**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934**

**For the fiscal year ended December 31, 2016or**

**/ /  ****TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE 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: 0001541468**

**Ladder Capital Finance LLC**

**(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)**

** **

| **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 telephonenumber, 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.  / / Yes /X/ No

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

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, or a smallerreporting company. See definitions of “large accelerated filer”,“accelerated filer” and “smaller reporting company” inRule 12b-2 of the Exchange Act.

Large accelerated filer         //                                                                                                        Accelerated filer                                     / /

Non-acceleratedfiler           /X/  (Do not check if asmaller reporting company)                         Smaller reportingcompany                    / /

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

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 MortgageLoan, which constituted approximately 5.4% of the asset pool of the issuingentity as of its cut-off date, is an asset of the issuing entity and is part ofa loan combination that includes the Crossgates Mall Mortgage Loan which is anasset of the issuing entity and one other *pari passu* loan, which is notan asset of the issuing entity. This loan combination, including the CrossgatesMall Mortgage Loan, is being serviced and administered pursuant to the Poolingand Servicing Agreement, which is incorporated by reference as Exhibit 4.1 tothis Annual Report on Form 10-K. Wells Fargo Bank, National Association is themaster servicer under the Pooling and Servicing Agreement.  Theresponsibilities of Wells Fargo Bank, National Association, as primary servicerof the loan combination with respect to the issuing entity, are subsumed withinits responsibilities as master servicer under the Pooling and Servicing Agreement. Thus, the servicer 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.

TheExhibit Index describes exhibits provided by certain parties (in theircapacities indicated on the Exhibit Index) with respect to the 260 and 261Madison Avenue Mortgage Loan, which constituted approximately 7.9% of the assetpool of the issuing entity as of its cut-off date.  The 260 and 261Madison Avenue Mortgage Loan is an asset of the issuing entity and is part of aloan combination that includes the 260 and 261 Madison Avenue Mortgage Loan andone other *pari passu* loan, which is not an asset of the issuingentity.  This loan combination, including the 260 and 261 Madison AvenueMortgage Loan, was serviced under the Pooling and Servicing Agreement for theissuing entity prior to the closing of the securitization of the other *paripassu* portion of the 260 and 261 Madison Avenue loan combination in theCOMM 2012-CCRE3 Mortgage Trust transaction, Commission File Number333-172143-06 (the “COMM 2012-CCRE3 Transaction”). After the closing of the COMM 2012-CCRE3 Transaction on October 18, 2012, thisloan combination, including the 260 and 261 Madison Avenue Mortgage Loan was,and will continue to be, serviced and administered pursuant to the pooling andservicing agreement with respect to the COMM 2012-CCRE3 Transaction, which isincorporated by reference as Exhibit 4.2 to this Annual Report on Form10-K.  Wells Fargo Bank, National Association is the master servicer underthe pooling and servicing agreement for the COMM 2012-CCRE3 Transaction. The responsibilities of Wells Fargo Bank, National Association, as primaryservicer of this loan combination with respect to the issuing entity, aresubsumed within its responsibilities as master servicer under the pooling andservicing agreement for the COMM 2012-CCRE3 Transaction.  Thus, theservicer compliance statement provided by Wells Fargo 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.

WellsFargo Bank, National Association is the master servicer and certificateadministrator of the mortgage loans serviced under the Pooling and ServicingAgreement and the primary servicer of the 260 and 261 Madison Avenue MortgageLoan. As a result, Wells Fargo Bank, National Association is a“servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, inthe capacities 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 statementsdelivered by Wells Fargo Bank, National Association in the capacities describedabove are listed in the Exhibit Index.

MidlandLoan Services, a Division of PNC Bank, National Association is the specialservicer of the mortgage loans serviced under the Pooling and ServicingAgreement and the 260 and 261 Madison Avenue Mortgage Loan. As a result,Midland Loan Services, a Division of PNC Bank, National Association is a“servicer” as defined in Item 1108(a)(2)(iii) of Regulation AB, inthe capacities 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 statementsdelivered by Midland Loan Services, a Division of PNC Bank, NationalAssociation in the capacities described above are listed in the Exhibit Index.

U.S.Bank National Association acts as trustee of the mortgage loans serviced underthe Pooling and Servicing Agreement and the 260 and 261 Madison Avenue MortgageLoan.  Pursuant to the Pooling and Servicing Agreement and the pooling andservicing agreement for the COMM 2012-CCRE3 Transaction, the trustee isrequired to provide an assessment of compliance with applicable servicingcriteria solely with respect to Item 1122(d)(2)(iii) of Regulation AB(regarding advances of funds or guarantees regarding collections, cash flows ordistributions, and any interest or other fees charged for such advances, aremade, reviewed and approved as specified in the transaction agreements).However, during the reporting period, the trustee did not perform any servicingfunction with respect to the servicing criteria specified in Item1122(d)(2)(iii) of Regulation AB.  The master servicer or the specialservicer, to the extent required, performed the servicing function identifiedwith respect to Item 1122(d)(2)(iii) of Regulation AB, and each such partyincluded Item 1122(d)(2)(iii) of Regulation AB in the assessment of compliancewith applicable servicing criteria and accountant’s attestation reportfor the subject transaction.  As a result, this Annual Report on Form 10-Kdoes not include an assessment of compliance with applicable servicing criteriaof the trustee. One or more other servicers of the mortgage loans servicedunder the 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.

ThisAnnual Report on Form 10-K includes assessments of compliance with applicableservicing criteria and accountants’ attestation reports from CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC.  Theseentities were 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 Regulation AB that looks to the functions that an entity performs, thesevendors are “servicers” for the purposes of Item 1122 of RegulationAB.  *See* Compliance and Disclosure Interpretations, 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 Analysisof Financial 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.

**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 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, asCertificate Administrator and Custodian and Deutsche Bank Trust CompanyAmericas, as Certificate Administrator and Custodian: 

On June 18, 2014, a group of institutional investors filed acivil complaint in the Supreme Court of the State of New York, New York County,against Wells Fargo Bank, N.A. (“Wells Fargo Bank”), in itscapacity as trustee under 276 residential mortgage backed securities (“RMBS”)trusts, which was later amended on July 18, 2014, to increase the number oftrusts to 284 RMBS trusts. On November 24, 2014, the plaintiffs filed a motionto voluntarily dismiss the state court action without prejudice. That same day,a group of institutional investors filed a putative class action complaint inthe United States District Court for the Southern District of New York (the“District Court”) against Wells Fargo Bank, alleging claimsagainst the bank in its capacity as trustee for 274 RMBS trusts (the “FederalCourt Complaint”). In December 2014, the plaintiffs’ motion tovoluntarily dismiss their original state court action was granted. As with theprior state court action, the Federal Court Complaint is one of six similarcomplaints filed contemporaneously against RMBS trustees (Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and US Bank) by a group ofinstitutional investor plaintiffs. The Federal Court Complaint against WellsFargo Bank alleges that the trustee caused losses to investors and assertscauses of action based upon, among other things, the trustee's alleged failureto: (i) notify and enforce repurchase obligations of mortgage loan sellers forpurported breaches of representations and warranties, (ii) notify investors ofalleged events of default, and (iii) abide by appropriate standards of carefollowing alleged events of default. Relief sought includes money damages in anunspecified amount, reimbursement of expenses, and equitable relief. Othercases alleging similar causes of action have been filed against Wells FargoBank and other trustees in the District Court by RMBS investors in these andother transactions, and these cases against Wells Fargo Bank are proceedingbefore the same District Court judge. A similar complaint was also filed May27, 2016 in New York state court by a different plaintiff investor. On January19, 2016, an order was entered in connection with the Federal Court Complaintin which the District Court declined to exercise jurisdiction over 261 trustsat issue in the Federal Court Complaint; the District Court also allowedplaintiffs to file amended complaints as to the remaining, non-dismissed trusts,if they so chose, and three amended complaints have been filed. On December 17,2016, the investor plaintiffs in the 261 trusts dismissed from the FederalCourt Complaint filed a new complaint in New York state court (the “StateCourt Complaint”). Motions to dismiss all of the actions are pendingexcept for the recently filed State Court Complaint. There can be no assurancesas to the outcome of the litigations, or the possible impact of the litigationson the trustee or the RMBS trusts. However, Wells Fargo Bank denies liabilityand believes that it has performed its obligations under the RMBS trusts ingood faith, that its actions were not the cause of any losses to investors, andthat it has meritorious defenses, and it intends to contest the plaintiffs’claims vigorously.

 

Deutsche Bank Trust CompanyAmericas (“DBTCA”) and Deutsche Bank National Trust Company(“DBNTC”) have been sued by investors in civil litigationconcerning their role as trustees of certain RMBS trusts. 

 

On June 18, 2014, a group ofinvestors, including funds managed by Blackrock Advisors, LLC, PIMCO-Advisors,L.P., and others, filed a derivative action against DBNTC and DBTCA in New YorkState Supreme Court purportedly on behalf of and for the benefit of 544private-label RMBS trusts asserting claims for alleged violations of the U.S.Trust Indenture Act of 1939 (TIA), breach of contract, breach of fiduciary dutyand negligence based on DBNTC and DBTCA’s alleged failure to performtheir duties as trustees for the trusts. Plaintiffs subsequently dismissedtheir state court complaint and filed a derivative and class action complaintin the U.S. District Court for the Southern District of New York on behalf ofand for the benefit of 564 private-label RMBS trusts, which substantially overlappedwith the trusts at issue in the state court action. The complaint alleges thatthe trusts at issue have suffered total realized collateral losses of U.S.$89.4 billion, but the complaint does not include a demand for money damages ina sum certain. DBNTC and DBTCA filed a motion to dismiss, and on January 19,2016, the court partially granted the motion on procedural grounds: as to the500 trusts that are governed by Pooling and Servicing Agreements, the courtdeclined to exercise jurisdiction. The court did not rule on substantivedefenses asserted in the motion to dismiss.  On March 22, 2016, plaintiffsfiled an amended complaint in federal court.  In the amended complaint, inconnection with 62 trusts governed by indenture agreements, plaintiffs assertclaims for breach of contract, violation of the TIA, breach of fiduciary duty,and breach of duty to avoid conflicts of interest.   The amendedcomplaint alleges that the trusts at issue have suffered total realizedcollateral losses of U.S. $9.8 billion, but the complaint does not include ademand for money damages in a sum certain.  On July 15, 2016, DBNTC andDBTCA filed a motion to dismiss the amended complaint.  On January 23,2017, the court granted in part and denied in part DBNTC and DBTCA’smotion to dismiss.  The court granted the motion to dismiss with respectto plaintiffs’ conflict-of-interest claim, thereby dismissing it, anddenied the motion to dismiss with respect to plaintiffs’ breach ofcontract claim (except as noted below) and claim for violation of the TIA,thereby allowing those claims to proceed.  On January 26, 2017, theparties filed a joint stipulation and proposed order dismissingplaintiffs’ claim for breach of fiduciary duty.  On January 27,2017, the court entered the parties’ joint stipulation and ordered thatplaintiffs’ claim for breach of fiduciary duty be dismissed.  OnFebruary 3, 2017, following a hearing concerning DBNTC and DBTCA’s motionto dismiss on February 2, 2017, the court issued a short form order dismissing(i) plaintiffs’ representation and warranty claims as to 21 trusts whoseoriginators and/or sponsors had entered bankruptcy and the deadline forasserting claims against such originators and/or sponsors had passed as of 2009and (ii) plaintiffs’ claims to the extent they were premised upon anyalleged pre-Event of Default duty to terminate servicers.  Discovery isongoing.

 

On March 25, 2016, the *BlackRock*plaintiffs filed a state court action against DBTCA in the Superior Court ofCalifornia, Orange County with respect to 513 trusts.  On May 18,2016, plaintiffs filed an amended complaint with respect to 465 trusts, andincluded DBNTC as an additional defendant.  The amended complaintasserts three causes of action:  breach of contract; breach of fiduciaryduty; and breach of the duty to avoid conflicts ofinterest.  Plaintiffs purport to bring the action on behalf ofthemselves and all other current owners of certificates in the 465trusts.  The amended complaint alleges that the trusts at issue havesuffered total realized collateral losses of U.S. $75.7 billion, but does notinclude a demand for money damages in a sum certain.  On August 22, 2016,DBNTC and DBTCA filed a demurrer as to Plaintiffs’ breach of fiduciaryduty cause of action and breach of the duty to avoid conflicts of interestcause of action and motion to strike as to Plaintiffs’ breach of contractcause of action.  On October 18, 2016, the court granted DBNTC andDBTCA’s demurrer, providing Plaintiffs with thirty days’ leave toamend, and denied DBNTC and DBTCA’s motion to strike.  Plaintiffsdid not further amend their complaint and, on December 19, 2016, DBNTC andDBTCA filed an answer to the amended complaint.  Discovery is ongoing.

 

On December 30, 2015, IKBInternational, S.A. in Liquidation and IKB Deutsche Industriebank A.G.(collectively, “IKB”), as an investor in 37 RMBS trusts,filed a summons with notice in the Supreme Court of the State of New York, NewYork County, against DBNTC and DBTCA as trustees of the trusts.  On May 27,2016, IKB served its complaint asserting claims for breach of contract, breachof fiduciary duty, breach of duty to avoid conflicts of interest, violation ofNew York’s Streit Act, violation of the Trust Indenture Act, 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, IKB filed a notice of discontinuance, voluntarily dismissingwith prejudice all claims as to three trusts.  As of January 17, 2017,DBNTC and DBTCA’s motion to dismiss has been briefed and is awaiting decisionby the court.  Certain limited discovery is permitted to go forward whilethe motion to dismiss is pending.

It is DBTCA’s belief that it has no pending legalproceedings (including, based on DBTCA’s present evaluation, thelitigation disclosed in the foregoing paragraphs) that would materially affectits ability to perform its duties as Certificate Administrator and Custodianunder the pooling and servicing agreement for the COMM 2012-CCRE3 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 attached heretounder Item 15 to this Annual Report on Form 10-K. Attached as Schedule II tothe Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1 tothis 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).

**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**

 

**Item15. Exhibits, Financial Statement Schedules**

 

(a)The following is a list of documents filed as part of this Annual Report onForm 10-K:

 

(1)Not applicable

 

(2)Not applicable

 

(3)See below

 

4.1Pooling and Servicing Agreement, dated as of August 1, 2012, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, U.S. BankNational Association, as Trustee, Wells Fargo Bank, National Association, asCertificate Administrator, Paying Agent and Custodian, and Park Bridge LenderServices LLC, as Operating Advisor (filed as Exhibit 4 to theregistrant’s Current Report on Form 8-K filed on August 22, 2012 underCommission File No. 333-172143-05 and incorporated by reference herein).

 

4.2Pooling and Servicing Agreement, dated as of October 1, 2012, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Special Servicer, U.S. BankNational Association, as Trustee, Deutsche Bank Trust Company Americas, asCertificate Administrator, Paying Agent and Custodian, and Situs Holdings, LLC,as Operating Advisor (filed as Exhibit 4.1 to the registrant’s CurrentReport on Form 8-K/A filed on November 21, 2012 under Commission File No.333-172143-06 and incorporated by reference herein).

 

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

 

33Reports 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,  a Division of PNC Bank, National Association, as Special Servicer                                                                      |
| 33.3 U.S. Bank National  Association, as Trustee (Omitted. See Explanatory Notes.)                                                                                  |
| 33.4 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                          |
| 33.5 Wells Fargo Bank,  National Association, as Custodian                                                                                                          |
| 33.6 Park Bridge Lender  Services LLC, as Operating Advisor                                                                                                         |
| 33.7 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                                                                            |
| 33.8 National Tax Search,  LLC, as Servicing Function Participant                                                                                                   |
| 33.9 Wells Fargo Bank,  National Association, as Primary Servicer of the Crossgates Mall Mortgage  Loan (see Exhibit 33.1)                                          |
| 33.10 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 33.2)            |
| 33.11 U.S. Bank National  Association, as Trustee of the Crossgates Mall Mortgage Loan (Omitted. See  Explanatory Notes.)                                           |
| 33.12 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 33.4)                                |
| 33.13 Wells Fargo Bank,  National Association, as Custodian of the Crossgates Mall Mortgage Loan (see  Exhibit 33.5)                                                |
| 33.14 Park Bridge Lender  Services LLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see  Exhibit 33.6)                                               |
| 33.15 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the  Crossgates Mall Mortgage Loan (see Exhibit 33.7)                  |
| 33.16 National Tax Search,  LLC, as Servicing Function Participant of the Crossgates Mall Mortgage Loan  (see Exhibit 33.8)                                         |
| 33.17 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 33.1)                              |
| 33.18 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 33.2) |
| 33.19 U.S. Bank National  Association, as Trustee of the 260 and 261 Madison Avenue Mortgage Loan  (Omitted. See Explanatory Notes.)                                |
| 33.20 Deutsche Bank Trust  Company Americas, as Certificate Administrator and Custodian of the 260 and  261 Madison Avenue Mortgage Loan                            |
| 33.21 Situs Holdings, LLC,  as Operating Advisor of the 260 and 261 Madison Avenue Mortgage Loan                                                                    |
| 33.22 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the 260 and  261 Madison Avenue Mortgage Loan (see Exhibit 33.7)       |
| 33.23 National Tax Search,  LLC, as Servicing Function Participant of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 33.8)                              |

 

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

| 34.1 Wells Fargo Bank,   National Association, as Master Servicer                                                                                                   |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 34.2 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer                                                                      |
| 34.3 U.S. Bank National  Association, as Trustee (Omitted. See Explanatory Notes.)                                                                                  |
| 34.4 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                          |
| 34.5 Wells Fargo Bank,  National Association, as Custodian                                                                                                          |
| 34.6 Park Bridge Lender  Services LLC, as Operating Advisor                                                                                                         |
| 34.7 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                                                                            |
| 34.8 National Tax Search,  LLC, as Servicing Function Participant                                                                                                   |
| 34.9 Wells Fargo Bank,  National Association, as Primary Servicer of the Crossgates Mall Mortgage  Loan (see Exhibit 34.1)                                          |
| 34.10 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 34.2)            |
| 34.11 U.S. Bank National  Association, as Trustee of the Crossgates Mall Mortgage Loan (Omitted. See  Explanatory Notes.)                                           |
| 34.12 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 34.4)                                |
| 34.13 Wells Fargo Bank,  National Association, as Custodian of the Crossgates Mall Mortgage Loan (see  Exhibit 34.5)                                                |
| 34.14 Park Bridge Lender  Services LLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see  Exhibit 34.6)                                               |
| 34.15 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the  Crossgates Mall Mortgage Loan (see Exhibit 34.7)                  |
| 34.16 National Tax Search,  LLC, as Servicing Function Participant of the Crossgates Mall Mortgage Loan  (see Exhibit 34.8)                                         |
| 34.17 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 34.1)                              |
| 34.18 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 34.2) |
| 34.19 U.S. Bank National  Association, as Trustee of the 260 and 261 Madison Avenue Mortgage Loan  (Omitted. See Explanatory Notes.)                                |
| 34.20 Deutsche Bank Trust  Company Americas, as Certificate Administrator and Custodian of the 260 and  261 Madison Avenue Mortgage Loan                            |
| 34.21 Situs Holdings, LLC,  as Operating Advisor of the 260 and 261 Madison Avenue Mortgage Loan                                                                    |
| 34.22 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the 260 and  261 Madison Avenue Mortgage Loan (see Exhibit 34.7)       |
| 34.23 National Tax Search,  LLC, as Servicing Function Participant of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 34.8)                              |

 

35Servicer compliance statements.

| 35.1 Wells Fargo Bank,   National Association, as Master Servicer                                                                                                  |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 35.2 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer                                                                     |
| 35.3 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                         |
| 35.4 Wells Fargo Bank,  National Association, as Primary Servicer of the Crossgates Mall Mortgage  Loan (see Exhibit 35.1)                                         |
| 35.5 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 35.2)            |
| 35.6 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 35.3)                                |
| 35.7 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan                                                 |
| 35.8 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 35.2) |
| 35.9 Deutsche Bank Trust  Company Americas, as Certificate Administrator of the 260 and 261 Madison  Avenue Mortgage Loan                                          |

 

99.1Mortgage Loan Purchase Agreement, dated as of August 22, 2012, between GermanAmerican Capital Corporation and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.1 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)

 

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

 

99.3Mortgage Loan Purchase Agreement, dated as of August 22, 2012, between CantorCommercial Real Estate Lending, L.P. and Deutsche Mortgage & AssetReceiving 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)

 

(b)The exhibits required to be filed by the Registrant pursuant to Item 601 ofRegulation S-K are listed above and in the Exhibit Index that immediatelyfollows the signature page hereof.

 

(c)Not Applicable.

 

**SIGNATURES**

 

Pursuant to the requirementsof Section 13 or 15(d) of the Securities Exchange Act of 1934, the registranthas duly caused this report to be signed on its behalf by the undersigned,thereunto duly authorized.

 

Deutsche Mortgage & AssetReceiving Corporation(Depositor)

 

/s/ Helaine M. Kaplan

Helaine M. Kaplan, President

(senior officer in charge ofsecuritization of the depositor)

 

Date: March 20, 2017

 

/s/ Natalie Grainger

Natalie Grainger, Director

 

Date: March 20, 2017

 

 

Exhibit Index

 

Exhibit No.

 

4.1 Pooling and ServicingAgreement, dated as of August 1, 2012, by and among Deutsche Mortgage &Asset Receiving Corporation, as Depositor, Wells Fargo Bank, NationalAssociation, as Master Servicer, Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer, U.S. Bank National Association, asTrustee, Wells Fargo Bank, National Association, as Certificate Administrator,Paying Agent and Custodian, and Park Bridge Lender Services LLC, as OperatingAdvisor (filed as Exhibit 4 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).

 

4.2 Pooling and ServicingAgreement, dated as of October 1, 2012, by and among Deutsche Mortgage &Asset Receiving Corporation, as Depositor, Wells Fargo Bank, NationalAssociation, as Master Servicer, Midland Loan Services, a Division of PNC Bank,National Association, as Special Servicer, U.S. Bank National Association, asTrustee, Deutsche Bank Trust Company Americas, as Certificate Administrator,Paying Agent and Custodian, and Situs Holdings, LLC, as Operating Advisor(filed as Exhibit 4.1 to the registrant’s Current Report on Form 8-K/Afiled on November 21, 2012 under Commission File No. 333-172143-06 andincorporated by reference herein).

 

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

 

33Reports 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,  a Division of PNC Bank, National Association, as Special Servicer                                                                      |
| 33.3 U.S. Bank National  Association, as Trustee (Omitted. See Explanatory Notes.)                                                                                  |
| 33.4 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                          |
| 33.5 Wells Fargo Bank, National  Association, as Custodian                                                                                                          |
| 33.6 Park Bridge Lender  Services LLC, as Operating Advisor                                                                                                         |
| 33.7 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                                                                            |
| 33.8 National Tax Search,  LLC, as Servicing Function Participant                                                                                                   |
| 33.9 Wells Fargo Bank,  National Association, as Primary Servicer of the Crossgates Mall Mortgage  Loan (see Exhibit 33.1)                                          |
| 33.10 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 33.2)            |
| 33.11 U.S. Bank National  Association, as Trustee of the Crossgates Mall Mortgage Loan (Omitted. See  Explanatory Notes.)                                           |
| 33.12 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 33.4)                                |
| 33.13 Wells Fargo Bank,  National Association, as Custodian of the Crossgates Mall Mortgage Loan (see  Exhibit 33.5)                                                |
| 33.14 Park Bridge Lender  Services LLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see  Exhibit 33.6)                                               |
| 33.15 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the  Crossgates Mall Mortgage Loan (see Exhibit 33.7)                  |
| 33.16 National Tax Search,  LLC, as Servicing Function Participant of the Crossgates Mall Mortgage Loan  (see Exhibit 33.8)                                         |
| 33.17 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 33.1)                              |
| 33.18 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 33.2) |
| 33.19 U.S. Bank National  Association, as Trustee of the 260 and 261 Madison Avenue Mortgage Loan  (Omitted. See Explanatory Notes.)                                |
| 33.20 Deutsche Bank Trust  Company Americas, as Certificate Administrator and Custodian of the 260 and  261 Madison Avenue Mortgage Loan                            |
| 33.21 Situs Holdings, LLC,  as Operating Advisor of the 260 and 261 Madison Avenue Mortgage Loan                                                                    |
| 33.22 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the 260 and  261 Madison Avenue Mortgage Loan (see Exhibit 33.7)       |
| 33.23 National Tax Search,  LLC, as Servicing Function Participant of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 33.8)                              |
|                                                                                                                                                                |   |

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

| 34.1 Wells Fargo Bank,   National Association, as Master Servicer                                                                                                   |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 34.2 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer                                                                      |
| 34.3 U.S. Bank National  Association, as Trustee (Omitted. See Explanatory Notes.)                                                                                  |
| 34.4 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                          |
| 34.5 Wells Fargo Bank,  National Association, as Custodian                                                                                                          |
| 34.6 Park Bridge Lender  Services LLC, as Operating Advisor                                                                                                         |
| 34.7 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                                                                            |
| 34.8 National Tax Search,  LLC, as Servicing Function Participant                                                                                                   |
| 34.9 Wells Fargo Bank,  National Association, as Primary Servicer of the Crossgates Mall Mortgage  Loan (see Exhibit 34.1)                                          |
| 34.10 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 34.2)            |
| 34.11 U.S. Bank National  Association, as Trustee of the Crossgates Mall Mortgage Loan (Omitted. See Explanatory  Notes.)                                           |
| 34.12 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 34.4)                                |
| 34.13 Wells Fargo Bank,  National Association, as Custodian of the Crossgates Mall Mortgage Loan (see  Exhibit 34.5)                                                |
| 34.14 Park Bridge Lender  Services LLC, as Operating Advisor of the Crossgates Mall Mortgage Loan (see  Exhibit 34.6)                                               |
| 34.15 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the  Crossgates Mall Mortgage Loan (see Exhibit 34.7)                  |
| 34.16 National Tax Search,  LLC, as Servicing Function Participant of the Crossgates Mall Mortgage Loan  (see Exhibit 34.8)                                         |
| 34.17 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 34.1)                              |
| 34.18 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 34.2) |
| 34.19 U.S. Bank National  Association, as Trustee of the 260 and 261 Madison Avenue Mortgage Loan  (Omitted. See Explanatory Notes.)                                |
| 34.20 Deutsche Bank Trust  Company Americas, as Certificate Administrator and Custodian of the 260 and  261 Madison Avenue Mortgage Loan                            |
| 34.21 Situs Holdings, LLC,  as Operating Advisor of the 260 and 261 Madison Avenue Mortgage Loan                                                                    |
| 34.22 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant of the 260 and  261 Madison Avenue Mortgage Loan (see Exhibit 34.7)       |
| 34.23 National Tax Search,  LLC, as Servicing Function Participant of the 260 and 261 Madison Avenue  Mortgage Loan (see Exhibit 34.8)                              |
|                                                                                                                                                                |   |

35Servicer compliance statements.

| 35.1 Wells Fargo Bank, National   Association, as Master Servicer                                                                                                  |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 35.2 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer                                                                     |
| 35.3 Wells Fargo Bank,  National Association, as Certificate Administrator                                                                                         |
| 35.4 Wells Fargo Bank, National  Association, as Primary Servicer of the Crossgates Mall Mortgage Loan (see  Exhibit 35.1)                                         |
| 35.5 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the  Crossgates Mall Mortgage Loan (see Exhibit 35.2)            |
| 35.6 Wells Fargo Bank,  National Association, as Certificate Administrator of the Crossgates Mall  Mortgage Loan (see Exhibit 35.3)                                |
| 35.7 Wells Fargo Bank,  National Association, as Primary Servicer of the 260 and 261 Madison Avenue  Mortgage Loan                                                 |
| 35.8 Midland Loan Services,  a Division of PNC Bank, National Association, as Special Servicer of the 260  and 261 Madison Avenue Mortgage Loan (see Exhibit 35.2) |
| 35.9 Deutsche Bank Trust  Company Americas, as Certificate Administrator of the 260 and 261 Madison Avenue  Mortgage Loan                                          |

 

99.1Mortgage Loan Purchase Agreement, dated as of August 22, 2012, between GermanAmerican Capital Corporation and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.1 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)

 

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

 

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