24th Jan 2008 16:35
Toyota Motor Credit Corp24 January 2008 FINAL TERMS TOYOTA MOTOR CREDIT CORPORATION (Incorporated as a California corporation) €40,000,000,000 Euro Medium-Term Note Programme Series No. 447 Issue of AUD 160,000,000 Fixed Rate Notes due February, 2010 _________________________ Issue price: 100.00 per cent. _________________________ Mitsubishi UFJ Securities International plc The date of these Final Terms is 24 January, 2008 Final Terms Dated 24 January, 2008 Toyota Motor Credit Corporation Issue of AUD 160,000,000 Fixed Rate Notes due February 2010 under the €40,000,000,000 Euro Medium-Term Note Programme PART A-CONTRACTUAL TERMS Terms used herein shall be deemed to be defined as such for the purposesof the Conditions set forth under "Terms and Conditions of the Notes" in theProspectus dated 28th September, 2007, the Supplementary Prospectus dated 8thNovember, 2007, the Supplementary Prospectus dated 9the November, 2007 and theSupplementary Prospectus dated 4th December, 2007, which, together constitute abase prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the "Prospectus Directive"). This document constitutes the Final Terms ofthe Notes described herein for the purposes of Article 5.4 of the ProspectusDirective and must be read in conjunction with such Prospectus as sosupplemented including all documents incorporated by reference therein. Fullinformation on the Issuer and the offer of the Notes is only available on thebasis of the combination of these Final Terms and the Prospectus as sosupplemented. The Prospectus and the Supplementary Prospectuses are availablefor viewing and copies may be obtained from the principal office in London,England of The Bank of New York, the issuing and principal paying agent for theNotes, at One Canada Square, London E14 5AL and at www.londonstockexchange.com. 1. (i) Issuer: Toyota Motor Credit Corporation (the "Issuer") (ii) Credit Support Providers: Toyota Motor Corporation Toyota Financial Services Corporation2. Series Number: 4473. Specified Currency (or Currencies in the Australian Dollars ("AUD") case of Dual Currency Notes):4. Aggregate Nominal Amount: AUD 160,000,0005. Issue Price: 100.00 per cent of the Aggregate Nominal Amount6. (i) Specified Denominations: AUD 1,000 (ii) Calculation Amount: AUD 1,0007. (i) Issue Date: 4th February, 2008 (ii) Interest Commencement Issue Date Date:8. Maturity Date: 4th February, 20109. Interest Basis: 6.28 % Fixed Rate (further particulars specified below)10. Redemption/Payment Basis: Redemption at par11. Change of Interest Basis or Redemption/Payment Not Applicable Basis:12. Investor Put/Call Options: Not Applicable 13. (i) Status of the Notes: Senior (ii) Nature of the Credit Support: See "Relationship of TFS and the Issuers with the Parent" in the Prospectus dated 28th September, 2007. (iii) Date Board approval for See "General Information-Authorisation" section of the Prospectus dated 28th September, 2007 for all the relevant issuance of Notes and Credit board approval dates for the Programme Support obtained:14. Method of distribution: Non-syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 15. Fixed Rate Note Provisions: Applicable (i) Fixed Rate(s) of Interest: 6.28 per cent. Per annum payable semi-annually in arrear on each Interest Payment Date. (ii) Interest Payment Date(s): 4th February and 4th August in each year commencing on 4th August, 2008 to and including the Maturity Date, adjusted in accordance with the Modified Following Business Day Convention, with the Applicable Business Centers for the definition of "Business Day" being New York, Sydney and London. For the avoidance of doubt, the Fixed Coupon Amount for each Interest Payment Date shall remain unadjusted. (iii) Fixed Coupon Amount(s): AUD 31.40 per Calculation Amount is payable on each Interest Payment Date. (iv) Broken Amount(s): Not Applicable (v) Fixed Day Count Fraction: 30/360 (vi) Determination Dates: Not Applicable (vii) Other terms relating to the Not Applicable method of calculating interest for Fixed Rate Notes:16. Floating Rate Note Provisions (and to the Not Applicable extent applicable, Dual Currency Notes, Index Linked Notes, Partly Paid Notes and Installment Notes): 17. Zero Coupon Note Provisions Not Applicable 18. Index-Linked Interest Note/other Not Applicable variable-linked interest Note Provisions 19. Dual Currency Note Provisions Not Applicable PROVISIONS RELATING TO REDEMPTION 20. Issuer Call Option Not Applicable 21. Investor Put Option Not Applicable 22. Final Redemption Amount of each Par Note 23. Early Redemption Amount Early Redemption Amount(s) of each As set out in Condition 6(f) Note payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Conditions): GENERAL PROVISIONS APPLICABLE TO THE NOTES 24. Form of Notes: Bearer Notes: A Temporary Global Note in bearer form without Coupons will be deposited with a common depositary or, as the case may be, a common safekeeper for Clearstream Banking, societe anonyme ("Clearstream, Luxembourg") and Euroclear Bank S.A. /N.V. as operator of the Euroclear System ("Euroclear") on or about the Issue Date. The Temporary Global Note is exchangeable for a Permanent Global Note in bearer form not earlier than that date that is 40 days following completion of the distribution of the Notes and upon certification of non-U.S. beneficial ownership.A Permanent Global Note is exchangeable in whole, but not in part, for security printed definitive Notes (a) at the request of the relevant Issuer, (b) upon the Noteholders instructing Euroclear, Clearstream, Luxembourg or any other agreed clearing system in which such Permanent Global Note is being held to give at least 60 day's written notice to the Agent, subject to the payment of costs in connection with the printing and distribution of definitive Notes, and /or (c) (free of charge) upon the occurrence of an Exchange Event (as described in "Form of the Notes" in the Prospectus dated 28th September, 2007). 25. New Global Note ("NGN") No 26. Applicable Business Center(s) or other special If the date for payment of any amount is not a Payment provisions relating to Payment Business Day in a place of presentation, the holder thereof Dates: shall not be entitled to payment until the next following Payment Business Day. "Payment Business Day" means any day on which commercial banks and foreign exchange markets settle payments and are open for general business (including dealing in foreign exchange and foreign currency deposits) in the relevant place of presentation, London, Sydney, and New York.27. Talons for future Coupons or Receipts No to be attached to definitive Notes (and dates on which such Talons mature): 28. Details relating to Partly Paid Notes: Not Applicable amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment: 29. Details relating to Installment Notes: Not Applicable amount of each installment, date on which each payment is to be made: 30. Whether the Notes will be subject to No redenomination or exchange into euro: 31. Further issues and consolidation provisions: The Issuer may from time to time, without the consent of the holders of Notes, Receipts or Coupons of this Series, create and issue further Notes of this Series having the same terms and conditions as the Notes (or the same terms and conditions save for the Issue Date, the amount and date of the first payment of interest thereon and/or the Issue Price) so that the same shall be consolidated and form a single Series with the outstanding Notes and references in the Conditions to "Notes" shall be construed accordingly.32. Other final terms or special conditions: Negative Pledge covenant set out in condition 3 is Applicable.DISTRIBUTION 33. (i) If syndicated, names and Not Applicable addresses of Managers and underwriting commitments: (ii) Stabilizing Manager(s) (if any): Not Applicable 34. If non-syndicated, name and address of Mitsubishi UFJ Securities International plc Dealer: 6 Broadgate London EC2M 2AA 35. U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA D 36. Additional selling restrictions: Selling restrictions, including those applicable to the United States, United Kingdom, European Economic Area, Japan, The Netherlands, Canada, Australia and Switzerland are set out in the Prospectus dated September 28, 2007 and Appendix 2 of the Amended and Restated Programme Agreement dated 28th September, 2007. The Notes may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity organized under the laws of Japan) except in compliance with the terms of the shelf registration statement and the amendment thereto that have been, and the supplemental document that will be, filed by TMCC with the Director-General of the Kanto Local Finance Bureau of the Ministry of Finance in Japan with respect to a secondary distribution (uridashi) of the Notes in Japan pursuant to the Financial Instruments and Exchange Law of Japan. RESPONSIBILITY The Issuer accepts responsibility for the information contained in these Final Terms. TOYOTA MOTOR CREDIT CORPORATION _________________________________ Name: Title: cc: The Bank of New York PART B-OTHER INFORMATION 1 LISTING Not Applicable RATINGS Programme Ratings: For information on Programme Ratings, see "General Information- Credit Ratings" in the Prospectus dated September 28, 2007. 3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE Save as discussed in "Subscription and Sale" in the Prospectus dated September 28, 2007, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer. 4. REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES (i) Reasons for the offer As set forth in "Use of Proceeds" in the Prospectus dated September 28, 2007. (ii) Estimated net proceeds: Not applicable to unlisted Notes. (iii) Estimated total expenses: Not Applicable to unlisted Notes. 5. Fixed Rate Notes only-YIELD Indication of yield: Not Applicable to unlisted Notes. 6. Index-Linked or other variable-linked Notes only-PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE AND OTHER INFORMATION CONCERNING THE UNDERLYING AND POST ISSUANCE INFORMATION Not Applicable 7. Dual Currency Notes only-PERFORMANCE OF RATE OF EXCHANGE Not Applicable 8. OPERATIONAL INFORMATION (i) ISIN Code: XS0337175714 (ii) Common Code: 033717571 (iii) Any clearing system(s) other than Not Applicable Euroclear Bank S.A./N.V. and Clearstream Banking, societe anonyme and the relevant identification number(s): (iv) Delivery: Delivery against payment (v) Names and addresses of additional Not Applicable Paying Agent(s) (if any): (vi) Notes to be held in a manner which No would allow Eurosystem eligibility: This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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