**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, 2019or**

**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: 333-172143-01**

**Central Index Key Number of the issuing entity:0001527531**

**DBUBS 2011-LC3 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: 0001541886**

**UBS Real Estate Securities Inc.**

**(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: 0001542046**

**Starwood Property Mortgage Sub-2-A,L.L.C.**

**(exact name of the sponsor as specified in its charter)**

** **

**Central Index Key Number of the sponsor: 0001542291**

**Starwood Property Mortgage Sub-4,L.L.C.**

**(exact name of the sponsor as specified in its charter)**

** **

**Central Index Key Number of the sponsor: 0001542290**

**Starwood Property Mortgage Sub-3,L.L.C.**

**(exact name of the sponsor as specified in its charter)**

** **

| **New York****(State or other jurisdiction of  incorporation or organization of**

**the issuing entity)** | **38-3847613**

**38-3847614**

**38-3847615**

**38-6988397**

**(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 the Act:

| Title of each class | Trading Symbol(s) | Name of each  exchange on which registered |
|---------------------|-------------------|--------------------------------------------|
| 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 smaller reportingcompany, 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 accelerated filer       o                                       Accelerated filer                                                                        o

Non-acceleratedfiler         ⌧  (Do not check if a smaller reportingcompany)                                       Smaller reportingcompany                                                        o

                                                                              Emerging growth company                                                        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 Exchange Act.  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 the registrant’sclasses 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.

 

** **

**EXPLANATORY NOTES**

U.S. Bank National Associationacts as trustee of the mortgage loans serviced under the Pooling and ServicingAgreement.  Pursuant to the Pooling and Servicing Agreement, the trusteeis required 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 report for thesubject transaction.  As a result, this Annual Report on Form 10-K doesnot include an assessment of compliance with applicable servicing criteria ofthe trustee. One or more other servicers of the mortgage loans serviced underthe Pooling and Servicing Agreement have delivered one or more assessments ofcompliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

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 (except withrespect to those mortgage loans for which Bank of America, National Associationis the primary servicer)  to remit tax payments received from the escrowaccounts of borrowers to local taxing authorities, to report tax amounts due,to verify tax parcel information, and to verify non-escrow tax payments. Theseservicing functions are included within the servicing criteria set forth inItems 1122(d)(4)(xi) and 1122(d)(4)(xii) of Regulation AB.  Therefore,under the principles-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 Regulation AB.  *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 Analysis ofFinancial 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.**

The Three Allen Center Mortgage Loan, which represented 10%or more of the pool assets held by the issuing entity as of its cut-off date,is no longer a pool asset.

The Times Square Hotel Portfolio Mortgage Loan, whichrepresented 10% or more of the pool assets held by the issuing entity as of itscut-off date, is no longer a pool asset.

**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 as custodian.

Beginning on June 18, 2014, a group of institutionalinvestors filed civil complaints in the Supreme Court of the State of New York,New York County, and later the U.S. District Court for the Southern District ofNew York, against Wells Fargo Bank, N.A., (“Wells Fargo Bank”) in its capacityas trustee for certain residential mortgage backed securities (“RMBS”)trusts.  The complaints against Wells Fargo Bank alleged that the trusteecaused losses to investors and asserted causes of action based upon, amongother things, the trustee's alleged failure to: (i) notify and enforcerepurchase obligations of mortgage loan sellers for purported breaches ofrepresentations and warranties, (ii) notify investors of alleged events ofdefault, and (iii) abide by appropriate standards of care following allegedevents of default. Relief sought included money damages in an unspecifiedamount, reimbursement of expenses, and equitable relief. In November 2018,Wells Fargo Bank reached an agreement, in which it denied any wrongdoing, toresolve such claims on a classwide basis for the 271 RMBS trusts atissue.  On May 6, 2019, the court entered an order approving thesettlement agreement.  Separate lawsuits against Wells Fargo Bank makingsimilar allegations filed by certain other institutional investors concerningseveral RMBS trusts in New York federal and state court are not covered by theagreement.  With respect to such litigations, Wells Fargo Bank believesplaintiffs' 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.

**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 26, 2011 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 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).

**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             Poolingand Servicing Agreement, dated as of August 1, 2011, 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 Pooled Special Servicer, Wells Fargo Bank,National Association, as Providence Place Mall Loan Special Servicer, U.S. BankNational Association, as Trustee, Wells Fargo Bank, National Association, asCertificate Administrator, Paying Agent and Custodian, and TriMont Real EstateAdvisors, Inc., as Operating Advisor (filed as Exhibit 4.1 to the registrant’sCurrent Report on Form 8-K/A filed on September 27, 2011 under Commission FileNo. 333-172143-02 and 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, NationalAssociation, as Master Servicer

33.2       CWCapital Asset ManagementLLC, as Special Servicer

33.3       Wells Fargo Bank, National Association, as ProvidencePlace Mall Loan Special Servicer (see Exhibit 33.1)

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

33.5       Wells Fargo Bank, NationalAssociation, as Certificate Administrator

33.6       Wells Fargo Bank, NationalAssociation, as Custodian

33.7       TriMont Real EstateAdvisors, Inc., as Operating Advisor

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

33.9       National Tax Search, LLC,as Servicing Function Participant

33.10     KeyBank NationalAssociation, as Primary Servicer

34          Attestation reports onassessment of compliance with servicing criteria for asset-backed securities.

34.1       Wells Fargo Bank, NationalAssociation, as Master Servicer

34.2       CWCapital Asset ManagementLLC, as Special Servicer

34.3       Wells Fargo Bank, National Association, as ProvidencePlace Mall Loan Special Servicer (see Exhibit 34.1)

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

34.5       Wells Fargo Bank, NationalAssociation, as Certificate Administrator

34.6       Wells Fargo Bank, NationalAssociation, as Custodian

34.7       TriMont Real Estate Advisors,Inc., as Operating Advisor

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

34.9       National Tax Search, LLC,as Servicing Function Participant

34.10     KeyBank NationalAssociation, as Primary Servicer

35          Servicer compliance statements.

35.1       Wells Fargo Bank, NationalAssociation, as Master Servicer

35.2       CWCapital Asset ManagementLLC, as Special Servicer

35.3       Wells Fargo Bank, National Association, as ProvidencePlace Mall Loan Special Servicer (see Exhibit 35.1)

35.4       Wells Fargo Bank, NationalAssociation, as Certificate Administrator

35.5       KeyBank NationalAssociation, as Primary Servicer

 

99.1        MortgageLoan Purchase Agreement, dated as of August 30, 2011, between German AmericanCapital Corporation and Deutsche Mortgage & Asset Receiving Corporation(filed as Exhibit 99.1 to the registrant’s Current Report on Form 8-K/A filedon September 27, 2011 under Commission File No. 333-172143-02 and incorporatedby reference herein)

99.2        MortgageLoan Purchase Agreement, dated as of August 30, 2011, between UBS Real EstateSecurities Inc. and Deutsche Mortgage & Asset Receiving Corporation (filedas Exhibit 99.6 to the registrant’s Current Report on Form 8-K filed on August29, 2011 under Commission File No. 333-172143-02 and incorporated by referenceherein)

99.3        MortgageLoan Purchase Agreement, dated as of August 30, 2011, 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 29, 2011 under Commission File No. 333-172143-02and incorporated by reference herein)

99.4        MortgageLoan Purchase Agreement, dated as of August 30, 2011, among Starwood Property MortgageSub-2-A, L.L.C., Starwood Property Mortgage, L.L.C. and Deutsche Mortgage &Asset Receiving Corporation (filed as Exhibit 99.3 to the registrant’s CurrentReport on Form 8-K filed on August 29, 2011 under Commission File No.333-172143-02 and incorporated by reference herein)

99.5        MortgageLoan Purchase Agreement, dated as of August 30, 2011, between Starwood PropertyMortgage Sub-4, L.L.C., Starwood Property Mortgage, L.L.C. and DeutscheMortgage & Asset Receiving Corporation (filed as Exhibit 99.5 to theregistrant’s Current Report on Form 8-K filed on August 29, 2011 underCommission File No. 333-172143-02 and incorporated by reference herein)

99.6        MortgageLoan Purchase Agreement, dated as of August 30, 2011, between Starwood PropertyMortgage Sub-3, L.L.C., Starwood Property Mortgage, L.L.C. and DeutscheMortgage & Asset Receiving Corporation (filed as Exhibit 99.4 to theregistrant’s Current Report on Form 8-K filed on August 29, 2011 underCommission File No. 333-172143-02 and incorporated by reference herein)

99.7        PrimaryServicing Agreement, dated as of August 1, 2011, between Wells Fargo Bank,National Association and Bank of America, National Association (filed asExhibit 99.7 to the registrant’s Current Report on Form 8-K filed on August 29,2011 under Commission File No. 333-172143-02 and incorporated by referenceherein)

(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 to besigned 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 13, 2020

/s/ NatalieGrainger

Natalie Grainger, Director

Date: March 13, 2020