Attached files

  EX-34.6
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KPMG LLP
2500 Ruan Center
666 Grand Avenue
Des Moines, IA 50309

Report of Independent Registered Public Accounting Firm

The Board of Directors
Wells Fargo Bank, N.A.:

We have examined management's assessment. included in the accompanying 2012
Certification Regarding Compliance with Applicable Servicing Criteria, that
Wells Fargo Bank, N.A. (the Company) complied with the servicing criteria set
forth in Item 1122(d) of the Securities and Exchange Commission's Regulation
AB for its primary servicing of residential mortgage loans, other than the
servicing of such loans for the Company and affiliates, Freddie Mac, Fannie
Mae, Ginnie Mae, or a Federal Home Loan Bank (but including the servicing of
loans for FHLB Shared Funding securitizations) (the Platform), except for
servicing criteria 1122(d)(1)(iii) and 1122(d)(4)(xv), which the Company has
determined are not applicable to the activities it performs with respect to the
Platform, as of and for the year ended December 31, 2012. 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 2012 Certification Regarding Compliance with
Applicable Servicing Criteria, for servicing criteria 1122(d)(2)(i),
1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi) and 1122(d)(4)(xiii), the
Company 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

KPMG LLP is a Delaware limited liability partnership,
the U.S. member firm of KPMG International Cooperative
("KPMG International"), a Swiss entity


(page)


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Corporation Finance Manual of Publicly Available Telephone Interpretations
("Interpretation 17.06"). As permitted in Interpretation 17.06, the Company as
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
assertion, 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 criteria 1122(d)(2)(i),
1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi) and 1122(d)(4)(xiii) for which
compliance is determined based on Interpretation 17.06 as described above, as
of and for the year ended December 31, 2012 is fairly stated, in all material
respects.

/s/ KPMG LLP

Des Moines, Iowa
February 28, 2013