424B3 1 mtn619.txt Pricing Supplement dated November 22, 2005 Rule 424(b)(3) (To Prospectus dated April 2, 2004 and File No. 333-113680 Prospectus Supplement dated April 2, 2004) TOYOTA MOTOR CREDIT CORPORATION Medium-Term Note, Series B - Floating Rate _____________________________________________________________________________________ Principal Amount: $50,000,000 Trade Date: November 22, 2005 Issue Price: See "Additional Terms of the Original Issue Date: November 29, 2005 Notes - Plan of Distribution" Initial Interest Rate: See "Additional Net Proceeds to Issuer: $50,000,000 Terms of the Notes - Interest" Principal's Discount Interest Payment Period: Monthly or Commission: See "Additional Terms Stated Maturity Date: November 29, 2007 of the Notes - Plan of Distribution" ______________________________________________________________________________________ Calculation Agent: Deutsche Bank Trust Company Americas 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 [ ] LIBOR [ ] Treasury Rate [X] Other (2-Year CMS Rate - see attached) If LIBOR, Designated LIBOR Page: [ ] Reuters Page: [ ] Telerate Page: 3750 Initial Interest Reset Date: December 29, 2005 Spread (+/-): -0.27% Interest Rate Reset Period: Monthly Spread Multiplier: N/A Interest Reset Dates: the 29th of each Maximum Interest Rate: N/A calendar month, commencing December 29, 2005; Minimum Interest Rate: 0.0% February reset date is the 28th of that month Interest Payment Dates: the 29th of each Index Maturity: Daily calendar month, commencing December 29, 2005; Index Currency: U.S. dollars February payment date is the 28th of that month Day Count Convention: [X] 30/360 for the period from November 29, 2005 to November 29, 2007 [ ] Actual/360 for the period from to [ ] Other (see attached) Redemption: [X] The Notes cannot be redeemed prior to the Stated Maturity Date. [ ] The Notes may be redeemed prior to Stated Maturity Date. Initial Redemption Date: N/A Initial Redemption Percentage: N/A 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
___________________________ MORGAN STANLEY ADDITIONAL TERMS OF THE NOTES Further Authorizations Effective June 16, 2005, in supplement to the $7,000,000,000 aggregate principal amount (or the equivalent thereof in one or more foreign or composite currencies) of its Medium-Term Notes which TMCC was authorized to offer as of April 2, 2004, TMCC authorized the offer and issuance from time to time of an additional $5,500,000,000 aggregate principal amount of its Medium-Term Notes. Interest The Initial Interest Rate for the Medium-Term Notes offered by this pricing supplement will be equal to the 2-Year CMS Rate on November 25, 2005 minus 0.27%. The Interest Rate with respect to each subsequent Interest Reset Date will be equal to the 2-Year CMS Rate on the related Interest Determination Date minus 0.27%. The Interest Determination Date with respect to the Notes will be two Business Days immediately prior to each related Interest Reset Date. "2-Year CMS Rate" is the rate for U.S. dollar swaps with a constant maturity of 2 years, expressed as a percentage, as published by the Federal Reserve Board in the Federal Reserve Statistical Release H.15 and which appears on the Reuters Screen ISDAFIX1 Page (rounded to the nearest third decimal place (one thousandth of a percentage point)) as of 11:00 a.m., New York City time; provided that if such rate or a successor thereto is not provided, the method of calculating such rate has been changed in a material way or Reuters Screen ISDAFIX1 Page or an equivalent publication source is not displayed, then the 2-Year CMS Rate will be determined by the calculation agent in good faith and in a commercially reasonable manner. Minimum Denomination Each Note will be issued in a minimum denomination of $50,000 and in $1,000 increments thereafter. Plan of Distribution Under the terms of and subject to the conditions of a terms agreement under a Distribution Agreement dated April 2, 2004 between TMCC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse First Boston LLC, J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated ("Morgan Stanley") (the "Agreement"), Morgan Stanley, acting as principal, has agreed to purchase and TMCC has agreed to sell the Notes at 100% of their principal amount. Morgan Stanley 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 Morgan Stanley. Morgan Stanley will receive a discount or commission equal to the difference between the resale prices and the proceeds to TMCC. Under the terms and conditions of the Agreement, Morgan Stanley is committed to take and pay for all of the Notes offered hereby if any are taken.