Exhibit 34.1



Report of Independent Registered Public
Accounting Firm



The Board of Directors
SYNCHRONY FINANCIAL:



We have examined management’s assessment,
included in the accompanying Management’s Assessment of Compliance, that SYNCHRONY FINANCIAL, formerly GE Capital Retail
Finance Corporation, (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 private-label and co-branded credit card receivables and excluding private asset-backed securities transactions involving
receivables that are not originated through the retail card segment of SYNCHRONY FINANCIAL, formerly known as GE Capital Retail
Finance Corporation (the Platform), except for servicing criteria 1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(2)(i), 1122(d)(2)(iii),
1122(d)(2)(v), 1122(d)(2)(vi), 1122(d)(2)(vii), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x),
1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not applicable to the activities it
performs with respect to the Platform, as of and for the twelve months ended December 31, 2014. With respect to servicing criteria
1122(d)(4)(iii) and 1122(d)(4)(xv), there were no activities performed during the twelve months ended December 31, 2014 with respect
to the Platform because there were no occurrences of events that would require the Company to perform such activities. Appendix
B to Management’s Assessment of Compliance 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 attestation 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’s
Assessment of Compliance, for servicing criterion 1122(d)(4)(iv), the Company has engaged a vendor to perform the activities required
by this servicing criterion. The Company has determined that the vendor is not 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 criterion
applicable to the vendor as permitted by the SEC’s Compliance and Disclosure Interpretation (“C&DI”) 200.06,
Vendors Engaged by Servicers (C&DI 200.06) (formerly SEC Manual Telephone Interpretation 17.06). As permitted by C&DI 200.06,
the Company has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendor’s
activities comply in all material respects with the servicing criterion applicable to the vendor. The Company is solely responsible
for determining that it meets the SEC requirements to apply C&DI 200.06 for the vendor and related criterion as described in
its assessment, and we performed no procedures with respect to the Company’s eligibility to apply C&DI 200.06.



In our opinion, management’s assessment
that the Company complied with the aforementioned servicing criteria, including servicing criterion 1122(d)(4)(iv) for which compliance
is determined based on C&DI 200.06 as described above, as of and for the twelve months ended December 31, 2014 is fairly stated
in all material respects.



/s/KPMG LLP



Chicago, Illinois
March 27, 2015