Obligation MITSUBISHI UFJ FG Inc. 2.95% ( US606822AA24 ) en USD

MITSUBISHI UFJ FG Inc.

100 % ▼

Japon

US606822AA24 ( en USD )

2.95% par an ( paiement semestriel )

01/03/2021 - Obligation échue

Prospectus brochure de l'obligation MITSUBISHI UFJ FINANCIAL GROUP INC US606822AA24 en USD 2.95%, échue

200 000 USD

3 100 000 000 USD

606822AA2

N/A

Mitsubishi UFJ Financial Group Inc. (MUFG) est une holding financière japonaise, l'une des plus grandes au monde, offrant une large gamme de services financiers, dont la banque de détail, la banque d'investissement et la gestion d'actifs.

L'Obligation émise par MITSUBISHI UFJ FG Inc. ( Japon ) , en USD, avec le code ISIN US606822AA24, paye un coupon de 2.95% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/03/2021

PROSPECTUS SUPPLEMENT
424B2 1 d178461d424b2.htm PROSPECTUS SUPPLEMENT
Table of Contents
CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities to be
Maximum Aggregate
Amount of
Registered

Offering Price

Registration Fee(1)
$500,000,000 Floating Rate Senior Notes due March 1, 2021

$
513,905,000
$
51,750.24
$1,000,000,000 2.95% Senior Notes due March 1, 2021

$
1,020,170,000
$
102,731.12
$500,000,000 3.85% Senior Notes due March 1, 2026

$
521,360,000
$
52,500.96

(1)Calculated in accordance with Rule 457(r) of the U.S. Securities Act of 1933, as amended.
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-209455
PROSPECTUS SUPPLEMENT
(To prospectus dated February 10, 2016)

Mitsubishi UFJ Financial Group, Inc.
$500,000,000 Floating Rate Senior Notes due March 1, 2021
$1,000,000,000 2.95% Senior Notes due March 1, 2021
$500,000,000 3.85% Senior Notes due March 1, 2026
Mitsubishi UFJ Financial Group, Inc., or MUFG, expects to issue the above-listed senior notes, collectively the Notes, as additional notes pursuant to a senior debt indenture dated March 1, 2016, or the
Indenture. Mitsubishi UFJ Securities (U.S.A.), Inc. and other broker-dealers may use this prospectus supplement and the accompanying prospectus in connection with market-making transactions in the Notes after
their initial sale.
The floating rate senior notes due March 1, 2021 offered hereby, or the 5-year floating rate notes, will bear interest commencing March 1, 2016 at a per annum rate equal to three-month U.S. dollar LIBOR plus
1.88%, payable quarterly in arrears on March 1, June 1, September 1 and December 1 of each year, subject to adjustments, with the first interest payment to be made on June 1, 2016. The 5-year floating rate
notes offered hereby will constitute a further issuance of, and will form a single series with, our floating rate senior notes due 2021, which we previously issued in the aggregate principal amount of $400,000,000
under the Indenture on March 1, 2016, or the existing 5-year floating rate notes.
Each of the fixed rate senior notes due March 1, 2021 offered hereby, or the 5-year fixed rate notes, and the fixed rate senior notes due March 1, 2026 offered hereby, or the 10-year fixed rate notes, collectively the
fixed rate notes, will bear interest commencing March 1, 2016 at a per annum rate listed above, payable semi-annually in arrears on March 1 and September 1 of each year, with the first interest payment to be
made on September 1, 2016. The 5-year fixed rate notes offered hereby will constitute a further issuance of, and will form a single series with, our 2.95% senior notes due 2021, which we previously issued in the
aggregate principal amount of $2,100,000,000 under the Indenture on March 1, 2016, or the existing 5-year fixed rate notes. The 10-year fixed rate notes offered hereby will constitute a further issuance of, and
will form a single series with, our 3.85% senior notes due 2026, which we previously issued in the aggregate principal amount of $2,500,000,000 under the Indenture on March 1, 2016, or the existing 10-year
fixed rate notes. The existing 5-year floating rate notes, the existing 5-year fixed rate notes and the existing 10-year fixed rate notes are collectively referred to as the existing notes.
Each of the Notes offered hereby will have the same CUSIP and ISIN numbers as, and will trade interchangeably with, the existing notes of the same series immediately upon settlement. The offering price of each
of the Notes offered hereby will include accrued interest from (and including) March 1, 2016 through the day before the issue date, which must be paid by the purchasers.
The Notes are intended to qualify as total loss-absorbing capacity, or TLAC, debt upon the implementation of applicable TLAC regulations in Japan. The Notes will be our senior
unsecured obligations and will rank senior to all of our existing and future subordinated debt, will rank equally in right of payment with all of our existing and future unsecured and
unsubordinated debt (except for statutorily preferred exceptions) and will be effectively subordinated to any secured indebtedness we incur, to the extent of the value of the assets
securing the same. See "Risk Factors--Risk Related to the Senior Debt Securities--The senior debt securities will be structurally subordinated to the liabilities of MUFG's subsidiaries,
including BTMU and MUTB." and other risk factors in the same section included in the accompanying prospectus, and "Description of Senior Debt Securities" in the accompanying
prospectus.
We may at our option redeem a series of Notes in whole, but not in part, at 100% of their principal amount plus any accrued and unpaid interest to (but excluding) the date of redemption upon the occurrence of
certain tax events, subject to certain conditions. See "Description of Senior Debt Securities" in the accompanying prospectus.
Approval in -principle has been received from the Singapore Exchange Securities Trading Limited, or the SGX-ST, for the listing and quotation of the Notes on the SGX-ST. The SGX-ST assumes no responsibility
for the correctness of any statements made, opinions expressed or reports contained herein. Admission of the Notes to the Official List of the SGX-ST is not to be taken as an indication of the merits of MUFG, its
subsidiaries, its associated companies or the Notes. This prospectus supplement has not been registered as a prospectus with the Monetary Authority of Singapore.

Investing in the Notes involves risks. See "Risk Factors" beginning on page 6 of the accompanying prospectus and the documents incorporated by reference herein.

Neither the U.S. Securities and Exchange Commission nor any state securities regulators has approved or disapproved these securities or determined if this prospectus supplement or
the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
These securities are not deposits or savings accounts. These securities are not insured by the U.S. Federal Deposit Insurance Corporation, or the FDIC, or any other governmental agency or instrumentality.

Underwriting Discounts
Proceeds to us

Price to Public
and Commissions(1)
(before expenses)
Per Floating Rate Note due 2021

102.781%

0.350%

102.431%
Total Floating Rate Notes due 2021(2)

$
513,905,000
$
1,750,000
$
512,155,000
Per Fixed Rate Note due 2021

102.017%

0.350%

101.667%
Total Fixed Rate Notes due 2021(2)

$
1,020,170,000
$
3,500,000
$
1,016,670,000
Per Fixed Rate Note due 2026

104.272%

0.450%

103.822%
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PROSPECTUS SUPPLEMENT
Total Fixed Rate Notes due 2026(2)

$
521,360,000
$
2,250,000
$
519,110,000

(1)For additional underwriting compensation information, see "Underwriting (Conflicts of Interest)."
(2)Plus accrued interest from (and including) March 1, 2016 to (but excluding) the issue date, which must be paid by the purchasers of the Notes offered hereby. The amounts of accrued interest per $1,000
principal amount on the 5-year floating rate notes, the 5-year fixed rate notes and the 10-year fixed rate notes offered hereby from (and including) March 1, 2016 to (but excluding) April 26, 2016, which is the
expected issue date, will be $3.91, $4.51 and $5.88, respectively.
The Notes are expected to be delivered to purchasers in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants on or about April 26, 2016.

Joint Lead Managers and Joint Bookrunners

MORGAN STANLEY

MUFG
J.P. Morgan
Senior Co-Managers

BofA Merrill Lynch

Citigroup
Co-Managers

Barclays

BNP PARIBAS

HSBC
Crédit Agricole CIB

Deutsche Bank Securities

RBC Capital Markets
Société Générale Corporate & Investment Banking

UBS Investment Bank
The date of this prospectus supplement is April 19, 2016
Table of Contents
TABLE OF CONTENTS

Page

About This Prospectus Supplement

ii
Forward-Looking Statements

iv
Where You Can Find More Information

iv
Incorporation of Documents by Reference

v
Summary:

S-1
Floating Rate Senior Notes due 2021
S-5YRFL-1
2.95% Senior Notes due 2021

S-5YRFX
3.85% Senior Notes due 2026
S-10YRFX
General Terms of Notes

S-GEN-1
Use of Proceeds

SP-1
Capitalization and Indebtedness

SP-2
Supervision and Regulation in Japan

SP-3
U.S. Taxation

SP-8
Underwriting (Conflicts of Interest)

SP-13
Legal Matters

SP-21
Independent Registered Public Accounting Firm

SP-21
About This Prospectus

3
Forward-Looking Statements

4
Mitsubishi UFJ Financial Group, Inc.

5
Risk Factors

6
Consolidated Ratio of Earnings to Fixed Charges

12
Use of Proceeds

13
Selected Financial Data

14
Capitalization and Indebtedness

19
Description of Senior Debt Securities

20
Taxation

37
Certain ERISA and Other Considerations

46
Underwriting (Conflicts of Interest)

48
Legal Matters

50
Independent Registered Public Accounting Firm

50
Where You Can Obtain More Information

50
Incorporation of Documents by Reference

50
Limitation on Enforcement of U.S. Laws

51
Annex A: Unaudited Reverse Reconciliation of Selected Financial Information

A-1
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Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
In making an investment decision, you should rely only on the information provided or incorporated by reference in this prospectus
supplement and the accompanying prospectus. We have not authorized anyone to provide you with different or additional information. You should
not assume that the information in this prospectus supplement or the accompanying prospectus or in any document incorporated by reference herein
or therein is accurate as of any date after its respective date.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the Notes in certain jurisdictions may be
restricted by law. This prospectus supplement and the accompanying prospectus do not constitute an offer, or an invitation on our behalf or on
behalf of the underwriters or any of them, to subscribe to or purchase any of the Notes, and may not be used for or in connection with an offer or
solicitation by anyone, in any jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it is unlawful to make
such an offer or solicitation.
The Notes may not be a suitable investment for all investors and you must determine on your own or with the assistance of a financial adviser
the suitability of an investment in the Notes in light of your own circumstances. You should not invest in the Notes unless you have the knowledge
and expertise, either on your own or with the assistance of a financial adviser, to evaluate how the Notes will perform under changing conditions,
the effect on the value of the Notes of the uncertainty relating to whether and how the Notes will be qualified or treated under applicable regulatory
capital requirements, and the impact this investment will have on your overall investment portfolio. Prior to making an investment decision, you
should consider carefully, in light of your own financial circumstances and investment objectives, all the information contained in this prospectus
supplement and the accompanying prospectus and incorporated by reference herein and therein and in any applicable supplement to this prospectus
supplement.

As used in this prospectus supplement, the terms "MUFG," "we," the "Company" and the "Group" generally refer to Mitsubishi UFJ
Financial Group, Inc. and its consolidated subsidiaries but, from time to time as the context requires, refers to Mitsubishi UFJ Financial Group,
Inc. as an individual legal entity, except that on the cover page of this prospectus supplement, under the heading "Joint Lead Managers and Joint
Bookrunners," the reference to "MUFG" is to Mitsubishi UFJ Securities (USA), Inc.
In this prospectus supplement, references to "yen" or "¥" are to Japanese yen, references to "U.S. dollars," "U.S. dollar," "dollars," "U.S.$"
or "$" are to United States dollars and references to "AU$" are to Australian dollars.
Unless otherwise specified, the financial information presented in this prospectus supplement and our consolidated financial statements,
which are incorporated by reference in this prospectus supplement, are prepared in accordance with accounting principles generally accepted in the
United States, or U.S. GAAP. Our fiscal year ends on March 31 of each year.

The Notes have not been and will not be registered under the Financial Instruments and Exchange Act of Japan (Act No. 25 of 1948, as
amended; the "Financial Instruments and Exchange Act") and are subject to the Special Taxation Measures Act of Japan (Act No. 26 of 1957, as
amended; the "Special Taxation Measures Act"). The Notes may not be offered or sold in Japan or to, or for the benefit of, any resident of Japan
(which term as used in this sentence means any person resident of Japan, including any corporation or other entity organized under the laws of
Japan) or to others for reoffering or resale, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan, except pursuant to an
exemption from the registration requirements of, and otherwise in compliance with, the Financial Instruments and Exchange Act and any other
applicable laws, regulations and governmental guidelines of Japan. The Notes are not, as part of the distribution pursuant to the

ii
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underwriting agreement dated the date hereof by the underwriters at any time, to be directly or indirectly offered or sold to, or for the benefit of,
any person other than a beneficial owner that is, (i) for Japanese tax purposes, neither (x) an individual resident of Japan or a Japanese corporation,
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PROSPECTUS SUPPLEMENT
nor (y) an individual non-resident of Japan or a non-Japanese corporation that in either case is a person having a special relationship with the
Company as described in Article 6, Paragraph 4 of the Special Taxation Measures Act (a "specially-related person of the Company") or (ii) a
Japanese financial institution, designated in Article 6, Paragraph 9 of the Special Taxation Measures Act, except as specifically permitted under the
Special Taxation Measures Act. BY SUBSCRIBING FOR THE NOTES, A HOLDER WILL BE DEEMED TO HAVE REPRESENTED
THAT IT IS A PERSON WHO FALLS INTO THE CATEGORY OF (i) OR (ii) ABOVE.
Interest payments on the Notes generally will be subject to Japanese withholding tax unless it is established that such Notes are held by or for
the account of a beneficial owner that is (i) for Japanese tax purposes, neither (x) an individual resident of Japan or a Japanese corporation, nor
(y) an individual non-resident of Japan or a non-Japanese corporation that in either case is a specially-related person of the Company, (ii) a
Japanese designated financial institution described in Article 6, Paragraph 9 of the Special Taxation Measures Act which complies with the
requirement for tax exemption under that paragraph or (iii) a public corporation, a financial institution or a financial instruments business operator
described in Article 3-3, Paragraph 6 of the Special Taxation Measures Act which complies with the requirement for tax exemption under that
paragraph.
Interest payments on the Notes to an individual resident of Japan, to a Japanese corporation not described in the preceding paragraph, or to an
individual non-resident of Japan or a non-Japanese corporation that in either case is a specially-related person of the Company will be subject to
deduction in respect of Japanese income tax at a current rate of 15.315% of the amount of such interest.

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FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and the documents incorporated by reference herein contain "forward-looking
statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements do not relate strictly to
historical or current facts and include statements regarding our current intent, belief, targets or expectations or the current intent, belief, targets or
expectations of our management with respect to, among others:

·
changes in banking and other regulations, including those affecting whether and how the Notes will be qualified or treated under

applicable capital requirements and resolution measures to be implemented in Japan,

·
our financial condition,

·
our results of operations,

·
our business plans and other management objectives,

·
our business strategies, competitive positions and growth opportunities,

·
the financial and regulatory environment in which we operate,

·
our problem loan levels and loan losses,

·
the equity, interest and foreign exchange markets, and

·
the benefits of recently completed or announced transactions and realization of related financial and operating synergies and

efficiencies, including estimated cost savings and revenue enhancement.
In many, but not all, cases, we use words such as "aim," "anticipate," "believe," "estimate," "expect," "hope," "intend," "may," "plan,"
"predict," "probability," "risk," "should," "will," "would" and similar expressions, as they relate to us or our management, to identify forward-
looking statements. These statements reflect our current views with respect to future events and are subject to risks, uncertainties and assumptions.
Should one or more of these risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results may vary materially
from those which are anticipated, aimed at, believed, estimated, expected, intended or planned.
Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual results may differ from
those in forward-looking statements as a result of various factors. Important factors that could cause actual results to differ materially from
estimates or forecasts contained in the forward-looking statements include those which are discussed in our most recent annual report on Form 20-
F and other documents incorporated by reference in this prospectus supplement and the accompanying prospectus.
You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of their respective dates. We do not
undertake to update any forward-looking statements, whether as a result of new information, future events or developments, or otherwise.
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WHERE YOU CAN OBTAIN MORE INFORMATION
We file reports and other information with the SEC. You may read and copy any document filed with the SEC at the SEC's Public Reference
Room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at (800) SEC-0330 for further information on the Public Reference
Room. Documents filed with the SEC are also available to the public on the SEC's internet website at http://www.sec.gov.
This prospectus supplement is part of a registration statement on Form F-3 that we filed with the SEC. The registration statement, including
the attached exhibits, contains additional relevant information about us and the securities that may be offered from time to time.

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INCORPORATION OF DOCUMENTS BY REFERENCE
The SEC allows us to "incorporate by reference" in this prospectus supplement and the accompanying prospectus some or all of the
documents we file with the SEC. This means that we can disclose important information to you by referring you to those documents. The
information in a document that is incorporated by reference is considered to be a part of this prospectus supplement. We incorporate by reference
in this prospectus supplement and the accompanying prospectus the following documents or information we have filed with the SEC:

·
our annual report on Form 20-F for the fiscal year ended March 31, 2015, filed on July 27, 2015,

·
our current report on Form 6-K relating to revisions to our previously announced regulatory capital ratios, dated January 20, 2016,

·
our current report on Form 6-K relating to our unaudited U.S. GAAP financial information as of and for the six months ended

September 30, 2015, dated January 29, 2016,

·
our current report on Form 6-K relating to our unaudited financial information under accounting principles generally accepted in Japan,

or Japanese GAAP, as of and for the nine months ended December 31, 2015, dated February 1, 2016,

·
our current report on Form 6-K relating to our additional unaudited financial information under Japanese GAAP as of and for the nine

months ended December 31, 2015, dated February 12, 2016, and

·
our current report on Form 6-K relating to our regulatory capital ratios as of December 31, 2015, dated February 16, 2016.
In addition, we incorporate by reference in this prospectus supplement all subsequent annual reports filed on Form 20-F and any future filings
made with the SEC under Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act and certain reports on Form 6-K, which we furnish to the SEC, if
they state that they are incorporated by reference in this prospectus supplement, after the date of this prospectus supplement until the offering
contemplated in this prospectus supplement is completed. Reports on Form 6-K we may furnish to the SEC after the date of this prospectus
supplement (or portions thereof) are incorporated by reference in this prospectus supplement only to the extent that the report expressly states that
it is (or such portions are) incorporated by reference in this prospectus supplement.
We will provide you without charge upon written or oral request a copy of any of the documents that are incorporated by reference in this
prospectus supplement. If you would like us to provide you with any of these documents, please contact us at the following address or telephone
number: 7-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo 100-8330, Japan, Attention: Public Relations Office (telephone: +81-3-3240-8111).

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SUMMARY
This summary highlights some of the information contained in this prospectus supplement and the accompanying prospectus. Because
this is only a summary, it does not contain all of the information that may be important to you. You should read the entire prospectus
supplement and the accompanying prospectus carefully, including the section entitled "Risk Factors," our financial statements and related
notes to those statements, the section entitled "Description of the Senior Debt Securities," and other information included elsewhere, or
incorporated by reference, in this prospectus supplement and the accompanying prospectus, prior to making an investment decision. This
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summary also includes information on our funding and business strategies.
Mitsubishi UFJ Financial Group, Inc.
We are incorporated as a joint stock company (kabushiki kaisha) under the Company Law of Japan, and one of the world's largest and
most diversified financial groups with total assets of ¥283.98 trillion and total deposits of ¥172.37 trillion as of September 30, 2015. We are
the holding company for The Bank of Tokyo-Mitsubishi UFJ, Ltd., Mitsubishi UFJ Trust and Banking Corporation, Mitsubishi UFJ Morgan
Stanley Securities Co., Ltd. (through Mitsubishi UFJ Securities Holdings Co., Ltd., an intermediate holding company), Mitsubishi UFJ NICOS
Co., Ltd., and other subsidiaries. Through our subsidiaries and affiliated companies, we engage in a broad range of financial businesses and
services, including commercial banking, investment banking, trust banking and asset management services, securities businesses, and credit
card businesses, and provide related services to individuals and corporate customers in Japan and abroad. We have the largest overseas
network among Japanese banks, consisting of branches and other offices and subsidiaries, including MUFG Union Bank, N.A. and Bank of
Ayudhya Public Company Limited, in more than 50 countries.
Recent Developments
FSA's explanatory paper on implementation of FSB's TLAC standard
On April 15, 2016, the Financial Services Agency of Japan, or the FSA, published an explanatory paper outlining its approach for the
introduction of the Total Loss Absorbing Capacity, or TLAC, framework of the Financial Stability Board, or the FSB, applicable to global
systemically important banks, or G-SIBs, in Japan. Under the approach, the FSA plans to require bank holding companies of G-SIBs in Japan
to meet the minimum TLAC requirements mainly through amendments to the existing laws and regulations relating to capital adequacy
requirements applicable to bank holding companies in Japan. The FSA's approach remains subject to change in line with ongoing
international discussions.
In its approach, the FSA identifies Single Point of Entry, or SPE, resolution, in which resolution powers are applied to the top-level
entity of a banking group by a single national resolution authority, as the preferred strategy for resolving G-SIBs in Japan.
In addition to the external TLAC requirements to be applied at the bank holding company level, a key element of the effectiveness of the
SPE resolution model is to require bank holding companies of G-SIBs in Japan to cause material subsidiaries or material sub-groups that are
designated as systemically important by the FSA to maintain a certain level of capital and debt recognized as having loss-absorbing and
recapitalization capacity, or Internal TLAC. Under the FSA's approach, we and other bank holding companies subject to the TLAC
requirements may need to restructure loans to, and any other investments in, its material subsidiaries to meet such Internal TLAC requirements
in the future. In the event such Internal TLAC instruments are used to absorb losses of MUFG's material subsidiaries in crisis, the creditors of
MUFG, including the holders of the Notes, may also be exposed to losses. See "Supervision and Regulation in Japan--Total Loss-Absorbing
Capacity" in this prospectus supplement for a description of the FSA's approach and SPE resolution strategy, and "Risk Factors" in the
accompanying prospectus for the risks related to the Notes becoming subject to loss absorption.

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Our Funding and Business Strategies
We are taking pro-active steps to adjust our funding strategy to meet the requirements expected due to the future implementation of
TLAC regulations in Japan.
We are the bank holding company for one of the world's largest and most diversified financial groups, providing a broad range of
financial services in Japan and around the world. Among our operating subsidiaries, BTMU makes a significant contribution to our business in
terms of gross profit and total assets. Our businesses are well diversified to cover a full range of financial services, including commercial
banking, trust banking, securities brokerage, credit cards and leasing. Further, our business portfolio is geographically diversified across the
globe, including MUFG Union Bank, N.A. in the United States and The Bank of Ayudhya Public Company Limited, known as Krungsri, in
Thailand.
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We have been designated as a G-SIB by the FSB and the Basel Committee on Banking Supervision, and further by the FSA based on
international agreements pursuant to the Basel III G-SIB capital surcharge rules, which were introduced in Japan on March 31, 2016 and
which will be phased in through 2019. In November 2015, as part of its agenda to address risks arising from G-SIBs, the FSB, published its
final TLAC standard for G-SIBs. The FSB TLAC standard seeks to ensure that a G-SIB will have sufficient loss-absorbing and
recapitalization capacity available if it fails and that it can be resolved in an orderly manner so as to minimize the potential impact on financial
stability, maintain the continuity of critical functions and avoid exposing public funds to loss. The FSB's TLAC standard defines certain
minimum requirements for instruments and liabilities subject to loss absorption for G-SIBs in resolution, including a minimum external
TLAC. The FSB's TLAC standard is subject to regulatory implementation in Japan. On April 15, 2016, the FSA published an explanatory
paper outlining its approach for the introduction of the TLAC framework in Japan, pursuant to which the FSA plans to require bank holding
companies of G-SIBs in Japan to meet the minimum TLAC requirements under the FSB's TLAC standard mainly through amendments to the
existing laws and regulations relating to capital adequacy requirements applicable to bank holding companies in Japan. Although the FSA's
approach remains subject to change, we are preparing to satisfy such requirements in advance of implementation by issuing senior debt
securities as a bank holding company. Although there are many relevant regulatory and market factors that remain subject to change, based on
our current estimate, we will need to continue issuing of TLAC eligible instruments, to meet the anticipated minimum external TLAC
requirement. See "Risk Factors--Risks Related to the Senior Debt Securities--The Japanese regulations relating to external TLAC have not
yet been finalized, and the circumstances surrounding or triggering orderly resolution are unpredictable." in the accompanying prospectus.
Under the FSA's approach, as a Japanese banking group subject to the FSB TLAC standard, we expect to be subject to an SPE resolution
regime. Upon implementation of the applicable TLAC requirements for Japanese G-SIBs, we expect the Notes to qualify as external TLAC
due in part to their structural subordination to the liabilities of our subsidiaries, including our regulated banking subsidiaries. We intend to use
the proceeds from our issuance of the Notes to fund the operations of BTMU through loans and for general corporate purposes. See "Use of
Proceeds."
In light of the currently anticipated TLAC regulations in Japan under the FSA's approach, including the expected SPE resolution
strategy, we expect that MUFG, as the group holding company, will become the primary funding entity for the issuance of debt securities,
while BTMU and MUTB will continue to issue certain unsecured bonds, structured bonds and secured bonds which will not carry TLAC
eligibility or will be denominated in currencies other than U.S. dollars, yen and euro.
We intend to access capital markets both domestically and overseas in order to achieve the best capital mix, including for refinancing
with a view to maintaining sufficient Additional Tier 1 and Tier 2 capital, as contemplated by the Basel III capital standard, as well as
satisfying the anticipated minimum TLAC requirement.

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We believe our current capital structure contains significant buffers before the Notes become subject to loss absorption. In addition, there
are multiple measures that may be implemented, including measures in response to a financial crisis, before a financial institution reaches a
point of non-viability, such as limitations or restrictions on capital distribution, prompt corrective action, provision of financial liquidity and
capital injection. As of September 30, 2015, our Common Equity Tier 1 ratio, which is calculated based on financial information prepared in
accordance with Japanese GAAP, was 11.23%. Under the current Japanese laws and regulations, we are required to maintain a recovery plan
and, if our financial condition or liquidity deteriorates to trigger levels specified in the recovery plan, we will implement the recovery plan to
restore our financial strength and viability. In addition, if our Common Equity Tier 1 ratio declines below the required minimum level, then we
will become subject to restrictions on capital distribution and further to prompt corrective action under the banking regulations, and if our
Common Equity Tier 1 ratio declines below 5.125%, then our Additional Tier 1 instruments will become subject to loss absorption. According
to the FSA's approach for the introduction of the TLAC framework in Japan published on April 15, 2016, when our financial condition further
deteriorates to a point where our liabilities exceed, or are deemed likely to exceed, our assets, or where we have suspended, or are deemed
likely to suspend, payments on our obligations, as a result of loans extended by us to, or investments made by us in, any of our material
subsidiaries being subject to loss absorption prior to the failure of such material subsidiaries, and, if our failure may cause a significant
disruption to the financial market or system in Japan, measures under the Japanese statutory orderly resolution regime may be applied to us.
The application of such measures will result in our then outstanding Additional Tier 1 instruments and Tier 2 instruments becoming subject to
loss absorption, and will likely lead to a transfer of certain assets, including shares of our material subsidiaries, and liabilities to a bridge
financial institution established by the Deposit Insurance Corporation and subsequent liquidation of our remaining assets and liabilities which
are expected to include the TLAC-eligible senior debt securities. During the liquidation process, the Notes will participate in the liquidation of
any residual assets of MUFG in priority to our Basel II Tier 1 instruments. We intend to further strengthen our capital structure.
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We have taken measures to enhance our financial soundness.
Our primary funding source for loans is deposits. We have maintained a low loan-to-deposit ratio, which we believe allows us to secure
higher liquidity and a sound balance sheet. As of December 31, 2015, on a Japanese GAAP basis, our total loans were ¥113.4 trillion,
consisting of ¥43.6 trillion of domestic corporate loans, ¥15.5 trillion of domestic housing loans, ¥9.7 trillion of loans to Japanese government
institutions, ¥1.1 trillion of domestic consumer and other loans, and ¥43.3 trillion of overseas loans. As of the same date, on a Japanese GAAP
basis, our total deposits were ¥156.0 trillion, consisting of ¥71.9 trillion of deposits from individual customers, ¥46.3 trillion of deposits from
domestic corporate customers and ¥37.8 trillion of deposits from overseas and other customers. On a U.S. GAAP basis, as of September 30,
2015, our total loans were ¥120.6 trillion, and our total deposits were ¥172.3 trillion.
We have recently reduced our risk-monitored loans classified under Japanese banking regulations, especially in the domestic market,
although risk monitored-loans in Asia have increased due to the expansion of our Asian operations. Our risk-monitored loan ratio on a
Japanese GAAP basis decreased from 1.40% as of March 31, 2015 to 1.32% as of September 30, 2015. Our risk-monitored loan ratio has been
maintained at lower levels compared to the overall Japanese banking sector, reflecting our disciplined approach to risk management. We have
also seen a positive trend in the total credit costs of BTMU and MUTB on a Japanese GAAP basis.
On a Japanese GAAP basis, 42% of our available-for-sale securities with fair value consisted of Japanese government bonds as of
December 31, 2015. On a U.S. GAAP basis, our holding of available-for-sale Japanese government bonds to our total investment securities
was 65.1% as of September 30, 2015. We manage the maturity profile of our holding of Japanese government bonds as part of our asset and
liability management measures. On a Japanese GAAP basis, of the simple sum of the available-for-sale and held-to-maturity Japanese

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government bonds held by BTMU and MUTB, as of December 31, 2015, ¥10.1 trillion had maturities within one year, ¥9.0 trillion had
maturities between one year to five years, ¥4.7 trillion had maturities between five years and ten years, and ¥2.6 trillion had maturities longer
than ten years. Given the significance of our bond holdings to the overall portfolio, we intend to manage interest rate risk in a flexible manner
in response to changes in the market environment. For the maturities of our holdings of Japanese government bonds on a U.S. GAAP basis,
see our most recent annual report on Form 20-F.
We have recently reduced our holdings of domestic equity securities. As of March 31, 2011 and March 31, 2015, our equity holdings on
an acquisition price basis under Japanese GAAP represented 33.0% of our Tier 1 capital on a Basel II basis and 19.7% of our Tier 1 capital on
a Basel III basis, respectively. We have set a basic policy to reduce such equity holdings to approximately 10% of our Tier 1 capital over the
five-year period ending March 31, 2021, in light of the investment risk, aim to enhance capital efficiency and global financial regulation. As
we reduce these equity holdings, there are two important considerations. First, we must consider the economic rationale for maintaining equity
stakes in customers. Second, even where there is sufficient economic rationale, we may decide to sell equity holdings in accordance with our
basic reduction policy, taking into account market conditions, the business environment and our financial strategy. We expect a further
reduction in our equity holdings will contribute to enhancing our capital ratios.
We have achieved sustainable earnings growth supported by our basic policy and strategies.
We recorded strong financial performance for the fiscal year ended March 31, 2015, with a record full-year net income of ¥1,531.1
billion on a U.S. GAAP basis. For the six months ended September 30, 2015, we recorded net income of ¥381.3 billion on a U.S. GAAP
basis. Our profits attributable to owners of parent on a Japan GAAP basis was ¥1,103.7 billion for the fiscal year ended March 31, 2015, and
¥852.3 billion for the nine months ended December 31, 2015.
Our consolidated expense ratio, the ratio of general and administrative expenses to gross profits before credit costs for trust accounts, for
the nine months ended December 31, 2015, on a Japanese GAAP basis, was 62.2%, almost the same level as the ratio for the nine months
ended December 31, 2014, which was 60.8%. With a management target of an approximately 60%, we intend to maintain prudent cost
management while continuing and enhancing initiatives for productivity improvements.
Due to our focus on operating efficiency and a series of strategic actions undertaken to improve profitability, our operating efficiency
metrics such as net income to shareholders equity and net income to risk-weighted assets have improved in recent periods. In order to respond
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to regulatory capital requirements while enhancing our operating efficiency, we plan to pursue the best capital mix and continue to improve
productivity.

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The Offering
Floating Rate Senior Notes due 2021

Notes offered
$500,000,000 aggregate principal amount of floating rate senior notes due March 1,
2021, or the 5-year floating rate notes.

The 5-year floating rate notes offered hereby will constitute a further issuance of, will
form a single series with, will have the same CUSIP and ISIN numbers as, and will

trade interchangeably with, the $400,000,000 aggregate principal amount of floating rate
senior notes due March 1, 2021 issued on March 1, 2016.

Issue price
102.781% of the principal amount plus accrued interest from (and including) March 1,
2016 to (but excluding) the issue date, which is expected to be April 26, 2016, in the
amount of $3.91 per $1,000 principal amount of the 5-year floating rate notes.

Maturity
March 1, 2021.

In the event March 1, 2021 or any other date fixed for redemption is not both a Business
Day and London Banking Day, the payment of interest and principal in respect of the 5-

year floating rate notes will be made on the next succeeding day that is both a Business
Day and London Banking Day, and no interest on such payment shall accrue for the
period from and after March 1, 2021 or any such other date fixed for redemption.

Interest
The 5-year floating rate notes will bear interest at a floating rate, payable quarterly in
arrears on March 1, June 1, September 1 and December 1 of each year, subject to
adjustments, with the first interest payment to be made on June 1, 2016. The interest
rate on the 5-year floating rate notes for each interest period will be a per annum rate
equal to the London interbank offered rate for three-month deposits in U.S. dollars, or
three-month U.S. dollar LIBOR, plus 1.88%. Interest on the 5-year floating rate notes
will be computed on the basis of the actual number of days and a 360-day year.

For purposes of the first interest payment on June 1, 2016, the Interest Period will begin
on (and include) March 1, 2016. The initial interest to be paid on June 1, 2016 to
holders of record on May 24, 2016 of the 5-year floating rate notes offered hereby will

be the same per note as the interest to be paid on June 1, 2016 to holders of record on
May 24, 2016 of the existing 5-year floating rate notes. All pre-issuance accrued
interest from (and including) March 1, 2016 to (but excluding) the issue date will be
paid by the purchasers of the 5-year floating rate notes offered hereby.
For purposes of the interest payment on the maturity date, the Interest Period will end on
(and exclude) March 1, 2021.

S-5YRFL-1
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Table of Contents
See "Description of the Senior Debt Securities--Floating Rate Interest" in the

accompanying prospectus.

Other terms
For more information on the terms of the 5-year floating rate notes, including
redemption, covenants and events of default, see "Description of Senior Debt Securities"
in the accompanying prospectus.

Calculation agent
The Bank of New York Mellon

Security codes
CUSIP: 606822 AB0

ISIN: US606822AB07

S-5YRFL-2
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2.95% Senior Notes due 2021

Notes offered
$1,000,000,000 aggregate principal amount of 2.95% senior notes due March 1, 2021, or
the 5-year fixed rate notes.

The 5-year fixed rate notes offered hereby will constitute a further issuance of, will
form a single series with, will have the same CUSIP and ISIN numbers as, and will

trade interchangeably with, the $2,100,000,000 aggregate principal amount of fixed rate
senior notes due March 1, 2021 issued on March 1, 2016.

Issue price
102.017% of the principal amount plus accrued interest from (and including) March 1,
2016 to (but excluding) the issue date, which is expected to be April 26, 2016, in the
amount of $4.51 per $1,000 principal amount of the 5-year fixed rate notes.

Maturity
March 1, 2021.

In the event March 1, 2021 is not a Business Day, the payment of interest and principal
in respect of the 5-year fixed rate notes will be made on the next succeeding Business

Day, and no interest on such payment shall accrue for the period from and after March 1,
2021.

Interest
The 5-year fixed rate notes will bear interest from March 1, 2016 at the rate of 2.95%
per annum payable semi-annually in arrears on March 1 and September 1 of each year,
with the first interest payment to be made on September 1, 2016. Interest on the 5-year
fixed rate notes will be computed on the basis of a 360-day year consisting of twelve 30-
day months.

The initial interest to be paid on September 1, 2016 to holders of record on August 25,
2016 of the 5-year fixed rate notes offered hereby will be the same per note as the
interest to be paid on September 1, 2016 to holders of record on August 25, 2016 of the

existing 5-year fixed rate notes. All pre-issuance accrued interest from (and including)
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Document Outline

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