Form U-7D/A

                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                                     ---
                                                              Amendment
                                                              FILE No. 32-445

Amendment to Certificate Pursuant to Rule 7(d) on Form U-7D under Public
Utility Holding Company Act of 1935

Chrysler Financial Company L.L.C., as Successor Owner Participant in
connection with the Participation Agreement No. 3 dated December 30, 1985

Name, title, and address of officer to whom notices and correspondence
concerning this amendment should be addressed:

                      Chrysler Financial Company L.L.C.
                     c/o Chrysler Capital Company L.L.C.
                             225 High Ridge Road
                           Stamford, CT 06905-3032
                        Attention: Richard G. Neptune

           The undersigned hereby amends the above document solely as it
pertains to itself and its interest as indicated in the Annex attached hereto
with respect to the following: Item 10.

           The undersigned certifies that this certificate accurately
summarizes amended information solely as it relates to this holder of this
beneficial interest.

                                  SIGNATURE

           The Company has caused this amendment to be duly signed on its
behalf by its authorized officer in the City of Stamford and State of
Connecticut, on the 9th day of July, 1999.

Chrysler Financial Company L.L.C.,
as Successor Owner Participant

BY:  ____________________________________
     (Name)                       (Title)

     ____________________________________
     (Type or Print Name)

ref: Oglethorpe






Annex

(Numbers herein refer to the item numbers as appeared in the Initial Filing
on Form U-7D)

11. Holders of beneficial interests:

Names and address:                       Amount Invested:  Percent of equity:
Chrysler Financial Company L.L.C.        $21,195,000.00          100%
c/o Chrysler Capital Company L.L.C.
225 High Ridge Road
Stamford, CT  06905-3032