**GrantThornton LLP**27777 Franklin Road, Suite 800Southfield, MI 48034-2366T 248.262.1950F 248.350.3581www.GrantThornton.com****

****

**GrantThornton LLP**U.S. member firm of Grant Thornton International Ltd 

****

****

****

****

****

****

****

****

****

**Exhibit34.1**

****

**REPORTOF INDEPENDENT REGISTERED PUBLIC ACCOUNTING**

**FIRM**

Boardof Directors
Mercedes-Benz FinancialServices USA LLC

Wehave examined Mercedes-Benz Financial Services USA LLC’s (“MBFS USALLC” or the “Company”) formerly known as DCFS USA LLC, compliance withthe servicing criteria set forth in Item 1122(d) of the U.S. Securitiesand Exchange Commission’s Regulation AB for United States ConsumerAutomotive Retail Installment Sale Contracts (the “Platform”) describedin the accompanying Report on Assessment of Compliance with ApplicableServicing Criteria of Mercedes Benz Financial Services USA LLC(“Management’s Report”) as of and for the year ended December 31, 2013,excluding criteria 1122(d)(1)(iii), 1122(d)(2)(v), 1122(d)(2)(vi),1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii), and1122(d)(4)(xv), which management has determined are not applicable tothe activities performed by the Company with respect to the Platform.The Platform consists of the asset-backed transactions and securitiesdefined by management in Appendix A of Management’s Report. Managementis responsible for the Company’s compliance with the applicableservicing criteria. Our responsibility is to express an opinion on theCompany’s compliance with the applicable servicing criteria for thePlatform based on our examination.Our examination was conductedin accordance with the standards of the Public Company AccountingOversight Board (United States) and, accordingly, included examining,on a test basis, evidence about the Company’s compliance with theapplicable servicing criteria for the Platform and performing suchother procedures as we considered necessary in the circumstances. Ourexamination included testing selected asset-backed transactions andsecurities constituting the Platform and evaluating whether the Companyperformed servicing activities related to those transactions andsecurities in compliance with the applicable servicing criteria for theperiod covered by this report. Accordingly, our testing may not haveincluded servicing activities related to each asset-backed transactionor security constituting the Platform. Further, our examination was notdesigned to detect material noncompliance that may have occurred priorto the period covered by this report and that may have affected theCompany’s servicing activities during the period covered by thisreport. We believe that our examination provides a reasonable basis forour opinion. Our examination does not provide a legal determination onthe Company’s compliance with the applicable servicing criteria.Asdescribed in Management’s Report, the Company engaged various vendorsto perform servicing activities with respect to criteria 1122(d)(2)(i),1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(viii). The Companydetermined that each vendor is not considered a “servicer,” as thatterm is defined in Item 1101(j) of Regulation AB, and therefore, theCompany is assuming responsibility for compliance with such servicingcriteria applicable to each vendor’s servicing activities. Inaccordance with Regulation AB and its related interpretations, therequirement for management to assess compliance with the servicingcriteria applicable to a vendor’s activities is satisfied if theCompany has instituted policies and procedures to monitor whether suchvendor’s activities comply in all material respects with such criteria.Compliance with the applicable servicing criteria is achieved if thosepolicies and procedures are designed to provide reasonable assurancethat such vendor’s activities comply with such criteria and thosepolicies and procedures are operating effectively for the periodcovered by Management’s Report. Our examination does not provide alegal determination of whether a vendor is or is not considered aservicer, and therefore, on whether the Company, in its ManagementReport, is eligible to elect to take responsibility for assessingcompliance with the servicing criteria applicable to each vendor’sservicing activities.Our examination disclosed the followingmaterial noncompliance with 1122(d)(4)(vii) applicable to the Companyas of and for the year ended December 31, 2013 for the Platform.

1.With respect to servicing criterion 1122(d)(4)(vii), certain lossmitigation or recovery actions were     not initiated,conducted and concluded in accordance with time frames or otherrequirementsestablished by the transaction agreements.
Inour opinion, except for the material noncompliance described in thepreceding paragraph, Mercedes-Benz Financial Services USA LLC complied,in all material respects, with the aforementioned applicable servicingcriteria as of and for the year ended December 31, 2013 for the UnitedStates Consumer Automotive Retail Installment Sales Contracts.
Theinformation included in the Management Response section of Appendix Bof Management’s Report is presented by the Company to provideadditional information and is not a part of the Company’s servicingcriteria. The information in the Management Response section ofAppendix B has not been subject to the procedures applied in theexamination of compliance with applicable servicing criteria, andaccordingly, we express no opinion on it.
/s/GRANT THORNTON LLPSouthfield, MichiganMarch 18, 2014