EXHIBIT 15.1







                     Report of Independent Accountants
                     ---------------------------------



To the Board of Directors and Shareholder of
Toyota Motor Credit Corporation


We have reviewed the accompanying consolidated balance sheet and the related 
consolidated statements of income and of cash flows of Toyota Motor Credit 
Corporation (a wholly owned subsidiary of Toyota Motor Sales, U.S.A., Inc.) and 
its subsidiaries as of and for the three-month periods ended December 31, 1996 
and 1995.  This financial information is the responsibility of the Company's 
management.

We conducted our review in accordance with standards established by the 
American Institute of Certified Public Accountants.  A review of interim 
financial information consists principally of applying analytical procedures to 
financial data and making inquiries of persons responsible for financial and 
accounting matters.  It is substantially less in scope than an audit conducted 
in accordance with generally accepted auditing standards, the objective of 
which is the expression of an opinion regarding the financial statements taken 
as whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should 
be made to the accompanying financial information for it to be in conformity 
with generally accepted accounting principles.

We previously audited in accordance with generally accepted auditing standards 
the consolidated balance sheet as of September 30, 1996, and the related 
consolidated statements of income, of shareholder's equity and of cash flows 
for the year then ended (not presented herein), and in our report dated October 
31, 1996 we expressed an unqualified opinion on those consolidated financial 
statements.  In our opinion, the information set forth in the accompanying 
consolidated balance sheet information as of September 30, 1996, is fairly 
stated in all material respects in relation to the consolidated balance sheet 
from which it has been derived.







/S/ PRICE WATERHOUSE LLP
Los Angeles, California
February 12, 1997