8-A12B 1 a2148861z8-a12b.htm 8-A12B
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN
CLASSES OF SECURITIES PURSUANT
TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934

TOYOTA MOTOR CREDIT CORPORATION
(Exact name of registrant as specified in its charter)

California
(State or other jurisdiction of
incorporation or organization)		   95-3775816
(I.R.S. Employer Identification No.)

 
 
 
19001 So. Western Avenue, Torrance, California
(Address of Principal Executive Offices)		   90501
(Zip Code)

 
 
 
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. ý   If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box. o

 
 
 
Securities Act registration statement file number to which this form relates:    333-84692

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

 
 
 
Title of Each Class
to be so Registered		   Name of Each Exchange on Which
Each Class is to be Registered

 
 
 
Three Month LIBOR Minus 0.03% Medium-Term Notes
Due December 22, 2005
   New York Stock Exchange
                             

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

 
 
 
None
(Title of class)
     


INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant's Securities to be Registered.

        The securities to be registered hereunder are $100,000,000 principal amount of Three Month LIBOR Minus 0.03% Medium-Term Notes of Toyota Motor Credit Corporation maturing December 22, 2005. Incorporated herein by reference is the description of these debt securities contained in the Prospectus dated April 3, 2002, the Prospectus Supplement thereto dated April 4, 2002 and the Pricing Supplement dated December 17, 2003, all comprising parts of the Registration Statement of Toyota Motor Credit Corporation (File No. 333-84692) declared effective by the Securities and Exchange Commission on April 3, 2002 (the "Registration Statement").


Item 2. Exhibits.

The following exhibits are filed as part of this report:

Exhibit
Numbers
   Description of Document
1.1   Specimen of note representing Toyota Motor Credit Corporation's $100,000,000 principal amount of Three Month LIBOR Minus 0.03% Medium-Term Notes Due December 22, 2005.

1.2
 
Indenture dated as of August 1, 1991 between Toyota Motor Credit Corporation and JPMorgan Chase Bank (as successor to The Chase Manhattan Bank, N.A.) (incorporated herein by reference to Exhibit 4.2(a) of the Registration Statement).

1.3
 
First Supplemental Indenture dated as of October 1, 1991 among Toyota Motor Credit Corporation, Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company) and JPMorgan Chase Bank (as successor to The Chase Manhattan Bank, N.A.) (incorporated herein by reference to Exhibit 4.2(b) of the Registration Statement).

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SIGNATURE

        Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

    TOYOTA MOTOR CREDIT CORPORATION

 
 
 
 
    By: /s/  GEORGE E. BORST      
George E. Borst
President and Chief Executive Officer

 
 
 
 
Dated:  December 20, 2004      
       

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INFORMATION REQUIRED IN REGISTRATION STATEMENT
SIGNATURE