UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F(Mark One)‘REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT
OF 1934È

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934OR
For the fiscal year ended March 31, 2008
OR‘

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

OR
Date of event requiring this shell company report
Commission file number 001-33098

Kabushiki(Exact
KaishaMizuho Financial Group
Name of Registrant as Specified in its Charter)
Mizuho Financial Group, Inc.
(Translation of Registrant’s Name into English)

Japan(Jurisdiction of Incorporation or Organization)

5-1, Marunouchi 2-chome
Chiyoda-ku, Tokyo 100-8333
Japan(Address of Principal Executive Offices)

Mamoru Kishida, +81-3-5224-1111, +81-3-5224-1059, address is same as above(Name, Telephone, Facsimile number and 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, without par value
American depositary shares, each of which represents 1/500th of
one share of common stock
Securities registered or to be registered pursuant to Section 12(g) of the Act:None

The New York Stock Exchange*
The New York Stock Exchange(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
None
(Title of Class)
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.
At March 31, 2008, the following shares of capital stock were outstanding: (1) 11,396,255 shares of common stock (including 4,586 shares of common
stock held by the registrant and its consolidated subsidiaries and equity-method affiliates as treasury stock), (2) 943,740 shares of eleventh series class XI
preferred stock, and (3) 36,690 shares of thirteenth series class XIII preferred stock.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes È 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 È
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 È 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 andlarge accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer È
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 È
International Financial Reporting Standards as issued by the International Accounting Standards Board ‘
Other ‘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 È
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS.)
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Actof 1934 subsequent to the distribution of securities under a plan confirmed by a court.
Yes ‘ No ‘
* Not for trading, but only in connection with the registration and listing of the ADSs.

MIZUHO FINANCIAL GROUP, INC.
ANNUAL REPORT ON FORM 20-F
Table of Contents
Page

Presentation of Financial and Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forward-Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 1.
Identity of Directors, Senior Management and Advisers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 2.
Offer Statistics and Expected Timetable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 3.
Key Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3.A. Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3.B.
Capitalization and Indebtedness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3.C.
Reasons for the Offer and Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3.D. Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 4.
Information on the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.A. History and Development of the Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.B.
Business Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.C.
Organizational Structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.D. Property, Plant and Equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 4A. Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 5.
Operating and Financial Review and Prospects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 6.
Directors, Senior Management and Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.A. Directors and Senior Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.B.
Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.C.
Board Practices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.D. Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.E.
Share Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 7.
Major Shareholders and Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.A. Major Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.B.
Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.C.
Interests of Experts and Counsel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 8.
Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8.A. Consolidated Statements and Other Financial Information . . . . . . . . . . . . . . . . . . . . . .
8.B.
Significant Changes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 9.
The Offer and Listing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.A. Listing Details . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.B.
Plan of Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.C.
Markets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.D. Selling Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.E.
Dilution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.F.
Expenses of the Issue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 10. Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.A. Share Capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.B. Memorandum and Articles of Association . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.C. Material Contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.D. Exchange Controls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.E. Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.F. Dividends and Paying Agents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.G. Statement by Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.H. Documents on Display . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10.I. Subsidiary Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1

3
3
5
5
5
5
10
10
11
18
18
19
37
39
39
40
115
115
125
126
133
134
135
135
136
137
138
138
138
139
139
140
140
140
140
140
141
141
141
152
152
154
159
159
159
159

Page

ITEM 11.
Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 12.
Description of Securities Other than Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 13.
Defaults, Dividend Arrearages and Delinquencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 14.
Material Modifications to the Rights of Securities Holders and Use of Proceeds . . . . . . . . . .
ITEM 15.
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 16A. Audit Committee Financial Expert . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 16B. Code of Ethics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 16C. Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 16D. Exemptions from the Listing Standards for Audit Committees . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 16E. Purchase of Equity Securities by the Issuer and Affiliated Purchasers . . . . . . . . . . . . . . . . . . .
ITEM 17.
Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 18.
Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM 19.
Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selected Statistical Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Index to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2

160
176
177
177
177
178
178
178
179
180
181
181
181
A-1
F-1

PRESENTATION OF FINANCIAL AND OTHER INFORMATIONIn this annual report, “we,” “us,” and “our” refer to Mizuho Financial Group, Inc. and, unless the context
indicates otherwise, its consolidated subsidiaries. “Mizuho Financial Group” refers to Mizuho Financial Group,
Inc. Furthermore, unless the context indicates otherwise, these references are intended to refer to us as if we had
been in existence in our current form for all periods referred to herein.
In this annual report, “our principal banking subsidiaries” refer to Mizuho Corporate Bank, Ltd., Mizuho
Bank, Ltd. and Mizuho Trust & Banking Co., Ltd. (or with respect to references as of a date, or fiscal year
ending, before April 1, 2002, to The Dai-Ichi Kangyo Bank, Limited, The Fuji Bank, Limited, The Industrial
Bank of Japan, Limited, Mizuho Trust & Banking and The Yasuda Trust and Banking Co., Ltd.).
In this annual report, references to “U.S. dollars,” “dollars” and “$” refer to the lawful currency of theUnited States and those to “yen” and “¥” refer to the lawful currency of Japan.
In this annual report, all yen figures and percentages have been rounded to the figures shown, except for
those yen figures and percentages in “Item 3.A. Key Information—Selected Financial Data—Japanese GAAP
Selected Consolidated Financial Information,” which have been truncated to the figures shown, and unlessotherwise specified. Accordingly, the total of each column of figures may not be equal to the total of theindividual items.
Our fiscal year end is March 31. References to years not specified as being fiscal years are to calendar years.
Unless otherwise specified, for purposes of this annual report, we have presented our financial informationin accordance with accounting principles generally accepted in the United States, or U.S. GAAP. Unlessotherwise stated or the context otherwise requires, all amounts in our financial statements are expressed inJapanese yen.
We usually hold the ordinary general meeting of shareholders of Mizuho Financial Group in June of eachyear in Chiyoda-ku, Tokyo.
FORWARD-LOOKING STATEMENTS
We may from time to time make written or oral forward-looking statements. Written forward-looking
statements may appear in documents filed with the Securities and Exchange Commission, including this annual
report, and other reports to shareholders and other communications.
The U.S. Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking
information to encourage companies to provide prospective information about themselves. We rely on this safe
harbor in making these forward-looking statements.
This annual report contains forward-looking statements regarding the intent, belief or current expectationsof our management with respect to our financial condition and future results of operations. In many cases, but notall, we use such words as “aim,” “anticipate,” “believe,” “endeavor,” “estimate,” “expect,” “intend,” “may,”“plan,” “probability,” “project,” “risk,” “seek,” “should,” “strive,” “target” and similar expressions in relation to
us or our management to identify forward-looking statements. You can also identify forward-looking statements
by discussions of strategy, plans or intentions. These statements reflect our current views with respect to future
events and are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, our actual results may vary materially from those
we currently anticipate. Potential risks and uncertainties include, without limitation, the following:•

incurrence of significant credit-related costs;•

declines in the value of our securities portfolio, including as a result of the impact of the dislocation in
global financial markets stemming from U.S. subprime loan issues;3•changes in interest rates;•

foreign exchange rate fluctuations;•revised assumptions or other changes related to our pension plans;•

failure to maintain required capital adequacy ratio levels;•

downgrades in our credit ratings;•

the effectiveness of our operational, legal and other risk management policies;•

our ability to avoid reputational harm; and•the effect of changes in general economic conditions in Japan.

Our forward-looking statements are not guarantees of future performance and involve risks anduncertainties. Actual results may differ from those in the forward-looking statements as a result of various
factors. We identify in this annual report in “Item 3.D. Key Information—Risk Factors,” “Item 4.B. Informationon the Company—Business Overview,” “Item 5. Operating and Financial Review and Prospects” and elsewhere,
some, but not necessarily all, of the important factors that could cause these differences.
We do not intend to update our forward-looking statements. We are under no obligation, and disclaim any
obligation, to update or alter our forward-looking statements, whether as a result of new information, future
events or otherwise.

4

PART IITEM 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.
ITEM 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.
ITEM 3.

KEY INFORMATION

3.A. Selected Financial Data
The following tables set forth our selected consolidated financial data.
The first table below sets forth selected consolidated financial data of Mizuho Financial Group as of and forthe fiscal years ended March 31, 2006, 2007 and 2008 which have been derived from the audited consolidated
financial statements of Mizuho Financial Group prepared in accordance with U.S. GAAP included in this annual
report.
The second table below sets forth selected consolidated financial data of Mizuho Financial Group as of andfor the fiscal years ended March 31, 2004, 2005, 2006, 2007 and 2008 derived from Mizuho Financial Group’s
consolidated financial statements prepared in accordance with accounting principles generally accepted in Japan,
or Japanese GAAP.
The consolidated financial statements of Mizuho Financial Group as of and for the fiscal years ended
March 31, 2006, 2007 and 2008 prepared in accordance with U.S. GAAP have been audited in accordance withthe standards of the Public Company Accounting Oversight Board (United States) by Ernst & Young ShinNihon
LLC, independent registered public accounting firm.
You should read the U.S. GAAP selected consolidated financial information presented below together with
the information included in “Item 5. Operating and Financial Review and Prospects” and the audited
consolidated financial statements, including the notes thereto, included in this annual report. The information
presented below is qualified in its entirety by reference to that information.

5

U.S. GAAP Selected Consolidated Financial Information
As of and for the fiscal years ended March 31,
2006
2007
2008
(in millions of yen, except per share data andpercentages)

Statement of income data:
Interest and dividend income . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,957,907
944,895¥2,639,307
1,571,389¥3,110,260
1,911,522

Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . .

1,013,012(157,666)

1,067,918
182,115

1,198,738(57,766)

Net interest income after provision (credit) for loan
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noninterest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income tax expense (benefit) . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . .

1,170,678
995,156
1,454,304
711,530(374,142)

885,803
1,195,948
1,294,648
787,103
163,221

1,256,504
1,094,943
1,450,653
900,794
672,176

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,085,672¥ 623,882¥ 228,618

Net income attributable to common shareholders . . . . . . . .
Amounts per share:
Basic earnings per common share—net income attributable
to common shareholders . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted earnings per common share—net income
attributable to common shareholders . . . . . . . . . . . . . . . .
Number of shares used to calculate basic earnings percommon share (in thousands) . . . . . . . . . . . . . . . . . . . . .
Number of shares used to calculate diluted earnings percommon share (in thousands) . . . . . . . . . . . . . . . . . . . . .
Cash dividends per share declared during the fiscal year:
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,047,719

600,408

208,643¥93,778.71¥51,725.68¥18,174.55¥82,748.82¥48,709.38¥16,768.67

11,172

11,608

11,48012,88912,714

13,568

Second series class II preferred stock . . . . . . . . . . . . .
Third series class III preferred stock . . . . . . . . . . . . . .
Fourth series class IV preferred stock . . . . . . . . . . . . .
Sixth series class VI preferred stock . . . . . . . . . . . . . .
Seventh series class VII preferred stock . . . . . . . . . . .
Eighth series class VIII preferred stock . . . . . . . . . . . .
Tenth series class X preferred stock . . . . . . . . . . . . . .
Eleventh series class XI preferred stock . . . . . . . . . . .
Thirteenth series class XIII preferred stock . . . . . . . . .

6

¥
$
¥
$
¥
$
¥
$
¥
$
¥
$
¥
$
¥
$
¥
$
¥
$

3,500
29.79
8,200
69.80
14,000119.1747,600405.1842,000357.51
11,000
93.63
8,000
68.10
5,380
45.80
20,000170.2430,000255.36

¥
$

¥
$
¥
$

¥
$
¥
$

4,000
34.03
—
—
—
—
47,600404.9042,000357.26——————20,000170.1330,000255.19

¥
$

¥
$
¥
$

7,000
70.11
—
—
—
—
—
—
—
—
—
—
—
—
—
—
20,000200.3030,000300.45

As of and for the fiscal years ended March 31,
2006
2007
2008
(in millions of yen, except per share data andpercentages)

Balance sheet data:
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans, net of allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other financial data:
Return on equity and assets:
Net income attributable to common shareholders as apercentage of total average assets . . . . . . . . . . . . . . . . . .
Net income attributable to common shareholders as apercentage of average shareholders’ equity . . . . . . . . . . .
Dividends per common share as a percentage of basic
earnings per common share . . . . . . . . . . . . . . . . . . . . . . .
Average shareholders’ equity as a percentage of total
average assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net interest income as a percentage of total averageinterest-earning assets . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥145,522,392
67,898,640
140,880,392
82,703,690
5,384,991
3,547,726
4,345,714¥147,381,279
68,236,720
142,376,976
83,751,304
7,073,936
3,532,492
4,662,700¥151,317,756
67,572,004
147,749,599
86,429,065
7,618,910
3,437,420
3,268,800

0.74%

0.42%

0.14%

27.40%

14.69%

5.20%

4.27%

13.53%

55.02%

2.71%

2.87%

2.73%

0.77%

0.79%

0.86%

Note: Yen amounts for cash dividends per share for the fiscal years ended March 31, 2006, 2007 and 2008 are
expressed in U.S. dollars at the rate of ¥117.48 = $1.00, ¥117.56 = $1.00 and ¥99.85 = $1.00,
respectively. These rates are the noon buying rates on March 31, 2006, 2007 and 2008 in New York City
for cable transfers in yen as certified for customs purposes by the Federal Reserve Bank of New York.

7

Japanese GAAP Selected Consolidated Financial Information
As of and for the fiscal years ended March 31,
2004
2005
2006
2007
2008
(in millions of yen, except per share data and percentages)

Statement of income data:
Interest income . . . . . . . . . . . . . . . . . . . . . ¥1,622,704 ¥1,584,415 ¥1,935,048 ¥2,562,642 ¥2,864,796
Interest expense . . . . . . . . . . . . . . . . . . . . .
437,703477,983
872,403 1,472,378 1,801,156
Net interest income . . . . . . . . . . . . . . . . . .
Fiduciary income . . . . . . . . . . . . . . . . . . . .
Net fee and commission income . . . . . . . .
Net trading income . . . . . . . . . . . . . . . . . .
Net other operating income (expenses) . . .
General and administrative expenses . . . .
Other income . . . . . . . . . . . . . . . . . . . . . . .
Other expenses . . . . . . . . . . . . . . . . . . . . .
Income (loss) before income taxes andminority interests . . . . . . . . . . . . . . . . . .
Income taxes:
Current . . . . . . . . . . . . . . . . . . . . . . . .
Deferred . . . . . . . . . . . . . . . . . . . . . . .
Minority interests in net income (loss) . . .

1,185,001
62,064
426,614
231,804
206,861
1,125,905
503,872
609,073

1,106,432
63,253472,628
165,059
185,724
1,091,348
735,297
693,989

1,062,645
78,843555,935
204,941
100,073
1,095,243
502,212429,265

1,090,264
66,958551,124
261,544
147,507
1,091,602
522,816
573,7141,063,639
64,355494,526
56,149(17,737)
1,124,527
579,737
630,079

881,240

943,059

980,142974,898

486,062

28,055
387,855
58,347

19,817235,227
60,63064,038185,035
81,16443,267
223,699
86,96532,212
118,546
24,079Net income (loss) . . . . . . . . . . . . . . . . . . . ¥ 406,982 ¥ 627,383 ¥ 649,903 ¥ 620,965 ¥ 311,224
Net income (loss) per share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . ¥36,153.27 ¥54,625.61
Diluted . . . . . . . . . . . . . . . . . . . . . . . . 18,754.94 37,719.13
Cash dividends per share declared during
the fiscal year(1):Common stock . . . . . . . . . . . . . . . . . . ¥
— ¥
3,000
$
— $
27.98
First series class I preferred stock . . . ¥ 22,500 ¥ 22,500$ 215.97 $ 209.85
Second series class II preferredstock . . . . . . . . . . . . . . . . . . . . . . . ¥8,200 ¥
8,200$
78.71 $
76.48
Third series class III preferredstock . . . . . . . . . . . . . . . . . . . . . . . ¥ 14,000 ¥ 14,000$ 134.38 $ 130.57
Fourth series class IV preferredstock . . . . . . . . . . . . . . . . . . . . . . . ¥ 47,600 ¥ 47,600$ 456.90 $ 443.95
Sixth series class VI preferredstock . . . . . . . . . . . . . . . . . . . . . . . ¥ 42,000 ¥ 42,000$ 403.15 $ 391.72
Seventh series class VII preferredstock . . . . . . . . . . . . . . . . . . . . . . . ¥ 11,000 ¥ 11,000$ 105.59 $ 102.59

8¥55,157.14 ¥51,474.49 ¥25,370.25
46,234.51 48,803.07 24,640.00¥$

3,500 ¥
29.79 $——

4,000 ¥
34.03 $
—
—

7,000
70.11
—
—

¥
$

8,200
69.80

—
—

—
—

¥
$

14,000119.17

—
—

—
—

¥
$

47,600 ¥405.18 $47,600404.90——¥$42,000 ¥357.51 $42,000357.26——¥$

11,000
93.63

—
—

—
—

2004

As of and for the fiscal years ended March 31,
2005
2006
2007
(in millions of yen, except per share data and percentages)

2008

Eighth series class VIII
preferred stock . . . . . . ¥8,000 ¥
8,000 ¥
8,000——$
76.79 $
74.61 $
68.10——
Ninth series class IX
preferred stock . . . . . . ¥17,500 ¥17,500 ¥———$167.98 $163.22 $———Tenth series class X
preferred stock . . . . . . ¥5,380 ¥
5,380 ¥
5,380——$
51.64 $
50.18 $
45.80——
Eleventh series class XI
preferred stock . . . . . . ¥165 ¥20,000 ¥20,000 ¥20,000 ¥20,000$1.58 $
186.53 $170.24 $170.13 $200.30
Twelfth series class XI
preferred stock . . . . . . ¥21 ¥2,500 ¥———$
0.20 $
23.32 $———
Thirteenth series classXIII preferredstock . . . . . . . . . . . . . ¥247 ¥30,000 ¥30,000 ¥30,000 ¥30,000$2.37 $
279.80 $255.36 $255.19 $300.45
Balance sheet data:
Total assets . . . . . . . . . . . . . . ¥137,750,091 ¥143,076,236 ¥149,612,794 ¥149,880,031 ¥154,412,105
Loans and bills
discounted(2) . . . . . . . . . . . .
66,205,868
62,917,336
65,408,672
65,964,301
65,608,705
Securities . . . . . . . . . . . . . . . .
32,071,624
36,047,035
37,702,957
36,049,983
33,958,537
Deposits . . . . . . . . . . . . . . . . .
77,487,475
80,368,058
82,367,125
83,608,304
86,264,041
Shareholders’ equity . . . . . . .
3,644,396
3,905,726
4,804,993——
Net assets(3) . . . . . . . . . . . . . .
———6,724,408
5,694,159
Risk-adjusted capital data(4):Tier 1 capital . . . . . . . . . . . . . ¥ 3,941,146 ¥ 4,172,047 ¥ 4,555,947 ¥ 4,933,561 ¥ 4,880,188
Total qualifying capital . . . . .
7,770,077
8,020,233
8,993,255
8,841,383
7,708,341
Total risk adjusted assets . . . .
68,424,191
67,324,998
77,534,548
70,795,493
65,872,866
Tier 1 capital ratio . . . . . . . . .
5.75%
6.19%
5.87%
6.96%
7.40%
Capital adequacy ratio . . . . . .
11.35%
11.91%
11.59%
12.48%
11.70%
Notes:(1) Yen amounts are expressed in U.S. dollars at the rate of ¥104.18 = $1.00, ¥107.22 = $1.00, ¥117.48 = $1.00,¥117.56 = $1.00 and ¥99.85 = $1.00 for the fiscal years ended March 31, 2004, 2005, 2006, 2007 and 2008,
respectively. These rates are the noon buying rates on the respective fiscal year-end dates in New York City
for cable transfers in yen as certified for customs purposes by the Federal Reserve Bank of New York.
(2) Bills discounted refers to a form of financing in Japan under which promissory notes obtained bycorporations through their regular business activities are purchased by banks prior to their payment dates at
a discount based on prevailing interest rates.
(3) On December 9, 2005, the Accounting Standards Board of Japan issued a new accounting standard forpresentation of net assets in the balance sheet, which is effective for fiscal years ending on or after May 1,
2006. Under the new accounting standard, the line item previously presented as “shareholders’ equity” is
now presented as “net assets,” and the line items “minority interests” and “net deferred gains or losses onhedges (after tax)” are now presented as components of net assets. Accordingly, the presentations of net
assets in the balance sheets as of March 31, 2007 and 2008 are not directly comparable to shareholders’equity for prior periods.
9(4) Risk-adjusted capital data for the fiscal years ended March 31, 2007 and 2008 are calculated under Basel IIbasis while those through the fiscal year ended March 31, 2006 are calculated under Basel I basis. For moredetails on capital adequacy requirements set by the Bank for International Settlements (“BIS”), and theguideline implemented by the Financial Services Agency in compliance thereto, see “Item 5. Operating and
Financial Review and Prospects—Capital Adequacy.”
There are certain differences between U.S. GAAP and Japanese GAAP. The differences between U.S.
GAAP and Japanese GAAP applicable to us primarily relate to the accounting for derivative financial
instruments and hedging activities, investments, loans, allowances for loan losses and off-balance-sheet
instruments, premises and equipment, real estate sales and leasebacks, land revaluation, business combinations,
Financial Stabilization Funds, pension liabilities, consolidation of variable interest entities and deferred taxes.
See “Item 5. Operating and Financial Review and Prospects—Reconciliation with Japanese GAAP.” In addition,
under Japanese GAAP, a restatement of prior year financial statements reflecting the effect of a change inaccounting principles is not permitted, unlike under U.S. GAAP, which generally requires a restatement upon a
voluntary change in accounting principles.
Exchange Rate Information
The following table sets forth, for each period indicated, the noon buying rate in New York City for cabletransfers in yen as certified for customs purposes by the Federal Reserve Bank of New York, expressed inJapanese yen per $1.00. The exchange rates are reference rates and are not necessarily the rates used to calculate
ratios or the rates used to convert yen to U.S. dollars in the financial statements contained in this annual report.
Low
Average(1)(yen per dollar)

Periodend

Fiscal years ended March 31,

High2004 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2005 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2009 (through September 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

120.55114.30120.93121.81124.09110.48104.18102.26104.41110.0796.88
100.87112.75107.28113.67116.55113.61106.86104.18107.22117.48117.5699.85
108.18103.99104.56105.52108.29108.19110.48108.8596.88
100.87103.01104.41104.64107.59108.18

—
—
—
—
—
—
—

—
—
—
—
—
—
—

Calendar year 2008

March . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
May . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
July . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
August . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
September (through September 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Note:(1) Calculated by averaging the exchange rates on the last business day of each month during the respective
periods.
The noon buying rate as of September 3, 2008 was ¥108.18 = $1.00.
3.B. Capitalization and Indebtedness
Not applicable.
3.C. Reasons for the Offer and Use of Proceeds
Not applicable.
103.D. Risk Factors
Investing in our securities involves a high degree of risk. You should carefully consider the risks described
below as well as the other information in this annual report, including our consolidated financial statements andrelated notes, “Item 5. Operating and Financial Review and Prospects,” “Item 11. Quantitative and Qualitative
Disclosures about Market Risk” and “Selected Statistical Data.”
Our business, financial condition and operating results could be materially adversely affected by any of thefactors discussed below. The trading price of our securities could decline due to any of these factors. This annual
report also contains forward-looking statements that involve risks and uncertainties. Our actual results could
differ materially from those anticipated in these forward-looking statements as a result of various factors,
including the risks faced by us described below and elsewhere in this annual report. See “Forward-Looking
Statements.”
Risks Relating to Our BusinessWe may incur significant credit-related costs in the future due to problem loans.
We are the primary bank lender for a large number of our corporate customers, and the amount of our loans
and other claims to each of our major customers is significant. In addition, while we have made efforts todiversify our credit exposure along industry lines, the proportion of credit exposure to customers in theconstruction and real estate, banks and other financial institutions, and wholesale and retail industries is relatively
high. We manage our loan portfolio by regularly monitoring the credit profile of each of our customers, theprogress made on restructuring plans and loan concentrations in particular industries or corporate groups, and we
also regularly assess the value of collateral and guarantees. However, depending on trends in the domestic andglobal economic environment, the business environment in particular industries and other factors, the amount ofour problem loans could increase significantly, including as a result of the deterioration in the credit profile ofcustomers for which we are the primary bank lender, other major customers or customers belonging to industries
to which we have significant credit exposure, and the value of collateral and guarantees could decline. There canbe no assurance that credit-related and other costs will not increase in the future.
Our equity investment portfolio exposes us to market risks that could adversely affect our financial
condition and results of operations.
We hold substantial investments in marketable equity securities, mainly common stock of Japanese listedcompanies. In recent years, we sold a portion of such investments, and we may make further sales in the future.
However, significant declines in Japanese stock prices in the future would lead to unrealized losses, losses on
impairment and losses from sales of equity securities which could have a material adverse effect on our financial
condition and results of operations. In addition, 45% of net unrealized gains on such investments, based onJapanese GAAP, is included within capital for purposes of the calculation of our capital adequacy ratios, and as aresult, a decline in the value of such investments would negatively affect such ratios.
Changes in interest rates could adversely affect our financial condition and results of operations.
We hold a significant amount of bonds, consisting mostly of Japanese government bonds, and other
instruments primarily for the purpose of investment. As a result of such holdings, an increase in interest rates,
primarily yen interest rates, could lead to unrealized losses of bonds or losses from sales of bonds. In addition,
mainly due to differences in maturities between financial assets and liabilities, changes in interest rates could
have an adverse affect on our average interest rate spread. We manage interest rate risk under our risk
management policies, which provide for adjustments in the composition of our bond portfolio and the utilizationof derivatives and other hedging methods to reduce our exposure to interest rate risk. However, in the event of asignificant increase in interest rates, including as a result of a change in Japanese monetary policy and market
trends, our financial condition and results of operations could be materially and adversely affected.
11

Our financial condition and results of operations could be adversely affected by foreign exchange rate
fluctuations.
A portion of our assets and liabilities is denominated in foreign currencies, mainly the U.S. dollar. The
difference between the amount of assets and liabilities denominated in foreign currencies leads to foreign
currency translation gains and losses in the event of fluctuations in foreign exchange rates. Although we hedge a
portion of our exposure to foreign exchange rate fluctuation risk, our financial condition and results of operations
could be materially and adversely affected if future foreign exchange rate fluctuations significantly exceed our
expectations.
We may incur further losses relating to decreases in the market liquidity of assets that we hold.
The market liquidity of the various marketable assets that we hold may decrease significantly due to turmoil
in financial markets and other factors, and the value of such assets could decline as a result. In the fiscal year
ended March 31, 2008, we incurred significant losses related to declines in the value of our investments insecuritization products and other assets as a result of significant decrease in the market liquidity amidst thedislocation in global financial markets stemming from U.S. subprime loan issues. See “Item 5. Operating and
Financial Review and Prospects—Overview—Business Trends.” If the market liquidity of our assets decreases
significantly in the future, including as a result of the dislocation in global financial markets mentioned above,
our financial condition and results of operations could be materially and adversely affected.
Our pension-related costs could increase as a result of revised assumptions or changes in our pension
plans.
Our pension-related costs and projected benefit obligations are calculated based on assumptions regarding
projected returns on pension plan assets and various actuarial assumptions relating to the plans. If actual results
differ from our assumptions or we revise our assumptions in the future, due to changes in the interest rateenvironment or otherwise, our pension-related costs and projected benefit obligations could increase. In addition,
any future changes to our pension plans could also lead to increases in our pension-related costs and projected
benefit obligations.
Failure to maintain capital adequacy ratios above minimum required levels, as a result of thematerialization of risks or regulatory changes, could result in restrictions on our business activities.
We endeavor to maintain sufficient levels of capital adequacy ratios, which are calculated pursuant tostandards set forth by Japan’s Financial Services Agency and based on Japanese GAAP, taking into account ourplans for investments in risk assets, the efficiency of our capital structure and other factors. However, our capital
adequacy ratios could decline in the future, including as a result of the materialization of any of the risks
enumerated in these “Risk Factors” and changes to the methods we use to calculate capital adequacy ratios.
In addition, if the framework set by the Basel Committee on Banking Supervision, upon which the Financial
Services Agency’s rules concerning banks’ capital adequacy ratios are based, is changed or if the Financial
Services Agency otherwise changes its banking regulations, our capital adequacy ratios could decline.
If the capital adequacy ratios of us and our banking subsidiaries fall below specified levels, the Financial
Services Agency could require us to take corrective actions, including, depending on the level of deficiency,
submission of an improvement plan that would strengthen our capital base, a reduction of our total assets or asuspension of a portion of our business operations.
Downgrades in our credit ratings could have negative effects on our funding costs and business operations.
Credit ratings are assigned to Mizuho Financial Group, our banking subsidiaries and a number of our othersubsidiaries by major domestic and international credit rating agencies. The credit ratings are based on
information furnished by us or obtained by the credit rating agencies from independent sources and are also
12

influenced by credit ratings of Japanese government bonds and general views regarding the Japanese financial
system as a whole. The credit ratings are subject to revision, suspension or withdrawal by the credit rating
agencies at any time. A downgrade in our credit ratings could result in, among other things, the following:•

increased funding costs and other difficulties in raising funds;•

the need to provide additional collateral in connection with financial market transactions; and•the termination or cancellation of existing agreements.

Our business will be adversely affected if we encounter difficulties in raising funds.
We rely principally on deposits and debentures as our funding sources. In addition, we also raise funds inthe financial markets. Our efforts to maintain stable funding, such as setting maximum limits on financial market
funding and monitoring our liquidity position to apply appropriate funding policies, may not be sufficient toprevent significant increases in our funding costs or cash flow problems if we encounter difficulties in attracting
deposits or otherwise raising funds. Such difficulties could result, among other things, from any of the following:•

adverse developments with respect to our financial condition and results of operations;•downgrading of our credit ratings or damage to our reputation; or•a reduction in the size and liquidity of the debt markets due for example to the decline in the domestic
and global economy, concerns regarding the financial system or turmoil in financial markets and otherfactors.

We will be exposed to new or increased risks as we expand the range of our products and services.
We offer a broad range of financial services, including banking, securities, trust and other services. As theneeds of our customers become more sophisticated and broader in scope, and as the Japanese financial industry
continues to be deregulated, we have been entering into various new areas of business, including throughbusiness alliances, which expose us to new risks. While we have developed and intend to maintain risk
management policies that we believe are appropriate to address such risks, if a risk materializes in a manner or toa degree outside of our expectations, our business, financial condition and results of operations could bematerially and adversely affected.
We are subject to various laws and regulations, and violations could result in penalties and otherregulatory actions.
Our business and employees in Japan are subject to various laws and regulations, including those applicableto financial institutions as well as general laws applicable to our business activities, and we are under the
regulatory oversight of the Financial Services Agency. Our businesses outside of Japan are also subject to thelaws and regulations of the jurisdictions in which they operate and are subject to oversight by the regulatory
authorities of those jurisdictions. Our compliance and legal risk management structures are designed to prevent
violations of such laws and regulations, but they may not be effective in preventing all future violations. For
example, in October 2007, Mizuho Securities received a business improvement order from the Financial Services
Agency relating to the receipt of non-public information from its parent bank and the use of such information forcustomer solicitation. In addition, there have recently been some cases in which other Japanese financial
institutions have been the subject of regulatory actions in areas such as financial products sales and anti-money
laundering practices. Future violations of laws and regulations could result in regulatory action and harm our
reputation, and our business, financial condition and results of operations could be materially and adversely
affected.
Employee errors and misconduct could subject us to losses and reputational harm.
Because we process a large number of transactions in a broad range of businesses, we are subject to the riskof various operational errors and misconduct, including those caused by employees. Our measures to reduce13employee errors, including establishment of operational procedures, regular reviews regarding compliance withthese procedures, employee training and automation of our operations, may not be effective in preventing all
employee errors and misconduct. For example, Mizuho Securities Co., Ltd. incurred a loss of ¥40.7 billion andreceived a business improvement order from the Financial Services Agency as a result of an erroneous stock
brokerage order by an employee in December 2005. Significant operational errors and misconduct in the future
could result in losses, regulatory action or harm to our reputation.
Problems relating to our information technology systems could significantly disrupt our business
operations.
We depend significantly on information technology systems with respect to almost all aspects of ourbusiness operations. Our information technology systems network, including those relating to bank accounting
and cash settlement systems, interconnects our branches and other offices, our customers and various clearing
and settlement systems located worldwide. Our efforts to sustain stable daily operations and development ofcontingency plans for unexpected events, including the implementation of backup and redundancy measures,
may not be effective in preventing significant disruptions to our information technology systems caused by,among other things, human error, accidents, hacking, computer viruses and development and renewal ofcomputer systems. In the event of any such disruption, our business, financial condition and results of operations
could be materially and adversely affected due to disruptions in our business operations, liability to customers
and others, regulatory actions or harm to our reputation.
Our reputation could be harmed and we may be subject to liabilities and regulatory actions if we areunable to protect personal and other confidential information.
We handle various confidential or non-public information, including those of our individual and corporate
customers, in the ordinary course of our business. The information management policies we maintain and enforce
to prevent information leaks and improper access to such information, including those designed to meet the strict
requirements of the Personal Information Protection Act of Japan which became fully effective in April 2005,
may not be effective in preventing all such problems. Leakage of important information in the future could resultin liabilities and regulatory actions and may also lead to significant harm to our reputation.
Our business would be harmed if we are unable to attract and retain skilled employees.
Many of our employees possess skills and expertise that are important to maintain our competitiveness andto operate our business efficiently. We may not be successful in attracting and retaining sufficient skilledemployees through our hiring efforts and training programs aimed to maintain and enhance the skills andexpertise of our employees, in which event our competitiveness and efficiency could be significantly impaired.
Our failure to establish, maintain and apply adequate internal controls over financial reporting could
negatively impact investor confidence in the reliability of our financial statements.
As a New York Stock Exchange-listed company and an SEC registrant, we have developed disclosure
controls and procedures and internal control over financial reporting pursuant to the requirements of the
Sarbanes-Oxley Act of 2002 and rules and regulations of the SEC promulgated pursuant thereto. Our
management reports on, and our independent registered public accounting firm attests to, the effectiveness of ourinternal controls over financial reporting, as required, beginning with our annual report on Form 20-F for the
fiscal year ended March 31, 2008. In addition, our management is required to report on our internal control overfinancial reporting, and our independent registered public accounting firm is required to provide its opinion
concerning the report of our management, in accordance with the Financial Instruments and Exchange Law ofJapan beginning with the annual securities report for the fiscal year ending March 31, 2009. To the extent any
issues are identified through the foregoing processes, there can be no assurance that we will be able to address
them in a timely manner or at all. Furthermore, even if our management concludes that our internal control over14

financial reporting are effective, our independent registered public accounting firm may still be unable to issue areport that concludes that our internal control over financial reporting are effective. In either case, we may lose
investor confidence in the reliability of our financial statements, which in turn could negatively impact the priceof our securities.
Our risk management policies and procedures may not adequately address unidentified or unanticipatedrisks.
We devote significant resources to strengthening our risk management policies and procedures. Despite this,and particularly in light of the rapid evolution of our operations, our policies and procedures designed to identify,
monitor and manage risks may not be fully effective. Some of our methods of managing risks are based upon ouruse of observed historical market behavior. As a result, these methods may not accurately predict future risk
exposures, which could be significantly greater than the historical measures indicate. If our risk management
policies and procedures do not function effectively, our financial condition and results of operations could bematerially and adversely affected.
Transactions with counterparties in Iran and other countries designated by the U.S. Department of Stateas state sponsors of terrorism may lead some potential customers and investors to avoid doing businesswith us or investing in our securities.
U.S. law generally prohibits U.S. persons from doing business with countries designated by the U.S.
Department of State as state sponsors of terrorism (the “Designated Countries”), which includes Iran, Cuba,
North Korea, Sudan and Syria, and we maintain policies and procedures to comply with U.S. law. Our non-U.S.
offices engage in transactions relating to the Designated Countries on a limited basis and in compliance withapplicable laws and regulations, including trade financing with respect to our customers’ export or importtransactions, maintenance of correspondent banking accounts and interbank money market transactions. In
addition, we maintain a representative office in Iran and provide project financing to entities in Iran. We also
provide extensions of credit to, and maintain correspondent banking accounts for and with, a number of Iranianbanks that the U.S. Office of Foreign Assets Control identifies as “specially designated nationals.” We do notbelieve our operations relating to the Designated Countries are material to our business, financial condition or
results of operations. We maintain policies and procedures to ensure compliance with applicable Japanese andU.S. laws and regulations.
We are aware of initiatives by U.S. governmental entities and U.S. institutional investors, such as pension
funds, to adopt laws, regulations or policies prohibiting transactions with or investment in, or requiring
divestment from, entities doing business with Iran and other Designated Countries. It is possible that suchinitiatives may result in our being unable to retain or acquire entities that are subject to such prohibitions as
customers or investors in our securities. In addition, depending on socio-political developments, our reputation
may suffer due to our association with the Designated Countries. The above circumstances could have asignificant adverse effect on our business or the price of our securities.
We may be adversely affected if economic or market conditions in Japan or elsewhere deteriorate.
We conduct business operations in Japan as well as overseas, including in the United States, Europe andAsia. If general economic conditions in Japan or other regions were to deteriorate or if the financial markets
become subject to turmoil, we could experience weakness in our business, as well as deterioration in the qualityof our assets. For example, in the fiscal year ended March 31, 2008, we incurred significant losses related to
declines in the value of our investments in securitization products and other assets as a result of the impact of thedislocation in global financial markets stemming from U.S. subprime loan issues. Future deterioration in general
economic conditions or financial market turmoil, including as a result of the dislocation in global financial
markets mentioned above, could adversely affect our financial condition and results of operations.

15

Amendments and other changes to the laws and regulations that are applicable to us could have an
adverse effect on us.
We are subject to various laws and regulations in and outside of Japan, including those applicable tofinancial institutions as well as general laws applicable to our business activities. If the laws and regulations thatare applicable to us are amended or otherwise changed, for example in a way that restricts us from engaging inbusiness activities that we currently conduct, our business, financial condition and results of operations could bematerially and adversely affected.
The market for financial services in Japan is increasingly competitive.
Ongoing deregulation in Japan has significantly lowered the barriers to entry with respect to the provision ofbanking, securities, trust and other financial services. While such deregulation has the effect of increasing ourown business opportunities, it also allows other major financial groups, foreign financial institutions, non-bankfinance companies, government-affiliated entities such as Japan Post Bank and other financial services providers
to enter into new business areas or expand existing businesses. As a result, competition in the financial services
industry has been intensifying in recent years and could intensify further in the future. If we are unable torespond effectively to current or future competition, our business, financial condition and results of operations
could be adversely affected.
Our business could be significantly disrupted due to natural disasters, accidents or other causes.
Our headquarters, branch offices, information technology centers, computer network connections and otherfacilities are subject to the risk of damage from natural disasters such as earthquakes and typhoons as well asfrom acts of terrorism and other criminal acts. Japan has historically been prone to major earthquakes. Our
business, financial condition and results of operations could be adversely affected if our recovery efforts,
including our implementation of contingency plans that we have developed such as establishing back-up offices,
are not effective in preventing significant disruptions to our business operations caused by natural disasters andcriminal acts.
Negative rumors about us could have an adverse effect on us.
Our business depends on maintaining the trust of depositors and other customers and market participants.
Negative rumors about us, spread through media coverage, communications between market participants,
Internet postings or otherwise, could lead to our customers and market participants believing factually incorrect
information about us and harm our reputation. In the event we are unable to dispel such rumors or otherwise
restore our reputation, our business, financial condition and results of operations could be materially andadversely affected.

16

Risks Related to Owning Our Shares
Rights of shareholders under Japanese law may be more limited than under the law of other jurisdictions.
Our articles of incorporation, our regulations of board of directors and Japan’s Company Law govern our
corporate affairs. Legal principles relating to such matters as the validity of corporate procedures, directors’ andofficers’ fiduciary duties and shareholders’ rights may be different from or less clearly defined than those thatwould apply if we were incorporated in another jurisdiction. For example, under the Company Law, only holders
of 3% or more of the total voting rights or total outstanding shares are entitled to examine our accounting books
and records. Shareholders’ rights under Japanese law may not be as extensive as shareholders’ rights under thelaw of jurisdictions within the United States or other countries. For more information on the rights ofshareholders under Japanese law, see “Item 10.B. Additional Information—Memorandum and Articles of
Association.”
It may not be possible for investors to effect service of process within the United States upon us or our
directors, senior management or corporate auditors, or to enforce against us or those persons judgments
obtained in U.S. courts predicated upon the civil liability provisions of the federal securities laws of theUnited States.
We are a joint stock corporation incorporated under the laws of Japan. Almost all of our directors, senior
management and corporate auditors reside outside the United States. Many of the assets of us and these persons
are located in Japan and elsewhere outside the United States. It may not be possible, therefore, for U.S. investors
to effect service of process within the United States upon us or these persons or to enforce, against us or these
persons, judgments obtained in the U.S. courts predicated upon the civil liability provisions of the federal
securities laws of the United States. We believe that there is doubt as to the enforceability in Japan, in originalactions or in actions to enforce judgments of U.S. courts, of claims predicated solely upon the federal securities
laws of the United States.
Risks Related to Owning Our ADSs
As a holder of ADSs, you have fewer rights than a shareholder and you must act through the depositary to
exercise these rights.
The rights of our shareholders under Japanese law to take actions such as voting their shares, receiving
dividends and distributions, bringing derivative actions, examining our accounting books and records andexercising appraisal rights are available only to shareholders of record. Because the depositary, through its
custodian, is the record holder of the shares underlying the ADSs, a holder of ADSs may not be entitled to thesame rights as a shareholder. In your capacity as an ADS holder, you are not able to bring a derivative action,
examine our accounting books and records or exercise appraisal rights, except through the depositary.
Foreign exchange rate fluctuations may affect the U.S. dollar value of our ADSs and dividends payable toholders of our ADSs.
Market prices for our ADSs may fall if the value of the yen declines against the U.S. dollar. In addition, theU.S. dollar amount of cash dividends and other cash payments made to holders of our ADSs would be reduced if
the value of the yen declines against the U.S. dollar.

17

ITEM 4.

INFORMATION ON THE COMPANY

4.A. History and Development of the Company
The Mizuho Group
The Mizuho group was created on September 29, 2000 through the establishment of Mizuho Holdings, Inc.
as a holding company of our three predecessor banks, The Dai-Ichi Kangyo Bank, The Fuji Bank and The
Industrial Bank of Japan. On October 1, 2000, the respective securities subsidiaries of the predecessor banks
merged to form Mizuho Securities, and the respective trust bank subsidiaries merged on the same date to form
Mizuho Trust & Banking.
A further major step in the Mizuho group’s development occurred in April 2002 when the operations of ourthree predecessor banks were realigned through a corporate split and merger process under Japanese law into awholesale banking subsidiary, Mizuho Corporate Bank, and a banking subsidiary serving primarily retail andsmall and medium-sized enterprise customers, Mizuho Bank. As an additional step for realigning the groupstructure, Mizuho Financial Group was established on January 8, 2003 as a corporation organized under the lawsof Japan, and on March 12, 2003, it became the holding company for the Mizuho group through a stock-for-stock
exchange with Mizuho Holdings, which became an intermediate holding company focused on management of theMizuho group’s banking and securities businesses. The legal and commercial name of the company is Mizuho
Financial Group, Inc.
In May 2003, we initiated a project to promote early corporate revitalization of customers in need ofrevitalization or restructuring and to separate the oversight of restructuring borrowers from the normal credit
origination function. In July 2003, our three principal banking subsidiaries, Mizuho Corporate Bank, Mizuho
Bank and Mizuho Trust & Banking each transferred loans, equity securities and other claims outstanding relating
to approximately 950 companies to new subsidiaries that they formed. In October 2005, based on the significant
reduction in the balance of impaired loans held by these new subsidiaries, which we call the “revitalization
subsidiaries,” we deemed the corporate revitalization project to be complete, and each of the revitalization
subsidiaries was merged into its respective banking subsidiary parent.
In the fiscal year ended March 31, 2006, we realigned our entire business operations into a Global Corporate
Group, Global Retail Group and Global Asset and Wealth Management Group. In October 2005, in connection
with this realignment, we established Mizuho Private Wealth Management Co., Ltd., a private banking
subsidiary, and converted Mizuho Holdings on October 1, 2005 from an intermediate holding company into
Mizuho Financial Strategy Co., Ltd., an advisory company that provides advisory services to financial
institutions.
In April 2008, Mizuho Securities and Shinko Securities Co., Ltd. signed a new Basic Agreement for Merger.
The effective date of the merger is targeted at May 2009, subject to approval from the general shareholders
meetings and the relevant authorities. We determined it necessary to restructure our securities business to enable
us to offer competitive cutting-edge financial services on a global basis and believe that the merger will integrate
the strengths of the two companies.
Principal Capital Expenditures and Divestitures
In May 2005, Mizuho Financial Group established a trust, with our subsidiary, Trust & Custody Services
Bank, Ltd., as trustee, to sell gradually 250 million shares of common stock it held in Mizuho Trust & Banking,equaling 4.98% of the then-outstanding shares of common stock of Mizuho Trust & Banking, at prevailing pricesof such shares on the Tokyo Stock Exchange. The trust was terminated in September 2005 after completing thesale of all such shares.
In October 2005, UC Card Co., Ltd., our credit card subsidiary, conducted a corporate split to separate its
credit card issuance business from its merchant acquisition and processing businesses. Following the corporate
split, we sold the credit card issuance business to Credit Saison Co., Ltd. for ¥27.5 billion in connection with our
18alliance with Credit Saison relating to the credit card business. In January and December 2007, Mizuho Bank
purchased 4,683,700 shares and 7,500,000 shares, respectively, of common stock of Credit Saison, resulting in
Mizuho Bank and Mizuho Corporate Bank together owning 9.51% of the total outstanding shares of common
stock of Credit Saison as of March 31, 2008 in furtherance of our aim to promote our alliance with Credit Saison.
Other Information
Our registered address is 5-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo 100-8333, Japan, and our telephone
number is 81-3-5224-1111.
4.B. Business Overview
GeneralWe offer a variety of financial services, including banking, securities, trust and asset management services.
We align our businesses into the following three Global Groups based on our customers’ needs: the Global
Corporate Group; the Global Retail Group; and the Global Asset & Wealth Management Group. The following
summarizes the business activities of each of our three Global Groups:•

The Global Corporate Group provides sophisticated banking and securities products and services thatmeet the various needs of large corporations and other customers in and outside of Japan, utilizing ourcomprehensive financial expertise.

•

The Global Retail Group provides a wide range of financial products and services, including those
provided through collaborations with our group companies, that meet the diverse needs of individuals,
SMEs and middle-market corporations in Japan.

•

The Global Asset & Wealth Management Group provides trust, asset management and private banking
products and services that meet the diversified and sophisticated needs of our customers.

During the three fiscal years beginning from April 2005, we implemented our business strategy called the“Channel to Discovery” Plan under which, in addition to efforts to strengthen our profitability, we havedeveloped a solid internal control system. We also reinforced our corporate branding strategy by actively
conveying our brand slogan, “Channel to Discovery,” aiming to be “a financial partner that helps customers
shape their future and achieve their dreams.” Meanwhile, from the viewpoint of corporate social responsibility,
or CSR, we promoted support of financial education and environmental conservation. Regarding our support offinancial education, we sponsored academic courses in universities and engaged in joint research program
regarding financial education in schools. Regarding environmental conservation, we engaged in loans toenvironmental businesses such as wind power generation and re-adopted a revised version of the Equator
Principles relating to project financing. In addition, we promoted conversion of branches of Mizuho Bank tobarrier-free layouts in an effort to become more easily accessible for everyone.
We further strive to enhance our profitability through the continued pursuit by our three Global Groups ofbusiness strategies that leverage their respective strengths and through the strengthening of collaboration between
the three Global Groups to provide high-quality financial products and services to our customers.
In addition, we make further efforts to win the trust of our customers in and outside of Japan through oursolid system of internal controls, including a strong compliance structure and sophisticated risk management
structure, and the promotion of our branding strategy and CSR activities.

19

Group Operations
The Global Corporate Group
Mizuho Corporate Bank
Mizuho Corporate Bank provides various sophisticated financial products and services to large Japanese
corporations such as corporations listed on Japanese stock exchanges and their affiliates, financial institutions,public sector entities and foreign corporations, including foreign subsidiaries of Japanese corporations. We meetthe needs of our customers by utilizing our strengths such as our broad customer base, comprehensive financial
expertise and office network which covers major cities in and outside Japan. As of March 31, 2008, customers ofMizuho Corporate Bank and our other group companies included approximately 70% of all companies listed on
the Tokyo, Osaka and Nagoya stock exchanges.
Mizuho Corporate Bank engages in customer relationship management through its Global RM Group, while
individual financial products and services are developed and provided by the Global Investment Banking Group,
the Global Transaction Banking Unit and the Global Markets Unit and the Global Alternative Investment Unit.
We offer innovative financial products and services to our customers by integrating these two functions. In
addition, the Global Portfolio Management Unit actively manages credit risk.
Global RM GroupThe Global RM group is divided into the following three business units based on customer segment:•

the Corporate Banking Unit;•

the Financial Institutions & Public Sector Business Unit; and•the International Banking Unit.

The units serve as our contact points with our customers such as large corporations, financial institutions
and public sector entities in and outside Japan.
Corporate Banking Unit
The Corporate Banking Unit engages in relationship management for large Japanese corporations and theiraffiliates.
In this area, we offer financial products and services on a global basis by utilizing the expertise of our groupcompanies to meet the increasingly diverse and sophisticated needs of our customers. For example, we makeproposals related to mergers and acquisitions and business restructuring of our customers in cooperation withsections specializing in those businesses. We also offer suitable financing and optimal solutions for ourcustomers by enhancing cooperation with our group companies including Mizuho Bank, Mizuho Securities andMizuho Trust & Banking.
Financial Institutions & Public Sector Business Unit
The Financial Institutions & Public Sector Business Unit engages in relationship management for Japanesefinancial institutions and public sector entities. The unit also engages in businesses related to bonds issued bycorporations, financial institutions and public sector entities.
For financial institution customers, we offer various products and services that enhance their investment
capabilities, facilitate the restructuring of their loan portfolio and address the managerial and strategic issues thatthey face by utilizing our expertise.
20

We provide Japanese public sector entities with various financing alternatives such as syndicated loans andsecuritization transactions as well as advisory services related to managerial issues arising from, among others,
regional administrative and fiscal reform and reforms related to public sector entities.
Regarding our bond-related businesses, we support our customers’ financing needs by underwriting bonds
issued by public sector entities and working as the commissioned bank or fiscal agent for bonds issued bycorporations, financial institutions and public sector entities.
International Banking Unit
The International Banking Unit engages in relationship management for foreign corporations, including
foreign subsidiaries of Japanese corporations.
We support our Japanese customers to expand their foreign operations, utilizing our financial expertise as
well as alliances with foreign financial institutions. In particular, we are promoting the support of our Japanese
corporate customers in connection with their entry into the Chinese market by offering advisory and otherservices. We also actively provide financial services to foreign corporations that are not affiliated with Japanese
corporations through our global network.
In addition, we endeavor to meet the diverse needs of our overseas customers with respect to, among others,
management buy-outs, project finance and trade finance.
We are currently strengthening our international network by establishing new branches and offices or
through the utilization of alliances with or investments in foreign financial institutions mainly to help enhance
our medium-term profitability and strengthen our capability to support Japanese customers. For example, we
opened a branch in Milan, Italy in April 2007, a representative office of our New York Branch in Mexico in May
2007, a branch in Dubai in June 2007 and a branch in Taichung, Taiwan in April 2008. We established Mizuho
Corporate Bank (China), Ltd. in June 2007, and we transferred the businesses of our branches in Shanghai,
Shenzhen, Dalian, Beijing and Wuxi to the new company. In addition, through Mizuho Corporate Bank (China),
we opened a branch in Tianjin, China in July 2007, a representative office in the Dalian Economic &Technological Development Area, China in October 2007 and a branch in Qingdao, China in April 2008. In
November 2007, we completed the transfer of business operations from Mizuho Corporate Bank (Canada) to our
newly established Canada Branch and its Vancouver Office. In January 2008, we acquired all of the 10 million
outstanding shares of common stock of The Michinoku Bank (Moscow) Ltd., a Russian subsidiary of The
Michinoku Bank, Ltd., making it our subsidiary. In addition, we actively developed business alliances with otherfinancial institutions during the fiscal year ended March 31, 2008 and entered into a memorandum of
understanding for business collaboration with China CITIC Bank (in which we had made an investment as acornerstone investor in April 2007) in October 2007 and a business alliance agreement with the State Bank ofIndia in January 2008.
In December 2006, Mizuho Financial Group and Mizuho Corporate Bank obtained Financial Holding
Company status from the U.S. regulatory authorities, which enabled our securities company subsidiary in the
United States to engage in comprehensive investment banking businesses, such as the underwriting and dealingof corporate bonds, equities and other types of securities. We are promoting our full line of financial services
through a collaboration between our banking and securities operations of U.S. subsidiaries.
Global Investment Banking GroupThe Global Investment Banking Group consists of two units, the Global Syndicated Finance Unit and the
Global Financial Products Unit. We provide our customers with sophisticated financial solutions by integrating
the functions of the two units.
21

Global Syndicated Finance Unit
The Global Syndicated Finance Unit engages in the loan syndication business.
We offer syndicated loan services to meet the various financing needs of our customers, and we take aleading role in the growth of the Japanese syndicated loan market. During the fiscal year ended March 31, 2008,
despite the intensified competition among banks, our group arranged, based on amount of principal,
approximately 31% of all syndicated loans arranged in Japan. Mizuho Corporate Bank is arranging new types ofsyndicated loans such as those related to mergers and acquisitions and corporate reorganizations.
Geographically, we maintain staff at branches and offices in New York, London and Asia to promote our
syndicated loan business on a global basis. For example, we arrange syndicated loans in Japan for foreign
corporations and sell syndicated loans arranged in overseas markets to Japanese investors.
We also conduct activities to help grow the Japanese secondary loan market, including by exchanging ourloan portfolio with those of other financial institutions, broadening the investor base and enhancing our
relationships with regional financial institutions. In the fiscal year ended March 31, 2008, Mizuho Corporate
Bank engaged in loan trading of nearly ¥1 trillion.
Global Financial Products Unit
The Global Financial Products Unit engages in structured finance, leveraged finance, real estate finance andproject finance businesses.
We are strengthening our origination functions and expanding our range of products and services throughcooperation with the Global Syndicated Finance Unit and our group companies, including Mizuho Securities,
Mizuho Corporate Advisory Co., Ltd. and Mizuho Capital Partners Co., Ltd.
Global Transaction Banking Unit
The Global Transaction Banking Unit engages in businesses related to cash management, custody, foreignexchange, trade finance and pension-related services. With respect to Internet-related services, we provide online
solutions such as domestic and global cash management services to our customers.
We also promote yen settlement and clearing services, continuous linked settlement services, custody
services and outsourced securities settlement services.
We offer foreign exchange and trade finance products and services in cooperation with our overseas
branches and offices.
We provide customers of our pension-related services with pension plan proposals relating mainly todefined contribution plans by cooperating with Mizuho Trust & Banking and other group companies. Mizuho
Corporate Bank also sells trust products as an agent of Mizuho Trust & Banking.
Global Markets Unit
The Global Markets Unit engages in the business of investments in, and sales and trading of, financial
products related to, among others, interest rates, foreign exchange, credit, equity and commodities.
We continue to enhance the sophistication of our portfolio management methods and diversify ourinvestments by investing in alternative funds and credit-related products such as corporate bonds and credit
derivatives to diversify risks and expand our sources of market-related income.
22

Global Alternative Investment Unit
The Global Alternative Investment Unit engages in the alternative asset management business for
institutional investors including pension funds.
We established an investment management company named Mizuho Alternative Investments, LLC in the
United States in April 2007 and completed its registration as an investment advisor with the U.S. Securities andExchange Commission in February 2008 as part of our enhancement of the sophistication of our asset
management business. Going forward, we will promote our asset management business, including by
establishing an investment management company based in Tokyo, to offer attractive investment products that
respond to the changing needs of our customers while enhancing our risk management structure in light of recent
market conditions.
Global Portfolio Management Unit
The Global Portfolio Management Unit manages our various portfolios, mainly our loan and equity
portfolio. We actively manage credit risk, equity price risk and other risks through diversification andenhancement of our operations, including use of derivatives that can contribute to the reduction of credit risk
concentration and enhancement of portfolio value to maintain and strengthen the soundness and profitability ofour portfolio.
Mizuho Securities
Mizuho Securities provides securities services mainly to Japanese and foreign institutional investors,
corporations, financial institutions and public sector entities. Our goal is to become a market leader in theJapanese investment banking industry by providing products and services that best satisfy the diverse needs ofour customers. Mizuho Securities pursues group synergies by cooperating with other group companies such as
Mizuho Corporate Bank.
We maintain securities subsidiaries in major international financial centers such as London, New York,
Hong Kong and Zurich to satisfy the needs of our customers through our global network. In the United States, weare strengthening our investment banking business by leveraging our FHC status. We engaged in, among others,
U.S. corporate bonds and equity underwriting in the fiscal year ended March 31, 2008.
We incurred significant losses related to our securitization business in the fiscal year ended March 31, 2008
due to the dislocation in global financial markets stemming from U.S. subprime loan issues. In an effort toachieve an early return to profitability, we are restructuring our business operations by implementing “BusinessRestructuring Program,” which consists of strengthening our risk management structure and international officemanagement structure, streamlining organizations through reducing the number of departments by more thanhalf, reducing headcount by approximately 300, reducing costs by 20% compared with that of fiscal year ended
March 31, 2008 and reducing executive compensation.
In December 2007 and January 2008, Mizuho Securities issued new shares through a third-party allocation
to Mizuho Corporate Bank totaling ¥400 billion for the purpose of strengthening the capital base and businessplatform.
Mizuho Securities and Shinko Securities postponed their scheduled merger to May 2009 in light of thecontinuing financial market dislocation and the scheduled implementation in Japan of an electronic sharecertificate system in January 2009. The merger is subject to regulatory approval and other procedures. The
merged entity will aim to offer competitive cutting-edge financial services on a global basis through the
combining of Mizuho Securities’ global investment banking business platform and Shinko Securities’ client baseand business network as a full-service securities company covering all of Japan.
23Equity Underwriting and Trading BusinessWe are endeavoring to strengthen our equity underwriting business by making proposals related to, among
other things, new issuance of stock or convertible bonds. We are also strengthening our capability to meet theinvestment needs of global institutional investors through our equity trading business.
Bond Underwriting and Trading BusinessWe provide bond underwriting services to issuers, including Japanese corporations and public sector
entities, as a leading underwriter in the Japanese market. We also endeavor to maintain our leading position in
the secondary bond market by expanding our customer base and enhancing our ability to manage bond trading
positions.
Investment Banking BusinessIn this business, we actively provide proposals regarding mergers and acquisitions or structured financetransactions by responding to the financial needs of our customers.
Global Retail Group
Mizuho Bank
Mizuho Bank provides financial services mainly to individual customers, SMEs, middle-market
corporations and local governmental entities in Japan. As of March 31, 2008, Mizuho Bank had approximately
25 million individual deposit accounts and made loans to approximately 100,000 SMEs and middle-market
corporations. In addition to our broad customer base, we maintain one of the largest branch and ATM networks
in Japan and a broad range of Internet banking services.
Mizuho Bank has the following four principal business groups:•

the Personal Banking Group;•

the Corporate Banking Group;•

the Business Coordination & Development Group; and•the Trading and ALM Group.

Personal Banking Group
The Personal Banking Group offers a broad range of financial products and services to individual
customers, including various types of loans and deposits as well as consulting and credit card services in Japan.
We are enhancing our relationship marketing efforts by offering products and services that meet the diverse
needs of our customers, establishing convenient access points for customers and providing specialized consulting
services by utilizing the comprehensive expertise of our group companies.
We provide specialized consulting services mainly to targeted customers who have financial assets of morethan ¥10 million with us, of which there were approximately 950,000 as of March 31, 2008. In order to serve
them, we have increased the number of financial consultants to approximately 2,800, as of March 31, 2008, thatmake proposals regarding investments such as investment trusts, foreign currency deposits, individual annuities
and Japanese government bonds sold to individuals. By implementing these measures, the aggregate balance of
these products has increased, although some of the products such as investment trusts were negatively affectedby the dislocation in global financial markets and others. The balance of investment trusts (excluding MMF) was¥1.28 trillion, individual annuities was ¥1.43 trillion, foreign currency deposit was ¥0.5 trillion and Japanese
government bonds sold to individuals was ¥1.45 trillion, each on a managerial accounting basis as of March 31,
2008. Our goal is to increase the number of our financial consultants to 4,000 over time and further improve the24quality of our services by increasing the number of skilled financial consultants. We have expanded “Premium
Salons,” a designated space for private consultations with customers, at 312 branches, as of March 31, 2008. We
have also developed a database of our individual customers, which we call “Relationship Marketing Database,”
to assist our consulting staff in marketing financial products that are most suitable for the specific customer. In
addition, we also meet our customers’ one-stop shopping needs for banking, trust and securities services. For
example, we offer the services of Mizuho Investors Securities Co., Ltd. through securities consulting booths,
which we call “Planet Booths,” in the lobbies of 134 branches and offices of Mizuho Bank as of March 31, 2008.
We also sell trust products at all Mizuho Bank branches as agents of Mizuho Trust & Banking. Through thesemeasures, we are strengthening our consulting capabilities and endeavoring to grow assets under management.
In our housing loan business, we have reconfigured our credit screening process to reduce our response time
to our potential customers. We also offer various products, such as “Flat 35,” a housing loan product with a fixedinterest rate for a maximum of 35 years offered in cooperation with and securitized by the Japan Housing
Finance Agency. In addition, we have expanded the number of our housing loan centers, which promote our
housing loans through ties with real estate developers and brokers, to 100 as of March 31, 2008.
With respect to unsecured loan products, we cooperate with Orient Corporation to develop unsecured loan
products such as “Captive Loans,” installment loans for shopping guaranteed by Orient Corporation, and cardloans. We also began providing a new card loan product that our customers can apply for through our ATM
network.
We offer Mizuho Mileage Club, a membership service through which members can receive benefits
depending on the level of business relationship with Mizuho Bank and accumulate points when they use credit
cards. As of March 31, 2008, we had approximately 5.46 million members. We issue to Mizuho Mileage Club
members ATM cards with credit card functions called the Mizuho Mileage Club Card, which we issue under theUC (MasterCard) brand and Saison (VISA, JCB or AMEX) brand. In October 2005, we also consolidated thecredit card issuance business of UC Card into Credit Saison in order to strengthen our credit card business. In
furtherance of our aim to promote our alliance with Credit Saison, in January and December 2007, Mizuho Bank
purchased shares of common stock of Credit Saison, resulting in Mizuho Bank and Mizuho Corporate Bank
together owning 9.5% of the total outstanding shares of Credit Saison’s common stock as of March 31, 2008.
Further, we established a credit card processing company in October 2007 called “Qubitous” as a joint venturewith Credit Saison, and centralized the credit card processing operations for the UC and Saison brands. In
addition, we offer the Mizuho Suica Card, an ATM card with credit card, train ticket and electronic money
functions, in alliance with East Japan Railway Company, and we launched in October 2007 the Mizuho Mileage
Club Card/ANA in alliance with All Nippon Airways.
With our staffed branches throughout Japan, we have been and will continue to expand our convenient andefficient points of contact for individual customers by promoting “Mizuho Personal Square,” a branch designed
to focus on serving individual customers (135 locations as of March 31, 2008). We also plan to increase retailonly branches, including through the conversion of sub-branches into branches, to approximately 250. Including
those measures, we plan to increase the number of staffed branches from 423 as of March 31, 2008 to
approximately 500. In addition, we will expand our ATM network and enhance our Internet banking, telephonebanking and mobile-phone banking systems, introduce a credit card settlement service that utilizes mobile
phones, introduce a finger vein pattern authentication system to improve the security of ATM transactions andstrengthen marketing through call centers.
Corporate Banking GroupThe Corporate Banking Group provides products and services mainly to SMEs and middle-market
corporations as well as to local governmental entities and other public sector entities.
We provide our SME and middle-market corporate customers with suitable financing arrangements together
with sophisticated advisory and other services that are appropriate in light of the customers’ business strategies.
25

Our marketing efforts for loan products include the allocation of dedicated staff at branches to engage infinding new customers, applying different marketing strategies for different customer segments based on the sizeof the customers’ annual sales, developing new strategic loan products and utilizing “Mizuho Business Financial
Centers” which primarily engage in loans to smaller enterprises based on interest rates commensurate with eachborrower’s risk profile.
We offer our SME and middle-market corporate customers syndicated loans, advisory services related tooverseas expansions, mergers and acquisitions-related services, business matching services, securities products
acting as sales agent for securities companies, services related to defined contribution pension plans and support
for start-up companies in cooperation with Mizuho Capital. We call our provision of these services our “solutions
business.”
We provide comprehensive financial services to meet the various needs of local governmental entities andother public sector entities, including services related to bank and capital markets financing to diversify theirfunding sources and various investment products and advisory services related to organizational restructuring andstreamlining. We will continue to promote business with local governmental entities through our network ofbranches and offices, which is one of the largest in Japan.
Business Coordination & Development Group
The Business Coordination & Development Group engages in businesses that require collaboration between
our corporate and individual banking operations, such as transactions with high net worth individuals such as
business owners and with employees of our corporate customers, and businesses that require collaboration withsecurities companies, trust banks and others within the Mizuho group.
Securities Division
The Securities Division offers services related to capital markets financing such as the issuance of corporate
bonds to meet the financial needs of our customers. In cooperation with group securities companies, including
Mizuho Investors Securities, we endeavor to satisfy the investment and financing needs of SMEs and middlemarket corporations and the investment needs of individuals.
Consulting Division
The Consulting Division provides comprehensive consultation for customers who have needs relating toboth corporate and individual aspects as well as comprehensive financial services through collaboration with
Mizuho Trust & Banking and other group companies. We provide specialized consulting services that transcend
traditional boundaries between “corporate” and “individual” services, such as proposing solutions related tocorporate management issues as well as business and real estate succession issues. As a sales agent of Mizuho
Trust & Banking, we also provide a variety of trust products as a solution for various needs of our corporate andindividual customers. We are also promoting an exchange of personnel between Mizuho Trust & Banking and
Mizuho Bank in order to provide highly professional consulting services in trust related businesses to Mizuho
Bank customers. In addition, we provide specialized private banking services to high net worth individuals suchas business and land owners.
Business Promotion Division for Employees of Corporate Customers
Business Promotion Division for Employees of Corporate Customers promotes services to employees of ourcorporate customers by leveraging our solid corporate customer base through cooperation with Mizuho Corporate
Bank and collaboration with the securities companies and trust banks within the Mizuho group.
e-business Development Division
The e-business Development Division provides products and services related to information technology
such as offering cash management services and developing IC cards.
26

“Takarakuji” Lottery Division
The Takarakuji Lottery Division engages in the business of acting as an administrative bank for the
Takarakuji lottery, the principal public lottery program in Japan.
Trading and ALM GroupThe Trading and ALM Group engages in investing in, and sales and trading of, financial instruments related
to, among others, interest rates, foreign exchange and securities, including derivative instruments. We arediversifying our various investing activities under our risk management structure for the purpose of achieving
more stable profits and risk diversification. We also satisfy various customer needs by providing a wide variety
of financial instruments and solutions.
Mizuho Investors Securities
Mizuho Investors Securities is our securities company subsidiary that focuses on the needs of mainly
individual customers, SMEs and middle-market corporations. We actively promote our joint branch network ofMizuho Investors Securities and Mizuho Bank. We continue to meet the diverse needs of our customers byenhancing cooperation with our group companies, such as offering products and services of Mizuho Investors
Securities through Mizuho Bank as sales agent and providing underwriting and other services in connection withinitial public offerings by Mizuho Bank’s customers, while Mizuho Trust & Banking may act as stock transfer
agent for issuers.
Global Asset and Wealth Management Group
Mizuho Trust & Banking
Mizuho Trust & Banking is a full-line trust bank that provides customers with various financial products
and services with strengths in both corporate and individual business areas. We provide our customers with
distinct products and services developed based on our specialized expertise and consulting capabilities cultivatedover the years. We respond promptly and appropriately to the diversified and sophisticated needs of ourcustomers by cooperating with Mizuho Bank, Mizuho Corporate Bank and other group companies including
asset management companies.
Asset Management BusinessWe provide mainly corporate customers with a wide range of services and solutions in the following
business areas:•real estate business, including real estate sales agent services and real estate securitizations;•structured product business, including securitization transactions that utilize trusts;•

asset management business relating to various assets, including pension plans;•

pension plan business, including acting as trustee, providing consulting services, actuarial services andadministration services;•

asset administration business, including trustee services for investment trusts and management andadministration of investments in securities; and•equity strategy business, including providing advice on legal issues related to stock.

Wealth Management BusinessWe provide individual customers with the following services related to wealth management:•

consulting services regarding investment and management of customer assets;27

•administration and execution of testaments;•

loan products such as apartment loans; and•deposits, investment trusts and other investment products that utilize trusts.

OthersWe provide deposit and loan services and treasury services to our corporate customers.
Mizuho Private Wealth Management
Mizuho Private Wealth Management offers comprehensive, integrated and continuous wealth management
private banking services to meet the various financial and non-financial needs of our ultra high net worth
customers.
Trust & Custody Services Bank
Trust & Custody Services Bank provides financial institutions and institutional investors with trust andcustody services and outsourcing services for securities custody. In addition, we offer account management
services developed in response to reforms in the Japanese securities settlement systems and securities lending
services to meet customer needs.
Asset Management Companies
In July 2007, Dai-Ichi Kangyo Asset Management Co., Ltd. and Fuji Investment Management Co., Ltd.
merged to form Mizuho Asset Management Co., Ltd. to consolidate their respective business platforms andaccumulated know-how.
Our asset management companies, Mizuho Asset Management and DIAM Co., Ltd. (formerly known as
DLIBJ Asset Management Co. Ltd. and currently an equity-method affiliate of ours), provide investment
management services for our group companies and customers. Each company offers a variety of investment trust
products that meet the increasingly sophisticated and diverse needs of our customers.
OthersMizuho Information & Research Institute Inc.
Mizuho Information & Research Institute mainly provides our corporate customers with the following threeservices:•

system integration services;•

outsourcing services that support the operation of information technology systems of our customers; and•consulting services related to, among others, environmental issues.

We are able to provide customers with a combination of the above services to meet their respective needs.
Mizuho Research Institute Ltd.
Mizuho Research Institute offers information and services mainly to corporations, financial institutions andpublic sector entities to meet their increasingly diverse and sophisticated needs by integrating its research, funded
research and membership services that provide various information related to, among others, managerial andeconomic issues.
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Mizuho Financial Strategy
Mizuho Financial Strategy engages in advisory services for financial institutions regarding their
management and revitalization of their borrowers.
Competition
During the past several years, competition in the Japanese financial market has increased as the Japanese
government has enhanced deregulation, such as reducing the separation of banking, securities and insurance
businesses and promoting new entry into the financial businesses.
Our major competitors in Japan include:•

Japan’s other major banking groups: Mitsubishi UFJ Financial Group and Sumitomo Mitsui Financial
Group.

•

Other banking institutions: These include city banks, trust banks, regional banks, shinkin banks (orcredit associations), credit cooperatives, agricultural cooperatives, foreign banks and retail-oriented
online banks.

•

Securities companies and investment banks: These include both domestic securities companies and theJapanese affiliates of global investment banks.

•

Government financial institutions: These include Japan Post Bank and the Development Bank of Japan.

•

Non-bank finance companies: These include credit card issuers, installment shopping credit companies
and other non-bank finance companies.

•

Other financial services providers: We also compete with private equity funds and other types ofinvestors.

In global markets, we face competition with other commercial banks and other financial institutions,particularly major global banks and the leading domestic banks in those financial markets outside Japan in which
we conduct business.
Japanese Banking and Securities Industry
Private banking institutions in Japan are normally classified into two categories: (i) ordinary banks, of which
there were 129 as of March 31, 2008, not including foreign commercial banks with banking operations in Japan;and (ii) trust banks, of which there were 20 as of March 31, 2008, including Japanese subsidiaries of foreign
financial institutions and subsidiaries of Japanese financial institutions.
Ordinary banks consist mainly of city banks and regional banks. City banks, including Mizuho Corporate
Bank and Mizuho Bank, are based in large cities, operate domestically on a nation-wide scale through networksof branch offices and have strong links with large corporate customers in Japan. In light of deregulation and othercompetitive factors, however, many of these banks have placed increasing emphasis on other markets, including
retail banking, small and medium-sized enterprise banking, international operations and investment banking.
Regional banks are based in one of the prefectures of Japan and are generally much smaller in terms of total
assets than city banks. In recent years, some regional banks have allied with each other and formed holding
companies to operate in several prefectures. Customers of regional banks, other than local retail customers,
include mostly regional enterprises and local public utilities, although the regional banks also lend to large
corporations. In addition to these types of banks, new retail-oriented banks have emerged in recent years,
including Internet banks and banks specializing in placing their ATMs in convenience stores and supermarkets
without maintaining a branch network.
Trust banks, including Mizuho Trust & Banking, are engaged in trust services in relation to, among others,money trust, pension trust and real estate trust services, in addition to banking business.
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As of March 31, 2008, there are 64 foreign banks operating banking businesses in Japan. These banks are
subject to a statutory framework similar to the regulations applicable to Japanese domestic banks. Their principal
sources of funds come from their overseas head offices or other branches.
A number of government financial institutions have been organized in order to supplement the activities ofthe private banking institutions, such as The Development Bank of Japan, The Japan Bank for International
Cooperation, Japan Finance Corporation for Small and Medium Enterprise, and the Agriculture, Forestry and
Fisheries Finance Corporation. These institutions are government-owned and operate under its supervision
through senior officials appointed by the government. However, they are currently in the process of privatizationor consolidation. Japan Housing Finance Agency also supports housing loans of private institutions through thesecuritization of such loans.
Another distinctive element of the Japanese banking system was the role of the postal savings system. Postal
savings deposits were gathered through the network of governmental post offices scattered throughout Japan, andtheir balance of deposits totaled over 200 trillion yen. In recent years, the governmental postal business has been
undergoing a process of privatization. In 2003, governmental postal business was transferred to Japan Post, agovernment-owned entity established in the same year, and in 2007, Japan Post was transformed into a joint
stock corporation holding four operating companies including Japan Post Bank, which currently operates as an
ordinary bank. Privatization of banking and insurance subsidiaries is scheduled to be completed by 2017 at thelatest.
In the Japanese securities market, a large number of registered entities are engaged in securities businesses,
such as sales and underwriting of securities, investment advisory and investment management services. As
deregulation of the securities market progressed, several of the country’s banking groups have entered into thismarket through their subsidiaries. In addition, foreign financial institutions have been active in this market. In
recent years, there have been cases where foreign financial institutions acquired Japanese securities firms andexpanded their operations in Japan.
Supervision and Regulation
Japan
Pursuant to the Banking Law (Ginko Hou) (Law No. 59 of 1981, as amended), the Prime Minister of Japan
has authority to supervise banks in Japan and delegates certain supervisory control over banks in Japan to theCommissioner of the Financial Services Agency. The Bank of Japan also has supervisory authority over banks inJapan, based primarily on its contractual agreements and transactions with the banks.
Financial Services Agency
Although the Prime Minister has supervisory authority over banks in Japan, except for matters prescribed bygovernment order, this authority is generally entrusted to the Commissioner of the Financial Services Agency.
Additionally, the position of Minister for Financial Services was established by the Cabinet to direct theCommissioner of the Financial Services Agency and to support the Prime Minister.
Under the Banking Law, the Prime Minister’s authority over banks and bank holding companies in Japan
extends to various areas, including granting and cancellation of licenses, ordering the suspension of business inwhole or in part and requiring submission of business reports or materials. Under the prompt corrective action
system, the Financial Services Agency, acting on behalf of the Prime Minister, may take corrective action in thecase of capital deterioration of banks, their subsidiaries and companies having special relationships prescribed by
the cabinet order. These actions include requiring a financial institution to formulate and implement reform
measures, requiring it to reduce assets or take other specific actions and issuing an order to suspend all or part ofits business operations.
30Under the prompt warning system introduced in December 2002, the Financial Services Agency may takeprecautionary measures to maintain and promote the sound operations of financial institutions, even before thosefinancial institutions become subject to the prompt corrective action system. These measures require a financial
institution to reform profitability, credit risk management, stability and cash flow.
The Bank of JapanThe Bank of Japan is Japan’s central bank and serves as the principal instrument for the execution ofJapan’s monetary policy. The principal measures by which the Bank of Japan implements monetary policy are
the adjustment of its discount rate, its operations in the open market and the imposition of deposit reserve
requirements. Banks in Japan are allowed to obtain borrowings from, and rediscounting bills with, the Bank ofJapan. Moreover, most banks in Japan maintain current accounts under agreements with the Bank of Japanpursuant to which the Bank of Japan is entitled to supervise, examine and audit the banks. The supervisory
functions of the Bank of Japan are intended to enable it to ensure smooth settlement of funds among banks andother financial institutions, thereby contributing to the maintenance of an orderly financial system, whereas thesupervisory practices of the Prime Minister or the Commissioner of the Financial Services Agency are intended
to maintain the sound operations of banks and promote the security of depositors.
Examination of Banks
The Banking Law authorizes the Prime Minister to inspect banks and bank holding companies in Japan at
any time. By evaluating banks’ systems of self-assessment, auditing their accounts and reviewing theircompliance with laws and regulations, the Financial Services Agency monitors the financial soundness of banks,
including the status and performance of their control systems for business activities. The inspection of banks is
performed pursuant to a Financial Inspection Manual published by the Financial Services Agency. Currently, theFinancial Services Agency takes the “better regulation” approach in its financial regulation and supervision. Thisconsists of four pillars: optimal combination of rules-based and principles-based supervisory approaches; timely
recognition of priority issues and effective response; encouraging voluntary efforts by financial institutions andplacing greater emphasis on providing them with incentives; and improving the transparency and predictability of
regulatory actions, in pursuit of improvement of the quality of financial regulation and supervision. In addition toindividual financial institutions, the Financial Services Agency also supervises financial groups as financial
conglomerates based on its Guidelines for Financial Conglomerates Supervision that focus on management,
financial soundness and operational appropriateness of a financial conglomerate as a whole.
The Bank of Japan also conducts examinations of banks similar to those undertaken by the Financial
Services Agency. The examinations are normally conducted once every few years, and involve such matters as
examining asset quality, risk management and reliability of operations. Through these examinations, the Bank ofJapan seeks to identify problems at an early stage and give corrective guidance where necessary.
In addition, the Securities and Exchange Surveillance Commission examines banks in connection with theirfinancial instruments business activities in accordance with the Financial Instruments and Exchange Law ofJapan (Kinyu Shouhin Torihiki Hou) (Law No. 25 of 1948, as amended).
Examination and Reporting Applicable to Shareholders
Under the Banking Law, a person who intends to hold 20% (in certain exceptional cases, 15%) or more of
the voting rights of a bank is required to obtain prior approval of the Commissioner of the Financial Services
Agency. In addition, the Financial Services Agency may request reports or submission of materials from, or
inspect, any principal shareholder who holds 20% (in certain exceptional cases, 15%) or more of the voting rights
of a bank, if necessary in order to secure the sound and appropriate operation of the business of such bank. Under
limited circumstances, the Financial Services Agency may order such principal shareholder to take suchmeasures as the Financial Services Agency deems necessary.
31

Furthermore, under the Banking Law, any person who becomes a holder of more than 5% of the voting
rights of a bank holding company or bank must report its ownership of voting rights to the director of the relevant
local finance bureau within five business days. In addition, a similar report must be made in respect of any
subsequent change of 1% or more in any previously reported holding or any change in material matters set forthin reports previously filed, with some exceptions.
Deposit Insurance System
Under the Deposit Insurance Law (Yokin Hoken Hou) (Law No. 34 of 1971, as amended), depositors areprotected through the Deposit Insurance Corporation in cases where financial institutions fail to meet their
obligations. The Deposit Insurance Corporation is supervised by the Prime Minister and the Minister of Finance.
Subject to limited exceptions, the Prime Minister’s authority is entrusted to the Commissioner of the Financial
Services Agency, as stipulated by a cabinet order.
The Deposit Insurance Corporation receives annual insurance premiums from insured banks, the amount of
which is, from April 2008, equivalent to 0.108% of the deposits that bear no interest, are redeemable upon
demand and are used by depositors primarily for payment and settlement purposes, and 0.081% of other deposits.
The insurance money may be paid out in case of a suspension of deposits repayments, banking license
revocation, dissolution or bankruptcy of the bank. Pay outs are generally limited to a maximum of ¥10 million ofprincipal amount, together with any interest accrued with respect to each depositor. Only non-interest bearing
deposits, redeemable on demand and used by depositors primarily for payment and settlement functions areprotected in full.
Participation in the deposit insurance system is compulsory for city banks (including Mizuho Corporate
Bank and Mizuho Bank), regional banks, long-term credit banks, trust banks (including Mizuho Trust &Banking), credit associations and co-operatives, labor banks and other financial institutions.
Governmental Measures to Treat Troubled Institutions
Under the Deposit Insurance Law, a Financial Reorganization Administrator can be appointed by the Prime
Minister if the bank is unable to fully perform its obligations with its assets or may suspend or has suspended
repayment of deposits. The Financial Reorganization Administrator will take control of the assets of the bank,dispose of the assets and search for another institution willing to take over its business. Its business may also betransferred to a “bridge bank” established by the Deposit Insurance Corporation for the purpose of the temporary
maintenance and continuation of operations of these types of institutions, and the bridge bank will seek totransfer the bank’s assets to another financial institution or dissolve the bank. The financial aid provided by the
Deposit Insurance Corporation may take the form of a monetary grant, loan or deposit of funds, purchase of
assets, guarantee or assumption of debts, subscription of preferred stock, or loss sharing. Where it is anticipatedthat the failure of a bank may cause an extremely grave problem in maintaining the financial order in Japan or thearea where such bank is operating, the following measures may be taken: (i) the Deposit Insurance Corporation
may subscribe for the shares or other instruments of the relevant bank in order to enhance capital adequacy of thebank; (ii) if the bank fails or suffers a capital deficit, financial aid exceeding the pay-off cost may be available tosuch bank; and (iii) in the case where the systematic risk cannot be avoided by the measure mentioned in(ii) above, the Deposit Insurance Corporation may acquire the bank’s shares.
Bank Holding Companies
Under the Banking Law, a bank holding company is prohibited from carrying out businesses other thanadministrating the businesses of its subsidiaries and matters incidental to such businesses. Business activities for
subsidiaries of bank holding companies are limited to finance-related businesses and incidental businesses.
The Anti-Monopoly Law (Shiteki Dokusen no Kinshi oyobi Kousei Torihiki no Kakuho ni kansuru Houritsu)(Law No. 54 of 1947, as amended) prohibits a bank from holding more than 5% of another company’s voting
rights. This does not apply to a bank holding company, although the bank holding company is subject to general
32

shareholding restrictions under the Anti-Monopoly Law. The Banking Law does, however, prohibit a bankholding company and its subsidiaries, on an aggregate basis, from holding more than 15% (in contrast to 5% in
the case of a bank and its subsidiaries) of the voting rights of certain types of companies not permitted to become
subsidiaries of bank holding companies.
Financial Instruments and Exchange Law
On September 30, 2007, new legislation became effective which replaced the Securities and Exchange Law(Shouken Torihiki Hou) with the Financial Instruments and Exchange Law (Kinyu Shouhin Torihiki Hou) andamended various other financial laws to broaden and strengthen investor protection and reduce trading costs
through deregulation and elimination or easing of certain excessive regulatory restrictions. The new regime under
the Financial Instruments and Exchange Law includes, among other measures, (1) the development ofcomprehensive and cross-sectoral regulations covering a wide range of financial instruments; (2) the
enhancement of corporate disclosure, requiring listed companies to file quarterly reports, audited internal control
reports assessing the effectiveness of internal control structures for financial reporting and confirmation of thecontent of annual reports; (3) the expansion of the duties of financial institutions to provide customers withdetailed disclosure regarding the financial products they offer and other measures to protect investors; and (4) theeasing of regulations through flexible application depending on the type of investor (professional or generalpublic).
Mizuho Financial Group is required to file with the Director General of the Kanto Local Finance Bureau anannual securities report including consolidated and non-consolidated financial statements in respect of eachfinancial period, supplemented by quarterly and extraordinary reports pursuant to the Financial Instruments andExchange Law.
On June 13, 2008, amendments to the Financial Instruments and Exchange Law and the Banking Law,among others, which are intended to strengthen the competitiveness of the financial market and the capital
market of Japan, were promulgated. The amendments will, among others, revamp the current firewall regulations
regarding the holding of concurrent offices among banks, securities firms and insurance firms, introduce asystem to manage conflicts of interest among such financial institutions and expand business services that banks
and certain other financial firms can provide. The amendments will come into effect within one year of
promulgation, except for certain amendments which have or will come into effect at earlier dates.
Sales of Financial Products
As a result of financial deregulation, more financial products, including highly structured and complicatedproducts, can now be more freely marketed to customers. In response to this, the Law of Sales of Financial
Products (Kinyu Shouhin no Hanbai tou ni kansuru Houritsu) (Law No. 101 of 2000, as amended), effective from
April 2001, introduced measures to protect financial service customers by: requiring financial service providers
to provide customers with certain important information, including risks with respect to deficit of principal
associated with the financial products they offer and any restrictions on the period for exercising rights or theperiod for rescission, unless the customers fall within the ambit of financial service providers or express theirintent to the contrary; and holding financial service providers liable for damages caused by a failure to follow
those requirements. The amount of loss of principal is refutably presumed to be the amount of damages.
Additionally, the law requires financial service providers to follow certain regulations on solicitation measures aswell as to endeavor to solicit customers in an appropriate manner and formulate and publicize a solicitation
policy.
Self-Assessment and Reserves
The prompt corrective action system requires financial institutions to establish a self-assessment programthat complies with the Inspection Manual issued by the Financial Services Agency and related laws such as the
Financial Reconstruction Law. Financial institutions are required to analyze their assets, giving due consideration33

to accounting principles and other applicable rules and to classify their assets into four categories according toasset recovery risk and risk of impairment based on the classification of the obligor (normal obligors, watch
obligors, intensive control obligors, substantially bankrupt obligors and bankrupt obligors) taking into accountthe likelihood of repayment and the risk of impairment to the value of the assets. The results of self-assessment
should be reflected in the write-off and allowance according to the standard established by financial institutions
pursuant to the guidelines issued by the Japanese Institute of Certified Public Accountants and Inspection Manualissued by the Financial Services Agency. Based on the results of the self-assessment, financial institutions may
establish reserve amounts for their loan portfolio as may be considered adequate at the relevant balance sheet
date, even if all or part of such reserves may not be immediately tax deductible under Japanese tax law.
Based on the accounting standards for banks issued by the Japanese Bankers Association, a bank is required
to establish general reserves, specific reserves and reserves for probable losses on loans relating to restructuring
countries.
Credit Limits
The Banking Law restricts the aggregate amount of loans to any single customer or customer group for the
purposes of avoiding excessive concentration of credit risks and promoting the fair and extensive utilization ofbank credit. The limits applicable to a bank holding company and bank with respect to their aggregate lending to
any single customer or customer group are established by a cabinet order and by the Banking Law. The current
limits are 25% of the total qualifying capital of the bank holding company or bank and its subsidiaries andaffiliates with respect to a single customer and 40% of the total qualifying capital of the bank holding company
or bank and its subsidiaries and affiliates with respect to a customer group.
Restriction on Share Holdings
The Law Concerning Restriction on Shareholdings by Banks (Ginko tou no Kabushiki tou no Hoyu no
Seigen tou ni kansuru Houritsu) (Law No. 131 of 2001, as amended) requires Japanese banks (including bankholding companies) and their subsidiaries to limit the aggregate market value (excluding unrealized gains, if any)of their holdings in equity securities to an amount equal to 100% of their Tier 1 capital in order to reduce
exposure to stock price fluctuations.
Deferred Tax Assets
Under regulations promulgated by the Financial Services Agency that became effective in March 2006, themaximum amount of net deferred tax assets under Japanese GAAP that major Japanese banks, including bankholding companies, can record without diminishing the amount of Tier 1 capital for purposes of calculating
capital adequacy ratios was reduced to 40%, 30%, and 20% of Tier 1 capital as of March 31, 2006, 2007 and2008, respectively, and will remain at 20% thereafter.
Capital Adequacy
The capital adequacy guidelines applicable to Japanese banks and bank holding companies withinternational operations supervised by the Financial Services Agency closely follow the risk-adjusted approach
proposed by the Bank for International Settlements and are intended to further strengthen the soundness andstability of Japanese banks. Under the risk-based capital framework of these guidelines, balance sheet assets andoff-balance-sheet exposures are assessed according to broad categories of relative risk, based primarily on thecredit risk of the counterparty, country transfer risk and the risk regarding the category of transactions.
With regard to capital, these guidelines are in accordance with the standards of the Bank for International
Settlements for a target minimum standard capital adequacy ratio of 8% (at least half of which must consist ofCore Capital (Tier 1), a Core Capital ratio of 4%) on both a consolidated and non-consolidated basis for bankswith international operations, such as Mizuho Corporate Bank, or on a consolidated basis for bank holding
34

companies with international operations, such as Mizuho Financial Group. These guidelines place considerable
emphasis on tangible common shareholders’ equity as the core element of the capital base, with appropriate
recognition of other components of capital.
Banks and bank holding companies are required to measure and apply capital charges with respect to theirmarket risks in addition to their credit risks. Market risk is defined as the risk of losses in on- and off-balance
sheet positions arising from movements in market prices such as the risks pertaining to interest rate related
instruments and equities.
Japanese banks with only domestic operations and bank holding companies the subsidiaries of which
operate only within Japan are subject to Japanese capital adequacy requirements that are similar to those
discussed above, except that those banks and holding companies are required to have a minimum capital
adequacy ratio of 4%, at least half of which must consist of Tier 1 capital and are not required to apply capitalcharges to their market risks.
In June 2004, the Basel Committee announced amended rules with respect to minimum capitalrequirements, which include amended risk weight calculations that introduce an internal ratings-based approachand the inclusion of operational risk in the calculations, as well as an emphasis on supervisory review and market
discipline through effective disclosure. The amendments adopt variable risk weights according to the credit
rating given to the obligor of the risk assets. The better the credit rating of an obligor is, the lower the risk weight
applicable to the risk assets owed by it. Also, the new rules require financial institutions to establish an internalrisk management system, to make thorough disclosure of relevant information and to set an appropriate reserveagainst the operational risk based upon fair evaluation thereof. The new Financial Services Agency guidelines,
which follow the amended rules, became effective on March 31, 2007, except for the introduction of theadvanced methodologies to calculate capital requirements for risks which took effect on March 31, 2008. Under
the new guidelines, banks have several choices for the methodologies to calculate their capital requirements for
credit risk, market risk and operational risk. Approval of the Financial Services Agency is necessary to adopt
advanced methodologies for calculation.
Protection of Personal Information
The Personal Information Protection Law (Kojin Jouhou no Hogo ni kansuru Houritsu) (Law No. 57 of2003, as amended) and related guidelines impose various requirements on businesses, including us, that use
databases containing personal information, such as appropriate custody of such information and restrictions on
information sharing with third parties. Non-compliance with the order issued by the Financial Services Agency totake necessary measures to comply with the law subjects us to criminal and/or administrative sanctions.
Prevention of Money Laundering
Under the Law Preventing Transfer of Profits Generated from Crime (Hanzai ni yoru Syueki no Iten Boushi
ni kansuru Houritsu) (Law No. 22 of 2007), which addresses money laundering and terrorism concerns, financial
institutions and other entities such as credit card companies are required to perform customer identification,
submit suspicious transaction reports and maintain records of transactions.
Law Concerning Protection of Depositors from Illegal Withdrawals Made by Forged or Stolen Cards
The Law Concerning Protection of Depositors from Illegal Withdrawals Made by Forged or Stolen Cards(Gizou Kaado tou oyobi Tounan Kaado tou wo Mochiite Okonawareru Fuseina Kikaishiki Yochokin
Haraimodoshi tou karano Yochokinsha no Hogo tou ni kansuru Houritsu) (Law No. 94 of 2005), requires
financial institutions to establish internal systems to prevent illegal withdrawals of deposits made using forged orstolen bank cards. The law also requires financial institutions, among other matters, to compensate depositors forany amount illegally withdrawn using forged bankcards, unless the financial institution can verify that it acted ingood faith without negligence and that there was gross negligence on the part of the relevant account holder.
35

United States
As a result of our operations in the United States, we are subject to extensive U.S. federal and statesupervision and regulation. We engage in U.S. banking activities through Mizuho Corporate Bank’s New Yorkand Chicago branches, Los Angeles agency and Houston and Atlanta representative offices. We also own twobanks in the US, Mizuho Corporate Bank (USA) and Mizuho Corporate Bank of California, as well as
controlling interests in several other subsidiaries, including Mizuho Trust & Banking Co. (USA), which isengaged primarily in the trust and custody business, and Mizuho Securities USA Inc., a U.S. broker dealer
engaged in the securities business.
The USA PATRIOT Act of 2001 (the “PATRIOT Act”) contains measures to prevent, detect and prosecute
terrorism and international money laundering by imposing significant compliance and due diligence obligations,creating new crimes and penalties and expanding the extraterritorial jurisdiction of the United States. The
enactment of the PATRIOT Act and other events have resulted in heightened scrutiny of compliance with the
Bank Secrecy Act and anti-money laundering rules by federal and state regulatory and law enforcement
authorities.
Mizuho Financial Group and Mizuho Corporate Bank are financial holding companies (“FHCs”), andMizuho Trust & Banking is a bank holding company, within the meaning of the U.S. Bank Holding Company
Act of 1956, as amended (the “BHCA”), and are subject to regulation and supervision thereunder by the Board ofGovernors of the Federal Reserve System (the “Federal Reserve Board”). Under current Federal Reserve Board
policy, these three companies are expected to act as a source of financial strength to Mizuho Corporate Bank
(USA), Mizuho Corporate Bank of California, and Mizuho Trust & Banking Co. (USA). The BHCA generally
prohibits us from acquiring, directly or indirectly, the ownership or control of more than 5% of any class ofvoting shares of any company engaged in the United States in activities other than banking or activities that are
financial in nature. This general prohibition is subject to certain exceptions, including an exception that permits
us to acquire up to 100% of the voting interests in any company engaged in nonfinancial activities under ourmerchant banking authority. In addition, U.S. regulatory approval is generally required for us to acquire morethan 5% of any class of voting shares of a U.S. bank or savings association.
Mizuho Financial Group and Mizuho Corporate Bank became FHCs in December 2006. FHC status underthe BHCA permits banking groups in the United States to engage in comprehensive investment banking
businesses, such as the underwriting of and dealing in corporate bonds, equities and other types of securities.
FHC status enables our group to promote our investment banking business on a broader basis in the UnitedStates.
U.S. branches, agencies and representative offices of foreign banks must be licensed, and are alsosupervised and regulated, by either a state banking authority or by the Office of the Comptroller of the Currency,
the federal bank regulatory agency that charters and regulates national banks and federal branches and agencies
of foreign banks. Each branch, agency and representative office in the United States of Mizuho Corporate Bankis state-licensed. Under U.S. federal banking laws, state-licensed branches and agencies of foreign banks may
engage only in activities that would be permissible for their federally-licensed counterparts, unless the Federal
Reserve Board determines that the additional activity is consistent with sound practices. U.S. federal banking
laws also subject state-licensed branches and agencies to the single-borrower lending limits that apply to federal
branches and agencies, which generally are the same as the lending limits applicable to national banks, but are
based on the capital of the entire foreign bank.
Our New York branch is subject to supervision, examination and regulation by the New York State Banking
Department as well as by the Federal Reserve Board. Except for the prohibition on such branch accepting retaildeposits, a state-licensed branch generally has the same powers as a state-chartered bank in such state. New YorkState has an asset pledge requirement for branches equal to 1% of third party liabilities with a cap of $400
million, provided that an institution designated as a “well-rated foreign banking corporation” is permitted tomaintain a reduced asset pledge with a cap of $100 million. The New York State Banking Department may
36require higher amounts for supervisory reasons. Each U.S. branch, agency and representative office of Mizuho
Corporate Bank is subject to regulation and examination by the state banking authority of the state in which it islocated.
The deposits of Mizuho Corporate Bank (USA) are insured by the Federal Deposit Insurance Corporation(FDIC), and it is a state-chartered bank that is a member of the Federal Reserve System. As such, Mizuho
Corporate Bank (USA) is subject to regulation, supervision and examination by the Federal Reserve Board andthe New York State Banking Department, as well as to relevant FDIC regulation. The deposits of Mizuho
Corporate Bank of California are FDIC-insured, and it is a state-chartered bank that is not a member of theFederal Reserve System. As such, Mizuho Corporate Bank of California is subject to regulation, supervision andexamination by the FDIC and the California Department of Financial Institutions. The deposits of Mizuho
Trust & Banking Co. (USA) are also FDIC-insured, and it is a state-chartered bank and trust company that is nota member of the Federal Reserve System. As such, Mizuho Trust & Banking Co. (USA) is subject to regulation,
supervision and examination by the FDIC and the New York State Banking Department.
In the United States, U.S.-registered broker-dealers are regulated by the Securities and Exchange
Commission. As a U.S.-registered broker-dealer, Mizuho Securities USA Inc. is subject to regulations that cover
all aspects of the securities business, including sales methods, trade practices among broker-dealers, use andsafekeeping of customers’ funds and securities, capital structure, recordkeeping, the financing of customers’purchases and the conduct of directors, officers and employees.
Other Jurisdictions
Our operations elsewhere in the world are subject to regulation and control by local supervisory authorities,
including local central banks.
4.C. Organizational Structure
The following diagram shows our basic corporate structure as of March 31, 2008:
Mizuho Financial Group, Inc.

Global Corporate Group

Global Retail Group

Global Asset and WealthManagement Group

Mizuho Corporate
Bank, Ltd.

Mizuho Bank, Ltd.

Mizuho Trust &Banking Co., Ltd. (1)Mizuho Financial
Strategy Co., Ltd.

Mizuho Private
WealthManagement Co.,Ltd.

Mizuho ResearchInstitute Ltd.

Mizuho Securities
Co., Ltd.

Trust & Custody
Services Bank, Ltd.

Mizuho Investors
Securities Co., Ltd. (1)Other subsidiaries

Mizuho Information& ResearchInstitute, Inc.

Two asset
managementcompanies (2)Notes:(1) Mizuho Investors Securities and Mizuho Trust & Banking are listed on the Tokyo Stock Exchange.
(2) Two asset management companies consist of Mizuho Asset Management Co., Ltd. and DIAM Co., Ltd.
DIAM, in which we have a 50.0% equity interest, is an equity-method affiliate of ours.
37(3) In addition to the principal subsidiaries shown in the above diagram, as of March 31, 2008 we owned 27.4%of the outstanding shares of Shinko Securities Co., Ltd., an equity-method affiliate of ours listed on theTokyo Stock Exchange which engages in wholesale and retail securities businesses. In March 2007, Mizuho
Securities and Shinko Securities signed a merger agreement pursuant to which a merger of the twocompanies was expected to be consummated in January 2008, and the two companies have been proceedingwith preparations for the merger. However, considering a certain period of time had passed since therelevant resolutions at the respective general shareholders meetings, the two companies decided to cancel
the original merger agreement and reconfirmed the basic policies and points in relation to proceeding withthe merger and signed the new “Basic Agreement for Merger” as of April 28, 2008. We currently expect themerger to be consummated in May 2009.
The following table sets forth information with respect to our principal consolidated subsidiaries as ofMarch 31, 2008:

Name

Country oforganization

Domestic
Mizuho Bank, Ltd. . . . . . . . . . . . . . . . . . . . . . .
Mizuho Corporate Bank, Ltd. . . . . . . . . . . . . .
Mizuho Securities Co., Ltd. . . . . . . . . . . . . . . .
Mizuho Trust & Banking Co., Ltd. . . . . . . . . .
Mizuho Investors Securities Co., Ltd. . . . . . . .
Trust & Custody Services Bank, Ltd. . . . . . . .
Mizuho Asset Management Co., Ltd. . . . . . . .

Japan
Japan
Japan
Japan
Japan
Japan
Japan

Mizuho Research Institute Ltd. . . . . . . . . . . . .

JapanMizuho Information & Research InstituteInc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

JapanMizuho Financial Strategy Co., Ltd. . . . . . . . .
Mizuho Private Wealth Management Co.,
Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mizuho Factors, Limited . . . . . . . . . . . . . . . . .
Mizuho Credit Guarantee Co., Ltd. . . . . . . . . .
Mizuho Capital Co., Ltd. . . . . . . . . . . . . . . . . .
Defined Contribution Plan Services Co.,
Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Main business

Proportion of Proportion ofownershipvotinginterest
interest(%)(%)

Banking
Banking
Securities
Trust and banking
Securities
Trust and banking
Investment
management
Research andconsulting

100.0%
100.0%
89.8%
75.1%
66.6%
54.0%
98.7%

100.0%
100.0%
89.8%
70.0%
66.9%
54.0%
98.7%

98.4%

98.6%

91.5%

91.5%

Japan

Information
technology
Consulting

100.0%

100.0%

Japan
Japan
Japan
Japan

Consulting
Factoring
Credit guarantee
Venture capital

100.0%
100.0%
100.0%
50.0%

100.0%
100.0%
100.0%
50.0%

Japan

Pension plan-related
business

60.0%

60.0%

100.0%
100.0%
100.0%
100.0%

100.0%
100.0%
100.0%
100.0%

83.3%

83.3%

100.0%
100.0%

100.0%
100.0%

100.0%

100.0%

100.0%

100.0%

100.0%
100.0%
99.0%

100.0%
100.0%
99.0%

Overseas
Mizuho Bank (Switzerland) Ltd . . . . . . . . . . . Switzerland Trust and banking
Mizuho Capital Markets Corporation . . . . . . .
U.S.A.
Derivatives
Mizuho Corporate Bank (Canada) . . . . . . . . . .
CanadaBankingMizuho Corporate Bank (China), Ltd. . . . . . . .
China
BankingMizuho Corporate Bank (Germany)
Aktiengesellschaft . . . . . . . . . . . . . . . . . . . . Germany Banking andsecurities
Mizuho Corporate Bank (USA) . . . . . . . . . . . .
U.S.A.
BankingMizuho Corporate Bank Nederland N.V. . . . . Netherlands Banking andsecurities
Mizuho International plc . . . . . . . . . . . . . . . . .
U.K.
Securities andbankingMizuho Securities USA Inc. . . . . . . . . . . . . . .
U.S.A.
Securities
Mizuho Trust & Banking (Luxembourg)
S.A. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Luxembourg Trust and banking
Mizuho Trust & Banking Co. (USA) . . . . . . .
U.S.A.
Trust and banking
PT. Bank Mizuho Indonesia . . . . . . . . . . . . . . Indonesia Banking
38

4.D. Property, Plant and Equipment
The following table shows the breakdown of our premises and equipment at cost as of March 31, 2007 and2008:
At March 31,
2007
2008
(in millions of yen)

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 164,247 ¥ 156,942
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
605,680
584,774
Equipment and furniture . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
457,025455,229
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
125,754
122,051
Construction in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,010
7,045
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
524,463514,588
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,880,179
1,032,656

1,840,629
988,236

Premises and equipment—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 847,523¥ 852,393

In August 2008, we moved to a new head office located at 5-1, Marunouchi 2-chome, Chiyoda-ku, Tokyo,
Japan with 13,888 square meters of office space. The headquarter buildings of Mizuho Financial Group, Mizuho
Corporate Bank and Mizuho Bank are each leased from third parties.
The total area of land related to our material office and other properties at March 31, 2008 wasapproximately 882,000 square meters for owned land and approximately 22,000 square meters for leased land.
Our owned land and buildings are primarily used by our branches. Most of the buildings and land owned by
us are free from material encumbrances.
ITEM 4A. UNRESOLVED STAFF COMMENTS
None.

39

ITEM 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

The following discussion and analysis should be read in conjunction with “Item 3.A. Key Information—
Selected Financial Data,” “Selected Statistical Data” and our consolidated financial statements, including thenotes thereto, included elsewhere in this annual report.
Table of Contents for Item 5.
Page

Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Critical Accounting Estimates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating Results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business Segments Analysis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Geographical Segment Analysis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial Condition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liquidity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital Adequacy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Off-balance-sheet Arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tabular Disclosure of Contractual Obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Recent Accounting Pronouncements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reconciliation with Japanese GAAP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

40
61
64
79
87
89
98
99
106
109
109
111

Overview
The Mizuho GroupWe provide a broad range of financial services in domestic and overseas markets through three Global
Groups: the Global Corporate Group; the Global Retail Group; and the Global Asset & Wealth Management
Group. The principal activities and subsidiaries of the three Global Groups are the following:•

The Global Corporate Group provides wholesale and international banking and securities services,principally through Mizuho Corporate Bank and Mizuho Securities;•

The Global Retail Group provides retail and SME and middle-market corporation banking and securities
services, principally through Mizuho Bank and Mizuho Investors Securities; and•The Global Asset & Wealth Management Group provides trust and asset management services,principally through Mizuho Trust & Banking, Trust & Custody Services Bank and our two asset
management companies, namely Mizuho Asset Management and DIAM Co., Ltd., (an equity-method
affiliate of ours which changed its name from “DLIBJ Asset Management Co., Ltd.” on January 1,2008).

We also provide other services such as research services through Mizuho Research Institute, information
technology-related services through Mizuho Information & Research Institute, and advisory services for financial
institutions through Mizuho Financial Strategy.
For a further discussion of our business and group organization, see “Item 4.B. Information on the
Company—Business Overview.”
Principal Sources of Income and Expenses
Net Interest Income
Net interest income arises principally from the lending and deposit-taking and securities investment
activities of our banking subsidiaries and is a function of:•

the amount of interest-earning assets and interest-bearing liabilities;40•

the average interest rate spread (the difference between the average yield of interest earned on interestearning assets and the average rate of interest paid on interest-bearing liabilities); and•the general level of interest rates.

Principal items constituting interest-earning assets include loans, investments, trading account assets,
receivables under resale agreements and receivables under securities borrowing transactions. Principal items
constituting interest-bearing liabilities include deposits, trading account liabilities, short-term borrowings (suchas payables under repurchase agreements and payables under securities lending transactions) and debentures.
Provision (Credit) for Loan Losses
Provision (credit) for loan losses is charged against or credited to income to keep the allowance for loan
losses at a level that is appropriate to absorb probable losses inherent in the credit portfolio. For a description of
the approach and methodology used to establish the allowance for loan losses, see “—Financial Condition—
Loans—Allowance for loan losses.”Noninterest Income
Noninterest income consists mainly of fees and commissions, investment gains (losses)—net, trading
account gains—net and foreign exchange gains (losses)—net.
Fees and commissions include the following:•

fees and commissions from deposits, debentures and lending business, which consist mostly of fees andcommissions related to our loan businesses, including fees related to the arrangement of syndicatedloans and other financing transactions such as arrangement fees related to management buy-outtransactions and fees related to deposits such as account transfer charges;•

fees and commissions from remittance business, including service charges for domestic andinternational funds transfers and collections;•

fees and commissions from securities-related business, including brokerage fees and commissions
related to securities underwriting and other securities-related activities;•

trust fees, including trust fees earned primarily through fiduciary asset management and administration
services for corporate pension plans and investment funds; and•fees for other customer services, including fees related to our agency businesses, such as credit card
processing fees earned by UC Card and administration fees related to Japan’s principal public lottery
program, as well as guarantee fees and others. The credit card processing fees earned by UC Card are nolonger included in fees and commissions beginning the fiscal year ended March 31, 2008 due to UC
Card becoming an equity-method affiliate as a result of a consolidation and reorganization of our credit
card operations.

Investment gains (losses)—net include primarily net gains on sales of marketable securities, such as equity
and bond investments. In addition, impairment losses are recognized when management concludes that declines
in fair value of investments are other than temporary.
Trading account gains—net include gains and losses from transactions undertaken for trading purposes,
including both market making for customers and proprietary trading, or transactions through which we seek tocapture gains arising from short-term changes in market value. Trading account gains—net also include gains
and losses related to changes in the fair value of derivatives and other financial instruments not eligible for hedge
accounting under U.S. GAAP that are utilized to offset mainly interest rate risk related to our various assets andliabilities.
41

Foreign exchange gains (losses)—net include mainly translation gains and losses related to our foreign
currency-denominated assets and liabilities and gains and losses related to foreign exchange trading activities,
including market making for customers and proprietary trading. Included within the translation gains and losses
are those related to a portion of our foreign currency denominated liabilities, the amount of which generally
corresponds to the amount of foreign currency-denominated available-for-sale securities, that hedge foreignexchange risk in accordance with our foreign exchange risk management policies but which are not eligible forhedge accounting under U.S. GAAP. Translation gains (losses) related to such available-for-sale securities arerecognized directly in foreign currency translation adjustments, a component of accumulated othercomprehensive income, net of tax within shareholders’ equity.
Noninterest Expenses
Noninterest expenses include primarily salaries and employee benefits, general and administrative expenses,
occupancy expenses, fees and commission expenses and minority interest in consolidated subsidiaries.
Salaries and employee benefits include expenses incurred for salaries, bonuses and compensation to
directors and employees. They also include expenses related to pension and other employee retirement benefit
plans.
The principal items included in general and administrative expenses are amortization of software, tax
expenses such as consumption tax and property tax that are not income taxes and other expenses, including
premiums for deposit insurance.
The principal items included in occupancy expenses are expenses related to premises and equipment,
including depreciation, losses on disposal and lease expenses.
The principal items included in fees and commission expenses are fees and commission expenses for
remittance services, which include mainly commission expenses paid in connection with remittance transactions
and securities-related businesses, which include mainly transactions costs such as brokerage fees paid.

42

Operating Environment
We operate principally in Japan. After years of persistent weakness, the Japanese economy gradually
improved over the past several years. However, in the fiscal year ended March 31, 2008, the improvement has
slowed due to factors such as significant increases in crude oil and raw material prices, the dislocation in the
global financial markets (see “—Overview—Impact of the Dislocation in the Global Financial Markets”) and thesignificant appreciation of the yen. Key indicators of economic conditions in recent periods include thefollowing:•

Japan’s real gross domestic product on a year-on-year basis continued to increase by, 2.1%, 2.0%, 2.4%,
2.5% and 1.6% (based on the second preliminary estimate announced by the Japanese government onJune 11, 2008) in the fiscal years ended March 31, 2004, 2005, 2006, 2007 and 2008, respectively. In
August 2008, Japanese Government expressed in its monthly economy report that the Japanese economy
is “weakening recently.” It was followed by an announcement that gross domestic product declined by
0.6% in the second quarter of 2008 compared to the preceding quarter. Japan’s core nationwide
consumer price index decreased by 0.2% in each of the fiscal years ended March 31, 2004 and 2005,
increased by 0.1% in each of the fiscal years ended March 31, 2006 and 2007 and increased by 0.3% in
the fiscal year ended March 31, 2008. The increase in the fiscal year ended March 31, 2008 was due
mainly to significant increases in crude oil and raw material prices, particularly in the second half of the
fiscal year. The following chart shows the growth rates of Japan’s gross domestic product on a
year-on-year basis and Japan’s core nationwide consumer price indices from the first quarter of 2003
through the second quarter of 2008:
(%)

(%)

GDP and Consumer Price Index

4.5

2.0

4.0
1.5
3.5
3.0

1.0

2.5
0.5
2.0
1.5

0.0

1.0

GDP growth rate (year-on-year basis) (left)

0.5Core consumer price index growth rate (right)

-0.5

0.0

-1.0
1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q
Calendar 2003

Calendar 2004

Calendar 2005

43

Calendar 2006

Calendar 2007

Calendar
2008

•

The Bank of Japan, following its announcement on March 9, 2006 to end its “quantitative easing”
monetary policy that it had maintained since March 2001, announced on July 14, 2006 and on
February 21, 2007 that it raised its target for the uncollateralized overnight call rate from 0% to 0.25%
and from 0.25% to 0.5%, respectively. The following charts show movements in long-term rates fromJanuary 2005 through August 2008, represented by the yield on newly issued 10-year Japanese
government bonds, and in short-term interest rates from January 2005 through July 2008, represented by
the three-month Tokyo interbank offered rate, or TIBOR, and the uncollateralized overnight call rateused in the interbank market:
Long-term Interest Rate%
2.5

Newly issued 10-year Japanese government bonds
2.0

1.5

1.0

0.5

0.0
1 '05

4 '05

7 '05

10 '05

1 '06

4 '06

7 '06

10 '06

1 '07

4 '07

7 '07

10 '07

1 '08

4 '08

7 '08

Short-term Interest Rates
0.90
0.85
0.80
0.75
0.70
0.65
0.60
0.55
0.50
0.45
0.40
0.35
0.30
0.25
0.20
0.15

Three-month TIBOR

0.10
0.05

Uncollateralized overnight call rate

0.00
-0.05
1 '05

4 '05

7 '05

10 '05

1 '06

4 '06

7 '06

10 '06

44

1 '07

4 '07

7 '07

10 '07

1 '08

4 '08

7 '08

•

According to the Bank of Japan, after a prolonged period of generally declining demand for bank loans
in Japan, the aggregate monthly average balance of bank loans compared with that of the previous year
has continued to increase since August 2005.

•

According to Teikoku Databank, a Japanese research institution, there were approximately 8,800
corporate bankruptcies in Japan in the fiscal year ended March 31, 2006, involving approximately ¥5.7
trillion in total liabilities, approximately 9,600 corporate bankruptcies, involving approximately¥5.3 trillion in total liabilities in the fiscal year ended March 31, 2007, and approximately 11,300
corporate bankruptcies in Japan in the fiscal year ended March 31, 2008, involving approximately ¥5.5
trillion in total liabilities.

•

According to the Tokyo Stock Exchange, or the TSE, the aggregate ordinary profits and net income of
all companies listed on the TSE, excluding financial institutions and companies newly listed during therelevant fiscal year, increased from ¥30.1 trillion and ¥16.7 trillion, respectively, for the fiscal year
ended March 31, 2006 to ¥33.7 trillion and ¥19.4 trillion, respectively, for the fiscal year ended
March 31, 2007 and ¥35.9 trillion and ¥20.0 trillion, respectively, for the fiscal year ended March 31,
2008.

•

According to the Bank of Japan, total financial assets of households increased from ¥1,519.0 trillion asof March 31, 2006 to ¥1,545.0 trillion as of March 31, 2007 and decreased to ¥1,489.6 trillion as ofMarch 31, 2008. The following chart shows the amount of total financial assets of households andbreakdown based on type of financial asset as of the ends of the first quarter of 2004 through the firstquarter of 2008:
Financial Assets of Households(Trillions of yen)
1,600

1,400

76

69

76

78

1,200

377

380

380

380

66

382

68

384

77

75

70

69

74

387

391

392

395

800

121

115

33

34

34

33

34

32

68

70

74
66

69

397

401

403

405

404
402

385

1,000

118

67

117

134

133

154

35

37

39

43

36

37

39

40

193

197

180

179

49

52

53

56

41

40

41

42

206

198

200

61

65

74

73

43

43

43

44

185

165
72

44

OthersInsurance andpension reserves

139
63

Shares and other
equity investments

44

Investment trust
beneficiary
certificates600

Bonds (excluding
investment trusts)
400

772

779

772

783

772

777

771

781

769

773

766

778

769

778

770

784

1Q

2Q

3Q

4Q

1Q

2Q

3Q

4Q

1Q

2Q

3Q

4Q

1Q

2Q

3Q

4Q

775

200

0
Calendar 2004

Calendar 2005

Calendar 2006

45

Calendar 2007

1Q
Calendar2008

Currency andDeposits•

The Nikkei Stock Average, which is an average of the price of 225 stocks listed on the Tokyo Stock
Exchange, increased by 46.2% to ¥17,059.66 during the fiscal year ended March 31, 2006, followed by
a 1.3% increase to ¥17,287.65 during the fiscal year ended March 31, 2007 and a 27.5% decrease to¥12,525.54 during the fiscal year ended March 31, 2008. The following chart shows the daily closing
price of the Nikkei Stock Average from January 2005 through August 2008:
Nikkei Stock Average(Yen)
20,00018,00016,00014,00012,00010,000
8,000
6,000
4,000
2,000
0
1 '05

•

4 '05

7 '05

10 '05

1 '06

4 '06

7 '06

10 '06

1 '07

4 '07

7 '07

10 '07

1 '08

4 '08

7 '08

The Japanese yen to U.S. dollar spot exchange rate, according to the Bank of Japan, was ¥117.47 to$1.00 as of March 31, 2006, ¥118.05 to $1.00 as of March 31, 2007 and ¥99.37 to $1.00 as of March 31,
2008. The following chart shows the yen/dollar spot rate of 5 p.m. Tokyo time published by the Bank ofJapan from January 2005 through July 2008:
Yen/Dollar Spot Rate
(Yen per dollar)
125
120
115
110
105
100
95
90
1 '05

4 '05

7 '05

10 '05

1 '06

4 '06

7 '06

10 '06

46

1 '07

4 '07

7 '07

10 '07

1 '08

4 '08

7 '08

•

According to the Ministry of Land, Infrastructure and Transport of Japan, housing starts in Japan
increased by 1.7% in the fiscal year ended March 31, 2005, 4.7% in the fiscal year ended March 31,
2006 and 2.9% in the fiscal year ended March 31, 2007 but decreased by 19.4% in the fiscal year ended
March 31, 2008.

•

According to the Ministry of Land, Infrastructure and Transport, the average published land prices inJapan rose 0.1% during calendar year 2006, which was the first increase in 16 years, and rose again by
1.3% during calendar year 2007.

Capital Improvements
In recent years, we pursued, and intend to continue to pursue, consistent and disciplined capital managementthat balances our capital needs related to the further enhancement of our overall profitability with the
improvement of capital quality through the following measures, against the backdrop of our continued efforts toenhance the profitability of our operations.
Capital Raising
In January and July 2008, we issued ¥274.5 billion and ¥303.0 billion of non-dilutive preferred securities,
respectively, through our overseas special purpose companies to enhance the Tier 1 capital of Mizuho Financial
Group as well as Mizuho Corporate Bank and Mizuho Bank and improve the flexibility of our future capital
strategy.
In June 2007, we redeemed ¥185.5 billion of non-dilutive preferred securities that were issued by ouroverseas special purpose companies in February 2002, and in June 2008, we redeemed $1.0 billion, $1.6 billionand ¥118.5 billion of non-dilutive preferred securities that were issued by our overseas special purpose
companies in February 1998, March 1998 and August 2002, respectively.
Repurchase and Cancellation of Common Stock Held by Our Subsidiary
In May 2007, we repurchased and cancelled all of the 261,040.83 shares of our common stock held by ourwholly owned subsidiary, Mizuho Financial Strategy.
Repurchase and Cancellation of Own Shares
In August and September 2007, we repurchased a total of 214,900 shares of our common stock for ¥150.0
billion on the Tokyo Stock Exchange through a trust established for this purpose. The repurchases wereconducted in order to offset the potential dilutive effect of the conversion of our Eleventh Series Class XI
preferred stock (the total issued amount of which is ¥943.7 billion) issued to the private sector in consideration of
the possibility that the number of shares of our common stock would increase after the commencement of theconversion period on July 1, 2008. We cancelled the repurchased shares in September 2007.
In addition, and for the same reason, we repurchased a total of 283,500 shares of our common stock for¥150.0 billion in July 2008 and plan to cancel all of the common stock repurchased, except the shares to be
assigned for use in connection with the stock compensation-type stock options (stock acquisition rights) of ourdirectors and executive officers. For information on our stock compensation-type stock options (stock acquisitionrights) for directors, see “Item 6.B. Directors, Senior Management and Employees—Compensation.”
We will continue to address the potential dilutive effects relating to the Eleventh Series Class XI Preferred
Stock, with an aim to complete the process in about two years, by establishing additional repurchase limits andrepurchasing and canceling our own shares based on market conditions, our earning trends and other factors. For
the fiscal year ending March 31, 2009, our expected total amount of repurchases is approximately ¥400 billion,
including the ¥150 billion that was repurchased in July 2008. See notes 15 and 33 to our consolidated financial
statements included elsewhere in this annual report for the material terms and conditions of conversion of theEleventh Series Class XI preferred stock and for its initial conversion price, respectively.
47

Capital and Dividend Policies
With respect to our Tier 1 capital ratio, we aim for a medium-term target of 8% on a Basel II basis tostrengthen our capital base to support growth strategies. We will place our management emphasis on return on
equity from the perspective of effective utilization of our capital and consider returning profits to ourshareholders while maintaining and strengthening our capital base.
Business Trends
Based on our current operating environment and management focus, we believe that the trends that are mostsignificant to our current and future results of operations include the following:
Loans and Deposits
Loan volume
Our total loan balance decreased on a year-on-year basis in the fiscal year ended March 31, 2008 due to adecrease in domestic loans resulting from subdued corporate loan demand and the effect of the appreciation of
the yen against currencies such as the U.S. dollar on foreign loans, which was offset in part by a steady increasein foreign loans supported by strong loan demand among our foreign corporate customers. We aim to continue
increasing our foreign loans by responding primarily to loan demand from our corporate customers. We believe
loan growth in the domestic market will generally continue to be weak due to lack of strong bank loan needs bycorporate borrowers, while we expect steady growth in our loans to individuals.
Margins between loans and deposits
The Bank of Japan announced on July 14, 2006 and on February 21, 2007 that it raised its target for theuncollateralized overnight call rate from 0% to 0.25% and from 0.25% to 0.5%, respectively. Reflecting theseraises, the average yield on domestic loans increased from 1.54% in the fiscal year ended March 31, 2007 to
1.77% in the fiscal year ended March 31, 2008, and the average rate on domestic interest-bearing deposits
increased from 0.38% to 0.52%.
The average applicable spread on domestic loans, or the difference between the applicable interest rate on
the loan and its relevant reference rate such as TIBOR, narrowed in the fiscal year ended March 31, 2008 fromthe previous fiscal year due mainly to the effects of continuing intense competition especially in the domestic
corporate loan market caused by subdued corporate loan demand.
The difference between market interest rates and interest rates applicable to domestic interest-bearing
deposits widened in the fiscal year ended March 31, 2008 due mainly to the general insensitivity of yen demand
deposits to changes in market interest rate levels.
The increase of 0.23% in average yield on domestic loans in the fiscal year ended March 31, 2008 comparedto the previous fiscal year was larger than the increase of 0.14% in the average rate on domestic interest-bearing
deposits over the same period, resulting in a widening of the difference between such average yield and averagerate. We believe the foregoing trends that apply negative competitive pressure on our loan spreads will generally
continue for the near to medium term, while we believe that the foregoing trends that widen the difference
between market interest rates and rates on yen deposits will generally not continue, assuming the Bank of Japan
does not raise its target rate and short-term market interest rates continue to be stable.
Provision (credit) for loan losses
We had a credit for loan losses of ¥57.8 billion in the fiscal year ended March 31, 2008 compared to a
provision for loan losses of ¥182.1 billion in the previous fiscal year. The credit for loan losses was due mainly to
upgrades in the internal credit ratings of some large borrowers, including the upgrade of a large non-bankfinancial company borrower as a result of the financial support described in “Item 5. Operating and Financial
48

Review and Prospects—Overview—Other Business Events” of our annual report on Form 20-F filed on
August 10, 2007. Such borrowers had previously been downgraded in the second half of the fiscal year ended
March 31, 2007, which was one of the main contributing factors to the significant provision for loan losses
recorded in such fiscal year. The credit for loan losses was offset in part by an increase in allowance for loan
losses due mainly to the declining trend in the financial condition of SMEs that have relatively weak businessbases and the downgrading of some large borrowers to lower internal credit ratings. As a result, we had a credit
for loan losses of ¥57.8 billion in the fiscal year ended March 31, 2008 compared to a provision of ¥182.1 billion
in the previous fiscal year. As of March 31, 2008, our percentage of allowance for loan losses on impaired loans
against the balance of impaired loans requiring an allowance decreased to 32.0% compared with 42.9% as ofMarch 31, 2007. The amount of provision for loan losses in future fiscal years will depend largely on trends inthe credit quality of borrowers, which in turn will be affected by the domestic and global economic environmentand other factors, and changes in the value of collateral on our loans as well as the effectiveness of our credit
screening policy and credit management.
Fees and Commissions
Fees and commissions from corporate and retail customers have been significantly affected by the domestic
and global economic environment. Until recent years, we experienced a period of significant increases in fees
and commissions due to an expansion in various fee businesses that we offer to our corporate customers, such as
fees from syndicated loans, other forms of financing arrangements and various advisory services, as demand forsuch products and services grew among Japanese corporations. Fees and commissions from retail customers had
also increased due to growth in sales commissions related to various investment products as Japanese individuals
increased the proportion of investments other than deposits within their total financial assets as interest rates on
deposits maintained at historically low levels. Despite our expectation at the time for continued growth in fees
and commissions, subdued financing demand from corporate customers, as well as increased competition within
the domestic financial services industry, drove a slight decline in fees and commissions in the fiscal year ended
March 31, 2007. Fees and commissions earned from businesses involving corporate customers decreased in thefiscal year ended March 31, 2008 due to the increased competition and the dislocation in the global financial
markets stemming from U.S. subprime loan issues which negatively impacted areas such as overseas leveraged
buyout and other financings. The dislocation in the global financial markets stemming from U.S. subprime loan
issues, through the negative impact on domestic stock markets, also discouraged our retail customers frompurchasing various investment products and drove a decline in fees and commissions in the fiscal year ended
March 31, 2008. We believe that future changes in the economic environment, such as a recovery in the global
and domestic financial markets from the effects of the current disrupted markets, may have an affect on our fees
and commissions. We do not believe that the general trend of Japanese individuals to shift their financial assets
from savings to investments was only short term and instead believe that the trend will generally continue overthe long term.
Debt and Equity Securities Portfolio
The amount of our funding through deposits and debentures significantly exceeds our total loans. As aresult, we allocate a significant portion of such excess among investments in debt securities, including Japanese
government bonds and credit and alternative investments, which we promote to diversify our risks and to expand
our income sources and we also hold investments in equity securities consisting mainly of common stock ofJapanese listed company customers.
Increases in long-term interest rates generally lead to a decline in the fair value of our portfolio of debt
securities, approximately half of which is Japanese government bonds. As of March 31, 2008, we had a total of¥29,859.1 billion of available-for-sale debt securities within our investments, of which ¥16,212.4 billion was
Japanese government bonds. Changes in fair value of such available-for-sale debt securities are reflected inaccumulated other comprehensive income, net of tax in shareholders’ equity or, in the case of other-thantemporary impairments to fair value, charged to income as an impairment loss. In the fiscal year ended March 31,
2007, we incurred investment losses related to bonds of ¥121.6 billion mainly as a result of impairment losses on
49

Japanese government bonds incurred due to rising interest rates. Although investment losses related to bonds
increased to ¥314.1 billion in the fiscal year ended March 31, 2008, the increase was due mainly to losses related
to securitization products as a result of the impact of the dislocation in the global financial markets stemmingfrom U.S. subprime loan issues (as discussed separately in “—Overview—Impact of the Dislocation in the
Global Financial Markets”), while impairment losses on Japanese government bonds decreased due to declining
long-term interest rates. We had ¥29,606.7 billion and ¥29,859.1 billion of available-for-sale debt securities as ofMarch 31, 2007 and 2008, respectively, and unrealized gains of ¥139.6 billion and ¥14.9 billion were reflected inaccumulated other comprehensive income, net of tax as of such dates, respectively.
The fair value of available-for-sale marketable equity securities within our investments was ¥4,512.5 billion,or ¥2,619.5 billion based on cost, as of March 31, 2008. Because the size of our portfolio of marketable equity
securities is substantial, we are subject to significant equity market risk, as increases in unrealized gains andlosses related to changes in the fair value of available-for-sale marketable equity securities are reflected inaccumulated other comprehensive income, net of tax in shareholders’ equity or, in the case of other-thantemporary impairments to fair value, charged to income as an impairment loss. We expect the size of ourportfolio of marketable equity securities to continue to be significant. Because the fair values of debt securities
and equity securities generally have a tendency to fluctuate in opposing directions based on changes in theeconomic environment and interest rate levels, we believe that holding them together has the effect of offsettinginterest rate and equity market risk to some degree.
Trading Account Gains—Net
Trading account gains—net decreased significantly in the fiscal year ended March 31, 2008 from theprevious fiscal year due mainly to the trading losses on foreign securitization products incurred by Mizuho
Securities and its overseas subsidiaries in connection with the dislocation in the global financial markets
stemming from U.S. subprime loan issues. Although Mizuho Securities significantly reduced its holding of
foreign securitization products, it continues to hold a certain amount of such assets that are exposed to the risk offurther declines in value or that may otherwise lead to further losses. While we will endeavor to continue
reducing the amount of foreign securitization products through sales or other measures, our exposure to assetsthat are subject to such risk may increase in the future depending on market conditions and other factors. We may
be subject to additional losses in subsequent periods absent a market recovery.
Costs and Expenses
We have been endeavoring to reduce our salaries and employee benefits expenses, general andadministrative expenses and occupancy expenses, while costs related to the implementation of initiatives toincrease profitability, such as further enhancement to our infrastructure and an increases in employee headcountto promote our domestic consulting activities with individuals and expansion of our international office network,
continue to increase. In the fiscal year ended March 31, 2008, the latter outweighed the former, and salaries andemployee benefits expenses, general and administrative expenses and occupancy expenses increased by ¥71.4
billion in aggregate in the fiscal year ended March 31, 2008 compared to the previous fiscal year. Although weplan to continue our efforts to enhance our cost efficiency, we expect that any resulting cost reduction will be
more than offset by increased costs.
Impact of the Dislocation in the Global Financial Markets
The impact of the dislocation in the global financial markets stemming from U.S. subprime loan issues has
spread widely across the markets for securitization products, including residential mortgage-backed securities(RMBS) and collateralized debt obligations (CDOs) backed by RMBS, regardless of whether they involve U.S.
subprime mortgage loans, leading to significant liquidity problems related to securitization products that havecontributed to the declines in the value, and disruption of historical pricing relationships, of such products.
The adverse impact has further expanded to various markets such as asset-backed commercial paper(ABCP) and loans related to leveraged buyout transactions. In addition, structured investment vehicles (SIVs),50

which are investment vehicles designed to earn a spread between the short-term debt that they issue and thelonger-term investments (including the types of securities that were impacted by the market dislocation) that they
make, have faced significant liquidity issues in connection with their issuances of short-term debt as a result of
rating agency downgrades of their longer-term investments and other related market developments.
The foregoing market developments have adversely affected our financial condition and results ofoperations. This subsection sets forth information relating to such effects, taking into account therecommendations relating to disclosure contained within the Report of the Financial Stability Forum on
Enhancing Market and Institutional Resilience dated April 7, 2008. All figures in this subsection are approximate
amounts based on a managerial accounting basis used for risk monitoring purposes.
In the fiscal year ended March 31, 2008, our three principal banking subsidiaries, Mizuho Corporate Bank,
Mizuho Bank and Mizuho Trust & Banking (including their overseas subsidiaries, but excluding subsidiaries ofMizuho Securities) and Mizuho Securities (including its overseas subsidiaries) incurred the following losses
offset in part by hedging profits:
Fiscal year ended
March 31, 2008
(in billions of yen)Three principal banking subsidiaries (including their overseas subsidiaries, but excluding
subsidiaries of Mizuho Securities):
Losses on sales of and impairment losses on securitization products, etc. . . . . . . . . . . . . . .
Losses associated with ABCP programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit-related costs associated with SIVs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Valuation losses related to loans held for sale mainly in connection with leveraged buyout
financings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Profits from hedging of securitization products exposure with credit default swaps . . . . . . .

¥(161)
(112)
(21)
(60)
29

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mizuho Securities (including its overseas subsidiaries):
Trading losses (net of hedges) on securitization products in trading account assets . . . . . . .
Losses associated with U.S. financial guarantors (monoline insurers) . . . . . . . . . . . . . . . . .

(325)

Subtotal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(409)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(345)
(64)
¥(734)(1)(2)

Notes:(1) Our other principal securities subsidiary, Mizuho Investors Securities, held only a negligible amount of
securitization products as of March 31, 2008, and its related losses were also negligible.
(2) The total figure of ¥734 billion differs from the corresponding figure under Japanese GAAP disclosure due
mainly to the following reasons:•Losses on sales of and impairment losses on securitization products, etc. Difference in recognition
criteria for declines in the fair value of securities below cost that are deemed to be “other-thantemporary.” See “—Reconciliation with Japanese GAAP—2. Investments” for further information.

•

Losses associated with ABCP programs. Difference in timing of loss recognition and then applicableforeign currency exchange rates.

•

Valuation losses related to loans held for sale. Difference in the calculation of losses related to loans
held for sale. Reserves for possible losses on sales of loans under Japanese GAAP do not include
relevant general and specific reserves for possible losses on such loans, while valuation losses related toloans held for sale under U.S. GAAP are generally equivalent to the aggregate amount of losses related
to reserves for possible losses on sales of loans and reserves for possible losses on such loans underJapanese GAAP.
51

Securitization Products
We continue to hold a significant amount of securitization products. The balance of securitization products
held by our principal banking subsidiaries (including their overseas subsidiaries, but excluding subsidiaries ofMizuho Securities) was approximately ¥4,039 billion, of which approximately ¥889 billion was foreign currencydenominated as of March 31, 2008. Similarly, the balance held by Mizuho Securities (including its overseas
subsidiaries) was approximately ¥351 billion, of which approximately ¥105 billion was foreign currencydenominated.
We reduced significantly the amount of securitization products, in particular foreign currency-denominatedsecuritization products held by Mizuho Securities, from September 30, 2007. As of September 30, 2007, thebalance of securitization products held by our principal banking subsidiaries was approximately ¥4.7 trillion, of
which approximately ¥1.2 trillion was foreign currency-denominated. Similarly, the balance held by Mizuho
Securities (including its overseas subsidiaries) was ¥0.9 trillion, of which approximately ¥0.5 trillion was foreign
currency-denominated.
The following tables show a breakdown of foreign currency-denominated securitization products held by(i) our principal banking subsidiaries and their overseas subsidiaries, but excluding subsidiaries of Mizuho
Securities (available-for-sale securities) and (ii) Mizuho Securities and its overseas subsidiaries (trading accountassets, net of hedges), as of March 31, 2008:
Fiscal year ended
As of March 31, 2008
March 31, 2008
Marks (%) Unrealized
Realized
Balance(fair value)/
gains
gains
(fair value) (face value)(losses)(losses)(in billions of yen, except percentages)

Foreign currency-denominatedsecuritization products held byour principal banking
subsidiaries (including theiroverseas subsidiaries, but
excluding subsidiaries ofMizuho Securities):
ABSCDOs, CDOs . . . . . . . . . . . .
CDOs backed by RMBS . . . . .
CDOs except above . . . . . . . . .
CDOs backed by claims
against corporations . . . . .
CDOs backed bycommercial mortgagebacked securities(CMBS) . . . . . . . . . . . . . .
RMBS . . . . . . . . . . . . . . . . . . . . .
RMBS with underlying assets
in the United States . . . . . . .
RMBS except above (withunderlying assets mainly inEurope) . . . . . . . . . . . . . . . . .
ABS, collateralized loan
obligations (CLOs) andothers . . . . . . . . . . . . . . . . . . . .
CLOs . . . . . . . . . . . . . . . . . . . .
ABS . . . . . . . . . . . . . . . . . . . . .
CMBS . . . . . . . . . . . . . . . . . . .
SIV-related . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . .

As of March 31, 2008
Hedged proportion
within balance(fair value)(1)

¥126
36(2)
90(3)

51%
28
77

¥ (2)
(0)
(2)

¥(149)(117)(32)

approximately 10%—
approximately 20%

90

77

(2)

(32)

approximately 20%

—
319

—
86

—
(0)

—
(55)

—
approximately 50%

— (4)

— (4)

— (4)

(1)(4)

319

86

(0)

(54)

approximately 50%

444
195
169
79
—
¥889(5)

85
86
93
89
—
78%

(2)
(2)
0
0
—
¥ (4)

(87)
(37)
(19)
(10)
(21)
¥(291)

approximately 40%
approximately 40%
approximately 20%
approximately 50%—
approximately 40%

52—

Notes:(1) Represents the proportions of balances (fair value) of our securitization products that constitute reference
assets of our securitization schemes that transferred credit risk to third parties through maturity, using credit
default swaps (CDSs) or otherwise. In some of these securitization schemes, a portion of the credit risk of
the reference assets remained with us through our retaining a small first loss position and a portion of seniortranches. As of March 31, 2008, the hedges included approximately ¥213 billion (on a notional amountbasis) of credit default swaps entered into with a AA range rated banking subsidiary of a multi-line
insurance company and approximately ¥100 billion (on a notional amount basis) of credit default swaps
entered into with a AA range rated government-affiliated financial institution. The ratings were based on thelowest external ratings as of March 31, 2008.
(2) Mizuho Corporate Bank acquired a CDO as a substitution payment of loans provided to its sponsoringoverseas ABCP conduit in the fiscal year ended March 31, 2008 and incurred a loss of ¥112 billion. The
proportion of U.S. subprime mortgage loan-related assets to total underlying assets of this CDO was up to
approximately 30%. The entire balance (fair value) was super senior tranche.
(3) The entire balance consisted of securitization products backed by original assets (i.e., non-securitized
assets).
(4) Excludes Ginnie Mae, Fannie Mae and Freddie Mac bonds. The balance of those bonds as of March 31,
2008 was approximately ¥1.2 trillion, which consisted primarily of Ginnie Mae bonds.
(5) In addition to the above ¥889 billion of foreign currency-denominated securitization products held by our
principal banking subsidiaries (including their overseas subsidiaries, but excluding subsidiaries of Mizuho
Securities), a portion of our consolidated VIEs that are ABCP conduits held securitization products. See note 2
to the table “Consolidated multi-seller asset-backed commercial paper/loan programs of which acquired assets
are located overseas” in “—Overview—Our Special Purpose Entities—Variable Interest Entities (VIEs).”
Fiscal year ended
As of March 31, 2008
March 31, 2008
Marks (%)
Realized
Balance(fair value)/
gains(fair value) (face value)(losses)(in billions of yen, except percentages)

Foreign currency-denominated securitization products held byMizuho Securities (including its overseas subsidiaries):
ABSCDOs, CDOs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CDOs backed by RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hedged by CDSs with a non-investment grade(2) U.S.
monoline insurer that we deemed to be ineffective(net of allowances) . . . . . . . . . . . . . . . . . . . . . . . . . .
CDOs except above . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CDOs backed by claims against corporations . . . . . . .
Hedged by CDSs with a non-investment grade(2)U.S. monoline insurer that we deemed to beineffective (net of allowances) . . . . . . . . . . . . .
CDOs backed by CMBS . . . . . . . . . . . . . . . . . . . . . . . .
RMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS backed by U.S. subprime mortgage loans . . . . . . . .
RMBS except above (backed by mid-prime loans, primeloans and others) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS backed by mid-prime loans (Alt-A) . . . . . . . . .
ABS, CLOs and others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CLOs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CMBS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
53

¥ 50
24(1)

18%
10

¥(231)
(216)

11
26(3)
16

17
83
92

(54)
(15)
(12)

0
0
53
15

—

(10)
(4)
(164)
(35)

38(4)
19
2
2
0

26(4)
26
67
73
43

(129)(4)22%¥(400)

¥105

8
27
31

(5)
(2)
(3)

Notes:(1) The proportion of U.S. subprime mortgage loan related assets to total underlying assets was approximately
20%. Approximately 70% of the balance (fair value) was super senior tranche.
(2) Credit ratings are based on external ratings as of March 31, 2008.
(3) The entire balance consisted of securitization products backed by original assets (i.e., non-securitized
assets).
(4) Excludes Ginnie Mae, Fannie Mae and Freddie Mac bonds. The balance of those bonds as of March 31,
2008 was negligible.
The following table shows a breakdown by credit ratings of the counterparties and reference assets of credit
default swaps held by Mizuho Securities (including its overseas subsidiaries) as of March 31, 2008:

Notional
amount(A)

Credit default swaps held by Mizuho Securities(including its overseas subsidiaries):
AAA(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS CDOs . . . . . . . . . . . . . . . . . . . . . . . . . .
Other CDOs (backed by claims against
corporations) . . . . . . . . . . . . . . . . . . . . . . . .
of which counterparties are U.S.
monoline insurers . . . . . . . . . . . . . . . .
AA(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS CDOs . . . . . . . . . . . . . . . . . . . . . . . . . .
Other CDOs (backed by claims against
corporations) . . . . . . . . . . . . . . . . . . . . . . . .
A to BBB(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RMBS CDOs . . . . . . . . . . . . . . . . . . . . . . . . . .
Other CDOs (backed by claims against
corporations) . . . . . . . . . . . . . . . . . . . . . . . .
Non-investment grade or no ratings(1)(2) . . . . . . . . .
RMBS CDOs . . . . . . . . . . . . . . . . . . . . . . . . . .
Other CDOs (backed by claims against
corporations) . . . . . . . . . . . . . . . . . . . . . . . .

As of March 31, 2008
Amount to beclaimed atsettlement
Fair value of(Net present value)reference asset (A) – (B) – (any cash(B)
received) = (C)(in billions of yen)

Allowance
against (C)

¥168
—

¥142
—

¥ 26
—

168

142

26

0

83
192
60(2)

74
159
40(2)

9
13
0(2)

0
0
0

132
3
3

119
0
0

13
3
3

0
0
0

—

—

—

2
2(3)

¥

0
—

—

1
1(3)

2
2(3)

0
0(3)

—

—

—

—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥366

¥302

¥ 43

¥

0

Of which counterparties are U.S. monoline
insurers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 83

¥ 74

¥

¥

0

9

Notes:(1) Credit ratings are based on external ratings as of March 31, 2008. Categorized by the lowest rating when
multiple ratings exist. When the counterparty was guaranteed by third parties, categorized by the higher
rating of the two. Special purpose vehicles that do not have issuer ratings are categorized by the parties towhich final risk resided.
(2) The difference between the notional amount and fair value of reference asset (approximately ¥20 billion)
was received in cash from a credit protection seller, and the net present value for that portion thus became
nil with no counterparty risk.
54

(3) Does not include CDS protections purchased from a non-investment grade U.S. monoline insurer that weredeemed ineffective. The fair values of the reference assets (securitization products) were reflected directlyon our balance sheet and income statement. See immediately preceding table for information on CDS
protections that were deemed ineffective.
The following tables show breakdowns based on credit ratings and geographic distribution of foreign
currency-denominated securitization products held by (i) our principal banking subsidiaries and their overseas
subsidiaries but excluding subsidiaries of Mizuho Securities (available-for-sale securities) and (ii) Mizuho
Securities and its overseas subsidiaries (trading account assets, net of hedges), as of March 31, 2008:

Foreign currency-denominated securitization products
held by our principal banking subsidiaries(including their overseas subsidiaries, but excluding
subsidiaries of Mizuho Securities):
Balance (fair value) . . . . . . . . . . . . . . . . . . . . . . . . . . .
By credit rating(3):AAA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
AA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
A .....................................
BBB . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
BB or lower; no ratings . . . . . . . . . . . . . . . . . . . .
By geography(3):United States . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RMBS
CDOs

As of March 31, 2008
Other
CDOs RMBS CLOs
ABS
CMBS
(in billions of yen, except percentages)

¥ 36

¥90

¥319(1) ¥195

¥169(2) ¥ 79

0%
0
0
0
100

35%
30
28
7
0

10%
38
38
13
0

94%
0
0
0
6

11%
8
38
43
0

32%
40
28
0
0

33%
22
26
14
5

100%
0
0

36%
61
2

0%
91
9

90%
10
0

42%
0%
58
100
0
0

36%
61
3

Total

¥889

Notes:(1) Breakdowns of RMBS on a country-by-country basis and based on year of issuance are as follows:
United Kingdom . . . . . . . . . . . . . . . . . . .
Netherlands . . . . . . . . . . . . . . . . . . . . . .
Spain . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . .

50%
19
16
15

2004 . . . . . . . . . . . . . . . . . . . . . . . .
2005 . . . . . . . . . . . . . . . . . . . . . . . .
2006 . . . . . . . . . . . . . . . . . . . . . . . .
2007 . . . . . . . . . . . . . . . . . . . . . . . .

8%
38
33
19

Credit card receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease/auto loan receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

57%
34
9

(2) Major underlying assets of ABS are as follows:(3) The percentages in the above table and in the accompanying footnotes are calculated before taking into
account the reduction in balance resulting from losses on unhedged securitization products incurred inconnection with the discontinuation of business relating to credit investments primarily in Europe. (See note
1 to the table “Foreign currency-denominated securitization products held by our principal banking
subsidiaries (including their overseas subsidiaries, but excluding subsidiaries of Mizuho Securities)” on
page 53 for the definition of hedging.)

55

Foreign currency-denominated securitization
products held by Mizuho Securities (including its
overseas subsidiaries):
Balance (fair value) . . . . . . . . . . . . . . . . . . . . . . . . .
By credit rating:
AAA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
AA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
A ...................................
BBB . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
BB or lower; no ratings . . . . . . . . . . . . . . . . . .
By geography:
United States . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

RMBS
CDOs

As of March 31, 2008
U.S.
Other
subprime
CDOs
RMBS
Other RMBS CLOs
(in billions of yen, except percentages)

¥ 24

¥26

¥ 15(1)¥ 38(1)

2%
9
2
50
37

32%
21
0
46
0

0%
0
0
70
30

61%
31
2
0
6

0%
39
0
0
61

30%
19
1
33
16

100%
0
0

61%
0
38

100%
0
0

100%
0
0

100%
0
0

90%
0
9

¥ 2

Total

¥105

Note:
(1) A breakdown based on year of issuance of RMBS backed by U.S. subprime mortgage loans and other
RMBS combined is as follows:2005 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3%
20
74

The following table shows a breakdown of yen-denominated securitization products held by (i) our principal
banking subsidiaries and their overseas subsidiaries but excluding subsidiaries of Mizuho Securities (availablefor-sale securities) and (ii) Mizuho Securities and its overseas subsidiaries (trading account assets, net of hedges),as of March 31, 2008:
Our principal banking subsidiaries(including their overseas
subsidiaries, but excluding
Mizuho Securities
subsidiaries of Mizuho Securities)(including its overseas subsidiaries)
Balance
Unrealized
Balance
Realized gains(fair value)
gains (losses)(fair value)(losses) in the
as of
as of
as of
fiscal year ended
March 31, 2008
March 31, 2008
March 31, 2008
March 31, 2008
(in billions of yen)Japanese yen-denominated securitization
products . . . . . . . . . . . . . . . . . . . . . . . . . .
ABSCDOs, CDOs . . . . . . . . . . . . . . . . .
CDOs backed by RMBS . . . . . . . .
CDOs except above . . . . . . . . . . . .
CDOs backed by claims
against corporations . . . . .
CDOs backed by CMBS . . . .
RMBS(3) . . . . . . . . . . . . . . . . . . . . . . . . .
ABS, CLOs and others . . . . . . . . . . . . .
CMBS . . . . . . . . . . . . . . . . . . . . . .
ABS . . . . . . . . . . . . . . . . . . . . . . . .
CLOs . . . . . . . . . . . . . . . . . . . . . . .

¥3,150115—
115¥ (4)(1)
(3)
—
(3)

¥246
52
—
52

¥ (9)
(11)
—
(11)

106
8
1,344
1,691
1,015
590
86

(3)
(0)
4
(6)
(6)
0
(0)

52(2)
—
21
174
12
162
—

(11)(2)
—
1
1
(0)
1
—

Notes:(1) Realized losses for our principal banking subsidiaries (including their overseas subsidiaries, but excluding
subsidiaries of Mizuho Securities) in the fiscal year ended March 31, 2008 was ¥3 billion.
56

(2) Includes a large transaction of which credit rating was downgraded.
(3) Represents RMBS originated by Japanese financial institutions and others. Japan Housing Finance Agency
Bonds were excluded. Balance of Japan Housing Finance Agency Bonds as of March 31, 2008 wasapproximately ¥250 billion.
Loans Held for Sale
As of March 31, 2008, we had a total of approximately ¥816 billion in loans held for sale including
approximately ¥94 billion in undrawn commitments (including those categorized as impaired loans) related
mainly to overseas leveraged buyout financings. In the fiscal year ended March 31, 2008, we incurred valuation
losses related to loans held for sale of approximately ¥60 billion. Of the balance of loans held for sale, 79%constituted loans in Europe, 15% in Japan, 3% in the Americas and 3% in Asia (ex-Japan). As of March 31,
2008, the top five loans, in terms of amount of loan balance, represented approximately 70% of total loans held
for sale. The total balance of loans related to leveraged buyout financings, including loans held for sale and loans
held within our loan portfolio, was ¥1.4 trillion of which ¥0.6 trillion was included in loans held for sale. Of thebalance of loans related to leveraged buyout financings, 71% constituted loans in Europe, 14% in the Americas,
10% in Asia (ex-Japan) and 5% in Japan. The balances include commitments that had not been drawn but for
which documentation had been concluded.
Securitization Products Guaranteed by U.S. Monoline Insurers
Approximately ¥26 billion of securitization products backed by auto lease receivables, credit card
receivables and others (of which approximately ¥7 billion was redeemed at maturity in April 2008) was
guaranteed by U.S. monoline insurers. These assets are included in the acquired assets of asset-backed
commercial paper/loan programs mentioned in “—Overview—Our Special Purpose Entities—Variable Interest
Entities (VIEs)” below. The programs were sponsored by Mizuho Corporate Bank and no U.S. subprime
mortgage loan related assets were included in the underlying assets. Although some of the monoline insurers thatprovided the above guarantees were rated non-investment grade (based on external credit ratings), there were no
particular concerns regarding the condition of the underlying assets as of March 31, 2008.
Loans Guaranteed by U.S. Monoline Insurers
Approximately ¥16 billion of Mizuho Corporate Bank’s loan commitments to overseas infrastructure
projects (of which approximately ¥4 billion was drawn) was guaranteed by U.S. monoline insurers. No U.S.
subprime mortgage loan related exposure was included. Although some of the monoline insurers that provided
the above guarantees were rated non-investment grade (based on external ratings), there were no particularconcerns regarding the credit condition of the projects as of March 31, 2008.
SIV-related
In the fiscal year ended March 31, 2008, we wrote off our investments and loan exposures to SIVs, which
resulted in credit-related costs associated with SIVs of ¥21 billion. As a result, we had no investments or loan
exposures to SIVs as of March 31, 2008. There were no SIVs that were established by us or to which we
provided liquidity support and other assistance.
Other Relevant Information
As of March 31, 2008, we had a total of approximately ¥68 billion in outstanding loans to U.S. mortgage
lenders mainly for their working capital, and all of those companies were rated investment grade by externalratings (with approximately 70% of those companies (based on loan amount) having ratings of “A” range orhigher). As of March 31, 2008, we had no subprime-related warehouse loans, or loans that provide interim
funding to other financial institutions while they accumulate assets for a new asset-backed securities issuance.
57

As shown above, we continue to hold a significant amount of assets that are exposed to the risk of further
declines in value or that may otherwise lead to further losses. While we will endeavor to continue reducing theamount of foreign securitization products through sales or other measures, our exposure to assets that are subject
to such risks may increase in the future depending on market conditions and other factors. Although we do notprepare quarterly financial information under U.S. GAAP, we reported further developments under Japanese
GAAP for the three months ended June 30, 2008. We recorded losses while reducing the amount of securitization
products as disclosed in our report on Form 6-K furnished to the United States Securities and Exchange
Commission on July 31, 2008. Market conditions have continued to deteriorate after June 30, 2008, and we may
be subject to additional losses in subsequent periods absent a market recovery.
Our Special Purpose Entities
Our use of special purpose entities relates mainly to variable interest entities, or VIEs and qualifying special
purpose entities, or QSPEs. The following sets forth information regarding our VIEs and QSPEs, taking into
account the recommendations relating to disclosure contained within the Report of the Financial Stability Forumon Enhancing Market and Institutional Resilience.
Variable Interest Entities (VIEs)
Our VIEs are distinguished between those that are consolidated for purposes of our consolidated financial
statements and those that are not. VIEs are consolidated if we are deemed to be the primary beneficiary of those
VIEs. With respect to certain unconsolidated VIEs, we determined that, while we were not the primary
beneficiary, they were “significant unconsolidated variable interest entities” due to our significant variableinterests. In the normal course of business, we are involved with VIEs primarily through the following types oftransactions:•asset-backed commercial paper/loan programs;•

asset-backed securitizations;•investments in securitization products;•

investment funds; and•trust arrangements and other.

The following table shows the amount of assets held by consolidated or significant unconsolidated VIEs
related to each type of transaction:
As of March 31, 2008
Total assets ofconsolidated andsignificant
unconsolidated VIEs

Asset-backed commercial paper/loan
programs . . . . . . . . . . . . . . . . . . . . .
Asset-backed securitizations . . . . . . . .
Single-seller programs . . . . . . . . .
Investments in securitization
products . . . . . . . . . . . . . . . . . . . . . .
Investment funds . . . . . . . . . . . . . . . . .
Trust arrangements and other . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . .

Consolidated VIEs

Significant unconsolidated VIEs
Maximum exposure
Consolidated assets
Total assets
to loss(1)(in millions of yen)

¥ 3,096,717
2,430,947
123,139¥3,096,717
788,481
113,225¥—
1,642,466
9,913

¥

—
73,962
10,000249,196
3,854,499
997,318¥10,628,677

249,196
902,515—¥5,036,909—
2,951,984
997,318¥5,591,768—
402,626
421,577¥898,165

Note:(1) Maximum exposure to loss is the contractual or notional amounts of liquidity facilities and otheroff-balance-sheet credit related support or principal amount of financing and is not indicative of the ongoing
exposure which is managed within our risk management framework.
58

Asset-backed commercial paper/loan programs in the above table consist of multi-seller programs that wemanage, which provide our clients with off-balance-sheet and/or cost-effective financing. Asset-backed
securitizations in the above table consist of non-multi-seller programs that we arrange, which include various
types of structured financings to meet clients’ various off-balance-sheet financing needs (referred to as singleseller programs in this subsection) and CDOs, CLOs or other repackaged instruments that are issued by VIEs tomeet clients’ or investors’ financial needs.
We generally provide liquidity and credit support facilities and other financing to VIEs related to the multiand single-seller programs, and as a result, these VIEs are generally treated as consolidated VIEs.
See note 25 in our consolidated financial statements included elsewhere in this annual report for further
descriptions regarding the above transaction types including those other than the two described above.
Asset-backed commercial paper/loan programs
VIEs categorized under asset-backed commercial paper/loan programs consist of conduits for multi-seller
programs. These VIEs purchase receivables from participating clients and other financial assets to meet
off-balance-sheet or liquidity needs. The following tables show certain information related to such multi-seller
asset-backed commercial paper/loan programs and their acquired assets as of March 31, 2008. All figures in thetables below and in the accompanying footnotes are approximate amounts based on a managerial accounting
basis used for risk monitoring purposes.
As of March 31, 2008
(in millions of yen)

Consolidated multi-seller asset-backed commercial paper/loan programs:
Total assets held by conduits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total commercial paper issued by conduits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liquidity, credit support facilities and other financing(1) . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,096,717
521,801
7,095,117

Note:(1) Liquidity, credit support facilities and other financing include conditional and unconditional liquidity andcredit facilities as well as loans actually provided.
Geographic distribution as ofMarch 31, 2008
Japan United States Others Total

Consolidated multi-seller asset-backed commercial paper/loan
programs:
Type of acquired assets:
Credit cards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Residential mortgage loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Auto loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease payment receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Account and note receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2%
0
1
7
80
0
1

3%
0
0
2
2
0
1

0%
0
0
0
0
0
0

6%
0
1
9
82
0
3

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

92%

7%

0%

100%

59

As of March 31, 2008
Credit ratings(1)Balances by expected maturityBBorlower;
Less
no
than
1 to
Over
A
BBB ratings Total 1 year 5 years 5 years Total

AAA

AA

Consolidated multi-seller asset-backed
commercial paper/loan programs ofwhich acquired assets are in Japan:
Type of acquired assets:
Credit cards . . . . . . . . . . . . . . . . .
Residential mortgage loans . . . . .
Auto loans . . . . . . . . . . . . . . . . . .
Lease payment receivables . . . . .
Account and note receivables . . .
Real estate . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . .

0%
0
0
1
1
0
0

0%
0
0
0
3
0
0

2% 0% 0% 2% 2%
0
0
0
0
0
0
0
1
1
1
6
0
1
7
2
29
18
30
80
79
0
0
0
0
0
1
0
0
1
1

0%
0
1
5
1
0
1

0%
0
0
0
0
0
0

2%
0
1
7
80
0
1

Total . . . . . . . . . . . . . . . . . . . . . . . . . .

2%

3%

37% 18% 32% 92% 85%

7%

1%

92%

Note:
(1) Credit ratings are based on internal credit ratings.
As of March 31, 2008
Credit ratings(1)Balances by expected maturity
BB orlower;
Less
no
than
1 to
Over
A
BBB ratings Total 1 year 5 years 5 years Total

AAA

AA

Consolidated multi-seller asset-backed
commercial paper/loan programs ofwhich acquired assets are locatedoverseas:
Type of acquired assets:
Credit cards . . . . . . . . . . . . . . . . .
Residential mortgage loans . . . . .
Auto loans . . . . . . . . . . . . . . . . . .
Lease payment receivables . . . . .
Account and note receivables . . .
Real estate . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . .

0%
0
0
1
0
0
0

0%
0
0
0
0
0
0

3%
0
0
0
1
0
1

0%
0
0
0
0
0
0

0%
0
0
1
0
0
0

3%
0
0
2
2
0
1

1%
0
0
1
1
0
1

2%
0
0
1
0
0
0

0%
0
0
0
0
0
0

3%
0
0
2
2
0
1

Total(2) . . . . . . . . . . . . . . . . . . . . . . . . .

1%

0%

5%

1%

1%

8%

4%

3%

1%

8%

Notes:(1) Credit ratings are based on internal credit ratings.
(2) Of the above assets acquired by asset-backed commercial paper/loan programs, approximately ¥249 billion
was held by overseas ABCP conduits, of which approximately ¥162 billion was securitization products
backed by auto lease receivables, credit card receivables and others (of which approximately ¥26 billion was
guaranteed by U.S. monoline insurers as described in “—Overview—Impact of the Dislocation in the
Global Financial Markets—Securitization Products Guaranteed by U.S. Monoline Insurers”). In April 2008,
credit card receivables-backed securitizations products of approximately ¥57 billion were redeemed in fullat maturity (of which approximately ¥7 billion was guaranteed by U.S. monoline insurers).
60

Asset-backed securitizations
VIEs categorized under asset-backed securitizations include several single-seller programs used for the
purpose of off-balance-sheet financing for our corporate customers, to which we provide liquidity and credit
support facilities and other financing and are thus generally consolidated. Typically, VIEs related to single-seller
programs, purchase corporate claims such as account receivables from our corporate customers and provide
factoring services. Those claims are generally generated in the normal course of the on-going businesses of ourJapanese corporate customers in Japan, and thus we view the risks related to our providing liquidity and credit
support facilities and other financing to be relatively limited under current circumstances. The aggregate amountof assets of such single-seller VIEs was ¥123 billion as of March 31, 2008.
VIEs categorized under asset-backed securitizations also include VIEs that issue CDOs, CLOs or otherrepackaged instruments that we arrange. The aggregate amounts of assets held by VIEs that issue CDOs
categorized as consolidated VIEs and significant unconsolidated VIEs were ¥115 billion and ¥213 billion,
respectively. Our maximum exposure to loss with respect to such significant unconsolidated VIEs was¥32 billion.
Losses relating to VIEs that issue such CDOs, CLOs or other repackaged instruments due to the dislocationin the global financial markets as of March 31, 2008 are generally reflected in our financial statements either
through consolidation in the case of consolidated VIEs or through a decline in the value of our interest in VIEs inthe case of unconsolidated VIEs. The risk exposure of securitization products related to VIEs that issue such
CDOs, CLOs or other repackaged instruments is included in the information set forth in “—Overview—Impactof the Dislocation in the Global Financial Markets” based on a managerial accounting basis used for risk
monitoring purposes.
Qualifying Special Purpose Entities (QSPEs)
QSPEs are passive entities designed to purchase assets and pass through the cash flows from those assets tothe investors and, subject to specified conditions, are generally exempt from consolidation pursuant to FASBInterpretation No. 46. The total assets of our QSPEs were ¥425 billion as of March 31, 2008. The acquired assetsof such QSPEs were primarily residential mortgage loans in Japan.
Critical Accounting Estimates
Note 1 to our consolidated financial statements included elsewhere in this annual report contains a summaryof our significant accounting policies. These accounting policies are essential to understanding our financial
condition and results of operations. Certain of these accounting policies require management to make criticalaccounting estimates that involve complex and subjective judgments and the use of assumptions, some of which
may be for matters that are inherently uncertain and susceptible to change. Such critical accounting estimates are
based on information available to us as of the date of the financial statements and could change from period toperiod. Critical accounting estimates could also involve estimates for which management could have reasonably
used another estimate for the relevant accounting period. The use of different estimates could have a material
impact on our financial condition and results of operations. The following is a discussion of significant
accounting policies for which critical accounting estimates are used.
Allowance for Loan Losses and Allowance for Losses on Off-Balance-Sheet Instruments
The allowance for loan losses is based on management’s estimate of probable credit losses existing in ourlending portfolio, and the allowance for losses on off-balance-sheet instruments is based on management’s
estimate of probable losses related to off-balance-sheet arrangements such as guarantees and commitments toextend credit.

61

The allowance for loan losses is categorized and evaluated using the following methods:•

Allowance based on SFAS No. 114. In accordance with SFAS No. 114, “Accounting by Creditors for
Impairment of a Loan” (“SFAS No. 114”), we measure the value of specifically identified impairedloans based on the expected cash flows discounted at the loans’ initial effective interest rates, or as apractical expedient, using the observable market prices or the fair value of collateral if the loan iscollateral dependent, when it is probable that we will be unable to collect all amounts due according to
the contractual terms of the loan agreement. Management identifies impaired loans through the credit
quality review process, in which the debtor’s ability to service its debt is assessed. The difference
between our evaluation of the value of the impaired loan and its principal amount is the amount of theimpairment which is recorded in the allowance for loan losses. Estimation of future cash flows is basedon a comprehensive analysis of the borrower’s ability to service the debt, any progress made on the
borrower’s rehabilitation program and the assumptions used therein.

•

Allowance based on SFAS No. 5. In accordance with SFAS No. 5, “Accounting for Contingencies”(“SFAS No. 5”), a formula-based allowance utilizing historical loss factors is applied to certain
impaired loans which are aggregated for purposes of measuring impairment, groups of small balance,
homogeneous loans and other non-homogenous loans which have not been identified as impaired. The
determination of expected losses is based on a statistical analysis of our historical default and loan loss
data, as well as data from third-party sources. The estimation of the formula allowance is back-tested ona periodic basis by comparing the allowance with the actual results subsequent to the balance sheet date.

•

Adjustment of SFAS No. 5 Allowance. In addition to the allowance for loan losses based on historicalloss factors, the historical loss rate is adjusted, where appropriate, to reflect current factors, such as
general economic and business conditions affecting key lending areas, credit quality trends, specificindustry conditions and recent loss experience in the segments of the loan portfolio. For loans which are
not deemed to be impaired under SFAS No. 114 but to which special isolated risks apply, management
assesses each loan individually to determine appropriate allowance amounts in lieu of mechanically
applying the SFAS No. 5 formula-based allowance.

We assess probable loss amounts for guarantees using the same categories and evaluation methods as loans.
We similarly assess probable loss amounts for loan commitments, taking into account the probability ofdrawdowns.
The determination of the allowance for loan losses and the allowance for losses on off-balance-sheet
instruments requires a great deal of judgment and the use of estimates as discussed above. Furthermore,
information available at the time of the determination is limited, and it is not possible to eliminate uncertainty.
Significant changes in any of the factors underlying our determination of the allowances could materially affectour financial condition and results of operations. For example, if our current judgment with respect to expected
future cash flows differ from actual results, including as a result of an unexpected adverse change in theeconomic environment in Japan or a sudden and unanticipated failure of a large borrower, or if the value ofcollateral declines, we may need to increase the allowances with additional charges to earnings.
Valuation of Financial Instruments
We hold various debt and equity securities and derivatives in our trading account. We also hold various
available-for-sale securities and other investments in our investments account. We generally value all suchinvestments and derivatives based on their fair value. For investments and derivatives for which an active market,
including dealers’ quotes, exists, we determine fair value based on their market price. Dealers’ quotes are used
for determining fair value only if the financial instrument is not listed on any exchange or otherwise does nothave an exchange quotation and an active dealers’ market exists for the instrument. However, if no such market
exists, fair value is determined as follows:•with respect to certain debt securities (which comprise approximately 12.6% and 5.5% of total trading
securities and investments carried at fair value as of March 31, 2007 and 2008, respectively), we
62

estimate fair value based on the market value of similar securities with an active market, taking into
consideration the time to maturity and the credit rating of the issuer;•

with respect to certain derivatives (which comprise approximately 99.6% and 99.5% of total derivative
assets and 99.2% and 99.3% of total derivative liabilities as of March 31, 2007 and 2008, respectively),
we estimate fair value by assessing future cash flows and discounting such cash flows based on
appropriate market interest rates. Such estimation involves the application of forward curves andvaluation models to market-based parameters, with adjustments made as necessary based on credit risk
and liquidity risk. Furthermore, in the limited cases where the valuation cannot be made based onmarket-based parameters (which comprise approximately 0.1% and 0.0% of derivative assets as ofMarch 31, 2007 and 2008, respectively), management makes its best estimate of the fair value. In suchcases, profits related to the transaction are deferred and amortized over the term of the derivative
contract; and•with respect to certain non-marketable equity securities (which comprise approximately 0.2% and 0.2%
of total trading securities and investments carried at fair value as of March 31, 2007 and 2008,
respectively), we estimate fair value by various modeling techniques, referring to the price or net assets
of benchmark securities or employing EBITDA multiple analysis as management deems appropriate
based on the circumstances and market participants’ practice.

The above determinations involve subjective judgments with respect to the method of valuation used and theparameters used in the valuation. If these subjective judgments prove to be inaccurate, our financial condition
and results of operations could be materially and adversely affected.
Valuation of Deferred Income Taxes
Deferred income taxes reflect the net tax effects of (1) temporary differences between the carrying amountsof assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and(2) operating loss and tax credit carryforwards. Pursuant to SFAS No. 109, “Accounting for Income Taxes,” asamended (“SFAS No. 109”), a valuation allowance is recognized for any portion of the deferred tax assets where
it is considered more likely than not that it will not be realized, based on projected future income and future
reversals of existing taxable temporary differences. Because we have not opted to be subject to consolidated
taxation, deferred tax assets and liabilities are calculated separately for each member of our consolidated group.
The determination of a valuation allowance is an inherently uncertain process due to the use of projected
future taxable income and subjective assessments in the effectiveness of our available tax planning strategies
provided for under SFAS No. 109. For example, variances in future projected operating performance or tax law
changes that impact our tax planning strategies could result in a change in the valuation allowance. If we are notable to realize all or part of our net deferred tax assets in the future, an adjustment to our valuation allowance
would be charged to income tax expense in the period such determination is made, and this could materially andadversely affect our financial condition and results of operations.
Pension and Other Employee Benefit Plans
Mizuho Financial Group, its principal banking subsidiaries and certain other subsidiaries sponsor severance
and pension plans, which provide defined benefits to retired employees. Periodic expense and accrued liabilities
are computed based on a number of actuarial assumptions, including mortality, withdrawals, discount rates,
expected long-term rates of return on our plan assets and rates of increase in future compensation levels.
Actual results that differ from the assumptions are accumulated and amortized over future periods andtherefore generally affect future pension expenses. While management believes that the assumptions used areappropriate, differences in actual experience or changes in assumptions may adversely affect pension expenses in
the future.
63

In estimating the discount rates, we use interest rates on high-quality fixed-income governmental andcorporate bonds that received a rating of AA(Aa) or higher from rating agencies. The durations of such bonds
closely match that of the pension benefit obligation. Assumed discount rates were reevaluated at eachmeasurement date.
The expected rate of return for each asset class is based primarily on various aspects of the long-term
prospects for the economy that include historical performance and the market environment.
For further information on our pension benefits, see note 21 to the consolidated financial statements
included elsewhere in this annual report.
Operating Results
The following table shows certain information as to our income, expenses and net income for the fiscal
years ended March 31, 2006, 2007 and 2008:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)Interest and dividend income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,957.9
944.9¥2,639.3
1,571.4¥3,110.2
1,911.5

Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,013.0(157.7)

1,067.9
182.1

1,198.7(57.8)Net interest income after provision (credit) for loan losses . . . . . . . . . . . . . . . . .
Noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noninterest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,170.7995.1
1,454.3

885.8
1,195.9
1,294.6

1,256.5
1,094.9
1,450.6

Income before income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

711.5(374.2)

787.1
163.2

900.8
672.2

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,085.7¥ 623.9¥ 228.6

Executive Summary
Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
Net interest income increased by ¥130.8 billion, or 12.2%, from the previous fiscal year to ¥1,198.7 billion
in the fiscal year ended March 31, 2008 due to an increase in net foreign interest and dividend income of ¥118.6
billion and an increase in net domestic interest and dividend income of ¥12.3 billion. The increase in net foreigninterest and dividend income was due mainly to the effects of an increase in the average balance of foreign loans
and investments as a result of our efforts to increase such assets which more than offset the effects of the increasein the average balances of foreign short-term borrowings and foreign deposits as we increased funding from thesesources for our loans and investments in foreign securities. The increase in net domestic interest and dividend
income was due mainly to an increase in interest and dividend income on loans and investments, reflecting a risein the average loan yield as a result of an increase in yen interest rate levels, offset in part by an increase indomestic interest expense, such as interest expense on deposits, reflecting an increase in yen interest rate levels.
The increase in domestic interest and dividend income was larger than the increase in domestic interest expensedue mainly to the general insensitivity of yen demand deposits to changes in market interest rate levels. We had acredit for loan losses of ¥57.8 billion compared to a provision of ¥182.1 billion in the previous fiscal year due toupgrades in the internal credit ratings of some large borrowers which had previously been downgraded in thefiscal year ended March 31, 2007, offset in part by an increase in the allowance for loan losses due mainly to thedeclining trend in the financial condition of SMEs and the downgrading of some large borrowers.

64

Noninterest income decreased by ¥101.0 billion, or 8.4%, from the previous fiscal year to ¥1,094.9 billion in
the fiscal year ended March 31, 2008 due mainly to a decrease in trading account gains—net and a decrease inother noninterest income, offset in part by foreign exchange gains—net recorded in the fiscal year compared toforeign exchange losses—net incurred in the previous fiscal year. The decrease in trading account gains—net
was due mainly to the trading losses on securitization products incurred by Mizuho Securities and its overseas
subsidiaries in connection with the dislocation in the global financial markets stemming from U.S. subprime loan
issues. The decrease in other noninterest income was due mainly to the subsidy received from the Japanese
government in the fiscal year ended March 31, 2007 after the completion of the transfer of the obligations andassets relating to the substitutional portion of the employees’ pension funds to the government. The foreignexchange gains—net was due mainly to the translation gains with respect to foreign currency-denominatedliabilities that were funded and incurred to offset foreign exchange risk related to foreign currency-denominatedavailable-for-sale securities in the fiscal year ended March 31, 2008, compared to translation losses in theprevious fiscal year.
Noninterest expenses increased by ¥156.0 billion, or 12.1%, from the previous fiscal year to ¥1,450.6 billion
in the fiscal year ended March 31, 2008 due mainly to an increase in other noninterest expenses and theincurrence of impairment of goodwill offset in part by a decrease in minority interest in consolidated
subsidiaries. The increase in other noninterest expenses was due mainly to valuation losses related to loans held
for sale mainly in connection with overseas leveraged buyout financings reflecting the impact of the dislocationin the global financial markets stemming from U.S. subprime loan issues. The impairment of goodwill was due tothe carrying amount of the goodwill relating to Mizuho Investors Securities and Mizuho Securities exceeding
their fair value. The decrease in minority interest in consolidated subsidiaries was due mainly to significant
losses incurred by Mizuho Securities as a result of the dislocation in the global financial markets stemming from
U.S. subprime loan issues.
As a result of the foregoing, income before income tax expense (benefit) increased by ¥113.7 billion to¥900.8 billion. Income tax expense increased by ¥509.0 billion to ¥672.2 billion in the fiscal year ended
March 31, 2008 due mainly to an increase in the deferred income tax expense. As a result, net income in thefiscal year ended March 31, 2008 was ¥228.6 billion, a decrease of ¥395.3 billion from the previous fiscal year.
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
Net interest income increased by ¥54.9 billion, or 5.4%, from the previous fiscal year to ¥1,067.9 billion in
the fiscal year ended March 31, 2007 due to the increase in net domestic interest and dividend income of ¥7.2
billion and the increase in net foreign interest and dividend income of ¥47.7 billion. The increase in net domestic
interest and dividend income was due mainly to an increase in interest and dividend income on loans andinvestments, reflecting a rise in the average loan yield as a result of rising yen interest rate levels, offset in partby an increase in domestic interest expense, such as interest expense on deposits, reflecting an increase in yen
interest rate levels. The increase in net foreign interest and dividend income was due mainly to the effects of anincrease in the average balance of foreign investments and loans as a result of our efforts to increase such assets
which more than offset the effects of increases in average interest rates on foreign short-term borrowings andforeign deposits, reflecting a general increase in U.S. dollar and euro interest rate levels, and the increase in theiraverage balances as we sought to increase funding from these sources for our investments in foreign securities
and loans. We had a provision for loan losses of ¥182.1 billion compared to a credit of ¥157.7 billion in theprevious fiscal year due to a significant provision for loan losses with respect to loans to a large non-bankfinancial company and another large borrower and its subsidiaries, offset in part by the effect of the
improvements in the credit quality of our previously troubled borrowers and general improvements in theJapanese economy.
Noninterest income increased by ¥200.8 billion, or 20.2%, from the previous fiscal year to ¥1,195.9 billion
in the fiscal year ended March 31, 2007 due mainly to an increase in trading account gains—net and othernoninterest income offset in part by an incurrence of investment losses—net. The increase in trading account65

gains—net was due mainly to the gain related to changes in the fair value of derivatives and other financial
instruments used for hedging purpose that were not eligible for hedge accounting under U.S. GAAP. The
increase in other noninterest income was due mainly to the subsidy received from the Japanese government inconnection with the completion of the transfer of the obligations and assets relating to the substitutional portionof the employees’ pension funds to the government. These increases were offset in part by investment losses—
net due mainly to impairment losses on equity securities, relating primarily to preferred stock issued by a large
non-bank financial company.
Noninterest expenses decreased by ¥159.7 billion, or 11.0%, from the previous fiscal year to ¥1,294.6
billion in the fiscal year ended March 31, 2007 due mainly to a credit for losses on off-balance-sheet instruments
compared to a provision in the previous fiscal year, reflecting the sale of commitment lines for certain large
obligors, and a decrease in other noninterest expenses, reflecting mainly the losses recorded in the fiscal year
ended March 31, 2006 due to the erroneous order to the Tokyo Stock Exchange by Mizuho Securities.
As a result of the foregoing, income before income tax expense (benefit) increased by ¥75.6 billion to¥787.1 billion. We recorded an income tax expense of ¥163.2 billion in the fiscal year ended March 31, 2007,
compared to an income tax benefit of ¥374.2 billion in the previous fiscal year due mainly to the deferred income
tax expense of ¥112.9 billion compared to a benefit of ¥444.6 billion. The deferred income tax expense was dueto the decrease in deferred tax assets, net of valuation allowance, as a result of the decrease in valuation
allowance being smaller than the decrease in gross deferred tax assets resulting from of the utilization of net
operating loss carryforwards. As a result, net income in the fiscal year ended March 31, 2007 was ¥623.9 billion,a decrease of ¥461.8 billion from the previous fiscal year.

66

Net Interest Income
The following table shows the average balance of interest-earning assets and interest-bearing liabilities,
interest amounts and the average interest rates on such assets and liabilities for the fiscal years ended March 31,
2006, 2007 and 2008:

Averagebalance

Fiscal years ended March 31,
2006
2007
Interest Interest Average
Interest Interest Averageamountratebalanceamountratebalance(in billions of yen, except percentages)

Domestic:
Interest-bearing deposits inother banks . . . . . . . . . . . . . . ¥876.7 ¥ 25.3
Call loans and funds sold, andreceivables under resaleagreements and securities
borrowing transactions . . . . .
7,695.1
5.1
Trading account assets . . . . . . .
7,832.0
20.5
Investments . . . . . . . . . . . . . . . 30,404.6
155.3
Loans . . . . . . . . . . . . . . . . . . . . 58,348.1
836.5

Total interest-earning
assets . . . . . . . . . . . . . . . .
Deposits . . . . . . . . . . . . . . . . . .
Short-term borrowings(1) . . . . .
Trading account liabilities . . . .
Long-term debt . . . . . . . . . . . . .
Total interest-bearing
liabilities . . . . . . . . . . . . . .
Net . . . . . . . . . . . . . . . .

29.7

5.08% ¥

779.3 ¥

24.8

3.18%

7,965.5
6,695.1
28,106.5
58,401.0

25.4
19.9
234.1
899.1

0.32
0.30
0.83
1.54

7,543.8
49.3
7,388.9
34.1
27,900.5
282.0
57,661.8 1,020.2

0.65
0.46
1.01
1.77

0.99
0.20
0.66
0.18
0.66
1.96

101,753.8 1,208.2
62,072.8
234.5
5,629.2
34.1
19,220.3
81.7
4,658.2
13.7
5,796.7
161.3

1.19
0.38
0.61
0.43
0.29
2.78

101,274.3 1,410.4
64,295.7
337.5
3,965.3
23.7
19,043.3
158.3
4,232.4
8.2
7,548.8
187.5

1.39
0.52
0.60
0.83
0.19
2.48

367.0

0.36

97,377.2

525.3

0.54

99,085.5

715.2

0.72

4,533.7

675.7

0.63

4,376.6

682.9

0.65

2,188.8

695.2

0.67

623.8

25.8

4.13

1,231.1

46.9

3.81

1,439.1

53.5

3.72

7,284.5
3,906.5
7,567.0
7,269.2

262.2
40.8
295.1
291.3

3.60
1.04
3.90
4.01

9,574.9
3,865.7
8,882.6
9,641.9

477.8
49.6
378.8
478.0

4.99
1.28
4.26
4.96

11,259.8
4,337.1
9,840.1
10,860.7

534.7
50.3
446.6
614.7

4.75
1.16
4.54
5.66

26,651.0
5,490.0
11,007.9
3,254.5
734.5

915.2
154.5
388.8
19.1
15.5

3.43
2.81
3.53
0.59
2.11

33,196.2 1,431.1
8,675.0
349.1
12,651.4
620.5
3,597.2
58.0
455.9
18.5

4.31
4.02
4.90
1.61
4.06

37,736.8 1,699.8
9,349.3
416.7
15,538.5
737.4
3,361.2
18.9
784.7
23.3

4.50
4.46
4.75
0.56
2.97

Total interest-bearing
liabilities . . . . . . . . . . . . . . 100,622.8
Net . . . . . . . . . . . . . . . .

585.7 ¥

0.07
0.26
0.51
1.43

Total interest-earning
assets . . . . . . . . . . . . . . . . 105,156.5 1,042.7
Deposits . . . . . . . . . . . . . . . . . . 60,742.0
121.6
Debentures . . . . . . . . . . . . . . . .
7,256.5
48.2
Short-term borrowings(1) . . . . . 21,047.8
37.4
Trading account liabilities . . . .
5,145.9
33.7
Long-term debt . . . . . . . . . . . . .
6,430.6
126.1

Foreign:Interest-bearing deposits inother banks . . . . . . . . . . . . . .
Call loans and funds sold, andreceivables under resaleagreements and securities
borrowing transactions . . . . .
Trading account assets . . . . . . .
Investments . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . .

2.88% ¥

2008
Interest Interest
amountrate

20,486.9

577.9

2.82

25,379.5 1,046.1

4.12

29,033.7 1,196.3

4.12

6,164.1

337.3

0.61

7,816.7

385.0

0.19

8,703.1

503.5

0.38

Total:
Total interest-earning assets . . . 131,807.5 1,957.9
Total interest-bearing
liabilities . . . . . . . . . . . . . . . . 121,109.7
944.9

1.49

134,950.0 2,639.3

1.96

139,011.1 3,110.2

2.24

0.78

122,756.7 1,571.4

1.28

128,119.2 1,911.5

1.49

Net . . . . . . . . . . . . . . . . ¥ 10,697.8 ¥1,013.0

0.71¥ 12,193.3 ¥1,067.9

0.68¥ 10,891.9 ¥1,198.7

0.75

Note:
(1) Short-term borrowings consist of due to trust accounts, call money and funds purchased, payables under repurchaseagreements and securities lending transactions, commercial paper and other short-term borrowings.

67

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
Interest and dividend income increased by ¥470.9 billion, or 17.8%, from the previous fiscal year to¥3,110.2 billion yen in the fiscal year ended March 31, 2008. Domestic interest and dividend income accountedfor ¥1,410.4 billion of the total amount, an increase of ¥202.2 billion from the previous fiscal year, and foreigninterest and dividend income accounted for ¥1,699.8 billion, an increase of ¥268.7 billion from the previous
fiscal year.
The increase in domestic interest and dividend income was due mainly to the increase in interest anddividend income from domestic loans and domestic investments. The increase in interest income from domesticloans was due to a rise in the average yield on domestic loans of 0.23%, reflecting an increase in yen interest ratelevels, offset in part by the effect of a decrease in the average balance of domestic loans of ¥739.2 billion,
resulting from reduced corporate loan demand. The increase in interest and dividend income from domestic
investments was due mainly to the increase of 0.18% in average yield, reflecting an increase in yen interest ratelevels. The changes in the average yields on domestic interest-earning assets contributed to an overall increase ininterest and dividend income of ¥208.2 billion, and the changes in average balances of domestic interest-earning
assets contributed to an overall decrease in interest and dividend income of ¥6.0 billion, resulting in the ¥202.2
billion increase in domestic interest and dividend income.
The increase in foreign interest and dividend income was due mainly to increases in interest and dividend
income from foreign loans and foreign investments, as well as foreign call loans and funds sold, and receivables
under resale agreements and securities borrowing transactions. These increases were due mainly to increases inaverage balances, reflecting the increases in our foreign lending and investment as a result of our efforts toincrease such foreign assets, in spite of the appreciation of the yen against currencies such as the U.S. dollar. Thechanges in average yields on foreign interest-earning assets contributed to an overall increase in interest anddividend income of ¥68.6 billion, and the changes in average balances of foreign interest-earning assets
contributed to an overall increase in interest and dividend income of ¥200.1 billion, resulting in the ¥268.7 billion
increase in foreign interest and dividend income.
Interest expense increased by ¥340.1 billion, or 21.6%, from the previous fiscal year to ¥1,911.5 billion in
the fiscal year ended March 31, 2008. Domestic interest expense accounted for ¥715.2 billion of the total amount,an increase of ¥189.9 billion from the previous fiscal year, and foreign interest expense accounted for ¥1,196.3
billion of the total amount, an increase of ¥150.2 billion from the previous fiscal year.
The increase in domestic interest expense was due mainly to an increase in interest expense on domestic
deposits and short-term borrowings. The increase in interest expense on domestic interest-bearing deposits wasdue to an increase of 0.14% in the average interest rate, reflecting an increase in yen interest rate levels. The
increase in interest expense on short-term borrowings also reflects the increase in yen interest rate levels. Thechanges in average interest rates on domestic interest-bearing liabilities contributed to an overall increase ininterest expense of ¥149.6 billion, and the changes in average balances of domestic interest-bearing liabilities
contributed to an overall increase in interest expense of ¥40.3 billion, resulting in the ¥189.9 billion increase indomestic interest expense.
The increase in foreign interest expense was due mainly to increases in interest expense on foreign shortterm borrowings and deposits. These increases were due mainly to the increase in their average balances as we
increased funding from these sources for our investments in foreign securities and loans. The changes in averageinterest rates on foreign interest-bearing liabilities contributed to an overall decrease in interest expense of ¥21.3
billion, and the changes in average balances of foreign interest-bearing liabilities contributed to an overall
increase in interest expense of ¥171.5 billion, resulting in the ¥150.2 billion increase in foreign interest expense.
The increase of 0.37% in the average yield on loans in the fiscal year ended March 31, 2008 compared to
the fiscal year ended March 31, 2007 was larger than the increase of 0.20% in the average rate on interest-bearing
68

deposits over the same period. Taking into account only domestic loans and domestic deposits, the increase of
0.23% in the average yield on domestic loans was larger than the increase of 0.14% in the average rate on
domestic interest-bearing deposits due mainly to the general insensitivity of yen demand deposits to changes inmarket interest rate levels.
As a result of the foregoing, net interest income increased by ¥130.8 billion, or 12.2%, from the previous
fiscal year to ¥1,198.7 billion. Average interest rate spread rose by 0.07% to 0.75%, with domestic averageinterest rate spread rising by 0.02%, due mainly to a rise in average yield on investments and loans, which morethan offset the effect of a rise in average interest rate on deposits, both of which reflects rising yen interest ratelevels, and foreign average interest rate spread rising by 0.19% due mainly to the effect of the rise in average
yield on loans exceeding the effect of the rise in average interest rate on deposits.
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
Interest and dividend income increased by ¥681.4 billion, or 34.8%, from the previous fiscal year to¥2,639.3 billion yen in the fiscal year ended March 31, 2007. Domestic interest and dividend income accountedfor ¥1,208.2 billion of the total amount, an increase of ¥165.5 billion from the previous fiscal year, and foreigninterest and dividend income accounted for ¥1,431.1 billion, an increase of ¥515.8 billion from the previous
fiscal year.
The increase in domestic interest and dividend income was due mainly to the increase in interest anddividend income from domestic loans and domestic investments. The increase in interest income from domesticloans was due to a rise in the average yield on domestic loans. The average yield on domestic loans rose by
0.11% reflecting an increase in yen interest rate levels. The increase in interest and dividend income fromdomestic investments was due mainly to the increase of 0.32% in average yield reflecting an increase in yen
interest rate levels, offset in part by the effect of a decrease in the average balance of domestic investments of¥2,298.1 billion resulting from the sales of bonds with relatively low yields in connection with the restructuringof our bond portfolio. The changes in the average yields on domestic interest-earning assets contributed to an
overall increase in interest and dividend income of ¥187.3 billion, and the changes in average balances ofdomestic interest-earning assets contributed to an overall decrease in interest and dividend income of ¥21.7
billion, the latter due mainly to the decrease in average balance of domestic investments and trading accountassets, resulting in the ¥165.6 billion increase in domestic interest and dividend income.
The significant increase in foreign interest and dividend income was due mainly to increases in interest anddividend income from foreign call loans and funds sold, and receivables under resale agreements and securities
borrowing transactions as well as foreign loans. These increases were, in turn, due to an increase in average
yield, reflecting a general increase in U.S. dollar and euro interest rate levels, and an increase in averagebalances, reflecting the increases in our foreign investment and lending as a result of our efforts to increase suchforeign assets. The changes in average yields on foreign interest-earning assets contributed to an overall increase
in interest and dividend income of ¥234.0 billion, and the changes in average balances of foreign interest-earning
assets contributed to an overall increase in interest and dividend income of ¥281.8 billion, resulting in the ¥515.8
billion increase in foreign interest and dividend income.
Interest expense increased by ¥626.5 billion, or 66.3%, from the previous fiscal year to ¥1,571.4 billion in
the fiscal year ended March 31, 2007. Domestic interest expense accounted for ¥525.3 billion of the total amount,an increase of ¥158.3 billion from the previous fiscal year, and foreign interest expense accounted for ¥1,046.1
billion of the total amount, an increase of ¥468.2 billion from the previous fiscal year.
The increase in domestic interest expense was due mainly to an increase in interest expense on domestic
deposits and short-term borrowings. The increase in interest expense on domestic interest-bearing deposits wasdue to an increase of 0.18% in the average interest rate, reflecting an increase in yen interest rate levels. The
increase in interest expense on short-term borrowings also reflects the increase in yen interest rate levels. The
69

changes in average interest rates on domestic interest-bearing liabilities contributed to an overall increase ininterest expense of ¥182.4 billion, offset in part by a decrease in interest expense of ¥24.1 billion due to thechanges in average balances of domestic interest-bearing liabilities, resulting in the ¥158.3 billion increase indomestic interest expense. Although the increase of 0.11% in average yield on domestic loans in the fiscal year
ended March 31, 2007 compared to the previous fiscal year was smaller than the increase of 0.18% in the averagerate on domestic interest-bearing deposits over the same period, after taking into account the effects of domestic
non-interest-bearing deposits and domestic debentures and excluding the effects of non-yen-denominateddomestic interest-bearing deposits and non-yen-denominated domestic loans, the increase in the average yield on
yen-denominated domestic loans in the fiscal year ended March 31, 2007 compared to the previous fiscal year
slightly exceeded the increase in the average rate on yen-denominated domestic deposits and debentures over thesame period, thus showing a widening of the difference between such average yield and average rate.
The increase in foreign interest expense was due mainly to increases in interest expense on foreign shortterm borrowings and foreign deposits. These increases were due mainly to the increase in average interest rates
on these liabilities, reflecting a general increase in U.S. dollar and euro interest rate levels, and the increase in
their average balances as we sought to increase funding from these sources for our investments in foreign
securities and loans. The changes in average interest rates on foreign interest-bearing liabilities contributed to an
overall increase in interest expense of ¥292.0 billion, and the changes in average balances of foreign interestbearing liabilities contributed to an overall increase in interest expense of ¥176.2 billion, resulting in the ¥468.2
billion increase in foreign interest expense.
As a result of the foregoing, net interest income increased by ¥54.9 billion, or 5.4%, from the previous fiscal
year to ¥1,067.9 billion. Average interest rate spread declined by 0.03% to 0.68%, with domestic average interest
rate spread rising by 0.02%, due mainly to a rise in average yield on investments and loans, which more thanoffset the effect of a rise in average interest rate on deposits, both of which reflects rising yen interest rate levels.
Foreign average interest rate spread declined by 0.42% due mainly to the effect of the rise in average interest rateon short-term borrowings exceeding the effect of the rise in average yield on loans.
Provision (Credit) for Loan Losses
Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
We had a credit for loan losses of ¥57.8 billion in the fiscal year ended March 31, 2008 compared to a
provision for loan losses of ¥182.1 billion in the previous fiscal year. The credit for loan losses was due mainly to
upgrades in the internal credit ratings of some large borrowers, including the upgrade of a large non-bankfinancial company borrower as a result of the financial support described in “Item 5. Operating and Financial
Review and Prospects—Overview—Other Business Events” of our annual report on Form 20-F filed on
August 10, 2007. Such borrowers had previously been downgraded in the second half of the fiscal year ended
March 31, 2007, which was one of the main contributing factors to the significant provision for loan losses
recorded in such fiscal year. The credit for loan losses was offset in part by an increase in allowance for loan
losses due mainly to the declining trend in the financial condition of SMEs that have relatively weak businessbases and the downgrading of some large borrowers to lower internal credit ratings. See “—Financial
Condition—Assets—Allowance for Loan Losses—Provision (credit) for loan losses.”
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
We had a provision for loan losses of ¥182.1 billion in the fiscal year ended March 31, 2007 compared to acredit for loan losses of ¥157.7 billion in the previous fiscal year. The provision in the fiscal year ended
March 31, 2007 was due mainly to an increase in allowance for loan losses reflecting mainly the downgrade incredit rating of a large non-bank financial company mentioned above and another large borrower and its
subsidiaries, which was offset by the effect of improvements in the credit quality of our previously troubled
borrowers and general improvements in the Japanese economy.
70

Noninterest Income
The following table shows a breakdown of noninterest income for the fiscal years ended March 31, 2006,
2007 and 2008:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)

Fees and commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees and commissions from remittance business . . . . . . . . . . . . . . . . . . . . . .
Fees and commissions from securities-related business . . . . . . . . . . . . . . . . .
Fees and commissions from deposits, debentures and lending business . . . .
Trust fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees for other customer services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses)—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account gains—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment gains (losses)—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment losses related to bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment gains (losses) related to equity securities . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gains on disposal of premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 688.7 ¥ 683.0 ¥ 633.1
116.0
116.0
117.4
133.2
101.9
94.9
113.9
116.3
87.8
75.8
66.3
64.1
249.8
282.5
268.9
(110.7)(51.3)
296.7
20.3
389.9
136.0
143.5
(186.0)(191.3)(179.6)(121.6)(314.1)289.0(43.0)
121.2
34.1(21.4)
1.6
65.5
64.6
37.2
187.8
295.7
183.2
¥ 995.1¥1,195.9¥1,094.9

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
Noninterest income decreased by ¥101.0 billion, or 8.4%, from the previous fiscal year to ¥1,094.9 billion in
the fiscal year ended March 31, 2008. The decrease was due mainly to a decrease in trading account gains—netof ¥253.9 billion and a decrease in other noninterest income of ¥112.5 billion, offset in part by foreign exchange
gains—net of ¥296.7 billion compared to foreign exchanges losses—net in the previous year.
Fees and commissions
Fees and commissions income decreased by ¥49.9 billion, or 7.3%, from the previous fiscal year to ¥633.1
billion in the fiscal year ended March 31, 2008. The decrease was due mainly to a decrease of ¥28.5 billion infees and commissions from deposits, debentures and lending business, a decrease of ¥13.6 billion in fees forother customer services and a decrease of ¥7.0 billion in fees and commissions from securities-related business.
The decrease in fees and commissions from deposits, debentures and lending business, such as fee income
associated with domestic syndicated loans, was due mainly to increased competition among banks in thedomestic loan market and a decrease in transactions of overseas leveraged buyout and other financings as a resultof the dislocation in the global financial markets stemming from U.S. subprime loan issues. The decrease in feesfor other customer services was due mainly to a decrease in fees from agency business including credit card
processing fees earned by UC Card, a former consolidated subsidiary of ours, due to its becoming an equitymethod affiliate of ours in June 2007. Accordingly, fees from agency business of UC Card was not recorded
under fees and commissions in the fiscal year ending March 31, 2008, and our share of income or loss of UC
Card was instead included within investment losses—net. The decrease in fees and commissions from securitiesrelated business was due mainly to decreases in underwriting commissions related to private offerings of debt
securities and sales commissions related to investment trusts. The decrease in sales commissions related toinvestment trusts was due mainly to the effects of the dislocation in the global financial markets stemming from
U.S. subprime loan issues.

71Foreign exchange gains (losses)—net
Foreign exchange gains (losses)—net were gains of ¥296.7 billion in the fiscal year ended March 31, 2008
compared to losses of ¥51.3 billion in the previous fiscal year. The change was due mainly to ¥440.1 billion oftranslation gains with respect to foreign currency-denominated liabilities that were funded and incurred to offset
foreign exchange risk related to foreign currency-denominated available-for-sale securities in the fiscal year
ended March 31, 2008, compared to ¥117.3 billion of translation losses in the previous fiscal year.
Trading account gains—net
Trading account gains—net decreased by ¥253.9 billion, or 65.1%, to ¥136.0 billion in the fiscal year ended
March 31, 2008. The decrease was due mainly to the trading losses on securitization products incurred by
Mizuho Securities and its overseas subsidiaries in connection with the dislocation in the global financial markets
stemming from U.S. subprime loan issues. See “—Overview—Impact of the Dislocation in the Global Financial
Markets.”
Investment losses—net
Investment losses—net increased by ¥5.3 billion, or 2.8%, from ¥186.0 billion in the previous fiscal year to¥191.3 billion in the fiscal year ended March 31, 2008. The increase was due mainly to an increase of ¥192.5
billion in investment losses related to bonds to ¥314.1 billion in the fiscal year ended March 31, 2008 due mainly
to an increase in losses on sales of, and impairment losses on, various types of securitization products incurred in
the fiscal year ended March 31, 2008 due to the impact of the dislocation in the global financial markets
stemming from U.S. subprime loan issues. See “—Overview—Impact of the Dislocation in the Global Financial
Markets.” The effect was offset in part by a decrease in impairment losses on Japanese government bonds.
Investment gains (losses) related to equity securities were gains of ¥121.2 billion in the fiscal year ended
March 31, 2008, compared to losses of ¥43.0 billion in the previous fiscal year, due mainly to active sales oflisted common stocks, preferred stocks and equity-related alternative funds investments in the fiscal year ended
March 31, 2008 as well as impairment losses on preferred stock issued by a large non-bank financial company
incurred in the fiscal year ended March 31, 2007.
Gains on disposal of premises and equipment
Gains on disposal of premises and equipment decreased by ¥27.4 billion, or 42.4%, from the previous fiscal
year to ¥37.2 billion in the fiscal year ended March 31, 2008 due mainly to decreased gains on the sale of realestate related to closed branches.
Other noninterest income
Other noninterest income decreased by ¥112.5 billion, or 38.0%, from the previous fiscal year to ¥183.2
billion in the fiscal year ended March 31, 2008. The decrease was due mainly to the subsidy of ¥177.4 billion
received from the Japanese government in the fiscal year ended March 31, 2007 after the completion of thetransfer of the obligations and assets relating to the substitutional portion of the employees’ pension funds to thegovernment. Additional information regarding the transfer of the obligation and assets relating to the employees’
pension funds to the government is included in note 21 to our consolidated financial statements included
elsewhere in this annual report.
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
Noninterest income increased by ¥200.8 billion, or 20.2%, from the previous fiscal year to ¥1,195.9 billion
in the fiscal year ended March 31, 2007. The increase was due mainly to an increase in trading account gains—
net of ¥369.6 billion and an increase in other noninterest income of ¥107.9 billion offset in part by an incurrenceof investment losses—net of ¥186.0 billion compared to investment gains—net of ¥143.5 billion in the previous
fiscal year.
72

Fees and commissions
Fees and commissions income decreased by ¥5.7 billion, or 0.8%, from the previous fiscal year to ¥683.0
billion in the fiscal year ended March 31, 2007. The decrease was due mainly to a decrease of ¥31.3 billion infees and commissions from securities-related business and a decrease of ¥9.5 billion in trust fees, offset in part by
an increase of ¥32.7 billion in fees for other customer services. The decrease in fees and commissions fromsecurities-related business was due mainly to decreases in stock brokerage fees and underwriting commissions
related to private offerings of debt securities, offset in part by an increase in sales commissions related toinvestment trusts. Trust fees decreased due mainly to fees recorded in the fiscal year ended March 31, 2006 in
connection with a one-time sale of loan assets related to loan trusts in connection with our cessation of sales
activities for loan trust products. The increase in fees for other customer services was due mainly to increases intrust business-related fees other than those included in trust fees such as brokerage fees related to real estatetransactions, fees from agency businesses such as credit card processing fees earned by UC Card and other fees
and commissions such as sales agency fees related to insurance products. UC Card, a former consolidated
subsidiary of ours, became an equity-method affiliate of ours in June 2007 in connection with the consolidation
and reorganization of our credit card business.
Foreign exchange losses—net
Foreign exchange losses—net decreased by ¥59.4 billion, or 53.7%, from the previous fiscal year to ¥51.3
billion in the fiscal year ended March 31, 2007. The decrease was due mainly to a decrease of ¥129.6 billion
from ¥246.9 billion in the fiscal year ended March 31, 2006 to ¥117.3 billion in the fiscal year ended March 31,
2007 in translation losses with respect to foreign currency-denominated liabilities that were funded and incurred
to offset foreign exchange risk related to foreign currency-denominated available-for-sale securities.
Trading account gains—net
Trading account gains—net increased by ¥369.6 billion from ¥20.3 billion in the previous fiscal year to¥389.9 billion in the fiscal year ended March 31, 2007. The increase was due to the gain of ¥70.6 billion in thefiscal year ended March 31, 2007 related to changes in the fair value of instruments used to hedge market risks,
mainly interest rate risk, that are not eligible for hedge accounting under U.S. GAAP, which was a loss of ¥282.7
billion in the previous fiscal year.
Investment gains (losses)—net
Investment gains (losses)—net were losses of ¥186.0 billion in the fiscal year ended March 31, 2007
compared to gains of ¥143.5 billion in the previous fiscal year. The change was due mainly to the investment
losses related to equity securities of ¥43.0 billion incurred in the fiscal year ended March 31, 2007, compared toinvestment gains related to equity securities of ¥289.0 billion, due mainly to impairment losses on preferred stock
issued by a large non-bank financial company. Investment losses related to bonds decreased by ¥58.0 billion to¥121.6 billion in the fiscal year ended March 31, 2007 due mainly to ¥148.5 billion in losses realized on the saleof Japanese government bonds in connection with the restructuring of our bond portfolio and ¥75.4 billion in
impairment losses on Japanese government bonds in the fiscal year ended March 31, 2006. The effect was offset
in part by ¥160.2 billion in impairment losses on Japanese government bonds in the fiscal year ended March 31,
2007 reflecting rising interest rates.
Gains on disposal of premises and equipment
Gains on disposal of premises and equipment decreased by ¥0.9 billion, or 1.4%, from the previous fiscal
year to ¥64.6 billion in the fiscal year ended March 31, 2007 due mainly to lower gains on the sale of real estate
related to closed branches.

73

Other noninterest income
Other noninterest income increased by ¥107.9 billion, or 57.5%, from the previous fiscal year to ¥295.7
billion in the fiscal year ended March 31, 2007. The increase was due mainly to the subsidy of ¥177.4 billion
received from the Japanese government after the completion of the transfer of the obligations and assets relating
to the substitutional portion of the employees’ pension funds to the government in the fiscal year ended
March 31, 2007. The increase was offset in part by a decrease in gains on the sales of stock of subsidiarycompanies reflecting mainly the sale of a portion of our shares of Mizuho Trust & Banking in the fiscal year
ended March 31, 2006 in order to maintain the subsidiary’s status as a listed company in compliance with thechange in delisting rules of the Tokyo Stock Exchange.
Noninterest Expenses
The following table shows a breakdown of noninterest expenses for the fiscal years ended March 31, 2006,
2007 and 2008:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)

Salaries and employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 435.2 ¥ 416.7 ¥General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
455.7
481.0
Impairment of goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
——Occupancy expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
178.2
172.5
Fees and commission expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
96.1
111.6
Provision (credit) for losses on off-balance-sheet instruments . . . . . . . . . . . . . . .
34.0(37.8)
Minority interest in consolidated subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . .
69.0
27.7
Other noninterest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
186.1
122.9
Total noninterest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1,454.3¥1,294.6

436.1
508.8
50.3
196.7
111.1
5.1
(53.7)
196.2¥1,450.6

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
Noninterest expenses increased by ¥156.0 billion, or 12.1%, from the previous fiscal year to ¥1,450.6 billion
in the fiscal year ended March 31, 2008. The increase was due mainly to an increase in other noninterest
expenses of ¥73.3 billion and the incurrence of impairment of goodwill of ¥50.3 billion offset in part by adecrease in minority interest in consolidated subsidiaries of ¥81.4 billion.
Salaries and employee benefits
Salaries and employee benefits increased by ¥19.4 billion, or 4.7%, from the previous fiscal year to ¥436.1
billion in the fiscal year ended March 31, 2008 due mainly to an increase in personnel costs related to an increasein business promotion staff engaged in strategic business areas, offset in part by a decrease in employee
retirement benefit expenses, resulting from an increase in the expected return on retirement plan assets, from¥77.3 billion in the previous fiscal year to ¥95.2 billion in the fiscal year ended March 31, 2008.
General and administrative expenses
General and administrative expenses increased by ¥27.8 billion, or 5.8%, from the previous fiscal year to¥508.8 billion in the fiscal year ended March 31, 2008. The increase was due mainly to an increase in general andadministrative expenses related to the enhancements to our domestic infrastructure to promote our consulting
activities with individuals and the expansion of our international office network.

74

Impairment of goodwill
Impairment of goodwill of ¥50.3 billion was incurred in the fiscal year ended March 31, 2008 due to thecarrying amount of Mizuho Investors Securities and Mizuho Securities, each a subsidiary of ours, exceeding theirfair value as a result of a decrease in the market price of common stock of Mizuho Investors Securities anddecreased future cash flows estimation of Mizuho Securities. Additional information regarding the impairment of
goodwill is included in note 8 to our consolidated financial statements included elsewhere in this annual report.
Occupancy expenses
Occupancy expenses increased by ¥24.2 billion, or 14.0%, from the previous fiscal year to ¥196.7 billion in
the fiscal year ended March 31, 2008. The increase was due mainly to an increase in depreciation expenses as aresult of a change in the declining-balance method for depreciating premises and equipment. Additional
information regarding the change in the declining-balance method is included in note 1 to our consolidated
financial statements included elsewhere in this annual report.
Provision (credit) for losses on off-balance-sheet instruments
Provision (credit) for losses on off-balance-sheet instruments was a provision of ¥5.1 billion in the fiscal
year ended March 31, 2008 compared to a credit of ¥37.8 billion in the previous fiscal year. The change was due
mainly to a reversal of allowance for losses on off-balance-sheet transactions in the fiscal year ended March 31,
2007 as a result mainly of the sale of commitment lines for certain large obligors. As a result of the provision, thebalance of allowance for losses on off-balance-sheet transactions increased to ¥49.0 billion as of March 31, 2008
from ¥43.9 billion as of March 31, 2007.
Minority interest in consolidated subsidiaries
Minority interest in consolidated subsidiaries was an income of ¥53.7 billion in the fiscal year ended
March 31, 2008 compared to an expense of ¥27.7 billion in the previous fiscal year. This change was due mainly
to the allocation of the significant losses incurred by Mizuho Securities, as a result of the dislocation in the global
financial markets stemming from U.S. subprime loan issues, to minority shareholders.
Other noninterest expenses
Other noninterest expenses increased by ¥73.3 billion from the previous fiscal year to ¥196.2 billion in thefiscal year ended March 31, 2008 due mainly to ¥59.8 billion in valuation losses related to loans held for sale
mainly in connection with overseas leveraged buyout financings, as a result of the increase in the outstandingbalance of loans held for sale which remained unsold reflecting the impact of the dislocation in the global
financial markets stemming from U.S. subprime loan issues. See “—Overview—Impact of the Dislocation in the
Global Financial Markets.”
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
Noninterest expenses decreased by ¥159.7 billion, or 11.0%, from the previous fiscal year to ¥1,294.6
billion in the fiscal year ended March 31, 2007. The decrease was due mainly to a credit for losses on
off-balance-sheet instruments of ¥37.8 billion, compared to a provision of ¥34.0 billion in the previous fiscal
year, a decrease in other noninterest expenses of ¥63.2 billion and a decrease in minority interest in consolidated
subsidiaries of ¥41.3 billion offset in part by an increase in general and administrative expenses of ¥25.3 billion.
Salaries and employee benefits
Salaries and employee benefits decreased by ¥18.5 billion, or 4.3%, from the previous fiscal year to ¥416.7
billion in the fiscal year ended March 31, 2007 due mainly to a decrease in employee retirement benefit
75

expenses, resulting from an increase in the expected return on the retirement plan assets, from ¥62.9 billion in theprevious fiscal year to ¥77.3 billion in the fiscal year ended March 31, 2007. The decrease was offset in part by
an increase in personnel costs related to an increase in business promotion staff engaged in strategic businessareas.
General and administrative expenses
General and administrative expenses increased by ¥25.3 billion, or 5.6%, from the previous fiscal year to¥481.0 billion in the fiscal year ended March 31, 2007. The increase was due mainly to a ¥16.6 billion increase inother general and administrative expenses related to the enhancements to our infrastructure to promote ourconsulting activities with individuals and the expansion of our international office network.
Occupancy expenses
Occupancy expenses decreased by ¥5.7 billion, or 3.2%, from the previous fiscal year to ¥172.5 billion in
the fiscal year ended March 31, 2007. The decrease was due mainly to a decrease of ¥4.2 billion in depreciation
expenses as a result of a reduction in related assets due to the consolidation of branches.
Fees and commission expenses
Fees and commission expenses increased by ¥15.5 billion, or 16.1%, from the previous fiscal year to ¥111.6
billion in the fiscal year ended March 31, 2007. Of this increase, ¥3.2 billion was due to an increase in fees andcommission expenses for remittance service as a result of the increase in commission expenses paid inconnection with international remittance transactions.
Provision (credit) for losses on off-balance-sheet instruments
Provision (credit) for losses on off-balance-sheet instruments was a credit of ¥37.8 billion in the fiscal year
ended March 31, 2007 compared to a provision of ¥34.0 billion in the previous fiscal year. The credit was due
mainly to a reversal of allowance for losses on off-balance-sheet transactions as a result mainly of the sale ofcommitment lines for certain large obligors, which decreased the balance of allowance for losses on off-balancesheet transactions to ¥43.9 billion as of March 31, 2007 from ¥86.0 billion as of March 31, 2006.
Minority interest in consolidated subsidiaries
Minority interest in consolidated subsidiaries decreased by ¥41.3 billion, or 59.9%, from the previous fiscal
year to ¥27.7 billion in the fiscal year ended March 31, 2007 due mainly to decreases in minority interests in our
subsidiaries, Mizuho Trust & Banking and UC Card, which accounted for decreases of ¥15.2 billion and ¥10.1
billion, respectively.
Other noninterest expenses
Other noninterest expenses decreased by ¥63.2 billion, or 34.0%, from the previous fiscal year to ¥122.9
billion in the fiscal year ended March 31, 2007 due mainly to ¥40.7 billion in losses incurred in the previous
fiscal year related to the erroneous order placed with the Tokyo Stock Exchange by Mizuho Securities in
December 2005.

76

Income Tax Expense (Benefit)
The following table shows the components of income tax expense (benefit) for the fiscal years ended
March 31, 2006, 2007 and 2008:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)

Current:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 43.726.7¥ 27.9
22.4

¥

9.7
35.5

Total current tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

70.4

50.3

45.2

(445.6)
1.0

112.4
0.5

626.3
0.7

Total deferred tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(444.6)

112.9

627.0

Total income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . .

¥(374.2)¥163.2¥672.2

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
Income tax expense increased by ¥509.0 billion from the previous fiscal year to ¥672.2 billion in the fiscal
year ended March 31, 2008. Current income tax expense in the fiscal year ended March 31, 2008 decreased by¥5.1 billion to ¥45.2 billion from the previous fiscal year.
Deferred income tax expense increased by ¥514.1 billion from the previous fiscal year to ¥627.0 billion in
the fiscal year ended March 31, 2008 due mainly to the declining realizability of future tax benefits based on adecrease in expected future taxable income and reduced efficacy of available tax planning strategies resulting
from declines in domestic stock markets.
Gross deferred tax assets decreased by ¥388.5 billion in the fiscal year ended March 31, 2008 due mainly toa decrease of net operating loss carryforwards resulting from its utilization. Valuation allowance increased by¥245.9 billion in the fiscal year ended March 31, 2008 due mainly to deteriorated realizability of future tax
benefits. As a result, deferred tax assets, net of valuation allowance decreased by ¥634.4 billion from the end of
the previous fiscal year to ¥1,810.8 billion at March 31, 2008.
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
Income tax expense (benefit) in the fiscal year ended March 31, 2007 was an expense of ¥163.2 billion
compared to a benefit of ¥374.2 billion in the previous fiscal year. Current income tax expense in the fiscal year
ended March 31, 2007 decreased by ¥20.1 billion to ¥50.3 billion from the previous fiscal year.
Deferred income tax expense (benefit) in the fiscal year ended March 31, 2007 was an expense of ¥112.9
billion compared to a benefit of ¥444.6 billion in the previous year. Gross deferred tax assets decreased by¥278.7 billion in the fiscal year ended March 31, 2007 due mainly to a decrease of net operating loss
carryforwards resulting from its utilization. The decrease in valuation allowance was smaller than the decrease ingross deferred tax assets due mainly to changes in our estimation of future taxable income. As a result deferred
tax assets, net of valuation allowance decreased by ¥99.9 billion from the end of the previous fiscal year to¥2,445.2 billion at March 31, 2007.

77

The following table shows components of deferred tax assets as of March 31, 2006, 2007 and 2008:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)

Deferred tax assets:
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,030.6
Allowance for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
424.4
Premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
53.3
Financial Stabilization Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
34.5
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
137.2
Net operating loss carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,989.9
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
259.2¥ 1,142.9
456.8
41.9
30.3
91.6
2,677.0
209.9¥ 1,176.4
333.9
38.4
25.9
9.1
2,402.6
275.6

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,929.1

4,650.4

4,261.9

Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,384.0)(2,205.2)(2,451.1)

Deferred tax assets, net of valuation allowance . . . . . . . . . . . . . . . .
Deferred tax liabilities:
Available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost and accrued pension liabilities . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,545.1

2,445.2

1,810.8

1,399.9
75.1
45.7
50.6

1,552.8
36.9
130.7
122.5

784.3
4.5
3.2
106.4

Gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,571.3

1,842.9

898.4

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥

973.8

¥

602.3

¥

912.4

The following table shows deferred tax assets and deferred tax liabilities, which are netted within the same
tax jurisdiction for presentation in the balance sheets, as of March 31, 2006, 2007 and 2008:

2006

As of March 31,
2007(in billions of yen)

2008

Deferred tax assets on the balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities on the balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥996.522.7¥618.716.4¥923.6
11.2

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥973.8¥602.3¥912.4Net Income
Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
As a result of the foregoing, net income decreased by ¥395.3 billion from the previous fiscal year to ¥228.6
billion in the fiscal year ended March 31, 2008.

Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
As a result of the foregoing, net income decreased by ¥461.8 billion from the previous fiscal year to ¥623.9
billion in the fiscal year ended March 31, 2007.
78

Business Segments Analysis
The business segment information set forth below is derived from the internal management reporting
systems used by management to measure the performance of our business segments. We measure theperformance of each of our operating segments primarily in terms of “net business profits” in accordance withJapanese GAAP following internal managerial accounting rules and practices. Net business profits is used as ameasure of the profitability of core banking operations in Japan and is defined as gross profits (or the sum of net
interest income, fiduciary income, net fee and commission income, net trading income and net other operating
income) less general and administrative expenses (excluding non-recurring expenses). Measurement by net
business profits is required for regulatory reporting to the Financial Services Agency. Therefore, the format andinformation is presented primarily on the basis of Japanese GAAP and is not consistent with the consolidated
financial statements prepared in accordance with U.S. GAAP. A reconciliation of total net business profits withincome before income tax expense (benefit) under U.S. GAAP is provided in note 30 of our consolidated
financial statements.
During the fiscal year ended March 31, 2006, we reorganized our business portfolio into three Global
Groups: the Global Corporate Group, the Global Retail Group and the Global Asset & Wealth Management
Group. The Global Corporate Group consists primarily of Mizuho Corporate Bank and Mizuho Securities, theGlobal Retail Group consists primarily of Mizuho Bank and Mizuho Investors Securities, and the Global Asset &Wealth Management Group consists primarily of Mizuho Trust & Banking. We divide the businesses of each ofMizuho Corporate Bank and Mizuho Bank into three reportable segments based on customer characteristics andfunctions. Reportable segments of Mizuho Corporate Bank are: domestic; international; and trading and others.
Reportable segments of Mizuho Bank are: retail banking; corporate banking; and trading and others. In addition
to the three Global Groups, subsidiaries which provide services to a wide range of customers and which do notbelong to a specific Global Group are aggregated as Others.
The Global Corporate Group
Mizuho Corporate Bank
Mizuho Corporate Bank is the main operating company of the Global Corporate Group and provides
banking and other financial services to large corporations, financial institutions, public sector entities, foreign
corporations, including foreign subsidiaries of Japanese corporations, and foreign governmental entities.
Domestic
This segment provides a variety of financial products and services to large corporations, financial
institutions and public sector entities in Japan. The products and services it offers include commercial banking,advisory services, syndicated loan arrangements, leveraged finance and structured finance.
International
This segment mainly offers commercial banking and foreign exchange transaction services to foreign
corporations, including foreign subsidiaries of Japanese corporations, through Mizuho Corporate Bank’s overseas
network.
Trading and others
This segment supports the domestic and international segments in offering derivatives and other risk
hedging products to satisfy Mizuho Corporate Bank’s customers’ financial and business risk control
requirements. It is also engaged in Mizuho Corporate Bank’s proprietary trading, such as foreign exchange andbond trading, and asset and liability management. This segment also includes costs incurred by headquartersfunctions of Mizuho Corporate Bank.
Mizuho Securities
Mizuho Securities is the primary investment banking arm in the Global Corporate Group and offers
wholesale securities and investment banking services, such as underwriting and trading of bonds and equities,
advisory services and structured finance, to large and international corporations, financial institutions and public
entities.
79

Others
This segment consists of Mizuho Corporate Bank’s subsidiaries other than Mizuho Securities, but including
Mizuho Securities’ subsidiaries. These subsidiaries offer financial products and services in specific areas ofbusiness or countries mainly to customers of the Global Corporate Group. This segment also includes eliminationof transactions between companies within the Global Corporate Group.
The Global Retail Group
Mizuho Bank
Mizuho Bank is the main operating company of the Global Retail Group. Mizuho Bank provides banking
and other financial services mainly to individuals, SMEs and middle-market corporations through its domestic
branch and ATM network.
Retail banking
This segment offers banking products and services, including housing and other personal loans, credit cards,
deposits, investment products and consulting services, to Mizuho Bank’s individual customers through its
nationwide branch and ATM network, as well as telephone and Internet banking services.
Corporate banking
This segment provides loans, syndicated loan arrangements, structured finance, advisory services, otherbanking services and capital markets financing to SMEs, middle-market corporations, local governmental entities
and other public sector entities in Japan.
Trading and others
This segment supports the retail banking and corporate banking segments in offering derivatives and otherrisk hedging products to satisfy Mizuho Bank’s customers’ financial and business risk control requirements. It isalso engaged in Mizuho Bank’s proprietary trading, such as foreign exchange and bond trading, and asset andliability management. This segment also includes costs incurred by headquarters functions of Mizuho Bank.
Mizuho Investors Securities
Mizuho Investors Securities offers securities services to individuals and corporate customers of the Global
Retail Group and provides those corporate customers with support in procuring funds through capital markets.
OthersThis segment consists of Mizuho Bank’s subsidiaries other than Mizuho Investors Securities. Thesesubsidiaries, such as Mizuho Capital and Mizuho Business Financial Center Co., Ltd., offer financial products
and services in specific areas of business to customers of the Global Retail Group. This segment also includes
elimination of transactions between companies within the Global Retail Group.
The Global Asset & Wealth Management Group
Mizuho Trust & Banking
Mizuho Trust & Banking is the main operating company of the Global Asset & Wealth Management Groupand offers products and services related to trust, real estate, securitization and structured finance, pension andasset management and stock transfers.
80

Others
This segment includes companies other than Mizuho Trust & Banking which are a part of the Global
Asset & Wealth Management Group. These companies include Mizuho Private Wealth Management, Trust &Custody Services Bank, Mizuho Asset Management and DIAM (formerly known as DLIBJ Asset Management),
which is an equity-method affiliate. They offer products and services related to private banking, trust andcustody, and asset management. This segment also includes elimination of transactions between companies
within the Global Asset & Wealth Management Group.
OthersThis segment consists of Mizuho Financial Group and its subsidiaries that do not belong to a specific Global
Group but provide their services to a wide range of customers. Under this segment, we offer non-banking
services including research and consulting services through Mizuho Research Institute, information technologyrelated services through Mizuho Information & Research Institute and advisory services to financial institutions
through Mizuho Financial Strategy. This segment also includes elimination of transactions between the Global
Groups.
The information below for reportable segments for the fiscal year ended March 31, 2007 and 2008 is
derived from our internal management reporting system. Information for the fiscal year ended March 31, 2006 is
also derived from our internal management reporting system reclassified to conform to the presentation for thefollowing fiscal years.
Results of Operations by Business Segment
Consolidated Results of Operations
Consolidated gross profits for the fiscal year ended March 31, 2008 were ¥1,660.9 billion, a decrease of¥456.5 billion compared to the previous fiscal year. Consolidated general and administrative expenses (excluding
non-recurring expenses) for the fiscal year ended March 31, 2008 were ¥1,093.3 billion, an increase of ¥17.4
billion compared to the previous fiscal year. Consolidated net business profits for the fiscal year ended March 31,
2008 were ¥511.2 billion, a decrease of ¥480.4 billion compared to the previous fiscal year.

81

Global Corporate Group Financial Results
The following table shows gross profits, general and administrative expenses (excluding non-recurring
expenses) and net business profits for the Global Corporate Group for the fiscal years ended March 31, 2006,
2007 and 2008:
Total
Mizuho Corporate Bank(1)GlobalCorporate
Trading and
MizuhoGroup
Domestic International
othersSubtotal Securities Others(in billions of yen)

Fiscal year ended March 31, 2006:
Gross profits:
Net interest income . . . . . . . . . . . . ¥211.2
Net noninterest income(expenses) . . . . . . . . . . . . . . . . . 107.5
Total . . . . . . . . . . . . . . . . . . . 318.7
General and administrative expenses . .
82.0
Others . . . . . . . . . . . . . . . . . . . . . . . . . .
—¥ 56.6¥108.8(2) ¥376.6 ¥

55.4
112.0
51.7
—

(8.5)
100.3
82.1
—

154.4
531.0
215.8
—

Net business profits (loss) . . . . . . . ¥236.7¥ 60.3¥ 18.2¥315.2 ¥ 63.5 ¥ (12.2) ¥366.5

Fiscal year ended March 31, 2007:
Gross profits:
Net interest income (expenses) . . . ¥202.4
Net noninterest income . . . . . . . . . 108.2
Total . . . . . . . . . . . . . . . . . . . 310.6
General and administrative expenses . .
88.3
Others . . . . . . . . . . . . . . . . . . . . . . . . . .
—¥ 73.4
59.6
133.0
61.5
—

¥ 30.7
73.6
104.3
91.2
—

¥306.5 ¥ (0.2) ¥ 101.4 ¥407.7
241.4 105.9
30.3 377.6
547.9 105.7
131.7 785.3
241.0
61.1
74.9 377.0——(44.3) (44.3)

Net business profits . . . . . . . . . . . ¥222.3¥ 71.5¥ 13.1¥306.9 ¥ 44.6 ¥ 12.5 ¥364.0¥ 73.4¥ 39.7¥293.6 ¥ (5.6) ¥ 80.8 ¥368.8

68.0
141.4
67.1
—

138.8
178.5
83.6
—

312.8
606.4
236.2
—

¥ 74.3¥ 94.9¥370.2 ¥ (30.3) ¥(398.0) ¥ (58.1)

Fiscal year ended March 31, 2008:
Gross profits:
Net interest income (expenses) . . . ¥180.5
Net noninterest income(expenses) . . . . . . . . . . . . . . . . . 106.0
Total . . . . . . . . . . . . . . . . . . . 286.5
General and administrative expenses . .
85.5
Others . . . . . . . . . . . . . . . . . . . . . . . . . .
—Net business profits (loss) . . . . . . . ¥201.0

1.0 ¥ 25.0 ¥402.6

117.7
118.7
55.2
—

41.7
36.1
66.4
—

62.8 334.9
87.8 737.5
63.1 334.1(36.9) (36.9)(339.1) 15.4
(258.3) 384.2
91.4 394.0(48.3) (48.3)

Notes:(1) Figures for Mizuho Corporate Bank include those of its revitalization subsidiaries before such subsidiaries
were merged with Mizuho Corporate Bank in October 2005.
(2) Dividends of ¥120.0 billion received by Mizuho Corporate Bank from its revitalization subsidiaries are
excluded from “trading and others” for the fiscal year ended March 31, 2006.
Fiscal year ended March 31, 2008 compared to fiscal year ended March 31, 2007
Gross profits for Mizuho Corporate Bank for the fiscal year ended March 31, 2008 increased by ¥58.5
billion, or 10.7%, from the previous fiscal year to ¥606.4 billion. This increase was due mainly to an increase in82

gross profits from trading and others of ¥74.2 billion as a result of conducting operations that appropriately
captured the lowering trends in long-term interest rates in domestic and international financial markets, as well as
an increase in gross profits from international operations of ¥8.4 billion, despite the effects of the dislocation in
global financial markets. These increases were offset in part by a decrease in gross profits from domestic
operations of ¥24.1 billion, reflecting a decrease in net interest income due to lower demand for loans and a
decline in the domestic average loan interest rate spread and a decrease in noninterest income such as syndicatedloans related fees.
General and administrative expenses of Mizuho Corporate Bank for the fiscal year ended March 31, 2008
decreased by ¥4.8 billion, or 2.0%, from the previous fiscal year to ¥236.2 billion.
Mizuho Securities incurred a net business loss of ¥30.3 billion compared to net business profits of ¥44.6
billion in the previous fiscal year due mainly to a significant deterioration in trading profits and a decrease inequity underwriting fees, both largely due to the dislocation in global financial markets stemming from U.S.
subprime loan issue.
Net business profits for “others” decreased by ¥410.5 billion compared to the previous fiscal year due tosignificant losses incurred by the CDO business of an overseas subsidiary of Mizuho Securities, Mizuho
International plc, as a result of the dislocation in global financial markets.
As a result mainly of the foregoing, the Global Corporate Group incurred a net business loss of ¥58.1 billion
for the fiscal year ended March 31, 2008 compared to net business profits of ¥364.0 billion in the previous fiscal
year.
Fiscal year ended March 31, 2007 compared to fiscal year ended March 31, 2006
Gross profits for Mizuho Corporate Bank for the fiscal year ended March 31, 2007 increased by ¥16.9
billion, or 3.2%, from the previous fiscal year to ¥547.9 billion. This increase was due mainly to gross profits
from international operations increasing by ¥21.0 billion, reflecting continuing robustness with respect totransactions with both foreign subsidiaries of Japanese corporations and foreign corporations. The increase wasalso due to an increase in gross profits from trading and others of ¥4.0 billion helped by the realization of
unrealized losses on our bond portfolio of ¥58.4 billion in the fiscal year ended March 31, 2006 in connection
with the restructuring of our overall bond portfolio. These increases were offset in part by a decrease in grossprofits from domestic operations of ¥8.1 billion, reflecting a decrease in net interest income due to lower demand
for loans and a decline in the domestic average loan interest rate spread and only a slight increase in domestic net
noninterest income.
General and administrative expenses of Mizuho Corporate Bank for the fiscal year ended March 31, 2007
increased by ¥25.2 billion, or 11.7%, from the previous fiscal year to ¥241.0 billion due mainly to expenses
incurred in connection with our efforts to grow future gross profits, such as the expansion of our international
office network and increases in personnel.
Net business profits of Mizuho Securities decreased by ¥18.9 billion, or 29.8%, from the previous fiscal
year to ¥44.6 billion due mainly to decreased income from its equity business, offset in part by increased income
from its investment banking business such as M&A advisory.
As a result mainly of the foregoing, net business profits for the Global Corporate Group for the fiscal year
ended March 31, 2007 decreased by ¥2.5 billion from the previous fiscal year to ¥364.0 billion.

83

Global Retail Group Financial Results
The following table shows gross profits, general and administrative expenses (excluding non-recurring
expenses) and net business profits for the Global Retail Group for the fiscal years ended March 31, 2006, 2007
and 2008:

Fiscal year ended March 31, 2006:
Gross profits:
Net interest income . . . . . . . .
Net noninterest income . . . . .
Total . . . . . . . . . . . . . . . .
General and administrative
expenses . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . .
Net business profits (loss) . . .
Fiscal year ended March 31, 2007:
Gross profits:
Net interest income . . . . . . . .
Net noninterest income . . . . .
Total . . . . . . . . . . . . . . . .
General and administrative
expenses . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . .
Net business profits . . . . . . . .
Fiscal year ended March 31, 2008:
Gross profits:
Net interest income(expenses) . . . . . . . . . . . . .
Net noninterest income(expenses) . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . .
General and administrative
expenses . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . .
Net business profits (loss) . . .

OthersTotal
GlobalRetail
Group

¥ 0.6
72.5
73.1

¥ 49.631.4
81.0¥ 619.9417.2
1,037.1

517.3
—

40.0
—

25.7
(7.8)

583.0
(7.8)

¥ (17.4)¥365.7¥33.1¥ 47.5¥ 446.3

¥

4.6
98.0
102.6

¥593.8
384.7
978.5

¥ 1.2
61.0
62.2

¥ 45.619.1
64.7¥ 640.6
464.8
1,105.4

245.2
—

82.5
—

527.0
—

43.4
—

18.1
(11.5)

588.5(11.5)¥116.7¥314.7¥ 20.1¥451.5¥18.8¥ 35.1¥ 505.4¥311.0¥328.9¥ (33.0)¥606.9¥ 0.7¥ 46.8 ¥ 654.4

42.7
353.7

174.5
503.4

118.7
85.7

335.9
942.8

52.3
53.0

(2.8)
44.0

385.4
1,039.8

214.8
—

229.3
—

93.1
—

537.2
—

45.2
—

(1.6)
(14.7)

580.8(14.7)¥138.9¥274.1¥ (7.4)¥405.6¥ 7.8¥ 30.9¥ 444.3

RetailBankingMizuho Bank(1)MizuhoCorporate
Trading
Investors
Bankingand others Subtotal Securities(in billions of yen)¥240.245.8
286.0¥319.0233.2
552.2¥ 10.534.3
44.8¥569.7
313.3
883.0

201.4
—

253.7
—

62.2
—

¥ 84.6¥298.5¥262.653.4
316.0¥326.6
233.3
559.9

199.3
—

Note:
(1) Figures for Mizuho Bank include those of its revitalization subsidiary before such subsidiary was mergedwith Mizuho Bank in October 2005.

Fiscal year ended March 31, 2008 compared to fiscal year ended March 31, 2007
Gross profits for Mizuho Bank for the fiscal year ended March 31, 2008 decreased by ¥35.7 billion, or
3.6%, from the previous fiscal year to ¥942.8 billion. The decrease was due to decreases in gross profits of ¥56.5
billion from corporate banking and ¥16.9 billion from trading and others. The decrease in gross profits from84

corporate banking was due to a decrease in noninterest income, reflecting a decline in fees and commissions fromour solutions business, and sluggish growth in net interest income, reflecting an increase in competition in thedomestic SME market. The decrease in gross profits from trading and others was due mainly to a decrease in
trading income and from our conservative asset-and-liability-management operations. These decreases wereoffset in part by an increase in gross profits from retail banking of ¥37.7 billion, reflecting an improvement in the
profitability of deposits, which more than offset a decline in the profitability of loans to individuals anddecreased fee income from sales of investment trusts and individual annuities affected by the dislocation in
financial markets and other factors.
General and administrative expenses for Mizuho Bank increased by ¥10.2 billion, or 1.9%, from thepervious fiscal year to ¥537.2 billion due mainly to expenses incurred in connection with our efforts to growfuture gross profits relating to the retail banking business through opening of new branches and the refurbishmentof existing branches and other strategic expenses such as those related to new product development.
Net business profits for Mizuho Investors Securities decreased by ¥11.0 billion, or 58.5%, from the previous
fiscal year to ¥7.8 billion due mainly to a decrease in trading profits in addition to a decrease in commission
income, mainly those from its equity business, as a result of weak domestic equity markets that were impacted by
the dislocation in global financial markets.
As a result mainly of the foregoing, net business profits for the Global Retail Group for the fiscal year ended
March 31, 2008 decreased by ¥61.1 billion, or 12.1%, compared to the previous fiscal year to ¥444.3 billion.
Fiscal year ended March 31, 2007 compared to fiscal year ended March 31, 2006
Gross profits for Mizuho Bank increased by ¥95.5 billion, or 10.8%, from the previous fiscal year to ¥978.5billion in the fiscal year ended March 31, 2007. This increase was due to increases in gross profits of ¥30.0
billion from retail banking and ¥7.7 billion from corporate banking, which reflect an improvement in the
profitability of deposits, increased fees from sales of investment trusts and individual annuities and increased
income related to foreign exchange and derivatives products, in addition to an increase of ¥57.8 billion fromtrading and others which was due mainly to the realization of ¥75.4 billion in unrealized losses upon sales ofbonds in the fiscal year ended March 31, 2006 in connection with the restructuring of our overall bond portfolio.
General and administrative expenses for Mizuho Bank increased by ¥9.7 billion, or 1.9%, from the previous
fiscal year to ¥527.0 billion due mainly to increased expenses incurred in connection with our efforts to growfuture gross profits relating to the retail banking business through refurbishment of branches, increases inpersonnel and other strategic expenses.
Net business profits for Mizuho Investors Securities decreased by ¥14.3 billion, or 43.2%, from the previous
fiscal year to ¥18.8 billion due mainly to a significant decrease in fee income from its stock brokerage business,due primarily to a relatively stagnant stock trading environment compared to the previous fiscal year, and anincrease in administrative expenses.
As a result mainly of the foregoing, net business profits for the Global Retail Group for the fiscal year ended
March 31, 2007 increased by ¥59.1 billion from the previous fiscal year to ¥505.4 billion.

85

Global Asset & Wealth Management Group Financial Results
The following table shows gross profits, general and administrative expenses (excluding non-recurring
expenses) and net business profits for the Global Asset & Wealth Management Group for the fiscal years ended
March 31, 2006, 2007 and 2008:
Total Global
Asset & WealthMizuho Trust &Management
Banking(1)OthersGroup(in billions of yen)

Fiscal year ended March 31, 2006:
Gross profits:
Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 45.7
120.6
166.3
77.9
—

¥ 0.4
42.0
42.4
32.5
(1.2)

¥ 46.1
162.6
208.7
110.4
(1.2)

Net business profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 88.4¥ 8.7¥ 97.1

Fiscal year ended March 31, 2007:
Gross profits:
Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 52.2
121.7
173.9
87.8
—

¥ 1.6
48.1
49.7
38.4
(1.2)

¥ 53.8
169.8
223.6
126.2
(1.2)

Net business profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 86.1¥10.1¥ 96.2

Fiscal year ended March 31, 2008:
Gross profits:
Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 53.5
119.2
172.7
86.8
—

¥ 1.9
56.5
58.4
40.8
(1.5)

¥ 55.4
175.7
231.1
127.6
(1.5)

Net business profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 85.9¥16.1¥102.0Note:(1) Figures for Mizuho Trust & Banking include those of its revitalization subsidiary before such subsidiary
was merged with Mizuho Trust & Banking in October 2005.
Fiscal year ended March 31, 2008 compared to fiscal year ended March 31, 2007
Gross profits for Mizuho Trust & Banking for the fiscal year ended March 31, 2008 decreased by ¥1.2
billion, or 0.7%, from the previous fiscal year to ¥172.7 billion. The decrease was due to a decline in income
from trust and asset management businesses, including real estate business.
General and administrative expenses for Mizuho Trust & Banking decreased by ¥1.0 billion from theprevious fiscal year to ¥86.8 billion.
Net business profits for “others” increased by ¥6.0 billion, or 59.4%, from the previous fiscal year to ¥16.1
billion due mainly to an increase in profits of asset management companies in connection with an increase in theamount of entrusted funds.
86As a result mainly of the foregoing, net business profits for the Global Asset & Wealth Management Groupfor the fiscal year ended March 31, 2008 increased by ¥5.8 billion, or 6.0%, from the previous fiscal year to¥102.0 billion.
Fiscal year ended March 31, 2007 compared to fiscal year ended March 31, 2006
Gross profits of Mizuho Trust & Banking for the fiscal year ended March 31, 2007 increased by ¥7.6
billion, or 4.6%, from the previous fiscal year to ¥173.9 billion. The increase was due mainly to the steady
growth in income from trust and asset management businesses, including real estate and asset finance businesses.
General and administrative expenses increased by ¥9.9 billion, or 12.7%, from the previous fiscal year to¥87.8 billion due mainly to a temporary increase in amortization expenses related to the purchase of computer
software by Mizuho Trust & Banking at the end of the previous fiscal year.
As a result mainly of the foregoing, net business profits for the Global Asset & Wealth Management Groupdecreased by ¥0.9 billion compared to the previous fiscal year to ¥96.2 billion.
Geographical Segment Analysis
The following table presents consolidated income statement and total assets information by major
geographic area. Foreign activities are defined as business transactions that involve customers residing outside ofJapan. However, as our operations are highly integrated globally, we have made estimates and assumptions forthe allocation of assets, liabilities, income and expenses among the geographic areas.
Japan

AmericasAsia/Oceania
excluding Japan,
Europeand others(in billions of yen)

Total

Fiscal year ended March 31, 2006:
Total revenue(1) . . . . . . . . . . . . . . . . . .
Total expenses(2) . . . . . . . . . . . . . . . . .

¥1,881.4
1,474.7

¥

631.6
369.8

¥

327.8
296.9

¥ 112.2
100.1¥ 2,953.0
2,241.5

Income before income tax expense . . .

¥

406.7

¥

261.8

¥

30.9

¥

12.1

¥

711.5

Net income . . . . . . . . . . . . . . . . .

¥

808.5

¥

247.7

¥

26.0

¥

3.5

¥

1,085.7

Total assets at end of fiscal year . . . . . ¥119,543.4¥12,504.9¥ 9,175.9¥4,298.2¥145,522.4

Fiscal year ended March 31, 2007:
Total revenue(1) . . . . . . . . . . . . . . . . . .
Total expenses(2) . . . . . . . . . . . . . . . . .

¥2,249.5
1,854.9

¥

843.0
641.5

¥

495.4
387.5

¥ 247.4
164.3¥ 3,835.3
3,048.2

Income before income tax expense . . .

¥

394.6

¥

201.5

¥

107.9

¥

83.1

¥

787.1

Net income . . . . . . . . . . . . . . . . .

¥

254.3

¥

192.6

¥

104.8

¥

72.2

¥

623.9

Total assets at end of fiscal year . . . . . ¥111,842.6¥17,390.3¥13,003.3¥5,145.1¥147,381.3¥ 264.3
167.3¥ 4,205.2
3,304.4

Fiscal year ended March 31, 2008:
Total revenue(1) . . . . . . . . . . . . . . . . . .
Total expenses(2) . . . . . . . . . . . . . . . . .

¥3,015.1
1,913.0

¥

833.3
712.9

¥

Income before income tax expense . . .

¥1,102.1¥

120.4¥ (418.7)

¥

97.0

¥

900.8

Net income (loss) . . . . . . . . . . . .

¥

466.1

¥

100.1

¥ (422.6)

¥

85.0

¥

228.6

¥19,025.8¥11,490.4¥5,086.5

Total assets at end of fiscal year . . . . . ¥115,715.1

92.5
511.2

¥151,317.8

Notes:(1) Total revenue is comprised of interest and dividend income and noninterest income.
(2) Total expenses are comprised of interest expense, provision (credit) for loan losses and noninterest
expenses.
87

Fiscal Year Ended March 31, 2008 Compared to Fiscal Year Ended March 31, 2007
In the fiscal year ended March 31, 2008, we recorded net loss in Europe. Among the geographical regions inwhich we recorded net income, 71.6% of the net income was derived from Japan, 15.4% from the Americas, and13.0% from Asia/Oceania, excluding Japan, and others. At March 31, 2008, 76.5% of total assets were allocatedto Japan, 12.6% to the Americas, 7.6% to Europe and 3.3% to Asia/Oceania, excluding Japan, and others.
Total revenue in Japan increased by ¥765.6 billion from the previous fiscal year due primarily to an increasein foreign exchange gains—net, as a result of translation gains with respect to foreign currency-denominatedliabilities that were funded to offset foreign exchange risk related to foreign currency-denominatedavailable-for-sale securities, and a decrease in investment losses—net, as we had incurred significant impairment
losses on Japanese government bonds in the previous fiscal year. Total expenses increased by ¥58.1 billion due toan increase in interest expense mainly reflecting an increase in yen interest rate levels and other factors offset inpart by a decrease in provision for loan losses, reflecting upgrades in the internal credit ratings of some large
borrowers. Income tax expense increased by ¥495.7 billion because of increased deferred tax expense due mainly
to deteriorated realizability of future tax benefits based on a decrease in expected future taxable income and theefficacy of available tax-planning strategies. As a result, net income in Japan increased by ¥211.8 billion. Total
assets in Japan increased by ¥3,872.5 billion due primarily to an increase in trading account assets, offset in partby a decrease in loans as funding needs by corporate borrowers, especially SMEs, decreased.
In the Americas, total revenue decreased by ¥9.7 billion due primarily to an increase in investment losses—
net, as we incurred significant impairment losses on various types of securitization products due to the impact ofthe dislocation in the global financial market, offset in part by an increase in interest income, as a result of
increases in average balances of interest-earning assets. Total expenses increased by ¥71.4 billion due primarily
to an increase in interest expenses as the average balances of interest-bearing liabilities increased. As a result, net
income in the Americas decreased by ¥92.5 billion. Total assets in the Americas increased by ¥1,635.5 billion,
due primarily to an increase in trading account assets.
In Europe, total revenue decreased by ¥402.9 billion due primarily to the loss incurred in the trading accountand investments, affected by the impact of the dislocation in the global financial market, offset in part by anincrease in interest income, especially interest from loans, due mainly to increases in average balances as a resultof our efforts to increase foreign loans. Total expenses increased by ¥123.7 billion due primarily to an increase ininterest expenses, especially interest on deposits, as the average balances of interest-bearing liabilities increased.
As a result, net income in Europe decreased by ¥527.4 billion. Total assets in Europe decreased by ¥1,512.9
billion due primarily to a decrease in receivables under resale agreements, and a decrease in investments as aresult of divestitures conducted in light of interest rate movements, partially offset by an increase in loans.
Total revenue in Asia/Oceania excluding Japan, and others increased by ¥16.9 billion due primarily to an increase
in interest income, offset in part by a decrease in trading account gains—net. Total expenses increased slightly by ¥3.0
billion. As a result, net income in Asia/Oceania excluding Japan, and others increased by ¥12.8 billion. Total assets in
Asia/Oceania excluding Japan, and others decreased by ¥58.6 billion due primarily to a decrease in trading accountassets, offset in part by an increase in loans, as a result of our efforts to increase foreign assets.
Fiscal Year Ended March 31, 2007 Compared to Fiscal Year Ended March 31, 2006
In the fiscal year ended March 31, 2007, 40.7% of our net income was derived from Japan, 30.9% from theAmericas, 16.8% from Europe and 11.6% from Asia/Oceania, excluding Japan, and others. At March 31, 2007,
75.9% of total assets were allocated to Japan, 11.8% to the Americas, 8.8% to Europe and 3.5% from Asia/
Oceania, excluding Japan, and others.
Total revenue in Japan increased by ¥368.1 billion from the previous fiscal year due primarily to theincrease in trading account gains—net, as a result of the gain related to changes in the fair value of instruments
used to hedge market risks, mainly interest rate risk, that are not eligible for hedge accounting under U.S. GAAP,and the increase in interest income, due mainly to a rise in average yield on domestic interest earning assets,88partially offset by the decrease in investment gains—net, due mainly to impairment losses on preferred stock
issued by a large non-bank financial company. Total expenses increased by ¥380.2 billion due primarily to theincrease in provision for loan losses, reflecting the downgrade in credit rating of borrowers including the samenon-bank financial company. Income tax expense in the fiscal year ended March 31, 2007 was ¥140.3 billion
compared to a benefit of ¥401.8 billion in the previous fiscal year. As a result, net income in Japan decreased by¥554.2 billion. Total assets in Japan decreased by ¥7,700.8 billion due primarily to decreases in investments,
mainly Japanese government bonds, and loans.
In the Americas, total revenue increased by ¥211.4 billion due primarily to an increase in interest income, as aresult of an increase in average yield reflecting a general increase in U.S. dollar interest rate levels, and an increasein average balances of interest-earning assets, partially offset by a decrease in trading accounting gains—net. Total
expenses increased by ¥271.7 billion due primarily to an increase in interest expense, due mainly to a rise in averageinterest rate reflecting a general increase in U.S. dollar interest rate levels, and an increase in average balances ofinterest-bearing liabilities. As a result, net income in the Americas decreased by ¥55.1 billion. Total assets in theAmericas increased by ¥4,885.4 billion due primarily to an increase in receivables under resale agreements, and anincrease in investments resulting from our efforts to increase foreign assets.
In Europe, total revenue increased by ¥167.6 billion due primarily to an increase in interest income, andtotal expenses increased by ¥90.6 billion due primarily to an increase in interest expenses, partially offset by adecrease in provision for loan losses. As a result, net income in Europe increased by ¥78.8 billion. Total assets in
Europe increased by ¥3,827.4 billion due primarily to an increase in investments, as a result of our efforts toincrease foreign assets, and receivables under resale agreements.
Total revenue in Asia/Oceania excluding Japan, and others increased by ¥135.2 billion due primarily toincreases in interest income and trading account gains—net. Total expenses increased by ¥64.2 billion due
mainly to an increase in interest expenses. As a result, net income in Asia/Oceania excluding Japan, and others
increased by ¥68.7 billion. Total assets in Asia/Oceania excluding Japan, and others increased by ¥846.9 billion
due primarily to an increase in loans and investments, as a result of our efforts to increase foreign assets.
Financial Condition
AssetsOur assets as of March 31, 2007 and 2008 were as follows:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)

Cash and due from banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 3,075.9 ¥ 2,085.8 ¥ (990.1)
Interest-bearing deposits in other banks . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,052.3
1,549.7
497.4
Call loans and funds sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
309.7
257.7
(52.0)
Receivables under resale agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9,430.4
7,235.2(2,195.2)
Receivables under securities borrowing transactions . . . . . . . . . . . . . . . . .
8,624.2
9,069.1
444.9
Trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,950.3
20,552.4
6,602.1
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
38,001.7
36,155.7(1,846.0)
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
69,182.9
68,221.8(961.1)
Allowance for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(946.2)(649.8)296.4
Loans, net of allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
68,236.7
67,572.0(664.7)
Premises and equipment—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
847.5
852.4
4.9
Due from customers on acceptances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
57.7
62.3
4.6
Accrued income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
440.5
380.6
(59.9)
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
39.6
15.0
(24.6)
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
618.7
923.6
304.9
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,696.1
4,606.3
1,910.2
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
89¥147,381.3¥151,317.8¥ 3,936.5

Total assets increased by ¥3,936.5 billion from the end of the previous fiscal year to ¥151,317.8 billion as ofMarch 31, 2008. This increase was due primarily to an increase of ¥6,602.1 billion in trading account assets,
primarily interest rate-related derivative contracts, and an increase of ¥1,910.2 billion in other assets, due mainly
to an increase in accounts receivable from brokers, dealers and customers for securities transactions, offset in partby a decrease of ¥2,195.2 billion in receivables under resale agreements and a decrease of ¥1,846.0 billion in
investments.
Loans
Loans Outstanding
The following table shows our loans outstanding as of March 31, 2007 and 2008:
As of March 31,
2007

Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . .
Government and public institutions . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . .
Mortgage loans . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . .

2008(in billions of yen, except percentages)

Increase(decrease)¥ 7,662.0
1,502.4
6,647.1
6,120.1
6,356.6
2,594.6
4,286.6
6,099.4
5,451.8
12,363.6
11,025.1
1,338.5

11.06% ¥ 7,806.7
2.17
1,429.6
9.60
6,489.6
8.83
5,566.2
9.18
6,100.1
3.75
2,516.3
6.19
4,355.6
8.80
5,807.5
7.86
5,061.1
17.85
12,326.7
15.92
11,122.4
1.93
1,204.3

11.43% ¥
2.09
9.50
8.15
8.93
3.68
6.37
8.50
7.40
18.04
16.28
1.76

144.7 0.37%(72.8) (0.08)(157.5) (0.10)(553.9) (0.68)(256.5) (0.25)(78.3) (0.07)
69.0 0.18(291.9) (0.30)(390.7) (0.46)(36.9) 0.19
97.3 0.36(134.2) (0.17)

Total domestic . . . . . . . . . . . . . . .
Foreign:
Commercial and industrial . . . . . . . . . . . . .
Banks and other financial institutions . . . . .
Government and public institutions . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

59,084.2

85.29

57,459.4

84.09(1,624.8) (1.20)

7,963.6
1,675.5
366.3
184.9

11.50
2.42
0.53
0.26

8,815.2
1,544.9
414.7
93.8

12.90
2.26
0.61
0.14

851.6 1.40
(130.6) (0.16)
48.4 0.08(91.1) (0.12)

Total foreign . . . . . . . . . . . . . . . .

10,190.3

14.71

10,868.6

15.91

678.3

1.20

Subtotal . . . . . . . . . . . . . . . .

69,274.5

100.00% 68,328.0

100.00%(946.5)—

Less: Unearned income and deferred loan
fees—net . . . . . . . . . . . . . . . . . . . . . . . . .

(91.6)(106.2)(14.6)

Total loans before allowance for loan losses . . .

¥69,182.9¥68,221.8¥ (961.1)

Total loans before allowance for loan losses decreased by ¥961.1 billion from the end of the previous fiscal
year to ¥68,221.8 billion as of March 31, 2008. Domestic loans decreased by ¥1,624.8 billion to ¥57,459.4 billion
while loans to foreign borrowers increased by ¥678.3 billion to ¥10,868.6 billion as of March 31, 2008. Domesticloans decreased in most of the industries due primarily to lack of funding needs by corporate borrowers,
especially SMEs. The decrease in services was due in part to the sale of a large loan. The increase in foreignloans, in spite of the appreciation of the yen against other currencies such as the U.S. dollar, was due primarily to
an increase in loans to commercial and industrial borrowers, especially loans to non-Japanese borrowers, as aresult of our effort to increase foreign loan assets.

90

Within our loan portfolio, loans to domestic borrowers decreased from 85.29% to 84.09% while loans toforeign borrowers increased from 14.71% to 15.91%.
Impaired Loans
Japanese banks are required to categorize obligors into the groups listed below based on their financial
condition and other factors and then to classify loans and off-balance-sheet instruments against obligors, taking
into consideration the risk of collection and risk of impairment. We refer to this categorization and classification
process as the self-assessment procedures which are conducted in conjunction with our credit rating system.
Through the self-assessment procedures, we categorize obligors into the following categories:•

normal: Obligors for which business conditions are favorable and are deemed not to have any particular
problems in terms of their financial position.

•

watch: Obligors that require observation going forward because of either concerns regarding theirfinancial position or weak or unstable business conditions.

•special attention: Among watch obligors, those having difficulty meeting loan conditions, such as
reduced or suspended interest payments, or those in default of payment obligations such as failure to
make principal or interest payments beyond a specified period.

•

intensive control: Obligors that are not yet bankrupt but are in financial difficulties and are deemed
likely to become bankrupt in the future because of failure to make progress in implementing their
management improvement plans or other measures (including obligors that are receiving ongoingsupport from financial institutions).

•

substantially bankrupt: Obligors that have not yet become legally or formally bankrupt but are
effectively insolvent because they are in serious financial difficulties and are deemed to be not capableof restructuring.

•bankrupt: Obligors that have become legally or formally bankrupt.

We consider both loans that are subject to SFAS No. 114, “Accounting by Creditors for Impairment of a
Loan—an amendment of FASB statement No. 5 and 15” and small balance, homogeneous loans to be impaired
when it is probable that we will be unable to collect all the scheduled payments of principal and interest when
due according to the contractual terms of the loan. Among other things, restructured loans under SFAS No. 15,“Accounting by Debtors and Creditors for Troubled Debt Restructuring” (“SFAS No. 15”) and loans that are
90 days or more delinquent are generally considered to be impaired. We determine loans to special attention,
intensive control, substantially bankrupt and bankrupt obligors as impaired loans in connection with ourconsideration of collectibility mentioned above. All of our impaired loans are designated as nonaccrual loans.
See “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Credit Risk Management” fordescriptions of our self-assessment procedures and our internal credit rating system.
We endeavor to remove impaired loans from our balance sheet within three years of their being so
categorized through methods such as collection, charge-offs, disposal and improving the borrowers’ credit rating
through restructuring efforts.

91

The following table shows our impaired loans as of March 31, 2007 and 2008 based on classifications bydomicile and industry segment:
As of March 31,
2007
2008
Increase (decrease)
Ratio to grossRatio to grossRatio to grosstotal loans tototal loans to Impaired total loans to
Impaired
Impairedindustryindustryindustry
loans
loans
loans
(in billions of yen, except percentages)

Domestic:
Manufacturing . . . . . . . . . . . . . . ¥ 96.8
Construction . . . . . . . . . . . . . . . .
71.6
Real estate . . . . . . . . . . . . . . . . .
119.0Services . . . . . . . . . . . . . . . . . . .
167.6
Wholesale and retail . . . . . . . . . .
216.7
Transportation . . . . . . . . . . . . . .
371.3
Banks and other financial
institutions . . . . . . . . . . . . . . .
292.8
Other industries . . . . . . . . . . . . .
8.6
Individuals . . . . . . . . . . . . . . . . .
137.2

1.26%
4.76
1.79
2.74
3.41
14.31

¥ 160.8
88.1
106.3
200.0
243.3
115.0

2.06%
6.16
1.64
3.59
3.99
4.57

¥ 64.016.5(12.7)
32.4
26.6(256.3)0.80%
1.40(0.15)
0.85
0.58(9.74)

6.83
0.07
1.11

178.1
11.4
146.0

4.09
0.10
1.18

(114.7)2.8
8.8(2.74)
0.03
0.07

Total domestic . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . .

1,481.6
47.3

2.51
0.46

1,249.0
46.5

2.17
0.43

(232.6)(0.8)(0.34)(0.03)

Total impaired loans . . . . . . . . .

¥1,528.9

2.21%¥1,295.5

1.90%¥(233.4)(0.31)%

Impaired loans decreased by ¥233.4 billion, or 15.3%, from the end of the previous fiscal year to ¥1,295.5
billion as of March 31, 2008 due primarily to a decrease in transportation, as a result of an upgrade in the internal
credit rating of a large borrower, and a decrease in banks and other financial institutions, primarily as a result of adebt-for-equity swap involving a loan to a large non-bank financial company borrower. Domestic impaired loans
increased in the other industries due primarily to the declining trend in the financial condition of SMEs.
The percentage of impaired loans within gross total loans decreased from 2.21% as of March 31, 2007 to
1.90% as of March 31, 2008. The percentage of impaired loans net of allowance to gross total loans net ofallowance increased from 0.85% as of March 31, 2007 to 0.95% as of March 31, 2008.
Allowance for Loan Losses
Calculation of allowance for loan losses
Our self-assessment and credit-rating procedures serve as the basis for determining the amount of theallowance for loan losses. The specific methods of calculating the allowance for each category of obligors are as
follows:
Normal and watch obligors . . . . . . . . . . . A formula allowance is calculated separately for obligors with smallbalance, homogenous loans and for each credit rating category ofcorporate obligors by multiplying the loan balance with the applicable
default ratio (based on internal historical data as well as data provided
by third-party credit rating agencies) and the applicable average
impairment ratio on defaulted loans (based on internal historicaldata).
Special attention obligors . . . . . . . . . . . . The allowance for special attention obligors is generally calculated
individually based on the present value of expected future cash flows92discounted at the loan’s initial effective interest rate. A formula
allowance for certain special attention obligors is calculated bygrouping the loans to such obligors and applying the formula
described above for normal and watch obligors but using the default
ratio and average impairment ratio specific to this category.
Intensive control obligors . . . . . . . . . . . . The allowance for intensive control obligors is generally calculated
individually based on the present value of expected future cash flows
discounted at the loan’s initial effective interest rate, based on the
loan’s observable market price, or based on the fair value of thecollateral if the loan is collateral dependent. The allowance for certain
intensive control obligors is calculated by grouping the loans to suchobligors and multiplying the amount of loans less estimated collateralvalue by the default ratio and average impairment ratio specific to thiscategory.
Substantially bankrupt and bankrupt
obligors . . . . . . . . . . . . . . . . . . . . . . . . The allowance is calculated individually and is equal to loan balance,
less estimated collateral value.
Balance of allowance for loan losses
The following table summarizes the allowance for loan losses by component and as a percentage of thecorresponding loan balance as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen, except percentages)

Allowance for loan losses on impaired loans (A) . . . . . . . . . . . . . . . . . . . . . . .
Allowance for loan losses on other loans (B) . . . . . . . . . . . . . . . . . . . . . . . . . .
Total allowance for loan losses (C) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥Impaired loans requiring an allowance for loan losses (D) . . . . . . . . . . . . . . . .
Impaired loans not requiring an allowance for loan losses (E) . . . . . . . . . . . . .
Other loans (F) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross total loans (G) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percentage of allowance for loan losses on impaired loans against the balanceof impaired loans requiring an allowance (A)/(D)x100 . . . . . . . . . . . . . . . .
Percentage of allowance for loan losses on other loans against the balance ofother loans (B)/(F)x100 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percentage of total allowance for loan losses against gross total loans(C)/(G)x100 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

602.1
344.0
946.1

¥

349.2
300.6
649.8

¥(252.9)(43.4)(296.3)

1,403.8
125.1
67,745.6

1,089.7
205.8
67,032.5(314.1)80.7(713.1)¥69,274.5¥68,328.0¥(946.5)

42.89%

32.04% (10.85)%

0.51

0.45

(0.06)

1.37

0.95(0.42)

Allowance for loan losses decreased by ¥296.3 billion from the end of the previous fiscal year to ¥649.8
billion as of March 31, 2008. Of such decrease, ¥252.9 billion was attributable to a decrease in the allowance forloan losses on impaired loans due primarily to the debt-for-equity swap involving a loan to a large non-bankfinancial company borrower and upgrades in the internal credit ratings of some large borrowers, and ¥43.4 billion
was attributable to a decrease in the allowance for loan losses on other loans. The percentage of total allowance
for loan losses against gross total loans decreased by 0.42% to 0.95%, and the percentage of allowance for loan
losses on impaired loans against the balance of impaired loans requiring an allowance decreased by 10.85% to32.04% due mainly to the upgrades in internal credit ratings of some large borrowers.
93

Provision (credit) for loan losses
The following table summarizes changes in our allowance for loan losses, including a breakdown of chargeoffs and recoveries by domicile and industry segment, in the fiscal years ended March 31, 2007 and 2008:
Fiscal years ended March 31,
2007
2008

Increase(decrease)(in billions of yen)

Allowance for loan losses at beginning of fiscal year . . . . . . . . . . . . . . . . .
Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Charge-offs:
Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥812.3182.1¥946.1(57.8)¥ 133.8(239.9)

11.1
2.7
4.7
18.0
25.7
0.3
6.0
5.5
18.0

31.5
8.3
3.7
88.9
40.7
3.8
53.2
12.9
17.4

20.4
5.6
(1.0)
70.9
15.0
3.5
47.2
7.4
(0.6)

Total domestic charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

92.0
18.6

260.4
10.8

168.4
(7.8)

Total charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

110.6

271.2

160.6

Recoveries:
Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3.3
2.4
3.2
12.4
4.7
0.2
0.2
2.4
3.4

2.3
0.9
13.8
7.4
7.3
0.2
3.6
1.4
2.8

(1.0)
(1.5)
10.6
(5.0)
2.6
(0.0)
3.4
(1.0)
(0.6)

Total domestic recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

32.2
25.8

39.7
7.7

7.5
(18.1)

Total recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

58.0

47.4

(10.6)Net charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

52.6
4.3

223.8
(14.7)

171.2(19.0)

Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥946.1¥649.8¥(296.3)

Note:(1) Others include primarily foreign exchange translation.
We recorded a credit for loan losses of ¥57.8 billion in the fiscal year ended March 31, 2008 compared to a
provision for loan losses of ¥182.1 billion in the fiscal year ended March 31, 2007. The credit for loan losses wasdue mainly to upgrades in the internal credit ratings of some large borrowers, whose operating results and financial
condition have improved. This credit was offset in part by provision for loan losses due mainly to the declining
trend in the financial condition of SMEs that have relatively weak business bases and the downgrading to lower
internal credit ratings of some large borrowers that experienced financial difficulties during the fiscal year.
94Charge-offs increased by ¥160.6 billion from the previous fiscal year to ¥271.2 billion for the fiscal year
ended March 31, 2008. Charge-offs of domestic loans increased by ¥168.4 billion compared to the previous fiscal
year to ¥260.4 billion in the fiscal year ended March 31, 2008 due primarily to a sale of loan to a large borrower
in services and a debt-for-equity swap involving a loan to a large non-bank financial company borrower.
Increases in the other industries were due primarily to an increase in disposals of impaired loans to SMEs and theborrowers that experienced financial difficulties referred to in the preceding paragraph. Charge-offs of foreignloans decreased by ¥7.8 billion compared to the previous fiscal year to ¥10.8 billion in the fiscal year ended
March 31, 2008.
Recoveries decreased by ¥10.6 billion from the previous fiscal year to ¥47.4 billion in the fiscal year ended
March 31, 2008, reflecting a decrease in recoveries with respect to foreign loans offset in part by an increase withrespect to domestic loans. In general, recoveries with respect to loans to the industries in which we hadsignificant amounts of impaired loans in recent years accounted for most of the recoveries.
Investments
The majority of our investments are available-for-sale securities and held-to-maturity securities which at
March 31, 2007 and 2008 were as follows:
As of March 31,
2007

Amortized
cost

Fair
value

Available-for-sale securities:
Debt securities . . . . . . . . . . ¥29,467.1 ¥29,606.7
Japanese government
bonds . . . . . . . . . . . . . . 14,524.9 14,516.0
Other than Japanese
government bonds . . . . 14,942.2 15,090.7
Equity securities(marketable) . . . . . . . . . .
2,591.1
6,264.0
Total . . . . . . . . . . . . . . . . ¥32,058.2 ¥35,870.7
Held-to-maturity securities:
Debt securities . . . . . . . . . . ¥ 1,337.6 ¥ 1,329.4
Japanese government
bonds . . . . . . . . . . . . . .
969.1
967.2
Other than Japanese
government bonds . . . .
368.5
362.2
Total . . . . . . . . . . . . . . . . ¥ 1,337.6 ¥ 1,329.4

2008
Increase (decrease)
Net
Net
Net
unrealized
unrealized
unrealized
gains
Amortized
Fair
gains
Amortized
Fair
gains
(losses)cost
value(losses)cost
value(losses)(in billions of yen)
¥ 139.6¥29,844.2 ¥29,859.1

¥

14.9

¥

377.1 ¥

252.4 ¥ (124.7)(8.9)

16,216.1

16,212.4(3.7)

1,691.2

1,696.4

5.2

148.5

13,628.1

13,646.7

18.6(1,314.1)(1,444.0)(129.9)2,619.5

28.4(1,751.5)(1,779.9)4,512.5

1,893.0¥3,812.5

3,672.9¥32,463.7 ¥34,371.6¥1,907.9

¥

¥

¥

¥

¥ (558.7) ¥ (545.6) ¥

(8.2)
(1.9)
(6.3)

¥

(8.2)

¥

778.9 ¥

783.8

490.0

490.1

288.9

293.7

778.9 ¥

783.8

4.9
0.1
4.8

¥

4.9

405.5 ¥(1,499.1) ¥(1,904.6)
13.1(479.1)(477.1)

2.0(79.6)(68.5)

11.1¥ (558.7) ¥ (545.6) ¥13.1

Available-for-sale securities decreased by ¥1,499.1 billion from the end of the previous fiscal year to¥34,371.6 billion at March 31, 2008. This decrease was a result of a decrease in equity securities due mainly tothe decline in Japanese stock prices during the fiscal period, and a decrease in debt securities other than Japanese
government bonds, primarily European foreign government bonds, as a result of divestitures conducted in lightof interest rate movements, offset in part by an increase in Japanese government bonds, taking advantage of theirsafety and liquidity during the dislocation in the global financial markets. Held-to-maturity securities decreasedby ¥558.7 billion from the end of the previous fiscal year to ¥778.9 billion at March 31, 2008. This decrease wasdue primarily to a decrease in Japanese government bonds as the bonds matured during the previous fiscal year.
See “—Overview—Impact of the Dislocation in the Global Financial Markets” for details of securitization
products included within investments and note 4 to our consolidated financial statements included elsewhere inthis annual report for details of other investments included within investments.
95

Cash and Due from Banks
Cash and due from banks decreased by ¥990.1 billion from the end of the previous fiscal year to ¥2,085.8
billion at March 31, 2008. The decrease was due to net cash used in operating activities of ¥3,578.1 billion andnet cash used in investing activities of ¥1,776.3 billion being offset in part by net cash provided by financing
activities of ¥4,384.6 billion.
Liabilities
The following table shows our liabilities as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)

Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 83,751.3
Debentures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,723.8
Due to trust accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,135.4
Call money and funds purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,924.1
Payables under repurchase agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12,821.8
Payables under securities lending transactions . . . . . . . . . . . . . . . . . . . . . .
6,100.8
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
933.6
Other short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,283.5
Trading account liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11,310.0
Bank acceptances outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
57.7
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
28.6
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16.4
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
312.7
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,073.9
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,903.4
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥142,377.0¥ 86,429.1
3,159.4
1,119.9
6,693.7
11,511.0
7,095.1
561.0
4,812.8
14,120.4
62.3
28.8
11.2
294.2
7,618.9
4,231.8¥147,749.6¥ 2,677.8(1,564.4)(15.5)(230.4)(1,310.8)
994.3(372.6)529.3
2,810.4
4.6
0.2
(5.2)
(18.5)
545.0
1,328.4¥ 5,372.6

Total liabilities increased by ¥5,372.6 billion from the end of the previous fiscal year to ¥147,749.6 billion
at March 31, 2008. This increase was due primarily to an increase of ¥2,810.4 billion in trading accountliabilities, primarily interest rate-related derivative contracts, and an increase of ¥2,677.8 billion in deposits
offset in part by a decrease of ¥1,564.4 billion in debentures. Short-term borrowings, which includes due to trust
accounts, call money and funds purchased, payables under repurchase agreements, payables under securities
lending transactions, commercial paper and other short-term borrowings, decreased by ¥405.7 billion.
Deposits
The following table shows a breakdown of our deposits as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)Domestic:
Non-interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total domestic deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign:
Non-interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total foreign deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
96¥13,166.6
61,012.8
74,179.4¥10,846.5
66,329.6
77,176.1¥(2,320.1)
5,316.8
2,996.7350.6
9,221.3
9,571.9¥83,751.3

412.9
8,840.1
9,253.0¥86,429.1

62.3(381.2)(318.9)¥ 2,677.8

Deposits increased by ¥2,677.8 billion from the end of the previous fiscal year to ¥86,429.1 billion atMarch 31, 2008. Domestic deposits increased by ¥2,996.7 billion to ¥77,176.1 billion due to an increase ininterest-bearing deposits by ¥5,316.8 billion, as corporations shifted their deposits from non-interest-bearing tointerest-bearing due to the trend of rising interest rates, and as individuals put more of their financial assets indeposits rather than investment products such as investment trusts resulting from the dislocation in the global
financial markets. Foreign deposits decreased by ¥318.9 billion from the end of the previous fiscal year to¥9,253.0 billion due mainly to the appreciation of the yen against the U.S. dollar.
Debentures
Debentures decreased by ¥1,564.4 billion from the end of the previous fiscal year to ¥3,159.4 billion atMarch 31, 2008. In Japan, certain banks are entitled to issue discount and coupon debentures in the domestic
market under applicable banking laws. Mizuho Corporate Bank and Mizuho Bank benefit from such entitlement
originally held by The Industrial Bank of Japan, one of our predecessor banks. While the two bank subsidiaries
have this entitlement through March 2012, we have been reducing our reliance on debentures in recent years andare shifting to other sources of financing, including mainly bonds. See “—Liquidity.”
Short-term Borrowings
The following table shows a breakdown of our short-term borrowings as of March 31, 2007 and 2008:
As of March 31,
2007
Domestic Foreign
Due to trust accounts . . . . . . . . . . . . . . . . ¥ 1,135.4
Call money and funds purchased, andpayables under repurchase agreements
and securities lending transactions . . . 13,196.0
Commercial paper . . . . . . . . . . . . . . . . . .
658.1
Other short-term borrowings . . . . . . . . . .
4,080.3—

12,650.7
275.5
203.2

2008
Increase (decrease)
Domestic Foreign
Total Domestic Foreign Total(in billions of yen)
¥ 1,135.4 ¥ 1,119.9— ¥ 1,119.9 ¥ (15.5)— ¥ (15.5)
Total

25,846.7933.6
4,283.5

14,701.8
294.0
4,413.9

10,598.1
267.0
398.8

25,299.9561.0
4,812.7

1,505.8(364.1)333.6(2,052.6) (546.8)(8.5) (372.6)
195.6 529.2

Total short-term borrowings . . . . . . . . . . ¥19,069.8 ¥13,129.4 ¥32,199.2 ¥20,529.6 ¥11,263.9 ¥31,793.5 ¥1,459.8 ¥(1,865.5) ¥(405.7)

Short-term borrowings decreased by ¥405.7 billion from the end of the previous fiscal year to ¥31,793.5
billion at March 31, 2008. Domestic short-term borrowings, especially payables under securities lendingtransactions, increased by ¥1,459.8 billion as domestic assets such as trading account assets increased. Foreign
short-term borrowings decreased by ¥1,865.5 billion due mainly to a decrease in payables under repurchaseagreements.
Shareholders’ Equity
The following table shows a breakdown of shareholders’ equity as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)Preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated deficit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income, net of tax . . . . . . . . . . . . . . . . . . .
Treasury stock, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
97¥980.4 ¥ 980.4 ¥—3,532.5
3,437.4(95.1)(2,105.7) (2,066.6)
39.1
2,287.8
920.1(1,367.7)(32.3)(2.5)
29.8¥ 4,662.7¥ 3,268.8¥(1,393.9)

Shareholders’ equity decreased by ¥1,393.9 billion from the end of the previous fiscal year to ¥3,268.8
billion. Common stock decreased by ¥95.1 billion from the end of the previous fiscal year to ¥3,437.4 billion atMarch 31, 2008 as a result of our repurchase in August and September 2007 and subsequent cancellation of a
total of 214,900 shares of our common stock for ¥150.0 billion on the Tokyo Stock Exchange through a trust
established for this purpose as well as the cancellation of the shares of common stock that were repurchased fromour subsidiary, Mizuho Financial Strategy, in May 2007. See “—Overview—Capital Improvements.”
Accumulated deficit decreased by ¥39.1 billion from the end of the previous fiscal year to ¥2,066.6 billion.
This decrease was due primarily to net income of ¥228.6 billion for the fiscal year ended March 31, 2008, offset
in part by dividend payments of ¥101.2 billion and an increase of ¥85.1 billion as a result of the cancellation ofcommon stock.
Accumulated other comprehensive income, net of tax, decreased by ¥1,367.7 billion from the end of theprevious fiscal year to ¥920.1 billion at March 31, 2008 due primarily to a decrease in unrealized net gains onavailable-for-sale securities of ¥1,111.2 billion.
Treasury stock decreased by ¥29.8 billion from ¥32.3 billion at the end of the previous fiscal year to ¥2.5
billion at March 31, 2008 due to the cancellation of common stock of ¥180.2 billion, offset in part by the
repurchase of common stock of ¥150.5 billion.
Liquidity
We continuously endeavor to enhance the management of our liquidity profile and strengthen our capitalbase to meet our customers’ loan requirements and deposit withdrawals and respond to unforeseen situations
such as adverse movements in stock, foreign currency, interest rate and other markets or changes in generaldomestic or international conditions.
Deposits and the issuance of debentures, based on our broad customer base and brand recognition in Japan,
have been our primary sources of liquidity. Our total deposits and debentures increased by ¥1,113.4 billion, or
1.3%, from the end of the previous fiscal year to ¥89,588.5 billion as of March 31, 2008. As shown in thefollowing table, our average balance of deposits and debentures combined for the fiscal year ended March 31,
2008 exceeded our average balance of loans for the same period by ¥19,127.8 billion. We invested the excess
portion primarily in marketable securities and other high-liquidity assets.
Average balance for the fiscal year ended March 31, 2008
(in billions of yen)

Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥68,522.5

Deposits . . . . . . . . . . . . . . . . . . . . . . . . . .
Debentures . . . . . . . . . . . . . . . . . . . . . . . .

¥83,685.0
3,965.3

We will no longer be able to issue debentures beginning April 2012 due to applicable regulations. Mizuho
Corporate Bank ceased issuing debentures to institutional investors in April 2006 and started to issue ¥150.0
billion in straight bonds each quarter, or ¥600.0 billion each year, as a replacement for such debentures. We alsoceased all new issuances of debentures by Mizuho Bank through its retail branch network in March 2007. We
believe the balance of our debentures will decrease significantly in the following years as a result.

98Secondary sources of liquidity include short-term borrowings such as call money and funds purchased andcommercial paper. We also issue long-term debt, including both senior and subordinated debt, as additionalsources for liquidity. We utilize short-term borrowings to diversify our funding sources and to manage ourfunding costs. We raise long-term debt mainly for purposes of enhancing our capital adequacy ratios. We believe
we are able to access such sources of liquidity on a stable and flexible basis based on our current credit ratings.
The following table shows credit ratings assigned to our principal banking subsidiaries by S&P and Moody’s asof August 31, 2008:
As of August 31, 2008
S&P

Mizuho Corporate Bank . . . . . . . . . . . . . .
Mizuho Bank . . . . . . . . . . . . . . . . . . . . . .
Mizuho Trust & Banking . . . . . . . . . . . . .

Moody’s

Long-term

Short-term

Fundamental
strength

A+
A+
A+

A-1
A-1
A-1

B
B
B

Long-term

Short-term

Financialstrength

Aa2
Aa2
Aa2

P-1
P-1
P-1

C
C
C

We source our funding in foreign currencies primarily from foreign governments, financial institutions andinstitutional investors, through short-term and long-term financing, under terms and pricing commensurate withour credit ratings above. In the event of future declines in our credit quality or that of Japan in general, we expect
to be able to purchase foreign currencies in sufficient amounts using the yen funds raised through our domestic
customer base. As further measures to support our foreign currency liquidity, we hold foreign debt securities,
maintain credit lines and swap facilities denominated in foreign currencies and pledge collateral to the U.S.
Federal Reserve Bank to support future credit extensions.
We maintain management and control systems to support our ability to access liquidity on a stable and costeffective basis. For a description of our management of liquidity risk, see “Item 11. Quantitative and Qualitative
Disclosures about Market Risk—Market and Liquidity Risk Management.”
Capital Adequacy
Regulatory Capital Requirements
Mizuho Financial Group and its principal banking subsidiaries are subject to regulatory capital requirements
administered by the Financial Services Agency in accordance with the provisions of the Banking Law and related
regulations. Failure to meet minimum capital requirements may initiate certain mandatory actions by regulators
that, if undertaken, could have a direct material effect on our consolidated financial statements.
The capital adequacy guidelines applicable to Japanese banks and bank holding companies withinternational operations supervised by the Financial Services Agency closely follow the risk-adjusted approach
proposed by the Bank for International Settlements (“BIS”) and are intended to further strengthen the soundness
and stability of Japanese banks. Effective March 31, 2007, new guidelines were implemented by the Financial
Services Agency to comply with the new capital adequacy requirements set by BIS called Basel II. The
framework of Basel II is based on the following three pillars: minimum capital requirements; supervisory review;
and market discipline.
Under the first pillar, the capital ratio is calculated by dividing regulatory capital by risk-weighted assets.
With respect to the calculation of risk-weighted assets, Mizuho Financial Group adopted the foundation internalratings-based approach (“FIRB approach”). Under the FIRB approach, balance sheet assets and off-balance sheet
exposures, calculated under Japanese GAAP, are assessed in terms of credit risk according to risk components
such as probability of default and loss given default. Probability of default is derived by Mizuho Financial
Group’s own internal credit experience. In addition to credit risk, banks are required to measure and apply capitalcharges with respect to their market risks. Market risk is defined as the risk of losses in on- and off-balance-sheet
positions arising from movements in market prices. Operational risk, which was introduced under Basel II with99

respect to regulatory capital requirements, is the risk of loss resulting from inadequate or failed internal
processes, people and systems or from external events. Mizuho Financial Group selected the standardized
approach for the calculation of operational risk capital charge, which calculates operational risk by dividing its
activities into eight business lines and multiplying gross income of each of those business lines by the applicablefactor assigned to each of the business lines.
With regard to risk-based capital, these guidelines are consistent with the original BIS framework, orBasel I, in requiring a target minimum standard capital adequacy ratio of 8%, at least half of which must consistof core capital, on both a consolidated and non-consolidated basis for banks with international operations, such as
Mizuho Corporate Bank and Mizuho Trust & Banking, or on a consolidated basis for bank holding companies
with international operations, such as Mizuho Financial Group.
Risk-based capital, calculated from financial statements prepared under Japanese GAAP, is classified into
the following three tiers: core capital (Tier 1 capital); supplementary capital (Tier 2 capital); and juniorsupplementary capital (Tier 3 capital). Tier 1 capital generally consists of shareholders’ equity less any recorded
goodwill and consolidation adjustment accounts. Tier 2 capital generally consists of the following components:•

general reserve for possible losses on loans, equaling the sum of (i) the excess of the amount of qualified
reserves over the amount of expected losses and (ii) the amount of general reserves calculated based on
the standardized approach;•

45% of each of the unrealized gains on valuation of certain securities classified as “other securities”
under Japanese GAAP which is similar to available-for-sale securities under U.S. GAAP, and theunrealized appreciation in the value of land;•

the balance of subordinated perpetual debt; and•the balance of subordinated term debt with an original maturity of over five years and preferred termshares up to 50% of Tier 1 capital.

Tier 2 capital may be included in a bank’s risk-based capital up to the amount equivalent to Tier 1 capital,
less Tier 3 capital if market risk is taken into account in the capital adequacy ratio calculation. Tier 3 capitalconsists of the balance of subordinated term debt with original maturity of at least two years. Tier 3 capital may
be included in total risk-based capital subject to certain conditions, depending on the measure for market risk andthe amount of Tier 1 capital.
Japanese banks are also required to comply with the supervisory review process (second pillar) anddisclosure requirements for market discipline (third pillar). Under the second pillar, banks are required tomaintain adequate capital to support all of the major risks in their business and are encouraged to develop anduse better risk management techniques in monitoring and managing such risks. Under the third pillar, banks are
required to enhance disclosure, including disclosure of details of the capital adequacy ratio, the amount of eachtype of risk and the method of calculation used so that the market may make more effective evaluations.
Japanese banks with only domestic operations, such as Mizuho Bank, are subject to Japanese capital
adequacy requirements that are similar to those discussed above, except that domestic banks are required tomaintain a minimum capital adequacy ratio of 4%, at least half of which must consist of Tier 1 capital, on both aconsolidated and non-consolidated basis.
If the capital adequacy ratio of a financial institution falls below the required level, the Financial Services
Agency may, depending upon the extent of capital deterioration, take certain corrective action, including
requiring the financial institution to submit an improvement plan to strengthen its capital base, reduce its total
assets, restrict its business operations or other actions that could have a material effect on our financial
statements.

100Consolidated Capital Adequacy Ratios
Our capital adequacy ratios as of March 31, 2007 and 2008 calculated in accordance with Japanese GAAP
and guidelines established by the Ministry of Finance and the Financial Services Agency are as set forth in thefollowing table:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen, except percentages)

Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 4,933.6
Tier 2 capital included as qualifying capital . . . . . . . . . . . . . . . . . . . . . . . .
4,092.6
Deductions for total risk-based capital . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(184.8)
Total risk-based capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 8,841.4¥ 4,880.2
3,221.8(393.7)¥ 7,708.3¥(53.4)(870.8)(208.9)¥(1,133.1)

Risk-weighted assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥70,795.5¥65,872.9¥(4,922.6)
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.96%
7.40%
0.44%
Required Tier 1 ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.00
4.00
—
Capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12.48
11.70
(0.78)
Required capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8.00
8.00
—
Note: Percentages in the above table are truncated.
Our capital adequacy ratio as of March 31, 2008 was 11.70%, a decline of 0.78% compared to March 31,
2007. The decline was due mainly to the greater decrease in terms of percentage of total risk-based capital thanthe decrease in terms of percentage of risk-weighted assets. Our Tier 1 capital ratio as of March 31, 2008 was
7.40%, a rise of 0.44% compared to March 31, 2007. The rise was due mainly to the rate of decrease of riskweighted assets outweighing the rate of decrease of Tier 1 capital. We believe that we were in compliance withall capital adequacy requirements to which we were subject as of March 31, 2008.
CapitalThe following table shows a breakdown of our total risk-based capital as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)

Tier 1 capital:
Common stock and preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥1,541.0 ¥1,541.0—
Capital surplus . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
411.1
411.1 ¥
(0.0)
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,439.9
1,475.8
35.9
Minority interest in consolidated subsidiaries . . . . . . . . . . . . . . . . . . . . . . . 1,726.2
1,733.4
7.2
Treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(32.3)(2.5)
29.8
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(101.2)(133.9)(32.7)
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . .
(39.0)(78.4)(39.4)
Goodwill equivalent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
———Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(12.1)(66.3)(54.2)
Total Tier 1 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,933.6
4,880.2(53.4)
Tier 2 capital:
45% of unrealized gains on other securities . . . . . . . . . . . . . . . . . . . . . . . .
1,100.8
289.8(811.0)45% of revaluation reserve for land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
116.0
113.7
(2.3)
General reserve for possible losses on loans . . . . . . . . . . . . . . . . . . . . . . . .
131.6
7.9
(123.7)
Debt capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,744.2
2,810.4
66.2
Total Tier 2 capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,092.6
3,221.8(870.8)Deductions for total risk-based capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(184.8)(393.7)(208.9)Total risk-based capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥8,841.4 ¥7,708.3 ¥(1,133.1)
101

Our Tier 1 capital decreased by ¥53.4 billion from the end of the previous fiscal year to ¥4,880.2 billion asof March 31, 2008. Of this decrease, ¥185.5 billion was due to our redemption of non-dilutive preferred
securities issued by overseas special purpose companies, ¥150.0 billion was due to repurchases and cancellationof our common stock and ¥133.9 billion was due to dividend payments on common stock paid to shareholders
with respect to the fiscal year ended on March 31, 2008. These effects were offset in part by net income of¥311.2 billion in the fiscal year ended March 31, 2008 and the issuance of non-dilutive preferred securities for¥274.5 billion during the fiscal year through overseas special purpose companies.
Minority interest in consolidated subsidiaries included within our Tier 1 capital includes non-dilutive
preferred securities issued by our overseas special purpose companies to investors. As of March 31, 2008, theamount of minority interest in consolidated subsidiaries within our Tier 1 capital that was attributable to suchnon-dilutive preferred securities was ¥1,539.7 billion. Although such non-dilutive preferred securities areperpetual in term, they are redeemable at our option, subject to prior approval from regulatory authorities, on,
and on specified dates after, the relevant initial optional redemption date. The following table shows the initial
optional redemption dates for the non-dilutive preferred securities included within our Tier 1 capital as ofMarch 31, 2008 and the total amount of non-dilutive preferred securities with each such initial optional
redemption date. The non-dilutive preferred securities are denominated in yen, unless otherwise noted.
Amount ofnon-dilutive
preferred securities
included within
Tier 1 capital(in billions of yen)

Initial optional redemption dateJune 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥379.0(1)176.0
79.1(2)171.0
460.1(3)274.5

Notes:(1) In June 2008, we redeemed ¥379.0 billion of non-dilutive preferred securities, denominated in dollars ($2.6
billion) and yen (¥118.5 billion).
(2) Denominated in euros (€500.0 million).
(3) Denominated in yen (¥400.0 billion) and dollars ($600.0 million).
(4) In July 2008, we issued ¥303.0 billion of non-dilutive preferred securities with an initial optional
redemption date in June 2019.
The following table shows the outstanding balances of preferred stock and non-dilutive preferred securities
included in our Tier 1 capital as of the dates indicated:
As of March 31,
2005
2006
2007
2008
(in billions of yen, except percentages)

Preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-dilutive preferred securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Percentage within Tier 1 capital(2) . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2,446.8(1) ¥1,580.4(1) ¥ 980.4 ¥ 980.4
927.9
1,095.7
1,505.0
1,539.7
80.9%
58.7%
50.4%
51.6%

Notes:(1) Preferred stock as of March 31, 2005 and 2006 includes public funds, or preferred stock we issued to the
Resolution and Collection Corporation, in the amount of ¥1,466.4 billion and ¥600.0 billion, respectively.
We completed repayment of all public funds in July 2006.
(2) Tier 1 capital on a Basel I basis was used for March 31, 2005 and 2006 figures, and that of on a Basel IIbasis was used for March 31, 2007 and 2008 figures.
102

Our Tier 2 capital included as qualifying capital as of March 31, 2008 was ¥3,221.8 billion, a decrease of¥870.8 billion compared to March 31, 2007. The decrease was due mainly to a decrease in unrealized gains onother securities as a result of declines in domestic stock markets.
As a result of the above, together with deductions of ¥393.7 billion, total risk-based capital as of March 31,
2008 was ¥7,708.3 billion, a decrease of ¥1,133.1 billion compared to March 31, 2007.
Risk-weighted Assets
The following table shows a breakdown of our risk-weighted assets as of March 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)

Risk-weighted assets:
On-balance-sheet items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥48,718.6
Off-balance-sheet items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11,036.5¥48,988.1
11,195.8

¥

269.5
159.3

Credit risk assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operational risk equivalent assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted floor amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

59,755.1
2,186.5
3,877.5
4,976.4

60,183.9
2,053.0
3,636.0—

428.8(133.5)(241.5)(4,976.4)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥70,795.5¥65,872.9¥(4,922.6)

Risk-weighted assets as of March 31, 2008 was ¥65,872.9 billion, representing a decrease of ¥4,922.6
billion compared to March 31, 2007. On-balance-sheet items increased by ¥269.5 billion to ¥48,988.1 billion due
mainly to an increase in loans to corporate customers outside of Japan. Off-balance-sheet items increased by¥159.3 billion to ¥11,195.8 billion due mainly to an increase in derivatives transactions. Market risk equivalent
assets decreased by ¥133.5 billion to ¥2,053.0 billion due mainly to a decrease in securities trading activities.
Operational risk equivalent assets decreased by ¥241.5 billion to ¥3,636.0 billion. We had no adjusted floor
amount as of March 31, 2008, following the transitional treatment formula regarding risk-weighted assets inconnection with the migration from Basel I to Basel II.

103

The following table shows required capital by portfolio classification as of March 31, 2008:
Fiscal year ended March 31, 2008
Exposure at default Required capital(1)(in billions of yen)

Credit risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Internal ratings-based approach . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate (except specialized lending) . . . . . . . . . . . . . . . . . . . . . .
Corporate (specialized lending) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sovereign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Residential mortgage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Qualifying revolving loans . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equities, etc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Probability of default/Loss given default approach . . . . . . . .
Market-based approach (simple risk weight method) . . . . . . .
Market-based approach (internal models approach) . . . . . . . .
Transitional measure applied . . . . . . . . . . . . . . . . . . . . . . . . .
Regarded-method exposure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchased receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Standardized approach . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sovereign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Residential mortgage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Standardized approach . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equities risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Option transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Internal models approach . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operational risk (standardized approach) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total required capital(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥148,517.6
138,667.2
55,036.7
2,909.7
41,705.9
7,914.3
12,943.7
10,309.2
329.0
2,305.5
5,086.8
1,060.9277.6—
3,748.2
1,511.9
2,852.6
6,484.6
2,220.5
9,850.3
3,672.2
2,841.0
2,453.8
0.0
67.2
815.8
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.
n.a.

¥6,261.6
5,931.0
3,470.1
279.0
63.7
118.0
555.3
386.7
23.0
145.5
628.0
234.3
75.8
—
317.8
359.1
118.8
160.5
178.0
330.6
3.3
48.8
183.2
0.0
30.4
64.8
164.2
112.9
84.1
18.1
4.1
6.4
—
51.2
290.8
5,269.8

Notes:(1) For credit risk, required capital is the sum of (i) 8% of credit risk-weighted assets, (ii) expected losses and(iii) deductions from capital. For market risk, required capital is the market risk equivalent amount. For
operational risk, required capital is the operational risk equivalent amount.
(2) Total required capital (consolidated) is equal to 8% of the denominator used for purposes of calculating
capital adequacy ratios.
(3) Figures in the above table are truncated.

104Principal Banking Subsidiaries
Capital adequacy ratios of our principal banking subsidiaries, on a consolidated basis, as of March 31, 2007
and 2008, calculated in accordance with Japanese GAAP and guidelines established by the Ministry of Financeand the Financial Services Agency, were as set forth in the following table:
As of March 31,

Mizuho Corporate Bank
BIS standard:
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mizuho Bank(1)Domestic standard:
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
BIS standard:
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mizuho Trust & Banking
BIS standard:
Tier 1 capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital adequacy ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Increase(decrease)

2007

2008

8.56%
14.01

8.48%
12.17

(0.08)%(1.84)

7.11
11.74

7.28
11.97

0.17
0.23

6.85
11.92

7.22
11.87

0.37
(0.05)

8.96
15.69

10.16
15.87

1.20
0.18

Notes:(1) The Bank for International Settlements standards apply only to banks with international operations. Because
Mizuho Bank does not operate overseas, it is subject solely to domestic capital adequacy requirements. As
such, information based on the Bank for International Settlements standards is included for reference
purpose only.
(2) Percentages in the above table are truncated.
We believe each of our principal banking subsidiaries was in compliance with all capital adequacy
requirements to which it was subject as of March 31, 2008.
Our securities subsidiaries in Japan are also subject to the capital adequacy rules of the Financial Services
Agency under the Financial Instruments and Exchange Law. This rule requires securities firms to maintain aminimum capital adequacy ratio of 120% calculated as a percentage of capital accounts less certain assets, as
determined in accordance with Japanese GAAP, against amounts equivalent to market, counterparty and basic
risks. Specific guidelines are issued as a ministerial ordinance that details the definition of essential componentsof the capital ratios, including capital, disallowed assets and risks, and related measures. Failure to maintain aminimum capital ratio will trigger mandatory regulatory actions. A capital ratio of less than 140% will call for
regulatory reporting and a capital ratio of 100% or less may lead to a temporary suspension of all or part of thebusiness operations and cancellation of the license to act as a securities broker and dealer. We believe, as ofMarch 31, 2008, that our securities subsidiaries in Japan are in compliance with all capital adequacy
requirements to which they are subject.

105Off-balance-sheet Arrangements
We engage in various types of off-balance-sheet arrangements in the ordinary course of our business to meetthe financing needs of our customers. These arrangements include various guarantees and commitments. The
following tables show the contractual or notional amounts of our guarantees and undrawn commitments as ofMarch 31, 2007 and 2008:
As of March 31,
Increase
2007
2008(decrease)(in billions of yen)

Guarantees:
Performance guarantees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 1,678.7 ¥ 1,899.8 ¥221.1
Guarantees on loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,127.0
1,070.8(56.2)
Guarantees on securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24.0
6.6(17.4)
Other guarantees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,057.4
1,157.4
100.0
Guarantees for the repayment of trust principal . . . . . . . . . . . . . . . . .
1,160.0
995.3(164.7)
Liabilities of trust accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,073.7
8,131.7
2,058.0
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
120,008.4
95,697.4(24,311.0)
As of March 31,
2007
2008
Increase(in billions of yen)

Commitments:
Commitments to extend credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥ 47,904.6
Commitments to invest in securities . . . . . . . . . . . . . . . . . . . . . . . . . .
136.5
Commercial letters of credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
535.9
Total commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ 48,577.0¥48,670.6
149.6
537.0

¥

766.0
13.1
1.1

¥49,357.2

¥

780.2

See note 23 to our consolidated financial statements included elsewhere in this annual report for a
description of the nature of the various types of guarantees and commitments.
The contractual or notional amounts of these instruments generally represent the maximum potential
amounts of future payments without consideration of possible recoveries under recourse provisions or fromcollateral held. For example, the amount under commitments to extend credit does not necessarily equal theimpact that such commitment will have on our future cash flow, because many of these commitments expire
without our making actual credit extensions up to the full commitment amount or at all. Also, many of theagreements related to the commitments to extend credit include terms that allow us to refuse, or reduce theamount of, credit extensions based on changes in the financial environment, declines in the obligor’s credit
quality and other reasons. Finally, we receive collateral such as real estate and securities at the time of contract as
we deem necessary, and we regularly review the credit quality of the customer based on internal guidelines andrevise the terms of the contract as we deem necessary to manage credit risk.
Some of our off-balance-sheet arrangements are related to activities of special purpose entities, most ofwhich are variable interest entities, including those that do not meet the consolidation requirements under
Financial Accounting Standards Board Interpretation No. 46 (revised December 2003) “Consolidation of
Variable Interest Entities, an interpretation of ARB No. 51” (“FIN No. 46R”). These off-balance-sheet
arrangements include the types of transactions discussed below.
Asset-backed Commercial Paper/Loan Programs
We manage several asset-backed commercial paper/loan programs that provide our clients’ off-balancesheet and cost-effective financing. The variable interest entities used in the programs purchase assets, primarily
106receivables, from clients participating in the programs and provide liquidity through the issuance of commercial
paper or borrowings from us backed by the assets. While customers normally continue to service the transferred
receivables, we underwrite, distribute and make a market in commercial paper issued by the variable interest
entities. We also provide liquidity support and credit enhancement to the variable interest entities.
Asset-backed Securitizations
We act as an arranger of various types of structured finance to meet clients’ various off-balance-sheet
financing needs. In substantially all of these structured financing transactions, the transfer of the asset by theclient is structured to be bankruptcy remote by use of a bankruptcy remote entity, which is deemed to be avariable interest entity because its equity holder does not have decision-making rights. We receive fees forstructuring and/or distributing the securities sold to investors. In some cases, we ourselves purchase the securities
issued by the entities and/or provide loans to the variable interest entities.
In addition, from time to time we establish single-issue and multi-issue special purpose entities that issue
collateralized debt obligations or collateralized loan obligations, synthetic collateralized debt obligations orcollateralized loan obligations or other repackaged instruments to meet clients’ and investors’ needs. We also
arrange securitization transactions including commercial mortgage-backed securities and residential mortgagebacked securities mainly in Japan and others. In these transactions, we act as an underwriter, placement agent,asset manager, derivatives counter party and/or investor for debt and equity instruments.
Investments in Securitization Products
We invest in, among other things, various types of collateralized debt obligations and collateralized loan
obligations, synthetic collateralized debt obligations and collateralized loan obligations and repackaged
instruments, commercial mortgage-backed securities and residential mortgage-backed securities arranged bythird parties for the purpose of current income or capital appreciations, which all utilize entities that are deemedvariable interest entities.
Investment Funds
We invest in various investment funds, including securities investment trusts that invest in equity and debt
securities such as listed Japanese securities and investment grade bonds. Investment advisory companies or fundmanagement companies, including our subsidiaries and affiliates, administer and make the investment decisions
with respect to such investment funds.
Trust Arrangements
We offer a variety of asset management and administration services under trust arrangements, including
security investment trusts, pension trusts and trusts used in the securitization of assets originated by andtransferred to third parties.
As a trustee, we are required to exercise due care in the managing and safe-keeping of the assets entrusted.
Because we manage and administer entrusted assets in the capacity of an agent or fiduciary on behalf ofcustomers and are required to segregate trust assets from our proprietary assets, trust accounts are recorded
separately from our general accounts and are not included in our consolidated financial statements.
With respect to guaranteed principal money trust products, we assume certain risks by providing guarantees
for the repayment of principal as required by the trust agreements or relevant Japanese legislation. We manage
entrusted funds primarily through the origination of high-quality loans and other credit-related products,
investing in high-grade marketable securities such as Japanese government bonds and placing cash with our
subsidiary trust banks to maintain liquidity and for cash management purposes. We have determined through107

expected loss calculation that we do not absorb a majority of the expected losses or residual returns in connection
with these trust arrangements and, therefore, the trust accounts are not included in our consolidated financial
statements.
Significant Unconsolidated VIEs
The tables below summarize our involvement in significant unconsolidated VIEs as of March 31, 2007 and2008:
Significant unconsolidated VIEs
Maximum
Total assets
exposure to loss
(in millions of yen)

As of March 31, 2007

Asset-backed commercial paper/loan programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in securitization products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trust arrangements and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥16,524
1,471,549
34,175
1,501,188
1,162,482¥

10
81,8985,165
176,358
573,403¥4,185,918¥836,834

Significant unconsolidated VIEs
Maximum
Total assets
exposure to loss
(in millions of yen)

As of March 31, 2008

Asset-backed commercial paper/loan programs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in securitization products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trust arrangements and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥—1,642,466—
2,951,984
997,318¥—
73,962—402,626
421,577¥5,591,768¥898,165

Asset-backed commercial paper/loan programs include multi-seller programs managed by us, under which
the related conduits purchase various types of assets from our clients, consisting mainly of account and note
receivables as well as credit card receivables, auto loans, leases and other receivables. Our involvement with
conduits for multi-seller programs is generally more significant than other types of conduits in terms of liquidity
support and credit enhancement obligations. All of the conduits for our asset-backed commercial paper/loan
programs to which we provided liquidity support or credit enhancements were consolidated VIEs as of March 31,
2008. See “—Overview—Our Special Purpose Entities—Variable Interest Entities (VIEs)” for more informationon our VIEs.
Other Types of Off-balance-sheet Arrangements
See note 25 to our consolidated financial statements included elsewhere in this annual report for further
descriptions of variable interest entities and securitizations.

108

Tabular Disclosure of Contractual Obligations
In the normal course of business, we enter into contractual obligations that require future cash payments.
The following table sets forth a summary of our contractual cash obligations as of March 31, 2008:
Due from
Due from
Due from
Due from
Due in one one year to two years to three years to four years toyear or less two years
three years
four years
five years(in billions of yen)

Due after
five years

Total

Time deposits . . . . . . . . . . . . ¥31,257.3 ¥2,055.6
Certificates of deposit . . . . . . 10,074.9
13.8
Debentures . . . . . . . . . . . . . . .
914.4
891.2
Long-term debt . . . . . . . . . . .
851.3
860.0
Operating leases . . . . . . . . . .
43.8
31.1

¥1,424.9
—
930.5
473.8
27.2

¥ 272.7—
229.9
1,144.5
24.4¥ 248.1—
193.4
1,071.0
21.7¥ 119.1 ¥35,377.7—
10,088.7—
3,159.4
3,218.3
7,618.9
33.1
181.3

Total . . . . . . . . . . . . . . . . ¥43,141.7 ¥3,851.7¥2,856.4¥1,671.5¥1,534.2¥3,370.5 ¥56,426.0

Recent Accounting Pronouncements
Accounting pronouncements issued but not yet effective
In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements” (“SFAS No. 157”), whichclarifies the definition of fair value and the method used to measure fair value and expands the disclosure
requirements about fair value measurements. SFAS No. 157 establishes a fair value hierarchy that distinguishes
between (1) market participant assumptions developed based on market data obtained from sources independentof the reporting entity and (2) the reporting entity’s own assumptions about market participant assumptions
developed based on the best information available in the circumstances. SFAS No. 157 nullifies certain guidance
provided for in EITF Issue No. 02-3, “Issues Involved in Accounting for Derivative Contracts Held for Trading
Purposes and Contracts Involved in Energy Trading and Risk Management Activities” (“EITF Issue No. 02-3”),and the related provisions of SFAS No. 133. SFAS No. 157 is effective for fiscal years beginning afterNovember 15, 2007. In February 2008, the FASB issued FSP No. FAS157-1, “Application of FASB Statement
No. 157 to FASB Statement No. 13 and Other Accounting Pronouncements That Address Fair Value
Measurements for Purposes of Lease Classification or Measurement under Statement 13” and FSP No.
FAS157-2, “Effective Date of FASB Statement No. 157,” which partially delay the effective date of SFAS No.
157 for one year for certain nonfinancial assets and liabilities and remove certain leasing transactions from its
scope. The MHFG Group is currently evaluating the potential impact that the adoption of SFAS No. 157 will
have on its consolidated results of operations and financial condition.
In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets andFinancial Liabilities Including an amendment of FASB Statement No. 115” (“SFAS No. 159”). SFAS No. 159
allows entities to choose, at specified election dates, to measure eligible financial assets and liabilities and certain
other items at fair value that are not otherwise required to be measured at fair value. If a company elects the fairvalue option for an eligible item, changes in that item’s fair value in subsequent reporting periods must berecognized in current earnings. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007
and the MHFG Group adopted SFAS No. 159 for the fiscal year beginning April 1, 2008. The financial assets or
liabilities for which the Group elected the fair value option as of the effective date are primarily foreign currency
denominated available-for-sale debt securities and certain hybrid financial instruments that contain embedded
derivatives that had not been previously elected or eligible for fair value treatment under SFAS No. 155. As
cumulative effect, the MHFG Group expects to record a decrease of approximately ¥23 billion to the beginningbalance of Accumulated deficit as of April 1, 2008.
In June 2007, the AICPA issued SOP No. 07-1, “Clarification of the Scope of the Audit and Accounting
Guide Investment Companies and Accounting by Parent Companies and Equity Method Investors for
Investments in Investment Companies” (“SOP No. 07-1”). SOP No. 07-1 provides guidance for determining
109whether an entity is within the scope of the AICPA Audit and Accounting Guide Investment Companies (“theGuide”). Prior to the issuance of SOP No. 07-1, in May 2007, the FASB issued FSP No. FIN46(R)-7“Application of FASB Interpretation No. 46(R) to Investment Companies” (“FSP No. FIN46(R)-7”), which
addresses the application of FIN No. 46R by an entity that accounts for its investments in accordance with the
Guide. FSP No. FIN46(R)-7 extends the scope exception for investment companies in FIN No. 46R tounregistered investment companies as defined by SOP No. 07-1. SOP No. 07-1 was expected to be effective forfiscal years beginning on or after December 15, 2007, with earlier application encouraged, and FSP
No. FIN46(R)-7 was expected to follow the adoption of SOP No. 07-1. However, in February 2008, the FASB
issued FSP No. SOP07-1-1, “Effective Date of AICPA Statement of Position 07-1” to delay the effective date of
SOP No. 07-1 indefinitely in order to address implementation issues. The MHFG Group does not expect that thecurrent form of the SOP will have a material impact on its consolidated results of operations or financial
condition.
In December 2007, the FASB issued SFAS No. 141 (revised 2007), “Business Combinations” (“SFAS
No. 141R”). SFAS No. 141R establishes principles and requirements for how the acquirer (1) recognizes andmeasures in its financial statements the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interests in the acquiree, (2) recognizes and measures goodwill acquired in the businesscombination or a gain from a bargain purchase, and (3) determines what information to disclose to enable usersof the financial statements to evaluate the nature and financial effects of the business combination. SFAS No.
141R applies prospectively to business combinations for which the acquisition date is on or after the beginning of
the first annual reporting period beginning on or after December 15, 2008. Early adoption is prohibited. The
impact of SFAS No. 141R on the MHFG Group’s consolidated results of operations and financial condition will
depend on whether there are any business combinations in a future period.
In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial
Statements—an amendment of ARB No. 51” (“SFAS No. 160”). SFAS No. 160 amends ARB No. 51 to establish
accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a
subsidiary. SFAS No. 160 requires expanded disclosures in the consolidated financial statements that clearly
identify and distinguish between the interests of the parent’s owners and the interests of the noncontrolling
owners of a subsidiary. SFAS No. 160 is effective for fiscal years beginning on or after December 15, 2008.
Early adoption is prohibited. The MHFG Group is currently evaluating the potential impact that the adoption of
SFAS No. 160 will have on its consolidated results of operations and financial condition.
In February 2008, the FASB issued FSP No. FAS140-3, “Accounting for Transfers of Financial Assets andRepurchase Financing Transactions” (“FSP No. FAS140-3”). FSP No. FAS140-3 provides that if an initialtransfer of a financial asset and a repurchase financing that is entered into contemporaneously with, or incontemplation of, the initial transfer meet certain conditions, the initial transfer shall be accounted for separatelyfrom the repurchase financing. Otherwise, the initial transfer and repurchase financing should be evaluated as alinked transaction, which shall be accounted for based on the economics of the combined transactions. FSP No.
FAS140-3 is effective for fiscal years beginning after November 15, 2008. Early adoption is prohibited. The
MHFG Group is currently evaluating the potential impact that the adoption of FSP No. FAS140-3 will have on
its consolidated results of operations and financial condition.
In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging
Activities—an amendment of FASB Statement No. 133” (“SFAS No. 161”). SFAS No. 161 requires enhanced
disclosures about derivative instruments and hedged items that are accounted for under SFAS No. 133 and its
related interpretations. SFAS No. 161 is effective for fiscal years beginning after November 15, 2008, with early
adoption permitted. SFAS No. 161 is an accounting principle which expands disclosure requirements, and has no
impact on the MHFG Group’s consolidated results of operations or financial condition.
In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting
Principles” (“SFAS No. 162”). SFAS No. 162 identifies the sources of accounting principles and the frameworkfor selecting the principles to be used in the preparation of financial statements of nongovernmental entities that110

are presented in conformity with U.S. GAAP. SFAS No.162 is effective 60 days following the SEC’s approval of
the Public Company Accounting Oversight Board amendments to AU Section 411 “The Meaning of Present
Fairly in Conformity with Generally Accepted Accounting Principles.” The MHFG Group does not expect thatthe adoption of SFAS No.162 will have a material impact on its consolidated results of operations or financial
condition.
Reconciliation with Japanese GAAP
Our consolidated financial statements are prepared in accordance with accounting principles and policies assummarized in note 1 to our consolidated financial statements included elsewhere in this annual report. These
principles and policies differ in some respects from Japanese GAAP. Under Japanese banking regulations, we are
required to report our annual financial results using financial statements prepared under Japanese GAAP. In
addition, pursuant to the requirements of the Tokyo Stock Exchange, we prepare quarterly financial statements
which are also under Japanese GAAP. To show the major reconciling items between our U.S. GAAP financial
statements and our Japanese GAAP financial statements, we have provided below, with respect to our mostrecent fiscal year, a reconciliation of consolidated net income and shareholders’ equity under U.S. GAAP withthose amounts under Japanese GAAP.
As of and for the
fiscal year ended
March 31, 2008
Shareholders’equityNet income(in billions of yen)

U.S. GAAP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Differences arising from different accounting for:1. Derivative financial instruments and hedging activities . . . . . . . . . . . . . . . . . . .
2. Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3. Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4. Allowances for loan losses and off-balance-sheet instruments . . . . . . . . . . . . .
5. Premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6. Real estate sales and leasebacks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7. Land revaluation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8. Business combinations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9. Non-interest-earning deposits made under government-led restructuring
program . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10. Pension liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11. Consolidation of variable interest entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12. Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13. Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,268.8¥ 228.6

30.9
2.9
134.5
32.0
(40.9)
75.3
189.0(16.0)(202.7)(136.2)20.2(109.7)27.9(19.8)
(5.4)
24.7

61.2
405.6
(9.7)
(271.9)40.4(10.4)(26.5)
10.6
489.8
20.1

Japanese GAAP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,902.1¥ 311.2

The following is a summary of the significant adjustments made to consolidated shareholders’ equity andnet income, as shown in the above table, to reconcile the U.S. GAAP results with Japanese GAAP. The
paragraphs below refer to the corresponding items set forth in the table above.
1.

Derivative financial instruments and hedging activities

Under U.S. GAAP, for a derivative to qualify for hedge accounting, it must be highly effective at achieving
offsetting changes in fair values or variable cash flows from the hedged items attributable to the particular risk
being hedged. The hedging relationship must be designated and formally documented at inception. Suchdocumentation must include the particular risk management objective and strategy for the hedge, the111

identification of the derivative used as the hedging instrument, the hedged item and the risk exposure being
hedged and the method for assessing the hedge effectiveness. The criteria for designation and measurement ofhedge effectiveness under U.S. GAAP are more rigorous than under Japanese GAAP. As a result, most of theeligible hedge derivatives under Japanese GAAP are accounted for as trading account assets or liabilities under
U.S. GAAP with changes in fair value of the derivatives recognized in earnings.
Requirements for bifurcation of embedded derivatives differ between Japanese GAAP and U.S. GAAP.
Embedded derivatives that are deemed to be clearly and closely related to their host contract are not bifurcatedunder U.S. GAAP, while Japanese GAAP allows an entity to bifurcate embedded derivatives if the entity
manages the risk of the embedded derivatives and host contracts separately. Bifurcated derivatives are recordedon the balance sheet at fair value with changes in fair value recognized in earnings under both Japanese GAAP
and U.S. GAAP.
2.

Investments

The cost basis of certain investments differs between Japanese GAAP and U.S. GAAP primarily due to thefollowing reasons:Certain sales and subsequent repurchases of available-for-sale securities under Japanese GAAP do not meetthe sale accounting criteria under U.S. GAAP. These sales and subsequent repurchases resulted in realized gains
or losses being recognized in earnings under Japanese GAAP. Under U.S. GAAP, these gains or losses arerecognized as unrealized gains or losses within accumulated other comprehensive income, net of tax.
Under U.S. GAAP, declines in the fair value of available-for-sale securities below cost that are deemed tobe “other-than-temporary” are recorded in earnings. Both quantitative and qualitative factors are considered todetermine whether the impairment is “other-than-temporary,” including the duration and extent of the decline,
near-term prospects of the issuer, as well as our ability and intent to hold the investments until an anticipatedmarket price recovery or maturity. Under Japanese GAAP, significant declines in the fair value of securities
below cost that are deemed to be “other-than-temporary” are recorded in earnings unless short term recovery isreasonably expected. A decline in fair value of a security of more than 50% of its cost is a strong indicator of another-than-temporary decline, which requires compelling evidence to prove otherwise. A decline in fair value ofmore than 30% but less than 50% of its cost is an indicator of an other-than-temporary decline in which case theprobability of recovery must be evaluated to determine whether an other-than-temporary decline has occurred.
Generally, if the decline in fair value is less than 30%, it is not considered to be an other-than-temporary decline.
Changes in the fair value of investments in available-for-sale securities denominated in foreign currencies
arising from movements in foreign currency exchange rates are recognized as gains or losses in earnings underJapanese GAAP. Under U.S. GAAP, these fair value movements are included in the total change in the fair valueof the available-for-sale securities, which is recognized in other comprehensive income.
Reconciliation amounts for investments in the above table are presented net of taxes.
3.

Loans

Under U.S. GAAP, loan origination fees, net of certain direct origination costs, are deferred and recognized
in interest income over the contractual life of the relevant loan using the interest method, while under Japanese
GAAP, fees and costs are recognized in earnings at the time the loan is originated.
In addition, certain loan participations and sales of loans to special purpose vehicles in connection with asset
securitization transactions under Japanese GAAP do not meet sales criteria under U.S. GAAP due to different
applicable criteria, and therefore the relevant loans are recognized on the balance sheet under U.S. GAAP.

112

4.

Allowances for loan losses and off-balance-sheet instruments

Under both Japanese GAAP and U.S. GAAP, the allowance for loan losses for specifically identified
impaired loans is based on the present value of expected future cash flows discounted at the loan’s initialeffective interest rate or as a practical expedient, the loan’s observable market price or the fair value of thecollateral if the loan is collateral dependent. For certain impaired loans which are aggregated for the purpose ofmeasuring impairment, pools of smaller balance homogeneous loans and other non-homogenous loans that havenot been identified as impaired, the allowance for loan losses is determined based on a formula allowance
utilizing historical loss factors, as adjusted, considering recent trends.
The differences between Japanese GAAP and U.S. GAAP arise from the difference in application of theformula allowance and the scope of the loans that are subject to the individual and portfolio impairment analysis.
In addition to these effects based on differences between Japanese GAAP and U.S. GAAP, provision (credit) forloan losses may differ between Japanese GAAP and U.S. GAAP due to the difference in the timing of accounting
closings between our consolidated financial statements under U.S. GAAP and those under Japanese GAAP.
Specifically, in the fiscal year ended March 31, 2007, our consolidated financial statements under U.S. GAAP
took into account additional impairments of loans to borrowers whose credit ratings under our internal rating
system declined after the accounting closing of our consolidated financial statements under Japanese GAAP.
This reconciling item also includes the differences between U.S. GAAP and Japanese GAAP relating to theallowance for off-balance-sheet instruments. We generally use the same methodology to reserve for losses onthese instruments as we do for loans.
5.

Premises and equipment

Under U.S. GAAP, the fair value of a non-monetary asset acquired in exchange for another non-monetary
asset is generally deemed to be the new cost of the asset acquired in the exchange, and a gain or loss isrecognized on the exchange. Under Japanese GAAP, the cost of the asset surrendered is assigned to the newly
acquired asset in certain types of exchange transactions, resulting in no gains or losses. In addition, the differencein carrying value of assets acquired in a non-monetary exchange results in a difference in the depreciation
schedule between U.S. GAAP and Japanese GAAP.
6.

Real estate sales and leasebacks

Our principal banking subsidiaries entered into sale and leaseback transactions in prior years with respect toland and buildings used as their headquarters. Each sale of such real estate is accounted for as a sale underJapanese GAAP with profits on the sale recorded in earnings. Under U.S. GAAP, the profits are deferred andamortized within the respective lease periods as the subsidiaries continue to occupy the buildings under operatingleases.
7.

Land revaluation

Under Japanese GAAP, we revalued our holdings of land during the fiscal year ended March 31, 1998
pursuant to the Law Concerning Revaluation of Land (Law No. 34 of 1998). The revaluation gains are recorded
directly in equity, and the related deferred tax liabilities are also recognized. Under U.S. GAAP, there is no
applicable provision that allows for the revaluation of land other than for impairments, and accordingly therevaluation gains are reversed.
8.

Business combinations

U.S. GAAP and Japanese GAAP differ with regard to accounting for business combinations, primarily inaccounting for goodwill. Under U.S. GAAP, goodwill is not amortized and an impairment loss is recorded to the113extent the carrying amount of the goodwill exceeds its estimated fair value at the measurement date. Under
Japanese GAAP, goodwill is amortized over an appropriate period not to exceed 20 years and an impairment loss
is recorded only if the effects of the goodwill are no longer expected.
9.

Non-interest-bearing deposits made under government-led restructuring program

In connection with the government-led restructuring program for seven failed housing loan companies, wemade non-interest bearing deposits of ¥359,017 million in the fiscal year ended March 31, 1997. Under Japanese
GAAP, these deposits are recorded at cost. Under U.S. GAAP, these deposits are discounted to their present
value at the time of deposit, and the discount is subsequently accreted to income over the expected period tomaturity.
10.

Pension liabilities

Under Japanese GAAP, we adopted as of April 1, 2000, pension accounting that is based on the actuarial
present value of accrued benefit obligations. The cumulative effect of the accounting change has been amortized
and actuarial gains and losses are deferred and amortized. Under U.S. GAAP, we recalculated the benefit
obligation at April 1, 2004 and accounted for the obligation as if we had adopted the accounting method in
accordance with SFAS No. 87, “Employers’ Accounting for Pensions,” beginning in the fiscal year ended
March 31, 1990, as permitted for a foreign private issuer. The cumulative effect of the accounting change, as wellas actuarial gains and losses since the adoption, had been fully amortized by April 1, 2004. See note 21 to ourconsolidated financial statements included elsewhere in this annual report for further discussion.
11.

Consolidation of variable interest entities

Under U.S. GAAP, variable interest entities are to be consolidated if we are deemed to be the primary
beneficiary of the variable interest entity. Under Japanese GAAP, consolidation is not based on variable interests.
We consolidate certain variable interest entities, such as entities related to asset backed commercial paper/loan
programs, asset-backed securitizations, investments in securitization products and investment funds. See note 25
to our consolidated financial statements included elsewhere in this annual report for further discussion.
12.

Deferred taxes

Under U.S. GAAP, all available evidence, both positive and negative, must be considered to determine
whether, based on the weight of that evidence, deferred tax assets are realizable or whether a valuation allowanceis needed. In determining the realization of the tax benefits, possible sources of taxable income including prudent
and feasible tax planning strategies are considered. Under Japanese GAAP, the assessment as to whether deferred
tax assets are realizable is primarily based on estimates of future taxable income.
Additionally, differences in the carrying amount of assets and liabilities between U.S. GAAP and Japanese
GAAP create temporary differences that result in differences in deferred tax assets and liabilities.
13.

Other
This adjustment reflects the effects of miscellaneous items that are not individually material.

114

ITEM 6.

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

6.A. Directors and Senior Management
Directors and Corporate Auditors
The following table provides information regarding our directors and corporate auditors as of June 30, 2008:

Name(date of birth)

Current positions andprincipal outside positions

Terunobu Maeda(Jan. 2, 1945)

President & CEO(Representative Director(since Jan. 2003))

Takashi Tsukamoto Deputy President(Aug. 2, 1950)(Representative Director(since June 2008))
Head of Financial Control
and Accounting Group

Business experience

Apr. 1968

Joined The Fuji Bank, Limited

June 1995

Director/General Manager ofCredit Planning Division

Apr. 1996

Director/General Manager ofCorporate Planning Division

May 1997

Managing Director

Jan. 1998

Managing Director/Head of Public
and Financial Institutions GroupMay 1999

Managing Director/Chief
Financial Officer

May 2001

Deputy President/Chief Financial
Officer (until Mar. 2002)

Jan. 2002

Director of Mizuho Holdings, Inc.
(present Mizuho Financial
Strategy Co., Ltd.)

Apr. 2002

President & CEO (until Apr.
2007)

Jan. 2003

President & CEO of Mizuho
Financial Group, Inc. (current)

Apr. 1974

Joined The Dai-Ichi Kangyo
Bank, Limited

Apr. 2002

Executive Officer/General
Manager of Human Resources
Division of Mizuho Corporate
Bank, Ltd.

Mar. 2003

Managing Executive Officer/Headof Risk Management Group,
Head of Human ResourcesGroup and General Manager of
Post-retirement Counseling ofMizuho Financial Group, Inc.

Chief Financial Officer

115

Expiration ofcurrent term
as director or
corporate
auditorJune 2009

June 2010

Name(date of birth)

Current positions andprincipal outside positions

Business experienceFeb. 2004

Managing Executive Officer/Headof Risk Management Group andHead of Human Resources
Group

Apr. 2004

Managing Executive Officer/Headof Europe, Middle East andAfrica of Mizuho Corporate
Bank, Ltd.

Mar. 2006

Managing Director/Chief Strategy
Officer and Chief Financial
Officer

Apr. 2007

Deputy President

Apr. 2008

Deputy President-Executive
Officer/Head of Financial
Control and Accounting Groupof Mizuho Financial Group,
Inc.

Apr. 2008

President & CEO of Mizuho
Financial Strategy Co., Ltd.
(current)

June 2008

Deputy President/Head ofFinancial Control andAccounting Group of Mizuho
Financial Group, Inc. (current)

Hiroshi Motoyama Managing Director (since(June 15, 1954)
June 2007)

Apr. 1977

Joined The Industrial Bank ofJapan, Limited

Head of Strategic PlanningGroup and Head of IT,
Systems & Operations
Group

Apr. 2002

Joint General Manager of Human
Resources Division of Mizuho
Bank, Ltd.

Dec. 2002

General Manager of Corporate
Banking Division No. 9 ofMizuho Corporate Bank, Ltd.

Apr. 2004

Executive Officer/General
Manager of IT & Systems
Planning Division

Apr. 2007

Managing Executive Officer/Headof Strategic Planning Group andHead of IT, Systems &Operations Group of Mizuho
Financial Group, Inc.

Chief Strategy Officer andChief Information
Officer

116

Expiration ofcurrent term
as director or
corporate
auditorJune 2009Name(date of birth)

Tsuneo Morita(Apr. 29, 1954)

Current positions andprincipal outside positions

Business experience

June 2007

Managing Director/Head of
Strategic Planning Group andHead of IT, Systems &Operations Group (current)

Apr. 1978

Joined The Fuji Bank, Limited

Apr. 2002

General Manager of Kichijoji
Branch of Mizuho Bank, Ltd.

Apr. 2003

Senior Manager of Administrationof Mizuho Financial Group,
Inc.

July 2003

General Manager for
Administration

Aug. 2003

General Manager of
Administration

Mar. 2006

Executive Officer/General
Manager of Administration

Apr. 2008

Managing Executive Officer/Headof Internal Audit Group

June 2008

Managing Director/Head ofInternal Audit Group (current)

Director (since Jan. 2003)

Apr. 1966

President & CEO of
Mizuho Corporate Bank,
Ltd.

Joined The Industrial Bank ofJapan, Limited

June 1994

Director/General Manager ofCorporate Banking Department
No. 6

May 1995

Director/General Manager ofTokyo Branch

Feb. 1997

Managing Director

June 1999

Managing Director/Head ofCorporate Banking Unit

June 2000

Managing Director

Sep. 2000

Managing Executive Officer/Headof Corporate and Financial
Institutions Banking Business
Unit of Mizuho Holdings, Inc.
(present Mizuho Financial
Strategy Co., Ltd.)Managing Director(since June 2008)
Head of Internal Audit
Group
Chief Auditor

Hiroshi Saito(Mar. 29, 1944)

117

Expiration ofcurrent term
as director or
corporate
auditorJune 2010

June 2009Name(date of birth)

Seiji Sugiyama(Apr. 17, 1947)

Current positions andprincipal outside positions

Business experienceJan. 2002

Director and Managing Executive
Officer/Head of Corporate andFinancial Institutions Banking
Business Unit

Apr. 2002

Director (until Apr. 2007)

Apr. 2002

President & CEO of Mizuho
Corporate Bank, Ltd. (current)

Jan. 2003

Director of Mizuho Financial
Group, Inc. (current)

Director (since June 2003)

July 1971

President & CEO of
Mizuho Bank, Ltd.

Joined The Nippon Kangyo Bank,
LimitedJune 1999

Director/General Manager of
Human Resources Office of
The Dai-Ichi Kangyo Bank,
LimitedMay 2000

Managing Director/General
Manager of Corporate Banking
Business Division I and Head ofCustomer & Consumer Banking
Company

June 2000

Managing Executive Officer/
General Manager of Corporate
Banking Business Division I
and Head of Customer &Consumer Banking Company

July 2000

Managing Executive Officer/Headof Customer & Consumer
Banking Company

June 2001

Managing Executive Officer/Headof Trust and Asset Management
Business Unit of Mizuho
Holdings, Inc.

Apr. 2002

Managing Executive Officer/Chief
Compliance Officer of Mizuho
Corporate Bank, Ltd.

June 2002

Managing Executive Officer/Chief
Strategy Officer

Mar. 2003

Deputy President-Executive
Officer/Head of IT, Systems &Operations Group of Mizuho
Financial Group, Inc.

118

Expiration ofcurrent term
as director or
corporate
auditorJune 2009Name(date of birth)

AkihikoNomiyama(1)(June 15, 1934)

Mitsuo Ohashi(1)(Jan. 18, 1936)

Current positions andprincipal outside positions

Business experience

June 2003

Deputy President/Head of IT,
Systems & Operations Group

Mar. 2004

Director (current)

Mar. 2004

President & CEO of Mizuho
Bank, Ltd. (current)

Mar. 2004

Director of Mizuho Holdings, Inc.
(present Mizuho Financial
Strategy Co., Ltd.) (until Apr.
2007)

Director (since June 2007)

Apr. 1957

Joined Nippon Mining Co., Ltd.

Special Advisor of
NIPPON MININGHOLDINGS, INC.

June 1984

Director

June 1989

Managing Director

Dec. 1992

Managing Director of Nikko
Kyodo Co., Ltd.

Dec. 1993

Managing Director of Japan
Energy Corporation

June 1994

Senior Managing Director

June 1996

President and CEO(Representative Director)

June 2000

Chairman, President and CEO(Representative Director)

Apr. 2002

Chairman and CEO(Representative Director)

Sep. 2002

President and CEO(Representative Director) of
NIPPON MININGHOLDINGS, INC.

June 2003

Chairman (Representative
Director)

June 2006

Special Advisor (current)

June 2007

Director of Mizuho Financial
Group, Inc. (current)

Director (since June 2005)

Mar. 1959

Joined Mitsui Bank, Ltd.

Director and Chairman of
the Board of Directors ofShowa Denko K.K.

Dec. 1961

Joined Showa Denko K.K.

May 1988

General Manager of Corporate
Planning Division

Mar. 1989

Director/General Manager ofCorporate Planning Division

119

Expiration ofcurrent term
as director or
corporate
auditorJune 2009

June 2009Name(date of birth)

Kanemitsu
Anraku(1)(Apr. 21, 1941)

Yoshiaki Sugita(Dec. 6, 1946)

Current positions andprincipal outside positions

Director (since June 2007)

Corporate Auditor (sinceJune 2005)

Business experience

Mar. 1993

Managing Director

Mar. 1995

Senior Managing Director

Mar. 1997

President and Chief Executive
OfficerJan. 2005

Representative Director andChairman of the Board of
Directors

June 2005

Director of Mizuho Financial
Group, Inc. (current)

Mar. 2007

Director and Chairman of theBoard of Directors of Showa
Denko K.K. (current)

Apr. 1964

Joined Nissan Motor Co., Ltd.

June 1993

Director

June 1997

Managing Director

May 1999

Executive Vice President(Representative Director)

Apr. 2000

Vice Chairman (member of theboard of directors)

June 2000

Vice Chairman

Apr. 2002

President (Representative
Director) of Nissan Real Estate
Development Corporation

June 2005

Counselor

July 2006

Counselor of Nissan Network
Holdings Co., Ltd. (until June
2007)

June 2007

Director of Mizuho Financial
Group, Inc. (current)

Apr. 1970

Joined The Fuji Bank, Limited

June 1998

Director/General Manager ofSystems Planning Division andGeneral Manager ofTechnology Strategic Planning

Nov. 1998

Director/General Manager ofSystems Planning Division

Apr. 2000

Director/General Manager of IT
Planning Division

120

Expiration ofcurrent term
as director or
corporate
auditorJune 2009

June 2009Name(date of birth)

Tsuneo Muneoka(May 14, 1951)

Current positions andprincipal outside positions

Corporate Auditor (sinceJune 2008)

Business experience

June 2000

Executive Officer/General
Manager of IT Planning
Division

Dec. 2000

Executive Officer/General
Manager of IT & Systems
Division

Apr. 2002

Advisor of Mizuho Financial
Group

June 2002

Executive Officer/Assistant to
Head of IT, Systems &Operations Group of Mizuho
Holdings, Inc.

Mar. 2003

Executive Officer/Assistant to
Head of IT, Systems &Operations Group of Mizuho
Financial Group, Inc.

Apr. 2005

Managing Executive Officer/Headof IT, Systems & Operations
Group

June 2005

Corporate Auditor of Mizuho
Corporate Bank, Ltd. (until
Mar. 2006)

June 2005

Corporate Auditor of Mizuho
Financial Group, Inc. (current)

June 2005

Corporate Auditor of Mizuho
Holdings, Inc. (until Mar. 2006)

Apr. 1976

Joined The Industrial Bank ofJapan, Limited

Apr. 2002

General Manager of Financial
Planning Division of Mizuho
Bank, Ltd.

Apr. 2004

Executive Officer/General
Manager of Financial Planning
Division

Apr. 2005

Managing Executive Officer

Apr. 2008

AdvisorJune 2008

Corporate Auditor of Mizuho
Financial Group, Inc. (current)

121

Expiration ofcurrent term
as director or
corporate
auditorJune 2012Name(date of birth)

Current positions andprincipal outside positions

Yukio Nozaki(2)Corporate Auditor (since
Jan. 2003)
Corporate Auditor ofMizuho Corporate Bank,
Ltd.
Corporate Auditor ofMizuho Bank, Ltd.

(Aug. 19, 1931)

Masahiro Seki(2)(Sep. 11, 1934)

Corporate Auditor (sinceJune 2006)

Business experience

Apr. 1956

Assistant Judge of the Tokyo
District Court

Mar. 1992

President of the Sendai High
Court

Mar. 1993

President of the Nagoya High
Court

Aug. 1996

Resigned from judge

Oct. 1996

Registered as attorney at law(Daiichi Tokyo Bar
Association)

June 1997

Corporate Auditor of The Dai-Ichi
Kangyo Bank, Limited (until
Mar. 2002)

Sep. 2000

Corporate Auditor of Mizuho
Holdings, Inc. (until Mar. 2003)

Apr. 2002

Corporate Auditor of Mizuho
Corporate Bank, Ltd. (current)

Jan. 2003

Corporate Auditor of Mizuho
Financial Group, Inc. (current)

Mar. 2006

Corporate Auditor of Mizuho
Bank, Ltd. (current)

Apr. 1959

Joined Deloitte Haskins & Sells,
Tokyo Office

June 1987

General Representative

Feb. 1990

Senior Managing Director ofInternational Affairs of Deloitte
Touche Tohmatsu

June 1997

Senior Researcher of the JapaneseInstitute of Certified Public
Accountants

Oct. 2000

Visiting Professor of Graduate
School of International
University of Japan

Apr. 2001

Professor of Graduate School(until Mar. 2004)

122

Expiration ofcurrent term
as director or
corporate
auditorJune 2011

June 2010

Name(date of birth)

MasamiIshizaka(2)(Dec. 5, 1939)

Current positions andprincipal outside positions

Corporate Auditor (sinceJune 2008)

Business experience

June 2002

President of the non-profit
organization, Japanese Instituteof International Accounting
Education (until June 2006)

Apr. 2004

Established Seki Certified Public
Accountants

June 2006

Senior Advisor of the non-profit
organization, Japanese Instituteof International Accounting
Education (current)

June 2006

Corporate Auditor of Mizuho
Financial Group, Inc. (current)

Apr. 1963

Joined Ministry of Finance

June 1993

Director-General of the Financial
BureauJuly 1994

Director-General of the Planningand Co-ordination Bureau ofEnvironment Agency

July 1995

Administrative Vice Minister

July 1996

Vice Chairman of Automobile
Insurance Rating Organizationof Japan

July 1998

Executive Vice President of Japan
National Oil Corporation

Mar. 2004

AdvisorJuly 2004

Vice Chairman of The General
Insurance Association of Japan

Sep. 2007

Chairman of Okura Zaimu Kyokai(current)

June 2008

Corporate Auditor of Mizuho
Financial Group, Inc. (current)

Expiration ofcurrent term
as director or
corporate
auditorJune 2012

Notes:(1) Messrs. Nomiyama, Ohashi and Anraku satisfy the requirements for an “outside director” under theCompany Law of Japan.
(2) Messrs. Nozaki, Seki and Ishizaka satisfy the requirements for an “outside corporate auditor” under theCompany Law of Japan.

123

Executive Officers
The following table provides information about our executive officers as of June 30, 2008, other thaninformation regarding those that are also directors and listed above:Name(date of birth)

Hajime Saito(July 7, 1956)

Masanori
Murakami(Dec. 25, 1955)

Current positions andprincipal outside positions

Business experience

Managing Executive Officer (since
Apr. 2008)

Apr. 1979

Joined The Dai-Ichi Kangyo Bank,
LimitedHead of Risk Management Group
Head of Human Resources Group
Head of Compliance Group

Apr. 2002

Deputy General Manager of Human
Resources Planning of Mizuho
Holdings, Inc.

Chief Risk Officer
Chief Human Resources Officer
Chief Compliance Officer

Mar. 2003

Deputy General Manager of Human
Resources of Mizuho Financial
Group, Inc.

Oct. 2003

Senior Manager of Financial Planning

Apr. 2004

General Manager of Financial
Planning

Mar. 2006

Executive Officer/General Manager
of Treasury Division of Mizuho
Bank, Ltd.

Apr. 2008

Managing Executive Officer/Head of
Risk Management Group, Head of
Human Resources Group and Headof Compliance Group of Mizuho
Financial Group, Inc. (current)

Apr. 1978

Joined The Industrial Bank of Japan,
LimitedApr. 2002

Deputy General Manager ofCorporate Banking Coordination
Division of Mizuho Corporate
Bank, Ltd.

Dec. 2002

Senior Manager of SyndicatedFinance Administration Division

Apr. 2003

General Manager of SyndicatedFinance Administration Division

Oct. 2004

General Manager of SyndicatedFinance Division

Apr. 2007

Executive Officer/General Manager
of Corporate Communications ofMizuho Financial Group, Inc.
(current)

Executive Officer (since Apr. 2007)
General Manager of Corporate
Communications

124

Name
(date of birth)

Current positions andprincipal outside positions

Hidemi Hiroi(Nov. 16, 1954)

Executive Officer (since Apr. 2007)
General Manager of Group Strategic
Planning

Toshitsugu Okabe(May 2, 1956)

Business experience

Executive Officer (since Apr. 2008)
General Manager of Executive
Secretariat

Apr. 1979

Joined The Industrial Bank of Japan,
LimitedApr. 2002

Senior Manager of Corporate Banking
Coordination Division of Mizuho
Corporate Bank, Ltd.

Dec. 2002

Joint General Manager of Corporate
Banking Coordination Division

Apr. 2003

General Manager of Hiroshima
Corporate Banking Division

Apr. 2005

General Manager of Group Strategic
Planning of Mizuho Financial
Group, Inc.

Apr. 2007

Executive Officer/General Manager ofGroup Strategic Planning (current)

Apr. 1980

Joined The Fuji Bank, Limited

Apr. 2002

Head of Social Responsibility
Compliance office of Mizuho Bank,Ltd.

May 2003

General Manager of Azabu Branch

July 2005

General Manager for Executive
Secretariat of Mizuho Financial
Group, Inc.

Oct. 2005

General Manager of Executive
Secretariat

Apr. 2008

Executive Officer/General Manager of
Executive Secretariat (current)

An Executive Officer may serve any number of consecutive terms. The term of office of the Executive
Officers currently in office will expire at the close of the first meeting of our board of directors after the ordinary
general meeting of shareholders.
No family relationship exists among any of our directors, executive officers or corporate auditors.
6.B. Compensation
In accordance with the Company Law, compensation for our directors and corporate auditors, including
bonuses, retirement allowances and incentive stock options, must be approved at our general meeting ofshareholders, unless otherwise specified in our articles of incorporation in the future. The shareholders’ approval
may specify the upper limit of the aggregate amount of compensation or calculation methods, but if
compensation includes benefits in kind, the shareholders’ approval must include the description of such benefits.
Compensation for a director or corporate auditor is fixed by our board of directors or by consultation among ourcorporate auditors in accordance with our internal regulations and practice and, in the case of retirement
allowances, generally reflects the position of the director or corporate auditor at the time of retirement, the lengthof his service as a director or corporate auditor and his contribution to our performance.

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The aggregate compensation, including bonuses but excluding retirement allowances, paid by Mizuho
Financial Group and subsidiaries to our directors and to our corporate auditors during the fiscal year ended
March 31, 2008 was ¥417 million and ¥121 million, respectively.
The amount of reserves set aside by Mizuho Financial Group and subsidiaries for the payment of retirement
allowances for directors and corporate auditors for the fiscal year ended March 31, 2008 was ¥284 million and¥24 million, respectively.
We abolished the retirement allowances program for directors and officers by resolution in our ordinary
general meeting of shareholders held on June 26, 2008. We, however, obtained shareholders’ approval for apayment of a lump-sum retirement allowances to current directors and corporate auditors with respect to theamount of retirement allowances corresponding to the years of service up through the close of such ordinary
general meeting of shareholders, and the lump-sum retirement allowances will be paid at the time of retirementof each director or corporate auditor. We do not plan to seek additional shareholders’ approval in the future on
the payment of these retirement allowances.
In addition, we have obtained shareholders’ approval for the introduction of stock compensation-type stock
options (stock acquisition rights) for the directors (excluding the outside directors) at the ordinary general
meeting of shareholders held on June 26, 2008. Pursuant to such program, the directors (excluding the outside
directors) will be offered stock acquisition rights to acquire shares of our common stock. The maximum numberof shares to be issued or transferred upon the exercise of the stock acquisition rights issued to the directors(excluding the outside directors) within one year after each ordinary general meeting of shareholders shall be a
total of 500 shares of common stock per year. We may appropriately adjust the number of shares to be issued ortransferred upon the exercise of each stock acquisition right in the event an allotment of shares or fraction of ashare without consideration is made or other events that require an adjustment of the number of shares occur. The
amount to be paid upon allotment of one stock acquisition right shall be an amount determined by the board of
directors based on the fair value of such stock acquisition right. The exercise price of the stock acquisition rights
will be ¥1 per share. As with the other terms and conditions of the stock acquisition rights, the period during
which the stock acquisition rights may be exercised shall be determined by the board of directors and shall be aperiod to begin no earlier than the date of the allotment of such stock acquisition rights and end no later than 20
years from such date.
6.C. Board Practices
Pursuant to our articles of incorporation, we maintain a corporate governance system consisting of general
meetings of shareholders, individual directors, board of directors, individual corporate auditors, board ofcorporate auditors and an accounting auditor as its primary components.
Our board of directors has the ultimate responsibility for the administration of our affairs. Our articles ofincorporation provide for a board of directors consisting of not more than 15 members, in order to facilitate
efficient and responsive decision making, and provide for not more than six corporate auditors. All directors andcorporate auditors are appointed by our shareholders at general meetings. The normal term of office is two years
for directors and four years for corporate auditors after their respective appointment, but directors and corporate
auditors may serve any number of consecutive terms. Our board of directors designates, from among its
members, representative directors and appoints a president. Our board of directors may also appoint a chairman,a deputy chairman, deputy presidents, senior managing directors and managing directors. Each representative
director has the authority to represent us in the conduct of our affairs.
While one of our corporate auditors is a certified public accountant, our corporate auditors are not required
to be certified public accountants. None of the corporate auditors may at the same time be directors, accounting
participants, executive officers, or managers or employees of the company or any of its subsidiaries and at least
one-half of them must be persons who have not been directors, accounting participants, executive officers or any
other employees of us or any of our subsidiaries at any time prior to their appointment as corporate auditors.
126

Each corporate auditor has a statutory duty to audit the directors’ performance of their duties and to audit theaccounting records and the business reports submitted by the directors to general meetings of shareholders.
Corporate auditors shall attend each meeting of the board of directors and, when necessary, state their opinion at
the meeting, but are not entitled to vote.
The board of corporate auditors is composed of all corporate auditors. The board of corporate auditors has astatutory duty to prepare and submit an audit report to the directors each year. If any corporate auditor has an
opinion that is different from the opinion of the board of corporate auditors, such opinion shall also be describedin the audit report. The board of corporate auditors shall determine policies regarding audits, the method ofinvestigation by the corporate auditors into the status of corporate affairs and financial position and other mattersrelating to the performance of the corporate auditors’ duties, provided, however, that a resolution of the board ofcorporate auditors may not prevent any corporate auditor from exercising his or her own power.
None of our directors or corporate auditors has service contracts with us providing for benefits upon
termination of service.
Our articles of incorporation, in accordance with the Company Law, allow us to enter into an agreementwith outside directors and outside corporate auditors that limits their liabilities incurred in connection with theirservice. The limitation of the liabilities under such agreement must be the higher of either (i) a pre-determinedamount not less than ¥20 million or (ii) the amount prescribed in laws and regulations, which is currently
equivalent to two times the annual compensation to such outside director or outside corporate auditor. Pursuant
to the provisions, we have entered into such agreements with all of our outside directors and outside corporate
auditors that were in office at any time after June 2006.
To ensure transparency and objectivity in personnel matters relating to directors, we have established anominating committee and a compensation committee. Each committee is comprised of six directors, of whomthree are outside directors.
For additional information on our directors and corporate auditors and our board practices, see “Item 6.A.
Directors, Senior Management and Employees—Directors and Senior Management—Directors and Corporate
Auditors” and “Item 10.B. Additional Information—Memorandum and Articles of Association” in this annual
report.
The rights of holders of American Depositary Receipts, or ADRs, which evidence ADSs, including such
ADR holders’ rights relating to corporate governance practices, are governed by the deposit agreement, which isincluded as Exhibit 2.3 to this annual report.
Corporate Governance Practices
Companies listed on the New York Stock Exchange, or NYSE, must comply with certain standards
regarding corporate governance under Section 303A of the NYSE Listed Company Manual. However, NYSElisted companies that are foreign private issuers meeting certain criteria, such as us, are permitted to follow homecountry practices in lieu of certain provisions of Section 303A, and we are relying on this exemption.

127

The following table shows the significant differences between the corporate governance practices followed
by NYSE-listed U.S. companies under Section 303A of the NYSE Listed Company Manual and those followedby us. The information set forth below is current as of June 30, 2008.
Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

A NYSE-listed U.S. company must have a majority of
directors meeting the independence requirements under
Section 303A of the NYSE Listed Company Manual.

Under the Company Law, which became effective on
May 1, 2006, a “large company” which is a publiccompany must have a corporate governance system
based on either a board of corporate auditors orcommittees. Under the Company Law, a “large
company” means a company with stated capital of¥500 million or more or with a total amount of ¥20
billion or more stated in the liability section of theirlatest balance sheets in Japan, and a “publiccompany” means a company for which any class of
its shares can be transferred under its articles ofincorporation without approval of the board of
directors. The vast majority of large Japanesecompanies, including us, employ the corporate
auditor system.
While the Company Law requires companies with aboard of directors to have a minimum of three
directors, it does not require companies that employ
the corporate auditor system, such as us, to haveoutside directors. The Company Law defines “outside
director” as a non-managing director (i) who was nota managing director, executive officer, manager or
any other employee of the company or any of its
subsidiaries at any time in the past and (ii) who is not
currently a managing director, executive officer,
manager or any other employee of the company or
any of its subsidiaries. Currently, we have nine
directors, three of whom satisfy the requirements foran “outside director” under the Company Law. The
normal term of office for each director is two years.

The non-management directors of a NYSE-listed U.S.
company must meet at regularly scheduled executive
sessions without management.

Japanese law does not require us to hold regularmeetings without management. As a company that
employs the corporate auditor system, each of ourcorporate auditors and our board of directors monitors
management, and such monitoring by our corporate
auditors and board of directors functions as ourmanagement-oversight system.

A NYSE-listed U.S. company must have an audit
committee with responsibilities described under
Section 303A of the NYSE Listed Company Manual,including those imposed by Rule 10A-3 of the U.S.
Securities Exchange Act of 1934, as amended. The
audit committee must be composed entirely of
independent directors and have at least three members.

Our board of corporate auditors is a legally separate
and independent body from our board of directors.
The basic function of the board of corporate auditors
is similar to that of independent directors, including
those who are members of the audit committee, of a
NYSE-listed U.S. company: to monitor the
performance of the directors and review and express
128

Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

opinions on the method of auditing by our
independent public accounting firm and on suchaccounting firm’s audit reports for the protection of
the company’s shareholders.
Under the Company Law, the board of corporate
auditors may determine the auditing policies, methodof investigating the conditions of the business and theassets of a company, and may resolve other mattersconcerning the execution of the corporate auditor’s
duties, prepare a report of the board of corporate
auditors and give consent to proposals of thenomination of corporate auditors and accounting
auditors.
Under the Company Law, companies which employ aboard of corporate auditors, including us, are required
to have at least one half of their corporate auditors be
outside corporate auditors who must meet
independence requirements under the Company Law.
The Company Law defines “outside corporate
auditor” as a corporate auditor who was not a
director, accounting participant, executive officer,
manager or any other employee of the company or
any of its subsidiaries at any time in the past.
Currently, we have five corporate auditors, three ofwhom satisfy the requirements for an “outside
corporate auditor” under the Company Law. The
normal term of office for each of our corporate
auditors is four years. Under the Company Law, noneof the corporate auditors may at the same time bedirectors, managers or employees of the company or
any of its subsidiaries, or accounting participants or
executive officers of such subsidiaries.
While the Company Law does not require corporate
auditors to have expertise in accounting or otherspecial knowledge and experience, one of ourcorporate auditors is a certified public accountant.
The Company Law provides that a large company
must appoint an accounting auditor at a general
meeting of shareholders. However, the Company Law
also provides that, in order to submit a proposal
concerning an appointment of an accounting auditor
to a general meeting of shareholders, the board of
directors must obtain the consent of the board ofcorporate auditors and that the board of corporate
auditors may, by resolution, demand that the board of
directors include the appointment of an accounting
129Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

auditor in the agenda of a general meeting ofshareholders or demand that the directors submit a
proposal concerning the appointment of a certain
accounting auditor that is recommended by the boardof corporate auditors. The Company Law provides
that the board of corporate auditors may, byunanimous resolution, dismiss an accounting auditor
for causes enumerated in the Company Law such asbreach of his or her duties. The Company Law also
provides that in order to submit a proposal concerninga dismissal of an accounting auditor to a general
meeting of shareholders, the directors must obtain theconsent of the board of corporate auditors and that theboard of corporate auditors may, by resolution,
demand that the directors include the dismissal of acertain accounting auditor in the agenda of a general
meeting of shareholders. The board of corporate
auditors may audit in its own right if it believes thatthe manner or result or result of an audit by theaccounting auditors is not reasonable. To this end, a
corporate auditor may, if necessary for the
performance of his or her duties, request theaccounting auditors to provide a report on their duties.
Further, it is also provided that the accounting
auditors must submit an audit report directly to theboard of corporate auditors and the corporate auditors
may demand the accounting auditors to provide an
explanation with respect to their audit report. As such,in accordance with the Company Law, our board ofcorporate auditors is responsible, to the extent
permitted by law, for the appointment, retention andsupervision of the work of a registered public
accounting firm engaged for the purpose of preparing
or issuing an audit report or performing other audit,
review or attestation services for us.
Under Japanese Law, neither the corporate auditors
nor the board of corporate auditors has the statutory
power to establish procedures for the receipt,
retention, and treatment of complaints and theconfidential, anonymous submission of concerns by
employees. Thus, our board of directors has
established such procedures. Under our regulations ofcorporate auditors, our board of corporate auditors is
required to confirm that such procedures areappropriately established. Such procedures include
the receipt and treatment of complaints and theconfidential, anonymous submission of concerns by
employees regarding the status of our internal control
system on accounting and financial reporting and
130

Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

audits by an outside accounting auditor and ourinternal audit division. Corporate auditors are alsoable to investigate the status of our internal control
system, including such procedures, at any time andstate his or her opinion at a meeting of the board of
directors if he or she considers it necessary.
Each of our corporate auditors has the authority under
the Company Law to engage independent counsel andother advisers if such engagement is necessary to
carry out his or her duties. Each corporate auditor
may require us to pay any and all expenses necessary
for carrying out his or her duties, including
compensation of any advisers employed by him or her
and ordinary administrative expenses. Similarly, eachof our corporate auditors and our board of corporate
auditors has the authority under our regulations of theboard of corporate auditors to engage independent
advisors, including accountants and legal counsel, as
necessary.
We rely on an exemption from the audit committee
requirements imposed by Rule 10A-3 of the U.S.
Securities Exchange Act of 1934, as amended, whichis available to foreign private issuers with a board ofauditors (or similar body) meeting specified criteria.
A NYSE-listed U.S. company must have a nominating/corporate governance committee with responsibilities
described under Section 303A of the NYSE Listed
Company Manual. The nominating/ corporate
governance committee must be composed entirely of
independent directors.

Our directors and corporate auditors must be
appointed at a general meeting of shareholders inaccordance with the Company Law. A proposal to a
general meeting of shareholders by the board of
directors to appoint a corporate auditor must be
approved by a resolution of the board of corporate
auditors. The board of corporate auditors is
empowered to adopt a resolution requesting that theboard of directors submit a proposal for appointmentof a corporate auditor to the general meeting ofshareholders. Corporate auditors have the right tostate their opinion concerning appointment, dismissal
and resignation of a corporate auditor at the general
meeting of shareholders.
Although we, as a company with corporate auditors,
are not required to establish a nominating committee
under the Company Law, we have voluntarily
established a nominating committee consisting of six
directors, three of whom are outside directors.

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Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

A NYSE-listed U.S. company must have acompensation committee with responsibilities
described under Section 303A of the NYSE Listed
Company Manual. The compensation committee must
be composed entirely of independent directors.

Japanese law does not require us, a company withcorporate auditors, to establish a compensationcommittee. We have, however, voluntarily
established a compensation committee consisting ofsix directors, three of whom are outside directors.
The Company Law requires that the total amount of
remuneration to be paid to all directors and the total
amount of remuneration to be paid to all corporate
auditors be determined by a resolution of a general
meeting of shareholders, unless their remuneration isprovided for in the articles of incorporation. Based on
the above resolution, the distribution of remuneration
among directors is broadly delegated to our board of
directors and the distribution of remuneration amongcorporate auditors is determined by consultation
among our corporate auditors.

A NYSE-listed U.S. company must adopt a code ofbusiness conduct and ethics and must post the code on
its website.

Under Japanese law, including the Company Law and
the Financial Instruments and Exchange Law ofJapan, and the rules of financial instruments
exchanges in Japan on which we are listed, we are notrequired to adopt a code of business conduct andethics for directors, officers and employees. We
maintain the “Mizuho Code of Conduct” as ourstandard for corporate conduct, covering all of ourdirectors, officers and employees.

A NYSE-listed U.S. company must adopt corporate
governance guidelines and must post the guidelines on
its website.

Under the Company Law, a large company with aboard of directors, including us, is required to establish
an internal control system and disclose the existence
and present conditions of such internal control system
in its business report. In addition, a listed company
should disclose its internal control system in its annual
securities report and certain other disclosure documentsin accordance with the Financial Instruments andExchange Law of Japan and regulations thereunder,
and applicable Japanese financial instruments
exchange rules in respect of timely disclosure. English
translations of disclosure documents under financial
instruments exchange rules are posted on our website.

A NYSE-listed U.S. company must generally obtainshareholder approval with respect to any equity
compensation plan.

Under the Company Law, if we desire to adopt anequity compensation plan under which stockacquisition rights are granted with specially favorable
conditions, except where such rights are granted to allof our shareholders on a pro rata basis, then such aplan must be approved by a special resolution adopted
at a general meeting of shareholders, where thequorum is, under our articles of incorporation, onethird of the total number of voting rights of the132

Corporate governance practices followed
by NYSE-listed U.S. companies

Corporate governance practices followed by us

shareholders entitled to vote, and the approval of atleast two-thirds of the voting rights of shareholders
present at the meeting is required.
A NYSE-listed U.S. company must have an internal
audit function, which must be the sole responsibility of
the audit committee and may not be allocated to adifferent committee.

Our internal audit function is maintained by ourinternal audit committee. Our internal audit
committee determines all important mattersconcerning internal audits. The committee is chairedby our president and chief executive officer and isindependent of our other business operations. The
committee reports to our board of directors. See“Item 11. Quantitative and Qualitative Disclosure
about Market Risk—Internal Audit—Internal Audit
Management Structure.”

6.D. Employees
As of March 31, 2006, 2007 and 2008, we had 45,758, 47,449 and 49,114 employees, respectively, on aconsolidated basis, including overseas local staff but excluding advisers and temporary employees. We also had
an average of approximately 19,805 temporary employees during the fiscal year ended March 31, 2008.
The following tables show our full-time employees as of March 31, 2008 and average number of temporary
employees for the fiscal year ended March 31, 2008, each broken down based on business segment andgeographical location:
Number offull-time employees

Average number of
temporary employees

Global Corporate Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Global Retail Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Global Asset & Wealth Management Group . . . . . . . . . . . . . . . . . . . . . . .
Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12,18827,148
5,236
4,542

1,334
17,521
572
378

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

49,11419,805Percentage offull-time employees

Average percentage of
temporary employees

Business segment

Location

Japan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Americas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Europe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asia/Oceania (excluding Japan) and others . . . . . . . . . . . . . . . . . . . . . . . .

94.3%
1.4
1.5
2.8

99.6%
0.0
0.3
0.1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

100.0%

100.0%

Most of our full-time non-management employees in Japan are members of a labor union. Outside Japan,
some of our employees are members of local unions. We consider our labor relations with employees to be good.

133

6.E. Share Ownership
The following table shows the number of shares of our common stock owned by our directors and corporate
auditors as of June 30, 2008:
Directors

Number of shares owned

Terunobu Maeda . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Takashi Tsukamoto . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hiroshi Motoyama . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tsuneo Morita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Hiroshi Saito . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Seiji Sugiyama . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Akihiko Nomiyama . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mitsuo Ohashi . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Kanemitsu Anraku . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Corporate Auditors

113
37
2
13
29
28
—
—
6
Number of shares owned

Yoshiaki Sugita . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tsuneo Muneoka . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Yukio Nozaki . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Masahiro Seki . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Masami Ishizaka . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

33
8
60
1
24

None of our directors or corporate auditors is the owner of more than one percent of our common stock, andno director or corporate auditor has voting rights with respect to our common stock that are different from anyother holder of our common stock.
For information on our stock compensation-type stock options (stock acquisition rights) for directors, see“Item 6.B. Compensation.”
We have two employee stock ownership plans under which participating employees of the companies listed
below are able to purchase our shares with funds deducted from such employee’s salary and bonus payments.
The plan administrator makes open-market purchases of our shares for the account of the plan on a monthly
basis. The companies contribute matching funds equivalent to 5% of the amounts contributed. The following
table shows the numbers of shares that these plans held as of March 31, 2008:
As of March 31, 2008
Plan

Employer companies

Mizuho Employee Stock Ownership Plan . . . . . . . .

Mizuho Financial Group
Mizuho Bank
Mizuho Corporate Bank
Mizuho Asset Management
Mizuho Research InstituteMizuho Information & Research InstituteMizuho Securities
Mizuho CapitalMizuho Group Employee Stock Ownership Plan . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Number ofshares owned

44,945385
45,330134

ITEM 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

7.A. Major Shareholders
Common Stock
The following table sets forth information about the ten largest holders of shares of our common stock
appearing on the register of shareholders as of March 31, 2008:
As of March 31, 2008
Number ofPercentage ofshares owned issued shares(1)Japan Trustee Services Bank, Ltd. (trustee account) . . . . . . . . . . . . . . . . . . . . . . . . . .
The Master Trust Bank of Japan, Ltd. (trustee account) . . . . . . . . . . . . . . . . . . . . . . .
The Dai-ichi Mutual Life Insurance Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japan Trustee Services Bank, Ltd. (trustee account 4) . . . . . . . . . . . . . . . . . . . . . . . . .
BNY GCM Client Account JPRD ISG (FE-AC) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Morgan Stanley & Co. International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trust & Custody Services Bank, Ltd. (Meiji Yasuda Life Insurance Company
Retirement Benefit Trust Account re-entrusted by Mizuho Trust & Banking) . . . .
Hero & Co. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Nippon Life Insurance Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deutsche Bank AG, London 610 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

700,643595,358
279,158
226,316
194,330
144,106

6.15%
5.22
2.45
1.99
1.71
1.26

137,000
133,558
132,631101,270

1.20
1.17
1.16
0.89

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,644,370

23.20%

Notes:(1) Percentage of number of shares owned within the total number of issued shares (including treasury stock).
(2) Share ownership figures in the above table are rounded to the nearest full share.
On May 28, 2007, we repurchased and cancelled 261,041 shares of our common stock held by Mizuho
Financial Strategy, a wholly-owned subsidiary of ours.
As of March 31, 2008, there were 163 record holders of our common stock with addresses in the UnitedStates, whose shareholdings represented approximately 9% of our outstanding common stock on that date.
Because some of these shares were held by brokers or other nominees, the number of record holders withaddresses in the United States might not fully reflect the number of beneficial owners in the United States.

135

Preferred StockClasses of preferred stock with shares outstanding as of March 31, 2008 consisted of eleventh seriesclass XI and thirteenth series class XIII preferred stock, all of which are non-voting. The following table sets
forth information regarding the combined ownership of shares of eleventh series class XI preferred stock andthirteenth series class XIII preferred stock by our ten largest shareholders of preferred stock as of March 31,
2008, as appearing on the register of preferred shareholders:
As of March 31, 2008
Number ofPercentage ofshares owned issued shares

Name

Deutsche Bank AG, London 610 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Morgan Stanley & Co. International plc . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
UBS AG London A/C Ipb Segregated Client Account . . . . . . . . . . . . . . . . . . . . . . . . .
The Dai-ichi Mutual Life Insurance Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
BNP Paribas London Branch for BNPPPB Evotok . . . . . . . . . . . . . . . . . . . . . . . . . . .
Meiji Yasuda Life Insurance Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Morgan Stanley & Co. Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lehman Brothers International (Europe) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sompo Japan Insurance Inc. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fukoku Mutual Life Insurance Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

48,63032,79527,04527,00025,60025,00019,29019,26019,00015,000

4.96%
3.34
2.76
2.75
2.61
2.55
1.97
1.96
1.94
1.53

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

258,620

26.38%

As of March 31, 2008, there was one record holder of our preferred stock with an address in the UnitedStates.
The following table shows the shares of preferred stock that we issued to, and repurchased from, theResolution and Collection Corporation during the past three years:

Date of repurchase

Number ofsharesrepurchased

Second series class II preferred stock . . . . . . . . . . . . . August 29, 2005
Third series class III preferred stock . . . . . . . . . . . . . . August 29, 2005
Fourth series class IV preferred stock . . . . . . . . . . . . .
July 4, 2006
Sixth series class VI preferred stock . . . . . . . . . . . . . .
July 4, 2006
Seventh series class VII preferred stock . . . . . . . . . . . October 12, 2005
Eighth series class VIII preferred stock . . . . . . . . . . . August 29, 2005
Tenth series class X preferred stock . . . . . . . . . . . . . . August 29, 2005

61,400100,000
150,000
150,000
125,000
59,300140,000

Class of preferred shares

Original issue Repurchase
price
price
(in billions of yen)¥122.8
200.0
300.0
300.0
250.0
118.6
175.0

¥115.3
187.6
301.9
301.6
250.7
156.4
233.7

To our knowledge, we are not directly or indirectly owned or controlled by any another corporation(s), by
any foreign government or by any other natural or legal person(s) severally or jointly. We know of no
arrangements the operation of which may at a later time result in a change of control.
7.B. Related Party Transactions
We and our subsidiary banks had, and expect to have in the future, banking transactions and othertransactions in the ordinary course of business with our related parties. Although for the fiscal year ended
March 31, 2008, such transactions included, but were not limited to, call money, loans, deposits, guarantees andforeign exchange transactions, those transactions were immaterial and were made at prevailing market rates,
terms and conditions and do not involve more than the normal risk of collectibility or present other unfavorable
features.
136

During the fiscal year ended March 31, 2008, none of our directors or executive officers or corporate
auditors, and none of the close members of their respective families, had any transactions that are material or any
transactions that are unusual in their nature or conditions, involving goods, services or tangible or intangible
assets, to which we were, are or will be a party, and there were no such transactions proposed as of March 31,
2008.
During the fiscal year ended March 31, 2008, no loans were made to our directors or executive officers or
corporate auditors other than in the normal course of business, on normal commercial terms and conditions.
7.C. Interests of Experts and Counsel
Not applicable.

137

ITEM 8.

FINANCIAL INFORMATION

8.A. Consolidated Statements and Other Financial Information
Financial Statements
Our consolidated financial statements are set forth in this annual report under “Item 18. Financial
Statements.”
Legal Proceedings
We are involved in normal collection proceedings initiated by us and other legal proceedings in the ordinary
course of our business.
An Indonesian subsidiary of ours acts as collateral agent for the trustee of bond issuances made bysubsidiaries of Asia Pulp & Paper Company Ltd. (“APP”). In that role, the subsidiary is involved in disputes
between the bondholders and such APP subsidiaries in their capacities as the issuers, guarantors and/or pledgorsof security for the bonds relating to foreclosure proceedings on the collateral and has been named as a defendantin lawsuits brought by the obligors under the bonds in Indonesia. Our consolidated financial statements do notinclude a reserve in relation to these disputes because we do not believe the resolution of this matter will have asignificant impact on our consolidated financial condition or results of operations, although there can be noassurance as to the foregoing.
Dividend Policy
We have continued to accumulate net income and will place our management emphasis on return on equityfrom the perspective of effective utilization of our capital and consider returning profits to our shareholders while
maintaining and strengthening our capital base.
Based on this policy, in view of our consolidated financial results, the level of retained earnings and otherfactors, we increased the year-end cash dividend per share of common stock for the fiscal year ended March 31,
2008 by ¥3,000 from the previous fiscal year to ¥10,000. We also made dividend payments on preferred stock asprescribed.
Although our Articles of Incorporation provide for our ability to pay an interim dividend to shareholders ofrecord as of September 30 in each year pursuant to Article 454 Paragraph 5 of the Company Law based upon ourconsolidated financial results for the relevant fiscal year and other factors, we have been paying only the annual
dividend.
The payment of any annual dividends is subject to the authorization by a general meeting of shareholders,
while the payment of any interim dividends may be made by resolution of our board of directors.
8.B. Significant Changes
Except as disclosed in note 33 to our consolidated financial statements, no significant change in our
financial position has occurred since the date of the financial statements included in this annual report.

138

ITEM 9.

THE OFFER AND LISTING

9.A. Listing Details
Market Price Information for Our American Depositary Shares
Our ADSs are listed on the New York Stock Exchange.
The following table sets forth, for the periods indicated, the high and low trading prices and average daily
trading volume on the New York Stock Exchange for our ADSs since their listing on November 8, 2006:
Price per ADS
High
Low

Fiscal years ended/ending March 31,

2007 (from November 8, 2006) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $15.35 $12.74
2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14.95
7.01
2007:
Third quarter (from November 8, 2006) . . . . . . . . . . . . . . . . . . . . . . . . . . .
15.35
13.71
Fourth quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15.13
12.74
2008:
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14.95
11.99
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14.44
10.37
Third quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12.36
9.14
Fourth quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.76
7.01
2009:
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11.45
7.44
Most recent six months:
March . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8.49
7.01
April . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10.59
7.44
May . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10.78
9.74
June . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11.45
9.19
July . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11.33
8.75
August . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9.69
8.12
September (through September 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8.68
8.31

Average daily
trading volume(shares)

46,049164,43935,08952,517
48,337
109,086
243,454258,617322,107
207,720
212,457
258,297
500,787494,328
340,254368,264

Market Prices Information for Our Shares
See “Item 9.C. The Offer and Listing—Markets” for information on the stock exchanges on which ourcommon stock is listed.

139

The following table sets forth, for the periods indicated, the high and low trading prices and average daily
trading volume on the First Section of the Tokyo Stock Exchange for our common stock:
Price per share
High
Low

Fiscal years ended/ending March 31,

2004 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2005 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2007:
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2008:
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2009:
First quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Most recent six months:
March . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
May . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
June . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
July . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
August . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
September (through September 4) . . . . . . . . . . . . . . . . . . . . . . . . . . .

Average daily
trading volume(shares)¥ 455,000
560,000
969,000
1,030,000
911,000¥ 58,300
391,000
469,000
733,000
360,000

180,447
90,87393,07478,245
120,6031,030,000
1,010,000
958,000
917,000

827,000
861,000
791,000
733,000

93,471
63,81971,806
84,415

911,000
876,000
727,000
539,000

707,000
586,000
499,000
360,000

83,015
121,468
128,624
150,764

606,000

364,000

218,046

429,000
560,000
567,000
606,000
597,000
516,000
474,000

360,000
364,000
500,000
491,000
460,000
440,000
440,000

154,507274,150214,310
165,500
187,176
135,974
119,325

9.B. Plan of Distribution
Not applicable.
9.C. Markets
The principal trading market for our shares of common stock is the First Section of the Tokyo Stock
Exchange. Our shares have been listed on the First Section of the Tokyo Stock Exchange and the First Section of
the Osaka Securities Exchange, under the code “8411,” since our establishment as the holding company of theMizuho group on March 12, 2003, as the successor to Mizuho Holdings.
Our ADSs, each representing one five-hundredth of a share of our common stock, have been listed on the
New York Stock Exchange since November 8, 2006 and are quoted under the ticker symbol “MFG.”
Allotments of 999 shares for each share of our common stock, as approved at the ordinary general shareholders
meeting held on June 26, 2008, are scheduled to be made effective January 4, 2009, upon which the ratio of ADSs
to shares of our common stock will be changed to each ADS representing two shares of our common stock.
9.D. Selling Shareholders
Not applicable.
9.E. Dilution
Not applicable.
9.F. Expenses of the Issue
Not applicable.
140

ITEM 10.

ADDITIONAL INFORMATION

10.A. Share Capital
Not applicable.
10.B. Memorandum and Articles of Association
Objects and Purposes in our Articles of Incorporation
Our corporate purpose, as specified in article 2 of our articles of incorporation, which is included in thisannual report as Exhibit 1.1, is to engage in the following businesses as a bank holding company:•

operation and management of bank holding companies, banks, long-term credit banks, specialized
securities companies and other companies which we may own as our subsidiaries under the Banking
Law; and•any other business incidental to the foregoing.

Our Board of Directors
There is no provision in our articles of incorporation as to our directors’ power to vote on a proposal,
arrangement or contract in which a director is materially interested. The Company Law, however, requires suchdirector to refrain from voting on such matters at meetings of the board of directors.
The Company Law provides that compensation for directors be determined at a general meeting ofshareholders. Our board of directors will determine the compensation for each director without exceeding theupper limit on the aggregate amount of compensation for directors as a group approved by the general meeting ofshareholders. Our board of directors may, by its resolution, leave this decision to the discretion of our president.
The Company Law provides that the board of directors must approve significant loans from any third party
to the company.
Neither the Company Law nor our articles of incorporation set a mandatory retirement age for our directors.
There is no requirement concerning the number of shares an individual must hold to qualify as a director
under the Company Law or our articles of incorporation.
Common Stock
GeneralSet forth below is information concerning our shares of common stock, including brief summaries of certain
provisions of our articles of incorporation, our share handling regulations and the Company Law, which cameinto effect on May 1, 2006 relating to joint stock corporations (kabushiki kaisha) and certain related legislation,
all as currently in effect.
Where relevant to the common stock, provisions of our preferred stock are also described below. Additional
details on the terms of our outstanding preferred stock are given in note 15 to our consolidated financial
statements included elsewhere in this annual report.
Distribution of Surplus
GeneralUnder the Company Law, distribution of cash or other assets by a joint stock corporation to its shareholders,
including dividends, takes the form of distribution of Surplus (as defined in “—Restriction on Distribution of
Surplus”). We are permitted to make distributions of Surplus to our shareholders any number of times per fiscal
141year pursuant to resolutions of our general meeting of shareholders, subject to certain limitations described in“—Restriction on Distribution of Surplus.” Distributions of Surplus are required in principle to be authorized bya resolution of a general meeting of shareholders. Distributions of Surplus are, however, permitted pursuant to a
resolution of the board of directors if:(1) our articles of incorporation so provide (our current articles of incorporation do not have suchprovision);(2) the normal term of office of our directors is one year; and(3) our non-consolidated annual financial statements and certain documents for the latest fiscal year
fairly present our assets and profit and loss, as required by an ordinance of the Ministry of Justice.
In an exception to the above rule, even if the requirements described in (1) through (3) are not met, we are
permitted to make distributions of Surplus in cash to our shareholders by resolutions of the board of directors
once per fiscal year if our articles of incorporation so provide. Our current articles of incorporation provide such
distribution of Surplus as interim dividends, the record date for which is September 30 each year.
Distributions of Surplus may be made in cash or in kind in proportion to the number of shares of common
stock held by each shareholder. A resolution of a general meeting of shareholders or the board of directors
authorizing a distribution of Surplus must specify the kind and aggregate book value of the assets to be
distributed, the manner of allocation of such assets to shareholders, and the effective date of the distribution. If a
distribution of Surplus is to be made in kind, we may, pursuant to a resolution of a general meeting ofshareholders or (as the case may be) the board of directors, grant the right to our shareholders to require us tomake such distribution in cash instead of in kind. If no such right is granted to shareholders, the relevant
distribution of Surplus must be approved by a special resolution of a general meeting of shareholders (see“—Voting Rights” with respect to a “special resolution”).
Under our articles of incorporation, the record date for annual dividends and interim dividends is March 31
and September 30, respectively, in each year. In Japan, the “ex-dividend date” (the date from which purchasers ofshares through Japanese stock exchanges will not be entitled to the dividends to be paid to registeredshareholders as of any record date) and the record date for dividends precede the date of determination of theamount of the dividend to be paid. The ex-dividend date of the shares of common stock is generally the third
business day prior to the record date. Under our articles of incorporation, we are not obligated to pay any
distribution of Surplus to be made in cash which has not been received after the lapse of five years from thecommencement date of such distribution.
Restriction on Distribution of Surplus
Payment of annual dividends on shares of common stock is subject to the prior payment of dividends onshares of preferred stock of ¥20,000 (or ¥20, after the effectiveness of the allotment of shares or fractions of ashare without consideration (as described in “—Fractional Shares and Unit Share System”) ) per share ofeleventh series class XI preferred stock and ¥30,000 (or ¥30, after the effectiveness of the allotment of shares or
fractions of a share without consideration) per share of thirteenth series class XIII preferred stock. Payment of aninterim dividend on shares of our common stock is also subject to the prior payment of an interim preferred
dividend of one-half the annual preferred dividend amount on the shares of the two series of preferred stock.
In making a distribution of Surplus, we must set aside in our additional paid-in capital and/or legal reserve
an amount equal to one-tenth of the amount of Surplus so distributed, until the sum of its additional paid-in
capital and legal reserve reaches one-quarter of its stated capital.

142

The amount of Surplus at any given time must be calculated in accordance with the following formula:
A + B + C + D - (E + F + G)
In the above formula:“A” = the total amount of other capital surplus and other retained earnings, each such amount being thatappearing on our non-consolidated balance sheet as of the end of the last fiscal year
“B” = (if we have disposed of our treasury stock after the end of the last fiscal year) the amount of theconsideration for such treasury stock received by us less the book value thereof“C” = (if we have reduced our stated capital after the end of the last fiscal year) the amount of such
reduction less the portion thereof that has been transferred to additional paid-in capital or legal reserve (ifany)“D” = (if we have reduced our additional paid-in capital or legal reserve after the end of the last fiscal year)
the amount of such reduction less the portion thereof that has been transferred to stated capital (if any)“E” = (if we have cancelled our treasury stock after the end of the last fiscal year) the book value of suchtreasury stock“F” = (if we have distributed Surplus to our shareholders after the end of the last fiscal year) the total bookvalue of the Surplus so distributed“G” = certain other amounts set forth in an ordinance of the Ministry of Justice, including:•

if we have reduced Surplus and increased our stated capital, additional paid-in capital or legal reserve
after the end of the last fiscal year, the amount of such reduction; and•if we have distributed Surplus to shareholders after the end of the last fiscal year, the amount set aside in
our additional paid-in capital or legal reserve, if any, as required by ordinances of the Ministry ofJustice.

The aggregate book value of Surplus distributed by us may not exceed a prescribed distributable amount(the “Distributable Amount”), as calculated on the effective date of such distribution. The Distributable Amountat any given time shall be the amount of Surplus less the aggregate of (a) the book value of our treasury stock,(b) the amount of consideration for any of our treasury stock disposed of by us after the end of the last fiscal year
and (c) certain other amounts set forth in an ordinance of the Ministry of Justice, including (if the sum of
one-half of our goodwill and deferred assets exceeds the total of the stated capital, additional paid-in capital andlegal reserve, each such amount being the amount in our non-consolidated balance sheet as of the end of the last
fiscal year) all or certain part of such exceeding amount as calculated in accordance with the ordinances of the
Ministry of Justice.
If we have become at our option a company with respect to which its consolidated balance sheet should also
be considered in the calculation of the Distributable Amount (renketsu haito kisei tekiyo kaisha), we shall further
deduct from the amount of Surplus the excess amount, if any, of (x) the total amount of the shareholders’ equity
appearing on our non-consolidated balance sheet as of the end of the last fiscal year and certain other amounts set
forth by an ordinance of the Ministry of Justice over (y) the total amount of the shareholders’ equity and certain
other amounts set forth by an ordinance of the Ministry of Justice appearing on our consolidated balance sheet asof the end of the last fiscal year. We currently have no intention to opt for becoming such a company with respect
to the fiscal year ending March 31, 2008.
If we have prepared interim financial statements as described below, and if such interim financial statements
have been approved by the board of directors or (if so required by the Company Law) by a general meeting ofshareholders, then the Distributable Amount must be adjusted to take into account the amount of profit or loss,
and the amount of consideration for any of our treasury stock disposed of by us, during the period in respect ofwhich such interim financial statements have been prepared. We may prepare non-consolidated interim financial
143

statements consisting of a balance sheet as of any date subsequent to the end of the last fiscal year and an income
statement for the period from the first day of the current fiscal year to the date of such balance sheet. Interim
financial statements so prepared by us must be audited by our corporate auditors and/or outside accounting
auditor, as required by an ordinance of the Ministry of Justice.
Capital and Reserves
We may reduce our additional paid-in capital or legal reserve generally by resolution of a general meetingof shareholders and, if so decided by the same resolution, may account for the whole or any part of the amount ofsuch reduction as stated capital. On the other hand, we may reduce our stated capital generally by special
resolution of a general meeting of shareholders and, if so decided by the same resolution, may account for thewhole or any part of the amount of such reduction as additional paid-in capital or legal reserve. In addition, we
may reduce our Surplus and increase either (i) stated capital or (ii) additional paid-in capital and/or legal reserveby the same amount, in either case by resolution of a general meeting of shareholders.
Stock Splits
We may at any time split shares of common stock into a greater number of shares of common stock byresolution of the board of directors. When a stock split is to be made, so long as our only class of outstanding
stock is the common stock, we may increase the number of authorized shares in the same ratio as that of suchstock split by amending our articles of incorporation, of which amendment may be effected by resolution of theboard of directors without approval by shareholders.
Generally, shareholders do not need to exchange share certificates for new ones following a stock split, but
certificates representing the additional shares of common stock resulting from the stock split will be issued toshareholders. Before a stock split, we must give public notice of the stock split, specifying the record datetherefor, not less than two weeks prior to such record date.
Fractional Shares and Unit Share System
Fractional Shares—Before Effectiveness of the Allotment of Shares or Fractions of a Share without
Consideration
Holders of fractional shares constituting one-hundredth of one share or any integral multiple thereof areregistered in our register of fractional shares. Fractional shares do not carry voting rights, but holders thereof areentitled to receive dividends and certain other economic rights. No certificate is issued representing fractional
shares. As the transfer of shares generally requires delivery of the share certificates therefor, fractional shares arenormally not transferable. Registered holders of fractional shares may at any time request us to purchase such
fractional shares at the current market price as determined pursuant to the Commercial Code, applicable as aninterim measure. In addition, registered holders of fractional shares may require us to sell them a number offractional shares, of which number, when combined with the number already held by such holder, shall become
one share; provided that we are obliged to comply with such request only when we own a sufficient number ofshares to accommodate the desired sale and purchase. As of March 31, 2008, there were 21,456.66 fractional
shares of our common stock. The Company Law abolished the above fractional share system, except to the extent
fractional shares were outstanding at the time of enactment of the Company Law in which case the interim
measure described above is applicable.
Allotment of Shares or Fractions of a Share without Consideration
With the implementation of the electronic share certificate system under the Law for Partial Amendments to
the Law Concerning Book-entry Transfer of Corporate Bonds and Other Securities for the Purpose of
Streamlining the Settlements of Trades of Stocks and Other Securities (Law No. 88 of 2004 the “Settlement
Rationalization Law”) scheduled to become effective in January 2009, all listed shares are to become eligible for144

book-entry transfer. Because fractional shares will not be eligible for book-entry transfer and will no longer behandled under the new “book-entry transfer system” after the implementation of the electronic share certificate
system, it was resolved at our ordinary general meeting of shareholders held on June 26, 2008 that allotment ofshares or fractions of a share without consideration will be made to all shareholders and holders of fractional
shares (the “allotment of shares or fractions of a share without consideration”) pursuant to the provisions ofArticle 88 of the Law Concerning Adjustment and Coordination of Relevant Laws in Association with the
Enforcement of the Company Law (Law No. 87 of 2005, the “Adjustment Law”). The allotment of shares or
fractions of a share without consideration shall be made by allotting the same type of shares and fractions of ashare to the shareholders and the holders of fractional shares, respectively, that are registered or recorded in theregister of shareholders, the register of beneficial shareholders or the register of fractional shares, as the case may
be, as of the end of the day immediately preceding the date on which the allotment of shares or fractions of ashare without consideration becomes effective. The number of shares and fractions of a share to be allotted shallbe in proportion to the number of shares of common stock, shares of each class of preferred stock and fractional
shares held by the shareholders and the holders of fractional shares, in each case without any additional
consideration, at the rate of 999 shares per 1 share and 9.99 shares per every 0.01 of a share. The allotment ofshares or fractions of a share without consideration is to become effective on the day immediately preceding thedate the Settlement Rationalization Law becomes effective.
In addition to abolishing the fractional share system, it was also resolved at our ordinary general meeting ofshareholders held on June 26, 2008 that partial amendment to the articles of incorporation and partial amendment
to the terms and conditions of the eleventh series class XI preferred stock and of the thirteenth series class XIII
preferred stock pursuant to Article 88, Paragraph 5 of the Adjustment Law were to be made in order to adopt theunit share system. Subject to the effectiveness of the allotment of shares or fractions of a share without
consideration, we will adopt the unit share system. The number of shares constituting 1 unit of shares at thisstage shall be 1,000 with respect to common stock and each class of preferred stock pursuant to Article 88,
Paragraph 5, Item 1 of the Adjustment Law. In order to lower the minimum investment amount to one-tenth(1/10) in conjunction with the adoption of the unit share system, our board of directors, at their meeting held on
May 15, 2008, resolved to make an amendment to the articles of incorporation, pursuant to which the number ofshares constituting one unit of shares will be reduced from 1,000 to 100 pursuant to Article 195 of the Company
Law, the effective date being the day immediately preceding the date the Settlement Rationalization Law
becomes effective. Therefore, the number of shares constituting one unit of shares will become 100, with respect
to the common stock and each class of preferred stock, on the day immediately preceding the date the Settlement
Rationalization Law becomes effective.
Unit Share System
As mentioned above, we are scheduled to adopt the unit share system, under which 100 shares of common
stock and each class of preferred stock shall each constitute one unit beginning the day immediately preceding
the date the Settlement Rationalization Law becomes effective. Under the unit share system, shareholders will
have one voting right for each unit of shares held by them at general meetings of shareholders or at meetings ofholders of a particular class of shares, and shares constituting less than a full unit will carry no voting rights. See“—Preferred Stock—Voting Rights” for information on the voting rights that holders of preferred stock may
have at general meetings of shareholders. Our articles of incorporation, after the aforementioned amendment,
provide that the holders of shares constituting less than a full unit will not have shareholder rights, except for
those specified in the Company Law or an ordinance of the Ministry of Justice which include rights (i) to receive
dividends, (ii) to receive cash or other assets in case of a consolidation or split of shares, share exchange or sharetransfer, or merger or (iii) to be allotted rights to subscribe for free for new shares and stock acquisition rights
when such rights are granted to shareholders. Because our articles of incorporation, after the aforementioned
amendment, provide that the holders of shares constituting less than a full unit will not have the shareholder rightrequiring us to record in the register of shareholders such matters that are recorded in the register of shareholders
related to acquisition of shares, the holders of shares constituting less than a full unit may not assert theiracquisitions of fractions of a unit against us and any third party, and therefore all fractions of a unit will generally145be untransferable. Holders of shares constituting less than a full unit may at any time request us to purchase suchshares at the current market price as determined pursuant to the Company Law, which request may not be
withdrawn without our consent. In addition, holders of shares constituting less than a full unit may require us tosell them such number of shares, which, when combined with the number of shares already held by such holder,shall constitute a whole unit of shares; provided that we will be obliged to comply with such request only when
we own a sufficient number of shares to accommodate the desired sale and purchase. The board of directors may
reduce the number of shares constituting less than a unit or cease to use the unit share system by amendments tothe articles of incorporation without shareholders’ approval even though amendments to the articles ofincorporation generally require a special resolution of the general meeting of shareholders.
General Meetings of Shareholders
The ordinary general meeting of shareholders shall be held no later than three months from the last day ofeach business year and is normally held in June of each year. In addition, we may hold an extraordinary general
meeting of shareholders whenever necessary. Notice of a general meeting of shareholders stating the place, thetime and the purpose thereof must be given to each shareholder having voting rights (or, in the case of a
non-resident shareholder, to its standing proxy or mailing address in Japan) at least two weeks prior to the dateset for the meeting. The record date for an ordinary general meeting of shareholders is March 31 of each year.
Any shareholder holding at least 300 voting rights or 1% of the total number of voting rights for six months
or longer may propose a matter to be considered at a general meeting of shareholders by submitting a request to arepresentative director at least eight weeks prior to the date of such meeting. Any of the minimum percentages,
time periods and number of voting rights necessary for exercising the minority shareholder rights describedabove may be decreased or shortened if our articles of incorporation so provide.
Voting Rights
Before we adopt the unit share system as described in “—Fractional Shares and Unit Share System,” aholder of shares of common stock is entitled to one voting right for each such share, except that neither we, nor a
corporation or other entity, more than one-quarter of the total voting rights of which are directly or indirectly
held by us, may exercise its voting rights with respect to the shares of common stock held by it. After we adopt
the unit share system, our shareholders will have one voting right for each unit of shares held by them (regarding
the voting rights held by holders of preferred stock, see “—Preferred Stock—Voting Rights”).
Except as otherwise provided by law or in our articles of incorporation, a resolution shall be adopted at a
general meeting of shareholders by a majority of the voting rights held by the shareholders present at themeeting. Our articles of incorporation provide that the quorum for election of directors and corporate auditors is
one-third of the total number of voting rights. Our shareholders are not entitled to cumulative voting in theelection of directors. A shareholder may exercise its voting rights in writing or through a proxy, provided that theproxy shall also be a holder of our shares having voting rights at such meeting.
The Company Law provides that certain important matters shall be approved by a “special resolution” of ageneral meeting of shareholders. Under our articles of incorporation, the quorum for a special resolution is
one-third of the total number of voting rights, and the approval of not less than two-thirds of the voting rights
held by the shareholders present at the meeting is required for adopting a special resolution. Such importantmatters include:
1.

any amendment to our articles of incorporation (except for such amendments that may be authorized by
the board of directors under the Company Law such as (i) an increase of the number of authorizedshares in the same ratio as that of a stock split, (ii) a reduction of the number of shares per unit ofshares and (iii) abolishing the unit share system);2.

dismissal of a corporate auditor;

3.

our dissolution, merger or consolidation requiring shareholders’ approval;
146

4.

establishment of a parent and wholly owned subsidiary relationship by way of a share transfer(kabushiki-iten) or share exchange (kabushiki-kokan) requiring shareholders’ approval;

5.

transfer of the whole or a substantial part of our business;

6.

taking over of the whole of the business of another company requiring shareholders’ approval;

7.

our corporate split requiring shareholders’ approval;

8.

consolidation of shares of common stock;9.

acquisition of shares of common stock by us from a specific shareholder other than our subsidiary;

10. distribution of Surplus in kind (except when shareholders are granted the right to require to make such
distribution in cash instead of in kind);
11. issuance or transfer of new shares or existing shares held by us as treasury stock to persons other than
the shareholders at a “specially favorable” price; and12. issuance of stock acquisition rights (including those incorporated in bonds with stock acquisitionrights) to persons other than the shareholders under “specially favorable” conditions.
Liquidation Rights
In the event of our liquidation, the assets remaining after payment of all debts, liquidation expenses, taxes
and distributions of residual assets relating to the then outstanding preferred stock will be distributed among
holders of shares of common stock in proportion to the respective numbers of shares held by them. See“—Preferred Stock—Liquidation Rights.”
Issue of Additional Shares and Pre-emptive Rights
Holders of the common stock have no pre-emptive rights. Authorized but unissued shares of common stock
may be issued at such times and upon such terms as the board of directors determines, subject to the limitations
as to the issuance of new shares of common stock at a “specially favorable” price mentioned in “—Voting
Rights.” The board of directors may, however, determine that shareholders of a particular class of stock shall begiven subscription rights to new shares of the same class, in which case they must be given on uniform terms toall shareholders of that class as of a record date of which not less than two weeks’ prior public notice must be
given. Each of the shareholders to whom such rights are given must also be given at least two weeks’ prior noticeof the date on which such rights expire.
Stock Acquisition Rights
We may issue stock acquisition rights (shinkabu yoyakuken). Holders of stock acquisition rights are entitledto acquire shares from us, upon payment of the applicable exercise price, and subject to other terms andconditions thereof. We may also issue bonds with stock acquisition rights (shinkabu yoyakuken-tsuki shasai). The
issuance of stock acquisition rights and bonds with stock acquisition rights may be authorized by the board of
directors unless it is made under “specially favorable” conditions, as described in “—Voting Rights.”
Record Date
As mentioned above, March 31 is the record date for the payment of annual dividends and the determinationof shareholders entitled to vote at the ordinary general meeting of shareholders. September 30 is the record date
for the payment of interim dividends. In addition, by a resolution of the board of directors and after giving atleast two week’s prior public notice, we may at any time set a record date in order to determine the shareholders
who are entitled to certain rights pertaining to our stock.
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Acquisition by Us of Common Stock
We may acquire shares of common stock:1.

by way of purchase on any Japanese stock exchange on which the shares of our common stock arelisted or by way of tender offer (in either case pursuant to a resolution of the board of directors as
currently authorized by our articles of incorporation);2.

from a specific shareholder other than any of our subsidiaries (pursuant to a special resolution of an
ordinary general meeting of shareholders); or

3.

from any of our subsidiaries (pursuant to a resolution of the board of directors).

In the case of 2 above, any other shareholder may make a request to a representative director to be included as aseller in the proposed purchase, unless the purchase price or any other consideration to be received by therelevant specific shareholder will not exceed the last trading price of the shares on the relevant stock exchange on
the day immediately preceding the date on which the resolution mentioned in 2. above was adopted (or, if there isno trading in the shares on the stock exchange or if the stock exchange is not open on such day, the price atwhich the shares are first traded on such stock exchange thereafter).
The total amount of the purchase price of shares of common stock may not exceed the Distributable
Amount, as described in “—Distribution of Surplus—Restriction on Distribution of Surplus.”
We may hold the shares of common stock acquired, and may generally dispose of or cancel such shares byresolution of the board of directors.
Disposal of Shares of Common Stock Held by Shareholders whose Location is Unknown
We are not required to send notices to a shareholder if notices given by us to such shareholder fail to arrive forfive consecutive years or more at its address registered in our register of shareholders or otherwise notified to us.
In the above case, if the relevant shareholder also fails to receive dividends on the shares continuously forfive years or more at its address registered in our register of shareholders or otherwise notified to us, then we
may in general dispose of such shares at their then market price and hold or deposit the proceeds of suchdisposition on behalf of the relevant shareholder.
Reporting of Substantial Shareholders
The Financial Instruments and Exchange Law and its related regulations require any person who has
become, beneficially and solely or jointly, a holder of more than 5% of the total issued shares of capital stock of
a company that is listed on any Japanese stock exchange to file a report with the Director of the relevant Local
Finance Bureau of the Ministry of Finance within five business days. With certain exceptions, a similar reportmust also be filed in respect of any subsequent change of 1% or more in the holding or of any change in material
matters set forth in any previously filed reports. For this purpose, shares issuable to such person upon conversionof convertible securities or exercise of share subscription warrants or stock acquisition rights are taken into
account in determining both the number of shares held by the holder and the company’s total issued share capital.
Copies of each report must also be furnished to the company of the shares and to all the Japanese stock
exchanges on which the shares are listed.
There are other reporting requirements under the Banking Law. See “Item 4.B. Information on the
Company—Business Overview—Supervision and Regulation—Japan—Examination and Reporting Applicableto Shareholders.”
Holding of Shares of Our Common Stock by Foreign Investors
There are no limitations imposed by the laws of Japan, our articles of incorporation or our other constituent
documents on the rights of non-residents or foreign shareholders to hold or exercise voting rights on our shares ofcommon stock or preferred stock.
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Transfer of Shares
The Settlement Rationalization Law is scheduled to become effective in January 2009, and a new central
clearing system for shares of listed companies will be established. Share certificates will no longer be issued orused beginning such date.
Before the effective date of the Settlement Rationalization Law, transfers of shares of common stock in ourcompany, which is a company that issues share certificates, are effected by delivery of the share certificates, but
in order to assert shareholders’ rights against us, the transferee must have its name and address registered in our
register of shareholders. For this purpose, shareholders are required to file their names, addresses and seals with
our transfer agent. Foreign shareholders may file specimen signatures in lieu of seals. Non-resident shareholders
are required to appoint standing proxies in Japan or provide a mailing address in Japan. Japanese securities firms
and commercial banks customarily act as standing proxies and provide related services for standard fees. On theeffective date of the Settlement Rationalization Law, all existing share certificates of listed companies will
become null and void. Beginning the effective date, the transfer of such shares of common stock will be effected
through entry in books maintained under the new central clearing system. Registrations of the transferees of suchshares in our register of shareholders will be made pursuant to notices issued by the new book-entry transfer
institution.
Our transfer agent is Mizuho Trust & Banking, located at 2-1, Yaesu 1-chome, Chuo-ku, Tokyo 103-8670,
Japan.
The registered holder of deposited shares underlying the ADSs is the depositary for the ADSs. Accordingly,
holders of ADSs will not be able to directly assert their shareholders’ rights against us.
The central clearing system for share certificates under the Law Concerning Central Clearing of Share
Certificates and Other Securities of Japan applies to common stock. Before the effective date of the Settlement
Rationalization Law, pursuant to this system, a holder of common stock is able to choose, at its discretion, toparticipate in this system and all certificates for shares of common stock elected to be put into this system aredeposited with JASDEC (through a participating institution having a clearing account with JASDEC, if theholder is not such a participating institution) and all such shares are registered in the name of JASDEC in our
register of shareholders. Each participating shareholder will, in turn, be registered in our register of beneficial
shareholders and treated in the same way as shareholders registered in our register of shareholders. In connection
with a transfer of shares of common stock held under this system, entry of the share transfer in the books
maintained by JASDEC for the participating institutions or the books maintained by each participating institution
for its customers, or both, has the same effect as delivery of share certificates. On the effective date of theSettlement Rationalization Law, a new central clearing system will be established and will become responsible
for handling the shares of all Japanese companies listed on any Japanese stock exchange, including shares of ourcommon stock.
Preferred Stock
The following is a summary of information concerning the shares of our preferred stock, including briefsummaries of the relevant provisions of our articles of incorporation, our share handling regulations and theCompany Law and certain related legislation, all as currently in effect. The detailed rights of our preferred stock
are set forth in our articles of incorporation and the resolutions of our board of directors relating to the issuanceof the relevant series of preferred stock, both of which were amended by resolution at our ordinary general
meeting of shareholders held on June 26, 2008, as described in “—Common Stock—Fractional Shares and Unit
Share System.”
GeneralUnder our articles of incorporation, we are authorized to issue 1,398,500 (or 1,398,500,000, after theeffectiveness of the allotment of shares or fractions of a share without consideration) shares of class XI preferred149

stock, 1,500,000 (or 1,500,000,000, after the effectiveness of the allotment of shares or fractions of a sharewithout consideration) shares of class XII preferred stock and 1,500,000 (or 1,500,000,000, after theeffectiveness of the allotment of shares or fractions of a share without consideration) shares of class XIII
preferred stock.
As of March 31, 2008, 943,740 shares of eleventh series class XI preferred stock and 36,690 shares ofthirteenth series class XIII preferred stock were outstanding and there were no fractional shares of each series ofpreferred stock.
The same type of shares of preferred stock will be respectively allotted to the shareholders of preferredstock who are registered or recorded in the register of shareholders or the register of beneficial shareholders as ofthe end of the day immediately preceding the day on which the allotment of shares or fractions of a share without
consideration becomes effective, in proportion to the number of shares of each class of preferred stock held by
the shareholders, without any additional consideration, and such allotment will be made at the rate of 999 shares
per 1 share. In addition, we are scheduled to adopt the unit share system in respect of preferred stock as well as
common stock, where 100 shares of each class of preferred stock shall each constitute one unit beginning the day
immediately preceding the date the Settlement Rationalization Law becomes effective. See “—Common Stock—
Fractional Shares and Unit Share System.”Preferred Dividends
Payment of annual dividends on shares of common stock is subject to the prior payment on shares ofpreferred stock. The amount of preferred dividends for each type of outstanding preferred stock is as follows:•

Eleventh series class XI preferred stock bears an annual non-cumulative dividend of ¥20,000 (or ¥20,
after the effectiveness of the allotment of shares or fractions of a share without consideration) per share,and in the event we pay an interim dividend, holders are entitled to receive ¥10,000 (or ¥10, after theeffectiveness of the allotment of shares or fractions of a share without consideration) in preference tocommon shares.

•

Thirteenth series class XIII preferred stock bears an annual non-cumulative dividend of ¥30,000 (or ¥30,
after the effectiveness of the allotment of shares or fractions of a share without consideration) per share,and in the event we pay an interim dividend, holders are entitled to receive ¥15,000 (or ¥15, after theeffectiveness of the allotment of shares or fractions of a share without consideration) in preference tocommon shares.

The amount of any preferred interim dividend will be deducted from the preferred dividend payable onpreferred shares in respect of the same fiscal year.
No payment of dividends on our preferred shares or any other shares may be made unless we have sufficient
Distributable Amount and a resolution to pay such dividend is obtained at the relevant ordinary general meetingof shareholders, in the case of annual dividends or at the board of directors, in the case of preferred interim
dividends.
Dividends on our preferred shares are non-cumulative. If the full amount of any dividend is not declared on
our preferred shares in respect of any fiscal year, holders of our preferred shares do not have any right to receive
dividends in respect of the deficiency in any subsequent fiscal year, and we will have no obligation to pay the
deficiency or to pay any interest regardless of whether or not dividends are paid in respect of any subsequentfiscal year. The holders of our preferred shares are not entitled to any further dividends or other participation inor distribution of surplus.
Liquidation Rights
In the event of our voluntary or involuntary liquidation, holders of shares of our preferred stock will beentitled, equally in rank as among themselves and in preference over shares of common stock, to receive out of150

our residual assets upon liquidation a distribution of ¥1,000,000 (or ¥1,000, after the effectiveness of theallotment of shares or fractions of a share without consideration) per share in the case of eleventh series class XI
and thirteenth series class XIII preferred stock.
Holders of shares of our preferred stock are not entitled to any further dividends or other participation or
distribution of our residual assets upon our liquidation.
Voting Rights
No holder of preferred stock has a right to receive notice of, or to vote at, a general meeting of shareholders,
except as otherwise specifically provided under the Company Law or other applicable law or our articles ofincorporation. Under our articles of incorporation, holders of shares (or holders of units, after the effectiveness of
the allotment of shares or fractions of a share without consideration) of our preferred stock will be entitled toreceive notice of, and to vote at, general meetings of shareholders:•from the commencement of any ordinary general meeting of shareholders if an agenda for approval todeclare a preferred dividend is not submitted to such meeting; or•from the close of any ordinary general meeting of shareholders if a proposed resolution to declare apreferred dividend is not approved at such meeting,until in each case such time as a resolution of an ordinary general meeting of shareholders declaring a preferred
dividend is approved.
A separate resolution of a meeting of the holders of the preferred stock is required in order to approve thefollowing matters which would prejudice the interests of the holders of the relevant preferred stock:(i)an amendment to the articles of incorporation to add new classes of shares to be issued, alter theterms of the shares or increase the number of authorized number of shares or authorized number ofany class of shares, with certain exceptions;(ii)

consolidation or split of shares;(iii)

pro rated allocation of shares or stock acquisition rights to shareholders without any consideration;(iv)

granting pre-emptive rights for new shares or stock acquisition rights;(v)

amalgamations or mergers;(vi)

certain corporate splits;(vii)

share exchanges;(viii)

share transfers; and(ix)other matters set forth in the articles of incorporation.

Such separate resolution is not required when the articles of incorporation so provide, except in the case of(i) above.
Ranking
We will not (unless the requisite sanction has been given by holders of preferred stock) create or issue anyother shares ranking, as regards order of participation in the profits or assets of us on a liquidation or otherwise,in priority to the preferred stock in issue, but we may issue, without obtaining the consent of holders of thepreferred stock in issue, other preferred stock ranking pari passu with the preferred stock in issue as regards theorder of such participation in profits or assets of us and carrying such rights as to rates of preferred dividends orterms of conversion as the board of directors may determine, subject to the limitations set forth in our articles ofincorporation and the Company Law.
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Acquisition of Preferred Stock
We may, if required, subject to regulatory approval, acquire any shares of the preferred stock thenoutstanding at any time out of the Distributable Amount (as defined in “—Common Stock—Dividends—
Restriction of Dividends”). We may also, acquire all or a portion of the thirteenth series class XIII preferredstock on or after April 1, 2013 at a price of ¥1,000 per share, with the equivalent amount of preferred dividends
in arrears to such acquisition, without consent of the holders of shares of such preferred stock. When a portion ofa certain class of preferred stock is acquired, such acquisition shall be made from each holder thereof in numberof shares determined by way of a lot or pro rata allocation.
Stock Splits
Our articles of incorporation provide that no stock split, stock consolidation or free distribution of stock
shall be made in respect of the preferred stock unless otherwise provided for in any law or regulation.
Issue of Additional Shares and Pre-emptive Rights
Our articles of incorporation provide that no holder of our preferred stock has any pre-emptive right tosubscribe for or purchase shares, stock acquisition rights or bonds with stock acquisition rights in the event of anissuance of additional shares or bonds and that no free distribution of stock acquisition rights may be made to theholders of our preferred stock.
Conversion
Our articles of incorporation provide that holders of class XI preferred stock may, at their option, convert
their shares to common stock by requesting us to acquire such shares and issue or transfer common stock tothem. Other classes of our preferred stock outstanding are non-convertible.
Our articles of incorporation also provide that class XI preferred stock outstanding on the last day of theacquisition period will be mandatorily acquired with shares of common stock on the immediately following day
at the then-current market price per share of our common stock.
Eleventh series class XI preferred stock may, at the option of the holder thereof, be acquired with shares ofcommon stock at any time from July 1, 2008 to June 30, 2016 at a market price per share of our common stock asat the commencement date of the acquisition period, subject to anti-dilution adjustments and annual resets to themarket price of our common stock on July 1 of each year. For the purpose of determining the initial conversion
price, the reset of the conversion price and the mandatory conversion price, the market price is deemed to be theaverage price of daily closing prices of our common stock on the Tokyo Stock Exchange for the 30 consecutive
trading days commencing on the 45th trading day prior to the commencement date of the conversion period, therelevant reset date or the mandatory conversion date, respectively. The conversion price is subject to a floor priceof ¥50,000 (or ¥50, after the effectiveness of the allotment of shares or fractions of a share without
consideration), which is also subject to anti-dilution adjustments.
10.C. Material Contracts
There were no material contracts entered into by us for the two years preceding the filing of this annual
report that were not entered into in the ordinary course of business.
10.D. Exchange Controls
Foreign Exchange and Foreign Trade Law
The Foreign Exchange and Foreign Trade Law of Japan and the cabinet orders and ministerial ordinances
incidental thereto, collectively the Foreign Exchange Law, set forth, among other matters, the regulations relating
to the receipt by non-residents of Japan of payment with respect to shares to be issued by us and the acquisition
152

and holding of shares by non-residents of Japan and foreign investors, both as defined below. It also applies insome cases to the acquisition and holding of our shares or ADSs representing such shares acquired and held by
non-residents of Japan and by foreign investors. Generally, the Foreign Exchange Law currently in effect does
not affect the right of a non-resident of Japan to purchase or sell ADSs outside Japan for non-Japanese currency.
“Non-residents of Japan” are defined as individuals who are not resident in Japan and corporations whose
principal offices are located outside Japan. Generally, the branches and offices of non-resident corporations thatare located in Japan are regarded as residents of Japan while the branches and offices of Japanese corporations
located outside Japan are regarded as non-residents of Japan.
“Foreign investors” are defined as:•

individuals not resident in Japan;•

judicial persons or other organizations that are organized under the laws of foreign countries or whose
principal offices are located outside Japan;•

corporations of which 50% or more of the shares are held by individuals not resident of Japan and/or
judicial persons or other organizations that are organized under the laws of foreign countries or whose
principal offices are located outside Japan; and•judicial persons or other organizations, a majority of officers (or a majority of officers having the powerof representation) of which are non-resident individuals.

Dividends and Proceeds of Sales
Under the Foreign Exchange Law, dividends paid on, and the proceeds of sales in Japan of, shares held by
non-residents of Japan may in general be converted into any foreign currency and repatriated abroad. The
acquisition of our shares by non-residents by way of a stock split is not subject to any notification or reporting
requirements.
Acquisition of Shares
In general, a non-resident who acquires shares from a resident of Japan is not subject to any prior filing
requirement, although the Foreign Exchange Law empowers the Minister of Finance of Japan to require priorapproval for any such acquisition in certain limited circumstances. While such prior approval is not required ingeneral, in the case where a resident of Japan transfers shares of a Japanese company for consideration exceeding¥100 million to a non-resident of Japan, the resident of Japan that transfers the shares is required to report thetransfer to the Minister of Finance of Japan within 20 days from the date of the transfer, unless the transfer ismade through a bank, securities company or financial futures trader licensed under Japanese law.
If a foreign investor acquires our shares and, together with parties who have a special relationship with that
foreign investor, holds 10% or more of our issued shares as a result of such acquisition, the foreign investor mustfile a report of such acquisition with the Minister of Finance and any other competent Minister within 15 days
from and including the date of such acquisition, in principle. In certain limited circumstances, however, a priornotification of such acquisition must be filed with the Minister of Finance and any other competent Minister, who
may modify or prohibit the proposed acquisition.
Deposit and Withdrawal under American Depositary Facility
The deposit of shares with Mizuho Corporate Bank, in its capacity as custodian and agent for the depositary,in Tokyo, the issuance of ADSs by the depositary to a non-resident of Japan in respect of the deposit and thewithdrawal of the underlying shares upon the surrender of the ADR are not subject to any of the formalities or
restrictions referred to above. However, where as a result of a deposit or withdrawal the aggregate number of153shares held by the depositary, including shares deposited with Mizuho Corporate Bank as custodian for thedepositary, or the holder surrendering the ADR, as the case may be, would be 10% or more of the total
outstanding shares, a report will be required, and in specified circumstances, a prior notification may be required,
as noted above.
10.E. Taxation
Japanese Taxation
The following is a general summary of major Japanese tax consequences (limited to national tax) to holdersof shares of our common stock or ADSs representing shares of our common stock who are non-residents of Japanor non-Japanese corporations without a permanent establishment in Japan, which we refer to as “non-resident
holders” in this section. The statements regarding Japanese tax laws set forth below are based on the laws inforce and as interpreted by the Japanese tax authorities as at the date of this Annual Report and are subject tochanges in the applicable Japanese laws or tax treaties, conventions or agreements, or interpretations thereof,
occurring after that date. This summary is not exhaustive of all possible tax considerations that may apply to aparticular investor, and potential investors are advised to satisfy themselves as to the overall tax consequences of
the acquisition, ownership and disposition of shares of our common stock or ADSs, including specifically the tax
consequences under Japanese law, the laws of the jurisdiction of which they are resident and any tax treaty,
convention or agreement between Japan and their country of residence, by consulting their own tax advisers.
For the purpose of Japanese tax law and the tax treaty between the United States and Japan, a U.S. holder of
ADSs will generally be treated as the owner of the shares underlying the ADSs evidenced by the ADRs.
Generally, a non-resident holder of shares of our common stock or ADSs is subject to Japanese income tax
collected by way of withholding on dividends paid by us, and we will withhold such tax prior to payment ofdividends. Stock splits are, in general, not a taxable event.
In the absence of any applicable tax treaty, convention or agreement reducing the maximum rate ofwithholding tax or allowing exemption from Japanese withholding tax, the rate of Japanese withholding tax
applicable to dividends paid by Japanese corporations on their shares of stock to non-resident holders is generally
20% under Japanese tax law. However, with respect to dividends paid on listed shares issued by a Japanese
corporation (such as shares of our common stock or ADSs) to non-resident holders, other than any individual
who holds 5% or more of the total number of shares issued by the relevant Japanese corporation, theaforementioned 20% withholding tax rate is reduced to (i) 7% for dividends due and payable on or before
March 31, 2009 and (ii) 15% for dividends due and payable on or after April 1, 2009.
Under the income tax treaty between the United States and Japan, the maximum rate of Japanese
withholding tax which may be imposed on dividends paid to a qualified United States resident eligible to enjoy
treaty benefits that is either a corporation owning, directly or indirectly, less than 10% of the voting stock of aJapanese corporation or an individual is generally reduced to 10% of the gross amount actually distributed,
except where such United States resident conducts business in Japan through a permanent establishment situatedtherein and the holding in respect of which the dividends are paid is effectively connected with such permanentestablishment. Dividends paid to pension funds which are qualified United States residents eligible to enjoy
treaty benefits are exempt from Japanese income taxation by way of withholding or otherwise unless such
dividends are derived from the carrying on of a business, directly or indirectly, by such pension funds. Under
Japanese tax law, any reduced maximum rate applicable under a tax treaty shall be available when suchmaximum rate is below the rate otherwise applicable under the Japanese tax law referred to in the preceding
paragraph with respect to the dividends to be paid by us on shares of our common stock or ADSs. A non-resident
holder of shares of our common stock who is entitled, under any applicable tax treaty, to a reduced rate ofJapanese withholding tax, or exemption therefrom, as the case may be, is required to submit an Application Formfor Income Tax Convention Regarding Relief from Japanese Income Tax on Dividends (together with any otherrequired forms and documents) in advance, through us, to the relevant tax authority before payment of dividends.
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A standing proxy for a non-resident holder may provide such application service. With respect to ADSs, thisreduced rate or exemption will be applicable to non-resident holders of ADSs if the Depositary or its Agentsubmits two Application Forms (one before payment of dividends and the other within eight months after therecord date concerning such payment of dividends), together with certain other documents. To claim this reduced
rate or exemption, non-resident holders of ADSs will be required to file a proof of taxpayer status, residence andbeneficial ownership, as applicable, and to provide other information or documents as may be required by the
Depositary. Non-resident holders who are entitled, under any applicable tax treaty, to a reduced rate of Japanese
withholding tax below the rate otherwise applicable under Japanese tax law, or exemption therefrom, as the casemay be, but fail to submit the required application in advance may nevertheless be entitled to claim a refund fromthe relevant Japanese tax authority of withholding taxes withheld in excess of the rate under an applicable tax
treaty (if such non-resident holders are entitled to a reduced treaty rate under the applicable tax treaty) or the fullamount of tax withheld (if such non-resident holders are entitled to an exemption under the applicable tax treaty),as the case may be, from the relevant Japanese tax authority, by complying with a certain subsequent filingprocedure.
We do not assume any responsibility to ensure withholding at the reduced rate, or exemption therefrom, for
non-resident holders who would be eligible under an applicable tax treaty but where the required procedures asstated above are not followed.
Gains derived from the sale or other disposition of shares of our common stock or ADSs outside Japan by anon-resident holder, who is a portfolio investor, are not, in general, subject to Japanese income tax or corporationtax.
Any deposits or withdrawals of shares of our common stock by a non-resident holder in exchange for ADSs
are, in general, not subject to Japanese income or corporation tax.
Japanese inheritance and gift taxes, at progressive rates, may be payable by an individual who has acquired
our shares of our common stock or ADSs from an individual, as a legatee, heir or donee, even if none of theacquiring individual, the decedent or the donor is a Japanese resident.
U.S. Taxation
The following sets forth the material United States federal income tax consequences of the ownership ofshares and ADSs as of the date hereof. The discussion set forth below is applicable to U.S. holders (as defined
below) (i) who are residents of the United States for purposes of the current income tax treaty between Japan andthe United States (the “Treaty”), (ii) whose shares or ADSs are, for purposes of the Treaty, neither effectively
connected with nor attributable to a permanent establishment in Japan and (iii) who otherwise qualify for the full
benefits of the Treaty.
The following summary is not a complete analysis or description of all potential U.S. federal income tax
consequences to a particular U.S. holder. It does not address all U.S. federal income tax considerations that may
be relevant to all categories of potential purchasers, certain of which (such as banks or other financial
institutions, insurance companies, dealers in securities or currencies, tax-exempt entities, non-U.S. persons,
persons holding a share or an ADS as part of a “straddle,” “hedge,” conversion or integrated transaction,
partnerships or other pass-through entities for U.S. federal income tax purposes, traders in securities who haveelected the mark-to-market method of accounting for their securities, regulated investment companies, real estate
investment trusts, holders whose “functional currency” is not the U.S. dollar, holders liable for alternative
minimum tax and holders of 10% or more of our voting shares) are subject to special tax treatment. Thissummary does not address any foreign, state, local or other tax consequences of investments in our shares or
ADSs.
This summary addresses only shares or ADSs held as capital assets.
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As used herein, a “U.S. holder” is a beneficial owner of shares or ADSs, as the case may be, that is, for U.S.
federal income tax purposes:•

an individual citizen or resident of the United States;•

a corporation (or other entity treated as a corporation for U.S. federal income tax purposes) created ororganized in or under the laws of the United States or any political subdivision thereof;•an estate, the income of which is subject to U.S. federal income tax regardless of its source; or•a trust if it (1) is subject to the primary supervision of a court within the United States and the control of
one or more U.S. persons as described in Section 7701(a)(30) of the Code or (2) has a valid election in
effect under applicable U.S. Treasury regulations to be treated as a U.S. person.

If a partnership holds shares or ADSs, the tax treatment of a partner will generally depend on the status of
the partner and the activities of the partnership. If you are a partner of a partnership holding shares or ADSs, you
should consult your tax advisor.
The discussion below is based upon the provisions of the Internal Revenue Code of 1986, as amended (the“Code”), and regulations, rulings and judicial decisions thereunder as of the date hereof, and such authorities
may be replaced, revoked or modified so as to result in U.S. federal income tax consequences different fromthose discussed below. In addition, this summary is based, in part, upon representations made by the depositary
to us and assumes that the deposit agreement, and all other related agreements, will be performed in accordancewith their terms.
We urge U.S. holders to consult their own tax advisors concerning the U.S. federal, state and local and othertax consequences to them of the purchase, ownership and disposition of shares or ADSs.
The U.S. Treasury has expressed concerns that parties through whom ADSs are pre-released may be taking
actions that are inconsistent with the claiming of foreign tax credits by U.S. holders of ADSs. Such actions would
also be inconsistent with the claiming of the reduced rate of tax, described in “—U.S. Taxation—Taxation of
Dividends” below, applicable to dividends received by certain non-corporate holders. Accordingly, the analysisof the creditability of Japanese taxes and the availability of the reduced tax rate for dividends received by certain
non-corporate holders, each described in “—U.S. Taxation—Taxation of Dividends” below, could be affected byactions taken by parties through whom the ADSs are released.
ADSs
If a U.S. holder holds ADSs, for U.S. federal income tax purposes, such holder will generally be treated as
the owner of the underlying shares that are represented by such ADSs. Accordingly, deposits or withdrawals ofshares in exchange for ADSs are not subject to U.S. federal income tax.
Taxation of Dividends
Subject to the discussion under “—U.S. Taxation—Passive Foreign Investment Company Rules” below, thegross amount of any distribution received with respect to our shares or ADSs (including amounts withheld toreflect Japanese withholding taxes), will be taxable as dividends, to the extent paid out of the current oraccumulated earnings and profits (as determined for U.S. federal income tax purposes). The amount of
distribution of property other than cash will be the fair market value of such property on the date of the
distribution. Such cash or non-cash income, including withheld taxes, will be includable in a U.S. holder’s grossincome as ordinary income on the day actually or constructively received by such U.S. holder in the case ofshares, or by the depositary, in the case of ADSs. Such dividends received by a U.S. holder will not be eligible
for the “dividends-received deduction” allowed to U.S. corporations in respect of dividends received from other
U.S. corporations. To the extent that an amount received by a U.S. holder exceeds such holder’s allocable shareof our current and accumulated earnings and profits, such excess will be applied first to reduce such holder’s tax
basis in its shares or ADSs, thereby increasing the amount of gain or decreasing the amount of loss recognized on156

a subsequent disposition of the shares or ADSs. Then, to the extent such distribution exceeds such U.S. holder’stax basis, such excess will be treated as capital gain. However, we do not expect to keep earnings and profits inaccordance with U.S. federal income tax principles. Therefore, U.S. holders should expect that a distribution will
generally be treated as a dividend.
The amount of the dividend paid in Japanese yen will be the U.S. dollar value of the Japanese yen payments
received. This value will be determined at the spot Japanese yen/U.S. dollar rate on the date the dividend isreceived by the depositary in the case of U.S. holders of ADSs, or by the shareholder in the case of U.S. holdersof shares, regardless of whether the dividend payment is in fact converted into U.S. dollars at that time. If theJapanese yen received as a dividend are not converted into U.S. dollars on the date of receipt, a U.S. holder will
have basis in such Japanese yen equal to their dollar value on the date of receipt, and any foreign currency gains
or losses resulting from the conversion of the Japanese yen will generally be treated as U.S. source ordinary
income or loss.
The maximum rate of withholding tax on dividends paid to you pursuant to the Treaty is 10%. As discussed
under “—Japanese Taxation” above, you will be required to properly demonstrate to us and the Japanese tax
authorities your entitlement to the reduced withholding rate under the Treaty. Subject to certain limitations, theJapanese tax withheld may be creditable against the U.S. holder’s U.S. federal income tax liability or may beclaimed as a deduction from the U.S. holder’s federal adjusted gross income provided that the U.S. holder elects
to deduct all foreign taxes paid on the same taxable year. For foreign tax credit limitation purposes, the dividend
will be income from sources outside the United States. The limitation on foreign taxes eligible for credit iscalculated separately with respect to specific classes of income. For this purpose, dividends we pay will generally
constitute “passive category income.” Further, in certain circumstances, if a U.S. holder:•

has held shares or ADSs for less than a specified minimum period during which such U.S. holder is notprotected from the risk of loss; or•is obligated to make payments related to the dividends,

such U.S. holder will not be allowed a foreign tax credit for foreign taxes imposed on dividends paid on shares or
ADSs. The rules governing U.S. foreign tax credits are very complex and U.S. holders should consult their tax
advisors regarding the availability of foreign tax credits under their particular circumstances.
With respect to non-corporate U.S. investors, certain dividends received before January 1, 2011 from aqualified foreign corporation may be subject to reduced rates of taxation. A qualified foreign corporation
includes a corporation that is eligible for the benefits of a comprehensive income tax treaty with the United States
which the U.S. Treasury Department determines to be satisfactory for these purposes and which includes an
exchange of information provision. The U.S. Treasury Department has determined that the Treaty meets theserequirements. In addition, it is expected that we will be eligible for the benefits of the Treaty. A foreign
corporation is also treated as a qualified foreign corporation with respect to individuals paid by that corporation
on shares (or ADSs backed by such shares) that are readily tradable on an established securities market in the
United States. United States Treasury Department guidance indicates that our ADSs (which are listed on the New
York Stock Exchange), but not the shares, are readily tradable on an established securities market in the UnitedStates. There can be no assurance that our ADSs will be considered readily tradable on an established securities
market in later years. Non-corporate holders who do not meet a minimum holding period requirement during
which they are not protected from a risk of loss or that elect to treat the dividend income as “investment income”
pursuant to Section 163(d)(4) of the Code will not be eligible for the reduced rates of taxation. In addition, therate reduction will not apply to dividends if the recipient of a dividend is obligated to make related paymentswith respect to positions in substantially similar or related property. This disallowance applies even if theminimum holding period has been met. U.S. holders should consult their own tax advisors regarding theapplication of the foregoing rules to their particular circumstances.

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Taxation of Capital Gains
Subject to the discussion under “—U.S. Taxation—Passive Foreign Investment Company Rules” below,
upon a sale or other disposition of shares or ADSs, a U.S. holder will recognize gain or loss in an amount equal
to the difference between the U.S. dollar value of the amount realized and the U.S. holder’s tax basis, determinedin U.S. dollars, in such shares or ADSs. Such gain or loss will be capital gain or loss and will be long-term
capital gain or loss if the U.S. holder’s holding period for such shares or ADSs exceeds one year. A U.S. holder’stax basis in its shares or ADSs will generally be the cost to the holder of such shares or ADSs. Any such gain orloss realized by a U.S. holder upon disposal of the shares or ADSs will generally be income or loss from sources
within the United States for foreign tax credit limitation purposes. The deductibility of capital losses is subject tolimitations.
Passive Foreign Investment Company Rules
Based on our projected composition of income and valuation of assets, including goodwill, we do notbelieve that we will be a passive foreign investment company (“PFIC”) for this year and do not expect to become
one in the future, although there can be no assurance in this regard. However, PFIC status is a factual
determination that is made annually. Accordingly, it is possible that we may become a PFIC in the current or any
future taxable year due to changes in valuation or composition of our income or assets. In addition, thisdetermination is based in part upon certain proposed U.S. Treasury regulations that are not yet in effect (the“Proposed Regulations”) and are subject to change in the future. The Proposed Regulations and otheradministrative pronouncements from the IRS provide special rules for determining the character of income andassets derived in the banking business for purposes of the PFIC rules. Although we believe we have adopted areasonable interpretation of the Proposed Regulations and administrative pronouncements, there can be noassurance that the IRS will follow the same interpretation.
In general, a foreign corporation is considered a PFIC for any taxable year if either:•at least 75% of its gross income is passive income; or•at least 50% of the value of its assets is attributable to assets that produce or are held for the productionof passive income.

The 50% of value test is based on the average of the value of our assets for each quarter during the taxable year. If
we own at least 25% by value of another company’s stock, we will be treated, for purposes of the PFIC rules, as
owning the proportionate share of the assets and receiving our proportionate share of the income of that company.
If we are a PFIC for any taxable year during which a U.S. holder holds shares or ADSs, the U.S. holder will
be subject to special tax rules with respect to any “excess distribution” that the U.S. holder receives and any gain
the U.S. holder realizes from the sale or other disposition (including a pledge) of shares or ADSs. Additionally,
non-corporate U.S. holders will not be eligible for reduced rates of taxation on any dividends received from us intaxable years beginning prior to January 1, 2011, if we are a PFIC in the taxable year in which such dividends arepaid or in the preceding taxable year.
These special tax rules generally will apply even if we cease to be a PFIC in future years. Distributions U.S.
holders receive in a taxable year that are greater than 125% of the average annual distributions they received
during the shorter of the three preceding taxable years or their holding period for shares or ADSs will be treatedas excess distributions. Under these special tax rules:•

the excess distribution or gain will be allocated ratably over the U.S. holder’s holding period for sharesor ADSs;•

the amount allocated to the current taxable year, and any taxable year prior to the first taxable year inwhich we were a PFIC, will be treated as ordinary income; and•the amount allocated to each other year will be subject to tax at the highest tax rate in effect for thatyear, and the interest charge generally applicable to underpayments of tax will be imposed on the
resulting tax attributable to each such year.
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Alternatively, a U.S. holder could make a mark-to-market election provided that shares or ADSs are
regularly traded on a qualified exchange. Under current law, the mark-to-market election may be available to
U.S. holders of ADSs because the ADSs are listed on the New York Stock Exchange which constitutes aqualified exchange, although there can be no assurance that the ADSs will be “regularly traded” for purposes ofthe mark-to-market election. Under current law, the mark-to-market election may be available to U.S. holders ofshares because the shares are listed on the Tokyo Stock Exchange which constitutes a qualified exchange,
although there can be no assurance that the shares will be “regularly traded” for purposes of the mark-to-market
election. In addition, a U.S. holder of shares in a PFIC can sometimes avoid the rules described above by electing
to treat the company as a “qualified electing fund” under section 1295 of the Code. This option is not available to
U.S. holders of common stock because we do not intend to comply with the requirements necessary to permit
U.S. Holders to make this election.
If a U.S. holder holds common stock in any year in which we are classified as a PFIC, such holder would be
required to file IRS Form 8621.
U.S. holders should consult their own tax advisors concerning the determination of our PFIC status and the
U.S. federal income tax consequences of holding common stock if we are considered a PFIC in any taxable year.
Information Reporting and Backup Withholding
In general, information reporting requirements will apply to dividends in respect of the shares or theproceeds from the sale, exchange or redemption of the shares paid within the United States, and, in some cases,
outside of the United States, to you, unless you are an exempt recipient, such as a corporation. In addition,
backup withholding tax may apply to those amounts if you fail to provide an accurate taxpayer identification
number or fail either to report interest and dividends required to be shown on your U.S. federal income tax
returns or make certain certifications. The amount of any backup withholding from a payment to you will beallowed as a refund or credit against your U.S. federal income tax liability, provided you furnish the required
information to the IRS.
10.F. Dividends and Paying Agents
Not applicable.
10.G. Statement by Experts
Not applicable.
10.H. Documents on Display
We file reports, including annual reports on Form 20-F, and other information, including information filed
on Form 6-K, with the U.S. Securities and Exchange Commission. These reports, including this annual report on
Form 20-F and the exhibits thereto, and other information can be inspected without charge at the Commission’s
Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. You can also obtain copies of suchmaterials by mail, at prescribed fees, from the Commission’s Public Reference Room or from commercial
document retrieval services. You may obtain information on the operation of the Commission’s Public Reference
Room by calling the Securities and Exchange Commission in the United States at 1-800-SEC-0330. You can also
access to the documents filed via the Electronic Data Gathering, Analysis, and Retrieval system on theCommission’s website (http://www.sec.gov).
10.I. Subsidiary Information
Not applicable.
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ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Progress in financial deregulation and internationalization has led to rapid growth in the diversity andcomplexity of banking operations, exposing financial institutions to various risks, including credit, market
operations, information technology, legal, settlement and other risks. We recognize the conducting of operations
tailored to the risks and managing such risks as a key issue relating to overall management. In order to implement
our business strategy while maintaining our financial stability, we maintain comprehensive risk management andcontrol measures. We maintain basic policies for risk management established by our board of directors that are
applicable to the entire Mizuho group. These policies clearly define the kinds of risks to be managed, set forth
the organizational structure and provide for the human resources training necessary for appropriate levels of risk
management. The policies also provide for audits to measure the effectiveness and suitability of the risk
management structure. In line with these basic policies, we maintain various measures to strengthen and enhance
the sophistication of our risk management system.
Approach to Basel II
The BIS Regulations, the regulations for international standards of the health of banks first implemented in
1992, have been revised in light of developments in risk management methods in order to better reflect the actual
substance of the risks. These amended regulations, known as “Basel II,” focus on three main points. The first is
minimum capital requirements relating to risk which should be maintained by banks, with respect to which thecalculation method for credit risk was changed and operational risk was added. The second is a supervisory
review process with respect to assessment of risks that cannot be fully addressed through minimum capitalrequirements alone. The third is market discipline allowing for assessment by the market through appropriate
disclosure. We have obtained the necessary approvals from government authorities on calculation methods foreach type of risk and have been calculating capital adequacy ratios based on Basel II from March 31, 2007, whenthe Basel II was implemented in Japan. In addition, we are planning and preparing to apply advanced approaches
for calculating credit risk and operational risk that can reflect our risk profiles more appropriately.
Risk Management
Risk Management Structure
Each of our subsidiaries adopts appropriate risk management measures for its business based on the size andnature of its risk exposures, while Mizuho Financial Group controls risk management for the Mizuho group as awhole. Mizuho Financial Group regularly receives reports and applications concerning the risk management
situation from our principal banking subsidiaries and other core group companies and gives them appropriate
instructions concerning risk management. Our principal banking subsidiaries and other core group companies
each maintains its own system for managing various types of risk, regularly receiving reports on the status of risk
at their respective subsidiaries, and gives them appropriate instructions concerning risk management.
Basic Approach
We classify our risk exposures according to the various kinds of risk, including credit risk, market risk,
liquidity risk and operational risk, and manage each type of risk according to its characteristics. In addition to
managing each type of risk individually, we have established a risk management structure to identify andevaluate overall risk and, where necessary, to devise appropriate responses to keep risk within limits that aremanagerially acceptable in both qualitative and quantitative terms. In line with the basic policies relating tooverall risk management laid down by Mizuho Financial Group, companies within the Mizuho group identify
risk broadly and take a proactive and sophisticated approach to risk management, including methodologies for
operations that involve exposures to multiple categories of risk such as settlement and trust businesses.
Risk Capital Allocation
We endeavor to obtain a clear grasp of the group’s overall risk exposure and have implemented measures tokeep such risks within the group’s financial base in accordance with the risk capital allocation framework. More160

specifically, we allocate risk capital to our principal banking subsidiaries, including their respective subsidiaries,
and other core group companies to control risk within the limits set for each company. We also control risk
within managerially acceptable limits by working to ensure that the overall risk we hold on a consolidated basis
does not exceed shareholders’ equity and other measures of financial strength. To ensure the ongoing financial
health of Mizuho Financial Group, our principal banking subsidiaries and other core group companies, weregularly monitor the manner in which risk capital is being used in order to obtain a proper grasp of the risk
profile within this framework. Reports are also submitted to the board of directors and other committees of eachcompany. Risk capital is allocated to Mizuho Corporate Bank, Mizuho Bank, Mizuho Securities and Mizuho
Trust & Banking by risk category, and is further allocated within their respective business units based on
established frameworks.
Credit Risk Management
We define credit risk as the Mizuho group’s exposure to the risk of losses that may be incurred due to a
decline in, or total loss of, the value of assets and off-balance-sheet instruments, as a result of deterioration in acounterparty’s financial position. We have established the methods and structures necessary for grasping andmanaging credit risk, which has become increasingly complex due to financial deregulation, internationalizationand the growing sophistication of transactions. Mizuho Financial Group manages credit risk for the Mizuho
group as a whole. More specifically, we have adopted two different but mutually complementary approaches incredit risk management. The first approach is “credit management,” in which we manage the process for eachindividual transaction and individual obligor from execution until collection, based on our assessment of thecredit quality of the customer. Through this process, we curb losses in the case of a credit event. The second is“credit portfolio management,” in which we utilize statistical methods to assess the potential for losses related tocredit risk. Through this process, we identify credit risk and respond appropriately.
Credit Risk Management Structure
Credit Risk Management of the Mizuho GroupOur board of directors determines the Mizuho group’s basic credit risk management policies. In addition,
the portfolio management committee of Mizuho Financial Group discusses and coordinates basic credit risk
policy and overall credit portfolio management and monitoring for the Mizuho group. The chief risk officer ofMizuho Financial Group is responsible for matters relating to credit risk management planning and operations.
The Risk Management Division and the Credit Risk Management Division of Mizuho Financial Group jointly
monitor, analyze and submit suggestions concerning credit risk and formulate and execute plans in connection
with basic matters pertaining to credit risk management.
Credit Risk Management at Our Principal Banking Subsidiaries and Other Core Group Companies
Our principal banking subsidiaries and other core group companies manage their credit risk according to thescale and nature of their exposures in line with basic policies set forth by Mizuho Financial Group. Eachcompany’s board of directors determines key matters pertaining to credit risk. Our principal banking subsidiaries
have each established business policy committees to discuss and coordinate overall management of theirindividual credit portfolios and transaction policies towards obligors. The senior executive officer of eachprincipal banking subsidiary responsible for risk management oversees matters relating to credit risk
management planning and operations. The credit risk management division of each principal banking subsidiary
is responsible for credit management and credit risk measuring and monitoring, and such division regularlypresents reports regarding the risk management situation of such banking subsidiary to Mizuho Financial Group.
Individual credit examination divisions approve individual transactions in accordance with the lines of authority
set forth in the basic policies for credit risk management. To provide checks and balances, each of our principal
banking subsidiaries has also established credit review divisions to function as internal auditors that are
independent of the business divisions.
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Individual Credit Management
Our principal banking subsidiaries use a unified credit rating system and credit risk measurement tools toascertain and monitor the status of their portfolios. They are also improving their credit decisions and posttransaction management functions by examining individual transactions from these viewpoints, providing
internal audits and risk management guidance to individual business promotion offices. Mizuho Securities andother core group companies follow credit risk management procedures that suit the characteristics of theirrespective business sectors.
Credit business regulations
The basic code of conduct for all of our officers and employees engaged in the credit business is set forth in ourcredit business regulations. Seeking to fulfill the bank’s public and social role, our basic policy for credit business isdetermined in light of fundamental principles focusing on public welfare, safety, growth and profitability.
Internal rating system
One of the most important elements of the risk management infrastructure of our principal banking
subsidiaries is the use of an internal rating system that consists of credit ratings and pool allocations. Credit
ratings consist of obligor ratings which represent the level of credit risk of the obligor, and transaction ratings
which represent the possibility of ultimately incurring losses related to each individual claim by taking into
consideration the nature of any collateral or guarantee and the seniority of the claim. In principle, obligor ratings
apply to all obligors and are subject to regular reviews at least once a year to reflect promptly the fiscal period
end financial results of the obligors, as well as special reviews as required whenever a obligor’s credit standing
changes. This enables our principal banking subsidiaries to monitor both individual obligors and the status of theoverall portfolio in a timely fashion. Because we consider obligor ratings to be an initial phase of the selfassessment process regarding the quality of our loans and off-balance-sheet instruments, such obligor ratings areclosely linked to the obligor classifications and are an integral part of the process for determining the provision
for loan losses and charge-offs in our self-assessment of loans and off-balance-sheet instruments. Pool
allocations are applied to small claims that are less than a specified amount by pooling customers and claims withsimilar risk characteristics and assessing and managing the risk for each such pool. We efficiently manage credit
risk and credit screening by dispersing a sufficient number of small claims within each pool. We generally
review the appropriateness and effectiveness of our approach to obligor ratings and pool allocations once a yearin accordance with predetermined procedures.
Self-assessment, provision for loan losses and off-balance-sheet instruments and charge-offs
We conduct self-assessment of assets to ascertain the status of assets both as an integral part of credit risk
management and in preparation for appropriate accounting treatment, including provision for loan losses andoff-balance-sheet instruments and charge-offs. During the process of self-assessment, obligors are categorized
into certain groups taking into consideration their financial condition and their ability to make payments, andcredit ratings are assigned to all obligors, in principle, to reflect the extent of their credit risks. The related assets
are then categorized into certain classes based on the risk of impairment. This process allows us to identify andcontrol the actual quality of assets and determine the appropriate accounting treatment, including provision forloan losses and off-balance-sheet instruments and charge-offs. Specifically, the credit risk management divisionof each of our principal subsidiaries is responsible for the overall control of the self-assessment of assets of therespective banking subsidiaries, cooperating with the administrative divisions specified for each type of asset,
including loan portfolios and securities, in executing and managing self-assessments.
Credit screening
Prevention of new impaired loans through routine credit management is important in maintaining the qualityof our overall loan assets. Credit decisions involve analysis and screening of each potential transaction within therelevant business division. In case the screening exceeds the authority of the division, the credit division at162

headquarters carries out the screening. The credit division has specialist departments for different industries,
business sizes and regions, carries out timely and specialized examinations based on the characteristics of thecustomer and its market, and provides appropriate advice to the business division. In addition, in the case ofobligors with low credit ratings and high downside risks, the business division and credit division jointly clarify
their credit policy and in appropriate cases assist obligors at an early stage in working towards rehabilitation.
Collection and disposal of impaired loans
With respect to collection and disposal of impaired loans, our specialist unit maintains central control andpursues corporate revitalization or collection efforts, as appropriate, toward taking the impaired loans
off-balance. Specifically, we believe that supporting the revitalization efforts of corporations is an important rolefor financial institutions, and we support corporations undergoing revitalization by reviewing business plans,
advising on revitalization methods and utilizing corporate revitalization schemes such as divestitures and mergers
and acquisitions, taking advantage of our group-wide resources. These efforts have been steadily producing
satisfactory results. In addition, we work on final disposal of impaired loans efficiently and swiftly by conducting
bulk sales and by utilizing Mizuho Servicing Co., Ltd., our subsidiary that specializes in performing debt
collection services for our group companies.
Portfolio Management
Risk Measurement
We use statistical methods to manage the possibility of loan losses by measuring the expected average loss fora one-year risk horizon (“credit cost”) and the maximum loss within a certain confidence interval (“credit VaR”).
In establishing transaction spread guidelines for credit transactions, we aim to ensure an appropriate returnfrom the transaction in light of the level of risk by utilizing credit cost data as a reference. Also, we monitor ourcredit portfolio from various perspectives and set certain limits so that losses incurred through a hypotheticalrealization of the full credit VaR amount would be within the amount of risk capital and loan loss reserves.
Risk Control Methods
We recognize two types of risk arising from allowing too large a proportion of overall credit risk to beallocated in certain areas. One type is “credit concentration risk,” which stems from granting excessive credit tocertain individual counterparties. The other type is “chain-reaction default risk,” which arises from granting
excessive credit to certain corporate groups, industrial sectors and other groupings. We manage these risks in linewith our specific guidelines for each. The individual risk management divisions of our principal banking
subsidiaries are responsible for monitoring adherence to these guidelines and reporting to their respective
business policy committees.
Portfolios of Our Principal Banking Subsidiaries and Certain Other Core Group Companies
Mizuho Bank’s portfolio is diversified among relatively small accounts centered on individuals, domestic
corporations including mainly small and medium-sized enterprises and middle-market corporations, public sector
entities and other customers in Japan. While Mizuho Corporate Bank’s credit portfolio consists primarily of loans toJapanese public companies and other major Japanese enterprises, it also includes a significant proportion of loans tooverseas corporations, including foreign subsidiaries of Japanese corporations, that are diversified in terms of theregions in which the borrowers are located. While retaining the principal features of each of the two banking
subsidiaries’ respective portfolios, we aim to reduce expected losses while simultaneously utilizing sophisticatedfinancial tools based on which they make strategic acquisitions and sales of assets. While closely monitoring thepotential for unexpected losses, they also aim to raise overall group capital efficiency, boost profitability andshareholder value, and enhance the sophistication of their credit risk management. To control credit concentration incertain companies, Mizuho Trust & Banking and Mizuho Securities have set credit limits according to theircustomers’ creditworthiness and control their portfolios in an appropriate manner by adhering to these limits.
163

Market and Liquidity Risk Management
We define market risk as the risk of losses incurred by the group due to fluctuations in interest rates, stock
prices and foreign exchange rates. Our definition includes the risk of losses incurred when it becomes impossible
to execute transactions in the market because of market confusion or losses arising from transactions at pricesthat are significantly less favorable than usual. We define liquidity risk as the risk of losses arising from funding
difficulties due to a deterioration in our financial position that makes it difficult for us to raise necessary funds orthat forces us to raise funds at significantly higher interest rates than usual. Mizuho Financial Group manages
market and liquidity risk for the Mizuho group as a whole.
The following diagram shows our risk management structure:

Market and Liquidity Risk Management Structure
Mizuho FinancialMHFG
GroupBoard of Directors

Executive Management
Committee
ALM
Management Committee

CEO

Head of Risk Management
Group (CRO)

Risk Management Division• Set risk management policies• Approve limits• Give instructions concerning
risk management• Report the risk management
situation• Apply for limits

Core group companies
MizuhoCorporate
Bank

MizuhoBank

MizuhoTrust &
BankingMizuhoSecurities

Other
core groupcompanies

Each core group companies
company
Board of Directors
Executive Management
Committee
ALM
LM & Market Risk
Management Committee

CEO
Senior executive officers
responsible for risk management

Offices
Offices
Middle Offices

Risk Management Division

Board
Front
ofOffices
Directors

164

Market Risk Management StructureMarket Risk Management of the Mizuho GroupOur board of directors determines key matters pertaining to market risk management policies. The ALM &market risk management committee of Mizuho Financial Group broadly discusses and coordinates mattersrelating to basic asset and liability management policies, risk planning and market risk management and proposes
responses to emergencies such as sudden market changes. The chief risk officer of Mizuho Financial Group is
responsible for matters relating to market risk management planning and operations.
The Risk Management Division of Mizuho Financial Group is responsible for monitoring market risk,
reports and analyses, proposals, setting limits and guidelines, and formulating and implementing plans relating tomarket risk management. The Risk Management Division assesses and manages overall market risk of theMizuho group. It also receives reports from our principal banking subsidiaries and other core group companies
on their market risk management that enable it to obtain a solid grasp of the risk situation, submitting reports tothe chief executive officer on a daily basis and to our board of directors and the executive management
committee of Mizuho Financial Group on a regular basis.
To manage market risk, we set limits that correspond to risk capital allocations according to the risk profilesof our principal banking subsidiaries and other core group companies and thereby prevent market risk fromexceeding our ability to withstand losses based on our financial strength represented by capital, etc. The amountof risk capital allocated to market risk corresponds to VaR and additional costs that may arise in order to close
relevant positions. For trading and banking activities, we set limits for VaR and for losses. For banking activities,
we set position limits based on interest rate sensitivity as needed.
These limits are discussed and coordinated by the ALM & market risk management committee, discussed
further by the executive management committee, then determined by the chief executive officer. Various factors
are taken into account including business strategies, historical limit usage ratios, risk-bearing capacity (profits,
total capital and risk management systems), profit targets and the market liquidity of the products involved.
Market Risk Management at Our Principal Banking Subsidiaries and Other Core Group Companies
Our principal banking subsidiaries and Mizuho Securities which account for most of the Mizuho group’s
exposure to market risk have formulated their basic policies in line with the basic policies determined by Mizuho
Financial Group. Their boards of directors determine important matters relating to market risk management while
their chief executive officers are responsible for controlling market risk. Their respective business policy
committees, including their ALM & market risk management committees, are responsible for overall discussion
and coordination of market risk management. Specifically, these committees discuss and coordinate mattersrelating to basic asset and liability management policies, risk planning and market risk management and propose
responses to emergencies such as sudden market changes. The chief risk officer of each subsidiary is responsible
for matters pertaining to planning and implementing market risk management. Based on a common group risk
capital allocation framework, the above-mentioned subsidiaries manage market risk by setting limits according to
the risk capital allocated to market risk by Mizuho Financial Group.
These companies have established specialized company-wide market risk management divisions to provide
integrated monitoring of market risk, submit reports, analyses and proposals, set limits and formulate andimplement plans relating to market risk management. The risk management divisions of each company submit
reports on the status of market risk management to their respective chief executive officers and top management
on a daily basis, and to their board of directors and executive management committee on a regular basis. They
also provide regular reports to Mizuho Financial Group. To provide a system of mutual checks and balances inmarket operations, they have established middle offices specializing in risk management that are independent of
their front offices, which engage in market transactions, and their back offices, which are responsible for bookentries and settlements. When VaR is not adequate to control risk, the middle offices manage risk using165

additional risk indices, carry out stress tests and set stop loss limits as needed. They monitor their market
liquidity risk for individual financial products in the market while taking turnover and other factors into
consideration.
Liquidity Risk Management Structure
Liquidity Risk Management of the Mizuho Group
Our liquidity risk management structure is generally the same as the market risk management structure
described above. However, the head of the Financial Control & Accounting Group of Mizuho Financial Group isadditionally responsible for matters relating to planning and running cash flow management operations, while the
Financial Planning Division is responsible for monitoring and adjusting the cash flow management situation andfor planning and implementing cash flow management. Reports on the cash flow situation are submitted to the
ALM & market risk management committee, the executive management committee and the chief executive
officer.
We measure liquidity risk using indices pertaining to cash flow, such as limits on funds raised in the market.
Limits on liquidity risk are discussed and coordinated by the ALM & market risk management committee,
discussed further by the executive management committee and determined by the chief executive officer. We haveestablished classifications for the cash flow conditions affecting the group, ranging from “normal” to “cause forconcern” and “critical,” and have established procedures for dealing with cases which are deemed to fall into the“cause for concern” or “critical” categories. In addition, we have constructed a system under which we will be able
to respond smoothly in the event of emergency situations that affect our funding by establishing action plans.
Liquidity Risk Management at Our Principal Banking Subsidiaries and Other Core Group Companies
The liquidity risk management structures of Mizuho Corporate Bank, Mizuho Bank, Mizuho Trust &Banking and Mizuho Securities are generally the same as the aforementioned market risk management structures,
but the senior executives responsible for risk management are responsible for matters pertaining to planning andconducting liquidity risk management, while the senior executives of the asset and liability management andtrading units are responsible for matters pertaining to planning and conducting cash flow management.
The methodologies used for ensuring precise control of liquidity risk include the formulation ofmanagement indices pertaining to cash flow, such as limits on funds raised in the market. As with Mizuho
Financial Group, the above-mentioned companies have established classifications for the cash flow affecting
them, ranging from “normal” to “cause for concern” and “critical,” and have established procedures for cases
which are deemed to fall into the “cause for concern” or “critical” categories.
Each subsidiary has adopted stringent controls that call for the submission of reports on liquidity risk
management and cash flow management to the ALM & market risk management committee and other business
policy committees, the executive management committee and the chief executive officer of each subsidiary.
Our Response to Dislocation in Global Financial Markets
A steep rise in the U.S. subprime loan delinquency rate caused a sharp drop in the price of related
securitization products. Thereafter, the price of securitization and other products, including securitization
products not directly related to subprime loans, declined sharply in global financial markets as market liquidity
was diminished. During the fiscal year ended March 31, 2008, the global financial markets thus experienced asignificant stress situation as a result of such market dislocation.
Because market risk measurements and management using the value-at-risk method is based on historical
data, they are subject to limitations in such market environment. We thus (i) strengthened the management of
maximum exposure limits for securitization products and (ii) conducted stress testing based on diminishedmarket liquidity for securitization products.
166

Back Testing and Stress Testing
In order to evaluate the effectiveness of market risk measurements calculated using the value-at-risk
method, we carry out regular back tests to compare value-at-risk with assumptive profits and losses. Assumptive
profits and losses accounts for general market risk. The graph below shows daily value-at-risk of trading
activities for the fiscal year ended March 31, 2008, and the corresponding paired distribution of profits andlosses:Back Testing for the fiscal year ended March 31, 2008
assumptive profit or loss
(billions of yen)

8
7
6
5
4
3
2
1
0
-1
-2
-3
-4
-5
-6
-7
-8
0

1

2

3

4

5

6

7

8

VaR (billions of yen)

We had no cases where profits/losses exceeded value-at-risk during the period.
Because the value-at-risk method is based on statistical assumptions, we conduct stress testing to simulate
the levels of losses that could be incurred in cases where the market moves suddenly to levels that exceed theseassumptions. The stress testing methods we use include the calculation of losses on the basis of the largest
fluctuations occurring over a period of more than five years and the calculation of losses based on market
fluctuations occurring during historical market events. We also added stress testing based on a sharp drop in theprice of securitization and other products due to diminished market liquidity stemming from the U.S. subprime
loan issues. The table below shows the assumed maximum loss results of stress testing in trading activities using
the methods described above:
As of March 31, 2008
(in billions of yen)

Assumed maximum loss result calculated by stress testing (holding period: one month) . . . .
Assumed maximum loss result calculated by stress testing based on a sharp drop in the priceof securitization and other products due to diminished market liquidity (holding period:
one year) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

167

¥48.2

¥42.4

Outlier Criteria
As part of the new capital adequacy requirements under Basel II, the losses arising from a banking book in
hypothetical interest rate shock scenarios under certain stress conditions are calculated and compared with thesum of Tier 1 and Tier 2 capital. If the interest rate risk of the banking book leads to an economic value declineof more than 20% of the sum of Tier 1 and Tier 2 capital, we will be deemed an “outlier” and may be required toreduce the banking book risk or adopt other responses. We measure losses arising from our banking book eachmonth as a part of our stress tests.
The table below shows the results of calculations of losses in the banking book in cases where interest rate
fluctuations occur under stress conditions. The results of calculations of losses in the banking book show thatthey are 8.8% of broadly-defined capital. Because the amount of risk on the banking book is therefore well underthe 20% threshold and within controllable limits, we do not fall under the “outlier” category.
Results of calculations under the outlier framework

Amount of Broadly-defined Loss ratio tolosscapitalcapital(in billions of yen, except percentages)

As of March 31, 2006 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
As of March 31, 2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
As of March 31, 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of yen interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of dollar interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of euro interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥161.3
626.1
679.3
391.2
230.2
44.3

¥8,993.2
8,841.3
7,708.3

1.8%
7.1
8.8

Notes:(1) In the above results of calculations of losses, a part of demand deposits without fixed intervals for amending
applicable interest rates is deemed core deposits and is treated accordingly in the calculation.
(2) For the interest rate shock scenario used in connection with the above figures, we generate annual rate
fluctuation data for five years derived from daily raw historical interest rate data of the past six years andthen apply the actual fluctuation data, which show a rise in interest rates, at a 99.0% confidence level to theshock scenario.
Value-at Risk
We use the value-at-risk (VaR) method, supplemented with stress testing, as our principal tool to measuremarket risk. The value-at-risk method measures the maximum possible loss that could be incurred due to market
movements within a certain time period (or holding period) and degree of probability (or confidence interval).
Trading Activities
VaR related to our trading activities is based on the following:•

variance co-variance model for linear risk and monte-carlo simulation for non-linear risk;•

confidence interval: one-tailed 99.0%;•

holding period of one day; and•historical observation period of one year.

168The following tables show the VaR related to our trading activities by risk category for the fiscal years
ended March 31, 2006, 2007 and 2008 and as of March 31, 2006, 2007 and 2008:
Risk category

Fiscal year ended March 31, 2006
Daily average
Maximum
Minimum(in billions of yen)

As ofMarch 31, 2006

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . .
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥1.7
1.1
1.4
0.2

¥2.7
1.8
3.2
1.7

¥1.1
0.3
0.5
0.0

¥2.4
0.9
3.0
0.1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3.2

¥5.5

¥2.0

¥5.1

Risk category

Fiscal year ended March 31, 2007
Daily average
Maximum
Minimum(in billions of yen)

As ofMarch 31, 2007

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . .
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2.3
1.2
1.8
0.2

¥3.9
4.0
3.5
0.4

¥1.4
0.5
0.7
0.0

¥1.5
1.8
1.8
0.3

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥4.3

¥6.5

¥3.2

¥3.9

Risk category

Fiscal year ended March 31, 2008
Daily average
Maximum
Minimum(in billions of yen)

As ofMarch 31, 2008

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . .
Equities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥2.3
2.0
1.6
0.2

¥3.8
6.4
2.8
0.3

¥1.5
0.9
0.8
0.1

¥2.6
4.4
1.3
0.1

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥4.4

¥7.9

¥3.0

¥6.7

The following graph shows VaR figures of our trading activities for the fiscal year ended March 31, 2008:(VaR: billions of yen)
8
7
6
5
4
3
2
1

04

/0
2
04 /20/1 07
6
04 /20/3 07
005 /20/1 07
4
05 /20/2 07
806 /20/1 07
1
06 /20/2 07
507 /20/0 07
907 /20/2 07
3
08 /20/0 07
608 /20/2 07
009 /20/0 07
3
09 /20/1 07
7
10 /20/0 07
1
10 /20/1 07
5
10 /20/2 07
911 /20/1 07
2
11 /20/2 07
6
12 /20/1 07
012 /20/2 07
4
01 /20/0 07
7
01 /20/2 08
1
02 /20/0 08
4
02 /20/1 08
803 /20/0 08
3
03 /20/1 08
7
03 /20
/3 08
1/
20
08

0

169

The following table shows VaR figures of our trading activities for the fiscal years indicated:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen, except number of cases)

Maximum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minimum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
The number of cases where profits/losses exceeded VaR . . . . . . . . .

¥

5.5
2.0
3.2
no cases

¥

6.5
3.2
4.3
no cases

¥

7.9
3.0
4.4
no cases

Non-trading Activities
The VaR related to our banking activities is based on the same conditions as those of trading activities, but
the holding period is one month.
The graph below shows the VaR related to our banking activities excluding our strategic equity portfolio forthe year ended March 31, 2008.
(VaR: billions of yen)
(%)
350

1.8

300

1.6
1.4

250

1.2
200
1.0
150
0.8
100
0.6
50

VaR

0.4

Interest rate on five-year government bonds

0.2

04

/0
2
04 /20/1 07
6
04 /20/3 07
005 /20/1 07
4
05 /20/2 07
806 /20/1 07
1
06 /20/2 07
507 /20
/0 07
9/
07 20
/2 07
3
08 /20/0 07
608 /20/2 07
009 /20/0 07
3
09 /20/1 07
7
10 /20/0 07
1
10 /20/1 07
5
10 /20/2 07
911 /20/1 07
2
11 /20/2 07
6
12 /20
/1 07
0/
12 20
/2 07
4
01 /20/0 07
7
01 /20/2 08
1
02 /20
/0 08
4/
02 20
/1 08
8
03 /20
/0 08
3/
03 20
/1 08
7
03 /20
/3 08
1/
20
08

0

The following table shows the VaR figures relating to our banking activities for the fiscal years indicated:
Fiscal years ended March 31,
2006
2007
2008
(in billions of yen)

Maximum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ¥247.2 ¥251.5 ¥303.9
Minimum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
152.8
103.1
160.5
Average . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
213.9
179.4
226.8

170

VaR is a commonly used market risk management technique. However, VaR models have the following
shortcomings:•

By its nature as a statistical approach, VaR estimates possible losses over a certain period at a particularconfidence level using past market movement data. Past market movement, however, is not necessarily
a good indicator of future events, particularly potential future events that are extreme in nature.

•

VaR may underestimate the probability of extreme market movements.

•

The use of a 99.0% confidence level does not take account of, nor makes any statement about, any
losses that might occur beyond this confidence level.

•

VaR does not capture all complex effects of various risk factors on the value of positions and portfolios
and could underestimate potential losses.

We also conduct interest sensitivity analyses of interest risk, our main source of market risk. The following
table shows sensitivity to yen interest risk in our banking activities as of the dates indicated. As shown in the table,
we have reduced overall sensitivity to the risk of future increases in interest rates. Interest rate sensitivity (10 BPV)
shows how much net present value varies when interest rates rise by 10 basis (0.1%), and it explains the impact ofinterest rate movements on net present value when short- and long-term interest rates behave differently.
2006

As of March 31,
2007(in billions of yen)

2008

ChangeUp to one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
From one to five years . . . . . . . . . . . . . . . . . . . . . . . . . .
Over five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥ (7)
(14)
(6)

¥ (6)
(21)
(20)

¥ (7)
(14)
(27)

¥(1)
7
(7)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥(27)

¥(48)

¥(48)

¥(0)

Market Risk Equivalent
In order to calculate the amount of capital necessary to meet the capital requirements relating to market risk(the “market risk equivalent”), we apply internal models to calculate general market risk (risks related to factorsthat apply generally to the market, e.g., interest rates, foreign exchange rates) and the standardized measurement
method to calculate specific risks (risks other than general market risk, e.g., credit quality and market liquidity of
an individual security or instrument). In addition, our internal models are applied to trading transactions withmarket liquidity based on the relevant holding period. Under the internal models, the market risk equivalent iscalculated by taking the greater of (i) VaR on the calculation date and (ii) the average VaR for the preceding 60
business days (including the calculation date) multiplied by a multiplication factor ranging from 3.00 to 4.00 thatis determined based on the number of times VaR is exceeded upon back testing.
The following table shows total market risk equivalent as of the dates indicated calculated using thestandardized measurement method and internal models:
As of March 31,
2007
2008
(in billions of yen)

ChangeCalculated using standardized measurement method . . . . . . . . . . . . . . .
Calculated using internal models . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥138.236.7¥112.951.2¥(25.3)
14.5

Total market risk equivalent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥174.9¥164.2¥(10.7)Note:
VaR used to calculate Market Risk Equivalent is based on the following:•

variance co-variance model for linear risk and monte-carlo simulation for non-linear risk;171•

confidence interval: one-tailed 99.0%;•

holding period of 10 days; and•historical observation period of one year.

Operational Risk Management
We define operational risk as the risk of loss that we may incur resulting from inadequate or failed internal
processes, people and systems or from external events. We recognize that operational risk includes information
technology risk, operations risk, legal risk, human resources risk, tangible asset risk, regulatory change risk andreputational risk. We have determined risk management policies concerning risk management structures andmethods for each kind of risk. Mizuho Corporate Bank, Mizuho Bank, Mizuho Trust & Banking, Mizuho
Securities, Mizuho Investors Securities and Trust & Custody Services Bank each manage operational risk in an
appropriate manner pursuant to risk management policies determined by Mizuho Financial Group.
Mizuho Financial Group, Mizuho Corporate Bank, Mizuho Bank, Mizuho Trust & Banking, Mizuho
Securities, Mizuho Investors Securities and Trust & Custody Services Bank share common rules for data
gathering, and we measure operational risk on a regular basis, taking into account possible future loss events andthe changes in the business environment and internal management.
We have established and are strengthening management methods and systems to appropriately identify,
assess, measure, monitor and control the operational risks which arise from the growing sophistication anddiversification of financial operations and developments relating to information technology by utilizing control
self-assessments and improving measurement methods.
Definition of Risks and Risk Management Methods
As shown in the table below, we have defined each component of operational risk and we apply appropriate
risk management methods in accordance with the scale and nature of each risk.
Definition

Principal Risk Management Methods

Information
Risk that customers may suffer service
Technology Risk disruptions, or that customers or the group
may incur losses arising from system defects
such as failures, faults, or incompleteness incomputer operations, or illegal orunauthorized use of computer systems.

•

•
•
•

Operations Risk

Risk that customers may suffer service
disruptions, as well as the risk that customers
or the group may incur losses because senior
executives or employees fail to fulfill theirtasks properly, cause accidents or otherwise
act improperly.

•
•
•
•

•

172

Identify and evaluate the risk by setting
specific standards that need to becomplied with and implementing
measures tailored based on evaluation
results to reduce the risk.
Ensure ongoing project management insystems development and quality control.
Strengthen security to prevent
information leaks.
Improve effectiveness of emergency
responses by improving backup systems
and holding drills.
Establish clearly defined procedures forhandling operations.
Periodically check the status ofoperational processes.
Conduct training and development
programs by headquarters.
Introduce information technology, officeautomation and centralization for
operations.
Improve the effectiveness of emergency
responses by holding drills.

Definition

Legal Risk

Principal Risk Management Methods

Risk that the group may incur losses due toviolation of laws and regulations, breach ofcontract, entering into improper contracts orother legal factors.

•

•
•
Human
Resources Risk

Tangible Asset
Risk

Regulatory
Change Risk

Risk that the group may incur losses due todrain or loss of personnel, deterioration of
morale, inadequate development of humanresources, inappropriate working schedule,
inappropriate working and safety
environment, inequality or inequity in humanresource management or discriminatory
conduct.

••

Risk that the group may incur losses fromdamage to tangible assets or a decline in thequality of working environment as a result of
disasters, criminal actions or asset
maintenance.

•

Risk that the group may incur losses due tochanges in various regulations or systems,
such as those related to law, taxation andaccounting.

•

•

•

•
•

Reputational
Risk

Risk that the group may incur losses due todamage to our credibility or the value of the“Mizuho” brand when market participants orothers learn about, or the media reports on,
various adverse events, including actual
materialization of risks or false rumors.

••

Review and confirm legal issues,
including the legality of material
decisions, agreements and external
documents, etc.
Collect and distribute legal informationand conduct internal training programs.
Analyze and manage issues related tolawsuits.
Conduct employee satisfaction surveys.
Understand the status of vacation days
taken by personnel.
Understand the status of voluntary
resignations.

Manage the planning and implementationof construction projects related to therepair and replacement of facilities.
Identify and evaluate the status ofdamage to tangible assets caused bynatural disasters, etc., and respond
appropriately to such damage.
Understand important changes inregulations or systems that havesignificant influence on our business
operations or financial condition in atimely and accurate manner.
Analyze degree of influence of regulatorychanges and establish countermeasures.
Continuously monitor our regulatorychange risk management mentioned
above.
Establish framework to identify andmanage, on an integrated basis,
information that may have a serious
impact on group management andrespond to such risk in a manner
appropriate to its scale and nature.
Swiftly identify rumors and devise
appropriate responses depending on theurgency and possible impact of thesituation to minimize possible losses.

We also recognize and manage “Information Security Risk” and “Compliance Risk,” which constitute a
combination of more than one of the above components of operational risk, as operational risk.

173

Certification of Information Security Management System
Mizuho Financial Group obtained certifications for the Information Security Management Systems of alldivisions of the company under both the Conformity Assessment Scheme, “ISO/IEC27001: 2005,” theinternational standard, and “JIS Q 27001: 2006,” the domestic standard. Mizuho Bank also obtained the same
certifications for its “Planning, promotion and sales supporting divisions of financial products and services forindividuals, corporate and public sector customers” of the head office. Mizuho Financial Group, as the holding
company for the Mizuho group, is responsible for the planning, design and promotion of information security
management of its group companies and has implemented various measures to enhance our management of
information security, including protection of personal information. Mizuho Financial Group will encourage its
other group companies to obtain similar certifications and will continue to make efforts to further strengthen
information security management of the entire group.
Compliance
As one of Japan’s leading comprehensive financial groups, we remain conscious of the importance of oursocial responsibilities and public mission at all times. We define compliance as “the strict observance of all laws
and regulations and the pursuit of fair and honest corporate activities that conform to the norms accepted bysociety” and view ongoing compliance as one of the basic principles of sound business management. Each of ourgroup companies maintains its own compliance structure in line with the basic policies established by Mizuho
Financial Group.
Compliance Structure
The chief executive officer of Mizuho Financial Group, Mizuho Corporate Bank and Mizuho Bank eachgenerally oversees compliance matters of the respective company, and such chief executive officers also head
their respective compliance committees at which important matters concerning compliance are discussed. The
three companies also have individual compliance divisions under a chief compliance officer. These divisions are
responsible for compliance planning and implementation and control overall compliance management at therespective companies. At the level of each organizational unit (such as branches and divisions) at the threecompanies, the head of the unit is responsible for guidance and implementation related to compliance matterswithin such unit, and the compliance officer or the compliance administrator at each unit reviews the status ofcompliance.
Other core group companies such as Mizuho Trust & Banking and Mizuho Securities have also establishedcompliance structures adapted to the characteristics of their respective businesses.
Mizuho Financial Group monitors the status of compliance of the Mizuho group through reports submitted
by our principal banking subsidiaries and other core group companies and adopts appropriate responses whennecessary.
Compliance at subsidiaries of our principal banking subsidiaries and other core group companies ismonitored and managed by their respective parent.
Compliance Activities
We have established the “Mizuho Code of Conduct,” which sets forth clear and concrete standards of ethicalbehavior, and distributed it to all directors, senior management and employees of the Mizuho group so that they
are well aware of its content and act accordingly.
Each of our group companies has also prepared a compliance manual, which serves as a practical guidebook
for rigorous compliance enforcement and clarifies the laws and regulations that the group companies mustobserve in pursuing their business activities and the compliance activities they are required to follow.
174

We conduct compliance training for directors, senior management and employees so that they are fullyacquainted with the contents of the manual. We monitor the status of compliance levels through self assessments
conducted by individual organizational units and monitoring conducted by the compliance division of eachcompany.
Every fiscal year, each of our group companies establishes a compliance program, which contains concretemeasures for compliance enforcement such as measures related to the management of the complianceframework, training and assessments. Progress regarding the implementation of the compliance program ismonitored every six months.
Internal Audit
Internal audits are designed as an integrated process, independent from other business operations, forevaluating the extent to which internal control achieves its objectives in key areas, including appropriate risk
management, efficient and effective business operations, reliable financial reporting and compliance with laws,
regulations and internal rules. We conduct internal audits from an objective and comprehensive standpoint,
independent of operational reporting lines, and offer advice and remedial recommendations in connection withany problems that may be identified. Through this process, internal audits assist the boards of directors of each of
our group companies to fulfill their managerial duties efficiently and effectively.
In line with the Basic Policy for Internal Audit established by Mizuho Financial Group, our principal
banking subsidiaries and other core group companies conduct internal audits, which include the auditing of theirrespective subsidiaries. In addition, with respect to the management of risks applicable across the Mizuho group,
we coordinate internal audits throughout the group to assess the risk management status of the group as a whole.
Internal Audit Management Structure
Mizuho Financial Group
Our internal audit committee determines all important matters concerning internal audits. The committee ischaired by our president and chief executive officer and is independent of our other business operations.
Our internal audit committee monitors and manages internal audits at our principal banking subsidiaries andother core group companies through internal audit reports submitted by such subsidiaries. Our internal audit
committee discusses and makes decisions regarding internal audits at our principal banking subsidiaries and othercore group companies and submits the results, together with the results of their examination of the internal audit
reports, to our board of directors.
Mizuho Corporate Bank and Mizuho Bank
Mizuho Corporate Bank and Mizuho Bank have also established internal audit committees that are
independent of their other business operations.
Mizuho Corporate Bank and Mizuho Bank have established internal audit divisions and credit review
divisions to conduct internal audits at their respective domestic and overseas business offices, head officedivisions and group companies. Specifically, the internal audit divisions assess the suitability and effectiveness ofbusiness activities associated with compliance and risk management. The credit review divisions audit credit
ratings and the status of credit management in addition to auditing the self-assessment of assets to verify theaccuracy and suitability of matters deemed necessary to assure the soundness of assets.
Other Core Group Companies
Mizuho Trust & Banking, Mizuho Securities and our other core group companies have also establishedeffective and efficient internal audit structures adapted to the characteristics of their respective businesses.
175

ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

Not applicable.

176

PART IIITEM 13.

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIESNone.
ITEM 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE
OF PROCEEDS

None.
ITEM 15.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures
We carried out an evaluation under the supervision and with the participation of our management, including
our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of ourdisclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of March 31, 2008.
There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including
the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly,
even effective disclosure controls and procedures can only provide reasonable, not absolute, assurance ofachieving their control objectives. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that the degree ofcompliance with the policies or procedures may deteriorate. Based upon the evaluation referred to above, ourChief Executive Officer and Chief Financial Officer concluded that the design and operation of our disclosure
controls and procedures as of March 31, 2008 were effective to provide reasonable assurance that information
required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the SEC’s rules and forms.
Management’s Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial
reporting, as defined in Rules 13a-15(f) under the Securities Exchange Act of 1934. Our internal control overfinancial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting andthe preparation of financial statements for external purposes in accordance with applicable generally accepted
accounting principles. Our internal control over financial reporting includes those policies and procedures that:(i)pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect thetransactions and dispositions of our assets;(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles, and that our receipts
and expenditures are being made only in accordance with authorizations of management and directors;
and(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use
or disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with thepolicies or procedures may deteriorate.
Our management evaluated the effectiveness of our internal control over financial reporting as of March 31,
2008 based on the criteria established in “Internal Control—Integrated Framework” issued by the Committee ofSponsoring Organizations of the Treadway Commission (COSO). Based on the evaluation, management has
concluded that we maintained effective internal control over financial reporting as of March 31, 2008.
177

Our independent registered public accounting firm, Ernst & Young ShinNihon LLC has issued an attestation
report on our internal control over financial reporting as of March 31, 2008, which appears on page F-3.
Attestation Report of the Registered Public Accounting Firm
See the attestation report of our independent registered public accounting firm, Ernst & Young ShinNihon
LLC, which appears on page F-3.
Changes in Internal Control over Financial Reporting
During the period covered by this annual report, there were no changes in our internal control over financial
reporting that has materially affected, or is reasonably likely to materially affect, our internal control overfinancial reporting.
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERTOur board of corporate auditors has determined that Mr. Masahiro Seki is an “audit committee financial
expert” as defined in Item 16A of Form 20-F and is “independent” as defined in the listing standards of the
NYSE. Mr. Seki, a corporate auditor, has spent most of his career auditing Japanese companies that prepare theirfinancial statements based on accounting standards generally accepted in the United States as well as
multinational companies that operate in Japan and is a Japanese-qualified certified public accountant.
ITEM 16B. CODE OF ETHICS
Mizuho Financial Group has adopted a code of ethics, which is applicable to all directors and executive
officers, as well as all managers and other employees of the Company who engage in financial reporting,accounting or disclosure. The code of ethics is included in this annual report as Exhibit 11.
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Fees for Services provided by Ernst & Young ShinNihon LLC
The aggregate fees billed by Ernst & Young ShinNihon LLC (“E&Y”), our independent registered public
accounting firm, and its affiliates, for the fiscal years ended March 31, 2007 and 2008 are presented in thefollowing table:
Fiscal year ended March 31,
2007
2008
(in millions of yen)

Audit fees(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Audit-related fees(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax fees(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other fees(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥3,9701,143
60
3¥5,730656
100
50

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

¥5,176¥6,536

Notes:(1) Audit fees include fees related to the audit of U.S. GAAP financial statements as well as Japanese GAAP
financial statements used for home-country reporting purposes. Audit fees for the fiscal year ended
March 31, 2008 were significantly higher than the audit fees for the fiscal year ended March 31, 2007. The
increase was due mainly to an audit of internal control over financial reporting, which was implemented in
the fiscal year ended March 31, 2008 pursuant to Section 404 of the Sarbanes-Oxley Act.
(2) Audit-related fees include fees for services relating to agreed-upon procedures on internal controls, due
diligence services related to our securitization business and services related to the implementation ofSection 404 of the Sarbanes-Oxley Act.
178

(3) Tax fees include fees for services relating to the preparation of tax returns and tax advice.
(4) All other fees include fees for services relating to education to improve the financial business knowledge of
our employees.
Pre-Approval Policies and Procedures
We established the pre-approval policies and procedures required by the Sarbanes-Oxley Act on April 1,
2006. Under the procedures, Mizuho Financial Group and its subsidiaries must apply to our corporate auditors
for pre-approval before entering into an agreement regarding audit and permitted non-audit services with E&Y.
We follow two types of pre-approval policies and procedures:
General pre-approval . . . . . . . . . . . . . . . .

General pre-approval is required for services which are
expected to be performed during a given fiscal year. Ourboard of corporate auditors reviews the fees for eachservice and the maximum amount of aggregate fees that
may be incurred and authorizes pre-approval at the
beginning of each fiscal year.

Specific pre-approval . . . . . . . . . . . . . . .

For those services which have not been approved pursuant
to the general pre-approval procedure, specific preapproval by our corporate auditors is required prior toeach engagement. With respect to such services, two fulltime corporate auditors must provide pre-approval andreport such pre-approval at the monthly meeting of theboard of corporate auditors.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
Mizuho Financial Group does not have an audit committee. We are relying on the general exemption
contained in Rule 10A-3(c)(3) under the Exchange Act, which provides an exemption from the NYSE’s listing
standards relating to audit committees for foreign companies that have a board of corporate auditors that meet therequirements set forth in Rule 10A-3(c)(3). Our reliance on Rule 10A-3(c)(3) does not, in our opinion, materiallyadversely affect the ability of our board of corporate auditors to act independently and to satisfy the otherrequirements of Rule 10A-3.

179

ITEM 16E. PURCHASE OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED
PURCHASERS
The following table sets forth purchases of our common stock by us and our affiliated purchasers during the
fiscal year ended March 31, 2008:
Maximum
number of sharesthat may yet bepurchased under
the plans orprograms

Total number ofshares purchased

Average pricepaid per share

Total number ofshares purchased
as part of publicly
announced plansor programs

April 1 to April 30, 2007 . . . . . . . . . . . . . . . . .
May 1 to May 31, 2007 . . . . . . . . . . . . . . . . . .
June 1 to June 30, 2007 . . . . . . . . . . . . . . . . . .
July 1 to July 31, 2007 . . . . . . . . . . . . . . . . . .
August 1 to August 31, 2007 . . . . . . . . . . . . . .
September 1 to September 30, 2007 . . . . . . . .
October 1 to October 31, 2007 . . . . . . . . . . . .
November 1 to November 30, 2007 . . . . . . . .
December 1 to December 31, 2007 . . . . . . . . .
January 1 to January 31, 2008 . . . . . . . . . . . . .
February 1 to February 28, 2008 . . . . . . . . . . .
March 1 to March 31, 2008 . . . . . . . . . . . . . . .

32.34
57.39
70.05
176.20154,615.79
60,415.06
57.06
36.41
63.80
40.75
25.80
22.65

¥760,670
768,526
878,906
854,515
690,687
715,987
658,567
573,154575,542508,752
452,289
398,810————
154,534
60,366
—
—
—
—
—
—

—
—
250,000
250,000
95,466
—
—
—
—
—
—
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . .

215,613.30¥697,846

214,900—

Notes:(1) A total of 713.30 shares were purchased other than through a publicly announced plan or program during
the fiscal year ended March 31, 2008, due to our purchase of fractional shares from registered holders offractional shares at the current market price of those shares.
(2) In addition to the purchases shown in the table above, on May 28, 2007, we repurchased and cancelled
261,040.83 shares of our common stock held by Mizuho Financial Strategy.
(3) On May 22, 2007, our board of directors resolved to acquire up to 250 thousand shares of our common stock
for an aggregate purchase price of ¥150 billion during the period from June 1, 2007 to November 30, 2007.
In accordance with such resolution, we acquired 214,900 shares for an aggregate purchase price of¥149,954,228,000 and announced the conclusion of such acquisition on September 6, 2007.
(4) On May 15, 2008, our board of directors resolved to acquire up to 600 thousand shares of our common stock
for an aggregate purchase price of ¥150 billion during the period from June 10, 2008 to November 30, 2008.
In accordance with such resolution, we acquired 283,500 shares for an aggregate purchase price of¥149,990,515,000 and announced the conclusion of such acquisition on July 24, 2008.

180

PART IIIITEM 17.

FINANCIAL STATEMENTS

We have elected to provide the financial statements and related information specified in Item 18.
ITEM 18.

FINANCIAL STATEMENTS

The information required by this item is set forth in our consolidated financial statements starting on pageF-1 of this annual report.
ITEM 19.

EXHIBITS

Exhibit
NumberDescription of Exhibits

1.1

Articles of Incorporation of Mizuho Financial Group, Inc., dated June 26, 2008 (English Translation)

1.2

Bylaws Regarding the Board of Directors of Mizuho Financial Group, Inc., effective from January 8,
2003 and as amended on June 27, 2006 (English Translation)*

1.3

Regulations of Board of Corporate Auditors of Mizuho Financial Group, Inc., effective from January
9, 2003 and as amended on September 25, 2006 (English Translation)*

1.4

Share Handling Regulations of Mizuho Financial Group, Inc., dated November 16, 2007 (English
Translation)

2.1

Specimen of common stock certificates*

2.2

Form of American Depositary Receipt*

2.3

Form of Deposit Agreement among the registrant, The Bank of New York Mellon (formerly The
Bank of New York) as Depositary and all owners and holders from time to time of American
Depositary Receipts issued thereunder*

8

List of significant subsidiaries of Mizuho Financial Group, Inc.—see “Item 4.C. Information on the
Company—Organizational Structure.”

11

Code of Ethics of Mizuho Financial Group, Inc.**

12.1

CEO Certification required by Rule 13a-14(a) (17 CFR 240.13a-14(a)).

12.2

CFO Certification required by Rule 13a-14(a) (17 CFR 240.13a-14(a)).

13

Certification required by Rule 13a-14(b) (17 CFR 240.13a-14(b)) and Section 1350 of Chapter 63 of
Title 18 of the United States Code (18 U.S.C. 1350).

***

Incorporated by reference to our registration statement on Form 20-F (No. 001-33098) filed on October 19,
2006.
Incorporated by reference to our annual report on Form 20-F (No. 001-33098) filed on August 10, 2007.

181

SELECTED STATISTICAL DATA
In preparing the selected statistical data set forth below, foreign activities are defined as business transactions
that involve customers residing outside of Japan. However, as the operations of Mizuho Financial Group, Inc.
and its subsidiaries (“the MHFG Group” or “the Group”) are highly integrated globally, the MHFG Group has
made certain estimates and assumptions in allocating assets, liabilities, income and expense between domestic
and foreign operations. The Group considers domestic and foreign activities determined by such methods to be
representative of the Group’s operations.

A-1

I. Distribution of assets, liabilities and shareholders’ equity; interest rates and interest differential
Average balances of balance sheet items, interest and dividend income, interest expense and average yields andrates
The following tables show the MHFG Group’s average balances of balance sheet items, Interest and dividend
income, Interest expense, average yields on interest-earning assets, and average rates on interest-bearing
liabilities for the fiscal years ended March 31, 2006, 2007 and 2008. Average balances are generally based on adaily average. Month-end or quarter-end averages are used for certain average balances where it is notpracticable to obtain applicable daily averages. The average balances determined by such methods are considered
to be representative of the MHFG Group’s operations.
2006

Averagebalance

2007

Interest anddividend Average
incomeyield

Averagebalance

2008

Interest anddividend Average
incomeyield

Averagebalance

Interest anddividend Average
incomeyield(in millions of yen, except percentages)

Assets:Interest-earning assets:
Interest-bearing deposits inother banks:
Domestic . . . . . . . . . . .
Foreign . . . . . . . . . . . .

876,669
623,755

25,25625,753

2.88%
4.13%

585,726
1,231,120

29,72946,856

5.08%
3.81%

779,287
1,439,143

24,79253,552

3.18%
3.72%

Total . . . . . . . . . . . . . .

1,500,424

51,0093.40%

1,816,846

76,585

4.22%

2,218,430

78,344

3.53%

Call loans and funds sold,
and receivables underresale agreements andsecurities borrowing
transactions:
Domestic . . . . . . . . . . .
Foreign . . . . . . . . . . . .

7,695,098
7,284,547

5,108
262,218

0.07%
3.60%

7,965,490
9,574,941

25,396477,841

0.32% 7,543,809
4.99% 11,259,822

49,240534,762

0.65%
4.75%

Total . . . . . . . . . . . . . . 14,979,645

267,326

1.78% 17,540,431

503,237

2.87% 18,803,631

584,002

3.11%

7,832,031
3,906,496

20,49440,794

0.26%
1.04%

6,695,053
3,865,653

19,87749,603

0.30%
1.28%

7,388,942
4,337,103

34,14050,286

0.46%
1.16%

Trading account assets:
Domestic . . . . . . . . . . .
Foreign . . . . . . . . . . . .

Total . . . . . . . . . . . . . . 11,738,527

61,288

0.52% 10,560,706

69,4800.66% 11,726,045

84,4260.72%

Investments:
Domestic . . . . . . . . . . . 30,404,607
Foreign . . . . . . . . . . . . 7,566,952

155,345
295,141

0.51% 28,106,504
3.90% 8,882,618

234,150
378,751

0.83% 27,900,453
4.26% 9,840,043

282,028
446,558

1.01%
4.54%

Total . . . . . . . . . . . . . . 37,971,559

450,486

1.19% 36,989,122

612,901

1.66% 37,740,496

728,586

1.93%

Loans (Note):
Domestic . . . . . . . . . . . 58,348,102
Foreign . . . . . . . . . . . . 7,269,244

836,483
291,315

1.43% 58,401,018
4.01% 9,641,893

899,095
478,009

1.54% 57,661,789 1,020,208
4.96% 10,860,713
614,694

1.77%
5.66%

Total . . . . . . . . . . . . . . 65,617,346 1,127,798

1.72% 68,042,911 1,377,104

2.02% 68,522,502 1,634,902

2.39%

Total interest-earning
assets:Domestic . . . . . . . . . . . 105,156,507 1,042,686
Foreign . . . . . . . . . . . . 26,650,994
915,221

0.99% 101,753,791 1,208,247
3.43% 33,196,225 1,431,060

1.19% 101,274,280 1,410,408
4.31% 37,736,824 1,699,852

1.39%
4.50%

Total . . . . . . . . . . . . . . 131,807,501 1,957,907

1.49% 134,950,016 2,639,307

1.96% 139,011,104 3,110,260

2.24%

4,929,162

2,208,468

1,922,379

Noninterest-earning assets:
Cash and due frombanks . . . . . . . . . . . . . . . .
Other noninterest-earning
assets . . . . . . . . . . . . . . . .
Allowance for loan
losses . . . . . . . . . . . . . . . .

6,106,938

6,323,847

7,247,988(1,566,891)(1,248,843)(1,088,628)

Total noninterestearning assets . . . . .

9,469,209

7,283,472

8,081,739

Total average assets . . . . . . . . 141,276,710

142,233,488

147,092,843

Note: Average balances of loans include all nonaccrual loans. The amortized portion of net loan origination fees (costs) is included ininterest income on loans.

A-2

Within total average assets, the percentage attributable to foreign activities was 20.3%, 24.1% and 26.7%,
respectively, for the fiscal years ended March 31, 2006, 2007 and 2008.
Averagebalance

2006
2007
Interest Average Average
Interest Average Average
expenseratebalanceexpenseratebalance(in millions of yen, except percentages)

2008
Interest Average
expenserate

Liabilities and shareholders’equity:Interest-bearing liabilities:
Deposits:
Domestic . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . .

60,741,984
5,489,960

121,644
154,530

0.20%
2.81%

62,072,831
8,675,000

234,520
349,091

0.38%
4.02%

64,295,733
9,349,287

337,497
416,683

0.52%
4.46%

Total . . . . . . . . . . . . . . . . . . . . .

66,231,944

276,174

0.42%

70,747,831

583,6110.82%

73,645,020

754,180

1.02%

Debentures—Domestic . . . . . . . .
Short-term borrowings (Note):
Domestic . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . .

7,256,478

48,2080.66%

5,629,233

34,0830.61%

3,965,305

23,7460.60%

21,047,835
11,007,913

37,380388,755

0.18%
3.53%

19,220,281
12,651,419

81,708620,465

0.43%
4.90%

19,043,323
15,538,508

158,289
737,405

0.83%
4.75%

Total . . . . . . . . . . . . . . . . . . . . .

32,055,748

426,135

1.33%

31,871,700

702,173

2.20%

34,581,831

895,694

2.59%

Trading account liabilities:
Domestic . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . .

5,145,935
3,254,557

33,736
19,103

0.66%
0.59%

4,658,215
3,597,178

13,68058,020

0.29%
1.61%

4,232,390
3,361,223

8,213
18,894

0.19%
0.56%

Total . . . . . . . . . . . . . . . . . . . . .

8,400,492

52,8390.63%

8,255,393

71,7000.87%

7,593,613

27,107

0.36%

Long-term debt:
Domestic . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . .

6,430,593
734,500

126,063
15,476

1.96%
2.11%

5,796,640
455,893

161,332
18,490

2.78%
4.06%

7,548,752
784,674

187,500
23,295

2.48%
2.97%

Total . . . . . . . . . . . . . . . . . . . . .

7,165,093

141,539

1.98%

6,252,533

179,8222.88%

8,333,426

210,795

2.53%

Total interest-bearing liabilities:
Domestic . . . . . . . . . . . . . . . . . . 100,622,825
Foreign . . . . . . . . . . . . . . . . . . . 20,486,930

367,031
577,864

0.36%
2.82%

97,377,200 525,323
25,379,490 1,046,066

0.54%
4.12%

99,085,503 715,245
29,033,692 1,196,277

0.72%
4.12%

Total . . . . . . . . . . . . . . . . . . . . . 121,109,755

944,895

1.49%

0.78% 122,756,690 1,571,389

1.28% 128,119,195 1,911,522

Noninterest-bearing liabilities . . . . .

16,343,314

15,390,390

14,960,520

Shareholders’ equity . . . . . . . . . . . . .

3,823,641

4,086,408

4,013,128

Total average liabilities andshareholders’ equity . . . . . . . . . . . 141,276,710

142,233,488

147,092,843

Net interest income and averageinterest rate spread . . . . . . . . . . . .
Net interest income as a percentageof average total interest-earning
assets . . . . . . . . . . . . . . . . . . . . . . .
Note:1,013,012

0.71%

0.77%

1,067,918

0.68%

0.79%

1,198,738

0.75%

0.86%

Short-term borrowings consist of Due to trust accounts, Call money and funds purchased, Payables under repurchase agreements andsecurities lending transactions, Commercial paper, and Other short-term borrowings.

Within total average liabilities, which is the total of interest-bearing liabilities and noninterest-bearing liabilities
shown in the above table, the percentage attributable to foreign activities was 15.9%, 19.0% and 21.2%,
respectively, for the fiscal years ended March 31, 2006, 2007 and 2008.

A-3

Analysis of net interest income
The following tables show changes in the MHFG Group’s Interest and dividend income, Interest expense, andNet interest income based on changes in volume and changes in rate for the fiscal year ended March 31, 2007
compared to the fiscal year ended March 31, 2006 and the fiscal year ended March 31, 2008 compared to thefiscal year ended March 31, 2007. Changes attributable to the combined impact of changes in rate and volume
have been allocated proportionately to the changes due to volume changes and changes due to rate changes.
Fiscal year ended March 31, 2007
Fiscal year ended March 31, 2008
versusversusfiscal year ended March 31, 2006
fiscal year ended March 31, 2007
Increase (decrease)
Increase (decrease)
due to changes indue to changes in
Net
Net
VolumeYieldchangeVolumeYieldchange(in millions of yen)Interest and dividend income:Interest-bearing deposits in other banks:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(3,453)
22,945

7,926(1,842)

4,473
21,103

6,158
7,741

(11,095)(1,045)(4,937)
6,696

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

19,492

6,084

25,576

13,899(12,140)

1,759

Domestic . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . .

186
96,738

20,102
118,885

20,288215,623(1,344)80,02025,188(23,099)

23,84456,921

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

96,924

138,987

235,91178,676

2,089

80,765

Trading account assets:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(8,466)
(421)

7,849
9,230

(617)
8,809

2,240
5,466

12,023(4,783)

14,263683

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

(8,887)

17,079

8,192

7,706

7,240

14,946

Investments:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(10,733)
54,43089,53829,18078,80583,610(1,717)42,46949,59525,33847,87867,807

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

43,697

118,718

162,41540,75274,933

115,685

Loans:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

759
108,142

61,85378,55262,612
186,694(11,381) 132,494
64,461
72,224

121,113
136,685

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

108,901

140,405

249,306

53,080257,798

Call loans and funds sold, and receivables
under resale agreements and securities
borrowing transactions:

Total interest and dividend income:Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

204,718(21,707) 187,268 165,561
281,834 234,005 515,839(6,044) 208,205 202,161
200,157
68,635 268,792

260,127

194,113A-4

421,273

681,400

276,840

470,953

Fiscal year ended March 31, 2007
Fiscal year ended March 31, 2008
versusversusfiscal year ended March 31, 2006
fiscal year ended March 31, 2007
Increase (decrease)
Increase (decrease)
due to changes indue to changes in
Net
Net
VolumeRatechangeVolumeRatechange(in millions of yen)Interest expense:
Deposits:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

2,722
111,782

110,154
82,779112,876
194,561

8,674
28,35894,30339,234

102,977
67,592

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

114,504

192,933

307,437

37,032

133,537

170,569

Debentures—Domestic . . . . . . . . . . . . . . . . .
Short-term borrowings:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(10,124)(4,001) (14,125)(9,968)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

61,357

Trading account liabilities:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(369) (10,337)(2,945) 47,273
44,328(752) 77,333
76,58164,302 167,408 231,710 137,012 (20,072) 116,940
214,681

276,038(2,939) (17,117) (20,056)
2,211
36,70638,917

136,260

57,261

193,521(1,160) (4,307) (5,467)(3,579) (35,547) (39,126)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

(728)

19,58918,861(4,739) (39,854) (44,593)

Long-term debt:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(10,826)(2,096)46,095
5,110

35,2693,014

43,5209,761(17,352)(4,956)

26,1684,805

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

(12,922)

51,20538,28353,281(22,308)

30,973

Total interest expense:
Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

(24,112) 182,404 158,292
176,199 292,003 468,202

40,314 149,608 189,922
171,552 (21,341) 150,211

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

152,087

474,407626,494

211,866

128,267

Net interest income:Domestic . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . .

2,405
105,635

4,864(57,998)

7,269
47,637(46,358)
28,60558,597
12,23989,976 118,581

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

108,040(53,134)

54,906(17,753) 148,573

A-5

340,133

130,820

II. Investment portfolio
The following table shows amortized cost, fair value and net unrealized gains (losses) of available-for-sale andheld-to-maturity securities at March 31, 2006, 2007 and 2008:
2006

2007
2008
Net
Net
Net
unrealized
unrealized
unrealized
gains
gains
gains
Amortized
Amortized
Amortized
cost
Fair value (losses)
cost
Fair value (losses)
cost
Fair value (losses)(in millions of yen)
Available-for-sale securities: (1)Domestic:
Japanese government
bonds . . . . . . . . . . . . . . . 19,522,100 19,291,447 (230,653) 14,524,884 14,516,016(8,868) 16,216,080 16,212,421(3,659)Agency mortgage-backed
securities (2) . . . . . . . . . .
207,595
203,047(4,548)261,629
258,645(2,984)251,028
251,519491
Corporate bonds and otherdebt securities . . . . . . . . 4,324,059 4,284,509(39,550) 5,392,064 5,371,722(20,342) 5,566,096 5,573,470
7,374
Equity securities(marketable) . . . . . . . . . 2,391,200 6,011,532 3,620,332 2,514,198 6,169,088 3,654,890 2,501,616 4,391,998 1,890,382
Total domestic . . . . . . . . . . 26,444,954 29,790,535 3,345,581 22,692,775 26,315,471 3,622,696 24,534,820 26,429,408 1,894,588
Foreign:
U.S. Treasury bonds . . . . .
Other foreign gov’t
bonds . . . . . . . . . . . . . . .
Agency mortgage-backed
securities (3) . . . . . . . . . .
Corporate bonds and otherdebt securities . . . . . . . .
Equity securities(marketable) . . . . . . . . .

1,172,281 1,173,801

1,520

2,044,045 2,051,847

7,802

2,571,051 2,549,932(21,119)

1,677,222 1,695,649

18,4272,866,136 2,996,479

130,343

1,768,307 1,867,778

99,471

1,750,068 1,810,545

60,4772,181,798 2,228,921

47,123

1,311,319 1,269,227(42,092)

1,666,987 1,665,210(1,777) 2,196,570 2,183,109(13,461) 2,160,272 2,134,779(25,493)

57,10919,494

Total foreign . . . . . . . . . . . 6,304,173 6,402,314

37,61598,141

94,84017,9799,365,410 9,555,196

76,861

189,786

120,5142,610

7,928,853 7,942,230

117,904

13,377

Total . . . . . . . . . . . . . . . . . . . . . 32,749,127 36,192,849 3,443,722 32,058,185 35,870,667 3,812,482 32,463,673 34,371,638 1,907,965
Held-to-maturity securities:
Domestic:
Japanese government
bonds . . . . . . . . . . . . . . . 1,168,206 1,163,791
Corporate bonds and otherdebt securities . . . . . . . .
51,43551,081
Total domestic . . . . . . . . . . 1,219,641 1,214,872(4,415)

969,069

967,192(1,877)

489,978490,078

100

(354)

49,97149,797(174)

48,54648,5504(4,769) 1,019,040 1,016,989(2,051)

538,524538,628

104

Foreign:
U.S. Treasury bonds . . . . .

316,508

305,606(10,902)

318,579

312,394(6,185)

240,391

245,144

4,753

Total foreign . . . . . . . . . . .

316,508

305,606(10,902)

318,579

312,394(6,185)

240,391

245,144

4,753(15,671) 1,337,619 1,329,383(8,236)

778,915

783,772

4,857

Total . . . . . . . . . . . . . . . . . . . . . 1,536,149 1,520,478

Notes:(1) During the fiscal year ended March 31 2008, the MHFG Group stratified its investment portfolio into additional categories to provide
more clarity regarding the types of securities held. Certain amounts in the prior periods have been reclassified to conform to the current
period’s presentation.
(2) All of domestic agency mortgage-backed securities are mortgage-backed securities issued by Japan Housing Finance Agency, a Japanese
government-sponsored enterprise.
(3) Over 99 percent of foreign agency mortgage-backed securities are Government National Mortgage Association or Ginnie Mae securities,
which are guaranteed by the United States government.

A-6

The following table shows the book values, contractual maturities and weighted average yields ofavailable-for-sale and held-to-maturity debt securities at March 31, 2008. Fair value and amortized cost are thebasis of the book value for available-for-sale and held-to-maturity debt securities, respectively. Weighted average
yields are calculated based on amortized cost for all debt securities.
Maturity

One year or less
Amount Yield
Available-for-sale securities:
Domestic:
Japanese government bonds . . . . . . . 8,040,361 0.48%
Agency mortgage-backed
securities . . . . . . . . . . . . . . . . . . .
—— %Corporate bonds and other debt
securities . . . . . . . . . . . . . . . . . . . 621,649 1.00%
Total domestic . . . . . . . . . . . . . . . . . 8,662,010 0.52%
Foreign:
U.S. Treasury bonds . . . . . . . . . . . . .
Other foreign gov’t bonds . . . . . . . .
Agency mortgage-backed
securities . . . . . . . . . . . . . . . . . . .
Corporate bonds and other debt
securities . . . . . . . . . . . . . . . . . . .
Total foreign . . . . . . . . . . . . . . . . . . .

After one year
After five years
throughthroughfive years
ten years
After ten years
Amount Yield Amount Yield Amount Yield(in millions of yen, except percentages)

5,468,849 0.65% 1,234,164 1.03% 1,469,047 1.07% 16,212,421 0.63%—— %251,519 1.90%

251,519 1.90%

2,251,058 1.16% 1,271,827 1.39% 1,428,936 1.40%

5,573,470 1.25%

1,780,761 2.55%
872,476 3.29%

2,096 5.00%

3,133 6.51%

218,151 3.15%

1,152,589 3.73%

974,793 2.45%—— %7,719,907 0.80% 2,505,991 1.21% 3,149,502 1.28% 22,037,410 0.80%

383,627 1.95%
370,919 2.54%

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,636,803 0.71%

Total
Amount Yield

368,096 3.12%
588,744 3.71%

17,448 4.22%
35,639 3.70%

2,549,932 2.56%
1,867,778 3.29%

62 5.90% 1,263,936 5.28%

1,269,227 5.28%

377,598 4.15%

386,441 2.58%

2,134,779 3.53%

3,808,959 3.08% 1,334,500 3.67% 1,703,464 4.63%

7,821,716 3.45%

11,528,866 1.54% 3,840,491 2.07% 4,852,966 2.48% 29,859,126 1.50%

Held-to-maturity securities:
Domestic:
Japanese government bonds . . . . . . .
Corporate bonds and other debt
securities . . . . . . . . . . . . . . . . . . .

439,876 0.53%

50,102 0.52%

—

— %

—

— %

489,978 0.52%

36,028 0.75%

12,518 0.75%

—

— %

—

— %

48,546 0.75%

Total domestic . . . . . . . . . . . . . . . . .

475,904 0.54%

62,620 0.56%

—

— %

—

— %

538,524 0.55%

Foreign:
U.S. Treasury bonds . . . . . . . . . . . . .

120,174 3.29%

120,217 3.61%

—

— %

—

— %

240,391 3.45%

Total foreign . . . . . . . . . . . . . . . . . . .

120,174 3.29%

120,217 3.61%

—

— %

—

— %

240,391 3.45%

Total . . . . . . . . . . . . . . . . . . . . . . . . . . .

596,078 1.10%

182,837 2.57%

—

— %

—

— %

778,915 1.44%

Other than U.S. Treasury bonds, U.S. government agency securities, which are included within foreign agency
mortgage-backed securities in the above table, and Japanese government bonds, the MHFG Group held thefollowing securities of individual issuers in which the aggregate book value exceeded 10% of the Group’s
shareholders’ equity at March 31, 2008:
Amortized cost
Fair value(in millions of yen)

German government bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,031,715

1,078,802

In addition to Available-for-sale securities and Held-to-maturity securities, the MHFG Group’s Investments also
include Other investments. See Note 4 “Investments” to the consolidated financial statements included elsewherein this annual report for information regarding Other investments.

A-7

III. Loan portfolio
Types of loans
The following table shows loans outstanding by domicile and industry of borrower at March 31, 2004, 2005,
2006, 2007 and 2008.
2004

2005

2006
(in millions of yen)

2007

2008

9,219,534
2,047,612
6,906,237
8,983,810
8,161,628
2,983,403

7,943,154
1,745,172
6,616,466
6,904,944
7,337,985
2,854,582

7,792,723
1,563,511
7,046,668
6,308,198
6,929,994
2,789,525

7,662,036
1,502,442
6,647,086
6,120,059
6,356,583
2,594,601

7,806,714
1,429,596
6,489,603
5,566,161
6,100,129
2,516,266

Domestic: (1)Manufacturing . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . .
Banks and other financial
institutions . . . . . . . . . . . . . . . . . . . . .
Government and public institutions . . .
Other industries (2) . . . . . . . . . . . . . . . . .
Individuals:
Mortgage loans . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . .

7,897,622
1,581,739
4,344,988

6,201,142
3,456,814
4,703,022

6,540,940
4,574,072
5,184,264

4,286,617
6,099,359
5,451,861

4,355,610
5,807,510
5,061,023

10,895,420
1,285,310

10,536,877
1,384,540

10,655,069
1,317,167

11,025,079
1,338,493

11,122,393
1,204,350

Total domestic . . . . . . . . . . . .

64,307,303

59,684,698

60,702,131

59,084,216

57,459,355

4,760,209

5,033,023

6,104,658

7,963,577

8,815,166

386,681
152,133
46,356

671,678
161,330
77,5681,437,166
330,987
205,411

1,675,503
366,292
184,898

1,544,938
414,688
93,852

Total foreign . . . . . . . . . . . . .

5,345,379

5,943,599

8,078,222

10,190,270

10,868,644

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Unearned income and deferred loan
fees—net . . . . . . . . . . . . . . . . . . . . . . . . . .

69,652,682

65,628,297

68,780,353

69,274,486

68,327,999

51,30958,961

69,392

91,619106,192

69,601,373

65,569,336

68,710,961

69,182,867

68,221,807

Foreign:
Commercial and industrial . . . . . . . . . .
Banks and other financial
institutions . . . . . . . . . . . . . . . . . . . . .
Government and public institutions . . .
Other (2) . . . . . . . . . . . . . . . . . . . . . . . . .

Total loans before allowance for loan
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notes:(1) Certain amounts in the prior periods have been reclassified to conform to the current period’s presentation.
(2) Other industries of domestic and other of foreign include trade receivables and lease receivables of
consolidated variable interest entities.
There were no concentrations of loans exceeding 10% of total loans which are not disclosed as a category ofloans in the table above.

A-8

Maturities and sensitivities of loans to changes in interest rates
The following table shows the maturities of loan portfolio by domicile and industry of borrower at March 31,
2008:

One year or
less

Maturity
After one year
throughAfterfive years
five years(in millions of yen)

Total

Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . .
Government and public institutions . . . . . . . . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,745,039
744,858
2,586,698
2,319,868
4,066,718
757,9022,215,180
5,267,375
3,812,934
1,434,025

2,564,764
578,429
2,778,659
2,401,744
1,757,110
1,226,208
1,580,209
327,449928,232
2,480,593

496,911
106,309
1,124,246
844,549
276,301
532,156
560,221212,686
319,857
8,412,125

7,806,714
1,429,596
6,489,603
5,566,161
6,100,129
2,516,266
4,355,610
5,807,510
5,061,023
12,326,743

Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . .

27,950,597

16,623,397

12,885,361

57,459,355

Total foreign . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,873,614

5,034,167

1,960,863

10,868,644

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

31,824,211

21,657,564

14,846,224

68,327,999

Foreign:

Of the above loans due after one year, loans which had floating rates and fixed rates at March 31, 2008 were as
follows:(in millions of yen)

Floating rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,463,859
12,039,929

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

36,503,788

A-9

Impaired loans
The MHFG Group considers both loans that are subject to Statement of Financial Accounting Standards(“SFAS”) No.114, “Accounting by Creditors for Impairment of a Loan—an amendment of FASB statement No.5
and 15” (“SFAS No.114”) and small balance, homogenous loans to be impaired when it is probable that the
MHFG Group will be unable to collect all the scheduled payments of principal and interest when due according
to the contractual terms of the loan. Among other things, restructured loans under SFAS No.15, “Accounting byDebtors and Creditors for Troubled Debt Restructuring” (“SFAS No.15”) and loans that are 90 days or moredelinquent are generally considered to be impaired. All of the MHFG Group’s impaired loans are designated as
nonaccrual loans. The following table shows the distribution of impaired loans at March 31, 2004, 2005, 2006,
2007 and 2008 by domicile and industry of borrower:
2004

2005

2006
(in millions of yen)

2007

2008

Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . .

556,251
182,003531,860
504,868
877,944
60,38277,505
161,802280,179

133,109
98,314
316,843
292,016
410,529
220,812
8,445
50,531
231,990106,094
53,213
188,474
140,044
202,758
315,784
4,876
8,686
139,678

96,75971,577
118,985
167,599
216,744371,283
292,7538,619
137,226

160,81988,081
106,326
199,954
243,325
114,978
178,122
11,354
146,018

Total domestic . . . . . . . . . . . . . . . . . . . . .

3,232,794

1,762,589

1,159,607

1,481,545

1,248,977

Total foreign . . . . . . . . . . . . . . . . . . . . . .

136,696

80,72469,81047,32146,497

Total impaired loans . . . . . . . . . . . . . . . .

3,369,490

1,843,313

1,229,417

1,528,866

1,295,474

Foreign:

Had interest on nonaccrual loans been accrued at the original contractual terms, gross interest income on
domestic nonaccrual loans outstanding during the fiscal year ended March 31, 2008 would have been
¥41,374 million, of which ¥27,993 million was included in interest income on loans in the consolidated
statements of income. Gross interest income which would have been accrued at the original contractual terms on
foreign nonaccrual loans outstanding during the fiscal year ended March 31, 2008 was ¥5,665 million, of which¥5,006 million was included in interest income on loans in the consolidated statements of income.
Cross-border outstandings
Cross-border outstandings are defined as loans (including accrued interest), acceptances, interest-bearing
deposits with other banks, other interest-bearing investments and any other monetary assets denominated inJapanese yen or other non-local currencies. This cross-border disclosure is based on the reports to the Bank ofJapan required under Japanese foreign exchange-related law. Local currency outstandings are netted out fromcross-border outstandings.
The following table sets forth the cross-border outstandings to borrowers in countries with respect to which thetotal of such outstandings exceeded 0.75% of consolidated total assets at March 31, 2006:

United States . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . .
Germany . . . . . . . . . . . . . . . . . . . . . . . . .

Publicinstitutions% of total
Banks
OthersTotal
assets(in millions of yen, except percentages)

Undrawn
commitments

3,843,210
70,582
828,374

952,236
345,156
346,2132,306,077
488,205
330,608

A-10

1,901,044
1,185,540
347,087

6,696,490
1,601,278
1,521,674

4.60%
1.10%
1.05%

The following table sets forth the cross-border outstandings to borrowers in countries with respect to which thetotal of such outstandings exceeded 0.75% of consolidated total assets at March 31, 2007:
Publicinstitutions

United States . . . . . . . . . . . . . . . . . . . .
Germany . . . . . . . . . . . . . . . . . . . . . . .
France . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . .
Netherlands . . . . . . . . . . . . . . . . . . . . .

4,496,886
1,584,373
950,785
60,29540,383% of total
Banks
OthersTotal
assets(in millions of yen, except percentages)

1,963,200
466,137
276,119591,619
633,870

2,201,361
158,347
170,625
661,217454,945

8,661,447
2,208,857
1,397,529
1,313,131
1,129,198

5.88%
1.50%
0.95%
0.89%
0.77%

Undrawn
commitments

2,684,410
314,344
411,378
529,409278,137

The following table sets forth the cross-border outstandings to borrowers in countries with respect to which thetotal of such outstandings exceeded 0.75% of consolidated total assets at March 31, 2008:

United States . . . . . . . . . . . . . . . . . . . . .
Germany . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . .
France . . . . . . . . . . . . . . . . . . . . . . . . . . .

Publicinstitutions% of total
Banks
OthersTotal
assets(in millions of yen, except percentages)

Undrawn
commitments

3,092,512
3,171,297
100,020
703,575

490,114
223,152
323,108
338,0032,139,270
248,536490,319
351,271A-11

2,769,969
193,820755,114123,094

6,352,595
3,588,269
1,178,242
1,164,672

4.20%
2.37%
0.78%
0.77%

IV. Summary of loan loss experience
The following table shows an analysis of loan loss experience by domicile and industry of borrower for the fiscal
years ended March 31, 2005, 2006, 2007 and 2008:
2005
2006
2007
2008
(in millions of yen, except percentages)

Allowance for loan losses at beginning of fiscal year . . . . . . . . . . . .
Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,936,167
55,035Charge-offs:
Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

64,58020,424
312,526
118,836
221,326
20,028
10,403
12,592
88,03638,325
11,07385,264
28,661
44,763
5,463
553
12,25463,702

11,1192,672
4,722
18,03725,737
319
6,028
5,413
18,01031,546
8,272
3,729
88,897
40,681
3,796
53,207
12,903
17,389Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

868,751
7,336

290,058
15,671

92,057
18,555

260,420
10,822

Total charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

876,087

305,729

110,612271,242

Recoveries:
Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . .
Other industries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,394
9,431
22,0108,478
12,202
1,556
2,871
3,480
9,498

3,589
6,464
20,992
10,241
10,622
49
1,023
1,896
6,361

3,335
2,360
3,222
12,405
4,666
185
225
2,447
3,377

2,313
909
13,780
7,405
7,349
153
3,582
1,415
2,760

Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

74,92014,82061,237
12,65432,222
25,79939,666
7,709

Total recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

89,74073,891

58,02147,375

Net charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

786,347

231,838

52,591

223,867

Others (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,300
1,207,155(5,330)
4,302
812,321 946,147(14,711)
649,803

Ratio of net charge-offs to average loans outstanding . . . . . . . . . . .
Note: Others include primarily foreign exchange translation.

A-12

1.19%

1,207,155 812,321(157,666) 182,115

0.35%

0.08%

946,147(57,766)

0.33%

Quantitative information under U.S. GAAP regarding loan loss experience for the fiscal year ended March 31,
2004 is not available. However, the MHFG Group observed the following trends during such fiscal year. The
Group incurred significant provisions for loan losses in the fiscal year ended March 31, 2003 due to thesignificant amount of impaired loans accumulated after the collapse of the “bubble economy”. The general
quality of the Group’s loan portfolio began to improve starting in the fiscal year ended March 31, 2003, and theamount of its provision for loan losses peaked by the end of such fiscal year and decreased dramatically insubsequent fiscal years, with a reversal of the provision for loan losses being recorded in the fiscal year ended
March 31, 2006. Similarly, the amount of its net charge-offs peaked in the fiscal year ended March 31, 2003 anddecreased significantly in subsequent fiscal years with a small fluctuation.
The following table shows an allocation of the MHFG Group’s allowance for loan losses by domicile andindustry of borrower at March 31, 2004, 2005, 2006, 2007 and 2008:
2004

Domestic:
Manufacturing .
Construction . . .
Real estate . . . . .
Services . . . . . .
Wholesale andretail . . . . . . .
Transportation .
Banks and otherfinancial
institutions . .
Other industries(Note) . . . . . .
Individuals . . . .
Mortgageloans . . .
Other . . . . .

2005

2006
2007
% of
% of
% of
loans inloans inloans in
each
each
each
category
category
category
to total
to total
to total
Amountloans
Amount loans
Amount loans(in millions of yen, except percentages)

2008
% of
loans ineach
category
to total
Amount loans

Amount% ofloans ineach
category
to totalloans

225,527
70,478347,050
252,666

13.24%
2.94%
9.92%
12.90%

88,36564,203152,085
172,316

12.10%
2.66%
10.08%
10.52%

62,21828,04074,06391,49911.33% 61,001
2.27% 30,436
10.24% 57,202
9.17% 106,538

11.06%
2.17%
9.60%
8.83%

74,884
31,41449,24989,43411.43%
2.09%
9.50%
8.15%

422,316
32,76011.72%
4.28%

254,487
69,64911.18% 143,580
4.35% 114,837

10.08% 115,816
4.06% 142,073

9.18% 117,282
3.75% 40,820

8.93%
3.68%

168,556

11.34%

115,6199.45%

85,3609.51% 218,957

6.19%

74,232

6.37%

73,954
233,798

8.50%
17.49%

27,838190,079

12.43%
9,363
18.17% 138,528

14.19% 12,942
17.41% 151,713

16.66%
9,952
17.85% 118,977

15.90%
18.04%

154,91078,88815.64%
1.85%

116,042
74,03716.06% 107,014
2.11% 31,514

15.49% 114,556
1.92% 37,157

15.92%
1.93%

85,71533,26216.28%
1.76%

92.33% 1,134,641
7.67%
72,51490.94% 747,488
9.06% 64,833

88.26% 896,678
11.74% 49,469

85.29% 606,244
14.71% 43,559

84.09%
15.91%

Total domestic . . . . . 1,827,105
Total foreign . . . . . . . 109,062

Total allowance forloan losses . . . . . . . 1,936,167 100.00% 1,207,155 100.00% 812,321 100.00% 946,147 100.00% 649,803 100.00%
Note:

Other industries include government and public institutions.

A-13

V. Deposits
The following table shows the average amount of, and the average rate on, the following deposit categories forthe fiscal years ended March 31, 2006, 2007 and 2008:
2006
Average
Averageamountrate

2007
Average
Averageamountrate

2008
Average
Averageamountrate(in millions of yen, except percentages)

Domestic offices:
Noninterest-bearing demand
deposits . . . . . . . . . . . . . . . . . . . . . . 12,447,179
Interest-bearing demand deposits . . . . 25,603,238
Deposits at notice (Note) . . . . . . . . . . .
699,977
Time deposits . . . . . . . . . . . . . . . . . . . 25,690,710
Certificates of deposit . . . . . . . . . . . . .
8,748,059— % 11,562,000
0.08% 26,706,460
0.00%
635,558
0.38% 25,859,005
0.03% 8,871,808— % 9,679,670
0.20% 27,477,845
0.08%
599,924
0.60% 27,476,772
0.28% 8,670,242

— %
0.31%
0.20%
0.71%
0.65%

Foreign offices, principally from banks
located in foreign countries:
Noninterest-bearing demand
deposits . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits, principallytime deposits . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . .

315,370— %363,386— %360,275— %4,944,456
545,504

2.70%
3.88%

7,096,152
1,578,848

3.75%
5.26%

8,051,392
1,368,845

4.17%
5.93%

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

78,994,493

0.35% 82,673,217

0.71% 83,684,965

0.90%

Note: Deposits at notice represent interest-bearing demand deposits which require the depositor to give two or
more days notice in advance of withdrawal.
The amounts of total deposits by foreign depositors in domestic offices at March 31, 2006, 2007 and 2008 were¥869,967 million, ¥905,214 million and ¥1,131,912 million, respectively.
At March 31, 2008, the balance and remaining maturities of time deposits and certificates of deposit issued bydomestic offices in amounts of ¥10 million (approximately US$100 thousand at the Federal Reserve Bank of
New York’s noon buying rate on March 31, 2008) or more as well as the balance of those deposits issued byforeign offices in amounts of US$100,000 or more are shown in the following table:Timedeposits

Certificates ofdeposit(in millions of yen)

Total

Domestic offices:
Due in three months or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after three months through six months . . . . . . . . . . . . . . . . . . .
Due after six months through twelve months . . . . . . . . . . . . . . . . .
Due after twelve months . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10,222,888
3,686,943
2,977,737
1,812,151

8,669,050
226,160
95,6002,230

18,891,938
3,913,103
3,073,337
1,814,381

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign offices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

18,699,719
6,806,250

8,993,040
1,078,242

27,692,759
7,884,492

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

25,505,969

10,071,282

35,577,251

A-14

VI. Short-term borrowings
The following table shows certain additional information with respect to the MHFG Group’s short-termborrowings for the fiscal years ended March 31, 2006, 2007 and 2008:
2006
2007
2008
(in millions of yen, except percentages)

Due to trust accounts:
Average balance outstanding during the fiscal year . . . . . . . . . . . . .
Maximum balance outstanding at any month-end during the fiscal
year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average interest rate during the fiscal year . . . . . . . . . . . .
Weighted average interest rate on balance at end of fiscal year . . . .
Call money and funds purchased, and payables under repurchaseagreements and securities lending transactions:Average balance outstanding during the fiscal year . . . . . . . . . . . . .
Maximum balance outstanding at any month-end during the fiscal
year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average interest rate during the fiscal year . . . . . . . . . . . .
Weighted average interest rate on balance at end of fiscal year . . . .
Commercial paper and other short-term borrowings:
Average balance outstanding during the fiscal year . . . . . . . . . . . . .
Maximum balance outstanding at any month-end during the fiscal
year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average interest rate during the fiscal year . . . . . . . . . . . .
Weighted average interest rate on balance at end of fiscal year . . . .

A-15

1,355,656

1,205,615

1,210,106

1,498,596
1,278,373
1,265,679
1,354,890
1,135,359
1,119,947
0.41%
0.49%
0.73%
0.37%
0.67%
0.70%

25,151,310

25,626,096

28,537,793

26,234,873 28,682,820 32,299,976
23,619,505 25,846,647 25,299,859
1.62%
2.57%
2.87%
1.55%
2.45%
2.46%
5,548,782

5,039,989

4,833,932

9,004,697
5,570,739
7,048,189
7,259,094
5,217,057
5,373,729
0.18%
0.74%
1.38%
0.20%
1.02%
0.83%

MIZUHO FINANCIAL GROUP, INC.
Index to Consolidated Financial Statements
Page

Consolidated Financial Statements of Mizuho Financial Group, Inc. and Subsidiaries
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-2
Consolidated Balance Sheets as of March 31, 2007 and 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-4
Consolidated Statements of Income for the fiscal years ended March 31, 2006, 2007 and 2008 . . . . . .
F-6
Consolidated Statements of Comprehensive Income for the fiscal years ended March 31, 2006, 2007
and 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-7
Consolidated Statements of Shareholders’ Equity for the fiscal years ended March 31, 2006, 2007
and 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-8
Consolidated Statements of Cash Flows for the fiscal years ended March 31, 2006, 2007 and 2008 . .
F-9Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-11

F-1

Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
of Mizuho Financial Group, Inc.
We have audited the accompanying consolidated balance sheets of Mizuho Financial Group, Inc. and subsidiaries(the “Company”) as of March 31, 2008 and 2007, and the related consolidated statements of income,comprehensive income, shareholders’ equity, and cash flows for each of the three years in the period ended
March 31, 2008. These financial statements are the responsibility of the Company’s management. Our
responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing theaccounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated
financial position of Mizuho Financial Group, Inc. and subsidiaries at March 31, 2008 and 2007, and theconsolidated results of their operations and their cash flows for each of the three years in the period ended
March 31, 2008, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States), the Company’s internal control over financial reporting as of March 31, 2008, based on criteria
established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of
the Treadway Commission and our report dated September 2, 2008 expressed an unqualified opinion thereon.
/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
September 2, 2008

F-2

Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
of Mizuho Financial Group, Inc.
We have audited Mizuho Financial Group, Inc. and subsidiaries’ (the “Company”) internal control over financial
reporting as of March 31, 2008, based on criteria established in Internal Control—Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). The
Company’s management is responsible for maintaining effective internal control over financial reporting, and for
its assessment of the effectiveness of internal control over financial reporting included in the accompanying
Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an
opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the design and operating effectiveness of internal control based on theassessed risk, and performing such other procedures as we considered necessary in the circumstances. We believethat our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financial statements in accordancewith generally accepted accounting principles, and that receipts and expenditures of the company are being madeonly in accordance with authorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of thecompany’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with thepolicies or procedures may deteriorate.
In our opinion, Mizuho Financial Group, Inc. and subsidiaries maintained, in all material respects, effective
internal control over financial reporting as of March 31, 2008, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board(United States), the consolidated balance sheets of Mizuho Financial Group, Inc. and subsidiaries as of March 31,
2008 and 2007, and the related consolidated statements of income, comprehensive income, shareholders’ equity,and cash flows for each of the three years in the period ended March 31, 2008 and our report dated September 2,
2008 expressed an unqualified opinion thereon.

/s/ Ernst & Young ShinNihon LLC
Tokyo, Japan
September 2, 2008
F-3

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETSMARCH 31, 2007 AND 2008
2007
2008
(in millions of yen)

Assets:Cash and due from banks (Note 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits in other banks (Note 9) . . . . . . . . . . . . . . . . . . . . . . . .
Call loans and funds sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables under resale agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables under securities borrowing transactions . . . . . . . . . . . . . . . . . . . . .
Trading account assets (including assets pledged that secured parties are
permitted to sell or repledge of ¥3,138,495 million in 2007 and ¥3,545,201
million in 2008) (Notes 3 and 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments (Notes 4 and 9):
Available-for-sale securities (including assets pledged that secured
parties are permitted to sell or repledge of ¥7,655,490 million in 2007and ¥8,097,839 million in 2008) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Held-to-maturity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans (Notes 5, 6 and 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,075,860
1,052,296
309,6719,430,398
8,624,211

2,085,847
1,549,746
257,741
7,235,200
9,069,138

13,950,333

20,552,404

35,870,667
1,337,619
793,410
69,182,867(946,147)

34,371,638
778,915
1,005,195
68,221,807(649,803)

Loans, net of allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Premises and equipment—net (Note 7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due from customers on acceptances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets (Note 20) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets (Notes 9, 14 and 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

68,236,720
847,523
57,662
440,495
39,559618,665
2,696,190

67,572,004
852,393
62,255
380,592
15,016
923,572
4,606,100

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

147,381,279

151,317,756

See the accompanying Notes to the Consolidated Financial Statements.
F-4

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS—(Continued)
MARCH 31, 2007 AND 2008
2007
2008
(in millions of yen)

Liabilities and shareholders’ equity:
Deposits (Notes 9 and 10):
Domestic:
Noninterest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign:
Noninterest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debentures (Note 11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due to trust accounts (Note 12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Call money and funds purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables under repurchase agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables under securities lending transactions . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account liabilities (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bank acceptances outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes payable (Note 20) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities (Note 20) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt (including structured notes accounted for at fair value of¥142,924 million in 2007, and ¥178,233 million in 2008) (Note 13) . . . . . . .
Other liabilities (Notes 14 and 23) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13,166,585
61,012,820

10,846,443
66,329,605

350,553
9,221,346
4,723,806
1,135,359
6,924,136
12,821,753
6,100,758
933,564
4,283,493
11,310,010
57,66228,65016,368
312,680

412,869
8,840,148
3,159,443
1,119,947
6,693,712
11,511,020
7,095,127
560,966
4,812,763
14,120,440
62,25528,800
11,200294,190

7,073,936
2,903,497

7,618,910
4,231,761

142,376,976

147,749,599

341,603299,357

980,430

980,430

3,532,492(2,105,719)
2,287,827

3,437,420(2,066,604)
920,062(32,330)(2,508)

Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,662,700

3,268,800

Total liabilities, minority interest and shareholders’ equity . . . . . . . .

147,381,279

151,317,756

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments and contingencies (Note 23)
Minority interest in consolidated subsidiaries (Note 24) . . . . . . . . . . . . . . . . . .
Shareholders’ equity (Note 18):
Preferred stock (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock—no par value, authorized 24,868,200 shares in 2007, and24,392,259 shares in 2008, and issued 11,872,195 shares in 2007, and11,396,255 shares in 2008 (Note 16) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated deficit (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income, net of tax . . . . . . . . . . . . . . . .
Less: Treasury stock, at cost—Common stock 265,040 shares in 2007,
and 4,585 shares in 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

See the accompanying Notes to the Consolidated Financial Statements.
F-5

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF INCOME
FOR THE FISCAL YEARS ENDED MARCH 31, 2006, 2007 and 2008
2006

Interest and dividend income:Loans, including fees (Note 5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments:
Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Call loans and funds sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables under resale agreements and securities borrowing transactions . .
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2007
2008
(in millions of yen)

1,127,798

1,377,104

1,634,902

359,408
91,07861,288
9,753
257,573
51,009518,968
93,933
69,48019,107484,130
76,585

637,455
91,131
84,426
13,568570,434
78,344

Total interest and dividend income . . . . . . . . . . . . . . . . . . . . . . . . . .

1,957,907

2,639,307

3,110,260

Interest expense:
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debentures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Call money and funds purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables under repurchase agreements and securities lending transactions . . .
Other short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

276,174
48,20852,8396,290
400,645
19,200141,539

583,61134,08371,70031,072627,880
43,221
179,822754,180
23,74627,107
59,829760,367
75,498210,795

Total interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

944,895

1,571,389

1,911,522

Net interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for loan losses (Notes 5 and 6) . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,013,012 1,067,918(157,666)
182,115

1,198,738(57,766)

Net interest income after provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . .

1,170,678

885,803

1,256,504

Noninterest income:Fees and commissions (Note 26) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses)—net (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account gains—net (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment gains (losses)—net (Note 4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gains on disposal of premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . .
Other noninterest income (Notes 21, 24 and 30) . . . . . . . . . . . . . . . . . . . . . . . .

688,686(110,674)
20,342
143,482
65,473
187,847

682,999(51,304)
389,890(185,972)
64,612295,723

633,064
296,732
135,955(191,314)
37,264
183,242

Total noninterest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

995,156

1,195,948

1,094,943

Noninterest expenses:
Salaries and employee benefits (Note 21) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment of goodwill (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Occupancy expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fees and commission expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for losses on off-balance-sheet instruments (Note 23) . . . . .
Minority interest in consolidated subsidiaries (Note 24) . . . . . . . . . . . . . . . . . .
Other noninterest expenses (Note 30) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

435,181455,653—
178,190
96,12734,02369,051
186,079

416,676
481,008—
172,480
111,624(37,821)
27,791
122,890

436,100
508,749
50,258
196,735
111,172
5,090(53,656)
196,205

Total noninterest expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,454,304

1,294,648

1,450,653

Income before income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) (Note 20) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

711,530(374,142)

787,103
163,221

900,794
672,176

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,085,672

623,882

228,618(in yen)

Earnings per common share (Note 19):
Basic net income per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

93,778.71

51,725.68

18,174.55

Diluted net income per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

82,748.82

48,709.38

16,768.67

See the accompanying Notes to the Consolidated Financial Statements.
F-6

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE FISCAL YEARS ENDED MARCH 31, 2006, 2007 AND 2008
Gains (losses)
Gains (Losses)
before income tax
Income tax
net of income tax
expense (benefit) (expense) benefit expense (benefit)(in millions of yen)

Fiscal year ended March 31, 2006
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,085,672

Other comprehensive income (loss):
Unrealized net gains (losses) on available-for-sale securities (Note 20):
Unrealized holding gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

1,500,614(44,767)(609,588)
18,183891,026(26,584)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,455,847(591,405)

864,442

Foreign currency translation adjustments:
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

17,370(529)——

17,370(529)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16,841—

16,841Minimum pension liability adjustments (Notes 20 and 21) . . . . . . . . . . . . . . . . . . . . . . . .

(1,599)

650

(949)

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,471,089(590,755)

880,334

Total comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,966,006

Fiscal year ended March 31, 2007
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

623,882

Other comprehensive income (loss):
Unrealized net gains (losses) on available-for-sale securities (Note 20):
Unrealized holding gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

332,942
34,987(135,545)(14,181)

197,397
20,806

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

367,929(149,726)

218,203

Foreign currency translation adjustments:
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

25,680———25,680—Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

25,680—25,680

Minimum pension liability adjustments (Notes 20 and 21) . . . . . . . . . . . . . . . . . . . . . . . .

432

(175)

257

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

394,041(149,901)

244,140

Total comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

868,022

Fiscal year ended March 31, 2008
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

228,618

Other comprehensive income (loss):
Unrealized net gains (losses) on available-for-sale securities (Note 20):
Unrealized holding gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

(1,450,168)(416,952)

586,524
169,434(863,644)(247,518)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1,867,120)

755,958(1,111,162)

Foreign currency translation adjustments:
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

(13,722)———(13,722)—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(13,722)—(13,722)Pension liability adjustments (Notes 20 and 21)
Unrealized gains (losses) on SFAS No.158 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: reclassification adjustments for losses (gains) included in net income . . . . . . .

(400,154)(6,552)

161,178
2,647(238,976)(3,905)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(406,706)

163,825(242,881)

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,287,548)

919,783(1,367,765)

Total comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

See the accompanying Notes to the Consolidated Financial Statements.
F-7(1,139,147)

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
FOR THE FISCAL YEARS ENDED MARCH 31, 2006, 2007 AND 20082006

Preferred stock (Note 15):
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change during year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock (Note 16):
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gains on sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated deficit (Note 17):
Balance at beginning of fiscal year, previously reported . . . . . . . . . . . . . . . . . . . .
Cumulative effect of change in accounting principles, net of tax (Note 2) . . . . . .
Balance at beginning of fiscal year, adjusted . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends declared . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income, net of tax:
Unrealized net gains on available-for-sale securities (Note 4):
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change during year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation adjustments:
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change during year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minimum pension liability adjustments (Note 21):
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change during year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to initially apply SFAS No.158 . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension liability adjustments (Note 21):
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to initially apply SFAS No.158 . . . . . . . . . . . . . . . . . . . . . . . . .
Change during year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock, at cost:
Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2007(in millions of yen)

2,769,468(1,189,038)
1,580,430

1,580,430(600,000)
980,430

980,430—
980,430

3,105,754—
441,972—
3,547,726

3,547,726(15,266)32—
3,532,492

3,532,492(95,055)—(17)
3,437,420(3,642,945) (2,647,768) (2,105,719)—
1,514(2,597)(3,642,945) (2,646,254) (2,108,316)
1,085,672
623,882
228,618(75,884)(79,850)(101,230)(14,611)(3,497)———(85,134)——(542)(2,647,768) (2,105,719) (2,066,604)

1,131,730
864,442
1,996,172

1,996,172
218,2032,214,375

2,214,375(1,111,162)
1,103,213(99,924)
16,841(83,083)(83,083)
25,680(57,403)(57,403)(13,722)(71,125)

—
(949)
—
(949)

(949)
257
692
—

—
—
—
—

—
—
—
—
1,912,140—
130,855—
130,855
2,287,827

130,855—(242,881)(112,026)
920,062(394,555)(944,321)
88,416
1,203,649(3)(46,814)
4,345,714(46,814)(604,331)
51
618,7640(32,330)
4,662,700(32,330)(150,464)
100
180,189(3)(2,508)3,268,800

See the accompanying Notes to the Consolidated Financial Statements.

F-8

2008

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE FISCAL YEARS ENDED MARCH 31, 2006, 2007 AND 2008
2006 (Note)
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment losses (gains)—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange losses (gains)—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in trading account liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in loans held for sale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in accrued income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flows from investing activities:
Proceeds from sales of available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from maturities of available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from maturities of held-to-maturity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of held-to-maturity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in interest-bearing deposits in other banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in call loans and funds sold, and receivables under resale agreements andsecurities borrowing transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flows from financing activities:
Net change in deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in debentures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in call money and funds purchased, and payables under repurchase agreements
and securities lending transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in due to trust accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in commercial paper and other short-term borrowings . . . . . . . . . . . . . . . . . . . . .
Proceeds from issuance of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayment of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from minority interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment to minority interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to minority interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2007 (Note)(in millions of yen)

2008

1,085,672

623,882

228,618

136,553(157,666)(143,482)
43,045(444,542)
786,215426,115—(65,075)
7,510(64,547)

140,313
182,115
185,972
14,236112,920(1,390,731)
675,331(213,374)(96,777)
59,603
17,351

169,925(57,766)
191,314(77,285)
626,993(7,361,861)
3,121,154(508,544)
42,176(3,685)50,813

1,609,798

310,841(3,578,148)

29,549,504
34,491,806
67,552,771
36,810,931
28,138,385
17,172,457(68,306,435) (60,485,825) (85,919,342)
1,264
201,365
511,008(50,175)——
142,599
266,003
278,151(93,307)(196,911)(306,014)
314,146
201,639
225,456(3,340,472)(271,298) (1,063,414)(418,710)
645,437(469,747)(994,455)
69,381(163,934)
27,539(2,562,649)
72,415(188,191)—

419,782
37,895(215,259)—(6,452,124)

312,176(1,776,256)

1,951,000(1,198,692)

514,431(1,864,194)

3,955,538(1,564,759)

2,192,832(12,680)(418,349)
1,457,917(914,569)
58,756—
530,388(944,321)(75,725)(21,714)

1,626,322(219,531)(2,071,272)
2,296,461(643,282)
38,153—83(604,331)(79,793)(8,143)

1,227,192(15,412)(190,847)
2,114,094(914,274)
49,805(12,603)99(150,464)(101,115)(12,659)2,604,843(1,015,096)

4,384,595

Effect of exchange rate changes on cash and due from banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

14,623

8,267(20,204)

Net increase (decrease) in cash and due from banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and due from banks at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2,222,860)
5,682,532(383,812)
3,459,672(990,013)
3,075,860

Cash and due from banks at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,459,672

3,075,860

2,085,847

See the accompanying Notes to the Consolidated Financial Statements.
F-9

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESCONSOLIDATED STATEMENTS OF CASH FLOWS—(Continued)
FOR THE FISCAL YEARS ENDED MARCH 31, 2006, 2007 AND 2008
2006 (Note) 2007 (Note)2008(in millions of yen)Supplemental disclosure of cash flow information:
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes paid (refunded), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncash investing activities:
Transfer from loans into other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment in capital leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

937,680
243,135

1,468,041
51,246

1,905,955(47,426)

29,046
7,109

—
6,996

92,4093,805

Note: Certain amounts in the prior periods have been reclassified to conform to the current period’s presentation.

See the accompanying Notes to the Consolidated Financial Statements.
F-10

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of presentation and summary of significant accounting policies
Basis of presentation
Mizuho Financial Group, Inc. (“MHFG”) is a joint stock corporation with limited liability under the laws ofJapan. MHFG, through its subsidiaries (“the MHFG Group”, or “the Group”), provides domestic andinternational financial services in Japan and other countries. MHFG’s subsidiaries are segmented on the basis of
the nature of the financial products and services and the type of customers. Mizuho Bank, Ltd. (“MHBK”), a
retail-oriented banking subsidiary, offers financial services mainly to individual customers, small and medium
enterprises (“SMEs”), middle-market corporations and local governmental entities in Japan. Mizuho Corporate
Bank, Ltd. (“MHCB”), a wholesale banking subsidiary, offers various financial services to large Japanese
corporations, financial institutions, public sector entities and foreign corporations. Mizuho Trust & Banking Co.,
Ltd. (“MHTB”), a trust bank subsidiary, offers mainly trust-related products and consulting services. Other major
subsidiaries consist of Mizuho Securities Co., Ltd. (“MHSC”), Trust & Custody Service Bank, Ltd. (“TCSB”),
Mizuho Investors Securities Co., Ltd. (“MHIS”), Mizuho Capital Co., Ltd., and Mizuho Business Financial
Center Co., Ltd. See Note 30 “Business segment information” for further discussion of the Group’s segment
information.
The accompanying consolidated financial statements have been prepared in accordance with the accounting
principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial
statements are stated in Japanese yen, the currency of the country in which MHFG is incorporated and principally
operates.
The accompanying consolidated financial statements include the accounts of MHFG and its subsidiaries. The
consolidated financial statements also include the accounts of the variable interest entities (“VIEs”) for which
MHFG or its subsidiaries have been determined to be the primary beneficiary under Financial AccountingStandards Board (“FASB”) Interpretation (“FIN”) No.46 (revised December 2003), “Consolidation of Variable
Interest Entities, an interpretation of ARB No.51” (“FIN No.46R”). All significant intercompany transactions andbalances have been eliminated in consolidation. The MHFG Group accounts for investment in entities overwhich it has significant influence using the equity method of accounting. These investments are included in
Other investments and the Group’s proportionate share of income or loss is included in Investment gains—net.
Use of estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management tomake estimates and assumptions that affect reported amounts and related disclosures. Specific areas, among
others, requiring the application of management’s estimates and judgment include assumptions pertaining to theallowance for loan losses, allowance for losses on off-balance-sheet instruments, deferred tax assets, derivative
financial instruments, investments and pension and other employee benefits. Actual results could differ fromestimates and assumptions made.
Accounting change
Effective April 1, 2007, the MHFG Group has changed the declining-balance method for depreciating premises
and equipment from the fixed-percentage-on-declining base application to the 250% declining-balance
application, along with the reduction of the related salvage values. This application was adopted to reflect thecurrent pattern of asset usage. The above change, which was made on a prospective basis, resulted in a decreasein net income of ¥27,288 million, and in basic and diluted net income per common share of ¥2,376.99 and¥2,011.18 respectively, for the fiscal year ended March 31, 2008.
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Definition of cash and due from banks
For purposes of the consolidated statements of cash flows, Cash and due from banks include cash on hand, cash
items in the process of collection and noninterest-bearing deposits with banks.
Translation of foreign currency financial statements and foreign currency transactions
Financial statements of overseas entities are prepared using the functional currency of each entity and translated
into Japanese yen for consolidation purposes. Assets and liabilities are translated using the fiscal-year-end
exchange rate of each functional currency, and income and expense using the average rate of each functional
currency for the period.
Foreign currency translation gains and losses related to the financial statements of overseas entities of the MHFG
Group, net of related income tax effects, are credited or charged directly to Foreign currency translation
adjustments, a component of Accumulated other comprehensive income, net of tax. Tax effects of gains andlosses on foreign currency translation of financial statements of overseas entities are not recognized unless it isapparent that the temporary differences will reverse in the foreseeable future.
Assets and liabilities denominated in foreign currencies are translated into Japanese yen at the fiscal-year-end
foreign exchange rates, and gains and losses resulting from such translation are included in Foreign exchange
gains (losses)—net, as appropriate. Foreign currency denominated income and expenses are translated using
average exchange rates for the period.
Call loans and call money
Call loans and call money represent lending/borrowing through the Japanese short-term money market to/fromother financial institutions such as banks, insurance companies, and securities brokerage houses.
Repurchase and resale agreements, securities lending and borrowing and other secured financing transactions
Securities sold under agreements to repurchase (“repurchase agreements”), securities purchased underagreements to resell (“resale agreements”) and securities lending and borrowing transactions are accounted for as
secured financing or lending transactions when control over the underlying securities is not deemed to be
surrendered by the transferor. Otherwise, they are recorded as sales of securities with related forward repurchasecommitments or purchases of securities with related forward resale commitments in accordance with Statementof Financial Accounting Standards (“SFAS”) No.140, “Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities” (“SFAS No.140”).
Under resale agreements, securities borrowing and certain derivatives transactions, the MHFG Group receives
collateral in the form of securities. In many cases, the MHFG Group is permitted to sell or repledge the securities
obtained as collateral. Disclosures of such collateral are presented in Note 9 “Pledged assets and collateral”. With
respect to securities lending, repurchase agreements, and certain derivative transactions, counterparties may havethe right to sell or repledge securities that the MHFG Group has pledged as collateral. The MHFG Groupseparately discloses those pledged securities in the consolidated balance sheets.
The MHFG Group monitors credit exposure arising from resale agreements, repurchase agreements, securities
borrowing and securities lending transactions on a daily basis, and additional collateral is obtained from orreturned to counterparties as appropriate.
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Trading securities and trading securities sold, not yet purchased
Trading securities consist of securities and money market instruments that are bought and held principally for the
purpose of reselling in the near term with the objective of generating profits on short-term fluctuations in price.
Trading securities sold, not yet purchased, are securities and money market instruments sold to third parties that
the MHFG Group does not own and is obligated to purchase at a later date to cover the short position. Trading
securities and trading securities sold, not yet purchased, are classified at the date of commitment or purchase.
Trading securities and trading securities sold, not yet purchased, are recorded at fair value in the consolidatedbalance sheets in Trading account assets and Trading account liabilities with realized and unrealized gains andlosses recorded on a trade date basis in Trading account gains—net in earnings. Interest and dividends on trading
account debt and equity securities, including securities sold, not yet purchased, are recorded in Interest anddividend income or Interest expense on an accrual basis.
Investments
Debt securities that the MHFG Group has both the positive intent and ability to hold to maturity are classified as
Held-to-maturity securities and carried at amortized cost. Debt securities that the MHFG Group may not hold tomaturity as well as any marketable equity securities, other than those classified as trading account securities, areclassified as Available-for-sale securities, and are carried at fair value, with unrealized gains and losses reported
in Accumulated other comprehensive income, net of tax. Available-for-sale securities also include retained
subordinated beneficial interests in a securitization transaction that can contractually be repaid or otherwise
settled in such a way that the holder would not recover substantially all of its recorded investments.
Declines in the fair value of Held-to-maturity and Available-for-sale securities below their amortized cost, thatare deemed to be other-than-temporary, are reported in Investment gains—net. In addition, other-than-temporary
declines in beneficial interests purchased or retained in a securitization transaction which are classified asavailable-for-sale debt securities are recognized if there has been an adverse change in the cash flows as of thebalance sheet date. Interest and dividends, as well as amortization of premiums and accretion of discounts, arereported in Interest and dividend income. Amortization of premiums and accretion of discounts on debt securities
are recognized over the remaining maturity under the interest method. Gains and losses on disposition of
investments are computed using the first-in first-out method for debt securities and the average method for equity
securities, and are recorded on the trade date. During the fiscal year ended March 31, 2007, for debt securities,
the MHFG Group adopted the interest method and the first-in first-out cost of investment instead of thestraight-line method and the average cost of investment that the Group previously used. The impact of thesechanges was insignificant.
Other investments include marketable and non-marketable equity securities accounted for using the equity
method, marketable and non-marketable investments held by consolidated investment companies which are heldat fair value under specialized industry accounting principles for investment companies, and othernon-marketable equity securities carried at cost, less other-than-temporary impairment, if any.
Derivative financial instruments
Derivative financial instruments are bought and held principally for the purpose of market making for customers,
proprietary trading in order to generate trading revenues and fee income, and also to manage the MHFG Group’s
exposure to interest rate, credit and market risks related to asset and liability management. Such derivative
financial instruments include interest rate, commodity, foreign currency, equity and credit default swap
agreements, options, caps, and floors, and financial futures and forward contracts.

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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Derivatives bought and held for trading purposes are recorded in the consolidated balance sheets at fair value inTrading account assets and Trading account liabilities. The fair value of derivatives in a gain position and loss
position are reported as Trading account assets and Trading account liabilities, respectively.
Derivatives used for asset and liability management include contracts that qualify for hedge accounting under
SFAS No.133, “Accounting for Derivative Instruments and Hedging Activities”, as amended (“SFAS No.133”).
To be eligible for hedge accounting, derivative instruments must be highly effective in achieving offsettingchanges in fair values or variable cash flows from the hedged items attributable to the particular risk being
hedged. All qualifying hedging derivatives are valued at fair value and included in Trading account assets or
Trading account liabilities. Derivatives that do not qualify for hedge accounting under SFAS No.133 are treatedas trading positions and are accounted for as such.
The fair value of derivative financial instruments is based on quoted market prices or broker-dealer quotes. If
quoted market prices or broker-dealer quotes are not available, the fair value is estimated using quoted market
prices for similar instruments, option or binomial pricing models or present value cash flow analysis, applying
current observable market information, where available. The determination of fair value includes various factors
such as exchange or over-the-counter market quotes, time value and volatility factors for options and warrants,
observed prices for similar or synthetic instruments, and counterparty credit quality including potential exposure.
Initial upfront unrealized gains or losses on derivative contracts are deferred unless the fair value is supported byobservable market data. If upfront unrealized gains or losses are treated as adjustments to valuation model
pricing parameters, any deferred upfront unrealized gains or losses are recognized as part of the ongoing mark tomodel over the term of the contract as the data becomes more observable. If observable data is not initiallyavailable, unrealized gains or losses may be recognized only when the observable market data becomes available.
Changes in fair value of all derivatives are recorded in earnings, except for derivatives qualifying as net
investment hedges under SFAS No.133 which are recorded in Accumulated other comprehensive income, net oftax. The fair value changes of all derivatives relating to foreign currency exchange rates are included in theForeign exchange gains (losses)—net. Other elements of the fair value changes, including interest rate, equity
and credit related components, are recognized in Trading account gains—net.
Certain financial and hybrid instruments often contain embedded derivative instruments that possess implicit or
explicit contract terms in a manner similar to that of a derivative instrument. Such derivative instruments are
required to be fair valued separately from the host contracts if they meet the criteria of an embedded derivative.
Such criteria include whether the entire instrument is not marked to market through earnings, the economics ofthe embedded terms are not clearly and closely related to those of the host contract and the embedded terms
would meet the definition of a derivative on a stand-alone basis.
Loans
Loans are generally carried at the principal amount adjusted for unearned income and deferred net nonrefundable
loan fees and costs. Loan origination fees, net of certain direct origination costs are deferred and recognized overthe contractual life of the loan as an adjustment of yield using a method that approximates the interest method.
Interest income on performing loans is accrued and credited to income as it is earned. In refinancing or
restructuring a loan other than in a troubled debt restructuring in accordance with SFAS No.15, “Accounting byDebtors and Creditors for Troubled Debt Restructurings” (“SFAS No.15”), if the terms of the new loan are atleast as favorable to the lender as the terms for comparable loans to other customers with similar collection risks
who are not refinancing or restructuring a loan, or more than minor modifications as defined by the FASB
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Emerging Issues Task Force (“EITF”) Issue No.01-7, “Creditors Accounting for a Modification or Exchange of
Debt Instruments” (“EITF Issue No.01-7”) are made, any unamortized net obligation fees or costs related to theoriginal loan are recognized in interest income when the new loan is granted; otherwise, the unamortized net feesor costs from the original loan are carried forward as a part of the net investment in the new loan. Unearned
income and discounts or premiums on purchased loans are deferred and recognized over the life of the loan using
a method that approximates the interest method.
Loans are considered impaired when, based on current information and events, it is probable that the MHFG
Group will be unable to collect all the scheduled payments of principal and interest when due according to thecontractual terms of the loan. Factors considered by management in determining if a loan is impaired include
delinquency status and the ability of the debtor to make payment of the principal and interest when due.
Loans are designated as nonaccrual when management determines them to be impaired based on all the relevantfacts and circumstances. When a loan is placed on nonaccrual status, interest accrual and amortization of net
origination fees are suspended and the capitalized interest is written off. Cash received on nonaccrual loans isaccounted for as reduction of the loan principal if the ultimate collectibility of the principal amount is uncertain,otherwise, as interest income. Loans are not restored to accrual status until interest and principal payments are
current and future payments are reasonably assured.
Fees received in connection with a modification of the terms of a restructured loan that meet the definition oftroubled debt restructurings in accordance with SFAS No.15, are applied as a reduction of the recorded
investment in the loan. All related costs, including direct loan origination costs, are charged to expense as
incurred.
Loans that have been identified to be sold are classified as loans held for sale within Other assets and areaccounted for at the lower of cost or fair value.
Securitization
The MHFG Group engages in securitization activities related to mortgage loans and other loans in the normal
course of business. The MHFG Group records a loan securitization as a sale when the transferred loans arelegally isolated from the Group’s creditors and the accounting criteria for a sale are met in accordance with
SFAS No.140. Otherwise, the transfer is accounted for as a collateralized borrowing. Gains or losses on
securitization depend in part on the carrying amount of the loans, allocated between the loans derecognized andthe retained interests based on their relative fair values at the date of the transfer. Interests in loans sold throughsecuritization may be retained by the Group in the form of subordinated beneficial interests. The MHFG Groupestimates fair value of these subordinated beneficial interests based on the present value of future expected cash
flows, using management’s best estimates of the key assumptions, such as default rates, discount rates, andprepayment rates, and records them as available-for-sale debt securities.
Allowance and provision (credit) for loan losses
The MHFG Group maintains an appropriate amount of allowance for loan losses to absorb probable losses
inherent in the loan portfolio and makes adjustments to such allowance through Provision (credit) for loan losses
in the consolidated statements of income. Loan principal which management judges to be uncollectible, based on
detailed loan reviews and a credit quality assessment, is charged off against the allowance for loan losses.
Subsequent recoveries of previously charged-off loan balances are recorded as an increase to the allowance forloan losses as the recoveries are received.
The credit quality review process and the credit rating process serve as the basis for determining the allowance
for loan losses. Through such processes loans are categorized into groups to reflect the probability of default,
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
whereby the MHFG Group’s management assesses the ability of borrowers to service their debt, taking into
consideration current financial information, ability to generate cash, historical payment experience, analyses of
relevant industry segments and current trends. In determining the appropriate level of the allowance, the MHFG
Group evaluates the probable loss by category of loan based on its risk type and characteristics.
The allowance for loan losses is determined in accordance with SFAS No.114, “Accounting by Creditors for
Impairment of a Loan—an amendment of FASB Statements No.5 and 15” (“SFAS No.114”) and SFAS No.5,“Accounting for Contingencies” (“SFAS No.5”). The MHFG Group measures the impairment of a loan, based on
the present value of expected future cash flows discounted at the loan’s initial effective interest rate, the loan’s
observable market price, or the fair value of the collateral if the loan is collateral dependent, when it is probablethat the MHFG Group will be unable to collect all amounts due according to the contractual terms of the loan
agreement. Certain impaired loans are aggregated for the purpose of measuring impairment and a formula
allowance utilizing historical loss factors is applied. The formula allowance is also applied to groups of smallbalance, homogeneous loans that are collectively evaluated for impairment and for non-homogeneous loans thathave not been identified as impaired. The evaluation of inherent loss for these loans involves a high degree of
uncertainty, subjectivity and judgment because probable loan losses are not easily identifiable or measurable. In
determining the formula allowance, the MHFG Group therefore relies on a statistical analysis that incorporates
loss rates based on its own historical loss experience and third party data. The estimation of the formula
allowance is back-tested on a periodic basis by comparing the allowance with the actual results subsequent to thebalance sheet date.
The historical loss rate is adjusted, where appropriate, to reflect current factors, such as general economic andbusiness conditions affecting the key lending areas of the MHFG Group, credit quality trends, specific industry
conditions within portfolio segments, and recent loss experience in particular segments of the portfolio.
Allowance and provision (credit) for losses on off-balance-sheet instruments
The MHFG Group maintains an allowance for losses on off-balance-sheet credit instruments, such as guarantees,
standby letters of credit, commitments to invest in securities and commitments to extend credit, in the samemanner as the allowance for loan losses. The allowance is recorded in Other liabilities. Net changes in theallowance for losses on off-balance-sheet instruments are accounted for in the Provision (credit) for losses on
off-balance sheet instruments in the consolidated statements of income.
Premises and equipment
Premises and equipment are stated at historical cost, and depreciation and amortization are recorded over theestimated useful lives of the assets, except for leasehold improvements, which are amortized over the shorter ofthe estimated useful lives of the assets or the lease term. Depreciation and amortization are principally computed
under the straight-line method with respect to buildings and leasehold improvements and under the
declining-balance method with respect to other premises and equipment.
The useful lives of premises and equipment are as follows:
Years

Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 to 50
Equipment and furniture . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 to 20
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 to 50
Regular repairs and maintenance costs that do not extend the estimated useful life are charged to expense as
incurred. Upon sale or disposition of premises and equipment, the cost and related accumulated depreciation or
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
amortization are removed from the accounts, and any gains or losses on disposal are included in Gains on
disposal of premises and equipment or Occupancy expenses.
Impairment of long-lived assets
The MHFG Group’s long-lived assets that are held for use are reviewed periodically for events or changes incircumstances that indicate possible impairment. The Group’s impairment review is based on an undiscounted
cash flow analysis of a group of assets, combined with associated liabilities, at the lowest level for which
identifiable cash flows exist. Impairment occurs when the carrying value of the asset group exceeds the future
undiscounted cash flows that the asset group is expected to generate. When there is impairment, the future cash
flows are then discounted to determine the estimated fair value of the asset group and an impairment charge isrecorded for the difference between the carrying value and the estimated fair value of the asset group. The longlived assets to be disposed of by sale are carried at the lower of the carrying amount or fair value, less estimatedcost to sell.
Software
Internal and external costs incurred in connection with developing and obtaining software for internal use that
occur during the application development stage are capitalized. Such costs include salaries and benefits for
employees directly involved with and who devote time to the project, to the extent such time is incurred directlyon the internal use software project. The capitalization of software ceases when the software project has been
substantially completed. The capitalized software is amortized on a straight-line basis over the estimated usefullife, generally 5 years. Impairment of internal use software is assessed and recognized periodically when
triggering events occur.
Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the MHFG Group’s share of net
identifiable assets acquired at the date of acquisition in a business combination. The Group accounts for goodwillin accordance with SFAS No.142, “Goodwill and Other Intangible Assets” (“SFAS No.142”). Goodwill isrecorded at a designated reporting unit level for the purpose of assessing impairment. An impairment loss isrecorded to the extent the carrying amount of goodwill exceeds its estimated fair value.
Pension and other employee benefits
MHFG and certain subsidiaries including MHBK, MHCB, and MHTB sponsor severance and pension plans,
which provide defined benefits to retired employees. Periodic expense and accrued liabilities are computed basedon the actuarial present value of benefits, net of investment returns expected from plan assets and their fair values
at the balance sheet date. Net periodic expense is charged to Salaries and employee benefits.
Debentures and long-term debt
Premiums, discounts and issuance costs of debentures and long-term debt are amortized based on a method thatapproximates the interest method over the terms of the debentures and long-term debt.
Obligations under guarantees
The MHFG Group provides customers with a variety of guarantees and similar arrangements, including standby
letters of credit, financial and performance guarantees, credit protections, and liquidity facilities. The MHFG
Group recognizes guarantee fees income over the guarantee period. The MHFG Group receives such a guarantee
fee at the inception of the guarantee or by installment, and in either case approximates the fair value of theguarantee.
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Fees and commissions
Fee revenue is recognized when all of the following criteria have been met: persuasive evidence of an agreement
exists, services have been rendered, the price is fixed or determinable, and collectibility is reasonably assured.
Trust fees are recognized on an accrual basis and are usually based on the volume of assets under custody or
management. Performance-related fees associated with certain trust products are recognized on an accrual basis.
Fees on funds transfer and collection services are generally recognized as revenue when the related services are
performed. Revenues from investment banking services are recorded at the time the underlying transactions aresubstantially completed and there are no other contingencies associated with the fees. Fees from trade-related
financing services are recognized over the period of the financing.
Fees and commissions are presented on a gross basis.
Income taxes
Income taxes are accounted for in accordance with SFAS No.109, “Accounting for Income Taxes”, as amended(“SFAS No.109”). Deferred income taxes reflect the net tax effects of (1) temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and those corresponding amounts used
for income tax purposes, and (2) operating loss and tax credit carryforwards. A valuation allowance for any
portion of the deferred tax assets is recorded unless it is more likely than not that the deferred tax assets will be
realized. Deferred income tax benefit or expense is recognized for the changes in the net deferred tax asset or
liability between periods.
Earnings per common share
Basic earnings per common share are computed by dividing net income by the weighted average number ofcommon shares outstanding during the fiscal year. Diluted earnings per common share reflect the possible
exercise of all convertible securities, such as convertible preferred stock to the extent they are not anti-dilutive.
See Note 19 “Earnings per common share” for the computation of basic and diluted earnings per common share.
2. Recently issued accounting pronouncements
Recently adopted accounting pronouncements
In January 2003, the EITF reached a consensus on Issue No.03-2, “Accounting for the Transfer to the Japanese
Government of the Substitutional Portion of Employee Pension Fund Liabilities” (“EITF Issue No.03-2”), which
was ratified by the FASB in February 2003. EITF Issue No.03-2 addresses accounting for a transfer to theJapanese government of the substitutional portion of an employee pension fund and requires employers toaccount for the entire separation process of the substitutional portion from an entire plan upon completion of thetransfer to the government of the substitutional portion of the benefit obligation and related plan assets as theculmination of a series of steps in a single settlement transaction. It also requires that the difference between thefair value of the obligation and the assets required to be transferred to the government, if any, should be
accounted for as a subsidy from the government, separately from gain or loss on settlement of the substitutional
portion of the obligation, upon completion of the transfer. See Note 21 “Pension and other employee benefit
plans” for a further discussion of the impact of EITF Issue No.03-2.
In December 2003, the American Institute of Certified Public Accountants (“AICPA”) issued Statement of
Position (“SOP”) No.03-3, “Accounting for Certain Loans or Debt Securities Acquired in a Transfer”(“SOP No.03-3”). SOP No.03-3 requires acquired loans to be recorded at fair value and prohibits carrying over
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
valuation allowances in the initial accounting for all loans acquired in a transfer that have evidence ofdeterioration in credit quality since acquisition, when it is probable that the investor will be unable to collect allcontractual cash flows. SOP No.03-3 limits the yield that may be accreted to the excess of the undiscounted
expected cash flows over the investor’s initial investment in the loan. The excess of the contractual cash flows
over expected cash flows may not be recognized as an adjustment of yield. Subsequent increases in cash flows
expected to be collected are recognized prospectively through an adjustment of the loan’s yield over its
remaining life. Decreases in expected cash flows are recognized as impairments. SOP No.03-3 is effective forloans acquired in fiscal years beginning after December 15, 2004. The adoption of SOP No.03-3 did not have amaterial impact on the MHFG Group’s consolidated results of operations or financial condition.
In December 2004, the FASB issued SFAS No.153, “Exchanges of Non-monetary Assets—an amendment of
APB Opinion No.29” (“SFAS No.153”), which eliminates the exception to the fair value measurement principle
for exchanges of similar productive assets that is provided under Accounting Principles Board (“APB”) Opinion
No.29, “Accounting for Non-monetary Transactions”, and replaces it with a general exception for exchanges of
non-monetary assets that do not have commercial substance. Under SFAS No.153, a non-monetary exchange isconsidered to have commercial substance if the future cash flows of the entity are expected to change
significantly as a result of the exchange. SFAS No.153 is effective for non-monetary asset exchanges occurringin fiscal periods beginning after June 15, 2005. The adoption of SFAS No.153 did not have a material impact on
the MHFG Group’s consolidated results of operations or financial condition.
In March 2005, the FASB issued FIN No.47, “Accounting for Conditional Asset Retirement Obligations—aninterpretation of FASB Statement No.143” (“FIN No.47”), which clarifies that the term “conditional asset
retirement obligation” as used in SFAS No.143, “Accounting for Asset Retirement Obligations” (“SFAS
No.143”), refers to a legal obligation to perform an asset retirement activity in which the timing and/or method ofsettlement are conditional on a future event that may or may not be within the control of the entity. Under FIN
No.47, the obligation to perform the asset retirement activity is considered unconditional even though uncertainty
exists about the timing and/or method of settlement. FIN No.47 also clarifies when an enterprise is considered tohave sufficient information to reasonably estimate the fair value of an asset retirement obligation to clarify theapplication of SFAS No.143 which addresses accounting for the cases where sufficient information is notavailable at the time the liability is incurred. FIN No.47 is effective no later than the end of fiscal years ended
after December 15, 2005. The adoption of FIN No.47 did not have a material impact on the MHFG Group’s
consolidated results of operations or financial condition.
In March 2005, the FASB issued FASB Staff Position (“FSP”) No.FIN46(R)-5, “Implicit Variable Interests
under FASB Interpretation No.46 (revised December 2003)” (“FSP No.FIN46(R)-5”), which addresses whether areporting enterprise should consider whether it holds an implicit variable interest in a VIE or potential VIE when
specific conditions exist. FSP No.FIN46(R)-5 requires that an enterprise consider whether it holds an implicit
variable interest in the VIE or potential VIE based on whether the enterprise may absorb variability of the VIE or
potential VIE. FSP No.FIN46(R)-5 is effective in the first reporting period beginning after March 3, 2005. The
adoption of the FSP did not have a material impact on the MHFG Group’s consolidated results of operations or
financial condition.
In May 2005, the FASB issued SFAS No.154, “Accounting Changes and Error Corrections—a replacement of
APB Opinion No.20 and FASB Statement No.3” (“SFAS No.154”), which replaces APB Opinion No.20,“Accounting Changes” (“APB Opinion No.20”), and SFAS No.3, “Reporting Accounting Changes in Interim
Financial Statements” (“SFAS No.3”), and requires all voluntary changes in accounting principle, as well as thechanges required by an accounting pronouncement in the unusual instance that the pronouncement does notinclude specific transition provisions, be accounted for as retrospective application to prior periods’ financial
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
statements, unless it is impracticable. SFAS No.154 is effective for accounting changes and corrections of errors
made in fiscal years beginning after December 15, 2005. The adoption of the SFAS No.154 did not have amaterial impact on the MHFG Group’s consolidated results of operations or financial condition.
In June 2005, the EITF reached a consensus on Issue No.04-5, “Determining Whether a General Partner, or the
General Partners as a Group, Controls a Limited Partnership or Similar Entity When the Limited Partners Have
Certain Rights” (“EITF Issue No.04-5”). EITF Issue No.04-5 provides guidance to general partners in limited
partnerships in determining if they control the limited partnerships. The guidance indicates the factors to beconsidered in determining if the general partner has control of the limited partnership include: rebuttablepresumption of control, ability of limited partners to liquidate the limited partnership or remove the generalpartner without cause, limited partners’ substantive participating rights, and limited partners’ protective rights.
EITF Issue No.04-5 is applicable to all new partnerships formed and for existing partnerships for which thepartnership agreements are modified after June 29, 2005. For all other existing partnerships, EITF Issue No.04-5
is applicable for the first reporting period for fiscal years beginning after December 15, 2005. The MHFG Groupearly adopted EITF Issue No.04-5, and the adoption did not have a material impact on the MHFG Group’s
consolidated results of operations or financial condition.
In November 2005, the FASB issued FSP No.FAS 115-1 and FAS 124-1, “The Meaning of Other-ThanTemporary Impairment and Its Application to Certain Investments” (“FSP No.FAS 115-1 and FAS 124-1”),
which nullifies guidance on determining whether an impairment is other-than-temporary included in EITF Issue
No.03-1 “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments”(“EITF Issue No.03-1”), and effectively retains the guidance in this area before EITF Issue No.03-1. The FSP
does, however, generally carry forward EITF Issue No.03-1’s impairment guidance relating to cost method
investments and disclosures. The FSP is effective in the first reporting period beginning after December 15,
2005. The adoption of the FSP did not have a material impact on the MHFG Group’s consolidated results ofoperations or financial condition.
In February 2006, the FASB issued SFAS No.155, “Accounting for Certain Hybrid Financial Instruments—anamendment of FASB Statements No.133 and 140” (“SFAS No.155”), which eliminates the exemption fromapplying the bifurcation requirements of SFAS No.133 to beneficial interests in securitized financial assets.
SFAS No.155 permits an enterprise to elect fair value measurement at acquisition, at issuance, or when apreviously recognized financial instrument is subject to a remeasurement event, on an instrument-by-instrument
basis, with respect to a hybrid financial instrument that contains an embedded derivative that would otherwise bebifurcated. SFAS No.155 is effective for all financial instruments acquired or issued after the beginning of anentity’s first fiscal year that begins after September 15, 2006. The MHFG Group elected to early adopt SFAS
No.155 as of April 1, 2006 and applied SFAS No.155 fair value measurement to certain structured notes issued.
The impact of adoption was an increase to retained earnings at April 1, 2006 of ¥1,514 million after-tax, which
included gross unrealized gains of ¥1,552 million after-tax and gross unrealized losses of ¥38 million after-tax.
The estimated changes in the fair values of those structured notes during the fiscal year ended March 31, 2008
were gains of approximately ¥22 billion. The adoption of SFAS No.155 did not have a material impact on the
MHFG Group’s consolidated results of operations or financial condition.
In March 2006, the FASB issued SFAS No.156, “Accounting for Servicing of Financial Assets—an amendmentof FASB Statement No.140” (“SFAS No.156”), which requires all separately recognized servicing assets andliabilities be initially measured at fair value, if practical. SFAS No.156 permits, but does not require, anenterprise to elect to remeasure servicing assets and liabilities at fair value in subsequent periods. SFAS No.156
is effective for fiscal years beginning after September 15, 2006. The adoption of SFAS No.156 did not have amaterial impact on the MHFG Group’s consolidated results of operations or financial condition.
F-20

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
In April 2006, the FASB issued FSP No.FIN46(R)-6, “Determining the Variability to Be Considered in Applying
FASB Interpretation No.46(R)” (“FSP No.FIN46(R)-6”), which addresses how an enterprise should determine
the variability to be considered in applying FIN No.46R. FSP No.FIN46(R)-6 requires that the variability to beconsidered in applying FIN No.46R be based on an analysis of the design of the entity, which entails an analysisof the nature of risks in the entity and determination of the purpose(s) for which the entity has been created andthe variability that the entity creates. An enterprise is required to apply FSP No.FIN46(R)-6 prospectively to all
entities (including newly created entities) with which that enterprise first becomes involved and to all entities
previously required to be analyzed under FIN No.46R when a reconsideration event, as defined by FIN No.46R,
has occurred beginning the first day of the first reporting period beginning after June 15, 2006. The MHFG
Group has early adopted the FSP, and the adoption did not have a material impact on the MHFG Group’s
consolidated results of operations or financial condition.
In June 2006, the FASB ratified the EITF consensus on Issue No.06-2, “Accounting for Sabbatical Leave andOther Similar Benefits Pursuant to FASB Statement No.43” (“EITF Issue No.06-2”). EITF Issue No.06-2
addresses accounting for compensated absences that require the completion of a minimum service period and do
not increase with additional years of service. EITF Issue No.06-2 is effective for fiscal years beginning after
December 15, 2006. The adoption of EITF Issue No.06-2 did not have a material impact on the MHFG Group’s
consolidated results of operations or financial condition.
In July 2006, the FASB issued FIN No.48, “Accounting for Uncertainty in Income Taxes” (“FIN No.48”), which
creates a single model to address uncertainty in all tax positions subject to SFAS No.109. FIN No.48 clarifies theaccounting for income taxes by prescribing the minimum recognition threshold a tax position is required to meet
before being recognized in the financial statements. FIN No.48 also provides guidance on derecognition,measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition. The
MHFG Group adopted FIN No.48 as of April 1, 2007 that resulted in an increase to the beginning balance ofaccumulated deficit of ¥2,597 million. For further discussion regarding the impact on the financial statements forthe fiscal year ended March 31, 2008, see Note 20 “Income taxes”.
In September 2006, the U.S. Securities and Exchange Commission (“SEC”) staff issued Staff Accounting
Bulletin (“SAB”) No.108, “Considering the Effects of Prior Year Misstatements When Quantifying
Misstatements in Current Year Financial Statements” (“SAB No.108”). SAB No.108 provides guidance onquantifying and evaluating the materiality of unrecorded misstatements. It requires the use of both the “ironcurtain” and “rollover” approaches in quantifying and evaluating the materiality of a misstatement. Under theiron curtain approach, the error is quantified as the cumulative amount by which the current year balance sheet is
misstated. The rollover approach quantifies the error as the amount by which the current year income statement is
misstated. If either approach results in a material misstatement, financial statement adjustments are required.
SAB No.108 is effective for financial statements issued for fiscal years ended after November 15, 2006. The
adoption of SAB No.108 did not have a material impact on the MHFG Group’s consolidated results of operations
or financial condition.
In September 2006, the FASB issued SFAS No.158, “Employers’ Accounting for Defined Benefit Pension andOther Postretirement Plans—an amendment of FASB Statements No.87, 88, 106, and 132(R)” (“SFAS No.158”),
which requires entities to recognize a net liability or asset to report the funded status of their defined benefit
plans and other post retirement benefit plans in its consolidated statement of financial position. SFAS No.158
clarifies that defined benefit assets and obligations should be measured as of the date of the entity’s fiscal
year-end statement of financial position. SFAS No.158 also provides additional disclosure requirements for
information related to certain effects on net periodic benefit cost for the next fiscal year that arise from thedelayed recognition of gains and losses, prior service costs and credits, and transition asset or obligation. SFAS
No.158 is effective as of the end of the fiscal years ended after December 15, 2006. See Note 21 “Pension andother employee benefit plans” for the impact of adopting SFAS No.158.
F-21

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Accounting pronouncements issued but not yet effective
In September 2006, the FASB issued SFAS No.157, “Fair Value Measurements” (“SFAS No.157”), whichclarifies the definition of fair value and the method used to measure fair value and expands the disclosure
requirements about fair value measurements. SFAS No.157 establishes a fair value hierarchy that distinguishes
between (1) market participant assumptions developed based on market data obtained from sources independentof the reporting entity and (2) the reporting entity’s own assumptions about market participant assumptions
developed based on the best information available in the circumstances. SFAS No.157 nullifies certain guidance
provided for in EITF Issue No.02-3, “Issues Involved in Accounting for Derivative Contracts Held for Trading
Purposes and Contracts Involved in Energy Trading and Risk Management Activities” (“EITF Issue No.02-3”),and the related provisions of SFAS No.133. SFAS No.157 is effective for fiscal years beginning afterNovember 15, 2007. In February 2008, the FASB issued FSP No.FAS157-1, “Application of FASB Statement
No.157 to FASB Statement No.13 and Other Accounting Pronouncements That Address Fair Value
Measurements for Purposes of Lease Classification or Measurement under Statement 13” and FSP No.FAS157-2,“Effective Date of FASB Statement No.157”, which partially delay the effective date of SFAS No.157 for one
year for certain nonfinancial assets and liabilities and remove certain leasing transactions from its scope. The
MHFG Group is currently evaluating the potential impact that the adoption of SFAS No.157 will have on its
consolidated results of operations and financial condition.
In February 2007, the FASB issued SFAS No.159, “The Fair Value Option for Financial Assets and Financial
Liabilities Including an amendment of FASB Statement No.115” (“SFAS No.159”). SFAS No.159 allows entities
to choose, at specified election dates, to measure eligible financial assets and liabilities and certain other items at
fair value that are not otherwise required to be measured at fair value. If a company elects the fair value option
for an eligible item, changes in that item’s fair value in subsequent reporting periods must be recognized incurrent earnings. SFAS No.159 is effective for fiscal years beginning after November 15, 2007 and the MHFG
Group adopted SFAS No.159 for the fiscal year beginning April 1, 2008. The financial assets or liabilities forwhich the Group elected the fair value option as of the effective date are primarily foreign currency denominatedavailable-for-sale debt securities and certain hybrid financial instruments that contain embedded derivatives that
had not been previously elected or eligible for fair value treatment under SFAS No.155. As cumulative effect, theMHFG Group expects to record a decrease of approximately ¥23 billion to the beginning balance ofAccumulated deficit as of April 1, 2008.
In June 2007, the AICPA issued SOP No.07-1, “Clarification of the Scope of the Audit and Accounting Guide
Investment Companies and Accounting by Parent Companies and Equity Method Investors for Investments in
Investment Companies” (“SOP No.07-1”). SOP No.07-1 provides guidance for determining whether an entity is
within the scope of the AICPA Audit and Accounting Guide Investment Companies (“the Guide”). Prior to theissuance of SOP No.07-1, in May 2007, the FASB issued FSP No.FIN46(R)-7 “Application of FASBInterpretation No.46(R) to Investment Companies” (“FSP No.FIN46(R)-7”), which addresses the application of
FIN No.46R by an entity that accounts for its investments in accordance with the Guide. FSP No.FIN46(R)-7
extends the scope exception for investment companies in FIN No.46R to unregistered investment companies as
defined by SOP No.07-1. SOP No.07-1 was expected to be effective for fiscal years beginning on or after
December 15, 2007, with earlier application encouraged, and FSP No.FIN46(R)-7 was expected to follow the
adoption of SOP No.07-1. However, in February 2008, the FASB issued FSP No.SOP07-1-1, “Effective Date of
AICPA Statement of Position 07-1” to delay the effective date of SOP No.07-1 indefinitely in order to address
implementation issues. The MHFG Group does not expect that the current form of the SOP will have a material
impact on its consolidated results of operations or financial condition.
In December 2007, the FASB issued SFAS No.141 (revised 2007), “Business Combinations” (“SFAS
No.141R”). SFAS No.141R establishes principles and requirements for how the acquirer (1) recognizes and
F-22

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any
noncontrolling interests in the acquiree, (2) recognizes and measures goodwill acquired in the businesscombination or a gain from a bargain purchase, and (3) determines what information to disclose to enable usersof the financial statements to evaluate the nature and financial effects of the business combination. SFAS
No.141R applies prospectively to business combinations for which the acquisition date is on or after the
beginning of the first annual reporting period beginning on or after December 15, 2008. Early adoption isprohibited. The impact of SFAS No.141R on the MHFG Group’s consolidated results of operations and financial
condition will depend on whether there are any business combinations in a future period.
In December 2007, the FASB issued SFAS No.160, “Noncontrolling Interests in Consolidated Financial
Statements—an amendment of ARB No.51” (“SFAS No.160”). SFAS No.160 amends Accounting Research
Bulletins No.51, “Consolidated Financial Statements” to establish accounting and reporting standards for thenoncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS No.160 requires
expanded disclosures in the consolidated financial statements that clearly identify and distinguish between theinterests of the parent’s owners and the interests of the noncontrolling owners of a subsidiary. SFAS No.160 iseffective for fiscal years beginning on or after December 15, 2008. Early adoption is prohibited. The MHFG
Group is currently evaluating the potential impact that the adoption of SFAS No.160 will have on its
consolidated results of operations and financial condition.
In February 2008, the FASB issued FSP No.FAS140-3, “Accounting for Transfers of Financial Assets andRepurchase Financing Transactions” (“FSP No.FAS140-3”). FSP No.FAS140-3 provides that if an initial transfer
of a financial asset and a repurchase financing that is entered into contemporaneously with, or in contemplationof, the initial transfer meet certain conditions, the initial transfer shall be accounted for separately from therepurchase financing. Otherwise, the initial transfer and repurchase financing should be evaluated as a linked
transaction, which shall be accounted for based on the economics of the combined transactions. FSP
No.FAS140-3 is effective for fiscal years beginning after November 15, 2008. Early adoption is prohibited. The
MHFG Group is currently evaluating the potential impact that the adoption of FSP No.FAS140-3 will have on its
consolidated results of operations and financial condition.
In March 2008, the FASB issued SFAS No.161, “Disclosures about Derivative Instruments and Hedging
Activities—an amendment of FASB Statement No.133” (“SFAS No.161”). SFAS No.161 requires enhanced
disclosures about derivative instruments and hedged items that are accounted for under SFAS No.133 and its
related interpretations. SFAS No.161 is effective for fiscal years beginning after November 15, 2008, with early
adoption permitted. SFAS No.161 is an accounting principle which expands disclosure requirements, and has no
impact on the MHFG Group’s consolidated results of operations or financial condition.
In May 2008, the FASB issued SFAS No.162, “The Hierarchy of Generally Accepted Accounting Principles”(“SFAS No.162”). SFAS No.162 identifies the sources of accounting principles and the framework for selecting
the principles to be used in the preparation of financial statements of nongovernmental entities that are presented
in conformity with U.S. GAAP. SFAS No.162 is effective 60 days following the SEC’s approval of the PublicCompany Accounting Oversight Board amendments to AU Section 411 “The Meaning of Present Fairly inConformity with Generally Accepted Accounting Principles”. The MHFG Group does not expect that the
adoption of SFAS No.162 will have a material impact on its consolidated results of operations or financial
condition.

F-23

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
3. Trading account assets and trading account liabilities
The following table presents the components of Trading account assets and Trading account liabilities at theirestimated fair value at March 31, 2007 and 2008:
2007
2008
(in millions of yen)

Trading account assets:
Trading securities:
Japanese government and corporate debt securities . . . . . . . . . . . . . . . . . . . .
Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign government bonds and other securities . . . . . . . . . . . . . . . . . . . . . . .

6,481,302
613,785
2,409,517

8,089,599
464,1312,039,699

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,504,604

10,593,429

Derivative assets:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity-related contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit-related contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other contracts, mainly commodity-related contracts . . . . . . . . . . . . . . . . . .

1,828,742
2,088,854
103,107
13,718411,308

6,277,427
2,963,667
153,955
297,332
266,594

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,445,729

9,958,975

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13,950,333

20,552,404

6,350,602

4,704,852

2,030,568
2,401,340
106,80922,592
398,099

5,733,591
2,837,749
169,670
358,703
315,875

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,959,408

9,415,588

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

11,310,010

14,120,440

Trading account liabilities:
Trading securities sold, not yet purchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative liabilities:
Interest rate contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity-related contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit-related contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other contracts, mainly commodity-related contracts . . . . . . . . . . . . . . . . . .

See Note 28 “Fair value of financial instruments” for the methodologies and assumptions used to estimate fairvalues.
The MHFG Group performs trading activities through market-making, sales, and arbitrage. Net trading gains(losses) for the fiscal years ended March 31, 2006, 2007 and 2008 are comprised of the following:2006

Trading account gains (losses)—net:
Trading securities, excluding derivative contracts . . . . . . . . . . . . . . . . . . . .
Derivative contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2007
2008
(in millions of yen)

376,839 144,740(356,497) 245,150(269,702)
405,657

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
20,342 389,890
Foreign exchange gains (losses)—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (110,674) (51,304)

135,955
296,732

Net trading gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

432,687F-24(90,332) 338,586

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The net exposure of securitization products related to residential mortgage-backed securities (“RMBS”),
collateralized debt obligations (“CDO”), asset-backed securities (“ABS”), collateralized loan obligations(“CLO”), and similar assets held by MHSC and its overseas subsidiaries, including consolidated VIEs, wasapproximately ¥351 billion at March 31, 2008, of which approximately ¥105 billion was denominated in foreign
currencies. These securitization products were recorded in Trading account assets. Trading losses, net of hedges,
related to those securitization products were ¥409 billion for the fiscal year ended March 31, 2008. See Note 4“Investments” for similar exposures of other subsidiaries of MHFG.

4. Investments
The amortized cost, gross unrealized gains and losses, and fair value of available-for-sale and held-to-maturity
securities at March 31, 2007 and 2008 are as follows:
2007
Gross
Gross
Amortized unrealized unrealized
cost
gains
lossesAvailable-for-salesecurities: (1)Debt securities:
Japanese government
bonds . . . . . . . . . . . . . 14,524,884
3,110Japanese local gov’t
bonds . . . . . . . . . . . . .
89,911
499
U.S. Treasury bonds . . . . 2,044,045
20,660
Other foreign gov’t
bonds . . . . . . . . . . . . . 2,866,136 150,117
Agency mortgagebacked securities (2) . . 2,443,427
63,994
Japanese corporate
bonds . . . . . . . . . . . . . 2,530,444684Japanese other debt
securities . . . . . . . . . . 2,771,709
9,506
Foreign corporate bonds
and other debt
securities . . . . . . . . . . 2,196,570
5,685
Equity securities(marketable) . . . . . . . . 2,591,059 3,679,090

2008
Gross
Gross
Fair
Amortized unrealized unrealized
value
cost
gains
losses(in millions of yen)

Fair
value

11,978 14,516,016 16,216,080

18,42422,083 16,212,421

1,199
12,85889,211
2,051,847

70,772
2,571,051

968
9,496

211
30,61571,5292,549,932

19,774

2,996,479

1,768,307

110,813

11,342

1,867,778

19,8552,487,566

1,562,347

2,079

43,6801,520,746

15,4402,515,688

2,419,072

2,585

3,570

2,418,087

14,392

2,766,823

3,076,252

19,037

11,435

3,083,854

19,1462,183,109

2,160,272

10,79836,2912,134,779

6,221

6,263,928

2,619,520 1,966,890

73,8984,512,512

Total . . . . . . . . . . . . . . . . . . 32,058,185 3,933,345 120,863 35,870,667 32,463,673 2,141,090 233,125 34,371,638
Held-to-maturity securities:
Debt securities:
Japanese government
bonds . . . . . . . . . . . . .
Japanese local gov’t
bonds . . . . . . . . . . . . .
U.S. Treasury bonds . . . .

969,069

4

1,881

967,192

489,978176

76

490,078

49,971
318,579

12
—

186
6,185

49,797
312,394

48,546240,391

17
4,753

13
—

48,550245,144

Total . . . . . . . . . . . . . . . . . .

1,337,619

16

8,252

1,329,383

778,9154,946

89783,772

Notes:(1) During the fiscal year ended March 31 2008, the MHFG Group stratified its investment portfolio into additional
categories to provide more clarity regarding the types of securities held. Certain amounts in the prior period have been
reclassified to conform to the current period’s presentation.

F-25

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Agency mortgage-backed securities presented in the above table consist of U.S. agency securities and Japanese agency
securities, of which the fair values are ¥2,228,921 million and ¥258,645 million, respectively, in the fiscal year ended
March 31, 2007, and ¥1,269,227 million and ¥251,519 million, respectively, in the fiscal year ended March 31, 2008.
Over 99 percent of U.S. agency securities are Government National Mortgage Association or Ginnie Mae securities,
which are guaranteed by the United States government. All of Japanese agency securities are mortgage-backed securities
issued by Japan Housing Finance Agency, a Japanese government-sponsored enterprise.

The amortized cost and fair value of available-for-sale and held-to-maturity debt securities at March 31, 2008 bycontractual maturity are shown in the table below. Expected maturities may differ from contractual maturities
because borrowers may have the right to call or prepay obligations with or without penalties. Securities not due
at a single maturity date and securities embedded with call or prepayment options, such as mortgage-backed
securities, are included in the table below based on their original final or contractual maturities.
Available-for-sale debt
Held-to-maturity debt
securities
securities
Amortized cost
Fair value
Amortized cost Fair value(in millions of yen)Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year through five years . . . . . . . . . . . . . . . .
Due after five years through ten years . . . . . . . . . . . . . . . .
Due after ten years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,614,545
11,483,468
3,840,032
4,906,108
29,844,153

9,636,803
11,528,866
3,840,491
4,852,966
29,859,126

596,078
182,837——
778,915

597,537
186,235——
783,772

The following tables show the gross unrealized losses and fair value of available-for-sale and held-to-maturity
securities, aggregated by the length of time that individual securities have been in a continuous unrealized loss
position, at March 31, 2007 and 2008:2007

Less than 12 months
Gross
Fair
unrealized
ValuelossesAvailable-for-sale securities: (1)Debt securities:
Japanese government bonds . . . . . 7,265,195
Japanese local gov’t bonds . . . . . .
816
U.S. Treasury bonds . . . . . . . . . . .
184,752
Other foreign gov’t bonds . . . . . .
536,316
Agency mortgage-backed
securities (2) . . . . . . . . . . . . . . . .
486,105
Japanese corporate bonds . . . . . . .
703,394
Japanese other debt securities . . .
859,582
Foreign corporate bonds and otherdebt securities . . . . . . . . . . . . . .
405,584
Equity securities (marketable) . . . . .
136,827
Total . . . . . . . . . . . . . . . . . . . . . . . . . 10,578,571
Held-to-maturity securities:
Debt securities: . . . . . . . . . . . . . . . . .
Japanese government bonds . . . . .
Japanese local gov’t bonds . . . . . .
U.S. Treasury bonds . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . .

12 months or more
Gross
Fair
unrealized
Valuelosses(in millions of yen)

Total
Fair
Value

Gross
unrealized
losses11,6403544
4,869

28,65365,083
224,215
248,751338
1,196
12,314
14,905

7,293,848
65,899408,967
785,067

11,978
1,199
12,858
19,774

5,753
3,908
4,247

451,637
1,577,825
854,848

14,102
11,532
10,145

937,7422,281,219
1,714,430

19,855
15,44014,392

11,463
6,200
48,627

155,813516
3,607,341

7,683
21
72,236561,397
137,343
14,185,912

19,146
6,221
120,86372——
72

837,267
48,904
312,394
1,198,565

1,809
186
6,185
8,180

917,201
48,904
312,394
1,278,499

1,881
186
6,185
8,252

79,934——79,934F-26

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Less than 12 months
Gross
Fair
unrealized
Valuelosses

12 months or more
Gross
Fair
unrealized
Valuelosses(in millions of yen)

7,623,532
5,959
709,673
549,322

22,08326
29,7488,520

25
24,153
15,71725,054

599,820
360,813938,706

42,7081,086
5,062

584,453
365,719

Total . . . . . . . . . . . . . . . . . . . . . . . . . 11,737,997

2008

Available-for-sale securities: (1)Debt securities:
Japanese government bonds . . . . .
Japanese local gov’t bonds . . . . . .
U.S. Treasury bonds . . . . . . . . . . .
Other foreign gov’t bonds . . . . . .
Agency mortgage-backed
securities (2) . . . . . . . . . . . . . . . .
Japanese corporate bonds . . . . . . .
Japanese other debt securities . . .
Foreign corporate bonds and otherdebt securities . . . . . . . . . . . . . .
Equity securities (marketable) . . . . .

Total
Fair
Value

Gross
unrealized
losses

0
185
867
2,822

7,623,557
30,112
725,390574,376

22,083
211
30,615
11,342

119,831
1,293,798
920,546

972
2,484
6,373

719,651
1,654,611
1,859,252

43,6803,570
11,43524,02773,726

112,542
293

12,264
172

696,995
366,01236,29173,898206,986

2,511,959

26,13914,249,956

233,125

Held-to-maturity securities:
Debt securities:
Japanese government bonds . . . . .
Japanese local gov’t bonds . . . . . .
U.S. Treasury bonds . . . . . . . . . . .

—
—
—

—
—
—

100,023
28,925—76
13—100,023
28,925—76
13—

Total . . . . . . . . . . . . . . . . . . . . . . . . .

——128,948

89

128,948

89

Notes:(1) During the fiscal year ended March 31, 2008, the MHFG Group stratified its investment portfolio into
additional categories to provide more clarity regarding the types of securities held. Certain amounts in theprior period have been reclassified to conform to the current period’s presentation.
(2) Agency mortgage-backed securities presented in the above table consist of U.S. agency securities andJapanese agency securities, of which the fair values are ¥769,897 million and ¥167,845 million,
respectively, in the fiscal year ended March 31, 2007, and ¥599,701 million and ¥119,950 million,
respectively, in the fiscal year ended March 31, 2008. Over 99 percent of U.S. agency securities are
Government National Mortgage Association or Ginnie Mae securities, which are guaranteed by the UnitedStates government. All of Japanese agency securities are mortgage-backed securities issued by Japan
Housing Finance Agency, a Japanese government-sponsored enterprise.
The MHFG Group performs periodic reviews to identify impaired securities. Impairment is evaluatedconsidering the length of time and extent to which the fair value has been below cost, the financial condition andnear-term prospects of the issuer, as well as the MHFG Group’s ability and intent to hold the investments for anadequate period of time until an anticipated market price recovery or maturity. If it is determined that the
impairment is other-than-temporary, the investment is written down to fair value, and a loss is recognized
immediately through earnings.
The MHFG Group has determined that the unrealized losses on investments in a continuous loss position for
12 months or more at March 31, 2008, are not other-than-temporary, because such losses have resulted primarily
from appreciation of the yen and the MHFG Group has the ability and intent to hold them for a period of time
sufficient to recover gross unrealized losses.
F-27

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
For the fiscal years ended March 31, 2006, 2007 and 2008, losses resulting from write-downs for other-thantemporary impairment on available-for-sale securities were ¥83,235 million, ¥212,583 million and ¥661,088
million, respectively. No impairment losses were recorded on held-to-maturity securities for those fiscal years.
The fair value of foreign currency denominated-securitization products held by MHFG subsidiaries, including
consolidated VIEs, other than MHSC related to RMBS, CDO, ABS, CLO, and similar assets was approximately¥1,051 billion at March 31, 2008, which were recorded in available-for-sale securities. Losses resulting fromwrite-downs for other-than-temporary impairment on these securitization products were ¥260 billion for the
fiscal year ended March 31, 2008.
For the fiscal years ended March 31, 2006, 2007 and 2008, proceeds from sales of available-for-sale securities
were ¥29,550 billion, ¥34,492 billion and ¥67,553 billion, respectively. Gross realized gains on those sales were¥298,955 million, ¥294,821 million and ¥597,361 million, respectively, and gross realized losses on those sales
were ¥162,159 million, ¥51,654 million and ¥142,455 million, respectively, for the fiscal years ended March 31,
2006, 2007 and 2008.
Other investments
The following table summarizes the composition of other investments:
2007
2008
(in millions of yen)

Equity method investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 239,746
Investments held by consolidated investment companies . . . . . . . . . . . . . . . . . . . . . . . . . . .
81,824
Other equity interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 471,840
Total other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

793,410

234,961
77,096693,138
1,005,195

Equity method investments
Investments in investees over which the MHFG Group has the ability to exert significant influence are accounted
for using the equity method of accounting. Such investments included marketable equity securities carried at¥37,860 million and ¥35,292 million, at March 31, 2007 and 2008, respectively. The aggregated market values of
those marketable equity securities were ¥91,867 million and ¥50,558 million, respectively.
Investments held by consolidated investment companies
The MHFG Group consolidates certain investment companies for which it has control either through ownershipor other means. Investment companies are subject to specialized industry accounting which requires investments
to be carried at fair value, with changes in fair value recorded in earnings. The MHFG Group maintains thisspecialized industry accounting for investments held by consolidated investment companies, which consist of
marketable and non-marketable investments.
Other equity interests
Other equity interests consist primarily of non-marketable equity securities outside the scope of SFAS No.115,“Accounting for Certain Investments in Debt and Equity Securities” (“SFAS No.115”), for which the MHFG
Group has neither significant influence nor control over the investees. These securities are stated at acquisition
cost, with other-than-temporary impairment, if any, included in earnings. The fair values of these securities at
March 31, 2007 and 2008 were not readily determinable. The MHFG Group monitors the status of each investee,including its credit rating, to determine whether impairment losses should be recognized.
F-28

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
5. Loans
The table below presents loans outstanding by domicile and industry of borrower at March 31, 2007 and 2008:
2007
2008
(in millions of yen)Domestic:
Manufacturing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Wholesale and retail . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Government and public institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other industries (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Individuals:
Mortgage loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,662,036
1,502,442
6,647,086
6,120,059
6,356,583
2,594,601
4,286,617
6,099,359
5,451,861

7,806,714
1,429,596
6,489,603
5,566,161
6,100,129
2,516,266
4,355,610
5,807,510
5,061,023

11,025,079
1,338,493

11,122,393
1,204,350

Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

59,084,216

57,459,355

Foreign:
Commercial and industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Banks and other financial institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Government and public institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,963,577
1,675,503
366,292
184,898

8,815,166
1,544,938
414,688
93,852

Total foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10,190,270

10,868,644

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Unearned income and deferred loan fees—net . . . . . . . . . . . . . . . . . . . . . . . . . . .

69,274,486
91,61968,327,999
106,192

Total loans before allowance for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

69,182,867

68,221,807

Notes: Other industries of domestic and other of foreign include trade receivables and lease receivables of
consolidated VIEs.
Net gains (losses) on sales of loans were ¥336 million, ¥(766) million and ¥(64,771) million for the fiscal years
ended March 31, 2006, 2007 and 2008, respectively, of which valuation losses related to loans held for saleaccounted for at the lower of cost or fair value were ¥59,766 million for the fiscal year ended March 31, 2008.

F-29

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Impaired loans
The MHFG Group considers both loans that are subject to SFAS No.114 and small balance, homogenous loans to
be impaired when it is probable that the MHFG Group will be unable to collect all the scheduled payments ofprincipal and interest when due according to the contractual terms of the loan. Among other things, restructuredloans under SFAS No.15 and loans that are 90 days or more delinquent are generally considered to be impaired.
All of the MHFG Group’s impaired loans are designated as nonaccrual loans. A summary of the recordedbalances of impaired loans and the related allowance for loan losses at March 31, 2007 and 2008 is shown below:
2007
2008
Recorded
Allowance for
Recorded
Allowance for
impaired loan
loan losses on
impaired loan
loan losses onbalance
impaired loans
balance
impaired loans(in millions of yen)

Impaired loans requiring an allowance for loan
losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impaired loans not requiring an allowance for loan
losses (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,403,829

602,148

1,089,728

349,183

125,037—

205,746—

1,528,866

602,148

1,295,474

349,183

Note: These impaired loans do not require an allowance for loan losses because the MHFG Group has sufficientcollateral to cover probable loan losses.
The average recorded balance of impaired loans was ¥1,221 billion and ¥1,119 billion for the fiscal years ended
March 31, 2007 and 2008, respectively.
Had interest on nonaccrual loans been accrued at the original contractual terms, gross interest income on suchloans for the fiscal years ended March 31, 2006, 2007 and 2008 would have been ¥45 billion, ¥46 billion and¥47 billion, respectively, of which ¥24 billion, ¥30 billion and ¥33 billion, respectively, were included in interest
income on loans in the consolidated statements of income.
Lease receivables
As part of its financing activities, the MHFG Group enters into leasing arrangements with customers as lessor.
The MHFG Group’s leasing operations are performed through leasing subsidiaries in the United States andconsist principally of direct financing leases and leveraged leases, involving various types of data processing
equipment, office equipment, and transportation equipment. As of March 31, 2007 and 2008, direct financing
lease receivables were ¥20,641 million and ¥22,891 million, respectively, and leveraged lease receivables were¥37,562 million and ¥35,566 million, respectively.

F-30

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
6. Allowance for loan losses
Changes in Allowance for loan losses for the fiscal years ended March 31, 2006, 2007 and 2008 are shown
below:
2006

2007
2008
(in millions of yen)

Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,207,155

812,321946,147

Provision (credit) for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(157,666) 182,115(57,766)

Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Recoveries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

305,729 110,612 271,242
73,891
58,02147,375

Net charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

231,838

52,591

223,867

Others (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(5,330)

4,302(14,711)

Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

812,321946,147

649,803

Note: Others include primarily foreign exchange translation.
The MHFG Group recorded provision for loan losses for the fiscal year ended March 31, 2007 due mainly to thedowngrade in the credit rating of a large non-bank financial company borrower. The Group recorded a credit forloan losses for the fiscal year ended March 31, 2008 due mainly to upgrades in the internal credit ratings of somelarge borrowers, whose operating results and financial position improved. The credit was offset by provisions forloan losses relating to the declining trend in the financial condition of SMEs that have relatively weak businessbases, as well as downgrades to lower internal credit ratings of some large borrowers that experienced financial
difficulties during the fiscal year.
The amount of charge-offs decreased in the fiscal year ended March 31, 2007 as disposals of impaired loans
decreased and the general economic conditions in Japan continued to gradually improve. The amount of chargeoffs increased in the fiscal year ended March 31, 2008 due mainly to a debt-for-equity swap involving a loan to alarge non-bank financial company and an increase in disposals of impaired loans of SMEs and the borrowers thatexperienced financial difficulties, as discussed above.
7. Premises and equipment
Premises and equipment at March 31, 2007 and 2008 consist of the following:
2007
2008
(in millions of yen)

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equipment and furniture . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Construction in progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

164,247
605,680
457,025
125,7543,010
524,463

156,942584,774455,229
122,0517,045
514,588

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Accumulated depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,880,179
1,032,656

1,840,629
988,236

Premises and equipment—net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

847,523

852,393

Depreciation and amortization expense for premises and equipment for the fiscal years ended March 31, 2006,
2007 and 2008 was ¥136,553 million, ¥140,313 million and ¥169,925 million, respectively.
F-31

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Premises and equipment under capital leases, which is primarily comprised of data processing equipment,
amounted to ¥49,832 million and ¥48,260 million at March 31, 2007 and 2008, respectively. Accumulated
depreciation and amortization on such premises and equipment at March 31, 2007 and 2008 amounted to ¥33,168
million and ¥35,013 million, respectively.
8. Goodwill
The changes in Goodwill during the fiscal years ended March 31, 2007 and 2008 were as follows:GlobalGlobalCorporate
Retail
Group
Group
Total
(in millions of yen)
2007

Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment losses recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—
—
—
—

39,559——39,55939,559——39,5592008

Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment losses recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

—25,71525,715—39,559 39,559—
25,71524,543 50,258
15,016 15,016

Goodwill in the Global Retail Group is entirely related to the MHIS operating segment. Due to an adverse change
in the business climate, it was determined that the carrying amount of the segment exceeded its fair value, which
was calculated based on the quoted market price of MHIS’s common stock, as of March 31, 2008, the date of theannual impairment test. Therefore, a goodwill impairment loss of ¥24,543 million was recognized in the Global
Retail Group during the fiscal year ended March 31, 2008.
New goodwill in the Global Corporate Group was acquired through MHCB’s subscriptions of the third-party
allocations by its subsidiary, MHSC, in December 2007 and January 2008. (Refer to Note 24 “Minority interestin consolidated subsidiaries”.) Since the estimation of future cash flows of the MHSC operating segment wasrevised downward reflecting the overall economic outlook of MHSC, it was determined that the carrying amountof the segment exceeded its fair value as of March 31, 2008, the date of the annual impairment test. Therefore, agoodwill impairment loss of ¥25,715 million was recognized in the Global Corporate Group during the fiscal
year ended March 31, 2008.
9. Pledged assets and collateral
The following amounts, by balance sheet classifications, have been pledged as collateral for borrowings and forother purposes at March 31, 2007 and 2008:
2007
2008
(in millions of yen)Interest-bearing deposits in other banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,346
5,148,913
14,368,727
6,940,643
570,827

25,4286,447,148
15,039,802
6,938,723
1,241,471

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

27,038,456

29,692,572

F-32

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The amounts above include pledged assets that secured parties are not permitted to sell or repledge. At March 31,
2007 and 2008, the carrying values of such pledged assets were ¥16,244 billion and ¥18,050 billion, respectively.
The Bank of Japan (“the BOJ”) requires private depository institutions to maintain a certain amount of funds as
reserves in current accounts with the BOJ, based on average deposit balances and certain other factors. There aresimilar reserve deposit requirements for foreign offices engaged in banking businesses in foreign countries. At
March 31, 2007 and 2008, the reserve funds maintained by the MHFG Group, which were included in Cash anddue from banks and Interest-bearing deposits in other banks, were ¥1,924 billion and ¥1,146 billion, respectively.
At March 31, 2007 and 2008, the MHFG Group had received collateral that can be sold or repledged, with a fairvalue of ¥18,300 billion and ¥16,973 billion, respectively, of which ¥13,329 billion and ¥10,940 billion,
respectively, were sold or repledged. Such collateral was primarily obtained under resale or securities borrowing
agreements, and was used generally as collateral under repurchase or securities lending agreements, or to covershort sales.
10. Deposits
The balances of time deposits and certificates of deposit issued by domestic offices in amounts of ¥10 million(approximately US$100 thousand at the Federal Reserve Bank of New York’s noon buying rate on March 31,2008) or more as well as the balance of those deposits issued by foreign offices in amounts of US$100,000 or
more at March 31, 2007 and 2008 are as follows:
2007
2008
(in millions of yen)Domestic offices:Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16,945,461
6,998,800

18,699,719
8,993,040

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

23,944,261

27,692,759

Foreign offices:Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certificates of deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,420,084
1,796,387

6,806,250
1,078,242

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8,216,471

7,884,492

The aggregate amount of demand deposits in overdraft status that have been reclassified as loan balances at
March 31, 2007 and 2008 was ¥661 billion and ¥745 billion, respectively.

F-33

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The balance and remaining maturities of time deposits and certificates of deposit issued by domestic and foreign
offices at March 31, 2008 are shown in the following table:Timedeposits

Certificates ofdeposit(in millions of yen)

Total

Domestic offices:
Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year through two years . . . . . . . . . . . . . . . . . . . . . . .
Due after two years through three years . . . . . . . . . . . . . . . . . . . . .
Due after three years through four years . . . . . . . . . . . . . . . . . . . . .
Due after four years through five years . . . . . . . . . . . . . . . . . . . . . .
Due after five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,069,540
2,053,887
1,417,201
272,659
248,052
105,7118,990,810
2,230
—
—
—
—

33,060,350
2,056,117
1,417,201
272,659
248,052
105,711

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

28,167,050

8,993,040

37,160,090

Foreign offices:
Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after one year through two years . . . . . . . . . . . . . . . . . . . . . . .
Due after two years through three years . . . . . . . . . . . . . . . . . . . . .
Due after three years through four years . . . . . . . . . . . . . . . . . . . . .
Due after four years through five years . . . . . . . . . . . . . . . . . . . . . .
Due after five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,187,803
1,683
7,680
58
22
13,371

1,084,099
11,583————8,271,902
13,2667,680
58
22
13,371

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,210,617

1,095,682

8,306,299

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35,377,667

10,088,722

45,466,389

11. Debentures
MHCB and MHBK issue debentures denominated in Japanese yen with fixed interest or discount rates toinstitutional and private investors as a source of funding for their operational needs. The following tablesummarizes the composition of debentures at March 31, 2007 and 2008:
2007(in millions of yen)

One-year discount debentures with discount rates of 0.05% to 0.37% (due 2007-2008) . . . . . . .
Five-year coupon debentures with interest rates of 0.10% to 1.20% (due 2007-2012) . . . . . . . . .

421,574
4,302,232

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,723,806

2008(in millions of yen)

Five-year coupon debentures with interest rates of 0.10% to 1.20% (due 2008-2013) . . . . . . . . .

3,159,443

12. Due to trust accounts
MHTB and TCSB, which are MHFG’s subsidiary trust banks, hold assets on behalf of their customers in an
agent, fiduciary or trust capacity. Such trust account assets are not the MHFG Group’s proprietary assets and aremanaged and accounted for separately. However, the cash of individual trust accounts is often placed withMHTB and TCSB for the customers’ short-term investment needs. These amounts which MHTB and TCSB owe
to the trust accounts are recorded as Due to trust accounts. The weighted average interest rate of Due to trust
accounts was 0.67% and 0.70% at March 31, 2007 and 2008, respectively.
F-34

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
13. Long-term debt
Long-term debt with original maturities of more than one year at March 31, 2007 and 2008 is comprised of thefollowing:
2007
2008
(in millions of yen)

Obligations under capital leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loan participation borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Senior borrowings and bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Subordinated borrowings and bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings and bonds of variable interest entities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

27,271
686,322
1,658,131
4,471,635
230,577

22,999408,1212,430,435
4,557,190
200,165

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,073,936

7,618,910

The following table presents interest rates and maturities of senior borrowings and bonds, subordinatedborrowings and bonds, and borrowings and bonds of variable interest entities:

MHCB:
Senior floating rate borrowings
denominated in Japanese yen . . . . . . . . .
Senior fixed rate borrowings denominatedin U.S. dollars . . . . . . . . . . . . . . . . . . . . .
Senior floating rate borrowings
denominated in U.S. dollars . . . . . . . . . .
Senior fixed rate borrowings denominatedin other currencies . . . . . . . . . . . . . . . . . .
Senior fixed rate bonds denominated inJapanese yen . . . . . . . . . . . . . . . . . . . . . .
Senior floating rate bonds denominated inJapanese yen . . . . . . . . . . . . . . . . . . . . . .
Senior floating rate bonds denominated in
U.S. dollars . . . . . . . . . . . . . . . . . . . . . . .
Senior fixed rate bonds denominated inforeign currencies . . . . . . . . . . . . . . . . . .
Subordinated fixed rate borrowings
denominated in Japanese yen . . . . . . . . .
Subordinated floating rate borrowings
denominated in Japanese yen . . . . . . . . .
Subordinated fixed rate borrowings
denominated in U.S. dollars . . . . . . . . . .
Subordinated floating rate borrowings
denominated in U.S. dollars . . . . . . . . . .
Subordinated fixed rate borrowings
denominated in Euro . . . . . . . . . . . . . . . .
Subordinated floating rate borrowings
denominated in Euro . . . . . . . . . . . . . . . .
Subordinated fixed rate bonds denominatedin Japanese yen . . . . . . . . . . . . . . . . . . . .

Interest rates (1)(%)

Maturity (2)0.751-1.316

Mar. 2009-Mar. 2028

249,500

264,500

Jul. 2018

3,277

1,666

2.745-4.896

Jun. 2008-Feb. 2012

43,06816,183

4.6-7.37

Jun. 2011-Dec. 2015

46,84055,832

1.11-3.65

Sep. 2010-Jul. 2027

606,000 1,256,000

7.49

2007
2008
(in millions of yen)

—

—

1,002

—

—

—

591

—

0.598-0.748

Nov. 2010

8,154

1,004

0.993-3.963

Sep. 2008-Perpetual

785,708

974,008

0.839-1.069

Nov. 2008-Mar. 2013

648,750

540,500

5.89-8.91

Jun. 2008-Jan. 2024

719,871

610,8102.655-4.849

Dec. 2008-Jan. 2013

88,21376,853

4.85-4.98

Apr. 2009-Jun. 2011

197,789

198,832

4.406-4.588

Sep. 2010

10,228

10,282

2.1-2.26

Total . . . . . . . . . . . . . . . . . . . . . . . . . .
F-35

Feb. 2014-Mar. 2018

123,063

169,968

3,532,054

4,176,438

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Interest rates (1)
(%)

MHBK:
Senior fixed rate borrowings denominatedin Japanese yen . . . . . . . . . . . . . . . . . . . .
Subordinated fixed rate borrowings
denominated in Japanese yen . . . . . . . . .
Subordinated floating rate borrowings
denominated in Japanese yen . . . . . . . . .
Subordinated fixed rate borrowings
denominated in U.S. dollars . . . . . . . . . .
Subordinated floating rate borrowings
denominated in U.S. dollars . . . . . . . . . .
Subordinated fixed rate bonds denominatedin Japanese yen . . . . . . . . . . . . . . . . . . . .
Subordinated floating rate bonds
denominated in Japanese yen . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHFG and other subsidiaries:
Senior fixed rate borrowings denominatedin Japanese yen . . . . . . . . . . . . . . . . . . . .
Senior floating rate borrowings
denominated in Japanese yen . . . . . . . . .
Senior borrowings denominated in foreign
currencies . . . . . . . . . . . . . . . . . . . . . . . . .
Senior fixed rate bonds denominated inJapanese yen . . . . . . . . . . . . . . . . . . . . . .
Senior floating rate bonds denominated inJapanese yen . . . . . . . . . . . . . . . . . . . . . .
Senior bonds denominated in foreign
currencies . . . . . . . . . . . . . . . . . . . . . . . . .
Subordinated fixed rate borrowings
denominated in Japanese yen . . . . . . . . .
Subordinated fixed rate bonds denominatedin Japanese yen . . . . . . . . . . . . . . . . . . . .
Subordinated floating rate bonds
denominated in Japanese yen . . . . . . . . .
Fixed rate borrowings of variable interest
entities . . . . . . . . . . . . . . . . . . . . . . . . . . .
Floating rate borrowings of variableinterest entities . . . . . . . . . . . . . . . . . . . . .
Bonds of variable interest entities . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
(3),
(4)
Total
..............................

Maturity (2)

2007
2008
(in millions of yen)

0.25-6.5

Apr. 2008-Mar. 2027

13,918

13,953

1.399-4.6

Jun. 2008-Perpetual

630,600

698,500

1.418-4.302

Jun. 2008-Jun. 2012

379,550

283,800

6.646-8.475

Jun. 2016-Jan. 2024

140,173

118,937—

12,990—0.96-2.87

Sep. 2009-Apr. 2027

373,400

513,400

1.174-1.893

Sep. 2009-Jan. 2012

0.97-4.172

Apr. 2008-Nov. 2020

38,58018,1610-4.654

May 2008-May 2036

157,600

206,500

5.0-5.625

Feb. 2008-Feb. 2014

—

8,495

0-20.0Jun. 2008-Apr. 2038

278,535

149,559

0-20.0

Apr. 2008-Apr. 2038

197,765

425,969

0-8.0

Oct. 2008-Apr. 2038

13,301

12,613

1.878-2.395

Apr. 2015-May 2016

60,00050,0001.01-2.76

Nov. 2013-Perpetual

84,10088,9002.27-4.25

Nov. 2013-Perpetual

68,10073,3001.06-2.854

Jul. 2008-Perpetual

110,583

66,9290.71-5.68
3.6-7.0

Oct. 2008-Dec. 2039
Jul. 2047-Oct. 2047—

149,100
149,100
1,699,731 1,777,690

119,994
121,275—
11,961
1,128,558 1,233,662
6,360,343 7,187,790

Notes:(1) The interest rates shown are the range of contractual rates in effect at March 31, 2008.
(2) Maturity information shown is the range of maturities at March 31, 2008.
(3) None of the long-term debt issues listed above is convertible to common stock.
(4) Certain debt agreements permit the MHFG Group to redeem the related debt, in whole or in part, prior tomaturity at the MHFG Group’s option on terms specified in the respective agreements.
F-36

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following is a summary of contractual maturities of long-term debt subsequent to March 31, 2008:

MHCB

MHFG and
other
MHBK
subsidiaries(in millions of yen)

Total

Fiscal years ending March 31:
2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

596,481505,157
313,567
853,629805,617
1,505,779

169,370
192,316
55,770181,698
126,712
1,066,352

85,423
162,526
104,472
109,196
138,635
646,210851,274
859,999473,809
1,144,523
1,070,964
3,218,341

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,580,230

1,792,218

1,246,462

7,618,910

14. Other assets and liabilities
The following table sets forth the details of other assets and liabilities at March 31, 2007 and 2008:
2007
2008
(in millions of yen)

Other assets:
Accounts receivable from brokers, dealers and customers for securities
transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Collateral provided for derivative transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans held for sale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial Stabilization Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Miscellaneous receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities:
Accounts payable to brokers, dealers and customers for securities transactions . . . .
Collateral accepted for derivative transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Miscellaneous payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Factoring amounts owed to customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Matured debentures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unearned income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

297,916 1,626,662
489,877 1,172,979
213,374
666,644284,564
295,333
473,052
229,094
124,974
125,147
357,326
48,798455,107441,4432,696,190

4,606,100

811,871 1,512,818
135,736
743,493
468,090
518,956
348,476
356,520289,279
248,606
145,410
137,901
704,635
713,467
2,903,497

4,231,761

Financial Stabilization Funds
The Financial Stabilization Funds were initiated in 1996 by the Japanese government in connection with theliquidation of certain failed housing-loan companies. Several financial institutions including the BOJ wererequired by the Japanese government to invest in these Funds in an effort to stabilize the effects on the Japanese
economy. The returns from the investment of the Funds are first to be used to make up for a part of the losses
F-37

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
incurred as the housing-loan companies’ loans are collected and disposed of. The Funds are principally invested
in Japanese government bonds, but the investment income earned by the Funds does not accrue to the MHFG
Group, and as a result, the deposits are noninterest-bearing.
The MHFG Group made deposits with the Funds amounting to ¥359,017 million during the fiscal year ended
March 31, 1997. The deposits are expected to mature in 15 years from the deposit date. The deposits werediscounted to their present value at the time of the deposit and the discount is being accreted over the expectedperiod to maturity using the interest method. The carrying amount of the deposits as of March 31, 2007 and 2008was ¥284,564 million and ¥295,333 million, respectively.
Unearned income
Unearned income is primarily comprised of refundable fees received from consumer loan customers at the time
the loan was made, which is being deferred and recognized in earnings as earned.
Matured debentures
Matured debentures represent the principal balance of debentures that have reached maturity but have not yet
been repaid to customers.
15. Preferred stock
The composition of preferred stock at March 31, 2006, 2007 and 2008 is as follows:
2006
Class of stock

Fourth series class IV
preferred stock . . . . . . . . . .
Sixth series class VI preferredstock . . . . . . . . . . . . . . . . . .
Eleventh series class XI
preferred stock . . . . . . . . . .
Class XII preferred stock . . . .
Thirteenth series class XIII
preferred stock . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . .

Aggregate amount(in millions of yen)

Eleventh series class XI
preferred stock . . . . . . . . . . .
Class XII preferred stock . . . . .
Thirteenth series class XIII
preferred stock . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . .

Liquidation
value per share(yen)

Convertible
or not300,000

150,000

150,000—

2,000,000

No

300,000

150,000

150,000—

2,000,000

No

943,740—

1,398,500
1,500,000

943,740———

1,000,000—

Yes—

36,6901,500,000

36,690—1,000,000

No

1,580,430

4,698,500

1,280,430—
Liquidation
value per share(yen)

Convertible
or not2007
Class of stock

Number of shares
Authorized
IssuedIn treasury

Aggregate amount(in millions of yen)

Number of shares
Authorized
IssuedIn treasury

943,740—

1,398,500
1,500,000

943,740———

1,000,000—

Yes—

36,6901,500,000

36,690—1,000,000

No

980,430

4,398,500

980,430—

F-38

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2008
Class of stock

Aggregate amount(in millions of yen)

Eleventh series class XI
preferred stock . . . . . . . . . . .
Class XII preferred stock . . . . .
Thirteenth series class XIII
preferred stock . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . .

Number of shares
Authorized
IssuedIn treasury

Liquidation
value per share(yen)

Convertible
or not943,740—

1,398,500
1,500,000

943,740———

1,000,000—

Yes—

36,6901,500,000

36,690—1,000,000

No

980,430

4,398,500

980,430—

Holders or registered pledgees of preferred stock are entitled to receive annual dividends, and distribution ofresidual assets of MHFG as set out above as liquidation value per share, in priority to holders of common stock
but pari passu among themselves. MHFG may pay up to one-half of the annual dividend payable on each class ofpreferred stock as an interim dividend. Dividends on preferred stock are not cumulative. Holders of preferredstock are not entitled to vote at a general meeting of shareholders except where the articles of incorporation
entitle holders of preferred stock to vote.
Thirteenth series class XIII preferred stock is callable (in full or in part) at the option of the issuer after April 1,
2013. Call price is the sum of the liquidation value per share and the accrued dividend. Accrued dividend is
calculated on a daily basis starting on the first day of the fiscal period in which the call date belongs and endingon the call date. If an interim dividend is paid during that fiscal period, the amount of this interim dividend will
be subtracted from the accrued dividend.
Eleventh series class XI preferred stock is convertible into common stock at the option of the holder. Material
terms and conditions of conversion are as follows:
Conversion period (1)Eleventh series class XI
preferred stock

July 1, 2008 toJune 30, 2016

Conversion ratio (2)¥1,000,000/(conversion price), where the conversion price is thehigher of (x) the average price of daily closing prices (including
closing bid or offered price) of common stock as reported by the
Tokyo Stock Exchange (“TSE”) for the 30 consecutive trading
days (excluding trading days on which no closing price, closing
bid or offered price is reported) commencing on the 45th trading
day prior to July 1, 2008 and (y) ¥50,000; to be reset on July 1of each year between 2009 and 2015 (each, a “Reset Date”) as¥1,000,000/(conversion price), where the conversion price is thelower of (x) the average price of daily closing prices (including
closing bid or offered price) of common stock as reported by theTSE for the 30 consecutive trading days (excluding trading dayson which no closing price, closing bid or offered price isreported) commencing on the 45th trading day prior to the Reset
Date and (y) the conversion price effective as of the Reset Date,provided that the conversion price shall not be less than 60% of
the initial conversion price or ¥50,000.

Notes:(1) If the date to determine the shareholders entitled to exercise their voting rights at a general meeting of theshareholders of MHFG (the “Record Date”) is prescribed, the period from and including the date
immediately following such Record Date to and including the date on which such general meeting is
concluded shall be excluded.
F-39

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(2) Subject to adjustment, where issuance or disposal by MHFG of common stock for a price below the “current
market price”, a stock split, issuance of securities convertible into common stock at a price below the“current market price” at the time of issuance thereof or determination of the conversion price thereof,
merger or amalgamation, or a capital decrease or stock consolidation occurs and in certain othercircumstances.
Each share of preferred stock which has not been converted as described above by the end of the relevant
conversion period will be converted into common stock on the day following the end of the conversion period on
the following terms:
Conversion date

Eleventh series class XI
preferred stock

Conversion ratio

July 1, 2016

¥1,000,000/(current market price), where the current market
price is the average price of daily closing prices (including
closing bid or offered price) of common stock as reported by theTSE for the 30 consecutive trading days (excluding trading dayson which no closing price, closing bid or offered price isreported) commencing on the 45th trading day prior to July 1,
2016, provided that the current market price shall not be lessthan 60% of the initial conversion price or ¥50,000.

The changes in the number of shares and the aggregate amount of preferred stock during the fiscal years ended
March 31, 2006, 2007, and 2008 were as follows:
Issued at
Issued at
Issued at
Issued atMarch 31, 2005 Cancelled March 31, 2006 Cancelled March 31, 2007 Net change March 31, 2008
(number of shares)
Preferred stock held by the Resolution and Collection Corporation:
Second series class II
preferred stock . . . . . . . . . .
100,000(100,000)—————
Third series class III
preferred stock . . . . . . . . . .
100,000(100,000)—————
Fourth series class IV
preferred stock . . . . . . . . . .
150,000—
150,000(150,000)———
Sixth series class VI
preferred stock . . . . . . . . . .
150,000—
150,000(150,000)———
Seventh series class VII
preferred stock . . . . . . . . . .
125,000(125,000)—————Eighth series class VIII
preferred stock . . . . . . . . . .
125,000(125,000)—————Ninth series class IX
preferred stock . . . . . . . . . .
33,000(33,000)—————
Tenth series class X
preferred stock . . . . . . . . . .
140,000(140,000)—————Class of stock

Total . . . . . . . . . . . . . . . . . . .

923,000

Preferred stock held by other shareholders:Eleventh series class XI
preferred stock . . . . . . . . . .
943,740
Thirteenth series class XIII
preferred stock . . . . . . . . . .
36,690(623,000)

300,000(300,000)

—

—

—

—

943,740—

943,740—

943,740—

36,690—36,690—36,690Total . . . . . . . . . . . . . . . . . . .

980,430—

980,430—

980,430—

980,430

Total preferred stock . . . . . . .

1,903,430(623,000)

1,280,430(300,000)

980,430—

980,430

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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Aggregate
Aggregate
Aggregate
Aggregate
amount at
Cancelledamount at
Cancelledamount at
amount at
Class of stock
March 31, 2005 (Note) March 31, 2006 (Note) March 31, 2007 Net change March 31, 2008
(in millions of yen)Preferred stock held by the Resolution and Collection Corporation:
Second series class II
preferred stock . . . . . . . . . . .
200,000(200,000)—————
Third series class III
preferred stock . . . . . . . . . . .
200,000(200,000)—————
Fourth series class IV
preferred stock . . . . . . . . . . .
300,000—
300,000(300,000)———
Sixth series class VI
preferred stock . . . . . . . . . . .
300,000—
300,000(300,000)———
Seventh series class VII
preferred stock . . . . . . . . . . .
250,000(250,000)—————Eighth series class VIII
preferred stock . . . . . . . . . . .
250,000(250,000)—————Ninth series class IX
preferred stock . . . . . . . . . . .
41,250(41,250)—————
Tenth series class X
preferred stock . . . . . . . . . . .
247,788(247,788)—————
Total . . . . . . . . . . . . . . . . . . . . .

1,789,038(1,189,038)

600,000(600,000)———

943,740—

943,740—

943,740

Preferred stock held by other shareholders:Eleventh series class XI
preferred stock . . . . . . . . . . .
943,740
Thirteenth series class XIII
preferred stock . . . . . . . . . . .
36,690——36,690—36,690—36,690Total . . . . . . . . . . . . . . . . . . . . .

980,430—

980,430—

980,430—

980,430

Total preferred stock . . . . . . . .

2,769,468

1,580,430(600,000)

980,430—

980,430(1,189,038)

Note: Upon cancellation of preferred stock held by the Resolution and Collection Corporation, different series of preferred stock which wererepurchased on the same date were treated as one issue when comparing the repurchase price and the book value, because thecancelled stock was held by one holder. The aggregate book value of the cancelled stock is charged to preferred stock and theaggregate excess amount of purchase price over book value is charged to accumulated deficit.

16. Common stock
The changes in the number of issued shares of common stock during the fiscal years ended March 31, 2006,
2007, and 2008 were as follows:
2006

2007
(shares)

2008

Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cancellation of common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12,003,995—

12,003,995 11,872,195(131,800)(475,940)

Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12,003,995

11,872,195

11,396,255

17. Dividends
The amount available for dividends under the Company Law is based on the amount recorded in MHFG’s
non-consolidated general books of account, maintained in accordance with accounting principles generally
accepted in Japan (“Japanese GAAP”) and adjusted by post period-end changes. Therefore, the consolidated
shareholders’ equity under U.S. GAAP has no effect on the determination of the amount available for dividends.
F-41

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
On March 31, 2008, MHFG’s capital stock, capital surplus, and retained earnings were ¥1,540,965 million,¥385,242 million, and ¥1,589,115 million, respectively, under Japanese GAAP.
In making a distribution of retained earnings, an entity must set aside in its legal reserve an amount equal to
one-tenth of the amount of retained earnings so distributed, until its legal reserve reaches to one-quarter of its
capital stock. MHFG’s legal reserve at March 31, 2008 was ¥389,592 million, of which ¥385,242 million was
included in capital surplus and ¥4,350 million in retained earnings.
In addition to the provision that requires an appropriation for legal reserve, the Company Law and the Banking
Law impose certain limitations on the amount available for dividends. Under the Company Law, MHFG’s
maximum amount available for dividends, at March 31, 2008, was ¥1,582,289 million, based on the amountrecorded in MHFG’s general books of account under Japanese GAAP. Under the Banking Law and related
regulations, MHFG has to meet the minimum capital adequacy requirements. Distributions of retained earnings,
which are otherwise distributable to shareholders, are restricted in order to maintain the minimum 4.0% Tier 1
capital for capital adequacy purposes. See Note 18 “Regulatory matters” for further discussion of regulatory
capital requirements.
Payment of dividends on shares of common stock is also subject to the prior payment of dividends on shares ofpreferred stock.
Dividends on preferred stock and common stock during the fiscal years ended March 31, 2006, 2007, and 2008
were as follows:
2006
Class of stock

Cash dividends
Per share
In aggregate(in yen)(in millions of yen)

Second series class II preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third series class III preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth series class IV preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sixth series class VI preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Seventh series class VII preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Eighth series class VIII preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ninth series class IX preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tenth series class X preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Eleventh series class XI preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thirteenth series class XIII preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8,200
14,00047,60042,00011,000
8,000
—
5,380
20,00030,0003,500

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

504
1,400
7,140
6,300
1,375
474
—
753
18,875
1,101
37,96275,884

2007
Class of stock

Cash dividends
Per share
In aggregate(in yen)(in millions of yen)

Fourth series class IV preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sixth series class VI preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Eleventh series class XI preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thirteenth series class XIII preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

47,60042,00020,00030,0004,000

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F-42

7,140
6,300
18,875
1,101
46,43479,850MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2008
Class of stock

Cash dividends
Per share
In aggregate(in yen)(in millions of yen)

Eleventh series class XI preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thirteenth series class XIII preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

20,00030,0007,000

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

18,875
1,101
81,254
101,230

Note: Dividends paid on treasury stock are excluded.
18. Regulatory matters
Regulatory capital requirements
MHFG, MHCB, MHBK, and MHTB are subject to regulatory capital requirements administered by the Financial
Services Agency (“FSA”) in accordance with the provisions of the Banking Law and related regulations. Failure
to meet minimum capital requirements may initiate certain mandatory actions by regulators that, if undertaken,
could have a direct material effect on the MHFG Group’s consolidated financial statements.
The capital adequacy guidelines applicable to Japanese banks and bank holding companies with international
operations supervised by the FSA closely follow the risk-adjusted approach proposed by the Bank forInternational Settlements (“BIS”) and are intended to further strengthen the soundness and stability of Japanesebanks. Effective March 31, 2007, new guidelines were implemented by the FSA to comply with the new capital
adequacy requirements set by BIS called Basel II. The framework of Basel II is based on the following threepillars: minimum capital requirements; supervisory review; and market discipline.
Under the first pillar, the capital ratio is calculated by dividing regulatory capital by risk-weighted assets. With
respect to the calculation of risk-weighted assets, the MHFG Group adopted the foundation internal ratings-based
approach (“FIRB approach”). Under the FIRB approach, balance sheet assets and off-balance sheet exposures,
calculated under Japanese GAAP, are assessed in terms of credit risk according to risk components such asprobability of default (“PD”) and loss given default. PD is derived by MHFG’s own internal credit experience. In
addition to credit risk, banks are required to measure and apply capital charges with respect to their market risks.
Market risk is defined as the risk of losses in on-and off-balance-sheet positions arising from movements inmarket prices. Operational risk, which was introduced under Basel II with respect to regulatory capitalrequirements, is the risk of loss resulting from inadequate or failed internal processes, people and systems orfrom external events. The MHFG Group selected the standardized approach for the calculation of operational risk
capital charge, which calculates operational risk by dividing its activities into eight business lines andmultiplying gross income of each of those business lines by the applicable factor assigned to each of the businessline.
With regard to risk-based capital, these guidelines are consistent with the original BIS framework (Basel I) in
requiring a target minimum standard capital adequacy ratio of 8%, at least half of which must consist of core
capital, on both a consolidated and non-consolidated basis for banks with international operations, such as
MHCB and MHTB, or on a consolidated basis for bank holding companies with international operations, such as
MHFG.
Risk-based capital, calculated from financial statements prepared under Japanese GAAP, is classified into thefollowing three tiers: core capital (Tier 1 capital); supplementary capital (Tier 2 capital); and juniorsupplementary capital (Tier 3 capital). Tier 1 capital generally consists of shareholders’ equity less any recorded
goodwill and consolidation adjustment accounts. Tier 2 capital generally consists of: general loan-loss reserves;
F-43

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
45% of each of the unrealized gains on valuation of certain securities classified as “other securities” underJapanese GAAP which is similar to available-for-sale securities under U.S. GAAP, and the unrealized
appreciation in the value of land; the balance of subordinated perpetual debt; and the balance of subordinatedterm debt with an original maturity of over five years and preferred term shares up to 50% of Tier 1 capital. Tier
2 capital may be included in a bank’s risk-based capital up to the amount equivalent to Tier 1 capital, less Tier 3
capital if market risk is taken into account in the capital adequacy ratio calculation. Tier 3 capital consists of thebalance of subordinated term debt with original maturity of at least two years. Tier 3 capital may be included in
total risk-based capital subject to certain conditions, depending on the measure for market risk and the amount ofTier 1 capital.
Japanese banks are also required to comply with the supervisory review process (second pillar) and disclosure
requirements for market discipline (third pillar). Under the second pillar, banks are required to maintain adequate
capital to support all of the major risks in their business and are encouraged to develop and use better risk
management techniques in monitoring and managing such risks. Under the third pillar, banks are required toenhance disclosure, including disclosure of details of the capital adequacy ratio, the amount of each type of risk
and the method of calculation used, so that the market may make more effective evaluations.
Japanese banks with only domestic operations, such as MHBK, are subject to Japanese capital adequacy
requirements that are similar to those discussed above, except that domestic banks are required to maintain aminimum capital adequacy ratio of 4%, at least half of which must consist of Tier 1 capital, on both aconsolidated and non-consolidated basis.
If the capital adequacy ratio of a financial institution falls below the required level, the FSA may, depending
upon the extent of capital deterioration, take certain corrective action including requiring the financial institution
to submit an improvement plan to strengthen its capital base, reduce its total assets, restrict its business
operations, or other actions that could have a material effect on the MHFG Group’s financial statements.

F-44

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Capital adequacy ratios of MHFG, MHCB, MHBK, and MHTB as of March 31, 2007 and 2008 calculated inaccordance with Japanese GAAP and guidelines established by the Ministry of Finance and the FSA are set forthin the following table:
2007
2008
AmountRatio
AmountRatio(in millions of yen, except percentages)

Consolidated:
MHFG:
Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHCB:Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHBK:Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHTB:Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-consolidated:
MHCB:
Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHBK:Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MHTB:Tier 1 capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total risk-based capital:
Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-45

2,831,820
4,933,562

4.00
6.96

2,634,915
4,880,189

4.00
7.40

5,663,639
8,841,383

8.00
12.48

5,269,829
7,708,342

8.00
11.70

1,520,976
3,256,830

4.00
8.56

1,405,893
2,982,469

4.00
8.48

3,041,953
5,329,535

8.00
14.01

2,811,786
4,278,850

8.00
12.17

581,072
2,067,733

2.00
7.11

557,777
2,032,402

2.00
7.28

1,162,144
3,412,842

4.00
11.74

1,115,553
3,339,632

4.00
11.97

160,608359,840

4.00
8.96

147,495
374,852

4.00
10.16

321,216
630,065

8.00
15.69

294,990585,222

8.00
15.87

1,425,251
2,922,860

4.00
8.20

1,260,588
2,505,915

4.00
7.95

2,850,502
5,426,210

8.00
15.22

2,521,176
4,411,114

8.00
13.99

531,725
1,965,319

2.00
7.39

538,716
1,887,196

2.00
7.00

1,063,450
3,223,174

4.00
12.12

1,077,433
3,153,858

4.00
11.70

159,238
353,206

4.00
8.87

146,087
366,007

4.00
10.02

318,475
621,307

8.00
15.60

292,174
575,928

8.00
15.76

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
MHFG’s securities subsidiaries in Japan are also subject to the capital adequacy rules of the FSA under the
Financial Instrument and Exchange Law. This rule requires securities firms to maintain a minimum capital
adequacy ratio of 120% calculated as a percentage of capital accounts less certain assets, as determined inaccordance with Japanese GAAP, against amounts equivalent to market, counterparty, and basic risks. Specificguidelines are issued as a ministerial ordinance which details the definition of essential components of the capitalratios, including capital, disallowed assets and risks, and related measures. Failure to maintain a minimum capitalratio will trigger mandatory regulatory actions. A capital ratio of less than 140% will call for regulatory reporting
and a capital ratio of 100% or less may lead to a temporary suspension of all or part of the business operations
and cancellation of the license to act as a securities broker and dealer.
Management believes, as of March 31, 2008, that MHFG, MHCB, MHBK, MHTB, and their securities
subsidiaries in Japan are in compliance with all capital adequacy requirements to which they are subject.
19. Earnings per common share
Basic earnings per common share are computed by dividing net income by the weighted average number ofcommon shares outstanding during the fiscal year. Diluted earnings per common share reflect the assumed
conversion to common shares of all convertible securities such as convertible preferred stock.
The following table sets forth the computation of basic and diluted earnings per common share for the fiscal
years ended March 31, 2006, 2007 and 2008:
2006

Net income:Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: Net income attributable to preferred shareholders . . . . . . . . . . . . .
Net income attributable to common shareholders . . . . . . . . . . . . . . . . . .
Effect of dilutive securities:
Convertible preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income attributable to common shareholders after assumed
conversions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2007(in millions of yen)

2008

1,085,672
37,953
1,047,719

623,882
23,474600,408

228,618
19,975
208,643

18,87518,87518,875

1,066,594

619,283

227,518

2006

2007
2008
(thousands of shares)

Shares:
Weighted average common shares outstanding . . . . . . . . . . . . . . . . . . .

11,172

11,608

11,480Effect of dilutive securities:
Convertible preferred stock (Note) . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average common shares after assumed conversions . . . .

1,717
12,8891,106
12,714

2,088
13,5682006

2007(in yen)2008

Amounts per common share:
Basic net income per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . .

93,778.71

51,725.68

18,174.55

Diluted net income per common share . . . . . . . . . . . . . . . . . . . . . . . . . .

82,748.82

48,709.38

16,768.67

Note: The number of the dilutive common shares is based on the conversion price as of each fiscal year-end.
F-46

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
20. Income taxes
The following table presents the components of Income tax expense (benefit) for the fiscal years ended
March 31, 2006, 2007 and 2008:
2006

2007
2008
(in millions of yen)

Current:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

43,74526,65527,92922,372

9,681
35,502

Total current tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

70,40050,30145,183

Deferred:
Domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(445,535) 112,444
993
476

626,326
667

Total deferred tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(444,542) 112,920

626,993

Total income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . .

(374,142) 163,221

672,176

The preceding table does not reflect the tax effects of items recorded directly in Shareholders’ equity for the
fiscal years ended March 31, 2006, 2007 and 2008. The detailed amounts reducing Shareholders’ equity are as
follows:
2006

2007
2008
(in millions of yen)

Unrealized net gains (losses) on available-for-sale securities . . . . . . . . . . . . . . . .
Minimum pension liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pension liability adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cumulative effect of change in accounting principle . . . . . . . . . . . . . . . . . . . . . . .

591,405 149,726
(650)
175
—
89,512—
1,275(755,958)—(163,825)—

Total tax effect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

590,755(919,783)

240,688

Since the MHFG Group does not have the intention to divest its foreign subsidiaries in the foreseeable future,deferred taxes are not provided on the temporary differences related to foreign currency translation adjustments.

F-47

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table shows a reconciliation of Income tax expense (benefit) at the effective statutory tax rate toactual income tax expense for the fiscal years ended March 31, 2006, 2007 and 2008:
2006
2007
2008
(in millions of yen, except tax rates)

Income before income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

711,530 787,103 900,794
40.69%
40.69% 40.69%

Income tax calculated at the statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . .
Income not subject to tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expenses not deductible for tax purposes . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax rate differentials of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in undistributed earnings of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . .
Change in net operating loss carryforwards resulting from the sale of sharesof subsidiaries within the Group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minority interest in consolidated subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

289,522 320,272 366,533(119,421) (34,365) (19,514)
4,656
1,937
2,035
5,246
(538) 35,610
650,056 (161,875) 242,980(79,559) (38,247) (32,405)(1,151,222)
28,097(1,517)32,51911,30832,21054,277(21,833)
44,493

Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(374,142)

163,221672,176

The components of net deferred tax assets at March 31, 2007 and 2008 are as follows:
2007
2008
(in millions of yen)

Deferred tax assets:
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial Stabilization Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net operating loss carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,142,927
456,820
41,91830,24491,604
2,676,992
209,864

1,176,372
333,910
38,392
25,8699,142
2,402,604
275,576

Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,650,369 4,261,865(2,205,187) (2,451,103)

Deferred tax assets, net of valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,445,182

1,810,762

Deferred tax liabilities:
Available-for-sale securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Undistributed earnings of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid pension cost and accrued pension liabilities . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,552,740
36,927130,706
122,512784,3284,523
3,130
106,409

Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,842,885

898,390

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

602,297

912,372

F-48

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Deferred tax assets and deferred tax liabilities within the same tax jurisdiction have been netted for presentationin the balance sheets as follows:
2007
2008
(in millions of yen)

Deferred tax assets on the balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities on the balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

618,665
16,368923,572
11,200Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

602,297

912,372

In assessing the realizability of deferred tax assets, management considered whether it was more likely than notthat some portion or all of the deferred tax assets would not be realized. The ultimate realization of deferred tax
assets is dependent upon the generation of future taxable income during the periods in which those temporary
differences become deductible. Management considered the scheduled reversal of deferred tax liabilities,
projected future taxable income, and tax planning strategies available in making this assessment. Based upon thelevel of historical taxable income and projections for future taxable income over the periods in which thedeferred tax assets were deductible, management believed it was more likely than not that the MHFG Groupwould realize the benefits of these deductible differences, net of the existing valuation allowances at March 31,
2007 and 2008.
At March 31, 2008, the MHFG Group had net operating loss carryforwards totaling ¥6,096,641 million. These
net operating losses are scheduled to expire as follows:
Net operating loss
carryforwards(in millions of yen)

Fiscal year ending March 31:
2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

49,117
1,769,797
503,685
521,0692,694,930
558,043

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,096,641

Included in net operating loss carryforwards in the above table are carryforwards of the holding company and a
subsidiary of ¥2,646,716 million resulting mainly from the sale of shares of subsidiary companies within theGroup. The tax effect of these carryforwards is offset by a full valuation allowance.
The MHFG Group adopted FIN No.48 as of April 1, 2007 that resulted in an increase to the beginning balance ofaccumulated deficit of ¥2,597 million. The total amount of unrecognized tax benefits including ¥406 million
interest and penalties was ¥6,135 million at April 1, 2007, of which ¥3,931 million would, if recognized, affect
the Group’s effective tax rate. At March 31, 2008, the total amount of unrecognized tax benefits including¥760 million interest and penalties was ¥4,923 million, which would, if recognized, affect the Group’s effective
tax rate. The Group classifies interest and penalties accrued relating to unrecognized tax benefits as Income tax
expense.

F-49

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following table is a roll-forward of unrecognized tax benefits from April 1, 2007 to March 31, 2008.
(in millions of yen)

Total unrecognized tax benefits at April 1, 2007 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross amount of increases related to positions taken during prior years . . . . . . . . . . . . . . .
Gross amount of increases related to positions taken during the current year . . . . . . . . . . .
Amount of decreases related to settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,135
1,098
343
(2,204)(449)

Total unrecognized tax benefits at March 31, 2008 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,923

The MHFG Group is currently subject to ongoing tax audits in some jurisdictions. The oldest years open to tax
audits in Japan, the United States and the United Kingdom are 2000, 1998 and 2002 respectively. The MHFG
Group does not anticipate that increases or decreases of unrecognized tax benefits within the next twelve months
would have a material effect on its consolidated results of operations or financial condition.
21. Pension and other employee benefit plans
Severance indemnity plans
MHFG and certain subsidiaries, including MHBK, MHCB, and MHTB, sponsor and offer their employees otherthan directors and corporate auditors, lump-sum severance indemnity plans. Under the severance indemnity
plans, employees are provided with lump-sum cash payments upon leaving the company. The amount of benefits
under the severance indemnity plans is principally determined based on the position, the length of service and thereason for retirement. When employees meet certain conditions including the length of service, they may opt toreceive annuity payments instead of lump-sum payments at retirement. MHFG and certain subsidiaries also offer
special termination benefits to former employees whose contributions during their career were deemed
meritorious and to those with particular circumstances.
Employees’ Pension Funds
MHFG and certain subsidiaries provide funded contributory defined benefit plans, which are known as the
Employees’ Pension Funds (“EPF”), as defined and regulated by the Japanese Welfare Pension Insurance Law(“JWPIL”). Under the EPF, an employer establishes a special public entity that administers and manages the planwith respect to the employees covered by the EPF. The EPF comprises:a.

The “substitutional portion” representing a portion of the pay-related part of the elderly pension that
the EPF administers on behalf of the state-run welfare pension and;b.

The “corporate portion” which represents the discretionary benefit arrangement set up by the employer
or the EPF.

When an employer establishes the EPF, the portion of the welfare pension premium that represents thesubstitutional portion, and would otherwise be required to be paid to the government, is contributed to the EPF.
In June 2001, the JWPIL was amended to permit the employer to separate the substitutional portion from the EPF
and transfer the obligation and related assets to the Japanese government. After the separation, the entire
premium representing the contribution to the welfare pension is transferred to the government. The separation
process requires several phases to be completed and is accounted for in accordance with EITF Issue No.03-2 as
discussed below.
MHFG and certain subsidiaries submitted an application to the government to transfer the obligation to pay
benefits for future employee service related to the substitutional portion and the application was approved in
F-50

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
September 2003. MHFG and certain subsidiaries made another application for the transfer to the government of
the remaining substitutional portion and the application was approved in March 2005. During the fiscal year
ended March 31, 2006, a subsidiary of MHFG completed the transfer of the substitutional portion to thegovernment. In addition, in January 2007, MHFG and certain subsidiaries completed the transfer of thesubstitutional portion of the benefit obligation and the related government-specified portion of plan assets to thegovernment. The MHFG Group accounted for the entire process of the completion of the transfer as a single
settlement transaction in accordance with EITF Issue No.03-2.
The effect of these settlements calculated pursuant to the guidance in EITF Issue No.03-2 for the fiscal years
ended March 31, 2006 and 2007 was as follows:
2006
2007
(in millions of yen)

Subsidy (representing the difference between the accumulated benefit obligation over the fairvalue of the related assets) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,307 177,418
Settlement gain recognized for proportionate amount of net unrecognized loss related to theentire EPF . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
225
3,434
Effect of the reversal of future salary progression . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
395
1,589
Total settlement gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,927

182,441

The subsidy is included in Other noninterest income and the other components are deducted from Salaries andemployee benefits.
Tax-Qualified Pension Plans (closed “TQPPs”)
Some of MHFG’s subsidiaries offer closed TQPPs. These plans are non-contributory defined benefits plans
which provide retired employees other than directors and corporate auditors with retirement benefits that are
determined based on certain factors that include the length of service. Under the tax-qualified pension plans,
employers enter into contracts with financial institutions such as trust banks or life insurers that administer
employer contributions and benefit payments.
Defined contribution plans
MHFG and certain subsidiaries have several defined contribution plans. The costs recognized for contributions to
the plans for the fiscal years ended March 31, 2006, 2007 and 2008 were ¥724 million, ¥1,509 million and¥1,785 million, respectively.
Foreign office benefit plans
Foreign offices and subsidiaries have postemployment and/or postretirement plans for eligible employees andretirees. Foreign offices and subsidiaries also have defined contribution plans and/or defined benefit plans. The
costs of such plans charged to earnings for the fiscal years ended March 31, 2006, 2007 and 2008 were¥1,555 million, ¥2,071 million and ¥1,277 million, respectively.
Implementation of SFAS No.158
On March 31, 2007, the MHFG Group adopted the recognition and disclosure provisions of SFAS No.158, which
requires an employer to recognize the overfunded or underfunded status of a defined benefit plan as an asset or
liability in its consolidated balance sheets. Under SFAS No.158, actuarial gains or losses and prior service costs
F-51

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
or benefits that have not yet been recognized through earnings as net periodic benefit cost will be recognized inother comprehensive income, net of tax, until they are amortized as a component of net periodic benefit cost.
Upon adoption of SFAS No.158 in 2007, the MHFG Group recorded an adjustment, net of tax, of ¥130,855
million to Accumulated other comprehensive income.
The adoption of SFAS No.158 had no effect on the consolidated statements of income for the year ended
March 31, 2007, or for any prior period presented, and it will not affect the MHFG Group’s operating results infuture periods. The MHFG Group mostly uses a measurement date of March 31 for its defined benefit pension
plans.
Partial withdrawal of assets from employee retirement benefit trusts
During the fiscal year ended March 31, 2007, certain subsidiaries of MHFG partially withdrew assets from
employee retirement benefit trusts, which were established for the payment of employees’ severance pay andretirement pensions. Overall, the related plan remains in overfunded status as of March 31, 2007 and 2008. No
gains or losses have been recognized as a consequence of this transaction.
Net periodic benefit cost and funded status
Net periodic benefit cost of the severance indemnities and pension plans, net of contributions made byemployees, for the fiscal years ended March 31, 2006, 2007 and 2008 includes the following components:
2006

2007
2008
(in millions of yen)

Service cost-benefits earned during the fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . 28,908 23,190 24,000Interest costs on projected benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37,751 37,700 26,757
Expected return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (62,947) (77,286) (95,211)
Amortization of prior service benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(463)
(440)
(437)
Amortization of net actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
71 (16,198) (6,042)
Special termination benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,936
5,485
5,048
Gain on settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(620) (5,023)—
Net periodic benefit cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8,636(32,572) (45,885)

Other changes in plan assets and benefit obligations recognized in other comprehensive loss before-tax for theyear ended March 31, 2008 were summarized as follows:2008(in millions of yen)

Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of net actuarial gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prior service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

409,970
6,042
147
437

Total recognized in other comprehensive loss before-tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

416,596

As of March 31, 2008, the amounts in Accumulated other comprehensive income, which will be amortized asprior service benefit and actuarial loss over the next year, are estimated to be ¥423 million and ¥6,407 million,
respectively.
F-52

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Weighted-average assumptions used to determine benefit obligations and net periodic benefit cost are as follows:
2006

Weighted-average assumptions used to determine benefit obligations atyear end:
Discount rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rates of increase in future compensation level . . . . . . . . . . . . . . . . . . .
Weighted-average assumptions used to determine net periodic benefit cost
during the year:
Discount rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Rates of increase in future compensation level . . . . . . . . . . . . . . . . . . .
Expected rates of return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . .

2007

2008

2.55%
2.09%
1.99%
1.37-5.67% 1.51-5.76% 1.61-5.62%

2.45%
2.55%
2.09%
1.40-5.31% 1.37-5.67% 1.51-5.76%
3.63%
3.72%
5.75%

In estimating the discount rate, the MHFG Group used interest rates on high-quality fixed-income governmental
and corporate bonds that received a rating of AA(Aa) or higher from rating agencies. The durations of suchbonds closely match that of the pension benefit obligation. Assumed discount rates were reevaluated at eachmeasurement date.
The following table sets forth the combined funded status and amounts recognized in the accompanying
consolidated balance sheets at March 31, 2007 and 2008 for the plans of MHFG and its subsidiaries.
Accordingly, funded status and amounts recognized in the table below show the combined amounts of thosepresented in the consolidated financial statements of these subsidiaries.
2007
2008
(in millions of yen)

Change in benefit obligation:
Benefit obligation at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,543,131 1,287,133
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
23,19024,000Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
37,70026,757
Plan participants’ contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,208
1,199
Divestitures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—(2,315)
Transfer of substitutional portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (388,368)—
Actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
125,594
23,546
Foreign currency exchange rate changes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,472(5,725)
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(38,476)(40,478)
Lump-sum payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(19,318)(20,370)
Benefit obligation at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,287,133

1,293,747

Change in plan assets:
Fair value of plan assets at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . 2,072,727 1,617,598
Actual return (negative return) on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . .
42,163 (291,648)
Foreign currency exchange rate changes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,807(4,361)Divestitures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—(1,389)Transfer of substitutional portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (209,361)—
Partial withdrawal of assets from employee retirement benefit trusts . . . . . . . . (288,645)—
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
36,17539,453
Plan participants’ contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,208
1,199
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(38,476)(40,478)
Fair value of plan assets at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,617,598

1,320,374

Funded status . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

330,465

26,627

F-53

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2007
2008
(in millions of yen)Amounts recognized in the consolidated balance sheets consist of:Prepaid pension cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued pension liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net amount recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

357,326
48,798(26,861) (22,171)
330,465

26,627

Amounts recognized in Accumulated other comprehensive loss (income) before-tax
consist of:Prior service cost (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(4,319) (3,735)
Net actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (219,749) 196,263
Net amount recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(224,068) 192,528

Note: The aggregated accumulated benefit obligations of these plans were ¥1,246,330 million and ¥1,253,781
million, respectively, as of March 31, 2007 and 2008. The severance indemnities plans generally employ
a multi-variable and non-linear formula based upon compensation at the time of severance, rank and yearsof service. Employees with service in excess of one year are qualified to receive lump-sum severance
indemnities.
The following table shows the projected benefit obligations, accumulated benefit obligations and fair value ofplan assets at March 31, 2007 and 2008 for the plans of MHFG and its subsidiaries where accumulated benefit
obligations were in excess of plan assets:
2007
2008
(in millions of yen)

Projected benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value of plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

46,25145,27831,057

31,16330,426
20,388Pension plans are not fully integrated among subsidiaries of MHFG and plan assets are managed separately byeach plan.
Asset allocation
Pension plan asset allocations of MHFG and certain subsidiaries at March 31, 2007 and 2008, by asset category
are as follows:

Asset category

Fair value ofpension plan assets at
March 31,
2007
2008

The EPF assets:
Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General account of life insurance companies . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-Japanese debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

8.19%
9.78%
5.09%
7.39%
10.91%
0.50%

6.89%
14.27%
6.19%
6.89%
12.36%
0.71%

Total EPF assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

41.86%

47.31%

Assets retained in employee retirement benefit trusts:
Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

58.14%

52.69%

100.00%100.00%F-54

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Included in Japanese equity securities was ¥51,720 million (3.30% of contributory pension plan assets) and¥25,084 million (1.94% of contributory pension plan assets) of the common stock issued by the MHFG Groupand its affiliated companies at March 31, 2007 and 2008, respectively.
Included in Japanese debt securities was ¥666 million (0.04% of contributory pension plan assets) and ¥453 million(0.03% of contributory pension plan assets) of the debt securities issued by the MHFG Group and its affiliatedcompanies at March 31, 2007 and 2008, respectively.
Investment policies
MHFG and certain subsidiaries’ target asset allocation for funds for the EPF plans is as follows:
Asset ratio at
March 31, 2008

Asset category

Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Japanese debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-Japanese equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-Japanese debt securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

17.00%
42.00%
15.00%
26.00%

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

100.00%In managing assets for the EPF, the MHFG Group determines the appropriate levels of risk that the MHFG
Group can assume under the given circumstances to maximize the investment returns from a long-term
perspective while ensuring that the sufficient funds will be available to plan participants and beneficiaries.
Generally, the investment returns are relative to the risks involved. In considering the maximum levels of riskthat the MHFG Group can assume, it primarily considers the following factors: the employers’ burden ofmaintaining the benefit plans based on the design of the plans and future plan contributions, the age distributionof the plan participants and beneficiaries, the financial conditions of the employers, and the employers’ ability toabsorb future variability in plan premiums. The long-term asset allocation is based on optimal portfolios, which
are estimated by expected return and risk according to each asset class. Additionally, the asset allocation isreviewed whenever there are large fluctuations in pension plan liabilities caused by modifications of pension
plans, or there are changes in the market environment.
The employee retirement benefit trusts have been established to isolate assets held by employers and designate
the separated assets for the settlement of retirement benefits. These assets are primarily Japanese equity securities
and have been entrusted directly with qualified trustees including trust banks.
The plan assets designated to the TQPPs have been invested in assets with low investment risk because the plans
have already been closed to new participants.
Basis and procedure for estimating long term return of each asset class
The expected rate of return for each asset class is based primarily on various aspects of long-term prospects forthe economy that include historical performance and the market environment. The expected long-term rate of
return used to determine net periodic benefit cost for the fiscal year ended March 31, 2008 is 4.30% for the EPF
assets and 6.82% for assets retained in employee retirement benefit trusts. Due to the fact that assets retained in
employee retirement benefit trusts primarily consist of a single asset class of Japanese equity securities, the rateof return on them is generally expected to be higher than that on the EPF assets consisting of various asset classes
such as equities, bonds and other assets.
F-55

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Contributions
MHFG and certain subsidiaries expect to contribute approximately ¥35 billion to their pension plans in the fiscal
year ending March 31, 2009 based on the current funded status and expected asset return assumptions.
Estimated future benefit payments
The following table presents forecasted benefit payments including the effect of expected future service for the
fiscal year indicated:(in millions of yen)

Fiscal year ending March 31:
2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014-2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

58,90060,43961,07861,78662,788328,018

22. Derivative financial instruments
The MHFG Group uses derivative financial instruments in response to the diverse needs of customers, to control
the risk related to the assets and liabilities of the MHFG Group, as part of its asset and liability management, andfor proprietary trading purposes. The MHFG Group is exposed primarily to market risk associated with interest
rate, commodity, foreign currency, and equity products and credit risk associated with counterparty default or
nonperformance on transactions.
Market risk arises from changes in market prices or indices, interest rates and foreign exchange rates that may
result in an adverse change in the market value of the financial instrument or an increase in its funding costs.
Exposure to market risk is managed by imposing position limits and monitoring procedures and by initiating
hedging transactions.
Credit risk arises from counterparty failure to perform according to the terms and conditions of the contract andthe value of the underlying collateral held, if applicable, is not sufficient to recover resulting losses. The exposure
to credit risk is measured by the fair value of all derivatives in a gain position and its potential increase at thebalance sheet dates. The exposure to credit risk is managed by entering into legally enforceable master netting
agreements to mitigate the overall counterparty credit risk, requiring underlying collateral and guarantees basedon an individual credit analysis of each obligor and evaluating credit features of each instrument. In addition,
credit approvals, limits and monitoring procedures are also imposed.
The Group enters into the following derivative transactions that do not qualify for hedge accounting under SFAS
No.133 with a view to implementing risk management hedging strategies: (1) interest-rate swap transactions forthe purpose of hedging interest-rate risks in deposits, loans etc., (2) currency swap transactions for the purpose ofhedging the foreign exchange risk of these assets, and (3) credit default swap transactions for the purpose ofhedging the credit risk in loans, RMBS, commercial mortgage-backed securities (“CMBS”), CLO and othersimilar assets. Such derivatives are accounted for as trading positions.
Hedging activities
In order to qualify for hedge accounting under SFAS No.133, a derivative must be considered highly effective at
reducing the risk associated with the exposure being hedged. Each derivative must be designated as a hedge, with
F-56

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
documentation of the risk management objective and strategy, including identification of the hedging instrument,
the hedged item and the risk exposure, and how effectiveness is to be assessed prospectively and retrospectively.
The extent to which a hedging instrument is effective at achieving offsetting changes in fair value or cash flows
must be assessed at least quarterly. Any ineffectiveness must be reported immediately in earnings. The MHFG
Group’s hedging activities include fair value and net investment hedges.
Fair value hedges
The MHFG Group primarily uses bond options to modify exposure to changes in fair value of available-for-saledebt securities. For qualifying fair value hedges, all changes in the fair value of the derivative and thecorresponding hedged item relating to the risk being hedged are recognized in earnings in Investment gains—net.
The change in fair value of the portion of the hedging instruments excluded from the assessment of hedge
effectiveness is recorded in Trading account gains—net. No ineffectiveness exists because the MHFG Groupchooses to exclude changes in the option’s time value from the effectiveness test. If the hedge relationship isterminated, the fair value adjustment to the hedged item continues to be reported as part of the basis of the item
and is amortized to earnings as a yield adjustment.
Net investment hedges
The MHFG Group uses forward foreign exchange contracts and foreign currency-denominated debt instruments
to protect the value of net investments in non-Japanese subsidiaries from foreign currency exposure. Under net
investment hedges, both derivatives and nonderivative financial instruments qualify as hedging instruments. For
net investment hedges, the changes in the fair value of a hedging derivative instrument or nonderivative hedging
financial instrument is recorded in Foreign currency translation adjustments within Accumulated othercomprehensive income, provided that the hedging instrument is designated and is effective as a hedge of the net
investment. The portion of the hedging instruments excluded from the assessment of hedge effectiveness isrecorded in Foreign exchange gains (losses)—net in earnings.
The following table summarizes certain information related to the MHFG Group’s hedging activities for the
fiscal years ended March 31, 2006, 2007 and 2008:
2006
2007
2008
(in millions of yen)

Fair value hedges:
Hedge ineffectiveness recognized in earnings . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net loss excluded from assessment of effectiveness . . . . . . . . . . . . . . . . . . . . . .
Net investment hedges:
Net loss included in foreign currency translation adjustment within
accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . .

———(20,793) (12,035) (5,497)(16,230) (29,710) (3,177)

23. Commitments and contingencies
Obligations under guarantees
The MHFG Group provides guarantees or indemnifications to counterparties to enhance their credit standing andenable them to complete a variety of business transactions. The guarantee represents an obligation to makepayments to third parties if the counterparty fails to fulfill its obligation under a borrowing arrangement or othercontractual obligation.
The Group records all guarantees and similar obligations subject to FIN No.45, “Guarantor’s Accounting andDisclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others—an
F-57

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
interpretation of FASB Statements No.5, 57, and 107 and rescission of FASB Interpretation No.34”(“FIN No.45”) at fair value on the consolidated balance sheets at the inception of the guarantee. The carrying
amount of guarantees and similar obligations at March 31, 2007 and 2008 was ¥30,777 million and ¥21,848
million, respectively, and was included in Other liabilities.
The types of guarantees under FIN No.45 provided by the MHFG Group are described below.
Performance guarantees
Performance guarantees are issued to guarantee customers’ performance under contractual arrangements such asa tender bid on a construction project or the completion of a construction project.
Guarantees on loans
Guarantees on loans include an obligation to guarantee the customer’s borrowing contracts. The MHFG Group isrequired to make payments to the guaranteed parties in the event that customers fail to fulfill obligations under
the contracts.
Guarantees on securities
Guarantees on securities include an obligation to guarantee securities, such as bonds issued by customers.
Other guarantees
Other guarantees include an obligation to guarantee customers’ payment, such as tax payments.
Guarantees for the repayment of trust principal
The MHFG Group provides certain trust products with guarantees for the repayment of trust principal, e.g., loan
trusts and certain jointly operated designated money trusts. Pursuant to Japanese trust-related laws, trustees areprohibited from compensating beneficiaries for any loss in the beneficial interests in each trust. However, under aspecial condition of the Japanese trust-related laws, trust banks as trustees are allowed to enter into an agreement
to compensate for any loss in the principal of the trust. The MHFG Group manages and administers the trust
assets to minimize exposures against losses from the guarantees for the repayment of trust principal, including
writing-off impaired loans and charging it to the trust account profits. In performing its fiduciary duties, theMHFG Group also manages the trust assets separately from its own proprietary assets on behalf of customers andkeeps separate records for the trust activities. The contract amounts of guarantees for repayment of trust principal
were presented in the tables below. Part of the trust account profits is set aside as a reserve in trust accounts toabsorb losses in the trust asset portfolios in accordance with relevant Japanese laws concerning the trust business
and/or trust agreements. Statutory reserves for loan trusts and reserves for jointly operated designated money
trusts are calculated based on the trust principal or the balance of loans and other assets in the trust accounts. The
amounts of such reserves set aside in the trust accounts were ¥1,300 million and ¥690 million at March 31, 2007
and 2008, respectively. Since the probability of principal indemnification is judged to be remote, the MHFG
Group had no related reserve for credit losses recorded in its consolidated financial statements.
Liabilities of trust accounts
The MHFG Group, as trustee, may enter into an agreement with a third party who is not the party to the relevant
trust agreement to the extent necessary to handle the trust affairs for the purpose of fulfilling the objectives of thetrust and, as such, the trustee shall be allowed to assume certain liabilities. Pursuant to Japanese trust-related
F-58

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
laws, the trustee is ultimately liable to pay those liabilities out of its proprietary assets in the event that the trust
assets are insufficient to cover those liabilities and the trust beneficiary is unable to compensate the shortfall. To
avoid the demand for payment out of the proprietary assets, the trustee can enter into a special covenant oflimited liability under which the trust creditors agree to limit the trustee’s liability to the value of the trust assets
and to waive the right for compulsory execution against the trustee’s proprietary assets. The amount of trust
liabilities rarely exceeds the amount of trust assets and, therefore, those liabilities are covered by thecorresponding trust assets. However, in the event that the trust assets cannot cover all the trust liabilities and thetrustee has to pay out of its proprietary assets, the trustee can require the trust beneficiary to compensate for such
trust liabilities under the Trust Law. The MHFG Group regularly monitors the condition of trust accounts tominimize exposures against making such payment.
The amounts of such liabilities in the trust accounts excluding those with the special covenant of limited liability
were presented in the tables below. Liabilities of trust accounts principally include obligations to return collateral
under security lending transactions and others.
Derivative financial instruments
Certain written options and credit default swaps are deemed guarantees pursuant to the definition of guarantees in
FIN No.45 if (i) these contracts require the MHFG Group to make payments to counterparties based on changes
in an underlying instrument or index, (ii) the contract cannot be cash-settled, and (iii) it is probable that thecounterparty held the underlying instrument at inception of the contract. Because it is difficult in practice todetermine whether condition (iii) exists, the MHFG Group has decided to include all credit default swaps andcertain written options, excluding written options outside the scope of FIN No.45 such as written call options, inthe mandatory guarantee disclosures, irrespective of whether the counterparty has the asset or liability relating to
the underlying.
Maximum exposure under guarantee contracts
The table below summarizes the remaining term and maximum potential amount of future payments by type ofguarantee at March 31, 2007 and 2008. The maximum potential amount of future payments disclosed below
represents the contractual amounts that could be repaid in the event of guarantees execution, without
consideration of possible recoveries under recourse provisions or from collateral held. With respect to written
options included in derivative financial instruments in the table below, in theory, the MHFG Group is exposed tounlimited losses; therefore, the table shows notional amounts of the contracts as a substitute for the maximum
exposure.
The MHFG Group, when necessary, requires collateral such as cash, investment securities and real estate or
third-party guarantees depending on the amount of credit risk involved, and employs means such as
sub-participation to reduce the credit risk associated with guarantees. The maximum exposure or notionalamounts below does not represent the expected losses from the execution of the guarantees.

2007

Performance guarantees . . . . . . . . . . . . . . . . .
Guarantees on loans . . . . . . . . . . . . . . . . . . . .
Guarantees on securities . . . . . . . . . . . . . . . . .
Other guarantees . . . . . . . . . . . . . . . . . . . . . . .
Guarantees for the repayment of trust
principal . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liabilities of trust accounts . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . .

Maximum
potential/Contractualor Notional amountAmount by expiration period
After one year
through
One year or lessfive years
After five years(in millions of yen)

1,678,749
1,126,958
23,977
1,057,360

857,718
153,488
17,314
764,768

661,875
101,540
4,065
260,787

159,156
871,930
2,598
31,805

1,159,966
6,073,687
120,008,379

183,1635,838,807
86,819,597

471,070
50,61827,545,378

505,733
184,2625,643,404

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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

2008

Performance guarantees . . . . . . . . . . . . . . . . .
Guarantees on loans . . . . . . . . . . . . . . . . . . . .
Guarantees on securities . . . . . . . . . . . . . . . . .
Other guarantees . . . . . . . . . . . . . . . . . . . . . . .
Guarantees for the repayment of trust
principal . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liabilities of trust accounts . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . .

Maximum
potential/Contractualor Notional amountAmount by expiration period
After one year
through
One year or lessfive years
After five years(in millions of yen)

1,899,837
1,070,776
6,592
1,157,370

936,042
231,865398
865,837

801,13176,753
3,554
245,019

162,664
762,158
2,640
46,514995,3128,131,718
95,697,449

134,852
7,930,584
56,813,820

370,525
45,90833,404,474

489,935
155,226
5,479,155

Other off-balance-sheet instruments
In addition to guarantees, the MHFG Group issues other off-balance-sheet instruments to its customers, such as
lending-related commitments and commercial letters of credit. Under the terms of these arrangements, theMHFG Group is required to extend credit or make certain payments upon the customers’ request.
Commitments to extend credit
Commitments to extend credit are legally binding agreements to lend to customers on demand. They usually
have set maturity dates. These agreements differ from guarantees in that they are generally revocable or containprovisions that enable the MHFG Group to avoid payment or reduce the amount of credit extended under certain
conditions, such as the deterioration of the borrower’s financial condition or other reasonable conditions. The
MHFG Group monitors the financial condition of the potential borrowers throughout the commitment period todetermine whether additional collateral or changes in the terms of the commitment are necessary. Since many ofthese commitments to extend credit expire without being drawn upon, the total commitment amounts do notnecessarily represent future cash requirements.
Commitments to invest in securities
Commitments to invest in securities include legally binding contracts to make additional contributions toinvestment funds, such as venture capital funds or corporate recovery funds in accordance with the terms ofinvestment agreements.
Commercial letters of credit
Commercial letters of credit are issued in connection with customers’ trade transactions. Normally, the customers
cannot receive the goods until they make payment to a bank, and therefore these commercial letters of credit arecollateralized by the underlying goods. Upon issuance of commercial letters of credit, the MHFG Group monitors
the credit risk associated with these transactions to determine if additional collateral is required.

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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The table below summarizes the contractual amounts with regard to these undrawn commitments at March 31,
2007 and 2008:
2007
2008
(in millions of yen)

Commitments to extend credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47,904,584 48,670,619
Commitments to invest in securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
136,544
149,560
Commercial letters of credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
535,845537,023
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

48,576,973

49,357,202

Allowance and provision (credit) for losses on off-balance-sheet instruments
Other liabilities include an allowance for losses on off-balance-sheet instruments. Changes in the allowance forlosses on off-balance-sheet instruments for the fiscal years ended March 31, 2007 and 2008 are shown below:
2006
2007
2008
(in millions of yen)

Balance at beginning of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision (credit) for losses on off-balance-sheet instruments . . . . . . . . . . . . . . . . . . .
Charge-offs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

51,981
34,023—86,004 43,919(37,821) 5,090
4,264—

Balance at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

86,00443,91949,009LeasesThe MHFG Group leases certain office space and equipment under noncancelable agreements. Future minimum
rental commitments for noncancelable leases at March 31, 2008 were as follows:
Capitalized leases Operating leases(in millions of yen)

Fiscal year ending March 31:
2009 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2010 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2014 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,067
7,148
4,129
2,173
1,167
750

43,816
31,072
27,172
24,37921,72033,101

Total minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,434

181,260

Amount representing interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,435

Present value of minimum lease payments . . . . . . . . . . . . . . . . . . . . . . . . .

22,999Total rental expense for the fiscal years ended March 31, 2006, 2007 and 2008 was ¥98,873 million,¥95,862 million and ¥99,339 million, respectively.
During prior years, the MHFG Group’s major banking subsidiaries sold their head offices (including land,buildings, facilities and equipment) to third parties. Concurrent with the sales, these subsidiaries leased theproperties back for periods of 5 and 10 years at total lease payment for the whole period of ¥214,690 million.
F-61

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The MHFG Group recorded the transactions as operating leases. The future minimum lease payments under theterms of the related lease agreements were ¥144,182 million, ¥119,419 million and ¥94,655 million at March 31,
2006, 2007 and 2008, respectively.
Legal proceedings
The MHFG Group is involved in normal collection proceedings initiated by the Group and other legal
proceedings in the ordinary course of business.
The Group’s Indonesian subsidiary acts as collateral agent for the trustee of bond issuances made by subsidiaries
of Asia Pulp & Paper Company Ltd. (“APP”). In that role, the subsidiary is involved in disputes between thebondholders and such APP subsidiaries in their capacities as the issuers, guarantors and/or pledgors of security
for the bonds relating to foreclosure proceedings on the collateral and has been named as a defendant in lawsuitsbrought by the obligors under the bonds in Indonesia. The Group’s consolidated financial statements do notinclude a reserve in relation to these disputes because the Group does not believe that the resolution of this matter
will have a significant impact on the consolidated financial condition or results of operations of the Group,
although there can be no assurance as to the foregoing.
24. Minority interest in consolidated subsidiaries
Minority interest represents the equity for the remaining outstanding voting stock of subsidiaries not owned by
the MHFG Group. The changes in minority interest in fiscal years ended March 31, 2006, 2007, and 2008
consisted of minority interest in net income or loss of subsidiaries, minority interest in changes in othercomprehensive income of subsidiaries and changes resulting from changes in the ownership percentage of theGroup in certain subsidiaries.
For the fiscal year ended March 31, 2006, the MHFG Group sold 250,000,000 shares of equity interest in MHTB
in order to maintain the subsidiary’s status as a listed company in compliance with the change in certain delisting
rules of the TSE. The Group realized a gain of ¥45 billion on the sale of MHTB stock, which is included in Other
noninterest income for the fiscal year ended March 31, 2006. As a result of this transaction, the Group’s
ownership in MHTB was reduced to 70.0% at March 31, 2006.
During the fiscal year ended March 31, 2008, MHCB subscribed to new share issuances in total of ¥400 billion
through third-party allocations by its subsidiary, MHSC. The purpose of the increases in capital by MHSC was tostrengthen the capital base and business platform for the entire MHSC group. As a result of these transactions,
the Group’s ownership in MHSC was increased to 89.8% at March 31, 2008.
25. Variable interest entities and securitizations
Variable interest entities
In the normal course of business, the MHFG Group is involved with VIEs primarily through the following typesof transactions: asset-backed commercial paper/loan programs, asset-backed securitizations, investment funds,
trust arrangements, and structured finance. These transactions are discussed below. In accordance with theconsolidation requirements of FIN No.46R, the Group consolidated certain of these VIEs, where the Group wasdeemed to be the primary beneficiary through participation in a majority of expected losses, expected residual
returns or both. There are also other VIEs, where the Group determined that it was not the primary beneficiary
but had significant variable interests. In evaluating the significance of the variable interests, the Group
comprehensively takes into consideration its involvement with each VIE, as well as other relevant facts and
F-62

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
circumstances. The likelihood of loss is not necessarily relevant to the determination of significance, andtherefore, “significant” does not imply that there is high likelihood of loss. The maximum exposure to loss that is
discussed in this section is the contractual or notional amounts of liquidity facilities and other off-balance-sheet
credit related support or principal amount of financing, and it is not indicative of the ongoing exposure which ismanaged within the Group’s risk management framework.
The tables below summarize the MHFG Group’s significant involvement in VIEs, as of March 31, 2007
and 2008:
Significant
unconsolidated VIEs
Maximum
Consolidated assets Total assets exposure to loss
(in millions of yen)
Consolidated VIEs

2007

Asset-backed commercial paper/loan programs . . . . . . . . . . . . . . .
Asset-backed securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in securitization products . . . . . . . . . . . . . . . . . . . . . .
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trust arrangements and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,256,152
650,702335,563
722,398—

16,524
1,471,549
34,175
1,501,188
1,162,482

10
81,8985,165
176,358
573,403

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,964,815

4,185,918

836,834

Significant
unconsolidated VIEs
Maximum
Consolidated assets Total assets exposure to loss
(in millions of yen)
Consolidated VIEs

2008

Asset-backed commercial paper/loan programs . . . . . . . . . . . . . . .
Asset-backed securitizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in securitization products . . . . . . . . . . . . . . . . . . . . . .
Investment funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trust arrangements and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,096,717
788,481249,196
902,515——
1,642,466—
2,951,984
997,318—
73,962—402,626
421,577

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,036,909

5,591,768

898,165

The table below presents the carrying amount and classification of consolidated VIEs’ assets, as of March 31,
2007 and 2008:
2007
2008
(in millions of yen)

Cash and due from banks and deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Call loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,602
113,775
7,335
9,013
709,444
850,401
115,897298,251
4,056,344 3,683,707
69,193
81,762

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,964,815

5,036,909

The creditors or investors of the consolidated VIEs have no recourse to the MHFG Group, except where theGroup provides credit enhancement through guarantees or other means.
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MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Asset-backed commercial paper/loan programs
The MHFG Group manages several asset-backed commercial paper/loan programs that provide its clients’
off-balance-sheet and/or cost-effective financing. The VIEs used in the programs purchase financial assets,
primarily receivables, from clients participating in the programs and provide liquidity through the issuance ofcommercial paper or borrowings from the MHFG Group backed by the financial assets. While customers
normally continue to service the transferred receivables, the MHFG Group underwrites, distributes, and makes amarket in commercial paper issued by the conduits. The MHFG Group also provides liquidity and credit support
facilities and financing to the VIEs.
Asset-backed securitizations
The MHFG Group acts as an arranger of various types of structured finance to meet clients’ various off-balancesheet financing needs. In substantially all of these structured financing transactions, the transfer of the financial
asset by the client is structured to be bankruptcy remote by use of a bankruptcy remote entity, which is deemed to
be a VIE because its equity holder does not have decision making rights. The MHFG Group receives fees forstructuring and/or distributing the securities sold to investors. In some cases, the MHFG Group itself purchases
the securities issued by the entities and/or provides loans to the VIEs.
In addition, the MHFG Group establishes several single-issue and multi-issue special purpose entities that issue
CDO or CLO, synthetic CDO/CLO or other repackaged instruments to meet clients’ and investors’ financial
needs. The MHFG Group also arranges securitization transactions including CMBS, RMBS and others. In thesetransactions, the MHFG Group acts as an underwriter, placement agent, asset manager, derivatives counter party,
and/or investor to debt and equity instruments.
In the second half of the fiscal year ended March 31, 2008, the MHFG Group newly consolidated certain singleissue special purpose entities issuing CDO, because, pursuant to FIN No.46R, the Group had become the primary
beneficiary through the participation in a majority of the expected losses, expected residual returns or both, due
to the occurrence of reconsideration events. The consolidation of these VIEs did not have a significant impact on
MHFG’s consolidated results of operations or financial condition.
Investments in securitization products
The MHFG Group invests in, among other things, various types of CDO/CLO, synthetic CDO/CLO andrepackaged instruments, CMBS and RMBS arranged by third parties for the purpose of generating current
income or capital appreciation, which all utilize entities that are deemed to be VIEs.
Investment funds
The MHFG Group invests in various investment funds including securities investment trusts, which collectively
invest in equity and debt securities that include listed Japanese securities and investment grade bonds. Investment
advisory companies or fund management companies, including the Group’s subsidiaries and affiliates, administerand make investment decisions over such investment funds.
Trust arrangements
The MHFG Group offers a variety of asset management and administration services under trust arrangements
including security investment trusts, pension trusts and trusts used in the securitization of assets originated byand transferred to third parties.
F-64

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
As a trustee, the MHFG Group is required to exercise due care in managing and safe-keeping of the assets
entrusted. Since the MHFG Group manages and administers entrusted assets in a capacity of an agent or
fiduciary on behalf of its customers and is required to segregate trust assets from its proprietary assets, trust
accounts are recorded separately from the MHFG Group’s general accounts and are not included in its
consolidated financial statements.
With respect to guaranteed principal money trust products, the MHFG Group assumes certain risks by providing
guarantees for the repayment of principal as required by the trust agreements or relevant Japanese legislation.
The MHFG Group manages entrusted funds primarily through the origination of high quality loans and othercredit-related products, investing in investment grade marketable securities such as Japanese government bonds
and placing cash with the MHFG Group’s subsidiary trust banks (Refer to Note 12 “Due to trust accounts”). The
MHFG Group determined that it does not absorb a majority of expected losses or residual returns in connection
with these trust arrangements and, therefore, the trust accounts are not included in the consolidated financial
statements of the MHFG Group. The balances of guaranteed principal at March 31, 2007 and 2008 were ¥1,160
billion and ¥995 billion, respectively. The trust fees for the fiscal years ended March 31, 2006, 2007 and 2008
were ¥21,612 million, ¥7,547 million and ¥5,479 million, respectively.
With respect to non-guaranteed trust arrangements, the MHFG Group manages and administers assets on behalfof its customers (trust beneficiaries) in the capacity of a trustee and fiduciary; it does not assume risks associatedwith the entrusted assets. For substantially all non-guaranteed trust arrangements, the trust beneficiaries receive
the majority of expected residual returns and absorb the majority of expected losses based on the performance ofthe trust assets. Non-guaranteed trust accounts are not included in the consolidated financial statements of the
MHFG Group.
Special purpose entities created for structured finance
The MHFG Group is involved in real estate, commercial aircraft and other vessel and machinery and equipment
financing to VIEs. However, the Group’s variable interests in these entities are not significant.
Securitization
The MHFG Group had no significant transfers of financial assets, recognized no significant gains or losses andretained no significant interest in securitization transactions accounted for as sales during the fiscal years ended
March 31, 2006, 2007 and 2008. The MHFG Group had securitized mortgage loans during a previous fiscal year.
In connection with such securitization transaction the Group provides servicing for and holds retained interests inthe securitized mortgage loans. The Group’s retained interests consist of subordinated beneficial interests andretained credit exposure. The values of the subordinated beneficial interests are subject to credit risk, interest raterisk and prepayment risk on the securitized financial assets. The retained credit exposure is in the form of aguarantee by a subsidiary of the Group. The carrying amount of this retained credit exposure was not consideredmaterial at March 31, 2007 and 2008. No servicing assets or liabilities were recorded as a result of thistransaction since the Group received adequate compensation.

F-65

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following information is related to a mortgage loan securitization transaction executed during the fiscal year
ended March 31, 2005.
Key economic assumptions used in measuring the fair value of the subordinated beneficial interests at the date of
securitization were as follows:
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepayment rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average life (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected credit losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

0.08-2.57%
4.14%
8.18
0.18%

At March 31, 2007 and 2008, key assumptions used in measuring the fair value of the subordinated beneficial
interests and the sensitivities of the fair value to an immediate adverse change of 10% and 20% in thoseassumptions were as follows:
2007

Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepayment rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average life (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected credit losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2008

0.98-2.50% 1.26-2.25%
6.08%
5.09%
6.77
6.94
0.12%
0.12%
2007
2008
(in millions of yen)

Carrying value of subordinated beneficial interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discount rate:
Impact of 10% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 20% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepayment rate:
Impact of 10% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 20% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected credit losses:
Impact of 10% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of 20% adverse change . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,10922,428

741
1,460

657
1,297

336
647

271
472

166
304

148
300

These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value
based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of thechange in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation ina particular assumption on the fair value of the subordinated beneficial interest is calculated without changing
any other assumption; in reality, changes could be correlated and changes in one factor may result in changes inanother (for example, increases in market interest rates may result in lower prepayments and increased credit
losses), which might magnify or counteract the sensitivities.
The table below summarizes certain cash flows received from the securitization for the fiscal years ended
March 31, 2006, 2007 and 2008:

Servicing fees received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flows received on subordinated beneficial interests . . . . . . . . . . . . . . . . .
F-66

2006

2007
(in millions of yen)

2008

213
4,033

187
3,139

167
2,686

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The tables below show the reconciliation between managed basis and on-balance-sheet amounts of mortgage
loans balances including delinquencies at March 31, 2007 and 2008, and that of net credit losses for the fiscal
years ended March 31, 2006, 2007 and 2008:
2007
Principal
balance

Principal balance and delinquencies

2008

Principal
Delinquencies
balance(in millions of yen)

Delinquencies

Total mortgage loans managed together . . . . . . . . . . . . . . . .
Less:Securitized amounts . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,199,057

42,556

9,323,116

60,378225,028

1,086

200,433

1,902

On-balance-sheet amounts . . . . . . . . . . . . . . . . . . . . . . . . . .

8,974,029

41,4709,122,683

58,476

Net credit losses

2006

2007
2008
(in millions of yen)

Total mortgage loans managed together . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less:Securitized amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

11,249

7,705

6,812

578

431

293

On-balance-sheet amounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10,671

7,274

6,519

The on-balance-sheet amounts in the tables above do not include separately managed mortgage loans, theprincipal balance of which were ¥2,051 billion and ¥2,000 billion at March 31, 2007 and 2008, respectively.
26. Fees and commissions income
Details of Fees and commissions income for the fiscal years ended March 31, 2006, 2007 and 2008 are as
follows:
2006

2007
2008
(in millions of yen)

Remittance business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116,013 115,940 117,421
Securities-related business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 133,188 101,861
94,858Deposits, debentures and lending business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113,909 116,338
87,769Trust fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
75,77866,32964,164
Fees for other customer services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 249,798 282,531 268,852
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

688,686

682,999

633,064

Remittance business fees consist of service charges for funds transfer and collections. Securities-related businessfees consist of broker’s fees and markups on securities underwriting and other securities related activities. Trust
fees are earned primarily by fiduciary asset management and administration service for corporate pension plans,investment funds, and other. Fees for other customer services include fees related to the MHFG Group’s agency
business, guarantee related business, and other.
27. Concentrations of credit risk
Credit risk is the possibility that loss may occur from counterparty failure to perform according to the terms ofthe contract and if the collateral value held, if any, was not adequate to cover such losses. Concentrations ofcredit risk arise and exist when a number of customers are engaged in similar business activities, or activities in
F-67

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
the same geographic region, or have similar economic characteristics that would cause their ability to meet theircontractual obligations to be similarly affected by changes in economic or market conditions.
The MHFG Group is one of Japan’s largest financial institutions and its main credit exposure is related to Japanbased customers and transactions. Credit risk is controlled through credit approvals, limits and monitoringprocedures. The Group regularly monitors various segments of its credit risk portfolio to assess potential
concentration risks and to obtain additional collateral when deemed necessary.
While the MHFG Group’s credit exposure to customers in certain general industry groups such as construction
and real estate, banks and other financial institutions, and wholesale and retail industries is relatively high, themanagement of the MHFG Group believes that the Group does not have any significant concentration of credit
risk in its business for the fiscal years ended March 31, 2007 and 2008. The management monitors concentrationof industries by the loan classifications designated by the BOJ and concluded that the Group exposure is broadly
diversified along industry lines.
28. Fair value of financial instruments
SFAS No.107, “Disclosures about Fair Value of Financial Instruments” (“SFAS No.107”) requires the disclosureof estimated fair value of financial instruments. Fair value of financial instruments is the current amount thatwould be exchanged between willing parties, other than in a forced sale or liquidation. Quoted market prices, if
available, are best utilized as estimates of the fair values of financial instruments. However, since no quoted
market prices are available for certain financial instruments, fair values for such financial instruments have been
estimated based on management’s assumptions, present value cash flow models or other valuation methods. Suchestimation methods are described in more detail below. These estimates could be significantly affected bydifferent sets of assumptions. There are certain limitations to management’s best judgment in estimating fairvalues of financial instruments and inherent subjectivity involved in estimation methodologies and assumptions
used to estimate fair value. Accordingly, the net realizable or liquidation values could be materially different
from the estimates presented below. In addition, the estimates below are only reflective of the fair value of eachcategory of financial instruments but not reflective of the fair value of the MHFG Group on a consolidated basis.
SFAS No.107 does not require the disclosure of the fair value of nonfinancial instruments.
The carrying amount and fair values of certain financial instruments, excluding the financial instruments outside
the scope of SFAS No.107 such as the equity method investments and lease contracts as defined in SFAS No.13,“Accounting for Leases” (“SFAS No.13”), at March 31, 2007 and 2008 are as follows:
2007
2008
Carrying Estimated Carrying Estimatedamountfair value
amountfair value(in billions of yen)

Financial assets:
Cash and due from banks, call loans and funds sold, andreceivables under resale agreements and securities borrowing
transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans, net of allowance for loan losses . . . . . . . . . . . . . . . . . . . . .
Other financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . .
F-68

22,492
9,505
37,29068,1792,823
4,446

22,492
9,505
37,282
68,433
2,823
4,446

20,198
10,59335,22867,513
4,988
9,959

20,198
10,59335,23367,8704,988
9,959

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
2007
2008
Carrying Estimated Carrying Estimatedamountfair value
amountfair value(in billions of yen)

Financial liabilities:
Noninterest-bearing deposits, call money and funds purchased,
and payables under repurchase agreements and securities
lending transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debentures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading securities sold, not yet purchased . . . . . . . . . . . . . . . . . . .
Due to trust accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper and other short-term borrowings . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other financial liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . .

39,364
70,234
4,724
6,351
1,135
5,217
7,047
3,202
4,959

39,364
70,147
4,687
6,351
1,135
5,217
7,162
3,202
4,959

36,55975,170
3,159
4,705
1,120
5,374
7,596
4,461
9,416

36,55975,110
3,169
4,705
1,120
5,374
7,826
4,461
9,416

The methodologies and assumptions used to estimate the fair value of the financial instruments are summarized
below.
Cash and due from banks, call loans and funds sold, and receivables under resale agreements and securities
borrowing transactions
The carrying value of short-term financial assets, such as cash and due from banks, interest-bearing deposits inother banks, call loans and funds sold, and receivables under resale agreements and securities borrowing
transactions approximates the fair value of these assets since they generally involve limited losses from credit
risk or have short-term maturities with interest rates that approximate market.
Trading securities and trading securities sold, not yet purchased
Trading securities and trading securities sold, not yet purchased have been valued primarily using quoted market
prices or using quoted market prices of comparable instruments. The fair values of trading securities and trading
securities sold, not yet purchased are disclosed in Note 3 “Trading account assets and trading account liabilities”.
Investments
Available-for-sale and held-to-maturity securities have been valued primarily using quoted market prices orusing quoted market prices of comparable instruments. The fair value of investments held by consolidated
investment companies is based upon quoted market prices or for non-marketable equity securities, valuations thatconsider earnings multiples and/or comparisons to recent market transactions. The fair values of investment
securities are disclosed in Note 4 “Investments”. The fair values of other equity interests are not readily
determinable and their carrying amounts of ¥472 billion and ¥693 billion at March 31, 2007 and 2008,
respectively, are not included in the disclosure.
Loans
Performing loans have been fair valued as groups of similar loans based on the type of loan, credit quality,
prepayment assumptions and remaining maturity. The fair value of fixed rate loans is estimated based on
discount cash flows using interest rates approximating the MHFG Group’s current rates for similar loans,adjusting for inherent credit risk. The carrying value of variable rate loans approximates the fair value since theyF-69

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
mature or are repriced within a short period of time. When quoted market prices are available, primarily for loans
to refinancing countries, loans held for dispositions or sales and certain other foreign loans, such market prices
are utilized as estimates for fair value. Nonperforming loans have been fair valued on a loan by loan basis basedon discounted cash flow analysis or appraisal value of underlying collateral as deemed appropriate bymanagement.
Other financial assets
The carrying value of other financial assets, such as accrued interest receivable and accounts receivable frombrokers, dealers, and customers for securities transactions, approximates the fair value of these assets since theygenerally involve limited losses from credit risk or have short-term maturities with interest rates that approximate
market.
Derivative financial instruments
All derivatives are recognized on the consolidated balance sheets at fair value. For exchange traded contracts, fairvalue is based on quoted market prices. For non-exchange traded contracts, fair value is based on dealer quotes orvaluation models applied to current market information. The fair values of derivative assets and liabilities arepresented in Note 3 “Trading account assets and trading account liabilities”.
Noninterest-bearing deposits, call money and funds purchased, and payables under repurchase agreements andsecurities lending transactions
The carrying value of financial liabilities, such as noninterest-bearing deposits, and call money and funds
purchased, approximates the fair value of these liabilities since they generally have short-term maturities withinterest rates that approximate market. The carrying value of payables under repurchase agreements andsecurities lending transactions approximates the fair value since the transactions are based on quoted market
prices.
Interest-bearing deposits
The fair value for fixed rate deposits is estimated based on discounted cash flow analysis using current interest
rates for instruments with similar maturities. The carrying value for variable rate deposits approximates the fairvalue since they are repriced within a short period of time.
Debentures
The fair value of debentures is estimated based on quoted market rates when available or discounted cash flow
analysis using current interest rates offered for debentures with similar maturities.
Due to trust accounts
The carrying value of due to trust accounts approximates the fair value since they generally have short-term
maturities with interest rates that approximate market.
Commercial paper and other short-term borrowings
The carrying value of the majority of other short-term borrowings approximates the fair value since theygenerally have short-term maturities with interest rates that approximate market. The fair value of certain
borrowings is estimated based on discounted cash flow analysis using interest rates approximating the MHFG
Group’s incremental borrowings with similar maturities.
F-70

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Long-term debt
The fair value of long-term debt, such as subordinated debt, is estimated based on discounted cash flow analysis
using interest rates approximating the MHFG Group’s incremental borrowings with similar maturities.
Other financial liabilities
The fair value of other financial liabilities, such as accrued interest payable and accounts payable to brokers,
dealers, and customers for securities transactions, approximates the carrying amounts.
The fair values of certain off-balance-sheet financial instruments, such as commitments to extend credit andcommercial letters of credit, are not considered material to the consolidated balance sheets at March 31, 2007 and2008.
29. Related party transactions
Transactions with directors, executive officers, and their associates
The banking subsidiaries of MHFG make loans to the MHFG Group’s directors, executive officers, and theirassociates in their ordinary course of business. At March 31, 2007 and 2008, outstanding loans to such relatedparties were not considered significant. These related party loans were made on substantially the same terms,
including interest rate and collateral, as those prevailing at the same time for comparable transactions withunrelated parties. At March 31, 2007 and 2008, there were no loans to these related parties that were considered
impaired.
Other transactions, such as deposits, were entered into between MHFG’s subsidiaries and the MHFG Group’s
directors, executive officers, and their associates during the fiscal years ended March 31, 2006, 2007 and 2008.
The outstanding amounts of these transactions, which were made in the ordinary course of business with terms
equivalent to those with unrelated parties, were not considered significant.
Transactions with other related parties
A number of transactions were entered into with other related parties, such as MHFG’s employees and affiliates
accounted for under the equity method. These transactions included loans, deposits, and other banking services.
They were not significant in amount and were conducted with substantially the same terms as those forcomparable transactions with unrelated parties.
30. Business segment information
Under U.S. GAAP, companies report segment information based on the way management disaggregates thecompany for making operating decisions. The MHFG Group’s operating segments are based on the nature of the
products and services provided, the type of customer and the Group’s management organization. The businesssegment information, set forth below, is derived from the internal management reporting systems used bymanagement to measure the performance of the Group’s business segments. The management measures theperformance of each of the operating segments primarily in terms of “net business profits” in accordance withinternal managerial accounting rules and practices. Net business profits is used as a measure of the profitabilityof core banking operations in Japan, and is defined as gross profits (or the sum of net interest income, fiduciaryincome, net fee and commission income, net trading income and net other operating income) less general andadministrative expenses (excluding non-recurring expenses). Measurement by net business profits is required forregulatory reporting to the FSA. Therefore, the format and information are presented primarily on the basis of
F-71

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Japanese GAAP and is not consistent with the consolidated financial statements prepared in accordance with U.S.
GAAP. A reconciliation is provided for the segments’ total net business profits with income before income tax
expense (benefit) under U.S. GAAP.
Note 31 “Foreign activities” provides financial information relating to the MHFG Group’s operations bygeographic area.
MHFG manages its business portfolio through the three Global Groups: the Global Corporate Group, the Global
Retail Group, and the Global Asset & Wealth Management Group. The Global Corporate Group consists
primarily of MHCB and MHSC, the Global Retail Group consists primarily of MHBK and MHIS, and the Global
Asset & Wealth Management Group consists primarily of MHTB. Operating segments of MHCB and MHBK are
aggregated within each entity based on customer characteristics and functions. Operating segments of MHCB are
aggregated into three reportable segments, domestic, international, and trading and others. Operating segments of
MHBK are also aggregated into three reportable segments, retail banking, corporate banking, and trading andothers. In addition to the three Global Groups, subsidiaries which provide services to a wide range of customers
and which do not belong to a specific Global Group are aggregated as Others.
The Global Corporate GroupMHCBMHCB is the main operating company of the Global Corporate Group and provides banking and other financial
services to large corporations, financial institutions, public sector entities, foreign corporations, including foreignsubsidiaries of Japanese corporations, and foreign governmental entities.
(1) Domestic
This segment consists of the following five units of MHCB: corporate banking, financial institutions & public
sector business, global syndicated finance, global financial products, and global transaction banking. This
segment provides a variety of financial products and services to large corporations, financial institutions andpublic sector entities in Japan. The products and services it offers include commercial banking, advisory services,syndicated loan arrangements, leveraged finance and structured finance.
(2) International
This segment primarily offers commercial banking and foreign exchange transaction services to foreign
corporations, including foreign subsidiaries of Japanese corporations, through MHCB’s overseas network.
(3) Trading and others
This segment consists of the global markets unit, the global portfolio management unit, and the global alternative
investment unit. This segment supports the domestic and international segments in offering derivatives and otherrisk hedging products to satisfy MHCB’s customers’ financial and business risk control requirements. It is also
engaged in MHCB’s proprietary trading, such as foreign exchange and bond trading, and asset and liability
management. This segment also includes costs incurred by headquarters functions of MHCB.
(4) MHSCMHSC is the primary investment banking arm in the Global Corporate Group and offers wholesale securities andinvestment banking services, such as underwriting and trading of bonds and equities, advisory services, andstructured finance, to large and international corporations, financial institutions, and public entities.
F-72

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(5) Others
This segment consists of MHCB’s subsidiaries other than MHSC. These subsidiaries offer financial products andservices in specific areas of business or countries mainly to customers of the Global Corporate Group.
The Global Retail GroupMHBKMHBK is the main operating company of the Global Retail Group. MHBK provides banking and other financial
services primarily to individuals, SMEs and middle-market corporations through its domestic branch and ATM
network.
(6) Retail banking
This segment offers banking products and services, including housing and other personal loans, credit cards,
deposits, investment products, and consulting services, to MHBK’s individual customers through its nationwide
branch and ATM network, as well as telephone and Internet banking services.
(7) Corporate banking
This segment consists of the following two business groups of MHBK: corporate banking and public sectorbanking. These two business groups provide loans, syndicated loan arrangements, structured finance, advisory
services, other banking services, and capital markets financing to SMEs, middle-market corporations, local
governmental entities, and other public sector entities in Japan.
(8) Trading and others
The trading and ALM group supports the retail banking and corporate banking segments in offering derivatives
and other risk hedging products to satisfy MHBK’s customers’ financial and business risk control requirements.
It is also engaged in MHBK’s proprietary trading, such as foreign exchange and bond trading, and asset andliability management. This segment also includes costs incurred by headquarters functions of MHBK.
(9) MHISMHIS offers securities services to individuals and corporate customers of the Global Retail Group and provides
those corporate customers with support in procuring funds through capital markets.
(10) Others
This segment consists of MHBK’s subsidiaries other than MHIS. These subsidiaries, such as Mizuho Capital and
Mizuho Business Financial Center, offer financial products and services in specific areas of business tocustomers of the Global Retail Group.
The Global Asset & Wealth Management Group(11) MHTBMHTB is the main operating company of the Global Asset & Wealth Management Group and offers products
and services related to trust, real estate, securitization and structured finance, pension and asset management, andstock transfers.
F-73

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)(12) Others
This segment includes companies other than MHTB which are part of the Global Asset & Wealth Management Group. These
companies include Mizuho Private Wealth Management, TCSB and asset management companies. They offer products andservices related to private banking, trust and custody, and asset management.
(13) Others
This segment consists of MHFG and its subsidiaries that do not belong to a specific Global Group but provide their services to awide range of customers. Under this segment, the MHFG Group offers non-banking services including research and consulting
services through Mizuho Research Institute, information technology-related services through Mizuho Information & ResearchInstitute and advisory services to financial institutions through Mizuho Financial Strategy.
The information below for reportable segments for the fiscal years ended March 31, 2007 and 2008 is derived from the internalmanagement reporting system. Information for the fiscal year ended March 31, 2006 is also derived from the internalmanagement reporting system reclassified to conform to the 2007 and 2008 presentation. Management does not use information
on segments’ assets to allocate resources and assess performance and has not prepared information on segment assets.
Accordingly, information on segment assets is not available.
Global Corporate Group
MHCB

2006

Total

Global Asset & WealthManagement Group

Global Retail Group
MHBK

Trading
Interand
Domestic national others MHSC Others
Total
(1)
(2)
(3)
(4)
(5)

Total

Retail Corporatebanking banking
Total
(6)
(7)

Tradingandothers MHIS Others
MHTB Others Others(8)(9)(10) Total
(11)
(12)
(13)

Total

(in billions of yen)

Gross profits: (3)Net interest income(expense) . . . . . . . . . 402.6 376.6
Net noninterest income(expenses) . . . . . . . . 334.9 154.4

(2)

211.2

56.6

108.8

1.0

25.0

619.9 569.7

240.2

319.0

10.5

0.6

49.6

46.1

45.7

0.4

(6.0) 1,062.6

107.5

55.4

(8.5) 117.7

62.8

417.2 313.3

45.8

233.2

34.3

72.5

31.4 162.6 120.6

42.0

26.5

Total . . . . . . . . . . . . . . . . . 737.5 531.0
General andadministrative
expenses . . . . . . . . . . . . 334.1 215.8
Others . . . . . . . . . . . . . . . . (36.9) —

318.7

112.0

100.3

118.7

87.8 1,037.1 883.0

286.0

552.2

44.8

73.1

81.0 208.7 166.3

42.4

20.5 2,003.8

82.0
—

51.7
—

82.1
—

55.2 63.1— (36.9)583.0 517.3(7.8) —

201.4
—

253.7
—

62.2
—

40.0
—

25.7 110.4 77.9
(7.8) (1.2) —

32.5
(1.2)

13.8 1,041.3
5.9(40.0)Net business profits . . . . . 366.5 315.2

236.7

60.3

18.2

63.5 (12.2)

446.3 365.7

84.6

298.5

(17.4) 33.1

47.5

8.7

12.6

922.5

Tradingandothers MHIS Others
MHTB Others Others(8)(9)(10) Total
(11)
(12)
(13)

Total

Global Corporate Group

2007

Total

88.4

Global Asset & WealthManagement Group

Global Retail Group

MHCB

97.1

941.2

MHBK

Trading
Interand
Domestic national others MHSC Others
Total
(1)
(2)
(3)
(4)
(5)

Total

Retail Corporatebanking banking
Total
(6)
(7)
(in billions of yen)

Gross profits: (3)Net interest income(expense) . . . . . . . . . 407.7 306.5
Net noninterest
income . . . . . . . . . . . 377.6 241.4

202.4

73.4

30.7

(0.2) 101.4

640.6 593.8

262.6

326.6

4.6

1.2

45.6

52.2

1.6

(11.8) 1,090.3

108.2

59.6

73.6

105.9

464.8 384.7

53.4

233.3

98.0

61.0

19.1 169.8 121.7

48.1

14.9 1,027.1

Total . . . . . . . . . . . . . . . . . 785.3 547.9
General andadministrative
expenses . . . . . . . . . . . . 377.0 241.0
Others . . . . . . . . . . . . . . . . (44.3) —

310.6

133.0

104.3

105.7 131.7 1,105.4 978.5

316.0

559.9

102.6

62.2

64.7 223.6 173.9

49.7

3.1 2,117.4

88.3
—

61.5
—

91.2
—

61.1
—

74.9
(44.3)

588.5 527.0(11.5) —

199.3
—

245.2
—

82.5
—

43.4
—

18.1 126.2 87.8
(11.5) (1.2) —38.4 (15.8) 1,075.9
(1.2)
7.1
(49.9)Net business profits . . . . . 364.0 306.9

222.3

71.5

13.1

44.6

12.5

505.4 451.5

116.7

314.7

20.1

18.8

35.1

10.1

30.3

F-74

53.8

96.2

86.1

26.0

991.6

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Global Corporate Group
MHCB

2008

Total

Global Asset & WealthManagement Group

Global Retail Group
MHBK

TradingandInterDomestic national others MHSC Others
(3)
Total
(1)
(2)
(4)
(5)

Total

Retail Corporatebanking banking
Total
(6)
(7)

Tradingandothers MHIS Others
MHTB Others Others(8)(9)(10) Total
(11)
(12)
(13)

Total

(in billions of yen)

Gross profits: (3)Net interest income(expense) . . . . . . . . 368.8 293.6
Net noninterest income(expenses) . . . . . . . . 15.4 312.8

180.5

73.4

39.7

(5.6)

80.8

654.4 606.9

311.0

328.9

(33.0)

0.7

46.8

55.4

53.5

1.9

(15.0) 1,063.6

106.0

68.0

138.8

41.7 (339.1) 385.4 335.9

42.7

174.5

118.7

52.3

(2.8) 175.7 119.2

56.5

20.8

Total . . . . . . . . . . . . . . . . . 384.2 606.4
General andadministrative
expenses . . . . . . . . . . . . 394.0 236.2
Others . . . . . . . . . . . . . . . (48.3) —

286.5

141.4

178.5

36.1 (258.3) 1,039.8 942.8

353.7

503.4

85.7

53.0

44.0 231.1 172.7

58.4

5.8 1,660.9

85.5
—

67.1
—

83.6
—

66.4
—

91.4 580.8 537.2(48.3) (14.7) —

214.8
—

229.3
—

93.1
—

45.2
—

(1.6) 127.6 86.8
(14.7) (1.5) —

40.8
(1.5)

(9.1) 1,093.3
8.1(56.4)Net business profits . . . . . (58.1) 370.2

201.0

74.3

94.9

(30.3) (398.0) 444.3 405.6

138.9

274.1

(7.4)

7.8

30.9 102.0

16.1

23.0

85.9

597.3

511.2

Notes:(1) (5) Others, (10) Others, and (12) Others include elimination of transactions between companies within the Global Corporate Group, the Global Retail Group, and the Global
Asset & Wealth Management Group, respectively. (13) Others include elimination of transactions between the Global Groups.
(2) Dividends of ¥120.0 billion received by MHCB from its financial subsidiaries for corporate revitalization are excluded.
(3) Credit-related costs for trust accounts are excluded from gross profits.

Reconciliation
As explained above, the measurement base for the internal management reporting system and the income and expenses items
covered are different from the accompanying consolidated statements of income. Therefore, it is impracticable to present
reconciliations of all the business segments’ information, other than net business profits, to corresponding items in theaccompanying consolidated statements of income.
A reconciliation of total net business profits under the internal management reporting system for the fiscal years ended
March 31, 2006, 2007 and 2008 presented above to Income before income tax expense (benefit) shown on the consolidated
statements of income is as follows:
2006
2007
2008
(in billions of yen)

Net business profits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

922.5

991.6

U.S. GAAP adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Provision) credit for loan losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net gains (losses) related to equity investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit-related costs for trust accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-recurring personnel expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gains on disposal of premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Provision) credit for losses on off-balance sheet instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minority interest in consolidated subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others—net (Note) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(574.4) (144.4) 120.7
157.7 (182.1) 57.8
302.6
(75.2) 137.6
(1.4)
—
—
(10.0) (20.4) (0.7)
65.5
64.6
37.3
(34.0)
37.8(5.1)(69.1) (27.8) 53.7
(47.9) 143.0 (11.7)

Income before income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

711.5

787.1

511.2

900.8

Note: Amount for the fiscal year ended March 31, 2006 includes a loss of ¥40.7 billion caused by an erroneous stock
brokerage order by an employee of MHSC which is included in Other noninterest expenses. Amount for the fiscal year
ended March 31, 2007 includes a subsidy of ¥177.4 billion related with the substitutional portion of the employee
pension funds which is included in Other noninterest income.
F-75

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
31. Foreign activities
The following table presents consolidated income statement and total assets information by major geographic
area. Foreign activities are defined as business transactions that involve customers residing outside of Japan.
However, as the MHFG Group’s operations are highly integrated globally, estimates and assumptions have been
made for an allocation among the geographic areas.

Japan

Americas

Europe(in millions of yen)

Asia/Oceania
excludingJapan, andothers

Total

Fiscal year ended March 31, 2006:
Total revenue (1) . . . . . . . . . . . . . . . . .
Total expenses (2) . . . . . . . . . . . . . . . .

1,881,447
1,474,765

631,616
369,766

327,827
296,962

112,173
100,040

2,953,063
2,241,533

Income before income tax expense(benefit) . . . . . . . . . . . . . . . . . . . . .

406,682

261,850

30,865

12,133

711,530

Net income . . . . . . . . . . . . . . . . . . . .

808,473

247,720

25,9483,531

1,085,672

Total assets at end of fiscal year . . . .

119,543,382

12,504,917

9,175,911

4,298,182

145,522,392

Fiscal year ended March 31, 2007:
Total revenue (1) . . . . . . . . . . . . . . . . .
Total expenses (2) . . . . . . . . . . . . . . . .

2,249,478
1,854,864

843,056
641,545495,353
387,477

247,368
164,266

3,835,255
3,048,152

Income before income tax expense(benefit) . . . . . . . . . . . . . . . . . . . . .

394,614201,511

107,876

83,102

787,103

Net income . . . . . . . . . . . . . . . . . . . .

254,240

192,602104,817

72,223623,882

Total assets at end of fiscal year . . . .

111,842,599

17,390,251

13,003,340

5,145,089

147,381,279

Fiscal year ended March 31, 2008:
Total revenue (1) . . . . . . . . . . . . . . . . .
Total expenses (2) . . . . . . . . . . . . . . . .

3,015,142
1,913,005

833,277
712,896

92,459511,198

264,325
167,310

4,205,203
3,304,409

Income before income tax expense(benefit) . . . . . . . . . . . . . . . . . . . . .

1,102,137

120,381(418,739)

97,015

900,794

Net income . . . . . . . . . . . . . . . . . . . .

466,130

100,107(422,645)

85,026228,618

Total assets at end of fiscal year . . . .

115,715,066

19,025,798

11,490,387

5,086,505

151,317,756

Notes:(1) Total revenue is comprised of Interest and dividend income and Noninterest income.
(2) Total expenses are comprised of Interest expense, Provision (credit) for loan losses and Noninterest
expenses.

F-76

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
The following are certain asset and liability accounts related to foreign activities at March 31, 2007 and 2008:
2007

2008

(in millions of yen)

Cash and due from banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits in other banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deposits, principally time deposits and CDs by foreign banks . . . . . . . . . . . . . . . . . . .
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trading account liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

180,636
583,192
2,968,798
10,656,263
10,399,813
9,571,899
13,129,328
2,822,727
481,747

209,770
609,212
4,693,299
9,118,892
10,861,189
9,253,017
11,263,866
3,604,448
538,802

32. Mizuho Financial Group, Inc., parent company
The following tables present the parent company only financial information of MHFG:
Condensed balance sheets
2007
2008
(in millions of yen)

Assets:Cash and due from banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest-bearing deposits in other banks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in subsidiaries and affiliated companies . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

100
2,627
5,982,726
264,879

93
10,3484,227,139
177,297

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,250,332

4,414,877

Liabilities and shareholders’ equity:
Short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,583,000 1,140,000
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,632
6,077
Shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,662,700 3,268,800
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-77

6,250,332

4,414,877

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
Condensed statements of income
2006

2007

2008

(in millions of yen)

Income:Dividends from subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management fees from subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain on sales of securities of subsidiaries . . . . . . . . . . . . . . . . . . . . . . .
Other income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

112,528
16,46236,304
4,187

1,220,998
29,102—828

770,833
35,686—
668

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

169,481

1,250,928

807,187

Expenses:
Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13,478
1,999
6,468

19,206
12,3093,971

19,364
14,796399

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

21,94535,48634,559Equity in undistributed net income (loss) of subsidiaries . . . . . . . . . . . . . . .

938,128

Income before income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,085,664(8)

623,809(73)

228,498(120)

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,085,672

623,882

228,618(591,633) (544,130)

Condensed statements of cash flows
2006

2007
(in millions of yen)

2008

Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,085,672(1,211,343)

623,882
614,770

228,618
634,967

Net cash provided by (used in) operating activities . . . . . . . . . . . .

(125,671)

1,238,652

863,585

Cash flows from investing activities:
Proceeds from sales of securities of subsidiaries . . . . . . . . . . . . . . . . . .
Payments for purchases of securities of subsidiaries . . . . . . . . . . . . . . .
Net change in other investing activities . . . . . . . . . . . . . . . . . . . . . . . . .

2,198,053(2,932,184)(1,054)33,000(5)(2,065)60,002(5)(6,180)Net cash provided by (used in) investing activities . . . . . . . . . . . .

(735,185)

30,93053,817

Cash flows from financing activities:
Net change in commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in short-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of treasury stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net change in other financing activities . . . . . . . . . . . . . . . . . . . . . . . . .

(152,000)
2,037,000(944,321)(79,867)61——(454,000) (443,000)(734,285) (371,566)(81,365) (102,942)
83
99

Net cash provided by (used in) financing activities . . . . . . . . . . . .

860,873(1,269,567) (917,409)

Net increase (decrease) in cash and due from banks . . . . . . . . . . . . . . . . . . .
Cash and due from banks at beginning of fiscal year . . . . . . . . . . . . . . . . . .

17
68

15
85

(7)
100

Cash and due from banks at end of fiscal year . . . . . . . . . . . . . . . . . . . . . . . .

85

100

93

F-78

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
33. Subsequent events
Redemption of preferred securities
On April 18, 2008, the board of directors of MHFG resolved to redeem in full non-cumulative perpetual
preferred securities issued by overseas special purpose companies whose voting rights are wholly owned by
MHFG and MHCB. Those entities are not consolidated in accordance with FIN No.46R since the Group is not
the primary beneficiary. Thus, the redemption of preferred securities did not reduce Minority interest inconsolidated subsidiaries, but Long-term debt in the Group’s consolidated balance sheets. However, on June 30,
2008, when the preferred securities were redeemed, it decreased Tier 1 capital. The following table describes thedetails of the redeemed preferred securities.
Aggregate
redemption amount(in millions of yen)

IssuerMizuho Preferred Capital (Cayman) 5 Limited . . . . . .
Mizuho Preferred Capital (Cayman) 6 Limited . . . . . .

45,500
Series A 19,500
Series B 2,500
51,000Mizuho Preferred Capital (Cayman) 7 Limited . . . . . .

Reason for the redemption

Arrival of optional redemption date
Arrival of optional redemption date
Arrival of optional redemption date(in millions of USD)

Mizuho Preferred Capital Company L.L.C. . . . . . . . . .
Mizuho JGB Investment L.L.C. . . . . . . . . . . . . . . . . . .

1,000
1,600

Arrival of optional redemption date
Arrival of optional redemption date

The postponement of merger of Mizuho Securities Co., Ltd. and Shinko Securities Co., Ltd.
On April 28, 2008, MHSC and Shinko Securities Co., Ltd., our equity method affiliate, decided to cancel theoriginal merger agreement, and reconfirmed the basic policies and points in relation to proceeding with themerger and signed a new “Basic Agreement for Merger”, which set the postponed effective date of the merger tobe scheduled on May 7, 2009.
Abolishment of the retirement allowances program for directors and officers and introduction of stockcompensation-type stock options
On May 15, 2008, the board of directors of MHFG, MHBK, and MHCB resolved to abolish the retirement
allowances program for directors and officers and introduce stock compensation-type stock options. The
necessary approval was obtained at their respective ordinary general meeting of shareholders held on June 25 and26, 2008.
The directors (excluding the outside directors) and executive officers of the respective companies will be allotted
stock options under which the amount to be paid in per share that is to be issued or transferred upon the exerciseof such stock acquisition rights shall be one yen. This will not have a material impact on the MHFG Group’s
consolidated results of operations or financial condition.
Repurchase of common stock
On May 15, 2008, the board of directors of MHFG resolved to repurchase common stock. On July 24, 2008,
MHFG completed the repurchase. The details are as follows.
Number of shares
repurchased(shares)

Total amount ofrepurchase(in millions of yen)

283,500

149,991

Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-79

Period of repurchase

From: July 7, 2008
To: July 24, 2008

MIZUHO FINANCIAL GROUP, INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
This repurchase was made for the purpose of, among other things, offsetting the potential dilutive effect of theconversion of the Eleventh Series Class XI Preferred Stock in consideration of the possibility that the number ofshares of our common stock will increase after the commencement of the conversion period from July 1, 2008.
All common stock repurchased are planned to be cancelled, except the stock to be assigned for the exercise ofstock compensation-type stock options described above.
Abolishment of the fractional share system and lowering of the minimum investment amountOn May 15, 2008, the board of directors of MHFG resolved to (1) abolish the fractional share system and adopt
the unit share system concurrently with the allotment of shares or fractions of a share without consideration and(2) lower the minimum investment amount to one tenth by reducing the number of shares constituting one unit ofshares. The necessary approval for the allotment of shares or fractions of a share without consideration was
obtained at the ordinary general meeting of shareholders held on June 26, 2008.
Subject to the effectiveness of the aforementioned allotment of shares or fractions of a share without
consideration, the conversion ratio of the ADRs to the common shares will be changed as set forth below.
Current ratio: . . . . . . . . . . . . . . . . . . . . 1ADR=0.002 common shares (500 ADRs = 1 common share)
Ratio after change: . . . . . . . . . . . . . . . 1ADR=2 common sharesFirst trading date after change: . . . . . . January 5, 2009 (Monday) (U.S. eastern standard time) (scheduled)
Determination of initial conversion price of preferred stock
On June 9, 2008, the initial conversion price of the Eleventh Series Class XI Preferred Stock has been determined
as follows, according to the calculation method of initial conversion price defined by the terms and conditions of
the preferred stock. (Refer to Note 15 “Preferred stock” for the terms and conditions.)
Initial conversion price: . . . . . . . . . . . . ¥536,700
Effective date: . . . . . . . . . . . . . . . . . . . Beginning July 1, 2008
Issuance of preferred securities
On July 11, 2008, preferred securities were issued through an overseas special purpose company in the Cayman
Islands. The proceeds were ultimately provided to the banking subsidiaries as perpetual subordinated loans, andit increased Tier 1 capital. The following table describes the details of the preferred securities:
Description of preferred securities

Issuer: . . . . . . . . . . . . . . . . . . . .

Mizuho Capital Investment (JPY) 3 Limited(It is an overseas special purpose company established in the Cayman Islands,
the voting rights of which are wholly owned by MHFG.)

Type of securities: . . . . . . . . . . .

Japanese yen denominated non-cumulative perpetual preferred securities(no right to convert into MHFG’s shares is granted)

Aggregate issue amount: . . . . . .

Series A: 249.5 billion Japanese Yen
Series B: 53.5 billion Japanese Yen

Dividend rate: . . . . . . . . . . . . . .

Series A: 3.85% per annum (fixed rate until June 2019)
Floating rate after June 2019 (with step-up)
Series B: 4.26% per annum (fixed rate until June 2019)
Floating rate after June 2019 (non step-up)
F-80

Signature
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has
duly caused and authorized the undersigned to sign this annual report on its behalf.
MIZUHO FINANCIAL GROUP, INC.
By: /s/ Terunobu Maeda
Name: Terunobu Maeda
Title: President & CEO
September 4, 2008

EXHIBIT INDEXExhibit
NumberDescription of Exhibits

1.1

Articles of Incorporation of Mizuho Financial Group, Inc., dated June 26, 2008 (English Translation)

1.2

Bylaws Regarding the Board of Directors of Mizuho Financial Group, Inc., effective from January 8,
2003 and as amended on June 27, 2006 (English Translation)*

1.3

Regulations of Board of Corporate Auditors of Mizuho Financial Group, Inc., effective fromJanuary 9, 2003 and as amended on September 25, 2006 (English Translation)*

1.4

Share Handling Regulations of Mizuho Financial Group, Inc., dated November 16, 2007 (English
Translation)

2.1

Specimen of common stock certificates*

2.2

Form of American Depositary Receipt*

2.3

Form of Deposit Agreement among the registrant, The Bank of New York Mellon (formerly The
Bank of New York) as Depositary and all owners and holders from time to time of American
Depositary Receipts issued thereunder*

8

List of significant subsidiaries of Mizuho Financial Group, Inc.—see “Item 4.C. Information on the
Company—Organizational Structure.”

11

Code of Ethics of Mizuho Financial Group, Inc.**

12.1

CEO Certification required by Rule 13a-14(a) (17 CFR 240.13a-14(a)).

12.2

CFO Certification required by Rule 13a-14(a) (17 CFR 240.13a-14(a)).

13

Certification required by Rule 13a-14(b) (17 CFR 240.13a-14(b)) and Section 1350 of Chapter 63 of
Title 18 of the United States Code (18 U.S.C. 1350).

***

Incorporated by reference to our registration statement on Form 20-F (No. 001-33098) filed on
October 19, 2006.
Incorporated by reference to our annual report on Form 20-F (No. 001-33098) filed on August 10, 2007.

Exhibit 1.1

Articles of IncorporationofMizuho Financial Group, Inc.
June 26, 2008

[ Translation ]ARTICLES OF INCORPORATIONOFMIZUHO FINANCIAL GROUP, INC.
CHAPTER I
GENERAL PROVISIONS
Article 1.

(Trade Name)

The company shall be called “Kabushiki Kaisha Mizuho Financial Group” and in English, “Mizuho
Financial Group, Inc. ”(hereinafter referred to as the “Company”).
Article 2.

(Purpose)

The purpose of the Company shall be to engage in the following businesses as a bank holding company:(1) Operation and management of bank holding companies, banks, long-term credit banks, specialized
securities companies and other companies which may be owned by the Company as its subsidiaries underthe Banking Law; and(2) Any other business incidental to the foregoing.
Article 3.

(Head Office)

The Company shall have its head office in Chiyoda-ku, Tokyo.
Article 4.

(Organizations)

The Company shall establish the following organizations, in addition to the general meeting of shareholders
and Directors.
(1) Board of Directors;(2) Corporate Auditors;(3) Board of Corporate Auditors; and(4) Accounting Auditors.
Article 5.

(Method of Public Notices)

Public notices by the Company shall be given by electronic public notices; provided, however, that in thecase where an electronic public notice is impracticable due to an accident or any other unavoidable reason, thesame public notice of the Company may be given in the Nihon Keizai Shimbun.

CHAPTER IISHARES
Article 6.

(Total Number of Authorized Shares)

The total number of shares which the Company is authorized to issue shall be 28,790,759,000 shares, andeach total number of the classes of shares which the Company is authorized to issue shall be as set forth below;
1

provided, however, that in the case where a cancellation of shares is made, the number of shares which theCompany is authorized to issue shall be reduced by the number of shares so canceled:
Common stock:

24,392,259,000 sharesClass XI preferred stock:

1,398,500,000 sharesClass XII preferred stock:

1,500,000,000 sharesClass XIII preferred stock:

1,500,000,000 shares

Article 7.

(Issuance of Share Certificates)

The Company shall issue share certificates representing its issued stock.
Article 8.

(Acquisition of Own Shares)

The Company may, by a resolution of the Board of Directors, acquire its own stock through market
transactions or other methods pursuant to the provisions of Article 165, Paragraph 2 of the Company Law ofJapan (the “Law”).
Article 9.

(Number of Shares Constituting one (1) Unit of Shares)

The number of shares constituting one (1) unit of shares of the Company shall be one thousand (1,000) withrespect to the common stock and each class of preferred stock, respectively.
Article 10.

(Rights Pertaining to Shares Constituting Less Than One (1) Unit)

A shareholder of the Company may not exercise any rights, except for the rights set forth below (excluding
the rights which may not be exercised as the rights pertaining to shares constituting one (1) unit of shares), withrespect to shares constituting less than one (1) unit held by such shareholder:
1. The rights provided for in each item of Article 189, Paragraph 2 of the Law;
2. The right to make a request pursuant to Article 166, Paragraph 1 of the Law;
3. The right to receive an allotment of offered shares and offered stock acquisition rights in proportion to thenumber of shares held by such shareholder; and4. The right to make a request provided for in the following Article.
Article 11.

(Additional Purchase of Shares Constituting Less Than One (1) Unit)

A shareholder of the Company may request the Company to sell to such shareholder a number of shares
which will, when combined with the shares constituting less than one (1) unit already held by such shareholder,
constitute one (1) unit of shares pursuant to the Share Handling Regulations.
Article 12.

(Record Date)

1. The Company shall deem shareholders having voting rights appearing in writing or electronically in theregister of shareholders as of the end of March 31 of each year as the shareholders who are entitled to exercise
their rights at the ordinary general meeting of shareholders for the relevant business year.
2. In addition to the preceding paragraph, the Company may temporarily set the record date whenevernecessary, by a resolution of the Board of Directors and upon giving a prior public notice thereof.
2

Article 13.

(Shareholder Register Manager, etc.)

1. The Company shall appoint a shareholder register manager.
2. The shareholder register manager and its handling office shall be determined by a resolution of the Boardof Directors, and a public notice shall be given with respect thereto.
3. The preparation and keeping of, and other operations relating to the register of shareholders, the registerof stock acquisition rights and the register of lost share certificates of the Company shall be entrusted to theshareholder register manager and shall not be handled by the Company.
Article 14.

(Share Handling Regulations)

An entry, whether written or electronic, in the register of shareholder, a purchase and additional purchase ofshares constituting less than one (1) unit, and other operations relating to shares and handling fees therefor andthe method of request or notice by shareholders with respect to general meetings of shareholders shall begoverned by the Share Handling Regulations prescribed by the Board of Directors, in addition to laws andregulations and these Articles of Incorporation.

CHAPTER III
PREFERRED STOCK
Article 15.

(Preferred Stock Dividends)

1. In respect of dividends from its surplus provided for in Article 54, the Company shall distribute dividends
from its surplus by cash on preferred stock (hereinafter referred to as the “Preferred Stock Dividends”) in suchamount as provided for below to shareholders of preferred stock (hereinafter referred to as the “Shareholders ofPreferred Stock”) or registered stock pledgees in respect of preferred stock (hereinafter referred to as the“Registered Preferred Stock Pledgees”) in priority to holders of common stock (hereinafter referred to as the“Shareholders of Common Stock”), registered stock pledgees in respect of common stock (hereinafter referred toas the “Registered Common Stock Pledgees”); provided, however, that in the case where all or a part of thePreferred Stock Interim Dividends provided for in Article 16 have been paid in the relevant business year, theamount so paid shall be reduced accordingly:
Class XI preferred stock:

Amount decided by the resolution of the Board of Directors on
the issuance of such stock, which amount shall not exceed 50 yen
per share per year

Class XII preferred stock:

Amount decided by the resolution of the Board of Directors on
the issuance of such stock, which amount shall not exceed 50 yen
per share per year

Class XIII preferred stock:

Amount decided by the resolution of the Board of Directors on
the issuance of such stock, which amount shall not exceed 100
yen per share per year

2. In a given business year, if all or a part of the Preferred Stock Dividends have not been paid to the
Shareholders of Preferred Stock or Registered Preferred Stock Pledgees, the unpaid amount shall not be
accumulated for the subsequent business years.
3. The Company shall not distribute dividends from its surplus to any Shareholder of Preferred Stock orRegistered Preferred Stock Pledgee, any amount in excess of the amount of the relevant Preferred Stock
Dividends.
3Article 16.

(Preferred Stock Interim Dividends)

In respect of interim dividends provided for in Article 55, the Company shall distribute dividends from its
surplus by cash in one half of the amount of the Preferred Stock Dividends provided for in the main clause of
Paragraph 1 of the preceding article (referred to as the “Preferred Stock Interim Dividends” in these Articles ofIncorporation) to the Shareholders of Preferred Stock or Registered Preferred Stock Pledgees in priority to the
Shareholders of Common Stock or Registered Common Stock Pledgees.
Article 17.

(Distribution of Residual Assets)

1. In respect of distribution of residual assets, the Company shall pay to the Shareholders of Preferred Stockor Registered Preferred Stock Pledgees in priority to the Shareholders of Common Stock or Registered Common
Stock Pledgees in such amount as provided for below:
Classes XI through XIII preferred stock: 1,000 yen per share
2. No distribution of residual assets other than those provided for in the preceding paragraph shall be madeto any Shareholder of Preferred Stock or Registered Preferred Stock Pledgee.
Article 18.

(Voting Rights)

The Shareholders of Preferred Stock shall not have voting rights at a general meeting of shareholders;provided, however, that the Shareholders of Preferred Stock may have voting rights from the date of a general
meeting of shareholders, in the case where a proposal on the Preferred Stock Dividends is not submitted to suchgeneral meeting of shareholders, or immediately after the closing of a general meeting of shareholders, in thecase where a proposal on the Preferred Stock Dividends is rejected at such general meeting of shareholders, until,
in either case, such time as the resolution of a general meeting of shareholders is passed to grant the Preferred
Stock Dividends.
Article 19.

(Consolidation or Split of Preferred Stock, Free Allotment of Stock and Rights to Receive
Allotment of Offered Stock, etc.)

1. The Company shall not consolidate or split any preferred stock, and shall not make any free allotment of
any stock for the Shareholders of Preferred Stock.
2. The Company shall not grant the Shareholders of Preferred Stock any rights to receive allotment ofoffered stock, offered stock acquisition rights, bonds with stock acquisition rights, or offered stock acquisitionrights and bonds, either of which are capable of being transferred separately from the others and shall not makeany free allotment of any stock acquisition rights for the Shareholder of Preferred Stock.
Article 20.

(Acquisition of Preferred Stock)

1. In respect of Classes XII and XIII preferred stock, the Company may acquire each such class of preferredstock, in whole or in part, on the date separately determined by a resolution of a general meeting of shareholders,after such time and at such acquisition price as respectively determined by a resolution of the Board of Directors
relating to the issuance of the relevant preferred stock.
2. In the case of a partial acquisition pursuant to the preceding paragraph, such redemption shall be made by
way of lot or pro rata allocation.
Article 21.

(Request for Acquisition of Preferred Stock)

Any holder of Classes XI and XII preferred stock may request to the Company to acquire the relevant
preferred stock held by such Shareholder of Preferred Stock during the period in which such Shareholder of4Preferred Stock is entitled to request such acquisition as determined by a resolution of the Board of Directors
relating to the issuance of the relevant preferred stock (hereinafter referred to as the “Period for Acquisition
Request”). The Company shall deliver its own common stock to such Shareholder of Preferred Stock, in
exchange for the Company’s acquisition of the relevant preferred stock. The terms of acquisition, including thenumber of the common stock to be delivered per one (1) share of the relevant preferred stock upon such request
for acquisition, shall be determined by a resolution of the relevant Board of Directors.
Article 22.

(Mandatory Acquisition of Preferred Stock)

1. The Company may acquire any of Classes XI and XII preferred stock, in respect of which a request for
acquisition has not been made during the Period for Acquisition Request, on the day immediately following thelast day of such period (hereinafter referred to as the “Mandatory Acquisition Date”) and instead, the Company
shall deliver its own common stock to holders of the relevant preferred stock. In this case, the number of sharesof the common stock to be delivered in exchange for the acquisition of one (1) share of the relevant preferredstock shall be obtained by dividing the amount equivalent to the subscription money per one (1) share of therelevant preferred stock by the current market price of a share of the common stock of the Company (withrespect to the Eleventh Series of Class XI Preferred Stock, 1,000 yen; the same shall apply hereinafter); provided,
however, that such current market price of a share of the common stock shall be the daily average price ofclosing prices (including the closing bid or offered price) of the common stock of the Company (in regular
trading) as reported by the Tokyo Stock Exchange for the 30 consecutive trading days (excluding any trading day
or days on which no closing prices or closing bids or offered prices are reported) commencing on the 45th trading
day prior to the Mandatory Acquisition Date, and such calculation shall be made to units of 0.01 yen, and by
rounding up to the nearest 0.1 yen when equal to or more than 0.05 yen and disregarding amounts less than 0.05
yen.
2. In respect of Classes XI and XII preferred stock, the number of common stock referred to in the preceding
paragraph shall not exceed the number of shares obtained by dividing the amount equivalent to the subscription
money per one (1) share of each such class of preferred stock by the minimum acquisition price determined by
the resolution of the Board of Directors relating to the relevant issuance of the preferred stock.
3. In the calculation of the number of common stock provided for in the preceding two (2) paragraphs, any
number less than one (1) share shall be treated pursuant to the provisions provided for in Article 234 of the Law.
Article 23.

(Order of Priority)

All classes of preferred stock authorized to be issued by the Company shall rank pari passu with each otherin respect of the payment of the Preferred Stock Dividends and the Preferred Stock Interim Dividends, and the
distribution of residual assets.

CHAPTER IV
GENERAL MEETINGS OF SHAREHOLDERS
Article 24.

(Convocation of General Meetings of Shareholders)

An ordinary general meeting of shareholders of the Company shall be convened no later than 3 months fromthe last day of each business year and an extraordinary general meeting of shareholders shall be convened
whenever necessary.
Article 25.

(Place where General Meetings of Shareholders shall be Convened)

General meetings of shareholders shall be convened within the wards of Tokyo.
5Article 26.

(Person Authorized to Convene General Meetings of Shareholders and the Chairman of the
Meeting)

1. The President shall convene and preside over the general meeting of shareholders.
2. In the case where the President is unable so to act, one of the other Director(s) in the order previously
determined by the Board of Directors shall take such person’s place.
Article 27.

(Disclosure of Reference Materials, etc. for General Meetings of Shareholders via Internet)

The Company may, at the time of convocation of a general meeting of shareholders, deem to have provided
shareholders with information with respect to matters which shall be stated or indicated in the reference materials
for a general meeting of shareholders, business reports, non-consolidated financial documents and consolidated
financial documents by disclosing those by way of using the Internet as provided for in the ordinances of the
Ministry of Justice.
Article 28.

(Method of Adopting Resolutions)

1. Unless otherwise provided for by laws or regulations or these Articles of Incorporation, resolutions of ageneral meeting of shareholders shall be adopted by an affirmative vote of a majority of the voting rights held by
the shareholders present at the meeting who are entitled to exercise their voting rights.
2. Resolutions of a meeting of shareholders governed by Article 309, Paragraph 2 of the Law shall be
adopted by an affirmative vote of not less than two-thirds (2/3) of the voting rights held by the shareholders
present at the relevant meeting who shall hold in aggregate not less than one-third (1/3) of the voting rights of theshareholders entitled to exercise their voting rights.
Article 29.

(Voting by Proxy)

1. Shareholders may exercise their voting rights at the relevant general meeting of shareholders by a proxy
who shall also be a shareholder of the Company holding voting rights at such meeting.
2. The shareholder or his/her proxy shall submit to the Company a document evidencing the authority ofsuch proxy to act as such at each general meeting of shareholders.
Article 30.

(Minutes of General Meetings)

The minutes of general meetings of shareholders shall be prepared in writing or by electromagnetic file asprovided for in laws and regulations.
Article 31.

(General Meetings of Holders of Classes of Stock)

1. Unless otherwise provided for by laws or regulations or these Articles of Incorporation, resolutions of ageneral meeting of holders of classes of stock shall be adopted by an affirmative vote of a majority of the voting
rights held by the holders present at the meeting who are entitled to exercise their voting rights.
2. Resolutions provided for in Article 324, Paragraph 2 of the Law shall be adopted by an affirmative voteof not less than two-thirds (2/3) of the voting rights held by the holders present at the relevant meeting who shallhold in aggregate not less than one-third (1/3) of the voting rights of the holders entitled to exercise their voting
rights.
3. The provisions of Articles 25 through 27 and 29 and the preceding Article shall apply mutatis mutandis to
the general meetings of holders of classes of stock.
6

CHAPTER V
DIRECTORS AND BOARD OF DIRECTORS
Article 32.

(Number)

The Company shall have not more than fifteen (15) Directors.
Article 33.

(Method of Appointment)

1. The Director(s) shall be appointed at a general meeting of shareholders.
2. A resolution for the appointment of Director(s) shall be adopted by an affirmative vote of a majority ofthe voting rights held by the shareholders present at the relevant meeting who shall hold in aggregate not lessthan one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights.
3. Cumulative voting shall not be used for the appointment of Director(s).
Article 34.

(Method of Dismissal)

A resolution for the dismissal of Director(s) shall be adopted by an affirmative vote of a majority of thevoting rights held by the shareholders present at the relevant general meeting of shareholders who shall hold in
aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting
rights.
Article 35.

(Term of Office)The term of office of Director(s) shall expire at the closing of the ordinary general meeting of shareholders
concerning the last business year ending within two (2) years after their appointment.
Article 36.

(Representative Director(s) and Director(s) with Titles)

1. The Representative Director(s) shall be designated by a resolution of the Board of Directors.
2. The President shall be appointed by a resolution of the Board of Directors.
3. The Board of Directors may, by its resolutions, appoint Chairman, Deputy Chairman, Deputy
President(s), Senior Managing Director(s) and Managing Director(s).
Article 37.

(Duties of the President)

The President shall oversee the operations of the Company.
Article 38.

(Person Authorized to Convene Meetings of the Board of Directors and Chairman of the Meeting)

1. Unless otherwise provided for by laws or regulations, the President shall convene and preside over the
meeting of the Board of Directors.
2. In the case where the President is unable so to act, one of the other Director(s) in the order previously
determined by the Board of Directors shall take such person’s place.
Article 39.

(Notice to Convene Meetings of the Board of Directors)

1. Notice to convene a meeting of the Board of Directors shall be given to each Director and Corporate
Auditor not less than three (3) days prior to the date set for such meeting; provided, however, that in case of
emergency, such period may be shortened.
2. A meeting of the Board of Directors may be held without taking the procedures of convocation with theconsent of all the Directors and Corporate Auditors.
7

Article 40.

(Method of Adopting Resolutions of the Board of Directors)

Resolutions of a meeting of the Board of Directors shall be adopted by an affirmative vote of a majority of
the Directors present at the relevant meeting who shall constitute a majority in number of all the Directors
entitled to take part in the vote.
Article 41.

(Minutes of Meetings of the Board of Directors)

The minutes of the meetings of the Board of Directors shall be prepared in writing or by electromagnetic file
as provided for in laws and regulations, the Director(s) and Corporate Auditors present thereat shall affix theirnames and seals thereon, or electronic signatures thereto.
Article 42.

(Regulations of the Board of Directors)

Matters concerning the Board of Directors shall be governed by the Regulations of the Board of Directors
prescribed by the Board of Directors, in addition to laws and regulations and these Articles of Incorporation.
Article 43.

(Liability Limitation Agreements with Outside Director(s))

Pursuant to the provisions provided for in Article 427, Paragraph 1 of the Law, the Company may enter into
liability limitation agreements with any Outside Director which limit the liability provided for in Article 423,
Paragraph 1 of the Law to the higher of either (i) the pre-determined amount not less than twenty million(20,000,000) yen or (ii) the amount prescribed in laws and regulations, provided that such Outside Director isbona fide and without gross negligence in performing his/her duty.
CHAPTER VICORPORATE AUDITORS AND BOARD OF CORPORATE AUDITORS
Article 44.

(Number)

The Company shall have not more than six (6) Corporate Auditors.
Article 45.

(Method of Appointment)

1. The Corporate Auditors shall be appointed at a general meeting of shareholders.
2. A resolution for appointment of Corporate Auditors shall be adopted by an affirmative vote of a majorityof the voting rights held by the shareholders present at the relevant meeting who shall hold in aggregate not lessthan one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights.
Article 46.

(Term of Office)The term of office of Corporate Auditors shall expire at the closing of the ordinary general meeting ofshareholders concerning the last business year ending within four (4) years after their appointments.
Article 47.

(Full-Time Corporate Auditor(s))

The Board of Corporate Auditors shall, by its resolution, designate full-time Corporate Auditor(s).
Article 48.

(Notice to Convene Meetings of the Board of Corporate Auditors)

1. Notice to convene a meeting of the Board of Corporate Auditors shall be given to each Corporate Auditor
not less than three (3) days prior to the date set for such meeting; provided, however, that in case of emergency,such period may be shortened.
82. A meeting of the Board of Corporate Auditors may be held without taking the procedures of convocation
with the consent of all the Corporate Auditors.
Article 49.

(Method of Adopting Resolutions of the Board of Corporate Auditors)

Resolutions of a meeting of the Board of Corporate Auditors shall be adopted by an affirmative vote of amajority of the Corporate Auditors, unless otherwise provided for by laws or regulations.
Article 50.

(Minutes of Meetings of the Board of Corporate Auditors)

The minutes of the meetings of the Board of Corporate Auditors shall be prepared in writing or byelectromagnetic file as provided for in laws and regulations, and the Directors and Corporate Auditors present
thereat shall affix their names and seals thereon or electronic signatures thereto.
Article 51.

(Regulations of the Board of Corporate Auditors)

Matters concerning the Board of Corporate Auditors shall be governed by the Regulations of the Board of
Corporate Auditors prescribed by the Board of Corporate Auditors, in addition to laws and regulations and these
Articles of Incorporation.
Article 52.

(Liability Limitation Agreements with Outside Corporate Auditor(s))

Pursuant to the provisions provided for in Article 427, Paragraph 1 of the Law, the Company may enter into
liability limitation agreements with any Outside Corporate Auditor which limit the liability provided for in
Article 423, Paragraph 1 of the Law to the higher of either (i) the pre-determined amount not less than twenty
million (20,000,000) yen or (ii) the amount prescribed in laws and regulations, provided that such Outside
Corporate Auditor is bona fide and without gross negligence in performing his/her duty.
CHAPTER VII
ACCOUNTING
Article 53.

(Business Year)The business year of the Company shall be the one-year period from April 1 of each year through March 31of the following year.
Article 54.

(Dividends from Surplus Approved by Resolution of Ordinary General Meeting of Shareholders)

Dividends from the surplus approved by a resolution of an ordinary general meeting of shareholders shall be
distributed to the shareholders or registered stock pledgees appearing in writing or electronically in the register ofshareholders as of the end of March 31 of each year.
Article 55.

(Interim Dividends)

The Company may, by a resolution of the Board of Directors, distribute interim dividends provided for in
Article 454, Paragraph 5 of the Law to the shareholders or registered stock pledgees appearing in writing orelectronically in the register of shareholders as of the end of September 30 of each year.
Article 56.

(Prescription for Payment of Dividends)

In the case where the dividends from its surplus are distributed by cash, the Company shall be released fromthe obligation to pay such dividends from the surplus which have not been received after the lapse of five(5) years from the date of commencement of payment thereof.
9

SUPPLEMENTARY PROVISIONS
Article 1.

(Effective Date)

1. Amendments in relation to Article 6, Articles 9 through 11, Articles 13 through 17 (but with respect to
Article 14, only the amended portion concerning the register of fractional shares, fractional shares and sharesconstituting less than one (1) unit), Article 22, Article 31, Article 54 and Article 55 of the Articles ofIncorporation, the deletion of Article 9 of the Articles of Incorporation prior to the amendment, and therenumbering of the articles in conjunction with these amendments shall become effective on the day preceding
the day on which the “Law for Partial Amendments to the Law Concerning Book-entry Transfer of Corporate
Bonds and Other Securities for the Purpose of Streamlining the Settlement of Trades of Stocks and Other
Securities” (Law No. 88 of 2004, the “Settlement Rationalization Law”) is enforced.
2. The provisions of Article 6 of the Articles of Incorporation prior to the amendment shall be amended as
set forth below and such amendments shall apply until the effective date set forth in the preceding paragraph.
Article 6.

(Total Number of Authorized Shares)

The total number of shares that the Company is authorized to issue shall be 28,790,759 shares, andeach total number of the classes of shares that the Company is authorized to issue shall be as set forth
below; provided, however, that in the case where a cancellation of shares is made, the number of shares that
the Company is authorized to issue shall be reduced by the number of shares so canceled:
Common stock:

24,392,259 sharesClass XI preferred stock:

1,398,500 sharesClass XII preferred stock:

1,500,000 sharesClass XIII preferred stock:

1,500,000 shares

3. In the case where a cancellation of shares, as set forth in the proviso of Article 6 of the immediately
preceding paragraph, is made before the effective date set forth in Paragraph 1, the number of shares so cancelled
multiplied by one thousand (1,000) will be reduced from the total number of shares of the Company authorized to
be issued and from the total number of shares in the relevant share class of the Company authorized to be issued
as provided for in Article 6 of the Articles of Incorporation (i.e., Article 6 of the Articles of Incorporation which
will become effective on the effective date stipulated in Paragraph 1).
4. Amendments to Article 12 and Article 14 (but with respect to Article 14, only the amended portion
concerning share certificates) of the Articles of Incorporation shall become effective on the date the Settlement
Rationalization Law becomes effective.
5. Amendments to Article 5 of the Articles of Incorporation and Paragraph 2 of this Article shall become
effective when the proposed amendments to the Articles of Incorporation are approved at the sixth (6th) ordinary
general meeting of shareholders.
Article 2.

(Issuance of Share Certificates)

In accordance with Article 6, Paragraph 1 of the supplementary provisions of the Settlement Rationalization
Law, it is deemed to have been resolved that the Articles of Incorporation would be amended in order to abolishthe provision of the Articles of Incorporation that the Company issue share certificates, of which the effective
date being the date such Law becomes effective. Accordingly, the provisions of Article 7 of the Articles ofIncorporation shall be abolished after such Law becomes effective.
Article 3.

(Miscellaneous)

These supplementary provisions shall be deleted after the Settlement Rationalization Law becomes
effective.
10

Exhibit 1.4[Translation]
This is a translation of a document written in Japanese, and has been prepared for reference purpose only.

Share Handling Regulations(as of November 16, 2007)

Mizuho Financial Group, Inc.

SHARE HANDLING REGULATIONSOFMIZUHO FINANCIAL GROUP, INC.
CHAPTER I
GENERAL PROVISIONS
Article 1.

(Purposes)

Denominations of share certificates of the Company, and operations relating to shares and fractional sharesand handling fees therefor shall be governed by these Regulations pursuant to the provisions of Article 12 of the
Articles of Incorporation; provided, however, that operations of the beneficial shareholders shall be governed by
the rules of Japan Securities Depository Center, Incorporated (hereinafter referred to as the “JASDEC”) as wellas these Regulations.
Article 2.

(Shareholder Register Manager, etc.)

The shareholder register manager and the transfer agent for fractional shares of the Company (hereinafterreferred to as the “Shareholder Register Manager, etc”.) and their handling offices and liaison offices shall be as
follows:
Shareholder Register Manager and Transfer Agent for fractional shares:
Mizuho Trust & Banking Co., Ltd.
2-1, Yaesu 1-chome, Chuo-ku, Tokyo
Handling Office:Stock Transfer Agency Department of the Head Office of Mizuho Trust & Banking Co., Ltd.
2-1, Yaesu 1-chome, Chuo-ku, Tokyo
Liaison Offices:
All branches in Japan of Mizuho Trust & Banking Co., Ltd.
Head office and all branches in Japan of Mizuho Investors Securities.
Article 3.

(Denominations of Share Certificates)

Denominations of share certificates issued by the Company shall be for one (1), ten (10), and one hundred(100) shares; provided, however, that, if necessary, the Company may issue share certificates for any number ofshares exceeding one hundred (100) shares.
Article 4.

(Method of Requests and Reports, etc.)

1. All procedures including requests and reports with respect to the business delegated to the Shareholder
Register Manager, etc. by the Company shall be made to the Shareholder Register Manager, etc.
2. All procedures including requests, reports, applications and petitions provided for in this Article shall bemade in the form prescribed by the Company with the seal impression affixed which has been reported inaccordance with the provisions of Article 15.
3. If any requests, reports, applications and petitions provided for in the preceding paragraph shall be madeby a proxy, a document certifying the authorization of such proxy shall be submitted.
4. If any requests, reports, applications and petitions provided for in the second paragraph shall be required
to be made with the consent of a curator (hosanin) or an assistant (hojonin), a document certifying such consent
shall be submitted.
1

CHAPTER IIREGISTRATION, ETC. OF TRANSFER OF SHARESArticle 5.

(Registration of Transfer of Shares)

1. In the case of a request for the written or electronic records on the register of shareholders (hereinafterreferred to as the “Registration of Transfer of Shares”), a designated written request therefor shall be submitted,
together with the share certificates concerned setting forth the name of the person so requesting.
2. In the case of a request for the Registration of Transfer of Shares acquired as the result of inheritance,
testament or merger of companies, etc. other than assignment, a document certifying such acquisition shall be
submitted, in addition to the procedures provided for in the preceding paragraph; provided, however, that if noshare certificates have been issued for such shares, submission of share certificates shall not be required.
Article 6.

(Registration of Transfer of Shares Where Special Procedures Shall be Required by Laws orRegulations)

In case the special procedures shall be required by laws or regulations for the Registration of Transfer of
Shares, a designated written request therefor shall be submitted, together with the share certificates concerned
setting forth the name of the person so requesting and a document certifying the completion of such procedures.
Article 7.

(Register of Fractional Share)

The provisions of the second paragraph of Article 5 shall apply mutatis mutandis to a request for any change
in entry, whether written or electronic, in the register of fractional shares as the result of inheritance, testament or
merger of companies, etc. other than assignment.
Article 8.

(Written or Electronic Records in the Register of Beneficial Shareholders)

The written or electronic records in the register of beneficial shareholders shall be made, based upon anotice with respect to beneficial shareholders submitted by the JASDEC and a beneficial shareholder’s card.
Article 9.

(Beneficial Shareholders’ Cards)

Beneficial shareholders shall submit a beneficial shareholder’s card through a participant of JASDEC.
Article 10.

(Integration)

In case a shareholder recorded in writing or electronically in the register of shareholders and a beneficial
shareholder recorded in writing or electronically in the register of beneficial shareholders are deemed to be thesame person according to his/her address and names recorded therein, the number of shares recorded in eachregister shall be integrated with respect to the exercise of shareholders’ rights.

CHAPTER III
REGISTRATION OF PLEDGES AND INDICATION OF TRUST ASSETS
Article 11.

(Registration of Pledges and Cancellation Thereof)

In case registration of a pledge or change or cancellation thereof is requested in respect of shares, adesignated written request therefor bearing signatures of both the pledgor and the pledgee shall be submitted,
together with the share certificates concerned setting forth the name of such pledgee.
2Article 12.

(Indication of Trust Assets and Cancellation Thereof)

In case indication of trust assets or cancellation thereof is requested in respect of shares, a designated written
request therefor shall be submitted either by the trustor or the trustee, together with the share certificatesconcerned.

CHAPTER IV
NON-POSSESSION OF SHARE CERTIFICATES
Article 13.

(Application for Non-possession of Share Certificates)

1. In case non-possession of share certificates by a shareholder is applied for, a designated written
application therefor shall be submitted, together with the share certificates concerned; provided, however, that, if
no share certificates have been issued for such shares, submission of share certificates shall not be required.
2. All share certificates in regard to which an application referred to in the preceding paragraph has been
made shall be placed in non-possession status.
Article 14.

(Request for Issuance of Share Certificates Placed in Non-possession Status)

In case a shareholder who has applied for non-possession of share certificates subsequently requests theissuance of the share certificates, a designated written request therefor shall be submitted.

CHAPTER V
NOTIFICATIONSArticle 15.

(Reports of Addresses, Names, and Seal Impressions of Shareholders, etc.)

1. Shareholders, beneficial shareholders and registered stock pledgees or their legal representatives shallreport their addresses, names and seal impressions by submitting shareholders’ cards or beneficial shareholders’cards, etc.; provided, however, that a foreigner who has the custom of affixing his/her signature may substitutehis/her specimen signature for such seal impression.
2. The same procedures shall be taken in the case of any change in the matters referred to in the preceding
paragraph.
Article 16.

(Reports of an Address to Which Notices Shall Be Sent to Shareholders, etc. Residing Overseas)

1. Shareholders, beneficial shareholders and registered stock pledgees or their legal representatives who
reside outside Japan shall, either appoint a standing proxy in Japan or designate an address to which notices shallbe sent, and report thereof, in addition to the procedures provided for in the preceding Article.
2. The provisions of the preceding Article shall apply mutatis mutandis to the standing proxy.
Article 17.

(Representative of a Corporation)

1. In case a shareholder, a beneficial shareholder and a registered stock pledgee is a corporation, the name ofone (1) of the representatives of such corporation shall be notified.
2. In the case of any change in the representative provided for in the preceding paragraph, a designatedwritten report therefor shall be submitted, together with such certificate of matters to be registered, etc.
3Article 18.

(Representative of Shareholders Who Jointly Own Shares)

1. Shareholders or beneficial shareholders who jointly own shares shall appoint one (1) representative andreport thereof.
2. The same procedures shall be taken in the case of any change in the representative provided for in thepreceding paragraph.
Article 19.

(Representative of Unincorporated organization)

1. In case a shareholder, a beneficial shareholder or a registered stock pledgee is an unincorporatedorganization, the name of one (1) of the representatives of such organization shall be notified.
2. The same procedures shall be taken in the case of any change in the representative provided for in thepreceding paragraph.
Article 20.

(Change in the Register of Shareholders and the Register of Beneficial Shareholders, or Change
of Indication of Share Certificates)

In case any changes in entry are made in the register of shareholders and the register of beneficial
shareholders, or any change is made of the indication of share certificates for any of the following reasons, adesignated report therefor shall be submitted, together with the share certificates concerned and a certified copyof extract of the family register or a certificate of matters to be registered, etc. ,as the case may be,; provided,
however, that no share certificates are required to be submitted if such share certificates have not been issued orin the case of any change in entry in the register of beneficial shareholders and the register of fractional shares.
(1) Change of family name or given name;(2) Appointment, change or removal of a legal representative such as an agent of a person having
parental authority, guardian, etc.;(3) Change of trade name or name of a juridical person; and(4) Change of corporate organization.
Article 21.

(Special Exception for Notifications of Beneficial Shareholders)

In case a report is submitted by a beneficial shareholder or a legal representative in accordance with theprovisions in this chapter, such report shall be submitted through a participant of JASDEC; provided, however,that if any change of registered seal impression only shall be made, reports through a participant of JASDEC
shall not be required.
Article 22.

(Mutatis Mutandis)

1. The provisions in this Chapter shall apply mutatis mutandis to the trustor and the trustee of trust assets.
2. The provisions of Articles 15 through 19 shall apply mutatis mutandis to the holder of fractional shares,
and the provision of Article 20 shall apply mutatis mutandis to the register of fractional shares.
CHAPTER VIREISSUANCE OF SHARE CERTIFICATES DUE TO REASONS OTHER THAN LOSS
Article 23.

(Reissuance due to Stock Split or Consolidation)

In case issuance of new share certificates shall be requested for the purpose of stock split or consolidation ofshare certificates, a designated written request therefor shall be submitted, together with the share certificatesconcerned.
4Article 24.

(Reissuance due to Defacement or Mutilation)

In case a request for reissuance of share certificates due to defacement or mutilation of any share certificate
shall be made, a designated written request therefor shall be submitted, together with the share certificate
concerned; provided, however, if it is difficult to discern whether such share certificate is genuine or not, theprocedures provided for in Chapter VII ( Registration of Loss of Share Certificates, etc.) shall be taken.
Article 25.

(Reissuance due to Completion of Columns)

In the case of completion of columns regarding acquirers of any share certificate, the Company shall collectsuch share certificate and issue a new share certificate.
CHAPTER VII
REGISTRATION OF LOSS OF SHARE CERTIFICATES, ETC.
Article 26.

(Request for Registration of Loss of Share Certificates)

1. A person who requests for the registration of loss of share certificates (hereinafter referred to as “Person
Requesting Registration of Lost Share Certificates”) shall submit a designated written application therefor,
together with a document certifying acquisition of the share certificates, a document certifying loss of the sharecertificates, and a written identification of the applicant; provided, however, that, if the Person Requesting
Registration of Lost Share Certificates is a registered holder thereof, such person shall submit a document
certifying loss of the share certificates only, in addition to the designated written application.
Article 27.

(Application for Cancellation by the Registrant Regarding Loss of Share Certificates)

In case the registrant regarding loss of share certificates shall apply for a cancellation of the registration
provided for in the preceding Article, a designated written application therefor shall be submitted.
Article 28.

(Application for Cancellation of the Registration of Loss of Share Certificates by the Holders of
Such Share Certificates)

In case a person holding share certificates, which have been registered as lost, shall apply for thecancellation of such registration of loss of share certificates, a designated written application therefor shall be
submitted, together with the share certificates concerned and a written identification of the applicant; provided,
however, that, if an application for cancellation is made by a shareholder or a registered stock pledgee of the lost
share certificates, submission of a written identification of the applicant shall not be required.
Article 29.

(Mutatis Mutandis Application to Provisions Concerning Notifications)

In case the registrant regarding loss of share certificates who is a person other than a shareholder or aregistered stock pledgee shall request for any change in the written or electronic records in the register of lost
share certificates, the provisions of Articles 15 through 20 shall apply mutatis mutandis.
CHAPTER VIII
PURCHASE OF FRACTIONAL SHARESArticle 30.

(Method of Request for Purchase)In the case of a request to purchase fractional shares, a designated written request (hereinafter referred to as
the “Written Request for Purchase”) therefor shall be submitted at the handling office or any of the liaison officesof the transfer agent provided for in Article 2.
5Article 31.

(Method of Determination of Purchase Price)

The purchase price per share of fractional shares requested for purchase shall be the amount obtained bymultiplying the last reported price per share on the market established by the Tokyo Stock Exchange on the dayon which the Written Request for Purchase provided for in the preceding Article is received at the share handlingoffice or at any of the liaison offices of the transfer agent by the ratio of such fractional shares requested forpurchase to one (1) share, provided, however, that if the shares are not traded on the market established by the
Tokyo Stock Exchange on such day, or such day falls on a holiday of the said Stock Exchange, the purchase priceper share of fractional shares shall be the amount obtained by multiplying the price per share at which the sharesare first sold on the market established by the Tokyo Stock Exchange by the ratio of such fractional sharesrequested for purchase to one (1) share.
Article 32.

(Payment of Purchase Price)

1. Unless otherwise provided by the Company, the Company shall pay to the person who has requested forpurchase, the purchase price determined pursuant to the preceding Article after deducting therefrom the handlingfees provided for in the third paragraph of Article 46, no later than the fourth (4th) business day commencing on
the day (in case the purchase price pursuant to the preceding Article has not yet been decided up to such day, theday shall be the decision date of the purchase price pursuant to the same Article) on which the Written Request
for Purchase provided for in Article 30 is received at the share handling office of the transfer agent, at the place
where the request for purchase is received; provided, however, that if the purchase price reflects the ex-dividends
from surplus (including interim dividends, the same shall apply hereinafter) price or ex-rights price, and thefourth (4th) business day described in this Article falls under the fixed date to receive dividends from surplus orrights, the payment shall be made on the following business day.
2. The person who has requested for purchase may request that the payment be made by way of transfer to abank account designated by him/her or by cash payment by Japan Post Bank (Yucho Ginko Genkinbarai) to theaddress of such person. If this is the case, the payment of the purchase price shall be deemed to be completed,concurrently with arrangement for payment by transfer or by voucher for disbursement through Japan Post Bank
(Hurikaeharaidashi-shousho ).
Article 33.

(Transfer of Purchased Shares)

The title to the fractional shares, for which a Request for Purchase has been made, shall be transferred to theCompany on the day on which the payment procedures provided for in the preceding Article have been
completed.
CHAPTER IXADDITIONAL PURCHASE OF FRACTIONAL SHARESArticle 34.

(Method for Request for Additional Purchase)In case a holder of fractional shares requests that the Company sell to the holder of fractional shares thefraction of a share that would, together with the fractional shares owned by such holder of fractional shares,
constitute one share (hereinafter referred to as the “Request for Additional Purchase”), a designated written
request (hereinafter referred to as the “Written Request for Additional Purchase”) therefor shall be submitted,
together with the advanced payment provided for in the following Article, at the handling office or any of theliaison offices of the transfer agent provided for in Article 2.
Article 35.

(Advanced payment)

1. The advanced payment shall be the amount obtained by multiplying the last reported price per share on
the market established by the Tokyo Stock Exchange on the preceding business day on which the Written
6Request for Additional Purchase provided for in the preceding Article is received at the share handling office orat any of the liaison offices of the transfer agent by the ratio of such fractional shares requested for additionalpurchase to one (1) share, and multiplying the result by 1.3, provided, however, that if the shares are not tradedon the market established by the Tokyo Stock Exchange on such day, the advanced payment shall be the amountobtained by multiplying the last reported price per share at which the shares are sold on the market established bysuch Stock Exchange on the nearest preceding day prior to such day by the ratio of such fractional sharesrequested for additional purchase to one (1) share, and multiplying the result by 1.3. Any fraction less than one
thousand (1,000) yen as a result of such calculation shall be rounded up.
2. If the Request for Additional Purchase provided for in the preceding Article is made but the amount of theadvanced payment is less than the amount determined in accordance with the preceding paragraph, the Company
shall not handle such Request for Additional Purchase.
Article 36.

(Request for Additional Purchase of Number of Shares Exceeding the Remaining Number ofTreasury Stock, etc.)

If an aggregate number of fractional shares for which the Request for Additional Purchase is made on thesame day exceeds the number of shares reserved by the Company as treasury stock and treasury fractional sharesfor sale, none of such Request for Additional Purchase made on such day shall become effective.
Article 37.

(Effective Date of Request for Additional Purchase)

The Request for Additional Purchase shall become effective as of the date on which the Written Request for
Additional Purchase provided for in Article 34 and the advanced payment provided for in Article 35 are received
at the handling office or any of the liaison offices of the transfer agent.
Article 38.

(Suspension Period of Request for Additional Purchase)

1. The Company shall suspend acceptance of the Requests for Additional Purchase during the period fromthe twelfth (12th) business day preceding March 31 through to March 31 and the period from the twelfth(12th) business day preceding September 30 through to September 30 every year.
2. Notwithstanding the preceding paragraph, the Company may, whenever it deems necessary, establish anyother periods during which the Company shall suspend acceptance of the Requests for Additional Purchase.
Article 39.

(Method of Determination of Additional Purchase Price)

1. The additional purchase price per share of fractional shares requested for additional purchase shall be theamount obtained by multiplying the last reported price per share on the market established by the Tokyo Stock
Exchange on the effective date of the Request for Additional Purchase by the ratio of such fractional sharesrequested for additional purchase to one (1) share, provided, however, that if the shares are not traded on themarket established by the Tokyo Stock Exchange on such day, or such day falls on a holiday of the said Stock
Exchange, the purchase price per share of fractional shares shall be the amount obtained by multiplying the priceper share at which the shares are first sold on the market established by the Tokyo Stock Exchange thereafter by
the ratio of such fractional shares requested for additional purchase to one (1) share.
2. In case the amount of the advanced payment provided for in Article 35 is less than the total amount of theadditional purchase price for shares provided for in the preceding paragraph and the handling fees provided for in
the third paragraph of Article 46 (hereinafter referred to as the “Additional Purchase Proceeds”), the Company
shall request the shareholder who made such Request for Additional Purchase to pay such shortfall. In this case,if such shortfall remains unpaid for the period of five (5) business days from the day following the day on which
the Company has made a request for payment thereof, such Request for Additional Purchase shall become
invalid.
7

Article 40.

(Receipt of Additional Purchase Proceeds)

1. The Company shall receive the Additional Purchase Proceeds from the advanced payment on the date on
which is the sixth (6th) business day from the day following the day on which the additional purchase price has
been determined, or on which the shortfall referred to in paragraph 2 of the preceding Article has been paid;
provided, however, that if the additional purchase price reflects the ex-dividends from surplus (including interim
dividends, the same shall apply hereinafter) price or ex-rights price, and such sixth (6th) business day describedin this Article falls under the fixed date to receive dividends from surplus or rights, the payment shall be made on
the following business day.
2. The balance obtained by deducting the Additional Purchase Proceeds provided for in the preceding
paragraph from the advanced payment shall be refunded to the holder of fractional shares who made the relevant
Request for Additional Purchase by way of transfer to a bank account designated by him/her or by cash payment
by Japan Post Bank (Yucho Ginko Genkinbarai) .
Article 41.

(Transfer of Title to Fractional Shares Purchased Additionally)

The title to the fractional shares regarding which a Request for Additional Purchase has been made shall betransferred to the holder of fractional shares who made such Request for Additional Purchase on the day on
which the Company duly receives the Additional Purchase Proceeds provided for in the preceding Article.
Article 42.

(Delivery of Share Certificates)

The Company shall, without delay, issue share certificates for the shares which become a full share as aresult of the Request for Additional Purchase, and deliver such share certificates to the person who made such
Request for Additional Purchase.
CHAPTER X
PREFERRED STOCK
Article 43.

(Method for Request for Acquisition)

1. In case an acquisition of preferred stock shall be requested, a designated written request therefor shall be
submitted, together with the preferred share certificates concerned, at the handling office or any of the liaison
offices of the shareholder register manager provided for in Article 2; provided, however, that, if no preferredshare certificates have been issued for such shares, submission of preferred share certificates shall not be
required.
2. In case a request for acquisition provided for in the preceding paragraph is made by a beneficial
shareholder, such request shall be submitted through a participant of JASDEC and JASDEC.
3. The request for acquisition may not be withdrawn after submission of such request.
Article 44.

(Effectiveness of Acquisition)

The acquisition shall be effective concurrently with arrival of the request and the certificates of preferredstock concerned provided for in the preceding Article at the handling office or any of the liaison offices of theshareholder register manager provided for in Article 2.
Article 45.

(Request for Issuance of New Shares at Mandatory Acquisition)

1. If a mandatory acquisition of preferred stock as provided for in Article 20 of the Articles of Incorporationof the Company shall be made, a request for issuance of certificates of common stock shall be made, and adesignated written request shall be submitted, together with the preferred share certificates concerned; provided,
however, that if no preferred share certificates have been issued for such shares, submission of preferred sharecertificates shall not be required.
8

2. The provision of the second paragraph of Article 43 shall apply mutatis mutandis to the case of thepreceding paragraph.

CHAPTER XIHANDLING FEES
Article 46.

(Handling Fees)

Handling fees in connection with shares of the Company shall be as follows (not including consumptiontax):
1. In the case of issuance of share certificates pursuant to Article 14 (Request for Issuance of Share
Certificates Placed in Non-possession Status), Article 23 (Reissuance due to Stock Split or Consolidation) or
Article 24 (Reissuance due to Defacement or Mutilation);
250 yen per one share certificate.
2. In the case of a request for registration of loss of share certificates pursuant to Article 26 (Request for
Registration of Loss of Share Certificates):
10,000 yen per one application for registration of loss of share certificates; 500 yen per one lost sharecertificate.
3. In the case of purchase of fractional shares pursuant to Article 30 (Method of Request for Purchase) andsale of fractional shares pursuant to Article 34 (Method for Request for Additional Purchase):
The fees shall be calculated by dividing proportionally the amount of handling fees per share calculatedby the following formula (In case of any amount less than one yen, such amount shall be disregarded) by therelevant number of fractional shares so purchased or sold (In case of any amount less than one yen, suchamount shall be disregarded);(1) In case the purchase price or additional purchase price per share shall be: Not more than one
million yen (¥1,000,000):
1.15% of the amount involved (If the amount per share obtained by the above formula is lessthan two thousand five hundred yen (¥2,500), the fees shall be two thousand five hundred yen(¥2,500).)(2) In case the purchase price or additional purchase price per share shall be : More than one
million yen (¥1,000,000):
0.9% of the amount involved + ¥2,500

9CHAPTER XIIMETHOD OF REQUEST OR NOTICEWITH RESPECT TO GENERAL MEETINGS OF SHAREHOLDERS
Article 47.

(Method to Exercise Shareholders’ Proposal Rights)

1. In case shareholders, pursuant to laws and ordinances, shall exercise their rights to Director(s), which
includes the right to (a) request to convene a general meeting of shareholders, (b) request to add certain mattersto the agenda for a general meeting of shareholders or (c) request the summary of proposals, which are planned
to be submitted to a general meeting of shareholders, with regard to the agenda for such meeting, to be notified tothe shareholders, such execution of rights shall be made in writing.
2. If the Company, pursuant to the request provided for in the preceding paragraph, shall set forth a
description with regard to reasons for proposal or matters concerning the appointment of Director(s) or Corporate
Auditor(s), etc., in the reference materials for a general meeting of shareholders, and such description exceeds
400 characters, such description may be set forth in an outline thereof.
3. Notification by shareholders to the Company of matters they request to be explained at a general meetingof shareholders, pursuant to applicable laws and regulations, shall be made in written form.

10Exhibit 12.1
CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Terunobu Maeda, Chief Executive Officer of Mizuho Financial Group, Inc. (the “company”), certify that:1.

I have reviewed this annual report on Form 20-F of the company;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to statea material fact necessary to make the statements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of thecompany as of, and for, the periods presented in this report;

4.

The company’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company andhave:(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relating to the company,
including its consolidated subsidiaries, is made known to us by others within those entities, particularly
during the period in which this report is being prepared;(b) Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in thisreport our conclusions about the effectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and(d) Disclosed in this report any change in the company’s internal control over financial reporting that
occurred during the period covered by the annual report that has materially affected, or is reasonably
likely to materially affect, the company’s internal control over financial reporting; and5.

The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the company’s auditors and the audit committee of the company’s boardof directors (or persons performing the equivalent functions):(a) All significant deficiencies and material weaknesses in the design or operation of internal control overfinancial reporting which are reasonably likely to adversely affect the company’s ability to record,
process, summarize and report financial information; and(b) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.

Date: September 4, 2008
By: /s/ Terunobu Maeda
Name: Terunobu Maeda
Title: Chief Executive Officer

Exhibit 12.2
CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Takashi Tsukamoto, Chief Financial Officer of Mizuho Financial Group, Inc. (the “company”), certify that:1.

I have reviewed this annual report on Form 20-F of the company;

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to statea material fact necessary to make the statements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of thecompany as of, and for, the periods presented in this report;

4.

The company’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company andhave:(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relating to the company,
including its consolidated subsidiaries, is made known to us by others within those entities, particularly
during the period in which this report is being prepared;(b) Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements for external purposes inaccordance with generally accepted accounting principles;(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in thisreport our conclusions about the effectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and(d) Disclosed in this report any change in the company’s internal control over financial reporting that
occurred during the period covered by the annual report that has materially affected, or is reasonably
likely to materially affect, the company’s internal control over financial reporting; and5.

The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the company’s auditors and the audit committee of the company’s boardof directors (or persons performing the equivalent functions):(a) All significant deficiencies and material weaknesses in the design or operation of internal control overfinancial reporting which are reasonably likely to adversely affect the company’s ability to record,
process, summarize and report financial information; and(b) Any fraud, whether or not material, that involves management or other employees who have asignificant role in the company’s internal control over financial reporting.

Date: September 4, 2008
By: /s/ Takashi Tsukamoto
Name: Takashi Tsukamoto
Title: Chief Financial Officer

Exhibit 13.1
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
The certification set forth below is being submitted in connection with the annual report of Mizuho
Financial Group, Inc. on Form 20-F for the year ended March 31, 2008 as filed with the U.S. Securities andExchange Commission on the date hereof (the “Report”) for the purpose of complying with Rule 13a-14(b) or
Rule 15d-14(b) of the United States Securities Exchange Act of 1934 (the “Exchange Act”) and Section 1350 ofChapter 63 of Title 18 of the United States Code.
Terunobu Maeda, the Chief Executive Officer, and Takashi Tsukamoto, the Chief Financial Officer ofMizuho Financial Group, Inc., each certifies that, to the best of his knowledge:
1.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and2.

The information contained in the Report fairly presents, in all material respects, the financial condition
and results of operations of Mizuho Financial Group, Inc.

Date: September 4, 2008
By: /s/ Terunobu Maeda
Name: Terunobu Maeda
Title: Chief Executive Officer
By: /s/ Takashi Tsukamoto
Name: Takashi Tsukamoto
Title: Chief Financial Officer