Exhibit 99.2


                 Report on Management's Assertion on Compliance
                   with Specified Minimum Servicing Standards


                       Report of Independent Accountants


Board of Directors and Shareholder
Mitsubishi Motors Credit of America, Inc.

We have examined management's assertion, included in the accompanying report
titled Report of Management, that Mitsubishi Motors Credit of America, Inc.
(the "Company"), a wholly owned subsidiary of Mitsubishi Motor Sales of
America, Inc. (renamed Mitsubishi Motors North America, Inc. effective January
1, 2003), complied with the specified minimum servicing standards identified
in Exhibit A (the "specified minimum servicing standards") to the Report of
Management during the year ended December 31, 2002. Management is responsible
for the Company's compliance with the specified minimum servicing standards.
Our responsibility is to express an opinion on management's assertion
regarding the Company's compliance based on our examination.

Our examination was made in accordance with attestation standards established
by the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about the Company's compliance
with the specified minimum servicing standards and performing such other
procedures as we considered necessary in the circumstances. We believe that
our examination provides a reasonable basis for our opinion. Our examination
does not provide a legal determination on the Company's compliance with the
specified minimum servicing standards.

In our opinion, management's assertion that the Company complied with the
aforementioned specified minimum servicing standards during the year ended
December 31, 2002 is fairly stated, in all material respects.


/s/ ERNST & YOUNG LLP

Los Angeles, California
January 24, 2003



<PAGE>

                     Management's Assertion on Compliance
                  with Specified Minimum Servicing Standards

                             Report of Management


We, as members of management of Mitsubishi Motors Credit of America, Inc. (the
"Company"), a wholly owned subsidiary of Mitsubishi Motor Sales of America,
Inc. (renamed Mitsubishi Motors North America, Inc. effective January 1,
2003), are responsible for identifying and complying with the specified
minimum servicing standards set forth in Exhibit A. We are also responsible
for establishing and maintaining effective internal control over compliance
with these standards. We have performed an evaluation of the Company's
compliance with the specified minimum servicing standards set forth in Exhibit
A as of December 31, 2002 and for the year then ended. Based on this
evaluation, we assert that during the year ended December 31, 2002, the
Company complied, in all material respects, with the specified minimum
servicing standards set forth in Exhibit A.

As of December 31, 2002 and for the year then ended, the Company had in effect
a fidelity bond in the amount of $1,000,000.


January 24, 2003


/s/ Robert Costantino                                 /s/ Greg Stiff
_____________________________________                 __________________________
Robert Costantino,                                    Greg Stiff,
President and Chief Executive Officer                 Vice President, Operations


/s/ Hideyuki Kitamura
_____________________________________
Hideyuki Kitamura,
Executive Vice President and Treasurer

<PAGE>

                                   Exhibit A

                     Specified Minimum Servicing Standards

Management of the Company identified the following minimum servicing standards
which are, in management's opinion, applicable to servicing automotive retail
installment contracts and consistent with the servicing standards set forth in
the Mortgage Bankers Association of America's Uniform Single Attestation
Program for Mortgage Bankers, (USAP), excluding certain USAP standards
primarily related to escrow accounts, tax and insurance payments, and
adjustable rate loans.

I.          Custodial Bank Accounts

         1. Reconciliations shall be prepared on a monthly basis for all
custodial bank accounts and related bank clearing accounts. These
reconciliations shall:

               a. be mathematically accurate;

               b. be prepared within forty-five (45) calendar days after the
cutoff date. The cutoff date is the date as of which a bank account is
reconciled every month. It may, or may not, coincide with a prescribed
investor reporting date but shall be consistent from period to period;

               c. be reviewed and approved by someone other than the person
who prepared the reconciliation; and

               d. document explanations for reconciling items. These
reconciling items shall be resolved within ninety (90) calendar days of their
original identification.

          2. Funds of the servicing entity shall be advanced in accordance
with the applicable servicing agreements.

          3. Each custodial account shall be maintained at a federally insured
depository institution in trust for the applicable investor.

II.         Contract Payments

          1. Contract payments shall be deposited into the custodial bank
accounts and related bank clearing accounts within two (2) business days of
receipt.

          2. Contract payments made in accordance with the borrower's loan
documents shall be posted to the applicable borrower records within two (2)
business days of receipt.

          3. Contract payments shall be allocated to principal, interest,
insurance, taxes, late payment charges or other items in accordance with the
borrower's loan documents.

          4. Contract payments identified as loan payoffs shall be allocated
in accordance with the borrower's loan documents.

III.        Disbursements

          1. Disbursements made via wire transfer on behalf of a borrower or
investor shall be made only by authorized personnel.

          2. Disbursements made on behalf of a borrower or investor shall be
posted within two (2) business days to the borrower's or investor's records
maintained by the servicing entity.

          3. Amounts remitted to investors per the servicer's investor reports
shall agree with cancelled checks, or other form of payment, or custodial bank
statements.

          4. Unissued checks shall be safeguarded so as to prevent
unauthorized access.

IV.         Investor Accounting and Reporting

          1. The servicing entity's investor reports shall be prepared and
sent to investors or indenture trustees on a monthly basis and shall indicate
the total unpaid principal balance and number of loans serviced by the
servicing entity.

V.          Loan Accounting

          1. The servicing entity's loan records shall agree with, or
reconcile to, the records of borrowers with respect to the unpaid principal
balance on a monthly basis.

VI.         Delinquencies

          1. Records documenting collection efforts shall be maintained during
the period a loan is in default and shall be updated at least monthly. Such
records shall describe the servicing entity's activities in monitoring
delinquent loans including, for example, phone calls, letters and contract
payment rescheduling plans in cases where the delinquency is deemed temporary
(i.e., illness or unemployment).

VII.        Insurance Policies

          1. A fidelity bond shall be in effect on the servicing entity
throughout the reporting period in the amount of coverage represented to
investors in management's assertion.



Trusts
(for informational purposes only)

Contracts included in the following trusts were serviced by Mitsubishi Motors
Credit of America, Inc. during the year ended December 31, 2002:

                                      Sale and Servicing    Indenture  Owner
Issuer                                Agreement Dated       Trustee    Trustee
_______                               ________________      _________  _________

MMCA Auto Owner Trust 2000-1           August 1, 2000       BoTM*      WTC**

MMCA Auto Owner Trust 2000-2           November 1, 2000     BoTM*      WTC**

MMCA Auto Owner Trust 2001-1           April 1, 2001        BoTM*      WTC**

MMCA Auto Owner Trust 2001-2           June 1, 2001         BoTM*      WTC**

MMCA Auto Owner Trust 2001-3           October 1, 2001      BoTM*      WTC**

MMCA Auto Owner Trust 2001-4           Deember 1, 2001      BoTM*      WTC**

MMCA Auto Owner Trust 2002-1           March 1, 2002        BoTM*      WTC**

MMCA Auto Owner Trust 2002-2           June 1, 2002         BoTM*      WTC**

MMCA Auto Owner Trust 2002-3           August 1, 2002       BoTM*      WTC**

MMCA Auto Owner Trust 2002-4           October 1, 2002      BoTM*      WTC**

MMCA Auto Owner Trust 2002-5           December 1, 2002     BoTM*      WTC**

__________________________________
*      Bank of Tokyo-Mitsubishi Trust Company
**     Wilmington Trust Company