**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 ********{00039288.DOCX} **********************************Exhibit 34.1********REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING****FIRM**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  Lease  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)(1)(iv),  1122(d)(2)(v),  1122(d)(2)(vi),  1122(d)(4)(ix), 1122(d)(4)(x),  1122(d)(4)(xi),  1122(d)(4)(xii),  1122(d)(4)(xiii),  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 **2****{00039288.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 activities. Our  examination  disclosed  the  following  material  noncompliance  with  criteria 1122(d)(3)(i)(A) applicable to the Company as of and for the year ended December 31, 2012 for the Platform.  1.With respect to servicing criterion 1122(d)(3)(i)(A), a 10-D filing for the MBALT 2012-A transaction was incorrectly filed.  Management subsequently amended the incorrect filing for the MBALT 2012-A transaction. 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  Lease 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 March 26, 2013