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. Today, the Company operates 53 large specialty stores and four smaller 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.
The Company also operates eighteen clearance stores under the name "Nordstrom Rack" 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 and leased shoe departments in 11 department stores in Hawaii. The Company commenced operations of its Direct Sales division with the mailing of the first catalog at the end of 1993. Over the next twelve to eighteen months, the Company will be involved in tests of Interactive Television Shopping.
The Company regularly employs on a full or part-time basis an average of approximately 33,000 employees. Due to the seasonal nature of the Company's business, the number increased to approximately 40,000 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 1993 Annual Report to Shareholders, which sections are incorporated by reference herein from Exhibit 13.1 of this report:
Message to the Shareholders Management Discussion and Analysis Note 13 in Notes to Consolidated Financial Statements
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Executive Officers of the Registrant - - ------------------------------------
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 or until a successor is elected and qualifies.
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Item 2.
Item 2. Properties. - - --------------------
The following table summarizes at January 31, 1994 the number of stores owned or operated by the Company and the percentage of total store area represented by each listed category:
The Company also operates eight merchandise distribution centers, five of which are owned and three 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 25 full-line stores, six clearance 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 1993 Annual Report to Shareholders, which section is incorporated by reference herein from Exhibit 13.1 of this report:
	Retail Store Facilities
Item 3.
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.
Item 4. Submission of Matters to a Vote of Security Holders - - ------------------------------------------------------------ None
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PART II
Item 5.
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 the NASDAQ. The approximate number of holders of Common Stock as of March 22, 1994 was 71,500.
Certain other information required under this Item with respect to stock prices and dividends is included in the following sections of the Company's 1993 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 9 in Notes to Consolidated Financial Statements 	Note 14 in Notes to Consolidated Financial Statements
Item 6.
Item 6. Selected Financial Data. - - ---------------------------------
The information required under this item is included in the following section of the Company's 1993 Annual Report to Shareholders, which section is incorporated by reference herein from Exhibit 13.1 of this report:
	Ten-Year Statistical Summary
Item 7.
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 1993 Annual Report to Shareholders, which section is incorporated by reference herein from Exhibit 13.1 of this report:
	 Management Discussion and Analysis
Item 8.
Item 8. Financial Statements and Supplementary Data. - - -----------------------------------------------------
The information required under this item is included in the following sections of the Company's 1993 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 16 Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. - - ------------------------------------------------------------------------ None
PART III
Item 10.
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 1994 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.
Item 11. Executive Compensation. - - --------------------------------
The information required under this item is included in the following sections of the Company's Proxy Statement for its 1994 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, 1994 Compensation and Stock Option Committee Report on Executive Compensation Stock Price Performance Compensation of Directors 	 Compensation Committee Interlocks and Insider Participation 	 1993 Non-Employee Director Stock Incentive Plan (Effectiveness of the Plan is subject to approval of the shareholders at the 1994 Annual Meeting of Shareholders.)
Item 12.
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 1994 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 16 Item 13.
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 1994 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
PART IV
Item 14.
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 -----------------------------
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 1993 Annual Report to Shareholders as incorporated by reference herein from Exhibit 13.1 of this report.
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(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 are hereby incorporated by reference from the Registrant's Form 10-K for the year ended January 31, 1992, Exhibit 3.2.
(4.1) The Indenture between Nordstrom Credit, Inc. (a wholly-owned subsidiary of the Registrant) and First Interstate Bank of Washington, N.A. 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.
(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, as amended (SEC File No. 0-12994) for the quarter ended July 31, 1991, Exhibit 10.1.
(10.2) The 1987 Nordstrom Stock Option Plan is hereby incorporated by reference from the Registrants' Proxy Statement for its 1987 Annual Meeting of Shareholders.
(10.3) 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.
(10.4) The 1993 Non-Employee Director Stock Incentive Plan is filed herein as an Exhibit. (Effectiveness of the Plan is subject to approval of the shareholders at the 1994 Annual Meeting of Shareholders.)
(13.1) The Company's 1993 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 is on page 12 of this report.
All other exhibits are omitted because they are not applicable, not required, or because the required information is included in the Company's 1993 Annual Report to Shareholders.
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(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, 1994 by __________________________________________ ____________________ John A. Goesling Executive Vice President and Treasurer (Principal Accounting and Financial Officer)
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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/ D. Wayne Gittinger /s/ James F. Nordstrom _______________________________ ________________________________ D. Wayne Gittinger James F. Nordstrom Director Co-Chairman
/s/ John F. Harrigan /s/ John N. Nordstrom _______________________________ ________________________________ John F. Harrigan John N. Nordstrom Director Co-Chairman
/s/ Charles A. Lynch /s/ Alfred E. Osborne Jr. _______________________________ ________________________________ Charles A. Lynch Alfred E. Osborne Jr. Director Director
/s/ Ann D. McLaughlin /s/ William D. Ruckelshaus _______________________________ ________________________________ Ann D. McLaughlin William D. Ruckelshaus Director Director
/s/ John A. McMillan /s/ Malcolm T. Stamper _______________________________ ________________________________ John A. McMillan Malcolm T. Stamper Co-Chairman Director
/s/ Bruce A. Nordstrom /s/ Elizabeth Crownhart Vaughan _______________________________ ________________________________ Bruce A. Nordstrom Elizabeth Crownhart Vaughan Co-Chairman Director
Date March 31, 1994 ___________________________
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INDEPENDENT AUDITORS' CONSENT AND REPORT ON SCHEDULES
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 11, 1994 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, 1994.
We have audited the consolidated financial statements of Nordstrom, Inc. and subsidiaries as of January 31, 1994 and 1993, and for each of the three years in the period ended January 31, 1994, and have issued our report thereon dated March 11, 1994; such financial statements and report are included in your 1993 Annual Report to Shareholders and are incorporated herein by reference. Our audits also included the consolidated financial statement schedules of Nordstrom, Inc. and subsidiaries, listed in Item 14(a)2. These financial statement schedules are 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 schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly in all material respects the information set forth therein.
Deloitte & Touche March 31, 1994 Seattle, Washington
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NORDSTROM, INC. AND SUBSIDIARIES SCHEDULE V - PROPERTY, BUILDINGS AND EQUIPMENT (Dollars in thousands)
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NORDSTROM, INC. AND SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION AND AMORTIZATION OF PROPERTY, BUILDINGS AND EQUIPMENT
(Dollars in thousands)
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NORDSTROM, INC. AND SUBSIDIARIES
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS
(Dollars in thousands)
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NORDSTROM INC. AND SUBSIDIARIES
SCHEDULE IX - SHORT-TERM BORROWINGS
(Dollars in thousands)
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NORDSTROM INC. AND SUBSIDIARIES
Exhibit Index