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    2300 N Street, N.W.

Washington, D.C. 20037-1128

    Tel 202.663.8000

Fax 202.663.8007

www.pillsburylaw.com

August 30, 2005

    By Facsimile

    Sylvia M. Mahaffey

202.663.8027

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Attention: Charito A. Mittelman

                 Staff Attorney

Ladies and Gentlemen:

    Re:

    Capital Automotive REIT

Comment Relating to Amendment to Registration Statement

     on Form S-3/A filed August 23, 2005

File No. 333-126814

Ladies and Gentlemen:

     On behalf of Capital Automotive REIT (the “Company”), we are submitting this letter in
response to the Staff’s comment communicated to Damon Colbert of this office on August 26, 2005,
relating to the Company’s Registration Statement on Form S-3/A filed on August 23, 2005.

     The Staff’s comment requested that the Company include in the selling shareholder table set
forth on Page 42 of the Form S-3/A, under the column reflecting the number of common shares of the
Company beneficially owned by each selling shareholder, the number of common shares issuable upon
redemption of the selling shareholder’s units of limited partnership interest in the Company’s
operating partnership and the corresponding percentage of the Company’s outstanding common shares
represented by those shares.

     The Company has revised the selling shareholder table as requested in order to include the
requested information, and two copies of the revised table, one of which has been marked to reflect
changes from the table as set forth in the Form S-3/A, is attached to this letter. Please note
that, other than the inclusion in the table of the number of common shares issuable to each selling
shareholder upon redemption of that shareholder’s units and the re-ordering of the notes to the
table to reflect this addition, the only substantive changes from the Form S-3/A as filed on August
23, 2005, are the addition of the first and last

Division of Corporation Finance

August 30, 2005

Page 2

sentences in Note 1 to the table. Those sentences simply explain that the number of common
shares beneficially owned prior to the offering represents the number of units redeemable for
common shares on a one-for-one basis unless the Company elects to redeem the units for cash.

     After you have had an opportunity to review and consider the attached modification of the
selling shareholder table, please let me know if you have any additional questions or comments. I
understand that, at that time, we also will be able to discuss the approach that the Company should
use to incorporate these changes into its registration statement.

     Thank you very much for your consideration of these matters. I can be reached by telephone at
202.663.8027, by facsimile at 202.663.8028 (or 202.663.8007), or by e-mail at
sylvia.mahaffey@pillsburylaw.com. In my absence, please do not hesitate to contact my colleague,
Damon Colbert, by telephone at 202.663.8579 or by facsimile at 202.663.8007.

     Thank you again for your courtesy and cooperation in this matter.

Sincerely,

/s/ Sylvia M. Mahaffey

Sylvia M. Mahaffey

Attachments

cc: Damon Colbert, Esq. (w/att.)

     The following table lists the selling shareholders,

and the number of common shares that would be issued and could be resold if the units they hold were redeemed for common shares
and the number of common shares that could be resold in this offering. We are registering our common shares under registration rights granted to such

holders in the Partnership Agreement.

    Shares Beneficially Owned

    Shares Beneficially Owned

    Prior to the Offering

    After the Offering (1)

    Number of

    Number of

    Shares

    Number of

    Shares

    Name of Selling

    Beneficially

    Shares Being

    Beneficially

    Shareholder

    Owned(1)

    Percent(2)

    Offered(3)(4)

    Owned(4)

    Percent(2)(4)

    L.G.S. Autonation, LLC

    170,068 0

    *  0%

    170,068

    0

    0
    %

    David D. Smith

    90,729  0

    *  0%

    90,729

    0

    0
    %

    S. Fader Family, LLC

    90,728  0

    *  0%

    90,728

    0

    0
    %

    351,525

    *

     Less than 1%.

    1

    Assuming the sale of all of the shares being offered under this registration statement.

    (21)

    The number of common shares beneficially owned prior to the offering represents units of limited partnership interest in the
Partnership that are redeemable for our common shares, subject to certain exceptions, on a one-for-one basis. [Note: The
following sentence was moved from Notes 3 and 4 of Form S-3/A filed on August 23, 2005.] All of the 351,525 units to which these
common shares relate were issued on June 30, 2004 and became eligible for redemption on July 31, 2005. Alternatively, the units
are redeemable, at our option, for cash.

    (2)

    Based upon 46,173,833 46,453,944 common shares outstanding as of June 30 August 29, 2005.

    (3)

    Assumes our redemption of all of the units held by the selling shareholder for common shares on a one-for-one basis. The number
of common shares that we could issue to the holders of units on redemption will be adjusted in the event of stock splits, stock
dividends, issuance of certain rights, certain extraordinary transactions and similar events. All of the 351,525 units became eligible for redemption on

July 31, 2005.

    (5)

    The units to which these common shares relate were issued on June 30, 2004.

    (4)

    Assuming the sale of all of the shares being offered under this registration statement. [Note: The preceding sentence was moved
from Note 1 of Form S-3/A filed on August 23, 2005.]

     The following table lists the selling shareholders, the number of common shares that would be issued if the units they hold
were redeemed for common shares and the number of common shares that could be resold in this offering. We are registering our common shares under registration
rights granted to such holders in the Partnership Agreement.

    Shares Beneficially Owned

    Shares Beneficially Owned

    Prior to the Offering

    After the Offering

    Number of

    Number of

    Shares

    Number of

    Shares

    Name of Selling

    Beneficially

    Shares Being

    Beneficially

    Shareholder

    Owned(1)

    Percent(2)

    Offered(3)

    Owned(4)

    Percent(2)(4)

    L.G.S. Autonation, LLC

    170,068

    *

    170,068

    0

    0
    %

    David D. Smith

    90,729

    *

    90,729

    0

    0
    %

    S. Fader Family, LLC

    90,728

    *

    90,728

    0

    0
    %

    351,525

    *

    Less than 1%.

    (1)

    The number of common shares beneficially owned prior to the offering and being offered pursuant to this prospectus represents units of limited partnership interest in the Partnership that are redeemable for our common shares, subject to certain exceptions, on a one-for-one basis. All of the 351,525 units to which these common shares relate were issued on June 30, 2004 and became eligible for redemption on July 31, 2005. Alternatively, the units are redeemable, at our option, for cash.

    (2)

    Based upon 46,453,994 common shares outstanding as of August 29, 2005.

    (3)

    Assumes our redemption of all of the units held by the selling shareholder for common shares on a one-for-one basis. The number of common shares that we could issue to the holders of units on redemption will be adjusted in the event of stock splits, stock dividends, issuance of certain rights, certain extraordinary transactions and similar events.

    (4)

    Assuming the sale of all of the shares being offered under this registration statement.