**EXHIBIT 34.2**

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**[LOGO] KPMG**

 

 

Report of Independent Registered PublicAccounting Firm

 

The Board of Directors

The Bank ofNew York Mellon

BNY MellonTrust of Delaware

The Bank of New York Mellon Trust Company, N.A.:

 

We have examined management’s assertion, included in theaccompanying Assessment of Compliance with Applicable Servicing Criteria, that The Bank of New York Mellon (formerly The Bankof New York), BNY Mellon Trust of Delaware (formerly BNYM (Delaware)) and The Bank of New York Mellon Trust Company, N.A.(formerly The Bank of New York Trust Company, N.A.), (collectively, the Company) complied with the servicing criteriaset forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB for the publicly-issued (i.e., transaction-levelreporting initially required under the Securities and Exchange Act of 1934, as amended) asset-backed securities issued onor after January 1, 2006 and like-kind transactions issued prior to January 1, 2006 that are subject to Regulation AB(including transactions subject to Regulation AB by contractual obligation) for which the Company provides trustee, securitiesadministration, paying agent or custodial services, as defined and to the extent applicable in the transaction agreements, otherthan residential mortgage-backed securities and other mortgage-related asset-backed securities (the Platform), except forservicing criteria 1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(1)(v), 1122(d)(2)(iii), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii),1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xiv), which the Company has determined arenot applicable to the activities it performs with respect to the Platform (the Servicing Criteria), as of and for the twelvemonths ended December 31, 2018. With respect to applicable servicing criterion 1122(d)(4)(iii), the Company has determinedthat there were no activities performed during the twelve months ended December 31, 2018 with respect to the Platform, becausethere were no occurrences of events that would require the Company to perform such activities. Management is responsible for theCompany’s compliance with the Servicing Criteria. Our responsibility is to express an opinion on management’s assertionabout the Company’s compliance with the Servicing Criteria based on our examination.

 

Our examination was conducted in accordance with the standardsof the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards establishedby 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 proceduresas we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions and securitiesthat comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Companyprocessed 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 coveredby this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent toour tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by thisreport for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis forour opinion. Our examination does not provide a legal determination on the Company’s compliance with the Servicing Criteria.

 

 

 

 

**[LOGO] KPMG**

 

As described in the Company’s Assessment of Compliancewith Applicable Servicing Criteria, for servicing criterion 1122(d)(2)(vi), the Company has engaged a vendor to perform the activitiesrequired by this servicing criterion. The Company has determined that this vendor is not considered a “servicer” asdefined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance withthe servicing criterion applicable to this vendor as permitted by the SEC’s *Compliance and Disclosure Interpretation (C&DI) 200.06,Vendors Engaged by Servicers* (C&DI 200.06). As permitted by C&DI 200.06, the Company has asserted that it has policiesand procedures in place designed to provide reasonable assurance that the vendor’s activities comply in all material respectswith the servicing criterion applicable to the vendor. The Company is solely responsible for determining that it meets the SECrequirements to apply C&DI 200.06 for the vendor and related servicing criterion as described in its assertion, and we performedno procedures with respect to the Company’s eligibility to apply C&DI 200.06.

 

In our opinion, management’s assertion that the Companycomplied with the aforementioned Servicing Criteria, including servicing criterion 1122(d)(2)(vi) for which compliance isdetermined based on C&DI 200.06 as described above, as of and for the twelve months ended December 31, 2018 is fairlystated, in all material respects.

 

 

Chicago, Illinois

February 28, 2019

 

 

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