UNITED STATES
SECURITIES AND EXCHANGE COMMISSION



Washington, D.C. 20549



FORM 10-K



(Mark
One)



|☒ | ANNUAL
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------



For the
fiscal year ended December 31, 2018



or



|☐ | TRANSITION
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | --------------------------------------------------------------------------------------------



For the
transition period from _____________ to _____________



333-180779-02

Commission
File Number of issuing entity:



Morgan
Stanley Bank of America Merrill Lynch Trust 2013-C7

(Central
Index Key Number 0001564347)

(Exact
name of issuing entity as specified in its charter)



Morgan
Stanley Capital I Inc.

(Central
Index Key Number 0001547361)

(Exact
name of registrant as specified in its charter)



Morgan
Stanley Mortgage Capital Holdings LLC

(Central
Index Key Number 0001541557)



Bank
of America, National Association

(Central
Index Key Number 0001102113)

(Exact
names of sponsors as specified in their charters)



46-2085543

46-2096643

46-2107218

46-6596620

46-6599586

(I.R.S.
Employer Identification No.)



New
York

(State
or other jurisdiction of incorporation or organization)



c/o
Morgan Stanley Capital I Inc.

1585
Broadway, New York, NY

(Address
of principal executive offices)



10036

(Zip
Code)



(212)
761-4000

(Registrant’s
telephone number, including area code of issuing entity)



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  ☒



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  ☒



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  ☒  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 (§ 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 (§ 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, a smaller reporting
company, or emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

|                                                                            |                                 
|--------------------------------------------------------------------------- | --------------------------------
|Large accelerated
    filer  ☐                                              | Accelerated
    filer  ☐        
|                                                                            |                                 
|Non-accelerated
    filer  ☒  (Do not check if a smaller reporting company) | Smaller
    reporting company  ☐



Emerging
growth company  ☐



If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Not Applicable.



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  ☐  No  ☒



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 NOTES



Except as set forth below, each of the parties to each pooling and
servicing agreement listed in the Exhibit Index both (1) participates in the servicing function for purposes of Item 1122 of Regulation
AB and (2) constitutes a servicer that meets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB for purposes of
Item 1123 of Regulation AB:



| | ● | The trustee under a pooling and servicing agreement has a nominal role with respect to the mortgage pool securitized pursuant to such pooling and servicing agreement. The trustee’s only servicing function is the contingent obligation to make certain advances if the master servicer under such pooling and servicing agreement fails to do so, while all other servicing functions are performed by other parties. The trustee under each of the pooling and servicing agreements listed in the Exhibit Index has confirmed to the registrant that it has not made any such contingent advances during the reporting period, and consequently, each such trustee does not participate in the servicing function for purposes of Item 1122 of Regulation AB, nor does it perform the functions of a servicer for purposes of the definition of “servicer” under Item 1101 of Regulation AB or for purposes of Item 1123 of Regulation AB.                                                                                                                                                                                                                                                                                                                    
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | ● | The operating advisor under a pooling and servicing agreement represents the interests of senior certificateholders in the transaction governed by such pooling and servicing agreement and is responsible for monitoring the performance of the special servicer under such pooling and servicing agreement and producing certain reports to certificateholders relating to the resolution of the mortgage pool securitized pursuant to such pooling and servicing agreement. While the operating advisor under a pooling and servicing agreement has certain reporting obligations in respect of the related mortgage pool, it has no obligation to collect or disburse funds in respect of the mortgage pool or to administer any of the underlying mortgage loans. Consequently, the operating advisor under a pooling and servicing agreement participates in the servicing function for purposes of Item 1122 of Regulation AB, but is not responsible for the “management or collection of the pool assets or making allocations or distributions to holders of the asset-backed securities” within the meaning of “servicer” under Item 1101 of Regulation AB and does not perform the functions of a servicer for purposes of Item 1123 of Regulation AB.













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.



Omitted.



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.



PURSUANT TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE
INFORMATION IS BEING PROVIDED IN THIS REPORT ON FORM 10-K



Item 1112(b) of Regulation AB, Significant Obligors Financial
Information.



The mortgaged property securing the Chrysler East Building loan
constitutes a significant obligor within the meaning of 1101(k)(2) of Regulation AB. The most recent (unaudited) net operating
income of the significant obligor for the 2018 fiscal year is $19,355,176.



Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider
Financial Information.



No entity or group of affiliated entities provides any enhancement
or other support for the certificates 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 for the certificates as described under Item 1115 of Regulation AB.













Item 1117 of Regulation AB, Legal Proceedings.



The registrant knows of no legal proceeding pending against the
sponsors, depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) of Regulation AB, originator contemplated
by Item 1110(b) of Regulation AB, or other party contemplated by Item 1100(d)(1) of Regulation AB, or of which any property of
the foregoing is the subject, that is material to security holders, other than as disclosed in the prospectus of the issuing entity
filed in a 424(b)(5) filing dated January 28, 2013, and other than as follows:



Since June 18, 2014, a group of institutional investors have filed
civil complaints in the Supreme Court of the State of New York, New York County, and later the U.S. District Court for the Southern
District of New York against Wells Fargo Bank, N.A., (“Wells Fargo Bank”) in its capacity as trustee for certain residential
mortgage backed securities (“RMBS”) trusts. The complaints against Wells Fargo Bank alleged that the trustee caused
losses to investors and asserted causes of action based upon, among other things, the trustee’s alleged failure to: (i) notify
and enforce repurchase obligations of mortgage loan sellers for purported breaches of representations and warranties, (ii) notify
investors of alleged events of default, and (iii) abide by appropriate standards of care following alleged events of default. Relief
sought included money damages in an unspecified amount, reimbursement of expenses, and equitable relief. Wells Fargo Bank has reached
an agreement, in which it denies any wrongdoing, to resolve these claims on a classwide basis for the 271 RMBS trusts currently
at issue. The settlement agreement is subject to court approval. Separate lawsuits against Wells Fargo Bank making similar allegations
filed by certain other institutional investors concerning 57 RMBS trusts in New York federal and state court are not covered by
the agreement. With respect to the foregoing litigations, Wells Fargo Bank believes plaintiffs’ claims are without merit
and intends to contest the claims vigorously, but there can be no assurances as to the outcome of the litigations or the possible
impact of the litigations on Wells Fargo Bank or the RMBS trusts.



Since 2014 various plaintiffs or groups of plaintiffs, primarily
investors, have filed claims against U.S. Bank National Association (“U.S. Bank”), in its capacity as trustee or successor
trustee (as the case may be) under certain residential mortgage backed securities (“RMBS”) trusts. The plaintiffs
or plaintiff groups have filed substantially similar complaints against other RMBS trustees, including Deutsche Bank, Citibank,
HSBC, Bank of New York Mellon and Wells Fargo. The complaints against U.S. Bank allege the trustee caused losses to investors
as a result of alleged failures by the sponsors, mortgage loan sellers and servicers for these RMBS trusts and assert causes of
action based upon the trustee’s purported failure to enforce repurchase obligations of mortgage loan sellers for alleged
breaches of representations and warranties concerning loan quality. The complaints also assert that the trustee failed to notify
securityholders of purported events of default allegedly caused by breaches of servicing standards by mortgage loan servicers
and that the trustee purportedly failed to abide by a heightened standard of care following alleged events of default.



Currently U.S. Bank is a defendant in multiple actions alleging
individual or class action claims against the trustee with respect to multiple trusts as described above. Previously, U.S. Bank
disclosed that the most substantial case was: BlackRock Balanced Capital Portfolio et al v. U.S. Bank National Association,
No. 605204/2015 (N.Y. Sup. Ct.) (class action alleging claims with respect to approximately 770 trusts) and its companion case
BlackRock Core Bond Portfolio et al v. U.S Bank National Association, No. 14-cv-9401 (S.D.N.Y.) (collectively, the “BlackRock
cases”). U.S. Bank has entered into a settlement agreement that will resolve the BlackRock cases following approval of the
dismissals by the applicable court. Some of the trusts implicated in the aforementioned Blackrock cases, as well as other trusts,
are involved in actions brought by separate groups of plaintiffs related to no more than 100 trusts per case.



U.S. Bank cannot assure you as to the outcome of any of the litigation,
or the possible impact of these litigations on the trustee or the RMBS trusts. However, U.S. Bank denies liability and believes
that it has performed its obligations under the RMBS trusts in good faith, that its actions were not the cause of













losses to investors
and that it has meritorious defenses, and it intends to contest the plaintiffs’ claims vigorously.



Item 1119 of Regulation AB, Affiliations and Certain Relationships
and Related Transactions.



The information regarding this Item has been disclosed in the prospectus
of the issuing entity filed in a 424(b)(5) filing dated January 28, 2013.



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.



The report on assessment of compliance with applicable servicing
criteria furnished pursuant to Item 1122 of Regulation AB by Midland Loan Services, a Division of PNC Bank National Association
discloses that a material instance of noncompliance occurred, as described below:



Material Instance of Noncompliance



In certain instances, the Schedule AL Files (Item 1125
of Regulation AB) were not reported in accordance with the terms specified in the transaction agreements, in conflict with Item
1122(d)(3)(i): “Reports to investors, including those to be filed with the Commission, are maintained in accordance with
the transaction agreements and applicable Commission requirements. Specifically, such reports: (A) Are prepared in accordance with
timeframes and other terms set forth in the transaction agreements”. The noncompliance consisted of omitted or inaccurately
reported numbers due to the following: (1) the initial setup files contained information at the asset level, and Midland was required
to manually compile the information to present it at the loan level as required by Schedule AL; and (2) certain reporting requirements
required manual processing by Midland, including the use of various data computation formulas, quality control checks and analysis.



The identified instances did not involve the
servicing of assets included in this securitization.



Steps Taken to Remedy the Material Instance of Noncompliance



Midland is currently remediating the Schedule AL reporting
for the CMBS transactions found to be incorrect, and will be making improvements to its systems, processes and procedures to support
its Schedule AL reporting obligations.



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) Exhibits



|4.1 | Pooling and Servicing Agreement, dated as of January 1, 2013, between Morgan Stanley Capital I Inc., as depositor, U.S. Bank National Association, as trustee, certificate administrator, certificate registrar and authenticating agent, Midland Loan Services, a Division of PNC Bank, National Association, as master servicer and special servicer, Situs Holdings, LLC, as trust advisor, and Wells Fargo Bank, National Association, as custodian (filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K/A filed on March 28, 2014 under SEC File No. 333-180779-02 and incorporated by reference herein).
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------













|31   | Rule 13a-14(d)/15d-14(d) Certifications.                                                                                                                                                                                                                                                                                  
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                                                                                                                                           
|33   | Reports on assessment of compliance with servicing criteria for asset-backed securities.                                                                                                                                                                                                                                  
|     |                                                                                                                                                                                                                                                                                                                           
|     | 33.1 U.S. Bank National Association, as Certificate Administrator                                                                                                                                                                                                                                                         
|     | 33.2 Wells Fargo Bank, National Association, as Custodian                                                                                                                                                                                                                                                                 
|     | 33.3 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer                                                                                                                                                                                                                              
|     | 33.4 Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer (see Exhibit 33.3)                                                                                                                                                                                                          
|     | 33.5 Situs Holdings, LLC, as Operating Advisor                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                           
|34   | Attestation reports on assessment of compliance with servicing criteria for asset-backed securities.                                                                                                                                                                                                                      
|     |                                                                                                                                                                                                                                                                                                                           
|     | 34.1 U.S. Bank National Association, as Certificate Administrator                                                                                                                                                                                                                                                         
|     | 34.2 Wells Fargo Bank, National Association, as Custodian                                                                                                                                                                                                                                                                 
|     | 34.3 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer                                                                                                                                                                                                                              
|     | 34.4 Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer (see Exhibit 34.3)                                                                                                                                                                                                          
|     | 34.5 Situs Holdings, LLC, as Operating Advisor                                                                                                                                                                                                                                                                            
|     |                                                                                                                                                                                                                                                                                                                           
|35   | Servicer compliance statements.                                                                                                                                                                                                                                                                                           
|     |                                                                                                                                                                                                                                                                                                                           
|     | 35.1 U.S. Bank National Association, as Certificate Administrator                                                                                                                                                                                                                                                         
|     | 35.2 Wells Fargo Bank, National Association, as Custodian                                                                                                                                                                                                                                                                 
|     | 35.3 Midland Loan Services, a Division of PNC Bank, National Association, as Master Servicer                                                                                                                                                                                                                              
|     | 35.4 Midland Loan Services, a Division of PNC Bank, National Association, as Special Servicer (see Exhibit 35.3)                                                                                                                                                                                                          
|     |                                                                                                                                                                                                                                                                                                                           
|99.1 | Mortgage Loan Purchase Agreement, dated January 9, 2013, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K/A filed on February 19, 2013 under SEC File No. 333-180779-02 and incorporated by reference herein).
|     |                                                                                                                                                                                                                                                                                                                           
|99.2 | Mortgage Loan Purchase Agreement, dated January 9, 2013, between Morgan Stanley Capital I Inc. and Bank of America, National Association (filed as Exhibit 99.2 to the registrant’s Current Report on Form 8-K/A filed on February 19, 2013 under SEC File No. 333-180779-02 and incorporated by reference herein).       







b) See Item (a) above.



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.

| |                               |                                                              
| | ----------------------------- | -------------------------------------------------------------
| | Morgan Stanley Capital I Inc.
| | (Depositor)                  
| |                               |                                                              
| | By:                           | /s/ George Kok                                               
| |                               | George Kok, President                                        
| |                               | (senior officer in charge of securitization of the depositor)



Date: March 29, 2019