UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



---



FORM 10-K



---





ANNUAL REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934





(Mark One)



| | x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | ------------------------------------------------------------------------------------





For the fiscal
year ended March 31, 2014



OR



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



For the transition
period from  to



---

333-173202-05

(Commission File Number of issuing entity)

Honda Auto Receivables 2012-3 Owner Trust

(Exact name of issuing entity specified in
its charter)



333-173202

(Commission File Number of depositor)

American Honda Receivables LLC

(Exact name of depositor as specified in its
charter)



American Honda Finance Corporation

(Exact name of sponsor as specified in its
charter)



|Delaware                                                               | 80-6229591                             
|---------------------------------------------------------------------- | ---------------------------------------
|(State
    or other jurisdiction of organizationof the issuing entity) | (I.R.S
    Employer Identification No.)



|c/o
    American Honda Receivables LLC
    20800 Madrona Avenue
    Torrance, CA | 90503     
|-------------------------------------------------------------------------------- | ----------
|(Address of principal
    executive offices of the issuing entity)               | (Zip Code)



(310) 972-2511

(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
|------------------- | -----------------------------------------
|                    |                                          
|None                | None                                     



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



None



Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act. Yes  ̈
  No x



Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. Yes  ̈
  No x



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 whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule
405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and
post such files). Yes  ̈   
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 this
Form 10-K. x



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer”
and “smaller reporting company” in Rule 12b-2 of the Exchange Act.                   (Check
one):

| | Large Accelerated Filer  ̈ | Accelerated Filer   ̈        
| | ------------------------- | ----------------------------
| |                           |                             
| | Non-Accelerated Filer x   | Smaller Reporting Company   ̈



Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes  ̈   No
x



Registrant has no voting or non-voting class of common equity outstanding
and held by nonaffiliates as of the date of this report.
















PART I



The following items have been omitted in accordance with General
Instruction J to Form 10-K:



| | (a) | Item 1, Business
| | --- | ----------------

| | (b) | Item 1A, Risk Factors
| | --- | ---------------------

| | (c) | Item 2, Properties
| | --- | ------------------

| | (d) | Item 3, Legal Proceedings
| | --- | -------------------------



| | Item 1B. | Unresolved Staff Comments.
| | -------- | --------------------------



Not applicable



| | Item 4. | Mine Safety Disclosures.
| | ------- | ------------------------



Not applicable



Substitute information provided in accordance with General Instruction
J to Form 10-K:



Item 1112(b) of Regulation AB.    Significant Obligors of Pool Assets
(Financial Information).



No single obligor represents more than 10% of the pool assets held
by Honda Auto Receivables 2012-3 Owner Trust (the “Trust”).



Item 1114(b)(2) of Regulation AB.    Credit Enhancement and Other
Support, Except for Certain Derivatives Instruments (Information Regarding Significant Enhancement Providers).



No entity or group of affiliated entities provides any external
credit enhancement or other support with respect to either payment on the pool assets held by the Trust or payments on the notes
(the “Notes”) or certificates (the “Certificates”) issued by the Trust.



Item 1115(b) of Regulation AB.    Certain Derivatives Instruments
(Financial Information).



No entity or group of affiliated entities provides any derivative
instruments that are used to alter the payment characteristics of the cashflows from the Trust.



Item 1117 of Regulation AB.    Legal Proceedings.



No legal proceedings are pending, and no proceedings are known to
be contemplated by governmental authorities, against any of the following companies: American Honda Finance Corporation (the “Sponsor”),
American Honda Receivables LLC (the “Depositor”), U.S. Bank National Association (the “Indenture Trustee”),
Citibank, National Association (the “Owner Trustee”), Citigroup Trust-Delaware, National Association (the “Delaware
Trustee”) or the Trust that are or would be material to holders of the Notes or the Certificates.



PART II



The following items have been omitted in accordance with General
Instruction J to Form 10-K:



| | (a) | Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
| | --- | --------------------------------------------------------------------------------------------------------------------



- 2 -







| | (b) | Item 6, Selected Financial Data
| | --- | -------------------------------

| | (c) | Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operation
| | --- | --------------------------------------------------------------------------------------------

| | (d) | Item 7A, Quantitative and Qualitative Disclosures About Market Risk
| | --- | -------------------------------------------------------------------

| | (e) | Item 8, Financial Statements and Supplementary Data
| | --- | ---------------------------------------------------

| | (f) | Item 9, Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
| | --- | --------------------------------------------------------------------------------------------

| | (g) | Item 9A, Controls and Procedures
| | --- | --------------------------------



| | Item 9B. | Other Information.
| | -------- | ------------------



Not applicable



PART III



The following items have been omitted in accordance with General
Instruction J to Form 10-K:



| | (a) | Item 10, Directors and Executive Officers of the Registrant
| | --- | -----------------------------------------------------------

| | (b) | Item 11, Executive Compensation
| | --- | -------------------------------

| | (c) | Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
| | --- | -------------------------------------------------------------------------------------------------------

| | (d) | Item 13, Certain Relationships and Related Transactions, and Director Independence
| | --- | ----------------------------------------------------------------------------------

| | (e) | Item 14, Principal Accountant Fees and Services
| | --- | -----------------------------------------------



Substitute information provided in accordance with General Instruction
J to Form 10-K:



Item 1119 of Regulation AB.    Affiliations and Certain Relationships
and Related Transactions.



The Sponsor is the originator, as contemplated by Item 1110 of Regulation
AB, of all of the pool assets owned by the Trust. The Sponsor is also the primary servicer. The Depositor is a wholly-owned subsidiary
of the Sponsor and, therefore, a wholly-owned subsidiary of the originator and the primary servicer. Through its purchase of the
Certificates, the Depositor has acquired a 100% ownership interest in the Trust; therefore, the Trust is an affiliated party of
the Depositor and, indirectly, of the Sponsor (including in its role as originator and primary servicer).



The Indenture Trustee is not affiliated with the Sponsor (including
in its role as originator and primary servicer), the Depositor, the Owner Trustee, the Delaware Trustee or the Trust. The Owner
Trustee is not affiliated with the Sponsor (including in its role as originator and primary servicer), the Depositor, the Indenture
Trustee or the Trust. The Delaware Trustee is not affiliated with the Sponsor (including in its role as originator and primary
servicer), the Depositor, the Indenture Trustee or the Trust. The Delaware Trustee is an affiliate of the Owner Trustee.



There are no significant obligors, external enhancement or support
providers, or other material parties related to the Notes or Certificates.





In addition, there are no business relationships, agreements,
arrangements, transactions or understandings outside the ordinary course of business or on terms other than would be obtained in
an arm’s length transaction with an unrelated third party, apart from the transaction involving the issuance of the Notes
and Certificates by the Trust, among the Sponsor, the Depositor or the Trust and any of the parties mentioned in this Item.



Item 1122 of Regulation AB.    Compliance
with Applicable Servicing Criteria.



The Sponsor (in its role as servicer) and the Indenture
Trustee (together, the “Servicing Parties”) have each been identified by the registrant as parties participating
in the servicing function with respect to the asset pool held by the Trust. Each of the Servicing Parties has completed a
report on an assessment of



- 3 -







compliance with the servicing criteria applicable to it (each,
a “Servicing Report”), which Servicing Reports are attached as exhibits to this Form 10-K. In addition, each of the
Servicing Parties has provided an attestation report (each, an “Attestation Report”) by one or more registered public
accounting firms, which reports are also attached as exhibits to this Form 10-K. Neither of the Servicing Reports prepared by
the Sponsor or the Indenture Trustee, or the Attestation Reports provided by the Sponsor or the Indenture Trustee, has identified
any material instance of noncompliance with the servicing criteria applicable to the respective Servicing Party.



Item 1123 of Regulation AB.    Servicer Compliance Statement.



The Sponsor (in its role as servicer) has been identified by the
registrant as a servicer with respect to the asset pool held by the Trust. The Sponsor has completed a statement of compliance
with applicable servicing criteria (a “Compliance Statement”), signed by an authorized officer of the Sponsor. The
Compliance Statement is attached as an exhibit to this Form 10-K.



PART IV





| | Item 15. | Exhibits and Financial Statement Schedules.
| | -------- | -------------------------------------------



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

| |  | 
| |  | 

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

| |  | 
| |  | 

| | (a)(3) | The exhibits filed in response to Item 601 of Regulation
S-K are listed in Item 15(b) below.
| | ------ | --------------------------------------------------------------------------------------------

| |  | 
| |  | 

| | (b) | Exhibits required by Item 601 of Regulation S-K.
| | --- | ------------------------------------------------



The exhibits listed below are either included or incorporated by
reference as indicated:



Exhibit 3.1 – Certificate of Formation of the Depositor, filed
with the secretary of state of Delaware on March 16, 2011.



Exhibit 3.2 – Limited Liability Company Agreement of the Depositor,
in effect since March 28, 2011.



Exhibit 4.1 – Indenture, dated July 25, 2012, between Honda
Auto Receivables 2012-3 Owner Trust and U.S. Bank National Association, as indenture trustee, incorporated to Exhibit 4.1 by reference
to Form 8-K dated July 25, 2012, and filed by the registrant on July 25, 2012.



Exhibit 4.2 – Amended and Restated Trust Agreement, dated
July 25, 2012, among American Honda Receivables LLC, Citibank, National Association, as owner trustee, and Citigroup Trust-Delaware,
National Association, as Delaware trustee, incorporated to Exhibit 4.2 by reference to Form 8-K dated July 25, 2012, and filed
by the registrant on July 25, 2012.



Exhibit 31.1 – Certification of senior officer in charge of
the servicing function of the servicer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.



Exhibit 33.1 – Report on Assessment of Compliance with Servicing
Criteria for Asset-Backed Securities of American Honda Finance Corporation.



Exhibit 33.2 – Report on Assessment of Compliance with Servicing
Criteria for Asset-Backed Securities of U.S. Bank National Association.



Exhibit 34.1 – Attestation Report on Compliance with Servicing
Criteria for Asset-Backed Securities of KPMG LLP, on behalf of American Honda Finance Corporation.



Exhibit 34.2 –Attestation Report on Assessment of Compliance
with Servicing Criteria for Asset-Backed Securities of Ernst & Young LLP, on behalf of U.S. Bank National Association.



Exhibit 35.1 – Servicing Compliance Statement of American
Honda Finance Corporation.





| | (c) | Not applicable.
| | --- | ---------------



- 4 -







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
hereunto duly authorized.



|                    | Honda Auto Receivables 2012-3 Owner Trust          
|------------------- | ---------------------------------------------------
|                    |                                                    
|                    | By: American Honda Finance Corporation, as Servicer
|                    |                                                    
|                    | By:                                                
|                    |                                                    
|                    |                                                    
|                    |                                                    
|Date: June 16, 2014 |                                                    



- 5 -









SUPPLEMENTAL INFORMATION TO BE FURNISHED
WITH REPORTS FILED PURSUANT
 TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED
 SECURITIES PURSUANT TO SECTION
12 OF THE ACT.



No annual report to security holders, proxy statement, form
of proxy or other proxy soliciting material has been sent to security holders or is anticipated to be furnished to security holders
subsequent to the filing of this annual report on Form 10-K.





- 6 -







EXHIBIT INDEX



|Exhibit | Description
|------- | -----------



Exhibit 3.1 – Certificate of Formation of the Depositor, filed
with the secretary of state of Delaware on March 16, 2011.



Exhibit 3.2 – Limited Liability Company Agreement of the Depositor,
in effect since March 28, 2011.



Exhibit 4.1 – Indenture, dated July 25, 2012, between Honda
Auto Receivables 2012-3 Owner Trust and U.S. Bank National Association, as indenture trustee, incorporated to Exhibit 4.1 by reference
to Form 8-K dated July 25, 2012, and filed by the registrant on July 25, 2012.



Exhibit 4.2 – Amended and Restated Trust Agreement, dated
July 25, 2012, among American Honda Receivables LLC, Citibank, National Association, as owner trustee, and Citigroup Trust-Delaware,
National Association, as Delaware trustee, incorporated to Exhibit 4.2 by reference to Form 8-K dated July 25, 2012, and filed
by the registrant on July 25, 2012.



Exhibit 31.1 – Certification of senior officer in charge of
the servicing function of the servicer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.



Exhibit 33.1 – Report on Assessment of Compliance with Servicing
Criteria for Asset-Backed Securities of American Honda Finance Corporation.



Exhibit 33.2 – Report on Assessment of Compliance with Servicing
Criteria for Asset-Backed Securities of U.S. Bank National Association.



Exhibit 34.1 – Attestation Report on Compliance with Servicing
Criteria for Asset-Backed Securities of KPMG LLP, on behalf of American Honda Finance Corporation.



Exhibit 34.2 –Attestation Report on Assessment of Compliance
with Servicing Criteria for Asset-Backed Securities of Ernst & Young LLP, on behalf of U.S. Bank National Association.



Exhibit 35.1 – Servicing Compliance Statement of American
Honda Finance Corporation.



- 7 -