Acquisition

Toyota Motor Corporation
29 May 2000


LETTER TO COMPANY ANNOUNCEMENTS OFFICE

Toyota Motor Corporation: The Company announced that it shall become a wholly
owning parent company of Tokyo Toyopet Motor Sales Co., Ltd. ('Tokyo Toyopet')
and filed 'Substance of Stock Exchange'.  

Below is the English translation of the original Japanese-language documents,
announced and filed with the Tokyo Stock Exchange on 29 May, 2000.

The Company announced that it shall become a wholly owning parent company of
Tokyo Toyopet and Tokyo Toyopet shall become a wholly owned subsidiary of the
Company.

The Company submitted the attached 'Substance of Stock Exchange' and 'Summary
Report on the Unlisted Company (Form A)' to the Tokyo Stock Exchange.

Kaoru Endo
Manager, Financial Reporting Dept.
Accounting Division (FAX: [phone])

FROM TOYOTA MOTOR CORPORATION



RE: 100% Subsidiraization of Tokyo Toyopet Motor Sales Co., Ltd. 
by Stock Exchange

TOKYO TOYOPET MOTOR SALES CO., LTD. ('Tokyo Toyopet', the Head Office is located
in Minato-Ku, Tokyo and the President is Mr. Toshihiro Takahashi) and TOYOTA
MOTOR CORPORATION ('TMC, the Head Office is located in Toyota City, Aichi
Prefecture and the President is Mr. Fujio Cho) agreed that Tokyo Toyopet will
become a 100% TMC-owned subsidiary to strengthen its management condition.

While continuously proceeding with expansion and renewal of the outlets, or
adoption of new methods of sales, Tokyo Toyopet considered that both the further
enforcement of the sales system and securing profits are important in coping
with the recent drastic change of demands in the Tokyo market, and continued the
examination thereof.

Meanwhile, TMC judged that it was necessary to particularly concentrate on the
sales in the Tokyo market, which is the largest market of severe competition, in
order to secure and maintain more than 40% of market share, except for light
vehicles.

Consequently, Tokyo Toyopet and TMC agreed that it was necessary for Tokyo
Toyopet to become a 100% TMC-owned subsidiary in order that Toyota will further
support Tokyo Toyopet positively and extemporaneously to strengthen their
management condition, and came to the agreement described above.

Thereafter, Tokyo Toyopet and TMC are planning to adopt a new method of sales
and store marketing, by making full use of the management resources of the
group.

The date of stock exchange and stock exchange rate are as below:

1. Date of stock exchange:  October 1, 2000 (Sunday)
2. Stock exchange rate:     1.650 share of TMC is allotted for 1 share of Tokyo 
                           Toyopet (consequently, a shareholder of Tokyo        
                          Toyopet will become a shareholder of TMC).

Substance of stock exchange and outlines of Tokyo Toyopet and TMC are described
in the attachment.

Please contact the below on this matter

Tokyo Toyopet Motor Sales Co.,Ltd.
General Affairs Division
Tel: [phone]

Toyota Motor Corporation
Public Relations Division
Tel: [phone] (Tokyo)
     052-952-3461-4 (Nagoya)
     0565-28-1520-3 (Toyota)


Substance of Stock Exchange

1.  The company to be a 100% holding company:  Toyota Motor Corporation ('TMC')
    The company to be a 100% owned subsidiary: Tokyo Toyopet Motor Sales        
                                              Co.,Ltd. ('Tokyo Toyopet')

2.  Schedule of stock exchange
    1. The execution of the Stock Exchange Agreement:
       May 29

    2. The general meeting of the shareholders for approval of the
       Stock Exchange Agreement: 

       Tokyo Toyopet: June 16
       TMC does not go through the approval of the general meeting of the       
      shareholders pursuant to paragraph 1 of Article 358 of the 
       Commercial Code.

    3.  Due date of stock exchange: October 1, 2000

3.  Stock exchange rate

    1.65 share (par value: Y50) of TMC is allotted for 1 share 
    (par value:Y500) of Tokyo Toyopet.

    (Calculation basis)
     Determined in reference to the valuation that 1 to 1.65 is appropriate of  
    Kato, Nishida & Hasegawa Law Office, the third party organization.

    (Method of calculation)
     Tokyo Toyopet: calculated the theoretical value by mixed method of book    
                   value net assets method, dividend discount method, and       
                  comparative value of similar types of business method and     
                 determined in reference to the actual examples  of             
                transaction.  
                    (equivalent to Y7,500, the most recent sale price)
      TMC: Market price method based on share price
           (The average result from November, 1999 to April, 2000 is Y4,543)

4.   Number of shares to be issued by stock exchange:
     588,963 shares of common stock (par value: Y50)

5.   Delivered money on stock exchange.
     Y10 per share of Tokyo Toyopet will be paid.





Outline of Toyota Motor Corporation

(1)  Location: 1, Toyota-cho, Toyota City, Aichi Prefecture
(2)  Establishment: August 1937
(3)  Representative: Fujio Cho, President
(4)  Amount of capital: Y397,020 million
(5)  Number of employees: 68,138
(6)  Number of issued shares: 3,749,405,000 (par value: Y50)
(7)  Business: Manufacture and sale etc. of automobiles, industrial vehicles    
     and other transportation apparatuses, and houses and related apparatuses   
    thereto
(8)  Sales: Y7,408 billion
(9)  Shareholders

     Name of shareholders                 Ratio of shareholding
                                         (Number of shares held/shares issued)

     Toyoda Automatic Loom Works, Ltd.                            5.24%
     The Sakura Bank, Limited                                     4.92%
     The Sanwa Bank, Limited                                      4.92%
     The Tokai Bank, Limited                                      4.92%
     Nippon Life Insurance Co.                                    4.23%

     (Note) The outline above is as of March 31, 2000.



Outline of Tokyo Toyopet Motor Sales Co., Ltd.

(1)  Location: 23-10, Takanawa 3-chome, Minato-ku, Tokyo
(2)  Establishment: March 1953
(3)  Representative: Toshihiro Takahashi, President
(4)  Amount of capital: Y7,822.5 million (as of April, 2000)*
(5)  Number of issued shares: 3,093,000 (par value: Y500) (as of April, 2000)*
(6)  Number of employees: 3,830 (as of March, 2000)
(7)  Sales: Y173,149 million (as of the fiscal year from April 1999 to March    
    2000)
(8)  Business: Sale of automobiles, automotive parts, mineral oil and goods,    
    leasing of automobiles, maintenance of automobiles, sale of various         
   insurance, sale of portable phones, etc.
(9)  Shareholders

     Name of shareholders                 Ratio of shareholding
                                         (Number of shares held/shares issued)

     Toyota Motor Corporation                                    88.46%
     Ms. Shizue Kamiya                                            1.50%
     Aichi Toyota Motor Corporation                               1.01%
     Tokyo Toyota Motor Corporation                               1.01%
     Hyogo Toyota Motor Corporation                               0.50%
     Fukuoka Toyota Motor Corporation                             0.50%

     * The figures are as of April 31, 2000, due to the capital increase in     
      April. 



Summary Report on the Unlisted Company (Form A)
Filed on May 29, 2000

To: President & Chief Executive Officer of the Tokyo Stock Exchange

               Company Name: Toyota Motor Corporation (Seal)
               Name and Title of the Representative: 
               Fujio Cho, President (Seal)
               Name and Title of Contact Person:
               Tsunehiro Matsuno, General Manaer of Financial Reporting Depart.
               Accounting Division
               Telephone Number: 0565 28 2121
               (Code Number: 7203, First Section of the Tokyo Stock Exchange)

1.  Outline of the Unlisted Company

    (1) Trade Name:                Tokyo Toyopet Motor Sales Co., Ltd.

    (2) Date of Incorporation:     March 14, 1953

    (3) Location of Head Office:   23-10, Takanawa 3-chome, Minato-ku, Tokyo
    
    (4) Name and Title of the 
         Representative:           Toshihiro Takahashi, President

    (5) Amount of Capital:         Y7,822.5 million (as of May 29, 2000)

    (6) Number of Issued Shares
         (par value)               3,093,000 shares (as of May 29, 2000) (Y500)

    (7) End of Fiscal Year:        March 31

    (8) Number of Employees:       3,830 (as of March 31, 2000)

    (9) Major Shareholder and 
         Shareholding Ratio
          (as of May 26, 2000):     Toyota Motor Corporation (TMC)   88.5%
                                    Ms. Shizue Kamiya                 1.5%
                                    Aichi Toyota Motor Corporation    1.0%
                                    Tokyo Toyota Motor Corporation    1.0%
                                    Hyogo Toyota Motor Corporation    0.5%

    (10) Kind of Business           Sale of automobiles, automotive parts,      
                                   mineral oil and goods, leasing and           
                                  maintenance of automobiles, sale of various   
                                 insurance, and sale of portable phones, etc
    (11) Relationship with 
          Filing Company:     Capital Relationship: Shareholding ratio of       
                                                   TMC is 88.5%.
                              Human Relationship:   Four officers are           
                                                   dispatched from TMC          
                                                 (Chairman, President,          
                                                 Managing Director and          
                                                Director.
                              Business Relationship: Tokyo Toyopet              
                                                   purchases its merchandise,   
                                                  automobiles, from TMC.
          

2.  Transition of the Principal Management Figures of the Unlisted Company

Years ended
March 31                  FY 1998               FY 1999              FY 2000

Net Sales                 226,803               186,827              173,149
Operating income            1,045                (5,217)               (216)
Ordinary income               718                (5,567)               (380)
Net income                    218                (1,142)             (1,623)
Total Assets              141,297               129,124             116,629
Net Assets                 37,428                37,746              35,607
Dividends per share
 (Interim dividend per        Y40                    Y20                Y20
   share)                     (Y-)                   (Y-)               (Y-)
Net income (loss) per
 share                     Y92.58                Y420.17             Y556.80
Net assets per share   Y15,893.34             Y12,948,98          Y12,215.41
Dividend payout ratio       43.2%                   -                   -


3.  General Conditions of the Business of Unlisted Company

  (1) Business Details

      1.  Outline of the Products or Merchandise

                                        Constitutional Ratio to Sales
                              April 1, 1998 through       April 1, 1999 through
                                 March 31, 1999              March 31, 2000

      New automobiles                   66.4%                   68.0%
      Used automobiles                  15.9%                   12.5%
      Maintenance of automobiles        12.5%                   13.8%
      Others                             5.2%                    5.7%

      Total                            100.0%                  100.0%


      2.   Important Contracts Relating to Management: Not Applicable
       
      3.   Principle Client: Toyota Motor Corporation.


   (2) Principal Financial Institutions which Tokyo Toyopet has an Account      
      with
       The Tokai Bank, Ltd., The Sakura Bank, Limited and The Sanwa Bank        
      Limited