0001193125-09-129138 Sample Contracts

Translation] Deed of Loan Agreement (in Foreign Currency)
Loan Agreement • June 11th, 2009 • Mitsubishi Ufj Financial Group Inc • Commercial banks, nec

Mitsubishi UFJ Financial Group, Inc. (the “Debtor”) enters into a Loan Agreement with The Bank of Tokyo-Mitsubishi UFJ, Ltd. (“BTMU”) as follows, by accepting respective Articles set forth in the Agreement on Bank Transactions separately agreed to with BTMU.

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Morgan Stanley
Mitsubishi Ufj Financial Group Inc • June 11th, 2009 • Commercial banks, nec

Reference is made to that certain letter agreement (the “Letter Agreement”) between you and us dated as of June 2, 2009 relating to your agreement to purchase 16,034,985 shares of common stock, par value $0.01 per share of Morgan Stanley (the “Common Stock”) in an underwritten public offering of our Common Stock as to which you have preemptive purchase rights as set forth in Section 5.1 of the Investor Agreement between us and you, dated as of October 13, 2008, as amended by the First Amendment to Investor Agreement dated as of October 27, 2008. You have informed us that you wish to purchase an additional 1,143,070 shares (the “Over-allotment Shares”) of Common Stock in connection with the exercise of the over-allotment option related to the offering.

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