Exhibit 34.3



Report of Independent Registered Public
Accounting Firm



The Board of Directors
GE Capital Retail Bank:



We have examined management’s assessment,
included in the accompanying Management’s Assessment of Compliance, that GE Capital Retail Bank (the Company) complied
with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB for asset-backed
securities transactions for which the Company acted as servicer involving credit card receivables, accounts receivable and asset
based lending receivables (the Platform), as of and for the twelve months ended December 31, 2013. Management has determined
that criteria 1122(d)(1)(ii), 1122(d)(2)(i), 1122(d)(2)(v), 1122(d)(2)(vii), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii)
and 1122(d)(4)(ix) are applicable to the activities it performs with respect to the Platform, and that all other servicing criteria
set forth in Item 1122(d) are not applicable to the primary servicing services provided by the Company with respect to the Platform.
Appendix B to management’s assessment identifies the individual asset-backed transactions and securities defined by management
as constituting the Platform. Management is responsible for the Company’s compliance with the servicing criteria. Our responsibility
is to express an opinion on management’s assessment about the Company’s compliance based on our examination.



Our examination was conducted in accordance
with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a
test basis, evidence about the Company’s compliance with the servicing criteria specified above and performing such other
procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions
and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether
the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria.
Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during
the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior
to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period
covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable
basis for our opinion. Our examination does not provide a legal determination on the Company’s compliance with the servicing
criteria.











As described in the accompanying management
assessment, for servicing criterion 1122(d)(2)(vii), the Company has engaged various vendors to perform the activities required
by these servicing criteria. The Company has determined that none of these vendors is considered a “servicer” as defined
in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the servicing
criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly
Available Telephone Interpretations (Interpretation 17.06). As permitted by Interpretation 17.06, the Company has asserted that
it has policies and procedures in place designed to provide reasonable assurance that the vendors’ activities comply in all
material respects with the servicing criteria applicable to each vendor. The Company is solely responsible for determining that
it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria as described in its assessment,
and we performed no procedures with respect to the Company’s eligibility to apply Interpretation 17.06.



In our opinion, management’s assessment
that the Company complied with the aforementioned servicing criteria including servicing criterion 1122(d)(2)(vii) for which compliance
is determined based on Interpretation 17.06 as described above, as of and for the twelve months ended December 31, 2013, is
fairly stated, in all material respects.



| | /s/ KPMG LLP
| | ------------







Chicago, Illinois
March 26, 2014



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