**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: 333-172143-05**

**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 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 theAct:  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 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 Form10-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                                                                                                       Accelerated filer                                     o

Non-acceleratedfiler          ⌧  (Do not check ifa smaller 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 ExchangeAct.                                            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.

 

 

The Crossgates Mall Mortgage Loan, which constitutedapproximately 5.4% 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 Crossgates Mall Mortgage Loan which is an asset of the issuingentity and one other *pari passu* loan, which is not an asset of theissuing entity. This loan combination, including the Crossgates Mall MortgageLoan, is being serviced and administered pursuant to the Pooling and ServicingAgreement, which is incorporated by reference as Exhibit 4.1 to this AnnualReport on Form 10-K. Wells Fargo Bank, National Association is the masterservicer under the Pooling and Servicing Agreement.  The responsibilitiesof Wells Fargo Bank, National Association, as primary servicer of the loan combinationwith respect to the issuing entity, are subsumed within its responsibilities asmaster servicer under the Pooling and Servicing Agreement.  Thus, theservicer compliance statement provided by Wells Fargo Bank, NationalAssociation, as master servicer under the Pooling and Servicing Agreement,encompasses its roles as both master servicer and primary servicer with respectto the loan combination.

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,including the 260 and 261 Madison Avenue Mortgage Loan, was serviced under thePooling and Servicing Agreement for the issuing entity prior to the closing ofthe securitization 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.  Wells Fargo Bank, National Associationis the master servicer under the pooling and servicing agreement for the COMM2012-CCRE3 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 COMM 2012-CCRE3Transaction.  Thus, the servicer compliance statement provided by WellsFargo Bank, 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.

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.

Midland Loan Services, a Divisionof PNC Bank, National Association (“Midland”) is the special servicerunder the Pooling and Servicing Agreement prior to August 27, 2018 and asspecial servicer of the 260 and 261 Madison Avenue Mortgage Loan. As a result,Midland Loan Services, a Division of PNC Bank is a “servicer” as defined inItem 1108(a)(2)(iii) of Regulation AB, in the capacities described above,because it is servicing mortgage loans that constituted 10% or more of theassets of the issuing entity as of the cut-off date. The assessments ofcompliance with applicable servicing criteria, accountant’s attestation reportsand servicer compliance statements delivered by Midland Loan Services, aDivision of PNC Bank in the capacities described above are listed in theExhibit 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.  Pursuant tothe Pooling and Servicing Agreement and the pooling and servicing agreement forthe COMM 2012-CCRE3 Transaction, the trustee is required to provide anassessment of compliance with applicable servicing criteria solely with respectto Item 1122(d)(2)(iii) of Regulation AB (regarding advances of funds orguarantees regarding collections, cash flows or distributions, and any interestor other fees charged for such advances, are made, reviewed and approved asspecified in the transaction agreements). However, during the reporting period,the trustee did not perform any servicing function with respect to theservicing criteria specified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer or the special servicer, to the extent required, performedthe servicing function identified with respect to Item 1122(d)(2)(iii) ofRegulation AB, and each such party included Item 1122(d)(2)(iii) of RegulationAB in the assessment of compliance with applicable servicing criteria andaccountant’s attestation report for the subject transaction.  As a result,this Annual Report on Form 10-K does not include an assessment of compliancewith applicable servicing criteria of the trustee. One or more other servicersof the mortgage loans serviced under the Pooling and Servicing Agreement andthe 260 and 261 Madison Avenue Mortgage Loan have delivered one or moreassessments of compliance with respect to Item 1122(d)(2)(iii) of RegulationAB.

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 master servicer under the Pooling and Servicing Agreement and theprimary servicer of the 260 and 261 Madison Avenue Mortgage Loan to remit taxpayments received from the escrow accounts of borrowers to local taxing authorities,to report tax amounts due, to verify tax parcel information, and to verifynon-escrow tax payments. These servicing functions are included within theservicing criteria set forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) ofRegulation AB.  Therefore, under the principles-based definition of“servicer” set forth in Item 1101(j) of Regulation AB that looks to thefunctions that an entity performs, these vendors are “servicers” for thepurposes of Item 1122 of Regulation AB.  *See* Compliance and DisclosureInterpretations, Section 301.01 (Item 1101(j)).

**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.  Selected Financial Data.**

Omitted.

**Item 7.  Management’s Discussion and Analysis of FinancialCondition 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 With Accountantson Accounting 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 BeneficialOwners and Management and Related Stockholder Matters.**

Omitted.

**Item 13.  Certain Relationships and RelatedTransactions, 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 EnhancementProvider Financial Information.**

No entity or group of affiliated entities provides any externalcreditenhancement 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, ascertificate administrator and custodian, U.S. Bank National Association, astrustee, and Deutsche Bank Trust Company Americas, as certificate administratorand custodian:

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 as trusteefor certain residential mortgage backed securities (“RMBS”) trusts.  Thecomplaints against Wells Fargo Bank alleged that the trustee caused losses toinvestors and asserted causes of action based upon, among other things, thetrustee's alleged failure to: (i) notify and enforce repurchase obligations ofmortgage loan sellers for purported breaches of representations and warranties,(ii) notify investors of alleged events of default, and (iii) abide by appropriatestandards of care following alleged events of default. Relief sought includedmoney damages in an unspecified amount, reimbursement of expenses, andequitable relief. Wells Fargo Bank has reached an agreement, in which it deniesany wrongdoing, to resolve these claims on a classwide basis for the 271 RMBStrusts currently at issue.  The settlement agreement is subject to courtapproval.  Separate lawsuits against Wells Fargo Bank making similarallegations filed by certain other institutional investors concerning 57 RMBStrusts in New York federal and state court are not covered by theagreement.  With respect to the foregoing litigations, Wells Fargo Bankbelieves plaintiffs' claims are without merit and intends to contest the claimsvigorously, but there can be no assurances as to the outcome of the litigationsor the possible impact of the litigations on Wells Fargo Bank or the RMBStrusts.

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 the case maybe) under certain residential mortgage backed securities ("RMBS")trusts.  The plaintiffs or plaintiff groups have filed substantially similarcomplaints against other RMBS trustees, including Deutsche Bank, Citibank,HSBC, Bank of New York Mellon and Wells Fargo.  The complaints againstU.S. Bank allege the trustee caused losses to investors as a result of allegedfailures by the sponsors, mortgage loan sellers and servicers for these RMBStrusts and assert causes of action based upon the trustee's purported failureto enforce repurchase obligations of mortgage loan sellers for alleged breachesof 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 to multipletrusts as described above.  Previously, U.S. Bank disclosed that the mostsubstantial case was:  BlackRock Balanced Capital Portfolio et al v. U.S.Bank National Association, No. 605204/2015 (N.Y. Sup. Ct.) (class actionalleging claims with respect to approximately 770 trusts) and its companioncase BlackRock Core Bond Portfolio et al v. U.S Bank National Association, No.14-cv-9401 (S.D.N.Y.) (collectively, the “BlackRock cases”). U.S. Bank hasentered into a settlement agreement that will resolve the BlackRock casesfollowing approval of the dismissals by the applicable court.  Some of thetrusts implicated in the aforementioned Blackrock cases, as well as othertrusts, are involved in actions brought by separate groups of plaintiffs relatedto 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.

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 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, 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.Trust Indenture 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 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.

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 at issue. On November 30, 2017, Commerzbank filed a second amended complaint that namesDBTCA as a defendant in addition to DBNTC.  DBTCA serves as trustee for 1of the 50 trusts at issue.  DBNTC serves as trustee for the other 49trusts at issue.  Commerzbank’s second amended complaint brings claims forviolation 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 onDecember 7, 2018, Commerzbank, jointly with the Phoenix Light plaintiffs, fileda motion for partial summary judgment.

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.  As of March 1, 2019, DBNTC and DBTCA’s motion todismiss has been briefed and is awaiting decision by the court.

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.

**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 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 ScheduleII to the Pooling and Servicing Agreement incorporated by reference as Exhibit4.1 to 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 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 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 byMidland, including the use of various data computation formulas, quality controlchecks and 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.

**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 August 1, 2012, by and among DeutscheMortgage & Asset Receiving Corporation, as Depositor, Wells Fargo Bank,National Association, as Master Servicer, Midland Loan Services, a Division ofPNC Bank, National Association, as Special Servicer, U.S. Bank NationalAssociation, as Trustee, Wells Fargo Bank, National Association, as CertificateAdministrator, Paying Agent and Custodian, and Park Bridge Lender Services LLC,as Operating Advisor (filed as Exhibit 4 to the registrant’s Current Report onForm 8-K filed on August 22, 2012 under Commission File No. 333-172143-05 andincorporated by reference herein).

4.2          Poolingand Servicing Agreement, dated as of October 1, 2012, by and among DeutscheMortgage & Asset Receiving Corporation, as Depositor, Wells Fargo Bank,National Association, as Master Servicer, Midland Loan Services, a Division ofPNC Bank, National Association, as Special Servicer, U.S. Bank NationalAssociation, as Trustee, Deutsche Bank Trust Company Americas, as CertificateAdministrator, Paying Agent and Custodian, and Situs Holdings, LLC, asOperating Advisor (filed as Exhibit 4.1 to the registrant’s Current Report onForm 8-K/A filed on November 21, 2012 under Commission File No. 333-172143-06and 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 Master Servicer

33.2        Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer prior to August27, 2018

33.3        Trimont Real Estate Advisors,LLC, as Special Servicer on and after August 27, 2018

33.4        U.S. Bank National Association, as Trustee (Omitted. SeeExplanatory Notes.)

33.5        Wells Fargo Bank, NationalAssociation, as Certificate Administrator

33.6        Wells Fargo Bank, NationalAssociation, as Custodian

33.7        Park Bridge Lender ServicesLLC, as Operating Advisor

33.8        CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

33.9        National Tax Search, LLC, asServicing Function Participant

33.10      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Crossgates Mall Mortgage Loan (seeExhibit 33.1) 

33.11      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of theCrossgates Mall Mortgage Loan prior to August 27, 2018 (see Exhibit 33.2) 

33.12      Trimont Real Estate Advisors,LLC, as Special Servicer of the Crossgates Mall Mortgage Loan on and afterAugust 27, 2018 (see Exhibit 33.3) 

33.13      U.S. Bank National Association, as Trustee of the CrossgatesMall Mortgage Loan (Omitted. See Explanatory Notes.)

33.14      Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Crossgates Mall Mortgage Loan(see Exhibit 33.5) 

33.15      Wells Fargo Bank, NationalAssociation, as Custodian of the Crossgates Mall Mortgage Loan (see Exhibit33.6) 

33.16      Park Bridge Lender ServicesLLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see Exhibit33.7) 

33.17      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the Crossgates MallMortgage Loan (see Exhibit 33.8) 

33.18      National Tax Search, LLC, asServicing Function Participant of the Crossgates Mall Mortgage Loan (seeExhibit 33.9) 

33.19      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the 260 and 261 Madison Avenue MortgageLoan (see Exhibit 33.1) 

33.20      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the 260 and261 Madison Avenue Mortgage Loan (see Exhibit 33.2) 

33.21      U.S. Bank National Association, as Trustee of the 260 and 261Madison Avenue Mortgage Loan (Omitted. See Explanatory Notes.)

33.22      Deutsche Bank Trust CompanyAmericas, as Certificate Administrator and Custodian of the 260 and 261 MadisonAvenue Mortgage Loan

33.23      Situs Holdings, LLC, asOperating Advisor of the 260 and 261 Madison Avenue Mortgage Loan

33.24      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the 260 and 261Madison Avenue Mortgage Loan (see Exhibit 33.8) 

33.25      National Tax Search, LLC, asServicing Function Participant of the 260 and 261 Madison Avenue Mortgage Loan(see Exhibit 33.9) 

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

 

34.1       Wells Fargo Bank,National Association, as Master Servicer

34.2        Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer prior to August27, 2018

34.3        Trimont Real Estate Advisors,LLC, as Special Servicer on and after August 27, 2018

34.4        U.S. Bank National Association, as Trustee (Omitted. SeeExplanatory Notes.)

34.5        Wells Fargo Bank, NationalAssociation, as Certificate Administrator

34.6        Wells Fargo Bank, NationalAssociation, as Custodian

34.7        Park Bridge Lender ServicesLLC, as Operating Advisor

34.8        CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant

34.9        National Tax Search, LLC, asServicing Function Participant

34.10      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Crossgates Mall Mortgage Loan (seeExhibit 34.1) 

34.11      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of theCrossgates Mall Mortgage Loan prior to August 27, 2018 (see Exhibit 34.2) 

34.12      Trimont Real Estate Advisors,LLC, as Special Servicer of the Crossgates Mall Mortgage Loan on and afterAugust 27, 2018 (see Exhibit 34.3) 

34.13      U.S. Bank National Association, as Trustee of the CrossgatesMall Mortgage Loan (Omitted. See Explanatory Notes.)

34.14      Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Crossgates Mall Mortgage Loan(see Exhibit 34.5) 

34.15      Wells Fargo Bank, NationalAssociation, as Custodian of the Crossgates Mall Mortgage Loan (see Exhibit34.6) 

34.16      Park Bridge Lender ServicesLLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see Exhibit34.7) 

34.17      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the Crossgates MallMortgage Loan (see Exhibit 34.8) 

34.18      National Tax Search, LLC, asServicing Function Participant of the Crossgates Mall Mortgage Loan (seeExhibit 34.9) 

34.19      Wells Fargo Bank, NationalAssociation, as Primary Servicer of the 260 and 261 Madison Avenue MortgageLoan (see Exhibit 34.1) 

34.20      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the 260 and261 Madison Avenue Mortgage Loan (see Exhibit 34.2) 

34.21      U.S. Bank National Association, as Trustee of the 260 and 261Madison Avenue Mortgage Loan (Omitted. See Explanatory Notes.)

34.22      Deutsche Bank Trust CompanyAmericas, as Certificate Administrator and Custodian of the 260 and 261 MadisonAvenue Mortgage Loan

34.23      Situs Holdings, LLC, asOperating Advisor of the 260 and 261 Madison Avenue Mortgage Loan

34.24      CoreLogic Commercial RealEstate Services, Inc., as Servicing Function Participant of the 260 and 261Madison Avenue Mortgage Loan (see Exhibit 34.8) 

34.25      National Tax Search, LLC, asServicing Function Participant of the 260 and 261 Madison Avenue Mortgage Loan(see Exhibit 34.9) 

35           Servicer compliance statements.

 

35.1       Wells Fargo Bank,National Association, as Master Servicer

35.2        Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer prior to August27, 2018

35.3        Trimont Real Estate Advisors,LLC, as Special Servicer on and after August 27, 2018

35.4        Wells Fargo Bank, NationalAssociation, as Certificate Administrator

35.5        Wells Fargo Bank, NationalAssociation, as Primary Servicer of the Crossgates Mall Mortgage Loan (seeExhibit 35.1) 

35.6        Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of theCrossgates Mall Mortgage Loan prior to August 27, 2018 (see Exhibit 35.2) 

35.7        Trimont Real Estate Advisors,LLC, as Special Servicer of the Crossgates Mall Mortgage Loan on and afterAugust 27, 2018 (see Exhibit 35.3) 

35.8        Wells Fargo Bank, NationalAssociation, as Certificate Administrator of the Crossgates Mall Mortgage Loan (seeExhibit 35.4) 

35.9        Wells Fargo Bank, NationalAssociation, as Primary Servicer of the 260 and 261 Madison Avenue MortgageLoan

35.10      Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer of the 260 and261 Madison Avenue Mortgage Loan (see Exhibit 35.2) 

35.11      Deutsche Bank Trust CompanyAmericas, as Certificate Administrator of the 260 and 261 Madison AvenueMortgage Loan

99.1        MortgageLoan Purchase Agreement, dated as of August 22, 2012, between German AmericanCapital Corporation  and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.1 to the registrant’s Current Report on Form8-K filed on August 22, 2012 under Commission File No. 333-172143-05 andincorporated by reference herein)

99.2        MortgageLoan Purchase Agreement, dated as of August 22, 2012, between Cantor CommercialReal Estate Lending, L.P. and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.3 to the registrant’s Current Report on Form8-K filed on August 22, 2012 under Commission File No. 333-172143-05 andincorporated by reference herein)

99.3        MortgageLoan Purchase Agreement, dated as of August 22, 2012, among Ladder CapitalFinance LLC, Ladder Capital Finance Holdings LLLP and Deutsche Mortgage &Asset Receiving Corporation (filed as Exhibit 99.2 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)

(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 21, 2019

/s/ NatalieGrainger

Natalie Grainger, Director

(senior officer in charge ofsecuritization of the depositor)

Date: March 21, 2019