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

                               (Amendment No. 1)
                                    FORM 8-K
                                 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report:   August 6, 2002


                         CAPITAL AUTO RECEIVABLES, INC.
              =====================================================
             (Exact name of registrant as specified in its charter)


              Delaware                  333-75464            38-3082892
===============================        ===========         ===================
(State or other jurisdiction of       Commission           (I.R.S. Employer
incorporation or organization)        File Number           Identification No.)


Corporation Trust Center
1209 Orange Street, Wilmington, DE                            19801
=======================================                    ==========
(Address of principal executive offices                    (Zip Code)

Registrant's telephone number, including area code         302-658-7581
                                                           ============
This Form 8-K/A  amends and  restates in its entirety the current  report on
Form 8-K dated April 19,2002 (filed August 2, 2002).

Items 1-4. Not Applicable.

Item 5. Other Events.

On July 31, 2002, the registrant filed a preliminary prospectus supplement and a
prospectus,  each  dated  July 29,  2002,  setting  forth a  description  of the
collateral  pool  and  the  proposed  issuance  of  $1,162,000,000.00  aggregate
principal  amount of Class A-1 Asset  Backed  Notes  (the  "Class  A-1  Notes"),
$688,500,000.00  aggregate principal amount of Class A-2 Asset Backed Notes (the
"Class A-2  Notes"),  $766,000,000.00  aggregate  principal  amount of Class A-3
Asset  Backed  Notes  (the  "Class A-3  Notes")  and  $334,500,000.00  aggregate
principal  amount of Class A-4 Asset  Backed  Notes (the  "Class A-4 Notes" and,
together with the Class A-1 Notes,  the Class A-2 Notes and the Class A-3 Notes,
the  "Notes") of Capital  Auto  Receivables  Asset Trust  2002-3 (the  "Trust"),
pursuant to Rule 424(b)(5).






Item 6. Not applicable.

Item 7. Exhibits.

          Exhibit 5.1 The  following is filed as an Exhibit to this Report under
          Exhibit 5.1

          Opinion of counsel of Kirkland & Ellis, dated as of August 2, 2002.

          Exhibit 8.1 The  following is filed as an Exhibit to this report under
          Exhibit 8.1

          Opinion of Counsel of Kirkland & Ellis, dated as of August 2, 2002


                                   SIGNATURES

Pursuant  to the  requirements  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.


                                     CAPITAL AUTO RECEIVABLES, INC.
                                     ========================================
                                                     (Registrant)

                                     s/ WILLIAM F. MUIR
                                     ========================================
Dated: August 6, 2002                William F. Muir, Chairman of the Board



                                     s/ JOHN D. FINNEGAN
                                     ========================================
Dated: August 6, 2002                John D. Finnegan, President and Director