<PAGE>
                                 UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                 FORM 10-K

/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES


    For the fiscal year ended January 31, 1995

/ / 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 0-6074

                            Nordstrom, Inc.
        ______________________________________________________
        (Exact name of Registrant as specified in its charter)

              Washington                          91-0515058
  _______________________________              __________________
  (State or other jurisdiction of                (IRS employer
   incorporation or organization)              Identification No.)

              1501 Fifth Avenue, Seattle, Washington  98101
          ______________________________________________________
            (Address of principal executive office)  (Zip code)

   Registrant's telephone number, including area code:  206-628-2111

     Securities registered pursuant to Section 12(b) of the Act:
                               None

     Securities registered pursuant to Section 12(g) of the Act:

                   Common Stock, without par value
                 ____________________________________
                           (Title of class)

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 / /

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the 
best of Registrant's knowledge, in definitive proxy or information statements 
incorporated by reference in Part III of this Form 10-K or any amendment to 
this Form 10-K.  /X/





                                    1 of 13

<PAGE>

On March 21, 1995, 82,251,665 shares of common stock were outstanding, and the
aggregate market value of those shares (based upon the closing price as 
reported by NASDAQ) held by non-affiliates was approximately $2 billion.


                   Documents Incorporated by Reference:
Portions of Nordstrom, Inc. 1994 Annual Report to Shareholders
    (Parts I and II)
Portions of Proxy Statement for 1995 Annual Meeting of Shareholders
    (Part III)















































                                    2 of 13

<PAGE>

                                 PART I


Item 1.  Business.
------------------

Nordstrom, Inc. (the "Company") was incorporated in the State of Washington in 
1946 as successor to a retail shoe business started in 1901. As of January 31, 
1995, the Company operates 55 large specialty stores in Washington, Oregon, 
California, Utah, Alaska, Virginia, New Jersey, Illinois, Maryland and 
Minnesota, selling a wide selection of apparel, shoes and accessories for 
women, men and children. In March 1995, the Company opened two new large 
specialty stores in Schaumburg, Illinois and White Plains, New York in 
accordance with the Company's planned new store opening schedule.

The Company also operates eighteen stores under the name "Nordstrom Rack", and 
one clearance store which serve as outlets for clearance merchandise from the 
Company's large specialty stores.  The Racks also purchase merchandise 
directly from manufacturers.  The Racks are located in Washington, Oregon, 
California, Utah, Virginia, Maryland, Pennsylvania and Illinois. 

The Company also operates a men's specialty store in New York, a men's and 
women's specialty store in Washington and leased shoe departments in twelve 
department stores in Hawaii and Guam.  In addition, the Company operates a 
Direct Sales Division which commenced operations at the end of 1993 with the 
mailing of its first catalog. The Company is also involved in tests of 
interactive television shopping.

The Company regularly employs on a full or part-time basis an average of 
approximately 35,000 employees.  Due to the seasonal nature of the Company's 
business, the number increased to approximately 42,000 employees in December.

The Company's business is highly competitive.  Its stores compete with other 
national, regional and local retail establishments within its operating areas 
which carry similar lines of merchandise, including department stores, 
specialty stores and boutiques.  The Company believes the principal methods of
competing in its industry include customer service, value, fashion, 
advertising, store location and depth of selection.

Certain other information required under Item 1 is contained within the 
following sections of the Company's 1994 Annual Report to Shareholders, which 
sections are incorporated by reference herein from Exhibit 13.1 of this 
report:

                     About the Company
                     Message to our Shareholders

                     Management Discussion and Analysis
                     Note 12 in Notes to Consolidated 
                       Financial Statements










                                    3 of 13

<PAGE>
Executive Officers of the Registrant
------------------------------------

<TABLE>
<CAPTION>
                                               Officer
       Name          Age      Title             Since      Family Relationship
-------------------- --- ------------------    -------     -------------------
<S>                  <C> <C>                   <C>       <C>
Jammie Baugh         41   Executive Vice        1990              None
                           President

Gail A. Cottle       43   Executive Vice        1985              None
                           President

Joseph V. Demarte    43   Vice President        1990              None

John A. Goesling     49   Executive Vice        1980              None
                           President and
                           Treasurer

Jack F. Irving       50   Executive Vice        1980              None
                           President

Raymond A. Johnson   53   Co-President          1976              None

John A. McMillan     63   Co-Chairman of the    1969     Cousin by marriage of
                           Board of Directors              Bruce A., James F.,
                                                         and John N. Nordstrom

Blake W. Nordstrom   34   Vice President        1991        Son of Bruce A.
                                                              Nordstrom

Bruce A. Nordstrom   61   Co-Chairman of the    1966       Cousin of James F.
                           Board of Directors            and John N. Nordstrom

James A. Nordstrom   33   Vice President        1991        Son of John N.
                                                              Nordstrom

James F. Nordstrom   55   Co-Chairman of the    1969       Brother of John N.
                           Board of Directors                  Nordstrom

John N. Nordstrom    57   Co-Chairman of the    1966      Brother of James F.
                           Board of Directors                  Nordstrom

Robert T. Nunn       55   Executive Vice        1983              None
                           President

Cynthia C. Paur      44   Executive Vice        1983              None
                           President

John C. Walgamott    49   President of          1991              None
                           Nordstrom Credit, 
                           Inc. and Nordstrom
                           National Credit Bank

John J. Whitacre     42   Co-President          1989              None
<FN>
All of the above people that have not been officers for the past five years 
have been full-time employees of the Company during that period.  The officers
are re-elected annually by the Board of Directors following each year's Annual
Meeting.  Each officer is elected for a term of one year and until a successor 
is elected and qualifies.
</TABLE>

                                    4 of 13

<PAGE>

I
tem 2.  Properties.
--------------------

<TABLE>
The following table summarizes at January 31, 1995 the number of stores owned 
or operated by the Company and the percentage of total store area represented 
by each listed category:
<CAPTION>
                                      Number of     % of total store
                                       stores        square footage
                                      ---------     ----------------
         <S>                          <C>           <C>
         Owned Stores                    20                28%
         Leased Stores                   30                21
         Owned on leased land            23                46
         Partly owned & partly leased     3                 5
                                      ---------     ----------------
                                         76               100%
                                      =========     ================
</TABLE>

The Company also operates seven merchandise distribution centers, five of 
which are owned and two of which are leased. The Company leases its 
principal offices in Seattle, Washington, and owns an office building in the 
Denver, Colorado metropolitan area which serves as the principal offices of 
Nordstrom Credit, Inc. and Nordstrom National Credit Bank.

The Company operates 26 large specialty stores, six Rack stores and two 
distribution centers in California.  Because of its high cost, the Company 
does not carry earthquake insurance.

Certain other information required under this item is included in the 
following section of the Company's 1994 Annual Report to Shareholders, which 
section is incorporated by reference herein from Exhibit 13.1 of this report:

           Retail Store Facilities



Item 3.  Legal Proceedings.
---------------------------

The Company is not involved in any material pending legal proceedings, other
than routine litigation in the ordinary course of business.



Item 4.  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------
         None







                                    5 of 13

<PAGE>

                                PART II


Item 5.  Market for Registrant's Common Equity and Related Stockholder
         Matters.
----------------------------------------------------------------------

The Company's Common Stock, without par value, is traded in the over-the-
counter market and is quoted daily by NASDAQ. The approximate number of 
holders of Common Stock as of March 21, 1995 was 75,000.

Certain other information required under this Item with respect to stock 
prices and dividends is included in the following sections of the Company's 
1994 Annual Report to Shareholders, which sections are incorporated by 
reference herein from Exhibit 13.1 of this report:

           Financial Highlights - Stock Trading
           Consolidated Statements of Shareholders' Equity
           Note 8 in Notes to Consolidated Financial Statements
           Note 13 in Notes to Consolidated Financial Statements



Item 6.  Selected Financial Data.
---------------------------------

The information required under this item is included in the following section 
of the Company's 1994 Annual Report to Shareholders, which section is 
incorporated by reference herein from Exhibit 13.1 of this report:

           Ten-Year Statistical Summary



Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.
------------------------------------------------------------------------

The information required under this item is included in the following section 
of the Company's 1994 Annual Report to Shareholders, which section is 
incorporated by reference herein from Exhibit 13.1 of this report:

           Management Discussion and Analysis



Item 8.  Financial Statements and Supplementary Data.
-----------------------------------------------------

The information required under this item is included in the following sections
of the Company's 1994 Annual Report to Shareholders, which sections are 
incorporated by reference herein from Exhibit 13.1 of this report:

           Consolidated Statements of Earnings
           Consolidated Balance Sheets
           Consolidated Statements of Shareholders' Equity
           Consolidated Statements of Cash Flows

           Notes to Consolidated Financial Statements

           Independent Auditors' Report



                                    6 of 13

<PAGE>

I
tem 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure.
------------------------------------------------------------------------
         None



                                PART III


Item 10. Directors and Executive Officers of the Registrant.
------------------------------------------------------------

The information required under this item with respect to the Company's 
Directors and compliance with Section 16(a) of the Exchange Act is included in 
the following sections of the Company's Proxy Statement for its 1995 Annual 
Meeting of Shareholders, which sections are incorporated by reference herein 
and will be filed within 120 days after the end of the Company's fiscal year:

           Election of Directors
           Compliance with Section 16(a) of the Exchange Act of 1934

The information required under this item with respect to the Company's 
Executive Officers is incorporated by reference from Part I, Item 1 of this 
report under "Executive Officers of the Registrant".



Item 11. Executive Compensation.
--------------------------------

The information required under this item is included in the following sections
of the Company's Proxy Statement for its 1995 Annual Meeting of Shareholders, 
which sections are incorporated by reference herein and will be filed within 
120 days after the end of the Company's fiscal year:

           Compensation of Executive Officers in the Year Ended
              January 31, 1995

           Compensation and Stock Option Committee Report on Fiscal Year
              1994 Executive Compensation
           Stock Price Performance
           Compensation of Directors
           Compensation Committee Interlocks and Insider Participation


Item 12. Security Ownership of Certain Beneficial Owners and Management.
------------------------------------------------------------------------

The information required under this item is included in the following section 
of the Company's Proxy Statement for its 1995 Annual Meeting of Shareholders, 
which sections are incorporated by reference herein and will be filed within 
120 days after the end of the Company's fiscal year:

           Principal Shareholders








                                    7 of 13

<PAGE>

Item 13. Certain Relationships and Related Transactions.
--------------------------------------------------------

The information required under this item is included in the following sections
of the Company's Proxy Statement for its 1995 Annual Meeting of Shareholders,
which sections are incorporated by reference herein and will be filed within
120 days after the end of the Company's fiscal year:

         Election of Directors
         Transactions with Management
         Compensation Committee Interlocks and Insider Participation



                                PART IV


Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
--------------------------------------------------------------------------
(a)1.    Financial Statements
         --------------------

The following consolidated financial information and statements of 
Nordstrom, Inc. and its subsidiaries and the Independent Auditors' Report are
incorporated by reference herein from Exhibit 13.1 of this report:

         Consolidated Statements of Earnings
         Consolidated Balance Sheets
         Consolidated Statements of Shareholders' Equity
         Consolidated Statements of Cash Flows

         Notes to Consolidated Financial Statements
         Independent Auditors' Report

(a)2.    Financial Statement Schedules
         -----------------------------

                                                                    Page
                                                                    ----
         Independent Auditors' Consent and Report on Schedule        12
         II - Valuation and Qualifying Accounts                      13

         Other schedules for which provision is made in Regulation S-X are not
         required, are inapplicable, or the information is included in the 
         Company's 1994 Annual Report to Shareholders as incorporated by 
         reference herein from Exhibit 13.1 of this report.















                                    8 of 13

<PAGE>
(a)3. Exhibits
      --------

     (3.1)  Articles of Incorporation of the Registrant are hereby 
            incorporated by reference from the Registrant's Form 10-K for the 
            year ended January 31, 1990, Exhibit A.

     (3.2)  By-laws of the Registrant, as amended, are filed herein as an 
            Exhibit.

     (4.1)  The Indenture between Nordstrom Credit, Inc. (a wholly-owned 
            subsidiary of the Registrant) and First Interstate Bank of 
            Denver, N.A., as successor trustee, dated November 15, 1984, the 
            First Supplement thereto dated January 15, 1988, the Second 
            Supplement thereto dated June 1, 1989 and the Third Supplement 
            thereto dated October 19, 1990 are hereby incorporated by 
            reference from Registration No. 33-3765, Exhibit 4.2; Registration 
            No. 33-19743, Exhibit 4.2; Registration No. 33-29193, Exhibit 4.3; 
            and the Nordstrom Credit, Inc. Annual Report on Form 10-K (SEC 
            File No. 0-12994) for the year ended January 31, 1991, Exhibit 
            4.2, respectively.

            Securities authorized under each of any other long-term debt 
            instruments of the Company or its subsidiaries do not exceed 10% 
            of the consolidated total assets of the Company and its 
            subsidiaries.  The Company will furnish a copy of any such long-
            term debt instrument or agreement to the Commission upon request.

      (4.2) Trustee Resignation of First Interstate Bank of Washington, N.A. 
            dated March 13, 1995 is filed herein as an Exhibit.

      (4.3) Trustee Acceptance of First Interstate Bank of Denver, N.A. dated 
            March 13, 1995 is filed herein as an Exhibit.

     (10.1) Operating Agreement dated August 30, 1991 between Nordstrom
            Credit, Inc. and Nordstrom National Credit Bank is hereby 
            incorporated by reference from the Nordstrom Credit, Inc. 
            Quarterly Report on Form 10-Q (SEC File No. 0-12994) for the 
            quarter ended July 31, 1991, Exhibit 10.1, as amended.

     (10.2) Merchant Agreement dated August 30, 1991 between Registrant and 
            Nordstrom National Credit Bank is hereby incorporated by reference 
            from the Registrant's Quarterly Report on Form 10-Q for the 
            quarter ended July 31, 1991, Exhibit 10.1.

     (10.3) The 1987 Nordstrom Stock Option Plan is hereby incorporated by 
            reference from the Registrant's Proxy Statement for the 1987  
            Annual Meeting of Shareholders.

     (10.4) The Nordstrom Supplemental Retirement Plan is hereby incorporated 
            by reference from the Registrant's Form 10-K for the year ended
            January 31, 1992, Exhibit 10.3.

     (10.5) The 1993 Non-Employee Director Stock Incentive Plan is hereby
            incorporated by reference from the Registrant's Form 10-K for the
            year ended January 31, 1994, Exhibit 10.4.


                                    9 of 13

<PAGE>


     (10.6) Investment Agreement dated October 8, 1984 between the Registrant 
            and Nordstrom Credit, Inc. is hereby incorporated by reference 
            from the Nordstrom Credit, Inc. Form 10, Exhibit 10.1.

     (10.7) Operating Agreement for VISA Accounts and Receivables dated May 1, 
            1994 between Nordstrom Credit, Inc. and Nordstrom National Credit 
            Bank is hereby incorporated by reference from Registration No.
            33-55905, Exhibit 10.1.

     (13.1) The Company's 1994 Annual Report to Shareholders is filed herein 
            as an Exhibit.

     (21.1) List of the Registrant's Subsidiaries is filed herein as an 
            Exhibit.

     (23.1) Independent Auditors' Consent and Report on Schedule is on page 12 
            of this report.

     (27.1) Financial Data Schedule is filed herein as an Exhibit.

      All other exhibits are omitted because they are not applicable, not 
      required, or because the required information is included in the
      Company's 1994 Annual Report to Shareholders.

(b)   Reports on Form 8-K
      -------------------

No reports on Form 8-K were filed during the last quarter of the period
for which this report is filed.



 
                              Signatures

Pursuant to the requirements of Section 13 or 15(d) 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, INC.
         (Registrant)
                             /s/                       John A. Goesling
Date   March 31, 1995     by __________________________________________
     ____________________                              John A. Goesling
                                 Executive Vice President and Treasurer
                            (Principal Accounting and Financial Officer)












                                    10 of 13

<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, this 
report has been signed below by the following persons on behalf of the 
Registrant and in the capacities and on the date indicated.

Principal Executive Officers:          Principal Accounting and
                                       Financial Officer:

/s/          Raymond A. Johnson        /s/             John A. Goesling
_______________________________        ________________________________
             Raymond A. Johnson                        John A. Goesling
                   Co-President                Executive Vice President
                                                          and Treasurer
/s/               John Whitacre
_______________________________
                  John Whitacre
                   Co-President


Directors:

/s/            Philip M. Condit          /s/           James F. Nordstrom
_______________________________          ________________________________
               Philip M. Condit                        James F. Nordstrom
                       Director                               Co-Chairman

/s/          D. Wayne Gittinger          /s/            John N. Nordstrom
_______________________________          ________________________________
             D. Wayne Gittinger                         John N. Nordstrom
                       Director                               Co-Chairman

/s/            John F. Harrigan          /s/        Alfred E. Osborne Jr.
_______________________________          ________________________________
               John F. Harrigan                     Alfred E. Osborne Jr.
                       Director                                  Director

/s/            Charles A. Lynch            
_______________________________          ________________________________
               Charles A. Lynch                    William D. Ruckelshaus
                       Director                                  Director

/s/           Ann D. McLaughlin          /s/           Malcolm T. Stamper
_______________________________          ________________________________
              Ann D. McLaughlin                        Malcolm T. Stamper
                       Director                                  Director

/s/            John A. McMillan          /s/  Elizabeth Crownhart Vaughan
_______________________________          ________________________________
               John A. McMillan               Elizabeth Crownhart Vaughan
                    Co-Chairman                                  Director

/s/          Bruce A. Nordstrom          
_______________________________          
             Bruce A. Nordstrom          
                    Co-Chairman          


Date             March 31, 1995
    ___________________________

                                   11 of 13

<PAGE>

                               Exhibit 23.1


            INDEPENDENT AUDITORS' CONSENT AND REPORT ON SCHEDULE



Shareholders and Board of Directors
Nordstrom, Inc.

We consent to the incorporation by reference in Registration Statements Nos.
33-18321 and 2-81695 of Nordstrom, Inc. on Form S-8 of our reports dated
March 10, 1995 appearing in and incorporated by reference in this Annual 
Report on Form 10-K of Nordstrom, Inc. and subsidiaries for the year ended 
January 31, 1995.

We have audited the consolidated financial statements of Nordstrom, Inc. and 
subsidiaries as of January 31, 1995 and 1994, and for each of the three years 
in the period ended January 31, 1995, and have issued our report thereon dated
March 10, 1995; such financial statements and report are included in your 1994
Annual Report to Shareholders and are incorporated herein by reference. Our 
audits also included the consolidated financial statement schedule of 
Nordstrom, Inc. and subsidiaries, listed in Item 14(a)2. This financial 
statement schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits. In our opinion, 
such consolidated financial statement schedule, when considered in relation 
to the basic consolidated financial statements taken as a whole, presents 
fairly in all material respects the information set forth therein.



Deloitte & Touche LLP
March 31, 1995

Seattle, Washington
























                                12 of 13

<PAGE>
                     NORDSTROM, INC. AND SUBSIDIARIES

              SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS

                         (Dollars in thousands)

<TABLE>
<CAPTION>
       Column A             Column B     Column C     Column D     Column E
      ----------           ----------   ----------   ----------   ----------

                                        Additions    Deductions
                                        ----------   ----------
                                                      Account
                           Balance at   Charged to   write-offs     Balance
                           beginning    costs and      net of      at end of
Description                of period    expenses     recoveries     period
-----------                ----------   ----------   ----------   ----------
<S>   <C>                  <C>          <C>          <C>          <C>
Allowance for doubtful
   accounts:

Year ended:

      January 31, 1995     $23,145      $20,219      $20,406      $22,958

      January 31, 1994     $23,969      $25,713      $26,537      $23,145

      January 31, 1993     $24,192      $29,469      $29,692      $23,969

</TABLE>





























                                13 of 13

<PAGE>
NORDSTROM INC. AND SUBSIDIARIES


<TABLE>

Exhibit Index
<CAPTION>
Exhibit                                          Method of Filing
-------                                          ----------------
<S>   <C>                                        <C>
 3.1  Articles of Incorporation                  Incorporated by reference 
                                                   from the Registrant's Form 
                                                   10-K for the year ended 
                                                   January 31, 1990, 
                                                   Exhibit A.

 3.2  By-laws                                    Filed herewith electronically

 4.1  Indenture between Nordstrom Credit,        Incorporated by reference 
        Inc. and First Interstate Bank of          from Registration 
        Denver, N.A., as successor trustee,        No. 33-3765, Exhibit 4.2;
        dated November 15, 1984, the First         Registration No. 33-19743,
        Supplement thereto dated January 15,       Exhibit 4.2; Registration
        1988, the Second Supplement thereto        No. 33-29193, Exhibit 4.3;
        dated June 1, 1989 and the Third           and the Nordstrom Credit,
        Supplement thereto dated October 19,       Inc. Annual Report on Form
        1990                                       10-K (SEC File No. 0-12994) 
                                                   for the year ended January 
                                                   31, 1991, Exhibit 4.2, 
                                                   respectively.

 4.2  Trustee Resignation of First Interstate    Filed herewith electronically
        Bank of Washington, N.A. dated March 13, 
        1995

 4.3  Trustee Acceptance of First Interstate     Filed herewith electronically
        Bank of Denver, N.A. dated March 13,
        1995

10.1  Operating Agreement dated August 30, 1991  Incorporated by reference 
        between Nordstrom, Credit, Inc. and        from the Nordstrom Credit,
        Nordstrom National Credit Bank             Inc. Quarterly Report on 
                                                   Form 10-Q (SEC File No. 
                                                   0-12994) for the quarter 
                                                   ended July 31, 1991, 
                                                   Exhibit 10.1, as amended.

10.2  Merchant Agreement dated August 30, 1991   Incorporated by reference 
        between Registrant and Nordstrom           from the Registrant's 
        National Credit Bank                       Quarterly Report on Form
                                                   10-Q for the quarter ended
                                                   July 31, 1991, Exhibit 
                                                   10.1.

10.3  1987 Nordstrom Stock Option Plan           Incorporated by reference
                                                   from the Registrant's Proxy 
                                                   Statement for the 1987 
                                                   Annual Meeting of 
                                                   Shareholders.



<PAGE>



Exhibit Index (continued)


10.4  Nordstrom Supplemental Retirement Plan     Incorporated by reference
                                                   from the Registrant's Form 
                                                   10-K for the year ended 
                                                   January 31, 1992, Exhibit 
                                                   10.3.

10.5  1993 Non-Employee Director Stock           Incorporated by reference
        Incentive Plan                             from the Registrant's Form 
                                                   10-K for the year ended 
                                                   January 31, 1994, Exhibit 
                                                   10.4.

10.6  Investment Agreement dated October 8,      Incorporated by reference
        1984 between the Registrant and            from the Nordstrom Credit,
        Nordstrom Credit, Inc.                     Inc. Form 10, Exhibit 10.1.

10.7  Operating Agreement for VISA Accounts      Incorporated by reference
        and Receivables dated May 1, 1994          from Registration No. 33-
        between Nordstrom Credit, Inc. and         55905, Exhibit 10.1.
        Nordstrom National Credit Bank

13.1  1994 Annual Report to Shareholders         Filed herewith electronically

21.1  Subsidiaries of the Registrant             Filed herewith electronically

23.1  Independent Auditors' Consent
        and Report on Schedule                   Filed herewith electronically

27.1  Financial Data Schedule                    Filed herewith electronically

</TABLE>







<PAGE>
                                                          Exhibit 4.2


TRUSTEE RESIGNATION



TO:  Nordstrom Credit, Inc.

     In connection with the appointment of First Interstate Bank of Denver, 
N.A. as successor trustee under the Indenture (defined below), First 
Interstate Bank of Washington, N.A. (the "Resigning Trustee"), hereby resigns 
as trustee under that certain indenture by and between the Company and the 
Resigning Trustee dated as of November 15, 1984, as supplemented by the First 
Supplemental Indenture dated as of January 15, 1988, the Second Supplemental 
Indenture dated as of June 1, 1989 and the Third Supplemental Indenture dated 
as of October 19, 1990 (as supplemented, the "Indenture"), providing for the 
issuance from time to time of unsecured debentures, notes or other evidences 
of indebtedness of the Company (the "Securities") to be issued in one or more 
series under such Indenture.

     This resignation is provided pursuant to Section 610(b) of the Indenture, 
and shall be applicable with respect to all series of Securities heretofore 
issued under the Indenture.

DATED:  March 13, 1995

                                             FIRST INTERSTATE BANK OF
                                             WASHINGTON, N.A.



                                             By /s/Perry R. Tobe
                                                ----------------
                                                   Perry R. Tobe,
                                                   Trust Officer












<PAGE>
                                                               Exhibit 4.3

TRUSTEE ACCEPTANCE


TO:  First Interstate Bank of Washington, N.A.
     Nordstrom Credit, Inc.


     First Interstate Bank of Denver, N.A. (the "Successor Trustee"), hereby 
accepts its appointment by Nordstrom Credit, Inc. (the "Company") as successor 
trustee under that certain indenture by and between the Company and First 
Interstate Bank of Washington, N.A. (the "Resigning Trustee"), dated as of 
November 15, 1984, as supplemented by the First Supplemental Indenture dated 
as of January 15, 1988, the Second Supplemental Indenture dated as of June 1, 
1989 and the Third Supplemental Indenture dated as of October 19, 1990 (as 
supplemented, the "Indenture"), providing for the issuance from time to time 
of unsecured debentures, notes or other evidences of indebtedness of the 
Company (the "Securities") to be issued in one or more series under such 
Indenture.

     This acceptance is given pursuant to Section 611 of the Indenture, and 
shall be applicable with respect to all series of Securities heretofore issued 
under the Indenture.

DATED:  March 13, 1995.


                                         FIRST INTERSTATE BANK OF
                                         DENVER, N.A.





                                           By /s/ Laura Rivera
                                              ----------------
                                              Laura Rivera, Banking Officer



     The Company hereby confirms that First Interstate Bank of Denver, N.A. is 
vested with all the rights, powers,
 trusts and duties of the Resigning Trustee 
under the Indenture.

DATED:  March 13, 1995

                                         NORDSTROM CREDIT, INC.

                                         By /s/ John C. Walgamott
                                            ----------------------
                                            John C. Walgamott, President



<PAGE>


STATE OF COLORADO        )
                         )ss.
COUNTY OF DENVER         )



     I certify that I know or have satisfactory evidence that Laura Rivera is 
the person who appeared before me, and she acknowledged that she signed this 
instrument, on oath stated that she was authorized to execute the instrument 
and acknowledged it as a Banking Officer of First Interstate Bank of Denver, 
N.A., to be the free and voluntary act of such parties for the uses and 
purposes mentioned in this instrument.

DATED:  March 13, 1995                     /s/Lynn E. Taylor
                                           ---------------------
                                              (Notary Signature)

                                              Lynn E. Taylor
                                              Notary Public for the State of 
                                              Colorado

                                              My commission expires: 8/2/97





<PAGE>

Exhibit 3.2

                                 BYLAWS
                                   OF


                 (Amended and Restated as of May 17, 1994)

                                ARTICLE I
                                 Offices

      The principal office of the corporation in the State of Washington 
shall be located in the city of Seattle.  The corporation may have such 
other offices, either within or without the State of Washington, as the 
Board of Directors may designate or as the business of the corporation 
may require from time to time.

      The registered office of the corporation required by the 
Washington Business Corporation Act to be maintained in the State of 
Washington may be, but need not be, identical with the principal office 
in the State of Washington, and the address of the registered office may 
be changed from time to time by the Board of Directors or by officers 
designated by the Board of Directors.

                                ARTICLE II
                               Shareholders

      Section 1.  Annual Meetings.  The annual meeting of the 
shareholders shall be held on the third Tuesday in the month of May each 
year, at the hour of 11:00 a.m., unless the Board of Directors shall 
have designated a different hour and day in the month of May to hold 
said meeting.  The meeting shall be for the purpose of electing 
directors and the transaction of such other business as may come before 
the meeting.  If the day fixed for the
 annual meeting shall be a legal 
holiday in the State of Washington, and if the Board of Directors has 
not designated some other day in the month of May for such meeting, such 
meeting shall be held at the same hour and place on the next succeeding 
business day not a holiday.  The failure to hold an annual meeting at 
the time stated in these Bylaws does not affect the validity of any 
corporate action. If the election of directors shall not be held on the 
day designated herein or by the Board of Directors for any annual 
meeting of the shareholders, or at any adjournment thereof, the Board of 
Directors shall cause the election to be held at a special meeting of 
the shareholders as soon thereafter as conveniently may be.

      Section 2.  Special Meetings.  Special meetings of the 
shareholders may be called for any purpose or purposes, unless otherwise 
prescribed by statute, at any time by the Chairman (or any Co-Chairman), 
by the President (or any Co-President), or by the Board of Directors, 
and shall be called by the President (or any Co-President) at the 
request of holders of not less than 10% of all outstanding shares of the 
corporation entitled to vote on any issue proposed to be considered at 
the meeting.  Only business within the purpose or purposes described in 
the meeting notice may be conducted at a special shareholder's meeting.

<PAGE>
      Section 3.  Place of Meeting.  The Board of Directors may 
designate any place, either within or without the State of Washington, 
as the place of meeting for any annual meeting or for any special 
meeting of the corporation.  If no such designation is made, the place 
of meeting shall be the principal offices of the corporation in the 
State of Washington.

      Section 4.  Notice of Meetings.  Written notice of annual or 
special meetings of shareholders stating the place, day, and hour of the 
meeting, and, in the case of a special meeting, the purpose or purposes 
for which the meeting is called, shall be given by the Secretary, or 
persons authorized to call the meeting, to each shareholder of record 
entitled to vote at the meeting, not less than ten (10) nor more than 
sixty (60) days prior to the date of the meeting, unless otherwise prescribed 
by statute.

      Section 5.  Waiver of Notice.  Notice of the time, place, and 
purpose of any meeting may be waived in writing (either before or after 
such meeting) and will be waived by any shareholder by attendance of the 
shareholder in person or by proxy, unless the shareholder at the 
beginning of the meeting objects to holding the meeting or transacting 
business at the meeting.  Any shareholder waiving notice of a meeting 
shall be bound by the proceedings of the meeting in all respects as if 
due notice thereof had been given.

      Section 6.  Record Date.  For the purpose of determining 
shareholders entitled to notice of or to vote at any meeting of 
shareholders, or any adjournment thereof, or shareholders entitled to 
receive payment of any dividend, or to make a determination of 
shareholders for any other proper purpose, the Board of Directors may 
fix in advance a record date for any such determination of shareholders, 
such date to be not more than seventy (70) days and, in the case of a 
meeting of shareholders, not less than ten (10) days, prior to the date 
on which the particular action requiring such determination of 
shareholders is to be taken.  If no record date is fixed for the 
determination of shareholders entitled to notice of or to vote at a 
meeting of shareholders, or shareholders entitled to receive payment of 
a dividend, the day before the date on which notice of the meeting is 
mailed or the date on which the resolution of the Board of Directors 
declaring such dividend is adopted, as the case may be, shall be the 
record date for such determination of shareholders.  When a 
determination of shareholders entitled to vote at any meeting of 
shareholders has been made as provided in this Section, the 
determination shall apply to any adjournment thereof, unless the Board 
of Directors fixes a new record date, which it must do if the meeting is 
adjourned more than one hundred twenty (120) days after the date fixed 
for the original meeting.

      Section 7. Voting Lists.  After fixing a record date for a 
shareholders' meeting, the corporation shall prepare an alphabetical 
list of the names of all shareholders on the record date who are 
entitled to notice of the shareholders' meeting.  The list shall show 
the address of and number of shares held by each shareholder.  A 
shareholder, shareholder's agent, or a shareholder's attorney may 

<PAGE>
inspect the shareholder list, at the shareholder's expense, beginning 
ten days prior to the shareholders' meeting and continuing through the 
meeting, at the corporation's principal office or at a place identified 
in the meeting notice in the city where the meeting will be held during 
regular business hours.  The shareholder list shall be kept open for 
inspection at the time and place of such meeting or any adjournment.

      Section 8.  Quorum and Adjourned Meetings.  Unless the Articles of 
Incorporation or applicable law provide otherwise, a majority of the 
outstanding shares of the corporation entitled to vote, represented in 
person or by proxy, shall constitute a quorum at a meeting of 
shareholders.  Once a share is represented at a meeting, other than to 
object to holding the meeting or transacting business, it is deemed to 
be present for the remainder of the  meeting and any adjournment thereof 
unless a new record date is set or is required to be set for the 
adjourned meeting.  A majority of the shares represented at a meeting, 
even if less than a quorum, may adjourn the meeting from time to time 
without further notice.  At a reconvened meeting at which a quorum shall 
be present or represented, any business may be transacted which might 
have been transacted at the original meeting.  Business may continue to 
be conducted at a duly organized meeting and at any adjournment of such 
meeting (unless a new record date is or must be set for the adjourned 
meeting), notwithstanding the withdrawal of enough shares from either 
meeting to leave less than a quorum.

      Section 9.  Proxies.  At all meetings of shareholders, a 
shareholder may vote by proxy executed in writing by the shareholder or 
by the shareholder's duly authorized attorney in fact. Such proxy shall 
be filed with the Secretary of the corporation before or at the time of 
the meeting.  No proxy shall be valid after eleven (11) months from the 
date of its execution, unless otherwise provided in the proxy.

      Section 10.  Voting of Shares.  Every shareholder of record shall 
have the right at every shareholders' meeting to one vote for every 
share standing in the shareholder's name on the books of the 
corporation.  If a quorum exists, action on a matter, other than 
election of directors, is approved by the shareholders if the votes cast 
favoring the action exceed the votes cast opposing the action, unless 
the Articles of Incorporation or applicable law require a greater number 
of affirmative votes.  Notwithstanding the foregoing, shares of the 
corporation may not be voted if they are owned, directly or indirectly, 
by another corporation, and the corporation owns, directly or 
indirectly, a majority of shares of the other corporation entitled to 
vote for directors of the other corporation.

      Section 11.  Acceptance of Votes.  If the name signed on a vote, 
consent, waiver or proxy appointment does not correspond to the name of 
a shareholder of the corporation, the corporation may accept the vote, 
consent, waiver or proxy appointment, and give effect to it as the act 
of the shareholder if:  (i) the shareholder is an entity and the name 
signed purports to be that of an officer, partner or agent of the 
entity; (ii) the name signed purports to be that of an administrator, 
executor, guardian or conservator representing the shareholder; (iii) 
the name signed purports to be that of a receiver or trustee in 

<PAGE>
bankruptcy of the shareholder; (iv) the name signed purports to be that 
of a pledgee, beneficial owner or attorney-in-fact of the shareholder; 
or (v) two or more persons are the shareholder as co-tenants or 
fiduciaries and the name signed purports to be the name of at least one 
of the co-owners and the person signing appears to be acting on behalf 
of all co-owners.


                               ARTICLE III
                           Board of Directors

      Section 1.  General Powers.  The business and affairs of the 
corporation shall be managed by its Board of Directors.

      Section 2.  Number, Tenure and Qualifications.  The number of 
directors of the corporation shall be thirteen.  Each director shall 
hold office until the next annual meeting of shareholders and until his 
successors shall have been elected and qualified.  Directors need not be 
residents of the State of Washington or shareholders of the corporation.

      Section 3.  Regular Meeting.  A regular meeting of the Board of 
Directors shall be held without other notice than this Bylaw immediately 
after, and at the same place as, the annual meeting of shareholders.  
Regular meetings of the Board of Directors shall be held at such place 
and on such day and hour as shall from time to time be fixed by the 
Chairman (or any Co-Chairman), the President (or any Co-President) or 
the Board of Directors.  No other notice of regular meeting of the Board 
of Directors shall be necessary.

      Section 4.  Special Meetings.  Special meetings of the Board of 
Director may be called by or at the request of the Chairman (or any Co-
Chairman), the President (or any Co-President) or any two Directors.  
The person or persons authorized to call special meetings of the Board 
of Directors may fix any place, either within or without the State of 
Washington, as the place for holding any special meeting of the Board of 
Directors called by them.

      Section 5.  Notice.  Notice of any special meeting shall be given 
at least two days previously thereto by either oral or written notice.  
Any Director may waive notice of any meeting.  The attendance of a 
Director at a meeting shall constitute a waiver of notice of such 
meeting, except where a Director attends a meeting for the express 
purpose of objecting to the transaction of any business because the 
meeting is not lawfully called or convened.  Neither the business to be 
transacted at, nor the purpose of, any regular or special meeting of the 
Board of Directors need be specified in the notice or waiver of notice 
of such meeting.

      Section 6.  Quorum.  A majority of the number of Directors fixed 
by Section 2 of this Article III shall constitute a quorum for the 
transaction of business at any meeting of the Board of Directors, but if 
less than such majority is present at a meeting, a majority of the 
Directors present may adjourn the meeting from time to time without 
further notice.


<PAGE>
      Section 7.  Manner of Acting.  The act of the majority of the 
Directors present at a meeting at which a quorum is present shall be the 
act of the Board of Directors.

      Section 8.  Vacancies.    Any vacancy occurring in the Board of 
Directors may be filled by the affirmative vote of a majority of the 
remaining Directors though less than a quorum of the Board of Directors.  
A Director elected to fill a vacancy shall be elected for the unexpired 
term of his predecessor in office.  A vacancy on the Board of Directors 
created by reason of an increase in the number of Directors may be 
filled by election by the Board of Directors for a term of the office 
continuing only until the next election of Directors by the 
shareholders.

      Section 9.  Compensation.  By resolution of the Board of 
Directors, each Director may be paid his expenses, if any, of attendance 
at each meeting of the Board of Directors and at each meeting of a 
committee of the Board of Directors, and may be paid a stated salary as 
director, a fixed sum for attendance at each such meeting, or both.  No 
such payment shall preclude any Director from serving the corporation in 
any other capacity and receiving compensation therefor.

      Section 10.  Presumption of Assent.  A Director of the corporation 
who is present at a meeting of the Board of Directors at which action on 
any corporate matter is taken shall be presumed to have assented to the 
action taken unless his dissent shall be entered in the minutes of the 
meeting, or unless he shall file his written dissent to such action with 
the person acting as the secretary of the meeting before the adjournment 
thereof, or shall forward such dissent by registered mail to the 
Secretary of the corporation immediately after the adjournment of the 
meeting.  Such right to dissent shall not apply to a director who voted 
in favor of such action.


                               ARTICLE IV
                    Special Measures Applying to Both
                    Shareholder and Director Meetings

      Section 1.  Actions by Written Consent.  Any corporate action 
required or permitted by the Articles of Incorporation, Bylaws, or the 
laws under which the corporation is formed, to be voted upon or approved 
at a duly called meeting of the Directors, committee of Directors, or 
shareholders may be accomplished without a meeting if one or more 
unanimous written consents of the respective Directors or shareholders, 
setting forth the actions so taken, shall be signed, either before or 
after the action taken, by all the Directors, committee members or 
shareholders, as the case may be.  Action taken by unanimous written 
consent of the Directors or a committee of the Board of Directors is 
effective when the last Director or committee member signs the consent, 
unless the consent specifies a later effective date.  Action taken by 
unanimous written consent of the shareholders is effective when all 
consents have been delivered to the corporation, unless the consent 
specifies a later effective date.


<PAGE>
      Section 2.  Meetings by Conference Telephone.  Members of the 
Board of Directors, members of a committee of Directors, or shareholders 
may participate in their respective meetings by means of a conference 
telephone or similar communications equipment by means of which all 
persons participating in the meeting can hear each other at the same 
time; participation in a meeting by such means shall constitute presence 
in person at such meeting.

      Section 3.  Written or Oral Notice.  Oral notice may be 
communicated in person, or by telephone, wire or wireless equipment, 
which does not transmit a facsimile of the notice.  Oral notice is 
effective when communicated.  Written notice may be transmitted by mail, 
private carrier, or personal delivery; telegraph or teletype; or 
telephone, wire or wireless equipment which transmits a facsimile of the 
notice.  Written notice to a shareholder is effective when mailed, if 
mailed with first class postage prepaid and correctly addressed to the 
shareholder's address shown in the corporation's current record of 
shareholders.  In all other instances, written notice is effective on 
the earliest of the following:  (a) when dispatched to the person's 
address, telephone number, or other number appearing on the records of 
the corporation by telegraph, teletype or facsimile equipment; (b) when 
received; (c) five days after deposit in the United States mail, as 
evidenced by the postmark, if mailed with first class postage, prepaid 
and correctly addressed; or (d) on the date shown on the return receipt, 
if sent by registered or certified mail, return receipt requested, and 
the receipt is signed by or on behalf of the addressee. In addition, 
notice may be given in any manner not inconsistent with the foregoing 
provisions and applicable law.


                               ARTICLE V
                               Officers

      Section 1.  Number.  The offices and officers of the corporation 
shall be as designated from time to time by the Board of Directors.  
Such offices may include a Chairman of the Board of Directors or two or 
more Co-Chairmen of the Board of Directors, a Vice Chairman or two or 
more Vice Chairmen, a President or two or more Co-Presidents, one or 
more Vice Presidents, a Secretary, a Treasurer and a Controller, Such 
other officers and assistant officers as may be deemed necessary may be 
elected or appointed by the Board of Directors.  Any two or more offices 
may be held by the same persons.

      Section 2.  Election and Term of Office.  The officers of the 
corporation to be elected by the Board of Directors shall be elected 
annually by the Board of Directors at the first meeting of the Board of 
Directors held after each annual meeting of shareholders.  If the 
election of officers shall not be held at such meeting, such election 
shall be held as soon thereafter as conveniently may be.  Each officer 
shall hold office until a successor shall have been duly elected and 
qualified, or until the officer's death or resignation, or the officer 
has been removed in the manner hereinafter provided.


<PAGE>
      Section 3.  Removal.  Any officer or agent may be removed by the 
Board of Directors whenever in its judgment, the best interests of the 
corporation will be served thereby, but such removal shall be without 
prejudice to the contract rights, if any, of the person so removed. 
Election or appointment of an officer or agent shall not of itself 
create contract rights.

      Section 4.  Vacancies.  A vacancy in any office because of death, 
resignation, removal, disqualification or otherwise, may be filled by 
the Board of Directors for the unexpired portion of the term.

      Section 5.  Chairman of the Board of Directors.  The Chairman or 
Co-Chairmen of the Board of Directors, subject to the authority of the 
Board of Directors, shall preside at meetings of shareholders, 
directors, and executive committee, and, together with the President and 
Co-Presidents, shall have general supervision and control over the 
business and affairs of the corporation.  The Chairman or a Co-Chairman 
may sign any and all documents, deeds, mortgages, bonds, contracts, 
leases, or other instruments in the ordinary course of business with or 
without the signature of a second corporate officer, may sign 
certificates for shares of the corporation with the Secretary or 
Assistant Secretary of the corporation and may sign any documents which 
the Board of Directors has authorized to be executed, except in cases 
where the signing and execution thereof shall be expressly delegated by 
the Board of Directors or by these Bylaws to some other officer or agent 
of the corporation, or shall be required by law to be otherwise signed 
or executed; and in general may perform all duties which are normally 
incident to the office of Chairman or President and such other duties, 
authority, and responsibilities as may be prescribed by the Board of 
Directors from time to time.

      Section 6.  President.  The President or Co-Presidents, together 
with the Chairman or Co-Chairmen of the Board of Directors, shall have 
general supervision and control over the business and affairs of the 
corporation subject to the authority of the Board of Directors.  The 
President or a Co-President may sign any and all documents, mortgages, 
bonds, contracts, leases, or other instruments in the ordinary course of 
business with or without the signature of a second corporate officer, 
may sign certificates for shares of the corporation with the Secretary 
or Assistant Secretary of the corporation, and may sign any documents 
which the Board of Directors has authorized to be executed, except in 
cases where the signing and execution thereof shall be expressly 
delegated by the Board of Directors or by these Bylaws to some other 
officer or agent of the corporation, or shall be required by law to be 
otherwise signed or executed; and in general shall perform all duties 
incident to the office of President and such other duties, authority, 
and responsibilities as may be prescribed by the Board of Directors from 
time to time.

      Section 7.	Vice Chairman.  In the absence of the Chairman and any 
Co-Chairman of the Board of Directors, or in the event of their death, 
inability or refusal to act, the Vice Chairmen, if any are designated, 
in the order indicated at the time of their appointment or, in the 
absence of any such indication, in the order of their appointment, shall 

<PAGE>
perform the duties of the Chairman of the Board of Directors and, when 
so acting, shall have all the powers and be subject to all the 
restrictions upon the Chairman of the Board of Directors.  The Vice 
Chairman may sign, with the Secretary or an Assistant Secretary, 
certificates for shares of the corporation and shall perform such other 
duties as, from time to time, may be assigned to the Vice Chairman by 
the Chairman or any Co-Chairman of the Board of Directors.

      Section 8.  The Vice President.  In the absence of the President 
and all Co-Presidents, or in the event of their death, inability or 
refusal to act, the Executive Vice President, if one is designated, and 
otherwise the Vice Presidents in the order designated at the time of 
their election or in the absence of any designation, then in the order 
of their election, shall perform the duties of the President and when so 
acting, shall have all the powers of and be subject to all the 
restrictions upon the President.  Any Vice President may sign, with the 
Secretary or an Assistant Secretary, certificates for shares of the 
corporation; and shall perform such other duties as from time to time 
may be assigned to the Vice President by the President or any Co-
President, or by the Board of Directors.

      Section 9.  The Secretary.  The Secretary shall:  (a) keep the 
minutes of the proceedings of the shareholders and of the Board of 
Directors in one or more books provided for that purpose; (b) see that 
all notices are duly given in accordance with the provisions of these 
Bylaws or as required by law; (c) be custodian of the corporate records 
and of the seal of the corporation and see that the seal of the 
corporation is affixed to all documents and the execution of which on 
behalf of the corporation under its seal is duly authorized; (d) keep a 
register of the post office address of each shareholder which shall be 
furnished to the Secretary by such shareholders; (e) sign with the 
President or a Co-President, or with a Vice President, certificates for 
shares of the corporation, or contracts, deeds or mortgages the issuance 
or execution of which shall have been authorized by resolution of the 
Board of Directors; (f) have general charge of the stock transfer books 
of the corporation subject to the authority delegated to a transfer 
agent or registrar if appointed; and (g) in general perform all duties 
incident to the office of Secretary and such other duties as from time 
to time may be assigned to the Secretary by the President or any Co-
President, or by the Board of Directors.

      Section 10.  The Treasurer.  The Treasurer shall:  (a) have charge 
and custody of and be responsible for all funds and securities of the 
corporation; (b) receive and give receipts for monies due and payable to 
the corporation from any source whatsoever, and deposit all such monies 
in the name of the corporation in such banks, trust companies or other 
depositories as shall be selected in accordance with the provisions of 
Article VII of these Bylaws; and (c) in general perform all of the 
duties incident to the office of Treasurer and such other duties as from 
time to time may be assigned to the Treasurer by the President or any 
Co-President, or by the Board of Directors.  If required by the Board of 
Directors, the Treasurer shall give a bond for the faithful discharge of 
his duties in such sum and with such surety or sureties as the Board of 
Directors shall determine.

<PAGE>
      Section 11.  Assistant Secretaries and Assistant Treasurers.  The 
Assistant Secretaries, when authorized by the Board of Directors, may 
sign with the President or a Co-President, or with a Vice President, 
certificates for shares of the corporation or contracts, deeds or 
mortgages, the issuance or execution of which shall have been authorized 
by a resolution of the Board of Directors.  The Assistant Treasurers 
shall respectively, if required by the Board of Directors, give bonds 
for the faithful discharge of their duties in such sums and with such 
sureties as the Board of Directors shall determine.  The Assistant 
Secretaries and Assistant Treasurers, in general, shall perform such 
duties as shall be assigned to them by the Secretary or the Treasurer, 
respectively, or by the President or any Co-President, or by the Board 
of Directors.

      Section 12.  The Controller.  The Controller shall report to the 
Treasurer and shall supervise and be responsible for daily operations of 
the Financial Department, accounts and account books of the corporation, 
all in the ordinary course of business.  The Controller shall also 
perform such other duties as may from time to time be assigned by the 
Treasurer, by the Chairman or Co-Chairman, by the President or any Co-
President, or by the Board of Directors.


                               ARTICLE VI
                           Executive Committee

      Section 1.  Appointment.  The Board of Directors by resolution 
adopted by a majority of the full Board, may designate two or more of 
its members to constitute an Executive Committee.  The designation of 
such committee and the delegation thereto of authority shall not operate 
to relieve the Board of Directors, or any member thereof, of any 
responsibility imposed by law.

      Section 2.  Authority.  The Executive Committee, when the Board of 
Directors is not in session, shall have and may exercise all of the 
authority of the Board of Directors except to the extent, if any, that 
such authority shall be limited by the resolution appointing the 
Executive Committee and except also that the Executive Committee shall 
not have the authority of the Board of Directors in reference to 
amending the Articles of Incorporation, adopting a plan of merger or 
consolidation, recommending to the shareholders the sale, lease or other 
disposition of all or substantially all of the property and assets of 
the corporation otherwise than in the usual and regular course of its 
business, recommending to the shareholders voluntary dissolution of the 
corporation or a revocation thereof, amending the Bylaws of the 
corporation or any other action prohibited by applicable law.

      Section 3.  Tenure and Qualifications.  Each member of the 
Executive Committee shall hold office until the next regular annual 
meeting of the Board of Directors following his designation and until 
his successor is designated as a member of the Executive Committee and 
is elected and qualified.



<PAGE>
      Section 4.  Meetings.  Regular meetings of the Executive Committee 
may be held without notice at such times and places as the Executive 
Committee may fix from time to time by resolution.  Special meetings of 
the Executive Committee may be called by any member thereof upon not 
less than one day's notice stating the place, date and hour of the 
meeting, which notice may be written or oral.  Any member of the 
Executive Committee may waive notice of any meeting and no notice of any 
meeting need be given to any member thereof who attends in person.  The 
notice of a meeting of the Executive Committee need not state the 
business proposed to be transacted at the meeting.

      Section 5.  Quorum.  A majority of the members of the Executive 
Committee shall constitute a quorum for the transaction of business at 
any meeting thereof and action of the Executive Committee must be 
authorized by the affirmative vote of a majority of the members present 
at a meeting at which a quorum is present.

      Section 6.  Vacancies.  Any vacancy in the Executive Committee may 
be filled by a resolution adopted by a majority of the full Board of 
Directors.

      Section 7.  Resignations and Removal.  Any member of the Executive 
Committee may be removed at any time with or without cause by resolution 
adopted by a majority of the full Board of Directors.  Any member of the 
Executive Committee may resign from the Executive Committee at any time 
by giving written notice to the Chairman (or any Co-Chairman), the 
President (or any Co-President), or to the Secretary, of the 
corporation, and unless otherwise specified therein, the acceptance of 
such resignation shall not be necessary to make it effective.

      Section 8.  Procedure.  The Executive Committee shall elect a 
presiding officer from its members and may fix its own rules of 
procedure which shall not be inconsistent with these Bylaw.  It shall 
keep regular minutes of its proceedings and report the same to the Board 
of Directors for its information at the meeting thereof held next after 
the proceedings shall have been taken.


                               ARTICLE VII
                  Contracts, Loans, Checks and Deposits

      Section 1.  Contracts.  The Board of Directors may authorize any 
officer or officers, agent or agents, to enter into any contract or 
execute and deliver any instrument in the name of and on behalf of the 
corporation, and such authority may be general or confined to specific 
instances.

      Section 2.  Loans.  No loans shall be contracted on behalf of the 
corporation and no evidences of indebtedness shall be issued in its name 
unless authorized by the Board of Directors. Such authority may be 
general or confined to specific instances.




<PAGE>
      Section 3.  Checks. Drafts. etc.  All checks, drafts or other 
orders for the payment of money, notes or other evidences of 
indebtedness issued in the name of the corporation, shall be signed by 
such officers, agent or agents of the corporation and in such manner as 
shall from time to time be determined by the Board of Directors.

      Section 4.  Deposits.  All funds of the corporation not otherwise 
employed shall be deposited from time to time to the credit of the 
corporation in such banks, trust companies or other depositories as the 
Board of Directors may select.

                              ARTICLE VIII
               Certificates for Shares and Their Transfer

      Section 1.  Certificates for Shares.  Certificates representing 
shares of the corporation shall be in such form as shall be determined 
by the Board of Directors.  Such certificates shall be signed by the 
Chairman (or any Co-Chairman), the President (or any Co-President) or a 
Vice President, and by the Secretary or an Assistant Secretary, and 
sealed with the corporate seal or a facsimile thereof.  The signatures 
of such officers upon a certificate may be facsimiles if the certificate 
is countersigned by a transfer agent, or registered by a registrar, 
other than the corporation itself or one of its employees.  If any 
officer who signed a certificate, either manually or in facsimile, no 
longer holds such office when the certificate is issued, the certificate 
is nevertheless valid.  All certificates for shares shall be 
consecutively numbered or otherwise identified.  The name and address of 
the person to whom the shares represented thereby are issued, with the 
number of shares and date of issue, shall be entered on the stock 
transfer books of the corporation.  All certificates surrendered to the 
corporation for transfer shall be canceled and no new certificate shall 
be issued until the former certificate for a like number of shares shall 
have been surrendered and canceled, except that in case of a lost, 
destroyed or mutilated certificate a new one may be issued therefor upon 
such terms and indemnity to the corporation as the Board of Directors 
may prescribe.

      Section 2.  Transfer of Shares.  Transfer of shares of the 
corporation shall be made only on the stock transfer books of the 
corporation by the holder of record thereof or by his legal 
representative, who shall furnish proper evidence of authority to 
transfer or by his attorney thereunto authorized by power of attorney 
duly executed and filed with the Secretary of the corporation, or with 
its transfer agent, if any, and on surrender for cancellation of the 
certificate for such shares.  The person in whose name shares stand on 
the books of the corporation shall be deemed by the corporation to be 
the owner thereof for all purposes.


                               ARTICLE IX
                               Fiscal Year

      The fiscal year of the corporation shall begin on the first day of 
February and end on the thirty-first day of January in each year.

<PAGE>
                               ARTICLE X
                               Dividends

      The Board of Directors may, from time to time, declare and the 
corporation may pay dividends on its outstanding shares in the manner, 
and upon the terms and conditions provided by law and its articles of 
incorporation.

                               ARTICLE XI
                             Corporate Seal

      The Board of Directors shall provide a corporate seal which shall 
be circular in form and shall have inscribed thereon the name of the 
corporation and the state of incorporation and the words, "Corporate 
Seal."

                               ARTICLE XII
           Indemnification of Directors, Officers, and Others

      Section 1.  Right to Indemnification.  Each person (including a 
person's personal representative) who was or is made a party or is 
threatened to be made a party to or is otherwise involved (including, 
without limitation, as a witness) in any threatened, pending, or 
completed action, suit or proceeding, whether civil, criminal, 
administrative, investigative or by or in the right of the corporation, 
or otherwise (hereinafter a "proceeding") by reason of the fact that he 
or she (or a person of whom he or she is a personal representative) is 
or was a director or officer of the corporation or, being or having been 
such a director or officer, is or was serving at the request of the 
corporation as a director, officer, partner, trustee, employee, agent or 
in any other relationship or capacity whatsoever, of any other foreign 
or domestic corporation, partnership, joint venture, employee benefit 
plan or trust or other trust, enterprise or other private or 
governmental entity, agency, board, commission, body or other unit 
whatsoever (hereinafter an "indemnitee"), whether the basis of such 
proceeding is alleged action or inaction in an official capacity as a 
director, officer, partner, trustee, employee, agent or in any other 
relationship or capacity whatsoever, shall be indemnified and held 
harmless by the corporation to the fullest extent not prohibited by the 
Washington Business Corporation Act, as the same exists or may hereafter 
be amended (but, in the case of any such amendment, only to the extent 
that such amendment does not prohibit the corporation from providing 
broader indemnification rights than prior to the amendment), against all 
expenses, liabilities, and losses (including but not limited to 
attorneys' fees, judgments, claims, fines, ERISA and other excise and 
other taxes and penalties, and other adverse effects and amounts paid in 
settlement), reasonably incurred or suffered by the indemnitee; 
provided, however, that no such indemnity shall indemnify any person 
from or on account of acts or omissions of such person finally adjudged 
to be intentional misconduct or a knowing violation of law, or from or 
on account of conduct of a director finally adjudged to be in violation 
of RCW 23B.08.310, or from or on account of any transaction with respect 
to which it was finally adjudged that such person personally received a 
benefit in money, property, or services to which the person was not 

<PAGE>
legally entitled; and further provided, however, that except as provided 
in Section 2 of this Article with respect to suits relating to rights to 
indemnification, the corporation shall indemnify any indemnitee in 
connection with a proceeding (or part thereof) initiated by the 
indemnitee only if such proceeding (or part thereof) was authorized by 
the Board of Directors of the corporation.

      The right to indemnification granted in this Article is a contract 
right and includes the right to payment by, and the right to receive 
reimbursement from, the corporation of all expenses as they are incurred 
in connection with any proceeding in advance of its final disposition 
(hereinafter an "advance of expenses"); provided, however, that an 
advance of expenses received by an indemnitee in his or her capacity as 
a director or officer (and not in any other capacity in which service 
was or is rendered by such indemnitee unless required by the Board of 
Directors) shall be made only upon (i) receipt by the corporation of a 
written undertaking (hereinafter an "undertaking") by or on behalf of 
such indemnitee, to repay advances of expenses if and to the extent it 
shall ultimately be determined by order of a court having jurisdiction 
(which determination shall become final upon expiration of all rights to 
appeal), hereinafter a "final adjudication", that the indemnitee is not 
entitled to be indemnified for such expenses under this Article, and 
(ii) receipt by the corporation of written affirmation by the indemnitee 
of his or her good faith belief that he or she has met the standard of 
conduct applicable (if any) under the Washington Business Corporation 
Act necessary for indemnification by the corporation under this Article.

      Section 2.  Right of Indemnitee to Bring Suit.  If any claim for 
indemnification under Section 1 of this Article is not paid in full by 
the corporation within sixty days after a written claim has been 
received by the corporation, except in the case of a claim for an 
advance of expenses, in which case the applicable period shall be twenty 
days, the indemnitee may at any time thereafter bring suit against the 
corporation to recover the unpaid amount of the claim.  If the 
indemnitee is successful in whole or in part in any such suit, or in any 
suit in which the corporation seeks to recover an advance of expenses, 
the corporation shall also pay to the indemnitee all the indemnitee's 
expenses in connection with such suit.  The indemnitee shall be presumed 
to be entitled to indemnification under this Article upon the 
corporation's receipt of indemnitee's written claim (and in any suits 
relating to rights to indemnification where the required undertaking and 
affirmation have been received by the corporation), and thereafter the 
corporation shall have the burden of proof to overcome that presumption.  
Neither the failure of the corporation (including its Board of 
Directors, independent legal counsel, or shareholders) to have made a 
determination prior to other commencement of such suit that the 
indemnitee is entitled to indemnification, nor an actual determination 
by the corporation (including its Board of Directors, independent legal 
counsel or shareholders) that the indemnitee is not entitled to 
indemnification, shall be a defense to the suit or create a presumption 
that the indemnitee is not so entitled.  It shall be a defense to a 
claim for an amount of indemnification under this Article (other than a 
claim for advances of expenses prior to final disposition of a 
proceeding where the required undertaking and affirmation have been 

<PAGE>
received by the corporation) that the claimant has not met the standards 
of conduct applicable (if any) under the Washington Business Corporation 
Act to entitle the claimant to the amount claimed, but the corporation 
shall have the burden of proving such defense.  If requested by the 
indemnitee, determination of the right to indemnity and amount of 
indemnity shall be made by final adjudication (as defined above) and 
such final adjudication shall supersede any determination made in 
accordance with RCW 23B.08.550.

      Section 3.  Non-Exclusivity of Rights.  The rights to 
indemnification (including, but not limited to, payment, reimbursement 
and advances of expenses) granted in this Article shall not be exclusive 
of any other powers or obligations of the corporation or of any other 
rights which any person may have or hereafter acquire under any statute, 
the common law, the corporation's Articles of Incorporation or Bylaws, 
agreement, vote of shareholders or disinterested directors, or 
otherwise.  Notwithstanding any amendment to or repeal of this Article, 
any indemnitee shall be entitled to indemnification in accordance with 
the provisions hereof with respect to any acts or omissions of such 
indemnitee occurring prior to such amendment or repeal.

      Section 4.  Insurance, Contracts and Funding.  The corporation may 
purchase and maintain insurance, at its expense, to protect itself and 
any person (including a person's personal representative) who is or was 
a director, officer, employee or agent of the corporation or who is or 
was a director, officer, partner, trustee, employee, agent, or in any 
other relationship or capacity whatsoever, of any other foreign or 
domestic corporation, partnership, joint venture, employee benefit plan 
or trust or other trust, enterprise or other private or governmental 
entity, agency, board, commission, body or other unit whatsoever, 
against any expense, liability or loss, whether or not the power to 
indemnify such person against such expense, liability or loss is now or 
hereafter granted to the corporation under the Washington Business 
Corporation Act.  The corporation may enter into contracts granting 
indemnity, to any such person whether or not in furtherance of the 
provisions of this Article, and may create trust funds, grant security 
interests and use other means (including, without limitation, letters of 
credit) to secure and ensure the payment of indemnification amounts.

      Section 5.  Indemnification of Employees and Agents.  The 
corporation may, by action of the Board of Directors, provide 
indemnification and pay expenses in advance of the final disposition of 
a proceeding to employees and agent of the corporation with the same 
scope and effect as the provisions of this Article with respect to the 
indemnification and advancement of expenses of directors and officers of 
the corporation or pursuant to rights granted under, or provided by, the 
Washington Business Corporation Act or otherwise.

      Section 6.  Separability of Provisions.  If any provision or 
provisions of this Article shall be held to be invalid, illegal or 
unenforceable for any reason whatsoever (i) the validity, legality and 
enforceability of the remaining provisions of this Article (including 
without limitation, all portions of any sections of this Article 
containing any such provision held to be invalid, illegal or 

<PAGE>
unenforceable, that are not themselves invalid, illegal or 
unenforceable) shall not in any way be affected or impaired thereby, and 
(ii) to the fullest extent possible, the provisions of this Article 
(including, without limitation, all portions of any paragraph of this 
Article containing any such provision held to be invalid, illegal or 
unenforceable, that are not themselves invalid, illegal or 
unenforceable) shall be construed so as to give effect to the intent 
manifested by the provision held invalid, illegal or unenforceable.

      Section 7.  Partial Indemnification.  If an indemnitee is entitled 
to indemnification by the corporation for some or a portion of expenses, 
liabilities or losses, but not for the total amount thereof, the 
corporation shall nevertheless indemnify the indemnitee for the portion 
of such expenses, liabilities and losses to which the indemnitee is 
entitled.

      Section 8.  Successors and Assigns.  All obligations of the 
corporation to indemnify any indemnitee:  (i) shall be binding upon all 
successors and assigns of the corporation (including any transferee of 
all or substantially all of its assets and any successor by merger or 
otherwise by operation of law), (ii) shall be binding on and inure to 
the benefit of the spouse, heirs, personal representatives and estate of 
the indemnitee, and (iii) shall continue as to any indemnitee who has 
ceased to be a director, officer, partner, trustee, employee or agent 
(or other relationship or capacity).


                              ARTICLE XIII
                           Books and Records

      Section 1.  Books of Accounts, Minutes and Share Register.  The 
corporation shall keep as permanent records minutes of all meetings of 
its shareholders and Board of Directors, a record of all actions taken 
by the shareholders or Board of Directors without a meeting, and a 
record of all actions taken by a committee of the Board of Directors 
exercising the authority of the Board of Directors on behalf of the 
corporation.  The corporation shall maintain appropriate accounting 
records.  The corporation or its agent shall maintain a record of its 
shareholders, in a form that permits preparation of a list of the names 
and addresses of all shareholders, in alphabetical order showing the 
number and class of shares held by each.  The corporation shall keep a 
copy of the following records at its principal office:  the Articles or 
Restated Articles of Incorporation and all amendments currently in 
effect; the Bylaws or Restated Bylaws and all amendments currently in 
effect; the minutes of all shareholders' meetings, and records of all 
actions taken by shareholders without a meeting, for the past three 
years; its financial statements for the past three years, including 
balance sheets showing in reasonable detail the financial condition of 
the corporation as of the close of each fiscal year, and an income 
statement showing the results of its operations during each fiscal year 
prepared on the basis of generally accepted accounting principles or, if 
not, prepared on a basis explained therein; all written communications 
to shareholders generally within the past three years; a list of the 
names and business addresses of its current directors and officers; and 

<PAGE>
its most recent annual report delivered to the Secretary of State of 
Washington.

      Section 2.  Copies of Resolutions.  Any person dealing with the 
corporation may rely upon a copy of any of the records of the 
proceedings, resolutions, or votes of the Board of Directors or 
shareholders, when certified by the Chairman (or any Co-Chairman), 
President (or any Co-President) or Secretary.


                              ARTICLE XIV
                          Amendment of Bylaws

      These Bylaws may be amended, altered, or repealed by the 
affirmative vote of a majority of the full Board of Directors at any 
regular or special meeting of the Board of Directors.




<PAGE>
EXHIBIT 21.1
NORDSTROM, INC. AND SUBSIDIARIES
SUBSIDIARIES OF THE REGISTRANT



<TABLE>
<CAPTION>
Name of Subsidiary                              State of Incorporation
------------------                              ----------------------
<S>                                             <C>
Nordstrom Credit, Inc.                          Colorado

Nordstrom National Credit Bank                  Colorado

</TABLE>







<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          JAN-31-1995
<PERIOD-END>                               JAN-31-1995
<CASH>                                          32,497
<SECURITIES>                                         0
<RECEIVABLES>                                  698,849
<ALLOWANCES>                                    22,958
<INVENTORY>                                    627,930
<CURRENT-ASSETS>                             1,397,713
<PP&E>                                       1,730,907
<DEPRECIATION>                                 746,712
<TOTAL-ASSETS>                               2,396,783
<CURRENT-LIABILITIES>                          690,454
<BONDS>                                        297,943
<COMMON>                                       163,334
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                   1,180,466
<TOTAL-LIABILITY-AND-EQUITY>                 2,396,783
<SALES>                                      3,894,478
<TOTAL-REVENUES>                             3,894,478
<CGS>                                        2,599,553
<TOTAL-COSTS>                                3,558,920
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                20,219
<INTEREST-EXPENSE>                              30,664
<INCOME-PRETAX>                                335,558
<INCOME-TAX>                                   132,600
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   202,958
<EPS-PRIMARY>                                     2.47
<EPS-DILUTED>                                     2.47
        

</TABLE>






<PAGE>

Exhibit 13.1

1   NORDSTROM, INC. AND SUBSIDIARIES


              Table of Contents

           2  Financial Highlights

           3  Message to our Shareholders

           4  Management Discussion & Analysis

           8  Consolidated Statements of Earnings

           9  Consolidated Balance Sheets

          10  Consolidated Statements of Shareholders' Equity

          11  Consolidated Statements of Cash Flows

          12  Notes to Consolidated Financial Statements

          21  Report of Management

          22  Independent Auditors' Report

          23  Ten-Year Statistical Summary

          25  Officers, Directors and Committees

          29  Retail Store Facilities








About the Company


Nordstrom has grown from its origins as a small shoe store to become one of
the nation's leading fashion specialty retailers, offering a wide variety of
fine quality apparel, shoes and accessories for women, men and children.  Now
in its 94th year, Nordstrom operates 55 large specialty stores in Washington, 
Oregon, California, Utah, Alaska, Virginia, Maryland, New Jersey, Illinois and 
Minnesota, plus one smaller specialty store, 19 clearance and off-price 
stores, a men's wear boutique in New York City, and leased shoe departments in 
12 department stores in Hawaii and Guam.  Currently led by the third 
generation of the Nordstrom family, the Company remains committed to
 its 
founding principles of quality, value, selection and service.

<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES   2


Financial Highlights

<TABLE>
Dollars in thousands except per share amounts
<CAPTION>
Fiscal Year                                 1994            1993      % Change
------------------------------------------------------------------------------
<S>                                   <C>             <C>             <C>
Net sales                             $3,894,478      $3,589,938          +8.5
Earnings before income taxes             335,558         230,918         +45.3
Net earnings                             202,958         140,418         +44.5
Net earnings per share                      2.47            1.71         +44.4
Cash dividends paid per share               .385             .34         +13.2
</TABLE>



Stock Trading

<TABLE>
<CAPTION>
                              Fiscal Year 1994          Fiscal Year 1993
--------------------------------------------------------------------------
                             High          Low         High          Low
<S>                         <C>           <C>         <C>           <C>
1st Quarter                 44 1/2        34          43 1/2        27 3/4
2nd Quarter                 45 3/4        38 3/4      32 1/4        25 1/4
3rd Quarter                 49 3/4        37          35 3/4        26 1/4
4th Quarter                 49 1/2        39 1/2      36 1/2        31
</TABLE>


Nordstrom, Inc. common stock is traded over-the-counter and quoted daily in 
leading financial publications.  NASDAQ Symbol -- Nobe.


Graph - Net Sales 
The vertical bar graph compares net sales for the past ten years.  Beginning 
with the most recent fiscal year on the left, net sales (dollars are in 
millions) were as follows: 1994-$3,894; 1993-$3,590; 1992-$3,422; 1991-$3,180; 
1990-$2,894; 1989-$2,671; 1988-$2,328; 1987-$1,920; 1986-$1,630; and 1985-
$1,302.


Graph - Net Earnings
The vertical bar graph compares net earnings for the past ten years.  
Beginning with the most recent fiscal year on the left, net earnings (dollars 
in millions) were as follows: 1994-$203.0; 1993-$140.4; 1992-$136.6; 1991-
$135.8; 1990-$115.8; 1989-$114.9; 1988-$123.3; 1987-$92.7; 1986-$72.9; and 
1985-$50.1.






<PAGE>
3   NORDSTROM, INC. AND SUBSIDIARIES


Message to our Shareholders

Reviewing the 1994 year should be encouraging to people who are interested in 
the Nordstrom company. The raw numbers tend to speak for themselves. Sales 
rose to $3,894,478,000, representing an 8.5% increase, while profits set a 
notable all-time high by rising to $202,958,000, a 44.5% increase. Part of the 
vitality that we experienced in 1994 was due to the opening of successful new 
stores at Annapolis Mall in Annapolis, MD; Santa Anita Fashion Park in 
Arcadia, CA; and Old Orchard Center in Skokie, IL. In addition, we 
significantly expanded two of our older units at Washington Square in 
Portland, OR and Bellevue Square in Bellevue, WA.

Most of the credit for the results should go to the people who make up our 
staff and management. They are the ones who have been implementing our 
Inventory Management System that helped us achieve a much more efficient and 
responsive stock of merchandise. We also had an aggressive expense control 
effort that was supported by everyone. Finally, almost all of our merchandise 
divisions lowered their markdowns which allowed us to improve our gross 
margins. Our buyers operated with somewhat leaner inventories by effectively 
targeting our customer base. We note that the women's apparel segment of the 
retailing industry has not been doing well, but we are happy to report that 
our women's apparel departments had significant increases in both sales and 
profit margins.

We expect 1994 to be a good base from which to grow in 1995. The cost controls 
and the merchandise disciplines that we enjoyed this past year should be 
improved upon. While consumer demand is not rising in a major way, we think we 
can capture a larger share of the market.

New stores will once again be the catalyst for our increased sales and the 
growth of our culture. Here is the schedule for stores opening in 1995:

   * March 3: Woodfield Shopping Center, Schaumburg, IL (215,000 sq. ft.)
   * March 17: The Westchester, White Plains, NY (219,000 sq. ft.)
   * August 18: The Mall at Short Hills, Millburn, NJ (188,000 sq. ft.)
   * September 8: Circle Centre, Indianapolis, IN (216,000 sq. ft.)
   * August 25: Auburn Super Mall Rack, Auburn, WA (51,000 sq. ft.)

We feel we are uniquely positioned to grow and prosper. The retail industry 
is, as always, changing and it would appear that we have the financial 
resources, outstanding human resources, desire and opportunities to become the 
leading retailer of our type of merchandise in the country.





John A. McMillan
Bruce A. Nordstrom
James F. Nordstrom
John N. Nordstrom

<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES   4


Management Discussion and Analysis

The following discussion and analysis gives a more detailed review of the past 
three years, as well as additional information on future commitments and 
trends.  This discussion and analysis should be read in conjunction with the 
basic consolidated financial statements and the Ten-Year Statistical Summary.

Sales
Sales have increased to record levels in each of the past three years.

<TABLE>
<CAPTION>
Fiscal Year                                   1994        1993        1992
--------------------------------------------------------------------------
<S>                                           <C>         <C>         <C>
Additional sales in comparable stores
  (open at least fourteen months)             4.4%        2.7%        1.4%
Sales in new stores                           4.1%        2.2%        6.2%
                                              ----        ----        ----
Total percentage increase                     8.5%        4.9%        7.6%
                                              ====        ====        ====
</TABLE>

During the past three years, the rate of growth of comparable store sales has 
increased as the overall economic climate has improved.  This trend has been 
most noticeable in California where many of the Company's stores are located.

New stores are generally not as productive as the Company's average store, due 
to the established customer base and traffic patterns which develop over time. 
As a result, sales growth from new stores has grown at a lower rate than 
average square footage over the past several years.

While management believes that some portion of the increase in merchandise 
sales is due to inflation, it is difficult to measure because of changes in 
merchandise styles and selections.  The change in the retail prices of 
apparel, shoes and accessories as measured by the Bureau of Labor Statistics 
on an overall basis was 1% for 1992, 1% for 1993 and -1% for 1994.  These 
statistics indicate that inflation has been very low over the past several 
years, and management believes that they are the best available measure of the 
effect of inflation on the Company's selling prices.


Graph - Percentage of 1994 Sales by Merchandise Category
The pie chart depicts each merchandise category and its percent of total 
sales.  Clockwise: Shoes - 20%; Men's Apparel and Furnishings - 16%; 
Children's Apparel and Accessories - 4%; Other - 2%; Women's Apparel - 38% and 
Women's Accessories - 20%.  The caption below the graph reads, "Sales by major 
merchandise category have changed only slightly over the past several years."






<PAGE>
5   NORDSTROM, INC. AND SUBSIDIARIES



Management Discussion and Analysis

Costs and Expenses
As a result of increased sales, the total amount of costs and expenses has 
increased in each year.  As a percentage of sales, total costs and expenses 
were 93.5% in 1992, 93.6% in 1993 and 91.4% in 1994.  Unless otherwise 
indicated, the changes discussed below are stated as a percentage of 
sales as shown on page 8.

Cost of sales and related buying and occupancy costs fluctuate as a percentage 
of sales primarily because of changes in the cost of sales component.  With 
the changes in merchandise styles and selections from season to season, cost 
of sales, and therefore the merchandise gross margin, can fluctuate up and 
down.  In 1993, the merchandise gross margin decreased because of the softness 
in demand for women's apparel.  During 1994, the merchandise margin improved 
dramatically because of higher than anticipated sales increases and 
implementation of a new inventory management system.  Nearly all categories of 
merchandise had higher margins, but women's apparel showed the greatest 
improvement following the low level in 1993.  Buying costs increased during 
the period, as the Company spent more to develop its own merchandise brands 
and to develop and implement a new inventory management system.

Selling, general and administrative expenses increased by .2% of sales in 1992 
as sales growth slowed.  Salaries, wages, workers' compensation claims and 
medical plan benefits increased in comparable stores at a faster rate than
sales.  In 1992, management implemented programs to control these expenses, 
and as a result, the rate of growth of these expenses slowed in 1993.  At the 
same time the growth in comparable store sales increased.  Selling, general 
and administrative expenses decreased by .2% of sales in 1993 primarily 
because of a reduction in bad debts.  Bad debts continued to decline in 1994. 
Medical plan benefits also decreased in 1994 as a result of changes to the 
plan implemented by the Company.  These decreases were offset by higher sales 
promotion costs for the Company's direct sales division and a higher 
contribution to the Company's profit sharing plan.

In 1992 and 1993, interest expense decreased because of lower short-term 
interest rates and reductions in debt outstanding.  During 1994, interest 
expense decreased as more interest was capitalized on projects under 
construction.

Other income in the fourth quarter of 1992 was reduced by a charge of $6.6 
million ($.05 per share after income taxes) for plaintiffs' legal fees in 
connection with the settlement of a class action lawsuit.  The Company 
had previously established a reserve for potential wage claims alleged in that 
same lawsuit.  The Company paid substantially all the claims by the end of 
1993 and the resulting adjustment of the reserve amount increased other income 
in the fourth quarter of 1993 by $4.5 million ($.03 per share after income 
taxes).  Also, in the fourth quarter of 1993, other income was reduced by $5 
million ($.04 per share after income taxes) for expenses and property losses 
resulting from an earthquake in Southern California.  The Company does not 
carry earthquake insurance because of its high cost.

<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES   6

Management Discussion and Analysis

Income Taxes
The provision for income taxes increased in 1992 as a percentage of earnings 
before income taxes because of a reduction in deferred tax credits. In 1993, 
the provision increased because of the increase in the Federal income tax 
rate.

Liquidity and Capital Resources
During 1992 and 1993, cash provided by operating activities exceeded cash used 
in investing activities as shown on page 11. The Company used this excess cash 
flow to reduce total debt outstanding. This situation reversed in 1994 as the 
Company increased its spending on new store construction and customer accounts 
receivable increased.

The Company's operating working capital (net working capital less short-term 
investments plus notes payable and the current portion of long-term debt) has 
fluctuated as shown below:

<TABLE>
<CAPTION>
Fiscal year                                      1994        1993        1992
-----------------------------------------------------------------------------
<S>                                          <C>         <C>         <C>
Operating working capital (in thousands)     $843,924    $745,040    $765,893
Percentage change from prior year               13.3%       (2.7%)       1.0%
                                             --------    --------    --------
Net sales/average operating working capital       4.6         4.8         4.5
                                             ========    ========    ========
</TABLE>

The Company believes that operating working capital is a more appropriate 
measure of the Company's on-going working capital requirements than net 
working capital because it eliminates the effect of changes in the levels of 
short-term investments and borrowings. These levels can vary each year 
depending on financing activities.

Operating working capital increased at a slower rate than sales in 1992, and 
decreased in 1993, because of reduced customer accounts receivable. Credit 
sales on the Company's credit card decreased, reflecting more cautious use of 
credit by consumers in general and increased competition from third-party 
cards. In 1994, customer accounts receivable increased because the Company 
commenced its own Visa credit card program. The increase in customer accounts 
receivable, along with higher merchandise inventories, caused operating
working capital to increase.











<PAGE>
7   NORDSTROM, INC. AND SUBSIDIARIES

Management Discussion and Analysis

Graph - Investing and Operating Cash Flows
The vertical bar graph compares cash provided by operating activities and cash 
used in investing activities for each year, for the past ten years. Dollars 
are in millions.

<TABLE>
<CAPTION>
        Investing     Operating 
Year    activities    activities
----    ----------    ----------
<S>     <C>           <C>
1994        $230.4        $215.3
1993        $132.7        $262.1
1992        $ 71.9        $235.6
1991        $147.2        $154.0
1990        $200.7        $148.1
1989        $168.7        $122.2
1988        $153.4        $ 46.0
1987        $128.3        $ 87.7
1986        $ 69.8        $115.0
1985        $120.9        $ (3.5)
</TABLE>

Liquidity and Capital Resources 
The Company has spent $436 million during the last three years to add new 
stores and facilities and to improve existing stores and facilities. Over 1.4 
million square feet of selling space has been added during this time period, 
representing an increase of 16%. Most of the new stores have been constructed 
by the Company on land that it owns or leases under long-term agreements, thus 
providing a strong basis for future operations.

The Company plans to spend over $750 million on capital projects during the 
next three years, with over $100 million allocated to the refurbishment of 
existing stores.  Although the Company has made commitments for stores to be 
opening in 1995 and beyond, it is possible that some stores may not be opened 
as scheduled because of environmental and land use regulations and the 
difficulties encountered by shopping center developers in securing financing. 

The anticipated growth of the Company's operations will require some external 
capital in the next three years.  Most of these external capital requirements 
will be funded with additional long- and short-term debt issued by the 
Company's captive finance subsidiary.

The Company's capital base has expanded over the last three years. At the end 
of 1994, the Company's capital totaled $1,805 million. Because the Company has 
experienced strong positive cash flows, total debt outstanding has decreased 
over the past three years both in total and as a percentage of total capital. 
The percentage of debt to total capital is lower than it has been in over 10 
years.  Management believes that the expansion of the Company's operations 
over the next several years will not significantly increase its debt to 
capital percentage. Management also believes that the Company's current 
financial strength provides the resources necessary to maintain its existing 
stores and the flexibility to take advantage of new store opportunities.

Graph - Square Footage by Market Area at end of 1994
The pie chart shows the percent of total square feet in each region and also 
gives the number of square feet for that region.  Clockwise: Northern
California, 19.2%, 1,922,000; Washington, 13.8%, 1,374,000; Capital, 12.3%, 
1,229,000; Oregon, 8.2%, 823,000; Northeast, 7.2%, 722,000; Midwest, 7.4%, 
743,000; Utah, 3.6%, 357,000; Place Two and Clearance, .4%, 44,000; Alaska, 
1.0%, 97,000 and Southern California, 26.9%, 2,687,000.





































<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES   8


Consolidated Statements of Earnings

<TABLE>
Dollars in thousands except per share amounts
<CAPTION>
                                                  % of                   % of                   % of
Year ended January 31,                    1995   Sales           1994   Sales           1993   Sales
----------------------------------------------------------------------------------------------------
<S>                                 <C>          <C>       <C>          <C>       <C>          <C>
Net sales                           $3,894,478   100.0     $3,589,938   100.0     $3,421,979   100.0
                                    ----------   -----     ----------   -----     ----------   -----
Costs and expenses:
  Cost of sales and related
    buying and occupancy             2,599,553    66.7      2,469,304    68.8      2,339,107    68.3
  Selling, general and
    administrative                   1,023,347    26.3        940,579    26.2        902,083    26.4
  Interest, net                         30,664      .8         37,646     1.1         44,810     1.3
  Service charge income
    and other, net                     (94,644)   (2.4)       (88,509)   (2.5)       (86,140)   (2.5)
                                    ----------   -----     ----------   -----     ----------   -----
Total costs and expenses             3,558,920    91.4      3,359,020    93.6      3,199,860    93.5
                                    ----------   -----     ----------   -----     ----------   -----
Earnings before income taxes           335,558     8.6        230,918     6.4        222,119     6.5
Income taxes                           132,600     3.4         90,500     2.5         85,500     2.5
                                    ----------   -----     ----------   -----     ----------   -----
Net earnings                        $  202,958     5.2     $  140,418     3.9     $  136,619     4.0
                                    ==========   =====     ==========   =====     ==========   =====
Net earnings per share              $     2.47             $     1.71             $     1.67
                                    ==========             ==========             ==========
Cash dividends paid per share       $     .385             $      .34             $      .32
                                    ==========             ==========             ==========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.
</TABLE>



<PAGE>
9   NORDSTROM, INC. AND SUBSIDIARIES


Consolidated Balance Sheets

<TABLE>
<CAPTION>
Dollars in thousands
January 31,                                                              1995                    1994
-----------------------------------------------------------------------------------------------------
<S>                                                                <C>                     <C>
Assets
Current assets:
  Cash and cash equivalents                                        $   32,497              $   91,222
  Accounts receivable, net                                            675,891                 586,441
  Merchandise inventories                                             627,930                 585,602
  Prepaid income taxes and other                                       61,395                  51,649
                                                                   ----------              ----------
Total current assets                                                1,397,713               1,314,914
Property, buildings and equipment, net                                984,195                 845,596
Other assets                                                           14,875                  16,971
                                                                   ----------              ----------
Total assets                                                       $2,396,783              $2,177,481
                                                                   ==========              ==========

Liabilities and Shareholders' Equity
Current liabilities:
  Notes payable                                                    $   87,388              $   40,337

  Accounts payable                                                    273,084                 264,055
  Accrued salaries, wages and taxes                                   190,501                 156,947
  Accrued expenses                                                     40,990                  35,994
  Accrued income taxes                                                 22,524                  27,988
  Current portion of long-term debt                                    75,967                 102,164
                                                                   ----------              ----------
Total current liabilities                                             690,454                 627,485
Long-term debt                                                        297,943                 336,410
Deferred income taxes and other                                        64,586                  47,082
Shareholders' equity                                                1,343,800               1,166,504
                                                                   ----------              ----------
Total liabilities and shareholders' equity                         $2,396,783              $2,177,481
                                                                   ==========              ==========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.
</TABLE>


<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  10


Consolidated Statements of Shareholders' Equity

<TABLE>
<CAPTION>
Dollars in thousands except per share amounts
Year ended January 31,                                          1995             1994             1993
------------------------------------------------------------------------------------------------------
<S>                                                       <C>              <C>              <C>
Common Stock
Authorized 250,000,000 shares; issued and outstanding
  82,244,098, 82,059,128 and 81,974,797 shares
Balance at beginning of year                              $  157,374       $  155,439       $  153,055
Issuance of common stock                                       5,960            1,935            2,384
                                                          ----------       ----------       ----------
Balance at end of year                                       163,334          157,374          155,439
                                                          ----------       ----------       ----------

Retained Earnings
Balance at beginning of year                               1,009,130          896,592          786,176
Net earnings                                                 202,958          140,418          136,619
Cash dividends paid ($.385, $.34, and $.32 per share)        (31,622)         (27,880)         (26,203)
                                                          ----------       ----------       ----------
Balance at end of year                                     1,180,466        1,009,130          896,592
                                                          ----------       ----------       ----------
Total shareholders' equity                                $1,343,800       $1,166,504       $1,052,031
                                                          ==========       ==========       ==========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.
</TABLE>


<PAGE>
11  NORDSTROM, INC. AND SUBSIDIARIES


Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>
Dollars in thousands
Year ended January 31,                                             1995              1994              1993
-----------------------------------------------------------------------------------------------------------
<S>                                                            <C>               <C>               <C>
Operating Activities
Net earnings                                                   $202,958          $140,418          $136,619
Adjustments to reconcile net earnings to net
  cash provided by operating activities:
    Depreciation and amortization                               110,789           103,466           102,763
    Change in:
      Accounts receivable, net                                  (89,450)           16,757             5,029
      Merchandise inventories                                   (42,328)          (48,863)          (30,107)
      Prepaid income taxes and other                             (9,746)             (878)           (2,643)
      Accounts payable                                            9,029            43,879             3,744
      Accrued salaries, wages and taxes                          33,554            (1,081)           12,236
      Accrued expenses                                            4,996             4,853              (600)
      Income tax liabilities                                     (4,518)            3,540             8,586
                                                               --------          --------          --------
Net cash provided by operating activities                       215,284           262,091           235,627
                                                               --------          --------          --------

Investing Activities
Additions to property, buildings and equipment, net            (232,050)         (124,401)          (69,982)
Other, net                                                        1,660            (8,306)           (1,870)
                                                               --------          --------          --------
Net cash used in investing activities                          (230,390)         (132,707)          (71,852)
                                                               --------          --------          --------

Financing Activities
Increase (decrease) in notes payable                             47,051             2,018           (96,416)
Proceeds from issuance of long-term debt, net                    49,656               -                 -   
Principal payments on long-term debt                           (114,664)          (43,371)          (29,055)
Proceeds from issuance of common stock                            5,960             1,935             2,384
Cash dividends paid                                             (31,622)          (27,880)          (26,203)
                                                               --------          --------          --------
Net cash used in financing activities                           (43,619)          (67,298)         (149,290)
                                                               --------          --------          --------
Net (decrease) increase in cash and cash equivalents            (58,725)           62,086            14,485
Cash and cash equivalents at beginning of year                   91,222            29,136            14,651
                                                               --------          --------          --------
Cash and cash equivalents at end of year                       $ 32,497          $ 91,222          $ 29,136
                                                               ========          ========          ========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral
part of these statements.
</TABLE>

















<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  12


Notes to Consolidated Financial Statements


Dollars in thousands except per share amounts             

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation: The Consolidated Financial Statements include the 
accounts of Nordstrom, Inc. and its subsidiaries.  All significant 
intercompany transactions and accounts are eliminated in consolidation.

Merchandise Inventories:  Merchandise inventories are stated at the lower of 
cost (first-in, first-out basis) or market, using the retail method.

Property, Buildings and Equipment: Straight-line and accelerated methods are 
applied in the calculation of depreciation and amortization.

Lives used for calculating depreciation and amortization rates for the 
principal asset classifications are as follows: buildings, 10 to 50 years; 
store fixtures and equipment, three to 15 years; leasehold improvements,
life of lease or applicable shorter period.

Store Preopening Costs:  Store opening and preopening costs are charged to 
expense when incurred.

Capitalization of Interest:  The interest carrying costs of facilities being 
constructed are capitalized during their construction period based on the 
Company's weighted average borrowing rate.

Earnings per Share:  Earnings per share are computed on the basis of the 
weighted average number of common shares outstanding during the year.  Average 
shares outstanding were 82,144,079, 82,003,407 and 81,892,829 in 1994, 1993 
and 1992.

Cash Equivalents:  The Company considers all short-term investments with a 
maturity at date of purchase of three months or less to be cash equivalents.  
The carrying amount approximates fair value because of the short maturity of 
these instruments.

Customer Accounts Receivable:  In accordance with trade practices, 
installments maturing in more than one year or deferred payment accounts 
receivable are included in current assets.

Cash Management:  The Company's cash management system provides for the 
reimbursement of all major bank disbursement accounts on a daily basis.  
Accounts payable at January 31, 1995 and 1994 include $29,223 and $15,817 
of checks drawn in excess of cash balances not yet presented for payment.





<PAGE>
13  NORDSTROM, INC. AND SUBSIDIARIES


Derivatives:  The Company limits its use of derivative financial instruments 
to the management of well-defined foreign currency and interest rate risks. 
The effect of these activities is not material to the Company's financial 
condition or results of operations. The Company has no off-balance sheet 
credit risk, and the fair value of derivative financial instruments at January 
31, 1995 and 1994 is not material.

NOTE 2:  EMPLOYEE BENEFITS

The Company provides a profit sharing plan for employees.  The plan is fully 
funded by the Company and is non-contributory except for employee 
contributions made under Section 401(k) of the Internal Revenue Code.  Under 
this provision, the Company provides matching contributions up to a stipulated 
percentage of employee contributions.  The Company contribution is established 
each year by the Board of Directors and totaled $44,000, $35,500 and $34,000 
for 1994, 1993 and 1992.


NOTE 3:  INTEREST EXPENSE

The components of interest expense are as follows:

<TABLE>
<CAPTION>
Year ended January 31,                  1995          1994          1993
------------------------------------------------------------------------
<S>                                  <C>           <C>           <C>
Nordstrom, Inc.
 Short-term debt                     $    69       $    46       $   799
 Long-term debt                       10,780        12,830        14,084
Nordstrom Credit, Inc.
 Short-term debt                       5,085         2,361         4,474
 Long-term debt                       23,161        25,543        28,906
                                     -------       -------       -------
Total interest incurred               39,095        40,780        48,263
Less:  Interest income                (2,416)       (1,624)       (1,161)
       Capitalized interest           (6,015)       (1,510)       (2,292)
                                     -------       -------       -------
Interest, net                        $30,664       $37,646       $44,810
                                     =======       =======       =======
</TABLE>













<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  14

NOTE 4:  INCOME TAXES

Income taxes consist of the following:

<TABLE>
<CAPTION>
Year ended January 31,                   1995          1994          1993
-------------------------------------------------------------------------
<S>                                  <C>            <C>           <C>
Current income taxes:
  Federal                            $118,558       $77,231       $71,181
  State and local                      23,986        16,149        14,931
                                     --------       -------       -------
Total current income taxes            142,544        93,380        86,112
                                     --------       -------       -------
Deferred income taxes:
  Current                             (10,113)         (648)       (3,588)
  Non-current                             169        (2,232)        2,976
                                     --------       -------       -------
Total deferred income taxes            (9,944)       (2,880)         (612)
                                     --------       -------       -------
Total income taxes                   $132,600       $90,500       $85,500
                                     ========       =======       =======
</TABLE>

A reconciliation of the statutory Federal income tax rate with the
effective tax rate is as follows:

<TABLE>
<CAPTION>
Year ended January 31,                  1995          1994          1993
------------------------------------------------------------------------
<S>                                   <C>           <C>           <C>
Statutory rate                        35.00%        35.00%        34.00%
State and local income taxes, net
   of Federal income taxes             4.39          4.41          4.38
Other, net                              .11         (0.21)         0.11
                                     -------       -------       -------
Effective tax rate                    39.50%        39.20%        38.49%
                                     =======       =======       =======
</TABLE>

Deferred income taxes result from temporary differences in the timing of
recognition of revenue and expenses for tax and financial statement
reporting as follows:

<TABLE>
<CAPTION>
Year ended January 31,                  1995          1994          1993
------------------------------------------------------------------------
<S>                                  <C>           <C>           <C>
Excess tax basis depreciation        $   521        $  740        $2,342
Accrued expenses                      (4,416)       (2,850)       (3,039)
Other                                 (6,049)         (770)           85
                                     -------       -------       -------
Total deferred income taxes          ($9,944)      ($2,880)      ($  612)
                                     =======       =======       =======
</TABLE>

These items comprise substantially all of the deferred tax asset and liability 
balances.

<PAGE>
15  NORDSTROM, INC. AND SUBSIDIARIES

NOTE 5:  ACCOUNTS RECEIVABLE

The components of accounts receivable are as follows:

<TABLE>
<CAPTION>
January 31,                                          1995           1994
------------------------------------------------------------------------
<S>                                              <C>            <C>
Customers                                        $678,673       $588,296
Other                                              20,176         21,290
Allowance for doubtful accounts                   (22,958)       (23,145)
                                                 --------       --------
Accounts receivable, net                         $675,891       $586,441
                                                 ========       ========
</TABLE>

Credit risk with respect to accounts receivable is concentrated in the 
geographic regions in which the Company operates stores.  At January 31, 1995
and 1994, approximately 50% of the Company's receivables were concentrated in
California.  Concentration of the remaining receivables is considered to be 
limited due to their geographical dispersion.

Bad debt expense totaled $20,219, $25,713 and $29,469 for 1994, 1993 and 1992.


NOTE 6: PROPERTY, BUILDINGS AND EQUIPMENT

Property, buildings and equipment consist of the following (at cost):

<TABLE>
<CAPTION>
January 31,                                        1995             1994
------------------------------------------------------------------------
<S>                                          <C>              <C>
Land and land improvements                   $   42,355       $   41,810
Buildings                                       423,342          404,910
Leasehold improvements                          520,729          471,293
Store fixtures and equipment                    595,288          510,789
                                             ----------       ----------
                                              1,581,714        1,428,802
Less accumulated depreciation 
   and amortization                            (746,712)        (654,026)
                                             ----------       ----------
                                                835,002          774,776
Construction in progress                        149,193           70,820
                                             ----------       ----------
Property, buildings and equipment, net       $  984,195       $  845,596
                                             ==========       ==========
</TABLE>

At January 31, 1995 the Company had contractual commitments of approximately 
$125,366 for construction of new stores.

<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  16
NOTE 7:  NOTES PAYABLE

A summary of notes payable is as follows:

<TABLE>
<CAPTION>
Year ended January 31,                  1995          1994          1993
------------------------------------------------------------------------
<S>                                 <C>           <C>           <C>
Average daily short-term 
   borrowings                       $106,092      $ 76,779      $141,979
Maximum amount outstanding           209,605       117,023       186,038
Weighted average interest rate:
   During the year                      4.9%          3.1%          3.7%
   At year-end                          6.0%          3.1%          3.1%
</TABLE>

The carrying amount of notes payable approximates fair value because of the 
short maturity of these instruments.

At January 31, 1995, Nordstrom Credit, Inc. had unsecured lines of credit with 
commercial banks totaling $225,000 which are available as liquidity support 
for short-term debt, and expire in June 1995 and January 1998.  Nordstrom 
Credit, Inc. pays commitment fees for the lines in lieu of compensating 
balance requirements.


NOTE 8:  LONG-TERM DEBT

A summary of long-term debt is as follows:

<TABLE>
<CAPTION>
January 31,                                          1995           1994
------------------------------------------------------------------------
<S>                                              <C>            <C>
Senior notes, 8.875%-9%, due 1995-1998           $100,000       $150,000

Medium-term notes,
   Nordstrom Credit, Inc.,
   7.83%-9.6%, due 1995-2001                      209,000        210,000

Sinking fund debentures,
   Nordstrom Credit, Inc., 9.375%, due 2016,
   payable in annual installments of $3,750
   beginning in 1997                               43,100         55,600

Other                                              21,810         22,974
                                                 --------       --------
Total long-term debt                              373,910        438,574
Less current portion                              (75,967)      (102,164)
                                                 --------       --------
Total due beyond one year                        $297,943       $336,410
                                                 ========       ========
</TABLE>



<PAGE>
17  NORDSTROM, INC. AND SUBSIDIARIES

The senior note agreements contain restrictive covenants which, among other 
things, restrict dividends to shareholders to a formula amount.  At January 
31, 1995, approximately $664,290 of retained earnings was not restricted.

Aggregate principal payments on long-term debt are as follows:  1995-$75,967;
1996-$74,210; 1997-$55,053; 1998-$105,183 and 1999-$5,076.

The fair value of long-term debt, estimated using quoted market prices of the 
same or similar issues with the same remaining maturity, was approximately 
$381,000 and $478,000 at January 31, 1995 and 1994.

NOTE 9:  LEASES

The Company leases land, buildings and equipment under non-cancelable lease 
agreements with expiration dates ranging from 1995 to 2080.  Certain of the 
leases include renewal provisions at the Company's option.  Most of the leases 
provide for additional rentals based upon specific percentages of sales and 
require the Company to pay for certain other costs.

Future minimum lease payments as of January 31, 1995 are as follows:  1995-
$27,972; 1996-$27,116; 1997-$26,358; 1998-$25,298; 1999-$24,324; and 
thereafter -$201,418.

The following is a schedule of rent expense:

<TABLE>
<CAPTION>
Year ended January 31,                      1995        1994        1993
------------------------------------------------------------------------
<S>                                      <C>         <C>         <C>
Minimum rent:
  Store locations                        $16,467     $14,899     $14,719
  Offices, warehouses and equipment       18,336      19,390      17,660
Contingent rent:
  Store location percentage rent          14,078      13,964      13,398
  Common area costs, taxes and other       8,860       8,692       8,105
                                         -------     -------     -------
Total rent expense                       $57,741     $56,945     $53,882
                                         =======     =======     =======
</TABLE>


NOTE 10:  STOCK OPTION PLAN

The Company provides a stock option plan for certain key employees.  Options 
are issued at market value on the date of grant and become exercisable over a 
five-year period.  The number of shares reserved for future stock option 
grants is 869,334.







<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  18


A summary of stock option activity follows:

<TABLE>
<CAPTION>
                                                         Range of prices
                                             Shares            per share
------------------------------------------------------------------------
<S>                                       <C>            <C>
Outstanding, February 1, 1994             1,732,464        $ 7.44-$43.25
Granted                                     345,770         43.88- 48.25
Exercised                                  (182,662)         7.44- 43.25
Cancelled                                   (17,322)        22.00- 43.88
                                          ---------        -------------
Outstanding, January 31, 1995             1,878,250        $12.88-$48.25
                                          =========        =============
Exercisable, January 31, 1995               964,023        $12.88-$43.25
                                          =========        =============
</TABLE>



NOTE 11:  SUPPLEMENTARY CASH FLOW INFORMATION

Supplementary cash flow information includes the following:

<TABLE>
<CAPTION>
Year ended January 31,                  1995          1994          1993
------------------------------------------------------------------------
<S>                                 <C>            <C>           <C>
Cash paid during the year for:
   Interest (net of capitalized
      interest)                     $ 34,520       $41,122       $47,994
   Income taxes                      146,590        86,485        79,740
</TABLE>



NOTE 12:  CREDIT CARD AND FINANCING SUBSIDIARIES

Nordstrom National Credit Bank (the Bank), a wholly owned subsidiary, issues a
credit card for use in Company stores, and in 1994 introduced a VISA card.  
Nordstrom Credit, Inc., a wholly owned subsidiary, finances all receivables 
generated through the use of these credit cards. Servicing of the receivables 
is performed by the Bank. At January 31, 1995, net VISA receivables totaled 
$85,211.










<PAGE>
19  NORDSTROM, INC. AND SUBSIDIARIES


Condensed combined financial information of the subsidiaries is as follows:

<TABLE>
<CAPTION>
Year ended January 31,                    1995         1994         1993
------------------------------------------------------------------------
<S>                                   <C>           <C>          <C>
Service charge income                 $ 92,591      $91,026      $92,553
Other income                            12,525        5,086        4,121
                                      --------      -------      -------
   Total revenue                      $105,116      $96,112      $96,674
                                      ========      =======      =======
Net earnings                          $ 23,019      $22,209      $19,699
                                      ========      =======      =======
</TABLE>


<TABLE>
<CAPTION>
January 31,                                            1995         1994
------------------------------------------------------------------------
<S>                                                <C>          <C>
Assets:
  Cash and cash equivalents                        $ 24,286     $ 21,972
  Accounts receivable, net                          655,427      564,605
  Other assets                                        7,650        8,527
                                                   --------     --------
Total assets                                       $687,363     $595,104
                                                   ========     ========
Liabilities and investment of Nordstrom, Inc.:
   Notes Payable:
       Nordstrom, Inc.                             $148,000     $112,500
       Other                                         87,388       40,337
   Accounts payable and accrued liabilities          21,091       20,902
   Long-term debt                                   252,100      265,600
   Investment of Nordstrom, Inc.                    178,784      155,765
                                                   --------     --------
Total liabilities and investment
   of Nordstrom, Inc.                              $687,363     $595,104
                                                   ========     ========
</TABLE>














<PAGE>
20  NORDSTROM, INC. AND SUBSIDIARIES


Notes to Consolidated Financial Statements

NOTE 13:  SELECTED QUARTERLY DATA (UNAUDITED)

<TABLE>
<CAPTION>

Year ended January 31, 1995       1st Quarter    2nd Quarter    3rd Quarter    4th Quarter         Total
--------------------------------------------------------------------------------------------------------
<S>                               <C>            <C>            <C>            <C>            <C>
Net sales                            $762,062     $1,079,501       $861,968     $1,190,947    $3,894,478
Gross profit                          251,927        355,841        292,656        394,501     1,294,925
Earnings before income taxes           52,773        104,223         63,079        115,483       335,558
Net earnings                           31,973         63,023         38,079         69,883       202,958
Earnings per share                        .39            .77            .46            .85          2.47
Dividends per share                      .085            .10            .10            .10          .385

Year ended January 31, 1994       1st Quarter    2nd Quarter    3rd Quarter    4th Quarter         Total
--------------------------------------------------------------------------------------------------------
Net sales                            $695,559     $1,017,582       $769,373     $1,107,424    $3,589,938
Gross profit                          212,971        306,565        245,057        356,041     1,120,634
Earnings before income taxes           18,395         70,151         42,056        100,316       230,918
Net earnings                           11,295         42,651         25,456         61,016       140,418
Earnings per share                        .14            .52            .31            .74          1.71
Dividends per share                      .085           .085           .085           .085           .34











<PAGE>
21  NORDSTROM, INC. AND SUBSIDIARIES


Management and Independent Auditors' Reports


REPORT OF MANAGEMENT

The accompanying consolidated financial statements, including the notes 
thereto, and the other financial information presented in this Annual Report 
have been prepared by management.  The financial statements have been prepared 
in accordance with generally accepted accounting principles and include 
amounts that are based upon our best estimates and judgments.  Management is 
responsible for the consolidated financial statements, as well as the other 
financial information in this Annual Report.

The Company maintains an effective system of internal accounting control.  We 
believe that this system provides reasonable assurance that transactions are 
executed in accordance with management authorization, and that they are 
appropriately recorded, in order to permit preparation of financial statements 
in conformity with generally accepted accounting principles and to adequately 
safeguard, verify and maintain accountability of assets.  The concept of 
reasonable assurance is based on the recognition that the cost of a system of 
internal control should not exceed the benefits derived.

The consolidated financial statements and related notes have been audited by 
Deloitte & Touche LLP, independent certified public accountants.  The 
accompanying auditors' report expresses an independent professional opinion on 
the fairness of presentation of management's financial statements.

The Audit Committee of the Board of Directors is composed of the outside 
directors, and is responsible for recommending the independent certified 
public accounting firm to be retained for the coming year, subject to 
shareholder approval.  The Audit Committee meets periodically with the 
independent auditors, as well as with management and internal auditors, to 
review accounting, auditing, internal accounting controls and financial 
reporting matters.  The independent auditors and the internal auditors also 
meet privately with the Audit Committee.



John A. Goesling
Executive Vice President and Chief Financial Officer












<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  22



INDEPENDENT AUDITORS' REPORT

We have audited the accompanying consolidated balance sheets of Nordstrom, 
Inc. and subsidiaries as of January 31, 1995 and 1994, and the related 
consolidated statements of earnings, shareholders' equity and cash flows for 
each of the three years in the period ended January 31, 1995.  These financial 
statements are the responsibility of the Company's management.  Our 
responsibility is to express an opinion on these financial statements based on 
our audits.

We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audits provide a reasonable basis 
for our opinion.

In our opinion, such consolidated financial statements present fairly, in all 
material respects, the financial position of Nordstrom, Inc. and subsidiaries 
as of January 31, 1995 and 1994, and the results of their operations and their 
cash flows for each of the three years in the period ended January 31, 1995, 
in conformity with generally accepted accounting principles.



Deloitte & Touche LLP
Seattle, Washington; March 10, 1995






























<PAGE>

23  NORDSTROM, INC. AND SUBSIDIARIES

Ten-Year Statistical Summary

Dollars in thousands except square footage and per share amounts

</TABLE>


<TABLE>
<CAPTION>
Year ended January 31,                         1995          1994          1993          1992          1991
------------------------------------------------------------------------------------------------------------
<S>                                      <C>           <C>           <C>           <C>           <C>
Financial Position
Customer accounts receivable, net        $  655,715    $  565,151    $  584,379    $  585,490      $558,573
Merchandise inventories                     627,930       585,602       536,739       506,632       448,344
Current assets                            1,397,713     1,314,914     1,219,844     1,177,638     1,090,379
Current liabilities                         690,454       627,485       511,196       553,903       551,835
Working capital                             707,259       687,429       708,648       623,735       538,544
Working capital ratio                          2.02          2.10          2.39          2.13          1.98
Property, buildings and equipment, net      984,195       845,596       824,142       856,404       806,191
Long-term debt                              373,910       438,574       481,945       511,000       489,172
Debt/capital ratio                            25.56         29.11         33.09         40.74         43.59
Shareholders' equity                      1,343,800     1,166,504     1,052,031       939,231       826,410
Shares outstanding                       82,244,098    82,059,128    81,974,797    81,844,227    81,737,910
Book value per share                          16.34         14.22         12.83         11.48         10.11
Total assets                              2,396,783     2,177,481     2,053,170     2,041,875     1,902,589

Operations
Net sales                                 3,894,478     3,589,938     3,421,979     3,179,820     2,893,904
Costs and expenses:
  Cost of sales and related 
    buying and occupancy                  2,599,553     2,469,304     2,339,107     2,169,437     2,000,250
  Selling, general and administrative     1,023,347       940,579       902,083       831,505       747,770
  Interest, net                              30,664        37,646        44,810        49,106        52,228
  Service charge income and other, net      (94,644)      (88,509)      (86,140)      (87,443)      (84,660)
Total costs and expenses                  3,558,920     3,359,020     3,199,860     2,962,605     2,715,588
Earnings before income taxes                335,558       230,918       222,119       217,215       178,316
Income taxes                                132,600        90,500        85,500        81,400        62,500
Net earnings                                202,958       140,418       136,619       135,815       115,816
Earnings per share                             2.47          1.71          1.67          1.66          1.42
Dividends per share                            .385           .34           .32           .31           .30
Net earnings as a percent of net sales        5.21%          3.91%         3.99%         4.27%         4.00%
Return on average shareholders' equity       16.17%         12.66%        13.72%        15.38%        14.85%
Sales per square foot for Company-
  operated stores                               395           383           381           388           391

Stores and Facilities
Company-operated stores                          76            74            72            68            63
Total square footage                      9,998,000     9,282,000     9,224,000     8,590,000     7,655,000
</TABLE>




<PAGE>
24  NORDSTROM INC. AND SUBSIDIARIES

Ten-Year Statistical Summary (continued)

<TABLE>
<CAPTION>
Dollars in thousands except square footage and per share amounts
-----------------------------------------------------------------------------------------------------------
Year ended January 31,                         1990          1989          1988          1987          1986
-----------------------------------------------------------------------------------------------------------
<S>                                     <C>           <C>           <C>           <C>           <C>
Financial Position
Customer accounts receivable, net       $   519,656   $   465,929   $   391,387   $   344,045   $   296,030
Merchandise inventories                     419,976       403,795       312,696       257,334       226,017
Current assets                            1,011,148       913,986       730,182       645,326       546,756
Current liabilities                         489,888       448,165       394,699       324,697       339,503
Working capital                             521,260       465,821       335,483       320,629       207,253
Working capital ratio                          2.06          2.04          1.85          1.99          1.61
Property, buildings and equipment, net      691,937       594,038       502,661       424,228       397,380
Long-term debt                              468,412       389,216       260,343       271,054       276,419
Debt/capital ratio                            43.78         43.12         39.57         41.57         56.41
Shareholders' equity                        733,250       639,941       533,209       451,196       314,119
Shares outstanding                       81,584,710    81,465,027    81,371,106    80,981,722    74,504,392
Book value per share                           8.99          7.86          6.55          5.57          4.22
Total assets                              1,707,420     1,511,703     1,234,267     1,071,124       945,880

Operations
Net sales                                 2,671,114     2,327,946     1,920,231     1,629,918     1,301,857
Costs and expenses:
  Cost of sales and related 
    buying and occupancy                  1,829,383     1,563,832     1,300,720     1,095,584       893,874
  Selling, general and administrative       669,159       582,973       477,488       408,664       326,758
  Interest, net                              49,121        39,977        32,952        34,910        30,482
  Service charge income and other, net      (55,958)      (57,268)      (53,662)      (49,479)      (36,636)
Total costs and expenses                  2,491,705     2,129,514     1,757,498     1,489,679     1,214,478
Earnings before income taxes                179,409       198,432       162,733       140,239        87,379
Income taxes                                 64,500        75,100        70,000        67,300        37,300
Net earnings                                114,909       123,332        92,733        72,939        50,079
Earnings per share                             1.41          1.51          1.13           .91           .65
Dividends per share                             .28           .22           .18           .13           .11
Net earnings as a percent of net sales        4.30%         5.30%         4.83%         4.48%         3.85%
Return on average shareholders' equity       16.74%        21.03%        18.84%        19.06%        17.10%
Sales per square foot for Company-
  operated stores                               398           380           349           322           293

Stores and Facilities
Company-operated stores                          59            58            56            53            52
Total square footage                      6,898,000     6,374,000     5,527,000     5,098,000     4,727,000
</TABLE>
















































<PAGE>
25  NORDSTROM INC. AND SUBSIDIARIES


Officers, Directors and Committees

<TABLE>
<CAPTION>
Officers
<S>                    <C>  <C>                         <C>
Jammie Baugh           41   Executive Vice President    Southern California
                                                          General Manager

Gail A. Cottle         43   Executive Vice President    Product Development

Dale C. Crichton       46   Vice President              Cosmetics and Gift 
                                                          Gallery Merchandise 
                                                          Manager

Joseph V. Demarte      43   Vice President              Personnel

Annette S. Dresser     34   Vice President              Individualist and 
                                                          Petite Focus 
                                                          Merchandise Manager

Charles L. Dudley      44   Vice President              Human Resources

John A. Goesling       49   Executive Vice President    Finance
                              and Treasurer         

Tamela J. Hickel       34   Vice President              Oregon General Manager

Darrel J. Hume         47   Vice President              Men's Sportswear
                                                          Merchandise Manager

Jack F. Irving         50   Executive Vice President    Men's Wear Merchandise 
                                                          Manager

Raymond A. Johnson     53   Co-President

Cody K. Kondo          39   Vice President              Northeast General 
                                                          Manager

David P. Lindsey       45   Vice President              Store Planning

David L. Mackie        46   Vice President              Real Estate

Robert J. Middlemas    38   Vice President              Midwest General
                                                          Manager

Blake W. Nordstrom     34   Vice President              Washington and Alaska
                                                          General Manager

James A. Nordstrom     33   Vice President              Northern California 
                                                          General Manager
</TABLE>


<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  26



<TABLE>
<S>                    <C>  <C>                         <C>
Robert T. Nunn         55   Executive Vice President    Shoe Merchandise 
                                                          Manager

Cynthia C. Paur        44   Executive Vice President    Better Apparel
                                                          Merchandise Manger

Karen E. Purpur        51   Secretary

John J. Whitacre       42   Co-President

Martha S. Wikstrom     38   Vice President              Capital General 
                                                          Manager
</TABLE>






































<PAGE>
27  NORDSTROM, INC. AND SUBSIDIARIES

<TABLE>
<CAPTION>
Directors
<S>                         <C>  <C>         <C>
Philip M. Condit            53   Director    President, The Boeing Company,
                                               Seattle, WA

D. Wayne Gittinger          62   Director    Partner, Lane Powell Spears 
                                               Lubersky, Seattle, WA

John F. Harrigan            69   Director    Retired Chairman, Union Bank,
                                               Los Angeles, CA

Charles A. Lynch            67   Director    Chairman, Market Value Partners
                                               Company, Menlo Park, CA

Ann D. McLaughlin           53   Director    President, Federal City Council,
                                               Washington, D.C. and Vice
                                               Chairman, The Aspen Institute, 
                                               Aspen, CO

John A. McMillan            63   Co-Chairman of the Board of Directors

Bruce A. Nordstrom          61   Co-Chairman of the Board of Directors

James F. Nordstrom          55   Co-Chairman of the Board of Directors

John N. Nordstrom           57   Co-Chairman of the Board of Directors

Alfred E. Osborne, Jr.      50   Director    Director, Entrepreneurial Studies 
                                               Center and Associate Professor 
                                               of Business Economics, The John 
                                               E. Anderson Graduate School of 
                                               Management, University of 
                                               California, Los Angeles, CA

William D. Ruckelshaus      62   Director    Chairman of the Board and Chief 
                                               Executive Officer, 
                                               Browning-Ferris Industries, 
                                               Inc., Houston, TX

Malcolm T. Stamper          69   Director    Publisher, Chairman and Chief 
                                               Executive Officer,
                                               Storytellers, Ink., Seattle, WA

Elizabeth Crownhart Vaughan 66   Director    President, Salar Enterprises, 
                                               Portland, OR
</TABLE>







<PAGE>
                                          NORDSTROM, INC. AND SUBSIDIARIES  28


Committees

EXECUTIVE
John A. McMillan
Bruce A. Nordstrom, Co-Chair
James F. Nordstrom
John N. Nordstrom, Co-Chair

AUDIT
Philip M. Condit
John F. Harrigan
Charles A. Lynch
Ann D. McLaughlin
Alfred E. Osborne, Jr.
William D. Ruckelshaus, Chair
Elizabeth Crownhart Vaughan

COMPENSATION AND STOCK OPTION
D. Wayne Gittinger
John F. Harrigan
Ann D. McLaughlin
Alfred E. Osborne, Jr.
William D. Ruckelshaus
Elizabeth Crownhart Vaughan, Chair

CONTRIBUTIONS
Anne E. Gittinger, Secretary-ex officio
Bruce A. Nordstrom
James F. Nordstrom, Chair
John N. Nordstrom
William D. Ruckelshaus
Malcolm T. Stamper

FINANCE
Philip M. Condit
John A. Goesling-ex officio
John F. Harrigan, Chair
Charles A. Lynch
Alfred E. Osborne, Jr.
Malcolm T. Stamper

ORGANIZATION AND NOMINATING
D. Wayne Gittinger
Charles A. Lynch
Malcolm T. Stamper, Chair
Elizabeth Crownhart Vaughan

PROFIT SHARING AND BENEFITS
Joseph V. Demarte-ex officio
D. Wayne Gittinger
Raymond A. Johnson-ex officio
Bruce A. Nordstrom, Chair
John N. Nordstrom























<PAGE>

                                          NORDSTROM, INC. AND SUBSIDIARIES  29

Retail Store Facilities

<TABLE>
The following table sets forth certain information with respect to each of the stores operated by the 
Company.  The Company also operates leased shoe departments in 12 department stores in Hawaii and Guam. In 
addition, the Company operates seven distribution centers and leases other space for administrative 
functions.
<CAPTION>
                                         Present                                      Year      Present
                        Year opened  total store                                 opened or  total store
Location                or acquired  area/sq. ft.    Location                     acquired  area/sq. ft.
------------------------------------------------     -------------------------------------------------
<S>                     <C>          <C>             <C>                         <C>        <C>
WASHINGTON GROUP                                     NORTHERN CALIFORNIA GROUP
Downtown Seattle(1)            1963      245,000     Hillsdale Shopping Center        1982      149,000
Northgate Mall                 1965      122,000     Broadway Plaza                   1984      193,000
Tacoma Mall                    1966      134,000     Stanford Shopping Center         1984      187,000
Bellevue Square                1967      285,000     The Village at Corte Madera      1985      116,000
Southcenter Mall               1968      170,000     Oakridge Mall                    1985      150,000
Yakima                         1972       44,000     Valley Fair                      1987      165,000
Spokane                        1974      121,000     280 Metro Center Rack            1987       31,000
Alderwood Mall                 1979      127,000     Stonestown Galleria              1988      174,000
Pavilion Rack                  1985       39,000     Downtown San Francisco           1988      350,000
Alderwood Rack                 1985       25,000     Arden Fair                       1989      190,000
Downtown Seattle Rack          1987       42,000     Stoneridge Mall                  1990      173,000
Bellis Fair Rack               1990       20,000     Marina Square Rack               1990       44,000

OREGON GROUP                                         UTAH GROUP
Lloyd Center                   1963      150,000     Crossroads Plaza                 1980      140,000
Downtown Portland              1966      174,000     Fashion Place Mall               1981      110,000
Washington Square              1974      189,000     Ogden City Mall                  1982       76,000
Vancouver Mall                 1977       71,000     Sugarhouse Center Rack           1991       31,000
Salem Centre                   1980       71,000     
Clackamas Town Center          1981      121,000     CAPITAL GROUP
Clackamas Rack                 1983       28,000     Tysons Corner Center             1988      239,000
Downtown Portland Rack         1986       19,000     The Fashion Centre at
                                                       Pentagon City                  1989      241,000


<PAGE>
31  NORDSTROM, INC. AND SUBSIDIARIES

SOUTHERN CALIFORNIA GROUP                            Potomac Mills Rack               1990       46,000
South Coast Plaza              1978      235,000     Montgomery Mall                  1991      225,000
Brea Mall                      1979      195,000     City Place Rack                  1992       37,000
Los Cerritos Center            1981      122,000     Towson Town Center               1992      205,000
Fashion Valley Mall            1981      156,000     Towson Rack                      1992       31,000
Glendale Galleria              1983      147,000     Franklin Mills Rack              1993       43,000
Santa Ana Rack                 1983       22,000     Annapolis Mall                   1994      162,000
Topanga Plaza                  1984      154,000     
University Towne Centre        1984      130,000     NORTHEAST GROUP
Woodland Hills Rack            1984       48,000     Garden State Plaza               1990      272,000
The Galleria at South Bay      1985      161,000     Menlo Park Mall                  1991      266,000
Westside Pavilion              1985      150,000     Freehold Raceway Mall            1992      174,000
Horton Plaza                   1985      151,000     Faconnable                       1993       10,000
Mission Valley Rack            1985       27,000     
Montclair Plaza                1986      133,000     MIDWEST GROUP
North County Fair              1986      156,000     Oakbrook Center                  1991      249,000
MainPlace Mall                 1987      169,000     Mall of America                  1992      240,000
Chino Town Square Rack         1987       30,000     Old Orchard                      1994      209,000
Paseo Nuevo                    1990      186,000     Woodfield Rack                   1994       45,000
The Galleria at Tyler          1991      164,000     
Santa Anita                    1994      151,000     PLACE TWO AND CLEARANCE
                                                        STORES
ALASKA GROUP                                         Washington and Arizona(2)                 44,000

Anchorage                      1975       97,000
<FN>
(1) Excludes approximately 23,000 square feet of corporate and administrative 
    offices.
(2) Includes one Place Two store and one clearance store.
</TABLE>



























<PAGE>

Shareholder Information



Independent Auditors
Deloitte & Touche LLP


Counsel
Lane Powell Spears Lubersky


Transfer Agent and Registrar
First Interstate Bank of California
Telephone (800) 522-6645


General Offices
1501 Fifth Avenue, Seattle, WA 98101-1603
Telephone (206) 628-2111


Annual Meeting
May 16, 1995 at 11:00 a.m. Pacific Time

Sheraton Seattle Hotel and Towers
Seattle, Washington


Form 10-K
The Company's Annual Report to the Securities and Exchange Commission on Form 
10-K for the year ended January 31, 1995 will be provided to shareholders upon 
written request to: Investors Relations, Nordstrom, Inc., P.O. Box 2737, 
Seattle, WA 98111 or by calling (206) 233-6301.


Shareholder Information Line
In order to provide our shareholders with information about the Company in a 
more timely manner, as well as to reduce paper use, we will be establishing a 
shareholder information line. We will no longer be mailing quarterly 
shareholder reports. Effective April 14, 1995, shareholders will be able to 
obtain the latest financial releases and updates as soon as they are 
available, by dialing 1-800-667-3920.













<PAGE>
NORDSTROM, INC. AND SUBSIDIARIES


Appendix

<TABLE>
<CAPTION>
Graph                                                                  Page
------------------------------------------------                       ----
<S>                                                                    <C>
Net Sales                                                                 2

Net Earnings                                                              2

Percentage of 1994 Sales by Merchandise Category                          4

Investing and Operating Cash Flows                                        7

Square Footage by Market Area at end of 1994                              7

</TABLE>