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Pricing Supplement dated August 14, 1996 Rule 424(b)(3)
(To Prospectus dated March 9, 1994 and File No. 33-52359
Prospectus Supplement dated March 9, 1994
TOYOTA MOTOR CREDIT CORPORATION
Medium-Term Note - Floating Rate
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Principal Amount: $10,000,000 Trade Date: August 14, 1996
Issue Price: 100% Original Issue Date: August 28, 1996
Initial Interest Rate: See "Additional Net Proceeds to Issuer: $10,000,000
Terms of the Notes" Principal's Discount
Interest Payment Period: Quarterly or Commission: 0.0%
Stated Maturity Date: August 28, 2006
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Calculation Agent: Bankers Trust Company
Interest Calculation:
[X] Regular Floating Rate Note [ ] Floating Rate/Fixed Rate Note
[ ] Inverse Floating Rate Note (Fixed Rate Commencement
(Fixed Interest Rate): Date):
[ ] Other Floating Rate Note (Fixed Interest Rate):
(see attached)
Interest Rate Basis: [ ] CD Rate [ ] Commercial Paper Rate [ ] Prime Rate
[ ] Eleventh District Cost of Funds Rate [ ] Federal Funds Rate
[X] LIBOR [ ] Treasury Rate [ ] Other (see attached)
If LIBOR, Designated LIBOR Page: [ ] Reuters Page:
[x] Telerate Page: 3750
Initial Interest Reset Date: November 28, 1996 Spread (+/-): +.55%
Interest Rate Reset Period: Quarterly Spread Multiplier: N/A
Interest Reset Dates: November 28, Maximum Interest Rate: 9.0%
February 28, May 28 and August 28
Interest Payment Dates: November 28, Minimum Interest Rate: N/A
February 28, May 28, and August 28, commencing Index Maturity: 3 month
November 28, 1996 Index Currency: U.S. dollars
Day Count Convention:
[ ] 30/360 for the period from to
[X] Actual/360 for the period from 8/28/96 to 8/28/2006
[ ] Other (see attached) to
Redemption:
[ ] The Notes cannot be redeemed prior to the Stated Maturity Date.
[X] The Notes may be redeemed prior to Stated Maturity Date.
Initial Redemption Date: August 28, 1997
Initial Redemption Percentage: 100%
Annual Redemption Percentage Reduction: N/A
Repayment:
[x] The Notes cannot be repaid prior to the Stated Maturity Date.
[ ] The Notes can be repaid prior to the Stated Maturity Date at the option
of the holder of the Notes.
Optional Repayment Date(s):
Repayment Price: %
Currency:
Specified Currency: U.S. dollars
(If other than U.S. dollars, see attached)
Minimum Denominations:
(Applicable only if Specified Currency is other than U.S. dollars)
Original Issue Discount: [ ] Yes [x] No
Total Amount of OID:
Yield to Maturity:
Initial Accrual Period:
Form: [x] Book-entry [ ] Certificated
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Chase Securities Inc.
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Additional Terms of the Notes
The Initial Interest Rate for The Medium-Term Notes offered by
this pricing supplement will be equal to LIBOR determined on August 26,
1996 plus 0.55%.
Notwithstanding anything contained in the Prospectus or the
Prospectus Supplement to the contrary, the Interest Determination Date
with respect to each Interest Reset Date shall be the second New York
and London Business Day preceding such Interest Reset Date. For
purposes of this pricing supplement, a "New York and London Business
Day" shall mean a day which is both (x) any day other than a Saturday
or Sunday, or any other day on which banks in the City of New York are
generally authorized or obligated by law or executive order to close;
and (y) any day on which dealings in deposits in U.S. dollars are
transacted in the London interbank market.
Redemption
The Notes are subject to redemption by TMCC, in whole but not
in part, on any Interest Payment Date on or after the Initial
Redemption Date stated above, subject to not less than 15 nor more than
60 days' prior notice.
Plan of Distribution
Under the terms of and subject to the conditions of a
Appointment Agreement dated as of May 16, 1996 (the "Agreement"),
between TMCC and Chase Securities Inc., Chase Securities Inc., acting
as principal, has agreed to purchase and TMCC has agreed to sell the
Notes at 100.00% of their principal amount. Chase Securities Inc. may
resell the Notes to one or more investors or to one or more broker-
dealers (acting as principal for the purposes of resale) at varying
prices related to prevailing market prices at the time of resale, as
determined by Chase Securities Inc.
Under the terms and conditions of the Agreement, Chase
Securities Inc. is committed to take and pay for all of the Notes
offered hereby if any are taken.
Affiliates of Chase Securities Inc. have in the past and may in
the future engage in general financing and banking transactions with
TMCC and its affiliates.
Certain U.S. Tax Considerations
The following is a summary of certain U.S. federal income tax
consequences of ownership of the Notes. The summary concerns U.S.
Holders (as defined in the Prospectus Supplement) who hold the Notes as
capital assets and does not deal with special classes of holders such
as dealers in securities or currencies, persons who hold the Notes as a
hedge against currency risks or who hedge any currency risks of holding
the Notes, tax-exempt investors, or U. S. Holders whose functional
currency is other than the U.S. dollar or persons who acquire, or for
income tax purposes are deemed to have acquired, the Notes in an
exchange, or for property other than cash. The discussion below is
based upon the Internal Revenue Code of 1986, as amended, and final,
temporary and proposed United States Treasury Regulations. Persons
considering the purchase of the Notes should consult with and rely
solely upon their own tax advisors concerning the application of U.S.
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federal income tax laws to their particular situations as well as any
consequences arising under the laws of any other domestic or foreign
taxing jurisdiction.
Certain other tax consequences of ownership of the Notes are
discussed in the accompanying Prospectus Supplement under the caption
"United States Taxation". Except where otherwise indicated below, this
summary supplements and, to the extent inconsistent, replaces such
discussion under the caption "United States Taxation" in the Prospectus
Supplement.
U.S. Holders. The Notes, which are Floating Rate Notes, are
treated as variable rate debt instruments for income tax purposes. The
stated interest on the Notes, set at a variable rate based on LIBOR
plus .55%, is deemed to be a qualified floating rate for federal income
tax purposes. Therefore, all stated interest on the Notes is deemed to
be qualified stated interest.
Although there is a possibility that the Notes will not be
outstanding until the Stated Maturity Date, the general rule under the
regulations regarding OID is that in determining the yield and maturity
of a debt instrument that provides an issuer with an unconditional
option or options, exercisable on one or more dates during the term of
the debt instrument, that if exercised require payments to be made on
the debt instrument under an alternative schedule, the issuer will be
deemed to exercise such option or combination of options in a manner
that minimizes the yield on the debt instrument. Under the foregoing
rules, the Notes are treated as if they will not be redeemed by TMCC,
and thus as if they were to remain outstanding until the Stated
Maturity Date.
Under the foregoing principles, the amount payable with respect
to a Note at the Floating Interest Rate should be includible in income
by a U.S. Holder as ordinary interest at the time the interest payments
are accrued or are received in accordance with such U.S. Holder's
regular method of tax accounting.
