**GrantThornton LLP**27777 Franklin Road, Suite 800Southfield, MI 48034-2366T 248.262.1950F 248.350.3581www.GrantThornton.com****

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

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**Exhibit34.1**

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**REPORTOF INDEPENDENT REGISTERED PUBLIC ACCOUNTING**

**FIRM**

Boardof Directors
Mercedes-Benz FinancialServices USA LLC

Wehave examined Mercedes-Benz Financial Services USA LLC’s (“MBFS USALLC” or the “Company”) formerly known as DCFS USA LLC, compliance withthe servicing criteria set forth in Item 1122(d) of the U.S. Securitiesand Exchange Commission’s Regulation AB for United States ConsumerAutomotive Lease Contracts (the “Platform”) described in theaccompanying Report on Assessment of Compliance with ApplicableServicing Criteria of Mercedes-Benz Financial Services USA LLC(“Management’s Report”) as of and for the year ended December 31, 2013,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 hasdetermined are not applicable to the activities performed by theCompany with respect to the Platform. The Platform consists of theasset-backed transactions and securities defined by management inAppendix A of Management’s Report. Management is responsible for theCompany’s compliance with the applicable servicing criteria. Ourresponsibility is to express an opinion on the Company’s compliancewith the applicable servicing criteria for the Platform based on ourexamination.
Ourexamination was conducted in accordance with the standards of thePublic Company Accounting Oversight Board (United States) and,accordingly, included examining, on a test basis, evidence about theCompany’s compliance with the applicable servicing criteria for thePlatform and performing such other procedures as we considerednecessary in the circumstances. Our examination included testingselected asset-backed transactions and securities constituting thePlatform and evaluating whether the Company performed servicingactivities related to those transactions and securities in compliancewith the applicable servicing criteria for the period covered by thisreport. Accordingly, our testing may not have included servicingactivities related to each asset-backed transaction or securityconstituting the Platform. Further, our examination was not designed todetect material noncompliance that may have occurred prior to theperiod covered by this report and that may have affected the Company’sservicing activities during the period covered by this report. Webelieve that our examination provides a reasonable basis for ouropinion. Our examination does not provide a legal determination on theCompany’s compliance with the applicable servicing criteria.
Asdescribed in Management’s Report, the Company engaged various vendorsto 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 Companydetermined that each vendor is not considered a “servicer,” as thatterm is defined in Item 1101(j) of Regulation AB, and therefore, theCompany is assuming responsibility for compliance with such servicing 
criteriaapplicable to each vendor’s servicing activities. In accordance withRegulation AB and its related interpretations, the requirement formanagement to assess compliance with the servicing criteria applicableto a vendor’s activities is satisfied if the Company has institutedpolicies and procedures to monitor whether such vendor’s activitiescomply in all material respects with such criteria. Compliance with theapplicable servicing criteria is achieved if those policies andprocedures are designed to provide reasonable assurance that suchvendor’s activities comply with such criteria and those policies andprocedures are operating effectively for the period covered byManagement’s Report. Our examination does not provide a legaldetermination of whether a vendor is or is not considered a servicer,and therefore, on whether the Company, in its Management Report, iseligible to elect to take responsibility for assessing compliance withthe servicing criteria applicable to each vendor’s servicing activities.
Ourexamination disclosed the following material noncompliance withcriteria 1122(d)(4)(vii) applicable to the Company as of and for theyear ended December 31, 2013 for the Platform.

1.With respect to criteria 1122(d)(4)(vii), certain loss mitigation orrecovery actions were not                initiated, conducted andconcluded in accordance with time frames or other requirements                   established by the transactionagreements.

Inour opinion, except for the material noncompliance described in thepreceding paragraph, Mercedes-Benz Financial Services USA LLC complied,in all material respects, with the aforementioned applicable servicingcriteria as of and for the year ended December 31, 2013 for the UnitedStates Consumer Automotive Lease Contracts.
Theinformation included in the Management Response section of Appendix Bof Management’s Report is presented by the Company to provideadditional information and is not a part of the Company’s servicingcriteria. The information in the Management Response section ofAppendix B has not been subject to the procedures applied in theexamination of compliance with applicable servicing criteria, andaccordingly, we express no opinion on it.

/s/GRANT THORNTON LLPSouthfield, MichiganMarch 18, 2014