MORGAN STANLEY BANK OF AMERICA MERRILL LYNCH TRUST 2014-C16 FORM 10K MAR 2024

 UNITED
STATES
 SECURITIES AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

 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

 TRANSITION
 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the transition period from _____________ to _____________

 333-180779-09

 Commission
File Number of issuing entity:

 Morgan
Stanley Bank of America Merrill

Lynch Trust 2014-C16

Index Key Number 0001606442)

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

 Morgan
Stanley Capital I Inc.

Index Key Number 0001547361)

(Exact name of registrant as specified in its charter)

 Morgan
Stanley Mortgage Capital Holdings LLC

Index Key Number 0001541557)

 Bank
of America, National Association

Index Key Number 0001102113)

 CIBC
Inc.

Index Key Number 0001548567)

(Exact names of sponsors as specified in their charters)

 47-1160146
 47-1173459
 47-1185448
 47-6315532
(I.R.S. Employer Identification No.)

 New
York

 (State
or other jurisdiction of incorporation or organization)

 c/o
Morgan Stanley Capital I Inc.

 1585 Broadway, New York, NY
(Address of principal executive offices)

 10036
(Zip Code)

 (212)
761-4000
(Registrant's telephone number, including area code of issuing entity)

 Securities
registered pursuant to Section 12(b) of the Act: 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

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

 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 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 (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 Exchange 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

 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 2014-C16 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 Arundel Mills & Marketplace mortgage
 loan and the La Concha Hotel & Tower mortgage loan, which are serviced pursuant to the MSBAM 2014-C15 pooling and servicing
 agreement attached hereto as Exhibit 4.2;

 the State Farm Portfolio mortgage loan, which
 is serviced pursuant to the COMM 2014-UBS5 pooling and servicing agreement attached hereto as Exhibit 4.4; and

 the Marriott Philadelphia Downtown mortgage
 loan, which is serviced pursuant to the MSBAM 2014-C17 pooling and servicing agreement attached hereto as Exhibit 4.3.

 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.

 CWCapital Asset Management LLC is the current
 special servicer under the MSBAM 2014-C15 pooling and servicing agreement, pursuant to which the Arundel Mills & Marketplace
 mortgage loan was serviced until October 4, 2023 and the La Concha Hotel & Tower mortgage loan was serviced until April
 30, 2023. On April 9, 2021, Midland Loan Services, a Division of PNC Bank, National Association was replaced as special servicer
 under the MSBAM 2014-C15 pooling and servicing agreement and was succeeded by CWCapital Asset Management LLC. The Arundel
 Mills & Marketplace mortgage loan was paid off in full on October 5, 2023. The La Concha Hotel & Tower mortgage loan
 was paid off in full on May 1, 2023.

 The
 Marriott Philadelphia Downtown mortgage loan, which was serviced pursuant to the MSBAM 2014-C17 pooling and servicing
 agreement, was paid off in full on October 26, 2023.

 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 MSBAM 2014-C15 pooling and servicing agreement, pursuant to which the Arundel Mills & Marketplace mortgage
 loan and the La Concha Hotel & Tower mortgage loan were serviced until October 4, 2023 and April 30, 2023, respectively,
 engaged the services of CoreLogic Solutions, LLC as a servicing function participant in respect of the Arundel Mills &
 Marketplace mortgage loan and the La Concha Hotel & Tower mortgage loan for the reporting period.

 Wells Fargo Bank, National Association, as master
 servicer under the COMM 2014-UBS5 pooling and servicing agreement, pursuant to which the State Farm Portfolio mortgage loan
 is serviced, engaged the services of CoreLogic Solutions, LLC as a servicing function participant in respect of the State
 Farm Portfolio mortgage loan for the reporting period.

 Wells Fargo Bank,
 National Association, as master servicer under the MSBAM 2014-C17 pooling and servicing agreement, pursuant to which the Marriott
 Philadelphia Downtown mortgage loan was serviced until October 25, 2023, engaged the services of CoreLogic Solutions, LLC
 as a servicing function participant in respect of the Marriott Philadelphia Downtown mortgage loan for the reporting period.

 On November 1, 2021, pursuant to the second
 amended and restated servicing agreement attached hereto as Exhibit 99.4, 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 each Outside Pooling and Servicing Agreement.

 PART
I

 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.

 PART
II

 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.

 PART
III

 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.

 PURSUANT
TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE INFORMATION IS BEING PROVIDED IN THIS REPORT ON FORM 10-K

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

 The
mortgaged property securing the Arundel Mills & Marketplace loan constituted a significant obligor within the meaning of 1101(k)(2)
of Regulation AB. The Arundel Mills & Marketplace mortgage loan was paid off in full on October 5, 2023. The most recent net operating income of the significant obligor based on the significant obligor's operating statement as of June 30, 2023 was $26,109,651.29.

 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 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 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)(5) filing dated June 18, 2014.

 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.

 PART
IV

 Item
15. Exhibits, Financial Statement Schedules.

 a)
 Exhibits

 4.1

 Pooling and Servicing Agreement, dated as of June 1, 2014, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, LNR Partners, LLC, as special servicer, Situs Holdings, LLC, as trust advisor, and U.S. Bank National Association, as trustee, certificate administrator, custodian, certificate registrar and authenticating agent (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on June 25, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

 4.2

 Pooling and Servicing Agreement, dated as of April 1, 2014, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Midland Loan Services, a division of PNC Bank, National Association, as special servicer, Deutsche Bank Trust Company Americas, as trustee, Wells Fargo Bank, National Association, as certificate administrator, certificate registrar, authenticating agent and custodian, and Situs Holdings, LLC, as trust advisor, relating to the MSBAM 2014-C15 securitization transaction, pursuant to which the Arundel Mills & Marketplace Mortgage Loan and the La Concha Hotel & Tower Mortgage Loan were serviced until October 4, 2023 and April 30, 2023, respectively (filed as Exhibit 99.1 to the registrant's Current Report on Form 8-K filed on June 19, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

 4.3

 Pooling and Servicing Agreement, dated as of August 1, 2014, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wells Fargo Bank, National Association, as custodian, Pentalpha Surveillance LLC, as trust advisor, and Citibank, N.A., as trustee, certificate administrator, certificate registrar and authenticating agent, relating to the MSBAM 2014-C17 securitization transaction, pursuant to which the Marriott Philadelphia Downtown Mortgage Loan was serviced until October 25, 2023 (filed as Exhibit 99.1 to the registrant's Current Report on Form 8-K filed on August 21, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

 4.4

 Pooling and Servicing Agreement, dated as of September 1, 2014, between Deutsche Mortgage & Asset Receiving Corporation, as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Wilmington Trust, National Association, as trustee, Wells Fargo Bank, National Association, as certificate administrator, paying agent and custodian, and Situs Holdings, LLC, as operating advisor, relating to the COMM 2014-UBS5 securitization transaction, pursuant to which the State Farm Portfolio Mortgage Loan is serviced (filed as Exhibit 99.1 to the registrant's Current Report on Form 8-K filed on October 23, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

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

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

 33.1 U.S. Bank National Association, as Certificate Administrator

 33.2 U.S. Bank National Association, as Custodian (see Exhibit 33.1)

 33.3 Wells Fargo Bank, National Association, as Master Servicer

 33.4 LNR Partners, LLC, as Special Servicer

 33.5 Situs Holdings, 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 MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23) (see Exhibit 33.3)

 33.8 CoreLogic Solutions, LLC, as Servicing Function Participant under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23) (see Exhibit 33.6)

 33.9 Wells Fargo Bank, National Association, as Master Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 33.3)

 33.10 CoreLogic Solutions, LLC, as Servicing Function Participant under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 33.6)

 33.11 Wells Fargo Bank, National Association, as Master Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 33.3)

 33.12 CoreLogic Solutions, LLC, as Servicing Function Participant under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 33.6)

 33.13 CWCapital Asset Management LLC, as Special Servicer under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 33.14 Rialto Capital Advisors, LLC, as Special Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23)

 33.15 Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 33.14)

 33.16 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 33.17 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 33.18 Wells Fargo Bank, National Association, as Custodian under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 33.16)

 33.19 Computershare Trust Company, National Association, as Servicing Function Participant under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 33.17)

 33.20 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 33.16)

 33.21 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 33.17)

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

 34.1 U.S. Bank National Association, as Certificate Administrator

 34.2 U.S. Bank National Association, as Custodian (see Exhibit 34.1)

 34.3 Wells Fargo Bank, National Association, as Master Servicer

 34.4 LNR Partners, LLC, as Special Servicer

 34.5 Situs Holdings, 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 MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23) (see Exhibit 34.3)

 34.8 CoreLogic Solutions, LLC, as Servicing Function Participant under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23) (see Exhibit 34.6)

 34.9 Wells Fargo Bank, National Association, as Master Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 34.3)

 34.10 CoreLogic Solutions, LLC, as Servicing Function Participant under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 34.6)

 34.11 Wells Fargo Bank, National Association, as Master Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 34.3)

 34.12 CoreLogic Solutions, LLC, as Servicing Function Participant under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 34.6)

 34.13 CWCapital Asset Management LLC, as Special Servicer under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 34.14 Rialto Capital Advisors, LLC, as Special Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23)

 34.15 Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 34.14)

 34.16 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 34.17 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 34.18 Wells Fargo Bank, National Association, as Custodian under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 34.16)

 34.19 Computershare Trust Company, National Association, as Servicing Function Participant under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 34.17)

 34.20 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 34.16)

 34.21 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 34.17)

 Servicer compliance statements.

 35.1 U.S. Bank National Association, as Certificate Administrator

 35.2 U.S. Bank National Association, as Custodian

 35.3 Wells Fargo Bank, National Association, as Master Servicer

 35.4 LNR Partners, LLC, as Special Servicer

 35.5 Wells Fargo Bank, National Association, as Master Servicer under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23) (see Exhibit 35.3)

 35.6 Wells Fargo Bank, National Association, as Master Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23 (see Exhibit 35.3)

 35.7 Wells Fargo Bank, National Association, as Master Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 35.3)

 35.8 CWCapital Asset Management LLC, as Special Servicer under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 35.9 Rialto Capital Advisors, LLC, as Special Servicer under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23)

 35.10 Rialto Capital Advisors, LLC, as Special Servicer under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 35.9)

 35.11 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 35.12 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C15 securitization, pursuant to which the following mortgage loans were serviced by such party: Arundel Mills & Marketplace (from 1/1/23 to 10/4/23) and La Concha Hotel & Tower (from 1/1/23 to 4/30/23)

 35.13 Wells Fargo Bank, National Association, as Custodian under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 35.11)

 35.14 Computershare Trust Company, National Association, as Servicing Function Participant under the COMM 2014-UBS5 securitization, pursuant to which the following mortgage loans were serviced by such party: State Farm Portfolio (from 1/1/23 to 12/31/23) (see Exhibit 35.12)

 35.15 Wells Fargo Bank, National Association, as Custodian under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 35.11)

 35.16 Computershare Trust Company, National Association, as Servicing Function Participant under the MSBAM 2014-C17 securitization, pursuant to which the following mortgage loans were serviced by such party: Marriott Philadelphia Downtown (from 1/1/23 to 10/25/23) (see Exhibit 35.12)

 99.1

 Mortgage Loan Purchase Agreement, dated June 5, 2014, 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 filed on June 18, 2014 under SEC File No. 333- 180779-09 and incorporated by reference herein).

 99.2

 Mortgage Loan Purchase Agreement, dated June 5, 2014, 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 June 25, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

 99.3

 Mortgage Loan Purchase Agreement, dated June 5, 2014, between Morgan Stanley Capital I Inc. and CIBC Inc. (filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed on June 18, 2014 under SEC File No. 333-180779-09 and incorporated by reference herein).

 99.4

 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. 333-180779-09 and incorporated by reference herein).

 b)
See Item (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 27, 2024


MORGAN STANLEY BANK OF AMERICA MERRILL LYNCH TRUST 2014-C18 FORM 10K MAR 2024

 UNITED
STATES

SECURITIES AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

 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

 TRANSITION REPORT PURSUANT TO SECTION 13
 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the transition period from _____________ to _____________

 333-180779-11
Commission File Number of issuing entity:

 Morgan
Stanley Bank of America Merrill
 Lynch Trust 2014-C18

Index Key Number 0001617760)

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

 Morgan
Stanley Capital I Inc.

Index Key Number 0001547361)

 (Exact
name of registrant as specified in its charter)

 Morgan
Stanley Mortgage Capital Holdings LLC

Index Key Number 0001541557)

 Bank
of America, National Association

Index Key Number 0001102113)

 CIBC
Inc.

Index Key Number 0001548567)

 (Exact
names of sponsors as specified in their charters)

 47-2087494
 47-2098931
 47-2108850
 47-6535473
(I.R.S. Employer Identification No.)

 New
York
(State or other jurisdiction of incorporation or organization)

c/o Morgan Stanley Capital I Inc.

 1585
Broadway, New York, NY
(Address of principal executive offices)

 10036
(Zip Code)

 (212)
761-4000

 (Registrant's
telephone number, including area code of issuing entity)

 Securities
registered pursuant to Section 12(b) of the Act: 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

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

 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 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 (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 Exchange 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

 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

 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 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. 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.

 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.

 PART
I

 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.

 PART
II

 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.

 PART
III

 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.

 PURSUANT
TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE INFORMATION IS BEING PROVIDED IN THIS REPORT ON FORM 10-K

 Item
1112(b) of Regulation AB, Significant Obligors 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:

 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 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)(5) filing dated October 1, 2014.

 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.

 PART
IV

 Item
15. Exhibits, Financial Statement Schedules.

 (a)
Exhibits

 4.1

 Pooling and Servicing Agreement, dated as of September 1, 2014, between Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank, National Association, as master servicer, Rialto Capital Advisors, LLC, as special servicer, Park Bridge Lender Services LLC, as trust advisor, and U.S. Bank National Association, as custodian, trustee, certificate administrator, certificate registrar and authenticating agent (filed as Exhibit 4.1 to the registrant's Current Report on Form 8-K/A filed on October 17, 2014 under SEC File No. 333-180779-11 and incorporated by reference herein).

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

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

 33.1 U.S. Bank National Association, as Certificate Administrator

 33.2 U.S. Bank National Association, as Custodian (see Exhibit 33.1)

 33.3 Wells Fargo Bank, National Association, as Master Servicer

 33.4 Rialto Capital Advisors, LLC, as Special Servicer

 33.5 Park Bridge Lender Services LLC, as Operating Advisor

 33.6 CoreLogic Solutions, LLC, as Servicing Function Participant

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

 34.1 U.S. Bank National Association, as Certificate Administrator

 34.2 U.S. Bank National Association, as Custodian (see Exhibit 34.1)

 34.3 Wells Fargo Bank, National Association, as Master Servicer

 34.4 Rialto Capital Advisors, LLC, as Special Servicer

 34.5 Park Bridge Lender Services LLC, as Operating Advisor

 34.6 CoreLogic Solutions, LLC, as Servicing Function Participant

 Servicer compliance statements.

 35.1 U.S. Bank National Association, as Certificate Administrator

 35.2 U.S. Bank National Association, as Custodian

 35.3 Wells Fargo Bank, National Association, as Master Servicer

 35.4 Rialto Capital Advisors, LLC, as Special Servicer

 99.1

 Mortgage Loan Purchase Agreement, dated September 18, 2014, 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 filed on October 1, 2014 under SEC File No. 333-180779-11 and incorporated by reference herein).

 99.2

 Mortgage Loan Purchase Agreement, dated September 18, 2014, 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 filed on October 1, 2014 under SEC File No. 333-180779-11 and incorporated by reference herein).

 99.3

 Mortgage Loan Purchase Agreement, dated September 18, 2014, between Morgan Stanley Capital I Inc. and CIBC Inc. (filed as Exhibit 99.3 to the registrant's Current Report on Form 8-K filed on October 1, 2014 under SEC File No. 333-180779-11 and incorporated by reference herein).

 (b)
See Item (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 27, 2024


ANNUAL REPORT

 UNITED
STATES
 SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549

 FORM 10-K

 (Mark One)

 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

 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 Issuing Entity: 333-232590-02
 Commission File Number of Depositor: 333-232590

 Mercedes-Benz Auto Receivables Trust 2020-1

 (Exact
name of Issuing Entity as specified in its charter)

 Central Index Key number of the Issuing Entity: 0001813420

 Mercedes-Benz Retail Receivables LLC

 (Exact
name of Depositor as specified in its charter)

 Central Index Key number of the Depositor: 0001463814

 Mercedes-Benz Financial Services USA LLC

 (Exact
name of Sponsor as specified in its charter)

 Central Index Key number of the Sponsor: 0001540252

 State
 of Delaware

 85-6284131

 (State
 or Other Jurisdiction of Incorporation of issuing entity)

 (I.R.S.
 Employer Identification No.)

 35555
 W. Twelve Mile Rd., Suite 100, Farmington Hills, Michigan

 48331

 (Address
 of Principal Executive Offices of issuing entity)

 (Zip
 Code)

 (248)
991-6700

 (Telephone number, including area code, of issuing entity)

 Securities
registered pursuant to Section 12(b) of the Act: 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

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

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 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit such files). Yes No

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. (Check
one):

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 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 Exchange Act.

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.

 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.

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).

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). 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. Not applicable

 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 the fiscal
year ended December 24, 1980). None

 PART
I

 Item 1B.
 Unresolved
 Staff Comments.

 The
following Items have been omitted in accordance with General Instruction J(1) to Form 10-K:

 Item
 1.
 Business.

 Item
 1A.
 Risk
 Factors.

 Item
 1B.
 Cybersecurity.

 Item
 2.
 Properties.

 Item
 3.
 Legal
 Proceedings.

 Item
 4.
 Mine
 Safety Disclosures.

 PART
II

 Item 9B.
 Other
 Information.

 The
following Items have been omitted in accordance with General Instruction J(1) to Form 10-K:

 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
 9C.
 Disclosure
 Regarding Foreign Jurisdictions that Prevent Inspections.

 PART
III

 The
following Items have been omitted in accordance with General Instruction J(1) to Form 10-K:

 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.

 PURSUANT
TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE INFORMATION IS BEING PROVIDED IN THIS REPORT ON FORM 10-K:

 Item 1112(b)
of Regulation AB. Significant Obligors of Pool Assets – Financial Information.

 Item 1114(b)(2)
of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments – Financial Information.

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

 Item 1117
of Regulation AB. Legal Proceedings.

 There
are no legal proceedings pending, or any proceedings known to be contemplated by governmental authorities, against the Sponsor,
the Depositor, U.S. Bank Trust Company, National Association (the "Indenture Trustee"), Wilmington Trust, National Association
(the "Owner Trustee"), the Issuing Entity, or any property thereof, that are material to holders of the Asset Backed
Notes issued by the Issuing Entity (the "Notes"), except to the extent set forth below with respect to the Indenture
Trustee.

 The
Indenture Trustee has provided the information contained in the following five paragraphs for purposes of compliance with Regulation
AB:

 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.

 Information
required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.

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

 Each
of the Sponsor, in its capacity as Servicer, and the Indenture Trustee (together with the Sponsor in its capacity as Servicer,
each, a "Servicing Participant") has been identified by the registrant as a party participating in the servicing function
during the reporting period with respect to the pool assets held by the Issuing Entity. Each Servicing Participant has completed
a report on an assessment of compliance with the servicing criteria applicable to such Servicing Participant (each, a "Report
on Assessment") as of December 31, 2023, and for the reporting period, which Reports on Assessment are attached as
Exhibits 33.1 and 33.2 to this report on Form 10-K. In addition, each Servicing Participant has provided an attestation
report (each, an "Attestation Report") by a registered independent public accounting firm on its Report on Assessment.
The Attestation Reports are attached as Exhibits 34.1 and 34.2 to this report on Form 10-K. The Report on Assessment
prepared by the Indenture Trustee and the Attestation Report provided by the Indenture Trustee did not identify any material instance
of noncompliance with the servicing criteria applicable to the Indenture Trustee. The Report on Assessment prepared by the Servicer
and the Attestation Report provided by the Servicer did not identify any material instance of noncompliance with the servicing
criteria applicable to the Servicer.

 Item 1123
of Regulation AB. Servicing Compliance Statement.

 The
Servicer has completed a statement of compliance with its obligations under the applicable servicing agreement (a "Compliance
Statement") signed by an authorized officer of the Servicer. The Compliance Statement is attached as Exhibit 35.1 to this
report on Form 10-K.

 PART
IV

 Item 15.
 Exhibits
and Financial Statement Schedules.

 (a)
 The
 following documents are filed as part of this report

 (1)
 Not
 applicable.

 (2)
 Not
 applicable.

 (3)
 See
 Item 15(b) below.

 (b)
 Exhibits
 Required by Item 601 of Regulation S-K

 Exhibit
 Number

 Description

 1.1

 Underwriting Agreement, dated June 16, 2020, among Daimler Retail Receivables LLC, Mercedes-Benz Financial Services USA LLC and J.P. Morgan Securities LLC, Santander Investment Securities Inc. and SG Americas Securities, LLC, as representatives of the several underwriters named therein (included in Exhibit 1.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 18, 2020, which is incorporated herein by reference).

 3.1

 Certificate of Formation of Mercedes-Benz Retail Receivables LLC (included in Exhibit 3.1 to the Registration Statement on Form SF-3 of Mercedes-Benz Retail Receivables, No. 333-266303, as filed with the SEC on July 22, 2022, which is incorporated herein by reference).

 3.2

 Limited Liability Company Agreement of Mercedes-Benz Retail Receivables LLC (included in Exhibit 3.2 to the Form 8-K/A of Mercedes-Benz Auto Receivables Trust 2022-1 (cik: 0001951119), as filed with the SEC on November 18, 2022, which is incorporated herein by reference).

 4.1

 Indenture, dated as of June 1, 2020, between the Issuing Entity and U.S. Bank National Association, as indenture trustee (included in Exhibit 4.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 4.2

 Amended and Restated Trust Agreement, dated as of June 1, 2020, between Daimler Retail Receivables LLC, as depositor, and Wilmington Trust, National Association, as owner trustee (included in Exhibit 4.2 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.1

 Sale and Servicing Agreement, dated as of June 1, 2020, among the Issuing Entity, Daimler Retail Receivables LLC, and Mercedes-Benz Financial Services USA LLC, as seller and as servicer (included in Exhibit 10.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.2

 Administration Agreement, dated as of June 1, 2020, among the Issuing Entity, Daimler Retail Receivables LLC, Mercedes-Benz Financial Services USA LLC, as administrator, and U.S. Bank National Association, as indenture trustee (included in Exhibit 10.2 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.3

 Receivables Purchase Agreement, dated as of June 1, 2020, between Mercedes-Benz Financial Services USA LLC, as seller, and Daimler Retail Receivables LLC, as purchaser (included in Exhibit 10.3 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.4

 Asset Representations Review Agreement, dated as of June 1, 2020, among the Issuing Entity, Mercedes-Benz Financial Services USA LLC, as administrator and servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer (included in Exhibit 10.4 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 31.1

 Certification of Mercedes-Benz Financial Services USA LLC, as Servicer, pursuant to Rule 13a-14(d)/15d-14(d) (Section 302 Certification).

 33.1

 Report on Assessment of Compliance with Servicing Criteria for Mercedes-Benz Financial Services USA LLC, as Servicer.

 33.2

 Report on Assessment of Compliance with Applicable Servicing Criteria for U.S. Bank Trust Company, National Association, as Indenture Trustee.

 34.1

 Attestation Report of Grant Thornton LLP on Assessment of Compliance with Servicing Criteria relating to Mercedes-Benz Financial Services USA LLC, as Servicer.

 34.2

 Attestation Report of Ernst & Young LLP on Assessment of Compliance with Applicable Servicing Criteria relating to U.S. Bank Trust Company, National Association, as Indenture Trustee.

 35.1

 Servicer Compliance Statement of Mercedes-Benz Financial Services USA LLC, as Servicer.

 (c)
 Not
applicable.

 Item
 16.
 Form
 10-K Summary.

 Not
included.

 SUPPLEMENTAL
INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED
SECURITIES PURSUANT TO SECTION 12 OF THE ACT.

 No
annual report to security holders, proxy statement, form of proxy or other proxy soliciting material has been sent to any security
holders or is presently anticipated to be furnished to security holders subsequent to the filing of this annual report on Form 10-K.

 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.

 Mercedes-Benz Auto Receivables
 Trust 2020-1

 (Issuing Entity)

 By:

 Mercedes-Benz Financial Services
 USA LLC

 (Servicer)

 By:

 /s/ Christian
 Rottenkolber

 Name: Christian Rottenkolber

 Title: Vice President and Chief
 Financial Officer (senior officer in charge of the servicing function for the Servicer)

 Dated:
March 20, 2024

 EXHIBIT

 Exhibit
 Number

 Description

 1.1

 Underwriting Agreement, dated June 16, 2020, among Daimler Retail Receivables LLC, Mercedes-Benz Financial Services USA LLC and J.P. Morgan Securities LLC, Santander Investment Securities Inc. and SG Americas Securities, LLC, as representatives of the several underwriters named therein (included in Exhibit 1.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 18, 2020, which is incorporated herein by reference).

 3.1

 Certificate of Formation of Mercedes-Benz Retail Receivables LLC (included in Exhibit 3.1 to the Registration Statement on Form SF-3 of Mercedes-Benz Retail Receivables LLC, No. 333-266303, as filed with the SEC on July 22, 2022, which is incorporated herein by reference).

 3.2

 Limited Liability Company Agreement of Mercedes-Benz Retail Receivables LLC (included in Exhibit 3.2 to the Form 8-K/A of Mercedes-Benz Auto Receivables Trust 2022-1 (cik: 0001951118), as filed with the SEC on November 18, 2022, which is incorporated herein by reference).

 4.1

 Indenture, dated as of June 1, 2020, between the Issuing Entity and U.S. Bank National Association, as indenture trustee (included in Exhibit 4.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 4.2

 Amended and Restated Trust Agreement, dated as of June 1, 2020, between Daimler Retail Receivables LLC, as Depositor, and Wilmington Trust, National Association, as owner trustee (included in Exhibit 4.2 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.1

 Sale and Servicing Agreement, dated as of June 1, 2020, among the Issuing Entity, Daimler Retail Receivables LLC, and Mercedes-Benz Financial Services USA LLC, as seller and as servicer (included in Exhibit 10.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.2

 Administration Agreement, dated as of June 1, 2020, among the Issuing Entity, Daimler Retail Receivables LLC, Mercedes-Benz Financial Services USA LLC, as administrator, and U.S. Bank National Association, as indenture trustee (included in Exhibit 10.2 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.3

 Receivables Purchase Agreement, dated as of June 1, 2020, between Mercedes-Benz Financial Services USA LLC, as seller, and Daimler Retail Receivables LLC, as purchaser (included in Exhibit 10.23 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 10.4

 Asset Representations Review Agreement, dated as of June 1, 2020, among the Issuing Entity, Mercedes-Benz Financial Services USA LLC, as administrator and servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer (included in Exhibit 10.4 to the Form 8-K of the Issuing Entity, as filed with the SEC on June 24, 2020, which is incorporated herein by reference).

 31.1

 Certification of Mercedes-Benz Financial Services USA LLC, as Servicer, pursuant to Rule 13a-14(d)/15d-14(d) (Section 302 Certification).

 33.1

 Report on Assessment of Compliance with Servicing Criteria for Mercedes-Benz Financial Services USA LLC, as Servicer.

 33.2

 Report on Assessment of Compliance with Applicable Servicing Criteria for U.S. Bank Trust Company, National Association, as Indenture Trustee.

 34.1

 Attestation Report of Grant Thornton LLP on Assessment of Compliance with Servicing Criteria relating to Mercedes-Benz Financial Services USA LLC, as Servicer.

 34.2

 Attestation Report of Ernst & Young LLP on Assessment of Compliance with Applicable Servicing Criteria relating to U.S. Bank Trust Company, National Association, as Indenture Trustee.

 35.1

 Servicer Compliance Statement of Mercedes-Benz Financial Services USA LLC, as Servicer.