**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**x**** ANNUAL REPORT PURSUANT TO SECTION 13OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the fiscal year ended December 31, 2023or**

**o**** ****TRANSITION REPORT PURSUANT TO SECTION 13OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the transition period from _____ to_____** 

 

 

**Commission file number of issuing entity:333-255934-06**

 

**Central Index Key Number of the issuing entity:****0001984246**

 

**BMO 2023-5C1 Mortgage Trust**

**(exact name of issuing entity as specified in itscharter)**

 

**Central Index Key Number of the depositor:0001861132**

 

**BMO Commercial Mortgage Securities LLC**

**(exact name of the depositor as specified in itscharter)**

 

**Central Index Key Number of thesponsor:0000927971**

 

**Bank of Montreal**

**(exact name of the sponsor as specified inits charter)**

 

**Central Index Key Number of thesponsor:0001840727**

 

**3650 Real Estate Investment Trust 2 LLC**

**(exact name of the sponsor as specified inits charter)**

 

**Central Index Key Number of thesponsor:0001701238**

 

**Citi Real Estate Funding Inc.**

**(exact name of the sponsor as specified inits charter)**

** **

**Central Index Key Number of thesponsor:0001755531**

 

**Societe Generale Financial Corporation**

**(exact name of the sponsor as specified inits charter)**

 

**Central Index Key Number of thesponsor:0001541294**

 

**German American Capital Corporation**

**(exact name of the sponsor as specified inits charter)**

 

**Central Index Key Number of thesponsor:0001541502**

 

**Goldman Sachs Mortgage Company**

**(exact name of the sponsor as specified inits charter)**

** **

**Central Index Key Number of thesponsor:0001548405**

 

**Starwood Mortgage Capital LLC**

**(exact name of the sponsor as specified inits charter)**

** **

**Central Index Key Number of thesponsor:0001592182**

 

**LMF Commercial, LLC**

**(exact name of the sponsor as specified inits charter)**

** **

**Central Index Key Number of the sponsor:0001089877**

 

**KeyBank National Association**

**(exact name of the sponsor as specified inits charter)**

 

 

 

| **New York  (State or other jurisdiction of incorporation or organization)** | **38-4279403**

**38-4279404**

**(I.R.S. Employer Identification Numbers)** |
|------------------------------------------------------------------------------|------------------------------------------------------------------------------|

 

 ** **

**c/o Computershare Trust Company, N.A.**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(667) 786‐1992**

 

Securities registered pursuant to Section 12(b) of the Act:

 

|   Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---------------------------------|-------------------|-------------------------------------------|
| None                            |              |                                      |

 

 

Securities registered pursuant to Section 12(g) of the Act:

 

  NONE.

 

Indicate by check mark if the registrant is a well-known seasonedissuer, as defined in Rule 405 of the Securities Act.

 

  Yes ___ No X

 

Indicate by check mark if the registrant is not required to filereports pursuant to Section 13 or Section 15(d) of the Act.

 

  Yes ___ No X

 

Indicate by check mark whether the registrant (1) has filed allreports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days.

 

  Yes X No ___

 

Indicate by check mark whether the registrant has submittedelectronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submitsuch files). 

 

  Not applicable.

 

Indicate by check mark whether the registrant is a largeaccelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “largeaccelerated 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 XSmaller reporting company ___

 

Emerging growthcompany ___

 

If an emerginggrowth company, indicate by check mark if the registrant has elected not to usethe extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the ExchangeAct.  ___

 

Indicate by check mark whether the registrant has filed a reporton and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat prepared or issued its audit report. ___

 

If securities are registered pursuant to Section 12(b) of the Act,indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issuedfinancial statements. ___

 

Indicate by check mark whether any of those error corrections arerestatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevantrecovery period pursuant to §240.10D-1(b). ___

 

Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).

 

  Yes ___ No X

 

State the aggregate market value of the voting and non-votingcommon equity held by non-affiliates computed by reference to the price atwhich the common equity was last sold, or the average bid and asked price ofsuch common equity, as of the last business day of the registrant's mostrecently completed second fiscal quarter.

 

  Not applicable.

 

Indicate by check mark whether the registrant has filed alldocuments and reports required to be filed by Section 12, 13 or 15(d) of theSecurities Exchange Act of 1934 subsequent to the distribution of securitiesunder a plan confirmed by a court.

 

  Not applicable.

 

Indicate the number of shares outstanding of each of theregistrant'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 referenceand the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which thedocument is incorporated: (1)Any annual report to security holders; (2) Anyproxy or information statement; and (3)Any prospectus filed pursuant to Rule424(b) or (c) under the Securities Act of 1933. The listed documents should beclearly described for identification purposes (e.g., annual report to securityholders for fiscal year ended December 24, 1980).

 

  Not applicable.

 

**EXPLANATORY NOTES**

** **

1.  The 11 West 42nd Street mortgageloan, which represented approximately 8.2% of the initial pool balance of theissuing entity, is part of a whole loan comprised of the subject mortgage loanincluded in the issuing entity and one or more companion loan(s) that are heldoutside the issuing entity. The Short Pump TownCenter mortgage loan, which represented approximately 8.2% of the initialpool balance of the issuing entity, is part of a whole loan comprised of thesubject mortgage loan included in the issuing entity and one or more companionloan(s) that are held outside the issuing entity. The 11 West 42nd Streetmortgage loan, the Short Pump Town Center mortgage loan and each of the relatedcompanion loan(s) were serviced pursuant to the BMO 2023-5C1 PSA (as defined inItem 15 below) prior to September28, 2023.  The 11 West 42nd Street mortgage loan, the Short Pump TownCenter mortgage loan and each of the related companion loan(s) are servicedpursuant to BANK5 2023-5YR3 PSA (as defined in Item 15 below) on and after September 28, 2023. 

 

2. The Heritage Plaza mortgage loan, which representedapproximately 2.6% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity. The Heritage Plaza mortgage loan and each of the related companionloan(s) were serviced pursuant to the Benchmark 2023-V2 PSA (as defined in Item15 below) prior to September 28, 2023.  TheHeritage Plaza mortgage loan and each of the related companion loan(s) areserviced pursuant to the BANK5 2023-5YR3 PSA (as defined in Item 15 below) onand after September 28, 2023.

 

3.  The Back Bay Office mortgage loan, which representedapproximately 3.9% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity. The Back Bay Office mortgage loan and each of the related companionloan(s) were serviced pursuant to the Benchmark 2023-B39 PSA (as defined inItem 15 below).

 

4.  The ICP/IRG Holdings Portfolio mortgage loan, whichrepresented approximately 6.9% of the initial pool balance of the issuing entity,is part of a whole loan comprised of the subject mortgage loan included in theissuing entity and one or more companion loan(s) that are held outside theissuing entity. The Cumberland Mall mortgage loan, which representedapproximately 6.8% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity. The Harborside 2-3 mortgage loan, which represented approximately3.9% of the initial pool balance of the issuing entity, is part of a whole loancomprised of the subject mortgage loan included in the issuing entity and oneor more companion loan(s) that are held outside the issuing entity. The Green Acres mortgage loan, which represented approximately0.7% of the initial pool balance of the issuing entity, is part of a whole loancomprised of the subject mortgage loan included in the issuing entity and oneor more companion loan(s) that are held outside the issuing entity. The ICP/IRG Holdings Portfolio mortgage loan, the CumberlandMall mortgage loan, the Harborside 2-3 mortgage loan, the Green Acres mortgageloan and each of the related companion loan(s) were serviced pursuant to the Benchmark 2023-V2 PSA (asdefined in Item 15 below).

 

5.  The Oxmoor Center mortgage loan, which representedapproximately 2.9% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity. The Select Parking NYC Portfolio mortgage loan, which representedapproximately 1.3% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity.  The Oxmoor Center mortgage loan, the Select Parking NYC Portfoliomortgage loan and each of the related companion loan(s) are serviced pursuantto Benchmark 2023-V3 PSA (as defined in Item 15 below). 

 

6.  The RH HQ mortgage loan, which represented approximately1.8% of the initial pool balance of the issuing entity, is part of a whole loancomprised of the subject mortgage loan included in the issuing entity and oneor more companion loan(s) that are held outside the issuing entity. The RH HQmortgage loan and each of the related companion loan(s) were serviced pursuantto the 3650R 2022-PF2 PSA (as defined in Item 15 below).

 

7.  The Museum Tower mortgage loan, which representedapproximately 2.2% of the initial pool balance of the issuing entity, is partof a whole loan comprised of the subject mortgage loan included in the issuingentity and one or more companion loan(s) that are held outside the issuingentity. The Museum Tower mortgage loan and each of the related companionloan(s) were serviced pursuant to the MSWF 2023-1 PSA (as defined in Item 15below).

 

8.  The Prime Storage Portfolio #3 mortgage loan, whichrepresented approximately 1.3% of the initial pool balance of the issuingentity, is part of a whole loan comprised of the subject mortgage loan includedin the issuing entity and one or more companion loan(s) that are held outsidethe issuing entity. The Prime Storage Portfolio #3 mortgage loan and each ofthe related companion loan(s) were serviced pursuant to the CGCMT 2023-PRM3 TSA(as defined in Item 15 below).

 

9.   Pursuant to Instruction 3 to Item 1122 ofRegulation AB, the report on assessment of compliance with servicing criteriaand attestation report on assessment of compliance with servicing criteria of(i) Situs Holdings, LLC, as special servicer for the BackBay Office mortgage loan under the Benchmark 2023-B39 PSA, (ii) BerkadiaCommercial Mortgage LLC, as servicer under the CGCMT 2023-PRM3 TSA, pursuant towhich the Prime Storage Portfolio #3 mortgage loan is serviced, (iii) Mount Street US (Georgia) LLP, as special servicer for the Prime StoragePortfolio #3 mortgage loan under the CGCMT 2023-PRM3 TSA, (iv) WilmingtonTrust, National Association, as trustee under the CGCMT 2023-PRM3 TSA, pursuantto which the Prime Storage Portfolio #3 mortgage loan is serviced, and (v)Argentic Services Company LP, asspecial servicer for the Museum Tower mortgage loan under the MSWF 2023-1 PSA,are not included in this report on Form 10-K because each of Situs Holdings, LLC, Berkadia Commercial Mortgage LLC, MountStreet US (Georgia) LLP, Wilmington Trust, National Association and ArgenticServices Company LPperformedactivities that address the servicing criteria specified in Item 1122(d) ofRegulation AB with respect to 5% or less of the pool assets of the issuingentity. This annual report on Form 10-K does not include the reports onassessment of compliance with servicing criteria and attestation reports onassessment of compliance with servicing criteria of ComputershareTrust Company, National Association as certificate administrator under the BANK 2023-5YR3PSA, the Benchmark 2023-B39 PSA, the Benchmark2023-V2 PSA, the Benchmark 2023-V3 PSA, the 3650R 2022-PF2 PSA, the MSWF 2023-1PSA and the CGCMT 2023-PRM3 TSA, because thecertificate administrator under each such pooling and servicing agreement or trust and servicing agreement, as applicable, does notperform any activities that address the servicing criteria specified in Item1122(d) of Regulation AB with respect to the issuing entity.

 

10.  This report on Form 10-K does not include the servicercompliance statements of (i) Situs Holdings, LLC, as special servicer for theBack Bay Office mortgage loan under the Benchmark 2023-B39 PSA, (ii) BerkadiaCommercial Mortgage LLC, as servicer under the CGCMT 2023-PRM3 TSA, pursuant towhich the Prime Storage Portfolio #3 mortgage loan is serviced, (iii)  MountStreet US (Georgia) LLP, as special servicer for the Prime Storage Portfolio #3mortgage loan under the CGCMT 2023-PRM3 TSA and (iv)Argentic Services Company LP, as specialservicer for the Museum Tower mortgage loan under the MSWF 2023-1 PSA], becauseeach of Situs Holdings, LLC, Berkadia Commercial Mortgage LLC, Mount Street US(Georgia) LLP and Argentic Services Company LP is an unaffiliated party thatservices less than 10% of the pool assets of the issuing entity, and thereforeis not a servicer that meets the criteria in Item 1108(a)(2)(i) through (iii)of Regulation AB.  This annual report on Form 10-K does not include theservicer compliance statements of Computershare Trust Company, NationalAssociation as certificate administrator under the BANK 2023-5YR3 PSA, the Benchmark2023-B39 PSA, the Benchmark 2023-V2 PSA, the Benchmark 2023-V3 PSA, the3650R 2022-PF2 PSA, the MSWF 2023-1 PSA and the CGCMT 2023-PRM3 TSA, because the certificate administrator under each suchpooling and servicing agreement or trust and servicing agreement, asapplicable, is not a servicer that meets the criteria in Item 1108(a)(2)(i)through (iii) of Regulation AB with respect to the issuing entity.

 

| **PART I**

  |
|-------------------------|
| **Item 1.**        | **Business.** |
|                    | Omitted. |
| **Item 1A.**       | **Risk Factors.** |
|                    | Omitted. |
| **Item 1B.**       | **Unresolved Staff  Comments.** |
|                    | None. |
| **Item 1C.**            | **Cybersecurity.**

Omitted. |
| **Item 2.**        | **Properties.** |
|                    | Omitted. |
| **Item 3.**        | **Legal Proceedings.** |
|                    | Omitted. |
| **Item 4.**        | **Mine Safety Disclosures.**

Not applicable. |
|                    |   |   |

 

| **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. |
| **Item 9C.**        | **Disclosure regarding  Foreign Jurisdictions that Prevent Inspections.** |
|                     | Not applicable. |
|                     |   |   |

 

| **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. |
|                      |   |   |

 

**ADDITIONAL DISCLOSURE ITEMS FOR REGULATIONAB**

 

**Item 1112(b) of Regulation AB, Significant Obligor FinancialInformation.**

 

With respect to the pool assets for BMO 2023-5C1 Mortgage Trust,there are no significant obligors within the meaning of Item 1101(k) ofRegulation AB.

 

**Item 1114(b)(2) of Regulation AB, Significant Enhancement ProviderFinancial Information.**

 

No entity or group of affiliated entities provides any externalcredit enhancement, uses any derivative instruments or other support for thecertificates within this transaction.

 

**Item 1115(b) of Regulation AB, Certain Derivatives Instruments(Financial Information).**

 

No entity or group of affiliated entities provides any externalcredit enhancement, uses any derivative instruments or other support for thecertificates within this transaction.

 

**Item 1117 of Regulation AB, Legal Proceedings.**

 

The registrant knows of no legal proceeding pending against thesponsors, depositor, trustee, issuing entity, servicer contemplated by Item1108(a)(3) of Regulation AB, originator contemplated by Item 1110(b) ofRegulation 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 tosecurity holders.

** **

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

 

Provided previously in the prospectus of the Registrant relatingto the issuing entity and filed on August 16, 2023 pursuant to Rule 424(b)(2)of the Securities Act of 1933, as amended.

 

**Item 1122 of Regulation AB, Compliance with Applicable ServicingCriteria.**

 

The reports on assessment of compliance with theservicing criteria for asset-backed securities and the related attestationreports on such assessments of compliance are attached hereto under Item 15.

 

**Item 1123 of Regulation AB, Servicer Compliance Statement.**

 

The servicer compliance statements are attached hereto under Item15.

 

**PART IV**

 

**Item15. Exhibits, Financial Statement Schedules.**

 

(a)List the following documents filed as part of the report:

 

(1) Not Applicable

 

(2) Not Applicable

 

(3)Exhibits listed below are either included or incorporated by reference asindicated below:

 

(4.1)Poolingand Servicing Agreement, dated as of August 1, 2023 (the “BMO 2023-5C1 PSA”),among BMO Commercial Mortgage Securities LLC, as depositor, KeyBank NationalAssociation, as master servicer, 3650 REIT Loan Servicing LLC, as specialservicer, Pentalpha Surveillance LLC, as operating advisor and as assetrepresentations reviewer, Computershare Trust Company, National Association, ascertificate administrator and as trustee (filed as Exhibit 4.1 to theregistrant's Current Report on Form 8-K dated August 16, 2023, and filed onAugust 16, 2023 under Commission File No. 333-255934-06, and is incorporated byreference herein).

 

(4.2)Poolingand Servicing Agreement, dated as of September 1, 2023 (the “BANK 2023-5YR3PSA”), among Banc of America Merrill Lynch Commercial Mortgage Inc., asdepositor, Wells Fargo Bank, National Association, as master servicer,Greystone Servicing Company LLC, as special servicer, Pentalpha SurveillanceLLC, as operating advisor and as asset representations reviewer, ComputershareTrust Company, National Association, as certificate administrator and astrustee (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-Kdated September 28, 2023, and filed on October 4, 2023 under Commission FileNo. 333-255934-06, and is incorporated by reference herein). (See ExplanatoryNote 1 and Explanatory Note 2)

 

(4.3)Poolingand Servicing Agreement, dated as of July 1, 2023 (the “Benchmark 2023-B39PSA”), among Citigroup Commercial Mortgage Securities Inc., as depositor,Midland Loan Services, a Division of PNC Bank, National Association, as masterservicer, K-Star Asset Management LLC, as a special servicer, Situs Holdings,LLC, solely with respect to the Back Bay Office Whole Loan, as a specialservicer, Park Bridge Lender Services LLC, as operating advisor and as assetrepresentations reviewer, Computershare Trust Company, National Association, ascertificate administrator and as trustee (filed as Exhibit 4.3 to theregistrant's Current Report on Form 8-K dated August 16, 2023, and filed onAugust 16, 2023 under Commission File No. 333-255934-06, and is incorporated byreference herein). (See Explanatory Note 3)

 

(4.4)Poolingand Servicing Agreement, dated as of May 1, 2023 (the “Benchmark 2023-V2 PSA”),among Citigroup Commercial Mortgage Securities Inc., as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer,3650 REIT Loan Servicing LLC, as special servicer, BellOak, LLC, as operatingadvisor and as asset representations reviewer, Computershare Trust Company,National Association, as certificate administrator and as trustee (filed asExhibit 4.2 to the registrant's Current Report on Form 8-K dated August 16,2023, and filed on August 16, 2023 under Commission File No. 333-255934-06, andis incorporated by reference herein). (See Explanatory Note 2 and ExplanatoryNote 4)

 

(4.5)Poolingand Servicing Agreement, dated as of July 1, 2023 (the “Benchmark 2023-V3PSA”), among GS Mortgage Securities Corporation II, as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer,Greystone Servicing Company LLC, as special servicer, Park Bridge LenderServices LLC, as operating advisor and as asset representations reviewer,Computershare Trust Company, National Association, as certificate administratorand as trustee (filed as Exhibit 4.4 to the registrant's Current Report on Form8-K dated August 16, 2023, and filed on August 16, 2023 under Commission FileNo. 333-255934-06, and is incorporated by reference herein). (See ExplanatoryNote 5)

 

(4.6)Poolingand Servicing Agreement, dated as of November 1, 2022 (the “3650R 2022-PF2PSA”), among 3650 REIT Commercial Mortgage Securities II LLC, as depositor,Midland Loan Services, a Division of PNC Bank, National Association, as masterservicer, 3650 REIT Loan Servicing LLC, as special servicer, Park Bridge LenderServices LLC, as operating advisor and as asset representations reviewer,Computershare Trust Company, National Association, as certificate administratorand as trustee (filed as Exhibit 4.6 to the registrant's Current Report on Form8-K dated August 16, 2023, and filed on August 16, 2023 under Commission FileNo. 333-255934-06, and is incorporated by reference herein). (See ExplanatoryNote 6)

 

(4.7)Poolingand Servicing Agreement, dated as of May 1, 2023 (the “MSWF 2023-1 PSA”), amongMorgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, NationalAssociation, as master servicer, Argentic Services Company LP, as specialservicer, Pentalpha Surveillance LLC, as operating advisor and as assetrepresentations reviewer, Computershare Trust Company, National Association, ascertificate administrator and trustee (filed as Exhibit 4.5 to the registrant'sCurrent Report on Form 8-K dated August 16, 2023, and filed on August 16, 2023under Commission File No. 333-255934-06, and is incorporated by referenceherein). (See Explanatory Note 7)

 

(4.8)Trustand Servicing Agreement, dated as of June 29, 2023 (the “CGCMT 2023-PRM3 TSA”),among Citigroup Commercial Mortgage Securities Inc., as depositor, BerkadiaCommercial Mortgage LLC, as servicer, Mount Street US (Georgia) LLP, as specialservicer, Pentalpha Surveillance LLC, as operating advisor, Wilmington Trust,National Association, as trustee, and Computershare Trust Company, NationalAssociation, as certificate administrator (filed as Exhibit 4.7 to theregistrant's Current Report on Form 8-K dated August 16, 2023, and filed onAugust 16, 2023 under Commission File No. 333-255934-06, and is incorporated byreference herein).

 

31 Rule 13a-14(d)/15d-14(d) Certification..

 

33 Reportson assessment of compliance with servicing criteria for asset-backedsecurities. (See ExplanatoryNote 9)

 

33.1 KeyBank NationalAssociation, as master servicer

 

33.2 3650 REIT Loan Servicing LLC, asspecial servicer

 

33.3 Pentalpha Surveillance LLC, asoperating advisor

 

33.4 Computershare Trust Company,National Association, as certificate administrator and trustee

 

33.5 Computershare Trust Company,National Association, as custodian

 

33.6 Wells Fargo Bank, NationalAssociation, as master servicer under the BANK5 2023-5YR3 PSA, pursuant towhich the 11 West 42nd Street mortgage loan, the Heritage Plaza mortgage loanand the Short Pump Town Center mortgage loan are serviced on and afterSeptember 28, 2023.

  

33.7 Greystone Servicing Company LLC,as special servicer for the 11 West 42nd Street mortgage loan, the HeritagePlaza mortgage loan and the Short Pump Town Center mortgage loan under theBANK5 2023-5YR3 PSA on and after September 28, 2023.

 

33.8 Pentalpha Surveillance LLC, asoperating advisor for the 11 West 42nd Street mortgage loan, the Heritage Plazamortgage loan, and the Short Pump Town Center mortgage loan under the BANK52023-5YR3 PSA on and after September 28, 2023. (see Exhibit 33.3)

 

33.9 Computershare Trust Company,National Association, as custodian for the 11 West 42nd Street mortgage loan,the Heritage Plaza mortgage loan and the Short Pump Town Center mortgage loanunder the BANK5 2023-5YR3 PSA on and after September 28, 2023. (see Exhibit33.5)

 

33.10 Computershare Trust Company,National Association, as trustee under the BANK5 2023-5YR3 PSA, pursuant towhich the 11 West 42nd Street mortgage loan, the Heritage Plaza mortgage loanand the Short Pump Town Center mortgage loan are serviced on and afterSeptember 28, 2023. (see Exhibit 33.4)

 

33.11 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-B39 PSA, pursuant to which the Back Bay Office mortgage loan isserviced.

 

33.12 Situs Holdings, LLC, as specialservicer for the Back Bay Office mortgage loan under the Benchmark 2023-B39 PSA.(omitted; see Explanatory Note 9)

  

33.13 Park Bridge Lender ServicesLLC, as operating advisor for the Back Bay Office mortgage loan under theBenchmark 2023-B39 PSA.

 

33.14 Computershare Trust Company,National Association, as custodian for the Back Bay Office mortgage loan underthe Benchmark 2023-B39 PSA. (see Exhibit 33.5)

 

33.15 Computershare Trust Company,National Association, as trustee under the Benchmark 2023-B39 PSA, pursuant towhich the Back Bay Office mortgage loan is serviced. (see Exhibit 33.4)

 

33.16 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under the BMARK2023-V2 PSA, pursuant to which the ICP/IRG Holdings Portfolio mortgage loan,the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan are serviced. (see Exhibit 33.11)

  

33.17 3650 REIT Loan Servicing LLC, asspecial servicer for the ICP/IRG Holdings Portfolio mortgage loan, theCumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, the HeritagePlaza mortgage loan (prior to September 28 2023) and the Green Acres mortgageloan under the BMARK 2023-V2 PSA. (see Exhibit 33.2)

 

33.18 BellOak, LLC, as operatingadvisor for the ICP/IRG Holdings Portfolio mortgage loan, the Cumberland Mallmortgage loan, the Harborside 2-3 mortgage loan, the Heritage Plaza mortgageloan (prior to September 28 2023) and the Green Acres mortgage loan under theBMARK 2023-V2 PSA.

 

33.19 Computershare Trust Company,National Association, as custodian for the ICP/IRG Holdings Portfolio mortgageloan, the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan under the BMARK 2023-V2 PSA. (see Exhibit 33.5)

 

33.20 Computershare Trust Company,National Association, as trustee for the ICP/IRG Holdings Portfolio mortgageloan, the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan under the BMARK 2023-V2 PSA. (see Exhibit 33.4)

 

33.21 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-V3 PSA, pursuant to which the Oxmoor Center mortgage loan andthe Select Parking NYC Portfolio mortgage loan are serviced. (see Exhibit33.11)

 

33.22 Greystone Servicing Company LLC,as special servicer for the Oxmoor Center mortgage loan and the Select ParkingNYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA. (see Exhibit 33.7)

  

33.23 Park Bridge Lender ServicesLLC, as operating advisor for the Oxmoor Center mortgage loan and the SelectParking NYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA. (seeExhibit 33.13)

 

33.24 Computershare Trust Company,National Association, as custodian for the Oxmoor Center mortgage loan and theSelect Parking NYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA.(see Exhibit 33.5)

 

33.25 Computershare Trust Company,National Association, as trustee under the Benchmark 2023-V3 PSA, pursuant towhich the Oxmoor Center mortgage loan and the Select Parking NYC Portfoliomortgage loan are serviced. (see Exhibit 33.4)

 

33.26 Berkadia Commercial Mortgage LLC, as servicer under theCGCMT 2023-PRM3 TSA, pursuant to which the PrimeStorage Portfolio #3 mortgage loan is serviced. (omitted; see Explanatory Note9)

 

33.27 Mount Street US (Georgia) LLP, asspecial servicer for the Prime Storage Portfolio #3 mortgage loan under theCGCMT 2023-PRM3 TSA. (omitted; see Explanatory Note 9)

  

33.28 Pentalpha Surveillance LLC, asoperating advisor for the Prime Storage Portfolio #3 mortgage loan under the CGCMT2023-PRM3 TSA. (see Exhibit 33.3)

 

33.29 Computershare Trust Company,National Association, as custodian for the Prime Storage Portfolio #3 mortgageloan under the CGCMT 2023-PRM3 TSA A. (see Exhibit 33.5)

 

 33.30 Wilmington Trust, National Association, as trusteeunder the CGCMT 2023-PRM3 TSA, pursuant to which the Prime Storage Portfolio #3mortgage loan is serviced. (omitted; see Explanatory Note9)

 

33.31 Wells Fargo Bank, NationalAssociation, as master servicer under the MSWF 2023-1 PSA, pursuant to whichthe Museum Tower mortgage loan is serviced. (see Exhibit 33.6)

  

33.32 Argentic Services Company LP, asspecial servicer for the Museum Tower mortgage loan under the MSWF 2023-1 PSA.(omitted; see Explanatory Note 9)

 

33.33 Pentalpha Surveillance LLC, as operatingadvisor for the Museum Tower mortgage loan under the MSWF 2023-1 PSA. (seeExhibit 33.3)

 

33.34 Computershare Trust Company,National Association, as custodian for the Museum Tower mortgage loan under theMSWF 2023-1 PSA. (see Exhibit 33.5)

 

33.35 Computershare Trust Company,National Association, as trustee under the MSWF 2023-1 PSA, pursuant to whichthe Museum Tower mortgage loan is serviced. (see Exhibit 33.4)

 

33.36 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under the 3650R2022-PF2 PSA, pursuant to which the RH HQ mortgage loan is serviced. (seeExhibit 33.11)

 

33.37 3650 REIT Loan Servicing LLC, asspecial servicer for the RH HQ mortgage loan under the 3650R 2022-PF2 PSA. (seeExhibit 33.2)

 

33.38 Park Bridge Lender ServicesLLC, as operating advisor for the RH HQ mortgage loan under the 3650R 2022-PF2PSA. (see Exhibit 33.13)

 

33.39 Computershare Trust Company,National Association, as custodian for the RH HQ mortgage loan under the 3650R2022-PF2 PSA. (see Exhibit 33.5)

 

33.40 Computershare Trust Company,National Association, as trustee under the 3650R 2022-PF2 PSA, pursuant towhich the RH HQ mortgage loan is serviced. (see Exhibit 33.4)

 

34 Attestation reports on assessment of compliance with servicingcriteria for asset-backed securities. (See Explanatory Note 9)

 

34.1 KeyBank NationalAssociation, as master servicer

 

34.2 3650 REIT Loan Servicing LLC, asspecial servicer

 

34.3 Pentalpha Surveillance LLC, asoperating advisor

 

34.4 Computershare Trust Company,National Association, as certificate administrator and trustee

 

34.5 Computershare Trust Company,National Association, as custodian

 

34.6 Wells Fargo Bank, NationalAssociation, as master servicer under the BANK5 2023-5YR3 PSA, pursuant towhich the 11 West 42nd Street mortgage loan, the Heritage Plaza mortgage loanand the Short Pump Town Center mortgage loan are serviced on and afterSeptember 28, 2023.

  

34.7 Greystone Servicing Company LLC,as special servicer for the 11 West 42nd Street mortgage loan, the HeritagePlaza mortgage loan and the Short Pump Town Center mortgage loan under theBANK5 2023-5YR3 PSA on and after September 28, 2023.

 

34.8 Pentalpha Surveillance LLC, asoperating advisor for the 11 West 42nd Street mortgage loan, the Heritage Plazamortgage loan, and the Short Pump Town Center mortgage loan under the BANK52023-5YR3 PSA on and after September 28, 2023. (see Exhibit 34.3)

 

34.9 Computershare Trust Company,National Association, as custodian for the 11 West 42nd Street mortgage loan,the Heritage Plaza mortgage loan and the Short Pump Town Center mortgage loanunder the BANK5 2023-5YR3 PSA on and after September 28, 2023. (see Exhibit34.5)

 

34.10 Computershare Trust Company,National Association, as trustee under the BANK5 2023-5YR3 PSA, pursuant towhich the 11 West 42nd Street mortgage loan, the Heritage Plaza mortgage loanand the Short Pump Town Center mortgage loan are serviced on and afterSeptember 28, 2023. (see Exhibit 34.4)

 

34.11 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-B39 PSA, pursuant to which the Back Bay Office mortgage loan isserviced.

 

34.12 Situs Holdings, LLC, as special servicer for the Back BayOffice mortgage loan under the Benchmark 2023-B39 PSA. (omitted; seeExplanatory Note 9)

  

34.13 Park Bridge Lender ServicesLLC, as operating advisor for the Back Bay Office mortgage loan under theBenchmark 2023-B39 PSA.

 

34.14 Computershare Trust Company,National Association, as custodian for the Back Bay Office mortgage loan underthe Benchmark 2023-B39 PSA. (see Exhibit 34.5)

 

34.15 Computershare Trust Company,National Association, as trustee under the Benchmark 2023-B39 PSA, pursuant towhich the Back Bay Office mortgage loan is serviced. (see Exhibit 34.4)

 

34.16 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under the BMARK2023-V2 PSA, pursuant to which the ICP/IRG Holdings Portfolio mortgage loan,the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan are serviced. (see Exhibit 34.11)

  

34.17 3650 REIT Loan Servicing LLC, asspecial servicer for the ICP/IRG Holdings Portfolio mortgage loan, theCumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, the HeritagePlaza mortgage loan (prior to September 28 2023) and the Green Acres mortgage loanunder the BMARK 2023-V2 PSA. (see Exhibit 34.2)

 

34.18 BellOak, LLC, as operatingadvisor for the ICP/IRG Holdings Portfolio mortgage loan, the Cumberland Mallmortgage loan, the Harborside 2-3 mortgage loan, the Heritage Plaza mortgageloan (prior to September 28 2023) and the Green Acres mortgage loan under theBMARK 2023-V2 PSA.

 

34.19 Computershare Trust Company,National Association, as custodian for the ICP/IRG Holdings Portfolio mortgageloan, the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan under the BMARK 2023-V2 PSA. (see Exhibit 34.5)

 

34.20 Computershare Trust Company,National Association, as trustee for the ICP/IRG Holdings Portfolio mortgageloan, the Cumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, theHeritage Plaza mortgage loan (prior to September 28 2023) and the Green Acresmortgage loan under the BMARK 2023-V2 PSA. (see Exhibit 34.4)

 

34.21 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-V3 PSA, pursuant to which the Oxmoor Center mortgage loan andthe Select Parking NYC Portfolio mortgage loan are serviced. (see Exhibit34.11)

 

34.22 Greystone Servicing Company LLC,as special servicer for the Oxmoor Center mortgage loan and the Select ParkingNYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA. (see Exhibit 34.7)

  

34.23 Park Bridge Lender ServicesLLC, as operating advisor for the Oxmoor Center mortgage loan and the SelectParking NYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA. (seeExhibit 34.13)

 

34.24 Computershare Trust Company,National Association, as custodian for the Oxmoor Center mortgage loan and theSelect Parking NYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA.(see Exhibit 34.5)

 

34.25 Computershare Trust Company,National Association, as trustee under the Benchmark 2023-V3 PSA, pursuant towhich the Oxmoor Center mortgage loan and the Select Parking NYC Portfoliomortgage loan are serviced. (see Exhibit 34.4)

 

34.26 Berkadia Commercial Mortgage LLC, as servicer under theCGCMT 2023-PRM3 TSA, pursuant to which the Prime Storage Portfolio #3 mortgageloan is serviced. (omitted; see Explanatory Note 9)

 

34.27 Mount Street US (Georgia) LLP, as special servicer for thePrime Storage Portfolio #3 mortgage loan under the CGCMT 2023-PRM3 TSA.(omitted; see Explanatory Note 9)

  

34.28 Pentalpha Surveillance LLC, asoperating advisor for the Prime Storage Portfolio #3 mortgage loan under the CGCMT2023-PRM3 TSA. (see Exhibit 34.3)

 

34.29 Computershare Trust Company,National Association, as custodian for the Prime Storage Portfolio #3 mortgageloan under the CGCMT 2023-PRM3 TSA A. (see Exhibit 34.5)

 

 34.30 Wilmington Trust, National Association, as trusteeunder the CGCMT 2023-PRM3 TSA, pursuant to which the Prime Storage Portfolio #3mortgage loan is serviced. (omitted; see Explanatory Note 9)

 

34.31 Wells Fargo Bank, NationalAssociation, as master servicer under the MSWF 2023-1 PSA, pursuant to whichthe Museum Tower mortgage loan is serviced. (see Exhibit 34.6)

  

34.32 Argentic Services Company LP, as special servicer for theMuseum Tower mortgage loan under the MSWF 2023-1 PSA. (omitted; see ExplanatoryNote 9)

 

34.33 Pentalpha Surveillance LLC, as operating advisor for theMuseum Tower mortgage loan under the MSWF 2023-1 PSA. (see Exhibit 34.3)(omitted; see Explanatory Note 9)

 

34.34 Computershare Trust Company,National Association, as custodian for the Museum Tower mortgage loan under theMSWF 2023-1 PSA. (see Exhibit 34.5)

 

34.35 Computershare Trust Company,National Association, as trustee under the MSWF 2023-1 PSA, pursuant to whichthe Museum Tower mortgage loan is serviced. (see Exhibit 34.4)

 

34.36 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under the 3650R2022-PF2 PSA, pursuant to which the RH HQ mortgage loan is serviced. (seeExhibit 34.11)

 

34.37 3650 REIT Loan Servicing LLC, asspecial servicer for the RH HQ mortgage loan under the 3650R 2022-PF2 PSA. (seeExhibit 34.2)

 

34.38 Park Bridge Lender ServicesLLC, as operating advisor for the RH HQ mortgage loan under the 3650R 2022-PF2PSA. (see Exhibit 34.13)

 

34.39 Computershare Trust Company,National Association, as custodian for the RH HQ mortgage loan under the 3650R2022-PF2 PSA. (see Exhibit 34.5)

 

34.40 Computershare Trust Company,National Association, as trustee under the 3650R 2022-PF2 PSA, pursuant towhich the RH HQ mortgage loan is serviced. (see Exhibit 34.4)

 

35 Servicer compliance statement. (See Explanatory Note 10)

 

35.1 KeyBank NationalAssociation, as master servicer

 

35.2 3650 REIT Loan Servicing LLC, asspecial servicer

 

35.3 Computershare Trust Company,National Association, as certificate administrator

 

35.4 Wells Fargo Bank, NationalAssociation, as master servicer under the BANK5 2023-5YR3 PSA pursuant to whichthe 11 West 42nd Street mortgage loan, the Heritage Plaza mortgage loan and theShort Pump Town Center mortgage loan are serviced on and after September 28,2023.

  

35.5 Greystone Servicing Company LLC,as special servicer for the 11 West 42nd Street mortgage loan, the HeritagePlaza mortgage loan and the Short Pump Town Center mortgage loan under theBANK5 2023-5YR3 PSA on and after September 28, 2023.

 

35.6 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-B39 PSA, pursuant to which the Back Bay Office mortgage loan isserviced.

 

35.7 Midland Loan Services, a Divisionof PNC Bank, National Association, as master servicer under the BMARK 2023-V2PSA, pursuant to which the ICP/IRG Holdings Portfolio mortgage loan, theCumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, the HeritagePlaza mortgage loan (prior to September 28 2023) and the Green Acres mortgageloan are serviced. (see Exhibit 35.6)

  

35.8 3650 REIT Loan Servicing LLC, asspecial servicer for the ICP/IRG Holdings Portfolio mortgage loan, theCumberland Mall mortgage loan, the Harborside 2-3 mortgage loan, the HeritagePlaza mortgage loan (prior to September 28 2023) and the Green Acres mortgageloan under the BMARK 2023-V2 PSA. (see Exhibit 35.2)

 

35.9 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under theBenchmark 2023-V3 PSA, pursuant to which the Oxmoor Center mortgage loan andthe Select Parking NYC Portfolio mortgage loan are serviced. (see Exhibit 35.6)

 

35.10 Greystone Servicing Company LLC,as special servicer for the Oxmoor Center mortgage loan and the Select ParkingNYC Portfolio mortgage loan under the Benchmark 2023-V3 PSA. (see Exhibit 35.5)

 

35.11 Wells Fargo Bank, NationalAssociation, as master servicer under the MSWF 2023-1 PSA, pursuant to whichthe Museum Tower mortgage loan is serviced. (see Exhibit 35.4)

  

35.12 Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under the 3650R2022-PF2 PSA, pursuant to which the RH HQ mortgage loan is serviced. (seeExhibit 35.6)

 

35.13 3650 REIT Loan Servicing LLC, asspecial servicer for the RH HQ mortgage loan under the 3650R 2022-PF2 PSA. (seeExhibit 35.2)

 

99.1 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between Bank of Montrealand BMO Commercial Mortgage Securities LLC, pursuant to which Bank of Montrealsold certain mortgage loans to BMO Commercial Mortgage Securities LLC (filed asExhibit 99.1 to the registrant's Current Report on Form 8-K dated August 16,2023, and filed on August 16, 2023 under Commission File No. 333-255934-06, andis incorporated by reference herein).

 

99.2 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between 3650 Real EstateInvestment Trust 2 LLC and BMO Commercial Mortgage Securities LLC, pursuant towhich 3650 Real Estate Investment Trust 2 LLC sold certain mortgage loans toBMO Commercial Mortgage Securities LLC (filed as Exhibit 99.2 to theregistrant's Current Report on Form 8-K dated August 16, 2023, and filed onAugust 16, 2023 under Commission File No. 333-255934-06, and is incorporated byreference herein).

 

99.3 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between Citi Real EstateFunding Inc. and BMO Commercial Mortgage Securities LLC, pursuant to which CitiReal Estate Funding Inc. sold certain mortgage loans to BMO Commercial MortgageSecurities LLC (filed as Exhibit 99.3 to the registrant's Current Report onForm 8-K dated August 16, 2023, and filed on August 16, 2023 under CommissionFile No. 333-255934-06, and is incorporated by reference herein).

 

99.4 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between German AmericanCapital Corporation and BMO Commercial Mortgage Securities LLC, pursuant towhich German American Capital Corporation sold certain mortgage loans to BMOCommercial Mortgage Securities LLC (filed as Exhibit 99.4 to the registrant'sCurrent Report on Form 8-K dated August 16, 2023, and filed on August 16, 2023under Commission File No. 333-255934-06, and is incorporated by referenceherein).

 

99.5 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between Goldman SachsMortgage Company and BMO Commercial Mortgage Securities LLC, pursuant to whichGoldman Sachs Mortgage Company sold certain mortgage loans to BMO CommercialMortgage Securities LLC (filed as Exhibit 99.5 to the registrant's CurrentReport on Form 8-K dated August 16, 2023, and filed on August 16, 2023 underCommission File No. 333-255934-06, and is incorporated by reference herein).

 

99.6 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between KeyBank NationalAssociation and BMO Commercial Mortgage Securities LLC, pursuant to whichKeyBank National Association sold certain mortgage loans to BMO CommercialMortgage Securities LLC (filed as Exhibit 99.6 to the registrant's CurrentReport on Form 8-K dated August 16, 2023, and filed on August 16, 2023 underCommission File No. 333-255934-06, and is incorporated by reference herein).

 

99.7 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between LMF Commercial,LLC and BMO Commercial Mortgage Securities LLC, pursuant to which LMFCommercial, LLC sold certain mortgage loans to BMO Commercial MortgageSecurities LLC (filed as Exhibit 99.7 to the registrant's Current Report onForm 8-K dated August 16, 2023, and filed on August 16, 2023 under Commission FileNo. 333-255934-06, and is incorporated by reference herein).

 

99.8 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between Societe GeneraleFinancial Corporation, Société Générale and BMO Commercial Mortgage SecuritiesLLC, pursuant to which Societe Generale Financial Corporation sold certainmortgage loans to BMO Commercial Mortgage Securities LLC (filed as Exhibit 99.8to the registrant's Current Report on Form 8-K dated August 16, 2023, and filedon August 16, 2023 under Commission File No. 333-255934-06, and is incorporatedby reference herein).

 

99.9 MortgageLoan Purchase Agreement, dated as of August 1, 2023, between Starwood MortgageCapital LLC and BMO Commercial Mortgage Securities LLC, pursuant to whichStarwood Mortgage Capital LLC sold certain mortgage loans to BMO CommercialMortgage Securities LLC (filed as Exhibit 99.9 to the registrant's CurrentReport on Form 8-K dated August 16, 2023, and filed on August 16, 2023 underCommission File No. 333-255934-06, and is incorporated by reference herein).

 

 (b)The exhibits required to be filed by Registrant pursuant to Item 601ofRegulation S-K are listed above.

 

(c)Not Applicable

 

 

**SIGNATURES**

 

Pursuantto the requirements of Section 13 or 15(d) of the Securities Exchange Act of1934, the registrant has duly caused this report to be signed on its behalf bythe undersigned, thereunto duly authorized.

 

BMOCommercial Mortgage Securities LLC

(Depositor)

 

/s/Paul Vanderslice

PaulVanderslice, Chief Executive Officer 

(seniorofficer in charge of securitization of the depositor)

 

Date:March 29, 2024