SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 2227, 2002

POOLED AUTO SECURITIES SHELF LLC

(Exact Name of Registrant as Specified in its charter)

Delaware		333-89858		52-2233151
(State or Other Jurisdiction of Incorporation		(Commission File Number)		(I.R.S. Employer Identification No.


One Wachovia Center, TW-9 Charlotte, North Carolina		28288
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (704) 715-6030

Item 5. Other Events.

In connection with the proposed offering of CarMax Auto Owner Trust 2002-2 Asset Backed Notes, Class A-1, Class A-2, Class A-3, and Class A-4 and Asset Backed Certificates, attached as Exhibit 9926.1 ~~are~~is ~~certain~~the ~~structural,~~consent ~~collateral~~of ~~and~~PricewaterhouseCoopers ~~computational materials prepared by CarMax Auto Superstores~~LLC, ~~Inc.~~with ~~that~~respect ~~are required~~ to ~~be filed pursuant to~~ the ~~no-action~~financial ~~letter dated~~statements ~~May 20, 1994 issued by the staff~~ of ~~the~~MBIA ~~Securities~~Inc. and ~~Exchange~~MBIA ~~Commission~~Insurance ~~(the~~Corporation ~~“SEC”)~~which toare ~~Kidder,~~included ~~Peabody~~in ~~Acceptance~~the ~~Corporation~~CarMax Auto I,Owner ~~and~~Trust ~~the no~~2002-~~action~~2 ~~letter~~prospectus, dated ~~March~~November 921, ~~1995~~2002 ~~issued~~and by the ~~staff~~prospectus ofsupplement ~~the~~dated ~~SEC~~November to21, ~~Public Securities Association~~2002. ~~Also attached are copies of certain exhibits.~~

Item 7. Financial Statements and Exhibits.

Information and Exhibits.

(c)	Exhibit No.	Description	~~Description~~
	99.1		CarMax Auto Owner Trust 2002-2 Structural, Collateral and Computational Materials. *
	26.1	Consent of PricewaterhouseCoopers LLC, with respect to the financial statements of MBIA Inc. and MBIA Insurance Corporation which are included in the CarMax Auto Owner Trust 2002-2 prospectus, dated November 21, 2002 and the prospectus supplement dated November 21, 2002.

* Replaces and supercedes the previously filed exhibit.

SIGNATURES

Pursuant to the requirements 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.

POOLED AUTO SECURITIES SHELF LLC

By:		/s/ Curtis A. Sidden, Jr.
		Curtis A. Sidden, Jr.
		Vice President

Dated: November 2227, 2002

Exhibit Index

Exhibit		Description
99.1		CarMax Auto Owner Trust 2002-2 Structural, Collateral and Computational Materials. *
26.1		Consent of PricewaterhouseCoopers LLC, with respect to the financial statements of MBIA Inc. and MBIA Insurance Corporation which are included in the CarMax Auto Owner Trust 2002-2 prospectus, dated November 21, 2002 and the prospectus supplement dated November 21, 2002.

* Replaces and supercedes the previously filed exhibit.

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