<PAGE>
                  SECURITIES AND EXCHANGE COMMISSION 
 
                         Washington, DC 20549 
 
                              FORM 10-Q 
 
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE 
    SECURITIES EXCHANGE ACT OF 1934 
 
For the quarterly period ended October 31, 1996 
 
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
    SECURITIES EXCHANGE ACT OF 1934 
 
For the transition period from_______ to _________ 
                    Commission File Number 0-12994 
 
                       Nordstrom Credit, Inc. 
    ______________________________________________________ 
    (Exact name of Registrant as specified in its charter) 
 
               Colorado                          91-1181301 
    ______________________________             ________________ 
    (State or other jurisdiction of             (IRS Employer 
    incorporation or organization)            Identification No.) 
 
          13531 East Caley, Englewood, Colorado  80111  
       ____________________________________________________ 
       (Address of principal executive offices)  (Zip code) 
 
Registrant's telephone number, including area code:  303-397-4700 
 
 
     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 
                            ____         ____ 
 
     On December 10, 1996 Registrant had 10,000 shares of Common stock  
($.50 par value) outstanding; all such shares are owned by Registrant's  
parent, Nordstrom, Inc. 
 
     The Registrant meets the conditions set forth in General  
Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this  
form with the reduced disclosure format. 
 
 
  
 
                           page 1 of 8 
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                    NORDSTROM CREDIT, INC. 
                    ---------------------- 
                            INDEX 
                            -----  
<TABLE>
<CAPTION> 
                                                            Page 
                                                           Number 
                                                           ------ 
<S>                                                        <C>
PART I.  FINANCIAL INFORMATION 
 
    Item 1.  Financial Statements (Unaudited) 
 
        Statements of Earnings 
           Three and nine months ended October 31, 1996 
           and 1995                                            3 
 
        Balance Sheets 
           October 31, 1996 and 1995  
           and January 31, 1996                                4 
 
        Statements of Cash Flows 
           Nine months ended October 31, 1996 
           and 1995                                            5 
 
        Notes to Financial Statements                          6 
 
    Item 2.  Management's Discussion and Analysis of  
             Financial Condition and Results of Operations     7 
 
PART II.  OTHER INFORMATION 
 
    Item 6.  Exhibits and Reports on Form 8-K                  8 
</TABLE> 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
                           page 2 of 8 
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<TABLE>
<CAPTION>
                      NORDSTROM CREDIT, INC. 
                      STATEMENTS OF EARNINGS 
                      (dollars in thousands) 
                           (unaudited) 
 
                                 Three Months         Nine Months 
                               Ended October 31,   Ended October 31, 
                              ------------------  ------------------ 
                                1996      1995      1996      1995 
                              --------  --------  --------  -------- 
<S>                           <C>       <C>       <C>       <C>      
Service charge income          $28,510   $32,716  $ 99,447   $87,374 
Rental income from Nordstrom 
  National Credit Bank             322       261       904       783 
                              --------  --------  --------  -------- 
  Total revenue                 28,832    32,977   100,351    88,157 
  
Expenses: 
  Interest, net                  9,354    11,191    31,288    29,842 
  Service fees paid to  
    Nordstrom National        
    Credit Bank                  6,609     6,906    21,870    22,212 
  Bad debts                          -     2,695     7,520     6,864 
  Other general and 
    administrative                 387       353     1,169     1,059 
                              --------  --------  --------  -------- 
Total expenses                  16,350    21,145    61,847    59,977 
                              --------  --------  --------  -------- 
Earnings before income 
  taxes and extraordinary 
  item                          12,482    11,832    38,504    28,180 
Income taxes                     4,300     4,310    13,900    10,200 
                              --------  --------  --------  -------- 
Earnings before 
  extraordinary item             8,182     7,522    24,604    17,980 
Extraordinary charge related 
  to the early extinguishment 
  of debt, net of income 
  taxes of $900                      -         -     1,452         - 
                               -------   -------   -------   ------- 
Net earnings                   $ 8,182   $ 7,522  $ 23,152   $17,980 
                              ========  ========  ========  ======== 
Ratio of earnings  
  available for fixed  
  charges to fixed charges        2.33      2.06      2.14      1.94 
                              ========  ========  ========  ======== 
<FN> 
These statements should be read in conjunction with the Notes to  
Financial Statements contained herein and in the Nordstrom Credit, Inc. 
Annual Report on Form 10-K for the year ended January 31, 1996. 
 
</TABLE>
 
 
 
 
                           page 3 of 8 
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                      NORDSTROM CREDIT, INC. 
                          BALANCE SHEETS 
                       (dollars in thousands) 
                            (unaudited) 
<TABLE>
<CAPTION> 
                            October 31,  January 31,  October 31, 
                               1996         1996         1995 
                            -----------  -----------  ----------- 
<S>                         <C>          <C>          <C>         
ASSETS 
------ 
Cash and cash equivalents     $    639     $     91     $      2 
 
Customer accounts receivable 
  net of holdback allowance 
  of $22,075, $29,393 and 
  $22,595                      659,920      874,858      802,997 
 
Other accounts receivable        2,668        7,217          947 
 
Property and equipment, net      5,155        5,396        5,480 
 
Other assets                     1,611        2,122        2,243 
                            ----------   ----------   ---------- 
                              $669,993     $889,684     $811,669 
                            ==========   ==========   ========== 
 
LIABILITIES AND INVESTMENT OF NORDSTROM, INC. 
--------------------------------------------- 
Commercial paper              $ 95,890     $182,501     $183,057 
 
Notes payable to bank           50,000       50,000       50,000 
 
Notes payable to  
  Nordstrom, Inc.               14,000       86,000        8,000 
 
Accrued interest, taxes  
  and other                      9,292        9,424       13,358 
 
Long-term debt                 335,000      369,100      369,100 
                            ----------   ----------   ---------- 
  Total liabilities            504,182      697,025      623,515 
 
Investment of  
  Nordstrom, Inc.              165,811      192,659      188,154 
                            ----------   ----------   ---------- 
                              $669,993     $889,684     $811,669 
                            ==========   ==========   ========== 
<FN>
These statements should be read in conjunction with the Notes to  
Financial Statements contained herein and in the Nordstrom Credit, Inc. 
Annual Report on Form 10-K for the year ended January 31, 1996. 
</TABLE>
 
 
 
                           page 4 of 8 
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                      NORDSTROM CREDIT, INC. 
                     STATEMENTS OF CASH FLOWS 
                      (dollars in thousands) 
                          (unaudited) 
<TABLE>
<CAPTION>
                                                  Nine Months 
                                               Ended October 31, 
                                              ------------------ 
                                                1996      1995 
                                              --------  -------- 
<S>                                           <C>       <C>      
OPERATING ACTIVITIES: 
  Earnings before extraordinary item          $ 24,604  $ 17,980 
  Adjustments to reconcile net earnings 
    to net cash provided by operating 
    activities: 
    Extraordinary charge related to early 
      extinguishment of debt, net of 
      income taxes of $900                      (1,452)        - 
    Depreciation and amortization                  995       563 
    Change in: 
      Other accounts receivable                  4,549     3,860 
      Accrued interest, taxes and other           (132)    2,395 
                                              --------  -------- 
Net cash provided by operating activities       28,564    24,798  
                                              --------  -------- 
 
INVESTING ACTIVITIES: 
  Decrease (increase) in investment in 
    customer accounts receivable, net           12,050  (146,733) 
  Additions to property and equipment, net          (2)      (33) 
                                              --------  -------- 
Net cash provided by (used in) 
  investing activities                          12,048  (146,766) 
                                              --------  -------- 
 
FINANCING ACTIVITIES: 
  Sale of customer accounts  
    receivable to Nordstrom, Inc.              202,888         - 
 (Decrease) increase in commercial paper       (86,611)  145,669 
  Decrease in notes payable to                  
    Nordstrom, Inc.                            (72,000) (140,000) 
  Proceeds from issuance of long-term 
    debt                                        57,759   140,861 
  Principal payments on long-term debt         (92,100)  (25,000) 
  Cash dividend paid to Nordstrom, Inc.        (50,000)        -  
                                              --------  -------- 
Net cash (used in) provided by 
  financing activities                         (40,064)  121,530 
                                              --------  -------- 
                                                
Net increase (decrease) in cash and 
  cash equivalents                                 548      (438) 
Cash and cash equivalents  
  at beginning of period                            91       440 
                                              --------  -------- 
Cash and cash equivalents at end of period    $    639  $      2 
                                              ========  ======== 
<FN>
These statements should be read in conjunction with the Notes to  
Financial Statements contained herein and in the Nordstrom Credit, Inc.  
Annual Report on Form 10-K for the year ended January 31, 1996. 
</TABLE>
                             page 5 of 8 

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                         NORDSTROM CREDIT, INC. 
                     NOTES TO FINANCIAL STATEMENTS 
                              (unaudited) 
 
Note 1: 
 
The balance sheets of Nordstrom Credit, Inc. (the "Company") as of October 31,
1996 and 1995, and the related statements of earnings and cash flows for the  
periods then ended, have been prepared from the accounts without audit. 
 
The financial information is applicable to interim periods and is not  
necessarily indicative of the results to be expected for the year ending  
January 31, 1997. 
 
It is not considered necessary to include detailed footnote information  
as of October 31, 1996 and 1995.  The financial statements should be  
read in conjunction with the Notes to Financial Statements contained in  
the Nordstrom Credit, Inc. Annual Report on Form 10-K for the year ended  
January 31, 1996. 
 
In the opinion of management, the financial information includes all  
adjustments (consisting only of normal, recurring adjustments) necessary  
to present fairly the financial position of Nordstrom Credit, Inc. as of  
October 31, 1996 and 1995, and the results of its operations and cash  
flows for the periods then ended, in accordance with generally accepted  
accounting principles applied on a consistent basis. 
 
Certain reclassifications of prior year balances have been made for 
consistent presentation. 
 
Note 2: 
 
During the first quarter of 1996, the Company elected to prepay $43,100 
of its 9.375% sinking fund debentures in order to take advantage of lower
short-term interest rates.  This resulted in an extraordinary charge of 
$1,452, net of applicable income taxes of $900.  The premium paid has not 
been included as a fixed charge for the calculation of the ratio of 
earnings available for fixed charges to fixed charges. 






 
 
 
 






                             page 6 of 8 
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Note 3: 
 
On August 15, 1996, the Company sold substantially all of its outstanding VISA 
receivables (approximately $203,000) to Nordstrom, Inc. ("Nordstrom") in 
connection with a securitization of the receivables.  Nordstrom then sold the 
receivables to Nordstrom National Credit Bank ("the Bank"), which transferred 
the receivables to the Nordstrom Credit Card Master Trust ("the Trust") in 
return for certificates representing undivided interests in the Trust.  A 
Class A certificate with a market value of $186,600 was sold to a third party,
and a Class B certificate was purchased by the Company at an approximate 
market value of $9,000.  The Class B certificate has a stated principal amount
of $9,900, bears interest at 6.5%, and is subordinated to the Class A 
certificate.  The Company also purchased from the Bank a portion of its 
investment in the Trust (the "Seller's Interest") at an approximate market 
value of $4,100.  The Bank retains the remaining Seller's Interest, and will 
continue to service all of the receivables on behalf of the Trust.   
 
As a result of the securitization of the receivables, the VISA Operating 
Agreement dated May 1, 1994 between the Company and the Bank has been 
terminated, and the Company no longer purchases and finances VISA receivables 
generated through the use of the Bank's VISA card, except to the extent of its 
investment in the Class B certificate and the Seller's Interest.  The Bank 
securitizes all new VISA receivables through the Trust, and may from time to 
time sell to the Company additional portions of the Seller's Interest, 
depending on its cash flow needs.  The Company's investment in the Class B 
certificate and the Seller's Interest totals approximately $16,000 at October 
31, 1996, and is included in customer accounts receivable. 
 
Pursuant to the terms of operative documents of the Trust, in certain events 
the Company may be required to fund certain amounts pursuant to a recourse 
obligation for credit losses.  Based on current cash flow projections, the 
Company does not believe any additional funding will be required. 
 
Item 2.  Management's Discussion and Analysis of Financial  
         Condition and Results of Operations 
 
Service charge income increased for the nine month period when compared to the
same period in 1995, primarily due to a larger volume of  receivables 
outstanding.  Service charge income decreased for the quarter when compared to
the same period in 1995, primarily due the securitization of the VISA 
receivables which is described in Note 3 to the financial statements, under 
Part 1, Item 1. 
 
Interest expense decreased for the quarter when compared to the same period in
1995, due primarily to lower levels of debt outstanding. 
 
Bad debt expense decreased for the quarter when compared to the same period in
1995, due to the securitization of the VISA receivables. 
 
 
 
 
 
 
                             page 7 of 8 
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                    PART II - OTHER INFORMATION 
                    --------------------------- 
 
Item 6.  Exhibits and Reports on Form 8-K 
 
(a)      Exhibits 
         -------- 
 (10.1)  Agreement to terminate the Operating Agreement for VISA 
         Accounts and Receivables dated May 1, 1994 between  
         Registrant and Nordstrom National Credit Bank, dated 
         August 14, 1996. 
 
 (10.2)  Amendment to the Credit Agreement dated June 23, 1995 between 
         Registrant and a group of commercial banks, dated June 30, 1996. 
  
 (10.3)  Series 1996-A Supplement to Master Pooling and Servicing
         Agreement dated August 14, 1996 between Nordstrom National
         Credit Bank, Nordstrom Credit, Inc. and Norwest Bank Colorado,
         National Association is filed in paper format under Form SE.

 (27.1)  Financial Data Schedule is filed herewith electronically. 
 
(b)      Reports on Form 8-K 
         ------------------- 
    
No reports on Form 8-K were filed during the quarter for which 
this report is filed. 
 
 
 
 
                           SIGNATURES 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the  
Registrant has duly caused this report to be signed on its behalf by the  
undersigned thereunto duly authorized. 
 
                    NORDSTROM CREDIT, INC. 
                        (Registrant) 
 
 
 
                       /s/         John A. Goesling 
                       __________________________________________ 
                       John A. Goesling, Executive Vice President 
                                      and Treasurer 
                      (Principal Financial and Accounting Officer) 
 
Date:  December 12, 1996 
     ___________________ 
 
 
 
 
 
 
 
 
 
                             page 8 of 8 
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<CAPTION>
                               EXHIBIT INDEX 
 
           EXHIBIT                                     METHOD OF FILING 
---------------------------------               ------------------------------ 
<S>   <C>                                       <C>
10.1  Termination Agreement dated               Filed herewith electronically. 
       August 14, 1996 between 
       Registrant and Nordstrom 
       National Credit Bank. 
 
10.2  Amendment to the Credit Agree-            Filed herewith electronically. 
       ment dated June 23, 1995  
       between Registrant and a group 
       of commercial banks, dated 
       June 30, 1996. 

10.3  Series 1996-A Supplement to Master     P  Filed in paper format under
       Pooling and Servicing Agreement          Form SE.

27.1  Financial Data Schedule                   Filed herewith electronically. 

</TABLE>