For Immediate Release

Mitsubishi UFJ Financial Group to Invest $9 Billion in Morgan Stanley
Companies Pursuing A Global Strategic Alliance Leveraging Both MUFG’s and Morgan
Stanley’s Significant Global Platforms and Leading Franchises
TOKYO and NEW YORK, September 29, 2008 – Mitsubishi UFJ Financial Group (“MUFG”)
and Morgan Stanley (NYSE: MS) today announced that the two companies have reached adefinitive agreement under which MUFG is investing $9 billion in equity in Morgan Stanley for a21 percent interest in the Company on a fully diluted basis. MUFG will acquire 9.9 percent of
Morgan Stanley’s common stock on a primary basis at a price of $25.25 per share, for a total of$3 billion. MUFG will also acquire $6 billion of perpetual non-cumulative convertible preferredstock with a 10 percent dividend and a conversion price of $31.25 per share.
MUFG, Japan’s largest financial group and the world’s second largest bank holding company
with $1.1 trillion in bank deposits, and Morgan Stanley, a global financial services firm and amarket leader in investment banking, also have agreed to pursue a global strategic alliance, withparticular focus on corporate and investment banking. The firms have already identified
numerous areas of collaboration, including corporate and investment banking, retail banking andasset management. This alliance will provide both MUFG and Morgan Stanley with a valuablestrategic partner as they seek to enhance their global footprints and capture financial services
opportunities around the world. MUFG and Morgan Stanley plan to establish a Steering
Committee to maximize the strategic benefits of this alliance.
Nobuo Kuroyanagi, MUFG’s President and Chief Executive Officer, said, “We are delighted toenter into this significant relationship with Morgan Stanley, a firm which has a long standing
tradition of providing world-class financial services to a diversified clientele, including
governments, corporations and individuals. Our two companies share common values of serving
the best interests of our clients. I am confident that this powerful alliance will dramaticallystrengthen our capabilities to provide diverse and high quality financial services.”John J. Mack, Morgan Stanley's Chairman and Chief Executive Officer, said, “We are honored tobe joining forces with MUFG, a global leader in financial services with $1.8 trillion in assets.
MUFG has deep commercial banking expertise, a strong global platform and a talented
management team. This strategic alliance offers a powerful opportunity to accelerate Morgan
Stanley's transition as a bank holding company. Indeed, since beginning to work together, wehave become even more enthusiastic about the opportunities our two companies have tocollaborate around the world. MUFG's investment is also a strong endorsement of Morgan
Stanley's world-class global franchise and future potential. I am confident this strategic alliancewill help Morgan Stanley build on its unique market position to realize the many opportunities we
see to further enhance our business in the rapidly changing financial marketplace.”
Morgan Stanley already exceeded the Federal Reserve’s capital and leverage ratio requirements
for commercial banks, prior to MUFG’s investment. This $9 billion investment will further
bolster Morgan Stanley’s strong capital and liquidity positions, and Morgan Stanley will continue
to have one of the highest Tier 1 capital and total capital ratios among bank holding company
peers. Morgan Stanley has significantly reduced its balance sheet exposure since the end of thethird quarter, and it expects to continue to do so in the months ahead. MUFG’s investment will
provide Morgan Stanley with additional capital to pursue mutually attractive strategic investment
opportunities.
After one year, half of the preferred stock automatically converts into common stock whenMorgan Stanley’s stock trades above 150 percent of the conversion price for a certain period andthe other half converts on the same basis after year two.
The closing of MUFG's investment is subject to customary conditions, including the receipt ofregulatory approvals. Upon closing of the investment, a representative of MUFG will join theMorgan Stanley Board of Directors.
Lazard Frères & Co. served as financial advisor to MUFG. BlackRock provided advice to MUFG
on asset valuation.
MUFG is one of the world’s leading financial groups, with total assets of more than ¥190 trillion(approximately $1.8 trillion) as of March 31, 2008. MUFG’s services include commercial
banking, trust banking, securities, credit cards, consumer finance, asset management and leasing.
The Group’s operating companies include BTMU, Japan’s largest commercial bank, Mitsubishi
UFJ Trust and Banking Corporation, Japan’s leading trust bank, and Mitsubishi UFJ Securities,
one of Japan’s largest securities firms. For more information about MUFG, please visit
www.mufg.jp/english/about
Morgan Stanley is a leading global financial services firm providing a wide range of investmentbanking, securities, investment management and wealth management services. The Firm'semployees serve clients worldwide including corporations, governments, institutions and2

individuals from more than 600 offices in 35 countries. For further information about Morgan
Stanley, please visit www.morganstanley.com.
The information above contains forward-looking statements. Readers are cautioned not to place
undue reliance on forward-looking statements, which speak only as of the date on which they are
made and which reflect management's current estimates, projections, expectations or beliefs andwhich are subject to risks and uncertainties that may cause actual results to differ materially. TheCompany’s actual results or performance may differ materially from those suggested, expressedor implied by forward-looking statements due to a wide range of factors including, but not limited
to, the general business environment, regulatory actions or changes, and the risk that the proposed
private placement transaction is not successfully completed. For a discussion of additional risks
and uncertainties that may affect the future results of the Company, please see “Forward-LookingStatements” immediately preceding Part I, Item 1, “Competition” and “Regulation” in Part I, Item
1, “Risk Factors” in Part I, Item 1A, “Legal Proceedings” in Part I, Item 3, “Management’sDiscussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 and“Quantitative and Qualitative Disclosures about Market Risk” in Part II, Item 7A of theCompany's Annual Report on Form 10-K for the fiscal year ended November 30, 2007 and“Management's Discussion and Analysis of Financial Condition and Results of Operations” and“Risk Factors” in the Company's Quarterly Reports on Forms 10-Q and other items throughout
the Form 10-K, Forms 10-Q and the Company's 2008 Current Reports on Form 8-K.

###Contact for MUFG:
Corporate Communications Office+81.3.3240.7651

Contact for Morgan Stanley:Media Relations
Tokyo: Mika Watanabe, +81.3.5424.5019
London: Wesley McDade, +44.207.425.4942
New York: Jeanmarie McFadden+1.212.762.6901

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