**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-K**

(Mark One)

**/X/ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934**

**For the fiscal year ended December 31, 2016or**

**/ /  ****TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE 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-2A,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)**

** **

**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)**

** **

| **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 telephonenumber, including area code:**

**(212) 250-2500**

Securities registered pursuant to Section 12(b) of theAct:  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.  / / Yes /X/ No

Indicate by check mark if the registrant is not required tofile reports pursuant to Section 13 or Section 15(d) of the Act.  / / Yes /X/ 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.  /X/ Yes / /No

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 by referencein Part III of this Form 10-K or any amendment to this Form 10-K.   

Not applicable.

Indicate by check mark whether the registrant is a largeaccelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definitions of “large accelerated filer”,“accelerated filer” and “smaller reporting company” inRule 12b-2 of the Exchange Act.

Large acceleratedfiler          //                                                                                                        Acceleratedfiler                                     / /

Non-acceleratedfiler           /X/  (Do not check if asmaller reporting company)                         Smaller reporting company                    / /

Indicate by check mark whether the registrant is a shellcompany (as defined in Rule 12b-2 of the Act).  / / Yes /X/ No

State the aggregate market value of the voting and non-votingcommon equity held by non-affiliates computed by reference to the price at whichthe common equity was last sold, or the average bid and asked price of suchcommon 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.  / / Yes / /No

Not applicable.

Indicate the number of shares outstanding of each of theregistrant’s classes 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**

 

Wells Fargo Bank, National Association is the masterservicer, certificate administrator and custodian of the loans serviced underthe Pooling and Servicing Agreement and the special servicer of the ProvidencePlace Mall Mortgage Loan, which constituted approximately 3.9% of the assetpool of the issuing entity as of its cut-off date. As a result, Wells FargoBank, National Association is a “servicer” as defined in Item1108(a)(2)(iii) of Regulation AB, in the capacities described above because itis servicing mortgage loans that constituted 10% or more of the assets of theissuing entity as of its cut-off date. The assessments of compliance withapplicable servicing criteria, accountants’ attestation reports andservicer compliance statements delivered by Wells Fargo Bank, NationalAssociation in the capacities described above are listed in the Exhibit Index.

Wells Fargo Bank, National Association, as Master Servicer ofthe subject transaction did not provide an assessment of compliance withrespect to Item 1122(d)(3)(iii). At the time the Pooling and Servicing Agreementwas entered into, it was intended that either the master servicer or thecertificate administrator would perform this servicing function. In fact, Item1122(d)(3)(iii) of Regulation AB was performed by the certificateadministrator, and is included in the assessment of compliance with applicableservicing criteria and accountants’ attestation report of the certificateadministrator for the subject transaction.

With regard to the servicing criteria set forth in subsection1122(d)(3)(iii), KeyBank National Association, as successor by merger toKeyCorp Real Estate Capital Markets, Inc. has indicated that the criteria isnot applicable. Under the terms of the related Pooling and Servicing Agreement,the certificate administrator may, and does, perform this servicing function,and KeyBank National Association understands that the certificate administratorhas included this criteria in its own assessment of compliance for thistransaction.

U.S.Bank National Association acts as trustee of the mortgage loans serviced underthe Pooling and Servicing Agreement.  Pursuant to the Pooling andServicing Agreement, the trustee is required to provide an assessment ofcompliance with applicable servicing criteria solely with respect to Item1122(d)(2)(iii) of Regulation AB (regarding advances of funds or guaranteesregarding collections, cash flows or distributions, and any interest or otherfees charged for such advances, are made, reviewed and approved as specified inthe transaction agreements). However, during the reporting period, the trusteedid not perform any servicing function with respect to the servicing criteriaspecified in Item 1122(d)(2)(iii) of Regulation AB.  The master serviceror the special servicer, to the extent required, performed the servicing functionidentified with respect to Item 1122(d)(2)(iii) of Regulation AB, and each suchparty included Item 1122(d)(2)(iii) of Regulation AB in the assessment ofcompliance with applicable servicing criteria and accountant’sattestation report for the subject transaction.  As a result, this AnnualReport on Form 10-K does not include an assessment of compliance withapplicable servicing criteria of the trustee. One or more other servicers ofthe mortgage loans serviced under the Pooling and Servicing Agreement havedelivered one or more assessments of compliance with respect to Item1122(d)(2)(iii) of Regulation AB.

ThisAnnual Report on Form 10-K includes assessments of compliance with applicableservicing criteria and accountants’ attestation reports from CoreLogicCommercial Real Estate Services, Inc. and National Tax Search, LLC.  Theseentities were engaged by the master servicer under the Pooling and ServicingAgreement (except with respect to those mortgage loans for which KeyBankNational Association is the primary servicer)  to remit tax paymentsreceived from the escrow accounts of borrowers to local taxing authorities, toreport tax amounts due, to verify tax parcel information, and to verifynon-escrow tax payments. These servicing functions are included within theservicing criteria set forth in Items 1122(d)(4)(xi) and 1122(d)(4)(xii) ofRegulation AB.  Therefore, under the principles-based definition of“servicer” set forth in Item 1101(j) of Regulation AB that looks tothe functions that an entity performs, these vendors 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 Analysisof Financial 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 CenterMortgage Loan  (Loan Number 1 on Annex A-1 of the prospectus supplement ofthe registrant relating to the issuing entity filed on August 26, 2011 pursuantto Rule 424(b)(5)) constitutes a significant obligor within the meaning of Item1101(k)(2) of Regulation AB as disclosed in the prospectus supplement. TheThree Allen Center Mortgage Loan was paid in full and released during thereporting period covered by this Annual Report on Form 10-K. Significantobligor financial information is omitted from this Annual Report on Form 10-Kand will be omitted from future Annual Reports on Form 10-K for this issuingentity.

The Times Square HotelPortfolio Mortgage Loan (Loan Number 2 on Annex A-1 of the prospectussupplement of the registrant relating to the issuing entity filed on August 26,2011 pursuant to Rule 424(b)(5)) constitutes a significant obligor within themeaning of Item 1101(k)(2) of Regulation AB as disclosed in the prospectussupplement. The Times Square Hotel Mortgage Loan was paid in full and releasedduring the reporting period covered by this Annual Report on Form 10-K.Significant obligor financial information is omitted from this Annual Report onForm 10-K and will be omitted from future Annual Reports on Form 10-K for thisissuing entity.

**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 CWCapital Asset Management LLC, as Pooled SpecialServicer, Wells Fargo Bank, National Association, as Certificate Administratorand Custodian, and KeyBank National Association, as Primary Servicer:

On January 24, 2016 PSW NYC LLC commenced a complaint (the“PSW Complaint”) with the Supreme Court of the State of NewYork, County of New York (the “PSW Court”) against Bank ofAmerica, N.A. as trustee under the pooling and servicing agreements forWachovia Bank Commercial Mortgage Trust 2007-C30 and COBALT CMBS CommercialTrust 2007-C2, U.S. Bank National Association as Trustee under the pooling andservicing agreements for Wachovia Bank Commercial Mortgage Trust 2007-C31,ML-CFC Commercial Mortgage Trust 2007-5 and ML-CFC Commercial Mortgage Trust2007-6 (collectively, the “Trusts”), PCV-M Holdings LLC andCWCapital Asset Management LLC, individually and as special servicer for theTrusts (collectively, the “Defendants”) seeking either (a)damages in an amount to be determined by the PSW Court but alleged by theplaintiffs to be approximately $500,000,000 – such amount being theamount PSW NYC LLC alleges would have been recovered on certain mezzanine loans(the “Mezzanine Loans”) related to the Peter Cooper Villageand Stuyvesant Town property (the “PCVST Property”) in NewYork City which PSW NYC LLC sold to an entity related to the Defendantspursuant to a settlement agreement related to certain prior litigation (the“Settlement Agreement”) or (b) the rescission of theSettlement Agreement which would result in, among other things, the rescissionof the sale of the Mezzanine Loans and a claim for certain proceeds from thesale of the PCVST Property. PSW NYC LLC alleges that the Defendants procuredthe Settlement Agreement by fraud and further that the terms of the SettlementAgreement were breached by the Defendants. On February 26, 2016, CWCAM on behalfof itself and the other Defendants filled a motion to dismiss the complaint(the “CWCAM Motion to Dismiss”). Oral argument has been setby the PSW Court on the CWCAM Motion to Dismiss for August 23, 2016. There canbe no assurances as to the outcome of this CWCAM Motion to Dismiss or the PSWComplaint or the possible impact on CWCAM. However, CWCAM believes that it wasnot guilty of any fraud in the procurement of the Settlement Agreement, that itperformed its obligations under applicable pooling and servicing agreements ingood faith and disputes PSW NYC LLC allegations. CWCAM intends to vigorouslycontest such allegations.

 

On June 18, 2014, a group ofinstitutional investors filed a civil complaint in the Supreme Court of theState of New York, New York County, against Wells Fargo Bank, N.A. (“WellsFargo Bank”), in its capacity as trustee under 276 residentialmortgage backed securities (“RMBS”) trusts, which was lateramended on July 18, 2014, to increase the number of trusts to 284 RMBS trusts.On November 24, 2014, the plaintiffs filed a motion to voluntarily dismiss thestate court action without prejudice. That same day, a group of institutionalinvestors filed a putative class action complaint in the United States DistrictCourt for the Southern District of New York (the “District Court”)against Wells Fargo Bank, alleging claims against the bank in its capacity astrustee for 274 RMBS trusts (the “Federal Court Complaint”).In December 2014, the plaintiffs’ motion to voluntarily dismiss their originalstate court action was granted. As with the prior state court action, theFederal Court Complaint is one of six similar complaints filedcontemporaneously against RMBS trustees (Deutsche Bank, Citibank, HSBC, Bank ofNew York Mellon and US Bank) by a group of institutional investor plaintiffs.The Federal Court Complaint against Wells Fargo Bank alleges that the trusteecaused losses to investors and asserts causes of action based upon, among otherthings, the trustee's alleged failure to: (i) notify and enforce repurchaseobligations of mortgage loan sellers for purported breaches of representationsand warranties, (ii) notify investors of alleged events of default, and (iii)abide by appropriate standards of care following alleged events of default.Relief sought includes money damages in an unspecified amount, reimbursement ofexpenses, and equitable relief. Other cases alleging similar causes of actionhave been filed against Wells Fargo Bank and other trustees in the DistrictCourt by RMBS investors in these and other transactions, and these casesagainst Wells Fargo Bank are proceeding before the same District Court judge. Asimilar complaint was also filed May 27, 2016 in New York state court by adifferent plaintiff investor. On January 19, 2016, an order was entered inconnection with the Federal Court Complaint in which the District Courtdeclined to exercise jurisdiction over 261 trusts at issue in the Federal CourtComplaint; the District Court also allowed plaintiffs to file amended complaintsas to the remaining, non-dismissed trusts, if they so chose, and three amendedcomplaints have been filed. On December 17, 2016, the investor plaintiffs inthe 261 trusts dismissed from the Federal Court Complaint filed a new complaintin New York state court (the “State Court Complaint”).Motions to dismiss all of the actions are pending except for the recently filedState Court Complaint. There can be no assurances as to the outcome of thelitigations, or the possible impact of the litigations on the trustee or theRMBS trusts. However, Wells Fargo Bank denies liability and believes that ithas performed its obligations under the RMBS trusts in good faith, that itsactions were not the cause of any losses to investors, and that it hasmeritorious defenses, and it intends to contest the plaintiffs’ claimsvigorously.

 

On February 23, 2016, acertificate holder of the J.P. Morgan Chase Commercial Mortgage SecuritiesTrust, Series 2007-CIBC18 (the “Trust”) filed suit in theSupreme Court of New York, County of New York, against KeyBank NationalAssociation and Berkadia Commercial Mortgage LLC (collectively, the “Servicers”). The suit was filed derivatively on behalf of the Trust.  The action wasbrought in connection with the Servicers’ determination of the fair valueof a loan, secured by the Bryant Park Hotel in New York City, held by the Trustand sold to an assignee of the Trust’s directing certificate holder,pursuant to an exercise of the fair value option set forth in the Pooling andServicing Agreement governing the Trust.  There can be no assurances as tothe outcome of the action or the possible impact of the litigation on theServicers.  Both Servicers deny liability, believe that they performedtheir obligations in accordance with the terms of the Pooling and ServicingAgreement, and have contested the claims asserted against them, filing a motionto dismiss the case.  On November 28, 2016, the Servicers’ motion todismiss was granted.  The plaintiff certificate holder has filed a noticeof appeal, and the appeal is pending.

**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 issuing entityfiled 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**

** **

 

**Item15. Exhibits, Financial Statement Schedules**

 

(a)The following is a list of documents filed as part of this Annual Report onForm 10-K:

 

(1)Not applicable

 

(2)Not applicable

 

(3)See below

 

4Pooling and Servicing Agreement, dated as of August 1, 2011, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Pooled Special Servicer, WellsFargo Bank, National Association, as Providence Place Mall Loan SpecialServicer, U.S. Bank National Association, as Trustee, Wells Fargo Bank, NationalAssociation, as Certificate Administrator, Paying Agent and Custodian, andTriMont Real Estate Advisors, Inc., as Operating Advisor (filed as Exhibit 4.1to the registrant’s Current Report on Form 8-K/A filed on September 27,2011 under Commission File No. 333-172143-02 and incorporated by referenceherein).

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities.

| 33.1 Wells Fargo Bank,   National Association, as Master Servicer                                                |
|------------------------------------------------------------------------------------------------------------------|
| 33.2 CWCapital Asset  Management LLC, as Pooled Special Servicer                                                 |
| 33.3 Wells Fargo Bank,  National Association, as Providence Place 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,  National Association, as Certificate Administrator                                       |
| 33.6 Wells Fargo Bank,  National Association, as Custodian                                                       |
| 33.7 TriMont Real Estate  Advisors, Inc., as Operating Advisor                                                   |
| 33.8 KeyBank National  Association, as Primary Servicer                                                          |
| 33.9 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                         |
| 33.10 National Tax Search,  LLC, as Servicing Function Participant                                               |

 

34Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

| 34.1 Wells Fargo Bank,   National Association, as Master Servicer                                                |
|------------------------------------------------------------------------------------------------------------------|
| 34.2 CWCapital Asset  Management LLC, as Pooled Special Servicer                                                 |
| 34.3 Wells Fargo Bank, National  Association, as Providence Place 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,  National Association, as Certificate Administrator                                       |
| 34.6 Wells Fargo Bank,  National Association, as Custodian                                                       |
| 34.7 TriMont Real Estate  Advisors, Inc., as Operating Advisor                                                   |
| 34.8 KeyBank National  Association, as Primary Servicer                                                          |
| 34.9 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                         |
| 34.10 National Tax Search,  LLC, as Servicing Function Participant                                               |

 

35Servicer compliance statements.

| 35.1 Wells Fargo Bank,   National Association, as Master Servicer                            |
|----------------------------------------------------------------------------------------------|
| 35.2 CWCapital Asset Management  LLC, as Pooled Special Servicer                             |
| 35.3 Wells Fargo Bank,  National Association, as Providence Place Mall Loan Special Servicer |
| 35.4 Wells Fargo Bank,  National Association, as Certificate Administrator                   |
| 35.5 KeyBank National  Association, as Primary Servicer                                      |

 

99.1Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between GermanAmerican Capital Corporation and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.1 to the registrant’s Current Report onForm 8-K/A filed on September 27, 2011 under Commission File No. 333-172143-02and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between UBS RealEstate Securities Inc. and Deutsche Mortgage & Asset Receiving Corporation(filed as Exhibit 99.6 to the registrant’s Current Report on Form 8-Kfiled on August 29, 2011 under Commission File No. 333-172143-02 andincorporated by reference herein)

 

99.3Mortgage Loan Purchase Agreement, dated as of August 30, 2011, among LadderCapital Finance LLC, Ladder Capital Finance Holdings LLLP and Deutsche Mortgage& Asset Receiving Corporation (filed as Exhibit 99.2 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)

 

99.4Mortgage Loan Purchase Agreement, dated as of August 30, 2011, among StarwoodProperty Mortgage Sub-2-A, L.L.C., Starwood Property Mortgage, L.L.C. andDeutsche Mortgage & Asset Receiving Corporation (filed as Exhibit 99.3 tothe registrant’s Current Report on Form 8-K filed on August 29, 2011under Commission File No. 333-172143-02 and incorporated by reference herein)

 

99.5Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between StarwoodProperty Mortgage Sub-3, L.L.C., Starwood Property Mortgage, L.L.C. andDeutsche Mortgage & Asset Receiving Corporation (filed as Exhibit 99.4 tothe registrant’s Current Report on Form 8-K filed on August 29, 2011under Commission File No. 333-172143-02 and incorporated by reference herein)

 

99.6Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between StarwoodProperty Mortgage Sub-4, L.L.C. and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.5 to the registrant’s Current Report onForm 8-K filed on August 29, 2011 under Commission File No. 333-172143-02 andincorporated by reference herein)

 

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

 

(b)The exhibits required to be filed by the Registrant pursuant to Item 601 ofRegulation S-K are listed above and in the Exhibit Index that immediatelyfollows the signature page hereof.

 

(c)Not Applicable.

 

**SIGNATURES**

Pursuantto the requirements of Section 13 or 15(d) of the Securities Exchange Act of1934, the registrant has duly caused this report to be signed on its behalf bythe undersigned, thereunto duly authorized.

DeutscheMortgage & Asset Receiving Corporation(Depositor)

/s/ Helaine M. Kaplan

Helaine M. Kaplan, President

(seniorofficer in charge of securitization of the depositor)

Date:March 20, 2017

/s/ Natalie Grainger

NatalieGrainger, Director

Date:March 20, 2017

 

 

Exhibit Index

 

Exhibit No.

 

4Pooling and Servicing Agreement, dated as of August 1, 2011, by and amongDeutsche Mortgage & Asset Receiving Corporation, as Depositor, Wells FargoBank, National Association, as Master Servicer, Midland Loan Services, aDivision of PNC Bank, National Association, as Pooled Special Servicer, WellsFargo Bank, National Association, as Providence Place Mall Loan SpecialServicer, U.S. Bank National Association, as Trustee, Wells Fargo Bank,National Association, as Certificate Administrator, Paying Agent and Custodian,and TriMont Real Estate Advisors, Inc., as Operating Advisor (filed as Exhibit4.1 to the registrant’s Current Report on Form 8-K/A filed on September27, 2011 under Commission File No. 333-172143-02 and incorporated by referenceherein).

 

31Rule 13a-14(d)/15d-14(d) Certifications.

 

33Reports on assessment of compliance with servicing criteria for asset-backedsecurities. 

| 33.1 Wells Fargo Bank,   National Association, as Master Servicer                                                |
|------------------------------------------------------------------------------------------------------------------|
| 33.2 CWCapital Asset  Management LLC, as Pooled Special Servicer                                                 |
| 33.3 Wells Fargo Bank,  National Association, as Providence Place 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,  National Association, as Certificate Administrator                                       |
| 33.6 Wells Fargo Bank,  National Association, as Custodian                                                       |
| 33.7 TriMont Real Estate  Advisors, Inc., as Operating Advisor                                                   |
| 33.8 KeyBank National  Association, as Primary Servicer                                                          |
| 33.9 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                         |
| 33.10 National Tax Search,  LLC, as Servicing Function Participant                                               |
|                                                                                                             |   |

34Attestation reports on assessment of compliance with servicing criteria forasset-backed securities.

| 34.1 Wells Fargo Bank,   National Association, as Master Servicer                                                |
|------------------------------------------------------------------------------------------------------------------|
| 34.2 CWCapital Asset  Management LLC, as Pooled Special Servicer                                                 |
| 34.3 Wells Fargo Bank, National  Association, as Providence Place 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,  National Association, as Certificate Administrator                                       |
| 34.6 Wells Fargo Bank,  National Association, as Custodian                                                       |
| 34.7 TriMont Real Estate  Advisors, Inc., as Operating Advisor                                                   |
| 34.8 KeyBank National  Association, as Primary Servicer                                                          |
| 34.9 CoreLogic Commercial  Real Estate Services, Inc., as Servicing Function Participant                         |
| 34.10 National Tax Search,  LLC, as Servicing Function Participant                                               |
|                                                                                                             |   |

35Servicer compliance statements.

| 35.1 Wells Fargo Bank,   National Association, as Master Servicer                            |
|----------------------------------------------------------------------------------------------|
| 35.2 CWCapital Asset  Management LLC, as Pooled Special Servicer                             |
| 35.3 Wells Fargo Bank,  National Association, as Providence Place Mall Loan Special Servicer |
| 35.4 Wells Fargo Bank,  National Association, as Certificate Administrator                   |
| 35.5 KeyBank National  Association, as Primary Servicer                                      |

 

99.1Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between GermanAmerican Capital Corporation and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.1 to the registrant’s Current Report onForm 8-K/A filed on September 27, 2011 under Commission File No. 333-172143-02and incorporated by reference herein)

 

99.2Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between UBS RealEstate Securities Inc. and Deutsche Mortgage & Asset Receiving Corporation(filed as Exhibit 99.6 to the registrant’s Current Report on Form 8-Kfiled on August 29, 2011 under Commission File No. 333-172143-02 andincorporated by reference herein)

 

99.3Mortgage Loan Purchase Agreement, dated as of August 30, 2011, among LadderCapital Finance LLC, Ladder Capital Finance Holdings LLLP and Deutsche Mortgage& Asset Receiving Corporation (filed as Exhibit 99.2 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)

 

99.4Mortgage Loan Purchase Agreement, dated as of August 30, 2011, among StarwoodProperty Mortgage Sub-2-A, L.L.C., Starwood Property Mortgage, L.L.C. andDeutsche Mortgage & Asset Receiving Corporation (filed as Exhibit 99.3 tothe registrant’s Current Report on Form 8-K filed on August 29, 2011under Commission File No. 333-172143-02 and incorporated by reference herein)

 

99.5Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between StarwoodProperty Mortgage Sub-3, L.L.C., Starwood Property Mortgage, L.L.C. andDeutsche Mortgage & Asset Receiving Corporation (filed as Exhibit 99.4 tothe registrant’s Current Report on Form 8-K filed on August 29, 2011under Commission File No. 333-172143-02 and incorporated by reference herein)

 

99.6Mortgage Loan Purchase Agreement, dated as of August 30, 2011, between StarwoodProperty Mortgage Sub-4, L.L.C. and Deutsche Mortgage & Asset ReceivingCorporation (filed as Exhibit 99.5 to the registrant’s Current Report onForm 8-K filed on August 29, 2011 under Commission File No. 333-172143-02 andincorporated by reference herein)

 

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