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, 1994 [ ] 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 November 18, 1994 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 7 NORDSTROM CREDIT, INC. ---------------------- INDEX ----- Page Number ------ PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Statements of Earnings Three and nine months ended October 31, 1994 and 1993 3 Balance Sheets October 31, 1994 and 1993 and January 31, 1994 4 Statements of Cash Flows Nine months ended October 31, 1994 and 1993 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 6 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 7 page 2 of 7 NORDSTROM CREDIT, INC. STATEMENTS OF EARNINGS (dollars in thousands) (unaudited) Three Months Nine Months Ended October 31, Ended October 31, ------------------ ------------------ 1994 1993 1994 1993 -------- -------- -------- -------- Service charge income $23,758 $22,952 $68,247 $68,549 Expenses: Interest, net 8,011 7,281 21,933 21,996 Service fees paid to Nordstrom National Credit Bank 6,124 6,085 19,184 20,673 General and administrative 632 399 1,528 1,217 -------- -------- -------- -------- Total expenses 14,767 13,765 42,645 43,886 -------- -------- -------- -------- Earnings before income taxes 8,991 9,187 25,602 24,663 Income taxes 3,300 3,310 9,300 8,880 -------- -------- -------- -------- Net earnings $ 5,691 $ 5,877 $16,302 $15,783 ======== ======== ======== ======== Ratio of earnings available for fixed charges to fixed charges 2.12 2.25 2.16 2.12 ======== ======== ======== ======== 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, 1994. page 3 of 7 NORDSTROM CREDIT, INC. BALANCE SHEETS (in thousands) (unaudited) October 31, January 31, October 31, 1994 1994 1993 ----------- ----------- ----------- ASSETS - ------ Cash and cash equivalents $ 6,761 $ 1,694 $ 4,678 Customer accounts receivable net of holdback allowance of $24,358, $23,145 and $24,380 562,719 564,495 516,735 Other accounts receivable - 3,977 - Property and equipment, net 5,760 5,987 6,078 Other assets 1,469 1,677 1,746 ---------- ---------- ---------- $576,709 $577,830 $529,237 ========== ========== ========== LIABILITIES AND INVESTMENT OF NORDSTROM, INC. - --------------------------------------------- Notes payable to Nordstrom, Inc. $ 15,000 $112,500 $ 13,800 Commercial paper 121,393 15,337 54,177 Notes payable to banks 50,000 25,000 25,000 Accrued interest, taxes and other 12,186 9,665 10,821 Long-term debt 212,100 265,600 280,600 ---------- ---------- ---------- Total liabilities 410,679 428,102 384,398 Investment of Nordstrom, Inc. 166,030 149,728 144,839 ---------- ---------- ---------- $576,709 $577,830 $529,237 ========== ========== ========== 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, 1994. page 4 of 7 NORDSTROM CREDIT, INC. STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Nine Months Ended October 31, ------------------ 1994 1993 -------- -------- OPERATING ACTIVITIES: Net earnings $ 16,302 $ 15,783 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 459 479 Change in: Customer accounts receivable 1,776 66,476 Other accounts receivable 3,977 3,708 Accrued interest, taxes and other 2,521 852 -------- -------- Net cash provided by operating activities 25,035 87,298 							 -------- -------- INVESTING ACTIVITIES: Additions to property and equipment, net (24) (166) -------- -------- FINANCING ACTIVITIES: Increase in commercial paper 106,056 40,858 Increase in notes payable to banks 25,000 - Decrease in notes payable to Nordstrom, Inc. (97,500) (98,700) Principal payments on long-term debt (53,500) (25,000) -------- -------- Net cash used in financing activities (19,944) (82,842) -------- -------- Net increase in cash and cash equivalents 5,067 4,290 Cash and cash equivalents at beginning of period 1,694 388 -------- -------- Cash and cash equivalents at end of period $ 6,761 $ 4,678 ======== ======== 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, 1994. page 5 of 7 NORDSTROM CREDIT, INC. NOTES TO FINANCIAL STATEMENTS (unaudited) Note 1: The balance sheets of Nordstrom Credit, Inc. as of October 31, 1994 and 1993, 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, 1995. It is not considered necessary to include detailed footnote information as of October 31, 1994 and 1993. 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, 1994. 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, 1994 and 1993, 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. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Net interest expense for the quarter increased when compared to the same period in the prior year due primarily to a loss of $625,000 ($400,000 net of taxes) on the purchase by the Company of $12,500,000 of its own 9.375% Sinking Fund Debentures due 2016. Service fees paid to Nordstrom National Credit Bank (the "Bank") for the nine month period decreased when compared to the same period in the prior year due primarily to a decrease in the servicing fee rate, effective on November 1, 1993. The decrease was partially offset by an increase in charge sales generated by the Bank's new Visa credit card which resulted in an increase in service fees paid in the third quarter of 1994, as compared to 1993. During the quarter, the Company filed a shelf registration statement under Form S-3 for $250 million in debt. Subsequent to quarter-end, the Company issued $50 million in medium-term notes under the shelf registration. page 6 of 7 PART II - OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K (a)	Exhibits -------- 	(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 2, 1994 ___________________ page 7 of 7