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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-K/A

AMENDMENT NO. 1

|  |  |                                                                                                        
|- |  | -------------------------------------------------------------------------------------------------------
|x |  | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE NOT REQUIRED)



| | For the fiscal year ended March 31, 2003
| | ----------------------------------------

or

|  |  |                                                                                                           
|- |  | ----------------------------------------------------------------------------------------------------------
|o |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from _________________________ to _________________________

Commission file number 333-51224-07

Nissan Auto Receivables Corporation II
on behalf of Nissan Auto Receivables 2002-B Owner Trust




(Exact name of registrant as specified in its charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|DELAWARE                                                       |  | NOT APPLICABLE                      
|                                                               |  |                                     
|(State or other jurisdiction of
incorporation or organization) |  | (I.R.S. Employer Identification No.)

990 West 190th Street, Torrance, California 90502




(Address of principal executive offices)


(310) 719-8583

(Registrants telephone number, including area code)


|                                                            |  |      | 
|----------------------------------------------------------- |  | ---- | 
|Securities registered pursuant to Section 12(b) of the Act: |  | None | 
|                                                            |  |      | 
|                                                            |  |      | 
|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 o

Indicate by check mark if disclosure of delinquent filers pursuant to Item
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 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

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates of the registrant. The
aggregate market value shall be computed by reference to the price
at which the common equity was sold, or the average bid and asked
prices of such common equity, as of a specified date within 60 days
prior to the date of filing. (See definition of affiliate in Rule
405, 17 CFR 230.405.) None





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EXPLANATORY NOTE

This amendment on Form 10-K/A amends Nissan Auto Receivables 2002-B Owner
Trusts annual report on Form 10-K for the fiscal year ended March 31, 2003, as
initially filed with the Securities and Exchange Commission on June 27, 2003,
and is being filed to (1) include the correct version of the certification
provided in paragraph four of the certification made pursuant to Section 302(a)
of the Sarbanes-Oxley Act of 2002, and (2) make certain corrections to Item 1,
Item 5 and Item 15 of the original filing.

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PART I

Item 1. BUSINESS.

This Annual Report on Form 10-K is being filed by Nissan Auto Receivables
Corporation II (NARC II), on behalf of the Nissan Auto Receivables 2002-B
Owner Trust (the Trust), a Delaware statutory trust formed pursuant to a
trust agreement, dated as of October 17, 2001, between NARC II, as Seller (the
Seller), and Wilmington Trust Company, as owner trustee (the Owner
Trustee). Reference is further made to the Indenture, dated as of April 17,
2002, among the Trust, as issuer, and Wells Fargo Bank Minnesota, National
Association, as indenture trustee (the Indenture Trustee, together with the
Owner Trustee, the Trustees), providing for the issuance by the Trust of
notes entitled Nissan Auto Receivables 2002-B Owner Trust 2.09000% Asset
Backed Notes, Class A-1 (the Class A-1 Notes), Nissan Auto Receivables
2002-B Owner Trust 3.07000% Asset Backed Notes, Class A-2 (the Class A-2
Notes), Nissan Auto Receivables 2002-B Owner Trust 3.99000% Asset Backed
Notes, Class A-3 (the Class A-3 Notes) and Nissan Auto Receivables 2002-B
Owner Trust 4.60000% Asset Backed Notes, Class A-4 (the Class A-4 Notes,
together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes,
the Notes), registered under the Securities Act of 1933. Certain information
that may otherwise have been required to be included herein pursuant to Form
10-K has been omitted herefrom, or in certain cases certain information has
been included herein in lieu of such otherwise required information, in
accordance with the letter, dated June 28, 1996 (the No-Action Letter), of
the staff of the Office of Chief Counsel of the Division of Corporation Finance
of the Securities and Exchange Commission issued with respect to series of
pass-through securities issued by trusts formed by the Seller or an affiliate
thereof, as originator, including the Notes.

PART I

Item 2. PROPERTIES.

The following table sets forth the aggregate information of the Trust for
the period from April 17, 2002 through March 31, 2003 (Dollars in thousands).
The aggregate information has been reported on an accrual basis. Therefore,
cash activity for the month of March 2003, which was subsequently settled on
April 15, 2003, is included.

| |                                                                          |  |   |         |  
| | ------------------------------------------------------------------------ |  | - | ------- | -
| | Distributions Allocable to Principal                                     |  | $ | 558,218 |  
| | Distributions Allocable to Income                                        |  | $ | 45,831  |  
| | Amounts Received from the Yield Supplement
Account Distributed as Income |  | $ | 276     |  
| | Servicing Fees Paid to Servicer (NMAC)                                   |  | $ | 13,692  |  
| | Class A-1 Notes Percentage of Servicing Fees                             |  |   | 13.49   | %
| | Class A-2 Notes Percentage of Servicing Fees                             |  |   | 25.61   | %
| | Class A-3 Notes Percentage of Servicing Fees                             |  |   | 33.96   | %
| | Class A-4 Notes Percentage of Servicing Fees                             |  |   | 20.42   | %
| | Certificates Percentage of Servicing Fees                                |  |   | 6.52    | %
| | Additional Servicing Compensation
Paid to Servicer (NMAC)                |  | $ | 0.00    |  

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|                                                                                        |                                                  |  |   |         |  
|--------------------------------------------------------------------------------------- | ------------------------------------------------ |  | - | ------- | -
|                                                                                        | Gross Losses                                     |  | $ | (10,840 | )
|                                                                                        | Principal Recoveries of Defaulted Receivables    |  | $ | 4,220   |  
|                                                                                       
|Average Rate and Percentages for the period from April 17, 2002 through March 31, 2003: |                                                 
|                                                                                       
|                                                                                        | Average Net Loss Ratio (including repossessions) |  |   | 0.50    | %

|                           |  |            |     |                     |  |   |        | 
|-------------------------- |  | ---------- | --- | ------------------- |  | - | ------ | 
|                           |  | Number of  |     |                     |  |  
|                           |  | Delinquent |     | Dollar Amount of   
|                           |  | Accounts   |     | Delinquent Accounts
|                           |  |            |     |                    
|31-60 Days Delinquent      |  |            | 677 |                     |  | $ | 10,342 | 
|61-90 Days Delinquent      |  |            | 95  |                     |  | $ | 1,417  | 
|91 Days or More Delinquent |  |            | 13  |                     |  | $ | 199    | 

Item 3. LEGAL PROCEEDINGS.

Nothing to report.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Nothing to report.

PART II

Item 5. MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.



| | (a) |  | There is no established public trading market for
the common equity of the Trust.          
| | --- |  | -------------------------------------------------------------------------------------------
|
| | (b) |  | On March 31, 2003, there was one holder of record
of the common equity issued by the Trust.

Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

Nothing to report.

PART IV

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.



| | (a) |  | List of documents filed as part of the Annual Report:                                                                                                                                                                                                                                                      
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | The exhibits listed on the accompanying Exhibit Index on page 8 are
filed as part of this report.                                                                                                                                                                                                          
|
| | (b) |  | Reports on Form 8-K:                                                                                                                                                                                                                                                                                       
|
| |     |  | The Trust filed certain transaction documents in connection with
the close of the transaction to issue the Notes on April 17, 2002
and April 29, 2002 in Current Reports on Form 8-K. In addition,
the Trust filed Current Reports on Form 8-K regarding monthly
distributions of principal and interest to

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| |  |  | noteholders on May 24, 2002 for the month ended April 30, 2002, on
June 17, 2002 for the month ended May 31, 2002, on July 19, 2002
for the month ended June 30, 2002, on August 22, 2002 for the month
ended July 31, 2002, on September 27, 2002 for the month ended
August 31, 2002, on October 17, 2002 for the month ended September
30, 2002, on November 26, 2002 for the month ended October 31,
2002, on December 20, 2002 for the month ended November 30, 2002
(an amendment to this filing was filed on Form 8-K/A on February 5,
2003), on January 29, 2003 for the month ended December 31, 2002,
on February 26, 2003 for the month ended January 31, 2003, on March
31, 2003 for the month ended February 28, 2003, and on April 28,
2003 for the month ended March 31, 2003. Included in each such
Form 8-K report, as Exhibit 99.1, was the monthly servicing report
for each respective month end as provided by the Servicer to the
Trustees.
| |  |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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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.

Date: October 31, 2003

| |  |                                            |  |                                        |  |                          
| |  | ------------------------------------------ |  | -------------------------------------- |  | -------------------------
| |  | NISSAN AUTO RECEIVABLES 2002-B OWNER TRUST
|
| |  | BY:                                        |  | NISSAN AUTO RECEIVABLES CORPORATION II
|
|
| |  |                                            |  | By:                                    |  | /s/ Joji Tagawa          
| |  |                                            |  |                                        |  |                          
| |  |                                            |  |                                        |  | Joji Tagawa
    Treasurer

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CERTIFICATION PURSUANT TO SECTION 302(A)
OF THE SARBANES-OXLEY ACT OF 2002

I, Joji Tagawa, certify that:

(1)  I have reviewed this annual report on Form 10-K, and all reports on
Form 8-K containing distribution or servicing reports filed in respect of
periods included in the year covered by this annual report, of Nissan Auto
Receivables 2002-B Owner Trust;

(2)  Based on my knowledge, the information in these reports, taken as a
whole, 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 as of the
last day of the period covered by this annual report;

(3)  Based on my knowledge, the distribution or servicing information
required to be provided to the trustee by the servicer under the pooling and
servicing, or similar agreement, for inclusion in these reports, is included in
these reports;

(4)  Based upon my knowledge and upon the annual compliance statement included
in the report and required to be delivered to the trustee in accordance with
the terms of the pooling and servicing agreement, or similar agreement, and
except as disclosed in the reports, the servicer has fulfilled its obligations
under the servicing agreement; and

(5)  The reports disclose all significant deficiencies relating to the
servicers compliance with the minimum servicing standards based upon the
report provided by an independent public accountant, after conducting a review
in compliance with the Uniform Single Attestation Program for Mortgage Bankers
or similar procedure, as set forth in the pooling and servicing, or similar
agreement that is included in these reports.

October 31, 2003

|    |  |                                                              |  | 
|--- |  | ------------------------------------------------------------ |  | 
|By: |  | /s/ Joji Tagawa                                              |  | 
|    |  |                                                              |  | 
|    |  | Joji Tagawa
Treasurer
Nissan Auto Receivables Corporation II |  | 

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EXHIBIT INDEX

|            |  |                                                                                                                                                                       
|----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                           
|            |  |                                                                                                                                                                       
|            |  |                                                                                                                                                                       
|99.1        |  | Report of Independent Accountants
and Managements Assertion on
Compliance with Nissan Motor
Acceptances Established Minimum
Servicing Standards for Automobile
Loans
|            |  |                                                                                                                                                                       
|99.2        |  | Officers Certificate of the
Servicer Regarding Compliance,
dated as of March 31, 2003                                                                                

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