**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**x****  ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

**For the fiscal year ended December 31, 2018or**

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

**For the transition period from _____ to _____Commission file number of the issuing entity: 333-191331-09**

**Central Index Key Number of the issuing entity:0001644697**

**GS Mortgage Securities Trust2015-GC32**

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

**Central Index Key Number of the depositor: 0001004158**

**GS Mortgage Securities CorporationII**

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

**Central Index Key Number of the sponsor: 0001541502**

**Goldman Sachs Mortgage Company**

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

**Central Index Key Number of the sponsor: 0001541001**

**Citigroup Global Markets RealtyCorp.**

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

**Central Index Key Number of the sponsor: 0001558761**

**Cantor Commercial Real EstateLending, L.P.**

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

**Central Index Key Number of the sponsor: 0001682511**

**Starwood Mortgage Funding I LLC**

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

**Central Index Key Number of the sponsor: 0001576832**

**MC-Five Mile Commercial MortgageFinance LLC**

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

** **

| **New York****(State or other jurisdiction of  incorporation or organization of**

**the issuing entity)** | **38-3976056**

**38-3976057**

**38-7143575**

**(I.R.S. Employer**

**Identification Numbers)** |
|------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------|

**c/o Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

**(Address of principal executiveoffices of the issuing entity)**

**21045**

**(Zip Code)**

**Registrant’s telephone number,including area code:**

**(212) 902-1000**

Securities registered pursuant to Section 12(b) of the Act:None.

Securities registered pursuant to Section 12(g) of the Act:None.

Indicate by check mark if the registrant is a well-knownseasoned issuer, as defined in Rule 405 of the Securities Act. o Yes ⌧No

Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act. o Yes ⌧No

Indicate by check mark whether the registrant (1) has filedall reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days. ⌧ Yes oNo

Indicate by check mark whether the registrant has submittedelectronically and posted on its corporate Web site, if any, every InteractiveData File required to be submitted and posted pursuant to Rule 405 ofRegulation S-T (Section 232.405 of this chapter) during the preceding 12 months(or for such shorter period that the registrant was required to submit and postsuch files).

Not applicable.

Indicate by check mark if disclosure of delinquent filerspursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is notcontained herein, and will not be contained, to the best of registrant’sknowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form 10-K.

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 acceleratedfiler        o                                                                                                       Acceleratedfiler                                     o

Non-acceleratedfiler          ⌧ (Do not check if asmaller reporting company)                           Smaller reportingcompany                    o

                                                                                                                                                       Emerging growthcompany                    o

If an emerging growth company, indicate by check mark if theregistrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant toSection 13(a) of the Exchange Act.                                            o

Indicate by check mark whether the registrant is a shellcompany (as defined in Rule 12b-2 of the Act). oYes ⌧ No

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. oYes oNo

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 byreference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) intowhich the document is incorporated: (1) Any annual report to security holders;(2) Any proxy or information statement; and (3) Any prospectus filed pursuantto Rule 424(b) or (c) under the Securities Act of 1933. The listed documentsshould be clearly described for identification purposes (e.g., annual report tosecurity holders for fiscal year ended December 24, 1980).

Not applicable.

 

 

The Ascentia MHC Portfolio Mortgage Loan, which constitutedapproximately 9.97% of the asset pool of the issuing entity as of its cut-offdate, is an asset of the issuing entity and is part of a loan combination thatincludes the Ascentia MHC Portfolio Mortgage Loan which is an asset of theissuing entity and one other *pari passu* loan, which is not an asset ofthe issuing entity. This loan combination, including the Ascentia MHC PortfolioMortgage Loan, is being serviced and administered pursuant to the Pooling andServicing Agreement, which is incorporated by reference as Exhibit 4.1 to thisAnnual Report on Form 10-K. Midland Loan Services, a Division of PNC Bank,National Association is the master servicer under the Pooling and ServicingAgreement. The responsibilities of Midland Loan Services, a Division of PNCBank, National Association, as primary servicer of the loan combination withrespect to the issuing entity, are subsumed within its responsibilities asmaster servicer under the Pooling and Servicing Agreement. Thus, the servicercompliance statement provided by Midland Loan Services, a Division of PNC Bank,National Association, as master servicer under the Pooling and ServicingAgreement, encompasses its roles as both master servicer and primary servicerwith respect to the loan combination.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Selig Office Portfolio Mortgage Loan, whichconstituted approximately 2.5% of the asset pool of the issuing entity as ofits cut-off date. The Selig Office Portfolio Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes the SeligOffice Portfolio Mortgage Loan and three other *pari passu* loans, whichare not assets of the issuing entity. A *pari passu* portion of the loancombination was securitized in the Citigroup Commercial Mortgage Trust2015-GC29 transaction, Commission File Number 333-189017-08 (the “CGCMT2015-GC29 Transaction”). This loan combination, including the Selig OfficePortfolio Mortgage Loan, is being serviced and administered pursuant to thepooling and servicing agreement for the CGCMT 2015-GC29 Transaction, which isincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K.Midland Loan Services, a Division of PNC Bank, National Association is themaster servicer under the pooling and servicing agreement for the CGCMT2015-GC29 Transaction. The responsibilities of Midland Loan Services, aDivision of PNC Bank, National Association, as primary servicer of this loancombination with respect to the issuing entity, are subsumed within itsresponsibilities as master servicer under the pooling and servicing agreementfor the CGCMT 2015-GC29 Transaction. Thus, the servicer compliance statementprovided by Midland Loan Services, a Division of PNC Bank, NationalAssociation, as master servicer under such pooling and servicing agreement,encompasses its roles as both master servicer and primary servicer with respectto this loan combination.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the US Storage Mart Portfolio Mortgage Loan,which constituted approximately 2.5% of the asset pool of the issuing entity asof its cut-off date. The US Storage Mart Portfolio Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes theUS Storage Mart Portfolio Mortgage Loan and five other *pari passu* loansand two subordinate companion loans, which are not assets of the issuingentity. A *pari passu* portion of the loan combination was securitized inthe CGBAM Commercial Mortgage Trust 2015-SMRT transaction (the “CGBAM2015-SMRT Transaction”). This loan combination, including the US StorageMart Portfolio Mortgage Loan, is being serviced and administered pursuant tothe trust and servicing agreement for the CGBAM 2015-SMRT Transaction, which isincorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K.Midland Loan Services, a Division of PNC Bank, National Association is themaster servicer under the trust and servicing agreement for the CGBAM 2015-SMRTTransaction. The responsibilities of Midland Loan Services, a Division of PNCBank, National Association, as primary servicer of this loan combination withrespect to the issuing entity, are subsumed within its responsibilities asmaster servicer under the trust and servicing agreement for the CGBAM 2015-SMRTTransaction. Thus, the servicer compliance statement provided by Midland LoanServices, a Division of PNC Bank, National Association, as master servicerunder such trust and servicing agreement, encompasses its roles as both masterservicer and primary servicer with respect to this loan combination.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Alderwood Mall Mortgage Loan, whichconstituted approximately 2.4% of the asset pool of the issuing entity as ofits cut-off date. The Alderwood Mall Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the AlderwoodMall Mortgage Loan and four other *pari passu* loans and two subordinatecompanion loans, which are not assets of the issuing entity. A *pari passu*portion of the loan combination was securitized in the MSCCG Trust 2015-ALDRtransaction (the “MSCCG 2015-ALDR Transaction”). This loan combination,including the Alderwood Mall Mortgage Loan, is being serviced and administeredpursuant to the trust and servicing agreement for the MSCCG 2015-ALDRTransaction, which is incorporated by reference as Exhibit 4.4 to this AnnualReport on Form 10-K. KeyBank National Association is the master servicer underthe trust and servicing agreement for the MSCCG 2015-ALDR Transaction. Theresponsibilities of KeyBank National Association, as primary servicer of thisloan combination with respect to the issuing entity, are subsumed within itsresponsibilities as master servicer under the trust and servicing agreement forthe MSCCG 2015-ALDR Transaction.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Dallas Market Center Mortgage Loan, whichconstituted approximately 5.7% of the asset pool of the issuing entity as ofits cut-off date. The Dallas Market Center Mortgage Loan is an asset ofthe issuing entity and is part of a loan combination that includes the DallasMarket Center Mortgage Loan and two other *pari passu* loans, which arenot assets of the issuing entity. A *pari passu* portion of the loancombination was securitized in the GS Mortgage Securities Trust 2015-GC30transaction, Commission File Number 333-191331-08 (the “GSMS 2015-GC30Transaction”). This loan combination, including the Dallas Market CenterMortgage Loan, is being serviced and administered pursuant to the pooling andservicing agreement for the GSMS 2015-GC30 Transaction, which is incorporatedby reference as Exhibit 4.5 to this Annual Report on Form 10-K. Midland LoanServices, a Division of PNC Bank, National Association is the master servicerunder the pooling and servicing agreement for the GSMS 2015-GC30 Transaction.The responsibilities of Midland Loan Services, a Division of PNC Bank, NationalAssociation, as primary servicer of this loan combination with respect to theissuing entity, are subsumed within its responsibilities as master servicerunder the pooling and servicing agreement for the GSMS 2015-GC30 Transaction.Thus, the servicer compliance statement provided by Midland Loan Services, aDivision of PNC Bank, National Association, as master servicer under suchpooling and servicing agreement, encompasses its roles as both master servicerand primary servicer with respect to this loan combination.

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the Kaiser Center Mortgage Loan, whichconstituted approximately 5.0% of the asset pool of the issuing entity as ofits cut-off date. The Kaiser Center Mortgage Loan is an asset of theissuing entity and is part of a loan combination that includes the KaiserCenter Mortgage Loan and one other *pari passu* loan, which is not anasset of the issuing entity. This loan combination, including the KaiserCenter Mortgage Loan, was serviced under the Pooling and Servicing Agreementfor the issuing entity prior to the closing of the securitization of the other *paripassu* portion of the Kaiser Center loan combination in the CitigroupCommercial Mortgage Trust 2015-P1 transaction, Commission File Number333-189017-10 (the “CGCMT 2015-P1 Transaction”). After the closing ofthe CGCMT 2015-P1 Transaction on August 19, 2015, this loan combination,including the Kaiser Center Mortgage Loan was, and will continue to be,serviced and administered pursuant to the pooling and servicing agreement withrespect to the CGCMT 2015-P1 Transaction, which is incorporated by reference asExhibit 4.6 to this Annual Report on Form 10-K. Wells Fargo Bank, NationalAssociation is the master servicer under the pooling and servicing agreementfor the CGCMT 2015-P1 Transaction. The responsibilities of Wells Fargo Bank,National Association, as primary servicer of this loan combination with respectto the issuing entity, are subsumed within its responsibilities as masterservicer under the pooling and servicing agreement for the CGCMT 2015-P1Transaction. Thus, the servicer compliance statement provided by Wells FargoBank, National Association, as master servicer under such pooling and servicingagreement, encompasses its roles as both master servicer and primary servicerwith respect to this loan combination.

Midland Loan Services, a Divisionof PNC Bank, National Association is the master servicer of the mortgage loansserviced under the Pooling and Servicing Agreement and the primary servicer andspecial servicer of the Dallas Market Center Mortgage Loan, the Selig OfficePortfolio Mortgage Loan and the US Storage Mart Portfolio Mortgage Loan. As aresult, Midland Loan Services, a Division of PNC Bank, National Association isa “servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, in thecapacities described above, because it is servicing mortgage loans thatconstituted 10% or more of the assets of the issuing entity as of its cut-offdate. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Midland Loan Services, a Division of PNC Bank, National Association in thecapacities described above are listed in the Exhibit Index.

Wells Fargo Bank, NationalAssociation is the certificate administrator of the mortgage loans servicedunder the Pooling and Servicing Agreement and the Alderwood Mall Mortgage Loanand the primary servicer of the Kaiser Center Mortgage Loan. As a result, WellsFargo Bank, National Association is a “servicer” as defined in Item1108(a)(2)(iii) of Regulation AB, in the capacities described above, because itis servicing mortgage loans that constituted 10% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports and servicercompliance statements delivered by Wells Fargo Bank, National Association inthe capacities described above are listed in the Exhibit Index.

Wells Fargo Bank, National Association is the trustee andcustodian of the mortgage loans serviced under the Pooling and ServicingAgreement and the Alderwood Mall Mortgage Loan and the custodian of the KaiserCenter Mortgage Loan. As a result, Wells Fargo Bank, National Association is aservicing function participant in the capacities described above, because it isservicing mortgage loans that constituted 5% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria and accountants’ attestation reports delivered byWells Fargo Bank, National Association in the capacities described above arelisted in the Exhibit Index.

Citibank, N.A. is the certificateadministrator of the Kaiser Center Mortgage Loan, the Selig Office PortfolioMortgage Loan and the US Storage Mart Portfolio Mortgage Loan. As a result,Citibank, N.A. is a “servicer” as defined in Item 1108(a)(2)(iii) of RegulationAB, in the capacities described above, because it is servicing mortgage loansthat constituted 10% or more of the assets of the issuing entity as of itscut-off date. The assessments of compliance with applicable servicing criteria,accountants’ attestation reports and servicer compliance statements deliveredby Citibank, N.A. in the capacities described above are listed in the ExhibitIndex.

Deutsche Bank Trust CompanyAmericas acts as trustee of the Kaiser Center Mortgage Loan and as trustee andcustodian of the US Storage Mart Portfolio Mortgage Loan and the Selig OfficePortfolio Mortgage Loan. Pursuant to the pooling and servicing agreement forthe CGCMT 2015-P1 Transaction, the trust and servicing agreement for the CGBAM2015-SMRT Transaction and the pooling and servicing agreement for the CGCMT2015-GC29 Transaction, the trustee is required to provide an assessment ofcompliance with applicable servicing criteria solely with respect to Item1122(d)(2)(iii) of Regulation AB (regarding advances of funds or guaranteesregarding collections, cash flows or distributions, and any interest or otherfees charged for such advances, are made, reviewed and approved as specified inthe transaction agreements). However, during the reporting period, the trusteedid not perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer or thespecial servicer, to the extent required, performed the servicing functionidentified with respect to Item 1122(d)(2)(iii) of Regulation AB, and each suchparty included Item 1122(d)(2)(iii) of Regulation AB in the assessment ofcompliance with applicable servicing criteria and accountant’s attestationreport for the subject transaction. As a result, this Annual Report onForm 10-K does not include an assessment of compliance with applicableservicing criteria of the trustee. One or more other servicers of the KaiserCenter Mortgage Loan, the US Storage Mart Portfolio Mortgage Loan and the SeligOffice Portfolio Mortgage Loan have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

This Annual Report on Form 10-Kincludes assessments of compliance with applicable servicing criteria andaccountants’ attestation reports from CoreLogic Commercial Real EstateServices, Inc. and National Tax Search, LLC. These entities were engagedby the primary servicer of the Kaiser Center Mortgage Loan to remit taxpayments received from the escrow accounts of borrowers to local taxingauthorities, to report tax amounts due, to verify tax parcel information, andto verify non-escrow tax payments. These servicing functions are includedwithin the servicing criteria set forth in Items 1122(d)(4)(xi) and1122(d)(4)(xii) of Regulation AB. Therefore, under the principles-baseddefinition of “servicer” set forth in Item 1101(j) of Regulation AB that looksto the functions that an entity performs, these vendors are “servicers” for thepurposes of Item 1122 of Regulation AB. *See* Compliance andDisclosure Interpretations, Section 301.01 (Item 1101(j)).

With respect to the *pari passu*loan combinations that include the Selig Office Portfolio Mortgage Loan, theAlderwood Mall Mortgage Loan and the Dallas Market Center Mortgage Loan (i) thereport on assessment of compliance with servicing criteria and attestationreports on assessment of compliance with servicing criteria of Situs Holdings,LLC, as operating advisor of Selig Office Portfolio Mortgage Loan and Key BankNational Association, as primary servicer and special servicer of AlderwoodMall Mortgage Loan listed on the Exhibit Index are omitted from this AnnualReport on Form 10-K per Instruction 3 to Item 1122 of Regulation AB becausethey are parties performing activities that address servicing criteria relatingto 5% or less of the assets of the issuing entity; and (ii) the reports onassessment of compliance with servicing criteria and attestation report onassessment of compliance with servicing criteria of Key Bank NationalAssociation, as primary servicer and special servicer of the Alderwood MallMortgage Loan and U.S. Bank National Association as certificate administratorof the Dallas Market Center Mortgage Loan, listed on the Exhibit Index areomitted from this Annual Report on Form 10-K as they are not required by Item1123 of Regulation AB to be included on this Annual Report on Form 10-K becausethey are each an unaffiliated party that is not a “servicer” that meets thecriteria in Item 1108(a)(2)(i) through (iii) of Regulation AB.

**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.**

Not applicable.

**PART II**

**Item 5. Market for Registrant’s Common Equity, RelatedStockholder Matters and Issuer Purchases of Equity Securities.**

Omitted.

**Item 6. Selected Financial Data.**

Omitted.

**Item 7. Management’s Discussion and Analysis of Financial Conditionand Results of Operations.**

Omitted.

**Item 7A. Quantitative and Qualitative Disclosures AboutMarket Risk.**

Omitted.

**Item 8. Financial Statements and Supplementary Data.**

Omitted.

**Item 9. Changes in and Disagreements With Accountants onAccounting and Financial Disclosure.**

Omitted.

**Item 9A. Controls and Procedures.**

Omitted.

**Item 9B. Other Information.**

None.

**PART III**

**Item 10. Directors, Executive Officers and CorporateGovernance.**

Omitted.

**Item 11. Executive Compensation.**

Omitted.

**Item 12. Security Ownership of Certain Beneficial Ownersand 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 REGULATION AB**

**Item 1112(b) of Regulation AB, Significant ObligorFinancial Information.**

No single obligor represents 10% or more of the pool assetsheld by the issuing entity.

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

No entity or group of affiliated entities provides any external creditenhancement or other support for the certificates within this transaction asdescribed under Item 1114(a) of Regulation AB.

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

No entity or group of affiliated entities provides anyderivative instruments or other support for the certificates within thistransaction as described under Item 1115 of Regulation AB.

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

The registrant knows of no material pending legal proceedinginvolving the trust or any party related to the trust, other than routinelitigation incidental to the duties of those respective parties, and thefollowing, with respect to Wells Fargo Bank, National Association, as trustee,certificate administrator and custodian, Deutsche Bank Trust Company Americas,as trustee and custodian, Citibank, N.A., as certificate administrator, andU.S. Bank National Association, as trustee, certificate administrator andcustodian:

Since June 18, 2014, a group of institutional investors havefiled civil complaints in the Supreme Court of the State of New York, New YorkCounty, and later the U.S. District Court for the Southern District of New Yorkagainst Wells Fargo Bank, N.A., (“Wells Fargo Bank”) in its capacity astrustee for certain residential mortgage backed securities (“RMBS”)trusts.  The complaints against Wells Fargo Bank alleged that the trusteecaused losses to investors and asserted causes of action based upon, amongother things, the trustee's alleged failure to: (i) notify and enforcerepurchase obligations of mortgage loan sellers for purported breaches ofrepresentations and warranties, (ii) notify investors of alleged events ofdefault, and (iii) abide by appropriate standards of care following allegedevents of default. Relief sought included money damages in an unspecifiedamount, reimbursement of expenses, and equitable relief. Wells Fargo Bank hasreached an agreement, in which it denies any wrongdoing, to resolve theseclaims on a classwide basis for the 271 RMBS trusts currently at issue. The settlement agreement is subject to court approval.  Separate lawsuitsagainst Wells Fargo Bank making similar allegations filed by certain otherinstitutional investors concerning 57 RMBS trusts in New York federal and statecourt are not covered by the agreement.  With respect to the foregoinglitigations, Wells Fargo Bank believes plaintiffs' claims are without merit andintends to contest the claims vigorously, but there can be no assurances as tothe outcome of the litigations or the possible impact of the litigations onWells Fargo Bank or the RMBS trusts.

Deutsche Bank Trust Company Americas (“DBTCA”) andDeutsche Bank National Trust Company (“DBNTC”) have been sued byinvestors in civil litigation concerning their role as trustees of certain RMBStrusts. 

On June 18, 2014, a group of investors, including fundsmanaged by Blackrock Advisors, LLC, PIMCO-Advisors, L.P., and others, filed anaction against DBNTC and DBTCA in New York State Supreme Court alleging thatDBNTC and DBTCA failed to perform purported duties, as trustees for 544private-label RMBS trusts, to enforce breaches of representations andwarranties as to mortgage loans held by the trusts and to enforce breaches byservicers of their mortgage loan servicing obligations for the trusts. During the course of the litigation, plaintiffs dismissed the case from NewYork State Supreme Court and refiled two separate cases, one in the U.S.District Court for the Southern District of New York (the “BlackRock SDNYCase”) and the other in the Superior Court of California, Orange County(the “BlackRock California Case”).  Pursuant to a settlement amongthe parties, the BlackRock SDNY Case was dismissed on December 6, 2018 and theBlackRock California Case was dismissed on January 11, 2019.

On September 27, 2017, DBTCA was added as a defendant to acase brought by certain special purpose entities including Phoenix Light SFLimited in the U.S. District Court for the Southern District of New York, inwhich the plaintiffs previously alleged incorrectly that DBNTC served astrustee for all 43 of the trusts at issue.  On September 27, 2017,plaintiffs filed a third amended complaint that names DBTCA as a defendant inaddition to DBNTC.  DBTCA serves as trustee for one of the 43 trusts atissue.  DBNTC serves as trustee for the other 42 trusts at issue. Plaintiffs’ third amended complaint brings claims for violation of the U.S. TrustIndenture Act of 1939 (“TIA”); breach of contract; breach of fiduciaryduty; negligence and gross negligence; violation of New York’s Streit Act; andbreach of the covenant of good faith.  However, in the third amendedcomplaint, plaintiffs acknowledge that, before DBTCA was added to the case, thecourt dismissed plaintiffs’ TIA Act claims, negligence and gross negligenceclaims, Streit Act claims, claims for breach of the covenant of good faith, andcertain theories of plaintiffs’ breach of contract claims, and plaintiffs onlyinclude these claims to preserve any rights on appeal.  Plaintiffs allegedamages of “hundreds of millions of dollars.”  On November 13, 2017, DBNTCand DBTCA filed an answer to the third amended complaint.  On December 7,2018, DBNTC and DBTCA filed a motion for summary judgment.  Also onDecember 7, 2018, plaintiffs, jointly with Commerzbank AG (see description ofCommerzbank case below), filed a motion for partial summary judgment.

On November 30, 2017, DBTCA was added as a defendant to acase brought by Commerzbank AG (“Commerzbank”) in the U.S. DistrictCourt for the Southern District of New York, in which Commerzbank previouslyalleged incorrectly that DBNTC served as trustee for all 50 of the trusts atissue.  On November 30, 2017, Commerzbank filed a second amended complaintthat names DBTCA as a defendant in addition to DBNTC.  DBTCA serves astrustee for 1 of the 50 trusts at issue.  DBNTC serves as trustee for theother 49 trusts at issue.  Commerzbank’s second amended complaint bringsclaims for violation of the TIA; breach of contract; breach of fiduciary duty;negligence; violation of the Streit Act; and breach of the covenant of goodfaith.  However, in the second amended complaint, Commerzbank acknowledgesthat, before DBTCA was added to the case, the court dismissed Commerzbank’s TIAclaims for the trusts governed by pooling and servicing agreements, as well asits Streit Act claims and claims for breach of the covenant of good faith, andCommerzbank only includes these claims to preserve any rights on appeal. The second amended complaint alleges that DBNTC and DBTCA caused Commerzbank tosuffer “hundreds of millions of dollars in losses,” but the complaint does notinclude a demand for money damages in a sum certain.  On January 29, 2018,DBNTC and DBTCA filed an answer to the second amended complaint.  OnDecember 7, 2018, DBNTC and DBTCA filed a motion for summary judgment. Also on December 7, 2018, Commerzbank, jointly with the Phoenix Light plaintiffs,filed a motion for partial summary judgment.

On December 30, 2015, IKB International, S.A. in Liquidationand IKB Deutsche Industriebank A.G. (collectively, “IKB”), as aninvestor in 37 RMBS trusts, filed a summons with notice in the Supreme Court ofthe State of New York, New York County, against DBNTC and DBTCA as trustees ofthe trusts.  On May 27, 2016, IKB served its complaint asserting claimsfor breach of contract, breach of fiduciary duty, breach of duty to avoidconflicts of interest, violation of the Streit Act, violation of the TIA,violation of Regulation AB, and violation of Section 9 of the UniformCommercial Code.  IKB alleges that DBNTC and DBTCA are liable for overU.S. $268 million in damages.  On October 5, 2016, DBNTC and DBTCA, togetherwith several other trustees defending lawsuits by IKB, filed a joint motion todismiss.  On January 6, 2017 and June 20, 2017, IKB voluntarily dismissedwith prejudice all claims as to seven trusts.  As of March 1, 2019, DBNTCand DBTCA’s motion to dismiss has been briefed and is awaiting decision by thecourt.

It is DBTCA’s belief that it has no pending legal proceedings(including, based on DBTCA’s present evaluation, the litigation disclosed inthe foregoing paragraphs) that would materially affect its ability to performits duties under the related servicing agreement for this transaction.

In the ordinary course of business, Citibank, N.A. (“Citibank”)is involved in a number of legal proceedings, including in connection with itsrole as trustee of certain RMBS transactions.  Certain of these Citibankas trustee-related matters are disclosed herein. 

On June 18, 2014, a civil action was filed against Citibankin the Supreme Court of the State of New York by a group of investors in 48private-label RMBS trusts for which Citibank allegedly serves or did serve astrustee, asserting claims for purported violations of the Trust Indenture Actof 1939 (the “Trust Indenture Act”), breach of contract, breach offiduciary duty and negligence based on Citibank’s alleged failure to performits duties as trustee for the 48 RMBS trusts.  On November 24, 2014,plaintiffs sought leave to withdraw this action.  On the same day, asmaller subset of similar plaintiff investors in 27 private-label RMBS trustsfor which Citibank allegedly serves or did serve as trustee, filed a new civilaction against Citibank in the United States District Court for the SouthernDistrict of New York asserting similar claims as the prior action filed instate court.  In January 2015, the court closed plaintiffs’ original statecourt action.  On September 8, 2015, the federal court dismissed allclaims as to 24 of the 27 trusts and allowed certain of the claims to proceedas to the other three trusts. Subsequently, plaintiffs voluntarily dismissed allclaims with respect to two of the three trusts. On April 7, 2017, Citibankfiled a motion for summary judgment. Plaintiffs filed its consolidatedopposition brief and cross motion for partial summary judgment on May 22,2017.  Briefing on those motions was completed on August 4, 2017. On March22, 2018, the court granted Citibank’s motion for summary judgment in itsentirety, denied Plaintiffs’ motion for summary judgment and ordered the clerkto close the case. On April 20, 2018, plaintiffs filed a notice of appeal.Plaintiffs’ opening brief was filed on August 3, 2018. Citibank filed itsopposition on November 2, 2018.  Plaintiffs’ filed their reply on November16, 2018.

On November 24, 2015, the same investors that brought thefederal case brought a new civil action in the Supreme Court of the State ofNew York related to 25 private-label RMBS trusts for which Citibank allegedlyserves or did serve as trustee.  This case includes the 24 trustspreviously dismissed in the federal action, and one additional trust.  Theinvestors assert claims for breach of contract, breach of fiduciary duty,breach of duty to avoid conflicts of interest, and violation of New York’sStreit Act (the “Streit Act”).  Following oral argument onCitibank’s motion to dismiss, Plaintiffs filed an amended complaint on August5, 2016.  On June 27, 2017, the state court issued a decision, dismissingthe Event of Default claims, mortgage-file-related claims, the fiduciary dutyclaims, and the conflict of interest claims.  The decision sustainedcertain breach of contract claims including the claim alleging discovery ofbreaches of representations and warranties, a claim related to robo-signing,and the implied covenant of good faith claim.  Citibank appealed the lowercourt’s decision, and on January 16, 2018, the Appellate Division, FirstDepartment, dismissed the claims related to robo-signing and the impliedcovenant of good faith, but allowed plaintiffs’ claim alleging discovery ofbreaches of representations and warranties to proceed.  

On August 19, 2015, the Federal Deposit Insurance Corporation(“FDIC”) as Receiver for a failed financial institution filed a civilaction against Citibank in the Southern District of New York.  This actionrelates to one private-label RMBS trust for which Citibank formerly served astrustee.  FDIC asserts claims for breach of contract, violation of theStreit Act, and violation of the Trust Indenture Act. Citibank jointly briefeda motion to dismiss with The Bank of New York Mellon and U.S. Bank, N.A., entitiesthat have also been sued by FDIC in their capacity as trustee, and these caseshave all been consolidated in front of Judge Carter.  On September 30,2016, the Court granted the motion to dismiss without prejudice for lack ofsubject matter jurisdiction.  On October 14, 2016, FDIC filed a motion forreargument or relief from judgment from the Court’s dismissal order.  OnJuly 11, 2017, Judge Carter ruled on the motion for reconsideration regardinghis dismissal of the action.  He denied reconsideration of his decision onstanding, but granted leave to amend the complaint by October 9, 2017. The FDIC subsequently requested an extension of time to file its amendedcomplaint, which was granted. The FDIC filed its amended complaint on December8, 2017. Defendants jointly filed a motion to dismiss the amended complaint onMarch 13, 2018.  On April 18, 2018, plaintiff filed its opposition.Defendants filed their joint reply on May 3, 2018.

There can be no assurances as to the outcome of litigation orthe possible impact of litigation on the trustee or the RMBS trusts. However, Citibank denies liability and continues to vigorously defend againstthese litigations.  Furthermore, neither the above-disclosed litigationsnor any other pending legal proceeding involving Citibank will materiallyaffect Citibank’s ability to perform its duties under the related servicingagreement for this CMBS transaction.

Since 2014 various plaintiffs or groups of plaintiffs,primarily investors, have filed claims against U.S. Bank National Association(“U.S. Bank”), in its capacity as trustee or successor trustee (as thecase may be) under certain residential mortgage backed securities (“RMBS”)trusts.  The plaintiffs or plaintiff groups have filed substantiallysimilar complaints against other RMBS trustees, including Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and Wells Fargo.  The complaintsagainst U.S. Bank allege the trustee caused losses to investors as a result ofalleged failures by the sponsors, mortgage loan sellers and servicers for theseRMBS trusts and assert causes of action based upon the trustee's purportedfailure to enforce repurchase obligations of mortgage loan sellers for allegedbreaches of representations and warranties concerning loan quality.  The complaintsalso assert that the trustee failed to notify securityholders of purportedevents of default allegedly caused by breaches of servicing standards bymortgage loan servicers and that the trustee purportedly failed to abide by aheightened standard of care following alleged events of default.  

Currently U.S. Bank is a defendant in multiple actionsalleging individual or class action claims against the trustee with respect tomultiple trusts as described above.  Previously, U.S. Bank disclosed thatthe most substantial case was:  BlackRock Balanced Capital Portfolio et alv. U.S. Bank National Association, No. 605204/2015 (N.Y. Sup. Ct.) (classaction alleging claims with respect to approximately 770 trusts) and itscompanion case BlackRock Core Bond Portfolio et al v. U.S Bank NationalAssociation, No. 14-cv-9401 (S.D.N.Y.) (collectively, the “BlackRock cases”).U.S. Bank has entered into a settlement agreement that will resolve theBlackRock cases following approval of the dismissals by the applicablecourt.  Some of the trusts implicated in the aforementioned Blackrockcases, as well as other trusts, are involved in actions brought by separategroups of plaintiffs related to no more than 100 trusts per case.

U.S. Bank cannot assure you as to the outcome of any of thelitigation, or the possible impact of these litigations on the trustee or theRMBS trusts. However, U.S. Bank denies liability and believes that it hasperformed its obligations under the RMBS trusts in. good faith, that itsactions were not the cause of losses to investors and that it has meritoriousdefenses, and it intends to contest the plaintiffs’ claims vigorously.

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

The information regarding this Item has been previouslyprovided in a prospectus supplement of the Registrant relating to the issuingentity filed on July 31, 2015 pursuant to Rule 424(b)(5).

**Item 1122 of Regulation AB, Compliance with ApplicableServicing Criteria.**

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the mortgage loans are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit Oto the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1to this Annual Report on Form 10-K is a chart identifying the entitiesparticipating in a servicing function for the transaction responsible for eachapplicable servicing criteria set forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Selig Office Portfolio MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the CGCMT 2015-GC29 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the CGCMT 2015-GC29 Transactionincorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theCGCMT 2015-GC29 Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the US Storage Mart PortfolioMortgage Loan, which is being serviced and administered pursuant to the trustand servicing agreement for the CGBAM 2015-SMRT Transaction, are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit Lto the trust and servicing agreement for the CGBAM 2015-SMRT Transactionincorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K isa chart identifying the entities participating in a servicing function for theCGBAM 2015-SMRT Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Alderwood Mall Mortgage Loan,which is being serviced and administered pursuant to the trust and servicingagreement for the MSCCG 2015-ALDR Transaction, are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Exhibit L to the trust andservicing agreement for the MSCCG 2015-ALDR Transaction incorporated byreference as Exhibit 4.4 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the MSCCG2015-ALDR Transaction responsible for each applicable servicing criteria setforth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Dallas Market Center MortgageLoan, which is being serviced and administered pursuant to the pooling andservicing agreement for the GSMS 2015-GC30 Transaction, are attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Exhibit O to thepooling and servicing agreement for the GSMS 2015-GC30 Transaction incorporatedby reference as Exhibit 4.5 to this Annual Report on Form 10-K is a chartidentifying the entities participating in a servicing function for the GSMS2015-GC30 Transaction responsible for each applicable servicing criteria setforth in Item 1122(d).

The reports on assessments of compliance with the servicingcriteria for asset-backed securities and related attestation reports on suchassessments of compliance with respect to the Kaiser Center Mortgage Loan,which is being serviced and administered pursuant to the pooling and servicingagreement for the CGCMT 2015-P1 Transaction, are attached hereto under Item 15to this Annual Report on Form 10-K. Attached as Exhibit O to the pooling andservicing agreement for the CGCMT 2015-P1 Transaction incorporated by referenceas Exhibit 4.6 to this Annual Report on Form 10-K is a chart identifying theentities participating in a servicing function for the CGCMT 2015-P1Transaction responsible for each applicable servicing criteria set forth inItem 1122(d).

The report on assessment of compliance with applicableservicing criteria furnished pursuant to Item 1122 of Regulation AB by MidlandLoan Services, a Division of PNC Bank National Association discloses that amaterial instance of noncompliance occurred, as described below:

Material Instance of Noncompliance

In certain instances, the ScheduleAL Files (Item 1125 of Regulation AB) were not reported in accordance with theterms specified in the transaction agreements, in conflict with Item1122(d)(3)(i): “Reports to investors, including those to be filed with theCommission, are maintained in accordance with the transaction agreements andapplicable Commission requirements. Specifically, such reports: (A) Areprepared in accordance with timeframes and other terms set forth in thetransaction agreements”.  The noncompliance consisted of omitted orinaccurately reported numbers due to the following: (1) the initial setup filescontained information at the asset level, and Midland was required to manuallycompile the information to present it at the loan level as required by ScheduleAL; and (2) certain reporting requirements required manual processing by Midland,including the use of various data computation formulas, quality control checksand analysis.

The identified instances did notinvolve the servicing of assets included in this securitization.

Steps Taken to Remedy the Material Instance of Noncompliance

Midland is currently remediating theSchedule AL reporting for the CMBS transactions found to be incorrect, and willbe making improvements to its systems, processes and procedures to support itsSchedule AL reporting obligations.

The report on assessment of compliance with applicableservicing criteria furnished pursuant to Item 1122 of Regulation AB byCWCapital Asset Management LLC (“CWCAM”) discloses that a materialinstance of noncompliance occurred, as described below:

Material Instance of Noncompliance:

1122(d)(2)(vii): “Reconciliationsare prepared on a monthly basis for all asset-backed securities related bankaccounts, including custodial accounts and related bank clearing accounts.These reconciliations: (A) are mathematically accurate; (B) are prepared within30 calendar days after the bank statement cutoff date, or such other number ofdays specified in the transaction agreements; (C) are reviewed and approved bysomeone other than the person who prepared the reconciling items; and (D)contain explanations for reconciling items. These reconciling items areresolved within 90 calendar days of their original identification, or suchother number of days specified in the transaction agreements.”

The instance of materialnoncompliance, for the reporting period included a failure to complete therequired bank reconciliations within 30 calendar days after the bank statementcutoff date.  In five of the twelve months related to the reportingperiod, the required reconciliations were not completed within the 30 calendardays requirement as follows: 

February 2018: bank reconciliationswere prepared on June 22, 2018

March 2018: bank reconciliationswere prepared on May 1, 2018

September 2018: bankreconciliations were prepared on November 6, 2018

November 2018: bank reconciliationswere prepared on February 19, 2019

December 2018: bank reconciliationswere prepared on February 6, 2019

The identified instances did notinvolve the servicing of assets included in this securitization.

Steps Taken to Remedy the Material Instance of Noncompliance

In response to the lack of adherenceto company policy and procedures, CWCAM’s Compliance Committee reviewed thereasons for noncompliance and added two additional procedures to supplement itsexisting procedures: 

1) the accountingdepartment has added the completion of bank account reconciliations within 30calendar days to its monthly closing checklist, which is reviewed and signedoff by a CWCAM officer; and 

2) the Chief Financial Officer hasset up a monthly electronic reminder requiring that the completed bankreconciliations be forwarded to the CFO for an additional layer of review.

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

The servicer compliance statements are attached as Exhibitsto this Annual Report on Form 10-K.

**PART IV**

**Item 15. Exhibits, Financial Statement Schedules**

(a) The following is a list of documents filed as part ofthis Annual Report on Form 10-K:

(1) Not applicable

(2) Not applicable

(3) See below

 

4.1          Poolingand Servicing Agreement, dated as of July 1, 2015, by and among GS MortgageSecurities Corporation II, as Depositor, Midland Loan Services, a Division of PNCBank, National Association, as Master Servicer, CWCapital Asset Management LLC,as Special Servicer, Park Bridge Lender Services LLC, as Operating Advisor,Wells Fargo Bank, National Association, as Certificate Administrator and WellsFargo Bank, National Association, as Trustee (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K filed on July 31, 2015 under CommissionFile No. 333-191331-09 and incorporated by reference herein).

4.2          Poolingand Servicing Agreement, dated as of April 1, 2015, by and among CitigroupCommercial Mortgage Securities Inc., as Depositor, Midland Loan Services, aDivision of PNC Bank, National Association, as Master Servicer, Midland LoanServices, a Division of PNC Bank, National Association, as Special Servicer,Situs Holdings, LLC, as Operating Advisor, Citibank, N.A., as CertificateAdministrator and Deutsche Bank Trust Company Americas, as Trustee (filed asExhibit 4.3 to the registrant’s Current Report on Form 8-K filed on July 31,2015 under Commission File No. 333-191331-09 and incorporated by referenceherein).

4.3          Trustand Servicing Agreement, dated as of May 6, 2015, by and among 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 (filed as Exhibit 4.5 to the registrant’s Current Report on Form8-K filed on July 31, 2015 under Commission File No. 333-191331-09 andincorporated by reference herein).

4.4          Trustand Servicing Agreement, dated as of May 5, 2015, by and among Morgan StanleyCapital I Inc., as Depositor, KeyBank National Association, as Servicer andSpecial Servicer and Wells Fargo Bank, National Association, as CertificateAdministrator and Trustee (filed as Exhibit 4.4 to the registrant’s CurrentReport on Form 8-K filed on July 31, 2015 under Commission File No.333-191331-09 and incorporated by reference herein).

4.5          Poolingand Servicing Agreement, dated as of May 1, 2015, by and among GS MortgageSecurities Corporation II, as Depositor, Midland Loan Services, a Division ofPNC Bank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, Trimont RealEstate Advisors, Inc., as Operating Advisor, U.S. Bank National Association, asCertificate Administrator and U.S. Bank National Association, as Trustee (filedas Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on July 31,2015 under Commission File No. 333-191331-09 and incorporated by referenceherein).

4.6          Poolingand Servicing Agreement, dated as of August 1, 2015, by and among CitigroupCommercial Mortgage Securities Inc., as Depositor, Wells Fargo Bank, NationalAssociation, as Master Servicer, LNR Partners, LLC, as Special Servicer, ParkBridge Lender Services LLC, as Operating Advisor, Citibank, N.A., as CertificateAdministrator, Deutsche Bank Trust Company Americas, as Trustee and Wells FargoBank, National Association, as Custodian (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K/A filed on February 24, 2016 underCommission File No. 333-191331-09 and incorporated by reference herein).

4.7          Co-LenderAgreement, dated as of July 8, 2015, by and between Citigroup Global MarketsRealty Corp., as Initial Note A-1 Holder, and Citigroup Global Markets RealtyCorp., as Initial Note A-2 Holder (filed as Exhibit 4.2 to the registrant’sCurrent Report on Form 8-K filed on February 24, 2016 under Commission File No.333-191331-09 and incorporated by reference herein).

10.1        MortgageLoan Purchase Agreement, dated as of July 1, 2015, between GS Mortgage SecuritiesCorporation II and Goldman Sachs Mortgage Company (filed as Exhibit 10.1 to theregistrant’s Current Report on Form 8-K filed on July 31, 2015 under CommissionFile No. 333-191331-09 and incorporated by reference herein).

10.2        MortgageLoan Purchase Agreement, dated as of July 1, 2015, between GS MortgageSecurities Corporation II and Citigroup Global Markets Realty Corp. (filed asExhibit 10.2 to the registrant’s Current Report on Form 8-K filed on July 31,2015 under Commission File No. 333-191331-09 and incorporated by referenceherein).

10.3        MortgageLoan Purchase Agreement, dated as of July 1, 2015, between GS MortgageSecurities Corporation II and Cantor Commercial Real Estate Lending, L.P.(filed as Exhibit 10.4 to the registrant’s Current Report on Form 8-K filed onJuly 31, 2015 under Commission File No. 333-191331-09 and incorporated byreference herein).

10.4        MortgageLoan Purchase Agreement, dated as of July 1, 2015, between GS MortgageSecurities Corporation II and Starwood Mortgage Funding I LLC (filed as Exhibit10.3 to the registrant’s Current Report on Form 8-K filed on July 31, 2015under Commission File No. 333-191331-09 and incorporated by reference herein).

10.5        MortgageLoan Purchase Agreement, dated as of July 1, 2015, between GS MortgageSecurities Corporation II and MC-Five Mile Commercial Mortgage Finance LLC(filed as Exhibit 10.5 to the registrant’s Current Report on Form 8-K filed onJuly 31, 2015 under Commission File No. 333-191331-09 and incorporated byreference herein).

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

33           Reportson assessment of compliance with servicing criteria for asset-backedsecurities.

 

33.1       Midland Loan Services,a Division of PNC Bank, National Association, as Master Servicer

33.2        CWCapital Asset ManagementLLC, as Special Servicer

33.3        Wells Fargo Bank, NationalAssociation, as Trustee and Certificate Administrator

33.4        Wells Fargo Bank, NationalAssociation, as Custodian

33.5        Park Bridge Lender ServicesLLC, as Operating Advisor

33.6        Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the AscentiaMHC Portfolio Mortgage Loan (see Exhibit 33.1) 

33.7        CWCapital Asset ManagementLLC, as Special Servicer of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 33.2) 

33.8        Wells Fargo Bank, NationalAssociation, as Trustee and Certificate Administrator of the Ascentia MHCPortfolio Mortgage Loan (see Exhibit 33.3) 

33.9        Wells Fargo Bank, NationalAssociation, as Custodian of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 33.4) 

33.10      Park Bridge Lender ServicesLLC, as Operating Advisor of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 33.5) 

33.11      Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 33.1) 

33.12      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 33.1) 

33.13      Deutsche Bank Trust CompanyAmericas, as Trustee and Custodian of the Selig Office Portfolio Mortgage Loan

33.14      Citibank, N.A., asCertificate Administrator of the Selig Office Portfolio Mortgage Loan

33.15      SitusHoldings, LLC, as Operating Advisor of the Selig Office Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

 

33.16     Midland Loan Services,a Division of PNC Bank, National Association, as Primary Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 33.1) 

33.17      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 33.1) 

33.18      Deutsche Bank Trust CompanyAmericas, as Trustee and Custodian of the US Storage Mart Portfolio MortgageLoan (see Exhibit 33.13) 

33.19      Citibank, N.A., asCertificate Administrator of the US Storage Mart Portfolio Mortgage Loan (seeExhibit 33.14) 

33.20      KeyBank National Association, asPrimary Servicer of the Alderwood Mall Mortgage Loan (Omitted. See ExplanatoryNotes.)

33.21      KeyBankNational Association, as Special Servicer of the Alderwood Mall Mortgage Loan(Omitted. See Explanatory Notes.)

 

33.22     Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the AlderwoodMall Mortgage Loan (see Exhibit 33.3) 

33.23      Wells Fargo Bank, NationalAssociation, as Custodian of the Alderwood Mall Mortgage Loan (see Exhibit33.4) 

33.24      Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the DallasMarket Center Mortgage Loan (see Exhibit 33.1) 

33.25      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the DallasMarket Center Mortgage Loan (see Exhibit 33.1) 

33.26      U.S. Bank NationalAssociation, as Trustee, Certificate Administrator and Custodian of the DallasMarket Center Mortgage Loan

33.27      Trimont Real EstateAdvisors, Inc., as Operating Advisor of the Dallas Market Center Mortgage Loan

33.28      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Kaiser Center Mortgage Loan

33.29      LNR Partners, LLC, asSpecial Servicer of the Kaiser Center Mortgage Loan

33.30      Deutsche Bank Trust CompanyAmericas, as Trustee of the Kaiser Center Mortgage Loan (see Exhibit 33.13) 

33.31      Citibank, N.A., asCertificate Administrator of the Kaiser Center Mortgage Loan (see Exhibit33.14) 

33.32      Wells Fargo Bank, NationalAssociation, as Custodian of the Kaiser Center Mortgage Loan (see Exhibit 33.4)

33.33      Park Bridge Lender ServicesLLC, as Operating Advisor of the Kaiser Center Mortgage Loan (see Exhibit 33.5)

33.34      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the Kaiser CenterMortgage Loan

33.35      National Tax Search, LLC, asServicing Function Participant of the Kaiser Center Mortgage Loan

34           Attestationreports on assessment of compliance with servicing criteria for asset-backedsecurities.

 

34.1       Midland Loan Services,a Division of PNC Bank, National Association, as Master Servicer

34.2        CWCapital Asset ManagementLLC, as Special Servicer

34.3        Wells Fargo Bank, NationalAssociation, as Trustee and Certificate Administrator

34.4        Wells Fargo Bank, NationalAssociation, as Custodian

34.5        Park Bridge Lender ServicesLLC, as Operating Advisor

34.6        Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the AscentiaMHC Portfolio Mortgage Loan (see Exhibit 34.1) 

34.7        CWCapital Asset ManagementLLC, as Special Servicer of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 34.2) 

34.8        Wells Fargo Bank, NationalAssociation, as Trustee and Certificate Administrator of the Ascentia MHCPortfolio Mortgage Loan (see Exhibit 34.3) 

34.9        Wells Fargo Bank, NationalAssociation, as Custodian of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 34.4) 

34.10      Park Bridge Lender ServicesLLC, as Operating Advisor of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 34.5) 

34.11      Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 34.1) 

34.12      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 34.1) 

34.13      Deutsche Bank Trust CompanyAmericas, as Trustee and Custodian of the Selig Office Portfolio Mortgage Loan

34.14      Citibank, N.A., asCertificate Administrator of the Selig Office Portfolio Mortgage Loan

34.15      SitusHoldings, LLC, as Operating Advisor of the Selig Office Portfolio Mortgage Loan(Omitted. See Explanatory Notes.)

 

34.16     Midland Loan Services,a Division of PNC Bank, National Association, as Primary Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 34.1) 

34.17      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 34.1) 

34.18      Deutsche Bank Trust CompanyAmericas, as Trustee and Custodian of the US Storage Mart Portfolio MortgageLoan (see Exhibit 34.13) 

34.19      Citibank, N.A., asCertificate Administrator of the US Storage Mart Portfolio Mortgage Loan (seeExhibit 34.14) 

34.20      KeyBank National Association, as PrimaryServicer of the Alderwood Mall Mortgage Loan (Omitted. See Explanatory Notes.)

34.21     KeyBank National Association, as Special Servicer of the Alderwood MallMortgage Loan (Omitted. See Explanatory Notes.)

 

34.22     Wells Fargo Bank,National Association, as Trustee and Certificate Administrator of the AlderwoodMall Mortgage Loan (see Exhibit 34.3) 

34.23      Wells Fargo Bank, NationalAssociation, as Custodian of the Alderwood Mall Mortgage Loan (see Exhibit34.4) 

34.24      Midland Loan Services, a Divisionof PNC Bank, National Association, as Primary Servicer of the Dallas MarketCenter Mortgage Loan (see Exhibit 34.1) 

34.25      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the DallasMarket Center Mortgage Loan (see Exhibit 34.1) 

34.26      U.S. Bank NationalAssociation, as Trustee, Certificate Administrator and Custodian of the DallasMarket Center Mortgage Loan

34.27      Trimont Real EstateAdvisors, Inc., as Operating Advisor of the Dallas Market Center Mortgage Loan

34.28      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Kaiser Center Mortgage Loan

34.29      LNR Partners, LLC, asSpecial Servicer of the Kaiser Center Mortgage Loan

34.30      Deutsche Bank Trust CompanyAmericas, as Trustee of the Kaiser Center Mortgage Loan (see Exhibit 34.13) 

34.31     Citibank, N.A., asCertificate Administrator of the Kaiser Center Mortgage Loan (see Exhibit34.14) 

34.32      Wells Fargo Bank, NationalAssociation, as Custodian of the Kaiser Center Mortgage Loan (see Exhibit 34.4)

34.33      Park Bridge Lender ServicesLLC, as Operating Advisor of the Kaiser Center Mortgage Loan (see Exhibit 34.5)

34.34      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the Kaiser CenterMortgage Loan

34.35      National Tax Search, LLC, asServicing Function Participant of the Kaiser Center Mortgage Loan

35          Servicer compliance statements.

 

35.1       Midland Loan Services,a Division of PNC Bank, National Association, as Master Servicer

35.2        CWCapital Asset ManagementLLC, as Special Servicer

35.3        Wells Fargo Bank, NationalAssociation, as Certificate Administrator

35.4        Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the AscentiaMHC Portfolio Mortgage Loan (see Exhibit 35.1) 

35.5        CWCapital Asset ManagementLLC, as Special Servicer of the Ascentia MHC Portfolio Mortgage Loan (seeExhibit 35.2) 

35.6        Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Ascentia MHC PortfolioMortgage Loan (see Exhibit 35.3) 

35.7        Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 35.1) 

35.8        Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the SeligOffice Portfolio Mortgage Loan (see Exhibit 35.1) 

35.9        Citibank, N.A., asCertificate Administrator of the Selig Office Portfolio Mortgage Loan

35.10      Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 35.1) 

35.11      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the USStorage Mart Portfolio Mortgage Loan (see Exhibit 35.1) 

35.12      Citibank, N.A., as CertificateAdministrator of the US Storage Mart Portfolio Mortgage Loan (see Exhibit 35.9)

35.13      KeyBank National Association, as Primary Servicer of the Alderwood MallMortgage Loan (Omitted. See Explanatory Notes.)

35.14      KeyBank National Association, as Special Servicer of the Alderwood MallMortgage Loan (Omitted. See Explanatory Notes.)

 

35.15     Wells Fargo Bank,National Association, as Certificate Administrator of the Alderwood MallMortgage Loan (see Exhibit 35.3) 

35.16      Midland Loan Services, aDivision of PNC Bank, National Association, as Primary Servicer of the DallasMarket Center Mortgage Loan (see Exhibit 35.1) 

35.17      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the DallasMarket Center Mortgage Loan (see Exhibit 35.1) 

35.18      U.S.Bank National Association, as Certificate Administrator of the Dallas MarketCenter Mortgage Loan (Omitted. See Explanatory Notes.)

 

35.19     Wells Fargo Bank,National Association, as Primary Servicer of the Kaiser Center Mortgage Loan

35.20      LNR Partners, LLC, asSpecial Servicer of the Kaiser Center Mortgage Loan

35.21      Citibank, N.A., asCertificate Administrator of the Kaiser Center Mortgage Loan (see Exhibit 35.9)

(b)   The exhibits required to be filed by the Registrant pursuant toItem 601 of Regulation S-K are listed above.

(c)    Not Applicable.

 

**SIGNATURES**

Pursuant to the requirements of Section 13 or 15(d) of theSecurities Exchange Act of 1934, the registrant has duly caused this report tobe signed on its behalf by the undersigned, thereunto duly authorized.

GS Mortgage Securities CorporationII(Depositor)

/s/ LeahNivison

LeahNivison, Chief Executive Officer

(senior officer in charge ofsecuritization of the depositor)

Date: March 26, 2019