Also, the company agreed to pay $3 million to be divided by 35 other states that joined the agreement and any other states that choose to join within 75 days. All states are expected to join since a share of the $3 million award is theirs for the asking, according to New York State officials.

"We decided to enter into this comprehensive and nationwide settlement in order to maintain the good will our company enjoys with millions of consumers who play Nintendo games," said Howard Lincoln, the company's senior vice president. "Rather than risk our company's good will while engaging in costly litigation over a complicated legal issue which could drag on for years, we opted to get this behind the company immediately."

Robert Abrams, the New York Attorney General, hailed the agreement as "the first state-F.T.C. enforcement action on a vertical price-fixing case" -- one in which the manufacturer dictates price to the retailer -- and the first time in more than a decade that the F.T.C. "has rejoined the battle" against such price fixing. Keeping Track of Dealers

In explaining the agreement, Mr. Abrams said Nintendo sales representatives had "kept track of retail sales to make sure dealers toed the line on prices."

"Retailers who resisted Nintendo's pressure were threatened with a slowdown of shipments or a reduction in the number of consoles delivered for sale," Mr. Abrams said.