UNITED STATES

SECURITIES 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 OF 1934

 For the fiscal year ended
December 31, 2024

OR

 //
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

 For the transition period from
to

 Commission file number: 333-206582-07

 Central Index Key Number of the issuing entity:
0001702746

 Morgan Stanley Bank of America Merrill Lynch Trust
2017-C33

 (exact name of issuing entity as specified in its
charter)

 Central Index Key Number of the depositor: 0001547361

 Morgan Stanley Capital I Inc.

 (exact name of the depositor as specified in its
charter)

 Central Index Key Number of the sponsor: 0001541557

 Morgan Stanley Mortgage Capital Holdings LLC

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

 Central Index Key Number of the sponsor: 0001102113

 Bank of America, National Association

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

 Central Index Key Number of the sponsor: 0001089877

 KeyBank National Association

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

 New York

 38 4032096

 38 4032097

 38 7170562

 (State or other jurisdiction of incorporation or
 organization)

 (I.R.S. Employer Identification Numbers)

 c/o
Computershare Trust Company, National Association, as agent for

 Wells Fargo Bank, National
Association

 9062 Old Annapolis Road

 Columbia, MD

 (Address of principal
executive offices)

 21045

 (Zip Code)

 Telephone number,
including area code:

 (667) 786 1992

 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 the Act:

 NONE.

by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.

 Yes
___ No X

by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.

 Yes
___ No X

 Note
- Checking the box above will not relieve any registrant required to file
reports pursuant to Section 13 or 15(d) of the Exchange Act from their
obligations under those Sections.

by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

 Yes
X No ___

by check mark whether the registrant has submitted electronically every
Interactive Data File required to be submitted pursuant to Rule 405 of
Regulation 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 such
files).

 Not

by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, a smaller reporting company, or
emerging growth company. See the definitions of "large accelerated
filer", "accelerated filer," "smaller reporting
company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large
accelerated filer ___

Accelerated filer ___

Non-accelerated filer X (Do not check if a smaller reporting company)

Smaller reporting company ___

 Emerging
growth company ___

 If
an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of
the Ex change Act.

 Not

 Indicate by check mark whether the registrant has filed
a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the
Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm
that prepared or issued its audit report.

 Not

 If securities are registered pursuant to Section 12(b)
of the Act, indicate by check mark whether the financial statements of the

 registrant
included in the filing reflect the correction of an error to previously issued
financial statements.

 Not applicable.

by check mark whether any of those error corrections are restatements that
required a recovery analysis of incentive-based compensation received by any of
the registrant's executive officers during the relevant recovery period
pursuant to §240.10D-1(b).

 Not applicable.

by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).

 Yes
___ No X

 State
the aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common equity, as of
the last business day of the registrant's most recently completed second fiscal
quarter.

 Not

by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by
a court.

 Not

the number of shares outstanding of each of the registrant's classes of common
stock, as of the latest practicable date.

 Not

 DOCUMENTS
INCORPORATED BY REFERENCE

 List
hereunder the following documents if incorporated by reference and the Part of
the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1)Any annual report to security holders; (2) Any proxy or
information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g., annual report to security holders
for fiscal year ended December 24, 1980).

 Not

 EXPLANATORY NOTES

 The
MSBAM 2017-C33 mortgage pool includes the following mortgage loans, each of
which is serviced pursuant to a separate pooling and servicing agreement (each,
an "Outside Pooling and Servicing Agreement"):

 • the Pentagon
Center mortgage loan, which is serviced pursuant to the GSMS 2017-GS6 pooling
and servicing agreement attached hereto as Exhibit 4.4;

 • the Key Center
Cleveland mortgage loan, which is serviced pursuant to the CGCMT 2017-P7
pooling and servicing agreement attached hereto as Exhibit 4.2;

 • the D.C. Office
Portfolio mortgage loan and the Ralph's Food Warehouse Portfolio mortgage loan,
which are serviced pursuant to the BANK 2017-BNK4 pooling and servicing
agreement attached hereto as Exhibit 4.3; and

 • the Gateway
Crossing mortgage loan, which is serviced pursuant to the MSC 2017-H1 pooling
and servicing agreement attached hereto as Exhibit 4.5.

 Except
as set forth below, each of the parties to each pooling and servicing agreement
listed in the Exhibit Index both (1) participates in the servicing function for
purposes of Item 1122 of Regulation AB and (2) constitutes a servicer that
meets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB for
purposes of Item 1123 of Regulation AB:

 • The trustee under
a pooling and servicing agreement has a nominal role with respect to the
mortgage pool securitized pursuant to such pooling and servicing
agreement. The trustee's only servicing function is the contingent
obligation to make certain advances if the master servicer under such pooling
and servicing agreement fails to do so, while all other servicing functions are
performed by other parties. The trustee under each of the pooling and
servicing agreements listed in the Exhibit Index has confirmed to the
registrant that it has not made any such contingent advances during the
reporting period, and consequently, each such trustee does not participate in
the servicing function for purposes of Item 1122 of Regulation AB, nor does it
perform the functions of a servicer for purposes of the definition of
"servicer" under Item 1101 of Regulation AB or for purposes of Item 1123 of
Regulation AB.

 • The certificate
administrator under a pooling and servicing agreement performs various payment
administration functions solely for the securitization governed by such pooling
and servicing agreement and the mortgage pool securitized pursuant to such pooling
and servicing agreement and does not have any obligations with respect to any
other transaction. Consequently, the certificate administrator under an
Outside Pooling and Servicing Agreement does not participate in the servicing
function for purposes of Item 1122 of Regulation AB, nor does it perform the
functions of a servicer for purposes of the definition of "servicer" under Item
1101 of Regulation AB or for purposes of Item 1123 of Regulation AB.

 • The operating
advisor under a pooling and servicing agreement represents the interests of
senior certificateholders in the transaction governed by such pooling and
servicing agreement and is responsible for monitoring the performance of the
special servicer under such pooling and servicing agreement and producing
certain reports to certificateholders relating to the resolution of the
mortgage pool securitized pursuant to such pooling and servicing
agreement. The operating advisor under a pooling and servicing agreement
does not have any obligations with respect to any other transaction and is
solely obligated to perform loan reporting functions with respect to the
securitization governed by such pooling and servicing agreement.
Consequently, the operating advisor under an Outside Pooling and Servicing
Agreement neither participates in the servicing function for purposes of Item
1122 of Regulation AB nor performs the functions of a servicer for purposes of
the definition of "servicer" under Item 1101 of Regulation AB or for purposes
of Item 1123 of Regulation AB. In addition, while the operating advisor
under a pooling and servicing agreement has certain reporting obligations in
respect of the related mortgage pool, it has no obligation to collect or
disburse funds in respect of the mortgage pool or to administer any of the
underlying mortgage loans. Consequently, the operating advisor under a
pooling and servicing agreement participates in the servicing function for
purposes of Item 1122 of Regulation AB, but is not responsible for the
"management or collection of the pool assets or making allocations or
distributions to holders of the asset-backed securities" within the meaning of
"servicer" under Item 1101 of Regulation AB and does not perform the functions
of a servicer for purposes of Item 1123 of Regulation AB.

 • The asset
representations reviewer under a pooling and servicing agreement has a limited
obligation to review certain delinquent mortgage loans after a specified
delinquency threshold has been met and the required percentage of
certificateholders vote to direct a review of such delinquent mortgage loans,
and has no obligation to collect or disburse funds in respect of the mortgage
pool, to administer any of the underlying mortgage loans or to perform any
servicing function. Consequently, the asset representations reviewer
under a pooling and servicing agreement does not participate in the servicing
function for purposes of Item 1122 of Regulation AB, is not responsible for the
"management or collection of the pool assets or making allocations or distributions
to holders of the asset-backed securities" within the meaning of "servicer"
under Item 1101 of Regulation AB and does not perform the functions of a
servicer for purposes of Item 1123 of Regulation AB.

 • Deutsche Bank
Trust Company Americas, is the custodian under the CGCMT 2017-P7 pooling and
servicing agreement, pursuant to which the Key Center Cleveland mortgage loan
is serviced. Because Deutsche Bank Trust Company Americas is not the
MSBAM 2017-C33 custodian, is not affiliated with any sponsor and services only
the Key Center Cleveland mortgage loan, which constitutes more than 5% but less
than 10% of the mortgage pool, Deutsche Bank Trust Company Americas, as CGCMT
2017-P7 custodian, constitutes a reporting "servicing function participant" for
purposes of Item 1122 of Regulation AB, as specified in the Instruction 3 to
Item 1122, but does not constitute a reporting "servicer" for purposes of Item
1123 of Regulation AB, as specified in the Instruction to Item 1123.

 • Argentic
Services Company LP is the current special servicer under the MSC 2017-H1
pooling and servicing agreement, pursuant to which the Gateway Crossing
mortgage loan is serviced. On May 6, 2020, LNR Partners, LLC was replaced as
special servicer under the MSC 2017-H1 pooling and servicing agreement (other
than with respect to the One Presidential mortgage loan included in the MSC
2017-H1 mortgage pool) and succeeded by Argentic Services Company LP. On June
24, 2022, LNR Partners, LLC was replaced as special servicer under the MSC
2017-H1 pooling and servicing agreement with respect to the One Presidential
mortgage loan and succeeded by Argentic Services Company LP. Because Argentic
Services Company LP is not the MSBAM 2017-C33 special servicer, is not
affiliated with any sponsor and services only the Gateway Crossing mortgage
loan, which constitutes less than 5% of the mortgage pool, Argentic Services
Company LP, as MSC 2017-H1 special servicer, does not constitute a reporting
"servicing function participant" for purposes of Item 1122 of Regulation AB, as
specified in the Instruction 3 to Item 1122, and does not constitute a
reporting "servicer" for purposes of Item 1123 of Regulation AB, as specified
in the Instruction to Item 1123.

 • K-Star
Asset Management LLC is the current special servicer under the GSMS 2017-GS6
pooling and servicing agreement pursuant to which the Pentagon Center mortgage
loan is serviced. On May 2, 2023, Midland Loan Services, a Division of
PNC Bank, National Association was replaced as special servicer under the GSMS
2017-GS6 pooling and servicing agreement and succeeded by K-Star Asset
Management LLC. Because K-Star Asset Management LLC is not the MSBAM 2017-C33
special servicer, is not affiliated with any sponsor and services only the
Pentagon Center mortgage loan, which constitutes more than 5% but less than 10%
of the mortgage pool, K-Star Asset Management LLC, as GSMS 2017-GS6 special
servicer, constitutes a reporting "servicing function participant" for purposes
of Item 1122 of Regulation AB, as specified in the Instruction 3 to Item 1122,
but does not constitute a reporting "servicer" for purposes of Item 1123 of
Regulation AB, as specified in the Instruction to Item 1123.

 In
addition, each of the following parties engaged the services of certain
servicing function participants and sub-servicers for the reporting period, as
set forth below:

 • Wells Fargo Bank,
National Association, as master servicer, engaged the services of KeyBank
National Association, as a sub-servicer in respect of the entire mortgage pool
for the reporting period.

 • Wells Fargo Bank,
National Association, as master servicer, engaged the services of (i) CoreLogic
Solutions, LLC as a servicing function participant in respect of the entire
mortgage pool for the reporting period, and (ii) Berkadia Commercial Mortgage LLC
as a servicing function participant for the reporting period.

 • Wells Fargo Bank,
National Association, as master servicer under the CGCMT 2017-P7 pooling and servicing
agreement, pursuant to which the Key Center Cleveland mortgage loan is
serviced, engaged the services of CoreLogic Solutions, LLC and Berkadia
Commercial Mortgage LLC, in each case as a servicing function participant in
respect of the Key Center Cleveland mortgage loan for the reporting period.

 • Wells Fargo Bank, National Association,
as master servicer under the BANK 2017-BNK4 pooling and servicing agreement,
pursuant to which the D.C. Office Portfolio and Ralph's Food Warehouse
Portfolio mortgage loans are serviced, engaged the services of CoreLogic
Solutions, LLC as a servicing function participant in respect of the D.C.
Office Portfolio and Ralph's Food Warehouse Portfolio mortgage loans for the
reporting period.

 • On November 1, 2021, pursuant to the
second amended and restated servicing agreement attached hereto as Exhibit
99.12, Computershare Trust Company, National Association was engaged to perform
all or virtually all of Wells Fargo Bank, National Association's roles as
certificate administrator, custodian and trustee, as applicable, under (i) the
pooling and servicing agreement and (ii) each Outside Pooling and Servicing

 Item 1.

 Business.

 Item 1A.

 Risk Factors.

 Item 1B.

 Unresolved Staff
 Comments.

 None.

 Item 1C.

 Cybersecurity.

 Item 2.

 Properties.

 Item 3.

 Legal Proceedings.

 Item 4.

 Mine Safety Disclosures.

 Item 5.

 Market for Registrant's
 Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
 Securities.

 Item 6.

 [Reserved]

 Item 7.

 Management's Discussion
 and Analysis of Financial Condition and Results of Operations.

 Item 7A.

 Quantitative and
 Qualitative Disclosures About Market Risk.

 Item 8.

 Financial Statements and
 Supplementary Data.

 Item 9.

 Changes in and
 Disagreements With Accountants on Accounting and Financial Disclosure.

 Item 9A.

 Controls and Procedures.

 Item 9B.

 Other Information.

 None.

 Item 9C.

 Disclosure Regarding
 Foreign Jurisdictions that Prevent Inspections.

 None.

 Item 10.

 Directors, Executive
 Officers and Corporate Governance.

 Item 11.

 Executive Compensation.

 Item 12.

 Security Ownership of
 Certain Beneficial Owners and Management and Related Stockholder Matters.

 Item 13.

 Certain Relationships and
 Related Transactions, and Director Independence.

 Item 14.

 Principal Accountant Fees
 and Services.

 ADDITIONAL
DISCLOSURE ITEMS FOR REGULATION AB

 Item
1112(b) of Regulation AB, Significant Obligor Financial Information.

 Not applicable.

 Item
1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
Information.

 No entity
or group of affiliated entities provides any enhancement or other support for
the certificates as described under Item 1114 (a) of Regulation AB.

 Item
1115(b) of Regulation AB, Certain Derivatives Instruments (Financial
Information).

 No
entity or group of affiliated entities provides any derivative instruments for
the certificates as described under Item 1115 of Regulation AB.

 Item
1117 of Regulation AB, Legal Proceedings.

 The
registrant knows of no legal proceeding pending against the sponsors,
depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) of
Regulation AB, originator contemplated by Item 1110(b) of Regulation AB, or
other party contemplated by Item 1100(d)(1) of Regulation AB, or of which any
property of the foregoing is the subject, that is material to security holders,
other than as follows:

 In
December 2014, Phoenix Light SF Limited (Phoenix Light) and certain related
entities filed a complaint in the United States District Court for the Southern
District of New York alleging claims against Wells Fargo Bank, N.A., in its
capacity as trustee for a number of residential mortgage-backed securities
(RMBS) trusts. Complaints raising similar allegations have been filed by
Commerzbank AG in the Southern District of New York, IKB International and IKB
Deutsche Industriebank (together, IKB) in New York state court, and Park Royal
I LLC and Park Royal II LLC in New York state court. In each case, the
plaintiffs allege that Wells Fargo Bank, N.A., as trustee, caused losses to
investors, and plaintiffs assert causes of action based upon, among other things,
the trustee's alleged failure to notify and enforce repurchase obligations of
mortgage loan sellers for purported breaches of representations and warranties,
notify investors of alleged events of default, and abide by appropriate
standards of care following alleged events of default. In July 2022, the
district court dismissed Phoenix Light's claims and certain of the claims
asserted by Commerzbank AG, and subsequently entered judgment in each case in
favor of Wells Fargo Bank, N.A. In August 2022, Phoenix Light and Commerzbank
AG each appealed the district court's decision to the United States Court of
Appeals for the Second Circuit. Phoenix Light dismissed its appeal in May 2023,
terminating its case. In October 2024, the Second Circuit denied Commerzbank
AG's appeal. In November 2023, Wells Fargo Bank, N.A. entered into an agreement
with IKB to resolve IKB's claims. Wells Fargo Bank, N.A. previously settled two
class actions filed by institutional investors and an action filed by the
National Credit Union Administration with similar allegations.

 In
2014 and 2015, several investors sued several trustees of residential
mortgage-backed securities ("RMBS") trusts, including Deutsche Bank Trust
Company Americas ("DBTCA"), concerning the trustees' administration of RMBS
trusts. These cases generally alleged that the RMBS trustees failed to
perform purported duties, as trustees for private-label RMBS trusts, to enforce
breaches of representations and warranties as to mortgage loans held by the
trusts and to enforce breaches by servicers of their mortgage loan servicing
obligations for the trusts. Investors have sued DBTCA in six of these
cases. DBTCA has settled two cases brought by funds managed by Blackrock
Advisors, LLC, PIMCO-Advisors, L.P. and others; and obtained summary judgment
in one case, brought by certain special purpose entities including Phoenix
Light SF Limited. In addition, the two cases described below remain
active.

 On November 30, 2017, DBTCA was added as a defendant to
a case brought by Commerzbank AG ("Commerzbank") in the U.S. District Court for
the Southern District of New York, in which Commerzbank previously alleged
incorrectly that Deutsche Bank National Trust Company ("DBNTC") served as
trustee for all 50 of the trusts at issue. On November 30, 2017,
Commerzbank filed a second amended complaint that names DBTCA as a defendant in
addition to DBNTC. DBTCA serves as trustee for 1 of the 50 trusts at
issue. DBNTC serves as trustee for the other 49 trusts at issue.
Commerzbank's second amended complaint brings claims for violation of the U.S.
Trust Indenture Act of 1939 ("TIA"); breach of contract; breach of fiduciary
duty; negligence; violation of the New York Streit Act ("Streit Act"); and
breach of the covenant of good faith. However, in the second amended
complaint, Commerzbank acknowledges that, before DBTCA was added to the case,
the court dismissed Commerzbank's TIA claims for the trusts governed by pooling
and servicing agreements, as well as its Streit Act claims and claims for
breach of the covenant of good faith, and Commerzbank only includes these
claims to preserve any rights on appeal. The second amended complaint
alleges that DBNTC and DBTCA caused Commerzbank to suffer "hundreds of millions
of dollars in losses," but the complaint does not include a demand for money
damages in a sum certain. On January 29, 2018, DBNTC and DBTCA filed an
answer to the second amended complaint. On December 7, 2018, DBNTC and
DBTCA filed a motion for summary judgment. Also on December 7, 2018,
Commerzbank, jointly with the Phoenix Light plaintiffs, filed a motion for
partial summary judgment. On February 8, 2022, the court issued an order
in which it granted in part DBNTC and DBTCA's motion for summary judgment and
denied plaintiffs' motion for partial summary judgment. As a result of
that order, many of plaintiffs' claims and theories were dismissed with
prejudice. The operative scheduling order contemplates that a second
phase of summary judgment briefing will be completed by January 23, 2025.

 On December 30, 2015, IKB International, S.A. in
Liquidation and IKB Deutsche Industriebank A.G. (collectively, "IKB"), as an
investor in 37 RMBS trusts, filed a summons with notice in the Supreme Court of
the State of New York, New York County, against DBNTC and DBTCA as trustees of
the trusts. On May 27, 2016, IKB served its complaint asserting claims for
breach of contract, breach of fiduciary duty, breach of duty to avoid conflicts
of interest, violation of the Streit Act, violation of the TIA, violation of
Regulation AB, and violation of Section 9 of the Uniform Commercial Code. IKB
alleges that DBNTC and DBTCA are liable for over U.S. $268 million in damages.
On October 5, 2016, DBNTC and DBTCA, together with several other trustees
defending lawsuits by IKB, filed a joint motion to dismiss. On January 6, 2017,
IKB filed a notice of discontinuance, voluntarily dismissing with prejudice all
claims as to three trusts. On June 20, 2017, the parties filed a stipulation,
voluntarily dismissing with prejudice all claims as to four additional trusts.
On January 27, 2021, the court granted in part and denied in part DBNTC and
DBTCA's motion to dismiss. The court granted the motion to dismiss with respect
to IKB's claims for violations of the Streit Act, Regulation AB, and Section 9
of the Uniform Commercial Code, as well as certain aspects of IKB's claims for
breach of contract, breach of fiduciary duty, and violation of the TIA. The
court denied the remainder of the motion to dismiss. IKB's remaining claims for
breach of contract, breach of fiduciary duty, breach of duty to avoid conflicts
of interest, and violation of the TIA will proceed. On May 10, 2021, DBNTC and
DBTCA filed a notice of appeal with the New York Supreme Court Appellate
Division, First Department, regarding certain aspects of the court's order on
the motion to dismiss. On May 20, 2021, IKB filed a notice of cross
appeal with respect to other aspects of that order. On August 30, 2022, the New
York Supreme Court, Appellate Division, First Department affirmed in part and
reversed in part the court's order on the motion to dismiss. After DBNTC
and DBTCA appealed the First Department's decision, on June 15, 2023, the New
York Court of Appeals reversed the First Department's decision in part, dismissing
certain additional contract claims, as well as IKB's claims for breach of
fiduciary duty and breach of duty to avoid conflicts of interest. On June
2, 2021, IKB filed a motion for re-argument regarding certain aspects of the
court's order on the motion to dismiss, which the court denied on August 3,
2021. On May 13, 2021, DBNTC and DBTCA filed an answer to the
complaint. On October 28, 2021, the parties filed a stipulation,
voluntarily dismissing with prejudice all claims as to seven additional
trusts. On December 29, 2021, the parties filed a stipulation,
voluntarily dismissing with prejudice all claims as to one additional
trust. On April 22, 2022, the parties filed a stipulation, voluntarily
dismissing with prejudice all claims as to 17 certificates at issue, including
all claims as to 5 trusts. On February 28, 2023, the parties filed a
stipulation, voluntarily dismissing with prejudice all claims as to two trusts,
leaving 15 trusts at issue. On November 21, 2023, the parties filed a stipulation,
voluntarily dismissing with prejudice all claims as to three trusts, leaving 12
trusts at issue. On November 14, 2024, DBNTC and DBTCA filed a motion for
summary judgment. Also on November 14, 2024, IKB filed a motion for
partial summary judgment. Those motions are being briefed.

 It is DBTCA's belief that it has no pending legal
proceedings (including, based on DBTCA's current evaluation, the litigation
disclosed in the foregoing paragraphs) that would materially affect its ability
to perform its duties under the related servicing agreement.

 Item
1119 of Regulation AB, Affiliations and Certain Relationships and Related
Transactions.

 The
information regarding this Item has been provided previously in an annual
report on Form 10-K of the issuing entity or in the prospectus of the issuing
entity filed in a 424(b)(2) filing dated May 12, 2017.

 Item
1122 of Regulation AB, Compliance with Applicable Servicing Criteria.

 The
reports on assessment of compliance with the servicing criteria for
asset-backed securities and the related attestation reports on such assessments
of compliance are attached hereto under Item 15.

 Item
1123 of Regulation AB, Servicer Compliance Statement.

 The
servicer compliance statements are attached hereto under Item 15.

 Item
15. Exhibits, Financial Statement Schedules.

 (a) Exhibits.

 (4.1)
 Pooling and Servicing Agreement, dated as of May 1,
2017, between Morgan Stanley Capital I Inc., as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer,
Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National
Association, as trustee, certificate administrator, certificate registrar,
authenticating agent and custodian, and Park Bridge Lender Services LLC, as
operating advisor and asset representations reviewer (filed as Exhibit 4.1 to the
registrant's Current Report on Form 8-K/A filed on January 25, 2018 under SEC
File No. 333-206582-07 and incorporated by reference herein).

 (4.2)
 Pooling and Servicing Agreement, dated as of April 1,
2017, between Citigroup Commercial Mortgage Securities Inc., as depositor,
Wells Fargo Bank, National Association, as master servicer, Rialto Capital
Advisors, LLC, as special servicer, Citibank, N.A., as certificate
administrator and custodian, Deutsche Bank Trust Company Americas, as trustee,
and Park Bridge Lender Services LLC, as operating advisor and as asset
representations reviewer, relating to the CGCMC 2017-P7 securitization
transaction, pursuant to which the Key Center Cleveland Mortgage Loan is
serviced (filed as Exhibit 4.3 to the registrant's Current Report on Form 8-K
filed on May 12, 2017 under SEC File No. 333-206582-07 and incorporated by
reference herein).

 (4.3)
 Pooling and Servicing Agreement, dated as of April 1,
2017, between Wells Fargo Commercial Mortgage Securities, Inc., as depositor,
Wells Fargo Bank, National Association, as master servicer and certificate
administrator, Rialto Capital Advisors, LLC, as special servicer, Wilmington
Trust, National Association, as trustee, and Pentalpha Surveillance LLC, as
operating advisor and as asset representations reviewer, relating the to the
BANK 2017-BNK4 securitization transaction, pursuant to which the D.C. Office
Portfolio Mortgage Loan and Ralph's Food Warehouse Portfolio Mortgage Loan are
serviced (filed as Exhibit 4.4 to the registrant's Current Report on Form 8-K/A
filed on January 25, 2018 under SEC File No. 333-206582-07 and incorporated by
reference herein), as amended pursuant to that certain Amendment No. 1 to
Pooling and Servicing Agreement, dated as of June 18, 2018, between Wells Fargo
Commercial Mortgage Securities, Inc., as depositor, Wells Fargo Bank, National
Association, as master servicer Rialto Capital Advisors, LLC, special servicer,
Wells Fargo Bank, National Association, as certificate administrator,
Wilmington Trust, National Association, as trustee, and Pentalpha Surveillance
LLC, as operating advisor and as asset representations reviewer (filed as
Exhibit 4.7 to the registrant's Current Report on Form 8-K filed on June 25,
2018 under SEC File No. 333-206582-07 and incorporated by reference herein).

 (4.4)
 Pooling and Servicing Agreement, dated as of May 1,
2017, between GS Mortgage Securities Corporation II, as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer and
special servicer, Wells Fargo Bank, National Association, as certificate
administrator and trustee, and Pentalpha Surveillance LLC, as operating advisor
and asset representations reviewer, relating to the GSMS 2017-GS6
securitization transaction, pursuant to which the Pentagon Center Mortgage Loan
is serviced (filed as Exhibit 4.5 to the registrant's Current Report on Form
8-K filed on June 5, 2017 under SEC File No. 333-206582-07 and incorporated by
reference herein).

 (4.5)
 Pooling and Servicing Agreement, dated as of June 1,
2017, between Morgan Stanley Capital I Inc., as depositor, Midland Loan
Services, a Division of PNC Bank, National Association, as master servicer, LNR
Partners, LLC, as special servicer, Wells Fargo Bank, National Association, as
certificate administrator and trustee, and Trimont Real Estate Advisors, LLC,
as operating advisor and asset representations reviewer, related to the MSC
2017-H1 securitization transaction, pursuant to which the Gateway Crossing
Mortgage Loan is serviced (filed as Exhibit 4.6 to the registrant's Current
Report on Form 8-K/A filed on January 25, 2018 under SEC File No. 333-206582-07
and incorporated by reference herein).

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

 (33)
Reports on assessment of compliance with servicing criteria for asset-backed
securities.

 33.1
Certificate Administrator

 33.2
as Servicing Function Participant for the Certificate Administrator

 33.3
Custodian

 33.4
as Servicing Function Participant for the Custodian

 33.5
Servicer

 33.6
National Association, as Special Servicer

 33.7
 Park Bridge Lender Services LLC, as Operating
Advisor

 33.8
 KeyBank National Association, as Primary Servicer

 33.9
Participant

 33.10
 Berkadia Commercial Mortgage LLC, as Servicing
Function Participant

 33.11
 Midland Loan Services, a Division of PNC Bank, National
Association, as Master Servicer under the GSMS 2017-GS6 securitization,
Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 33.6)

 33.12
Servicer under the CGCMT 2017-P7 securitization, pursuant to which the
(from 1/1/24 to 12/31/24) (See exhibit 33.5)

 33.13
Participant under the CGCMT 2017-P7 securitization, pursuant to which the
(from 1/1/24 to 12/31/24) (See exhibit 33.9)

 33.14
 Berkadia Commercial Mortgage LLC, as Servicing
Function Participant under the CGCMT 2017-P7 securitization, pursuant to which
the following mortgage loans were serviced by such party: Key Center Cleveland
(from 1/1/24 to 12/31/24) (See exhibit 33.10)

 33.15
Servicer under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 33.5)

 33.16
Participant under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 33.9)

 33.17
National Association, as Master Servicer under the MSC 2017-H1 securitization,
Gateway Crossing (from 1/1/24 to 12/31/24) (See exhibit 33.6)

 33.18
 K-Star Asset Management LLC, as Special Servicer
under the GSMS 2017-GS6 securitization, pursuant to which the following
mortgage loans were serviced by such party: Pentagon Center (from 1/1/24 to
12/31/24)

 33.19
 Rialto Capital Advisors, LLC, as Special Servicer

 33.20
 Rialto Capital Advisors, LLC, as Special Servicer under
the BANK 2017-BNK4 securitization, pursuant to which the following mortgage
loans were serviced by such party: D.C. Office Portfolio (from 1/1/24 to
12/31/24) and Ralph's Food Warehouse Portfolio (from 1/1/24 to 12/31/24) (See
exhibit 33.19)

 33.21
Custodian under the GSMS 2017-GS6 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pentagon Center (from
1/1/24 to 12/31/24) (See exhibit 33.3)

 33.22
as Servicing Function Participant under the GSMS 2017-GS6 securitization,
Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 33.4)

 33.23
 Deutsche Bank Trust Company Americas, as Custodian

 33.24
Custodian under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 33.3)

 33.25
as Servicing Function Participant under the BANK 2017-BNK4 securitization,
D.C. Office Portfolio (from 1/1/24 to 12/31/24) and Ralph's Food Warehouse
Portfolio (from 1/1/24 to 12/31/24) (See exhibit 33.4)

 33.26
Custodian under the MSC 2017-H1 securitization, pursuant to which the following
mortgage loans were serviced by such party: Gateway Crossing (from 1/1/24 to
12/31/24) (See exhibit 33.3)

 33.27
as Servicing Function Participant under the MSC 2017-H1 securitization,
Gateway Crossing (from 1/1/24 to 12/31/24) (See exhibit 33.4)

 (34) Attestation
reports on assessment of compliance with servicing criteria for asset-backed
securities.

 34.1
Certificate Administrator

 34.2
 Computershare Trust Company, National Association, as
Servicing Function Participant for the Certificate Administrator

 34.3
Custodian

 34.4
as Servicing Function Participant for the Custodian

 34.5
Servicer

 34.6
National Association, as Special Servicer

 34.7
 Park Bridge Lender Services LLC, as Operating
Advisor

 34.8
 KeyBank National Association, as Primary Servicer

 34.9
Participant

 34.10
 Berkadia Commercial Mortgage LLC, as Servicing
Function Participant

 34.11
 Midland Loan Services, a Division of PNC Bank, National
Association, as Master Servicer under the GSMS 2017-GS6 securitization,
Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 34.6)

 34.12
Servicer under the CGCMT 2017-P7 securitization, pursuant to which the
(from 1/1/24 to 12/31/24) (See exhibit 34.5)

 34.13
Participant under the CGCMT 2017-P7 securitization, pursuant to which the
(from 1/1/24 to 12/31/24) (See exhibit 34.9)

 34.14
 Berkadia Commercial Mortgage LLC, as Servicing
Function Participant under the CGCMT 2017-P7 securitization, pursuant to which
the following mortgage loans were serviced by such party: Key Center Cleveland
(from 1/1/24 to 12/31/24) (See exhibit 34.10)

 34.15
Servicer under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 34.5)

 34.16
Participant under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 34.9)

 34.17
National Association, as Master Servicer under the MSC 2017-H1 securitization,
Gateway Crossing (from 1/1/24 to 12/31/24) (See exhibit 34.6)

 34.18
 K-Star Asset Management LLC, as Special Servicer
under the GSMS 2017-GS6 securitization, pursuant to which the following
mortgage loans were serviced by such party: Pentagon Center (from 1/1/24 to
12/31/24)

 34.19
 Rialto Capital Advisors, LLC, as Special Servicer

 34.20
 Rialto Capital Advisors, LLC, as Special Servicer under
the BANK 2017-BNK4 securitization, pursuant to which the following mortgage
loans were serviced by such party: D.C. Office Portfolio (from 1/1/24 to
12/31/24) and Ralph's Food Warehouse Portfolio (from 1/1/24 to 12/31/24) (See
exhibit 34.19)

 34.21
Custodian under the GSMS 2017-GS6 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pentagon Center (from
1/1/24 to 12/31/24) (See exhibit 34.3)

 34.22
as Servicing Function Participant under the GSMS 2017-GS6 securitization,
Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 34.4)

 34.23
 Deutsche Bank Trust Company Americas, as Custodian

 34.24
Custodian under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 34.3)

 34.25
as Servicing Function Participant under the BANK 2017-BNK4 securitization,
D.C. Office Portfolio (from 1/1/24 to 12/31/24) and Ralph's Food Warehouse
Portfolio (from 1/1/24 to 12/31/24) (See exhibit 34.4)

 34.26
Custodian under the MSC 2017-H1 securitization, pursuant to which the following
mortgage loans were serviced by such party: Gateway Crossing (from 1/1/24 to
12/31/24) (See exhibit 34.3)

 34.27
as Servicing Function Participant under the MSC 2017-H1 securitization,
Gateway Crossing (from 1/1/24 to 12/31/24) (See exhibit 34.4)

 (35) Servicer
compliance statement.

 35.1
Certificate Administrator

 35.2
as Servicing Function Participant for the Certificate Administrator

 35.3
Custodian

 35.4
as Servicing Function Participant for the Custodian

 35.5
Servicer

 35.6
National Association, as Special Servicer

 35.7
 KeyBank National Association, as Primary Servicer

 35.8
National Association, as Master Servicer under the GSMS 2017-GS6
securitization, pursuant to which the following mortgage loans were serviced by
such party: Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 35.6)

 35.9
Servicer under the CGCMT 2017-P7 securitization, pursuant to which the
(from 1/1/24 to 12/31/24) (See exhibit 35.5)

 35.10
Servicer under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 35.5)

 35.11
 Midland Loan Services, a Division of PNC Bank, National
Association, as Master Servicer under the MSC 2017-H1 securitization, pursuant
to which the following mortgage loans were serviced by such party: Gateway
Crossing (from 1/1/24 to 12/31/24) (See exhibit 35.6)

 35.12
 Rialto Capital Advisors, LLC, as Special Servicer

 35.13
 Rialto Capital Advisors, LLC, as Special Servicer
under the BANK 2017-BNK4 securitization, pursuant to which the following
mortgage loans were serviced by such party: D.C. Office Portfolio (from 1/1/24
to 12/31/24) and Ralph's Food Warehouse Portfolio (from 1/1/24 to 12/31/24)
(See exhibit 35.12)

 35.14
Custodian under the GSMS 2017-GS6 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pentagon Center (from
1/1/24 to 12/31/24) (See exhibit 35.3)

 35.15
as Servicing Function Participant under the GSMS 2017-GS6 securitization,
Pentagon Center (from 1/1/24 to 12/31/24) (See exhibit 35.4)

 35.16
Custodian under the BANK 2017-BNK4 securitization, pursuant to which the
12/31/24) (See exhibit 35.3)

 35.17
as Servicing Function Participant under the BANK 2017-BNK4 securitization,
D.C. Office Portfolio (from 1/1/24 to 12/31/24) and Ralph's Food Warehouse
Portfolio (from 1/1/24 to 12/31/24) (See exhibit 35.4)

 35.18
Custodian under the MSC 2017-H1 securitization, pursuant to which the following
mortgage loans were serviced by such party: Gateway Crossing (from 1/1/24 to
12/31/24) (See exhibit 35.3)

 35.19
as Servicing Function Participant under the MSC 2017-H1 securitization,
Gateway Crossing (from 1/1/24 to 12/31/24) (See exhibit 35.4)

 (99.1)
 Mortgage
Loan Purchase Agreement, dated May 4, 2017, between Morgan Stanley Capital I
Inc. and Morgan Stanley Mortgage Capital Holdings LLC (filed as Exhibit 99.1 to
the registrant's Current Report on Form 8-K/A filed on January 25, 2018 under
SEC File No. 333-206582-07 and incorporated by reference herein).

 (99.2)
 Mortgage
Loan Purchase Agreement, dated May 4, 2017, between Morgan Stanley Capital I
Inc. and Bank of America, National Association (filed as Exhibit 99.2 to the
registrant's Current Report on Form 8-K/A filed on January 25, 2018 under SEC
File No. 333-206582-07 and incorporated by reference herein).

 (99.3)
 Mortgage
Loan Purchase Agreement, dated May 4, 2017, between Morgan Stanley Capital I
Inc. and KeyBank National Association (filed as Exhibit 99.3 to the
registrant's Current Report on Form 8-K/A filed on January 25, 2018 under SEC
File No. 333-206582-07 and incorporated by reference herein).

 (99.4)
Between Note Holders, dated as of May 11, 2017, by and between Morgan Stanley
Bank, N.A., as Initial Note A-1 Holder and Morgan Stanley Bank, N.A., as
Initial Note A-2 Holder, related to the Hyatt Regency loan combination (filed
as Exhibit 99.4 to the registrant's Current Report on Form 8-K/A filed on
January 25, 2018 under SEC File No. 333-206582-07 and incorporated by reference
herein).

 (99.5)
 Co-Lender
Agreement, dated as of March 16, 2017, by and among Goldman Sachs Mortgage
Company, as Initial Note A-1 Holder and Initial Note A-2 Holder and Morgan
Stanley Bank, N.A., as Initial Note A-3 Holder, Morgan Stanley Bank, N.A., as
Initial Note A-4 Holder, Morgan Stanley Bank, N.A., as Initial Note A-5 Holder
and Morgan Stanley Bank, N.A., as Initial Note A-6 Holder, related to the
Pentagon Center loan combination (filed as Exhibit 99.5 to the registrant's
Current Report on Form 8-K filed on May 12, 2017 under SEC File No.
333-206582-07 and incorporated by reference herein).

 (99.6)
 Co-Lender
Agreement, dated as of January 31, 2017, between Citi Real Estate Funding Inc.,
as Note A-1 Holder, Citi Real Estate Funding Inc., as Note A-4 Holder, Bank of
America, N.A., as Note A-2 Holder and Note A-5 Holder and Deutsche Bank AG, New
York Branch, as Note A-3 Holder and Note A-6 Holder, related to the Key Center
loan combination (filed as Exhibit 99.6 to the registrant's Current Report on
Form 8-K filed on May 12, 2017 under SEC File No. 333-206582-07 and
incorporated by reference herein).

 (99.7)
Between Note Holders, dated as of February 13, 2017, between Bank of America,
N.A., as Initial Note A-1 Holder and Bank of America, N.A., as Initial Note A-2
Holder, related to the D.C. Office Portfolio loan combination (filed as Exhibit
99.7 to the registrant's Current Report on Form 8-K filed on May 12, 2017 under
SEC File No. 333-206582-07 and incorporated by reference herein).

 (99.8)
Between Note Holders, dated as of April 13, 2017, by and between Morgan Stanley
Bank, N.A., as Initial Note A-1 Holder and Morgan Stanley Bank, N.A., as
Initial Note A-2 Holder, related to the Ralph's Food Warehouse Portfolio loan
combination (filed as Exhibit 99.8 to the registrant's Current Report on Form
8-K filed on May 12, 2017 under SEC File No. 333-206582-07 and incorporated by
reference herein).

 (99.9)
Between Holders, dated as of May 11, 2017, between Morgan Stanley Bank, N.A.,
as Initial Note A-1 Holder and Morgan Stanley Bank, N.A., as Initial Note A-2
Holder, related to the Gateway Crossing loan combination (filed as Exhibit 99.9
to the registrant's Current Report on Form 8-K/A filed on January 25, 2018
under SEC File No. 333-206582-07 and incorporated by reference herein).

 (99.10)
Between Note Holders, dated as of April 24, 2017, by and among KeyBank National
Association, as Note A-1 Holder and KeyBank National Association, as Note A-2
Holder, related to the Tops Portfolio loan combination (filed as Exhibit 99.10
to the registrant's Current Report on Form 8-K/A filed on January 25, 2018
under SEC File No. 333-206582-07 and incorporated by reference herein).

 (99.11)
 Primary
Servicing Agreement, dated as of May 1, 2017, by and between Wells Fargo Bank,
National Association, as master servicer, and KeyBank National Association, as
primary servicer (filed as Exhibit 99.11 to the registrant's Current Report on
Form 8-K/A filed on January 25, 2018 under SEC File No. 333-206582-07 and
incorporated by reference herein).

 (99.12)
 Second
Amended and Restated Servicing Agreement, effective as of October 31, 2021,
between Wells Fargo Bank, N.A., Wells Fargo Delaware Trust Company, N.A.,
Computershare Trust Company, N.A., Computershare Delaware Trust Company and
Computershare Limited (filed as Exhibit 99.1 to the registrant's Current Report
on Form 8-K filed on November 5, 2021 under SEC File No. 333-206582-07 and
incorporated by reference herein).

 (b)
See (a) above.

 (c) Not
Applicable.

 SIGNATURES

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

 Morgan
Stanley Capital I Inc.

 (Depositor)

 By:
/s/ Jane Lam

 Jane
Lam, President

 (senior
officer in charge of securitization of the depositor)

 Date:
March 25, 2025


UNITED STATES

SECURITIES 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 OF 1934

 For the fiscal year ended
December 31, 2024

OR

 //
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

 For the transition period from
to

 Commission file number: 333-259741-05

 Central Index Key Number of the issuing entity:
 0001974587

 MSWF Commercial Mortgage
Trust 2023-1

 (exact name of issuing entity as specified in its
charter)

 Central Index Key Number of the depositor: 0001547361

 Morgan Stanley Capital I Inc.

 (exact name of the depositor as specified in its
charter)

 Central Index Key Number of the sponsor: 0000740906

 Wells Fargo Bank, National
Association

 Central Index Key Number of the sponsor: 0001968416

 Argentic Real Estate Finance
2 LLC

 Central Index Key Number of the sponsor: 0001541557

 Morgan Stanley Mortgage
Capital Holdings LLC

 Central Index Key Number of the sponsor: 0001548405

 Starwood Mortgage Capital LLC

 Central Index Key Number of the sponsor: 0001624053

 Argentic Real Estate Finance
LLC

 Central Index Key Number of the sponsor: 0001592182

 LMF Commercial, LLC

 New York

 38-4258171

 38-4258172

 38-7292494

 (State or other jurisdiction of incorporation or
 organization)

 (I.R.S. Employer Identification Numbers)

 c/o Computershare Trust Company, N.A.

 9062 Old Annapolis Road

 Columbia, MD

 (Address of principal executive offices)

 21045

 (Zip Code)

 Telephone number, including area code:

 (667) 786 1992

 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 the Act:

 NONE.

by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.

 Yes
___ No X

by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.

 Yes
___ No X

 Note
- Checking the box above will not relieve any registrant required to file
reports pursuant to Section 13 or 15(d) of the Exchange Act from their
obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

 Yes
X No ___

by check mark whether the registrant has submitted electronically every
Interactive Data File required to be submitted pursuant to Rule 405 of
Regulation 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 such
files).

 Not

by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, a smaller reporting company, or
emerging growth company. See the definitions of "large accelerated
filer", "accelerated filer," "smaller reporting
company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large
accelerated filer ___

Accelerated filer ___

Non-accelerated filer X (Do not check if a smaller reporting company)

Smaller reporting company ___

 Emerging
growth company ___

 If
an emerging growth company, indicate by check mark if the registrant has
elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of
the Ex change Act.

 Not

by check mark whether the registrant has filed a report on and attestation to
its management's assessment of the effectiveness of its internal control over
financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its
audit report.

Not applicable.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by
check mark whether the financial statements of the

 registrant
included in the filing reflect the correction of an error to previously issued
financial statements.

 Not applicable.

by check mark whether any of those error corrections are restatements that
required a recovery analysis of incentive-based compensation received by any of
the registrant's executive officers during the relevant recovery period
pursuant to §240.10D-1(b).

 Not applicable.

by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).

 Yes
___ No X

 State
the aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common equity, as of
the last business day of the registrant's most recently completed second fiscal
quarter.

 Not

by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by
a court.

 Not

the number of shares outstanding of each of the registrant's classes of common
stock, as of the latest practicable date.

 Not

 DOCUMENTS
INCORPORATED BY REFERENCE

 List
hereunder the following documents if incorporated by reference and the Part of
the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1)Any annual report to security holders; (2) Any proxy or
information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g., annual report to security holders
for fiscal year ended December 24, 1980).

 Not

 EXPLANATORY NOTES

 The
MSWF 2023-1 mortgage pool includes the following mortgage loans, each of which
is serviced pursuant to a separate pooling and servicing agreement (each, an
"Outside Pooling and Servicing Agreement"):

 •
the CX - 250 Water Street mortgage loan, which is serviced pursuant to the MSWF
2023-2 pooling and servicing agreement attached hereto as Exhibit 4.6;

 •
the 100 & 150 South Wacker Drive mortgage loan, which is serviced pursuant
to the BANK 2023-BNK45 pooling and servicing agreement attached hereto as
Exhibit 4.2;

 • the Pacific Design Center mortgage loan, which is
serviced pursuant to the Benchmark 2023-B38 pooling and servicing agreement
attached hereto as Exhibit 4.3;

 • the Cumberland Mall mortgage loan, which is serviced
pursuant to the Benchmark 2023-V2 pooling and servicing agreement attached
hereto as Exhibit 4.4;

 • the Conair Glendale mortgage loan, which is serviced
pursuant to the BANK 2023-BNK45 pooling and servicing agreement attached hereto
as Exhibit 4.2; and

 •
the Heritage Plaza mortgage loan, which is serviced pursuant to the BANK5
2023-5YR3 pooling and servicing agreement attached hereto as Exhibit 4.5.

 Except
as set forth below, each of the parties to each pooling and servicing agreement
listed in the Exhibit Index both (1) participates in the servicing function for
purposes of Item 1122 of Regulation AB and (2) constitutes a servicer that
meets the criteria in Item 1108(a)(2)(i) through (iii) of Regulation AB for
purposes of Item 1123 of Regulation AB:

 •
The trustee under a pooling and servicing agreement has a nominal role with
respect to the mortgage pool securitized pursuant to such pooling and servicing
agreement. The trustee's only servicing function is the contingent
obligation to make certain advances if the master servicer under such pooling
and servicing agreement fails to do so, while all other servicing functions are
performed by other parties. The trustee under each of the pooling and
servicing agreements listed in the Exhibit Index has confirmed to the
registrant that it has not made any such contingent advances during the
reporting period, and consequently, each such trustee does not participate in
the servicing function for purposes of Item 1122 of Regulation AB, nor does it
perform the functions of a servicer for purposes of the definition of
"servicer" under Item 1101 of Regulation AB or for purposes of Item 1123 of
Regulation AB.

 •
The certificate administrator under a pooling and servicing agreement performs
various payment administration functions solely for the securitization governed
by such pooling and servicing agreement and the mortgage pool securitized
pursuant to such pooling and servicing agreement and does not have any
obligations with respect to any other transaction. Consequently, the
certificate administrator under an Outside Pooling and Servicing Agreement does
not participate in the servicing function for purposes of Item 1122 of
Regulation AB, nor does it perform the functions of a servicer for purposes of
the definition of "servicer" under Item 1101 of Regulation AB or for purposes
of Item 1123 of Regulation AB.

 •
The operating advisor under a pooling and servicing agreement represents the
interests of senior certificateholders in the transaction governed by such
pooling and servicing agreement and is responsible for monitoring the
performance of the special servicer under such pooling and servicing agreement
and producing certain reports to certificateholders relating to the resolution
of the mortgage pool securitized pursuant to such pooling and servicing
agreement. The operating advisor under a pooling and servicing agreement
does not have any obligations with respect to any other transaction and is
solely obligated to perform loan reporting functions with respect to the
securitization governed by such pooling and servicing agreement.
Consequently, the operating advisor under an Outside Pooling and Servicing
Agreement neither participates in the servicing function for purposes of Item
1122 of Regulation AB nor performs the functions of a servicer for purposes of
the definition of "servicer" under Item 1101 of Regulation AB or for purposes
of Item 1123 of Regulation AB. In addition, while the operating advisor
under a pooling and servicing agreement has certain reporting obligations in
respect of the related mortgage pool, it has no obligation to collect or
disburse funds in respect of the mortgage pool or to administer any of the
underlying mortgage loans. Consequently, the operating advisor under a
pooling and servicing agreement participates in the servicing function for
purposes of Item 1122 of Regulation AB, but is not responsible for the
"management or collection of the pool assets or making allocations or
distributions to holders of the asset-backed securities" within the meaning of
"servicer" under Item 1101 of Regulation AB and does not perform the functions
of a servicer for purposes of Item 1123 of Regulation AB.

 •
The asset representations reviewer under a pooling and servicing agreement has
a limited obligation to review certain delinquent mortgage loans after a
specified delinquency threshold has been met and the required percentage of
certificateholders vote to direct a review of such delinquent mortgage loans,
and has no obligation to collect or disburse funds in respect of the mortgage
pool, to administer any of the underlying mortgage loans or to perform any
servicing function. Consequently, the asset representations reviewer
under a pooling and servicing agreement does not participate in the servicing
function for purposes of Item 1122 of Regulation AB, is not responsible for the
"management or collection of the pool assets or making allocations or distributions
to holders of the asset-backed securities" within the meaning of "servicer"
under Item 1101 of Regulation AB and does not perform the functions of a
servicer for purposes of Item 1123 of Regulation AB.

 •
LNR Partners, LLC, as general special servicer under the Benchmark 2023-B38
pooling and servicing agreement does not have any obligations in respect of the
Pacific Design Center mortgage loan or any other mortgage loan included in the
MSWF 2023-1 mortgage pool. Therefore, LNR Partners, LLC, in such capacity, does
not constitute a reporting "servicing function participant" for purposes of
Item 1122 of Regulation AB, as specified in the Instruction 3 to Item 1122, and
does not constitute a reporting "servicer" for purposes of Item 1123 of
Regulation AB, as specified in the Instruction to Item 1123.

 •
3650 REIT Loan Servicing LLC is the special servicer under the Benchmark
2023-V2 pooling and servicing agreement, pursuant to which the Cumberland Mall
mortgage loan is serviced. Because 3650 REIT Loan Servicing LLC is not
the MSWF 2023-1 special servicer, is not affiliated with any sponsor and
services only the Cumberland Mall mortgage loan, which constitutes less than 5%
of the mortgage pool, 3650 REIT Loan Servicing LLC, as Benchmark 2023-V2
special servicer, does not constitute a reporting "servicing function
participant" for purposes of Item 1122 of Regulation AB, as specified in the
Instruction 3 to Item 1122, and does not constitute a reporting "servicer" for
purposes of Item 1123 of Regulation AB, as specified in the Instruction to Item
1123.

 •
Greystone Servicing Company LLC is the special servicer under the BANK5
2023-5YR3 pooling and servicing agreement, pursuant to which the Heritage Plaza
mortgage loan is serviced. Because Greystone Servicing Company LLC is not the
MSWF 2023-1 special servicer, is not affiliated with any sponsor and services
only the Heritage Plaza mortgage loan, which constitutes less than 5% of the
mortgage pool, Greystone Servicing Company LLC, as BANK5 2023-5YR3 special
servicer, does not constitute a reporting "servicing function participant" for
purposes of Item 1122 of Regulation AB, as specified in the Instruction 3 to
Item 1122, and does not constitute a reporting "servicer" for purposes of Item
1123 of Regulation AB, as specified in the Instruction to Item 1123.

 In
addition, each of the following parties engaged the services of certain
servicing function participants and sub-servicers for the reporting period, as
set forth below:

 •
 Wells Fargo Bank, National Association, as master servicer, engaged the
services of CoreLogic Solutions, LLC as a servicing function participant in
respect of the entire mortgage pool for the reporting period.

 •
Wells Fargo Bank, National Association, as master servicer under the BANK
2023-BNK45 pooling and servicing agreement, pursuant to which the 100 & 150
South Wacker Drive mortgage loan and the Conair Glendale mortgage loan are
serviced, engaged the services of CoreLogic Solutions, LLC as a servicing
function participant in respect of each such mortgage loan for the reporting
period.

 •
Wells Fargo Bank, National Association, as master servicer under the BANK5
2023-5YR3 pooling and servicing agreement, pursuant to which the Heritage Plaza
mortgage loan is serviced, engaged the services of CoreLogic Solutions, LLC as
a servicing function participant in respect of the Heritage Plaza mortgage loan
for the reporting period.

 •
Wells Fargo Bank, National Association, as master servicer under the MSWF
2023-2 pooling and servicing agreement, pursuant to which the CX – 250 Water
Street mortgage loan is serviced, engaged the services of CoreLogic Solutions,
LLC as a servicing function participant in respect of the CX – 250 Water Street
mortgage loan for the reporting period.

 Item 1.

 Business.

 Item 1A.

 Risk Factors.

 Item 1B.

 Unresolved Staff
 Comments.

 None.

 Item 1C.

 Cybersecurity.

 Item 2.

 Properties.

 Item 3.

 Legal Proceedings.

 Item 4.

 Mine Safety Disclosures.

 Item 5.

 Market for Registrant's
 Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
 Securities.

 Item 6.

 [Reserved]

 Item 7.

 Management's Discussion
 and Analysis of Financial Condition and Results of Operations.

 Item 7A.

 Quantitative and
 Qualitative Disclosures About Market Risk.

 Item 8.

 Financial Statements and
 Supplementary Data.

 Item 9.

 Changes in and
 Disagreements With Accountants on Accounting and Financial Disclosure.

 Item 9A.

 Controls and Procedures.

 Item 9B.

 Other Information.

 None.

 Item 9C.

 Disclosure Regarding
 Foreign Jurisdictions that Prevent Inspections.

 None.

 Item 10.

 Directors, Executive
 Officers and Corporate Governance.

 Item 11.

 Executive Compensation.

 Item 12.

 Security Ownership of
 Certain Beneficial Owners and Management and Related Stockholder Matters.

 Item 13.

 Certain Relationships and
 Related Transactions, and Director Independence.

 Item 14.

 Principal Accountant Fees
 and Services.

 ADDITIONAL
DISCLOSURE ITEMS FOR REGULATION AB

 Item
1112(b) of Regulation AB, Significant Obligor Financial Information.

 Not

 Item
1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
Information.

 No
entity or group of affiliated entities provides any enhancement or other
support for the certificates as described under Item 1114 (a) of Regulation AB.

 Item
1115(b) of Regulation AB, Certain Derivatives Instruments (Financial
Information).

 No
entity or group of affiliated entities provides any derivative instruments for
the certificates as described under Item 1115 of Regulation AB.

 Item
1117 of Regulation AB, Legal Proceedings.

 The
registrant knows of no legal proceeding pending against the sponsors,
depositor, trustee, issuing entity, servicer contemplated by Item 1108(a)(3) of
Regulation AB, originator contemplated by Item 1110(b) of Regulation AB, or
other party contemplated by Item 1100(d)(1) of Regulation AB, or of which any
property of the foregoing is the subject, that is material to security holders.

 Item
1119 of Regulation AB, Affiliations and Certain Relationships and Related
Transactions.

 The
information regarding this Item has been provided previously in an annual
report on Form 10-K of the issuing entity or in the prospectus of the issuing
entity filed in a 424(b)(2) filing dated May 25, 2023.

 Item
1122 of Regulation AB, Compliance with Applicable Servicing Criteria.

 The
reports on assessment of compliance with the servicing criteria for
asset-backed securities and the related attestation reports on such assessments
of compliance are attached hereto under Item 15.

 Item
1123 of Regulation AB, Servicer Compliance Statement.

 The
servicer compliance statements are attached hereto under Item 15.

 Item
15. Exhibits, Financial Statement Schedules.

 (a) Exhibits.

 (4.1) Pooling and Servicing Agreement, dated as of May
1, 2023, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,
National Association, as master servicer, Argentic Services Company LP, as
special servicer, Computershare Trust Company, National Association, as
certificate administrator and as trustee, and Pentalpha Surveillance LLC, as
operating advisor and as asset representations reviewer (filed as Exhibit 4.1
to the registrant's Current Report on Form 8-K/A filed on November 30, 2023
under SEC File No. 333-259741-05 and incorporated by reference herein).

 (4.2) Pooling and Servicing Agreement, dated as of
February 1, 2023, between Banc of America Merrill Lynch Commercial Mortgage
Inc., as depositor, Wells Fargo Bank, National Association, as master servicer,
LNR Partners, LLC, as special servicer, Computershare Trust Company, National
Association, as certificate administrator and as trustee, and Park Bridge
Lender Services LLC, as operating advisor and as asset representations
reviewer, relating to the BANK 2023-BNK45 securitization transaction, pursuant
to which the 100 & 150 South Wacker Drive mortgage loan and the Conair
Glendale mortgage loan are serviced (and pursuant to which the CX - 250 Water
Street mortgage loan was serviced until December 20, 2023) (filed as Exhibit
4.2 to the registrant's Current Report on Form 8-K filed on May 25, 2023 under
SEC File No. 333-259741-05 and incorporated by reference herein).

 (4.3) Pooling and Servicing Agreement, dated as of
April 1, 2023, between Deutsche Mortgage & Asset Receiving Corporation, as
depositor, Midland Loan Services, a Division of PNC Bank, National Association,
as master servicer, LNR Partners, LLC, as general special servicer, Argentic
Services Company LP, as Pacific Design Center special servicer, Computershare
Trust Company, N.A., as trustee, certificate administrator, paying agent and
custodian, and Park Bridge Lender Services LLC, as operating advisor and asset
representations reviewer, relating to the Benchmark 2023-B38 securitization
transaction, pursuant to which the Pacific Design Center Mortgage Loan is
serviced (filed as Exhibit 4.3 to the registrant's Current Report on Form 8-K/A
filed on November 30, 2023 under SEC File No. 333-259741-05 and incorporated by

 (4.4) Pooling and Servicing Agreement, dated as of May
1, 2023, among Citigroup Commercial Mortgage Securities Inc., as depositor,
Midland Loan Services, a Division of PNC Bank, National Association, as master
servicer, 3650 REIT Loan Servicing LLC, as special servicer, Computershare
Trust Company, National Association, as certificate administrator and as
trustee, and BellOak, LLC, as operating advisor and as asset representations
reviewer, relating to the Benchmark 2023-V2 securitization transaction, pursuant
to which the Cumberland Mall mortgage loan is serviced and pursuant to which
the Heritage Plaza mortgage loan was serviced until September 27, 2023 (filed
as Exhibit 4.4 to the registrant's Current Report on Form 8-K filed on May 25,
2023 under SEC File No. 333-259741-05 and incorporated by reference herein).

 (4.5) Pooling and Servicing Agreement, dated as of
September 1, 2023, between Banc of America Merrill Lynch Commercial Mortgage
Inc., as depositor, Wells Fargo Bank, National Association, as master servicer,
Greystone Servicing Company LLC, as special servicer, Computershare Trust
Company, National Association, as certificate administrator and as trustee, and
Pentalpha Surveillance LLC, as operating advisor and as asset representations
reviewer, relating to the BANK5 2023-5YR3 securitization transaction, pursuant
to which the Heritage Plaza mortgage loan is serviced (filed as Exhibit 4.5 to
the registrant's Current Report on Form 8-K filed on October 3, 2023 under SEC
File No. 333-259741-05 and incorporated by reference herein).

 (4.6) Pooling and Servicing Agreement, dated as of
December 1, 2023, between Wells Fargo Commercial Mortgage Securities, Inc., as
depositor, Wells Fargo Bank, National Association, as master servicer, Argentic
Services company LP, as special servicer, Computershare Trust Company, National
Association, as certificate administrator and as trustee, and BellOak, LLC, as
operating advisor and as asset representations reviewer, relating to the MSWF
2023-2 securitization transaction, pursuant to which the CX - 250 Water Street
mortgage loan is serviced (filed as Exhibit 4.6 to the registrant's Current
Report on Form 8-K filed on December 21, 2023 under SEC File No. 333-259741-05
and incorporated by reference herein).

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

 (33) Reports
on assessment of compliance with servicing criteria for asset-backed
securities.

 33.1 Computershare Trust Company, National
Association, as Certificate Administrator

 33.2 Computershare Trust Company, National
Association, as Custodian

 33.3 Wells Fargo Bank, National Association, as
Master Servicer

 33.4 Argentic Services Company LP, as Special
Servicer

 33.5 Pentalpha Surveillance LLC, as Operating
Advisor

 33.6 CoreLogic Solutions, LLC, as Servicing
Function Participant

 33.7 Wells Fargo Bank, National Association, as
Master Servicer under the MSWF 2023-2 securitization, pursuant to which the
following mortgage loans were serviced by such party: CX - 250 Water Street
(from 1/1/24 to 12/31/24) (see Exhibit 33.3)

 33.8 CoreLogic Solutions, LLC, as Servicing
Function Participant under the MSWF 2023-2 securitization, pursuant to which
the following mortgage loans were serviced by such party: CX - 250 Water Street
(from 1/1/24 to 12/31/24) (see Exhibit 33.6)

 33.9 Wells Fargo Bank, National Association, as
Master Servicer under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 33.3)

 33.10 CoreLogic Solutions, LLC, as Servicing Function
Participant under the BANK 2023-BNK45 securitization, pursuant to which the following
mortgage loans were serviced by such party: 100 & 150 South Wacker Drive
(from 1/1/24 to 12/31/24), Conair Glendale (from 1/1/24 to 12/31/24) (see
Exhibit 33.6)

 33.11 Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2023-B38
such party: Pacific Design Center (from 1/1/24 to 12/31/24)

 33.12 Wells Fargo Bank, National Association, as Master
Servicer under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 33.3)

 33.13 CoreLogic Solutions, LLC, as Servicing Function
Participant under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 33.6)

 33.14 Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2023-V2
such party: Cumberland Mall (from 1/1/24 to 12/31/24) (see Exhibit 33.11)

 33.15 Argentic Services Company LP, as Special Servicer
under the MSWF 2023-2 securitization, pursuant to which the following mortgage
loans were serviced by such party: CX - 250 Water Street (from 1/1/24 to
12/31/24) (see Exhibit 33.4)

 33.16 LNR Partners, LLC, as Special Servicer under the BANK
2023-BNK45 securitization, pursuant to which the following mortgage loans were
serviced by such party: 100 & 150 South Wacker Drive (from 1/1/24 to
12/31/24), Conair Glendale (from 1/1/24 to 12/31/24)

 33.17 Argentic Services Company LP, as Special Servicer
under the Benchmark 2023-B38 securitization, pursuant to which the following
mortgage loans were serviced by such party: Pacific Design Center (from 1/1/24
to 12/31/24) (see Exhibit 33.4)

 33.18 Computershare Trust Company, National Association, as
Custodian under the MSWF 2023-2 securitization, pursuant to which the following
mortgage loans were serviced by such party: CX - 250 Water Street (from 1/1/24
to 12/31/24) (see Exhibit 33.2)

 33.19 Computershare Trust Company, National Association, as
Custodian under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 33.2)

 33.20 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-B38 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pacific Design Center
(from 1/1/24 to 12/31/24) (see Exhibit 33.2)

 33.21 Computershare Trust Company, National Association, as
Custodian under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 33.2)

 33.22 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-V2 securitization, pursuant to which the
following mortgage loans were serviced by such party: Cumberland Mall (from
1/1/24 to 12/31/24) (see Exhibit 33.2)

 (34)
Attestation reports on assessment of compliance with servicing criteria for
asset-backed securities.

 34.1 Computershare Trust Company, National
Association, as Certificate Administrator

 34.2 Computershare Trust Company, National
Association, as Custodian

 34.3 Wells Fargo Bank, National Association, as
Master Servicer

 34.4 Argentic Services Company LP, as Special
Servicer

 34.5 Pentalpha Surveillance LLC, as Operating
Advisor

 34.6 CoreLogic Solutions, LLC, as Servicing
Function Participant

 34.7 Wells Fargo Bank, National Association, as
Master Servicer under the MSWF 2023-2 securitization, pursuant to which the
following mortgage loans were serviced by such party: CX - 250 Water Street
(from 1/1/24 to 12/31/24) (see Exhibit 34.3)

 34.8 CoreLogic Solutions, LLC, as Servicing
Function Participant under the MSWF 2023-2 securitization, pursuant to which
the following mortgage loans were serviced by such party: CX - 250 Water Street
(from 1/1/24 to 12/31/24) (see Exhibit 34.6)

 34.9 Wells Fargo Bank, National Association, as
Master Servicer under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 34.3)

 34.10 CoreLogic Solutions, LLC, as Servicing Function
Participant under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 34.6)

 34.11 Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2023-B38
such party: Pacific Design Center (from 1/1/24 to 12/31/24)

 34.12 Wells Fargo Bank, National Association, as Master
Servicer under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 34.3)

 34.13 CoreLogic Solutions, LLC, as Servicing Function
Participant under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 34.6)

 34.14 Midland Loan Services, a Division of PNC Bank,
National Association, as Master Servicer under the Benchmark 2023-V2
such party: Cumberland Mall (from 1/1/24 to 12/31/24) (see Exhibit 34.11)

 34.15 Argentic Services Company LP, as Special Servicer
under the MSWF 2023-2 securitization, pursuant to which the following mortgage
loans were serviced by such party: CX - 250 Water Street (from 1/1/24 to
12/31/24) (see Exhibit 34.4)

 34.16 LNR Partners, LLC, as Special Servicer under the BANK
2023-BNK45 securitization, pursuant to which the following mortgage loans were
serviced by such party: 100 & 150 South Wacker Drive (from 1/1/24 to
12/31/24), Conair Glendale (from 1/1/24 to 12/31/24)

 34.17 Argentic Services Company LP, as Special Servicer
under the Benchmark 2023-B38 securitization, pursuant to which the following
mortgage loans were serviced by such party: Pacific Design Center (from 1/1/24
to 12/31/24) (see Exhibit 34.4)

 34.18 Computershare Trust Company, National Association, as Custodian
under the MSWF 2023-2 securitization, pursuant to which the following mortgage
loans were serviced by such party: CX - 250 Water Street (from 1/1/24 to
12/31/24) (see Exhibit 34.2)

 34.19 Computershare Trust Company, National Association, as
Custodian under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 34.2)

 34.20 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-B38 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pacific Design Center
(from 1/1/24 to 12/31/24) (see Exhibit 34.2)

 34.21 Computershare Trust Company, National Association, as
Custodian under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 34.2)

 34.22 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-V2 securitization, pursuant to which the
following mortgage loans were serviced by such party: Cumberland Mall (from
1/1/24 to 12/31/24) (see Exhibit 34.2)

 (35) Servicer
compliance statement.

 35.1 Computershare Trust Company, National
Association, as Certificate Administrator

 35.2 Computershare Trust Company, National
Association, as Custodian

 35.3 Wells Fargo Bank, National Association, as
Master Servicer

 35.4 Argentic Services Company LP, as Special
Servicer

 35.5 Wells Fargo Bank, National Association, as
Master Servicer under the MSWF 2023-2 securitization, pursuant to which the
following mortgage loans were serviced by such party: CX - 250 Water Street
(from 1/1/24 to 12/31/24) (see Exhibit 35.3)

 35.6 Wells Fargo Bank, National Association, as
Master Servicer under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 35.3)

 35.7 Midland Loan Services, a Division of PNC
Bank, National Association, as Master Servicer under the Benchmark 2023-B38
such party: Pacific Design Center (from 1/1/24 to 12/31/24)

 35.8 Wells Fargo Bank, National Association, as
Master Servicer under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 35.3)

 35.9 Midland Loan Services, a Division of PNC
Bank, National Association, as Master Servicer under the Benchmark 2023-V2
such party: Cumberland Mall (from 1/1/24 to 12/31/24) (see Exhibit 35.7)

 35.10 Argentic Services Company LP, as Special Servicer
under the MSWF 2023-2 securitization, pursuant to which the following mortgage
loans were serviced by such party: CX - 250 Water Street (from 1/1/24 to
12/31/24) (see Exhibit 35.4)

 35.11 LNR Partners, LLC, as Special Servicer under the BANK
2023-BNK45 securitization, pursuant to which the following mortgage loans were
serviced by such party: 100 & 150 South Wacker Drive (from 1/1/24 to
12/31/24), Conair Glendale (from 1/1/24 to 12/31/24)

 35.12 Argentic Services Company LP, as Special Servicer
under the Benchmark 2023-B38 securitization, pursuant to which the following
mortgage loans were serviced by such party: Pacific Design Center (from 1/1/24
to 12/31/24) (see Exhibit 35.4)

 35.13 Computershare Trust Company, National Association, as
Custodian under the MSWF 2023-2 securitization, pursuant to which the following
mortgage loans were serviced by such party: CX - 250 Water Street (from 1/1/24
to 12/31/24) (see Exhibit 35.2)

 35.14 Computershare Trust Company, National Association, as
Custodian under the BANK 2023-BNK45 securitization, pursuant to which the
12/31/24) (see Exhibit 35.2)

 35.15 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-B38 securitization, pursuant to which the
following mortgage loans were serviced by such party: Pacific Design Center
(from 1/1/24 to 12/31/24) (see Exhibit 35.2)

 35.16 Computershare Trust Company, National Association, as
Custodian under the BANK5 2023-5YR3 securitization, pursuant to which the
1/1/24 to 12/31/24) (see Exhibit 35.2)

 35.17 Computershare Trust Company, National Association, as
Custodian under the Benchmark 2023-V2 securitization, pursuant to which the
following mortgage loans were serviced by such party: Cumberland Mall (from
1/1/24 to 12/31/24) (see Exhibit 35.2)

 (99.1) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and Wells Fargo Bank,
National Association (filed as Exhibit 99.1 to the registrant's Current Report
on Form 8-K/A filed on November 30, 2023 under SEC File No. 333-259741-05 and
incorporated by reference herein).

 (99.2) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and Argentic Real Estate
Finance 2 LLC (filed as Exhibit 99.2 to the registrant's Current Report on Form
8-K/A filed on November 30, 2023 under SEC File No. 333-259741-05 and
incorporated by reference herein).

 (99.3) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and Morgan Stanley Mortgage
Capital Holdings LLC (filed as Exhibit 99.3 to the registrant's Current Report
on Form 8-K/A filed on November 30, 2023 under SEC File No. 333-259741-05 and
incorporated by reference herein).

 (99.4) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and Starwood Mortgage
Capital LLC (filed as Exhibit 99.4 to the registrant's Current Report on Form
8-K filed on May 25, 2023 under SEC File No. 333-259741-05 and incorporated by

 (99.5) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and Argentic Real Estate
Finance LLC (filed as Exhibit 99.5 to the registrant's Current Report on Form
8-K filed on May 25, 2023 under SEC File No. 333-259741-05 and incorporated by

 (99.6) Mortgage Loan Purchase Agreement, dated as of
May 19, 2023, between Morgan Stanley Capital I Inc. and LMF Commercial, LLC
(filed as Exhibit 99.6 to the registrant's Current Report on Form 8-K filed on
May 25, 2023 under SEC File No. 333-259741-05 and incorporated by reference
herein).

 (99.7) Agreement Between Note Holders, dated as of
January 27, 2023, by and between Bank of America, N.A., as initial note A-1
holder, initial note A-2 holder, initial note A-3 holder, initial note A-4
holder, initial note A-5 holder, initial note A-6 holder, initial note A-7
holder and initial note A-8 holder, Wells Fargo Bank, National Association, as
initial note A-9 holder, initial note A-10 holder, initial note A-11 holder,
initial note A-12 holder, initial note A-13 holder initial note A-14 holder, initial
note A-15 holder and initial note A-16 holder, Goldman Sachs Bank USA, as
initial note A-17 holder and initial note A-18 holder, and 3650 Real Estate
Investment Trust 2 LLC, as initial note A-19 holder and initial note A-20
holder, relating to the CX – 250 Water Street loan combination (filed as
Exhibit 99.7 to the registrant's Current Report on Form 8-K filed on May 25,
2023 under SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.8) Co-Lender Agreement, dated as of May 9, 2023, by
and between Argentic Real Estate Finance 2 LLC, as initial note A-1-1 holder,
initial note A-1-2 holder and initial note A-1-3 holder, and Wells Fargo Bank,
National Association, as initial note A-2-1 holder and initial note A-2-2
holder, relating to the Barbours Cut IOS loan combination (filed as Exhibit
99.8 to the registrant's Current Report on Form 8-K filed on May 25, 2023 under
SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.9) Agreement Between Note Holders, dated as of
April 13, 2023, by and between Wells Fargo Bank, National Association, as
initial note A-1 holder, and Wells Fargo Bank, National Association, as initial
note A-2 holder, relating to the SOMO Village loan combination (filed as
Exhibit 99.9 to the registrant's Current Report on Form 8-K filed on May 25,
2023 under SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.10) Agreement Between Note Holders, dated as of
January 24, 2023, by and between Wells Fargo Bank, National Association, as
initial note A-1 holder, and Wells Fargo Bank, National Association, as initial
note A-2 holder, relating to the 100 & 150 South Wacker Drive loan
combination (filed as Exhibit 99.10 to the registrant's Current Report on Form
8-K filed on May 25, 2023 under SEC File No. 333-259741-05 and incorporated by

 (99.11) Agreement Between Note Holders, dated as of
February 1, 2023, by and among Goldman Sachs Bank USA, as initial note A-1
holder, initial note A-2 holder, initial note A-3 holder, initial note A-4
holder, initial note A-5 holder, initial note A-6 holder, initial note A-7
holder and initial note B holder, and Bank of Montreal, as initial note A-8
holder and initial note A-9 holder, relating to the Pacific Design Center loan
combination (filed as Exhibit 99.11 to the registrant's Current Report on Form
8-K filed on May 25, 2023 under SEC File No. 333-259741-05 and incorporated by

 (99.12) Co-Lender Agreement, dated as of April 14,
2023, between Deutsche Bank AG, New York Branch, as note A-1 holder, note A-2
holder, Note A-3 holder, note A-4 holder and note A-5 holder, Morgan Stanley
Bank, N.A., as note A-6-1 holder, note A-6-2 holder and note A-7 holder, and
Bank of Montreal, as note A-8 holder, note A-9 holder, note A-10 holder and
note A-11 holder, relating to the Cumberland Mall loan combination (filed as
Exhibit 99.12 to the registrant's Current Report on Form 8-K/A filed on November
30, 2023 under SEC File No. 333-259741-05 and incorporated by reference
herein).

 (99.13) Agreement Between Note Holders, dated as of
December 21, 2022, by and between Wells Fargo Bank, National Association, as
initial note A-1 holder, and Wells Fargo Bank, National Association, as initial
note A-2 holder, relating to the Conair Glendale loan combination (filed as
Exhibit 99.13 to the registrant's Current Report on Form 8-K filed on May 25,
2023 under SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.14) Amended and Restated Co-Lender Agreement, dated
as of March 14, 2023, by and between Midland Loan Services, a Division of PNC
Bank, National Association, as master servicer on behalf of Computershare Trust
Company, National Association, as trustee for the registered holders of BBCMS
Mortgage Trust 2022-C18, Commercial Mortgage Pass-Through Certificates, Series
2022-C18, as note A-1 holder and note A-8 holder, Midland Loan Services, a
Division of PNC Bank, National Association, as master servicer on behalf of
Computershare Trust Company, National Association, as trustee for the
registered holders of BMO 2023-C4 Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2023-C4, as note A-2 holder and note A-6
holder, and SPREF WH II LLC, as initial note A-3-1 holder, initial note A-3-2
holder, initial note A-4 holder, initial note A-5 holder and initial note A-7
holder, relating to the Rialto Industrial loan combination (filed as Exhibit
99.14 to the registrant's Current Report on Form 8-K filed on May 25, 2023
under SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.15) Co-Lender Agreement, dated as of April 17,
2023, by and among Starwood Mortgage Capital LLC, as initial note A-1 holder,
Starwood Mortgage Capital LLC, as initial note A-2 holder, Starwood Mortgage
Capital LLC, as initial note A-3 holder, and Starwood Mortgage Capital LLC, as
initial note A-4 holder, relating to the Museum Tower loan combination (filed
as Exhibit 99.15 to the registrant's Current Report on Form 8-K filed on May
25, 2023 under SEC File No. 333-259741-05 and incorporated by reference herein).

 (99.16) Co-Lender Agreement, dated as of March 10,
2023, by and between JPMorgan Chase Bank, National Association, as initial note
A-1 holder, Argentic Real Estate Finance 2 LLC, as initial note A-2 holder,
Argentic Real Estate Finance 2 LLC, as initial note A-3 holder, and Argentic
Real Estate Finance 2 LLC, as initial note A-4 holder, relating to the 100
Jefferson Road loan combination (filed as Exhibit 99.16 to the registrant's
Current Report on Form 8-K filed on May 25, 2023 under SEC File No. 333-259741-05
and incorporated by reference herein).

 (99.17) Co-Lender Agreement, dated as of February 28,
2023, between German American Capital Corporation, as note A-1 holder, AREF 2
WH WF LLC, as note A-2 holder, and German American Capital Corporation, as note
A-3 holder, relating to the Metroplex loan combination (filed as Exhibit 99.17
to the registrant's Current Report on Form 8-K filed on May 25, 2023 under SEC
File No. 333-259741-05 and incorporated by reference herein).

 (99.18) Co-Lender Agreement, dated as of May 8, 2023,
by and between AREF 2 WH BC LLC, as initial note A-1 holder, AREF 2 WH BC LLC,
as initial note A-2 holder, and AREF 2 WH BC LLC, as initial note A-3 holder,
relating to the 3800 Horizon Boulevard loan combination (filed as Exhibit 99.18
to the registrant's Current Report on Form 8-K filed on May 25, 2023 under SEC
File No. 333-259741-05 and incorporated by reference herein).

 (99.19) Agreement Between Note Holders, dated as of May
25, 2023, by and between Morgan Stanley Bank, N.A., as initial note A-1 holder,
initial note A-2-1 holder, initial note A-2-2 holder and initial note A-4
holder, Bank of Montreal, as initial note A-3-1 holder and initial note A-3-2
holder, Goldman Sachs Bank USA, as initial note A-5 holder and initial note A-6
holder, and Morgan Stanley Mortgage Capital Holdings LLC, as initial agent,
relating to the Heritage Plaza loan combination (filed as Exhibit 99.19 to the
registrant's Current Report on Form 8-K filed on May 25, 2023 under SEC File
No. 333-259741-05 and incorporated by reference herein).

 (b)
See (a) above.

 (c) Not
Applicable.

 SIGNATURES

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

 Morgan
Stanley Capital I Inc.

 (Depositor)

 By:
/s/ Jane Lam

 Jane
Lam, President

 (senior
officer in charge of securitization of the depositor)

 Date:
March 25, 2025