exv10w2






Exhibit 10.2









SWAP TRANSACTION CONFIRMATION








	 	 	 
	Date:
	 	December 22, 2009
	 
	To:
	 	Nordstrom, Inc.
(“Counterparty”)
	 
	Address:
	 	1617 6TH AVENUE SUITE 500
	 
	 	SEATTLE WA
	 
	 	98101 USA
	 
	Email:
	 	Robert.Sari@Nordstrom.com
	 
	Attention:
	 	Robert Sari
	 
	From:
	 	Wachovia Bank, N.A.
(“Wachovia”)
	 
	Ref. No:
	 	4220047






Dear Robert Sari:




This confirms the terms of the Transaction described below between Counterparty and Wachovia. The
definitions and provisions contained in the 2006 ISDA Definitions, as published by the
International Swaps and Derivatives Association, Inc., are incorporated into this Confirmation. In
the event of any inconsistency between those definitions and provisions and this Confirmation, this
Confirmation will govern. Fixed Amounts and Floating Amounts for each applicable Payment Date
hereunder will be calculated in accordance with the ISDA Definitions, and if any Fixed Amount and
Floating Amount are due for the same Payment Date hereunder, then those amounts shall not be
payable and instead the Fixed Rate Payer shall pay the positive difference, if any, between the
Fixed Amount and the Floating Amount, and the Floating Rate Payer shall pay the positive
difference, if any, between the Floating Amount and the Fixed Amount.




1. The terms of the particular Transaction to which the Confirmation relates are as follows:




	 	 	 	 	 	 	 
	Transaction Type:
	 	Interest Rate Swap
	 
	Currency for Payments:
	 	U.S. Dollars
	 
	Notional Amount:
	 	USD 250,000,000.00
	 
	Term:
	 	 
	 
	Trade Date:
	 	December 21, 2009
	 
	Effective Date:
	 	December 23, 2009
	 
	Termination Date:
	 	January 15, 2018, subject to adjustment in accordance with the Following Business Day Convention for all purposes, except as otherwise stated below.
	 
	 	 
	Fixed Amounts:
	 	 
	 
	 	 
	Fixed Rate Payer:
	 	Wachovia
	 
	Period End Dates:
	 	Semi-annually on the 15th of each January and July commencing January 15, 2010, through and including the Termination Date; No Adjustment.
	 
	Payment Dates:
	 	Semi-annually on the 15th of each January and July commencing January 15, 2010, through and including the Termination Date, subject to






Wachovia: 4220047




 









 






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	 	adjustment in accordance with the Following Business Day Convention; provided that the Fixed Rate Payer Period End Dates shall be subject to No Adjustment.
	 
	Business Day Convention:
	 	Following
	 
	Business Day:
	 	London and New York
	 
	Fixed Rate:
	 	6.25%
	 
	Fixed Rate Day Count Fraction:
	 	30/360
	 
	 	 
	 
	Floating Amounts:
	 	 
	 
	 	 
	 
	Floating Rate Payer:
	 	Counterparty
	 
	Period End Dates:
	 	Semi-annually on the 15th of each January and July commencing January 15, 2010, through and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention.
	 
	Payment Dates:
	 	Semi-annually on the 15th of each January and July commencing January 15, 2010, through and including the Termination Date, subject to adjustment in accordance with the Modified Following Business Day Convention.
	 
	Business Day Convention:
	 	Modified Following
	 
	Business Day:
	 	London and New York
	 
	Floating Rate for initial
	 	0.23188% (excludes Spread)
	 
	Compounding Period:
	 	 
	 
	Floating Rate Option:
	 	USD-LIBOR-BBA
	 
	Designated Maturity:
	 	1 Month
	 
	Spread:
	 	Plus 2.856%
	 
	Floating
Rate Day Count Fraction:
	 	Actual/360
	 
	Floating Rate determined:
	 	Two London Banking Days prior to each Reset Date.
	 
	Reset Dates:
	 	The first day of each Compounding Period.
	 
	Compounding:
	 	Flat Compounding Applicable
	 
	Compounding Dates:
	 	Monthly on the 15th of each month, subject to the Modified Following Business Day Convention
	 
	Rounding convention:
	 	5 decimal places per the ISDA Definitions.






2. The additional provisions of this Confirmation are as follows:




	 	 	 
	Calculation Agent:
	 	Wachovia
	 
	Payment Instructions:
	 	Wachovia Bank, N.A.
	 
	 	CIB Group, ABA 053000219
	 
	 	Ref: Derivative Desk (Trade No: 4220047)
	 
	 	Account #: 04659360006116
	 
	Wachovia Contacts:
	 	Settlement and/or Rate Resets:
	 
	 	1-800-249-3865
	 
	 	1-704-383-8429
	 
	 	 
	 
	 	Documentation:
	 
	 	Tel: (704) 715-7051






Wachovia: 4220047




 









 





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	 	Fax: (704) 383-9139
	 
	 	 
	 
	 	Collateral:
	 
	 	Tel: (704) 383-9529
	 
	 	Please quote transaction reference number.
	 
	Payments to Counterparty:
	 	Per your standing payment instructions or debit authorization if provided to Wachovia, as relevant. If not provided, please contact us in order for payment to be made.
	 
	 	 
	 
	 	Phone: 1-800-249-3865 Fax: 1-704-383-8429






Documentation




This Confirmation supplements, forms part of, and is subject to, the Master Agreement between
Wachovia and Counterparty dated as of November 06, 2009, as amended and supplemented from time to
time (the “ISDA Master Agreement”). All provisions contained or incorporated by reference in the
ISDA Master Agreement will govern this Confirmation except as expressly modified herein.



Please confirm that the foregoing correctly sets forth the terms of our agreement by executing a
copy of this Confirmation and returning it to us.




	 	 	 	 	 	 	 
	 	 	Very truly yours,	 	 
	 	 	Wachovia Bank, N.A.	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	
 

	 	 
	 

	 	Name:

Title:
	 	Tracey Bissell

Vice President	 	 
	 
	 	 	 	 	 	 
	 	 	Ref. No. 4220047	 	 






	 	 	 	 	 
	Accepted and Confirmed as of date first written above:	 	 
	Nordstrom, Inc.	 	 
	 
	 	 	 	 
	By:

	 	/s/ Robert E. Campbell	 	 
	Name:

	 	Robert E. Campbell	 	 
	Title:

	 	Treasurer and Vice President — Investor Relations	 	 






Wachovia: 4220047