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Announcement:

Moody's comments on Sumitomo Trust and Chuo Mitsui Trust's integration

06 Nov 2009

Tokyo, November 06, 2009 -- Moody's Investors Service says that the announced integration between The Sumitomo Trust and Banking Co., Ltd. ("STBC") and Chuo Mitsui Trust Holdings, Inc. ("CMTH") may mean improved credit fundamentals for the integrated entity because of it will have a strong domestic market position. However, the announcement does not immediately affect the ratings for STBC, The Chuo Mitsui Trust and Banking Company, Limited ("CMTB"), and Chuo Mitsui Asset Trust and Banking Company, Limited ("CMATB").

STBC's deposits are rated Aa3/P-1, and its bank's financial strength rating (BFSR) is C, which translates into an A3 baseline credit assessment (BCA). CMTB's deposits are rated A1/P-1, and its BFSR is C- (BCA of Baa1). CMATB's deposits are rated A1/P-1, and its BFSR is C+ (BCA of A2). The outlook for these ratings are stable.

According to the announcement on November 6, 2009, STBC and CMTH have reached a basic agreement to establish a joint holding company in 2011. CMTH will be converted into a joint holding company, owning STBC, CMTB and CMATB as wholly owned banking subsidiaries under its umbrella. One year after that in 2012, the three trust banks -- under the holding company -- plan to merge.

Moody's understands that the proposed integration would create Japan's fifth-largest banking group, with total combined assets of more than JPY 36 trillion. In addition, the integrated new group would become Japan's largest trust bank with total assets under management of approximately JPY 58 trillion and total assets under custody of approximately JPY 181 trillion, and which would surpass that of Mitsubishi UFJ Trust and Banking Corporation's (Aa2/P-1 deposit ratings, with C BFSR), Japan's largest trust bank.

Moody's considers that the integrated entity would have a strong position in the domestic banking industry, particularly in the trust banking businesses, as well as in such areas as pensions trust and real estate businesses. Moreover, the integration would lead to a broader customer base as the customer overlap between STBC and CMTB is rather limited.

On the other hand, Moody's notes that in addition to the integration risk, given the current challenging operating environment for the domestic banking industry, integration would not easily result in a material improvement in the profitability of the integrated entity.

In Moody's view, the final capital structure of the newly created holding company is likely to be an important rating element as CMTH currently has JPY 200 billion in public funds (now in the form of common stock). The repayment of such funds is an important objective of CMTH.

Currently, there are rating differentials among three banks. If the planned merger takes place, ultimately their deposit ratings will converge. However, until that time, Moody's will continue to rate those banks based on their own credit fundamentals. Moody's will continue to monitor the progress of integration and will take necessary rating actions.

Moody's last rating action on STBC was taken on September 25, 2009, when its Prime-1 USCP program rating was assigned.

Moody's last rating action on CMTB was taken on May 4, 2007, when its bank financial strength rating was upgraded to C- from D, and its long-term and short-term deposit ratings were upgraded to A1/P-1 from A3/P-2.

Moody's last rating action on CMATB was taken on May 4, 2007, when its bank financial strength rating was upgraded to C+ from C, and its long-term and short-term deposit ratings were upgraded to A1/P-1 from A3/P-1.

The principal methodologies used in these ratings were "Bank Financial Strength Ratings: Global Methodology" (February 2007), and "Incorporation of Joint-Default Analysis into Moody's Bank Ratings: A Refined Methodology" (March 2007), which can be found at www.moodys.com in the Research & Ratings directory, in the Rating Methodologies subdirectory. Other methodologies and factors that may have been considered in the process of rating this issuer can also be found in the Rating Methodologies subdirectory.

The Sumitomo Trust and Banking Co., Ltd., headquartered in Osaka, is one of major trust banks in Japan, with total consolidated assets of about JPY 21 trillion as of March 31, 2009.

The Chuo Mitsui Trust and Banking Company, Limited, headquartered in Tokyo, is one of major trust banks in Japan, with total consolidated assets of about JPY 15 trillion as of March 31, 2009.

Chuo Mitsui Asset Trust and Banking Company, Limited, headquartered in Tokyo, is one of major trust banks in Japan, with total non-consolidated assets of about JPY 150 billion as of March 31, 2009.

Tokyo
Maki Hanatate
VP - Senior Credit Officer
Financial Institutions Group
Moody's Japan K.K.
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Tokyo
Masahiko Miwa
Vice President - Senior Analyst
Financial Institutions Group
Moody's Japan K.K.
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Moody's comments on Sumitomo Trust and Chuo Mitsui Trust's integration
No Related Data.
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