**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, 2022or**

**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: 333-172143-05**

**Central Index Key Number of the issuing entity:0001554776**

**COMM 2012-CCRE2 Mortgage Trust**

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

** **

**Central Index Key Number of the depositor: 0001013454**

**Deutsche Mortgage & AssetReceiving Corporation**

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

** **

**Central Index Key Number of the sponsor: 0001541294**

**German American Capital Corporation**

**(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: 0001541468**

**Ladder Capital Finance 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)** | **38-3880121**

**38-3880122**

**38-7047685**

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

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

**c/o Computershare Trust Company, National Association, as agent for**

**Wells Fargo Bank, National Association**

**as Certificate Administrator**

**9062 Old Annapolis Road**

**Columbia, MD**

**(Address of principalexecutive offices of the issuing entity)**

**21045**

**(Zip Code)**

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

**(212) 250-2500**

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

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

 

 

Securities registered pursuant to Section 12(g) of theAct:  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 every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (Section 232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).

Not applicable.

Indicate by check mark whether the registrant is a largeaccelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “largeaccelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act.

Large acceleratedfiler        o                                                                                                       Acceleratedfiler                                     o

Non-acceleratedfiler          ⌧  (Do not check if asmaller reporting company)                          Smaller reporting company                    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 has filed areport on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat prepared or issued its audit report. o

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

Indicate by check mark whether any of those error correctionsare restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during therelevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shellcompany (as defined in Rule 12b-2 of the Act).  o Yes ⌧ 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.

 

** **

**EXPLANATORY NOTES**

The Crossgates Mall Mortgage Loan, whichconstituted approximately 5.4% of the asset pool of the issuing entity as ofits cut-off date, is an asset of the issuing entity and is part of a loancombination that includes the Crossgates Mall Mortgage Loan and two other *paripassu* loans, which are not assets of the issuing entity. This loancombination, including the Crossgates Mall Mortgage Loan, is being serviced andadministered pursuant to the Pooling and Servicing Agreement, which isincorporated by reference as Exhibit 4.1 to this Annual Report on Form 10-K. 

The Exhibit Index describesexhibits provided by certain parties (in their capacities indicated on theExhibit Index) with respect to the 260 and 261 Madison Avenue Mortgage Loan,which constituted approximately 7.9% of the asset pool of the issuing entity asof its cut-off date.  The 260 and 261 Madison Avenue Mortgage Loan is anasset of the issuing entity and is part of a loan combination that includes the260 and 261 Madison Avenue Mortgage Loan and one other *pari passu* loan,which is not an asset of the issuing entity.This loan combination, includingthe 260 and 261 Madison Avenue Mortgage Loan, was serviced under the Poolingand Servicing Agreement for the issuing entity prior to the closing of thesecuritization of the other *pari passu* portion of the 260 and 261Madison Avenue loan combination in the COMM 2012-CCRE3 Mortgage Trusttransaction, Commission File Number 333-172143-06 (the “COMM 2012-CCRE3Transaction”).  After the closing of the COMM 2012-CCRE3 Transactionon October 18, 2012, this loan combination, including the 260 and 261 MadisonAvenue Mortgage Loan was, and will continue to be, serviced and administeredpursuant to the pooling and servicing agreement with respect to the COMM2012-CCRE3 Transaction, which is incorporated by reference as Exhibit 4.2 tothis Annual Report on Form 10-K.

The master servicer of a poolingand servicing agreement or trust and servicing agreement also functions as theprimary servicer of the related mortgage loans serviced and administeredpursuant to such agreement unless a separate primary servicer is identifiedherein.  If this report does not identify a separate primary servicer, theservicer compliance statement provided by the master servicer under any suchagreement also encompasses its responsibilities as primary servicer of therelated mortgage loan or mortgage loans.

Wells Fargo Bank, NationalAssociation is the master servicer and certificate administrator of the mortgageloans serviced under the Pooling and Servicing Agreement and the primaryservicer of the 260 and 261 Madison Avenue 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.

U.S. Bank National Associationacts as trustee of the mortgage loans serviced under the Pooling and ServicingAgreement and the 260 and 261 Madison Avenue Mortgage Loan prior to October 17,2022, and U.S. Bank Trust Company, National Association acts as trustee of themortgage loans serviced under the Pooling and Servicing Agreement and the 260and 261 Madison Avenue Mortgage Loan on and after October 17, 2022. Pursuant to the Pooling and Servicing Agreement and the pooling and servicingagreement for the COMM 2012-CCRE3 Transaction, the trustee is required toprovide an assessment of compliance with applicable servicing criteria solelywith respect to Item 1122(d)(2)(iii) of Regulation AB (regarding advances offunds or guarantees regarding collections, cash flows or distributions, and anyinterest or other fees charged for such advances, are made, reviewed andapproved as specified in the transaction agreements). However, during thereporting period, the trustee did not perform any servicing function withrespect to the servicing criteria specified in Item 1122(d)(2)(iii) ofRegulation AB.  The master servicer or the special servicer, to the extentrequired, performed the servicing function identified with respect to Item1122(d)(2)(iii) of Regulation AB, and each such party included Item1122(d)(2)(iii) of Regulation AB in the assessment of compliance withapplicable servicing criteria and accountant’s attestation report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of the mortgage loans serviced underthe Pooling and Servicing Agreement and the 260 and 261 Madison Avenue MortgageLoan have delivered one or more assessments of compliance with respect to Item1122(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 Solutions, LLC.  Thisentity was engaged by the master servicer under the Pooling and ServicingAgreement and the primary servicer of the 260 and 261 Madison Avenue MortgageLoan to remit tax payments received from the escrow accounts of borrowers tolocal taxing authorities, to report tax amounts due, to verify tax parcelinformation, and to verify non-escrow tax payments. These servicing functionsare included within the servicing criteria set forth in Items 1122(d)(4)(xi)and 1122(d)(4)(xii) of Regulation AB.  Therefore, under theprinciples-based definition of “servicer” set forth in Item 1101(j) of RegulationAB that looks to the functions that an entity performs, this vendor is a“servicer” for the purposes of Item 1122 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

This Annual Report on Form 10-Kincludes an assessment of compliance with applicable servicing criteria,accountants’ attestation report and servicer compliance statement fromComputershare Trust Company, National Association (“CTCNA”).  CTCNAwas engaged by Wells Fargo Bank, National Association (“Wells Fargo”),in its capacity as certificate administrator and custodian, to perform certainspecified servicing functions identified in the assessment of compliance withapplicable servicing criteria and accountants’ attestation reports.  WellsFargo engaged CTCNA in connection with the sale of Wells Fargo’s corporatetrust services business to CTCNA and its affiliates.  Further, under theprinciples-based definition of “servicer” set forth in Item 1101(j) ofRegulation AB that looks to the functions that an entity performs, this partyis a “servicer” for the purposes of Item 1123 of Regulation AB.  *See*Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

Theassessment of compliance with applicable servicing criteria, accountants’attestation report and servicer compliance statement of the certificateadministrator of the 260 and 261 Madison Avenue Mortgage Loan is omitted fromthis Annual Report on Form 10-K as the certificate administrator pursuant tothe related pooling and servicing agreement or trust and servicing agreementdoes not perform any activities that address servicing criteria with respect tothe issuing entity and because it is not a “servicer” that meets the criteriain Item 1108(a)(2)(i) through (iii) of Regulation AB.

With respect to the *pari passu*loan combination that includes the 260 and 261 Madison Avenue Mortgage Loan,the servicer compliance statement of KeyBank National Association as specialservicer of the 260 and 261 Madison Avenue Mortgage Loan listed on the ExhibitIndex is omitted from this Annual Report on Form 10-K as it is not required byItem 1123 of Regulation AB to be included on this Annual Report on Form 10-Kbecause it is 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,Related Stockholder Matters and Issuer Purchases of Equity Securities.**

Omitted.

**Item 6. **

[Reserved]

**Item 7.  Management’s Discussion and Analysis ofFinancial Condition and Results of Operations.**

Omitted.

**Item 7A.  Quantitative and Qualitative DisclosuresAbout Market Risk.**

Omitted.

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

Omitted.

**Item 9.  Changes in and Disagreements WithAccountants on Accounting and Financial Disclosure.**

Omitted.

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

Omitted.

**Item 9B.  Other Information.**

None.

**Item 9C.  Disclosure Regarding Foreign Jurisdictionsthat Prevent Inspections.**

None.

**PART III**

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

Omitted.

**Item 11.  Executive Compensation.**

Omitted.

**Item 12.  Security Ownership of Certain BeneficialOwners and Management and Related Stockholder Matters.**

Omitted.

**Item 13.  Certain Relationships and RelatedTransactions, and Director Independence.**

Omitted.

**Item 14.  Principal Accountant 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 EnhancementProvider Financial 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 registrantknows of no material pending legal proceeding involving the trust or any partyrelated to the trust, other than routine litigation incidental to the duties ofthose respective parties, and the following, with respect to Deutsche BankTrust Company Americas, as certificate administrator and as custodian, U.S.Bank National Association, as trustee, and Wells Fargo Bank, National Association,as certificate administrator and as custodian.

Deutsche Bank Trust Company Americas (“DBTCA”) and DeutscheBank National Trust Company (“DBNTC”) have been sued by investors in civillitigation concerning their role as trustees of certain residentialmortgage-backed securities (“RMBS”) trusts. 

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 among the parties,the BlackRock SDNY Case was dismissed on December 6, 2018, and the BlackRockCalifornia 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, in whichthe plaintiffs previously alleged incorrectly that DBNTC served as trustee forall 43 of the trusts at issue.  On September 27, 2017, plaintiffs filed athird amended complaint that names DBTCA as a defendant in addition toDBNTC.  DBTCA serves as trustee for one of the 43 trusts at issue. DBNTC serves as trustee for the other 42 trusts at issue.  Plaintiffs’third amended complaint brings claims for violation of the U.S. Trust IndentureAct of 1939 (“TIA”); breach of contract; breach of fiduciary duty; negligenceand gross negligence; violation of New York’s Streit Act; and breach of thecovenant of good faith.  However, in the third amended complaint,plaintiffs acknowledge that, before DBTCA was added to the case, the courtdismissed plaintiffs’ TIA Act claims, negligence and gross negligence claims,Streit Act claims, claims for breach of the covenant of good faith, and certaintheories of plaintiffs’ breach of contract claims, and plaintiffs only includethese claims to preserve any rights on appeal.  Plaintiffs allege damagesof “hundreds of millions of dollars.”  On November 13, 2017, DBNTC andDBTCA 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.  OnOctober 27, 2021, DBNTC and DBTCA filed a supplemental motion for summaryjudgment relating to plaintiffs’ standing.  On February 8, 2022, the courtissued an order in which it granted DBNTC and DBTCA’s supplemental motion forsummary judgment, granted in part DBNTC and DBTCA’s initial motion for summaryjudgment, and denied plaintiffs’ motion for partial summary judgment.  Asa result of that order, all of plaintiffs’ claims were dismissed withprejudice. On March 10, 2022, plaintiffs filed a notice of appeal to the UnitedStates Court of Appeals for the Second Circuit with respect to the court’sorders on the motions to dismiss and for summary judgment.

On November 30, 2017, DBTCA was added as a defendant to acase brought by Commerzbank AG (“Commerzbank”) in the U.S. District Court forthe Southern District of New York, in which Commerzbank previously allegedincorrectly 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 good faith. However, in the second amended complaint, Commerzbank acknowledges that, beforeDBTCA was added to the case, the court dismissed Commerzbank’s TIA claims forthe trusts governed by pooling and servicing agreements, as well as its StreitAct claims and claims for breach of the covenant of good faith, and Commerzbankonly includes these claims to preserve any rights on appeal.  The secondamended complaint alleges that DBNTC and DBTCA caused Commerzbank to suffer“hundreds of millions of dollars in losses,” but the complaint does not includea demand for money damages in a sum certain.  On January 29, 2018, DBNTCand DBTCA filed an answer to the second amended complaint.  On December 7,2018, DBNTC and DBTCA filed a motion for summary judgment.  Also on December7, 2018, Commerzbank, jointly with the Phoenix Light plaintiffs, filed a motionfor partial summary judgment.  On February 8, 2022, the court issued anorder in which it granted in part DBNTC and DBTCA’s motion for summary judgmentand denied plaintiffs’ motion for partial summary judgment.  As a resultof that order, many of plaintiffs’ claims and theories were dismissed withprejudice.  Discovery is ongoing.

On December 30, 2015, IKB International, S.A. in Liquidationand IKB Deutsche Industriebank A.G. (collectively, “IKB”), as an investor in 37RMBS trusts, filed a summons with notice in the Supreme Court of the State ofNew York, New York County, against DBNTC and DBTCA as trustees of thetrusts.  On May 27, 2016, IKB served its complaint asserting claims forbreach of contract, breach of fiduciary duty, breach of duty to avoid conflictsof interest, violation of the Streit Act, violation of the TIA, violation ofRegulation AB, and violation of Section 9 of the Uniform Commercial Code. IKB alleges that DBNTC and DBTCA are liable for over U.S. $268 million indamages.  On October 5, 2016, DBNTC and DBTCA, together with several othertrustees defending lawsuits by IKB, filed a joint motion to dismiss.  OnJanuary 6, 2017 and June 20, 2017, IKB voluntarily dismissed with prejudice allclaims as to seven trusts.  On January 27, 2021, the court granted in partand denied in part DBNTC and DBTCA’s motion to dismiss.  The court grantedthe motion to dismiss with respect to IKB’s claims for violations of the StreitAct, Regulation AB, and Section 9 of the Uniform Commercial Code, as well ascertain aspects of IKB’s claims for breach of contract, breach of fiduciaryduty, and violation of the TIA.  The court denied the remainder of themotion to dismiss.  IKB’s remaining claims for breach of contract, breachof fiduciary duty, breach of duty to avoid conflicts of interest, and violationof the TIA will proceed.  On May 10, 2021, DBNTC and DBTCA filed a noticeof appeal with the New York Supreme Court Appellate Division, First Department,regarding certain aspects of the court’s order on the motion to dismiss. On May 20, 2021, IKB filed a notice of cross appeal with respect to otheraspects of that order.  On August 30, 2022, the New York Supreme Court,Appellate Division, First Department affirmed in part and reversed in part thecourt’s order on the motion to dismiss.  On November 10, 2022, the FirstDepartment granted DBNTC and DBTCA’s motion for leave to appeal to the Court ofAppeals, and denied IKB’s separate motion for reargument and leave toappeal.  On June 2, 2021, IKB filed a motion for re-argument regardingcertain aspects of the court’s order on the motion to dismiss, which the courtdenied on August 3, 2021.  On May 13, 2021, DBNTC and DBTCA filed an answerto the complaint.  On October 28, 2021, the parties filed a stipulation,voluntarily dismissing with prejudice all claims as to seven additionaltrusts.  On December 29, 2021, the parties filed a stipulation,voluntarily dismissing with prejudice all claims as to one additionaltrust.  On April 22, 2022, the parties filed a stipulation, voluntarilydismissing with prejudice all claims as to 17 certificates at issue (includingall claims as to 5 trusts), leaving 17 trusts at issue.  Discovery isongoing.

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.

In the last several years, U.S. Bank National Association(“U.S. Bank”) and other large financial institutions have been sued in theircapacity as trustee or successor trustee for certain residential mortgagebacked securities ("RMBS") trusts.  The complaints, primarilyfiled by investors or investor groups against U.S. Bank and similarinstitutions, allege the trustees caused losses to investors as a result ofalleged failures by the sponsors, mortgage loan sellers and servicers to complywith the governing agreements for these RMBS trusts.  Plaintiffs generallyassert causes of action based upon the trustees’ purported failures to enforcerepurchase obligations of mortgage loan sellers for alleged breaches ofrepresentations and warranties, notify securityholders of purported events ofdefault allegedly caused by breaches of servicing standards by mortgage loanservicers and abide by a heightened standard of care following alleged eventsof default.  

U.S. Bank denies liability and believes that it has performedits obligations under the RMBS trusts in good faith, that its actions were notthe cause of losses to investors, that it has meritorious defenses, and it hascontested and intends to continue contesting the plaintiffs’ claims vigorously. However, 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.

On March 9, 2018, a law firm purporting to represent fifteenDelaware statutory trusts (the “DSTs”) that issued securities backed by studentloans (the “Student Loans”) filed a lawsuit in the Delaware Court of Chanceryagainst U.S. Bank National Association (“U.S. Bank”) in its capacities asindenture trustee and successor special servicer, and three other institutionsin their respective transaction capacities, with respect to the DSTs and theStudent Loans.  This lawsuit is captioned The National Collegiate StudentLoan Master Trust I, et al. v. U.S. Bank National Association, et al., C.A. No.2018-0167-JRS (Del. Ch.) (the “NCMSLT Action”).  The complaint, as amendedon June 15, 2018, alleged that the DSTs have been harmed as a result ofpurported misconduct or omissions by the defendants concerning administrationof the trusts and special servicing of the Student Loans.  Since thefiling of the NCMSLT Action, certain Student Loan borrowers have madeassertions against U.S. Bank concerning special servicing that appear to bebased on certain allegations made on behalf of the DSTs in the NCMSLT Action.

U.S. Bank believes that it has performed its obligations asindenture trustee and special servicer in good faith and in compliance in allmaterial respects with the terms of the agreements governing the DSTs (the“Governing Agreements”), and accordingly that the claims against it in theNCMSLT Action are without merit.  

U.S. Bank has filed a motion seeking dismissal of theoperative complaint in its entirety with prejudice pursuant to Chancery CourtRules 12(b)(1) and 12(b)(6) or, in the alternative, a stay of the case whileother prior filed disputes involving the DSTs and the Student Loans arelitigated.  On November 7, 2018, the Court ruled that the case should bestayed in its entirety pending resolution of the first-filed cases.  OnJanuary 21, 2020, the Court entered an order consolidating for pretrialpurposes the NCMSLT Action and three other lawsuits pending in the DelawareCourt of Chancery concerning the DSTs and the Student Loans (the “ConsolidatedAction”).  U.S. Bank and other parties to the Consolidated Action havebriefed and argued motions for judgment on the pleadings pursuant to ChanceryCourt Rule 12(c) regarding disputed issues of contractual interpretation atissue in one or more of the cases comprising the Consolidated Action, includingthe NCMSLT Action.  The Court has not yet ruled on these motions or onU.S. Bank’s dismissal motion in the NCMSLT Action.

In December 2014, Phoenix Light SF Limited (Phoenix Light)and certain related entities filed a complaint in the United States DistrictCourt for the Southern District of New York alleging claims against Wells FargoBank, N.A., in its capacity as trustee for a number of residentialmortgage-backed securities (RMBS) trusts. Complaints raising similarallegations have been filed by Commerzbank AG in the Southern District of NewYork and by IKB International and IKB Deutsche Industriebank in New York statecourt. In each case, the plaintiffs allege that Wells Fargo Bank, N.A., astrustee, caused losses to investors, and plaintiffs assert causes of actionbased upon, among other things, the trustee’s alleged failure to notify andenforce repurchase obligations of mortgage loan sellers for purported breachesof representations and warranties, notify investors of alleged events ofdefault, and abide by appropriate standards of care following alleged events ofdefault. In July 2022, the district court dismissed Phoenix Light’s claims andcertain of the claims asserted by Commerzbank AG, and subsequently enteredjudgment in each case in favor of Wells Fargo Bank, N.A. In August 2022,Phoenix Light and Commerzbank AG appealed the district court’s decision to theUnited States Court of Appeals for the Second Circuit. The Company previouslysettled two class actions filed by institutional investors and an action filedby the National Credit Union Administration with similar allegations. Inaddition, Park Royal I LLC and Park Royal II LLC have filed substantiallysimilar lawsuits in New York state court alleging Wells Fargo Bank, N.A., astrustee, failed to take appropriate actions upon learning of defective mortgageloan documentation.

**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 August 21, 2012 pursuant to Rule 424(b)(5).

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

The reports on assessments of compliance with the servicing criteriafor asset-backed securities and related attestation reports on such assessmentsof compliance with respect to the mortgage loans are attached hereto under Item15 to this Annual Report on Form 10-K. Attached as Schedule II to the Poolingand Servicing Agreement incorporated by reference as Exhibit 4.1 to this AnnualReport on Form 10-K is a chart identifying the entities participating in aservicing function for the transaction responsible for each applicableservicing 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 260 and 261 Madison AvenueMortgage Loan, which is being serviced and administered pursuant to the poolingand servicing agreement for the COMM 2012-CCRE3 Transaction, are attachedhereto under Item 15 to this Annual Report on Form 10-K. Attached as ScheduleII to the pooling and servicing agreement for the COMM 2012-CCRE3 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 theCOMM 2012-CCRE3 Transaction responsible for each applicable servicing criteriaset forth in Item 1122(d).

The report on assessment of compliance for the twelve monthsended December 31, 2022, furnished pursuant to Item 1122 of Regulation AB byKeyBank National Association (“KeyBank”), as servicer, discloses that thefollowing material instance of noncompliance occurred with respect to itsplatform:

The examination performed by Ernst & Young LLP identifiedan instance of material noncompliance with the servicing criteria set forth inItem 1122(d)(4)(ix) of Regulation AB applicable to KeyBank during the yearended December 31, 2022. During compliance testing, it was discovered, that notall FlexARM loan mortgagors were offered loan rates within 45-60 days beforethe rate change date, as required per the related pool asset documents. Per therelated note, if the holder fails to offer a loan rate within 45-60 days of anychange date a margin of 2.25% is to be used. Given the notification was notmade to the borrowers, a 3% margin was incorrectly applied. The noncompliancein Item 1122 (d)(4)(ix) is related to a servicing portfolio which is whollyowned by the investor and is not held in a publicly traded security.

The following remediation procedures have been initiated byKeyBank: (i) the impacted mortgage loans are currently in the process of beingidentified, (ii) investor contact has been initiated, (iii) corrective actionsare being considered and will be tracked and monitored by senior management,(iv) procedures will be reviewed and revised, if necessary, to include newtracking and action steps to prevent this situation from recurring in thefuture, and (v) training will be provided to the relevant staff members toprevent a recurrence.

**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. Exhibit and 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          Pooling and Servicing Agreement, dated as of August 1,2012, by and among Deutsche Mortgage & Asset Receiving Corporation, asDepositor, Wells Fargo Bank, National Association, as Master Servicer, MidlandLoan Services, a Division of PNC Bank, National Association, as SpecialServicer, U.S. Bank National Association, as Trustee, Wells Fargo Bank,National Association, as Certificate Administrator, Paying Agent and Custodian,and Park Bridge Lender Services LLC, as Operating Advisor (filed as Exhibit 4to the registrant’s Current Report on Form 8-K filed on August 22, 2012 underCommission File No. 333-172143-05 and incorporated by reference herein).

4.2          Pooling and Servicing Agreement, dated as of October 1,2012, by and among Deutsche Mortgage & Asset Receiving Corporation, asDepositor, Wells Fargo Bank, National Association, as Master Servicer, MidlandLoan Services, a Division of PNC Bank, National Association, as SpecialServicer, U.S. Bank National Association, as Trustee, Deutsche Bank TrustCompany Americas, as Certificate Administrator, Paying Agent and Custodian, andSitus Holdings, LLC, as Operating Advisor (filed as Exhibit 4.1 to theregistrant’s Current Report on Form 8-K/A filed on November 21, 2012 underCommission File No. 333-172143-06 and incorporated by reference herein).

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

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

33.1        Wells Fargo Bank, National Association, as MasterServicer

33.2        Trimont Real Estate Advisors, LLC, as SpecialServicer

33.3        U.S. Bank National Association, as Trustee prior to October 17, 2022 (Omitted.See Explanatory Notes.)

33.4        U.S. Bank Trust Company, National Association, as Trustee on and after October17, 2022 (Omitted. See Explanatory Notes.)

33.5        Wells Fargo Bank, National Association, asCertificate Administrator

33.6        Wells Fargo Bank, National Association, asCustodian

33.7        Park Bridge Lender Services LLC, as OperatingAdvisor

33.8        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

33.9        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator

33.10      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian

33.11      Wells Fargo Bank, National Association, as PrimaryServicer of the Crossgates Mall Mortgage Loan (see Exhibit 33.1)

33.12      Trimont Real Estate Advisors, LLC, as SpecialServicer of the Crossgates Mall Mortgage Loan (see Exhibit 33.2)

33.13      U.S. Bank National Association, as Trustee of the Crossgates Mall Mortgage Loanprior to October 17, 2022 (Omitted. See Explanatory Notes.)

33.14      U.S. Bank Trust Company, National Association, as Trustee of the CrossgatesMall Mortgage Loan on and after October 17, 2022 (Omitted. See ExplanatoryNotes.)

33.15      Wells Fargo Bank, National Association, asCustodian of the Crossgates Mall Mortgage Loan (see Exhibit 33.6)

33.16      Park Bridge Lender Services LLC, as OperatingAdvisor of the Crossgates Mall Mortgage Loan (see Exhibit 33.7)

33.17      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Crossgates Mall Mortgage Loan (see Exhibit 33.8)

33.18      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 33.10)

33.19      Wells Fargo Bank, National Association, as PrimaryServicer of the 260 and 261 Madison Avenue Mortgage Loan (see Exhibit 33.1)

33.20      KeyBank National Association, as Special Servicerof the 260 and 261 Madison Avenue Mortgage Loan

33.21      U.S. Bank National Association, as Trustee of the 260 and 261 Madison AvenueMortgage Loan prior to October 17, 2022 (Omitted. See Explanatory Notes.)

33.22      U.S. Bank Trust Company, National Association, as Trustee of the 260 and 261Madison Avenue Mortgage Loan on and after October 17, 2022 (Omitted. SeeExplanatory Notes.)

33.23      Deutsche Bank Trust Company Americas, as Custodianof the 260 and 261 Madison Avenue Mortgage Loan

33.24      Situs Holdings, LLC, as Operating Advisor of the260 and 261 Madison Avenue Mortgage Loan

33.25      CoreLogic Solutions, LLC, as Servicing Function Participantof the 260 and 261 Madison Avenue Mortgage Loan (see Exhibit 33.8)

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

34.1        Wells Fargo Bank, National Association, as MasterServicer

34.2        Trimont Real Estate Advisors, LLC, as SpecialServicer

34.3        U.S. Bank National Association, as Trustee prior to October 17, 2022 (Omitted.See Explanatory Notes.)

34.4        U.S. Bank Trust Company, National Association, as Trustee on and after October17, 2022 (Omitted. See Explanatory Notes.)

34.5        Wells Fargo Bank, National Association, asCertificate Administrator

34.6        Wells Fargo Bank, National Association, asCustodian

34.7        Park Bridge Lender Services LLC, as OperatingAdvisor

34.8        CoreLogic Solutions, LLC, as Servicing FunctionParticipant

34.9        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator

34.10      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian

34.11      Wells Fargo Bank, National Association, as PrimaryServicer of the Crossgates Mall Mortgage Loan (see Exhibit 34.1)

34.12      Trimont Real Estate Advisors, LLC, as SpecialServicer of the Crossgates Mall Mortgage Loan (see Exhibit 34.2)

34.13      U.S. Bank National Association, as Trustee of the Crossgates Mall Mortgage Loanprior to October 17, 2022 (Omitted. See Explanatory Notes.)

34.14      U.S. Bank Trust Company, National Association, as Trustee of the CrossgatesMall Mortgage Loan on and after October 17, 2022 (Omitted. See ExplanatoryNotes.)

34.15      Wells Fargo Bank, National Association, asCustodian of the Crossgates Mall Mortgage Loan (see Exhibit 34.6)

34.16      Park Bridge Lender Services LLC, as OperatingAdvisor of the Crossgates Mall Mortgage Loan (see Exhibit 34.7)

34.17      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the Crossgates Mall Mortgage Loan (see Exhibit 34.8)

34.18      Computershare Trust Company, National Association,as Servicing Function Participant for the Custodian (see Exhibit 34.10)

34.19      Wells Fargo Bank, National Association, as PrimaryServicer of the 260 and 261 Madison Avenue Mortgage Loan (see Exhibit 34.1)

34.20      KeyBank National Association, as Special Servicerof the 260 and 261 Madison Avenue Mortgage Loan

34.21      U.S. Bank National Association, as Trustee of the 260 and 261 Madison AvenueMortgage Loan prior to October 17, 2022 (Omitted. See Explanatory Notes.)

34.22      U.S. Bank Trust Company, National Association, as Trustee of the 260 and 261Madison Avenue Mortgage Loan on and after October 17, 2022 (Omitted. SeeExplanatory Notes.)

34.23      Deutsche Bank Trust Company Americas, as Custodianof the 260 and 261 Madison Avenue Mortgage Loan

34.24      Situs Holdings, LLC, as Operating Advisor of the260 and 261 Madison Avenue Mortgage Loan

34.25      CoreLogic Solutions, LLC, as Servicing FunctionParticipant of the 260 and 261 Madison Avenue Mortgage Loan (see Exhibit 34.8)

35           Servicer compliance statements.

35.1        Wells Fargo Bank, National Association, as MasterServicer

35.2        Trimont Real Estate Advisors, LLC, as SpecialServicer

35.3        Wells Fargo Bank, National Association, asCertificate Administrator

35.4        Computershare Trust Company, National Association,as Servicing Function Participant for the Certificate Administrator

35.5        Wells Fargo Bank, National Association, as PrimaryServicer of the Crossgates Mall Mortgage Loan (see Exhibit 35.1)

35.6        Trimont Real Estate Advisors, LLC, as SpecialServicer of the Crossgates Mall Mortgage Loan (see Exhibit 35.2)

35.7        Wells Fargo Bank, National Association, as PrimaryServicer of the 260 and 261 Madison Avenue Mortgage Loan (see Exhibit 35.1)

35.8        KeyBank National Association, as Special Servicer of the 260 and 261 MadisonAvenue Mortgage Loan (Omitted. See Explanatory Notes.)

99.1        Mortgage Loan Purchase Agreement, dated as of August 22,2012, between German American Capital Corporation and Deutsche Mortgage& Asset Receiving Corporation (filed as Exhibit 99.1 to the registrant’sCurrent Report on Form 8-K filed on August 22, 2012 under Commission File No.333-172143-05 and incorporated by reference herein)

99.2        Mortgage Loan Purchase Agreement, dated as of August 22,2012, between Cantor Commercial Real Estate Lending, L.P. and Deutsche Mortgage& Asset Receiving Corporation (filed as Exhibit 99.3 to the registrant’s CurrentReport on Form 8-K filed on August 22, 2012 under Commission File No.333-172143-05 and incorporated by reference herein)

99.3        Mortgage Loan Purchase Agreement, dated as of August 22,2012, among Ladder Capital Finance LLC, Ladder Capital Finance Holdings LLLPand Deutsche Mortgage & Asset Receiving Corporation (filed as Exhibit 99.2to the registrant’s Current Report on Form 8-K filed on August 22, 2012 underCommission File No. 333-172143-05 and incorporated by reference herein)

(b)   The exhibits required to be filed by theRegistrant pursuant to Item 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.

Deutsche Mortgage & AssetReceiving Corporation(Depositor)

/s/ HelaineM. Kaplan

Helaine M.Kaplan, President

(senior officer in charge ofsecuritization of the depositor)

Date: March 15, 2023

/s/ MattSmith

Matt Smith, Director

Date: March 15, 2023