UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

Honda Motor Co., Ltd.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

438128308

(CUSIP Number)

December 31, 2008

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x :  Rule 13d-1(b)

oRule 13d-1(c)

o :  Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Financial Group, Inc.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

146,935,534

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

146,935,534

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

146,935,534

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

8.1%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 2 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

The Bank of Tokyo–Mitsubishi UFJ, Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

61,144,400

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

61,144,400

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

61,144,400

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

3.4%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 3 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Trust and Banking Corporation

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

71,645,000

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

71,645,000

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

71,645,000

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

4.0%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 4 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Securities Co., Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

3,859,934

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

3,859,934

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,859,934

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.2%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 5 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Asset Management Co., Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

8,751,900

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

8,751,900

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

8,751,900

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.5%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 6 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

Mitsubishi UFJ Asset Management (UK) Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

London, United Kingdom

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

501,900

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

501,900

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

501,900

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 7 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

MU Investments Co., Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

1,123,700

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

1,123,700

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,123,700

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.1%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 8 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

kabu.com Securities Co., Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

133,300

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

133,300

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

133,300

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 9 of 29

 

 


CUSIP NO. 438128308

 

1

NAME OF REPORTING PERSON

 

KOKUSAI Asset Management Co., Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

 

(a)

(b)

 

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Tokyo, Japan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

 

277,300

6

SHARED VOTING POWER

 

-0-

7

SOLE DISPOSITIVE POWER

 

277,300

8

SHARED DISPOSITIVE POWER

 

-0-

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

277,300

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

0.0%

12

TYPE OF REPORTING PERSON (See Instructions)

 

FI

 

 

Page 10 of 29

 

 


CUSIP NO. 438128308

 

ITEM 1

 

 

(a)

Name of Issuer

Honda Motor Co., Ltd.

 

(b)

Address of Issuer’s Principal Executive Offices

1-1 Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

ITEM 2

 

 

(a)

Names of Persons Filing

Mitsubishi UFJ Financial Group, Inc. (“MUFG”)

The Bank of Tokyo-Mitsubishi UFJ, Ltd. (“BTMU”)

Mitsubishi UFJ Trust and Banking Corporation (“MUTB”)

Mitsubishi UFJ Securities Co., Ltd. (“MUS”)

Mitsubishi UFJ Asset Management Co., Ltd. (“MUAM”)

Mitsubishi UFJ Asset Management (UK) Ltd. (“MUAMUK”)

MU Investments Co., Ltd. (“MUI”)

kabu.com Securities Co., Ltd. (“KC”)

KOKUSAI Asset Management Co., Ltd. (“KAM”)

 

 

(b)

Address of Principal Business Office or, if none, Residence

MUFG:

7-1 Marunouchi 2-chome, Chiyoda-ku

Tokyo 100-8330, Japan

BTMU:

7-1 Marunouchi 2-chome, Chiyoda-ku

Tokyo 100-8388, Japan

MUTB:

4-5 Marunouchi 1-chome, Chiyoda-ku

Tokyo 100-8212, Japan

MUS:

4-1 Marunouchi 2-chome, Chiyoda-ku

Tokyo 100-6334, Japan

MUAM:

4-5 Marunouchi 1-chome, Chiyoda-ku

Tokyo 100-8212, Japan

 

Page 11 of 29

 

 


CUSIP NO. 438128308

 

MUAMUK:

12-15 Finsbury Circus, London, EC2M 7BT

United Kingdom

MUI:

2-15 Nihonbashi Muromachi 3-chome, Chuo-ku

Tokyo 103-0022, Japan

KC:

28-25 Shinkawa 1-chome, Chuo-ku

Tokyo 104-0033, Japan

KAM:

1-1 Marunouchi 3-chome, Chiyoda-ku

Tokyo 100-0005, Japan

 

 

(c)

Citizenship

Not applicable.

 

 

(d)

Title of Class of Securities

Common Stock

 

 

(e)

CUSIP Number

438128308

ITEM 3

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

MUFG:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

Page 12 of 29

 

 


CUSIP NO. 438128308

 

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Parent holding company

 

BTMU:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Bank

 

MUTB:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

Page 13 of 29

 

 


CUSIP NO. 438128308

 

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Bank

 

MUS:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Broker-dealer

 

MUAM:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

Page 14 of 29

 

 


CUSIP NO. 438128308

 

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser

 

MUAMUK:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser

 

MUI:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

Page 15 of 29

 

 


CUSIP NO. 438128308

 

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser

 

KC:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Broker-dealer

 

KAM:

(a) o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

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CUSIP NO. 438128308

 

 

(b) o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) o

Insurance company as fined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) o

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

 

(f) o

An employee benefit plan or endowment fund in accordance with
§ 240.13d-1(b)(1)(ii)(F);

 

(g) o

A parent holding company or control person in accordance with
§ 240.13d-1(b)(1)(ii)(G);

 

(h) o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) x

A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k) o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Investment adviser

ITEM 4

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

For MUFG

 

 

(a)

Amount beneficially owned:

146,935,534

 

 

(b)

Percent of class:

8.10%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

146,935,534

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

146,935,534

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For BTMU

 

 

(a)

Amount beneficially owned:

61,144,400

 

 

(b)

Percent of class:

3.37%

 

 

(c)

Number of shares as to which the person has:

 

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CUSIP NO. 438128308

 

 

(i) Sole power to vote or to direct the vote:

61,144,400

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

61,144,400

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For MUTB

 

 

(a)

Amount beneficially owned:

71,645,000

 

 

(b)

Percent of class:

3.95%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

71,645,000

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

71,645,000

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For MUS

 

 

(a)

Amount beneficially owned:

3,859,934

 

 

(b)

Percent of class:

0.21%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

3,859,934

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

3,859,934

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For MUAM

 

 

(a)

Amount beneficially owned:

8,751,900

 

 

(b)

Percent of class:

0.48%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

8,751,900

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

8,751,900

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For MUAMUK

 

 

(a)

Amount beneficially owned:

501,900

 

 

(b)

Percent of class:

0.03%

 

 

(c)

Number of shares as to which the person has:

 

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CUSIP NO. 438128308

 

 

(i) Sole power to vote or to direct the vote:

501,900

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

501,900

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For MUI

 

 

(a)

Amount beneficially owned:

1,123,700

 

 

(b)

Percent of class:

0.06%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

1,123,700

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

1,123,700

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For KC

 

 

(a)

Amount beneficially owned:

133,300

 

 

(b)

Percent of class:

0.01%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

133,300

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

133,300

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

 

For KAM

 

 

(a)

Amount beneficially owned:

277,300

 

 

(b)

Percent of class:

0.02%

 

 

(c)

Number of shares as to which the person has:

 

(i) Sole power to vote or to direct the vote:

277,300

 

(ii) Shared power to vote or to direct the vote:

-0-

 

(iii) Sole power to dispose or to direct the disposition of:

277,300

 

(iv) Shared power to dispose or to direct the disposition of:

-0-

ITEM 5

Ownership of Five Percent or Less of a Class

Not applicable.

 

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ITEM 6

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

ITEM 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

As of December 31, 2008, MUFG beneficially owns 146,935,534 shares of the issuer indirectly through its subsidiaries as follows: BTMU holds 61,144,400 shares; MUTB holds 71,645,000 shares; MUS holds 3,859,934 shares; MUAM holds 8,751,900 shares (including 501,900 shares indirectly held through MUAM’s subsidiary, MUAMUK); MUI holds 1,123,700 shares; KC holds 133,300 shares; and KAM holds 277,300 shares.

ITEM 8

Identification and Classification of Members of the Group

Not applicable.

ITEM 9

Notice of Dissolution of Group

Not applicable.

ITEM 10

Certifications

By signing below the filers certify that, to the best of their knowledge and belief, (i) the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, and (ii) the foreign regulatory schemes applicable to parent holding companies, banks, broker-dealers and investment advisers, respectively, are substantially comparable to the regulatory schemes applicable to the functionally equivalent U.S. institutions. The filers also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MITSUBISHI UFJ FINANCIAL GROUP, INC.

 

 

By:

/s/ Takami Onodera

Name: Takami Onodera

Title: General Manager, Credit & Investment Management Division

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.

 

 

By:

/s/ Takami Onodera

Name: Takami Onodera

Title: General Manager, Credit Policy & Planning Division

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MITSUBISHI UFJ TRUST AND BANKING CORPORATION

 

 

By:

/s/ Koji Kawakami

Name: Koji Kawakami

Title: Deputy General Manager of Trust Assets Planning Division

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MITSUBISHI UFJ SECURITIES CO., LTD.

 

 

By:

/s/ Masayasu Tsukada

Name: Masayasu Tsukada

Title: General Manager, Corporate Planning Division

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MITSUBISHI UFJ ASSET MANAGEMENT CO., LTD.

 

 

By:

/s/ Katsutoshi Edamura

Name: Katsutoshi Edamura

Title: General Manager of Risk Management Division

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MITSUBISHI UFJ ASSET MANAGEMENT (UK) LTD.

 

 

By:

/s/ Shojiro Ueda

Name: Shojiro Ueda

Title: Managing Director & CE

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

MU INVESTMENTS CO., LTD.

 

 

By:

/s/ Kenji Fujii

Name: Kenji Fujii

Title: General Manager of Risk Management Dept.

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

KABU.COM SECURITIES CO., LTD.

 

 

By:

/s/ Takeshi Amemiya

Name: Takeshi Amemiya

Title: General Manager of Corporate Administration

 

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CUSIP NO. 438128308

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 6, 2009

 

KOKUSAI ASSET MANAGEMENT CO., LTD.

 

 

By:

/s/ Naohiko Sasaki

Name: Naohiko Sasaki

Title: General Manager, Investment Management Planning Dept.

 

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