Obligation MITSUBISHI UFJ FG Inc. 2.193% ( US606822BN36 ) en USD

MITSUBISHI UFJ FG Inc.

99.868 % ▲

Japon

US606822BN36 ( en USD )

2.193% par an ( paiement semestriel )

24/02/2025 - Obligation échue

Prospectus brochure de l'obligation Mitsubishi UFJ Financial Group Inc US606822BN36 en USD 2.193%, échue

200 000 USD

2 600 000 000 USD

606822BN3

A- ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

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 Mitsubishi UFJ Financial Group Inc. (ISIN : US606822BN36, CUSIP : 606822BN3), émise au Japon en USD pour un montant total de 2 600 000 000 USD, avec un coupon de 2,193 %, échéant le 24/02/2025, à un prix de marché actuel de 99,868 %, et une taille minimale d'achat de 200 000 USD, notée A- par S&P et A1 par Moody's, est arrivée à maturité et a été remboursée.

Prospectus Supplement
424B2 1 d864429d424b2.htm PROSPECTUS SUPPLEMENT
Table of Contents
CALCULATION OF REGISTRATION FEE

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

Offering Price

Registration Fee(1)
$2,600,000,000 2.193% Senior Notes due February 25, 2025

$
2,600,000,000
$
337,480
$1,150,000,000 2.559% Senior Notes due February 25, 2030

$
1,150,000,000
$
149,270

(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. 333-229697
PROSPECTUS SUPPLEMENT
(To prospectus dated February 15, 2019)

Mitsubishi UFJ Financial Group, Inc.
$2,600,000,000 2.193% Senior Notes due February 25, 2025
$1,150,000,000 2.559% Senior Notes due February 25, 2030
Mitsubishi UFJ Financial Group, Inc., or MUFG, expects to issue the above-listed senior notes, collectively the Notes, pursuant to a senior indenture, dated March 1, 2016, or the Indenture.
MUFG Securities Americas 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.
Each of the fixed rate senior notes due February 25, 2025, or the 5-year fixed rate notes, and the fixed rate senior notes due February 25, 2030, or the 10-year fixed rate notes, will bear interest
commencing February 25, 2020 at a per annum rate listed above, payable semi-annually in arrears on February 25 and August 25 of each year, with the first interest payment to be made on
August 25, 2020.
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--Optional Tax Redemption" in the accompanying prospectus.
The Notes are intended to qualify as external total loss-absorbing capacity, or External TLAC, debt under the Japanese TLAC Standard (as defined below). 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
--Risks Related to the Senior Debt Securities--The senior debt securities will be structurally subordinated to the liabilities of MUFG's subsidiaries, including the Bank, the Trust Bank, the
Securities HD and MUMSS." and other risk factors in the same section included in this prospectus supplement, and other risk factors and "Description of Senior Debt Securities" in the
accompanying prospectus.
We have made an application to the Luxembourg Stock Exchange to list the Notes on the official list of the Luxembourg Stock Exchange and for the Notes to be admitted to trading on the
Luxembourg Stock Exchange's Euro MTF Market. The Luxembourg Stock Exchange's Euro MTF Market is not a regulated market for the purposes of Directive 2014/65/EU. This prospectus
supplement with the accompanying prospectus constitutes the listing prospectus for purposes of Part IV of the Luxembourg law on prospectus for securities dated July 16, 2019. This prospectus
supplement and the accompanying prospectus may be used only for the purposes for which it has been published, and does not constitute a prospectus for the purposes of the Prospectus
Regulation (EU) 2017/1129 (the "Prospectus Regulation").

Investing in the Notes involves risks. See "Risk Factors" beginning on page SP-1 of this prospectus supplement and page 5 of the accompanying prospectus and as
incorporated by reference herein from our most recent annual report on Form 20-F.

Neither the U.S. Securities and Exchange Commission, or the SEC, nor any state securities regulators has approved or disapproved of 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.

and Commissions(2)
(before expenses)(1)

Price to Public(1)
Underwriting Discounts
Proceeds to us

Per Fixed Rate Note due 2025

100.000%

0.350%

99.650%
Total Fixed Rate Notes due 2025

$
2,600,000,000

$
9,100,000

$
2,590,900,000
Per Fixed Rate Note due 2030

100.000%

0.450%

99.550%
Total Fixed Rate Notes due 2030

$
1,150,000,000

$
5,175,000

$
1,144,825,000

(1) Plus accrued interest, if any, after February 25, 2020.
(2) For additional underwriting compensation information, see "Underwriting (Conflicts of Interest)."
The Notes are expected to be delivered to purchasers in book-entry form only through the facilities of The Depository Trust Company, or DTC, for the accounts of its participants, including
Euroclear Bank SA/NV, or Euroclear, and Clearstream Banking S.A., or Clearstream, Luxembourg, on or about February 25, 2020.

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Prospectus Supplement

Joint Lead Managers and Joint Bookrunners

MORGAN STANLEY

MUFG
J.P.Morgan
BofA Securities
(5-year notes)

(10-year notes)
Senior Co-Managers

Barclays
BofA Securities
CITIGROUP
J.P. Morgan

(5-year notes)

(10-year notes)
Co-Managers

Bank of China
BNP PARIBAS
HSBC
Nomura
Société Générale Corporate & Investment
TD Securities
UBS Investment Bank
Wells Fargo Securities
Banking

The date of this prospectus supplement is February 18, 2020
Table of Contents
TABLE OF CONTENTS

Page

About This Prospectus Supplement

ii
Forward-Looking Statements

v
Where You Can Obtain More Information

vi
Incorporation of Documents by Reference

vii
Summary:

S-1
2.193% Senior Notes due 2025

S-5YRFX
2.559% Senior Notes due 2030

S-10YRFX
General Terms of the Notes

S-GEN-1
Risk Factors

SP-1
Use of Proceeds

SP-6
Capitalization and Indebtedness

SP-7
Taxation

SP-9
Underwriting (Conflicts of Interest)

SP-18
Listing and General Information

SP-25
Legal Matters

SP-27
Experts

SP-27
About This Prospectus

3
Forward-Looking Statements

4
Risk Factors

5
Mitsubishi UFJ Financial Group, Inc.

13
Use of Proceeds

21
Description of Senior Debt Securities

22
Taxation

39
Certain ERISA and Similar Considerations

49
Plan of Distribution (Conflicts of Interest)

51
Legal Matters

54
Experts

54
Where You Can Obtain More Information

54
Incorporation of Documents by Reference

54
Limitation on Enforcement of U.S. Laws

55

i
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Prospectus Supplement
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, the
accompanying prospectus and any related free-writing prospectus that we prepare or authorize. We have not authorized anyone to provide you with
different or additional information. You should not assume that the information in this prospectus supplement, the accompanying prospectus or any related
free-writing prospectus that we prepare or authorize or in any document incorporated by reference herein or therein is accurate as of any date after its date.
The distribution of this prospectus supplement, the accompanying prospectus and any related free-writing prospectus that we prepare or authorize and
the offering of the Notes in certain jurisdictions may be restricted by law. This prospectus supplement, the accompanying prospectus and any related free-
writing prospectus that we prepare or authorize 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 the Japanese TLAC Standard and
applicable resolution measures in Japan, the impact this investment will have on your overall investment portfolio, and the use of proceeds from the sale of
the Notes. 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, the accompanying prospectus and any related free-writing prospectus that we prepare or
authorize and in any document 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, may refer 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" and on
the back cover page of this prospectus supplement, the reference to "MUFG" is to MUFG Securities Americas Inc.
In this prospectus supplement, references to "yen" or "¥" are to Japanese yen, references to "U.S. dollars," "dollars," "U.S.$" or "$" are to United
States dollars, references to "AU$" are to Australian dollars, references to "HKD" are to Hong Kong dollars and references to "euro" or "" refer to the
currency of those member states of the European Union which are participating in the European Economic and Monetary Union pursuant to the Treaty of
the European Union.
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.
Some of our financial information contained or incorporated by reference herein, where specified, is prepared in accordance with accounting
principles generally accepted in Japan, or Japanese GAAP. We report our financial results in accordance with Japanese GAAP on a quarterly basis under
Japanese banking and securities regulations and Tokyo Stock Exchange rules. The basis of our financial information prepared in

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accordance with U.S. GAAP may be significantly different in certain respects from the basis of our financial information prepared in accordance with
Japanese GAAP. For information on certain differences between U.S. GAAP and Japanese GAAP, see Exhibit 99(b) "Unaudited Reverse Reconciliation of
Selected Financial Information" attached to our most recent annual report on Form 20-F, which is incorporated by reference herein. You should consult
your own professional advisers, as necessary, for a more complete understanding of the differences among U.S. GAAP, Japanese GAAP, International
Financial Reporting Standards and any other generally accepted accounting principles applicable in your jurisdiction and how such differences affect the
financial information contained or incorporated by reference herein.

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 by the underwriters pursuant to the underwriting agreement dated the date of this prospectus
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Prospectus Supplement
supplement 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, 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, AN
INVESTOR 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 Japanese public corporation, financial institution or 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% (15% on or after January 1, 2038) of the amount of such interest.
PRIIPs Regulation / Prospectus Regulation / Prohibition of sales to EEA and UK retail investors--The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area
("EEA") or the United Kingdom ("UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point
(11) of Article 4(1) of Directive 2014/65/EU, as amended ("MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC, as amended or
superseded (the "Insurance Mediation Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of
MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. Consequently, no key information document

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required by Regulation (EU) No. 1286/2014, as amended (the "PRIIPs Regulation"), for offering or selling the Notes or otherwise making them available to
retail investors in the EEA or the UK has been prepared and, therefore, offering or selling the Notes or otherwise making them available to any retail
investor in the EEA or the UK may be unlawful under the PRIIPs Regulation.
Singapore Securities and Futures Act Product Classification--Solely for the purposes of our obligations pursuant to sections 309B(1)(a) and
309B(1)(c) of the Securities and Futures Act (Chapter 289) of Singapore, as modified or amended from time to time (the "SFA"), we have determined, and
hereby notify all relevant persons (as defined in Regulation 3(b) of the Securities and Futures (Capital Markets Products) Regulations 2018 (the "SF (CMP)
Regulations")), that the Notes are "prescribed capital markets products" (as defined in the SF (CMP) Regulations).

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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:

·
the interpretation and application of banking and other regulations, including whether and how the Notes will be qualified or treated under the

Japanese TLAC Standard and applicable resolution measures in Japan,

·
changes in banking and other regulations,

·
our financial condition,

·
our results of operations,

·
our business plans and other management objectives,

·
our business strategies, competitive positions and growth opportunities,
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Prospectus Supplement

·
the financial, regulatory and geopolitical environment in which we operate,

·
our borrower credit quality and credit losses,

·
the equity, interest and foreign exchange markets,

·
the occurrence and impact of natural disasters, terrorism and other disruptions caused by external events,

·
our ability to appropriately maintain and, as necessary, enhance our information, communications and transaction management systems, 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 this prospectus supplement, the accompanying prospectus and 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. Documents filed with the SEC are 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:

·
the information in a document that is incorporated by reference is considered to be a part of this prospectus supplement and the accompanying

prospectus;

·
we can disclose important information to you by referring you to those documents; and

·
information that we file with the SEC will automatically update and modify or supersede some of the information included or incorporated by

reference in this prospectus supplement and the accompanying prospectus.
This means that you must look at all of the SEC filings that we incorporate by reference to determine if any of the statements in this prospectus
supplement or the accompanying prospectus or in any document incorporated by reference herein or therein have been modified or superseded. The
accompanying prospectus describes documents that are incorporated by reference into the accompanying prospectus and this prospectus supplement. See
"Incorporation of Documents by Reference" in the accompanying prospectus.
The documents incorporated by reference into this prospectus supplement and the accompanying prospectus include:
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Prospectus Supplement

·
our annual report on Form 20-F for the fiscal year ended March 31, 2019, filed on July 10, 2019,

·
our current report on Form 6-K relating to changes in representative corporate executives, dated January 17, 2020,

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

September 30, 2019, dated January 27, 2020,

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

December 31, 2019, dated February 4, 2020, except for the forward-looking statements which were made as of the date thereof,

·
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, 2019, and certain additional information, dated February 14, 2020,

·
our current report on Form 6-K relating to our regulatory capital ratios as of December 31, 2019, dated February 14, 2020, and

·
our current report on Form 6-K, dated February 18, 2020, relating to the commencement of partial cash tender offers for certain outstanding

debt securities.
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 U.S. Securities Exchange Act of 1934, as amended, or the U.S. 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.
Our annual report on Form 20-F for the fiscal year ended March 31, 2019 contains:

·
Report of Independent Registered Public Accounting Firm on page F-3,

·
Consolidated Balance Sheets as of March 31, 2018 and 2019, starting on page F-4,

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·
Consolidated Statements of Income for the Fiscal Years ended March 31, 2017, 2018 and 2019, starting on page F-6,

·
Consolidated Statements of Comprehensive Income for the Fiscal Years ended March 31, 2017, 2018 and 2019 on page F-8,

·
Consolidated Statements of Equity for the Fiscal Years ended March 31, 2017, 2018 and 2019, starting on page F-9,

·
Consolidated Statements of Cash Flows for the Fiscal Years ended March 31, 2017, 2018 and 2019, starting on page F-11, and

·
Notes to Consolidated Financial Statements, starting on page F-13.
Our current report on Form 6-K relating to our unaudited financial information under U.S. GAAP as of and for the six months ended September 30,
2019 contains:

·
Condensed Consolidated Balance Sheets (Unaudited), starting on page F-2,

·
Condensed Consolidated Statements of Income (Unaudited), starting on page F-4,

·
Condensed Consolidated Statements of Comprehensive Income (Unaudited) on page F-6,

·
Condensed Consolidated Statements of Equity (Unaudited), starting on page F-7,

·
Condensed Consolidated Statements of Cash Flows (Unaudited), starting on page F-9, and

·
Notes to Condensed Consolidated Financial Statements (Unaudited), starting on page F-11.
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).
Copies of documents incorporated by reference in this prospectus supplement may be inspected, free of charge, at the website of the Luxembourg
Stock Exchange at www.bourse.lu.
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Prospectus Supplement
Except as described above, no other information is incorporated by reference in this prospectus supplement (including, without limitation,
information on our website at https://www.mufg.jp/).
Selected Financial Data
For certain selected financial data relating to us, see "Item 3.A. Key Information--Selected Financial Data" in our most recent annual report on
Form 20-F on file with the SEC incorporated by reference herein.

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SUMMARY
This summary highlights some of the information contained in this prospectus supplement, the accompanying prospectus and the documents
incorporated by reference herein. 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, the accompanying prospectus and the documents incorporated by reference herein carefully, including the
section entitled "Risk Factors" and our financial statements and related notes to those statements included in our most recent annual report on Form
20-F and the sections entitled "Risk Factors," "Description of Senior Debt Securities" and "Use of Proceeds" and other information included
elsewhere, or incorporated by reference, in this prospectus supplement and the accompanying prospectus, prior to making an investment decision.
Mitsubishi UFJ Financial Group, Inc.
We are a bank holding company incorporated on October 1, 2005 as a joint stock company (kabushiki kaisha) under the Companies Law of
Japan (Law No. 86 of 2005, as amended), or the Company Law. We are one of the world's largest and most diversified financial groups with total
assets of ¥309.38 trillion and total deposits of ¥198.18 trillion as of September 30, 2019. We are the holding company for MUFG Bank, Ltd., or the
Bank, Mitsubishi UFJ Trust and Banking Corporation, or the Trust Bank, Mitsubishi UFJ Morgan Stanley Securities Co., Ltd., or MUMSS (through
Mitsubishi UFJ Securities Holdings Co., Ltd., or the Securities HD, an intermediate holding company), Mitsubishi UFJ NICOS Co., Ltd., and other
subsidiaries. We have the largest overseas network among Japanese banks, including MUFG Union Bank, N.A., Bank of Ayudhya Public Company
Limited and PT Bank Danamon Indonesia, Tbk, in over 50 countries. 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. For a more detailed
description of our history and business, see "Item 4. Information on the Company" in our most recent annual report on Form 20-F and our subsequent
current reports on Form 6-K.
Concurrent Partial Cash Tender Offers for Our Outstanding Senior Notes
On February 18, 2020, we commenced tender offers to purchase for cash our floating rate senior notes due March 1, 2021 up to an aggregate
principal amount of $50 million, floating rate senior notes due September 13, 2021 up to an aggregate principal amount of $100 million, 2.950%
senior notes due March 1, 2021 up to an aggregate principal amount of $400 million, 2.190% senior notes due September 13, 2021 up to an aggregate
principal amount of $450 million, and 3.850% senior notes due March 1, 2026 up to an aggregate principal amount of $700 million.
The tender offers for the notes are expected to expire on March 16, 2020. We plan to pay an early tender premium of $50.00 per $1,000
principal amount to holders of notes validly tendered and not validly withdrawn prior to or on March 2, 2020 and accepted for purchase by us. The
settlement date for the early tendered notes accepted for purchase is expected to be March 13, 2020, and the settlement date for any additional notes
accepted for purchase is expected to be March 25, 2020. The purchase price for the floating rate senior notes due March 1, 2021 will be $1,018.75 per
$1,000 principal amount, and the purchase price for the floating rate senior notes due September 13, 2021 will be $1,015.00 per $1,000 principal
amount. We intend to determine the purchase price for the fixed rate senior notes of each series on March 3, 2020 by reference to the yield to maturity
of a comparable U.S. Treasury security. The issuance of the Notes offered hereby in a minimum aggregate principal amount of $2,000,000,000 is a
condition to the consummation of the tender offers so that we will appropriately maintain our TLAC requirements. We may change these dates or
other terms of the tender offers or terminate the tender offers, subject to applicable law.

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Prospectus Supplement
We are making the tender offers as part of our continuing strategy to manage our balance sheet and to reduce interest expense as well as to
improve the efficiency of our capital structure and our ability to meet the Japanese TLAC Standard applicable to global systemically important banks,
or G-SIBs, including us, in Japan.
Allocations in the offering of the Notes will be determined by us and the underwriters based on a number of different factors, which may include
an assessment of an investor's long-term interest in owning our debt securities and the size and timing of such investor's indication of interest in the
offering of the Notes. However, neither we nor the underwriters are obligated to consider participation in the tender offers in making an allocation
determination with respect to any particular investor.
For more information, see our current report on Form 6-K relating to the commencement of the partial cash tender offers, dated February 18,
2020, incorporated by reference herein.

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The Offering
2.193% Senior Notes due 2025

Notes offered
$2,600,000,000 aggregate principal amount of 2.193% senior notes due February 25, 2025.

Issue price
100% of the principal amount plus accrued interest, if any, from February 25, 2020.

Maturity
February 25, 2025.

In the event February 25, 2025 or any other date fixed for redemption 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 February 25, 2025 or any such other date fixed for redemption.

Interest
The 5-year fixed rate notes will bear interest from February 25, 2020 at the rate of 2.193%
per annum payable semi-annually in arrears on February 25 and August 25 of each year, with
the first interest payment to be made on August 25, 2020. 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.
See "Description of Senior Debt Securities--Fixed Rate Interest" in the accompanying
prospectus.

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

Security codes
CUSIP: 606822 BN3

ISIN: US606822BN36

Common Code: 212506249

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Prospectus Supplement
2.559% Senior Notes due 2030

Notes offered
$1,150,000,000 aggregate principal amount of 2.559% senior notes due February 25, 2030.

Issue price
100% of the principal amount plus accrued interest, if any, from February 25, 2020.

Maturity
February 25, 2030.

In the event February 25, 2030 or any other date fixed for redemption is not a Business Day,
the payment of interest and principal in respect of the 10-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 February 25, 2030 or any such other date fixed for redemption.

Interest
The 10-year fixed rate notes will bear interest from February 25, 2020 at the rate of 2.559%
per annum payable semi-annually in arrears on February 25 and August 25 of each year, with
the first interest payment to be made on August 25, 2020. Interest on the 10-year fixed rate
notes will be computed on the basis of a 360-day year consisting of twelve 30-day months.
See "Description of Senior Debt Securities--Fixed Rate Interest" in the accompanying
prospectus.

Other terms
For more information on the terms of the 10-year fixed rate notes, including redemption,
covenants and events of default, see "--General Terms of the Notes" in this prospectus
supplement and "Description of Senior Debt Securities" in the accompanying prospectus.

Security codes
CUSIP: 606822 BR4

ISIN: US606822BR40

Common Code: 212364088

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General Terms of the Notes

Issuer
Mitsubishi UFJ Financial Group, Inc.

Notes offered
The Company will offer each series of Notes set forth on the cover page of this prospectus
supplement and in accordance with the terms set forth elsewhere in this prospectus
supplement and the accompanying prospectus.

Issue date
February 25, 2020

Ranking of the Notes
Each series of Notes, when issued, will constitute direct, unconditional, unsubordinated and
unsecured obligations of the Company and rank senior to all of the existing and future
subordinated debt of the Company and equally in right of payment with all of the existing
and future unsecured and unsubordinated debt of the Company (except for statutorily
preferred exceptions). Each series of Notes will be effectively subordinated to any secured
indebtedness incurred by the Company to the extent of the value of the assets securing the
same. See also "Risk Factors--Risks Related to the Senior Debt Securities--The senior debt
securities will be structurally subordinated to the liabilities of MUFG's subsidiaries,
including the Bank, the Trust Bank, the Securities HD and MUMSS." in this prospectus
supplement.

Minimum denomination
Each series of Notes will be in denominations of $200,000 or integral multiples of $1,000 in
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Prospectus Supplement
excess thereof. No Notes will be sold in the offering to any purchaser unless the purchaser
purchases at least $200,000 in principal amount of a series of Notes.

Additional amounts
All payments of principal and interest in respect of the Notes will be made without
withholding or deduction for or on account of withholding taxes imposed by or within Japan,
unless such withholding or deduction is required by law. Interest payments on the Notes
generally will be subject to Japanese withholding tax with certain exceptions. See "Taxation
--Japanese Taxation" in this prospectus supplement. If the payments are subject to Japanese
withholding tax, the Company will pay such additional amounts (subject to certain
exceptions) in respect of Japanese taxes as will result in the payment of amounts otherwise
receivable absent any deduction or withholding on account of such Japanese taxes. See
"Description of Senior Debt Securities--Payment of Additional Amounts" in the
accompanying prospectus.

References to principal or interest in respect of the Notes shall be deemed to include any

additional amounts which may be payable as set forth in the Indenture.

Redemption for tax reasons
A series of Notes may, subject to prior confirmation of the Financial Services Agency of
Japan, or the FSA, (if such confirmation is required under Japanese banking laws and
regulations then in effect), be redeemed at any time, at the option of the Company, in whole,
but

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not in part, upon not less than 30 nor more than 60 days' prior notice, at a redemption price
equal to 100% of the principal amount of the relevant series of Notes then outstanding plus
accrued and unpaid interest to (but excluding) the redemption date, if the Company has or
will become obligated to pay additional amounts as described under "Description of Senior
Debt Securities--Payment of Additional Amounts" in the accompanying prospectus as a

result of any change in, or amendment to, the laws, regulations or rulings of Japan (or of any
political subdivision or taxing authority thereof or therein) affecting taxation, or any change
in the official application or interpretation of such laws, regulations or rulings, which change
or amendment becomes effective on or after the date of this prospectus supplement, and the
obligation cannot be avoided by the Company taking reasonable measures available to it.

No notice of redemption may be given earlier than 90 days prior to the earliest date on which
the Company would be obligated to pay the additional amounts if a payment in respect of

such series of Notes were then due. See "Description of Senior Debt Securities--Optional
Tax Redemption" in the accompanying prospectus.

Use of proceeds
We intend to use the net proceeds from the sale of the Notes to fund the operations of the
Bank, the Trust Bank and MUMSS (through the Securities HD) through loans that are
intended to qualify as Internal TLAC (as defined below) debt. See "Use of Proceeds."

Limitations on the right to obtain attachment under
Each holder of the Notes will be deemed to have acknowledged, accepted, consented and
specified circumstances
agreed that, for a period of 30 days from the time the Prime Minister confirms that any
measures (tokutei dai nigo sochi) set forth in Article 126-2, Paragraph 1, Item 2 of the
Deposit Insurance Act of Japan (Act No. 34 of 1971, as amended), or the Deposit Insurance
Act, (or any successor provision thereto) need to be applied to the Company, the ability of
holders of the Notes and the trustee to enforce the rights under the Indenture and the Notes
shall be subject to the limitations on the right to obtain attachment against the Company's
assets set forth in Article 126-16 of the Deposit Insurance Act (or any successor provision
thereto).

Agreement with respect to certain transfers of business Each holder of the Notes will be deemed to have acknowledged, accepted, consented and
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Document Outline

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