Edgar Filing: MITSUI & CO LTD

Annual Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

¨	REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2009

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

¨	SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

Commission file number 0-9929

MITSUI BUSSAN KABUSHIKI KAISHA

(Exact name of Registrant as specified in its charter)

MITSUI & CO., LTD.

(Translation of Registrant’s name into English)

JAPAN

(Jurisdiction of incorporation or organization)

2-1, OHTEMACHI 1-CHOME, CHIYODA-KU, TOKYO 100-0004, JAPAN

(Address of principal executive offices)

Katsurao Yoshimori, 81-3-3285-7533, K.Yoshimori@mitsui.com

(Name, Telephone, E-mail Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.


Title of Each Class		Name of Each Exchange On Which Registered
Common Stock		Nasdaq Stock Market

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of March 31, 2009, 1,821,158,020 shares of common stock were outstanding including

17,319,480 shares represented by an aggregate of 865,974 American Depositary Shares.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes x No ¨

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ¨ No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ¨ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP x International Financial Reporting Standards as issued Other ¨

by the International Accounting Standards Board ¨

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17 ¨ Item 18 ¨

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨ No x

Certain References and Information

As used in this report, “Mitsui” is used to refer to Mitsui & Co., Ltd. (Mitsui Bussan Kabushiki Kaisha), “we”, “us”, and “our” are used to indicate Mitsui & Co., Ltd. and subsidiaries, unless otherwise indicated. “Share” means one share of Mitsui’s common stock, “ADS” means an American Depositary Share representing 20 shares, and “ADR” means an American Depositary Receipt evidencing one or more ADSs. Also, “dollar” or “$” means the lawful currency of the United States of America, and “yen” or “¥” means the lawful currency of Japan.

All financial statements and information contained in this annual report have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, except where otherwise noted.

A Cautionary Note on Forward-Looking Statements

This annual report includes forward-looking statements based on our current expectations, assumptions, estimates and projections about our business, our industry and capital markets around the world. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “may”, “expect”, “anticipate”, “estimate”, “plan” or similar words. The forward-looking statements in this annual report are subject to various risks, uncertainties and assumptions. These statements discuss future expectations, identify strategies, contain projections of results of operations or of our financial position, or state other forward-looking information. Known and unknown risks, uncertainties and other factors could cause our actual operating results to differ materially from those contained or implied in any forward-looking statement. Our expectations expressed in these forward-looking statements may not turn out to be correct, and our actual results could materially differ from and be worse than our expectations.

Important risks and factors that could cause our actual results to differ materially from our expectations are discussed in this “Item 3.D. Risk Factors” or elsewhere in this annual report and include, without limitation:

•

changes in economic conditions that may lead to unforeseen developments in markets for products handled by us;

•

fluctuations in currency exchange rates that may cause unexpected deterioration in the value of transactions;

•

adverse political developments in the various jurisdictions where we operate, which among things, may create delays or postponements of transactions and projects;

•

changes in laws, regulations or policies in any of the countries where we conduct our operations; and

•

significant changes in the competitive environment.

We do not assume, and specifically disclaim, any obligation to update any forward-looking statements which speak only as of the date made.

TABLE OF CONTENTS


		Page
PART I		5
Item 1. Identity of Directors, Senior Management and Advisers		5
Item 2. Offer Statistics and Expected Timetable		5
Item 3. Key Information		5
A. Selected Financial Data		5
B. Capitalization and Indebtedness		7
C. Reasons for the Offer and Use of Proceeds		7
D. Risk Factors		7
Item 4. Information on the Company		14
A. History and Development of the Company		14
B. Business Overview		18
C. Organizational Structure		55
D. Property, Plant and Equipment		60
Item 4A. Unresolved Staff Comments		74
Item 5. Operating and Financial Review and Prospects		74
A. Operating Results		74
B. Liquidity and Capital Resources		136
C. Research & Development		150
D. Trend Information		150
E. Off-Balance Sheet Arrangements		150
F. Tabular Disclosure of Contractual Obligations		151
Item 6. Directors, Senior Management and Employees		152
A. Directors and Senior Management		152
B. Compensation		161
C. Board Practices		162
D. Employees		165
E. Share Ownership		167
Item 7. Major Shareholders and Related Party Transactions		167
A. Major Shareholders		167
B. Related Party Transactions		169
C. Interests of Experts and Counsel		170
Item 8. Financial Information		170
A. Consolidated Statements and Other Financial Information		170
B. Significant Changes		171
Item 9. The Offer and Listing		171
A. Offer and Listing Details		171
B. Plan of Distribution		172
C. Markets		172
D. Selling Shareholders		173
E. Dilution		173
F. Expenses of the Issue		173
Item 10. Additional Information		173
A. Share Capital		173
B. Memorandum and Articles of Association		173
C. Material Contracts		182
D. Exchange Controls		182
E. Taxation		183
F. Dividends and Paying Agents		187
G. Statement by Experts		187


		Page
H. Documents on Display		187
I. Subsidiary Information		187
Item 11. Quantitative and Qualitative Disclosures about Market Risk		188
Item 12. Description of Securities Other than Equity Securities		191
PART II		192
Item 13. Defaults, Dividend Arrearages and Delinquencies		192
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds		192
Item 15. Controls and Procedures		192
Item 16A. Audit Committee Financial Expert		193
Item 16B. Code of Ethics		193
Item 16C. Principal Accountant Fees and Services		193
Item 16D. Exemptions from the Listing Standards for Audit Committees		195
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers		196
Item 16F. Change in Registrant’s Certifying Accountant		196
Item 16G. Corporate Governance		196
PART III		200
Item 17. Financial Statements		200
Item 18. Financial Statements		200
Item 19. Exhibits		200

PART I

Item 1. Identity of Directors, Senior Management and Advisers.

Not applicable.

Item 2. Offer Statistics and Expected Timetable.

Not applicable.

Item 3. Key Information.

A.	Selected Financial Data.

The selected consolidated income statement data and the selected consolidated cash flow statement data for the years ended March 31, 2009, 2008, and 2007 and the selected consolidated balance sheet data as of March 31, 2009 and 2008 below are derived from our audited consolidated financial statements prepared in accordance with U.S. GAAP, which are included elsewhere in this annual report. The selected consolidated income statement data and the selected consolidated cash flow statement data for the years ended March 31, 2006 and 2005 and the selected consolidated balance sheet data as of March 31, 2007, 2006 and 2005 are derived from our previously published audited consolidated financial statements prepared in accordance with U.S. GAAP, which are not included in this annual report. The consolidated financial statements as of March 31, 2009 and 2008 and for the years ended March 31, 2009, 2008 and 2007 have been audited by Deloitte Touche Tohmatsu^(*), independent registered public accounting firm, whose report is filed as part of this annual report.

The selected financial data have been prepared in accordance with U.S. GAAP and should be read in conjunction with, and are qualified in their entirety by reference to “Item 5. Operating and Financial Review and Prospects,” and our consolidated financial statements and notes thereto included elsewhere in this annual report.


	In Billions of Yen, Except Amounts per Share and Common Stock Data
	As of or for the Years Ended March 31,
	2009		2008		2007		2006		2005
Consolidated Income Statement Data:
Results of Operations:
Revenues	¥	5,535	¥	5,739	¥	4,794	¥	4,028	¥	3,421
Gross Profit		1,016		988		866		785		680
Equity in Earnings of Associated Companies		85		154		153		94		64
Income from Continuing Operations		178		339		299		215		114
Net Income		178		410		302		202		121
Income from Continuing Operations per Share:
Basic		97.59		187.87		172.88		134.16		72.34
Diluted		97.32		185.91		164.02		126.26		68.18
Net Income per Share:
Basic		97.59		227.20		174.26		126.26		76.55
Diluted		97.32		224.82		165.32		118.85		72.12
Cash Dividends Declared per Share		48		40		31		20		9
Cash Dividends Declared per Share in U.S. Dollars⁽¹⁾	$	0.48	$	0.35	$	0.27	$	0.17	$	0.09

(*)	Effective July 1, 2009, Deloitte Touche Tohmatsu changed its name to Deloitte Touche Tohmatsu LLC.


	In Billions of Yen, Except Common Stock Data
	As of March 31,
	2009			2008			2007			2006			2005
Consolidated Balance Sheet Data:
Financial Position at Year-End:
Total Assets	¥	8,364		¥	9,538		¥	9,813		¥	8,574		¥	7,593
Total Shareholders’ Equity		1,882			2,184			2,110			1,678			1,123
Long-term Debt, less Current Maturities		2,841			2,944			2,888			2,659			2,710
Common Stock		340			338			323			296			192
Other Information at Year-End:
Common Stock:
Number of Shares Outstanding (in Thousands)		1,821,158			1,816,640			1,784,627			1,722,954			1,582,211

	In Billions of Yen
	For the Years Ended March 31,
	2009			2008			2007			2006			2005
Consolidated Cash Flow Statement Data:
Cash Flows:
Net Cash Provided by Operating Activities	¥	583		¥	416		¥	239		¥	146		¥	200
Net Cash Used in Investing Activities		(291	)		(105	)		(418	)		(347	)		(224	)
Net Cash (Used in) Provided by Financing Activities		(10	)		(185	)		272			92			171

	For the Years Ended March 31,
	2009			2008			2007			2006			2005
Other:
Return on Equity⁽²⁾		8.7	%		19.1	%		15.9	%		14.5	%		11.6	%
Number of Shareholders		130,019			105,338			102,324			121,503			107,034

(1)	The U.S. dollar amounts represent translations of the Japanese yen amounts at the rates in effect on the respective dividend payment dates.

(2)	Return on Equity is calculated as annual consolidated net income divided by average balance of shareholders’ equity between beginning date and ending date of each fiscal year.

Exchange Rate Information

The information set forth below with respect to exchange rates is based on the official noon buying rates for Japanese yen of the Federal Reserve Bank of New York. These rates are provided solely for the convenience of the reader and are not the exchange rates used by us in the preparation of our consolidated financial statements included in this annual report.

The official exchange rate on July 10, 2009 was ¥92.33 = U.S.$1.00. The following table sets forth the high and low official noon buying rates for Japanese yen of the Federal Reserve Bank of New York in each month of the previous six months.


	Yen per U.S. Dollar
	High	Low
June 2009	98.56	95.19
May 2009	99.24	94.45
April 2009	100.71	96.49
March 2009	99.34	93.85
February 2009	98.55	89.09
January 2009	94.20	87.80

The following table sets forth the average exchange rate for each of the last five fiscal years. We have calculated these average rates by using the rate on the official noon buying rates for Japanese yen of the Federal Reserve Bank of New York on the last business day of each month during the relevant fiscal year.


	Yen per U.S. Dollar
Year Ended March 31,	Average Rate
2009	¥	100.85
2008		113.61
2007		116.55
2006		113.67
2005		107.28

Fluctuations in the exchange rate between the yen and the U.S. dollar will affect the U.S. dollar equivalent of the yen-denominated prices of Mitsui’s shares and, as a result, will affect the market prices of Mitsui’s ADSs in the United States.

B.	Capitalization and Indebtedness.

Not required.

C.	Reasons for the Offer and Use of Proceeds.

Not applicable.

D.	Risk Factors.

You should carefully consider the risks and uncertainties described below and the other information in this annual report, including the discussion in “Item 5. Operating and Financial Review and Prospects,” as well as our consolidated financial statements and related notes included elsewhere in this annual report.

The decrease in the volume of trade and the flow of goods and materials resulting from the worldwide economic downturn may adversely impact our business, results of operations and financial condition.

Our global business activities are affected by economic conditions both globally and regionally. Among other locations, we are particularly vulnerable to downward economic trends in Japan, China and the United States. An economic downturn may cause a reduction in the flow of goods and materials, a decline in consumer spending and capital investment, and subsequently a decrease in demand from our customers for our products and services, which may have an adverse impact on our business, results of operations and financial condition.

Fluctuations in commodity prices, especially crude oil, iron ore, coal and copper, may adversely affect our business, results of operations and financial condition.

We are engaged in trades in and, as the case may be, production of a variety of commodities in the global commodities market including metal resources, energy, chemical and agricultural products. Among others, significance of operating results from our mineral resources and energy producing activities in our overall operating results has considerably intensified, reflecting the rising prices of such commodities as well as increased production in these operations. Unexpected movements in commodity prices may adversely affect our business, results of operations and financial condition.

For further information about the impact by commodity price fluctuations on our results of operations for the year ended March 31, 2009 and in the future, see “Item 5.A. Operating Results.”

Exchange rate fluctuations may adversely affect our results of operations, especially because a major part of our results of operations are generated at our overseas subsidiaries and associated companies.

Although our reporting currency is the Japanese yen, a significant portion of our business operations, consolidated revenues and operating expenses is denominated in currencies other than the Japanese yen. As a result, appreciation or depreciation in the value of other currencies as compared to the Japanese yen could result in material transactional gains or losses. As most of revenues, costs of revenues, and selling, general and administrative expenses incurred from regular business activities at overseas subsidiaries and associated companies are quoted in the U.S. dollar, the Australian dollar, the Brazilian real, or other currencies, our net income may be affected by the fluctuations of these currencies and we are exposed to translation risk in our assets and liabilities denominated in foreign currencies. In addition, exchange rate fluctuations may reduce the value of investment in overseas subsidiaries and associated companies and adversely affect our accumulated other comprehensive income. As a result, exchange rate fluctuations may negatively affect our results of operations.

See “Item 3.A. Selected Financial Data—Exchange Rate Information”, “Item 5.A. Operating Results— Impact of Foreign Currency Exchange Fluctuation on Operating Results” and “Item 5. B. Liquidity and Capital Resources.”

We are subject to diverse counterparty credit risks which our management policy for credit exposure cannot eliminate entirely.

We are exposed to diverse counterparty credit risks reflecting a variety of businesses. For example:

•

Many of our customers purchase products and services from us on credit. At March 31, 2009, current trade receivable (less unearned interest and allowance for doubtful receivables—current) was ¥1,861.6 billion, representing 22.3% of our total assets and recognized losses for doubtful receivables—current for the year ended March 31, 2009 and balance of the allowance for doubtful receivables—current were ¥4.7 billion and ¥18.2 billion, respectively;

•

We engage in significant project financing activities as a lender or guarantor whereby we assume repayment risk; and

•

We have counterparty payment risk from various derivative transactions we enter into as part of our hedging activities.

Diverse types of credit losses may adversely affect our results of operations and business.

Changes in interest rates could have an adverse effect on our results of operations because of our significant short-term and long-term debt.

We are exposed to risks associated with interest rate fluctuations, which may affect our overall operational costs and the value of our financial assets and liabilities, particularly our significant debt obligations, including

¥454.1 billion short-term debt and ¥3,214.5 billion long-term debt as of March 31, 2009. An increase in interest rates, especially in Japan and the United States, may adversely affect our results of operations.

For information on our funding sources, see “Item 5.B. Liquidity and Capital Resources.”

If the value of assets for which we act as lessor, such as real property, rolling stock, ocean transport vessels and equipment declines, we may record significant impairment losses.

Assets for which we act as lessor, such as real property, rolling stock, ocean transport vessels and equipment are exposed to potential significant impairment losses due to the decline in the value of these assets. As of March 31, 2009, the value of these assets in which we act as lessor, presented on our Consolidated Balance Sheets as “Property leased to others—at cost, less accumulated depreciation,” was ¥199.2 billion. The carrying amounts of these assets in which we act as lessor are affected by certain factors which are beyond our control such as their global supply and demand, prevailing interest rates, prices of relevant products and services and regional and/or global cyclical trends. Any adjustments for impairment losses with respect to such assets may have an adverse effect on our results of operations and financial condition.

For information on our accounting policies and estimates with respect to impairment on long-lived assets, see “Critical Accounting Policies and Estimates” of “Item 5.A. Operating Results.”

Declines in the market value of equity and/or debt securities in Japan may decrease the value of our pension assets which in turn may increase the cost of satisfying our unfunded pension obligations.

Declines in the market value of Japanese government bonds, other debt securities and marketable equity securities in Japan would reduce the value of our pension plan assets. Decline in the value of our pension plan assets or increase in our unfunded pension obligations could adversely affect our results of operations and financial condition.

See “Item 5.A. Operating Results” and Note 14, “PENSION COSTS AND SEVERANCE INDEMNITIES,” to our consolidated financial statements.

Our liquidity could be adversely affected by a downgrade in our credit ratings, significant changes in the lending or investment policies of our creditors or investors.

A downgrade in our credit ratings or significant changes in the lending or investment policies of our creditors or investors could result in an increase in our interest expense and could adversely impact our ability to access the debt markets, and could have an adverse effect on our financial position and liquidity.

For information on our funding sources and credit ratings, see “Item 5.B. Liquidity and Capital Resources.”

Due to our significant investments in marketable equity securities of Japanese issuers, a substantial decline in the stock market could negatively affect our investment portfolio.

A significant portion of our investment portfolio consists of marketable equity securities of Japanese issuers. At March 31, 2009, our marketable equity securities were carried at a fair value of ¥398.7 billion. Among others, Mitsui’s marketable equity securities of Japanese issuers amounted to ¥240.6 billion, representing 49.6% of the fair value of our total available-for-sale securities and 2.9% of our total assets. Volatility and decline in the Japanese equity securities market could negatively impact the value of our investment portfolio and our results of operations and financial condition.

For information on our accounting policies and estimates with respect to impairment on marketable securities, see “Critical Accounting Policies and Estimates” of “Item 5.A. Operating Results.”

Some of our operations are concentrated in a limited number of regions or countries, which could harm our business, results of operations and financial condition if activity levels in these regions or countries decline.

Various types of businesses worldwide sometimes expose us to risks associated with regional political and economic instabilities. Furthermore, some of our business activities may be exposed to concentration risk in particular industries located in specific regions or countries. For example:

•

In Russia and Brazil, we have significant size of interests in the exploration, development and production of mineral resources and energy.

•

In Indonesia, we actively participate in infrastructure projects, including the operation of power plants, and maintain a nationwide motorcycle retail finance business.

As a result, declining levels of trading activities or asset volumes in specific sectors in certain regions or countries could have a disproportionately negative effect on our business, results of operations and financial condition.

For more information, see “Energy Segment”, “Mineral & Metal Resources Segment” and “Machinery & Infrastructure Projects Segment” of “Item 4.B. Business Overview.”

We may not be able to successfully restructure or eliminate unprofitable or underperforming subsidiaries or associated companies in a timely manner and any efforts to do so may not improve our results of operations and financial condition.

As of March 31, 2009, we had 326 consolidated subsidiaries and 207 associated companies. We have been continuously restructuring underperforming businesses of our consolidated subsidiaries and associated companies from the viewpoint of operational efficiency as well as profitability. If we fail to successfully restructure or eliminate our underperforming subsidiaries and associated companies in a timely manner or if these efforts fail to improve our business operations as contemplated, our business operations may become less efficient and our results of operations and financial condition may be adversely affected.

Our alliances by forming joint ventures with third parties and strategic investments in third parties may not result in successful operations.

We participate in various businesses directly or indirectly through joint ventures or by making strategic investments in other companies and business enterprises. The outcome of these joint ventures and strategic investments is unpredictable because:

•

operational success is critically dependent on factors that are beyond our control such as the financial condition and performance of the partner companies or the strategic investees; or

•

with respect to certain associated companies, we may fail to exercise adequate control over the management, operations and assets of the companies in which we invested or may fail to make major decisions without the consent of other shareholders or participants due to lack of common business goals and strategic objectives with our alliance partners.

Any occurrence of these events could have a material adverse effect on our results of operations and financial condition.

Our businesses in exploration, development and production of mineral resources and oil and gas may not develop in line with assumed costs and schedules, and are subject to the risks associated with estimating reserves and the operating performance of third party operators.

Reflecting the rising prices of mineral resources and oil and gas as well as increased production in recent years, exploration, development and production of mineral resources and oil and gas are gaining in importance to our results of operations and financial condition. Mining and oil and gas projects involve risks, for example:

•

development of projects may face schedule delays or cost overruns due to difficulties in technical conditions, procurement of materials, financial conditions and government regulations;

•

reserves are estimated based on available geological, technical, contractual and economic information, therefore actual development and production may significantly differ from originally estimated reserves; and

•

explorations may not give us successful results as originally expected due to technical difficulties in estimating the likelihood of success.

We participate as a non-operator in many of these projects. Under these circumstances, we carefully consider the business potential and profitability of projects based on the information and data provided by operators, who substantially control operations of such projects, including decision-making in the course of development and production. In addition to the above-mentioned risks, operators’ failure in managing those projects may adversely affect our results of operations and financial condition.

For more information, see “Mineral & Metal Resources Segment” and “Energy Segment” of “Item 4.B. Business Overview.”

Intense competition from other Japanese general trading companies could have an adverse effect on our results of operations and financial condition.

Our primary competition is with other Japanese general trading companies which engage in similar business activities in various fields. Our competitors may have:

•

stronger business associations and relationships with our customers, suppliers and business partners in both domestic and global markets; or

•

stronger global network and regional expertise, diversified global customer bases, greater financial engineering skills and market insights.

Unless we can successfully continue to meet the changing needs of our customers by providing them with innovative and integrated services in a cost effective manner, we may lose our market share or relationships with our existing customers in certain of our operating segments. Failure to successfully compete with our competitors may have an adverse effect on our results of operations and financial condition.

We may lose opportunities for entry into new business areas because of the limitation of required human resources.

In response to the maturation of consumption in Japan and other developed countries, we have been focusing on entering new consumer oriented businesses. Additionally, we are undertaking a reorganization of our traditional businesses in industrial products and raw materials to better reflect the globalization of the economy and the rapid progress of information technology. However, in certain new business areas which we regard as important, we may have a shortage of required human resources for carrying out our business plans and managing other personnel, which can cause a loss of opportunities to start new businesses, which in turn may adversely affect our future business, results of operations and financial condition.

Restrictions under environmental laws and regulations and any accidents relating to our use of hazardous materials could negatively affect our business, results of operations and financial condition.

We are involved in various projects and business transactions worldwide that are subject to extensive environmental laws and regulations. In particular, our Mineral & Metal Resources Segment and Energy Segment may be adversely affected by present or future environmental regulations or enforcement in connection with our exploration, development and production activities. For example, we are subject to complex sets of environmental regulations in Australia, Brazil, Russia, and the Middle East. These laws and regulations may:

•

require us to perform site clean-ups;

•

require us to curtail or cease certain operations;

•

impose fines and payments for significant environmental damage;

•

require us to install costly pollution control equipment; and

•

require us to modify our operations.

Newly enacted environmental laws and regulations or changes therein and protests by environmental groups may materially impact the progress of these projects.

Mitsui and its United States subsidiary, Mitsui & Co. (U.S.A.), Inc. are shareholders of Coronet Industries Inc. (“Coronet”), a former manufacturer of animal feed supplements, each with 18% and 12% share interest respectively. Coronet has been working with the U.S. Environmental Protection Agency (“EPA”) and the State of Florida on an investigation on environmental conditions related to its prior operations at its facility in the state of Florida. In addition, Coronet has been named as defendant in two civil actions initiated by residents residing in areas adjacent to the facility. Mitsui and Mitsui & Co. (U.S.A.), Inc., together with prior owners of Coronet’s assets, have been named as defendants in one of these actions.

We are subject to extensive laws and regulations in Japan and other countries throughout the world. Changes in these laws and regulations could adversely affect our results of operations and financial condition.

Our business operations are subject to extensive laws and regulations in Japan and other countries throughout the world. Our operations are subject to laws and regulations governing, among other things, commodities, consumption protection, business and investment approvals, environmental protection currency, exchange control, import and export (including restrictions from the viewpoint of national and international-security), taxation, and antitrust. Moreover, many of our infrastructure projects in developing countries are subject to less developed legal systems. As a result, our costs may increase due to factors such as the lack of a comprehensive set of laws and regulations, an unpredictable judicial system based on inconsistent application and interpretation of laws and regulations, and changing practices of regulatory and administrative bodies. For example, we are subject to sudden and unpredictable changes to:

•

tariffs for products and services that we provide;

•

technical specifications with respect to environmental regulations;

•

income tax and duty rates; and

•

foreign exchange controls with respect to repatriation of investments and dividends.

Furthermore, while we are involved in the exploration, development and production activities through various contractual arrangements, the contracts may not be upheld or extended when they expire. Moreover, the regulatory bodies of these areas may unilaterally interfere and alter the contractual terms of our oil and gas operations involving production rates, pricing formulas, royalties, environmental protection cost, land tenure or otherwise. If these regulatory bodies unilaterally alter such contractual terms or if we are unable to comply with any new laws and regulations, our business, results of operations and financial condition could be adversely affected.

Furthermore, we could incur substantial additional costs to comply with any new laws and regulations. See “Item 4.B. Business Overview—Government Regulations.”

The actual amount of dividend payment our shareholders of record receive may differ from the forecasts announced prior to the record date.

The customary dividend payout practice of publicly listed companies in Japan may significantly differ from the practice widely followed in other markets. Our dividend payout practice is no exception.

We ordinarily announce a certain dividend payout policy at the beginning of each fiscal year and also provide guidance for annual dividends based on the forecast of our financial results including consolidated net income. Interim dividends are paid to shareholders on record of September 30 of each fiscal year after reviewing

our financial results during the first six months of each fiscal year as well as our forecast of our financial results during the last six months of the same fiscal year. The decision of declaration and payment is solely a matter of discretion of our Board of Directors, and such a decision may be made after the September 30 record date, and thus may differ from our guidance provided prior to such record date.

The amount and payment of year-end dividend are determined by our Board of Directors based on the actual financial results including consolidated net income. It also requires the approval of shareholders at the annual general meeting held in June of each year, if we propose to declare the year-end dividend. Our Board of Directors decides and submits a proposal for the year-end dividend declaration a few weeks before the annual general meeting. If the shareholders’ approval is given, dividend payments are made to shareholders of record.

The shareholders of record may sell shares after the March 31 record date with the anticipation of receiving a certain dividend payment. However, the declaration of year-end dividends is approved by our shareholders only in June, usually based upon a proposal submitted by our Board of Directors. As such, we may have announced dividend-related forecasts prior to the record date; but, in making a decision on the year-end dividend declaration, neither our shareholders nor our Board of Directors are legally bound by such forecast. Moreover, where our consolidated net income turns out to be lower than we originally forecast, we may not submit any year-end dividend proposal to the annual general meeting of shareholders.

Employee misconduct could adversely affect our results of operations and reputation.

Due to our size, as well as the operational and geographic breadth of our activities, our day-to-day operations are necessarily de-centralized. As a result, we cannot fully ensure that our employees comply with all applicable laws and regulations as well as our internal policies. For example, our employees may engage in unauthorized trading activities and exceed the allotted market risk exposure for various commodities or extend an unauthorized amount of credit to a client, which, in either case, may result in unknown losses or unmanageable risks. Moreover, our employees could engage in various unauthorized activities prohibited under the laws of Japan or other jurisdictions to which we are subject, including export regulations, anticorruption laws, antitrust laws and tax regulations. The efforts we undertake to ensure employees’ compliance with applicable laws and regulations as well as our internal policies may not succeed in preventing misconduct by our employees.

Depending on its nature, employees’ misconduct could have negative effects on our results of operations and reputation.

See “Enhanced management system to enable sustainable growth” of “Item 4.A. History and Development of the Company” for the details of the circular transactions of certain agriculture related materials conducted by the Kyushu Branch and the South-East Asian countries-bound overseas trading irregular transactions conducted by the Performance Chemical Business Unit.

Failure to maintain adequate internal controls over financial reporting could negatively affect our reputation.

We are engaged in business activities in a variety of products and services worldwide and thus our internal control over financial reporting needs to be established for numerous transaction patterns. We may be unable to maintain adequate internal control over financial reporting, and thus not be able to assert that our internal control over financial reporting is effective. This could adversely affect the capital market’s perception of us and may cause negative market reactions.

Because of daily price range limitations under Japanese stock exchange rules, you may not be able to sell your shares of our common stock at a particular price on any particular trading day, or at all.

Stock prices on Japanese stock exchanges are determined on a real-time basis by the equilibrium between bids and offers. These exchanges are order-driven markets without specialists or market makers to guide price formation. To prevent excessive volatility, these exchanges set daily upward and downward price range limitations for each

stock, based on the previous day’s closing price. Although transactions may continue at the upward or downward limit price if the limit price is reached on a particular trading day, no transactions may take place outside these limits on these exchanges. Consequently, an investor wishing to sell at a price above or below the relevant daily limit on these exchanges may not be able to effect a sale at such price on a particular trading day, or at all.

See “Item 10.B. Memorandum and Articles of Association—Daily Price Fluctuation Limits under Japanese Stock Exchange Rules.”

As holders of ADSs, you will have fewer rights than a direct shareholder and you will have to act through the depositary to exercise those rights.

The rights of shareholders under Japanese law to take actions, including exercising voting rights, receiving dividends and distributions, bringing derivative actions, examining our accounting books and records and exercising appraisal rights are available only to holders recorded on our register of shareholders. Because the depositary, through its custodian agents, is the recorded holder of the shares underlying the ADSs, only the depositary can exercise those rights in connection with the deposited shares. The depositary will make efforts to vote the shares underlying your ADSs as instructed by you and will pay to you the dividends and distributions collected from us. However, as ADS holders, you will not be able to bring a derivative action, examine our accounting books and records or exercise appraisal rights except through and with the consent of the depositary.

Item 4. Information on the Company.

A.	History and Development of the Company.

History

Mitsui Bussan Kabushiki Kaisha (“Mitsui & Co., Ltd.” in English) was incorporated on July 25, 1947, as Daiichi Bussan Kabushiki Kaisha, a corporation (Kabushiki Kaisha) under the Commercial Code of Japan with common stock of ¥195,000. We were originally listed on the Tokyo Stock Exchange in May 1949.

Our registered office is located at 2-1, Ohtemachi 1-chome, Chiyoda-ku, Tokyo 100-0004, Japan. Mitsui’s telephone number is +81-3-3285-1111.

Since our establishment, our business lines have involved trading in a variety of commodities, including the import of raw materials and the export of industrial products. As we grew in tandem with the Japanese postwar economic recovery, we expanded into overseas activities, such as the establishment of Mitsui & Co. (Australia) Ltd. in 1956. During the 1950s, Daiichi Bussan Kabushiki Kaisha was formed through the merger of various trading companies. On February 16, 1959, that entity took our present name, after having attained the status of being one of the largest general trading companies, and a history closely connected to the development of foreign trade in postwar Japan. An example of a business activity which introduced innovative industrial systems to Japan in our early days was the establishment of Nippon Remington Univac Kaisha Ltd. (currently Nihon Unisys Ltd.), a domestic computer related joint venture with Sperry Rand Corporation of the United States, in 1958.

During the 1960s, the Japanese government promoted trade with foreign countries and deregulated Japanese capital markets, which led to high growth of the Japanese economy. We played a pivotal role in promoting the growth of certain basic industries by supplying foods, industrial raw material and energy such as oil and coal from abroad. This included the development of mineral resources overseas, nurturing markets for Japanese exports and introducing various new technologies. We established Mitsui & Co. (U.S.A.), Inc. in April 1966, and Mitsui Knowledge Industry Co., Ltd. in October 1967. In May 1963, we issued American Depositary Shares which were subsequently listed on The NASDAQ National Market in February 1971.

In the 1970s, as the world economy weathered two oil crises, we began to diversify the supply source of natural resources including development of liquefied natural gas (“LNG”) resources. During this time, the export of industrial plant from Japan, mainly to oil producing countries, drastically increased and we organized and supported projects by arranging finance and on occasion establishing markets for products.

During this period, we suffered losses with respect to a joint venture project we entered into in connection with Iranian petrochemicals. These losses were a result of the petrochemical manufacturing complex being damaged by military attacks, causing the project to finally be dissolved in 1991.

Also during the 1970s, we entered into new industries. For example, in 1971 we established Mitsui Leasing & Development, Ltd. (currently JA Mitsui Leasing, Ltd.), our associated company in the leasing industry, and in 1972 we purchased an equity interest in Mikuni Coca-Cola Bottling Co., Ltd. in the beverage industry.

In the 1980s, Japan’s industrial structure moved increasingly towards the production of high-value-added products such as products related to information technology (“IT”) and new materials used for high tech products. Consequently, we began extending our business field to target these new markets. Most notable were the semiconductor materials and carbon fiber fields promoted mainly by our chemical related divisions.

In the late 1990s, the Asian economies experienced a financial crisis. Although the appreciation in real estate and stocks prior to the crisis created a temporary economic boom in Japan, their eventual collapse resulted in a wide-ranging economic slowdown. These conditions necessitated the reorganization of our profit structures and the development of new businesses.

At the same time, however, there was also a rapid development of information infrastructure worldwide, reflecting the deregulation of the communication sector proceeding from the 1980s in Japan and other countries, and the spread of new technology, such as Internet, accelerated communication among market participants in real time and at reduced costs. From the late 1980s, we made investments in IT and communication businesses, including in common carriers such as Tokyo Telecommunication Network Co., Inc (currently KDDI Corporation), JSAT Corporation, a communications satellites company, and broadcasting companies, such as SKY Perfect Communications Inc.

While having been participating in the development of natural resources since the 1960s such as oil, gas and iron and steel raw materials, we reinforced those activities in recent years. In the oil and gas area, we made final investment decision (“FID”) of Sakhalin II project phase 1 in 1997 and FID of the phase 2 in 2003. In 2004, we also acquired a 40% ownership interest in oil production license and exploration permit located in the North West Shelf area in Australia, including those of Enfield and Vincent oil fields. In the steel raw material area, we purchased an ownership interest in Valepar S.A., the controlling shareholder of Vale. S.A. (the former “Companhia Vale do Rio Doce”, which has been renamed legally effective May 22, 2009) in 2003.

Medium-Term Management Outlook Announced in May 2006

Mitsui established and announced a new Medium-Term Management Outlook in May 2006, based on a company-wide consideration of the business activities that we should develop over the next three-to-five years (namely, years ending March 31, 2009 to 2011) as below:

Development of strategic business portfolio

We developed key policies based on dividing our business into the four areas outlined below.

•

In mineral resources and energy, we intend to complete the development of large-scale projects such as Sakhalin II, and to expand existing projects such as our LNG project in Western Australia and iron ore and coal production in Australia, while investing selectively in high-quality new projects.

•

In the area of global marketing networks, particularly in steel products, chemical products and machinery, we provide and refine supply chain management (“SCM”) and other sophisticated functions. We will focus on the automobile, IT and energy businesses, and focus on developing areas through collaboration among operating segments outside Japan, particularly Asia.

•

In the consumer service area, we plan to create closer collaboration by bringing together the Lifestyle, Consumer Services and Information, Electronics & Telecommunication business units, and to focus on developing businesses that have the potential to become future earnings sources.

•

In the infrastructure area, we plan to invest selectively in high-quality projects, mainly in power generation, water supply, energy and transportation.

For further information, including the development of investing activities for the years ended March 31, 2009 and 2008, also see “Item 5.B. Liquidity and Capital Resources.”

Evolution of business models leveraging business engineering capabilities

We seek to leverage our strengths in marketing, finance and logistics, and actively promote joint operations between business units. Furthermore, we continue to make efforts to develop new business opportunities, for example:

•

We plan to focus on consumer-oriented services in Japan that show great potential for growth, including: media and information, health, medical and senior care, retail support and outsourcing.

•

We plan to pursue business development in environment-related businesses, such as emission rights trading and recycling, along with new energy businesses, such as biomass ethanol and solar power.

Implementation of global strategies

We will focus the allocation of human resources on growth sectors in Asia, and align our strategy with our customers. We will employ and foster the development of a diverse group of personnel at overseas trading and other subsidiaries and associated companies around the world.

Enhanced management system to enable sustainable growth

Under our revised corporate staff organization we are pursuing an efficient risk management approach. We are strengthening our corporate governance system and internal controls framework, such as by increasing external directors and external corporate auditors, and working to ensure compliance with Section 404 of the U.S. Sarbanes-Oxley Act of 2002. We are developing as a business that meets the needs of customers and society, while engaging in CSR-oriented management worthy of Mitsui, such as through engaging in environmental issues and contributing to society.

For the year ended March 31, 2009, we identified that a business division of the Kyushu Branch had been involved in circular transactions of certain agriculture related materials in the local market. In addition, in April, 2009, we identified that a large part of Indonesia and other South East Asian countries-bound overseas trading transactions conducted by a business division of Performance Chemicals Business Unit were disguised as purchase and sales transactions while in fact they did not involve any physical distribution of the merchandise.

As mentioned above, we consider the enhancement of our management system as one of the core elements of the Medium-Term Management Outlook and have been striving to thoroughly implement a system as well as enhance compliance throughout the organization. However, we fully recognize the shortfall in our internal control system and compliance enhancing activities. Compliance will therefore be reemphasized and problem awareness created not only in the organizations where the problems actually occurred, but for all the Group’s executives and employees through prompt notification conducted by the President & CEO. Furthermore, to prevent the recurrence of similar events, we will be immediately implementing more thorough on-site management, enhanced control of business-processes and plans to prevent future reoccurrence with respect to the promotion of the flexible use of human resources.

Capital Expenditures

Major expenditures and divestitures

See “Item 5.B. Liquidity and Capital Resources—Cash Flows” for the information.

Major mineral resources and energy producing projects

The table below provides information about major mineral resources and energy producing projects which have involved or will involve significant capital expenditures for property and equipment. See “Item 4.B. Business Overview”, “Item 4.D. Property, Plant and Equipment—Mining Activities” and “Item 5.B. Liquidity and Capital Resources” for further information.

Operating
Segment

Project / Joint
Venture

(Country)

Partner

(Operator)

Mitsui’s
share

Planned Capacity^(*1)

Budgeted
Capital
Expenditure^(*2)

Investment
Decision

Completion /
Initial
Production

Mineral

& Metal

Resources

Robe River

Joint Venture (Australia)

Rio Tinto

33%

Iron ore export capacity at Cape Lambert from 55 to 80 million tons per annum(“Mtpa”)

US$860

(US$284)

2007

2008

Iron ore export capacity at Cape Lambert from 80 to 180 Mtpa

A$1,200

(A$395)

2008

^(*3)

End of
2012

Mesa A/Warramboo mine, iron ore production capacity 25 Mtpa

US$901

(US$297)

2007

2010

Mt Newman, Yandi, Mt.Goldsworthy (Australia)

BHP Billiton

Iron ore production capacity from 129 to 155 Mtpa

A$2,730

(A$190)

2007

First half
2010

Iron ore production capacity from 155 to 205 Mtpa

US$5,600

(US$396)

2008

Second half

2011

Energy

Enfield Oil Field
(Australia)

Woodside Petroleum

40%

100,000 barrels oil per day^(*4)

US$1,000

(US$400)

^(*4)

2004

2006

Vincent Oil Field
(Australia)

100,000 barrels oil per day

US$720

(US$290)

2006

2008

Dawson (Australia)

Anglo American

49%

Coal production capacity from 7.0 to 12.7 Mtpa

A$900

(A$440)

2004

2008

Kestrel (Australia)

Rio Tinto

20%

Extention for new mining area, coal production capacity 6.5 Mtpa

A$1,443

(A$289)

2008

2012

(*1)	The figures of capacity or production represent 100% volume of projects.

(*2)	Millions of currency units. Figures in parenthesis show Mitsui’s budgeted expenditure.

(*3)	Approval of early funding.

(*4)

The US$1,000 million total budget represents the original development for initial production. Commercial production started in July 2006. Subsequently, some of the major production wells were shut-in due to unexpected sand production and water breakthrough on two occasions, and the joint venture conducted work-over of those wells. The work over programs were made with an additional total budget of US$390 million for the first program and were completed in 2008.

B.	Business Overview.

Throughout this section “B. Business Overview,” we describe the domicile of our subsidiaries and associated companies, in parentheses following names of those companies. For example, Mitsui Iron Ore Development, Pty. Ltd. (Australia) means that the company’s name is Mitsui Iron Ore Development, Pty. Ltd. and that it is domiciled in Australia.

Nature of Our Operations and Principal Activities

We are a general trading company engaged in a range of global business activities including worldwide trading of various commodities, arranging financing for customers and suppliers in connection with our trading activities, organizing and coordinating industrial projects, participating in financing and investing arrangements, assisting in the procurement of raw materials and equipment, providing new technologies and processes for manufacturing, and coordinating transportation and marketing of finished goods. Our trading activities as a general trading company include the sale, distribution, purchase, marketing, supply of and dealing in a wide variety of products and services, as a principal or an agent, including iron and steel, non-ferrous metals, machinery, electronics, chemicals, energy-related commodities and products, food products, textiles, general merchandise and real estate. We also participate in the development of natural resources such as oil, gas, iron and steel raw materials. Recently, we have been proactively making strategic business investments whereby we invest our own capital and provide management expertise in the development of joint ventures and new enterprises in certain industries such as information technology (“IT”), energy saving and environmental solutions business.

While we continue to diversify our activities, the provision of services remains one of our core activities. Specifically, we act as an intermediary between customers and suppliers engaged in import, export, and offshore and domestic trading activities. For example, we develop markets overseas for exporters and locate raw materials or product sources that meet the needs of importers. To facilitate smooth customer transactions between customers and suppliers, we draw upon our various capabilities such as market information analysis, credit supervision, financing and transportation logistics.

In addition to our Head Office, Mitsui had 12 branches and offices located in Japan and 142 branches, offices and overseas trading subsidiaries⁽¹⁾ located in other parts of the world as of April 1, 2009. They provide market information to each other and cooperate in developing various business opportunities.

The U.S. Department of State designates Iran, Sudan, Syria and Cuba as state sponsors of terrorism and subjects them to export controls. As a globally operating organization, we conduct business with customers in various countries including Iran, Sudan, Cuba and Syria. Our activities with customers in these states are insignificant when compared to our entire business (less than 1% of our consolidated revenues, gross profit and assets for the years ended March 31, 2009, 2008 and 2007) and do not, in our view, represent either individually or in aggregate, a material investment risk.

Our Iran-related operations primarily consist of business activities in which we have acted as an agent for Japanese companies such as Japanese engineering and heavy machinery companies, and assist them with various aspects of entering into and completing industrial projects in Iran. In addition, we have arranged financings provided by export credit agencies for the principals of industrial projects in Iran. Furthermore, under limited circumstances, we engaged in Iran-related business activities as a principal, where we purchased crude oil, oil products and petrochemical products from Iranian entities and sold them in Japan and elsewhere. Mitsui has only one asset located in Iran, a subsidiary which renders services to support Mitsui’s implementing the above-mentioned activities.

(1)

In this annual report, “overseas trading subsidiary” means subsidiaries such as Mitsui & Co. (U.S.A.), Inc., which represent major parts of the geographic operating segments of Americas; Europe, the Middle East and Africa; and Asia Pacific. See “Products and Services and Principal Activities by Reportable Operating Segments” for further details.

Although there is a possibility that we may broaden our business activities in Iran in the future, we currently have no plans to significantly expand our Iran-related operations and would carefully consider the commercial and other risks inherent in such transactions before expanding our activities as principal in order to manage those risks as we seek to avoid transactions that may result in material losses to our company or risks to our shareholders.

Our Sudan-related operations consist of sales of chemical raw materials such as urethanes used for the production of polyurethane foams, in which we act as an agent, where our counterparties are neither Sudanese governmental bodies nor entities engaged in oil exploration and production in the country.

Our Syria-related operations consist of sales of chemical products such as urethanes and agrochemicals (insecticides) as well as sundry goods such as photographic film and ultrasound diagnostic scanner, neither of which are designed for any military use, to non-governmental entities.

We have no sales transaction with Cuba for the years ended March 31, 2009, 2008 and 2007.

We do not have any assets or employees in Sudan, Syria and Cuba due to extremely low activity. We do not expect to significantly expand our activities with either of these countries in the foreseeable future.

Seasonality of Our Business Activities

The trading of individual products such as heating oil, foods and textiles is influenced by seasonal factors. For example, heating oil is traded more frequently in winter than in summer months. Another example is our food wholesale business where the revenues of MITSUI FOODS CO., LTD. (Japan) increase from October to December and decrease from January to March, reflecting seasonal consumption habit in Japan. Nonetheless, the seasonality of any product either individually or in the aggregate has marginal impact on our annual operating results.

Dependence on Patents and Licenses and Industrial, Commercial or Financial Contracts

We have various patents and licenses as well as industrial, commercial and financial contracts (including contracts with customers or suppliers) to conduct our business. These patents, licenses or contracts either individually or in the aggregate are not material to our business operations or results of operations.

Marketing Channels

Marketing channels vary by commodity, customer and region. We have established subsidiaries and associated companies for promotion and distribution in response to specific business environments.

See “Products and Services and Principal Activities by Reportable Operating Segments” below. Special sales or purchase methods, including financial arrangements, provided by the Machinery & Infrastructure Projects Segment and the Energy Segment, and supply chain management (“SCM”) systems conducted by some operating segments are also described therein. SCM means a planning and management of successive and integrated activities which cover procurement of raw materials, inventory control, processing, and logistics management for materials and products, ordinarily maintained through collaboration among suppliers, intermediaries and/or third-party service providers, and customers.

Competitive Position

Our main competitors are other Japanese general trading companies. Moreover, all of our potential business partners, for supply of products and services; or for establishment of joint venture operations, could also be competitors. To ensure our competitiveness, we strive to continue to successfully meet the changing needs of our

customers and suppliers worldwide. Analysis of competitive position by operating segment is provided in “Products and Services and Principal Activities by Reportable Operating Segments” below and also see “Item 3.D. Risk Factors.”

Government Regulations

Our business activities are subject to various governmental regulations in the countries in which we operate. These regulations generally relate to obtaining business and investment approvals, and meeting the requirements of export regulations, including those related to national security considerations, tariffs, antitrust, consumer and business taxation, exchange controls and environmental laws and regulations. Certain of our business transactions such as our activities in the energy, mining, telecommunications, financing, food, consumer products, machinery, chemicals, etc. are regulated and subject to the relevant laws and regulations. See “Item 3.D. Risk Factors.”

Governmental Regulations with Respect to the Exploration and Production of Oil, Gas, and Mineral Resources

We are involved in various projects involving exploration for and production of crude oil, natural gas, iron raw materials and non-ferrous metals in many different countries in which we participate as a minority stakeholder and non-operator. These exploration and production activities are subject to a broad range of local laws and regulations, which affect virtually all aspects of these activities. Contractual arrangements in connection with our oil, gas and mining activities, such as leases, licenses and production agreements are generally entered into with a government entity or a government owned company. See “Mineral & Metal Resources Segment” and “Energy Segment” of “Products and Services and Principal Activities by Reportable Operating Segments” below.

To date, changes in governmental laws and regulations have not had a material adverse effect on our oil, gas and mining projects. Some of our oil, gas and mineral projects are located in politically and economically stable regions, such as Australia, where the legal systems are relatively developed. However, we also hold interests in oil, gas and mineral resources in regions where legal systems are less developed. These investments may be adversely impacted by factors such as a lack of comprehensive sets of laws and regulations, an unpredictable judicial system based on inconsistent application and interpretation of laws and regulations, and constantly changing practices of regulatory and administrative bodies.

Governmental Regulations with Respect to Infrastructure Projects

We are engaged in various infrastructure projects worldwide. These include construction of power plants, oil and gas pipelines, telecommunications and broadcasting systems, cargo transportation systems, and public transit systems in developing countries. In these projects, we are subject to extensive laws and regulations with respect to technical specifications, environmental protection, pricing, labor, taxation, foreign exchange and other matters. We commonly enter into contractual arrangements with government owned companies that are subject to their own sets of laws and regulations. Changes in laws and regulations after the commencement of projects may result in lengthy delays which can negatively impact our cash flows and hinder the repatriation of capital from such projects.

Governmental Regulations with Respect to Human Health and Environment

We are subject to extensive laws and regulations worldwide with respect to human health and the environment. Regulations governing food products for human consumption are complex, detailed and stringent. For instance, in Japan, our food related operations are under the supervision of the Ministry of Agriculture, Forestry and Fisheries, and the Ministry of Health, Labor and Welfare. We are subject to the Food Safety Basic Law, which codifies the safety standard for food products. For example, it determines the threshold amount at which harmful substances such as pesticide residues are considered to be unacceptable. We must expend significant resources to comply with these regulations not only in Japan but in all jurisdictions where we engage in food-related operations.

We are also subject to complex environmental laws and regulations worldwide. For example, in Japan, when trading, storing or transporting chemical products or disposing of wastes and by-products from our industrial plants, we are required to notify the local regulators and/or obtain approvals or licenses. Any violation of laws and regulations may not only result in severe fines and penalties, but the regulators may require us to curtail or even cease operations, install expensive pollution control systems, and comply with enhanced notification obligations.

Products and Services and Principal Activities by Reportable Operating Segments

For the year ended March 31, 2009, we had eleven reportable operating segments which consisted of eight products and services focused reportable operating segments and three region-focused reportable operating segments listed as below:

Our eight products and services focused operating segments were:

•

Iron & Steel Products

•

Mineral & Metal Resources

•

Machinery & Infrastructure Projects

•

Chemical

•

Energy

•

Foods & Retail

•

Consumer Service & IT

•

Logistics & Financial Markets

Our three region-focused operating segments were:

•

Americas

•

Europe, the Middle East and Africa

•

Asia Pacific

For information on the composition of our products and services focused reportable segments and region-focused reportable operating segments, also see “Item 5.A. Operating Results—Operating Results by Operating Segment.” Gross Profit, Operating Income (Loss) and Net Income (Loss) by reportable operating segment for the years ended March 31, 2009, 2008 and 2007 were as follows^(1)(2)(3)(4):

Gross Profit


	In Billions, Except Percentages
	Years Ended March 31,
	2009				2008					2007
Iron & Steel Products	¥	52.2	5.1	%	¥	61.3		6.2	%	¥	57.8		6.7	%
Mineral & Metal Resources		119.2	11.7			95.8		9.7			111.0		12.8
Machinery & Infrastructure Projects		106.3	10.5			119.7		12.1			101.9		11.8
Chemical		80.0	7.9			100.2		10.1			95.6		11.0
Energy		272.0	26.8			219.3		22.2			123.9		14.3
Foods & Retail		82.4	8.1			81.2		8.2			81.3		9.4
Consumer Service & IT		73.7	7.3			116.7		11.8			130.0		15.0
Logistics & Financial Markets		62.1	6.1			55.1		5.6			60.5		7.0
Americas		116.0	11.4			78.5		7.9			78.3		9.0
Europe, the Middle East and Africa		22.2	2.2			26.8		2.7			25.4		2.9
Asia Pacific		26.6	2.6			33.1		3.3			30.7		3.5

Total		1,012.7	99.7			987.7		99.8			896.4		103.4

All Other		2.9	0.3			5.5		0.6			4.3		0.5
Adjustments and Eliminations		0.7	0.0			(5.1	)	(0.4	)		(34.4	)	(3.9	)

Consolidated Total	¥	1,016.3	100.0	%	¥	988.1		100.0	%	¥	866.3		100.0	%

Operating Income (Loss)


	In Billions, Except Percentages
	Years Ended March 31,
	2009					2008					2007
Iron & Steel Products	¥	17.4		4.4	%	¥	25.6		6.8	%	¥	25.6		9.1	%
Mineral & Metal Resources		104.5		26.5			79.0		21.1			91.3		32.3
Machinery & Infrastructure Projects		16.0		4.1			30.1		8.0			19.4		6.9
Chemical		24.2		6.1			42.8		11.4			36.2		12.8
Energy		214.1		54.2			172.5		46.0			81.3		28.7
Foods & Retail		19.0		4.8			16.6		4.4			10.9		3.9
Consumer Service & IT		(12.8	)	(3.2	)		19.0		5.1			20.3		7.2
Logistics & Financial Markets		23.8		6.0			20.9		5.6			24.2		8.6
Americas		39.0		9.9			7.3		1.9			22.0		7.8
Europe, the Middle East and Africa		(1.9	)	(0.5	)		1.8		0.5			2.9		1.0
Asia Pacific		(1.6	)	(0.4	)		7.6		2.0			9.5		3.4

Total		441.7		111.9			423.2		112.8			343.6		121.7

All Other		(2.9	)	(0.7	)		(1.4	)	(0.4	)		(4.4	)	(1.6	)
Adjustments and Eliminations		(44.1	)	(11.2	)		(47.0	)	(12.4	)		(56.4	)	(20.1	)

Consolidated Total	¥	394.7		100.0	%	¥	374.8		100.0	%	¥	282.8		100.0	%

*	Operating income (loss) reflects our (a) Gross Profit, (b) Selling, general and administrative expenses and (c) Provision for doubtful receivables, as presented in the Statements of Consolidated Income.

Net Income (Loss)


	In Billions, Except Percentages
	Years Ended March 31,
	2009					2008					2007
Iron & Steel Products	¥	(4.8	)	(2.7	)%	¥	20.2		5.0	%	¥	20.6		6.8	%
Mineral & Metal Resources		90.0		50.7			177.0		43.2			98.3		32.6
Machinery & Infrastructure Projects		21.8		12.3			34.4		8.4			33.2		11.0
Chemical		(10.2	)	(5.7	)		18.3		4.5			20.8		6.9
Energy		153.3		86.3			124.1		30.3			75.7		25.1
Foods & Retail		1.5		0.8			10.4		2.5			(12.3	)	(4.1	)
Consumer Service & IT		(31.4	)	(17.7	)		12.0		2.9			16.6		5.5
Logistics & Financial Markets		(14.5	)	(8.2	)		7.5		1.8			14.6		4.8
Americas		(7.1	)	(4.0	)		5.0		1.2			15.8		5.2
Europe, the Middle East and Africa		(11.5	)	(6.5	)		5.0		1.2			4.1		1.4
Asia Pacific		30.6		17.2			22.5		5.5			22.0		7.3

Total		217.7		122.5			436.4		106.5			309.4		102.5

All Other		6.5		3.7			(7.1	)	(1.7	)		5.8		1.9
Adjustments and Eliminations		(46.6	)	(26.2	)		(19.2	)	(4.8	)		(13.7	)	(4.4	)

Consolidated Total	¥	177.6		100.0	%	¥	410.1		100.0	%	¥	301.5		100.0	%

Notes:

(1)	The figures for “Consolidated Total” for the years ended March 31, 2008 and 2007 have been reclassified to conform to the change in current year presentation based on the reorganization effective April 1, 2008.

(2)	“All Other” includes business activities which primarily provide services, such as financing services, and operations services to external customers, and/or to us and associated companies.

(3)	Net loss of “Adjustments and Eliminations” includes income and expense items that are not allocated to specific reportable operating segments, such as certain expenses of corporate departments, and eliminations of intersegment transactions.

(4)	Transfers between operating segments are made at cost plus a markup.

Iron & Steel Products Segment

The Iron & Steel Products Segment consists of one business unit, the Iron & Steel Products Business Unit, which has:

•

10 subsidiaries including Mitsui & Co. Steel Ltd. (Japan), MITSUI BUSSAN KOZAI HANBAI CO., LTD. (Japan), MBK Steel Products West Co., Ltd. (Japan), Regency Steel Asia Pte Ltd. (Singapore) and Bangkok Coil Center Co., Ltd. (Thailand); and

•

17 associated companies including Nippon Steel Trading Co., Ltd. (Japan) and Shanghai Bao-Mit Steel Distribution Co., Ltd. (China).

Gross profit and net loss for this segment for the year ended March 31, 2009 were ¥52.2 billion or 5.1% and minus ¥4.8 billion or minus 2.7% of our consolidated total, respectively.

This segment handles various iron and steel products used in a wide range of industries including the automobile, electronics, transportation, construction and energy sectors. They serve customers in these industries worldwide and provide support services for steel manufacturers. The Iron & Steel Products Segment conducts, trading, marketing, processing and distribution of:

•

steel sheet for automobile and electric appliances, steel plates for shipbuilding and heavy electric machinery, galvanized steel sheet and tin mill products;

•

steel products for oil and gas projects including OCTG and line pipe;

•

wire rod, specialty steel and bearing;

•

steel bars and other steel construction materials; and

•

semi-finished items including steel slabs to be processed into steel plate and sheet and steel billets to be processed into steel bars and wire rods.

This segment has made investments in subsidiaries and associated companies including coil centers as bases for processing and distribution; electric furnace steel makers as manufacturing bases; and steel products distribution companies. Recently, this business segment has also focused on businesses in emerging countries as below:

•

Regency Steel Asia Pte Ltd. (Singapore), a steel products wholesale subsidiary which this segment acquired in the year ended March 31, 2004, has expanded wholesale operations in the rapidly growing steel products markets in Asia enhancing the credit risk and market risk monitoring functions.

•

This segment also focuses on business opportunities in Russia and in India among other countries, by setting up joint ventures with local partners and creating our service networks such as coil centers.

In the iron and steel products business, both manufacturers and users are large-scale and sophisticated organizations. As low value added intermediation between these entities is no longer sufficient to serve their needs, this segment has developed its services based on the proprietary supply-chain network by making use of accumulated IT and logistics expertise. By working closely with manufacturers and users, we optimize distribution and inventory control, thus sharing with customers and suppliers the benefit of associated cost reductions. For example:

•

This segment has established steel service centers, galvanized steel plants and tin-plating facilities at our subsidiaries and/or joint ventures with Japanese and overseas steel makers and other local partners in order to meet the rising demand from manufacturers of automobiles, electric appliances and heavy electric machinery that have transplanted their production centers to the United States, Southeast Asia and China. The most representative case is Shanghai Bao-Mit Steel Distribution Co., Ltd. (China), a joint venture established with Shanghai Baosteel Group Corporation, a Chinese integrated steel manufacturer, in order to build a network of steel products service centers in China. Through this joint venture, this segment has been setting up supply-chain network by integrating service centers within China and improving operational efficiency and also has been actively pursuing additional investments.

•

This segment frequently draws upon the unit’s logistics expertise in delivering a wide range of materials and products in large volume under an optimized schedule along with expertise in project financing. We also take advantage of the business relationships and marketing channels of other business units in the fields of mineral and metal resources, energy, industrial plants, shipping and machinery. This enabled this segment to be involved in various industrial projects including the construction of oil and gas pipeline projects such as the Sakhalin project where we supplied the steel structure and the Western Australia offshore LNG project operated by Woodside Petroleum Ltd. where we supplied high grade steel pipe. This segment also contributed to support mining projects operated by Rio Tinto plc and Vale S.A. supplying rails for minerals transportation.

Some competitors of this segment, other Japanese trading companies, have reorganized their businesses and established new joint ventures, such as Marubeni-Itochu Steel Inc. (Japan) and Metal One Corporation (Japan) in their efforts to achieve low-cost operations through economy of scale. In contrast, this segment puts priority in efficiently leveraging business resources of other operating segments through group-wide collaborations. In order to increase competitiveness as well as pursuing strategic business opportunities, the Investment & Planning Division within this business segment, specializes in investments in steel-related enterprises, particularly joint investments in response to the needs from steel users and steel manufacturers in Japan and overseas, strengthening ties with Japanese steel makers and wholesalers through collaboration in sales of products,

procurement of raw materials and equity investments. Furthermore, in the domestic market which has been already mature, this business segment concentrates on reorganizations of subsidiaries to improve their sales force and operational efficiency. For example, this business segment established Mitsui & Co. Steel Ltd. (Japan) by consolidating 4 subsidiaries for steel products in April 2008.

In July 2006, as a result of the merger between the world’s largest integrated steel manufacturers, Mittal Steel Company N.V. and Arcelor S.A., ArcelorMittal was organized. This segment has been carefully watching reorganizations in the global steel industry. An increase in steel production in newly developing countries such as China and India, as well as a decrease in demand in developed countries stemming from slow down of the economies triggered by financial crisis in the United States are ongoing in tandem, providing a definite forecast on the global supply-demand balance in the future becomes extremely difficult. Continuously offering efficient SCM services is still a key for this business segment to survive in such worldwide reorganization of steel industry.

Mineral & Metal Resources Segment

The Mineral & Metal Resources Segment consists of one business unit, the Mineral & Metal Resources Business Unit. Effective April 1, 2007, the former Iron & Steel Raw Materials and Non-Ferrous Metals Segment was renamed as the Mineral & Metal Resources Segment, and the businesses of coal, nuclear fuels, carbon credits, and hydrogen and fuel cell were transferred to the Energy Segment.

This segment has:

•

9 subsidiaries, including Mitsui Iron Ore Development Pty. Ltd. (Australia), Mitsui -Itochu Iron Pty. Ltd. (Australia), Japan Collahuasi Resources B.V. (Netherlands), Mitsui Raw Materials Development Pty. Limited (Australia) and MITSUI BUSSAN METALS CO., LTD. (Japan); and

•

12 associated companies, including Valepar S.A. (Brazil), Coral Bay Nickel Corporation (The Republic of Philippines), SUMIC Nickel Netherlands B.V. (Netherlands), NIPPON AMAZON ALUMINIUM CO., LTD. (Japan) and Inner Mongolia Erdos Electric Power & Metallurgical Co., Ltd. (China).

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥119.2 billion or 11.7% and ¥90.0 billion or 50.7% of our consolidated totals, respectively.

This segment is engaged in various business activities including:

•

trading, investment, logistics management and transportation services related to iron and steel raw materials, such as iron ore, metal scrap, ferro-alloys and other minerals;

•

trading, investment, logistic management and transportation of non-ferrous metal raw materials and ingots such as copper, lead, zinc, nickel, aluminium, alumina, magnesium, cobalt, titanium, other non-ferrous metals; and sales and marketing of semi-fabricated non-ferrous products such as construction materials; and

•

recycling solutions business.

In the field of iron and steel raw materials, in 1960s this segment started investments in raw materials sourcing projects based on concept of “develop-and-import”, aiming at stable procurement of those raw materials to Japan through diversified channels. Those projects are supplying raw materials to major iron and steel manufacturing countries including Japan.

The following tables provide information on investments of this segment in iron ore resource projects. For more information on its mining activities including production and reserves, See “Item 4.D. Property, Plants and Equipment—Mining Activities.”

Iron Ore Mining Activities

Joint Venture or Investee

Mitsui’s Subsidiary or
Associated Company

Name of Mines

Location

Mitsui’s
Percentage of
Ownership

Other Major
Participants and
Their Percentages of
Ownership

Robe River Iron Associates

Mitsui Iron Ore Development Pty. Ltd.

Pannawonica West

West Angelas

Pilbara Region, Western Australia

33.00

Rio Tinto

Nippon Steel Sumitomo Metal Industries

53.00

10.50

3.50

Mt. Newman Joint Venture

Mitsui -Itochu Iron Pty. Ltd.

Mt. Whaleback

Pilbara Region,

Western Australia

7.00

BHP Billiton

Itochu

85.00

8.00

Yandi Joint Venture

Mitsui Iron Ore Development Pty. Ltd.

Marillana Creek

Pilbara Region,

Western Australia

7.00

BHP Billiton

Itochu

85.00

8.00

Mt. Goldsworthy Joint Venture

Mitsui Iron Ore Development Pty. Ltd.

Northern (Yarrie) (Nimingarra) Area C

Pilbara Region,

Western Australia

7.00

BHP Billiton

Itochu

85.00

8.00

In addition, this segment has a 15% ownership interest (or 18.2% in terms of voting shares as of March 31, 2009), of Valepar S.A. (Brazil), the controlling shareholder of Vale S.A. (the former “Companhia Vale do Rio Doce”, which has been renamed legally effective May 22, 2009) in Brazil. Vale S.A. is a mining enterprise with operations that include mining of iron ore and other raw non-ferrous metals. This segment purchased the ownership interest in Valepar S.A. in September 2003. In July 2008, Vale S.A. made a public offering of its shares. Valepar S.A. maintained the current controlling ownership at Vale S.A. by exercising its priority subscription rights, and Mitsui contributed to Valepar S.A. on a pro rata basis. Mitsui’s investment amount was ¥78.4 billion.

In April 2007, this segment sold its entire stake in Sesa Goa Limited, Indian iron ore producer.

Iron ore mining businesses remain our core business, and continue to focus on investments for the enhancement of production capacity and operational efficiency in existing mining operations. Our equity production tonnage is expected to be increasing in accordance with an increase in demand of the newly developing countries in a mid- and long-term despite the fact that iron ore demand temporarily stagnates worldwide, including China, the world largest crude steel producer, due to the current economic slow down triggered by the financial crisis in the United States. Regarding further information and discussion on development of this segment’s iron ore mining projects, see “Item 4.A. History and Development of the Company— Capital Expenditure”, “Item 5.A. Operating Results—Operating Results by Operating Segment—Mineral & Metal Resources Segment” and “Item 5.B. Liquidity and Capital Resources—Investment Plans and Financial policies of the Medium Term Management Outlook”.

Revenues from iron ore producing activities account for a significant portion of this segment. The table below sets forth the break down of revenues of the Mineral & Metal Resources Segment.


	Revenues
	Billions of Yen
	Revenues from Sales of Products				Revenues from Sales of Services and Other Sales
Years Ended March 31,	Revenues from Iron Ore Producing Activities		Revenues from Sales of Other Products(*)		Commissions and Trading Margins on Intermediary Services and Other		Total Revenues
2009	¥	169.5	¥	224.1	¥	13.8	¥	407.4
2008		116.8		159.2		16.7		292.7
2007		86.4		148.7		26.1		261.2

(*)	Revenues from sales of other products mainly consist of sales of scrap metals and non-ferrous metals such as copper and aluminum. This segment reports no revenues from mineral producing activities other than iron ore producing activities.

This segment recognizes metal recycling as industrial solutions to environmental problems, and has set recycling business as one of its key businesses. In Japan, Mitsui Bussan Raw Materials Development Corporation (Japan), which had operated a metal recycling business, was merged in April 2008 with a former non-ferrous metal trading subsidiary Mitsui Bussan Metals Sales Co., Ltd. (Japan), to form Mitsui Bussan Metals Co., Ltd., which engages in wide range of products and services in metal resources, recycling and non-ferrous metal products.

In addition, in June 2007, this segment acquired 19.9% of the issued ordinary shares of Sims Group Limited (Australia), a metal scrap recycler with worldwide operating bases in Australia and Europe as well as in North America, its main operating zone. In March 2008, Sims Group Limited merged with Metal Management, Inc, a United States recycler and changed its name to Sims Metal Management Ltd. in November 2008. This segment’s ownership interest was diluted due to the merger, and subsequently the segment acquired additional shares, having a 19.9% ownership interest in Sims Metal Management, Inc. as of March 31, 2009. Mitsui and Sims Metal Management Ltd. seek opportunities for a joint recycling solutions business in Japan and abroad.

This segment participates in a joint venture which produces Silico-Manganese in the Inner Mongolia Autonomous Region, China, with 24.5% ownership, together with Erdos Electrical Power and Metallurgical Co., Ltd. (“Erdos EPMC”) and JFE Steel Corporation, a major Japanese integrated steel manufacturer. This project started production of Silico-Manganese in July 2006 with an annual production capacity of 75,000 tons at its initial stage, and an expansion plan to double the capacity to 150,000 tons was completed in December 2008. Erdos EPMC operates four major businesses in the Inner Mongolia Autonomous Region: power generation, coal mining, ferrous alloy production and water pumping from the Yellow River. In April 2007, this segment completed the acquisition of 25% share ownership in Erdos EPMC.

This segment has been operating joint venture projects to meet the increasing demand for iron and steel raw materials in Japan and abroad. POSCO Terminal Co., Ltd. (Korea) is the representative case established in January 2003 with POSCO, an integrated steel manufacturer in Republic of Korea. It provides logistics services including bulk material transportation, storage and transshipment involving iron and steel raw materials for various customers in Asia.

In non-ferrous metals field, this segment has been engaged in trading raw materials and ingots such as copper, nickel, cobalt, aluminium, alumina and other non-ferrous metals, and also expanding our investments and participations in various non-ferrous metals mining and smelting projects to secure stable supply sources of the raw materials and ingots. For example:

•

This segment participates in Compania Minera Dona Ines de Collahuasi SCM (Chile), a mining company, in which it holds a 7.4% interest. This company commenced commercial production of its

Collahuasi copper mine in 1998, which has been developed jointly with Anglo American plc and Xstrata plc and has an annual production capacity of about 500,000 tons of copper. In addition, this segment has a 1.3% interest in Los Pelambres copper mine in Chile, whose annual production capacity is about 360,000 tons of copper per annum.

•

This segment participates in a nickel-cobalt smelting project named Coral Bay in the Rio Tuba area in the Republic of Philippines which has been developed jointly with Sumitomo Metal Mining Co., Ltd., Sojitz Corporation and a local partner. This project started commercial production of nickel-cobalt mixed sulfide in April 2005 using a high-pressure acid leaching process, an advanced processing technology for nickel production, and is operating at its design capacity (10,000 ton Nickel content and 750 ton cobalt content per annum) after March 2006. In February 2007, we decided to participate in the expansion plan for the second production line to double the production capacity. The production capacity as of March 2009 is 22,000 ton Nickel content and 1,400 ton cobalt content per annum. In April 2005, this segment, jointly with Sumitomo Metal Mining Co., Ltd., concluded an agreement for participation in the Goro Nickel Project in New Caledonia, which has been developed by former Inco Limited, (currently called as Vale Inco Ltd.). This project is expected to start its commercial production in the 2nd half of 2009 and to produce in total about 60,000 tons of nickel and about 5,000 tons of cobalt per annum eventually.

•

This segment has a 15.0% interest in NIPPON AMAZON ALUMINUM CO., LTD. (Japan) which has invested in aluminum smelting and alumina refining business in Brazil. While this segment withdrew from Mitalco Inc., an aluminium smelting operation in the United States in June 2006, we recognize that aluminium continues to be a significant material and pursue relevant business opportunities.

•

This segment established a special department for rare metals which underpin high-tech industries. The segment has been studying development and undertaking feasibility studies of various rare metal projects.

Machinery & Infrastructure Projects Segment

The Machinery & Infrastructure Projects Segment consists of three business units, the Infrastructure Projects Business Unit, the Motor Vehicles Business Unit and the Marine & Aerospace Business Unit.

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥106.3 billion or 10.5% and ¥21.8 billion or 12.3% of our consolidated totals, respectively.

The Machinery & Infrastructure Projects Segment holds 69 subsidiaries, including:

•

MBK Project Holdings Ltd. (Japan), Mitsui & Co. Plant Systems, Ltd. (Japan), Mitsui Power Ventures Limited (United Kingdom), MIT POWER CANADA LP INC. (Canada), Mitsui Renewable Energy Europe Limited (United Kingdom), Mitsui Rail Capital Holdings, Inc. (United States), Mitsui Rail Capital Europe B.V. (Netherlands), Mitsui Rail Capital Participacoes Ltda. (Brazil), MITSUI GAS E ENERGIA DO BRASIL LTDA. (Brazil), Cactus Energy Investment B.V. (Netherlands), Drillship Investment B.V. (Netherlands), Mitsui Water Holdings (Thailand) Ltd. (Thailand), Atlatec Holdings, S.A. de C.V. (Mexico) and Tokyo International Air Cargo Terminal Ltd. (Japan) in the Infrastructure Projects Business Unit;

•

Toyota Chile S.A. (Chile), Mitsui Automotive North America Inc. (United States), Mitsui Automotive Europe B.V. (Netherlands), Mitsui Automotive CIS Investment B.V. (Netherlands), PT. Bussan Auto Finance (Indonesia), Mitsiam Motors Co., Ltd. (Thailand), and Komatsu-Mitsui Maquinarias Peru S.A. (Peru) in the Motor Vehicles Business Unit; and

•

Lepta Shipping Co., Ltd. (Liberia), Clio Marine Inc. (Liberia), Orient Marine Co., Ltd. (Japan) and Mitsui Bussan Aerospace Co., Ltd. (Japan) in the Marine & Aerospace Business Unit.

Additionally it has 69 associated companies such as:

•

Toyo Engineering Corporation (Japan), IPM Eagle LLP (United Kingdom), IPM (UK) Power Holdings Limited (Gibraltar), P.T. Paiton Energy (Indonesia), Compania de Generacion Valladolid S. de R.L. de C.V. (Mexico) and AES JORDAN HOLDCO, LTD. (Cayman Islands) in the Infrastructure Projects Business Unit; and

•

Toyota Canada Inc. (Canada), Penske Automotive Group, Inc. (United States), PT. Yamaha Indonesia Motor Manufacturing (Indonesia) and Komatsu Australia Pty. Ltd. (Australia) in the Motor Vehicles Business Unit.

Infrastructure Projects Business Unit

The business activities of the Infrastructure Projects Business Unit together with 30 subsidiaries and 19 associated companies cover a wide range of involvement in project development, construction, business operations and management, implementation and related services, including:

•

electric power projects such as power plants, power transmission and substation facilities;

•

energy related infrastructure projects such as oil and gas development, oil refineries, LNG receiving facilities and pipelines;

•

water supply projects such as seawater desalination plants, wastewater processing facilities and water supply and sewerage facilities;

•

railway transportation-related business such as rolling stock and railway facilities and systems;

•

social infrastructure projects such as construction of airport, port, road and other public facilities;

•

basic industry projects such as iron, non-ferrous metals and chemical plants; and

•

environment-related projects such as waste disposal and recycling plants.

This business unit is undertaking various projects that may stimulate economic growth in developing countries and countries rich in natural resources. In response to their needs, they apply their project engineering capabilities including expert knowledge in financing, logistics, taxation and legal affairs. This business unit often arranges financing for projects by international financial institutions and export credit agencies worldwide.

The following are examples of the types of projects and the activities in which this business unit renders services, mainly as an agent in securing the contract, arranging financing and executing the contract:

•

In the Commonwealth of Independent States (“CIS”), including Russia, the Middle East, Brazil and Indonesia, they have been engaged in the structuring and the arrangement of debt and equity project financing for various natural gas and/or oil projects, together with export credit agencies and commercial banks.

•

This business unit has acted as the Engineering, Procurement and Construction (“EPC”) contractor for the construction of infrastructure facilities including power plants, various oil and gas production facilities and petrochemical plants in which they have procured manufacturing equipment from Japanese and overseas subcontractors and have administered implementation of the projects under construction.

•

For the Taiwan High Speed Rail project, they are the commercial leader of a consortium consisting of Japanese railway car manufacturers and general trading companies, which supplied rolling stock and transportation facilities.

In addition to the conventional EPC approach of acting as an intermediary between project owners and sub-contractors, this business unit is increasing activities which often involve arrangement of sophisticated financing schemes, business operations and management through equity participation, and operation and

maintenance of plant and facilities after their construction completion. Based on this concept, the unit has been proactively investing in several types of infrastructure projects. In particular, independent power producer (“IPP”) business overseas lies as a core domain. Most of these IPP projects operate under long term power sales contracts with users such as state-owned electricity companies, which enable them to forecast stable returns.

•

IPM Eagle LLP (United Kingdom), which this business unit established jointly with International Power plc, is the core operation of our overseas power producing businesses. In December 2004, they, together with International Power plc, purchased the international power generation portfolio (eight power plants in Europe, Australia and Asia in total, 3,725 megawatts, as of March 2009) of Edison Mission Energy. Since then, IPM Eagle LLP has held and managed these power generation businesses. In July 2005, IPM Eagle LLP acquired the Saltend 1,200 megawatt combined cycle power plant in the United Kingdom. Furthermore, in June 2007, International Power plc and Mitsui reorganized the ownership of power generating assets in the United Kingdom. Three power generating assets formerly owned by International Power plc and two power generating assets formerly owned by IPM Eagle LLP (4,978 megawatts in total) were transferred to IPM (UK) Power Holdings Limited (Gibraltar) (ownership: International Power plc 75% and Mitsui 25%). Some of the above-mentioned projects sell electricity at wholesale on the power market, instead of supplying it under long term contracts, so that the joint ventures optimize their profit structure.

•

This business unit formed a joint venture with Calpine Corporation to construct, own and operate the 1,005 megawatt combined cycle power plants called Greenfield Energy Center LP (Canada). The joint venture started commercial operation in October 2008 based on a 20 year Clean Energy Supply contract with Ontario Power Authority, Canada.

•

This business unit has a 36.3% voting interest in P.T. Paiton Energy (Indonesia), an Indonesian power producer, which owns a 1,230 megawatt coal fired power plant at the Paiton Power Generation Complex in East Java, Indonesia. (In addition, IPM Eagle LLP owns a 44.7% voting interest.) P.T. Paiton Energy sells electricity to P.T. PLN (Persero), a government-owned electric utility company, under a long term power purchase agreement which is valid until the year 2040. P.T. Paiton Energy was originally established in 1994 by Mitsui and other partners.

Reflecting these developments, the combined power generation capacities for the unit’s equity share in various power projects as of the end of March 2009 in operation and under construction were 3,735 megawatt and 322 megawatt, respectively. As well as the above-mentioned projects, these power generation capacities included those under the operation of Umm Al Nar in the United Arab Emirates, Tarong North Power Station in Australia, Valladolid III in Mexico and Amman East in Jordan and those under construction such as Ras Laffan C in Qatar.

This business unit is also engaged in following projects:

•

Mitsui owns a 25% interest in the LNG terminal in Altamira, Mexico. The facility started operations in September 2006, providing services of receiving and regasification of LNG for the ultimate customer, Comisión Federal de Electricidad, a state power company. In addition, in March 2008 this business unit signed a service agreement with Comisión Federal de Electricidad in regards to the concession rights for construction and operation of an LNG receiving terminal in Manzanillo city. Mitsui participates in this project with a 37.5% interest. Commercial start-up is planned around in the end of 2011.

•

Mitsui owns a 26% interest in Thai Tap Water Supply Company Limited and a 25% interest in Pathum Thani Water Supply Company Limited, to supply tap water to the provincial authorities near Bangkok, Thailand under 30-year and 25-year water supply agreements, respectively. In December 2008, Mitsui, together with Toyo Engineering Corporation (Japan), an associated company of this business unit, acquired Earth Tech Mexican Holdings, S.A. de C.V. (presently renamed as Atlatec Holdings, S.A. de C.V.)(Mexico), a water and wastewater treatment engineering and construction company. The company specializes in design, construction and operation of industrial and municipal water and wastewater

treatment plants and currently owns and operates water treatment facilities for Petroleos Mexicanos, a Mexican state-owned oil company, and for Queretaro State in Mexico jointly with the Americas Segment.

•

Mitsui Gas e Energia do Brasil Ltda. (Brazil), formerly named Gás Participações Ltda., which Mitsui wholly acquired in April 2006, participates in seven local gas distribution companies with a 24.5% interest in each, with other shareholders, Petrobras Gas S.A., and the respective state governments in Brazil.

•

In June 2008, Mitsui and Petróleo Brasileiro S.A. (“Petrobras”), a Brazilian state owned oil company, agreed to start deepwater drilling services with an ultra-deepwater drillship. P & M Drilling International B.V. (Netherlands), an operating vehicle company established in equal shares by Mitsui and Petrobras, will own a drillship scheduled to be delivered in the second half of 2009, and engage in leasing for an operator, who will in turn provide the services with Petrobras. This business unit is proceeding with the project together with the Marine & Aerospace Business Unit.

This business unit runs rolling stock leasing businesses providing relevant maintenance and management services.

•

In North America, Mitsui Rail Capital, LLC. (United States) engages in operating leasing of freight cars for railway companies and logistic management and maintenance service of freight cars for coal transportation to power companies.

•

In Brazil, Mitsui Rail Capital Participacoes Ltda. engages in finance leasing of freight cars for major grain shippers and railroad companies.

•

In Europe, Mitsui Rail Capital Europe B.V. (Netherlands) and its subsidiary, MRCE Dispolok GmbH (Germany), engage in operating leasing of locomotives in Europe.

Also, this business unit is engaged in the construction of wind power and photovoltaic power facilities and other environment-related projects such as greenhouse gas emission reduction project.

Our major competitors include other Japanese general trading companies, international financial institutions, global engineering companies, general contractors, multi-national IPP’s and investment funds. Those competitors, however, can be important partners in some cases.

Motor Vehicle Business Unit

The Motor vehicle Business Unit, together with 26 subsidiaries and 20 associated companies, is engaged in the following business activities:

•

import and export, assembly and manufacturing, distribution and dealership of motor vehicles, motor cycles and their parts, and retail finance; and

•

trading of industrial machinery including mining and construction equipment, production equipment and machine tools.

This business unit has a long track record of exporting and marketing Japanese automobiles and has developed networks of our subsidiaries and associated companies as import wholesalers, dealers and assembler for Japanese vehicles in many regions of the world. For example, we have been exporting Toyota and motor vehicles of other Japanese manufacturers to various countries worldwide including Canada (Toyota), Chile (Toyota), Peru (Toyota), Italy (Subaru), Germany (Subaru), Thailand (Hino) and Malaysia (Daihatsu).

In recent years, the relocation of Japan’s automobile production sites from domestic locations to overseas has been accelerating, and we have diversified our activities to cope with such trend by allocating our financial and human resources strategically to prioritized areas of our motor vehicles business worldwide, such as logistics services for manufacturing components, retail operations and retail finance. For example:

•

This business unit has operated our subsidiary PT. Bussan Auto Finance (Indonesia), a retail finance company for Yamaha motorcycles since 1997;

•

This business unit has ownership in Penske Automotive Group, Inc., an automobile dealership group in the United States, with a 17.0% voting share. By combining what they learned from our involvement in Penske Automotive Group, Inc. with their knowledge of the global market, this business unit continues to explore other opportunities to expand into retail dealership operations in developing markets such as Russia, China and India;

•

This business unit has been handling the logistics operations of automobile parts for some of Toyota’s manufacturing operations in North America, Europe, India and China; and

•

We acquired a 19.1% voting share in ASAHI TEC CORPORATION (Japan), a manufacturer of ductile iron cast parts and aluminum forged parts for major automakers in January 2007. Subsequently, ASAHI TEC CORPORATION increased the capital by receiving the funds from RHJ International SA, its largest shareholder, in order for ASAHI TECH CORPORTION to strengthen the financial standing of Metaldyne Corporation, which is its wholly owned subsidiary in the United States supplying automotive parts for the three major manufacturing companies in the country. As a result of the capital increase, this business unit’s voting share was diluted to 11.9% as of the end of March 2009.

In this business unit’s construction machinery and industrial system businesses, it has been acquiring and establishing distributors and dealers in major overseas markets, in order to respond growing worldwide demand to these products. In Australia, Komatsu Australia Pty Ltd. (Australia), an associated company, is engaged in distribution of construction machinery and mining equipment such as off-road mining dump trucks and hydraulic excavators, while another associated company, Komatsu Australia Corporate Finance Pty Ltd. is engaged in leasing of these equipments. This business unit has also extended these businesses in other regions, through Road Machinery, LLC (United States) acquired in 2005 and KOMEK Machinery LLC (Russia) acquired in 2006. They are also engaged in trading and distribution of high-precision machine tools, manufacturing equipment and control systems supplied by Japanese manufacturers. Jointly with Mori Seiki Co., Ltd, they acquired Ellison Technologies, Inc. (United States) in 2007. Both of Road Machinery, LLC and Ellison Technologies, Inc. were acquired jointly with the Americas Segment and this business unit was mainly controlling the companies. Effective April 2008, such control was transferred to the Americas Segment in order to put more importance on the regional business strategy than on merchandise oriented strategy keeping this business unit’s ownership interests in both companies.

Marine & Aerospace Business Unit

The Marine & Aerospace Business Unit, together with 13 subsidiaries and 30 associated companies, is engaged in the following business activities:

•

sales, marketing and intermediary service of cargo vessels, tankers, container vessels, refrigerator vessels, automobile carriers, LNG and LPG carriers, Floating Storage and Offloading (“FSO”) and Floating Production, Storage and Offloading (“FPSO”) facilities as well as owning and operating, leasing and financing for these vessels and facilities, ship management services, an intermediary service for chartering vessels and sales of second hand vessels, and marketing equipment for vessels; and

•

marketing and sales of passenger aircraft and cargo aircraft, helicopters, aircraft engine, defense-related equipment and aerospace systems, leasing of passenger aircraft and cargo aircraft and aircraft engines.

The vessel and marine project related activities include marketing newly built vessels (mainly commercial vessels) to ship owners and shipping firms in Japan and overseas, ship management services, acting as broker for chartering vessels and for the sale and purchase of second hand vessels, and marketing equipment for vessels to shipbuilding companies.

This business unit is engaged in energy-related marine projects, including joint ownership and operation of LNG vessels, and joint ownership and operations management of FSO and FPSO facilities. In addition, this business unit arranges various types of financing for our customers and/or those projects, such as syndicated loans involving international financial institutions for large scale transactions. We also provide direct loans to some of our clients.

The following are recent developments in energy-related marine projects businesses:

•

In December 2007, Mitsui, NYK Bulkship (Europe) Ltd. and Teekay Corporation in a three company consortium, entered into a contract for the long term charter of four new LNG vessels from the Angola LNG Project, which is developed by Chevron, Angola national oil company Sonangol and others.

•

Together with the Infrastructure Projects Business Unit, this business unit set up a joint venture with Petrobras in Brazil, which owns drill ships for sub sea oil field development. This business unit arranged the building and chartering contracts of the drill ships.

In addition, this business unit owns and operates various vessels, by itself or jointly with trusted partners.

In aerospace systems related activities, the business unit provides and arranges operating leases and finance leases of passenger aircraft and cargo aircraft and aircraft engines to airlines in Japan and overseas. This business unit is also engaged in the import and sale of passenger aircraft, cargo aircraft, aircraft engines, helicopters and defense-related equipment, including passenger aircraft of Airbus S.A.S. of France and helicopters of Bell Helicopter Textron, Inc. of the United States. In March 2008, Mitsui acquired non-voting preferred shares in Japan Airline Corporation (“JAL”), convertible into common shares, for ¥20.0 billion. Mitsui believes this acquisition will contribute to the reinforcement of JAL’s business infrastructure such as renovation of its aircraft fleet and through this transaction, Mitsui envisages developing new business with JAL in future.

Chemical Segment

The Chemical Segment consists of the First Chemicals Business Unit and the Second Chemicals Business Unit. In April 2009, in order to efficiently cope with the restructuring of the chemical industry globally, Mitsui has re-grouped its Chemical Segment and formed Basic Chemicals Business Unit and Performance Chemicals Business Unit.

Gross profit and net loss for this segment for the year ended March 31, 2009 were ¥80 billion or 7.9% and minus ¥10.2 billion or minus 5.7% of our consolidated totals, respectively.

The Chemical Segment has 21 subsidiaries, including:

•

P.T. Kaltim Pasifik Amoniak (Indonesia), Japan-Arabia Methanol Company Ltd. (Japan), MITSUI BUSSAN SOLVENT & COATING CO., LTD. (Japan), Mitsui AgriScience International SA/NV (Belgium), Mitsui Bussan Agro Business Co., Ltd. (Japan) and DAIICHI TANKER CO., LTD. (Japan) in the First Chemicals Business Unit; and

•

Mitsui Bussan Plastics Trade Co., Ltd. (Japan), Daito Chemical Industries, Ltd. (Japan), Shark Bay Salt Pty. Ltd. (Australia) and Mitsui Electronics SCM (China) Co., Ltd. (Hong Kong, China) in the Second Chemicals Business Unit.

It also has 28 associated companies.

First Chemicals Business Unit

Together with 10 subsidiaries and 11 associated companies, the First Chemicals Business Unit is engaged in trade, sales, distribution and production of the following commodities and related activities:

•

Petrochemical businesses

—

Natural gas chemicals: methanol, ammonia

—

Chlor-Alkali: Ethylene Dichloride (“EDC”), Vinyl Chloride Monomer (“VCM”), caustic soda, polyurethanes

—

Basic petrochemicals: olefins, aromatics, Styrene Monomer (“SM”)

—

Petrochemicals & fiber intermediates: Para-Xylene (“PX”), Purified Terephthalic Acid (“PTA”), Monoethylene Glycol (“MEG”), Acrylonitrile (“AN”), acetic acid.

—

Industrial chemicals: phenol, acetone, bisphenol A, Methyl Methacrylate (“MMA”), nylon, acrylates intermediates

•

Specialty chemical businesses

—

Detergent intermediates and oleochemicals, colors & functional chemicals, rosin, aroma chemicals

•

Agri science businesses

—

Crop protection chemicals (herbicide, insecticide, fungicide, intermediates for these chemicals), feed additives

•

Fertilizer businesses

—

Urea, ammonium sulfate, phosphate rock, diammonium phosphate, fused magnesium phosphate, potash

In petrochemical products areas, the unit’s main activities is trading of the above-mentioned products in Japan and worldwide through extensive business relationships with customers and suppliers such as Mitsui Chemicals, Inc., Toray Industries, Inc., Tosoh Corporation, Dow Chemical Company, BP p.l.c., and Bayer Aktiengesellschaft.

This business unit has invested in manufacturing operations and logistic facilities such as:

•

a 19.3% equity share in a joint venture, International Methanol Company (Saudi Arabia), which commenced commercial operation with a production capacity of 1 million tons per annum of methanol at the end of 2004;

•

an ammonia producing subsidiary, P.T. Kaltim Pasifik Amoniak (Indonesia), which has a production capacity of 0.7 million tons per annum of ammonia; and

•

tank terminals in Ningbo, China; Bangkok, Thailand; Johor, Malaysia; and Merak, Indonesia; and

•

a subsidiary and parcel chemical tanker operator DAIICHI TANKER CO., LTD. (Japan), which runs a fleet of owned and chartered ships serving its customers.

This business unit has been successful in earning revenues by increasing market share in basic petrochemicals such as olefins and aromatics. Moreover, the latent steady growth of demand for petrochemicals in the world, particularly in China and other Asian countries, would be earnings driver for this unit despite the deceleration in demand caused by recent economic slow down.

During the past several years, most worldwide petrochemical companies have been struggling to survive through drastic restructurings of their sales structures as well as mergers and acquisitions in order to cope with the changes in the market structure of petrochemical products including increasing demand from China and other Asian countries, rising material costs reflecting higher crude oil prices and shifting in olefin production to the Middle East using cost-effective natural gas. In these operating environments, they believe that they remain competitive with other competitors and plan to strengthen our market position by expanding our trade volume and market share. This business unit’s sales channels to various customers in diverse geographic areas enable them to make geographical and/or time swap arrangements. Its global logistics services network functions as a competitive advantage over other competitors in gaining more business transactions.

In Japan, MITSUI BUSSAN SOLVENT & COATING CO., LTD. (Japan) and Bussan Chemicals Co., Ltd. merged to form Mitsui Bussan Chemicals Co., Ltd. in April 2009, for the purpose of sales enhancement and efficient business operations.

In agri science business, this business unit has extended the distribution of agricultural chemical products worldwide through subsidiaries such as Mitsui AgriScience International SA/NV (Belgium).

In fertilizer business, this business unit is engaged in import, export and offshore transactions involving various types of fertilizers, fertilizer raw materials and phosphoric acid derivatives.

Second Chemicals Business Unit

The Second Chemicals Business Unit has 11 subsidiaries and 17 associated companies and is engaged in sales, trade, distribution and production of the following commodities and related activities:

•

Inorganic chemical business

—

basic inorganic materials such as sulfur, sulfuric acid, salt, titanium ore and iodine

—

inorganic products such as soda ash, caustic soda, catalyst, industrial gas and titanium oxide

•

Plastics business

—

electronics materials such as electrolytic copper foil, optical fiber, and high-purity chemicals employed in semiconductor production

—

plastic materials and products such as polyvinyl chloride, elastomers, polyolefin, ABS resin, engineering plastics, polystyrene, plastic food containers, wrapping materials, industrial films and carbon fiber

—

additives of plastic such as elasticizer, stabilizer and pigment

—

SCM related businesses for production and distribution of office automation equipment, cell phone and electric appliances

—

photovoltaic power related business for distribution of silicon materials, solar module components and solar modules and procurement and delivery of photovoltaic power generation systems

In the inorganic raw materials field, this business unit operates logistics systems for various industries in Japan and overseas. For example, this business unit exports sulfur, a byproduct of petroleum refining, to Asian countries, by operating specialized tankers.

In order to overcome various unfavorable economic conditions such as depletion in the supply of mineral resources or an increase in acquisition cost of raw materials from our existing suppliers, this business unit has been seeking opportunities to participate in new supply sources. They reallocated resources by restructuring logistics operations, and built up our capabilities in sulfur, soda ash, and fiberglass materials in Asia, primarily in China.

While this business unit has been expanding the logistics network of their salt business in China which complements their existing sea salt joint venture business in Shark Bay, Australia, Mitsui acquired a major share in the Onslow salt field in Australia in August 2006. As a result, this business unit’s annual salt production capacity increased to 3.8 million tons, which enable them to secure a stable supply for the chlor-alkali industry in Japan and other Asian countries.

This business unit established Renewable Energy Division in June 2008 to expand the solar power related business looking down at the entire value chain of the business. We transferred solar related business of the IT Business Unit into this business unit which has been dealing with photovoltaic materials and modules. This business unit aims to collaborate with the Infrastructure Projects Business Unit which is in charge of IPP and other business units in the photovoltaic power generation related areas.

In the plastics field, this business unit has traditionally handled various kinds of raw plastic materials and plastic products in domestic and overseas markets. This business unit has also handled newly developed electronic materials and products as well as SCM services.

With the focus of economic activity shifting to Asia, this business unit enhanced its business in China. Mitsui Plastics Trading (Shanghai) Co., Ltd., an engineering plastics and related manufacturing materials sales company established in 2003, is a representative case.

In Japan, three sales subsidiaries merged to form Mitsui Bussan Plastics Trade Co., Ltd. in April 2008, for the purpose of sales enhancement and efficient business operations.

Energy Segment

The Energy Segment consists of two business units, Energy Business Units I and II. Effective from April 2007, the former Energy Business Unit was divided into Energy Business Units I and II, to build structure for comprehensive strategy based on the view for worldwide energy resources, combined with the transfer of businesses of coal, nuclear energy, carbon credits, and hydrogen and fuel cell from the former Iron & Steel Raw Materials and Non-Ferrous Metals Segment.

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥272.0 billion or 26.8% and ¥153.3 billion or 86.3% of our consolidated totals, respectively.

This segment has:

•

31 subsidiaries, including Mitsui E&P Australia Pty Limited (Australia), Mitsui E&P Middle East B.V. (Netherlands), Mitsui Oil Exploration Co., Ltd. (Japan), MitEnergy Upstream LLC (United States), Mitsui Gas Development Qatar B.V. (Netherlands), Mitsui Sakhalin Holdings B.V. (Netherlands), Mitsui Coal Holdings Pty. Ltd. (Australia), Mitsui Oil (Asia) Hong Kong Limited (Hong Kong, China), Mitsui Oil Co., Ltd. (Japan), Mitsui Marubeni Liquefied Gas Co., Ltd. (Japan) ; and

•

6 associated companies, including Japan Australia LNG (MIMI) Pty. Ltd. (Australia), United Petroleum Development Co., Ltd. (Japan) and BHP Mitsui Coal Pty. Ltd. (Australia)

Energy Business Unit I is engaged in:

•

Exploration and production of oil and gas, coal, uranium and other energy resources;

•

Trading of oil, petroleum products, coal, uranium and other energy resources;

•

Petroleum refining and marketing of gasoline, liquefied petroleum gas (“LPG”) and other petroleum products in the Japanese domestic market; and

•

Development of carbon credit business, biomass ethanol business and other next generation energy sources.

Energy Business Unit II is engaged in:

•

Development of liquefied natural gas (“LNG”) projects;

•

Trading of LNG; and

•

Development of new gas commercialization technology (natural gas hydrate etc.).

The Energy Segment is engaged in various LNG, natural gas and oil development projects which require long lead time for their development and implementation. We are involved in the following six LNG projects currently in operation:

•

Abu Dhabi Gas Liquefaction Limited, in which we hold 15% interest in natural gas liquefaction and LNG exporting activities, and which has some 5.6 million tons per annum LNG production capacity;

•

Northwest Shelf JV (“NWS JV”) in Australia, in which we hold 8.3% interest in natural gas production and liquefaction and LNG exporting activities, and which has some 16.3 million tons per annum production capacity;

•

Qatar Liquefied Gas Company Ltd., in which we hold 7.5% interest in natural gas liquefaction and LNG exporting activities, and which has some 9.6 million tons per annum production capacity. We also hold 1.5% interest in Qatar Liquefied Gas Company Ltd. 3, which is expected to start production in mid 2010 with some 7.8 million tons per annum production capacity;

•

Oman LNG L.L.C., in which we hold 2.8% interest in natural gas liquefaction and LNG exporting activities, and which has some 7.1 million tons per annum production capacity; and

•

Equatorial Guinea LNG Company, S.A., in which we hold 8.5% interest in natural gas liquefaction and LNG exporting activities, and which has some 3.4 million tons per annum production capacity; and

•

Sakhalin Energy Investment Company Ltd., in which we hold 12.5% interest in natural gas liquefaction and LNG exporting activities, and which has some 9.6 million tons per annum production capacity and started commercial production in February 2009.

Under long term contracts, the NWS JV supplies most of its LNG output to Japanese electricity and gas utility companies. In addition, in May 2006, the JV started LNG supply to China, via Guangdong LNG terminal. Also, the JV started the production at the fifth LNG processing train in September 2008 following the production start-up of the fourth LNG processing train in 2004. The capacity of the fifth train is 4.4 million tons per annum. An “LNG processing train” is a set of facilities in a liquefaction plant to produce LNG from natural gas.

As for Sakhalin II project, Sakhalin Energy Investment Company Ltd. (“SEIC”) had started half-year oil production since 1999 at the Molikpaq offshore platform installed in the Astokhskoye field, off the Sakhalin Island since 1999 as the first stage of the project. In May 2003, as the second stage of the project, the full-field development of Piltun-Astokhskoye oil field, aimed for year-round crude oil production, and the Lunskoye gas field aimed for LNG production commenced. In April 2007, Mitsui, Royal Dutch Shell plc (“Shell”) and Mitsubishi Corporation (“Mitsubishi”) signed a Sale and Purchase Agreement with OAO Gazprom (“Gazprom”) to transfer their shares in SEIC to Gazprom. After the share transfer, shareholders of SEIC are consist of Gazprom (50% plus 1 share), Shell (27.5% minus 1 share), Mitsui (12.5%) and Mitsubishi (10%). The total sale price was US$7.45 billion, and Mitsui’s proportionate share was US$1,862.5 million. In December 2008, the year-round crude oil production started and, based on the long term sale and purchase agreements, LNG shipment commenced in March 2009. The peak crude oil production is expected to reach 150 thousand barrels per day and annual LNG production capacity is about 9.6 million tons. Virtually most of the LNG production capacity was sold under the long term sale and purchase agreements with customers in Japan, Korea and US West Coast, including buyers’ optional volume. Mitsui, as the shareholder of SEIC, will make every effort to achieve and maintain the stable production and to further develop the project together with other shareholders, Gazprom, Shell and Mitsubishi.

This segment holds interests in other LNG projects which are under construction. Through our subsidiary, Overseas Petroleum Corporation (Japan), we own 2.3% interest in the Tangguh LNG project in Indonesia, which is expected to start production in 2009 with production capacity being 7.6 million tons per annum.

With respect to our LNG related operations, this segment has entered into various long term sales contracts, based on “take or pay” conditions, with customers such as Japanese utility companies. This segment believes the worldwide LNG business has been undergoing gradual structural changes since the late 1990s as follows:

•

Exploration and development of natural gas and production of LNG require significant capital and financial commitments. Moreover, this involves a broad range of logistical and technological expertise, including linking suppliers to distributors and consumers while developing plants in order to efficiently extract and liquefy the natural gas for transportation and then re-gasifying the LNG. Up until the mid-1990s, purchase commitments by buyers with full “take or pay” obligations for a period of 20 years or more had been an essential element for equity holders, distributors and sellers of LNG projects to make the capital and financial commitment to build LNG production facilities. These equity investors had resisted making a capital and financial commitment without being able to fully secure stable

long-term purchase commitments. In recent years, however, equity holders of several LNG projects have been making investments without fully securing long-term purchase commitments from buyers.

•

Due to technological innovations in the last decade, LNG producers have successfully reduced capital costs with respect to the construction of LNG production plants and LNG vessels. Technological innovation has also enabled the producers to increase the design capacities of LNG production plants and LNG vessels allowing them to benefit from economies of scale. These technological developments allow LNG to be more competitive with other types of energy sources.

•

In response to the needs of LNG buyers, the LNG spot market has been expanding, whereby the percentage of spot trades in worldwide LNG contracts rose to 18% in 2008 from 1.3% in 1992.

•

In addition to the traditional core LNG markets in Japan, new markets have been emerging in countries such as China and India due to increasing demand for electricity. Despite the setback in tight supply-demand balance due to the recent recession of the economy, the LNG market is expected to develop worldwide considering the sizable economies of these countries and the increasing popularity of LNG as a “clean energy” source.

Identifying, exploring and developing oil and gas reserve prospects are key factors to success for the Energy Segment. The principal strategic regions for this business are Oceania, Southeast Asia, the Middle East and North America.

Oceania

The development and production projects of offshore oil fields of Enfield and the Vincent in which Mitsui E&P Australia Pty Limited (Australia) has participating interests are the core projects of this segment in terms of capital expenditures including cost of mineral right, exploration, and development next to the Sakhalin II project.

In March 2004, Mitsui E&P Australia Pty Limited acquired a 40% interest in each of WA-28-L and exploration block WA-271-P located in the North West Shelf area in Australia, which together contained three undeveloped oil fields, Enfield, Vincent, and Laverda. Commercial production from Enfield oil field started in July 2006. Subsequently, some of the major production wells were shut-in due to unexpected sand production and water breakthrough on two occasions, and the joint venture conducted work-over of those wells. The average production rate during January to March 2009 period was approximately 42,000 barrels per day. At the same time, Mitsui E&P Australia Pty Limited reached final investment decision for Vincent oil field, adjacent to Enfield oil field, in March 2006 with total development cost of approximately US$720 million. Vincent started commercial production in August 2008 and the average production rate during January to March 2009 period was approximately 30,000 barrels per day.

Mitsui E&P Australia Pty Limited owns 35% interest in Tui area oil field offshore North Island of New Zealand. Commercial production of Tui area oil project started in July 2007. It also owns interest in Casino gas & condensate field offshore South Australia which started commercial production in February 2006.

In June 2007, Wandoo Petroleum Pty. Ltd. sold its entire Australian upstream oil and gas producing assets, including Cliff Head oil field offshore Western Australia and Yolla gas & condensate field, offshore Victoria.

Southeast Asia

Mitsui Oil Exploration Co., Ltd. (Japan) has been actively engaged in oil and natural gas exploration, development and production projects in Thailand and neighboring Southeast Asian countries as well as in the Middle East. In June 2005, Mitsui Oil Exploration Co., Ltd. acquired assets in offshore Thailand, 46.3% interest in the B8/32 Concession and the adjacent Block 9A Concession, jointly with a partner in Thailand. The purchase price was US$820 million, and Mitsui Oil Exploration Co., Ltd. acquired approximately 40% share. In October 2007, Mitsui Oil Exploration Co., Ltd. and its co-concessionaires agreed with the Thai Ministry of Energy to

extend the production period of four offshore blocks (Block No. 10—13) in the Gulf of Thailand to 2022. Together with Mitsui Oil Exploration Co., Ltd., Energy Segment continues putting a high priority on expanding our oil and gas equity reserves. In March 2006, Mitsui agreed with Mitsui Engineering & Shipping Co., Ltd. to purchase 6% of the total issued shares of Mitsui Oil Exploration Co., Ltd. of which Mitsui held a 44.4% share prior to concluding the agreement. As a result of the transactions, Mitsui Oil Exploration Co., Ltd. became a subsidiary of Mitsui with a 50.3% voting share. As of March 31, 2009, Mitsui’s ownership interest is 53.0%, reflecting additional share purchase transactions.

Middle East

In Oman, Mitsui E&P Middle East B.V. (Netherlands) has 35% participating interests in the Block 27 oil fields which started commercial production in June 2006 and the Block 9 oil fields in production.

North America

In April 2006, MitEnergy Upstream LLC (United States) was established by Mitsui, Mitsui & Co. (U.S.A.) Inc. and Mitsui Oil Exploration Co., Ltd., to acquire 50% share of an undivided interest in oil and gas leasehold assets of Pogo Producing Company located offshore in the Gulf of Mexico. The purchase price was approximately US$500 million. More than half of the total 50 blocks had been producing oil and gas until a hurricane hit the Gulf of Mexico in September 2008. The hurricane caused damage to part of the facilities. MitEnergy produced an approximate daily production of 7,000 barrels of oil equivalent in March 2009, which is equivalent to 70% of the production level before the hurricane hit.

In addition, seeking to replenish and enhance our oil and gas reserves, we are engaged in exploration activities in the above-mentioned regions as well as Mozambique, Namibia and Ghana. We also are currently seeking unconventional development of oil and gas resources, such as oil sands in Canada and oil shale in the US.

As a result of the above-mentioned developing activities, our oil and gas reserves decreased from 427 million BOE at the end of March 2008 (according to SFAS No. 69; including 71 million barrels for Mitsui Oil Exploration Co., Ltd.’s minority interest) to 403 million BOE at the end of March 2009 (according to SFAS No. 69; including 62 million barrels for Mitsui Oil Exploration Co., Ltd.’s minority interest). See “Item 4.D. Property, Plants and Equipment—Oil and Gas Producing Activities” and “Supplemental Information on Oil and Gas Producing Activities” to the consolidated financial statements included elsewhere in this annual report on Form 20-F.

This segment participates in oil and gas related joint venture operations, typically as a “non-operator” equity holder, relying on our project partner, the “operator”, which is responsible for operation management including exploration, development and production of oil and gas resources. In these projects, Energy Segment collaborates with partners that has sufficient technical knowledge and expertise to reduce operational risks, and also contributes as a non-operator on management of time schedules, capital expenditures, production plans, and safety and environmental standards related to the projects. Also see discussion on our exploration, development and production of mineral resources and oil and gas in “Item 3.D. Risk Factors.”

With respect to oil and gas exploration, development and production (“E&P”) business, it is important to maintain or increase oil and gas reserves as is the case for major oil and gas companies, and Mitsui’s Energy Segment is also aiming for increasing its reserves by expanding current projects and investing to new opportunities. Although our reserve is less than those of major oil and gas companies in the world, its volume can be ranked as a top level company among the Japanese oil and gas companies.

The following tables provide information on our investments in coal resource projects undertaken by the Energy Segment.

COAL

Joint Venture or Investee

Mitsui’s Subsidiary or
Associated Company

Name of Mines⁽¹⁾

Location

Mitsui’s
Percentage of
Ownership

Other Major
Participants and
Their Percentages of
Ownership

BHP Mitsui Coal Pty. Ltd.

BHP Mitsui Coal Pty. Ltd.

Poitrel South Walker Creek

Queensland, Australia

20.00

BHP Billiton

80.00

Bengalla Joint Venture

Mitsui Coal Holdings Pty. Ltd.

Bengalla

New South Wales, Australia

10.00

Rio Tinto

Wesfarmers

Taiwan Power

40.00

10.00

Kestrel Joint Venture

Mitsui Coal Holdings Pty. Ltd.

Kestrel

Queensland, Australia

20.00

Rio Tinto

80.00

Dawson Joint Venture

Mitsui Coal Holdings Pty. Ltd.

Dawson

Queensland, Australia

49.00

Anglo American

51.00

German Creek Joint Venture

Mitsui Coal Holdings Pty. Ltd.

German Creek

Queensland, Australia

30.00

Anglo American

70.00

(1)	“Name of Mines” indicates the names of principal producing mines.

(2)

In addition to the above-mentioned coal mining projects, through Mitsui Coal Holdings Pty. Ltd., we have small interests in two projects in Australia operated by Anglo American, namely, Moranbah North Joint Venture in Queensland and Drayton Joint Venture in New South Wales. Our ownership percentage and annual production capacity of Moranbah North Joint Venture and Drayton Joint Venture are 4.75%, 4 million tons and 3.83%, 5 million tons, respectively.

Currently the above mentioned joint ventures are forced to experience production adjustments due to recession of the world economy as well as reductions in crude steel production by steel manufacturers. On the other hand, in the medium and long term, demands of both thermal coal and metallurgical coal are expected to increase along with economic growth of Asian countries including India and China. In response to such increasing global demand, we continue to make proactive capital investments to expand the capacities of the existing projects, and our equity production tonnage is expected to be increasing after this fiscal year onward. Regarding further information and discussion on development of our coal mining projects, see “Item 4.A. History and Development of the Company—Capital Expenditure”, “Item 5.A. Operating Results—Operating Results by Operating Segment—Energy Segment” and “Item 5.B. Liquidity and Capital Resources—Investment Plans and Financial Policies of the Medium Term Management Outlook.”

Revenues from oil and gas producing activities and coal mining activities (based on US GAAP) account for a critical portion of this segment. The table below sets forth the break down of revenues of the Energy Segment.


	Revenues
	Billions of Yen
	Revenues from Sales of Products						Revenues from Sales of Services and Other Sales		Total Revenues
Years Ended March 31,	Revenues from Oil and Gas Producing Activities		Revenues from Coal Mining Activities		Revenues from Sales of Other Products^(*)		Commissions and Trading Margins on Intermediary Services and Other		Total Revenues
2009	¥	288.9	¥	123.0	¥	778.3	¥	19.6	¥	1,209.8
2008		248.7		34.3		986.2		14.6		1,283.8
2007		99.1		27.9		941.6		1.9		1,070.5

(*)	Revenues from sales of other products mainly consist of sales of crude oil and petroleum products.

The Energy Segment is also participating in uranium development to contribute to its stable supply for nuclear power facilities. In October 2008, Mitsui acquired a 49% interest in six uranium blocks including

Honeymoon mine in South Australia, from Uranium One Inc. (Canada). Honeymoon mine is in its development stage and aiming for production commencement from 2010. Annual production is planned to reach 400 tons on a uranium concentrate basis. Blocks other than Honeymoon are planned to execute exploration activities and seek for commercialization.

The Energy Segment is engaged in oil trading operations conducted by Mitsui and Mitsui Oil (Asia) Hong Kong Limited (Hong Kong, China). This segment has a 20% minority share in Westport Petroleum, Inc. (United States). The international markets for crude oil and petroleum products are highly competitive and volatile. These commodities are listed and traded on various markets such as NYMEX in New York, ICE in London, SIMEX in Singapore and TOCOM in Tokyo, and our competitors in these markets are major oil and gas companies, the national oil companies of oil producing countries, oil traders including Japanese trading companies. In maintaining our competitive edge under these circumstances, it is critical for this segment to maintain good relationships with customers and suppliers as well as to mitigate price risks by utilizing hedging tools such as the futures markets. This segment is active in seeking to secure long-term offtake contracts of petroleum products such as fuel oil and condensate to be sold to worldwide companies including Japanese utility and refining companies. Long-term offtake contracts are sales and purchase contracts for various commodities, such as crude oil and petroleum products, entered into by suppliers and buyers, or “offtakers”, of such commodities for more than one year. Concurrent with the offtake contracts, the sellers of such commodities usually enter into financing arrangements whereby the sales proceeds from such commodities are used for repayment.

Within Japan, this segment is also engaged in refining and sales of oil and gas related products through Mitsui Oil Co., Ltd. (Japan), our oil sales subsidiary, and Kyokuto Petroleum Industries, Ltd. (Japan). Kyokuto Petroleum Industries, Ltd. is a refinery jointly owned (50:50) by the ExxonMobil Corp. Group and Mitsui Oil Co., Ltd.

In the domestic refining and marketing business for oil and gas related products, this segment has faced severe competition from domestic oil refining and distributing companies due to the structural surplus situation for refining capacity in Japan. Kyokuto Petroleum Industries, Ltd. and Mitsui Oil Co., Ltd. are in relatively sound financial situations owing to the extensive restructuring of inefficient assets and work force, and are pursuing efficient and competitive operations. In the LPG gas business, Mitsui Liquefied Gas Co., Ltd. (Japan) merged with Marubeni Liquefied Gas, Inc. in April 2008 to form Mitsui Marubeni Liquefied Gas Co., Ltd. Mitsui’s ownership interest in the new company is 60%. It concentrates on improvement in operational efficiency and selling capacity by consolidating whole procedures of domestic LPG distribution from importing to retail.

This segment is also exploring various new business opportunities in the emerging new energy area. Mitsui expects bio-ethanol to be a significant renewable fuel in the future, and world demand to rise. In view of this, Mitsui are jointly working with Petróleo Brasileiro SA (“Petrobras”) for production of bio-ethanol and related products in Brazil, and marketing such products in the international market.

Foods & Retail Segment

The Foods & Retail Segment consists of one business unit, the Foods & Retail Business Unit, which has 25 subsidiaries including Mitsui Norin Co., Ltd. (Japan), PRI Foods Co., Ltd. (Japan), San-ei Sucrochemical Co., Ltd. (Japan), MITSUI FOODS CO., LTD. (Japan), Toho Bussan Kaisha, Ltd. (Japan), VENDOR SERVICE CO., LTD. (Japan), WILSEY FOODS, INC. (United States), Mitsui Alimentos Ltda. (Brazil) and MCM FOODS B.V. (Netherlands) ; and 17 associated companies including MIKUNI COCA-COLA BOTTLING CO., LTD. (Japan), Mitsui Sugar Co., Ltd. (Japan), The Kumphawapi Sugar Co., Ltd. (Thailand) and Multigrain AG (Switzerland).

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥82.4 billion or 8.1% and ¥1.5 billion or 0.8% of our consolidated totals, respectively.

The Foods & Retail Segment engages in:

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Import and domestic/offshore trade of wheat, barley, soybeans, corn, rapeseed, raw sugar, rice;

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Import and domestic/offshore trade of processed foods such as canned products, frozen foods and condiments, liquor, beverages such as coffee, tea and juice, dairy products, foodstuffs such as marine products, stock farm products and vegetables;

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Manufacture of beverages and beverage ingredients, sugar manufacturing and broiler chicken raising business in Japan;

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Investment in the food raw material production and distribution businesses abroad such as production and export of grain, dairy farming, canola oil processing, shrimp farming, broiler chicken raising, egg producing and sugar manufacturing businesses abroad;

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Domestic distribution and sales through the nationwide wholesaler subsidiary MITSUI FOODS CO., LTD. (Japan);

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Import and domestic trade of containers, packaging materials, and miscellaneous daily goods; and

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Support services, such as supply chain management including logistics management, and product planning and development for retailers.

The Foods & Retail Segment is involved in a wide range of fields in a value chain of foods, from the global procurement of food material and production of foodstuffs to the traffic and wholesale of foods, packaging materials and sundry goods.

To secure a stable supply source, this segment purchases grain, oilseeds, and raw sugar from the United States, Canada, Brazil, Australia, Thailand and China and sell them in Japan and other Asian countries. This segment sells coffee to Japan and United States, mainly from Brazil. This segment purchases raw materials for beverages, such as tea leaves and juice, marine products, stock farm products, and dairy products from major supply sources around the world and deliver them primarily to Japan. This segment is also engaged in domestic broiler chicken raising, processing, and sales through the subsidiary PRIFOODS CO., LTD. (Japan),

This segment has positioned the Americas as their main base of operations and the core of their global food supply strategy. In collaboration with the Americas Segment, this segment has developed and maintained the following businesses:

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In the cereals and grains area, this segment has formed a joint venture, United Harvest, LLC (United States), with CHS Inc., an agricultural cooperative-based company in the United States. United Harvest, LLC is the largest exporter of wheat from the United States. This segment invested in this company through United Grain Corp. (United States).

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VENTURA FOODS, LLC, another joint venture formed with CHS Inc., is one of the largest suppliers of edible oil for the institutional market in the United States. This segment invested in this company through WILSEY FOODS, INC. (United States).

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In August and November 2007, this segment purchased shares in Multigrain AG (Switzerland), parent company of Multigrain S.A. in Brazil, an agricultural business operating company dealing with origination and export of grains, mainly soybeans. In October 2008, this segment made an additional investment of US$124 million, which was a part of the total capital increase made by Multigrain AG in response to capital needs resulting from an expansion of Multigrain S.A’s agricultural business. The total investment amounts to US$210 million. CHS is also a partner in this business and has the same largest ownership interest of 39.4% as Mitsui’s.

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In December 2007, this segment, together with the Americas Segment, agreed to establish a joint venture of canola oil processing business in Canada with Louis Dreyfus Group. Ownership interests of this segment and the Americas Segment are 28% and 12%, respectively. Currently the canola oil processing facilities is under construction aiming to start-up of the commercial production in autumn, 2009.

In the period from 2007 through 2009, this segment made several investments in food production abroad, such as the above-mentioned agricultural business in Brazil and canola oil processing facilities in Canada, a dairy farming business in New Zealand and a shrimp farming business and broiler chicken raising and egg producing businesses in China. This segment aims to secure safe and stable supply sources of food, considering rapidly increasing food demand from emerging countries and conflict in supply capacity for bio-fuel purpose production. This segment intends to expand market channels to Japan and Asia, starting from the above-mentioned joint operations with the most reliable partners in major food material producing countries.

In food-manufacturing operations, Mitsui Norin Co., Ltd. (Japan) is engaged in beverage business as one of the major manufacturers of tea leaves in Japan. This segment put Mitsui Norin Co., Ltd. as a core of beverage business. In overseas wholesale operations, MCM Foods B.V. (Netherlands) engages in the import and sales of canned food products and groceries in England and other European market.

Competition varies depending on raw materials and products in the upstream areas of grain, feed, raw sugar and food materials, but is primarily based on price and quality of products. Many Japanese trading companies, international producers and others are competitors to varying degrees with respect to food raw materials this segment handles.

MITSUI FOODS CO., LTD. (Japan) plays a vital role in this segment’s wholesale operations. Its wide-range business activities and customers include general merchandise stores, supermarkets, convenience stores, and catering and restaurant chains throughout Japan, focusing on processed food and liquor transactions. MITSUI FOODS CO., LTD. meets the sophisticated and diversified needs for reduced distribution costs, secure temperature-controlled supply, and faster delivery. In April 2006, MITSUI FOODS CO., LTD. and Mitsui agreed with KOKUBU CO., LTD. (“KOKUBU”), a major Japanese food wholesaler, to form a business alliance, which includes cooperation in product categories to be reinforced by both companies. MITSUI FOODS CO., LTD has been planning and implementing the management improvement plan centering on restructuring of unprofitable businesses and streamlining of distribution. In October 2007, this segment transferred 70% of the shares of Hokushuren Co., Ltd. (Japan), formerly a foods and liquor wholesale subsidiary, to KOKUBU, following transfer of MITSUI FOODS CO., LTD.’s business in the Hokkaido area (excluding Seven & i Holdings Co., Ltd.-related businesses) to Hokushuren Co., Ltd. In January 2009, Hokushuren Co., Ltd. and HOKKAIDO KOKUBU CO., LTD., KOKUBU’s wholly owned subsidiary, merged to form SHUREN KOKUBU CO., LTD., in which this segment holds a 26.3% ownership interest as a result of the merger.

Mitsui maintains a comprehensive alliance with Seven & i Holdings Co., Ltd., Japan’s nationwide diversified retailer, which mainly engages in convenience stores, general supermarkets, department stores, food supermarkets, food services, financial services and IT services. Seven & i Holdings Co., Ltd. maintains operation through Seven-Eleven Beijing Co., Ltd. in China and 7-Eleven, Inc. in the United States.

Mitsui offers the following supply services to Seven & i Holdings Co., Ltd. through the domestic subsidiaries, such as MITSUI FOODS CO., LTD., Retail System Service Co., Ltd. (Japan) and VENDOR SERVICE CO., LTD. (Japan), Bussan Logistics Solutions Co., Ltd. (Japan).

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supply sundry goods and consumables, such as processed food, liquor, fast food, toys, and games, to more than twelve thousand 7-Eleven stores in Japan;

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supply food materials, containers, and packaging materials to vendors who supply boxed lunches, pre-cooked meals, and processed food to 7-Eleven stores in Japan;

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supply various products to 7-Eleven stores in Japan by temperature-controlled transportation; and

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provide services to 7-Eleven stores through the subsidiaries, BUSSAN BEIJING LOGISTICS ENTERPRISE LTD. in China and MITSUI BUSSAN LOGISTICS, INC. in the United States.

As of the end of February 2009, Mitsui owned 1.8% of Seven & i Holdings Co., Ltd.’s outstanding shares. Mitsui purchased the shares for a total cost of ¥50 billion in 2005, seeking to strengthen business ties with them.

Competitors in the wholesale and retail businesses are mainly general trading companies and wholesalers in Japan. In the traffic area, competitors are also traffic companies that operate third party logistics providing customized and integrated warehousing and transportation services. Domestic wholesalers are facing fierce competition with others, and from time to time they conduct mergers and acquisitions to increase revenues and reduce logistics costs.

Consumer Service & IT Segment

This segment is comprised of the First Consumer Service Business Unit; the Second Consumer Service Business Unit; and the IT Business Unit. Effective April 2009, the Consumer Service Business Unit was established through reorganizing the First and the Second Consumer Service Business Units. Media-related business was transferred from the First Consumer Service Business Unit to the IT Business Unit.

Gross profit and net loss for this segment for the year ended March 31, 2009 were ¥73.7 billion or 7.3% and minus ¥31.4 billion or minus 17.7% of our consolidated totals, respectively.

This segment owns 29 subsidiaries including:

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Mitsui Bussan Inter-Fashion Ltd. (Japan) in the First Consumer Service Business Unit;

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BUSSAN REAL ESTATE CO., LTD. (Japan) and Mitsui Bussan Woodchip Oceania Pty. Ltd. (Australia) in the Second Consumer Service Business Unit; and

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Mitsui Knowledge Industry Co., Ltd. (Japan), J-SCube Inc. (Japan), Mitsui Electronics Inc. (Japan) and MBK Distribuidora de Produtos Eletronicos Ltda. (Brazil) in the IT Business Unit.

And it has 33 associated companies including:

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QVC JAPAN INC. (Japan) and AIM SERVICES CO., LTD. (Japan) in the First Consumer Service Business Unit;

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Sumisho & Mitsuibussan Kenzai Co., Ltd. (Japan) in the Second Consumer Service Business Unit; and

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Nihon Unisys, Ltd. (Japan), Moshi Moshi Hotline, Inc. (Japan) and T-GAIA Corporation (Japan) in the IT Business Unit.

First Consumer Service Business Unit

Together with 11 subsidiaries and 17 associated companies, the First Consumer Service Business Unit is engaged in the followings:

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media-related business including broadcasting, content service, television shopping channels and internet-based marketing service;

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service and outsourcing businesses including contract food service, uniform rental, facility management, and temporary personnel service;

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medical and health care-related businesses including supporting for operation and management of hospitals and clinics, supporting pharmaceutical manufacturing and logistic, senior living service including housing, facility and nursing care services and medical-related information service;

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fashion business including global procurement service of apparel and accessories, participation and management of joint ventures with fashion brand holders, and other brand related business including importing, licensing and marketing; and

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consumer goods including beauty and health-related products and interior and living items.

In the media-related business, as a consumer service and content provider, this business unit provides television shopping services operated by an associated company, QVC Japan, Inc. (Japan), which was established jointly with QVC Inc. of the United States. In March 2009, this business unit acquired Taiwan’s third largest provider of 24-hour television shopping. BS digital high definition free television channel subsidiary, World Hi-Vision Channel, Inc. started broadcasting service under the name of BS channel 12 “TwellV” in Japan in December 2007. This business unit is engaged in development of business opportunities by accessing from broadcasting business to Internet and mobile-related businesses.

In the service and outsourcing businesses, as joint businesses with ARAMARK Corporation in the United States, AIM SERVICES CO., LTD. (Japan) provides a variety of services, such as contract food service, refreshment service and related support services for companies, schools, hospitals and social welfare facilities, while ARAMARK Uniform Japan Co., Ltd. (Japan) provides uniform rental services. This business unit acquired 5% of the outstanding shares in Recruit Co., Ltd. for ¥27 billion in February 2007 and entered into a business collaboration agreement with Recruit Co., Ltd. under the agreement both have developed new business opportunities such as senior-care, and other medical related information services.

This business unit positions medical and healthcare business as a business domain subject to company wide intensification, and integrated the whole medical and pharmaceutical businesses within this business unit in 2008. This business unit handles support for operation and management of medical facilities in healthcare service area, support for manufacturing and transportation in pharmaceutical area, planning of senior housing and related services in senior area, and healthcare related information service in the preventive care area.

In the fashion business domain, this business unit provides services to accommodate developments in the markets in:

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original equipment manufacturing (“OEM”) business for apparel manufacturers; and

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brand marketing business including brand licensing.

In the field of apparel and OEM, this business unit plays roles at various stages in the value chain, including the design, planning and procurement of materials as well as sewing and processing. OEM business is transferred to the subsidiary company Mitsui Bussan Inter-Fashion Ltd. (Japan) which is engaged in planning and production of apparel and accessories, aiming to strengthen specialty and cost efficiency.

With respect to brand marketing businesses in Japan, this business unit is engaged in both license and import business involving international brands such as Burberry, Paul Stuart and Max Mara, while some trademark rights such as Pierre Cardin and Hanae Mori are hold by this business unit. This business unit enters into license agreements to retain their exclusive marketing manufacturing rights and establishes joint ventures with the brand holders, which control licensing or distributing imported products establishing nationwide sales network.

Responding to the changes in lifestyles, this business unit supplies a variety of consumer goods such as beauty and health-related products, interior and living items.

Second Consumer Service Business Unit

Major business areas of this business unit, including 10 subsidiaries and 10 associated companies, consist of the followings:

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real estate business including development of housing, office buildings and commercial facilities, and related services such as senior service housing, self-storage and service office business in both Japan and overseas; and

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industrial materials such as housing materials, wood chips, pulp & paper products, packaging materials and off-the-road tires for mines.

In the field of real estate business, this business unit is engaged in development, management and lease of condominiums, office buildings and other commercial properties mainly in the Tokyo metropolitan area. This business unit also develops houses and office buildings overseas. Moreover, it owns, operates and leases senior housing properties abroad. This business unit is also engaged in self-storage business and service office business as business development activities in Japan.

In the field of the industrial materials, Sumisho & Mitsuibussan Kenzai Co., Ltd. (Japan) supplies housing materials in the Japanese market. Mitsui Bussan Woodchip Oceania Pty. Ltd. operates afforestation projects with Japanese and the local partners in Australia. It also produces and exports woodchips to Japan. As for the pulp & paper business field, Mitsui Bussan Packaging Co., Ltd. (Japan) imports, exports and sells in the domestic market various paper products and packaging materials. This business unit also provides mines with off-the-road tires and related services in South America, Russia and Southeast Asia.

IT Business Unit

IT Business Unit provides a variety of services, which are delivered through the unit’s 8 subsidiaries and 6 associated companies established in the following five major fields:

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network and systems integration (“NI/ SI”) businesses;

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business process outsourcing services including enterprise information management and call-center services;

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mobile communication businesses including sales agency of mobile handset and telecommunications lines; distribution of mobile handsets; and development and sales of mobile content;

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electronics businesses including import and domestic trade of semiconductor devices and equipment/materials for semiconductor and liquid crystal displays; and

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display related businesses including export and trade of liquid crystal displays and parts.

In the field of NI/SI businesses, a subsidiary, Mitsui Knowledge Industry Co., Ltd. (Japan), and an associated company, Nihon Unisys, Ltd. (Japan), both listed on the Tokyo Stock Exchange, provide integrated solutions to a wide range of customers.

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Mitsui Knowledge Industry Co., Ltd. provides services, such as consultation, designing, building and operation of network systems to a wide range of customers including telecommunications carriers, government offices, local municipalities and healthcare and education related public bodies. It is also engaged in planning and development of network systems which are equipped with voice recognition technology and typically used by call centers and in high-security systems such as automatic billing systems used by pay-TV broadcasters. Mitsui Knowledge Industry Co., Ltd. was formed by a merger in April 2007 between NextCom K.K. and Mitsui Knowledge Industry Co., Ltd. Mitsui owns a 58.4% voting interest in Mitsui Knowledge Industry Co., Ltd. as of March 2009.

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Nihon Unisys, Ltd. is engaged in the designing and building of computer systems, business process outsourcing services, support services and other peripheral services as well as sales of computer systems. These services are provided to business enterprises in the financial, manufacturing and distribution and public sectors. Mitsui owns a 31.8% voting interest in Nihon Unisys, Ltd. as of March 2009.

This business unit has developed business process outsourcing businesses through a subsidiary, J-SCube Inc. (Japan), and an associated company, Moshi Moshi Hotline, Inc. (Japan). J-SCube Inc., which has been engaged in distribution of information processing devices and information input devices, has recently focused on enterprise information management such as customer information input, management and operation. Moshi Moshi Hotline, Inc. (Japan) is one of the Japanese major providers of call centers and related outsourcing services. Moshi Moshi Hotline, Inc. is now listed on the Tokyo Stock Exchange, with this business unit’s current voting interest at 34.4% as of March 2009.

This business unit is engaged in various mobile communication businesses through alliances with domestic cell phone service providers and manufacturers. Telepark Corp. (Japan), which was a core subsidiary in this field, merged with MS Communications Co., Ltd., a domestic large scale agency and distributor engaged in the same business line, and changed its name to T-GAIA Corporation (Japan) and continued to be listed on the Tokyo Stock Exchange. The merger is to establish its leading position in domestic mobile handset sales and distribution market, by reinforcing cost-efficiency. As a result of the merger, this business unit’s voting interest was diluted to 22.8%, and T-GAIA Corporation became an associated company of this business unit. T-GAIA Corporation is the biggest agencies for cell phone subscription as well as a retailer and distributor of cell phone handsets in Japan, engaged in agent for subscription of fixed telecommunications lines, including broadband connections. This business unit is engaged in mobile distribution with Brightstar Inc., a U.S.-based worldwide distributor of mobile handsets.

In the field of electronics products, this business unit is engaged in import and domestic trade of semiconductor devices and equipment/materials for semiconductor and liquid crystal displays mainly through Mitsui Electronics Inc. (Japan). In recent years, this business unit provides semiconductor and liquid crystal displays related products and services in China, principal production base, mainly through our affiliated companies in China.

This business unit is also engaged in export and offshore trade of liquid crystal displays and related parts. In July 2007, it established a subsidiary, MBK Distribuidora de Produtos Eletronicos Ltda. in Brazil for the sales and distribution of Japanese manufacturer Sharp Corporation’s electric household appliances including liquid crystal television, and business machines.

This business unit is dependent on the business of our subsidiaries and associated companies, most of which are located in Japan, where technological innovation is rapid and competition is fierce. Our important function involves business incubation of IT related products and services, as seen in the case with T-GAIA Corporation and Moshi Moshi Hotline, Inc.

Logistics & Financial Markets Segment

The Logistics & Financial Markets Segment is engaged in transportation and logistics services, insurance and financial business in Japan and abroad.

Gross profit and net loss for this segment for the year ended March 31, 2009 were ¥62.1 billion or 6.1% and minus ¥14.5 billion or minus 8.2% of our consolidated totals, respectively.

This segment is composed of the Financial Markets Business Unit and the Transportation Logistics Business Unit, and has 32 subsidiaries including:

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in the Financial Markets Business Unit, Mitsui & Co. Energy Risk Management Ltd. (United Kingdom), Mitsui & Co. Precious Metals, Inc. (United States), Mitsui Bussan Precious Metals (Hong Kong) Limited (Hong Kong, China), Mitsui Bussan Commodities Ltd. (United Kingdom), Mitsui & Co., Principal Investments Ltd. (Japan) and MVC Corporation (Japan); and

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in the Transportation Logistics Business Unit, Mitsui Bussan Logistics Holdings Ltd. (Japan), Mitsuibussan Insurance Co., Ltd. (Japan), TRI-NET (JAPAN) INC. (Japan) and TRI-NET LOGISTICS (ASIA) PTE LTD (Singapore).

This segment has 6 associated companies including JA Mitsui Leasing, Ltd. (Japan) in the Financial Markets Business Unit and Mitsui Direct General Insurance Company, Limited (Japan) in the Transportation Logistics Business Unit.

Financial Markets Business Unit

This business unit has 19 subsidiaries and 3 associated company and is engaged in the following business activities:

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trading in various commodity derivatives such as precious metals, non-ferrous metals listed on the London Metal Exchange (“LME”), energy, grain and soft commodities;

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development, origination and sales of financial products, investment in and portfolio management of financial products;

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financial equity investments including principal investment and venture capital operation;

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asset management business such as real estate fund (listed REIT and private fund) and infrastructure fund; and

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leasing businesses

Mitsui and its subsidiaries such as Mitsui & Co., Energy Risk Management (United Kingdom), Mitsui & Co. Precious Metals, Inc. (United States), Mitsui Bussan Commodities Ltd. (United Kingdom), and Mitsui Bussan Precious Metals HK Ltd. (Hong Kong, China) are engaged in trading and brokerage in various commodity derivatives such as precious metals, non-ferrous metals listed on the LME, energy, grain and soft commodities. We are also engaged in sales and marketing of various derivatives and financial instruments of our own development to investors and market participants. Japan Alternative Investment Co., Ltd. (Japan) acts as placement agent for alternative investment products such as infrastructure fund and funds of hedge funds.

In the financial equity investments field, subsidiaries such as MVC Corporation (Japan) have made investments in the start-up to early phase of promising ventures mainly in IT and medical care businesses with the aim of garnering capital gains from the public offering of investee stock or M&A after incubating them with proactive management support. Mitsui & Co., Principal Investments Ltd. (Japan) is engaged in investing in domestic mature companies and growing companies pursuing capital gains through initial public offering and trade sales after improving the corporate value of the invested companies by providing them with human and other resources of the unit. As of March 31, 2009, this business unit has a 9.3% stake as a limited partner in a limited partnership which was established for investment in Skylark Co., Ltd., a Japanese restaurant chain.

In REIT related businesses, Mitsui & Co., Logistics Partners Ltd. (Japan) provides asset management service to Japan Logistics Fund Inc, a listed REIT on the Tokyo Stock Exchange that is only Japanese REIT specializes in logistics properties such as warehouses and distribution centers. In June 2008, this business unit launched an emerging market infrastructure fund with Challenger Financial Service Group, an Australian-based financial services organization. This fund, while meeting the growing demands of global investors to invest in infrastructure assets, is intended to contribute to the development of emerging market economies by providing the needed capital to the infrastructure space, enabling the rapid growth in the regions.

As of the end of March 2009, this business unit has a 34.2% voting interest in JA Mitsui Leasing, Ltd. (Japan), a general leasing company with its strengths in leasing of information-processing equipment and large scale equipment, as well as industrial machinery, aircraft and ocean vessels. JA Mitsui Leasing, Ltd. was created as a joint holding company in April 2008 to integrate smoothly the operations of Mitsui Leasing & Development, Ltd. (Japan), an associated company of the unit, and Kyodo Leasing Co., Ltd. (Japan), another major leasing company, to reinforce operating bases. In October 2008, JA Mitsui Leasing, Ltd. merged its wholly-owned two subsidiaries, Mitsui Leasing & Development, Ltd. and Kyodo Leasing Co., Ltd.

As of March 31, 2009, this business unit has an 8.8% share of outstanding common stock in Central Finance Co., Ltd., a consumer credit and credit card company in Japan. (From April 1, 2009 this business unit has an 2.2% share of outstanding common stock in Cedyna Financial Corporation (Japan) which OMC Card, Inc. underwent a merger with Central Finance Co., Ltd. and QUOQ, Inc., and changed its trading name to Cedyna Financial Corporation.)

Transportation Logistics Business Unit

The Transportation Logistics Business Unit provides sophisticated, high value added logistics services to customers, leveraging its longstanding experience in offering such services group-wide. This business unit also seeks the development of new business domains through integrating logistics, financial and information technology.

Together with 13 subsidiaries and 3 associated companies, this business unit is engaged in the following business activities:

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International transportation services including combined multi transportation centering on container shipping, transportation of plants and other special cargoes, tramper shipping, Logsitics solution services such as SCM, Warehousing and distributions;

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Logistics infrastructure projects, including port development projects in emerging countries, and transport-infrastructure such as railway and airports etc;

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Insurance agency services and insurance-related consulting.;

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New logistic solution business of liquidation of logistics assets utilizing REITs function; and

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Agri-food business.

In the international logistics business, this business unit has established TRI-NET (JAPAN) INC. and other core subsidiaries, which are located in Japan, the Americas, Europe, South East Asia, and China. Each of those subsidiaries collaborates with the Head Office and overseas trading subsidiaries worldwide to provide customers with solutions to logistics needs through international combined multimodal transportation services using various modes of land, sea and air transportation. And through its tramp shipping services, the Transportation Logistics Business Unit provides transportation for bulk cargoes, such as coal, grain and fertilizers, as well as project transportation services for power generation plants, chemical plants and other facilities. In the development of its warehousing business, Tri-net Logistics Co., Ltd. (Japan) has focused in particular in transportation services for bulk chemicals. Tri-net Logistics Co., Ltd. (Japan) is a subsidiary of Mitsui Bussan Logistics Holdings Ltd. (Japan). It was established in April 2007 through the merger of three existing logistics and warehousing subsidiaries. In the logistics solutions field, Mitsui Bussan Logistics Management Co., Ltd. uses its logistics engineering capabilities to produce advanced logistics design solutions.

This Business Unit is also developing logistics infrastructure and transportation systems with the aim of expanding its business activities in emerging economies including the BRICs and Middle Eastern countries. In Russia, this business unit established large scale warehousing facilities in Moscow for Japanese manufacturers of electrical appliances, construction machinery, motor vehicles and other products. In 2007, it signed an operational partnership agreement with Russian Railways (Russia). In India, this Business Unit plans to develop a special free trade warehouse zone on the outskirts of Delhi in partnership with local capital. Additionally, in the Middle East, this business unit has set up a logistics base in Dubai in partnership with AW Rostamani Group(UAE).

In the insurance and risk management field, this business unit provides insurance agency services through Mitsuibussan Insurance Co., Ltd. Several subsidiaries, including Insurance Company of Trinet (USA) Inc., operate as captive insurance companies and also uses its experience and knowledge of risk management to provide direct insurance writing services. In addition, this business unit has a 25% share interest in an associated company, Mitsui Direct General Insurance Company, Limited, a direct marketing non-life insurance company specializing in Internet-based sales.

In collaboration with the Financial Markets Business Unit, this business unit also develops REITs based on logistics-related real estate. This unit intends to increase the assets for such REIT programs, seeking opportunities for the development of facilities, brokerage in properties and tenants.

In June 2008, the Agri-Food Business Strategic Planning Dept. was established in this business unit. The aim of this new organization is to contribute to the maintenance and advancement of domestic agriculture through supporting for agricultural management and production as well as the development of advanced logistical services for agricultural products, utilizing knowledge regarding agriculture and agricultural logistics.

Americas Segment

The Americas Segment is engaged in sales, intermediary service and manufacturing of various commodities and conducts related business led by overseas trading subsidiaries in North, Central and South America. Mitsui & Co. (U.S.A.), Inc., or Mitsui U.S.A., manages the business of the segment as the center of the regional strategy.

Gross profit for this segment for the year ended March 31, 2009 was ¥116.0 billion or 11.4% of our consolidated total. This segment recorded a net loss of ¥7.1 billion or minus 4.0% of our consolidated total.

This segment consists of 9 trading subsidiaries including Mitsui & Co. (U.S.A), Inc. (United States), Mitsui & Co. (Canada) Ltd. (Canada) and Mitsui Brasileira Importacao e Exportacao S.A. (Brazil), 34 other subsidiaries owned mainly by Mitsui U.S.A. including Steel Technologies Inc. (United States), Champions Pipe & Supply, Inc. (United States), Mit Wind Power Inc. (United States), Mitsui Automotriz S.A. (Peru), Road Machinery, LLC (United States), Ellison Technologies Inc. (United States), Intercontinental Terminals Company LLC (United States), Novus International, Inc. (United States), CornerStone Research & Development Inc. (United States), SunWize Technologies, Inc. (United States), Fertilizantes Mitsui S.A. Industria e Comercio (Brazil), Westport Petroleum, Inc. (United States), United Grain Corp. (United States), Mitsui Foods, Inc. (United States), MBK Real Estate LLC (United States) and AFC HoldCo, LLC (United States) and 6 associated companies including MED3000 Group. Inc. (United States).

Mitsui U.S.A. is our largest overseas subsidiary, and it carries out many diversified business activities together with subsidiaries and associated companies, in collaboration with the operating segments of the Head Office in Japan. Mitsui U.S.A. has been leading our entry in the U.S. market, and we believe that Mitsui U.S.A. is one of the major exporters of American products.

Business activities of Mitsui U.S.A.’s major operating divisions are as follows:

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The Iron & Steel Products Division maintains alliances with steel makers, steel processors, and major local customers in the U.S. and other countries. It specializes in streamlining the processes at each step of value chain of steel products, managing inventory and process arrangements. Steel Technologies Inc., a steel processor which operates more than 20 steel processing facilities in North America, which Mitsui U.S.A. acquired in June 2007, is a core operation of this division. It processes flat-rolled steel and provides a wide range of value added services including pickling, cold strip and blanking for automotive steel plate. Among various customers, the United States automotive makers and their affiliated parts makers are major customers. Sales and distribution of energy related steel products inclusive of tubular products sales and distribution within Americas and other areas is another core operation, operated by Champion Pipe & Supply, Inc.

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The Energy & Mineral Resources Division engages in copper concentrate, cathode and other copper related products; aluminum ingot; aluminum product; other non-ferrous metal materials; iron and steel raw materials; steel and nonferrous metal scrap; crude oil; petroleum coke, petroleum products, bio-ethanol and natural gas. The initiatives with Sims Metal Management Inc., an associated company of the Mineral & Metal Resources Segment, including electrical and electronic recycling, are also handled at this division. Westport Petroleum, Inc. in which this division has a 80% voting share and the Energy Segment has the remaining 20% voting share, is engaged in sales to and purchases from the energy industry with respect to pipeline and cargo trading of petroleum products throughout major international energy markets. These transactions by Westport Petroleum, Inc. account for a significant portion of our revenues from sales of products groupwide.

This division, together with the Energy Segment, has MitEnergy Upstream LLC, a subsidiary for the development and production of oil and gas in Gulf of Mexico.

•

The Infrastructure Projects Division engages in projects of power, water treatment and supply, transportation, natural resources and energy infrastructure in the Americas in collaboration with the Infrastructure Projects Business Unit. This division has subsidiaries such as Hydro Capital Corp. for water treatment projects in Mexico and Mit Wind Power Inc. for wind power generation in Texas.

•

The Machinery Division engages in the businesses of motor vehicles, ship and marine projects, aircraft and construction and industrial machinery. It focuses on car dealerships, logistics business, construction machinery, newly built vessels to major oil and shipping companies, and aircraft leasing for regional airlines.

•

The Organic Chemicals Division and the Plastics & Inorganic Chemicals Division are engaged in the domestic and international trade of various chemical products such as plastic materials and products, compound resin and its final products, intermediate of medicine, food additives, chemical fertilizer, pesticide and petrochemical products. Novus International, Inc., a feed additive manufacturing subsidiary, produces and sells amino acids. In addition, Intercontinental Terminal Company is engaged in the chemical tank terminal operation. SunWize Technologies, Inc., which Mitsui U.S.A. acquired in November 2006, engages in sales and installation of solar power systems and modules.

•

The Foods and Retail Division deals in grain, coffee, foods materials and other foods products. This division has a subsidiary, United Grain Corp., which invests in United Harvest, LLC, a joint venture with CHS Inc. for export facility operations for wheat and other grains, and also has a 20% minority interest in WILSEY FOODS, INC. See also “Foods & Retail Business Unit” for business collaboration with CHS Inc. Additionally, Mitsui Foods Inc. is specialized in the import food distribution business.

•

In the Consumer Service Business Division, MBK Real Estate LLC handles the development and sale of unit houses and senior housing properties in the California market, as well as commercial properties on the West Coast of the United States. CornerStone Research & Development, Inc. focuses on processing and packaging of healthcare foods and supplements.

•

The Financial Markets Division engages in financial equity investments including principal investment and venture capital operation. This division has minority ownership interests in Mitsui & Co. Precious Metals, Inc. and Mitsui & Co. Energy Risk Management Ltd., both of which are subsidiaries of the Logistic & Financial Markets Segment. In September 2007, Mitsui U.S.A. acquired an 87.5% share interest in Affiliated Financial Corporation and BayQuest Capital Corporation, both of which merged into AFC LLC (United States). They provide automotive related financing services throughout the United States.

•

The Transportation Logistics Division engages in sophisticated, high value added logistics services to customers, leveraging its longstanding experience in offering such services groupwide. This division also engages in investment activities in transportation and logistics field.

Europe, the Middle East and Africa Segment

The Europe, the Middle East and Africa Segment is engaged in sales and intermediary service of various commodities and conducts related businesses led by overseas trading subsidiaries in Europe, the Middle East, Africa and CIS countries. Effective April 2007, the Europe, the Middle East and Africa Business Unit was formed by reorganizing the former Europe Business Unit in order to cover the businesses in these regions.

Gross profit and net loss for this segment for the year ended March 31, 2009 were ¥22.2 billion or 2.2% and minus ¥11.5 billion or minus 6.5% of our consolidated totals, respectively.

As of March 31, 2009, this segment consisted of 13 trading subsidiaries, including Mitsui & Co. Europe Holdings PLC (United Kingdom), Mitsui & Co. Europe PLC (United Kingdom), Mitsui & Co. Deutschland GmbH (Germany), Mitsui & Co. Benelux S.A./N.V. (Belgium), Mitsui & Co. France S.A.S. (France), Mitsui & Co. Italia S.p.A. (Italy), Mitsui & Co., Middle East Ltd. (United Arab Emirates), 7 subsidiaries including MBK Real Estate Europe Limited (United Kingdom) and 7 associated companies.

Mitsui & Co. Europe PLC, our wholly-owned subsidiary with its head office in London, manages the overall business activities in Europe, the Middle East, Africa and CIS countries through 12 overseas trading subsidiaries and other branch offices and liaison offices. Mitsui & Co. Europe PLC collaborates with our subsidiaries and associated companies of other operating segments.

Recently, the major parts of business in this segment have been sales and intermediary service of steel products, chemicals and machinery. For example, this segment provided assistance services for SCM of steel

products procured by Norsk Hydro ASA. In the chemical business, this segment has been engaged in sales and intermediary service of various chemical products and materials supported by our global network and relationship with large scale manufacturers including Bayer Aktiengesellschaft.

Over the years, in Central and Eastern Europe, Mitsui has established trading subsidiaries and representative offices to expand business opportunities in the region, and have continuously participated in joint ventures, mainly with Japanese manufacturers. In connection with the enlargement of European Union, Japanese automobile, electric and chemical manufacturers are rushing to set up operations in the region. This segment is collaborating with them by taking advantage of our existing business bases.

In April 2008, MBK Real Estate Europe Limited (United Kingdom) was transferred to this segment from the Second Consumer Service Business Unit. This segment also has a 40% voting share in Mitsui Automotive Europe B.V. (Netherlands), a subsidiary of the Motor Vehicle Business Unit.

In the Middle East we have established trading subsidiaries Mitsui & Co., Middle East Ltd. (United Arab Emirates), Mitsui and Co. (Middle East) B.S.C.(c) (Bahrain), Mitsui and Co., Iran Ltd. (Iran) and Mitsui and Co. Kuwait W.L.L. (Kuwait). Mitsui & Co., Middle East Ltd. owns offices in United Arab Emirates, Qatar and Oman. Mitsui has several representative offices in the Middle East countries including Saudi Arabia. These trading subsidiaries and offices in the Middle East collaborate with the Head Office primarily in the field energy development and production and projects of petrochemical plants and power plants.

Asia Pacific Segment

Effective April 2006, following the introduction of our regional business unit system, the Asia Business Unit was formed and consists of the trading subsidiaries, branches and liaison offices in this region. The Chief Operating Officer of this business unit has been delegated authority of operation within this region. The Asia Pacific Segment is engaged in sales and intermediary service of various commodities and conducts related businesses led by overseas trading subsidiaries in Asia and Oceania countries. Effective April 2007, the Asia Pacific Business Unit was formed by reorganizing the former Asia Business Unit and consolidating subsidiaries in Oceania region.

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥26.6 billion or 2.6% and ¥30.6 billion or 17.2% of our consolidated totals, respectively.

As of March 31, 2009, this segment consisted of 20 trading subsidiaries, including Mitsui & Co. (Asia Pacific) Pte. Ltd. (Singapore), Mitsui & Co. (Hong Kong) Ltd. (Hong Kong, China), Mitsui & Co. (China) Ltd. (China), Mitsui & Co. (Shanghai) Ltd. (China), Mitsui & Co. (Taiwan) Ltd. (Taiwan), Mitsui & Co. Korea Ltd. (Republic of Korea), Mitsui & Co. (Thailand) Ltd. (Thailand), Mitsiam International Ltd. (Thailand), Mitsui & Co. (Australia) Ltd. (Australia), 6 subsidiaries and 5 associated companies including HannSpree Inc. (Cayman Islands).

China

China joined the WTO in 2001 and enjoyed double-digit growth in gross domestic product from 2003 to 2007. Chinese economy has gaining greater influence on the world economy, though the growth rate in 2008 declined to 9.0% due to the financial turmoil.

We have been increasing our operations in, and shifting corporate resources to, Greater China, which includes mainland China and Hong Kong, in order to expand and strengthen our business operations in key industries in China such as steel products, chemicals, mineral and metal resources, foods and retail, IT, and transportation and logistics.

Our presence in China is comprised of nine local trading subsidiaries, all of which have been permitted to conduct import and export and wholesale trade domestically within China. Those trading subsidiaries include Mitsui & Co., (China) Ltd., an investing company in Beijing, Mitsui & Co. (Shanghai) Ltd., which is located in China’s bonded area, and Mitsui & Co. (Hong Kong) Ltd. In addition, we have established representative offices in seven cities in China.

Mitsui & Co., (China) Ltd. has made investments jointly with the business units of the Head Office in critical joint ventures in key industries in China such as steel products, mineral and metal resources, and foods.

ASEAN Region

In the ASEAN region, trading subsidiaries including Mitsui & Co. (Asia Pacific) Pte. Ltd., Mitsui & Co., (Thailand) Ltd., Mitsiam International Ltd. (Thailand) and PT Mitsui Indonesia (Indonesia), and associated companies jointly collaborate with the Head Office and engage in various business activities involving, among other things, chemical and metal products and industrial type projects. With the Head Office, trading subsidiaries jointly establish various subsidiaries and participate in joint ventures formed with the third parties.

In December 2006, we obtained a special approval from the Vietnamese government to establish trading subsidiaries, and Mitsui & Co. Vietnam Ltd. started operations in April 2007. Mitsui & Co. (Asia Pacific) Pte. Ltd. started operations undertaking all the businesses with the relevant assets, liabilities, contracts and employees from the Singapore branch of Mitsui & Co., Ltd in April 2007.

Southwest Asia

Our operations in India were traditionally handled by branch offices in New Delhi, Calcutta, Madras and Bombay and were concentrated primarily in exporting commodities, such as iron ore, finished iron and steel products, textiles, and marine products, to Japan and other areas of the world. However, with the increasing deregulation of the Indian economy, in March 2003 we established Mitsui & Co., India Pvt. Ltd. Through Mitsui & Co., India Pvt. Ltd., we expect not only to engage in import and export-related transactions but also to pursue investment opportunities in domestic distribution channels.

Oceania

In Australia, Mitsui & Co. (Australia) Ltd. is active in the development of minerals such as iron ore and coal, energy and agricultural exports in collaboration with corresponding operating segments, mainly in the Head Office. As described in the Mineral & Metal Resources Segment and the Energy Segment above, Australia is a critical geographic area in our corporate strategy. Mitsui & Co. (Australia) Ltd. participates in Mitsui Iron Ore Development Pty. Ltd. (Australia) and Mitsui Coal Holdings Pty. Ltd. (Australia) with equity shares of 20% and 30%, respectively.

All Other Segment

The operations of the All Other Segment include financing services, office services and other services to external customers, and/or to us and associated companies.

Gross profit and net income for this segment for the year ended March 31, 2009 were ¥2.9 billion or 0.3% and ¥6.5 billion or 3.7% of our consolidated totals, respectively.

The All Other Segment has 11 subsidiaries, including Mitsui & Co. Financial Services Ltd. (Japan), Mitsui Bussan Trade Services Ltd. (Japan), Mitsui & Co. Financial Services (Asia) Ltd. (Singapore), Mitsui & Co. Financial Services (Europe) B.V. (Netherlands) and Mitsui & Co. Financial Service (U.S.A.) Inc. (United States), and 1 associated company. The activities of major subsidiaries in this segment are as follows:

•

Mitsui & Co. Financial Services Ltd. is engaged in financial services such as commercial loan and cash management services, mainly provided to the wholly-owned domestic subsidiaries.

•

Mitsui & Co. Financial Services (Asia) Ltd., Mitsui & Co. Financial Services (Europe) B.V. and Mitsui & Co. Financial Service (U.S.A.) Inc. are engaged in-house financial services to wholly owned subsidiaries in Asia, Europe and Americas, respectively.

Principal Markets

We are involved in the worldwide trading of various commodities. See “Item 5. A. Operating Results—Revenues” for further details of our revenues by commodity type for the years ended March 31, 2009, 2008 and 2007.


	In Billions of Yen
	Years Ended March 31,
	2009		2008		2007
Revenues
Distribution by Commodity:
Iron and Steel	¥	865.6	¥	801.3	¥	566.9
Non-Ferrous Metals		197.5		79.7		99.9
Machinery		394.2		478.2		428.6
Electronics & Information		133.8		182.3		178.8
Chemicals		1,414.9		1,318.6		1,146.6
Energy		1,719.3		2,017.7		1,633.3
Foods		611.2		572.6		467.0
Textiles		28.4		38.2		39.8
General Merchandise		19.4		40.5		50.3
Property and Service Business		150.9		209.8		182.4

Consolidated Total	¥	5,535.2	¥	5,738.9	¥	4,793.6

The following table shows our total trading transactions in each of our major markets for the years ended March 31, 2009, 2008 and 2007.^(1)(2)(3)


	In Billions of Yen
	Years Ended March 31,
	2009		2008		2007
Japan	¥	8,845.1	¥	9,285.9	¥	8,903.1
United States		1,122.6		1,323.8		1,159.1
China		897.6		1,119.1		885.3
All Other		4,482.6		5,280.3		4,324.1

Consolidated Total	¥	15,347.9	¥	17,009.1	¥	15,271.6

Notes:

(1)

Total trading transactions is a voluntary disclosure as permitted by Financial Accounting Standards Board Emerging Issues Task Force Issue No. 99-19, “Reporting Revenue Gross as a Principal versus Net as an Agent,” and represents the gross transaction volume or the nominal aggregate value of the sales contracts in which we act as principal and transactions in which we serve as agent. Total trading transactions is not meant to represent sales or revenues in accordance with U.S. GAAP. Total trading transactions should not be construed as equivalent to, or a substitute or proxy for, revenues, or as an indicator of our operating performance, liquidity or cash flows generated by operating, investing or financing activities. A substantial part of total trading transactions represents transactions in which title to and payment for the goods pass through us without physical acquisition and delivery through our inventories. We have included the information concerning total trading transactions because it is used by similar Japanese trading companies as an industry benchmark, and we believe it is a useful supplement to results of operations data as a measure of our performance compared to other similar Japanese trading companies. Total trading transactions is included in the measure of segment profit and loss reviewed by the chief operating decision maker. See Notes 2, “BASIS OF FINANCIAL STATEMENTS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES” and 17, “SEGMENT INFORMATION” accompanying the consolidated financial statements for further discussion.

(2)	Total trading transactions are attributed to countries based on the location of customers.

C.	Organizational Structure.

We are a global general trading company and we conduct our business with our subsidiaries and associated companies. As of March 31, 2009, we had 326 subsidiaries and 207 associated companies that are accounted for by the equity method.

The table below provides information on our significant subsidiaries as of March 31, 2009. We have supplementarily provided voting power where it differs from ownership interest.


Operating Segment	Company	Country of Incorporation	Principal Business	Ownership Interest (%)	Voting Power (%)
Iron & Steel Products	Mitsui & Co. Steel Ltd.	Japan	Sales of construction materials and semi-assembled steel products	100.0
	MITSUI BUSSAN KOZAI HANBAI CO., LTD.	Japan	Wholesale of steel products	89.1
	MBK Steel Products West Co., Ltd.	Japan	Wholesale of steel products	100.0
	Regency Steel Asia Pte Ltd.	Singapore	Wholesale and retail of steel products	85.0
	Bangkok Coil Center Co., Ltd.	Thailand	Steel processing	95.4	98.9


Mineral & Metal Resources	Mitsui Iron Ore Development Pty. Ltd.	Australia	Mining and sales of Australian iron ore	100.0
Mineral & Metal Resources	Mitsui-Itochu Iron Pty. Ltd.	Australia	Mining and sales of Australian iron ore	70.0
	Japan Collahuasi Resources B.V.	Netherlands	Investments in a copper mine in Chile	61.9
	Mitsui Raw Materials Development Pty. Limited	Australia	Investment in Sims Metal Management Ltd., a scrap metal recycler	100.0
	MITSUI BUSSAN METALS CO., LTD.	Japan	Sales and trading of scrap, ferroalloys and non-ferrous material products	100.0


Machinery & Infrastructure Projects	MBK Project Holdings Ltd.	Japan	Investments in manufacturers of plant-related materials and equipment	100.0
Machinery & Infrastructure Projects	Mitsui & Co. Plant Systems, Ltd.	Japan	Sales of various plants, electric power facilities and transportations	100.0
	Mitsui Power Ventures Limited	United Kingdom	Investments in power generation business	100.0
	MIT POWER CANADA LP INC.	Canada	Investment in Greenfield Power Generation Project in Ontario	100.0
	Mitsui Renewable Energy Europe Limited	United Kingdom	Investment in wind power generation business in Poland	100.0
	Mitsui Rail Capital Holdings, Inc.	United States	Freightcar leasing and management in North America	100.0
	Mitsui Rail Capital Europe B.V.	Netherlands	Locomotive leasing and management in Europe	100.0
	Mitsui Rail Capital Participacoes Ltda.	Brazil	Freightcar leasing and management in Brazil	100.0
	MITSUI GAS E ENERGIA DO BRASIL LTDA.	Brazil	Investments in gas distribution companies	100.0
	Cactus Energy Investment B.V.	Netherlands	Investment in an LNG terminal in Mexico	100.0


Operating Segment	Company	Country of Incorporation	Principal Business	Ownership Interest (%)	Voting Power (%)
	Drillship Investment B.V.	Netherlands	Investment in deepwater drilling service business	100.0
	Mitsui Water Holdings (Thailand) Ltd.	Thailand	Investment in water supply business	100.0
	Atlatec Holdings, S.A. de C.V.	Mexico	Designing, building and operation of water treatment plants	88.4	85.0
	Tokyo International Air Cargo Terminal Ltd.	Japan	Operation of air cargo terminal at Tokyo International Airport	100.0
	Toyota Chile S.A.	Chile	Import and sales of automobiles and auto parts in Chile	100.0
	Mitsui Automotive North America Inc.	United States	Investment in auto parts logistics business	100.0
	Mitsui Automotive Europe B.V.	Netherlands	Investments in automotive-related companies and trading of automobiles	100.0
	Mitsui Automotive CIS Investment B.V.	Netherlands	Investment in automotive-related companies in Russia	100.0
	PT. Bussan Auto Finance	Indonesia	Motorcycle retail finance	90.0
	Mitsiam Motors Co., Ltd.	Thailand	Sales of trucks and buses	74.4	99.0
	Komatsu-Mitsui Maquinarias Peru S.A.	Peru	Sales of construction and mining equipment	60.0
	Lepta Shipping Co., Ltd.	Liberia	Shipping business	100.0
	Clio Marine Inc.	Liberia	Shipping business	100.0
	Orient Marine Co., Ltd.	Japan	Shipping business	100.0
	Mitsui Bussan Aerospace Co., Ltd.	Japan	Import and sales of helicopters and defense and aerospace products	100.0


Chemical	P.T. Kaltim Pasifik Amoniak	Indonesia	Production and sales of anhydrous ammonia	75.0
	Japan-Arabia Methanol Company Ltd.	Japan	Investments in methanol producing business in Saudi Arabia and sales of products	55.0
	MITSUI BUSSAN SOLVENT & COATING CO., LTD.	Japan	Sales and trading of solvents and coating materials	100.0
	Mitsui AgriScience International SA/NV	Belgium	Investments in crop protection businesses in Europe	100.0
	Mitsui Bussan Agro Business Co., Ltd.	Japan	Development and sales of fertilizers and agricultural products	100.0
	DAIICHI TANKER CO., LTD.	Japan	Operation of chemical tankers	100.0
	Mitsui Bussan Plastics Trade Co., Ltd.	Japan	Sales of plastics and chemicals	100.0
	Daito Chemical Industries, Ltd.	Japan	Production and sales of industrial chemicals	70.0
	Shark Bay Salt Pty. Ltd.	Australia	Production of salt	100.0
	Mitsui Electronics SCM (China) Co., Ltd.	Hong Kong, China	Electronics manufacturing service for liquid crystal parts	100.0


Operating Segment	Company	Country of Incorporation	Principal Business	Ownership Interest (%)	Voting Power (%)
Energy	Mitsui E&P Australia Pty Limited	Australia	Exploration, development and production of oil and natural gas	100.0
	Mitsui E&P Middle East B.V.	Netherlands	Exploration, development and production of oil and natural gas in Oman	81.4	100.0
	Mitsui Oil Exploration Co., Ltd.	Japan	Exploration, development and sales of crude oil and natural gas	53.5	53.0
	MitEnergy Upstream LLC	United States	Exploration, development and production of oil and natural gas	86.0	100.0
	Mitsui Gas Development Qatar B.V.	Netherlands	Development and production of natural gas and condensate	100.0
	Mitsui Sakhalin Holdings B.V.	Netherlands	Investments in Sakhalin Energy Investment Company Ltd.	100.0
	Mitsui Coal Holdings Pty. Ltd.	Australia	Investments in Australian coal business	100.0
	Mitsui Oil (Asia) Hong Kong Limited	Hong Kong, China	Physical and derivatives trading of oil and petroleum products	100.0
	Mitsui Oil Co., Ltd.	Japan	Sales of petroleum products in Japan	89.9
	Mitsui Marubeni Liquefied Gas Co., Ltd.	Japan	Sales of liquefied petroleum gas in Japan	60.0


Foods & Retail	Mitsui Norin Co., Ltd.	Japan	Manufacture and sales of food products	51.9	87.6
	PRI Foods Co., Ltd.	Japan	Production, processing and sales of broilers	77.8	77.9
	San-ei Sucrochemical Co., Ltd.	Japan	Manufacture and sales of sugars, pharmaceuticals, feedstuffs and other products	69.7	65.0
	MITSUI FOODS CO., LTD.	Japan	Wholesale of foods and beverages	99.9
	Toho Bussan Kaisha, Ltd.	Japan	Import and sales of agricultural and marine products	96.3
	VENDOR SERVICE CO., LTD.	Japan	Procurement and demand chain planning and management of food materials	100.0
	WILSEY FOODS, INC.	United States	Investments in processed oil food company	90.0
	Mitsui Alimentos Ltda.	Brazil	Export of coffee beans and domestic sales of roasted coffee	100.0
	MCM FOODS B.V.	Netherlands	Import and sales of canned food products and groceries	100.0


Operating Segment	Company	Country of Incorporation	Principal Business	Ownership Interest (%)	Voting Power (%)
Consumer Service & IT	Mitsui Bussan Inter-Fashion Ltd.	Japan	Planning and management of production and distribution of apparel	100.0
	BUSSAN REAL ESTATE CO., LTD.	Japan	Real estate sales, leasing and management	100.0
	Mitsui Bussan Woodchip Oceania Pty. Ltd.	Australia	Planting and production and sales of woodchip	100.0
	Mitsui Knowledge Industry Co., Ltd.	Japan	Planning, development and sales of information and communication systems	58.5	58.4
	J-SCube Inc.	Japan	Outsourcing services for data entry and other back-office tasks	100.0
	Mitsui Electronics Inc.	Japan	Sales of electronics device and equipment	100.0
	MBK Distribuidora de Produtos Eletronicos Ltda.	Brazil	Sales of home electric appliances and office equipment	100.0


Logistics & Financial Markets	Mitsui & Co. Energy Risk Management Ltd.	United Kingdom	Trading of energy derivatives	100.0
	Mitsui & Co. Precious Metals, Inc.	United States	Trading of precious metals	100.0
	Mitsui Bussan Precious Metals (Hong Kong) Limited	Hong Kong, China	Trading of precious metals	100.0
	Mitsui Bussan Commodities Ltd.	United Kingdom	Trading of non-ferrous metals	100.0
	Mitsui & Co., Principal Investments Ltd.	Japan	Investment in private equity	100.0
	MVC Corporation	Japan	Investment in venture businesses	100.0
	Mitsui Bussan Logistics Holdings Ltd.	Japan	Investments in domestic warehousing businesses	99.8
	Mitsuibussan Insurance Co., Ltd.	Japan	Non life and life insurance agency services	100.0
	TRI-NET (JAPAN) INC.	Japan	International integrated transportation services	100.0
	TRI-NET LOGISTICS (ASIA) PTE LTD	Singapore	International integrated transportation services	100.0


Americas	Mitsui & Co. (U.S.A.), Inc.	United States	Trading	100.0
	Mitsui & Co. (Canada) Ltd.	Canada	Trading	100.0
	Mitsui Brasileira Importacao e Exportacao S.A.	Brazil	Trading	100.0
	Steel Technologies Inc.	United States	Steel processing	100.0
	Champions Pipe & Supply, Inc.	United States	Sales of OCTG (steel pipe for oil & gas production) and other steel products for energy industry	100.0
	Mit Wind Power Inc.	United States	Investment in wind power generation company	100.0
	Mitsui Automotriz S.A.	Peru	Retail sales of automobiles and autoparts	100.0
	Road Machinery, LLC	United States	Sales of construction and mining equipment	100.0
	Ellison Technologies Inc.	United States	Sales of machine tools	88.8
	Intercontinental Terminals Company LLC	United States	Chemical tank leasing	100.0
	Novus International, Inc.	United States	Manufacture and sales of feed additives	65.0
	CornerStone Research & Development, Inc.	United States	Processing and packaging of healthcare foods and supplements	100.0


Operating Segment	Company	Country of Incorporation	Principal Business	Ownership Interest (%)	Voting Power (%)
	SunWize Technologies, Inc.	United States	Sales and installation of solar battery modules	100.0
	Fertilizantes Mitsui S.A. Industria e Comercio	Brazil	Production and sales of fertilizers	100.0
	Westport Petroleum, Inc.	United States	International trading of petroleum products and crude oil	100.0
	United Grain Corp.	United States	Grain merchandising	100.0
	Mitsui Foods, Inc.	United States	Import and sales of canned food products and groceries	100.0
	MBK Real Estate LLC	United States	Real estate-related business	100.0
	AFC HoldCo, LLC	United States	Investment in auto finance companies	87.5


Europe, the Middle East and Africa	Mitsui & Co. Europe Holdings PLC	United Kingdom	Management of business in Europe and Africa	100.0
	Mitsui & Co. Europe PLC	United Kingdom	Trading	100.0
	Mitsui & Co. Deutschland GmbH	Germany	Trading	100.0
	Mitsui & Co. Benelux S.A./N.V.	Belgium	Trading	100.0
	Mitsui & Co. France S.A.S.	France	Trading	100.0
	Mitsui & Co. Italia S.p.A.	Italy	Trading	100.0
	Mitsui & Co., Middle East Ltd.	United Arab Emirates	Trading	100.0
	MBK Real Estate Europe Limited	United Kingdom	Real estate-related business	100.0


Asia Pacific	Mitsui & Co. (Asia Pacific) Pte. Ltd.	Singapore	Trading	100.0
	Mitsui & Co. (Hong Kong) Ltd.	Hong Kong, China	Trading	100.0
	Mitsui & Co. (China) Ltd.	China	Management of business in China	100.0
	Mitsui & Co. (Shanghai) Ltd.	China	Trading	100.0
	Mitsui & Co. (Taiwan) Ltd.	Taiwan	Trading	100.0
	Mitsui & Co. Korea Ltd.	Republic of Korea	Trading	100.0
	Mitsui & Co. (Thailand) Ltd.	Thailand	Trading	100.0
	Mitsiam International Ltd.	Thailand	Trading	51.2	55.0
	Mitsui & Co. (Australia) Ltd.	Australia	Trading	100.0


All Other	Mitsui Bussan Trade Services Ltd.	Japan	Shared service center within Mitsui	100.0
	Mitsui & Co. Financial Services Ltd.	Japan	Financing services within the Group	100.0
	Mitsui & Co. Financial Services (Asia) Ltd.	Singapore	Financing services within the Group	100.0
	Mitsui & Co. Financial Services (Europe) B.V.	Netherlands	Financing services within the Group	100.0
	Mitsui & Co. Financial Services (U.S.A.) Inc.	United States	Financing services within the Group	100.0

(1)	MITSUI BUSSAN METALS CO., LTD. changed its name from Mitsui Bussan Raw Materials Development Corp. in April 2008 upon its merger with MITSUI BUSSAN METALS SALES CO., LTD.

(2)	MITSUI BUSSAN SOLVENT & COATING CO., LTD. changed its name to Mitsui Bussan Chemical Co., Ltd. in April 2009 upon its merger with Bussan Chemicals Co., Ltd.

(3)	Mitsui Bussan Plastics Trade Co., Ltd. changed its name from Nippon Trading Co., Ltd. in April 2008 upon its merger with Mitsui Bussan Plastics Co., Ltd. and Mitsui Bussan Plastics Kansai Co., Ltd.

(4)	Mitsui Marubeni Liquefied Gas Co., Ltd. changed its name from Mitsui Liquefied Gas Co., Ltd. in April 2008 upon its merger with Marubeni Gas Energy Co., Ltd.

(5)	PRI Foods Co., Ltd. changed its name from DAI-ICHI BROILER CO., LTD. in April 2008 upon its merger with K.K. Ichirei, Gordex Corporation and Hypor Japan Co., Ltd.

D.	Property, Plants and Equipment.

The following table provides a list of our principal property, plants and equipment as of March 31, 2009.

(Sft: Square feet, MT: Metric Ton)


Property, Plant and Equipment Description (Holder or Lessee Other than Mitsui)	Location	Size or Annual Production Capacity		Use of property

In Japan:

Mitsuibussan Building	Tokyo	1,321,572	Sft	Office use (Corporate Headquarters)

Osaka Mitsuibussan Building	Osaka	450,306	Sft	Office use

Nagoya Mitsuibussan Building	Nagoya	152,067	Sft	Office use

Hibiya Central Building	Tokyo	504,419	Sft	Office building for lease

Bussan Building Annex	Tokyo	204,275	Sft	Office building for lease

Human Resource Development Center	Shizuoka	83,863	Sft	Training facility

Land and equipment (Mitsui & Co. Steel Ltd.)	Yokohama	197,324	Sft	Steel processing factory

Land and equipment (Seikei Steel Tube Corp.)	Tochigi	195,290	Sft	Steel processing factory

Land and equipment (Mitsui Marubeni Liquefied Gas Co., Ltd.)	Ishikawa	852,072	Sft	Liquefied petroleum gas terminal

Land (MITSUI FOODS CO., LTD.)	Saitama	71,171	Sft	Distribution center

Land and equipment (PRI Foods Co., Ltd.)	Aomori	305,512	Sft	Broiler processing factory

Land and equipment (Mitsui Norin Co., Ltd.)	Yamanashi	339,871	Sft	Tea leaf processing factory

Land and equipment (San-ei Sucrochemical Co., Ltd.)	Aichi	817,433	Sft	Dextrose manufacturing factory

Wakamatsu Building & Shinsuna Bayside Building (Bussan Real Estate Co., Ltd.)	Tokyo	172,406	Sft	Office building for lease

Higashi Nakano Office Building (Mitsui Knowledge Industry Co., Ltd.)	Tokyo	36,317	Sft	Office use

Land (Mitsui Bussan Logistics Holdings Ltd.)	Chiba	649,753	Sft	Logistics center

Overseas:

Office space (Mitsui & Co. (U.S.A.), Inc.)	United States	205,132	Sft	Office space leased from others

Office building (Mitsui & Co. UK PLC)	United Kingdom	64,369	Sft	Office use

Equipment (Mitsui Iron Ore Development Pty. Ltd.)	Australia⁽¹⁾	21,309,000	Mt	Mining equipment for iron ore

Equipment (Mitsui-Itochu Iron Pty. Ltd.)	Australia⁽¹⁾	2,660,000	Mt	Mining equipment for iron ore

Land and plants (P.T. Kaltim Pasifik Amoniak)	Indonesia	579,397	Sft	Ammonia manufacturing plant

Equipment (Mitsui Coal Holdings Pty. Ltd.)	Australia⁽¹⁾	7,148,000	Mt	Mining equipment for coal

Land and equipment (Steel Technologies Inc.)	United States	228,901	Sft	Steel processing factory

Chemical tank yard (Intercontinental Terminals Company LLC)	United States	11,495,355	Sft	Chemical tank

Senior service apartment (MBK Real Estate, Ltd.)	United States	146,628	Sft	Leasing asset

Land and plants (Novus International, Inc.)	United States	658,187	Sft	Methionine production facility

Office building (MBK Real Estate Europe Limited)	United Kingdom	75,486	Sft	Office building for lease

(1)

Information on our mining activities related to Mitsui Iron Ore Development Pty. Ltd., Mitsui-Itochu Iron Pty. Ltd. and Mitsui Coal Holdings Pty. Ltd. that are located in Australia is shown in “Mineral & Metal Resources Segment” and “Energy Segment” of “Item 4.B. Business Overview” and “Mining Activities” below.

In addition to the above, our major assets leased to others as of March 31, 2009 were as below:

•

Some companies, including Clio Marine Inc. (Liberia), Lepta Shipping Co., Ltd. (Liberia) and LPG Transport Service Ltd. (Bermuda), own ocean vessels leased to foreign and domestic shipping companies whose combined book value amounts to ¥32 billion; and

•

Some companies, including Mitsui Rail Capital Holdings Inc. (United States) and Mitsui Rail Capital Europe B.V. (Netherlands), own rolling stock mainly leased to railway companies in the United States and European countries amounting to ¥53 billion as book value.

For information on oil and gas producing activities, see “Supplementary Information on Oil and Gas Producing Activities (Unaudited)” to the consolidated financial statements included elsewhere in this annual report.

A portion of the land, buildings and equipment owned by us is subject to mortgages or other liens. As of March 31, 2009, the aggregate amount of such mortgages or other liens was ¥63 billion. We know of no material defect in our title to any of the properties or of no material adverse claim with respect to them, either pending or contemplated.

We consider our offices and other facilities to be well maintained and believe that our plant capacity is adequate for our current requirements. For the information on plans to construct, expand or improve facilities, in particular those related to mineral resource projects and oil and gas projects, see relevant descriptions in “Item 4.A. History and Development of the Company—Capital Expenditures,” “Mineral & Metal Resources Segment” and “Energy Segment” of “Item 4.B. Business Overview” and “Mining Activities” below in this section.

We do not believe there are any material environmental issues that would affect the utilization of our assets.

Mining Activities

Information regarding our mining activities is provided below.

IRON ORE

Name of Joint Venture

Entity by which Mitsui Participates in the Mining Activity and its Ownership Interest

Area of Mining Operation (Region, State, Country)

Name of Mines⁽¹⁾

Location

Type of
Mineral
Resources⁽²⁾

Fe Basis
(%)

Means of Access
to the Property

Title/Lease

Type of
Mine

Power Source

Robe River Iron Associates

Mitsui Iron Ore Development Pty. Ltd. (33%)

Pilbara Region, Western Australia, Australia

Mesa J⁽³⁾

Robe Valley, south of the town of Pannawonica

Channel Iron Deposit

57.2

Railway and port (owned by Robe River Iron Associates and operated by Pilbara Iron Pty Ltd.)

Agreements for life of mine with Government of Western Australia

Open pit

Supplied through the integrated Hamersley and Robe power network operated by Pilbara Iron

West Angelas⁽³⁾

Approximately 100 km west of the town of Newman

Marra Mamba

61.8

Same as above

Open pit

Same as above

Name of Mines⁽²⁾

Location

Type of
Mineral
Resources⁽³⁾

Fe Basis
(%)

Means of Access
to the Property

Title/Lease

Type of
Mine

Power Source

Mt. Newman Joint Venture

Mitsui Itochu Iron Pty. Ltd. (10%) (Mitsui share of Mitsui Itochu Iron Pty. Ltd. is 70%)

Pilbara Region, Western Australia, Australia

Mt. Whaleback

Near the town of Newman, 426 km south of Port Hedland

Brockman

Marra Mamba

62.6
61.9

Railway (owned and operated by Mt. Newman Joint Venture) and the Nelson Point shipping facilities at Port Hedland (owned and operated by Mt. Newman Joint Venture)

Mineral lease granted in 1967 under the Iron Ore (Mt. Newman) Agreement Act 1964 scheduled to expire in 2009 with rights for successive renewals for 21 years

Open cut

Sourced from Alinta Dewap’s Newman gas-fired power station via Company-owned powerlines under long-term contracts

Yandi Joint Venture

Mitsui Iron Ore Development Pty. Ltd. (7%)

Pilbara Region, Western Australia, Australia

Marillana Creek

92 km north of Newman, 310 km south of Port Hedland

Channel Iron Deposit

57.2

Rail spur (owned by Yandi Joint Venture) connected to the main Newman/ Hedland line (owned and operated by Mt. Newmani Joint Venture) and the Nelson Point shipping facilities at Port Hedland (owned and operated by Mt. Newman Joint Venture)

Mining lease granted in 1991 under the Iron Ore (Marillana Creek) Agreement Act 1991 scheduled to expire in 2012 with the right to extend for additional 42 years

Open cut

Sourced from Alinta Dewap’s Newman gas-fired power station via Company-owned powerlines under long-term contracts

Name of Mines⁽²⁾

Location

Type of
Mineral
Resources⁽³⁾

Fe Basis
(%)

Means of Access
to the Property

Title/Lease

Type of
Mine

Power Source

Mt. Goldsworthy Joint Venture

Mitsui Iron Ore Development Pty. Ltd. (7%)

Pilbara Region, Western Australia, Australia

Northern

(Yarrie)

(Nimingarra)

210 km east of Port Hedland

Nimingarra

59.2

Railway (owned and operated by Mt. Goldsworthy Joint Venture) and the Nelson Point shipping facilities at Port Hedland (owned and operated by Mt. Newman Joint Venture)

Four mineral leases under the Iron Ore (Mt. Goldsworthy) Agreement Act 1964 and the Iron Ore (Goldsworthy— Nimingarra) Agreement Act 1972, which have expiry dates between 2008 and 2028 with rights to successive renewals of 21 years.

Open cut

Sourced from Alinta Dewap’s Port Hedland gas-fired power station under long-term contracts

Area C

120 km northwest of Newman, 37 km southwest of Yandi

Brockman

Marra

Mamba

62.0

61.9

Rail spur (owned by Goldsworthy Joint Venture) connecting to the Yandi spur line (owned by Yandi Joint Venture) and then onto the main Newman/ Hedland line (owned and operated by Mt. Newman Joint Venture) and the Finucane Island shipping facilities at Port Hedland (owned and operated by Goldsworthy Joint Venture)

Same as above

Open cut

Sourced from Alinta Dewap’s Newman gas-fired power station under long-term contracts

(1)	“Name of Mines” indicates the names of principal producing mines.

(2)	“Channel Iron Deposit”, “Marra Mamba”, “Brockman” and “Nimingarra” refer to the types of iron ore that are found in the Pilbara region of Western Australia.

(3)	The percentage figures of “Fe Basis” of Mesa J and West Angelas represent the figures corresponding to mines, excluding the figures corresponding to stockpile components.

COAL

Name of Joint Venture or Investee

Entity by which Mitsui Participates in the Mining Activity and its Ownership Interest⁽²⁾

Area of Mining Operation (Region, State, Country)

Name of Mines⁽³⁾

Location

Type of
Resources

Means of Access
to the Property

Title/Lease

Type of
Mine

Power Source

BHP Mitsui Coal Pty. Ltd.

BHP Mitsui Coal Pty. Ltd.⁽¹⁾(20%)

Queensland, Australia

South Walker Creek

In the Bowen Basin, 100 km south-west of Mackay

Metallurgical
coal and
thermal coal

Railway (Queensland Rail) and port in Mackay

Leases have expiry dates between 2008 and 2020 and are renewable for such further periods as the Queensland Government allows.

Open cut

State owned
grid

Poitrel

Same as above

Same as
above

Same as above

Same as
above

Bengalla Joint Venture

Mitsui Coal Holdings Pty. Ltd. (10%)

New South Wales, Australia

Bengalla

4 km west of Muswellbrook in the Upper Hunter Valley

Thermal coal

Railway and port at Newcastle

Leases granted by State

Open pit

State owned
grid

Kestrel Joint Venture

Mitsui Coal Holdings Pty. Ltd. (20%)

Queensland, Australia

Kestrel

In the Bowen Basin, 300 km west of Rockhampton

Metallurgical
coal and
thermal coal

Railway and port at Gladstone

Leases granted by State

Underground

State owned
grid

Dawson Joint Venture

Mitsui Coal Holdings Pty. Ltd. (49%)

Queensland, Australia

Dawson (formerly “Moura”)

In the Bowen Basin 184 km south-west of Gladstone

Metallurgical
coal and
thermal coal

Railway and port at Gladstone

Leases granted by State

Open pit

State owned
grid

German Creek Joint Venture

Mitsui Coal Holdings Pty. Ltd. (30%)

Queensland, Australia

German Creek

In the Bowen Basin, 240 km south-west of Mackay

Metallurgical
coal

Railway and port at Mackay

Leases granted by State

Open pit and
underground

State owned
grid

(1)	“BHP Mitsui Coal Pty. Ltd.” indicates the name of the company established by BHP Billiton plc and Mitsui.

(2)	BHP Mitsui Coal Pty. Ltd. is our associated company in which Mitsui has 20% interest. Mitsui Coal Holdings Pty. Ltd. is our subsidiary which owns interests in Bengalla Joint Venture, Kestrel Joint Venture, Dawson Joint Venture and German Creek Joint Venture.

(3)	“Name of mines” indicates the names of principal producing mines.

A brief history and the present condition of each of the above-mentioned mines, including the current state of development, if applicable, are provided below.

IRON ORE

Name of Joint Venture

Entity by which Mitsui Participates in the Mining Activity and its Ownership Interest

Area of Mining Operation (Region, State, Country)

Robe River Iron Associates

Mitsui Iron Ore Development Pty. Ltd. (33%)

Pilbara Region, Western Australia, Australia


Mesa J		The development of the Robe River project began in 1962^(*) near Pannawonica. The Robe River project was commissioned and the first shipment was made in 1972. Iron ore reserves at the Mesa J production Base provide the cornerstone of Pannawonica’s sinter fines and lump output. Development of Mesa J began in 1992, and all mine administration, workshops, warehousing and other support facilities were integrated there in 1994. The mine produces Rove River fines and lump, which are pisolitic iron ore products. Process Plant 1 was commissioned in 1999 and Process Plant 2 in 2001. The plant processes clay-contaminated pisolite, sub-grade material which was once discarded, to reduce contaminants and retain on-specification ore. In December 2007, the joint venture decided to develop Mesa A / Warramboo mine which will have a full scale capacity of 25 million tons per annum and is expected to start production in 2010. The total capital cost will be estimated at US$901 million. The total mine life of Mesa A is expected to be 11 years. With this addition, total production of Robe Valley pisolite ore will be maintained at 32 million tons per annum.

West Angelas		The development of West Angelas began in 1998. Mining of ore commenced in March 2002. The West Angelas deposits contain Marra Mamba type iron ore with higher iron content than Robe River’s Mesa J mine. The West Angelas operation is comprised of an open pit mine, a crushing and screening ore processing plant producing lump and sinter fines iron ore, as well as stockpiling, reclaiming and train-loading facilities. Further expansion of the West Angelas mine was completed in October 2005. This US$105 million project took the mine’s production capacity to 25 million tons per year. Robe River Iron Associates uses a dedicated rail system, operated by Pilbara Iron, to transport ore from its mines to the company’s deepwater port facilities at Cape Lambert. Also, a US$200 million rail expansion project to duplicate almost 100 kilometers of track and associated interconnection and infrastructure to increase the capacity of the Pilbara Iron main line was completed in the first quarter of 2006. A further expansion plan to increase port capacity at Cape Lambert from nameplate capacity of 55 to 80 million tones per year was completed in November 2008, ahead of time with the total capital cost of US$860 million. Progressive capacity will ramp up in the first half of 2009.

(*)	The Robe River project was originally started by Cleveland Cliffs Iron Company, an iron and steel producer in the United States. Since then, there were major changes in ownership before Rio Tinto took a 53% stake in Robe River Iron Associates in 2000.

Mt. Newman Joint Venture

Mitsui Itochu Iron Pty. Ltd. (10%) (Mitsui share of Mitsui Itochu Iron Pty. Ltd. is 70%)

Pilbara Region, Western Australia, Australia

Mt. Whaleback

The joint venture began production in 1969 at the Mt. Whaleback ore body. Today, production continues to be sourced from the major Mt. Whaleback ore body and is complemented by production from other ore bodies, namely Orebody 18, 23, 25, 29 and 30 and Jimblebar, which we are involved in through the Wheelarra arrangement with BHP Iron Ore (Jimblebar) Pty Ltd, Itochu Minerals & Energy Australia Pty Ltd, and 4 Chinese steel companies.

The facilities at Mt. Whaleback include primary and secondary crushing plants with a nominal capacity of 35 million tons of product per year, a heavy media beneficiation plant with an annual capacity of 8 million tons and a train-loading facility. An additional primary and secondary crushing plant is present at Orebody 25 with a nominal capacity of 8 million tons of product per year. A crusher and train-loading facility are also located at Orebody 18.

Yandi Joint Venture

Mitsui Iron Ore Development Pty. Ltd. (7%)

Pilbara Region, Western Australia, Australia


Marillana Creek		Development of the ore body began in 1991 and the project’s first shipment of iron ore was in March 1992. Capacity was progressively expanded between 1994 and 2003 and the current capacity is 42 million tons per annum. Two processing plants and a primary crusher and overland conveyor are used to crush and screen the Yandi ore and deliver it to one of two train loading facilities.

Mt. Goldsworthy Joint Venture

Mitsui Iron Ore Development Pty. Ltd. (7%)

Pilbara Region, Western Australia, Australia


Northern (Yarrie) (Nimingarra)		Mt. Goldsworthy was commissioned in 1966 in the North Area. The original Goldsworthy mine was closed in 1982 and mining operations ceased at Shay Gap mine in 1993. Since then, mining has continued from the adjacent Nimingarra and Yarrie, 30 kilometers to the south-east. The primary crushers at Yarrie and Nimingarra, with a combined capacity of 8 million tons of products per year, have been placed into care and maintenance. Yarrie is currently using mobile in-pit crushing plant at a rate of 2 million tons of products per year. The ore is crushed and then railed to Port Hedland.

Area C		In October 2003, the joint venture opened the new Area C mine located 120 kilometers north-west of Newman, which produces Brockman ore and Marra Mamba ore deposits, which are sold under the trademark MAC. An ore processing plant, primary crusher and overland conveyor are located at Area C with a capacity of 42 million tons of products per year. All production from the Mt. Goldsworthy Northern (Yarrie and Nimingarra) is transported on a separate railway to Port Hedland. Ore from Area C is transported via a 39 kilometer new section of railway to the Yandi mine which then connects to the Newman main line to Port Hedland.

Development projects at joint ventures with BHP Billiton Ltd.		The three joint ventures, namely, Mt. Newman joint venture, Yandi joint venture and Mt. Goldsworthy joint venture have been planning for staged expansions of supply capacity. As a step, in October 2005 they approved the Rapid Growth Project 3 (RPG3) to add 20 million tons per annum to their capacity, upgrading combined capacity to 129 million tons per annum by 2007. The capital expenditure for the expansion work totaled A$2.2 billion (Mitsui’s share was approximately A$150 million). The expansion focused mainly on the Area C mine and encompassed expansions of rail systems and the loading port, including the rebuilding of the ‘C’ berth at Finucane Island. RGP3 was completed by 2008. In addition, in March 2007, the joint ventures approved the Rapid Growth Project 4 (RGP4) to increase annual production capacity to 155 million tons per annum by early 2010. The capital expenditure for the expansion will total approximately A$2.7 billion. The expansion includes development of a new crushing and screening plant, as well as additional stockyard, car dumping and train loading facilities at Mt. Whaleback. Furthermore, in November 2008, the joint ventures approved the Rapid Growth Project 5 (RGP5) with a total capital investment of US$5.6 billion. RGP5 will increase installed capacity by 50 million tons to 205 million tons per annum. RGP5 is expected to deliver first production in the second half of 2011. The majority of production growth will come from the Yandi and Mining Area C operations. RGP5 will also deliver significant infrastructure upgrades including additional shipping berths at the Port Hedland inner habour (Finucane Island), substantial double tracking of the rail system and additional crushing, screening and stockpiling facilities at Yandi.

COAL

Name of Joint Venture or Investee

Entity by which Mitsui Participates in the Mining Activity and its Ownership Interest

Area of Mining Operation (Region, State, Country)

BHP Mitsui Coal Pty. Ltd.

BHP Mitsui Coal Pty. Ltd. (20%)

Queensland, Australia


South Walker Creek		The joint venture commissioned Riverside in 1983, and its reserves were depleted in March 2005. South Walker Creek became operational in 1996. It produces pulverized coal injection (PCI) product and minor quantities of by- product energy coal. South Walker Creek has a production capacity of 3.8 million tons per year. BHP Mitsui Coal holds undeveloped leases in the Bowen Basin.

Poitrel		Construction for the Poitrel mine commenced in early 2006 and first coal was produced in October 2006. The mine has a production capacity of 3.0 million tons per annual of metallurgical and PCI coals.

Bengalla Joint Venture Mitsui Coal Holdings Pty. Ltd. (10%) New South Wales, Australia

Bengalla		Development consent was granted in 1996 and production commenced in 1999. Coal & Allied, Rio Tinto’s subsidiary in Australia, acquired its interest in Bengalla in 2001. Its coal preparation plant has been designed to allow the mine to produce low ash thermal coal for export. Production in 2008 was 5.4 million tons of thermal coal.

Kestrel Joint Venture Mitsui Coal Holdings Pty. Ltd. (20%) Queensland, Australia

Kestrel		The Kestrel Coal mine, previously known as Gordonstone Mine, commenced operation in 1992. Coal is extracted by underground mining. The mine has two longwall units that are operated alternately to minimize downtime and ensure seamless production and reliability. The Kestrel Preparation Plant has been designed to allow the mine to produce low ash coking coal and high energy thermal coal. Production in 2008 was 4.0 million tons saleable high quality coking coal and export thermal coal. In January 2008, joint venture approved development of the new mining area for extend the operation period of Kestrel Joint Venture as the existing mining area is expected to be exhausted in 2014. Construction of this project started in August 2008 and the total capital expenditure will be A$1,443 million. The operation is expected to commence in 2012 and the project estimates a maximum 6.5 million tons per annum coal production with 20-year operation.

Dawson Joint Venture Mitsui Coal Holdings Pty. Ltd. (49%) Queensland, Australia

Dawson (formerly “Moura”)		Dawson Joint Venture was originally called Moura Joint Venture. The Moura Mine commenced operation in 1961. Since 1994, all production at Moura has been from its surface operation. Production tonnage has been increasing steadily throughout the years. After a few changes of ownership, Anglo Coal acquired a 51% share in 2002. In September 2003, the adjacent Theodore deposit was developed which further expanded its capacity. Anglo Coal Australia and Mitsui Coal Holdings intend to recapitalize their existing operations at the Moura mine and to establish two additional operations on adjacent tenures. The new and expanded operations are known as the Dawson Complex. Moura Joint Venture has already changed its name to Dawson Joint Venture. The joint venture’s capital expenditure was estimated in excess of A$1 billion. Expansion work of the Dawson complex was completed in the year ended March 31, 2008, aiming to boost annual coal production from the present capacity of 6.5 million tons per annum to 12.7 million tons of metallurgical and thermal coals.

German Creek Joint Venture Mitsui Coal Holdings Pty. Ltd. (30%) Queensland, Australia



German Creek		Open pit mining commenced in 1981. Underground mining in the Central Colliery area started in 1984, while underground mining in the Southern Colliery area began in 1988. Grasstree is a new underground mine which commenced production in 2006 and produces hard coking coal for our export markets. In addition, the joint venture has started the development of Lake Lindsay mine, a new open cut mine adjacent to German Creek mine, with estimated ultimate completion during 2009, to increase the aggregate annual production from 6 to 10 million tons per annum and to extend the total joint venture’s mine life by about 11 years.

Production Tonnage

IRON ORE

Production tonnage figures in the table below represent those of marketable products as tonnage after accounting for extraction and beneficiation losses.


Joint Venture or Investee and Name of Mines	Mitsui’s Subsidiary or Associated Company		In Thousands of Tons
			Year Ended March 31,
			2009		2008		2007
		Location	Total Production	Mitsui’s Share	Total Production	Mitsui’s Share	Total Production	Mitsui’s Share
*Robe River Iron Associates*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia

Pannawonica⁽¹⁾			21,810	7,197	26,132	8,624	28,960	9,557

West Angelas			23,773	7,845	26,756	8,829	24,866	8,206

*Mt. Newman Joint Venture*	Mitsui Itochu Iron Pty. Ltd.	Pilbara Region, Western Australia

Mt. Whaleback⁽²⁾			37,993	2,660	42,808	2,997	39,828	2,788

*Yandi Joint Venture*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia

Marillana Creek			45,859	3,210	46,253	3,238	40,872	2,861

*Mt. Goldsworthy Joint Venture*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia

Northern (Yarrie) (Nimingarra)			1,632	114	1,041	73	3,341	234

Area C			42,038	2,943	27,744	1,942	24,011	1,681

*Sesa Goa Limited⁽³⁾*	Sesa Goa Limited	India

Codli, Sonshi		Goa	—	—	—	—	4,125	2,104

Chitradurga, Hospet		Karnataka	—	—	—	—	1,433	736

		TOTAL	173,105	23,969	170,734	25,703	167,446	28,167

(1)	The Pannawonica mine is composed of Mesa J, a producing mine, and other adjacent mines.

(2)	“Name of Mines” indicates the names of principal producing mines.

(3)	We sold our whole stake in Sesa Goa Limited in April 2007.

COAL

Production tonnage figures in the table below represent those of marketable products as tonnage after accounting for extraction and beneficiation losses.


Joint Venture or Investee and Name of Mines	Mitsui’s Subsidiary or Associated Company		In Thousands of Tons
			Year Ended March 31,
			2009		2008		2007
		Location	Total Production	Mitsui’s Share	Total Production	Mitsui’s Share	Total Production	Mitsui’s Share
*BHP Mitsui Coal Pty. Ltd.⁽¹⁾***	BHP Mitsui Coal Pty. Ltd.	Queensland, Australia
South Walker Creek			2,862	572	3,422	684	3,049	610
Poitrel			2,270	454	1,438	288	373	75
*Bengalla Joint Venture⁽²⁾***	Mitsui Coal Holdings Pty. Ltd.	New South Wales, Australia	5,357	536	5,155	516	5,544	554
*Kestrel Joint Venture⁽²⁾***	Mitsui Coal Holdings Pty. Ltd.	Queensland, Australia	4,018	804	3,621	724	3,592	718
*Dawson Joint Venture (formerly “Moura Joint Venture”⁽²⁾***)	Mitsui Coal Holdings Pty. Ltd.	Queensland, Australia	6,936	3,399	5,984	2,932	6,903	3,382
*German Creek Joint Venture⁽²⁾***	Mitsui Coal Holdings Pty. Ltd.	Queensland, Australia	8,031	2,409	5,880	1,764	4,522	1,357

		TOTAL	29,474	8,174	25,500	6,908	23,983	6,696

(1)	Productions of BHP Mitsui Coal Pty. Ltd. indicate productions for the years ended June 30, 2008, 2007 and 2006.

(2)	Productions of joint ventures Bengalla, Kestrel, Dawson and German Creek indicate productions for the years ended December 31, 2008, 2007 and 2006.

Reserve Tonnage

IRON ORE

Reserves of iron ore classified according to operator are presented in the tables below.

Operator: Rio Tinto Ltd.⁽ ¹⁾⁽²⁾⁽³⁾

Reserves as disclosed by Rio Tinto Ltd. consist of proved and probable reserves.


Joint Venture or Investee and Name of Mines	Mitsui’s Subsidiary or Associated Company			In Million of Tons
				Year Ended December 31,
				2008			2007			2006
		Location	Type of Mine	Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Mitsui’s Share
*Robe River Iron Associates*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia
Pannawonica⁽⁴⁾			Open Pit	267	57.2	88	288	57.2	95	327	18
			Stockpile	20	56.9	7	16	56.9	5	17	6
West Angelas			Open Pit	368	61.8	121	385	61.8	127	403	133
			Stockpile	6	58.0	2	6	59.3	2	6	2

(1)	Iron ore reserves are shown as recoverable reserves of saleable product after accounting for all mining and processing losses. Mill recoveries are not shown.

(2)	Reserves of Robe River Iron Associates indicate reserves as of the end of December 2008, 2007 and 2006.

(3)	Iron ore price (based on a three year average historical price to June 30 2008) used to test whether the reported reserve estimate could be economically extracted was Australian benchmark price (fines) – US$0.79 per dry metric ton unit.

(4)	The Pannawonica mine is composed of Mesa J, a producing mine, and some adjacent mines.

Operator: BHP Billiton Ltd.⁽^1)(2)(3)( ⁴⁾⁽⁹⁾⁽¹⁰⁾⁽¹¹⁾

Reserve amounts of Mt. Newman, Yandi and Mt. Goldsworthy consist of proved and probable reserves.


Joint Venture or Investee and Name of Mines	Mitsui’s Subsidiary or Associated Company			In Millions of Tons
				Year Ended June 30,
				2008			2007			2006
		Location	Ore Type	Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Mitsui’s Share
*Mt. Newman Joint Venture⁽⁵⁾*	Mitsui Itochu Iron Pty. Ltd.	Pilbara Region, Western Australia
Mt. Whaleback			BKM	823	62.6	58	780	62.6	55	733	51
			MM	65	61.9	5	67	62.2	5	66	5
*Mt. Goldsworthy Joint Venture*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia
Northern⁽⁶⁾			NIM	24	59.2	2	3	59.9	0	7	0
(Yarrie)
(Nimingarra)
Area C⁽⁷⁾			BKM	180	62.0	13
			MM	396	61.9	28	418	61.9	29	442	31
*Yandi Joint Venture⁽⁸⁾*	Mitsui Iron Ore Development Pty. Ltd.	Pilbara Region, Western Australia
Marillana Creek			CID	1,092	57.2	76	913	57.5	64	848	59

(1)

The reserves are divided into joint ventures and material types that reflect the various products produced. The West Australian ore types are classified as per the host Archaean or Proterozoic banded iron formations. Ore types are BKM – Brockman, MM – Marra Mamba, NIM – Nimingarra, CID – Channel Iron Deposit.

(2)	For Mt. Newman, Mt. Goldsworthy and Yandi joint ventures tonnages represent wet tons based on the following moisture contents: BKM - 3%, MM - 4%, CID - 8%, NIM - 3.5%. Iron ore is marketed as Lump (direct blast furnace feed) and Fines (sinter plant feed).

(3)	Metallurgical recoveries for the operations are 100% except for Mt. Newman Joint Venture BKM where recovery is 92%.

(4)	Some cut-off grades have been adjusted to align with revised product strategy. Cut-off grades used to estimate reserves: Mt.Newman 50-62%Fe for BKM, 59%Fe for MM; Mt.Goldsworthy 50%Fe for NIM, 57%Fe for MM, 59.5%Fe for BKM; Yandi 55-55.5%Fe for CID.

(5)	Changes to Mt. Newman Joint Venture for 2008 are due to additional deposit definition drilling, new geological interpretation and deposit models for Whaleback, Orebody 24, Orebody 25 Pit 4 and Orebody 30, and changed MM and BKM (except Whaleback) cut-off grade from 60%Fe to 59%Fe.

(6)	Changes to Mt. Goldsworthy Joint Venture Northern for 2008 are due to the inclusion of Cundaline, Nimingarra A and B deposits, and a change in cut-off from 58%Fe to 50%Fe for Cattle Gorge.

(7)	Changes to Mt. Goldsworthy Joint Venture Area C for 2008 are due to additional deposit definition drilling, new geological interpretation and deposit models for A Deposit, Packsaddle 1 and 3, New Reserve for Packsaddle 1 and 3 (BKM).

(8)	Changes to Yandi Joint Venture for 2008 are due to a change in cut-off grade from 56%Fe to 55%Fe and 55.5%Fe, additional deposit definition drilling, new geological interpretation and deposit modeling for Yandi W1 and E4, and new pit designs.

(9)	Reserves provided in the table above indicate reserves as of the end of June 2008, 2007 and 2006.

(10)	Reserves provided in the table above do not exceed the quantities that we estimate could be extracted economically if future prices at similar levels to long-term contracted prices for the three years to December 31, 2007.

(11)	“Name of Mines” indicates the names of principal producing mines.

COAL

In the table below, coal reserves are shown as marketable reserves, which are tonnage after accounting for extraction and processing and preparation losses.

Operator: BHP Billiton Ltd.⁽¹⁾⁽²⁾


	Mitsui’s Subsidiary or Associated Company	Location	In Millions of Tons
Joint Venture or Investee and Name of Mines			Year Ended June 30,
				2008			2007			2006
			Coal Type	Total Reserve	Sulphur Content (%)	Mitsui’s Share	Total Reserve	Sulphur Content (%)	Mitsui’s Share	Total Reserve	Mitsui’s Share
*BHP Mitsui Coal Pty. Ltd.⁽¹⁾*	BHP Mitsui Coal Pty. Ltd.	Queensland, Australia
South Walker Creek			Met/Th	31	0.39	6	35	0.37	7	34	7
Poitrel			Met/Th	53	0.36	11	51	0.36	10	—	—

(1)	Reserves provided in the table above indicate reserves as of the end of June 2008, 2007 and 2006. Poitrel mine commenced production in November 2006.

(2)	Coal Types are Met – metallurgical and Th – thermal coal.

Operator: Rio Tinto Ltd.⁽¹⁾⁽²⁾


Joint Venture or Investee and Name of Mines	Mitsui’s Subsidiary or Associated Company	Location	In Millions of Tons
			Year Ended December 31,
				2008				2007				2006
			Coal Type	Total Reserve	Calorific Value (MJ/kg)	Sulphur Content (%)	Mitsui’s Share	Total Reserve	Calorific Value (MJ/kg)	Sulphur Content (%)	Mitsui’s Share	Total Reserve	Mitsui’s Share
*Bengalla Joint Venture⁽²⁾***	Mitsui Coal Holdings Pty. Ltd.	New South Wales, Australia	Th	132	28.21	0.47	13	137	28.21	0.47	14	150	15
*Kestrel Joint Venture⁽²⁾*	Mitsui Coal Holdings Pty. Ltd.	Queensland, Australia	Met/Th	131	31.60	0.59	26	136	31.60	0.59	27	112	22

(1)	Reserves provided in the table above indicate reserves as of the end of December 2008, 2007 and 2006.

(2)	Coal Types are Met – metallurgical and Th – thermal coal.

Operator: Anglo American Plc.⁽¹⁾⁽²⁾

Joint Venture or Investee and
Name of Mines

Mitsui’s
Subsidiary or
Associated
Company

Location

In Millions of Tons

Year Ended December 31,

2008

2007

2006

Coal
Type

Total
Reserve

Mitsui’s
Share

Total
Reserve

Mitsui’s
Share

Total
Reserve

Mitsui’s
Share

Dawson Joint Venture⁽²⁾
(formerly Moura Joint Venture)

Mitsui Coal

Holdings
Pty. Ltd.

Queensland,
Australia

Met/Th

274

134

281

138

288

141

German Creek Joint Venture⁽²⁾ (including Lake Lindsay Mine)

Mitsui Coal

Holdings
Pty. Ltd.

Queensland,
Australia

Met

147

140

168

(1)	Reserves provided in the table above indicate reserves as of the end of December 2008, 2007 and 2006.

(2)	Coal Types are Met – metallurgical and Th – thermal coal.

Equity Production Tonnage and Reserves through associated company (IRON ORE)

We hold a 15% profit share in Valepar S.A., which held a 33.3% profit share of the common stock and preferred stock of Vale S.A. (the former Companhia Vale do Rio Doce, which has been renamed legally effective May 22, 2009) as of December 31, 2008. Accordingly, 5.0% (33.3% x 15%) of Vale’s production and reserve amounts are indirectly attributable to us. The following table provides iron ore production and reserve amounts for Vale, and Mitsui’s share of the production and reserve amounts of Vale.

Production Tonnage (for the year ended December 31)


Millions of Tons
2008		2007		2006
Total Production	Mitsui’s Share	Total Production	Mitsui’s Share	Total Production	Mitsui’s Share
293.4	14.7	295.9	14.4	264.2	12.9

Proven and Probable Reserves (as of December 31)


Millions of Tons
2008			2007			2006
Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Fe Basis (%)	Mitsui’s Share	Total Reserve	Mitsui’s Share
14,328.8	59.0	716.0	7,267.8	56.9	353.9	7,619.3	371.0

Vale’s iron ore reserve estimates increased from 7,267.8 to 14,328.8 million tons. The increase mainly reflects (i) the inclusion of the huge reserves of S11, part of the Serra Sul deposit in Carajás, (ii) the expansion of the N4W reserves into a continuous body to the south of the deposit, and (iii) the inclusion of the low-grade itabirite reserves for the Vargem Grande complex (the Tamanduá, Capitão do Mato and Abóboras mines). All of these deposits have been intensively drilled over the past four years, and the related projects (Serra Sul, Carajás 130 Mt, and Vargem Grande (formerly Itabiritos)) are now in feasibility or pre-feasibility stages. Moreover, Vale’s reserve estimates for Segredo/João Pereira increased due to the expansion of the open-pit project, which was undertaken in order to include low-grade materials, that will be used to feed a new concentration plant. Changes in the other reserves reflect mining production during the year and small changes in new updated geological models and/or pit designs and reserve classifications.

Oil and Gas Producing Activities

The following table shows crude oil, condensate, natural gas liquids and natural gas production from our reserves for the three fiscal years indicated:

Production Information


	Millions of Barrels						Billions of Cubic Feet
	Crude Oil, Condensate and Natural Gas Liquids⁽¹⁾						Natural Gas⁽¹⁾⁽³⁾
	Consolidated Companies			Associated Companies		Worldwide	Consolidated Companies			Associated Companies		Worldwide
Year Ended March 31,	Oceania and Asia	Middle East	Others	Oceania	Others	Worldwide	Oceania and Asia	Middle East	Others	Oceania	Others	Worldwide
2009	19	3	2	5	1	30	98	5	5	44	2	154
2008	16	3	2	5	1	27	107	6	5	44	3	165
2007	11	3	1	6	4	25	96	6	3	45	6	156

The following tables show proved reserves and proved developed reserves of crude oil, condensate, natural gas liquids and natural gas as of the ending date of three fiscal years indicated:

Proved Reserve Information:

Proved Reserves


	Millions of Barrels								Billions of Cubic Feet
	Crude Oil, Condensate and Natural Gas Liquids⁽¹⁾								Natural Gas⁽¹⁾⁽³⁾
	Consolidated Companies				Associated Companies			Worldwide	Consolidated Companies				Associated Companies			Worldwide
As of March 31,	Oceania and Asia		Middle East	Others	Oceania	Others		Worldwide	Oceania and Asia		Middle East	Others	Oceania	Others		Worldwide
2009	61	⁽⁴⁾	17	13	33	3		127	632	⁽⁴⁾	44	25	714	185		1,600
2008	74	⁽⁴⁾	18	14	35	4	⁽⁵⁾	145	664	⁽⁴⁾	32	31	722	189	⁽⁵⁾	1,638
2007	72	⁽⁴⁾	23	15	37	91		238	344	⁽⁴⁾	31	38	740	1,668		2,821

Proved Developed Reserves⁽²⁾


	Millions of Barrels							Billions of Cubic Feet
	Crude Oil, Condensate and Natural Gas Liquids⁽¹⁾							Natural Gas⁽¹⁾⁽³⁾
	Consolidated Companies				Associated Companies		Worldwide	Consolidated Companies				Associated Companies		Worldwide
As of March 31,	Oceania and Asia		Middle East	Others	Oceania	Others	Worldwide	Oceania and Asia		Middle East	Others	Oceania	Others	Worldwide
2009	44	⁽⁴⁾	14	10	21	3	92	353	⁽⁴⁾	29	15	392	181	970
2008	55	⁽⁴⁾	14	11	20	3	102	322	⁽⁴⁾	15	21	454	182	994
2007	46	⁽⁴⁾	18	11	21	24	120	299	⁽⁴⁾	19	24	385	11	738

(1)	1 barrel of crude oil = 5,800 cubic feet of natural gas

(2)

The proportion of Proved Developed Reserves to Proved Developed and Undeveloped Reserves was about 34 percent as of March 31, 2007 and relatively low. The expected costs to develop these undeveloped reserves were estimated to be ¥502 billion in total as of March 31, 2007. The proportion of Proved Developed Reserves to Proved Developed and Undeveloped Reserves was about 64 percent as of March 31, 2008 and the expected costs to develop these undeveloped reserves were estimated to be ¥248 billion in total as of March 31, 2008. This large proportion change is mainly due to the reduction of Mitsui’s interest in Sakhalin II project. The proportion of Proved Developed Reserves to Proved Developed and Undeveloped Reserves was about 64 percent as of March 31, 2009 and almost same level compared to the percentage as of March 31, 2008. The expected costs to develop these undeveloped reserves were estimated to be ¥369 billion in total as of March 31, 2009.

(3)	The proved gas reserves are restricted to those volumes that are related to firm sales commitments.

(4)

Includes total proved reserves attributable to Mitsui Oil Exploration Co., Ltd. of 19 million, 37 million and 32 million barrels of Crude oil, Condensate and Natural Gas Liquids and 265 billions, 636 billions and 584 billions of cubic feet of Natural Gas in March 2007, 2008 and 2009, as well as proved developed reserves of 18 million, 18 million and 19 million barrels of Crude oil, Condensate and Natural Gas Liquids and 227 billions, 294 billions and 339 billions of cubic feet of Natural Gas in March 2007, 2008 and 2009, respectively, in which there were a 49.7 percent, 48.5 percent and 46.5 percent minority interest.

(5)	Includes decreases of 96 million barrels in sales of Crude oil, Condensate and Natural Gas Liquids and 1,658 billions of cubic feet in sales of Natural Gas in place, which were mainly related to the reduction of Mitsui’s interest in Sakhalin II project.

The estimated net quantities of oil and gas applicable to long-term supply or similar agreements with foreign governments or authorities in which Mitsui acts as producer have not exceeded, nor do they now exceed, one percent of the amount of our total proved reserve for the respective commodity. The tables above reflect such estimated net quantities.

Furthermore, the estimated net quantities of oil and gas received during each of the last three fiscal years applicable to long-term supply or similar agreements with foreign governments or authorities in which Mitsui acts as producer have not exceeded, nor do they now exceed, one percent of the amount of our total annual production of the respective commodity.

Information on our oil and gas producing activities, which also reflects the immediately preceding sentence, is shown in the “Supplemental Information on Oil and Gas Producing Activities (Unaudited)” to the consolidated financial statements included elsewhere in this annual report. Also see “Item 5. Operating and Financial Review and Prospects—Operating Results by Operating Segment—Energy Segment.”

Item 4A. Unresolved Staff Comments

We are a large accelerated filer as defined in Rule 12b-2 under the Securities Exchange Act of 1934. There are no written comments which have been provided by the staff of the Securities and Exchange Commission regarding our periodic reports under that Act not less than 180 days before the end of the fiscal year ended March 31, 2009 and which remain unresolved as of the date of the filing of this Form 20-F with the Commission and which we believe are material.

Item 5. Operating and Financial Review and Prospects

A.	Operating Results

You should read the following discussion and analysis of our financial condition and results of operations together with “Selected Financial Data” and our consolidated financial statements that appear elsewhere in this annual report. Please note that you should be aware that this discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements.

As used in this Operating and Financial Review and Prospects, “Mitsui” is used to refer to Mitsui & Co., Ltd. (Mitsui Bussan Kabushiki Kaisha), and “we,” “us,” and “our” are used to indicate Mitsui & Co., Ltd. and its subsidiaries, unless otherwise indicated.

In the Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements, the “Company” is used to refer to Mitsui & Co., Ltd., and the “companies” is used to refer to Mitsui & Co., Ltd. and its subsidiaries, unless otherwise indicated.

All references to “Note” throughout the Operating and Financial Review and Prospects relate to the Notes to Consolidated Financial Statements contained elsewhere in this Annual Report.

Throughout the Operating and Financial Review and Prospects, we describe the domicile of our subsidiaries and associated companies in parentheses following names of those companies. For example, Mitsui Iron Ore Development, Pty. Ltd. (Australia) means that the company’s name is Mitsui Iron Ore Development, Pty. Ltd. and that it is domiciled in Australia.

Operations of a subsidiary that has either been disposed of or is classified as held for sale have been accounted for as discontinued operations under accounting principles generally accepted in the United States of America (“U.S. GAAP”). This means that income statement and cash flow information is reclassified for past years to separate the discontinued operations from our continuing operations. This presentation is required by U.S. GAAP and facilitates historical and future trend analysis of our continuing operations.

Key Performance Measures under Management’s Discussion

Although our operating results and financial condition are influenced by various factors, management believes that as of the end of the fiscal year under review the following indicators can be usefully employed to discuss trends in our performance and financial condition.

Gross profit, operating income* and equity in earnings of associated companies

We undertake worldwide business activities, involving diversified risk-return profiles, ranging from intermediary services as agent to development and production activities of mineral resources and energy. In this context, changes in the amounts of gross profit, operating income and equity in earnings of associated companies by operating segment reflect the overall progress of our business, and greatly affect the amount of net income in the Statements of Consolidated Income. For further information, refer to the table of “Operating Segment Information” and subsequent discussions in “Operating Results by Operating Segment” in this Operating and Financial Review and Prospects.

Trends in the price of and supply-demand for mineral resources and energy

In recent years, we have observed a rapid growth in the operating results from our mineral resources and energy producing activities; and, the significance of these operations to our overall operating results has increased dramatically. These results have been brought on by rising prices as well as increased production, reflecting globally tightened supplies and increased demands and increased prices of mineral resources and energy that have been driven by expanding demand from emerging countries, particularly China. Furthermore, management recognize that for some time to come such global supply-demand balance and price fluctuations of mineral resources and energy will continuously have a material impact, positive or negative, on our operating results, financial condition and business. For further information regarding trends and prospects in this field, refer to the sections relating to the Mineral & Metal Resources Segment and the Energy Segment in “Operating Results by Operating Segment.”

Investment plans and cash flow from investing activities; and financial leverage

Consistent with our Medium-Term Management Outlook announced in May 2006, we have been engaged in establishing a group-wide strategic business portfolio, by leveraging proactive investment activities in the four business areas of Mineral Resources and Energy; Global Marketing Networks, including steel products, chemicals and machinery; Infrastructure, including power generation; and Consumer Services, including outsourcing services and content businesses. In parallel, management monitors the progress of investment plans quarterly and addresses divestitures of existing assets in order to maintain an optimum portfolio structure and also to generate additional cash flows as a source for the above-mentioned investments. Mitsui is monitoring and managing a group-wide financial leverage seeking to secure an efficient return on equity as well as maintaining and improving credit ratings and financial stability in order to secure necessary capital resources for investments as well as to refinance our interest bearing debt. For further information regarding details of expenditures and our financial policy, refer to “Liquidity and Capital Resources.”

*	Operating Income

Operating income is included in the measure of segment performance reviewed by the chief operating decision maker. Operating income is comprised of our (a) gross profit, (b) selling, general and administrative expenses and (c) provision for doubtful receivables, as presented in the Statements of Consolidated Income.

Results of Operations

Summary of Operations for the Years Ended March 31, 2009 and 2008

Principal developments in the economic environment that influenced our operations during the years ended March 31, 2009 and 2008 included the following:

Operating Environment for the Year Ended March 31, 2009

During the first half of the current fiscal year, the United States economy continued to expand steadily supported by strong exports and by better-than-expected consumer spending boosted by the tax rebates made in spring that tended to mitigate the effects of the increases in the prices of oil and food products. The Asian economy also continued to show strong growth boosted by expanded domestic construction and capital investments as well as increases in exports, mainly in China, despite the fact that inflation in the region had risen due to a continued run-up in energy and food prices.

However, in September what had begun in the summer of 2007 with market turmoil surrounding U.S. subprime mortgages turned into a financial tsunami engulfing the largest U.S. insurance company and triggering the largest U.S. bankruptcy and rapidly transformed into a full-blown global financial crisis in the fall of 2008.

In the United States, the contraction in activity in 2009 is triggerin