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): January 29, 2009

Honda Auto Receivables 2009-1 Owner Trust


AMERICAN HONDA RECEIVABLES CORP.
(Exact name of registrant as specified in its charter)
California	333-150095	33-0526079
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

American Honda Receivables Corp. 20800 Madrona Avenue Torrance, CA 90503
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (310) 781-4100 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events

Item 5. Other Events.

Alston & Bird LLP and McKee Nelson LLP have been retained by this Registrant as counsel for its Registration Statement on Form S-3 (Commission File No. 333-150095) in connection with various transactions. Legal opinions by McKee Nelson LLP to be incorporated into the Registration Statement are attached hereto as Exhibit 8.1 and Exhibit 23.2.

Item 9.01. Financial Statements; Pro Forma Financial Information and Exhibits

(a)

Not applicable.

(b)

Not applicable.

(c)

Not applicable.

(d)

Exhibits:

5.1

Opinion of Alston & Bird LLP as to legality (including consent of such firm).

8.1

Opinion of McKee Nelson LLP as to certain tax matters (including consent of such firm).

23.1

Consent of Alston & Bird LLP (included in Exhibit 5.1).

23.2

Consent of McKee Nelson LLP (included in Exhibit 8.1).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

American Honda Receivables Corp.

By: /s/ H. Tanaka

Name: H. Tanaka

Title: President

Dated: January 29, 2009

EXHIBIT INDEX

Exhibit No.

Description

Page No.

5.1

Opinion of Alston & Bird LLP as to legality (including consent of such firm).

8.1

Opinion of McKee Nelson LLP as to certain tax matters (including consent of such firm).

23.1

Consent of Alston & Bird LLP (included in Exhibit 5.1).

23.2

Consent of McKee Nelson LLP (included in Exhibit 8.1).

Honda Auto Receivables 2009-1 Owner Trust 8-K