Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
ECKERT THOMAS D
   2. Issuer Name and Ticker or Trading Symbol
CAPITAL AUTOMOTIVE REIT [CARS] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Exec. Officer
(Last)
(First)
(Middle)
8270 GREENSBORO DRIVE, SUITE 950		 3. Date of Earliest Transaction (Month/Day/Year)
12/16/2005
(Street)

MCLEAN, VA 22102		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Shares of Beneficial Interest 12/16/2005   M   102,178 (1) A $ 38.75 0 D  
Common Shares of Beneficial Interest 12/16/2005   U(2)   420,872 (3) D $ 38.75 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Shares (1) 12/16/2005   M     102,178   (1)   (1) Common Shares of Beneficial Interest 102,178 (1) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ECKERT THOMAS D
8270 GREENSBORO DRIVE
SUITE 950
MCLEAN, VA 22102		   X     Chief Exec. Officer  

Signatures

 Thomas D. Eckert   12/19/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These phantom shares that were earned under the Capital Automotive Group Phantom Repurchase Program, as amended, have vested because a change of control transaction has occurred. These Phantom Shares had a variety of purchase prices as shown below: 24,798--Purchase Price of $9.2752 20,601--Purchase Price $11.65 21,492--Purchase Price of $16.704 20,127--Purchase Price of $18.384 4,061--Purchase Price of $27.0880 4,117--Purchase Price of $26.72 671--Purchase Price of $13.50 636--Purchase Price of $14.9375 734--Purchase Price of $13.4375 732--Purchase Price of $14.125 1,163--Purchase Price of $16.00 1,073--Purchase Price of $17.80 1,044--Purchase Price of $18.75 929--Purchase Price of $21.55
(2) These shares were disposed of pursuant to the consummation of the merger between Capital Automotive REIT and entities affiliated with DRA Advisors LLC.
(3) This total amount of common shares includes the 102,178 phantom shares referenced above that vested upon the change of control transaction. In addition, this total amount also includes 139,705 restricted shares and 613 dividend equivalent reinvested restricted shares that also vested upon the change of control transaction.

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