**UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549**

** **

**FORM 10-K**

** **

| ý         **ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT OF 1934** |
|--------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                             |
| **For the fiscal year ended December 31,  2005.**                                                                                                |
|                                                                                                                                             |
| **OR**                                                                                                                                           |
| ** **                                                                                                                                       |
| o         **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT OF 1934**  |

 

**333-122462-01**

**Commission file number**

 

**CNHEQUIPMENT TRUST 2005-A**

(Exact name of registrant as specified in itscharter)

 

| **Delaware**                             |       | **20-2490048**                       |
|------------------------------------------|------------|--------------------------------------|
| (State of incorporation)                 | ** ** | (I.R.S. Employer Identification No.) |
|                                     |       |                                 |
| **c/o  The Bank of New York (Delaware)** |       |                                 |
| **White  Clay Center, Route 273**        |       |                                 |
| **Newark, Delaware**                     | ** ** | **19711**                            |
| (Address of principal executive offices) | ** ** | (Zip Code)                           |

 

| **(302) 283-8079**                                         |
|------------------------------------------------------------|
| (Registrant’s telephone number, including  area code) |

 

Securities registered pursuant to section 12(b) of the Act: **None.**

 

Indicate by check mark if theregistrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act. Yes o  No ý

 

Indicate by check mark if theregistrant is not required to file reports pursuant to Section 13 or Section15(d) of the Act. Yes o  No ý

 

Indicate by check mark whether the registrant (1) has filed all reportsrequired to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90 days. ýYes  oNo

 

Indicate by check mark if disclosure of delinquent filers pursuant toItem 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 definitiveproxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K. ý

 

Indicate by check mark whetherthe registrant is a large accelerated filer or a non-accelerated filer. Seedefinition of “accelerated filer and large accelerated filer” in Rule 12b-2 ofthe Exchange Act. Check one:

 
| Large accelerated filer  o |   | Accelerated filer  o |   | Non-accelerated filer  ý |
|--------------------------------------|--------|--------------------------------|--------|-----------------------------------------|

 

Indicate by check mark whetherthe registrant is a shell company (as defined in Rule 12b-2 of the Act):Yes  o     No  ý

 

State the aggregate market value of the voting and non-voting commonequity held by non-affiliates computed by reference to the price at which thecommon equity was last sold, or the average bid and asked price of such commonequity, as of the last business day of the registrant’s most recently completedsecond fiscal quarter. **Not applicable.**

 

Securitiesregistered pursuant to section 12(g) of the Act: **Notapplicable.**

 

 

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This Annual Report on Form 10-K is filed in reliance on the letterrelief, dated August 17, 1993, granted by the Division of Corporation Financeof the Securities and Exchange Commission to Tenneco Credit Corporation (“TCC”)referencing the Case Equipment Loan Trust 1992-A (the “Relief Letter”). TCC isa predecessor entity to one of the Seller’s affiliates. Accordingly, responsesto certain Items have been omitted from or modified in this report.

 

###### **PART I**

###### ** **

CNH Equipment Trust 2005-A (the“Trust”) is a trust established under the laws of the State of Delaware by theTrust Agreement dated March 1, 2005 between CNH Capital Receivables LLC,formerly known as CNH Capital Receivables Inc. (the “Seller”), and The Bank ofNew York, as owner trustee. CNH Capital America LLC, formerly known as CaseCredit Corporation (the “Servicer”), is the Servicer under a Sale and ServicingAgreement (the “Sale and Servicing Agreement”) dated as of  March 1, 2005 among the Servicer, the Sellerand the Trust. New Holland Credit Company LLC (the “Sub-Servicer”), anaffiliate of the Seller, is the Sub-Servicer under a Sub-Servicing Agreement(the “Sub-Servicing Agreement”) dated as of June 29, 2005 between theSub-Servicer and the Servicer. The Trust issued $1,379,000,000 in aggregateprincipal amount of asset-backed notes, Classes A-1, A-2, A-3, A-4a, A-4b and B(the “Notes”), pursuant to an Indenture dated as of  March 1, 2005 , between the Trust and JPMorgan Chase Bank, as indenture trustee. In addition, the Trust issued $21,000,000of asset-backed certificates (the “Certificates”). The Notes evidence debtobligations of the Trust. The Certificates evidence fractional undividedinterests in the Trust. The Seller initially retained the entire principalamount of the Certificates.

 

**Item 1. Business**

 

Not applicable in reliance onthe Relief Letter.

 

**Item 2. Properties**

 

Refer to the Officers’Certificate as to Compliance for the Trust attached as Exhibit 99.3.

 

**Item 3. Legal Proceedings**

 

There were no material legalproceedings involving the Trust, or to the extent relating to the Trust, theSeller, the Servicer or the Owner Trustee, which were pending at December 31,2005, other than ordinary routine litigation incidental to the Servicer’sduties under the Sale and Servicing Agreement.

 

**Item 4. Submission of Matters to a Vote of Security Holders**

 

No matter was submitted duringthe fiscal year covered by this report to a vote of holders of either the Notesor Certificates.

 

#### **PART II**

#### ** **

**Item 5. Market for Registrant’s Common Equity and Related StockholderMatters**

 

TheSeller sold the Certificates to CNH Capital RACES LLC, an affiliate of theSeller, on December 13, 2005. There is no market for the Certificates.

 

Since the Trust does not pay dividends with respect to theCertificates, the information required by Item 201 of Regulation S-K regardingdividends is inapplicable to the registrant. See Item 15 for information withrespect to distributions to Noteholders.

 

**Item 6. Selected Financial Data**

 

Not applicable in reliance on the Relief Letter.

 

**Item 7. Management’s Discussion and Analysis of Financial Condition andResults of Operation**

 

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Not applicable in reliance on the Relief Letter.

 

**Item 7A. Quantitative and Qualitative Disclosures About Market Risk**

 

Not applicable in reliance on the Relief Letter.

 

**Item 8. Financial Statements and Supplementary Data**

 

Not applicable in reliance on the Relief Letter.

 

**Item 9. Changes in and Disagreements WithAccountants on Accounting and Financial Disclosure**

** **

There was no change of accountants or disagreement with accountants onany matter of accounting principals or practices or financial disclosure.

 

**Item 9A. Controls and Procedures**

** **

Not applicable.

 

#### **PART III**

#### ** **

**Item 10. Directors and Executive Officers of the Registrant**

 

Not applicable in reliance on the Relief Letter.

 

**Item 11. Executive Compensation**

 

Not applicable in reliance on the Relief Letter.

 

**Item 12. Security Ownership of CertainBeneficial Owners and Management and Related Stockholder Matters**

** **

The Seller owned 100% of the Certificates issued bythe Trust, and CNH Capital America LLC owns 100% of the Seller’s membershipinterests. The Seller subsequently sold the Certificates to CNH Capital RACESLLC, an affiliate of the Seller, on December 13, 2005.

 

**Item 13. Certain Relationships and Related Transactions**

 

The Servicer owns all of the Seller’s voting securities. If the Trusthas any voting securities, CNH Capital RACES LLC, an affiliate of the Sellerowns those securities. During the past fiscal year, the only transactionsbetween the Seller and the Servicer or between the Seller and the Trust werethe transactions that have been disclosed in the prospectuses previously filedpursuant to Rule 424(b).

 

**Item 14. Principal Accounting Feesand Services**

 

Not applicable.

 

#### **PART IV**

#### ** **

**Item 15. Exhibits, FinancialStatements Schedules, and Reports on Form 8-K**

 
| (a)    |   | (1)    |   | Not  applicable. |   |
|--------|--------|--------|--------|------------------|--------|
|   |   |   |   |             |   |
|   |   | (2)    |   | Not  applicable. |   |

 

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|   |   | (3)                                                                                                                                                                                                          |   | The exhibits filed in  response to Item 601 of Regulation S-K are listed in the Exhibit Index. |   |
|--------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------------------------------------------------------------------------------|--------|
|   |   |                                                                                                                                                                                                         |   |
| (b)    |   | Current Reports on Form 8-K filed during the year ending December 31,  2005 are dated March 22, April 20, May 18, June 16, July 18, August 17,  September 19, October 19, November 18 and December 19, 2005. |   |
|   |   |                                                                                                                                                                                                         |   |
| (c)    |   | See 15(a)(3) above.                                                                                                                                                                                          |   |
|   |   |                                                                                                                                                                                                         |   |
| (d)    |   | Not applicable in reliance on the Relief Letter.                                                                                                                                                             |   |

 

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**CNH EQUIPMENT TRUST 2005-A**

 

**SIGNATURES**

 

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

 

March 17, 2006

 
| **CNH EQUIPMENT TRUST 2005-A** |
|--------------------------------|
|                           |
| By:                            | CNH CAPITAL AMERICA LLC, as Administrator |
|                           |   |
| By:                            | /s/ Michel Lecomte |   |
|                           |
| Michel Lecomte                 |
| Chairman                       |

 

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**CNH EQUIPMENT TRUST 2005-A**

** **

**EXHIBIT INDEX**

 
| **Exhibit 31.1:** | ** ** | **Certification  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.** |
|-------------------|------------|-------------------------------------------------------------------------------|
| ** **        | ** ** | ** **                                                                    |
| **Exhibit 31.2:** | ** ** | **Certification  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.** |
|              |       |                                                                          |
| **Exhibit 99.1:** |       | Management’s  Assertion Concerning Compliance.                           |
|              |       |                                                                          |
| **Exhibit 99.2:** |       | Report  of** **Independent Registered Public  Accounting Firm.           |
|              |       |                                                                          |
| **Exhibit 99.3:** |       | Officers’  Certificate as to Compliance.                                 |

 

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