**Exhibit 34.1**

**Report of Independent Registered Public Accounting Firm**

The Managers and Members 

CarMax Business Services, LLC: 

We have examined management’s assessment, included in the accompanying *Report on Assessment of Compliance with Applicable Servicing Criteria*, thatCarMax Business Services, LLC (CarMax) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB for all asset-backed securitiestransactions sponsored by CarMax involving motor vehicle retail installment sales contracts that were commenced with an initial bona fide offer after December 31, 2005 where the related asset-backedsecurities were outstanding during the fiscal year ended February 28, 2014 (the Platform), except for servicing criteria *1122(d)(1)(iv), 1122(d)(2)(ii), 1122(d)(2)(vi), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii)*,and 1122(d)(4)(xiii), which CarMax has determined are not applicable to the activities it performs with respect to the Platform, as of and for the fiscal year ended February 28, 2014. With respect to applicable servicing criteria*1122(d)(2)(iii) and 1122(d)(4)(iii)*, CarMax has determined that there were no activities performed during the fiscal year ended February 28, 2014 with respect to the Platform, because there were no occurrences of events that wouldrequire the Company to perform such activities. Appendix B to the accompanying *Report on Assessment of Compliance with Applicable Servicing Criteria* identifies the individual asset-backed transactionsand securities defined by management as constituting the Platform. Management is responsible for CarMax’s compliance with the servicing criteria. Our responsibility is to express an opinion on management’s assessment about CarMax’scompliance 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 CarMax’s compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Ourexamination included testing selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether CarMaxprocessed 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 CarMax during theperiod 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 CarMax during theperiod covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company’scompliance with the servicing criteria. 

As described in the accompanying *Report on Assessment of Compliance with Applicable Servicing Criteria* forservicing criteria *1122(d)(2)(i), 1122(d)(4)(ii)*, and *1122(d)(4)(vii)*, CarMax has engaged various vendors to perform certain activities required by these servicing criteria. CarMax has determined that none of these vendors areconsidered a “servicer” as defined in Item 1101(j) of Regulation AB, and CarMax has elected to take responsibility for assessing compliance with the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 ofthe SEC Division of Corporation Finance Manual of Publicly 

Available Telephone Interpretations (Interpretation 17.06). As permitted by Interpretation 17.06, CarMax has asserted that it has policies and procedures in place designed to provide reasonableassurance that the vendors’ activities comply in all material respects with the servicing criteria applicable to each vendor. CarMax is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for thevendors and related criteria as described in its assertion, and we performed no procedures with respect to CarMax’s eligibility to apply Interpretation 17.06. 

**In our opinion, management’s assessment that CarMax complied with the aforementioned servicing criteria, including servicing criteria*1122(d)(2)(i), 1122(d)(4)(ii), and 1122(d)(4)(vii)* for which compliance is determined based on Interpretation 17.06 as described above, as of and for the fiscal year ended February 28, 2014, is fairly stated, in all material respects.**

/s/ KPMG LLP 

Richmond, Virginia 

May 23, 2014