**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**WASHINGTON,D.C. 20549**

**FORM 10‐K**

(Mark one)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**    For the fiscal year endedDecember 31, 2017 OR**

**//TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934**

**For the transition period from****            ****to****            **

 

 

 

**Commission file number:333-180779-16**

 

**Central Index Key Number of the issuingentity:0001642727**

 

**Morgan Stanley Bank of America Merrill Lynch Trust2015-C23**

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

 

**Central Index Key Number of the depositor:0001547361**

 

**Morgan Stanley Capital I Inc.**

**(exact name of the depositor as specified in its charter)**

 

**Central Index Key Number of the sponsor:0001541557**

 

**Morgan Stanley Mortgage Capital Holdings LLC**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001102113**

 

**Bank of America, National Association**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001548567**

 

**CIBC Inc.**

**(exact names of the sponsors as specified in theircharters)**

 

**Central Index Key Number of the sponsor:0001682532**

 

**Starwood Mortgage Funding III LLC**

**(exact names of the sponsors as specified in theircharters)**

 

 

|                                                                |
|---------------------------------------------------------------------|
| **New York**                                                   |   |   |   |   |   |   |
|                                                                | **38‐3971658** |
| **(State or other jurisdiction of incorporation or  organization)** |   | **38‐3971659** |
|                                                                | **38‐3971660** |
|                                                                | **38‐7135412** |
|                                                                | **(I.R.S. Employer Identification No.)** |   |   |
|                                                                |   |

**c/o Wells Fargo Bank, N.A.**

**9062 Old Annapolis Road**

** Columbia, MD**

**(Address of principal executive offices)**

 

**21045**

**(Zip Code)**

 

**Telephone number, including area code:**

**(410) 884‐2000**

Securitiesregistered pursuant to Section 12(b) of the Act:

 

  NONE.

 

Securitiesregistered pursuant to Section 12(g) of the Act:

 

  NONE.

 

Indicateby check mark if the registrant is a well-known seasoned issuer, as defined inRule 405 of the Securities Act.

 

  Yes___ No X

 

Indicateby check mark if the registrant is not required to file reports pursuant toSection 13 or Section 15(d) of the Act.

 

  Yes___ No X

 

Note- Checking the box above will not relieve any registrant required to filereports pursuant to Section 13 or 15(d) of the Exchange Act from theirobligations under those Sections.

 

Indicate by check mark whether the registrant (1) has filed all reportsrequired to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 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.

 

  YesX No ___

 

Indicateby check mark whether the registrant has submitted electronically and posted onits corporate Web site, if any, every Interactive Data File required to besubmitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 ofthis chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit and post such files).

 

  Notapplicable.

 

Indicateby check mark if disclosure of delinquent filers pursuant to Item 405 ofRegulation S-K (Section 229.405 of this chapter) is not contained herein, andwill not be contained, to the best of registrant's knowledge, in definitiveproxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a large accelerated filer, anaccelerated filer, a non-accelerated filer, a smaller reporting company, oremerging growth company. See the definitions of "large acceleratedfiler", "accelerated filer," "smaller reportingcompany," and “emerging growth company” in Rule 12b-2 of theExchange Act.

 

 Largeaccelerated filer ___ Accelerated filer ___ Non-accelerated filer X (Do not check if a smaller reporting company)Smaller reporting company ___

 

Emerginggrowth company ___

 

Ifan emerging growth company, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) ofthe Ex­change Act.

 

  Notapplicable.

 

Indicateby check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).

 

  Yes___ No X

 

Statethe aggregate market value of the voting and non-voting common equity held bynon-affiliates computed by reference to the price at which the common equity waslast sold, or the average bid and asked price of such common equity, as of thelast business day of the registrant's most recently completed second fiscalquarter.

 

  Notapplicable.

 

Indicateby check mark whether the registrant has filed all documents and reportsrequired to be filed by Section 12, 13 or 15(d) of the Securities Exchange Actof 1934 subsequent to the distribution of securities under a plan confirmed bya court.

 

  Notapplicable.

 

Indicatethe number of shares outstanding of each of the registrant's classes of commonstock, as of the latest practicable date.

 

  Notapplicable.

 

DOCUMENTSINCORPORATED BY REFERENCE

 

Listhereunder the following documents if incorporated by reference and the Part ofthe Form 10-K (e.g., Part I, Part II, etc.) into which the document isincorporated: (1)Any annual report to security holders; (2) Any proxy orinformation statement; and (3)Any prospectus filed pursuant to Rule 424(b) or(c) under the Securities Act of 1933. The listed documents should be clearlydescribed for identification purposes (e.g., annual report to security holdersfor fiscal year ended December 24, 1980).

 

  Notapplicable.

 

**EXPLANATORY NOTES**

 

TheMSBAM 2015-C23 mortgage pool includes the following mortgage loans, each of whichis serviced pursuant to a separate pooling and servicing agreement (each, an“Outside Pooling and Servicing Agreement”):• the TKG 3 Retail Portfolio mortgage loan, which as of July 8, 2015 isserviced pursuant to the MSC 2015-MS1 pooling and servicing agreement attachedhereto as Exhibit 4.4;• the Hilton Garden Inn W 54th Street mortgage loan, which is servicedpursuant to the MSBAM 2015-C22 pooling and servicing agreement attached heretoas Exhibit 4.2; and• the US StorageMart Portfolio mortgage loan, which is serviced pursuantto the CGBAM 2015-SMRT trust and servicing agreement attached hereto as Exhibit4.3.

 

Exceptas set forth below, each of the parties to each pooling and servicing agreementlisted in the Exhibit Index both (1) participates in the servicing function forpurposes of Item 1122 of Regulation AB and (2) constitutes a servicer thatmeets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB forpurposes of Item 1123 of Regulation AB:

 

•The trustee under a pooling and servicing agreement has a nominal role withrespect to the mortgage pool securitized pursuant to such pooling and servicingagreement. The trustee’s only servicing function is the contingentobligation to make certain advances if the master servicer under such poolingand servicing agreement fails to do so, while all other servicing functions areperformed by other parties. The trustee under each of the pooling and servicingagreements listed in the Exhibit Index has confirmed to the registrant that it hasnot made any such contingent advances during the reporting period, andconsequently, each such trustee does not participate in the servicing functionfor purposes of Item 1122 of Regulation AB, nor does it perform the functionsof a servicer for purposes of the definition of “servicer” underItem 1101 of Regulation AB or for purposes of Item 1123 of Regulation AB.

 

•The certificate administrator under a pooling and servicing agreement performs variouspayment administration functions solely for the securitization governed by suchpooling and servicing agreement and the mortgage pool securitized pursuant tosuch pooling and servicing agreement and does not have any obligations withrespect to any other transaction. Consequently, the certificate administratorunder an Outside Pooling and Servicing Agreement does not participate in theservicing function for purposes of Item 1122 of Regulation AB, nor does itperform the functions of a servicer for purposes of the definition of“servicer” under Item 1101 of Regulation AB or for purposes of Item1123 of Regulation AB.

 

•The operating advisor under a pooling and servicing agreement represents theinterests of senior certificateholders in the transaction governed by suchpooling and servicing agreement and is responsible for monitoring theperformance of the special servicer under such pooling and servicing agreementand producing certain reports to certificateholders relating to the resolutionof the mortgage pool securitized pursuant to such pooling and servicingagreement. The operating advisor under a pooling and servicing agreement doesnot have any obligations with respect to any other transaction and is solelyobligated to perform loan reporting functions with respect to thesecuritization governed by such pooling and servicingagreement. Consequently, the operating advisor under an Outside Poolingand Servicing Agreement neither participates in the servicing function forpurposes of Item 1122 of Regulation AB nor performs the functions of a servicerfor purposes of the definition of “servicer” under Item 1101 ofRegulation AB or for purposes of Item 1123 of Regulation AB. In addition, whilethe operating advisor under a pooling and servicing agreement has certainreporting obligations in respect of the related mortgage pool, it has noobligation to collect or disburse funds in respect of the mortgage pool or toadminister any of the underlying mortgage loans.  Consequently, theoperating advisor under a pooling and servicing agreement participates in theservicing function for purposes of Item 1122 of Regulation AB, but is notresponsible for the “management or collection of the pool assets ormaking allocations or distributions to holders of the asset-backedsecurities” within the meaning of “servicer” under Item 1101of Regulation AB and does not perform the functions of a servicer for purposesof Item 1123 of Regulation AB.

 

•Deutsche Bank Trust Company Americas is the custodian under the CGBAM 2015-SMRTtrust and servicing agreement, pursuant to which the US StorageMart Portfoliomortgage loan is serviced. Because Deutsche Bank Trust Company Americas is notthe MSBAM 2015-C23 custodian, is not affiliated with any sponsor and servicesonly the US StorageMart Portfolio mortgage loan, which constitutes less than 5%of the mortgage pool, Deutsche Bank Trust Company Americas, as CGBAM 2015-SMRTcustodian does not constitute a reporting “servicing functionparticipant” for purposes of Item 1122 of Regulation AB, as specified inthe Instruction 3 to Item 1122, and does not constitute a reporting“servicer” for purposes of Item 1123 of Regulation AB, as specifiedin the Instruction to Item 1123.

 

Inaddition, each of the following parties engaged the services of certainservicing function participants and sub-servicers for the reporting period, asset forth below:• Wells Fargo Bank, National Association, as master servicer and excludedspecial servicer, engaged the services of (i) CoreLogic Commercial Real EstateServices, Inc. and National Tax Search, LLC, in each case as a servicingfunction participant in respect of the entire mortgage pool for the reportingperiod, and (ii) Berkadia Commercial Mortgage LLC, as servicing functionparticipant in respect of 5.47% of the mortgage pool for the reporting period.

 

•Wells Fargo Bank, National Association, as master servicer under the MSBAM2015-C22 pooling and servicing agreement, pursuant to which the Hilton GardenInn W 54th Street mortgage loan is serviced, engaged the services of CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC, in eachcase as a servicing function participant in respect of the Hilton Garden Inn W54th Street mortgage loan for the reporting period.

 

| **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.                                                                                             |
|              |                                                                                                 |   |

 

**ADDITIONALDISCLOSURE ITEMS FOR REGULATION AB**

 

**Item1112(b) of Regulation AB, Significant Obligor Financial Information.**

 

Notapplicable.

 

**Item1114(b)(2) of Regulation AB, Significant Enhancement Provider FinancialInformation.**

 

Noentity or group of affiliated entities provides any enhancement or othersupport for the certificates as described under Item 1114 (a) of Regulation AB.

 

**Item1115(b) of Regulation AB, Certain Derivatives Instruments (FinancialInformation).**

 

Noentity or group of affiliated entities provides any derivative instruments forthe certificates as described under Item 1115 of Regulation AB.

 

**Item1117 of Regulation AB, Legal Proceedings.**

 

The registrant knows of nolegal proceeding pending against the sponsors, depositor, trustee, issuingentity, servicer contemplated by Item 1108(a)(3) of Regulation AB, originatorcontemplated by Item 1110(b) of Regulation AB, or other party contemplated byItem 1100(d)(1) of Regulation AB, or of which any property of the foregoing isthe subject, that is material to security holders, other than as disclosed inthe prospectus of the issuing entity filed in a 424(b)(5) filing dated June 18,2015, and other than as follows:

 

OnJune 18, 2014, a group of institutional investors filed a civil complaint inthe Supreme Court of the State of New York, New York County, against WellsFargo Bank, N.A., (“Wells Fargo Bank”) in its capacity as trusteeunder 276 residential mortgage backed securities (“RMBS”) trusts,which was later amended on July 18, 2014, to increase the number of trusts to284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motion tovoluntarily dismiss the state court action without prejudice. That same day, agroup of institutional investors filed a putative class action complaint in theUnited States District Court for the Southern District of New York (the“District Court”) against Wells Fargo Bank, alleging claims againstthe bank in its capacity as trustee for 274 RMBS trusts (the “FederalCourt Complaint”). In December 2014, the plaintiffs’ motion tovoluntarily dismiss their original state court action was granted. As with theprior state court action, the Federal Court Complaint is one of six similarcomplaints filed contemporaneously against RMBS trustees (Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and US Bank) by a group ofinstitutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses of action based upon, among other things, the trustee's alleged failureto: (i) notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissedtrusts, if they so chose, and three amended complaints have been filed. OnDecember 17, 2016, the investor plaintiffs in the 261 trusts dismissed from theFederal Court Complaint filed a new complaint in New York state court (the“State Court Complaint”). In September 2017, Royal Park InvestmentsSA/NV (“Royal Park”), one of the plaintiffs in the District Courtcases against Wells Fargo Bank, filed a putative class action complaint relatingto two trusts seeking declaratory and injunctive relief and money damages basedon Wells Fargo Bank’s indemnification from trust funds for legal fees andexpenses Wells Fargo Bank incurs or has incurred in defending the DistrictCourt case filed by Royal Park. With respect to the foregoing litigations,Wells Fargo Bank believes plaintiffs' claims are without merit and intends tocontest the claims vigorously, but there can be no assurances as to the outcomeof the litigations or the possible impact of the litigations on Wells FargoBank or the RMBS trusts.

 

Fromtime to time Berkadia and its affiliates are parties to lawsuits and otherlegal proceedings arising in the ordinary course of business. Berkadia does notbelieve that any such lawsuits or legal proceedings would, individually or inthe aggregate, have a material adverse effect on its business or its ability toserve as primary servicer. Notwithstanding the foregoing, Berkadia disclosesthe following litigation: On February 23, 2016, a certificate holder of theJ.P. Morgan Chase Commercial Mortgage Securities Trust, Series 2007-CIBC18 (the“2007-CIBC18 Trust”), filed suit (the “Lawsuit”) in theSupreme Court of New York, County of New York, against KeyBank NationalAssociation (“KeyBank”), as special servicer, and Berkadia, asmaster servicer. The action was brought in connection with the determinationsby KeyBank and Berkadia of the fair value of a loan secured by the Bryant ParkHotel in New York City. KeyBank and Berkadia deny liability and believe thatthey performed their obligations in accordance with the terms of the poolingand servicing agreement applicable to the 2007-CIBC18 Trust. KeyBank’sand Berkadia’s motions to dismiss the Lawsuit were granted with prejudiceon November 28, 2016. The plaintiff has filed an appeal.

  

**Item1119 of Regulation AB, Affiliations and Certain Relationships and RelatedTransactions.**

 

Inaddition to the information regarding this Item that has been disclosed in theprospectus of the issuing entity filed in a 424(b)(5) filing dated June 18,2015, (i) Midland Loan Services, a Division of PNC Bank, National Association,the master servicer and special servicer under the MSC 2015-MS1 securitization,pursuant to which the TKG 3 Retail Portfolio mortgage loan is serviced, is alsothe special servicer under the MSBAM 2015-C22 securitization, pursuant to whichthe Hilton Garden Inn W 54th Street mortgage loan is serviced, and the masterservicer and special servicer and under the CGBAM 2015-SMRT securitization,pursuant to which the US StorageMart Portfolio mortgage loan is serviced, and(ii) Wells Fargo Bank, National Association, the custodian under the MSC2015-MS1 securitization, pursuant to which the TKG 3 Retail Portfolio mortgageloan is serviced, is also the master servicer, excluded loan special servicer,custodian and certificate administrator under the MSBAM 2015-C23 securitizationand the master servicer and custodian under the MSBAM 2015-C22 securitization,pursuant to which the Hilton Garden Inn W 54th Street mortgage loan is serviced.

 

**Item1122 of Regulation AB, Compliance with Applicable Servicing Criteria.**

 

Thereports on assessment of compliance with the servicing criteria forasset-backed securities and the related attestation reports on such assessmentsof compliance are attached hereto under Item 15.

 

**Item1123 of Regulation AB, Servicer Compliance Statement.**

 

Theservicer compliance statements are attached hereto under Item 15.

 

**Part IV**

 

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

 

(a) Exhibits.

 

(4.1)Pooling and Servicing Agreement, dated as of June 1,2015, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, LNR Partners, LLC, as general specialservicer, Wells Fargo Bank, National Association, as excluded mortgage loanspecial servicer, Pentalpha Surveillance LLC, as trust advisor, WilmingtonTrust, National Association, as trustee, and Wells Fargo Bank, NationalAssociation, as custodian, certificate administrator, certificate registrar andauthenticating agent (filed as Exhibit 4.1 to the registrant's Current Reporton Form 8-K/A filed on June 24, 2015 under SEC File No. 333-180779-16 andincorporated by reference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of April 1,2015, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,National Association, as master servicer, Midland Loan Services, a Division ofPNC Bank, National Association, as special servicer, Park Bridge LenderServices LLC, as trust advisor, Wilmington Trust, National Association, as trustee,and Wells Fargo Bank, National Association, as certificate administrator,certificate registrar, authenticating agent and custodian, relating to theMSBAM 2015-C22 securitization transaction, pursuant to which the Hilton GardenInn W 54th Street Mortgage Loan is serviced (filed as Exhibit 4.2 to theregistrant's Current Report on Form 8-K filed on June 18, 2015 under SEC FileNo. 333-180779-16 and incorporated by reference herein).

 

(4.3)Trust and Servicing Agreement, dated as of May 6, 2015,between Citigroup Commercial Mortgage Securities Inc., as depositor, MidlandLoan Services, a Division of PNC Bank, National Association, as servicer,Midland Loan Services, a Division of PNC Bank, National Association, as specialservicer, Deutsche Bank Trust Company Americas, as trustee, and Citibank, N.A.,as certificate administrator, relating to the CGBAM 2015-SMRT securitizationtransaction, pursuant to which the US StorageMart Portfolio Mortgage Loan isserviced (filed as Exhibit 4.3 to the registrant's Current Report on Form 8-Kfiled on June 18, 2015 under SEC File No. 333-180779-16 and incorporated byreference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of July 1,2015, between Morgan Stanley Capital I Inc., as depositor, Midland LoanServices, a Division of PNC Bank, National Association, as master servicer andspecial servicer, Park Bridge Lender Services LLC, as trust advisor, and WellsFargo Bank, National Association, as trustee, custodian, certificateadministrator, certificate registrar and authenticating agent, relating to theMSC 2015-MS1 securitization transaction, pursuant to which the TKG3 RetailPortfolio Mortgage Loan is serviced (filed as Exhibit 4.1 to the registrant'sCurrent Report on Form 8-K filed on July 21, 2015 under SEC File No.333-180779-16 and incorporated by reference herein).

 

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

 

(33)Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

33.1  Wells FargoBank, National Association, as CertificateAdministrator

33.2  Wells FargoBank, National Association, as Custodian

33.3  Wells FargoBank, National Association, as Master Servicer

33.4  LNR Partners,LLC, as Special Servicer

33.5  PentalphaSurveillance LLC, as Operating Advisor

33.6  Wells FargoBank, National Association, as ExcludedSpecial Servicer (see Exhibit 33.3) 

33.7  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant

33.8  National TaxSearch, LLC, as Servicing FunctionParticipant

33.9  BerkadiaCommercial Mortgage LLC, as ServicingFunction Participant

33.10  Midland LoanServices, a Division of PNC BankNational Association, as Master Servicer under the MSC 2015-MS1 securitization,pursuant to which the following mortgage loans were serviced: TKG 3 RetailPortfolio (from 1/1/17 to 12/31/17)

33.11  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 33.3) 

33.12  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2015-C22 securitization,pursuant to which the following mortgage loans were serviced: Hilton Garden InnW 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 33.7) 

33.13  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 33.8) 

33.14  Midland LoanServices, a Division of PNC BankNational Association, as Master Servicer under the CGBAM 2015-SMRTsecuritization, pursuant to which the following mortgage loans were serviced:US StorageMart Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.15  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the MSC 2015-MS1securitization, pursuant to which the following mortgage loans were serviced:TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.16  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the MSBAM 2015-C22securitization, pursuant to which the following mortgage loans were serviced:Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.17  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the CGBAM 2015-SMRTsecuritization, pursuant to which the following mortgage loans were serviced:US StorageMart Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 33.10) 

33.18  Wells FargoBank, National Association, as Custodianunder the MSC 2015-MS1 securitization, pursuant to which the following mortgageloans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (seeExhibit 33.2) 

33.19  Wells FargoBank, National Association, as Custodianunder the MSBAM 2015-C22 securitization, pursuant to which the followingmortgage loans were serviced: Hilton Garden Inn W 54th Street (from 1/1/17 to12/31/17) (see Exhibit 33.2) 

 

(34)Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

34.1  Wells FargoBank, National Association, as CertificateAdministrator

34.2  Wells FargoBank, National Association, as Custodian

34.3  Wells FargoBank, National Association, as MasterServicer

34.4  LNR Partners,LLC, as Special Servicer

34.5  PentalphaSurveillance LLC, as Operating Advisor

34.6  Wells FargoBank, National Association, as Excluded SpecialServicer (see Exhibit 34.3) 

34.7  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant

34.8  National TaxSearch, LLC, as Servicing FunctionParticipant

34.9  BerkadiaCommercial Mortgage LLC, as ServicingFunction Participant

34.10  Midland LoanServices, a Division of PNC BankNational Association, as Master Servicer under the MSC 2015-MS1 securitization,pursuant to which the following mortgage loans were serviced: TKG 3 RetailPortfolio (from 1/1/17 to 12/31/17)

34.11  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 34.3) 

34.12  CoreLogicCommercial Real Estate Services, Inc., asServicing Function Participant under the MSBAM 2015-C22 securitization,pursuant to which the following mortgage loans were serviced: Hilton Garden InnW 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 34.7) 

34.13  National TaxSearch, LLC, as Servicing FunctionParticipant under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 34.8) 

34.14  Midland LoanServices, a Division of PNC BankNational Association, as Master Servicer under the CGBAM 2015-SMRTsecuritization, pursuant to which the following mortgage loans were serviced:US StorageMart Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.15  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the MSC 2015-MS1securitization, pursuant to which the following mortgage loans were serviced:TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.16  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the MSBAM 2015-C22securitization, pursuant to which the following mortgage loans were serviced:Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.17  Midland LoanServices, a Division of PNC BankNational Association, as Special Servicer under the CGBAM 2015-SMRTsecuritization, pursuant to which the following mortgage loans were serviced:US StorageMart Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 34.10) 

34.18  Wells FargoBank, National Association, as Custodianunder the MSC 2015-MS1 securitization, pursuant to which the following mortgageloans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (seeExhibit 34.2) 

34.19  Wells FargoBank, National Association, as Custodianunder the MSBAM 2015-C22 securitization, pursuant to which the followingmortgage loans were serviced: Hilton Garden Inn W 54th Street (from 1/1/17 to12/31/17) (see Exhibit 34.2) 

 

(35)Servicer compliance statement.

35.1  Wells FargoBank, National Association, as CertificateAdministrator

35.2  Wells FargoBank, National Association, as Custodian

35.3  Wells FargoBank, National Association, as MasterServicer

35.4  LNR Partners,LLC, as Special Servicer

35.5  Wells FargoBank, National Association, as Excluded SpecialServicer

35.6  Midland LoanServices, a Division of PNC Bank NationalAssociation, as Master Servicer under the MSC 2015-MS1 securitization, pursuantto which the following mortgage loans were serviced: TKG 3 Retail Portfolio(from 1/1/17 to 12/31/17)

35.7  Wells FargoBank, National Association, as MasterServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17)

35.8  Midland LoanServices, a Division of PNC Bank NationalAssociation, as Master Servicer under the CGBAM 2015-SMRT securitization,pursuant to which the following mortgage loans were serviced: US StorageMartPortfolio (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.9  Midland LoanServices, a Division of PNC Bank NationalAssociation, as Special Servicer under the MSC 2015-MS1 securitization, pursuantto which the following mortgage loans were serviced: TKG 3 Retail Portfolio(from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.10  Midland LoanServices, a Division of PNC Bank NationalAssociation, as Special Servicer under the MSBAM 2015-C22 securitization,pursuant to which the following mortgage loans were serviced: Hilton Garden InnW 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.11  Midland LoanServices, a Division of PNC Bank NationalAssociation, as Special Servicer under the CGBAM 2015-SMRT securitization,pursuant to which the following mortgage loans were serviced: US StorageMartPortfolio (from 1/1/17 to 12/31/17) (see Exhibit 35.6) 

35.12  Wells FargoBank, National Association, as Custodianunder the MSC 2015-MS1 securitization, pursuant to which the following mortgageloans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (seeExhibit 35.2) 

35.13  Wells FargoBank, National Association, as Custodianunder the MSBAM 2015-C22 securitization, pursuant to which the followingmortgage loans were serviced: Hilton Garden Inn W 54th Street (from 1/1/17 to12/31/17) (see Exhibit 35.2) 

 

(99.1)Mortgage Loan Purchase Agreement, dated June 5, 2015,between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage CapitalHoldings LLC (filed as Exhibit 99.1 to the registrant's Current Report on Form8-K/A filed on June 24, 2015 under SEC File No. 333-180779-16 and incorporatedby reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated June 5, 2015,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 filedon June 24, 2015 under SEC File No. 333-180779-16 and incorporated by referenceherein).

 

(99.3)Mortgage Loan Purchase Agreement, dated June 5, 2015,between Morgan Stanley Capital I Inc. and CIBC Inc. (filed as Exhibit 99.3 tothe registrant's Current Report on Form 8-K/A filed on June 24, 2015 under SECFile No. 333-180779-16 and incorporated by reference herein).

 

(99.4)Mortgage Loan Purchase Agreement, dated June 5, 2015,between Morgan Stanley Capital I Inc., Starwood Mortgage Funding III LLC andStarwood Mortgage Capital LLC (filed as Exhibit 99.4 to the registrant's CurrentReport on Form 8-K/A filed on June 24, 2015 under SEC File No. 333-180779-16and incorporated by reference herein).

 

(b)See (a) above.

 

(c) Notapplicable.

** **

**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.

 

MorganStanley Capital I Inc.

(Depositor)

 

By:/s/ George Kok

GeorgeKok, President

(seniorofficer in charge of securitization of the depositor)

 

Date:April 2, 2018

 

 

Exhibit Index

 

Exhibit No.

 

(4.1)Pooling and Servicing Agreement, dated as of June 1, 2015, between MorganStanley Capital I Inc., as depositor, Wells Fargo Bank, National Association,as master servicer, LNR Partners, LLC, as general special servicer, Wells FargoBank, National Association, as excluded mortgage loan special servicer,Pentalpha Surveillance LLC, as trust advisor, Wilmington Trust, NationalAssociation, as trustee, and Wells Fargo Bank, National Association, ascustodian, certificate administrator, certificate registrar and authenticatingagent (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/Afiled on June 24, 2015 under SEC File No. 333-180779-16 and incorporated byreference herein).

 

(4.2)Pooling and Servicing Agreement, dated as of April 1, 2015, between MorganStanley Capital I Inc., as depositor, Wells Fargo Bank, National Association,as master servicer, Midland Loan Services, a Division of PNC Bank, NationalAssociation, as special servicer, Park Bridge Lender Services LLC, as trustadvisor, Wilmington Trust, National Association, as trustee, and Wells FargoBank, National Association, as certificate administrator, certificateregistrar, authenticating agent and custodian, relating to the MSBAM 2015-C22securitization transaction, pursuant to which the Hilton Garden Inn W 54thStreet Mortgage Loan is serviced (filed as Exhibit 4.2 to the registrant'sCurrent Report on Form 8-K filed on June 18, 2015 under SEC File No.333-180779-16 and incorporated by reference herein).

 

(4.3)Trust and Servicing Agreement, dated as of May 6, 2015, between CitigroupCommercial Mortgage Securities Inc., as depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as servicer, Midland Loan Services,a Division of PNC Bank, National Association, as special servicer, DeutscheBank Trust Company Americas, as trustee, and Citibank, N.A., as certificateadministrator, relating to the CGBAM 2015-SMRT securitization transaction,pursuant to which the US StorageMart Portfolio Mortgage Loan is serviced (filedas Exhibit 4.3 to the registrant's Current Report on Form 8-K filed on June 18,2015 under SEC File No. 333-180779-16 and incorporated by reference herein).

 

(4.4)Pooling and Servicing Agreement, dated as of July 1, 2015, between MorganStanley Capital I Inc., as depositor, Midland Loan Services, a Division of PNCBank, National Association, as master servicer and special servicer, ParkBridge Lender Services LLC, as trust advisor, and Wells Fargo Bank, NationalAssociation, as trustee, custodian, certificate administrator, certificateregistrar and authenticating agent, relating to the MSC 2015-MS1 securitizationtransaction, pursuant to which the TKG3 Retail Portfolio Mortgage Loan isserviced (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-Kfiled on July 21, 2015 under SEC File No. 333-180779-16 and incorporated byreference herein).

 

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

 

(33)Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

33.1Wells Fargo Bank, National Association, as Certificate Administrator

33.2Wells Fargo Bank, National Association, as Custodian

33.3Wells Fargo Bank, National Association, as Master Servicer

33.4LNR Partners, LLC, as Special Servicer

33.5Pentalpha Surveillance LLC, as Operating Advisor

33.6Wells Fargo Bank, National Association, as Excluded Special Servicer (seeExhibit 33.3)

33.7CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant

33.8National Tax Search, LLC, as Servicing Function Participant

33.9Berkadia Commercial Mortgage LLC, as Servicing Function Participant

33.10Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)

33.11Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2015-C22 securitization, pursuant to which the following mortgage loans wereserviced: Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (seeExhibit 33.3)

33.12CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 33.7)

33.13National Tax Search, LLC, as Servicing Function Participant under the MSBAM2015-C22 securitization, pursuant to which the following mortgage loans wereserviced: Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (seeExhibit 33.8)

33.14Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 33.10)

33.15Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)(see Exhibit 33.10)

33.16Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 33.10)

33.17Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 33.10)

33.18Wells Fargo Bank, National Association, as Custodian under the MSC 2015-MS1securitization, pursuant to which the following mortgage loans were serviced:TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 33.2)

33.19Wells Fargo Bank, National Association, as Custodian under the MSBAM 2015-C22securitization, pursuant to which the following mortgage loans were serviced:Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 33.2)

 

(34)Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

34.1Wells Fargo Bank, National Association, as Certificate Administrator

34.2Wells Fargo Bank, National Association, as Custodian

34.3Wells Fargo Bank, National Association, as Master Servicer

34.4LNR Partners, LLC, as Special Servicer

34.5Pentalpha Surveillance LLC, as Operating Advisor

34.6Wells Fargo Bank, National Association, as Excluded Special Servicer (seeExhibit 34.3)

34.7CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant

34.8National Tax Search, LLC, as Servicing Function Participant

34.9Berkadia Commercial Mortgage LLC, as Servicing Function Participant

34.10Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)

34.11Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2015-C22 securitization, pursuant to which the following mortgage loans wereserviced: Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (seeExhibit 34.3)

34.12CoreLogic Commercial Real Estate Services, Inc., as Servicing FunctionParticipant under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 34.7)

34.13National Tax Search, LLC, as Servicing Function Participant under the MSBAM2015-C22 securitization, pursuant to which the following mortgage loans wereserviced: Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (seeExhibit 34.8)

34.14Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 34.10)

34.15Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)(see Exhibit 34.10)

34.16Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 34.10)

34.17Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 34.10)

34.18Wells Fargo Bank, National Association, as Custodian under the MSC 2015-MS1securitization, pursuant to which the following mortgage loans were serviced:TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

34.19Wells Fargo Bank, National Association, as Custodian under the MSBAM 2015-C22securitization, pursuant to which the following mortgage loans were serviced:Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 34.2)

 

(35)Servicer compliance statement.

35.1Wells Fargo Bank, National Association, as Certificate Administrator

35.2Wells Fargo Bank, National Association, as Custodian

35.3Wells Fargo Bank, National Association, as Master Servicer

35.4LNR Partners, LLC, as Special Servicer

35.5Wells Fargo Bank, National Association, as Excluded Special Servicer

35.6Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)

35.7Wells Fargo Bank, National Association, as Master Servicer under the MSBAM2015-C22 securitization, pursuant to which the following mortgage loans wereserviced: Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17)

35.8Midland Loan Services, a Division of PNC Bank National Association, as MasterServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 35.6)

35.9Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSC 2015-MS1 securitization, pursuant to which the followingmortgage loans were serviced: TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17)(see Exhibit 35.6)

35.10Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the MSBAM 2015-C22 securitization, pursuant to which thefollowing mortgage loans were serviced: Hilton Garden Inn W 54th Street (from1/1/17 to 12/31/17) (see Exhibit 35.6)

35.11Midland Loan Services, a Division of PNC Bank National Association, as SpecialServicer under the CGBAM 2015-SMRT securitization, pursuant to which thefollowing mortgage loans were serviced: US StorageMart Portfolio (from 1/1/17to 12/31/17) (see Exhibit 35.6)

35.12Wells Fargo Bank, National Association, as Custodian under the MSC 2015-MS1securitization, pursuant to which the following mortgage loans were serviced:TKG 3 Retail Portfolio (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

35.13Wells Fargo Bank, National Association, as Custodian under the MSBAM 2015-C22securitization, pursuant to which the following mortgage loans were serviced:Hilton Garden Inn W 54th Street (from 1/1/17 to 12/31/17) (see Exhibit 35.2)

 

(99.1)Mortgage Loan Purchase Agreement, dated June 5, 2015, between Morgan StanleyCapital I Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit99.1 to the registrant's Current Report on Form 8-K/A filed on June 24, 2015under SEC File No. 333-180779-16 and incorporated by reference herein).

 

(99.2)Mortgage Loan Purchase Agreement, dated June 5, 2015, between Morgan StanleyCapital I Inc. and Bank of America, National Association (filed as Exhibit 99.2to the registrant's Current Report on Form 8-K/A filed on June 24, 2015 underSEC File No. 333-180779-16 and incorporated by reference herein).

 

(99.3)Mortgage Loan Purchase Agreement, dated June 5, 2015, between Morgan StanleyCapital I Inc. and CIBC Inc. (filed as Exhibit 99.3 to the registrant's CurrentReport on Form 8-K/A filed on June 24, 2015 under SEC File No. 333-180779-16and incorporated by reference herein).

 

(99.4)Mortgage Loan Purchase Agreement, dated June 5, 2015, between Morgan StanleyCapital I Inc., Starwood Mortgage Funding III LLC and Starwood Mortgage CapitalLLC (filed as Exhibit 99.4 to the registrant's Current Report on Form 8-K/Afiled on June 24, 2015 under SEC File No. 333-180779-16 and incorporated byreference herein).