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Pricing Supplement dated January 21, 1997 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 - Fixed Rate
________________________________________________________________________________
Principal Amount: $15,000,000 Trade Date: January 21, 1997
Issue Price: 100% Original Issue Date: February 5, 1997
Interest Rate: 7.20% Net Proceeds to Issuer: $15,000,000
Interest Payment Dates: Monthly on the 5th Principal's Discount or
of each month, commencing March 5, 1997 Commission: 0.0%
Stated Maturity Date: February 5, 2007
________________________________________________________________________________
Day Count Convention:
[x] 30/360 for the period from February 5, 1997 to February 5, 2007
[ ] Actual/365 for the period from to
[ ] 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: February 5, 1998
Initial Redemption Percentage: 100%
Annual Redemption Percentage Reduction: Not applicable
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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Smith Barney Inc.
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ADDITIONAL TERMS OF THE NOTES
Redemption
The Notes are subject to redemption by TMCC, in whole but
not in part, on the Initial Redemption Date stated above and on
each August 5 and February 5 thereafter up to, but excluding, the
Stated Maturity Date, subject to not less than 20 nor more than
60 calendar days' prior notice.
Plan of Distribution
Under the terms of and subject to the conditions of an
Appointment Agreement dated as of February 9, 1996 (the
"Agreement") and an Appointment Agreement Confirmation dated
January 21, 1997, TMCC and Smith Barney Inc., Smith Barney Inc.,
acting as principal, has agreed to purchase and TMCC has agreed
to sell the Notes at 100.0% of their principal amount. Smith
Barney Inc. proposes to offer the Notes at an initial public
offering price of 100% of the principal amount thereof. After the
Notes are released for sale to the public, the offering price may
from time to time be varied by Smith Barney Inc.
Under the terms and conditions of the Agreement, Smith
Barney Inc. is committed to take and pay for all of the Notes
offered hereby if any are taken.
Certain U.S. Tax Considerations
The following is a summary of the principal 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. 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.
Except where otherwise indicated below, this summary
supplements and, to the extent inconsistent, replaces the
discussion under the caption "United States Taxation" in the
Prospectus Supplement.
U.S. Holders. 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,
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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 Fixed 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.
