Deutsche Bank AG
Taunusanlage 12, D-60325
Frankfurt am Main
Federal Republic of Germany



Jeffrey A. Ruiz
Vice President
Telephone: (212) 250-3667


                                               February 26, 2004


Securities and Exchange Commission
SEC Document Control
450 Fifth Street, N.W.
Washington, DC  20549
Attn:  Filing Desk


Dear Sir or Madame:

         Re:  Filing of Schedule 13G -  CarrAmerica Realty Corp.


Pursuant to Rule 13d-1 of the Securities Exchange Act of 1934, attached is one
copy of Schedule 13G with respect to the common stock of the above referenced
corporation.

Please acknowledge your receipt of the Schedule 13G by return e-mail
confirmation.

                                                      Sincerely,



                                                      Jeffrey A. Ruiz








Enclosures




                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13G

                               (Amendment No. 3*)

                    Under the Securities Exchange Act of 1934

                            CarrAmerica Realty Corp.
                    ---------------------------------------
                                 NAME OF ISSUER:

                         Common Stock ($0.001 Par Value)
                    ---------------------------------------
                          TITLE OF CLASS OF SECURITIES

                                    144418100
                    ---------------------------------------
                                  CUSIP NUMBER


                                December 31, 2003
                    ---------------------------------------
            (Date of Event Which Requires Filing of this Statement)


         Check the appropriate box to designate the rule pursuant to which this
         Schedule is filed:

                                [X] Rule 13d-1(b)

                                [ ] Rule 13d-1(c)

                                [ ] Rule 13d-1(d)




* This amendment is submitted to correct an unintentional overstatement of the
securities beneficially owned by the Reporting Person, as set forth in the
Schedule 13G previously filed by the Reporting Person on February 6, 2004.






1. NAME OF REPORTING PERSONS
    S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

         Deutsche Bank AG*

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

          (A) [ ] (B) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

    Federal Republic of Germany

NUMBER OF         5.       SOLE VOTING POWER
SHARES                     2,980,894
BENEFICIALLY      6.       SHARED VOTING POWER
OWNED BY
EACH              7.       SOLE DISPOSITIVE POWER
REPORTING                   3,180,794
PERSON WITH       8.       SHARED DISPOSITIVE POWER


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         3,180,794

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES
                    [  ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         6.05 %

12. TYPE OF REPORTING PERSON

         HC, CO,

* In accordance with Securities Exchange Act Release No. 39538 (January 12,
1998), this amended filing reflects the securities beneficially owned by the
Private Clients and Asset Management business group ("PCAM") of Deutsche Bank AG
and its subsidiaries and affiliates (collectively, "DBAG"). This filing does not
reflect securities, if any, beneficially owned by any other business group of
DBAG. Consistent with Rule 13d-4 under the Securities Exchange Act of 1934
("Act"), this filing shall not be construed as an admission that PCAM is, for
purposes of Section 13(d) under the Act, the beneficial owner of any securities
covered by the filing.




1. NAME OF REPORTING PERSONS
    S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

         RREEF America, L.L.C.

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

          (A) [ ] (B) [ ]


3. SEC USE ONLY


4. CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF         5.       SOLE VOTING POWER
SHARES                     2,962,984
BENEFICIALLY      6.       SHARED VOTING POWER
OWNED BY
EACH              7.       SOLE DISPOSITIVE POWER
REPORTING                  2,962,984
PERSON WITH       8.       SHARED DISPOSITIVE POWER


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         2,962,984

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
    SHARES [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         5.64%

12. TYPE OF REPORTING PERSON

         IA, CO




1. NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

         Deutsche Bank Trust Company Americas

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

          (A) [ ] (B) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF         5.       SOLE VOTING POWER
SHARES                     17,910
BENEFICIALLY      6.       SHARED VOTING POWER
OWNED BY
EACH              7.       SOLE DISPOSITIVE POWER
REPORTING                   17,910
PERSON WITH       8.       SHARED DISPOSITIVE POWER


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         17,910

10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
   SHARES [ ]

11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         0.03%

12. TYPE OF REPORTING PERSON

         BK, CO






1. NAME OF REPORTING PERSONS
     S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

         Deutsche Investment Management Americas

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

          (A) [ ] (B) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF         5.       SOLE VOTING POWER
SHARES                     0
BENEFICIALLY      6.       SHARED VOTING POWER
OWNED BY
EACH              7.       SOLE DISPOSITIVE POWER
REPORTING                  199,900
PERSON WITH       8.       SHARED DISPOSITIVE POWER


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         199,900

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
    SHARES [ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

         0.38%

12. TYPE OF REPORTING PERSON

         IA, CO





Item 1(a).      Name of Issuer:

                CarrAmerica Realty Corp.


Item 1(b).      Address of Issuer's Principal Executive Offices:

                The address of the Issuer's principal executive offices is:

                1850 K Street NW Suite 500 Washington, DC 20006


Item 2(a).      Name of Person Filing:

                This statement is filed on behalf of Deutsche Bank AG,
                ("Reporting Person").

Item 2(b).      Address of Principal Business Office or, if none, Residence:

                The principal place of business of the Reporting Person is:

                         Taunusanlage 12, D-60325
                         Frankfurt am Main
                         Federal Republic of Germany

Item 2(c).      Citizenship:

                The citizenship of the Reporting Person is set forth on the
                cover page.

Item 2(d).      Title of Class of Securities:

                The title of the securities is common stock, $0.001 par value
                ("Common Stock").

Item 2(e).      CUSIP Number:

                The CUSIP number of the Common Stock is set forth on the cover
                page.

Item 3.         If this statement is filed pursuant to Rules 13d-1(b), or
                13d-2(b) or (c), check whether the person filing is a:

                (a) [ ] Broker or dealer registered under section 15 of the
                        Act;

                (b) [X] Bank as defined in section 3(a)(6) of the Act;

                          Deutsche Bank Trust Company Americas

                (c) [ ] Insurance Company as defined in section 3(a)(19)
                          of the Act;

                (d) [ ] Investment Company registered under section 8 of the
                        Investment Company Act of 1940;

                (e) [X] An investment adviser in accordance with Rule
                        13d-1(b)(1)(ii)(E); RREEF America, L.L.C.

                           Deutsche Investment Management Americas Inc.

                (f) [ ] An employee benefit plan, or endowment fund in
                        accordance with Rule 13d-1 (b)(1)(ii)(F);

                (g) [X] Parent holding company or control person in
                        accordance with Rule 13d-1 (b)(1)(ii)(G);

                             Deutsche Bank AG

                (h) [ ] A savings association as defined in section
                        3(b) of the Federal Deposit Insurance Act;

                (i) [ ] A church plan that is excluded from the
                        definition of an investment company under section
                        3(c)(14) of the Investment Company Act of 1940;

                (j) [ ] Group, in accordance with Rule 13d-1
                        (b)(1)(ii)(J).

Item 4.         Ownership.

                (a) Amount beneficially owned:

                    The Reporting Person owns the amount of the Common Stock
                    as set forth on the cover page.

                (b) Percent of class:

                    The Reporting Person owns the percentage of the Common
                    Stock as set forth on the cover page.

                (c) Number of shares as to which such person has:

                    (i) sole power to vote or to direct the vote:

                        The Reporting Person has the sole power to vote or
                        direct the vote of the Common Stock as set forth on
                        the cover page.

                   (ii) shared power to vote or to direct the vote:

                        The Reporting Person has the shared power to vote or
                        direct the vote of the Common Stock as set forth on
                        the cover page.

                  (iii) sole power to dispose or to direct the disposition of:

                        The Reporting Person has the sole power to dispose or
                        direct the disposition of the Common Stock as set
                        forth on the cover page.

                  (iv) shared power to dispose or to direct the disposition of:

                       The Reporting Person has the shared power to dispose
                       or direct the disposition of the Common Stock as set
                       forth on the cover page.

Item 5.         Ownership of Five Percent or Less of a Class.

                   Not applicable.


Item 6.         Ownership of More than Five Percent on Behalf of Another Person.

                  Not applicable.

Item 7.         Identification and Classification of the Subsidiary Which
                Acquired the Security Being Reported on by the Parent Holding
                Company.


                   Subsidiary                           Item 3 Classification
                  -----------------------------------------------------------

                  RREEF America, L.L.C.                     Investment Advisor

                  Deutsche Bank Trust Company Americas      Bank

                  Deutsche Investment Management            Investment Advisor
                                  Americas Inc.


Item 8.         Identification and Classification of Members of the Group.

                Not applicable.

Item 9.         Notice of Dissolution of Group.

                Not applicable.



Item 10.      Certification.

By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.






                                       SIGNATURE

                  After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.

Dated: 2/26/04


                                            DEUTSCHE BANK AG


                                            By: /s/ Jeffrey A. Ruiz
                                            Name: Jeffrey A. Ruiz
                                            Title: Vice President

                                            By: /s/ Pasquale Antolino
                                            Name: Pasquale Antolino
                                            Title: Associate








                                       SIGNATURE

                  After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.

Dated: 2/26/04


                                             RREEF America, L.L.C.

                                             By: /s/ Mark Zeisloft
                                             Name: Mark Zeisloft
                                             Title:  Vice President








                                        SIGNATURE

                  After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.

Dated: 2/26/04


                                  Deutsche Investment Management Americas Inc.

                                      By: /s/ Jeffrey A Ruiz
                                      Name: Jeffrey A Ruiz
                                      Title:  Vice President







                                        SIGNATURE

                  After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.

Dated: 2/26/04


                                        Deutsche Bank Trust Company Americas

                                          By: /s/ Jeffrey A Ruiz
                                          Name: Jeffrey A Ruiz
                                          Title:  Vice President