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

FORM 10-K

(Mark One)

For the fiscal year ended June 30, 2003

OR

For the transition period from                to               

Commission file number  033-84816

AAMES CAPITAL CORPORATION
(Exact name of Registrant as specified in its charter)

(323) 210-5000
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act:

None
(Title of Class)

   Registrant is filing this Annual Report on Form 10-K in a reduced disclosure format pursuant to a No-Action Letter issued to Aames Capital Corporation, dated May 5, 1994.

   Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes /x/ No / /

   Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10K. /x/

   Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes/ / No/X/

   State the aggregate market value of the voting stock held by non-affiliates of the Registrant.

   Not applicable.

   Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the last practicable date.

   Not applicable.

DOCUMENTS INCORPORATED BY REFERENCE

   No annual report to security holders, proxy or information statement or prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933 is incorporated herein by reference.

PART I

Item 1.  Business.

    Not applicable.*

Item 2.  Properties.

    Not applicable.

Item 3.  Legal Proceedings.

    There are no material pending legal proceedings concerning Aames Mortgage Trust 2002-2 other than ordinary routine litigation incidental to the duties of the Sponsor under the related Pooling and Servicing Agreements. The Servicer with respect to  Aames Mortgage Trust 2002-2 is Countrywide Home Loans Servicing LP and the Trustee under the Trust is Deutsche Bank National Trust Company.

Item 4.  Submission of Matters to a Vote of Security Holders.

    No matter was submitted to a vote of Certificateholders and no Certificateholder consent was solicited during the fiscal year covered by this report.

PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters.

    There is no established public trading market for the Registrant's  Mortgage Pass-Through Certificates, Series 2002-2.

    As of June 30, 2003, there was one (1) holder of record of Registrant's publicly registered Mortgage Pass-Through Certificates, Series 2002-2 as the certificates are issued in book-entry form.

    The securitized trust does not pay dividends. Information as to distributions to Certificateholders is provided in Registrant's monthly Form 8-K filings.

Item 6.  Selected Financial Data.

    Not Applicable.

Item 7.  Management's Discussion and Analysis of Financial Condition and Results of Operations.

    Not applicable.

Item 8.  Financial Statements and Supplementary Data.

    Not applicable.

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Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

    There was no change of any independent accounting firm previously engaged with respect to any securitized trusts during the Registrant's two most recent fiscal years.

PART III

Item 10.  Directors and Executive Officers of the Registrant.

    Not applicable.

Item 11.  Executive Compensation.

    Not applicable.

Item 12.  Security Ownership of Certain Beneficial Owners and Management.

    Not applicable.

Item 13.  Certain Relationships and Related Transactions.

    Not applicable.

Item 14. Principal Accounting Fees and Services

        Not applicable.

PART IV

Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K.

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SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Aames Capital Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on be half of Aames Capital Corporation and in the capacities and on the dates indicated.

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SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS
FILED PURSUANT TO SECTION 15(d) BY REGISTRANTS
WHICH HAVE NOT REGISTERED SECURITIES
PURSUANT TO SECTION 12 OF THE ACT

No annual or proxy material has been sent to Certificateholders

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