Exhibit 8.2



   
                                      October 5, 1994
    



Chrysler Financial Corporation        Chrysler Credit Corporation
27777 Franklin Road                   27777 Franklin Road
Southfield, Michigan 48034            Southfield, Michigan  48034

U.S. Auto Receivables Company     
27777 Franklin Road               
Southfield, Michigan 48034        

Gentlemen:
   
     Re:  Registration Statement on Form S-3 relating to
          $3,000,000,000 of Auto Loan Asset-Backed
          Certificates to be Issued by CARCO Auto Loan
          Master Trust (the "Registration Statement") 
    
     
     I am Vice President and General Counsel of U.S. Auto Receivables
Company, a Delaware corporation, as seller (the "Seller"), Chrysler
Financial Corporation, a Michigan corporation ("CFC"), Chrysler Credit
Corporation, a Delaware corporation, as servicer (the "Servicer") and
Chrysler Auto Receivables Company, a Delaware corporation, in connection
with (a) the transfer and assignment of certain loans of automotive dealers
(the "Receivables") by the Seller to Manufacturers and Traders Trust
Company, as trustee (the "Trustee") for the CARCO Auto Loan Master Trust
(the "Trust"), formed pursuant to the Pooling and Servicing Agreement dated
as of May 31, 1991 (as amended and supplemented, the "Pooling and Servicing
Agreement") among the Seller, the Servicer and the Trustee, in exchange for
Auto Loan Asset Backed Certificates (the "Certificates") evidencing a
fractional undivided interest in the Trust.  As described in the
Registration Statement, the Certificates will be issued from time to time
by the Trust in series.  With respect to each series, the Certificates will
be issued pursuant to a supplement to the Pooling and Servicing Agreement
and the Certificates will be sold from time to time pursuant to certain
underwriting agreements between the Seller and various underwriters named
therein.

     I am admitted to the State Bar of Michigan and I express no opinion as
to the laws of any other jurisdiction except to the extent specifically
referred to herein.

     I hereby confirm that the statements set forth in the Prospectus
forming a part of the Registration Statement under the caption "Certain Tax
Matters -- State and Local Tax Consequences" accurately describe the
material Michigan tax consequences to holders of the Certificates.

     I consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to me in the Prospectus
included in the Registration Statement.

                                   Very truly yours,



                                   /s/ Allan L. Ronquillo
                                   ----------------------
                                   Allan L. Ronquillo
                                   Vice President and
                                   General Counsel

/mr


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