| Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered(a)(b) | Proposed Maximum Offering Price Per Unit(c) | Maximum Aggregate Offering Price(c) | Fee Rate | Amount of Registration Fee(d) | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial effective date | Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |
| Newly Registered Securities | ||||||||||||
| Fees to Be Paid | Asset-Backed Securities | Notes | 457(s)(e) | (e) | 100% | (e) | (e) | (e) | ||||
| Asset-Backed Securities | Collateral Certificate(d) | |||||||||||
| Fees Previously Paid | — | — | — | — | — | — | — | |||||
| Carry Forward Securities | ||||||||||||
| Carry Forward Securities | Asset-Backed Securities | Notes | 415(a)(6)(f) | $11,498,899,022(f) | 100% | $11,498,899,022(f) | SF-3 | 333-261397, 333-261397-01 and 333-261397-02 | February 15, 2022 | $1,065,947.94(f) | ||
| Total Offering Amounts | (e)(f) | (f) | ||||||||||
| Total Fees Previously Paid | (f) | |||||||||||
| Total Fee Offsets | (f) | |||||||||||
| Net Fee Due | (f) | |||||||||||
| (a) | With respect to any securities issued with original issue discount, the amount to be registered is calculated based on the initial public offering price thereof. |
| (b) | With respect to any securities denominated in any foreign currency, the amount to be registered shall be the U.S. dollar equivalent thereof based on the prevailing exchange rate at the time such security is first offered. |
| (c) | Estimated solely for the purpose of calculating the registration fee. |
| (d) | This Registration Statement and the prospectus included herein also relate to a Collateral Certificate, which is pledged as security for the Notes, and which, pursuant to Commission regulations, is deemed to constitute part of any distribution of the Notes. No additional consideration will be paid by the purchasers of the Notes for the Collateral Certificate and, pursuant to Rule 457(t) under the Securities Act, no separate registration fee for the Collateral Certificate is required to be paid. |
| (e) | An unspecified additional amount of securities is being registered as may from time to time be offered at unspecified prices. The registrant is deferring payment of all of the registration fees for such additional securities in accordance with Rules 456(c) and 457(s) of the Securities Act of 1933, as amended, until after the registrant offers and sells all carry forward securities. |
| (f) | Pursuant to Rule 415(a)(6) of the Securities and Exchange Commission’s Rules and Regulations under the Securities Act of 1933, as amended, the registrant is including the above carry forward securities in this registration statement. The registrant previously filed a registration statement on Form SF-3 (File Nos. 333-261397, 333-261397-01 and 333-261397-02) (as amended, the “Prior Registration Statement”) with the Securities and Exchange Commission (the |
| Registrant or Filer Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | |
| Rules 457(b) and 0-11(a)(2) | |||||||||||
| Fee Offset Claims | |||||||||||
| Fee Offset Sources | |||||||||||
| Rule 457(p) | |||||||||||
| Fee Offset Claims | |||||||||||
| Fee Offset Sources | |||||||||||
| † | Table 2 is not applicable to this Registration Statement. |
| Security Type | Security Class Title | Amount of Securities Previously Registered | Maximum Aggregate Offering Price of Securities Previously Registered | Form Type | File Number | Initial Effective Date |
| Fee Offset Claims |
| †† | Table 3 is not applicable to this Registration Statement. |
