CAPITAL AUTOMOTIVE REIT, as Issuer and CAPITAL AUTOMOTIVE L.P., as Guarantor and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FOURTH SUPPLEMENTAL TRUST INDENTURE Dated as of December 21, 2004 Providing for Supplemental and Modified Covenants with respect to 6.75% MONTHLY INCOME NOTES DUE 2019

EXHIBIT 4.15

CAPITAL AUTOMOTIVE REIT,

as Issuer

and

CAPITAL AUTOMOTIVE L.P.,

as Guarantor

and

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Trustee

FOURTH SUPPLEMENTAL TRUST INDENTURE

Dated as of December 21, 2004

Providing for Supplemental and Modified Covenants with respect to

6.75% MONTHLY INCOME NOTES DUE 2019

     THIS FOURTH SUPPLEMENTAL TRUST INDENTURE is made as of this 21^st day of December, 2004 (the “Supplemental Indenture”), by and among Capital Automotive REIT, a real estate investment trust organized under the laws of the State of Maryland, as issuer (the “Company”), Capital Automotive L.P., a limited partnership organized under the laws of the State of Delaware, as guarantor (referred to herein as either the “Guarantor” or the “Partnership”) and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”).

RECITALS OF THE COMPANY

     WHEREAS, the Company has heretofore entered into a Base Indenture with the Trustee, dated as of April 15, 2004, as supplemented by the First Supplemental Trust Indenture, dated as of April 15, 2004, between the Company and the Trustee (the “First Supplemental Indenture”); the Second Supplemental Trust Indenture, dated as of May 12, 2004, between the Company and the Trustee; and the Third Supplemental Trust Indenture, dated as of August 13, 2004, among the Company, the Guarantor and the Trustee (the “Third Supplemental Indenture”) (collectively, the “Indenture”), providing for the issuance from time to time of unsubordinated debentures, notes or other evidences of indebtedness in series;

     WHEREAS, the Indenture is incorporated herein by this reference;

     WHEREAS, under the Indenture, the Board of Trustees of the Company and the Guarantor may at any time, in respect of the Securities of any series, pursuant to a supplemental indenture executed by the Company, the Guarantor and the Trustee, make any provisions with respect to matters or questions arising under the Indenture which shall not be inconsistent with the provisions of the Indenture; provided, however, that no such modifications or amendment may adversely affect the interest of holders of Securities of any series then outstanding in any material respect;

     WHEREAS, the Company desires to amend the covenants relating to its 6.75% Monthly Income Notes due 2019 (the “Notes”) set forth in Article III of the First Supplemental Indenture;

     WHEREAS, all conditions necessary to authorize the execution and delivery of this Supplemental Indenture and to make it a valid and binding obligation of the Company and the Guarantor have been done or performed;

     NOW THEREFORE, for and in consideration of the agreements and obligations set forth herein and for good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:

ARTICLE I

DEFINED TERMS

     The following defined terms used herein shall, unless the context otherwise requires, have the meanings specified below. Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Indenture:

     “Secured Debt to Total Assets Ratio” means, for the period for which such ratio is being calculated, the ratio expressed as a fraction, the numerator of which is the Company’s consolidated long-term Indebtedness (less payments due within one year) secured by any Lien upon any of the property of the Company or any Subsidiary, and the denominator of which is the aggregate book value of all of the Company’s assets plus accumulated depreciation and amortization (less goodwill) as reflected on the Company’s consolidated financial statements.

     “Total Assets” as of any date means the sum of (i) the Undepreciated Real Estate Assets and (ii) all other assets of the Company and its Subsidiaries determined on a consolidated basis in accordance with GAAP (but excluding accounts receivable and intangibles).

     “Undepreciated Real Estate Assets” as of any date means the cost (original cost plus capital improvements) of the real estate assets of the Company and its Subsidiaries on such date, before depreciation and amortization, determined on a consolidated basis in accordance with GAAP.

ARTICLE II

COVENANTS

     The following covenants hereby modify and supersede the covenants contained in Article III of the First Supplemental Indenture.

           SECTION 2.1 Limitations on Incurrence of Debt.

     (a) The Company will not, and will not permit any Subsidiary to, incur additional Indebtedness if, immediately after the incurrence of such additional Indebtedness the Company’s Debt to Total Assets Ratio, calculated on a consolidated basis, would exceed sixty percent (60%), measured as of the end of the most recent fiscal year or calendar quarter.

     (b) The Company shall not, and shall not permit any Subsidiary to, incur any Indebtedness if the Company’s Debt Service Coverage Ratio for the four consecutive fiscal quarters most recently ended prior to the date on which such additional Indebtedness is to be incurred shall have been less than 1.5 to 1, calculated on a pro forma basis after giving effect to the issuance of the Notes and the application of the proceeds therefrom, and calculated on the assumption that the Notes and any other Indebtedness incurred by the Company since the first day of the four-quarter period and the application of the proceeds therefrom (including to refinance other Indebtedness since the first day of the four-quarter period) had occurred on the first day of the period.

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     (c) The Company will not, and will not permit any Subsidiary to, incur additional Indebtedness secured by any Lien upon any of the property of the Company or any Subsidiary if, immediately after the incurrence of such additional Indebtedness the Company’s Secured Debt to Total Assets Ratio calculated on a consolidated basis, would exceed forty percent (40%), measured as of the end of the most recent fiscal year or calendar quarter.

     SECTION 2.2 Maintenance of Unencumbered Total Assets.

     The Company and its Subsidiaries shall at all times maintain Unencumbered Total Assets in an amount not less than one-hundred fifty percent (150%) of the aggregate outstanding principal amount of the Company’s and its Subsidiaries’ consolidated unsecured Indebtedness.

     SECTION 2.3 Restriction on Subsidiary Indebtedness and Preferred Stock.

     (a) The Company shall not permit the Partnership or any Subsidiary (i) to incur unsecured Indebtedness, except for Indebtedness payable to the Company or (ii) to guarantee unsecured Indebtedness, unless in each case the Notes will rank pari passu, with such Indebtedness.

     (b) The Company shall not permit the Partnership to issue, other than to the Company, preferred units of partnership interest in the Partnership, unless the Notes will rank senior to any such preferred units.

     (c) If the Partnership issues its Guarantee of the Notes in accordance with Section 3.1 of the Base Indenture, such Guarantee shall be deemed to satisfy the foregoing conditions. Notwithstanding the foregoing, the Company and the Trustee agree that the satisfaction of the provisions of the immediately preceding sentence shall not be the exclusive means of satisfying the restrictions set forth in Section 2.3(a) and 2.3(b) of this Supplemental Indenture.

     (d) The Partnership issued its Guarantee of the Notes in accordance with Section 3.1 of the Base Indenture, pursuant to the Third Supplemental Indenture.

     SECTION 2.4 Provision of Financial Information.

     (a) If the Company shall be required to file reports with the SEC pursuant to Section 13 or 15(d) of the Exchange Act, it will file such reports by the required date and, within 15 days of such date, deliver copies of all such reports to the Trustee for, and transmit a copy to, each holder of the Notes. If the Company is not required to file reports with the SEC pursuant to Section 13 or 15(d) of the Exchange Act, it will deliver to the Trustee and transmit to each holder of the Notes reports that contain substantially the same kind of information that would have been included in annual and quarterly reports filed with the SEC had the Company been required to file such reports, such information to be delivered or transmitted within 15 days after the same would have been required to be filed with the SEC had the Company been required to file such reports.

     (b) Notwithstanding the foregoing, if the Company is not required to file reports with the SEC because information about the Company is contained in the reports filed by another entity with the SEC, the delivery to the Trustee for the Notes of the reports filed by such entity with the

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SEC and the transmittal by mail to all holders of the Notes of each annual and quarterly report filed with the SEC by such entity within the time periods set forth in the preceding sentence shall be deemed to satisfy the Company’s obligations to provide financial information under the applicable provisions of the Base Indenture.

ARTICLE III

MISCELLANEOUS PROVISIONS

     SECTION 3.1 Ratification and Incorporation of Indenture.

     As supplemented and modified by this Supplemental Indenture, the Indenture is in all respects ratified and confirmed, and the Indenture together with this Supplemental Indenture shall be read, taken and construed as one and the same instrument.

     SECTION 3.2 Governing Law.

     This Supplement shall be governed by, and construed in accordance with, the laws of the state of New York (without giving effect to the conflicts of laws principles thereof).

     SECTION 3.3 Counterparts.

     This Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original; but such counterparts shall together constitute but one and the same instrument.

     SECTION 3.4 Entire Agreement.

     This Supplemental Indenture, together with the Indenture, constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and fully supersedes any prior or contemporaneous agreements relating to such subject matter.

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     IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the day and year first above written.

[Fourth Supplemental Trust Indenture]

Schedule III — Real Estate and Accumulated Depreciation
Capital Automotive REIT
December 31, 2004