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, 2023

or

 o 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 of the issuing entity: 333-255181-01

 Central Index Key Number of the issuing entity:
0001890702

 3650R 2021-PF1 Commercial Mortgage
Trust

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

 Central Index Key Number of the depositor: 0001856217

 3650 REIT Commercial Mortgage
Securities II LLC

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

 Central Index Key Number of the sponsor: 0001840727

 3650 Real Estate Investment Trust 2
LLC

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

 Central Index Key Number of the sponsor: 0001541294

 German American Capital Corporation

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

 Central Index Key Number of the sponsor: 0001701238

 Citi Real Estate Funding Inc.

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

 New York

 (State or other jurisdiction of

 incorporation or organization of

 the issuing entity)

 38-4197384

 38-4197385

 38-7274833

 (I.R.S. Employer

 Identification Numbers)

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

 Wells Fargo Bank, National Association

 as Certificate Administrator

 9062 Old Annapolis Road

 Columbia, MD

 (Address of principal
executive offices of the issuing entity)

 21045

 (Zip Code)

 Registrant's telephone number,
including area code:

 (310) 862-9994

 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.

 Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. o Yes
No

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

 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 o No

 Indicate 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).

 Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company, or an 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 o
Accelerated filer
o

 Non-accelerated
filer
Smaller reporting
company
o

Emerging growth
company
o

 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 Exchange Act. o

 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. o

 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. o

 Indicate 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). o

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

 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.

 Indicate 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. o
Yes o
No

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

 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).

 EXPLANATORY NOTES

 The Plaza La Cienega Mortgage
Loan, the Huntsville Office Portfolio Mortgage Loan, the Patewood Corporate
Center Mortgage Loan, the Icon One Daytona Mortgage Loan, the PetSmart HQ
Mortgage Loan and the Centene Mortgage Loan, which constituted approximately
5.4%, 5.4%, 3.3%, 2.7%, 2.5% and 1.7%, respectively, of the asset pool of the
issuing entity as of its cut-off date, are each an asset of the issuing entity
and are each part of a loan combination that includes (a) with respect to the
Plaza La Cienega Mortgage Loan, two other pari passu loans, which are
not assets of the issuing entity, (b) with respect to the Huntsville Office
Portfolio Mortgage Loan, two other pari passu loans, which are not
assets of the issuing entity, (c) with respect to the Patewood Corporate Center
Mortgage Loan, one other pari passu loan, which is not an asset of the
issuing entity, (d) with respect to the Icon One Daytona Mortgage Loan, one
other pari passu loan, which is not an asset of the issuing entity, (e)
with respect to the PetSmart HQ Mortgage Loan, two other pari passu
loans, which are not assets of the issuing entity and (f) with respect to the
Centene Mortgage Loan, two other pari passu loans, which are not assets of
the issuing entity. These loan combinations, including the Plaza La Cienega
Mortgage Loan, the Huntsville Office Portfolio Mortgage Loan, the Patewood
Corporate Center Mortgage Loan, the Icon One Daytona Mortgage Loan, the
PetSmart HQ Mortgage Loan and the Centene Mortgage Loan, are being serviced and
administered pursuant to the Pooling and Servicing Agreement, which is
incorporated by reference as Exhibit 4.1 to this Annual Report on Form 10-K.

Exhibit Index) with respect to The Westchester Mortgage Loan, which constituted
approximately 4.9% of the asset pool of the issuing entity as of its cut-off
date. The Westchester Mortgage Loan is an asset of the issuing entity and
is part of a loan combination that includes The Westchester Mortgage Loan, four
other pari passu loans and one subordinate companion loan, which are not
assets of the issuing entity. A pari passu portion of the loan
combination was securitized in the CSMC 2020-WEST transaction (the " CSMC
2020-WEST Transaction "). This loan combination, including The Westchester
Mortgage Loan, is being serviced and administered pursuant to the trust and
servicing agreement for the CSMC 2020-WEST Transaction, which is incorporated
by reference as Exhibit 4.2 to this Annual Report on Form 10-K.

Exhibit Index) with respect to the One SoHo Square Mortgage Loan, which
constituted approximately 2.7% of the asset pool of the issuing entity as of
its cut-off date. The One SoHo Square Mortgage Loan is an asset of the
issuing entity and is part of a loan combination that includes the One SoHo
Square Mortgage Loan, eighteen other pari passu loans and three
subordinate companion loans, which are not assets of the issuing entity. A pari
passu portion of the loan combination was securitized in the SOHO Trust
2021-SOHO transaction (the " SOHO 2021-SOHO Transaction "). This loan
combination, including the One SoHo Square Mortgage Loan, is being serviced and
administered pursuant to the trust and servicing agreement for the SOHO
2021-SOHO Transaction, which is incorporated by reference as Exhibit 4.3 to
this Annual Report on Form 10-K.

Exhibit Index) with respect to the 2 Washington Mortgage Loan, which
constituted approximately 2.9% of the asset pool of the issuing entity as of
its cut-off date. The 2 Washington Mortgage Loan is an asset of the
issuing entity and is part of a loan combination that includes the 2 Washington
Mortgage Loan and three other pari passu loans, which are not assets of
the issuing entity. A pari passu portion of the loan combination was
securitized in the Benchmark 2021-B29 Mortgage Trust transaction, Commission
File Number 333-226082-11 (the " Benchmark 2021-B29 Transaction "). This
loan combination, including the 2 Washington Mortgage Loan, is being serviced
and administered pursuant to the pooling and servicing agreement for the
Benchmark 2021-B29 Transaction, which is incorporated by reference as Exhibit
4.4 to this Annual Report on Form 10-K.

Exhibit Index) with respect to the CX - 350 & 450 Water Street Mortgage
Loan, which constituted approximately 8.5% of the asset pool of the issuing
entity as of its cut-off date. The CX - 350 & 450 Water Street
Mortgage Loan is an asset of the issuing entity and is part of a loan
combination that includes the CX - 350 & 450 Water Street Mortgage Loan,
seventeen other pari passu loans and four subordinate companion loans,
which are not assets of the issuing entity. A pari passu portion of the
loan combination was securitized in the CAMB 2021-CX2 Mortgage Trust
transaction (the " CAMB 2021-CX2 Transaction "). This loan combination,
including the CX - 350 & 450 Water Street Mortgage Loan, is being serviced
and administered pursuant to the trust and servicing agreement for the CAMB
2021-CX2 Transaction, which is incorporated by reference as Exhibit 4.5 to this
Annual Report on Form 10-K.

Exhibit Index) with respect to the 520 Almanor Mortgage Loan, which constituted
approximately 5.4% of the asset pool of the issuing entity as of its cut-off
date. The 520 Almanor Mortgage Loan is an asset of the issuing entity and
is part of a loan combination that includes the 520 Almanor Mortgage Loan and
one other pari passu loan, which is not an asset of the issuing entity.
The other pari passu portion of the loan combination was securitized in
the Benchmark 2021-B30 Mortgage Trust transaction, Commission File Number
333-226943-11 (the " Benchmark 2021-B30 Transaction "). This loan
combination, including the 520 Almanor Mortgage Loan, is being serviced and
administered pursuant to the pooling and servicing agreement for the Benchmark
2021-B30 Transaction, which is incorporated by reference as Exhibit 4.6 to this
Annual Report on Form 10-K.

 The master servicer of a pooling
and servicing agreement or trust and servicing agreement also functions as the
primary servicer of the related mortgage loans serviced and administered
pursuant to such agreement unless a separate primary servicer is identified
herein. If this report does not identify a separate primary servicer, the
servicer compliance statement provided by the master servicer under any such
agreement also encompasses its responsibilities as primary servicer of the
related mortgage loan or mortgage loans.

 Midland Loan Services, a Division
of PNC Bank, National Association is the master servicer of the mortgage loans
serviced under the Pooling and Servicing Agreement, the primary servicer and
special servicer of The Westchester Mortgage Loan, the primary servicer of the
520 Almanor Mortgage Loan and the 2 Washington Mortgage Loan and the special
servicer of the One SoHo Square Mortgage Loan prior to May 15, 2023. As a
result, Midland Loan Services, a Division of PNC Bank, National Association is
a "servicer" as defined in Item 1108(a)(2)(iii) of Regulation AB, in the
capacities described above, because it is servicing mortgage loans that
constituted 10% or more of the assets of the issuing entity as of its cut-off
date. The assessments of compliance with applicable servicing criteria,
accountants' attestation reports and servicer compliance statements delivered
by Midland Loan Services, a Division of PNC Bank, National Association in the
capacities described above are listed in the Exhibit Index.

 Wells Fargo Bank, National Association
is the custodian of the mortgage loans serviced under the Pooling and Servicing
Agreement, the CX - 350 & 450 Water Street Mortgage Loan, the 520 Almanor
Mortgage Loan, The Westchester Mortgage Loan and the 2 Washington Mortgage
Loan. As a result, Wells Fargo Bank, National Association is a servicing
function participant in the capacities described above, because it is servicing
mortgage loans that constituted 5% or more of the assets of the issuing entity
as of its cut-off date. The assessments of compliance with applicable servicing
criteria and accountants' attestation reports delivered by Wells Fargo Bank,
National Association in the capacities described above are listed in the
Exhibit Index.

 Park Bridge Lender Services LLC is
the operating advisor of the mortgage loans serviced under the Pooling and
Servicing Agreement, the CX - 350 & 450 Water Street Mortgage Loan, the 520
Almanor Mortgage Loan and the 2 Washington Mortgage Loan. As a result,
Park Bridge Lender Services LLC is a servicing function participant in the
capacities described above, because it is servicing mortgage loans that
constituted 5% or more of the assets of the issuing entity as of its cut-off
date. The assessments of compliance with applicable servicing criteria and accountants'
attestation reports delivered by Park Bridge Lender Services LLC in the
capacities described above are listed in the Exhibit Index.

 Pentalpha Surveillance LLC is the
operating advisor of The Westchester Mortgage Loan and the One SoHo Square
Mortgage Loan. As a result, Pentalpha Surveillance LLC is a servicing
function participant in the capacities described above, because it is servicing
mortgage loans that constituted 5% or more of the assets of the issuing entity
as of its cut-off date. The assessments of compliance with applicable servicing
criteria and accountants' attestation reports delivered by Pentalpha
Surveillance LLC in the capacities described above are listed in the Exhibit
Index.

 KeyBank National Association is
the primary servicer of the CX - 350 & 450 Water Street Mortgage Loan and
the One SoHo Square Mortgage Loan. As a result, KeyBank National Association is
a "servicer" as defined in Item 1108(a)(2)(iii) of Regulation AB, in the
capacities described above, because it is servicing mortgage loans that
constituted 10% or more of the assets of the issuing entity as of its cut-off
date. The assessments of compliance with applicable servicing criteria,
accountants' attestation reports and servicer compliance statements delivered
by KeyBank National Association in the capacities described above are listed in
the Exhibit Index.

 Wells Fargo Bank, National
Association acts as trustee of the Plaza La Cienega Mortgage Loan, the
Huntsville Office Portfolio Mortgage Loan, the Patewood Corporate Center
Mortgage Loan, the Icon One Daytona Mortgage Loan, the PetSmart HQ Mortgage
Loan, the Centene Mortgage Loan, The Westchester Mortgage Loan, the 2
Washington Mortgage Loan and the 520 Almanor Mortgage Loan. Pursuant to
the Pooling and Servicing Agreement, the trust and servicing agreement for the
CSMC 2020-WEST Transaction, the pooling and servicing agreement for the
Benchmark 2021-B29 Transaction and the pooling and servicing agreement for the
Benchmark 2021-B30 Transaction, the trustee is required to provide an
assessment of compliance with applicable servicing criteria solely with respect
to Item 1122(d)(2)(iii) of Regulation AB (regarding advances of funds or
guarantees regarding collections, cash flows or distributions, and any interest
or other fees charged for such advances, are made, reviewed and approved as
specified in the transaction agreements). However, during the reporting period,
the trustee did not perform any servicing function with respect to the
servicing criteria specified in Item 1122(d)(2)(iii) of Regulation AB.
The master servicer or the special servicer, to the extent required, performed
the servicing function identified with respect to Item 1122(d)(2)(iii) of
Regulation AB, and each such party included Item 1122(d)(2)(iii) of Regulation
AB in the assessment of compliance with applicable servicing criteria and
accountant's attestation report for the subject transaction. As a result,
this Annual Report on Form 10-K does not include an assessment of compliance
with applicable servicing criteria of the trustee. One or more other servicers
of the Plaza La Cienega Mortgage Loan, the Huntsville Office Portfolio Mortgage
Loan, the Patewood Corporate Center Mortgage Loan, the Icon One Daytona
Mortgage Loan, the PetSmart HQ Mortgage Loan, the Centene Mortgage Loan, The
Westchester Mortgage Loan, the 2 Washington Mortgage Loan and the 520 Almanor
Mortgage Loan have delivered one or more assessments of compliance with respect
to Item 1122(d)(2)(iii) of Regulation AB.

 U.S. Bank Trust Company, National
Association acts as trustee of the One SoHo Square Mortgage Loan.
Pursuant to the trust and servicing agreement for the SOHO 2021-SOHO
Transaction, the trustee is required to provide an assessment of compliance
with applicable servicing criteria solely with respect to Item 1122(d)(2)(iii)
of Regulation AB (regarding advances of funds or guarantees regarding
collections, cash flows or distributions, and any interest or other fees
charged for such advances, are made, reviewed and approved as specified in the
transaction agreements). However, during the reporting period, the trustee did
not perform any servicing function with respect to the servicing criteria
specified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer
or the special servicer, to the extent required, performed the servicing
function identified with respect to Item 1122(d)(2)(iii) of Regulation AB, and
each such party included Item 1122(d)(2)(iii) of Regulation AB in the
assessment of compliance with applicable servicing criteria and accountant's
attestation report for the subject transaction. As a result, this Annual
Report on Form 10-K does not include an assessment of compliance with
applicable servicing criteria of the trustee. One or more other servicers of
the One SoHo Square Mortgage Loan have delivered one or more assessments of
compliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

 Wilmington Trust, National
Association acts as trustee of the CX - 350 & 450 Water Street Mortgage
Loan. Pursuant to the trust and servicing agreement for the CAMB 2021-CX2
Transaction, the trustee is required to provide an assessment of compliance
with applicable servicing criteria solely with respect to Item 1122(d)(2)(iii)
of Regulation AB (regarding advances of funds or guarantees regarding
collections, cash flows or distributions, and any interest or other fees
charged for such advances, are made, reviewed and approved as specified in the
transaction agreements). However, during the reporting period, the trustee did
not perform any servicing function with respect to the servicing criteria
specified in Item 1122(d)(2)(iii) of Regulation AB. The master servicer
or the special servicer, to the extent required, performed the servicing
function identified with respect to Item 1122(d)(2)(iii) of Regulation AB, and
each such party included Item 1122(d)(2)(iii) of Regulation AB in the
assessment of compliance with applicable servicing criteria and accountant's
attestation report for the subject transaction. As a result, this Annual Report
on Form 10-K does not include an assessment of compliance with applicable
servicing criteria of the trustee. One or more other servicers of the CX - 350
& 450 Water Street Mortgage Loan have delivered one or more assessments of
compliance with respect to Item 1122(d)(2)(iii) of Regulation AB.

 This Annual Report on Form 10-K
includes an assessment of compliance with applicable servicing criteria,
accountants' attestation report and servicer compliance statement from
Computershare Trust Company, National Association (" CTCNA "). CTCNA
was engaged by Wells Fargo Bank, National Association (" Wells Fargo "),
in its capacity as certificate administrator and custodian, to perform certain
specified servicing functions identified in the assessment of compliance with
applicable servicing criteria and accountants' attestation reports. Wells
Fargo engaged CTCNA in connection with the sale of Wells Fargo's corporate
trust services business to CTCNA and its affiliates. Further, under the
principles-based definition of "servicer" set forth in Item 1101(j) of
Regulation AB that looks to the functions that an entity performs, this party
is a "servicer" for the purposes of Item 1123 of Regulation AB. See
Compliance and Disclosure Interpretations, Section 301.01 (Item 1101(j)).

 The
assessments of compliance with applicable servicing criteria, accountants'
attestation reports and servicer compliance statements of the certificate
administrator of The Westchester Mortgage Loan, the 2 Washington Mortgage Loan,
the CX - 350 & 450 Water Street Mortgage Loan, the 520 Almanor Mortgage
Loan and the One SoHo Square Mortgage Loan are omitted from this Annual Report
on Form 10-K as the certificate administrator pursuant to the related pooling
and servicing agreement or trust and servicing agreement does not perform any
activities that address servicing criteria with respect to the issuing entity
and because they are each not a "servicer" that meets the criteria in Item
1108(a)(2)(i) through (iii) of Regulation AB.

 With respect to the pari passu
loan combinations that include the One SoHo Square Mortgage Loan, the 2
Washington Mortgage Loan, the CX - 350 & 450 Water Street Mortgage Loan and
the 520 Almanor Mortgage Loan, (i) the reports on assessment of compliance with
servicing criteria and attestation reports on assessment of compliance with
servicing criteria of K-Star Asset Management LLC as special servicer of the
One SoHo Square Mortgage Loan on and after May 15, 2023, U.S. Bank National
Association as custodian of the One SoHo Square Mortgage Loan and LNR Partners,
LLC as special servicer of the 2 Washington Mortgage Loan, listed on the
Exhibit Index are omitted from this Annual Report on Form 10-K as they are not
required to be included on this Annual Report on Form 10-K per Instruction 3 to
Item 1122 of Regulation AB because they are parties performing activities that
address servicing criteria relating to 5% or less of the assets of the issuing
entity; and (ii) the servicer compliance statements of K-Star Asset Management
LLC as special servicer of the One SoHo Square Mortgage Loan on and after May
15, 2023, LNR Partners, LLC as special servicer of the 2 Washington Mortgage
Loan, Situs Holdings, LLC as special servicer of the CX - 350 & 450 Water
Street Mortgage Loan and CWCapital Asset Management LLC as special servicer of
the 520 Almanor Mortgage Loan, listed on the Exhibit Index are omitted from
this Annual Report on Form 10-K as they are not required by Item 1123 of
Regulation AB to be included on this Annual Report on Form 10-K because they
are each an unaffiliated party that is not a "servicer" that meets the criteria
in Item 1108(a)(2)(i) through (iii) of Regulation AB.

 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.

 No single obligor represents 10% or more of the pool assets
held by the issuing entity.

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

 No entity or group of affiliated entities provides any external credit
enhancement or other support for the certificates within this transaction 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 or other support for the certificates within this
transaction as described under Item 1115 of Regulation AB.

 Item 1117 of Regulation AB, Legal Proceedings.

 The registrant knows of no material pending legal proceeding
involving the trust or any party related to the trust, other than routine
litigation incidental to the duties of those respective parties, and the
following, with respect to Wells Fargo Bank, National Association, as trustee,
as certificate administrator and as custodian, and U.S. Bank Trust Company,
National Association, as trustee and as certificate administrator, and U.S.
Bank National Association, as custodian.

 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 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.

 U.S. Bank National Association ("U.S. Bank") and other large
financial institutions have been sued in their capacity as trustee or successor
trustee for certain residential mortgage backed securities ("RMBS")
trusts. The complaints, primarily filed by investors or investor groups
against U.S. Bank and similar institutions, allege the trustees caused losses
to investors as a result of alleged failures by the sponsors, mortgage loan
sellers and servicers to comply with the governing agreements for these RMBS
trusts. Plaintiffs generally assert causes of action based upon the
trustees' purported failures to enforce repurchase obligations of mortgage loan
sellers for alleged breaches of representations and warranties, notify
securityholders of purported events of default allegedly caused by breaches of
servicing standards by mortgage loan servicers and abide by a heightened
standard of care following alleged events of default.

 U.S. Bank denies liability and believes that it has performed
its obligations under the RMBS trusts in good faith, that its actions were not
the cause of losses to investors, that it has meritorious defenses, and it has
contested and intends to continue contesting the plaintiffs' claims vigorously.
However, U.S. Bank cannot assure you as to the outcome of any of the
litigation, or the possible impact of these litigations on the trustee or the
RMBS trusts.

 On March 9, 2018, a law firm purporting to represent fifteen
Delaware statutory trusts (the "DSTs") that issued securities backed by student
loans (the "Student Loans") filed a lawsuit in the Delaware Court of Chancery
against U.S. Bank National Association ("U.S. Bank") in its capacities as
indenture trustee and successor special servicer, and three other institutions
in their respective transaction capacities, with respect to the DSTs and the
Student Loans. This lawsuit is captioned The National Collegiate Student
Loan Master Trust I, et al. v. U.S. Bank National Association, et al., C.A. No.
2018-0167-JRS (Del. Ch.) (the "NCMSLT Action"). The complaint, as amended
on June 15, 2018, alleged that the DSTs have been harmed as a result of
purported misconduct or omissions by the defendants concerning administration
of the trusts and special servicing of the Student Loans. Since the
filing of the NCMSLT Action, certain Student Loan borrowers have made
assertions against U.S. Bank concerning special servicing that appear to be
based on certain allegations made on behalf of the DSTs in the NCMSLT Action.

 U.S. Bank has filed a motion seeking dismissal of the
operative complaint in its entirety with prejudice pursuant to Chancery Court
Rules 12(b)(1) and 12(b)(6) or, in the alternative, a stay of the case while
other prior filed disputes involving the DSTs and the Student Loans are
litigated. On November 7, 2018, the Court ruled that the case should be
stayed in its entirety pending resolution of the first-filed cases. On
January 21, 2020, the Court entered an order consolidating for pretrial
purposes the NCMSLT Action and three other lawsuits pending in the Delaware
Court of Chancery concerning the DSTs and the Student Loans, which remains
pending.

 U.S. Bank denies liability in the NCMSLT Action and believes
it has performed its obligations as indenture trustee and special servicer in
good faith and in compliance in all material respects with the terms of the
agreements governing the DSTs and that it has meritorious defenses. It
has contested and intends to continue contesting the plaintiffs' claims vigorously.

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

 The information regarding this Item has been previously
provided in the prospectus of the Registrant relating to the issuing entity
filed on November 18, 2021 pursuant to Rule 424(b)(2).

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

assessments of compliance with respect to the mortgage loans are attached
hereto under Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AA
to the Pooling and Servicing Agreement incorporated by reference as Exhibit 4.1
to this Annual Report on Form 10-K is a chart identifying the entities
participating in a servicing function for the transaction responsible for each
applicable servicing criteria set forth in Item 1122(d).

assessments of compliance with respect to The Westchester Mortgage Loan, which
is being serviced and administered pursuant to the trust and servicing
agreement for the CSMC 2020-WEST Transaction, are attached hereto under Item 15
to this Annual Report on Form 10-K. Attached as Exhibit L to the trust and
servicing agreement for the CSMC 2020-WEST Transaction incorporated by
reference as Exhibit 4.2 to this Annual Report on Form 10-K is a chart identifying
the entities participating in a servicing function for the CSMC 2020-WEST
Transaction responsible for each applicable servicing criteria set forth in
Item 1122(d).

assessments of compliance with respect to the One SoHo Square Mortgage Loan,
which is being serviced and administered pursuant to the trust and servicing
agreement for the SOHO 2021-SOHO Transaction, are attached hereto under Item 15
to this Annual Report on Form 10-K. Attached as Exhibit L to the trust and
servicing agreement for the SOHO 2021-SOHO Transaction incorporated by
reference as Exhibit 4.3 to this Annual Report on Form 10-K is a chart
identifying the entities participating in a servicing function for the SOHO
2021-SOHO Transaction responsible for each applicable servicing criteria set
forth in Item 1122(d).

assessments of compliance with respect to the 2 Washington Mortgage Loan, which
is being serviced and administered pursuant to the pooling and servicing
agreement for the Benchmark 2021-B29 Transaction, are attached hereto under
Item 15 to this Annual Report on Form 10-K. Attached as Exhibit AA to the
pooling and servicing agreement for the Benchmark 2021-B29 Transaction
incorporated by reference as Exhibit 4.4 to this Annual Report on Form 10-K is
a chart identifying the entities participating in a servicing function for the
Benchmark 2021-B29 Transaction responsible for each applicable servicing
criteria set forth in Item 1122(d).

assessments of compliance with respect to the CX - 350 & 450 Water Street
Mortgage Loan, which is being serviced and administered pursuant to the trust
and servicing agreement for the CAMB 2021-CX2 Transaction, are attached hereto
under Item 15 to this Annual Report on Form 10-K. Attached as Schedule I to the
trust and servicing agreement for the CAMB 2021-CX2 Transaction incorporated by
reference as Exhibit 4.5 to this Annual Report on Form 10-K is a chart
identifying the entities participating in a servicing function for the CAMB
2021-CX2 Transaction responsible for each applicable servicing criteria set
forth in Item 1122(d).

assessments of compliance with respect to the 520 Almanor Mortgage Loan, which
is being serviced and administered pursuant to the pooling and servicing
agreement for the Benchmark 2021-B30 Transaction, are attached hereto under
Item 15 to this Annual Report on Form 10-K. Attached as Schedule II to the
pooling and servicing agreement for the Benchmark 2021-B30 Transaction
incorporated by reference as Exhibit 4.6 to this Annual Report on Form 10-K is
a chart identifying the entities participating in a servicing function for the
Benchmark 2021-B30 Transaction responsible for each applicable servicing
criteria set forth in Item 1122(d).

 Item 1123 of Regulation AB, Servicer Compliance Statement.

 The servicer compliance statements are attached as Exhibits
to this Annual Report on Form 10-K.

 Item 15. Exhibit and Financial Statement Schedules.

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

 (1) Not applicable

 (2) Not applicable

 (3) See below

 4.1
 Pooling and Servicing Agreement, dated as of November 1,
2021, among 3650 REIT Commercial Mortgage Securities II LLC, as Depositor,
Midland Loan Services, a Division of PNC Bank, National Association, as Master
Servicer, 3650 REIT Loan Servicing LLC, as Special Servicer, Wells Fargo Bank,
National Association, as Certificate Administrator and as Trustee, and Park
Bridge Lender Services LLC, as Operating Advisor and as Asset Representations
Reviewer (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K
filed on November 18, 2021 under Commission File No. 333-255181-01 and

 4.2
 Trust and Servicing Agreement, dated as of February 1,
2020, among Credit Suisse Commercial Mortgage Securities Corp., as Depositor,
Midland Loan Services, a Division of PNC Bank, National Association, as
Servicer, Pacific Life Insurance Company, as Special Servicer, Wells Fargo
Bank, National Association, as Certificate Administrator, Wells Fargo Bank,
National Association, as Trustee, Wells Fargo Bank, National Association, as
Custodian, and Pentalpha Surveillance LLC, as Operating Advisor (filed as
Exhibit 4.4 to the registrant's Current Report on Form 8-K filed on November
18, 2021 under Commission File No. 333-255181-01 and incorporated by reference
herein).

 4.3
 Trust and Servicing Agreement, dated as of July 30, 2021,
among GS Mortgage Securities Corporation II, as Depositor, KeyBank National
Association, as Servicer, Midland Loan Services, a Division of PNC Bank,
National Association, as Special Servicer, U.S. Bank National Association, as
Certificate Administrator and Trustee, U.S. Bank National Association, as
Custodian, and Pentalpha Surveillance LLC, as Operating Advisor (filed as
Exhibit 4.6 to the registrant's Current Report on Form 8-K filed on November
18, 2021 under Commission File No. 333-255181-01 and incorporated by reference
herein).

 4.4
 Pooling and Servicing Agreement, dated as of September 1,
2021, among GS Mortgage Securities Corporation II, 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 as Trustee, and Park Bridge Lender Services LLC,
as Operating Advisor and as Asset Representations Reviewer (filed as Exhibit
4.5 to the registrant's Current Report on Form 8-K filed on November 18, 2021
under Commission File No. 333-255181-01 and incorporated by reference herein).

 4.5
 Trust and Servicing Agreement, dated as of November 9,
2021, between Deutsche Mortgage & Asset Receiving Corporation, as
Depositor, KeyBank National Association, as Master Servicer, Situs Holdings,
LLC, as Special Servicer, Wilmington Trust, National Association, as Trustee,
Wells Fargo Bank, National Association, as Certificate Administrator, Paying
Agent and Custodian, and Park Bridge Lender Servicer, LLC, as Operating Advisor
(filed as Exhibit 4.2 to the registrant's Current Report on Form 8-K filed on
November 18, 2021 under Commission File No. 333-255181-01 and incorporated by
reference herein).

 4.6
 Pooling and Servicing Agreement, dated as of November 1,
2021, between Deutsche Mortgage & Asset Receiving Corporation, as Depositor,
Midland Loan Services, a Division of PNC Bank, National Association, as Master
Servicer, CWCapital Asset Management LLC, as Special Servicer, Wells Fargo
Bank, National Association, as Trustee, Wells Fargo Bank, National Association,
as Certificate Administrator, Paying Agent and Custodian, and Park Bridge
Lender Services LLC, as Operating Advisor and Asset Representations Reviewer
(filed as Exhibit 4.3 to the registrant's Current Report on Form 8-K filed on
November 18, 2021 under Commission File No. 333-255181-01 and incorporated by
reference herein).

 4.7
 Co-Lender Agreement, dated as of October 14, 2021, by and
between DBR Investments Co. Limited, as Initial Note A Holder, Bank of America,
N.A., as Initial Note A Holder, JPMorgan Chase Bank, National Association, as
Initial Note A Holder, 3650 Cal Bridge Lending, LLC, as Initial Note A Holder, DBR
Investments Co. Limited, as Initial Note B-1 Holder, Bank of America, N.A., as
Initial Note B-2 Holder, JPMorgan Chase Bank, National Association, as Initial
Note B-3 Holder, and 3650 Cal Bridge Lending, LLC, as Initial Note B-4 Holder
(filed as Exhibit 4.7 to the registrant's Current Report on Form 8-K filed on
November 18, 2021 under Commission File No. 333-255181-01 and incorporated by
reference herein).

 4.8
 Agreement Between Noteholders, dated as of November 16,
2021, by and between DBR Investments Co. Limited, as Initial Note A-1 Holder,
DBR Investments Co. Limited, as Initial Note A-2 Holder (filed as Exhibit 4.8
to the registrant's Current Report on Form 8-K filed on November 18, 2021 under
Commission File No. 333-255181-01 and incorporated by reference herein).

 4.9
 Co-Lender Agreement, dated as of October 21, 2021, by and
between Citi Real Estate Funding Inc., as Initial Note A-1 Holder, Citi Real
Estate Funding Inc., as Initial Note A-2 Holder, and Citi Real Estate Funding
Inc., as Initial Note A-3 Holder (filed as Exhibit 4.9 to the registrant's
Current Report on Form 8-K filed on November 18, 2021 under Commission File No.
333-255181-01 and incorporated by reference herein).

 4.10
 Co-Lender Agreement, dated as of July 26, 2021, between
Citi Real Estate Funding Inc., as Note A-1-1 Holder, Note A-1-2 Holder and Note
A-1-3 Holder, and DBR Investments Co. Limited, as Note A-2-1 Holder, Note A-2-2
Holder and Note A-2-3 Holder (filed as Exhibit 4.10 to the registrant's Current
Report on Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01
and incorporated by reference herein).

 4.11
 Co-Lender Agreement, dated as of February 12, 2020, by
and between Column Financial, Inc., as Initial Note A-1 Holder, Column
Financial, Inc., as Initial Note A-2 Holder, Column Financial, Inc., as Initial
Note A-3 Holder, and Column Financial, Inc., as Initial Note B Holder (filed as
Exhibit 4.11 to the registrant's Current Report on Form 8-K filed on November
18, 2021 under Commission File No. 333-255181-01 and incorporated by reference
herein).

 4.12
 Agreement Between Note Holders, dated as of November 18,
2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-1 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-2 Holder (filed as Exhibit 4.12 to the registrant's Current Report on
Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01 and

 4.13
 Agreement Between Noteholders, dated as of August 19,
2021, by and between DBR Investments Co. Limited, as Initial Note A-1 Holder,
DBR Investments Co. Limited, as Initial Note A-2 Holder, DBR Investments Co.
Limited, as Initial Note A-3 Holder, DBR Investments Co. Limited, as Initial
Note A-4 Holder, and DBR Investments Co. Limited, as Initial Note A-5 Holder
(filed as Exhibit 4.13 to the registrant's Current Report on Form 8-K filed on
November 18, 2021 under Commission File No. 333-255181-01 and incorporated by
reference herein).

 4.14
 Co-Lender Agreement, dated as of July 30, 2021 by and
among Goldman Sachs Bank USA, as Initial Note A-1-S Holder, Initial Note
A-1-C-1 – Note A-1-C-8 Holder and Initial Note B-1 Holder, DBR Investments Co.
Limited, as Initial Note A-2-S Holder, Initial Note A-2-C-1 – Note A-2-C-6
Holder and Initial Note B-2 Holder and Bank of Montreal, as Initial Note
A-3-S Holder, Initial Note A-3-C-1 – Note A-3-C-3 Holder and Initial Note B-3
Holder (filed as Exhibit 4.14 to the registrant's Current Report on Form 8-K
filed on November 18, 2021 under Commission File No. 333-255181-01 and

 4.15
 Agreement Between Note Holders, dated as of November 18,
2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-1 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-2 Holder (filed as Exhibit 4.15 to the registrant's Current Report on
Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01 and

 4.16
 Agreement Between Note Holders, dated as of November 18,
2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-1 Holder, 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note
A-2 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note A-3
Holder (filed as Exhibit 4.16 to the registrant's Current Report on Form 8-K
filed on November 18, 2021 under Commission File No. 333-255181-01 and

 4.17
 Agreement Between Note Holders, dated as of November 18,
2021, by and between 3650 REIT Warehouse Facility Entity 2A LLC, as Initial
Note A-1 Holder, 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note
A-2 Holder, and 3650 REIT Warehouse Facility Entity 2A LLC, as Initial Note A-3
Holder (filed as Exhibit 4.17 to the registrant's Current Report on Form 8-K
filed on November 18, 2021 under Commission File No. 333-255181-01 and

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

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

 33.1
 Midland Loan Services, a Division of PNC Bank, National
Association, as Master Servicer

 33.2

 33.3
 Wells Fargo Bank, National Association, as Trustee
and Certificate Administrator

 33.4
Custodian

 33.5
Advisor

 33.6
as Servicing Function Participant for the Certificate Administrator

 33.7
as Servicing Function Participant for the Custodian

 33.8
National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan
(see Exhibit 33.1)

 33.9
of the Plaza La Cienega Mortgage Loan (see Exhibit 33.2)

 33.10
Wells Fargo Bank, National Association, as Trustee of the Plaza La Cienega

 33.11
Custodian of the Plaza La Cienega Mortgage Loan (see Exhibit 33.4)

 33.12
Advisor of the Plaza La Cienega Mortgage Loan (see Exhibit 33.5)

 33.13

 33.14
National Association, as Primary Servicer of the Huntsville Office Portfolio
Mortgage Loan (see Exhibit 33.1)

 33.15
of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.2)

 33.16
Wells Fargo Bank, National Association, as Trustee of the Huntsville Office
Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

 33.17
 Wells Fargo Bank, National Association, as Custodian
of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.4)

 33.18
Advisor of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 33.5)

 33.19

 33.20
National Association, as Primary Servicer of the Patewood Corporate Center
Mortgage Loan (see Exhibit 33.1)

 33.21
of the Patewood Corporate Center Mortgage Loan (see Exhibit 33.2)

 33.22
Wells Fargo Bank, National Association, as Trustee of the Patewood Corporate
Center Mortgage Loan (Omitted. See Explanatory Notes.)

 33.23
Custodian of the Patewood Corporate Center Mortgage Loan (see Exhibit 33.4)

 33.24
Advisor of the Patewood Corporate Center Mortgage Loan (see Exhibit 33.5)

 33.25

 33.26
National Association, as Primary Servicer of the Icon One Daytona Mortgage Loan
(see Exhibit 33.1)

 33.27
of the Icon One Daytona Mortgage Loan (see Exhibit 33.2)

 33.28
Wells Fargo Bank, National Association, as Trustee of the Icon One Daytona

 33.29
Custodian of the Icon One Daytona Mortgage Loan (see Exhibit 33.4)

 33.30
Advisor of the Icon One Daytona Mortgage Loan (see Exhibit 33.5)

 33.31

 33.32
National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (see
Exhibit 33.1)

 33.33
of the PetSmart HQ Mortgage Loan (see Exhibit 33.2)

 33.34
Wells Fargo Bank, National Association, as Trustee of the PetSmart HQ Mortgage

 33.35
Custodian of the PetSmart HQ Mortgage Loan (see Exhibit 33.4)

 33.36
Advisor of the PetSmart HQ Mortgage Loan (see Exhibit 33.5)

 33.37

 33.38
National Association, as Primary Servicer of the Centene Mortgage Loan (see
Exhibit 33.1)

 33.39
of the Centene Mortgage Loan (see Exhibit 33.2)

 33.40
Wells Fargo Bank, National Association, as Trustee of the Centene Mortgage Loan

 33.41
Custodian of the Centene Mortgage Loan (see Exhibit 33.4)

 33.42
Advisor of the Centene Mortgage Loan (see Exhibit 33.5)

 33.43

 33.44
National Association, as Primary Servicer of The Westchester Mortgage Loan (see
Exhibit 33.1)

 33.45
National Association, as Special Servicer of The Westchester Mortgage Loan (see
Exhibit 33.1)

 33.46
Wells Fargo Bank, National Association, as Trustee of The Westchester Mortgage

 33.47
Custodian of The Westchester Mortgage Loan (see Exhibit 33.4)

 33.48
 Pentalpha Surveillance LLC, as Operating Advisor
of The Westchester Mortgage Loan

 33.49

 33.50
of the One SoHo Square Mortgage Loan

 33.51
National Association, as Special Servicer of the One SoHo Square Mortgage Loan
prior to May 15, 2023 (see Exhibit 33.1)

 33.52
K-Star Asset Management LLC, as Special Servicer of the One SoHo Square
Mortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

 33.53
U.S. Bank Trust Company, National Association, as Trustee of the One SoHo
Square Mortgage Loan (Omitted. See Explanatory Notes.)

 33.54
U.S. Bank National Association, as Custodian of the One SoHo Square Mortgage

 33.55
 Pentalpha Surveillance LLC, as Operating Advisor
of the One SoHo Square Mortgage Loan (see Exhibit 33.48)

 33.56
National Association, as Primary Servicer of the 2 Washington Mortgage Loan
(see Exhibit 33.1)

 33.57
LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan

 33.58
Wells Fargo Bank, National Association, as Trustee of the 2 Washington Mortgage

 33.59
Custodian of the 2 Washington Mortgage Loan (see Exhibit 33.4)

 33.60
Advisor of the 2 Washington Mortgage Loan (see Exhibit 33.5)

 33.61

 33.62
of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 33.50)

 33.63
 Situs Holdings, LLC, as Special Servicer of the CX
- 350 & 450 Water Street Mortgage Loan

 33.64
Wilmington Trust, National Association, as Trustee of the CX - 350 & 450
Water Street Mortgage Loan (Omitted. See Explanatory Notes.)

 33.65
Custodian of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit
33.4)

 33.66
Advisor of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 33.5)

 33.67

 33.68
 Midland Loan Services, a Division of PNC Bank, National
Association, as Primary Servicer of the 520 Almanor Mortgage Loan (see Exhibit
33.1)

 33.69
 CWCapital Asset Management LLC, as Special
Servicer of the 520 Almanor Mortgage Loan

 33.70
Wells Fargo Bank, National Association, as Trustee of the 520 Almanor Mortgage

 33.71
 Wells Fargo Bank, National Association, as Custodian
of the 520 Almanor Mortgage Loan (see Exhibit 33.4)

 33.72
Advisor of the 520 Almanor Mortgage Loan (see Exhibit 33.5)

 33.73

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

 34.1
National Association, as Master Servicer

 34.2

 34.3
 Wells Fargo Bank, National Association, as Trustee
and Certificate Administrator

 34.4
Custodian

 34.5
Advisor

 34.6
as Servicing Function Participant for the Certificate Administrator

 34.7
as Servicing Function Participant for the Custodian

 34.8
National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan
(see Exhibit 34.1)

 34.9
of the Plaza La Cienega Mortgage Loan (see Exhibit 34.2)

 34.10
Wells Fargo Bank, National Association, as Trustee of the Plaza La Cienega

 34.11
Custodian of the Plaza La Cienega Mortgage Loan (see Exhibit 34.4)

 34.12
Advisor of the Plaza La Cienega Mortgage Loan (see Exhibit 34.5)

 34.13

 34.14
National Association, as Primary Servicer of the Huntsville Office Portfolio
Mortgage Loan (see Exhibit 34.1)

 34.15
of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.2)

 34.16
Wells Fargo Bank, National Association, as Trustee of the Huntsville Office
Portfolio Mortgage Loan (Omitted. See Explanatory Notes.)

 34.17
 Wells Fargo Bank, National Association, as Custodian
of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.4)

 34.18
Advisor of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 34.5)

 34.19

 34.20
National Association, as Primary Servicer of the Patewood Corporate Center
Mortgage Loan (see Exhibit 34.1)

 34.21
of the Patewood Corporate Center Mortgage Loan (see Exhibit 34.2)

 34.22
Wells Fargo Bank, National Association, as Trustee of the Patewood Corporate
Center Mortgage Loan (Omitted. See Explanatory Notes.)

 34.23
Custodian of the Patewood Corporate Center Mortgage Loan (see Exhibit 34.4)

 34.24
Advisor of the Patewood Corporate Center Mortgage Loan (see Exhibit 34.5)

 34.25

 34.26
 Midland Loan Services, a Division of PNC Bank, National
Association, as Primary Servicer of the Icon One Daytona Mortgage Loan (see

 34.27
of the Icon One Daytona Mortgage Loan (see Exhibit 34.2)

 34.28
Wells Fargo Bank, National Association, as Trustee of the Icon One Daytona

 34.29
Custodian of the Icon One Daytona Mortgage Loan (see Exhibit 34.4)

 34.30
Advisor of the Icon One Daytona Mortgage Loan (see Exhibit 34.5)

 34.31

 34.32
National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (see

 34.33
of the PetSmart HQ Mortgage Loan (see Exhibit 34.2)

 34.34
Wells Fargo Bank, National Association, as Trustee of the PetSmart HQ Mortgage

 34.35
Custodian of the PetSmart HQ Mortgage Loan (see Exhibit 34.4)

 34.36
Advisor of the PetSmart HQ Mortgage Loan (see Exhibit 34.5)

 34.37

 34.38
National Association, as Primary Servicer of the Centene Mortgage Loan (see

 34.39
of the Centene Mortgage Loan (see Exhibit 34.2)

 34.40
Wells Fargo Bank, National Association, as Trustee of the Centene Mortgage Loan

 34.41
Custodian of the Centene Mortgage Loan (see Exhibit 34.4)

 34.42
Advisor of the Centene Mortgage Loan (see Exhibit 34.5)

 34.43

 34.44
National Association, as Primary Servicer of The Westchester Mortgage Loan (see

 34.45
National Association, as Special Servicer of The Westchester Mortgage Loan (see

 34.46
Wells Fargo Bank, National Association, as Trustee of The Westchester Mortgage

 34.47
Custodian of The Westchester Mortgage Loan (see Exhibit 34.4)

 34.48
 Pentalpha Surveillance LLC, as Operating Advisor
of The Westchester Mortgage Loan

 34.49

 34.50
of the One SoHo Square Mortgage Loan

 34.51
National Association, as Special Servicer of the One SoHo Square Mortgage Loan
prior to May 15, 2023 (see Exhibit 34.1)

 34.52
K-Star Asset Management LLC, as Special Servicer of the One SoHo Square
Mortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

 34.53
U.S. Bank Trust Company, National Association, as Trustee of the One SoHo
Square Mortgage Loan (Omitted. See Explanatory Notes.)

 34.54
U.S. Bank National Association, as Custodian of the One SoHo Square Mortgage

 34.55
 Pentalpha Surveillance LLC, as Operating Advisor
of the One SoHo Square Mortgage Loan (see Exhibit 34.48)

 34.56
National Association, as Primary Servicer of the 2 Washington Mortgage Loan (see

 34.57
LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan

 34.58
Wells Fargo Bank, National Association, as Trustee of the 2 Washington Mortgage

 34.59
Custodian of the 2 Washington Mortgage Loan (see Exhibit 34.4)

 34.60
Advisor of the 2 Washington Mortgage Loan (see Exhibit 34.5)

 34.61

 34.62
of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 34.50)

 34.63
 Situs Holdings, LLC, as Special Servicer of the CX
- 350 & 450 Water Street Mortgage Loan

 34.64
Wilmington Trust, National Association, as Trustee of the CX - 350 & 450
Water Street Mortgage Loan (Omitted. See Explanatory Notes.)

 34.65
Custodian of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit
34.4)

 34.66
Advisor of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 34.5)

 34.67

 34.68
National Association, as Primary Servicer of the 520 Almanor Mortgage Loan (see

 34.69
 CWCapital Asset Management LLC, as Special
Servicer of the 520 Almanor Mortgage Loan

 34.70
Wells Fargo Bank, National Association, as Trustee of the 520 Almanor Mortgage

 34.71
Custodian of the 520 Almanor Mortgage Loan (see Exhibit 34.4)

 34.72
Advisor of the 520 Almanor Mortgage Loan (see Exhibit 34.5)

 34.73

Servicer compliance statements.

 35.1
National Association, as Master Servicer

 35.2

 35.3
Certificate Administrator

 35.4
as Servicing Function Participant for the Certificate Administrator

 35.5
National Association, as Primary Servicer of the Plaza La Cienega Mortgage Loan
(see Exhibit 35.1)

 35.6
of the Plaza La Cienega Mortgage Loan (see Exhibit 35.2)

 35.7
National Association, as Primary Servicer of the Huntsville Office Portfolio
Mortgage Loan (see Exhibit 35.1)

 35.8
of the Huntsville Office Portfolio Mortgage Loan (see Exhibit 35.2)

 35.9
National Association, as Primary Servicer of the Patewood Corporate Center
Mortgage Loan (see Exhibit 35.1)

 35.10
of the Patewood Corporate Center Mortgage Loan (see Exhibit 35.2)

 35.11
National Association, as Primary Servicer of the Icon One Daytona Mortgage Loan
(see Exhibit 35.1)

 35.12
of the Icon One Daytona Mortgage Loan (see Exhibit 35.2)

 35.13
National Association, as Primary Servicer of the PetSmart HQ Mortgage Loan (see
Exhibit 35.1)

 35.14
of the PetSmart HQ Mortgage Loan (see Exhibit 35.2)

 35.15
National Association, as Primary Servicer of the Centene Mortgage Loan (see
Exhibit 35.1)

 35.16
of the Centene Mortgage Loan (see Exhibit 35.2)

 35.17
National Association, as Primary Servicer of The Westchester Mortgage Loan (see
Exhibit 35.1)

 35.18
 Midland Loan Services, a Division of PNC Bank, National
Association, as Special Servicer of The Westchester Mortgage Loan (see Exhibit
35.1)

 35.19
of the One SoHo Square Mortgage Loan

 35.20
National Association, as Special Servicer of the One SoHo Square Mortgage Loan
prior to May 15, 2023 (see Exhibit 35.1)

 35.21
K-Star Asset Management LLC, as Special Servicer of the One SoHo Square
Mortgage Loan on and after May 15, 2023 (Omitted. See Explanatory Notes.)

 35.22
National Association, as Primary Servicer of the 2 Washington Mortgage Loan
(see Exhibit 35.1)

 35.23
LNR Partners, LLC, as Special Servicer of the 2 Washington Mortgage Loan

 35.24
of the CX - 350 & 450 Water Street Mortgage Loan (see Exhibit 35.19)

 35.25
Situs Holdings, LLC, as Special Servicer of the CX - 350 & 450 Water Street

 35.26
National Association, as Primary Servicer of the 520 Almanor Mortgage Loan (see
Exhibit 35.1)

 35.27
CWCapital Asset Management LLC, as Special Servicer of the 520 Almanor Mortgage

 99.1
 Mortgage Loan Purchase Agreement, dated as of November
18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and 3650 Real
Estate Investment Trust 2 LLC (filed as Exhibit 99.1 to the registrant's
Current Report on Form 8-K filed on November 18, 2021 under Commission File No.
333-255181-01 and incorporated by reference herein).

 99.2
 Mortgage Loan Purchase Agreement, dated as of November
18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and German
American Capital Corporation (filed as Exhibit 99.3 to the registrant's Current
Report on Form 8-K filed on November 18, 2021 under Commission File No.
333-255181-01 and incorporated by reference herein).

 99.3
 Mortgage Loan Purchase Agreement, dated as of November
18, 2021, between 3650 REIT Commercial Mortgage Securities II LLC and Citi Real
Estate Funding Inc. (filed as Exhibit 99.2 to the registrant's Current Report
on Form 8-K filed on November 18, 2021 under Commission File No. 333-255181-01
and incorporated by reference herein).

 (b)
The exhibits required to be filed by the Registrant pursuant to Item 601 of
Regulation S-K are listed above.

 (c)
Not Applicable.

 SIGNATURES

 Pursuant to the requirements of Section 13 or 15(d) of 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.

 3650 REIT Commercial Mortgage
Securities II LLC

(Depositor)

 /s/ Tobin
Cobb

 Tobin
Cobb, Authorized Signatory

 (senior officer in charge of
securitization of the depositor)

 Date: March 13, 2024