KPMG(logo)

KPMG LLP

Aon Center

Suite 5500

200 E. Randolph Street

Chicago, IL 60601-6436



Report of Independent Registered Public
Accounting Firm



The Board of Directors

The Trust & Securities Services department of Deutsche Bank National
Trust Company and

Deutsche Bank Trust Company Americas:



We have examined management’s assertion, included in the accompanying
Management’s Assertion of Compliance, that the Trust & Securities Services department of Deutsche Bank National Trust
Company and Deutsche Bank Trust Company Americas (collectively the ”Company”) complied with the servicing criteria
set forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB for publicly issued (i.e., transaction-level
reporting required under the Securities Exchange Act of 1934, as amended) and certain privately issued (i.e., for which
transaction-level reporting is required pursuant to contractual obligation) residential mortgage-backed securities, commercial
mortgage-backed securities and other asset-backed securities issued on or after January 1, 2006, for which the Company provides
trustee, certificate administrator, securities administration, paying agent or custodian services, as defined in the transaction
agreements, excluding publicly issued securities sponsored or issued by any government sponsored entity (the ”Platform”),
except for servicing criteria 1122(d)(4)(iv) – 1122(d)(4)(xiv), which the Company has determined are not applicable to the
activities it performs with respect to the Platform, as of and for the year ended December 31, 2016. With respect to servicing
criteria 1122(d)(1)(ii), 1122(d)(1)(iii), 1122(d)(2)(iii) and 1122(d)(4)(iii), Management’s Assertion of Compliance
indicates that there were no activities performed during the year ended December 31, 2016 with respect to the Platform, because
there were no occurrences of events that would require the Company to perform such activities. The Company has determined the following
servicing criteria to be applicable only to the activities the Company performs with respect to the Platform as described below:



|· |  | Servicing criterion 1122(d)(1)(iii) is applicable only with respect to the Company’s
continuing obligation to act as, or locate a, successor servicer under the circumstances referred to in certain transaction agreements.
It is management’s interpretation that the Company has no other active back-up servicing responsibilities in regards to
servicing criterion 1122(d)(1)(iii) as of and for the year ended December 31, 2016.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                         
|· |  | Servicing criterion 1122(d)(1)(v) is applicable only to the activities the Company
performs related to the mathematically accurate aggregation of information received from servicers and the accurate conveyance
of such information within reports to investors.                                                                                                                                                                      
|  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                         
|· |  | Servicing criterion 1122(d)(4)(iii) is applicable to the activities the Company
performs with respect to the Platform only as it relates to the Company’s obligation to report additions, removals or substitutions
on reports to investors in accordance with the transaction agreements.                                                                                                                                              



Management is responsible for the Company’s compliance with
the servicing criteria. Our responsibility is to express an opinion on management’s assertion about the Company’s compliance
based on our examination.



KPMG LLP is a Delaware limited liability partnership
and the US member

firm of the KPMG network of independent member
firms affiliated with

KPMG International Cooperative (“KPMG International”),
a Swiss entity.













KPMG(logo)



Our examination was conducted in accordance with the standards of
the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards established by the American
Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company’s
compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances.
Our examination included testing selected asset-backed transactions and securities that comprise the Platform, testing selected
servicing activities related to the Platform, and determining whether the Company processed 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 the Company during the period 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 the Company during the period 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’s compliance with the servicing criteria.



In our opinion, management’s assertion that the Company complied
with the aforementioned servicing criteria, as of and for the year ended December 31, 2016, is fairly stated, in all material
respects.



/s/ KPMG LLP



Chicago, Illinois

February 24, 2017







2