Edgar Filing: ORIX CORP

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 OF

THE SECURITIES EXCHANGE Act of 1934

For the month of May 2012.

ORIX Corporation

(Translation of Registrant’s Name into English)

Mita NN Bldg., 4-1-23 Shiba, Minato-Ku, Tokyo, JAPAN

(Address of Principal Executive Offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F x Form 40-F ¨

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ¨ No x

Table of Documents Filed


		Page
1.	ORIX’s Consolidated Financial Results (April 1, 2011 – March 31, 2012) filed with the Tokyo Stock Exchange on Thursday May 10, 2012.
2.	English press release entitled, “Announcement Regarding Dividend for the Fiscal Year Ended March 31, 2012”
3.	English press release entitled, “Announcement Regarding Candidates for Director and Member Composition of the Three Committees of ORIX Corporation”
4.	English press release entitled, “Announcement Regarding Management Changes”

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	ORIX Corporation

Date: May 10, 2012	By	/s/ Haruyuki Urata
		Haruyuki Urata
		Director
		Deputy President
		ORIX Corporation

Consolidated Financial Results

April 1, 2011 – March 31, 2012

May 10, 2012

In preparing its consolidated financial information, ORIX Corporation and its subsidiaries have complied with accounting principles generally accepted in the United States of America, except as modified to account for stock splits in accordance with the usual practice in Japan.

U.S. Dollar amounts have been calculated at Yen 82.19 to $1.00, the approximate exchange rate prevailing at March 31, 2012.

These documents may contain forward-looking statements about expected future events and financial results that involve risks and uncertainties. Such statements are based on our current expectations and are subject to uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that could cause such a difference include, but are not limited to, those described under “Risk Factors” in the Company’s annual report on Form 20-F filed with the United States Securities and Exchange Commission.

The Company believes that it will be considered a “passive foreign investment company” for United States Federal income tax purpose in the year to which these consolidated financial results relate and for the foreseeable future by reason of the composition of its assets and the nature of its income. A U.S. holder of the shares or ADSs of the Company is therefore subject to special rules generally intended to eliminate any benefits from the deferral of U.S. Federal income tax that a holder could derive from investing in a foreign corporation that does not distribute all of its earnings on a current basis. Investors should consult their tax advisors with respect to such rules, which are summarized in the Company’s annual report.

For further information please contact:

Investor Relations

ORIX Corporation

Mita NN Bldg., 4-1-23 Shiba, Minato-ku, Tokyo 108-0014

JAPAN

Tel: +81-3-5419-5042 Fax: +81-3-5419-5901

E-mail: gregory_melchior@orix.co.jp

haruyasu_yamada@orix.co.jp

Material Contained in this Report

The Company’s financial information for the fiscal year from April 1, 2011 to March 31, 2012 filed with the Tokyo Stock Exchange and also made public by way of a press release.

Consolidated Financial Results from April 1, 2011 to March 31, 2012

(U.S. GAAP Financial Information for ORIX Corporation and its Subsidiaries)


Corporate Name:		ORIX Corporation
Listed Exchanges:		Tokyo Stock Exchange (Securities No. 8591) Osaka Securities Exchange New York Stock Exchange (Trading Symbol : IX)
Head Office:		Tokyo JAPAN
		Tel: +81-3-5419-5042
		(URL http://www.orix.co.jp/grp/en/ir/index.html)

1. Performance Highlights for the Years Ended March 31, 2012 and 2011

(1) Performance Highlights - Operating Results (Unaudited)

(millions of yen)*1


	Total Revenues		Year-on-Year Change			Operating Income		Year-on-Year Change			Income before Income Taxes*2		Year-on-Year Change			Net Income Attributable to ORIX Corporation		Year-on-Year Change
March 31, 2012		972,884		2.7	%		125,195		66.3	%		130,484		39.9	%		86,150		28.1	%
March 31, 2011		946,878		6.3	%		75,296		149.5	%		93,301		66.4	%		67,275		78.2	%

“Comprehensive Income (Loss) Attributable to ORIX Corporation” was ¥86,294 million for the fiscal year ended March 31, 2012 (year-on-year change was a 59.9% increase) and ¥53,956 million for the fiscal year ended March 31, 2011.


	Basic Earnings Per Share		Diluted Earnings Per Share		Return on Equity			Return on Assets*3			Operating Margin
March 31, 2012		801.33		670.34		6.3	%		1.5	%		12.9	%
March 31, 2011		625.88		527.75		5.1	%		1.1	%		8.0	%

“Equity in Net Income of Affiliates” was a net gain of ¥1,972 million for the fiscal year ended March 31, 2012 and a net gain of ¥16,806 million for the fiscal year ended March 31, 2011.

*Note 1:

Unless otherwise stated, all amounts shown herein are in millions of Japanese yen or millions of U.S. dollars, except for Per Share amounts which are in single yen.

*Note 2:

“Income before Income Taxes” as used throughout the report represents “Income before Income Taxes and Discontinued Operations.”

*Note 3:

“Return on Assets” is calculated based on “Income before Income Taxes and Discontinued Operations”.

(2) Performance Highlights - Financial Position (Unaudited)


	Total Assets		Total Equity		Shareholders’ Equity		Shareholders’ Equity Ratio			Shareholders’ Equity Per Share
March 31, 2012		8,354,874		1,435,872		1,396,137		16.7	%		12,984.69
March 31, 2011		8,581,582		1,341,028		1,319,341		15.4	%		12,273.11

*Note 4:

“Shareholders’ Equity” refers to “ORIX Corporation Shareholders’ Equity.”

“Shareholders’ Equity Ratio” and “Shareholders’ Equity Per Share” are calculated based on “ORIX Corporation Shareholders’ Equity.”

(3) Performance Highlights - Cash Flows (Unaudited)


	Cash Flows from Operating Activities		Cash Flows from Investing Activities		Cash Flows from Financing Activities			Cash and Cash Equivalents at End of Period
March 31, 2012		332,994		41,757		(318,477	)		786,892
March 31, 2011		212,380		251,598		(363,590	)		732,127

2. Dividends for the Years Ended March 31, 2012 and 2011 (Unaudited)


	Dividends Per Share		Total Dividends Paid		Dividend Payout Ratio (Consolidated base)			Dividends on Equity (Consolidated base)
March 31, 2012		90.00		9,676		11.2	%		0.7	%
March 31, 2011		80.00		8,599		12.8	%		0.7	%

3. Targets for the Year Ending March 31, 2013 (Unaudited)


Fiscal Year	Total Revenues		Year-on-Year Change			Net Income Attributable to ORIX Corporation		Year-on-Year Change			Basic Earnings Per Share
March 31, 2013		1,030,000		5.9	%		100,000		16.1	%		930.04

4. Other Information


(1) Changes in Significant Consolidated Subsidiaries		Yes ( ) No ( x )

Addition - None ( )		Exclusion - None ( )

(2) Changes in Accounting Principles, Procedures and Disclosures



1. Changes due to adoptions of new accounting standards		Yes ( ) No ( x )

2. Other than those above		Yes ( ) No ( x )

(3) Number of Issued Shares (Ordinary Shares)

1. The number of issued shares, including treasury stock, was 110,254,422 as of March 31, 2012, and 110,245,846 as of March 31, 2011.

2. The number of treasury stock shares was 2,732,701 as of March 31, 2012, and 2,747,344 as of March 31, 2011.

3. The average number of shares was 107,509,490 for the fiscal year ended March 31, 2012, and 107,488,998 for the fiscal year ended March 31, 2011. For further details, see “Per Share Data” on page 18.

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1. Summary of Consolidated Financial Results

(1) Analysis of Financial Highlights

Financial Results for the Fiscal Period Ended March 31, 2012


		Fiscal Year Ended March 31, 2011		Fiscal Year Ended March 31, 2012		Change		Year on Year Change
Total Revenues	(millions of yen)		946,878		972,884		26,006		3	%
Income Before Income Taxes	(millions of yen)		93,301		130,484		37,183		40	%
Net Income Attributable to ORIX Corporation	(millions of yen)		67,275		86,150		18,875		28	%
Earnings Per Share (Basic)	(yen)		625.88		801.33		175.45		28	%
(Diluted)	(yen)		527.75		670.34		142.59		27	%
ROE*	(%)		5.1		6.3		1.2		—
ROA*	(%)		0.82		1.02		0.2		—

Note 1:

ROE is the ratio of Net Income Attributable to ORIX Corporation for the period to average ORIX Corporation Shareholders’ Equity.

Note 2:

ROA is the ratio of Net Income Attributable to ORIX Corporation for the period to average Total Assets.

Economic Environment

The global economy continued to show moderate recovery. However, growth in emerging economies is starting to slow due to the protracted European debt issue and delayed economic recovery in advanced economies. Against this backdrop, 2012 is set to be a milestone year for politics with elections and changes in the top leadership of major nations and with economic policy of each country expected to be a focus of attention. Also, geopolitical risk continues to be seen in the Middle East and East Asia.

In the United States, despite factors such as rising oil prices placing limits on spending, business sentiment is improving and consumer spending continues to remain strong as employment steadily continues to improve.

Financial concerns continue in peripheral nations of the European Union, affecting the financial and capital markets. Despite avoiding a further escalation of the sovereign debt crisis through monetary supply policy initiated by the European Central Bank in February, the underlying issues have yet to be resolved.

Emerging economies in Asia continue to experience stable growth, yet the specter of inflation continues to lurk beneath the surface. The rate of growth in emerging Asian economies is slowing due to the softness of the European and United States economies, amid efforts by each country to support its economy through monetary easing.

The Japanese economy is showing a moderate recovery from the decline that followed the Great East Japan Earthquake (hereinafter “the earthquake”), and recovery in production activity is starting to be seen. The historic appreciation of yen is showing signs of easing due to such measures as the Bank of Japan’s monetary policy meeting in February, but it continues to place a squeeze on economic recovery.

Overview of Business Performance (April 1, 2011 to March 31, 2012)

Total Revenues for the consolidated fiscal year ended March 31, 2012 (hereinafter “the fiscal year”) increased 3% to ¥972,884 million compared to ¥946,878 million during the previous fiscal year. Interest on loans and investment securities decreased compared to the previous fiscal year in line with a decrease in the balance of installment loans and gains on sales of real estate under operating leases decreased compared to the previous fiscal year due to the absence of the sale of a large-scale logistics facility that was recorded during the previous fiscal year. However, operating lease revenues increased compared to the previous fiscal year primarily due to an increase in aircraft operating lease revenues in the Overseas Business segment as well as from increased revenue from re-leased automobiles, and life insurance premiums and related investment income compared to the previous fiscal year due to strong sales of medical and cancer insurance to retail customers.

Total expenses decreased 3% to ¥847,689 million compared to ¥871,582 million during the previous fiscal year. Both interest expense and provision for doubtful receivables and probable loan losses decreased compared to the previous fiscal year due to a decrease in the balance of liabilities and a decrease in the amount of non-performing loans, respectively. In addition, write-downs of securities decreased mainly due to a decrease in write-downs recorded for non-marketable securities compared to the previous fiscal year.

Equity in net income (loss) of affiliates decreased 88% to ¥1,972 million compared to ¥16,806 million during the previous fiscal year. A write-down was recorded for the investment in the equity-method affiliate Monex Group, Inc.

As a result of the foregoing, income before income taxes and discontinued operations for the fiscal year increased 40% to ¥130,484 million compared to ¥93,301 million during the previous fiscal year, and net income attributable to ORIX Corporation increased 28% to ¥86,150 million compared to ¥67,275 million during the previous fiscal year.

- 2 -

Segment Information

Compared to the previous fiscal year ended March 31, 2011, segment profit increased for all segments excluding the

Retail segment.

In line with a change in management classification, the environment and energy-related businesses, which were previously included in the Corporate Financial Services segment, have been included in the Investment and Operation segment since the second consolidated period.

Due to these changes, reclassified figures are shown for the fiscal year ended March 31, 2011 (See page 17(7), “Segment Information”).

Segment information for the fiscal year is as follows:

Corporate Financial Services Segment

This segment is involved in lending, leasing and the commission business for the sale of financial products.

Segment revenue decreased 9% to ¥72,449 million compared to ¥79,305 million during the previous fiscal year. This is due to a decrease in installment loan revenues in line with a decrease in the average balance of installment loans as a result of selective new loan origination continuing from the previous fiscal year despite robust direct financing lease revenues and the acquisition of Kyuko-Lease Inc.

Similarly, segment expenses decreased compared to the previous fiscal year, resulting from decreases in provision for doubtful receivables and probable loan losses and interest expense.

As a result of the foregoing, segment profit increased 115% to ¥21,532 million compared to ¥10,035 million in the previous fiscal year.

Segment assets decreased 7% compared to March 31, 2011 to ¥898,776 million due to declines in installment loans despite an increase in investment in direct financing leases.

Maintenance Leasing Segment

This segment consists of automobile and rental operations. The automobile operations are comprised of automobile leasing, rentals and car sharing and the rental operations are comprised of leasing and rental of precision measuring and

IT-related equipment.

Capital expenditures by domestic corporations are gradually recovering from a post-earthquake decline. Although the business environment is not optimistic, Maintenance Leasing segment revenue has remained stable due to ORIX’s ability to provide customers with high value-added services that meet corporate customers’ cost reduction needs.

Segment revenue continued to remain robust, increasing 3% to ¥231,951 million compared to ¥225,830 million during the previous fiscal year due to solid revenues from operating leases including the sales of used automobiles. On the other hand, segment expenses have remained flat year on year due to a reduction in selling, general and administrative expenses offsetting an increase in costs of operating leases.

As a result of the foregoing, segment profit increased 32% to ¥34,710 million compared to ¥26,203 million during the previous fiscal year.

Segment assets increased 7% compared to March 31, 2011 to ¥537,782 million due to increased investment in operating leases and direct financing leases.

- 3 -

Real Estate Segment

This segment consists of real estate development, rental and financing; facility operation; REIT asset management; and real estate investment and advisory services.

The office building market is still in an adjustment phase. However, investors such as J-REITs and overseas investors are starting to consider the acquisition of new properties. Under this environment, the real estate investment business is pursuing a policy of turning over assets while carefully monitoring the market and making appropriate asset sales.

A post-earthquake drop in sales was feared in the residential condominium market, but contract completion rates continue to remain above the key 70% benchmark in the Tokyo and Osaka metropolitan areas. Under these conditions, the number of condominiums delivered increased to 2,180 units from 1,616 units during the previous fiscal year.

The real estate operating business, which consists of various businesses such as Japanese inns, golf courses and training facilities, had stable revenues despite a small portion of facilities having experienced decreased revenues due to the earthquake.

Segment revenue increased 2% to ¥222,631 million compared to ¥217,590 million during the previous fiscal year due to an increase in real estate sales from an increase in the delivery of condominium units, increased operating business revenue and increased operating lease revenue from enhanced leasing activities, despite a decrease in gains on sales of real estate under operating leases.

Segment expenses increased compared to the previous fiscal year due to increased costs of real estate sales and increased operating business expenses offsetting decreases in interest expense and write-downs of real estate-related securities.

As a result of the foregoing, segment profit for the fiscal year was ¥1,349 million compared to ¥54 million during the previous fiscal year.

Segment assets decreased 11% compared to March 31, 2011 to ¥1,369,220 million due to reductions of investment in securities (including specified bonds), installment loans and real estate under operating leases.

Investment and Operation Segment

This segment consists of loan servicing (asset recovery), principal investment, venture capital and the environment and

energy-related businesses.

The domestic IPO market is gradually recovering, and there continue to be steady corporate realignment activities such as mergers, acquisitions and de-listings.

Segment revenue decreased 18% to ¥73,293 million compared to ¥89,595 million during the previous fiscal year due to decreased revenue in line with the sales of consolidated subsidiaries during the previous fiscal year offsetting gains on investment securities from the sale of Aozora Bank shares and robust collection and fee revenues in the servicing business.

Similarly, segment expenses decreased compared to the previous fiscal year due to the effects of the sales of consolidated subsidiaries during the previous fiscal year in addition to decreases in write-downs of securities.

Segment profit increased 21% to ¥15,983 million compared to ¥13,212 million during the previous fiscal year due to an increase in profits from equity-method affiliates, despite a decrease in gains on sales of subsidiaries.

As a result of the foregoing, segment assets decreased 7% compared to March 31, 2011 to ¥471,145 million resulting from a decrease in installment loans.

- 4 -

Retail Segment

This segment consists of the life insurance operations, the banking business and the card loan business.

Life insurance premiums grew steadily in the life insurance business due to an increase in the number of policies in force.

Both individual home loans and corporate lending steadily increased in the banking business, and both revenue and profit increased.

As a result of the foregoing, segment revenue increased 8% to ¥160,071 million compared to ¥148,768 million during the previous fiscal year. However, the recognition of a write-down on the investment in the equity-method affiliate Monex Group, Inc. in addition to an increase in segment expenses, including insurance-related expenses and selling, general and administrative expenses resulted in segment profit decreasing 8% to ¥21,825 million compared to ¥23,777 million during the previous fiscal year.

Segment assets increased 5% compared to March 31, 2011 to ¥1,738,454 million due to increases in installment loans and investment in securities which more than offset a decrease in investment in affiliates.

Overseas Business Segment

This segment consists of leasing, lending, investment in bonds, investment banking and ship- and aircraft-related operations in the United States, Asia, Oceania and Europe.

In the United States, business sentiment is improving and consumer spending continues to remain strong as employment continues to steadily improve. Meanwhile, stable growth continues in the Asian region, although there is the possibility of a short-term adjustment phase in response to concerns regarding inflation and the effects of economic weakness in Europe.

Segment revenue increased 6% to ¥187,240 million compared to ¥176,875 million during the previous fiscal year due to direct financing leases in Asia, automobile and aircraft operating leases, in addition to continued strong gains on sales of investment securities in the United States.

Segment expenses remained flat year-on-year due to a decrease in selling, general and administrative expenses offsetting an increase in interest expense.

As a result of the foregoing, segment profit increased 9% to ¥49,768 million compared to ¥45,639 million during the previous fiscal year.

Segment assets remained flat compared to March 31, 2011 at ¥986,762 million due to sales of municipal bonds in the United States offsetting increases from investments in a water company in China and a life insurance company in South Korea, in addition to the consolidation of an automobile-related service company in India.

ORIX has almost no exposure to assets or investments in Europe that are cause for credit risk concern and there is no direct impact on either segment profit or segment assets stemming from the European financial problems.

- 5 -

Outlook and Forecast for the Fiscal Year Ending March 31, 2013

Based on the operating environment described above and management policies described further below, ORIX Corporation targets total revenues of ¥1,030,000 million (up 5.9% year on year) and net income attributable to ORIX Corporation of ¥100,000 million (up 16.1% year on year) for the fiscal year ending March 31, 2013.

The Corporate Financial Services segment is aiming to increase profitability by further accelerating the “Finance + Services” strategy and capturing new business opportunities through strengthened cooperation with group companies.

The Maintenance Leasing segment revenues are forecasted to be stable through the expansion of high value-added services and allocation of resources to growth areas.

The Real Estate segment aims for an enhanced stable revenue base through the promotion of its real estate operating business and asset management business while continuing to reduce assets.

The Investment and Operation segment aims for stable revenues through business expansion capitalizing on loan servicing expertise, capturing new investment opportunities and promoting investments in the environment and energy areas.

Within the Retail segment, both the life insurance and banking businesses expect profit contributions from further business expansion. Also, in the card loan business, ORIX Bank and ORIX Credit are expected to contribute through consolidated management.

The Overseas Business segment aims revenue growth in both the U.S. and Asian region through strengthened fee business in the U.S. and expansion of the leasing business and new investment in Asia.

Although forward-looking statements in this document such as forecasts are attributable to current information available to ORIX Corporation and are based on assumptions deemed rational by ORIX Corporation, actual financial results may differ materially due to various factors. Therefore, readers are urged not to place undue reliance on these figures and predictions.

Various factors that could cause these figures and predictions to differ materially include, but are not limited to, those described under “Risk Factors” in the March 31, 2011 Form 20-F submitted to the U.S. Securities and Exchange Commission.

(2) Qualitative Information Regarding Consolidated Financial Condition

Assets, Liabilities, Shareholders’ Equity and Cash Flow Information


		Fiscal Year Ended March 31, 2011		Fiscal Year Ended March 31, 2012		Change			Year on Year Change
Total Assets	(millions of yen)		8,581,582		8,354,874		(226,708	)		(3	%)
(Segment Assets)			6,142,818		6,002,139		(140,679	)		(2	%)
Total Liabilities	(millions of yen)		7,206,652		6,881,369		(325,283	)		(5	%)
(Long- and Short-term Debt)			5,009,901		4,725,453		(284,448	)		(6	%)
(Deposits)			1,065,175		1,103,514		38,339			4	%
Shareholders’ Equity*	(millions of yen)		1,319,341		1,396,137		76,796			6	%
Shareholders’ Equity Per Share	(yen)		12,273.11		12,984.69		711.58			6	%

Note 3: Shareholders’ Equity refers to ORIX Corporation Shareholders’ Equity. Shareholders’ Equity Per Share is calculated using total ORIX Corporation Shareholders’ Equity.

Total assets decreased 3% to ¥8,354,874 million from ¥8,581,582 million on March 31, 2011. Investment in Direct Financing Leases increased due to the acquisition of Kyuko-Lease Inc. However, installment loans decreased due to selective new loan origination continuing from the previous fiscal year. Also, investment in securities decreased due to a decrease in trading securities overseas and specified bonds in Japan, and investment in affiliates decreased due to the recognition of a write-down. Segment assets decreased 2% compared to March 31, 2011 to ¥6,002,139 million.

The balance of interest-bearing liabilities is controlled at an appropriate level depending on assets, cash flow and liquidity on-hand in addition to the domestic and overseas financial environment. As a result, long- and short-term debt decreased compared to March 31, 2011.

Shareholders’ equity increased 6% compared to March 31, 2011 to ¥1,396,137 million primarily due to an increase in retained earnings.

- 6 -

Summary of Cash Flows

Cash and cash equivalents increased by ¥54,765 million to ¥786,892 million compared to March 31, 2011.

Cash flows from operating activities provided ¥332,994 million during the fiscal year, up from ¥212,380 million during the previous fiscal year resulting primarily from an increase in net income compared to the previous fiscal year, a decrease in trading securities, in addition to the non-cash revenue and expense items such as depreciation and amortization, provision for doubtful receivables and probable loan losses, equity in net income of affiliates (excluding interest on loans), write-downs of long-lived assets and write-downs of securities.

Cash flows from investing activities provided ¥41,757 million during the fiscal year, having provided ¥251,598 million during the previous fiscal year due to a decrease in principal collected on installment loans.

Cash flows from financing activities used ¥318,477 million during the fiscal year, having used ¥363,590 million during the previous fiscal year due to a decrease in repayment of debt with maturities longer than three months.

Trend in Cash Flow-Related Performance Indicators


	March 31, 2011			March 31, 2012
Shareholders’ Equity Ratio		15.4	%		16.7	%
Shareholders’ Equity Ratio based on Market Value		9.8	%		10.2	%
Interest-bearing Debt to Cash Flow Ratio		28.6			17.5
Interest Coverage Ratio		1.7 times			3.0 times

Shareholders’ Equity Ratio: ORIX Corporation Shareholders’ Equity/Total Assets

Shareholders’ Equity Ratio based on Market Value: Total Market Value of Listed Shares/Total Assets

Interest-bearing Debt to Cash Flow Ratio: Interest bearing Debt/Cash Flow

Interest Coverage Ratio: Cash Flow/Interest Payments

Note 4:

All figures have been calculated on a consolidated basis.

Note 5:

Total market value of listed shares has been calculated based on the number of outstanding shares excluding treasury stock.

Note 6:

Cash flow refers to cash flows from operating activities.

Note 7:

Interest-bearing debt refers to short- and long- term debt and deposits listed on the consolidated balance sheets.

(3) Profit Distribution Policy and Dividends for the Fiscal Year Ended March 31, 2012

ORIX believes that securing profits from its businesses, primarily as retained earnings, and utilizing them for strengthening its base of operations and making investments for growth, assists in sustaining profit growth while maintaining financial stability, and leading to increased shareholder value.

Regarding dividends, ORIX responds to shareholder expectations by increasing shareholder value through mid- to long-term profit growth and steady distribution of profit.

Regarding share buybacks, ORIX will take into account the adequate level of retained earnings and act flexibly and accordingly by considering the factors such as changes in the economic environment, trend in stock prices, and financial situation.

Given the policy outlined above and the current operating environment, the annual dividend will be 90 yen per share, up from 80 yen in the previous year.

Dividend distribution is scheduled once a year as a year-end dividend.

(4) Risk Factors

With the announcement of our results for the fiscal year ended March 31, 2012, no additional items have arisen concerning “Risk Factors” found in our latest Form 20-F submitted to the U.S. Securities and Exchange Commission on June 24, 2011.

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2. Management Policies

(1) Management’s Basic Policy

The ORIX Group’s corporate philosophy and management policy are shown below.

Corporate Philosophy

The ORIX Group is constantly anticipating market needs and working to contribute to society by developing leading financial services on a global scale and striving to offer innovative products that create new value for customers.

Management Policy

•

The ORIX Group strives to meet the diverse needs of its customers and to deepen trust by constantly developing superior services.

•

The ORIX Group aims to strengthen its base of operations and achieve sustained growth by integrating the ORIX Group’s resources to promote synergies amongst different units.

•

The ORIX Group makes efforts to maintain a corporate culture that encourages a sense of fulfillment and pride by developing personnel resources through corporate programs and promoting professional development.

•

The ORIX Group aims to attain stable medium- and long-term growth in shareholder value by implementing these initiatives.

(2) Target Performance Indicators

In its pursuit of sustained growth, the ORIX Group will use the following performance indicators: Net income attributable to ORIX Corporation to indicate profitability, ROE to indicate capital efficiency and ROA to indicate asset efficiency. ORIX aims to achieve its medium-term goal of 10% ROE by striving to increase capital efficiency through quality asset expansion to capture business opportunities along with increased asset efficiency by strengthening profit-earning opportunities such as fee-based and other businesses.

Three-year trends in performance indicators are as follows.


		March 31, 2010		March 31, 2011		March 31, 2012
Net Income Attributable to ORIX Corporation	(millions of yen)		37,757		67,275		86,150
ROE	(%)		3.1		5.1		6.3
ROA	(%)		0.47		0.82		1.02

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(3) Medium and Long-Term Corporate Management Strategies

The ORIX Group believes that it is vital to respond to changes in the market environment with agility and flexibility. The ORIX Group consists of six business segments (Corporate Financial Services, Maintenance Leasing, Real Estate, Investment and Operation, Retail and Overseas Business) that represent a wide range of businesses, and Group-wide risk is controlled through a diversified business portfolio. While domestic and international financial institutions were forced to record large losses due to the financial crisis, ORIX was able to secure profits through the complimentary nature of its diversified portfolio.

Also, from a funding standpoint, ORIX continues to maintain a stable financial base characterized by roughly 50% of funding from financial institutions, solid relationships with over 200 domestic and international financial institutions, and a high percentage of long-term debt maintained through the issuance of bonds.

Going forward, ORIX will continue its pursuit of the mid-term management strategies of increasing the pace of “Finance + Services” and “Embracing growth in emerging markets including Asia” while focusing on expanding operations through business portfolio diversification. Additionally, ORIX aims for “Growth and Innovation of Current Businesses” by restructuring the current business platform and capturing new business opportunities in response to the changing environment.

•

Increase the pace of “Finance + Services”: After the occurrence of structural changes in the finance business environment caused by the financial crisis, providing additional high value-added services has been deemed essential for pursuing increased profitability in the finance business. The ORIX Group is already providing “Finance + Services” through its maintenance leasing service and loan servicing operations. Going forward, ORIX will capitalize on its accumulated Group client base, know-how and expertise to develop new business areas and provide more advanced services.

•

“Embracing growth in emerging markets including Asia”: As significant economic growth is observed in emerging markets, business expansion in Asia, especially China, is vital for company growth. ORIX Group will embrace growth in these countries by expanding operations capitalizing on local subsidiaries and partner networks it has established in emerging markets including Asia in addition to leveraging its successful investment track record.

•

“Growth and Innovation of Current Businesses”: The domestic and overseas environment surrounding the ORIX Group is changing dramatically. In order to achieve further growth, ORIX must change the business models. ORIX will provide products and services valued by customers and society through Group-wide collaboration that transcends the division level, and restructuring its business platform to capture new business opportunities.

- 9 -

Overviews and strategies for the six segments are as follows.


Segment	Business Overview	Business Strategies
Corporate Financial Services Segment	Lending, leasing, commission business for the sale of financial products	• Increase the pace of “Finance + Services” • Expand the client base through strengthened cooperation with group companies • Capture business opportunities presented by the changing environment

Maintenance Leasing Segment	Automobile leasing and rentals, car sharing, and precision measuring equipment and IT-related equipment rentals and leasing	• Continue Group-wide sales activities • Expand high value-added services and allocate resources to growth areas • Improve profitability by streamlining operations and controlling costs

Real Estate Segment	Real estate development, rentals and financing, facility operation, REIT asset management, real estate investment and advisory services	• Expand business based on the real estate value chain • Expand the stable revenue base by improving the profitability of rental assets and strengthening the operating business • Enhance the asset management business to expand fee-business and promote joint-investment with outside investors

Investment and Operation Segment	Loan servicing (asset recovery), principal investment, venture capital and the environment and energy-related businesses	• Capture profit opportunities capitalizing on servicer expertise and strengthen the corporate rehabilitation business • Capture opportunities for new investment and reestablish portfolio • Invest in the energy and environmental field, and promote business operation

Retail Segment	Life insurance, banking, and card loan business	• Life Insurance: Develop distinctive new products and enhance the agency network • Banking: Create a balanced portfolio • ORIX Credit: Expand business with current high-tier clients and pursue new guarantees

Overseas Business Segment	Leasing, lending, investment in bonds, investment banking and ship- and aircraft-related operations	• U.S.: Continue to strengthen “Finance + Services” based on a high level of expertise • Expansion of leasing business and new investment centered on Asia • Accumulate quality assets in the ship and aircraft related business

(4) Corporate Challenges to be Addressed

The operating environment surrounding ORIX is dramatically changing in line with structural changes in society such as strong growth of emerging nations together with low growth of developed nations, contraction of the financial market, new financial regulations and global warming. It is vital for ORIX Group to continue to maintain and develop a business structure that flexibly and swiftly adapts to such a rapidly changing operating environment. Specifically, ORIX will adapt to the changing operating environment by taking the following three steps.

Further advancement of risk management

Pursue transactions that are both socially responsible and economically viable

Create a fulfilling workplace

Further advancement of risk management: Further enhance the thorough and transparent monitoring and control of each business in accordance with its characteristics while diversifying the business based on increasing the pace of “Finance + Services” and “Embracing growth in emerging markets including Asia” in line with the changing operating environment. ORIX will also strive to strengthen financial stability.

2.	Pursue transactions that are both socially responsible and economically viable: Pursue transactions that are socially responsible from a compliance and environmental standpoint while providing products and services that are valued by clients and improving ORIX Group profitability.

3.	Create a fulfilling workplace: Focus on ORIX’s strengths as a global organization to create a fulfilling work environment for all employees regardless of nationality, age, gender, background or type of employment.

- 10 -

(1) Condensed Consolidated Balance Sheets

(As of March 31, 2011 and 2012)

(Unaudited)


(millions of yen, millions of US$)

Assets	March 31, 2011			March 31, 2012			U.S. dollars March 31, 2012

Cash and Cash Equivalents		732,127			786,892			9,574
Restricted Cash		118,065			123,295			1,500
Time Deposits		5,148			24,070			293
Investment in Direct Financing Leases		830,853			900,886			10,961
Installment Loans		2,983,164			2,769,898			33,701
(The amount of ¥19,397 million of installment loans as of March 31, 2012 is measured at fair value by electing the fair value option under FASB Accounting Standards Codification 825-10.)
Allowance for Doubtful Receivables on Direct Financing Leases and Probable Loan Losses		(154,150	)		(136,588	)		(1,662	)
Investment in Operating Leases		1,270,295			1,309,998			15,939
Investment in Securities		1,175,381			1,147,390			13,960
Other Operating Assets		235,430			224,092			2,726
Investment in Affiliates		373,376			331,717			4,036
Other Receivables		182,013			188,108			2,289
Inventories		108,410			79,654			969
Prepaid Expenses		44,551			39,547			481
Office Facilities		102,403			123,338			1,501
Other Assets		574,516			442,577			5,385

Total Assets		8,581,582			8,354,874			101,653


Liabilities and Equity

Short-Term Debt		478,633			457,973			5,572
Deposits		1,065,175			1,103,514			13,426
Trade Notes, Accounts Payable and Other Liabilities		304,354			290,465			3,534
Accrued Expenses		118,359			110,057			1,339
Policy Liabilities		398,265			404,586			4,923
Current and Deferred Income Taxes		182,501			105,202			1,280
Security Deposits		128,097			142,092			1,729
Long-Term Debt		4,531,268			4,267,480			51,922

Total Liabilities		7,206,652			6,881,369			83,725


Redeemable Noncontrolling Interests		33,902			37,633			458


Commitments and Contingent Liabilities

Common Stock		143,995			144,026			1,752
Additional Paid-in Capital		179,137			179,223			2,181
Retained Earnings		1,141,559			1,217,851			14,818
Accumulated Other Comprehensive Income (Loss)		(96,180	)		(96,056	)		(1,169	)
Treasury Stock, at Cost		(49,170	)		(48,907	)		(595	)

Total ORIX Corporation Shareholders’ Equity		1,319,341			1,396,137			16,987

Noncontrolling Interests		21,687			39,735			483

Total Equity		1,341,028			1,435,872			17,470


Total Liabilities and Equity		8,581,582			8,354,874			101,653


	March 31, 2011			March 31, 2012			U.S. dollars March 31, 2012
Accumulated Other Comprehensive Income (Loss)
Net unrealized gains (losses) on investment in securities		11,503			16,145			196
Defined benefit pension plans		(11,098	)		(14,343	)		(175	)
Foreign currency translation adjustments		(95,574	)		(95,692	)		(1,164	)
Net unrealized gains (losses) on derivative instruments		(1,011	)		(2,166	)		(26	)

		(96,180	)		(96,056	)		(1,169	)

- 11 -

(2) Condensed Consolidated Statements of Income

(For the Years Ended March 31, 2011 and 2012)

(Unaudited)


(millions of yen, millions of US$)

	Year ended March 31, 2011			Period -over- period (%)		Year ended March 31, 2012			Period -over- period (%)		U.S. dollars Year ended March 31, 2012
Total Revenues :		946,878			106		972,884			103		11,837

Direct financing leases		51,211			103		50,934			99		620
Operating leases		280,913			103		297,422			106		3,619
Interest on loans and investment securities		169,932			126		147,888			87		1,799
Brokerage commissions and net gains on investment securities		21,119			90		26,911			127		327
Life insurance premiums and related investment income		118,315			102		128,307			108		1,561
Real estate sales		54,741			135		61,029			111		743
Gains on sales of real estate under operating leases		5,103			75		2,215			43		27
Other operating revenues		245,544			99		258,178			105		3,141

Total Expenses :		871,582			101		847,689			97		10,314

Interest expense		122,765			151		110,868			90		1,349
Costs of operating leases		186,740			99		189,333			101		2,304
Life insurance costs		91,426			99		95,353			104		1,160
Costs of real estate sales		58,930			126		59,534			101		724
Other operating expenses		142,241			105		150,071			106		1,826
Selling, general and administrative expenses		199,044			94		191,873			96		2,334
Provision for doubtful receivables and probable loan losses		31,103			43		19,215			62		234
Write-downs of long-lived assets		17,400			249		15,167			87		185
Write-downs of securities		21,747			92		16,470			76		200
Foreign currency transaction loss (gain), net		186			20		(195	)		—		(2	)

Operating Income		75,296			250		125,195			166		1,523

Equity in Net Income of Affiliates		16,806			201		1,972			12		24
Gains on Sales of Subsidiaries and Affiliates and Liquidation Losses, Net		1,199			7		3,317			277		41

Income before Income Taxes and Discontinued Operations		93,301			166		130,484			140		1,588

Provision for Income Taxes		26,143			124		44,631			171		543

Income from Continuing Operations		67,158			192		85,853			128		1,045

Discontinued Operations:
Income from discontinued operations, net		12,220					1,279					15
Provision for income taxes		(6,771	)				1,410					17

Discontinued operations, net of applicable tax effect		5,449			91		2,689			49		32

Net Income		72,607			177		88,542			122		1,077

Net Income Attributable to the Noncontrolling Interests		2,373			337		(332	)		—		(4	)

Net Income Attributable to the Redeemable Noncontrolling Interests		2,959			120		2,724			92		33

Net Income Attributable to ORIX Corporation		67,275			178		86,150			128		1,048


Note 1:		Pursuant to FASB Accounting Standards Codification 205-20 (“Presentation of Financial Statements–Discontinued Operations”), the results of operations which meet the criteria for discontinued operations are reported as a separate component of income, and those related amounts that had been previously reported are reclassified.

- 12 -

(3) Condensed Consolidated Statements of Comprehensive Income

(For the Years Ended March 31, 2011 and 2012)

(Unaudited)


(millions of yen, millions of US$)

	Year ended March 31, 2011			Year ended March 31, 2012			U.S. dollars Year ended March 31, 2012
Net Income :		72,607			88,542			1,077

Other comprehensive income (loss), net of tax:
Net change of unrealized gains (losses) on investment in securities		7,663			5,121			62
Net change of defined benefit pension plans		(2,006	)		(3,247	)		(40	)
Net change of foreign currency translation adjustments		(21,186	)		(1,392	)		(16	)
Net change of unrealized gains (losses) on derivative instruments		(782	)		(1,170	)		(14	)
Total other comprehensive income (loss)		(16,311	)		(688	)		(8	)

Comprehensive Income (Loss)		56,296			87,854			1,069

Comprehensive Income (Loss) Attributable to the Noncontrolling Interests		1,734			(849	)		(10	)

Comprehensive Income (Loss) Attributable to the Redeemable Noncontrolling Interests		606			2,409			29

Comprehensive Income (Loss) Attributable to ORIX Corporation		53,956			86,294			1,050

- 13 -

(4) Condensed Consolidated Statements of Changes in Equity

(For the Years Ended March 31, 2011 and 2012)

(Unaudited)


	(millions of yen)

	ORIX Corporation Shareholders’ Equity
	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total ORIX Corporation Shareholders’ Equity			Noncontrolling Interests			Total Equity
Balance at March 31, 2010		143,939		178,661		1,104,779			(79,459	)		(49,236	)		1,298,684			17,777			1,316,461

Cumulative effect of applying new accounting standards for the consolidation of variable interest entities						(22,495	)		(3,406	)					(25,901	)		4,233			(21,668	)

Balance at April 1, 2010		143,939		178,661		1,082,284			(82,865	)		(49,236	)		1,272,783			22,010			1,294,793
Contribution to subsidiaries															—			3,864			3,864
Transaction with noncontrolling interests				200					4						204			(2,450	)		(2,246	)
Comprehensive income (loss), net of tax:
Net income						67,275									67,275			2,373			69,648
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities									7,605						7,605			58			7,663
Net change of defined benefit pension plans									(2,006	)					(2,006	)		—			(2,006	)
Net change of foreign currency translation adjustments									(18,118	)					(18,118	)		(715	)		(18,833	)
Net change of unrealized gains (losses) on derivative instruments									(800	)					(800	)		18			(782	)

Total other comprehensive income (loss)															(13,319	)		(639	)		(13,958	)

Total comprehensive income (loss)															53,956			1,734			55,690

Cash dividends						(8,061	)								(8,061	)		(3,471	)		(11,532	)
Conversion of convertible bond		7		7											14			—			14

Exercise of stock options		49		49											98			—			98
Compensation cost of stock options				142											142			—			142
Acquisition of treasury stock												(70	)		(70	)		—			(70	)
Other, net				78		61						136			275			—			275

Balance at March 31, 2011		143,995		179,137		1,141,559			(96,180	)		(49,170	)		1,319,341			21,687			1,341,028

Contribution to subsidiaries															—			21,503			21,503
Transaction with noncontrolling interests				52					(20	)					32			(502	)		(470	)
Comprehensive income (loss), net of tax:
Net income						86,150									86,150			(332	)		85,818
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities									4,642						4,642			479			5,121
Net change of defined benefit pension plans									(3,245	)					(3,245	)		(2	)		(3,247	)
Net change of foreign currency translation adjustments									(98	)					(98	)		(979	)		(1,077	)
Net change of unrealized gains (losses) on derivative instruments									(1,155	)					(1,155	)		(15	)		(1,170	)

Total other comprehensive income (loss)															144			(517	)		(373	)

Total comprehensive income (loss)															86,294			(849	)		85,445

Cash dividends						(8,599	)								(8,599	)		(2,104	)		(10,703	)
Conversion of convertible bond		3		3											6			—			6
Exercise of stock options		28		27											55			—			55
Acquisition of treasury stock												(1	)		(1	)		—			(1	)
Other, net				4		(1,259	)					264			(991	)		—			(991	)

Balance at March 31, 2012		144,026		179,223		1,217,851			(96,056	)		(48,907	)		1,396,137			39,735			1,435,872

*	Changes in the redeemable noncontrolling interests are not included in the table.

- 14 -

(4) Condensed Consolidated Statements of Changes in Equity

(For the Years Ended March 31, 2011 and 2012)

(Unaudited)


	(millions of US$)

	ORIX Corporation Shareholders’ Equity
	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total ORIX Corporation Shareholders’ Equity			Noncontrolling Interests			Total Equity
Balance at March 31, 2011		1,752		2,180		13,889			(1,170	)		(598	)		16,053			263			16,316

Contribution to subsidiaries															—			262			262
Transaction with noncontrolling interests				1					0						1			(6	)		(5	)
Comprehensive income (loss), net of tax:
Net income						1,048									1,048			(4	)		1,044
Other comprehensive income (loss)
Net change of unrealized gains (losses) on investment in securities									56						56			6			62
Net change of defined benefit pension plans									(40	)					(40	)		0			(40	)
Net change of foreign currency translation adjustments									(1	)					(1	)		(12	)		(13	)
Net change of unrealized gains (losses) on derivative instruments									(14	)					(14	)		0			(14	)

Total other comprehensive income (loss)															1			(6	)		(5	)

Total comprehensive income (loss)															1,049			(10	)		1,039

Cash dividends						(105	)								(105	)		(26	)		(131	)
Conversion of convertible bond		0		0											0			—			0
Exercise of stock options		0		0											0			—			0
Acquisition of treasury stock												0			0			—			0
Other, net				0		(14	)					3			(11	)		—			(11	)

Balance at March 31, 2012		1,752		2,181		14,818			(1,169	)		(595	)		16,987			483			17,470

*	Changes in the redeemable noncontrolling interests are not included in the table.

- 15 -

(5) Condensed Consolidated Statements of Cash Flows

(For the Years Ended March 31, 2011 and 2012)

(Unaudited)


(millions of yen, millions of US$)

	Year ended March 31, 2011			Year ended March 31, 2012			U.S. dollars Year ended March 31, 2012
Cash Flows from Operating Activities:
Net income		72,607			88,542			1,077
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		166,484			168,233			2,047
Provision for doubtful receivables and probable loan losses		31,103			19,215			234
Increase (Decrease) in policy liabilities		(11,692	)		6,321			77
Equity in net income of affiliates (excluding interest on loans)		(14,337	)		(889	)		(11	)
Gains on sales of subsidiaries and affiliates and liquidation losses, net		(1,199	)		(3,317	)		(41	)
Gains on sales of available-for-sale securities		(4,867	)		(8,918	)		(109	)
Gains on sales of real estate under operating leases		(5,103	)		(2,215	)		(27	)
Gains on sales of operating lease assets other than real estate		(9,968	)		(14,721	)		(179	)
Write-downs of long-lived assets		17,400			15,167			185
Write-downs of securities		21,747			16,470			200
Increase in restricted cash		(6,659	)		(5,188	)		(63	)
Decrease (Increase) in trading securities		(28,372	)		55,173			671
Decrease in inventories		27,596			26,830			328
Decrease (Increase) in other receivables		16,006			(7,893	)		(96	)
Increase (Decrease) in trade notes, accounts payable and other liabilities		(22,042	)		22,760			277
Other, net		(36,324	)		(42,576	)		(518	)

Net cash provided by operating activities		212,380			332,994			4,052


Cash Flows from Investing Activities:
Purchases of lease equipment		(561,919	)		(603,060	)		(7,337	)
Principal payments received under direct financing leases		384,288			348,549			4,241
Installment loans made to customers		(719,190	)		(741,570	)		(9,023	)
Principal collected on installment loans		1,130,718			918,565			11,176
Proceeds from sales of operating lease assets		159,369			174,139			2,119
Investment in affiliates, net		36,945			17,808			217
Proceeds from sales of investment in affiliates		4,622			2,864			35
Purchases of available-for-sale securities		(742,816	)		(654,873	)		(7,968	)
Proceeds from sales of available-for-sale securities		340,634			279,367			3,399
Proceeds from redemption of available-for-sale securities		310,594			361,881			4,403
Purchases of other securities		(48,538	)		(44,654	)		(543	)
Proceeds from sales of other securities		25,614			24,832			302
Purchases of other operating assets		(14,219	)		(17,282	)		(210	)
Acquisitions of subsidiaries, net of cash acquired		(46,554	)		(9,252	)		(113	)
Sales of subsidiaries, net of cash disposed		12,685			7,554			92
Other, net		(20,635	)		(23,111	)		(282	)

Net cash provided by investing activities		251,598			41,757			508


Cash Flows from Financing Activities:
Net decrease in debt with maturities of three months or less		(72,584	)		(59,769	)		(727	)
Proceeds from debt with maturities longer than three months		1,488,199			1,488,111			18,106
Repayment of debt with maturities longer than three months		(1,918,774	)		(1,782,081	)		(21,682	)
Net increase in deposits due to customers		166,012			40,288			490
Cash dividends paid to ORIX Corporation shareholders		(8,061	)		(8,599	)		(105	)
Contribution from noncontrolling interests		—			20,258			246
Cash dividends paid to redeemable noncontrolling interests		(6,008	)		(1,079	)		(13	)
Net decrease in call money		(8,000	)		(10,000	)		(122	)
Other, net		(4,374	)		(5,606	)		(68	)

Net cash used in financing activities		(363,590	)		(318,477	)		(3,875	)


Effect of Exchange Rate Changes on Cash and Cash Equivalents		(7,348	)		(1,509	)		(19	)

Net increase in Cash and Cash Equivalents		93,040			54,765			666
Cash and Cash Equivalents at Beginning of Year		639,087			732,127			8,908

Cash and Cash Equivalents at End of Year		732,127			786,892			9,574

- 16 -

(6) Assumptions for Going Concern

There is no corresponding item.

(7) Segment Information (Unaudited)

1. Segment Information by Sector


(millions of yen, millions of US$)

	Year Ended March 31, 2011					Year Ended March 31, 2012					U.S. dollars Year Ended March 31, 2012					March 31, 2011		March 31, 2012		U.S. dollars March 31, 2012
	Segment Revenues		Segment Profits			Segment Revenues		Segment Profits			Segment Revenues		Segment Profits			Segment Assets		Segment Assets		Segment Assets
Corporate Financial Services		79,305		10,035			72,449		21,532			881		262			968,327		898,776		10,935
Maintenance Leasing		225,830		26,203			231,951		34,710			2,822		422			502,738		537,782		6,543
Real Estate		217,590		54			222,631		1,349			2,709		16			1,539,814		1,369,220		16,659
Investment and Operation		89,595		13,212			73,293		15,983			892		194			506,011		471,145		5,733
Retail		148,768		23,777			160,071		21,825			1,948		266			1,653,704		1,738,454		21,152
Overseas Business		176,875		45,639			187,240		49,768			2,278		606			972,224		986,762		12,006

Segment Total		937,963		118,920			947,635		145,167			11,530		1,766			6,142,818		6,002,139		73,028

Difference between Segment Total and Consolidated Amounts		8,915		(25,619	)		25,249		(14,683	)		307		(178	)		2,438,764		2,352,735		28,625

Consolidated Amounts		946,878		93,301			972,884		130,484			11,837		1,588			8,581,582		8,354,874		101,653


Note 1:		The Company evaluates the performance of segments based on income before income taxes and discontinued operations, adjusted for results of discontinued operations, net income attributable to the noncontrolling interests and net income attributable to the redeemable noncontrolling interests before applicable tax effect. Tax expenses are not included in segment profits.
Note 2:		For certain VIEs used for securitization which are consolidated in accordance with ASC 810-10 (“Consolidations”), for which the VIE’s assets can be used only to settle related obligations of those VIEs and the creditors (or beneficial interest holders) do not have recourse to other assets of the Company or its subsidiaries, segment assets are measured based on the amount of the Company and its subsidiaries’ net investments in the VIEs, which is different from the amount of total assets of the VIEs, and accordingly, segment revenues are also measured at a net amount representing the revenues earned on the net investments in the VIEs.

		In line with a change in management classification, the environment and energy-related businesses, which were previously included in the Corporate Financial Services segment have been included in the Investment and Operation segment since the second consolidated period.

		Due to these changes, the reclassified figures are shown for the year ended March 31, 2011.

2. Geographic Information


(millions of yen, millions of US$)

	Year Ended March 31, 2011
	Japan		*America2**		*Other3**		Difference between Geographic Total and Consolidated Amounts			Consolidated Amounts
Total Revenues		771,403		138,975		82,772		(46,272	)		946,878
Income before Income Taxes		62,477		18,411		24,633		(12,220	)		93,301


	Year Ended March 31, 2012
	Japan		*America2**		*Other3**		Difference between Geographic Total and Consolidated Amounts			Consolidated Amounts
Total Revenues		768,955		130,717		95,360		(22,148	)		972,884
Income before Income Taxes		77,439		26,894		27,430		(1,279	)		130,484


	U.S. dollars Year Ended March 31, 2012
	Japan		*America2**		*Other3**		Difference between Geographic Total and Consolidated Amounts			Consolidated Amounts
Total Revenues		9,356		1,590		1,160		(269	)		11,837
Income before Income Taxes		942		327		334		(15	)		1,588


Note 1:		Results of discontinued operations before applicable tax effect are included in each amount attributed to each geographic area.
*Note 2:		Mainly United States
*Note 3:		Mainly Asia, Europe, Oceania and Middle East

- 17 -

(8) Per Share Data

(For the Year Ended March 31, 2011 and 2012)

(Unaudited)


	March 31, 2011		March 31, 2012		U.S. dollars March 31, 2012
	(millions of yen, millions of US$)
Income Attributable to ORIX Corporation from Continuing Operations		61,787		84,055		1,023
Effect of Dilutive Securities -
Convertible Bond		2,393		2,364		28

Income from Continuing Operations for Diluted EPS Computation		64,180		86,419		1,051


(thousands of shares)
Weighted-Average Shares		107,489		107,509
Effect of Dilutive Securities -
Convertible Bond		24,412		24,411
Stock options		107		123

Weighted-average Shares for Diluted EPS Computation		132,008		132,043


(yen, US$)
Earnings Per Share for Income Attributable to ORIX Corporation from Continuing Operations
Basic		574.83		781.84		9.51
Diluted		486.19		654.47		7.96

(yen, US$)
Shareholders’ Equity Per Share		12,273.11		12,984.69		157.98

*	In fiscal 2011, the diluted EPS calculation excludes stock options for 1,139 thousand shares, as they were antidilutive.

In fiscal 2012, the diluted EPS calculation excludes stock options for 982 thousand shares, as they were antidilutive.

- 18 -

Significant Accounting Policies

(Application of New Accounting Standards)

There is no significant change from the description in Form 20-F filed on June 24, 2011.

(Subsequent Events)

On April 26, 2012, the Company entered into an agreement with Sumitomo Mitsui Banking Corporation, (hereinafter, “SMBC”) to transfer all shares (4,004,824 shares, 51% of outstanding) of ORIX Credit Corporation (hereinafter, “ORIX Credit”) held by SMBC, resulting in the reclassification of ORIX Credit from equity-method affiliate to a wholly-owned subsidiary of the Company.

- 19 -


		May 10, 2012

FOR IMMEDIATE RELEASE

Contact Information:

ORIX Corporation

Corporate Planning Department

Tel: +81-3-5419-5042

Fax: +81-3-5419-5901

URL: http://www.orix.co.jp/grp/en/

Announcement Regarding Dividend for the Fiscal Year Ended March 31, 2012

TOKYO, Japan – May 10, 2012 – ORIX Corporation (TSE: 8591; NYSE: IX), a leading integrated financial services group, announced the resolution regarding the expected dividend amount for the fiscal year ended March 31, 2012. The dividend amount will be formally decided at a meeting of the Board of Directors held on May 22, 2012, after a statutory audit of the financial reports for the fiscal year ended March 31, 2012.

Dividend Details


	Amount Decided	Dividend Paid for the Fiscal Year Ended March 31, 2011
Record Date	March 31, 2012	March 31, 2011
Dividend Per Share	90 yen	80 yen
Total Dividend Amount	9,676 million yen	8,599 million yen
Effective Date	June 4, 2012	June 2, 2011
Source of Dividend	Retained earnings	Retained earnings

Basic Profit Distribution Policy and Reason for Changing Per Share Dividend

ORIX believes that securing profits from its businesses primarily as retained earnings, and utilizing them for strengthening its base of operations and making investments for growth, assists in sustaining profit growth while maintaining financial stability, leading to increased shareholder value.

Regarding dividends, ORIX responds to shareholder expectations through increasing shareholder value through mid-to long-term profit growth and steady distribution of profit.

Given the policy outlined above and the current operating environment, the annual dividend will be 90 yen per share, up from 80 yen in the previous fiscal year. Dividend distribution is scheduled once a year as a fiscal year-end dividend.

-more-

Reference:

Dividend Per Share

Record Date

Interim

Fiscal Year End

Yearly

Current Fiscal Year

—

90 yen

Previous Fiscal Year (March 31, 2011)

—

80 yen

About ORIX

ORIX Corporation (TSE: 8591; NYSE: IX) is an integrated financial services group based in Tokyo, Japan, providing innovative value-added products and services to both corporate and retail customers. With operations in 27 countries and regions worldwide, ORIX’s activities include corporate financial services, such as leases and loans, as well as automobile operations, rental operations, real estate, life insurance, banking and loan servicing. For more details, please visit our website at: http://www.orix.co.jp/grp/en/

-end-


		May 10, 2012

FOR IMMEDIATE RELEASE

Contact Information:

ORIX Corporation

Corporate Communications

Tel: +81-3-5419-5042

Fax: +81-3-5419-5901

URL: http://www.orix.co.jp/grp/en/

Announcement Regarding Candidates for Director

and Member Composition of the Three Committees of ORIX Corporation

TOKYO, Japan – May 10, 2012 – ORIX Corporation (TSE: 8591; NYSE: IX), a leading integrated financial services group, today made public an announcement that the Nominating Committee has decided the candidates for Director. The nominations are scheduled to be finalized at the 49^th Annual General Meeting of Shareholders of the Company on June 25, 2012.

The Company announced today that it has decided the composition of the Audit, Nominating and Compensation Committees in a Board of Directors meeting held today. All three Committees are to be formed entirely by outside directors. The nominations are scheduled to be finalized at the Board of Directors meeting after the 49^th Annual General Meeting of Shareholders of the Company on June 25, 2012.

Candidates for the 13 director positions (including 6 Outside Directors) are as follows:


Yoshihiko Miyauchi		Hirotaka Takeuchi (Outside Director)
Makoto Inoue		Takeshi Sasaki (Outside Director)
Haruyuki Urata		Eiko Tsujiyama (Outside Director)
Hiroaki Nishina		Robert Feldman (Outside Director)
Kazuo Kojima		Takeshi Niinami (Outside Director)
Yoshiyuki Yamaya		Nobuaki Usui (Outside Director) – newly nominated –
Tamio Umaki

Details on Candidates for Outside Director

Nobuaki Usui (Born January 1, 1941)


April 1965		Entered Finance Ministry (now Ministry of Finance)
May. 1995		Director-General of the Tax Bureau, Ministry of Finance
Jan. 1998		Commissioner, National Tax Agency
Jul. 1999		Administrative Vice Minister, Ministry of Finance
Jan. 2003		Governor & CEO, National Life Finance Corporation
Dec. 2008		Chairman, The Japan Research Institute, Limited
Jun. 2011		Advisor, The Japan Research Institute, Limited
		Outside Auditor, KONAMI CORPORATION