criteria. Furthermore, our
procedures were limited to the selected transactions and servicing activities
performed by the Company during the period covered by this report. Our
procedures were not designed to determine whether errors may have occurred
either prior to or subsequent to our tests that may have affected the balances
or amounts calculated or reported by the Company during the period covered by
this report for the selected transactions or any other transactions. We believe
that our
KPMG LLP is a Delaware limited liability partnership,
the U.S. member firm of KPMG International Cooperative
("KPMG International"), a Swiss entity.
(page)
(logo) KPMG
examination provides a reasonable basis for our opinion. Our examination does
not provide a legal determination on the Company's compliance with the
servicing criteria.
As discussed in Appendix B to the Company's Assessment of Compliance with the
Applicable Servicing Criteria, the Company has amended its assessment of
compliance to include the applicable servicing criterion 1122(d)(4)(iii) and to
include certain previously omitted transactions in its Platform.
In our opinion, management's assessment that the Company complied with the
aforementioned servicing criteria, as of and for the twelve months ended
December 31, 2012 is fairly stated, in all material respects.
/s/ KPMG LLP
Chicago, Illinois
August 12, 2013
EX-35.5
(logo) WELLS FARGO
Corporate Trust Services
MAC R1204-010
9062 Old Annapolis Road
Columbia, MD 21045
Tel: 410 884 2000
Fax: 410 715 2380
Deutsche Mortgage & Asset Receiving Corporation
60 Wall Street
New York, NY 10005
RE: Annual Statement of Compliance
The undersigned, a duly authorized officer of Wells Fargo Bank, N.A., as
Certificate Administrator and Paying Agent for the Eastview Mall and Commons
Mortgage Loan (in such capacity, "Wells Fargo"),hereby certifies as follows
as of and for the year ending December 31, 2012 (the "reporting period"):
(a) A review of Wells Fargo's activities during the reporting period and of its
performance under the applicable servicing agreement(s) listed on Schedule A
hereto (the "Servicing Agreement(s)") has been made under my supervision; and
(b) To the best of my knowledge, based on such review, Wells Fargo has
fulfilled all of its obligations under the Servicing Agreement(s) in all
material respects throughout the reporting period, except as noted on Schedule
B.
October 25, 2013
/s/ Julie Eichler
Julie Eichler
Vice President
Wells Fargo Bank, N.A.
(logo) Together we'll go far
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule A
List of Servicing Agreement(s) and Series
1. Pooling and Servicing Agreement dated as of November 1, 2012, by and among
DEUTSCHE MORTGAGE & ASSET RECEIVING CORPORATION, as Depositor, WELLS FARGO
BANK, NATIONAL ASSOCIATION, as Master Servicer TORCHLIGHT LOAN SERVICES, LLC,
as Special Servicer, U.S. BANK NATIONAL ASSOCIATION, as Trustee, and PARK
BRIDGE LENDER SERVICES LLC, as Operating Advisor and Wells Fargo Bank, N.A.
as Certificate Administrator, Paying Agent and Custodian relating to the
Series COMM 2012-CCRE4 Commercial Mortgage Pass-Through Certificates,
relating to the Eastview Mall and Commons Mortgage Loan Combination, a pari
passu portion of which is included in the Series COMM 2012-CCRE5 Commercial
Mortgage Pass-Through Certificates transaction.
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule B
Material Non-Compliance with Servicing Obligations
Not Applicable
EX-35.6
(logo) WELLS FARGO
Corporate Trust Services
MAC R1204-010
9062 Old Annapolis Road
Columbia, MD 21045
Tel: 410 884 2000
Fax: 410 715 2380
Deutsche Mortgage & Asset Receiving Corporation
60 Wall Street
New York, NY 10005
RE: Annual Statement of Compliance
The undersigned, a duly authorized officer of Wells Fargo Bank, N.A., as
Certificate Administrator and Paying Agent (in such capacities, "Wells Fargo"),
hereby certifies as follows as of and for the year ending December 31, 2012
(the "reporting period"):
(a) A review of Wells Fargo's activities during the reporting period and of its
performance under the applicable servicing agreement(s) listed on Schedule A
hereto (the "Servicing Agreement(s)") has been made under my supervision; and
(b) To the best of my knowledge, based on such review, Wells Fargo has
fulfilled all of its obligations under the Servicing Agreement(s) in all
material respects throughout the reporting period, except as noted on Schedule
B.
October 25, 2013
/s/ Julie Eichler
Julie Eichler
Vice President
Wells Fargo Bank, N.A.
(logo) Together we'll go far
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule A
List of Servicing Agreement(s) and Series
1. Pooling and Servicing Agreement dated as of December 1, 2012, by and among
DEUTSCHE MORTGAGE & ASSET RECEIVING CORPORATION, as Depositor, MIDLAND LOAN
SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Master Servicer,
MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Special
Servicer, and PARK BRIDGE LENDER SERVICES LLC, as Operating Advisor and Wells
Fargo Bank, N.A. as Trustee, Certificate Administrator, Paying Agent and
Custodian relating to the Series COMM 2012-CCRE5 Commercial Mortgage
Pass-Through Certificates.
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule B
Material Non-Compliance with Servicing Obligations
Not Applicable
EX-35.7
(logo) WELLS FARGO
Wells Fargo Bank, Na
CMBS Department
MAC N9401-011
1055 10th Avenue S.e.
Minneapolis, MN 55414
Deutsche Mortgage & Asset Receiving Corporation
60 Wall Street
New York, NY 10005
RE: Annual Statement of Compliance
The undersigned, a duly authorized officer of Wells Fargo Bank, N.A., as
Custodian(in such capacity, "Wells Fargo"),hereby certifies as follows as of
and for the year ending December 31, 2012 (the "reporting period"):
(a) A review of Wells Fargo's activities during the reporting period and of its
performance under the applicable servicing agreement(s) listed on Schedule A
hereto (the "Servicing Agreement(s)") has been made under my supervision; and
(b) To the best of my knowledge, based on such review, Wells Fargo has
fulfilled all of its obligations under the Servicing Agreement(s) in all
material respects throughout the reporting period, except as noted on Schedule
B.
October 25, 2013
/s/ Kathleen Marshall
Kathleen Marshall
Vice President
Wells Fargo Bank, N.A.
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule A
List of Servicing Agreement(s) and Series
1. Pooling and Servicing Agreement dated as of December 1, 2012, by and among
DEUTSCHE MORTGAGE & ASSET RECEIVING CORPORATION, as Depositor, MIDLAND LOAN
SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Master Servicer,
MIDLAND LOAN SERVICES, A DIVISION OF PNC BANK, NATIONAL ASSOCIATION, as Special
Servicer, and PARK BRIDGE LENDER SERVICES LLC, as Operating Advisor and Wells
Fargo Bank, N.A. as Trustee, Certificate Administrator, Paying Agent and
Custodian relating to the Series COMM 2012-CCRE5 Commercial Mortgage
Pass-Through Certificates.
(page)
To: Deutsche Mortgage & Asset Receiving Corporation
Schedule B
Material Non-Compliance with Servicing Obligations
Not Applicable
EX-99.1
(logo) WELLS FARGO
Wells Fargo Bank, National Association
9062 Old Annapolis Rd.
Columbia, Maryland 21045
Date: August 13, 2013
To: The Parties Set Forth on Schedule A
Re: Notice Regarding Wells Fargo Document Custody Regulation AB 2012
Compliance Reports
The Document Custody Section of the Corporate Trust Services Division of Wells
Fargo Bank, N.A. (such Document Custody Section is referred to in this letter
as, "Wells Fargo") writes this letter to notify you that Wells Fargo has issued
a revised assessment of compliance and attestation for the Custody Platform
relating to the year ended December 31, 2012.
Reference is made to (i) the assessment of compliance with applicable servicing
criteria (Securities and Exchange Commission's Regulation AB, Items
1122(d)(1)(iv), 1122(d)(4)(i) and 1122(d)(4)(ii), the "Applicable Servicing
Criteria") prepared by Wells Fargo as of and for the year ended December 31,
2012 and relating to the Custody Platform (defined below) (the "2012 Custody
Assessment"), which reported no material instances of noncompliance, (ii) the
attestation report of KPMG LLP ("KPMG"), the independent registered public
accounting firm engaged by Wells Fargo to issue such attestation in connection
with the 2012 Custody Assessment (the "2012 Custody Attestation"), (iii) the
platform established and maintained by Wells Fargo, consisting of
publicly-issued residential mortgage-backed securities ("RMBS") and commercial
mortgage-backed securities ("CMBS") transactions for which Wells Fargo provides
document custody services (the "Custody Platform"), and (iv) the list of
individual transactions constituting the Custody Platform (the "Transaction
Listing") maintained by Wells Fargo.
Such Transaction Listing was attached to a management representation letter and
assertion issued by Wells Fargo each year to KPMG in connection with defining
the Custody Platform.
Background
Wells Fargo has determined that, due to an administrative error, it
inadvertently omitted from the Transaction Listing the transactions listed on
Schedule B hereto for which you are the issuer/registrant. The omission of
these transactions started in the year the transaction closed and has continued
through 2012. Based on its Custody Platform description, Wells Fargo should
have included these transactions on the Transaction Listing.
(page)
Wells Fargo has also determined that, due to the same administrative error, it
also inadvertently omitted other CMBS transactions and RMBS transactions from
the Transaction Listing. For the 2012 reporting year, including the
transactions on Schedule B hereto, there were a total of 101 CMBS and RMBS
transactions omitted from the Transaction Listing. The omission of these 101
transactions started in the year each transaction closed and has continued
through 2012. Based on its Custody Platform description, Wells Fargo should
have included these 101 transactions on the Transaction Listing. The 101
omitted transactions have been identified on Appendix A to the revised
assessment discussed below and included with this notice. Wells Fargo will
notify all appropriate parties of the omission of these transactions.
Due to the omission of the 101 transactions from the Transaction Listing, such
transactions were not part of the population of transactions subject to testing
performed in connection with the 2012 Custody Attestation. Aside from the
omission itself of certain transactions from the Transaction Listing,
management of Wells Fargo does not believe that the omission of the 101
transactions from the Transaction Listing affected the accuracy of its 2012
Custody Assessment including management?s assertion therein that for the 2012
reporting period Wells Fargo complied in all material respects with the
Applicable Servicing Criteria.
In addition, Wells Fargo has determined that Item 1122(d)(4)(iii) was
applicable to certain transactions in the Custody Platform, but was not
previously identified as being applicable to the activities it performs with
respect to the Custody Platform. The affected transactions have been identified
on Appendix A to the revised assessment discussed below. Wells Fargo has
determined though that there were no activities performed during the 2012
reporting period with respect to these transactions to which Item
1122(d)(4)(iii) is applicable, because there were no occurrences of events that
would require Wells Fargo to perform such activities.
Issuance of Revised Reg AB Compliance Reports
Because of the above findings, Wells Fargo has determined that both the 2012
Custody Assessment and 2012 Custody Attestation were issued in error and thus
the recipients of such reports should no longer rely upon such previously
issued reports of Wells Fargo and KPMG.
As a result, Wells Fargo has enclosed with this notification a revised
assessment of compliance with Applicable Servicing Criteria (that includes
1122(d)(4)(iii)) for the Custody Platform, including the previously omitted
transactions, as of and for the year ended December 31, 2012. Also enclosed is
KPMG's compliance attestation report on management's revised assessment
reflecting the results of procedures performed by KPMG.
Wells Fargo understands that the issuance of a revised 2012 assessment and
attestation for the Custody Platform presents disclosure ramifications for
transactions
2
(page)
currently subject to the reporting requirements of the 34' Act. Wells Fargo
also understands that its omission of transactions from the Transaction Listing
in prior years may raise disclosure questions as well. Wells Fargo would like
to discuss these ramifications and questions as soon as possible with the
issuer/registrant and its counsel and help develop an appropriate disclosure
plan. In addition, Wells Fargo will be available to participate in any calls
needed to discuss the issue with the SEC Staff.
Wells Fargo is taking steps to ensure that there are no more omissions from any
future Transaction Listing and will adopt such additional measures as necessary
to prevent any such future omissions including among other things reorganizing
and/or retraining personnel and instituting enhanced controls over the process
related to the maintenance of the Transaction Listing.
If you have any questions about this notification, please do not hesitate to
contact Carol Tracey at 321.632.9533; carol.j.tracey@wellsfargo.com.
WELLS FARGO BANK, N.A.
3
(page)
Schedule A
Via FedEx Overnight Delivery
Deutsche Mortgage & Asset Receiving Corporation
60 Wall Street
New York, New York 10005
Attention: Lainie Kaye
Via Electronic Mail
Kevin C. Blauch, Esq.
Sidley Austin LLP
kblauch@sidley.com
Via Electronic Mail
Anna H. Glick, Esq.
Cadwalader, Wickersham & Taft LLP
anna.glick@cwt.com
(page)
Schedule B
Transactions Omitted from the Transaction Listing
Transaction Currently Subject
to 34 Act
Reporting?
Deutsche Mortgage & Asset Receiving Corporation, COMM
2012-CCRE1, Commercial Mortgage Pass-Through Certificates Yes
Deutsche Mortgage & Asset Receiving Corporation, COMM
2012-CCRE2, Commercial Mortgage Pass-Through Certificates Yes
Deutsche Mortgage & Asset Receiving Corporation, COMM
2012-CCRE4, Commercial Mortgage Pass-Through Certificates Yes
Deutsche Mortgage & Asset Receiving Corporation, COMM
2012-CCRE5, Commercial Mortgage Pass-Through Certificates Yes
Deutsche Mortgage & Asset Receiving Corporation, CD 2006-CD2,
Commercial Mortgage Pass-Through Certificates No
Deutsche Mortgage & Asset Receiving Corporation, CD 2007-CD5,
Commercial Mortgage Pass-Through Certificates No
Deutsche Mortgage & Asset Receiving Corporation, COMM
2006-C7, Commercial Mortgage Pass-Through Certificates No
Deutsche Mortgage & Asset Receiving Corporation, COMM
2007-C9, Commercial Mortgage Pass-Through Certificates N
