[ERNST & YOUNG LETTERHEAD]

 

**Report of Independent Registered Public Accounting Firm**

 

 

The Board of Directors and Shareholder

KeyCorp Real Estate Capital Markets, Inc.

 

We have examined management's assertion, included in the accompanyingManagement's Assertion on Compliance with Regulation AB Criteria, that KeyCorp Real Estate Capital Markets, Inc. (the Company)complied with the servicing criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB for thecommercial real estate mortgage loans Platform (the Platform) as of and for the year ended December 31, 2012, and except for Item1122 (d)(3)(i), 1122 (d)(3)(ii), 1122 (d)(3)(iii) and 1122 (d)(3)(iv), which the Company has determined are not applicable to theactivities performed by them with respect to the Platform covered by this report. Refer to Attachment A of management's assertionfor the asset backed transactions covered by this Platform. Management is responsible for the Company's compliance with those servicingcriteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance with the servicingcriteria based on our examination.

 

Our examination was conducted in accordance with attestationstandards established by the American Institute of Certified Public Accountants, as adopted by the Public Company Accounting OversightBoard (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the applicableservicing criteria and performing such other procedures as we considered necessary in the circumstances. Our examination includedtesting of less than all of the individual asset backed transactions and securities that comprise the Platform, testing of lessthan all of the servicing activities related to the Platform and determining whether the Company processed those selected transactionsand performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited tothe selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedureswere not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affectedthe balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactionsor any other transactions. Although the Company is responsible for assessing compliance with 1122 (d)(1)(iii) of Regulation AB,there were no servicing activities performed by the Company during the year ended December 31, 2012 that required these servicingcriteria to be complied with. We believe that our examination provides a reasonable basis for our opinion. Our examination doesnot provide a legal determination on the Company's compliance with the servicing criteria.

 

In our opinion, management's assertion that the Company compliedwith the aforementioned servicing criteria as of and for the year ended December 31, 2012 for the commercial real estate mortgageloans Platform is fairly stated, in all material respects.

 

 

/s/ Ernst & Young LLP

 

March 11, 2013