Share Exchange Ratio

Toyota Motor Corporation
27 March 2002



                   Notice Concerning Share Exchange Ratio

We hereby inform you that today, Toyota Motor Corporation ('TMC') and Toyota
Woodyou Home Corporation ('TWH') have decided the exchange ratio for the share
exchange scheduled to take place on October 1, 2002 (the 'Share Exchange') as
follows based on the share exchange memorandum executed on February 27, 2002.

1.   Share Exchange Ratio
                         
     Company name             TMC     TWH

     Share exchange ratio      1     0.06


2.   Allotment of Shares

     0.06 shares of TMC will be allotted to one share of TWH.

3.   Calculation Basis for Share Exchange Ratio

     TMC appointed Nomura Corporate Advisors Co., Ltd ('Nomura Corporate 
     Advisors') and TWH appointed Global Management Directions Limited ('Global 
     Management Directions') as their third-party organizations to calculate the 
     share exchange ratio. The foregoing ratio was agreed upon through 
     consultation between the two companies based on the results of the 
     calculations.

     Please note that in the case of a material change to the state of assets or 
     the business condition of TMC or TWH, the share exchange ratio may be 
     changed upon consultation between the two companies.

4.   Calculation Method and Basis Used by Third-party Organization

     Nomura Corporate Advisors made a multilateral study on the evaluation 
     methods to be used for the calculation of the share exchange ratio after 
     reviewing major items of the share exchange memorandum and analyzing stock 
     movements, contents of business and financial standing of TMC and TWH. 
     Thereby, Nomura Corporate Advisors calculated the share exchange ratio 
     based on a comprehensive review of the results of analysis using an average 
     market value method for TMC, and an average stock price method, comparable 
     company analysis, comparable transaction analysis, discounted cash flow 
     method and net asset value method for TWH. Nomura Corporate Advisors also 
     calculated the share exchange ratio based on a comprehensive review of 
     premiums in similar transactions.

     Global Management Directions made a multilateral study on the evaluation 
     methods to be used for the calculation of the share exchange ratio after 
     reviewing major items of the share exchange memorandum and analyzing stock 
     movements, contents of business and financial standing of TWH and TMC. 
     Thereby, Global Management Directions calculated the share exchange ratio 
     based on a comprehensive review of the results of analysis using a stock 
     price method, adjusted net asset value method and discounted cash flow 
     method for TWH, and a stock price method for TMC.

5.   Number of New Shares Issued under the Share Exchange and Treasury Stocks 
     Transferred in Place of Issuance of New Shares

     Not yet determined. It will be announced as soon as they are determined 
     together with any further conditions of the Share Exchange.
     

Please contact: TMC, Public Affairs at   [phone]-6  (Tokyo Head Office) 
                                         (0565) 23-1520-4  (Head Office) 
                                         [phone]-3  (Nagoya)

                TWH, Management Planning Division at
                                         [phone]  (Tochigi)


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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