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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 & Agency 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 & Agency 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 (Servicing Criteria) 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, 2017. 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, 2017 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, 2017.
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                         
|· | 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
with the Servicing Criteria based on our examination.



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 to obtain reasonable assurance and, accordingly, included examining, on a test basis,
evidence about the Company’s compliance with the Servicing Criteria and performing such other procedures as we considered
necessary in the circumstances. Our examination included testing selected



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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, 2017, is fairly stated, in all material
respects.



/s/KPMG LLP



Chicago, Illinois

February 28, 2018