EX-34.5


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KPMG LLP


303 East Wacker Drive


Chicago, IL 60601-5212






Report of Independent Registered Public Accounting Firm






The Board of Directors


The Corporate Trust Services division of Wells Fargo Bank, National Association:




We have examined the Corporate Trust Services division of Wells Fargo Bank,


National Association's (the Company) compliance with the servicing criteria set


forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB


for publicly-issued (i.e., transaction level reporting initially required under


the Securities Exchange Act of 1934, as amended) and certain privately-issued


(i.e., for which transaction level reporting is required pursuant to


contractual obligation) residential mortgage-backed securities, commercial


mortgage-backed securities and other asset-backed securities for which the


Company provides master servicing, trustee, securities administration and/or


paying agent services, excluding any such securities issued by an agency or


instrumentality of the U.S. government (other than the Federal Deposit


Insurance Corporation) or any government sponsored entity, and further


excluding the transactions issued prior to 2006 for which Wells Fargo


outsources all material servicing activities (as defined by Regulation AB) (the


Platform), except for servicing criteria 1122(d)(4)(ii), 1122(d)(4)(iv),


1122(d)(4)(v), 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, 2011. Management is responsible


for the Company's compliance with the servicing criteria. Our responsibility is


to express an opinion on 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.






KPMG LLP is a Delaware limited liability partnership,


the U.S. member firm of KPMG International Cooperative


("KPMG International"), a Swiss entity.






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As described in management's Assessment of Compliance with the Applicable


Servicing Criteria, for servicing criterion 1122(d)(4)(i), the Company has


engaged a vendor to perform the activities required by this servicing


criterion. The Company has determined that this 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 this 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 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 Interpretation 17.06 for the vendor and related criterion


as described in management's Assessment of Compliance with the Applicable


Servicing Criteria, and we performed no procedures with respect to the


Company's eligibility to apply Interpretation 17.06.




Our examination disclosed the following material noncompliance with servicing


criteria 1122(d)(3)(i)(B) and 1122(d)(3)(ii), as applicable to the Company


during the twelve months ended December 31, 2011:




* With respect to servicing criterion 1122(d)(3)(i)(B), certain reports to


investors did not provide information calculated in accordance with the terms


specified in the transaction agreements.




* With respect to servicing criterion 1122(d)(3)(ii), certain amounts due to


investors were not allocated and remitted in accordance with timeframes,


distribution priority and other terms set forth in the transaction agreements.




In our opinion, except for the material noncompliance described above, the


Company complied with the aforementioned servicing criteria, including


servicing criterion 1122(d)(4)(i) for which compliance is determined based on


Interpretation 17.06 as described above, as of and for the twelve months ended


December 31, 2011, in all material respects.




We do not express an opinion or any form of assurance on Management's


Discussion on Material Instances of Noncompliance by the Company included in


Schedule B of management's Assessment of Compliance with the Applicable


Servicing Criteria.






/s/ KPMG LLP




Chicago, Illinois


February 27, 2012






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