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, 2011 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: 333-166296-02 BMW VEHICLE LEASE TRUST 2011-1 (Exact name of issuing entity as specified in its charter) Commission File Number of depositor: 333-166296 BMW AUTO LEASING LLC (Exact name of depositor as specified in its charter) BMW FINANCIAL SERVICES NA, LLC (Exact name of sponsor as specified in its charter)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

Delaware (State or other jurisdiction of incorporation or organization of the issuing entity)	51-6518223 (I.R.S. Employer Identification No.)
c/o BMW Financial Services NA, LLC 300 Chestnut Ridge Road Woodcliff Lake, NJ 07677 (Address of principal executive offices of issuing entity)	07677 (Zip Code)

EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2012

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 issuing entity: 333-166296-02

Commission File Number of depositor: 333-166296

BMW VEHICLE LEASE TRUST 2011-1

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

BMW AUTO LEASING LLC

(Exact name of depositor as specified in its charter)

BMW FINANCIAL SERVICES NA, LLC

(Exact name of sponsor as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization of the issuing entity)	22-2013053 (I.R.S. Employer Identification No.)

c/o BMW Financial Services NA, LLC 300 Chestnut Ridge Road Woodcliff Lake, NJ 07677 (Address of principal executive offices of issuing entity)	07677 (Zip Code)

201-307-4000

(~~Depositor~~Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: 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.~~YES [ ]NO [X]~~

~~Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.~~YES [ ]o NO ~~[X]~~ x

Indicate by check mark ~~whether~~if the ~~Registrant~~registrant ~~(1)~~is ~~has~~not ~~filed all reports~~ required to befile ~~filed~~reports bypursuant to Section 13 or Section 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 at least the past 90 days. ~~YES [X] NO [ ]~~

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). YES ~~[ ] NO~~ ~~[ ]~~o NO x

Indicate by check mark ifwhether ~~disclosure~~the ofregistrant ~~delinquent~~(1) ~~filers~~has ~~pursuant~~filed all reports required to ~~Item~~be ~~405~~filed ofby ~~Regulation~~Section ~~S-K~~13 or 15(~~§ 229.405~~d) of ~~this~~the ~~chapter)~~Securities isExchange ~~not~~Act ~~contained~~of ~~herein,~~1934 ~~and~~during ~~will~~the ~~not~~preceding be12 ~~contained,~~months to(or ~~the~~for ~~best~~such ofshorter ~~registrant’s~~period ~~knowledge,~~that inthe ~~definitive~~registrant ~~proxy~~was orrequired ~~information~~to ~~statements~~file ~~incorporated~~such byreports), ~~reference~~and in(2) ~~Part~~has ~~III~~been ofsubject ~~this~~to ~~Form~~such ~~10-K~~filing orrequirements ~~any~~for ~~amendment~~at toleast ~~this~~the ~~Form 10-K~~past 90 days. ~~[X]~~

YES x NO o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

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

Large Accelerated Filer ~~[ ]~~ o Accelerated Filer o Non-accelerated Filer x Smaller Reporting Company o (do not check if a smaller reporting company)

~~Accelerated~~Indicate ~~Filer [ ]~~by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

~~Non-accelerated Filer (do not check if a smaller reporting company) [X]~~o YES x NO

~~Smaller~~State ~~Reporting~~the ~~Company [ ]~~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~~REGISTRANT byHAS ~~check~~NO ~~mark~~VOTING ~~whether~~OR ~~the~~NON-VOTING ~~registrant~~COMMON isEQUITY aOUTSTANDING ~~shell~~HELD ~~company~~BY ~~(as defined in Rule 12b~~NON-~~2 of the Act)~~AFFILIATES. ~~[ ] YES [X] NO~~

~~State~~List hereunder the ~~aggregate~~following ~~market~~documents ~~value~~if ofincorporated ~~the~~by ~~voting~~reference and ~~non-voting~~the ~~common~~Part ~~equity~~of ~~held~~the byForm ~~non~~10-~~affiliates~~K ~~computed~~(e.g., byPart ~~reference~~I, toPart ~~the~~II, ~~price~~etc.) atinto which the ~~common~~document ~~equity~~is ~~was~~incorporated: ~~last~~(1) ~~sold,~~Any orannual ~~the~~report ~~average~~to ~~bid~~security holders; (2) Any proxy or information statement; and ~~asked~~(3) ~~price~~Any ofprospectus ~~such~~filed ~~common~~pursuant ~~equity,~~to asRule of424(b) ~~the~~or ~~last~~(c) ~~business~~under ~~day~~the Securities Act of 1933. The ~~the~~listed ~~registrant’s~~documents ~~most~~should ~~recently~~be ~~completed~~clearly ~~second~~described ~~fiscal~~for ~~quarter~~identification purposes (e. ~~[NOT~~g., ~~APPLICABLE]~~annual report to security holders for fiscal year ended December 24, 1980).

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.[NOT APPLICABLE].

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.[NOT APPLICABLE]

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 APPLICABLE]

PART I

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

(a) Item 1, . Business.

(b) Item 1A, . Risk Factors.

(d) Item 3, . Legal Proceedings.

Item 1B. Unresolved Staff Comments.

Not applicable.

Item 4. Mine Safety Disclosures.

Not applicable.

~~Substitute~~The following substitute information is provided in accordance with General Instruction J to Form 10-K:

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

No single obligor represents 10% or more of the asset pool held by BMW Vehicle Lease Trust 2011-1 (the “Issuing Entity”).

Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments ~~(Information Regarding Significant Enhancement Providers—Financial Information)~~.

No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment on the pool assets held by the Issuing Entity or payments on the notes (the “Notes”) issued by the Issuing Entity representing 10% or more of the cash flow supporting any offered class of the Notes.

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

No entity or group of affiliated entities provides any derivative instruments that are used to alter the payment characteristics of the cashflows from the Issuing Entity.

Item 1117 of Regulation AB. Legal Proceedings.

No legal proceedings are pending against any of BMW Financial Services NA, LLC (in its capacity as sponsor (the “Sponsor”), administrator (the “Administrator”) or servicer (the “Servicer”)), BMW Auto Leasing LLC (the “Depositor”), Citibank, NNone.A. (the “Indenture Trustee”), Financial Services Vehicle Trust (the “Vehicle Trust”), BNY Mellon Trust of Delaware (the “Vehicle Trustee”), BMW Manufacturing L.P. (the “UTI Beneficiary”) or the Issuing Entity that are or would be material to holders of the Notes. There are no such proceedings known to be contemplated by governmental authorities.

PART II

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

(a) Item 5,. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer .Purchases of Equity Securities.

(b) Item 6,. Selected Financial Data.

(d) Item 7A,. Quantitative and Qualitative Disclosures About Market Risk.

(e) Item 8,. Financial Statements and Supplementary Data.

(f) Item 9,. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

(g) Item 9A, . Controls and Procedures.

Item 9B. Other Information.

~~Not~~Nothing ~~applicable~~to report.

PART III

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

(a) Item 10,. Directors, Executive Officers and Corporate Governance

(b) Item 11,. Executive Compensation

(d) Item 13,. Certain Relationships and Related Transactions, and Director Independence

(e) Item 14, . Principal Accountant Fees and Services

~~Substitute~~The following substitute information is provided in accordance with General Instruction J to Form 10-K:

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

~~BMW~~Information ~~Financial~~required ~~Services NA, LLC (“BMW FS”) is the Sponsor of the securitization. The Vehicle Trust is the originator, as contemplated~~ by Item ~~1110~~1119 of Regulation AB, ofhas ~~all~~been ofomitted ~~the pool assets owned by the Issuing Entity, and acquires the pool assets~~ from ~~various~~this ~~dealers. The~~report ~~Sponsor~~on isForm ~~also~~10-K the Administrator and the Servicer. BMW FS is a direct wholly owned subsidiary of BMW of North America, LLC (“BMW NA”). The Sponsor is the managing member of the Depositor. The Depositor is the holder of the Issuing Entity’s Certificate, representing the residual interest in ~~the~~reliance ~~Issuing~~on ~~Entity. The Sponsor is~~ the ~~limited~~Instruction ~~partner~~to ofItem ~~the UTI Beneficiary~~1119. The UTI Beneficiary is the initial beneficiary of the Vehicle Trust. The asset pool represents a portfolio of assets held by the Vehicle Trust in which the Issuing Entity holds a beneficial interest.

None of the Indenture Trustee, Wilmington Trust Company, in its capacity as owner trustee, the “Owner Trustee”) or the Vehicle Trustee is affiliated with any of the Sponsor (including in its role as originator and primary servicer), the Depositor, the Vehicle Trust, the UTI Beneficiary or the Issuing Entity.

There are no significant obligors or other material parties related to the Notes.

In addition, there are no business relationships, agreements, arrangements, transactions or understandings outside the ordinary course of business or on terms other than would be obtained in an arm’s length transaction with an unrelated party, apart from the transaction involving the issuance of the Notes by the Issuing Entity, between the Sponsor, the Depositor, the Vehicle Trust, the UTI Beneficiary or the Issuing Entity and any of the parties mentioned in this Item.

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

~~The~~BMW ~~Sponsor~~Financial ~~(in~~Services ~~its~~NA, ~~role~~LLC ~~as servicer)~~ and ~~the~~Citibank, ~~Indenture~~N.A. ~~Trustee~~ (~~collectively~~together, the “Servicing Parties”) have each been identified by the registrant as ~~parties~~party participating in the servicing function with respect to the asset pool held by the Issuing Entity. during the period beginning on January 1, 2012 and ending on December 31, 2012 (the “Reporting Period”). Each of the Servicing Parties has completed a report on an assessment of compliance with the servicing criteria applicable to it (each, a “Servicing Report”), ~~which~~as ~~Servicing~~of ~~Reports~~December ~~are~~31, ~~attached~~2012 asand ~~exhibits~~for tothe ~~this~~Reporting ~~Form 10-K~~Period. In addition, each of the Servicing Parties has provided an attestation report (each, an “Attestation Report”) by ~~one~~a ~~or more~~ registered public accounting ~~firms,~~firm ~~which~~regarding ~~reports~~its ~~are~~Servicing ~~also~~Report. Neither the Servicing Reports nor the Attestation Reports identified any material instance of noncompliance with the applicable servicing criteria for the Servicing Parties. Each Servicing Report and Attestation Report is attached as ~~exhibits~~an exhibit to this Form 10-K.

Item 1123 of Regulation AB. Servicer Compliance Statement.

~~The~~BMW ~~Sponsor~~Financial ~~(in~~Services ~~its~~NA, ~~role~~LLC ~~as servicer)~~ has been identified by the registrant as a servicer with respect to the asset pool held by the Issuing Entity. ~~The~~BMW ~~Sponsor~~Financial Services NA, LLC has ~~completed~~provided a statement of compliance with applicable servicing criteria (a “Compliance Statement”), signed by an authorized officer of the Sponsor. The Compliance Statement is attached as an exhibit to this Form 10-K.

PART IV

Item 15. Exhibits and Financial Statement Schedules.

See Exhibit Index listed below.

SIGNATURES

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

Dated: March 2820, ~~2012~~2013

BMW VEHICLE LEASE TRUST 2011-1 (Issuing Entity) By: BMW Financial Services NA, LLC, solely as servicer By: /s/ Joachim Hensel Name: Joachim Hensel Title: Vice President – Finance & CFO

BMW VEHICLE LEASE TRUST 2011-1 (Issuing Entity)

By:	BMW FINANCIAL SERVICES NA, LLC, as servicer

By:	/s/ Joachim Hensel
	Name:	Joachim Hensel
	Title:	Vice President – Finance & CFO (Senior officer in charge of the servicing function of BMW Financial Services NA, LLC)

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 security holders or is anticipated to be furnished to security holders subsequent to the filing of this annual report on Form 10-K.

EXHIBIT INDEX

~~Exhibits for BMW Vehicle Lease Trust 2011-1~~Exhibit

1.1 Underwriting Agreement, dated April 13, 2011 among BMW Financial Services NA, LLC (“BMW FS”), Citigroup Global Markets Inc. and BMW Auto Leasing LLC (the “Depositor”), incorporated by reference to Exhibit 1.1 to Registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the Registrant on April 18, 2011.* Description

3.1 Certificate of Formation of the BMW Auto Leasing LLC (the “Depositor”), as currently in effect, incorporated by reference to Amendment No. 2 to Registration Statement on Form S-1 (333-43128), filed with the SEC by the ~~Registrant~~registrant on October 31, 2000.*

3.2 Amended and Restated Limited Liability Company Agreement of the Depositor, as amended and currently in effect, incorporated by reference to Amendment No. 2 to Registration Statement on Form S-1 (333-43128), filed with the SEC by the ~~Registrant~~registrant on October 31, 2000.*

3.3 Agreement of Limited Partnership of BMW Manufacturing L.P. (“BMW LP”), dated as of February 12, 1996, between BMW Facility Partners, Inc. and BMW Financial Services NA, LLC (“BMW FS”), incorporated by reference to Amendment No. 2 to Registration Statement on Form S-1 (333-43128), filed with the SEC by the ~~Registrant~~registrant on October 31, 2000.*

4.1 Indenture, dated as of April 21, 2011, between BMW Vehicle Lease Trust 2011-1 (the “Issuing Entity”) and Citibank, N.A., as indenture trustee (the “Indenture Trustee”), incorporated by reference to Exhibit 4.1 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.2 2011-1 Vehicle Trust Supplement, dated as of April 21, 2011, between BMW LP, as grantor and UTI Beneficiary, and BNY Mellon Trust of Delaware (formerly known as The Bank of New York (Delaware)), as successor in interest to the Chase Manhattan Bank Delaware, as vehicle trustee, incorporated by reference to Exhibit 10.2 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.4 2011-1 Servicing Supplement, dated as of April 21, 2011, among BMW FS, as servicer and sponsor, Financial Services Vehicle Trust, as vehicle trust (“FSVT”), and BMW LP, as UTI Beneficiary, incorporated by reference to Exhibit 10.4 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011, to the Basic Servicing Agreement, dated as of August 30, 1995, between FSVT and BMW FS, as servicer, incorporated by reference to Amendment No. 2 to Registration Statement on Form S-1 (333-43128), filed with the SEC by the ~~Registrant~~registrant on October 31, 2000.**

10.5 SUBI Certificate Transfer Agreement, dated as of April 21, 2011, between BMW LP, as transferor, and the Depositor, as transferee, incorporated by reference to Exhibit 10.5 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.6 Issuer SUBI Certificate Transfer Agreement, dated as of April 21, 2011, between the Depositor, as transferor, and the Issuing Entity, as transferee, incorporated by reference to Exhibit 10.6 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.7 Amended and Restated Trust Agreement, dated as of April 21, 2011, among the Depositor and Wilmington Trust Company, as owner trustee, incorporated by reference to Exhibit 10.7 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.8 Issuer Administration Agreement, dated as of April 21, 2011, among BMW FS, as administrator, the Issuing Entity, the Depositor and the Indenture Trustee, incorporated by reference to Exhibit 10.8 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

10.9 Back-Up Security Agreement, dated as of April 21, 2011, among FSVT, BMW LP, the Depositor, the Issuing Entity and the Indenture Trustee, incorporated by reference to Exhibit 10.9 to ~~Registrant~~registrant's Form 8-K (File Number 333-166296-02) filed with the SEC by the ~~Registrant~~registrant on April 21, 2011.**

1931.1* ~~Prospectus,~~Certification ~~dated~~pursuant ~~April 11, 2011, and Prospectus Supplement, dated April 13, 2011, related~~ to ~~the~~Section ~~issuance~~302 of the ~~Class A~~Sarbanes-1,Oxley ~~Class~~Act ~~A-2,~~of ~~Class A-3 and Class A-4 notes, incorporated by reference to Form 424(b)(5) (File Number 333-166296 and 333-166296-02) filed on April 18, 2011~~2002.*

3133.1* Certification ofRegarding ~~senior~~Assessment ~~officer in charge~~ of ~~the~~Compliance ~~servicing~~with ~~function~~Applicable ofServicing ~~the~~Criteria ~~servicer~~for ~~pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (~~BMW FS).

33.12* Management’s Assertion of Compliance ~~with~~for ~~Regulation~~Citibank, ~~AB (BMW FS)~~N.A.

3334.21* ~~Indenture~~Report ~~Trustee’s~~of ~~Assertion~~Independent Registered Public Accounting Firm of CohnReznick LLP on Assessment of Compliance with ~~Regulation~~Applicable ABServicing ~~(Citibank~~Criteria Nfor BMW FS.~~A.).~~

34.12* Report of Independent Registered Public Accounting Firm ~~(J.H.~~of ~~Cohn~~KPMG LLP, on ~~behalf~~Management’s Assertion of ~~BMW~~Compliance ~~FS)~~for Citibank, N.A.

3435.21* ~~Report~~Servicer ofCompliance ~~Independent~~Statement ~~Registered Public Accounting Firm (KMPG, on behalf~~ of ~~Citibank,~~BMW NFS.~~A.).~~

~~35.1 Servicer Compliance Statement of BMW FS.~~________________________________________

~~99.1~~* ~~Servicer's~~Filed ~~Annual Statement of Compliance~~herewith.

_____________

* Previously filed.

** A form of this exhibit was filed on April 18, 2012, immediately prior to the filing of the prospectus supplement and prospectus.

Filing Compare · BMW Vehicle Lease Trust 2011-1