<PAGE>

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

                                   FORM 10-K/A
(Mark One)
[ X ]    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002.

                                       OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         FOR THE TRANSITION PERIOD FROM _________________ TO ________________.

                         COMMISSION FILE NUMBER 1-13925

                      CHAMPIONSHIP AUTO RACING TEAMS, INC.
                      ------------------------------------
             (Exact name of registrant as specified in its charter)

                Delaware                              38-3389456
                --------                              ----------
    (State or other jurisdiction of         (IRS Employer Identification No.)
     Incorporation or organization)

            5350 Lakeview Parkway Drive South, Indianapolis, IN 46268
            ---------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (317) 715-4100
                                 --------------
              (Registrant's telephone number, including area code)

         Securities registered pursuant to Section 12(b) of the Act:

     Title of each class               Name of each exchange on which registered
 Common Stock, $.01 par value                  New York Stock Exchange

         Securities registered pursuant to section 12(g) of the Act:   None

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [ X ]  No [    ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to Form
10-K [ ].

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes [   ]  No [ X ]

On March 24, 2003 the aggregate market value of the shares of voting stock of
Registrant held by non-affiliates was approximately $48,128,298 based on a
closing sales price on the NYSE of $3.27 per share.

At March 24, 2003, the Registrant had 14,718,134 shares of common stock
outstanding.

                                       1


<PAGE>

                                   PART III

ITEM 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The following table provides information regarding each of CART's
current directors.


MARIO ANDRETTI                    Mr. Andretti ended a racing career in 1994,
Director since August 2002        after compiling 52 Champ Car wins over his
Age 63                            CART and USAC careers with four season
                                  championships. In 1978, he joined Phil Hill as
                                  the only American to claim the World Drivers
                                  Championship, winning six races en route to
                                  the Formula One title. He showed his
                                  versatility over his 36-year career by winning
                                  fabled endurance races at Sebring and Daytona
                                  as well as the Daytona and Indianapolis
                                  500-mile races. His 407 Champ Car starts are
                                  the most in the history of the sport, as are
                                  his 67 pole positions. Mr. Andretti is
                                  currently self-employed as a consultant and
                                  spokesman for various organizations. Mr.
                                  Andretti is a director of AWG, Ltd., a family
                                  winery, and serves as an officer and/or a
                                  director of various family businesses which
                                  own and operate car dealerships, real estate,
                                  car wash operations, petroleum
                                  wholesale/retail marketing and entertainment
                                  facilities.

CARL A. HAAS                      Since 1960, Mr. Haas has served as Chief
Director since December 1997      Executive Officer of Carl A. Haas Auto
Age 73                            Imports, a company specializing in the
                                  distribution of race cars and parts. Since
                                  1982, Mr. Haas has also served as the Managing
                                  Partner of Newman Haas Racing. Since 1992, he
                                  has served as President of Carl A. Haas Racing
                                  Teams, Ltd. and, since 1996, as the Managing
                                  Member of Texaco Grand Prix of Houston, LLC.
                                  Both Carl A. Haas Racing Teams, Ltd. and
                                  Texaco Grand Prix of Houston, LLC are race
                                  promotion organizations. In addition, Mr. Haas
                                  also holds positions with various companies,
                                  including, but not limited to, Carl A. Haas
                                  Enterprises, Inc., Team Haas USA Ltd., Road
                                  America, SCCA Pro Racing, Inc. and Milwaukee
                                  Mile, Inc., all of which are racing related
                                  businesses.

JAMES F. HARDYMON                 Mr. Hardymon retired as Chairman and Chief
Director since April 1998         Executive Officer of Textron, Inc. in January
Age 68                            1999. Textron, Inc. is a public company,
                                  supplying aerospace, automotive and industrial
                                  components. He joined Textron in 1989 as
                                  President and Chief Operating Officer, became
                                  Chief Executive Officer in 1992, assumed the
                                  additional title of Chairman in 1993. Prior to
                                  joining Textron, Mr. Hardymon was President,
                                  Chief Operating Officer and a director of
                                  Emerson Electric Co., a global manufacturer of
                                  electrical and electronic products and
                                  systems. Mr. Hardymon is a director of Air
                                  Products and Chemicals, Inc., Schneider
                                  Electric SA, Lexmark International, Inc.,
                                  Circuit City Stores, Inc. and American
                                  Standard Companies, Inc. Mr. Hardymon is also
                                  a member of the Advisory Boards of Investcorp
                                  International, Inc. and Proudfoot Consulting
                                  Company.



                                       2
<PAGE>

JAMES A. HENDERSON                Mr. Henderson retired as Chairman of the Board
Director since July 2000          and Chief Executive Officer of Cummins, Inc.
Age 68                            in 1995 after serving as Chief Executive
                                  Officer since 1994 and its President since
                                  1977. He received a Bachelor of Arts degree
                                  from Princeton University in 1956, served in
                                  the U.S. Navy and received an M.B.A. from
                                  Harvard in 1963. He joined Cummins, Inc. in
                                  1964. Mr. Henderson serves as a director of
                                  SBC Communications, Inc., International Paper
                                  Company, Ryerson Tull, Inc., Rohm and Haas
                                  Company, and Nanophase Technologies
                                  Corporation.

U.E. PATRICK                      Mr. Patrick was a founding member of CART in
Director since December 1997      November 1978 and served as its first
Age 74                            President and Chief Executive Officer. Mr.
                                  Patrick has been involved in racing since 1967
                                  and has been a car owner since 1970, with
                                  three Indianapolis 500 wins and the CART World
                                  Series Championship in 1989. Mr. Patrick
                                  currently serves as President of Patrick
                                  Racing, Inc. He holds the position of Chairman
                                  of the Board of Patrick Exploration, Inc., an
                                  oil and gas exploration company, and is an
                                  investor in several businesses.

CHRISTOPHER R. POOK               Mr. Pook has served as President and CEO of
Director since January 2002       the Company since December 2001. Prior to
Age 62                            joining the Company, Mr. Pook served as
                                  President of the Grand Prix Association of
                                  Long Beach, Inc., a subsidiary of Dover Downs,
                                  Entertainment, Inc. In 1973, Mr. Pook
                                  conceived the idea of running a world-class
                                  automobile race through the city streets of
                                  Long Beach, and his dream became a reality
                                  when the initial event, a Formula 5000 event,
                                  was staged in September 1975. Thereafter, the
                                  Long Beach Grand Prix became a Formula One
                                  race and "The Toyota Grand Prix of Long Beach"
                                  evolved into an annual event on the World
                                  Championship Grand Prix circuit. Following the
                                  1983 event, Mr. Pook made a decision to change
                                  the format of the Long Beach Grand Prix from
                                  Formula One to CART Champ Cars. In 1996, the
                                  Grand Prix Association of Long Beach, Inc.,
                                  with Mr. Pook as President and Chief Executive
                                  Officer, completed an initial public offering
                                  of stock, and also acquired tracks in St.
                                  Louis and Memphis. In 1998, this company was
                                  purchased by Dover Downs Entertainment, Inc.
                                  (NYSE: DVD). Mr. Pook has served as a member
                                  of the Board of Directors of Dover Downs
                                  Entertainment, Inc. since 1998. Mr. Pook is a
                                  Member of the Board of Directors of the Los
                                  Angeles Organizing Committee for the 2012
                                  Olympic Games; he is Co-Chair of the Local
                                  Organizing Committee for the 2005 FINA World
                                  Swimming Championships and is Chairman of the
                                  Board of the Long Beach Area Convention &
                                  Visitors Bureau.

RAFAEL A. SANCHEZ                 Mr. Sanchez has served as President and CEO of
Director since June 2002          various ventures since 1998, including Sanchez
Age 54                            Motorsports Group, Inc., Motorsports Americas,
                                  Inc., Douglas Road Partners, and RAS
                                  Development, Inc. From 1995 to 1998, Mr.
                                  Sanchez served as the President and CEO of
                                  Homestead-Miami Speedway. Mr. Sanchez was the
                                  founder of the Miami Grand Prix, the street
                                  race that ran through downtown Miami from 1983
                                  through 1995. Mr. Sanchez developed the
                                  Homestead-Miami Speedway.




                                       3
<PAGE>

FREDERICK T. TUCKER               Mr. Tucker served as Deputy to the Chief
Director since May 2000           Executive Office of Motorola, Inc. from
Age 62                            October 2000 until his retirement in February
                                  2001. From January 2000 to October 2000, Mr.
                                  Tucker was President, Semiconductor Products
                                  Sector, and Deputy to the Chief Executive
                                  Officer of Motorola, Inc. After joining
                                  Motorola in 1965, Mr. Tucker served in a
                                  number of senior management positions,
                                  including President and General Manager of the
                                  Automotive, Component, Computer and Energy
                                  Sector. Prior to that, Mr. Tucker served as
                                  Executive Vice President and General Manager
                                  of the Automotive and Industrial Electronics
                                  Group and Corporate Vice President and General
                                  manager of Motorola's Bipolar Analog IC
                                  Division in Arizona, a manufacturer of
                                  semiconductor products. Mr. Tucker has served
                                  as a trustee of Rochester Institute of
                                  Technology since 1986.

DERRICK WALKER                    Mr. Walker is currently the President and
Director since December 1997      owner of Walker Racing, LLC, which was formed
Age 56                            in 1990. In 1988, he joined Al Holbert's
                                  Porsche Indy car project and assumed control
                                  of the program upon the death of Al Holbert.
                                  From 1980 to 1988, he was responsible for
                                  Penske Racing, Inc.'s Indy car program.


         The following table provides information regarding each of CART's
executive officers and certain key employees. Messrs. Pook and Lopes have
entered into employment agreements pursuant to which they hold their current
positions. All other officers are elected to serve one year terms.


NAME                          AGE        POSITION
----                          ---        --------

Christopher R. Pook (1)       62         President, Chief Executive Officer

David Clare                   48         Chief Operating Officer

Thomas L. Carter              47         Chief Financial Officer/Vice
                                         President of Administration of CART,
                                         Inc.

Steve Fusek                   40         Vice President of Marketing of CART,
                                         Inc.

John Lopes                    41         Vice President of Racing Operations
                                         of CART, Inc.

Adam Saal                     39         Vice President of Communications of
                                         CART, Inc.

J. Carlisle Peet              50         Vice President and Chief Legal
                                         Officer of CART, Inc.

Rena Shanaman                 51         Vice President of Joint Venture
                                         Promoter Relations of CART, Inc.

Vicki O'Connor                57         President of Pro-Motion Agency, Ltd.
                                         (Toyota Atlantic Series)


----------------

(1)      See Mr. Pook's biography above.

         David Clare was elected Chief Operating Officer of the Company in
January 2003. From April 2000 through December 2002, Mr. Clare was a director of
Merit/Burson-Marsteller, a leading communications company. From April 1996 to
March 2000, Mr. Clare was managing director of Event Promotion International
Limited, an event and sports marketing company. Prior to assuming the position
with Event Promotion International Limited, Mr. Clare served as


                                       4
<PAGE>

financial controller and various other positions in Formula 1 Constructors
Association for a period of approximately ten years.

         Thomas L. Carter was elected Chief Financial Officer in October 2000
and was first named Vice President of Finance and Administration of CART, Inc.
in March 1998 after serving as Director of Finance since February 1997. From
1995 to 1996, Mr. Carter was employed by Rehman Robinson as a senior tax
manager. From 1990 to 1995, Mr. Carter was employed by Deloitte & Touche as a
senior tax consultant. From 1973 to 1989, Mr. Carter worked in various positions
with the Michigan Department of Treasury. Mr. Carter is a certified public
accountant.

         Steve Fusek was named Vice President of Marketing of CART, Inc. in
December 2001. From May 1996 through September 2001, Mr. Fusek served as Vice
President of Business Operations for PacWest Racing Group, responsible for
accounting, marketing, contracts, hospitality and graphics. Prior to assuming
that position, Mr. Fusek served in various capacities with PacWest Racing Group
from 1994, including Team Coordinator and Business Manager. During 1992 and
1993, Mr. Fusek was team coordinator and had team operations responsibilities
with Walker Racing.

         John Lopes was elected Vice President of Racing Operations in September
2001. Mr. Lopes graduated in 1985 from the U.S. Military Academy at WestPoint,
New York with concentrations in both engineering and international security. He
served over five years as an air/cavalry aviation officer and served as an
aviation headquarters commander in the seventh infantry division and during
Operation Just Cause in the Republic of Panama. Mr. Lopes began his career in
motor sports in 1990 while attending Duke University School of law where he
graduated with a juris-doctorate in 1993. While in law school, Mr. Lopes also
worked full-time on public relations and marketing projects in NASCAR with all
levels including Winston Cup. From 1993 to 1998, Mr. Lopes practiced law in
Dallas, Texas with the law firm of Gardere and Wynne, extending his motor sports
participation by representing drivers, teams and sponsors in the stockcar
industry. He worked with large privately held businesses as well as professional
athletes and the NBA's Dallas Mavericks. From 1998 to September 2001, Mr. Lopes
served as General Manager of TeamXtreme Racing in the Indy Racing League.

         Adam Saal joined CART as the Vice President of Communications in
January 2002, as part of the management restructuring initiated by President and
CEO Christopher R. Pook. The appointment marks the second time Mr. Saal has held
the top communications and public relations position at CART, previously heading
the department in 1995 through 1996. A career motorsports professional, Mr. Saal
began with the Barber Saab Pro Series (now Barber Dodge Pro Series) in 1988 as a
public relations account executive. Later that year, Mr. Saal joined the
International Motor Sports Association (IMSA) as director of communications, his
first management position. In 1991, Mr. Saal joined Mr. Pook at the Grand Prix
Association of Long Beach as that company's vice president of communications. In
that capacity, Saal ran all of the media, public relations and communications
projects related to the annual Toyota Grand Prix of Long Beach and other company
projects. In December 1994, Saal joined CART for the first time as Director of
Public Relations and stayed with the organization through December 1996 before
leaving to start his own communications and public relations company, Saal
L.L.C., which served as the primary and exclusive public relations and
communications agency for the former CART series, the Dayton Indy Lights
Championship from January 1997 through November 2001.

         J. Carlisle Peet became Vice President/Chief Legal Officer of CART,
Inc. June 2002. Mr. Peet graduated from Syracuse University School of Law in
1978. From 1981 through 2001, he served as Assistant General Counsel for three
publicly traded companies, Rollins Truck Leasing Corp., Matlack Inc., and
Rollins Environmental Services, Inc. Concurrently, from 1988 through 2001, Mr.
Peet served as Vice President and General Counsel for Rollins Leasing Corp., the
operating subsidiary of Rollins Truck Leasing Corp.

         Rena Shanaman is serving in a new role beginning in January 2002, as
Vice President of Joint Venture Promoter Relations, She was first named Vice
President of Client Relations for CART, Inc. in July 1996 after serving as the
General Manager of CART's inaugural U.S. 500 on a contractual basis. Ms.
Shanaman has been involved in motorsports for more than 16 years, including the
Detroit Grand Prix, Molson Indy Vancouver and the Arrivederci, Mario tour for
racing legend Mario Andretti.

         Vicki O'Connor is the founder, and has served as President, of
Pro-Motion Agency, Ltd., which has administered the Atlantic Championship Series
since 1985. From 1983 through 1984, Pro-Motion also organized the Pro Sports
2000 Series.



                                       5
<PAGE>



ITEM 11: EXECUTIVE COMPENSATION

         The following table discloses compensation received by each person who
served as CART's Chief Executive Officer during 2002 and its four other most
highly paid executive officers for the fiscal year ending December 31, 2002, as
well as their compensation for the fiscal years ending December 31, 2001 and
2000.

                           SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
                                                   ANNUAL                                         LONG TERM COMPENSATION
                                                COMPENSATION                                              AWARDS
                                          --------------------------                         -------------------------------
                                                                                             SECURITIES
                                                                                             UNDERLYING
                                                                          OTHER ANNUAL        OPTIONS/          ALL OTHER
NAME AND PRINCIPAL POSITION               SALARY ($)       BONUS ($)    COMPENSATION ($)      SARS (#)       COMPENSATION ($)
---------------------------               ----------       ---------    ----------------      --------       ----------------
<S>                               <C>      <C>             <C>               <C>                 <C>            <C>
Christopher R. Pook (1)            2002     $375,000        $169,000          (2)              250,000           $20,000(3)
  President and CEO                2001       14,423         120,000                           450,000                 0

Thomas L. Carter                   2002     $210,000              $0          (2)               40,000           $ 5,330(3)
  Chief Financial Officer          2001      200,000          20,000                            50,000             3,435

Vicki O'Connor                     2002     $195,700              $0          (2)                    0           $ 5,285(3)
  President of Pro-Motion          2001      190,000               0                             5,000             6,153
  Agency, Ltd.                     2000      185,000               0                             5,000            10,051
</TABLE>

---------------------

(1)      Mr. Pook was elected as President and CEO in December 2001. He was not
         employed by CART prior to that time. He has entered into an employment
         agreement whereby he will be paid a base salary of $375,000 per year.

(2)      The aggregate amount of perquisite compensation to be reported herein
         is less than the lesser of $50,000 or 10% of the total annual salary
         and bonus reported for the named executive officer. No other annual
         compensation was paid or payable to the named executive officers in the
         years indicated.

(3)      Includes the payment of term life insurance premiums on behalf of the
         named executive officer, as follows: Mr. Pook ($2,580); Mr. Carter
         ($2,580); Ms. O'Connor ($2,535). Includes the contributions to defined
         benefit plans on behalf of the named executive officer, as follows: Mr.
         Pook ($2,750); Mr. Carter ($2,750); Ms. O'Connor ($2,750). Also
         includes the payment of premiums for life and disability insurance on
         behalf of Mr. Pook in the amount of $14,670.


                                       6
<PAGE>


                        OPTION GRANTS IN LAST FISCAL YEAR

         The following table provides information on option grants in 2002 to
each of the named executive officers.



<TABLE>
<CAPTION>
                                                                INDIVIDUAL GRANTS
                                                  ----------------------------------------------
                                   NUMBER OF        % OF TOTAL
                                   SECURITIES         OPTIONS
                                   UNDERLYING       GRANTED TO         EXERCISE                         GRANT DATE
                                    OPTIONS        EMPLOYEES IN         PRICE         EXPIRATION          PRESENT
             NAME                 GRANTED (1)     FISCAL YEAR (2)     ($/SHARE)        DATE(3)          VALUE ($)(4)
             ----                 -----------     ---------------     ---------       ----------        ------------
<S>                                   <C>              <C>              <C>           <C>                <C>
Christopher R. Pook                    250,000          49%              $4.90         8/27/2012          $599,889
Thomas L. Carter                        40,000          10%               4.90         8/27/2012            95,982
Vicki O'Connor                               0           0                --               --                 --
</TABLE>

---------------------

(1)      The options granted in 2002 are exercisable 33% after the first year,
         66% after the second year and 100% after the third year.

(2)      CART granted options representing 513,250 shares to employees in 2002.

(3)      The options expire the earlier of the date set forth herein or within a
         period specified in the option agreement following termination of
         employment with CART.

(4)      CART used a Black-Scholes model of option valuation to determine grant
         date present value. CART does not advocate or necessarily agree that
         the Black-Scholes model can properly determine the value of an option.
         Calculations for the named officers are based on a ten-year option
         term. Other assumptions used for the valuations are: interest rate of
         3%; annual dividend yield of 0%; and volatility of 32%.


                       AGGREGATE OPTION EXERCISES IN LAST
                     FISCAL YEAR AND FISCAL YEAR-END OPTION
                                     VALUES

         The following table provides information on option exercises in 2002 by
each of the named executive officers and the values of each of such officer's
unexercised options at December 31, 2002.

<TABLE>
<CAPTION>
                                                                    NUMBER OF SECURITIES
                                                                         UNDERLYING             VALUE OF UNEXERCISED IN-THE-
                                 NUMBER OF                         UNEXERCISED OPTIONS AT             MONEY OPTIONS AT
                                  SHARES                              FISCAL YEAR-END                FISCAL YEAR-END (1)
                                ACQUIRED ON      VALUE         ----------------------------     ----------------------------
       NAME                      EXERCISE       REALIZED       EXERCISABLE    UNEXERCISABLE     EXERCISABLE    UNEXERCISABLE
       ----                     -----------     --------       -----------    -------------     -----------    -------------
<S>                               <C>            <C>           <C>             <C>                  <C>            <C>
Christopher R. Pook                 0              0             90,000          610,000              0              0
Thomas L. Carter                    0              0             33,334           81,666              0              0
Vicki O'Connor                      0              0             20,834           11,666              0              0
</TABLE>

---------------------

(1)      The value of unexercised options is based upon the difference between
         the exercise price and the average of the high and low market prices on
         December 31, 2002 of $3.70.


                                       7
<PAGE>



                      EQUITY PLAN COMPENSATION INFORMATION

         The following table sets forth information regarding outstanding
options, warrants and rights and shares reserved for future issuance under our
existing equity compensation plans as of December 31, 2002. Descriptions of the
plans are included in footnote 13 of our audited financial statements. Each of
these plans have been previously approved by the Company's stockholders.

<TABLE>
<CAPTION>
                                                                                            NUMBER OF SECURITIES
                                    NUMBER OF SECURITIES TO       WEIGHTED-AVERAGE         REMAINING AVAILABLE FOR
                                    BE ISSUED UPON EXERCISE       EXERCISE PRICE OF      FUTURE ISSUANCE (EXCLUDING
                                    OF OUTSTANDING OPTIONS,     OUTSTANDING OPTIONS,       SECURITIES REFLECTED IN
          PLAN CATEGORY               WARRANTS, RIGHTS (A)      WARRANTS, RIGHTS (B)           COLUMN (A)) (C)
          -------------               --------------------      --------------------           ---------------
<S>                                      <C>                     <C>                           <C>
Equity compensation plans
approved by security holders:

(1) 1997 Employee and Director
Stock Option Plans                           175,270                   $18.88                       none*

(2) 1997 Director Stock Option
Plan                                          90,000                   $21.20                       none*

(2) 2001 Long-Term Stock
Incentive Plan                             1,136,050                   $11.49                      363,950

Equity compensation plans not
approved by security holders
                                              none                 not applicable              not applicable
                                              ----                 --------------              --------------
      Total                                1,401,320                   $13.04                      363,950
                                           =========                   ======                      =======
</TABLE>

---------------------

* No further options will be granted under either the 1997 Stock Option Plan or
  the 1997 Director Stock Option Plan.


                       DIRECTOR COMPENSATION ARRANGEMENTS

         The following information relates to CART's compensation and
reimbursement practices during 2002 for directors who are not CART officers and
who are not affiliated with teams participating in CART events (Messrs.
Andretti, Hardymon, Henderson, Sanchez and Tucker). CART employees and those
directors who are affiliated with teams participating in CART events do not
receive any compensation for their Board activities.

         In addition to the cash compensation discussed below, members of the
Board of Directors who are not CART officers and who are not affiliated with
teams participating in CART events (Messrs. Andretti, Hardymon, Henderson,
Sanchez and Tucker) received options to purchase 10,000 shares of common stock
when first elected and options to purchase 5,000 shares upon each re-election.

         During 2002, members of the Board of Directors who were not CART
officers and who were not affiliated with teams participating in CART events,
were paid an annual retainer of $25,000. All Board members were reimbursed for
expenses attendant to Board membership.


                                       8
<PAGE>




ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
            MANAGEMENT AND RELATED STOCKHOLDER MATTERS

         The following table shows the amount of CART common stock beneficially
owned by any person or group known to us that is the beneficial owner of more
than 5% of CART's common stock as of April 11, 2003.

<TABLE>
<CAPTION>
                                                       AGGREGATE NUMBER              PERCENT OF
                                                          OF SHARES                    SHARES
             NAME AND ADDRESS                         BENEFICIALLY OWNED            OUTSTANDING
             ----------------                         ------------------            -----------
<S>                                                    <C>                          <C>
Gerald R. Forsythe (1)                                    3,377,400                    22.95%
Forsythe Racing, Inc.
Indeck Energy Services, Inc.
1111 South Willis Avenue
Wheeling, IL  60090

FMR Corp. (2)                                             1,471,600                     9.99%
Edward C. Johnson, III
Abigail P. Johnson
82 Devonshire Street
Boston, MA  02109

Jonathan P. Vannini (3)                                   1,255,000                     8.53%
828 Irwin Drive
Hillsborough, CA  94010

Fuller & Thaler Asset Management, Inc. (4)                1,145,500                     7.78%
Russell J. Fuller
411 Borel Avenue, Suite 402
San Mateo, CA  94402
</TABLE>

---------------------

(1)      We have received this information regarding share ownership from the
         Schedule 13D/A that was filed with the SEC on September 12, 2002, and
         subsequent Form 4 filed with the SEC in February 2003. Mr. Forsythe has
         agreed to vote and exchange all shares he or his affiliated entities
         has acquired in excess of 15% of the outstanding stock consistent with
         the recommendations of the Board of Directors of CART on all strategic
         matters for a period of three years.

(2)      We have received this information regarding share ownership from the
         Schedule 13G that was filed with the SEC on February 13, 2003.

(3)      We have received this information regarding share ownership from the
         Schedule 13D/A that was filed with the SEC on November 29, 2001.

(4)      We have received this information regarding share ownership from the
         Schedule 13G that was filed with the SEC on February 13, 2003.


         The following table shows the amount of common stock of CART
beneficially owned (unless otherwise indicated) by CART's directors, the
executive officers of CART named in the Summary Compensation Table below,
nominees, and the directors and executive officers of CART as a group. Except as
otherwise indicated, all information is as of April 11, 2003.


                                       9
<PAGE>



         The number of shares beneficially owned by each director or executive
officer is determined under rules of the Securities and Exchange Commission, and
the information is not necessarily indicative of beneficial ownership for any
other purpose. Under such rules, beneficial ownership includes any shares as to
which the individual has the sole or shared voting power or investment power and
also any shares which the individual has the right to acquire as of December 31,
2002 through the exercise of stock options or other rights. Unless otherwise
indicated, each person has sole investment and voting power (or shares such
powers with his/her spouse) with respect to the shares set forth in the
following table.

<TABLE>
<CAPTION>
                                                                 AMOUNT AND                 PERCENT OF
                                                                 NATURE OF                    SHARES
                         NAME                             BENEFICIAL OWNERSHIP (1)         OUTSTANDING(2)
                         ----                             ------------------------         --------------
<S>                                                      <C>                                 <C>
Christopher R. Pook.................................       90,000   Vested Options               0

Mario Andretti......................................       10,000   Vested Options               0

Carl A. Haas........................................      300,500   Indirect (3)               2.04%

James F. Hardymon...................................       80,000   Vested Options               *

James A. Henderson..................................        1,000   Direct
                                                           20,000   Vested Options               *

U.E. Patrick........................................          100   Direct                     1.01%
                                                          141,300   Indirect (4)
                                                            7,585   Vested Options

Rafael A. Sanchez...................................       10,000   Vested Options               0

Frederick T. Tucker.................................       20,000   Vested Options               *

Derrick Walker......................................        7,500   Indirect (5)                 *

Thomas L. Carter....................................        3,000   Direct                       *
                                                           33,334   Vested Options

Vicki O'Connor......................................       20,834   Vested Options               *

All current directors and executive officers as a
   group (11) persons...............................        4,100   Direct                     4.96%
                                                          449,300   Indirect
                                                          291,753   Vested Options
</TABLE>

---------------------

* Represents less than 1% of the Company's outstanding common stock.

(1)      "Vested Options" are stock options which may be exercised as of
         December 31, 2002.

(2)      Percentages are based upon 14,718,134 shares of common stock
         outstanding on April 11, 2003.

(3)      The shares are held of record by Newman/Haas Racing, Carl Haas
         Enterprises, Inc. and Mr. Haas' spouse.

(4)      The shares are held of record by Patrick Racing, Inc.

(5)      The shares are held of record by Derrick Walker Racing, Inc.



SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

         Section 16(a) of the Securities Exchange Act of 1934 requires our
directors, executive officers and holders of more than 10% of our common stock
to file with the Securities and Exchange Commission reports regarding their


                                       10
<PAGE>


ownership and changes in ownership of our stock. CART believes that during
fiscal 2002, its officers and directors complied with all Section 16(a) filing
requirements. In making this statement, CART has relied upon the written
representations of its directors and officers. CART believes that Gerald R.
Forsythe, a holder of more than 10% of our common stock, filed a Form 4 late,
reporting the sale of 135,000 shares of common stock in December 2002.


ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         We have historically entered into transactions with related parties,
because several of our directors and one of our significant shareholders are
team owners. We believe that it is necessary and appropriate to have team owners
involved as directors or significant shareholders of the Company because of
their unique knowledge of our business. We believe that all the transactions
which we have entered into with our directors or significant shareholders, are
comparable to the terms that we have in the past or could in the future enter
into with third parties with respect to each of these transactions. In order to
avoid conflicts of interest, any of our directors who are affiliated with an
entity that is entering into a transaction with us have not and will not vote on
any matters related to such transactions and may, in certain circumstances,
refrain from participating in any discussions related to such transactions.

         The related party transactions under "Purse Distributions, Entry
Support Program and Lease Arrangements" are all payments or transactions that
are made on the identical basis to all race teams, whether they are affiliated
with directors or significant shareholders or not affiliated. The payments
payable to related parties under the caption "Team Assistance Program" relate to
further assistance that the Company is providing to race teams to assure their
participation in the 2003 race season. The amounts payable to each race team
vary, depending upon the team's ability to raise third party sponsorship, the
number of cars that the team will race in 2003, their budget and other factors.
The Company has determined that these payments are necessary in order to assure
a proper field for 2003 and believes that the amounts payable to each of the
race teams affiliated with a director is consistent with arrangements that the
Company could enter into with third parties. Both of these programs were
developed to insure the necessary participation in the series. Without this
additional funding, it is unlikely that there would have been 18 teams, which
would result in defaults under certain of the Company's agreements with
promoters and television and could have resulted in severe financial
consequences to the Company.

PURSE DISTRIBUTIONS, ENTRY SUPPORT PROGRAM AND TEAM ASSISTANCE.

         We have entered into, and we will continue to enter into, transactions
with entities that are affiliated with our directors and/or 5% stockholders who
are owners of our race teams. Race teams that participate in the Champ Car World
Series receive purse distributions on a per race basis and from the year end
point fund, which amounts have been paid based solely upon their performance in
specific races. All of these payments are made to our race teams regardless of
the affiliation with our directors or significant stockholders. During 2002, we
also paid a participation payment to our race teams, including those affiliated
with directors (or directors who have resigned during the year) and/or 5%
stockholders. The following table provides information with respect to payments
made during 2002 by us to race teams that are or were affiliated with directors
and/or significant stockholders of CART:

<TABLE>
<CAPTION>
RACE TEAM/AFFILIATED PERSON                             PURSE DISTRIBUTIONS           PARTICIPATION PAYMENTS
---------------------------                             -------------------           ----------------------
<S>                                                      <C>                            <C>
Newman/Haas Racing/Carl A. Haas                             $ 2,677,500                    $ 380,000
Team Green/Barry E. Green                                     2,013,500                      570,000
Chip Ganassi Racing Teams, Inc./Chip Ganassi                  2,185,000                      540,000
Forsythe Racing, Inc./Gerald R. Forsythe                      1,532,250                      380,000
Patrick Racing, Inc./U.E. Patrick                               317,250                      190,000
Derrick Walker Racing, Inc./Derrick Walker                      317,750                      190,000
</TABLE>

         In 2003, we will lease engines and provide financial assistance to
every team that participates in the Champ Car World Series, including teams
affiliated with our directors and/or 5% stockholders. The financial assistance
payments relate to two programs instituted for the 2003 season, the Entry
Support Program (ESP) and the Team Assistance Program. ESP will provide up to
$42,500 in cash payments to teams, per race, for each car entered into the
series.


                                       11
<PAGE>

         The Company has entered into a sponsorship agreement with Ford Motor
Company, which provides in part, that Ford will lease to each of the teams Ford
vehicles for their use in 2003. For ease of administration, Ford has leased
these vehicles to the Company and the Company has subleased the vehicles to each
team on a net net basis. There is no net cost or benefit to the Company related
to this arrangement.

         The Company purchased one hundred (100) race engines from Cosworth
Racing, Inc. for a total purchase price of $4.0 million and agreed to pay for
track support in the amount of $1.5 million. The Company in turn has leased
these engines to each team on the basis of $100,000 per entrant per year.

         The following table lists the estimated amount of engine lease income
we will receive and Entry Support Payments we will make to related parties for
the 2003 race season.

<TABLE>
<CAPTION>
                                                      ENGINE LEASE INCOME                  ESP PAYMENTS
RACE TEAM/AFFILIATED PERSON                                FROM TEAMS                        TO TEAMS
---------------------------                           -------------------                  ------------
<S>                                                       <C>                             <C>
Newman/Haas Racing/Carl A. Haas                             $200,000                        $1,530,000
Forsythe Racing, Inc./Gerald R. Forsythe                     200,000                         1,530,000
Patrick Racing, Inc./U.E. Patrick                            100,000                           765,000
Derrick Walker Racing, Inc./Derrick Walker                   200,000                         1,530,000
</TABLE>

         TEAM ASSISTANCE PROGRAM. The Team Assistance Program will supply an
additional $30.0 million in team assistance spread over the 2003 race season as
described above. The following table sets forth the Team Assistance Program
payments to teams affiliated with directors and/or 5% stockholders.


RACE TEAM/AFFILIATED PERSON                           TEAM ASSISTANCE PAYMENTS
---------------------------                           ------------------------
Newman/Haas Racing/Carl A. Haas*                            $ 2,000,000
Patrick Racing, Inc./U.E. Patrick*                            1,400,000
Derrick Walker Racing, Inc./Derrick Walker                    5,925,000

* These agreements would put the Company over the $30.0 million in total team
assistance the board of directors approved. The board has approved these
contracts contingent on reducing the overall team assistance so as not to exceed
$30.0 million.

PROMOTER AGREEMENTS

         Some of our directors or stockholders either control or are affiliated
with others who control racing venues which stage CART and other racing events.
We have entered into the following agreements with entities associated with
directors or 5% stockholders:

         Carl A. Haas, a director of the Company and a race team owner, is a
principal owner of Carl Haas Racing Teams, Ltd. and Texaco Houston Grand Prix
L.L.C. ("HGP"), each of which have entered into Promoter Agreements with respect
to Champ Car World Series races at the Wisconsin State Park Speedway in
Milwaukee, Wisconsin and at a temporary road course in Houston, Texas. In the
second quarter of 2002 the Promoter Agreement for the Milwaukee race was renewed
for the 2002 event with the promoter having the option to extend for the 2003
and 2004 years. The sanction fees payable to CART under this agreement is
similar to those paid by independent race promoters. Pursuant to the Promoter
Agreement, entities affiliated with Mr. Haas have paid sanction fees to CART of
$1.7 million. We are currently in negotiations regarding the option for the 2003
and 2004 events. In addition, we have incurred a total of $100,000 in sales
costs and $100,000 in marketing expenses in relation to our race at Wisconsin
State Park Speedway during 2002. The promoter agreement in regards to the
Houston, Texas event provided for races to be held starting in 1998 through
2003. The Houston, Texas race was not held in 2002 and will not be held in 2003
due to construction on the temporary circuit in downtown Houston. Therefore, the
promoter agreement has been terminated by mutual agreement. Carl Haas Racing
Teams, Ltd. paid a $500,000 termination fee to CART and CART has received an
option to acquire certain assets of HGP, used in operating the Houston event,
for $750,000. This option was exercised and payment was made in January 2003.


                                       12
<PAGE>

         Gerald R. Forsythe, a race team owner and 24.9% stockholder, is a
principal owner of the entities which entered into Promoter Agreements with
respect to Champ Car World Series races in Monterrey, Mexico and Mexico City,
Mexico. These entities affiliated with Mr. Forsythe have paid sanction fees to
CART in the aggregate amount of $6.1 million for 2002. We are currently
renegotiating the remaining years of the agreements.

         In addition, we have paid a total of $200,000 in sales costs and
$200,000 in marketing expenses to these entities during 2002.

         In order to change the date of the Mexico City race as requested by Mr.
Forsythe's affiliated entity, we have paid another promoter $250,000. Mr.
Forsythe's affiliated entity reimbursed us for $125,000 of that expense.

         Gerald R. Forsythe is also a principal owner of an entity which entered
into a Promoter Agreement with respect to Champ Car World Series races in
Rockingham, England. The agreement provided for a race to be held beginning in
2001 through 2006. Following the cancellation of the race scheduled to be run in
Germany, officials at Rockingham expressed concern regarding the viability of
running a single event in Europe. In order to assure that the Rockingham event
could move forward in 2002, we negotiated an amendment to the Promoter Agreement
which reduced the sanction fee to $2.8 million and we assumed certain costs,
including freight and transportation, in the amount of $900,000. In addition,
the terms of the future years of the agreement, 2003-2006, were subject to
renegotiation. This renegotiation has subsequently resulted in the cancellation
of the remaining years of the agreement. In addition, we have paid a total of
$100,000 in sales costs and $400,000 in marketing expenses to this entity during
2002.

         Floyd R. Ganassi Jr., a former director of the Company and a race team
owner, is a principal owner of Chicago Motor Speedway, LLC and has entered into
a Promoter Agreement with respect to a Champ Car World Series race at Chicago
Motor Speedway in Cicero (Chicago), Illinois. Pursuant to the terms thereof, a
Championship race was to be held through 2003. The Chicago Motor Speedway, LLC
was to pay sanction fees to CART of $2.0 million for 2002 and $2.1 million for
2003. In 2002, the Chicago Motor Speedway, LLC announced the suspension of all
race events at Chicago Motor Speedway. We then entered into an agreement with
the Chicago Motor Speedway, LLC where we rented the track for $850,000 in 2002
and promoted the race ourselves.


OTHER TRANSACTIONS

         In addition to the above, we have entered into the following
transactions with related parties:

         Mr. Forsythe is also a principal owner of the entity that holds our
Mexican television rights through 2004. In return for these rights, we received
a minimum guarantee of $300,000 in 2002 and will receive a minimum guarantee of
$325,000 and $350,000 for each of the two years ending 2003 and 2004,
respectively. In addition, we will receive 70% of the net profits, if any, until
we reach $500,000, $550,000 and $600,000 for each of the three years ending
2002, 2003 and 2004, respectively.

         Mr. Ganassi is also principal owner of Target Chip Ganassi Racing,
Inc., which entered into an agreement by which Target Chip Ganassi Racing Inc.
ran a third car for a portion of the 2002 season. Pursuant to the terms thereof,
we paid Target Chip Ganassi Racing, Inc. $1.7 million for running the third car,
and we received the right to sell certain sponsorship space on that car.

         Ralph Sanchez, a director of the Company, is a principal owner of RAS
Development, Inc. which has entered into a five year lease agreement with the
Company for office space in Miami, Florida. Payments for this lease total
$80,292, $97,957, $99,081, $100,045, $101,008 and $16,861 for 2003, 2004, 2005,
2006, 2007 and 2008, respectively.



                                       13
<PAGE>



PAYMENTS TO CART

         In addition to the payments described above, CART receives revenues
from its race teams, including those affiliated with CART directors and/or 5%
stockholders, for entry fees, equipment leases and other payments based solely
on participation in CART events and CART's self-promoted event. During 2002,
race teams affiliated with CART directors and/or 5% stockholders made such
payments to CART as follows:

          Team Green/Barry E. Green                              $ 187,360
          Forsythe Racing, Inc./Gerald R. Forsythe                 106,636
          Chip Ganassi Racing Teams, Inc./Chip Ganassi              94,805
          Newman/Haas Racing/Carl A. Haas                          142,368
          Patrick Racing, Inc./U.E. Patrick                         71,500
          Derrick Walker Racing, Inc./Derrick Walker                50,050



ITEM 14. CONTROLS AND PROCEDURES

(a) Within the 90 days prior to the date of filing of this report, we carried
out an evaluation, under the supervision and with the participation of the
Company's management, including the Company's Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of our
disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based
upon that evaluation, the Company's Chief Executive Officer and Chief Financial
Officer concluded that our disclosure controls and procedures are effective in
timely alerting them to material information relating to the Company (including
its consolidated subsidiaries) required to be included in our periodic SEC
filings.

(b) There have been no significant changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
we carried out this evaluation.




                                       14
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

DATED: May 28, 2003                        CHAMPIONSHIP AUTO RACING TEAMS, INC.
                                           ------------------------------------
                                                        Registrant

                                             By:  /s/ Christopher R. Pook
                                                  ----------------------------
                                                  Christopher R. Pook
                                                  Chief Executive Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated:

  /s/ Christopher R. Pook             Chief Executive Officer      May 28, 2003
  ------------------------------      and Director
          Christopher R. Pook

  /s/ Thomas L. Carter                Chief Financial and          May 28, 2003
  ------------------------------      Accounting Officer
          Thomas L. Carter

  /s/ Mario Andretti                  Director                     May 28, 2003
  ------------------------------
          Mario Andretti

  /s/ James F. Hardymon               Director                     May 28, 2003
  ------------------------------
          James F. Hardymon

  /s/ James A. Henderson              Director                     May 28, 2003
  ------------------------------
          James A. Henderson

  /s/ U.E. Patrick                    Director                     May 28, 2003
  ------------------------------
          U.E. Patrick







                                       15
<PAGE>

         CERTIFICATIONS

         I, Christopher R. Pook, Chief Executive Officer, certify that:

         1. I have reviewed this annual report on Form 10-K/A of Championship
Auto Racing Teams, Inc.;

         2. Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
annual report;

         3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report.

         4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

                  a) designed such disclosure controls and procedures to ensure
         that material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

                  b) evaluated the effectiveness of the registrant's disclosure
         controls and procedures as of a date within 90 days prior to the filing
         date of this annual report (the "Evaluation Date"); and

                  c) presented in this annual report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

         5. The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):

                  a) all significant deficiencies in the design or operation of
         internal controls which could adversely affect the registrant's ability
         to record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

                  b) any fraud, whether or not material, that involves
         management or other employees who have a significant role in the
         registrant's internal controls; and

         6. The registrant's other certifying officer and I have indicated in
this annual report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date: May 28, 2003



/s/ Christopher R. Pook
------------------------
Christopher R. Pook
Chief Executive Officer



                                       16
<PAGE>



         CERTIFICATIONS

         I, Thomas L. Carter, Chief Financial Officer, certify that:

         1. I have reviewed this annual report on Form 10-K/A of Championship
Auto Racing Teams, Inc.;

         2. Based on my knowledge, this annual report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
annual report;

         3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report.

         4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

                  a) designed such disclosure controls and procedures to ensure
         that material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

                  b) evaluated the effectiveness of the registrant's disclosure
         controls and procedures as of a date within 90 days prior to the filing
         date of this annual report (the "Evaluation Date"); and

                  c) presented in this annual report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

         5. The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):

                  a) all significant deficiencies in the design or operation of
         internal controls which could adversely affect the registrant's ability
         to record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

                  b) any fraud, whether or not material, that involves
         management or other employees who have a significant role in the
         registrant's internal controls; and

         6. The registrant's other certifying officer and I have indicated in
this annual report whether there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date: May 28, 2003



/s/ Thomas L. Carter
------------------------
Thomas L. Carter
Chief Financial Officer






                                       17