Final Results 9/10

Toyota Motor Corporation
10 May 2006

                                 (Translation)



                                                                    May 10, 2006

To Whom It May Concern:



                                                                   Company Name:
                                                        TOYOTA MOTOR CORPORATION
                                               Name and Title of Representative:
                                                    Katsuaki Watanabe, President
                                                             (Code Number: 7203
                                          Securities exchanges throughout Japan)
                                               Name and Title of Contact Person:
                                                              Masaki Nakatsugawa
                                            General Manager, Accounting Division
                                                  Telephone Number: 0565-28-2121

Notice Concerning the Partial Amendment of the Articles of Incorporation

We hereby give notification that, at the meeting of the Board of Directors of
Toyota Motor Corporation ('TMC') held on May 10, 2006, TMC has decided to
propose the partial amendment of its Articles of Incorporation at the FY2006
Ordinary General Shareholders' Meeting scheduled to be held on June 23, 2006, as
described below.

1.    Reasons for Amendment

(1)   In accordance with the enforcement of the 'Corporation Act' (Law No. 86,
2005) as of May 1, 2006, TMC will establish new provisions in its Articles of
Incorporation as below:

(i)   TMC will establish a new provision which provides for the rights that the
shareholders may exercise with regard to shares constituting less than one unit
(tangen) of shares (proposed amendment of Article 6, Paragraph 2).

(ii)   For the purpose of the efficient procedures of general meetings of
shareholders, TMC will establish a new provision which enables TMC to determine
the number of proxies attending general meetings of shareholders (proposed
amendment of Article 14, Paragraph 3).

(iii)  TMC will establish a new provision which enables the disclosure of
reference documents, etc. for general meetings of shareholders on the Internet
which shall be deemed as the delivery of such documents (proposed amendment of
Article 15).  With regard to this provision, TMC has not decided to exercise it
immediately after the amendment of its Articles of Incorporation, but will
hereafter consider its execution.

(iv)  In order to make flexible decisions in response to the various changes in
business conditions, TMC will establish a new provision which enables
resolutions of meetings of the Board of Directors by way of written document
(proposed amendment of Article 19, Paragraph 3).

(v)  TMC will establish a new provision which enables conclusion of liability
limitation agreements with outside Corporate Auditors (proposed amendment of
Article 29).

(vi)  TMC will establish a new provision which enables distribution of dividends
from surplus by a resolution of the Board of Directors (proposed amendment of
Article 32, Paragraph 3).  With regard to this provision, TMC will not exercise
it immediately after the amendment of its Articles of Incorporation, but will
make such amendment in order to secure flexible capital policy.

(2)   In accordance with the abolishment of the system for deducting the number
of shares repurchased and cancelled from the total number of authorized shares
in the 'Corporation Act' (Law No. 86, 2005), the descriptions concerning such
deduction will be deleted, and the number of shares that have been deducted in
previous years will be added to the total number of authorized shares (proposed
amendment of Article 5, Paragraph 1).

(3)   In addition to the above, TMC will make necessary amendments, such as
addition and deletion of provisions, change of expressions and renumbering of
Articles.

2.    Details of Amendments

The details of amendments are as shown in the attached document.

3.    Schedule for Amendment

The amendment of the Articles of Incorporation is scheduled to be proposed at
the FY2006 Ordinary General Shareholders' Meeting of TMC on June 23, 2006.


                               (Amended parts are underlined.)

          Current Articles of Incorporation                                    Proposed Amendments

CHAPTER II.  SHARES                                    CHAPTER II.  SHARES

Article 5. (Total Number of Authorized Shares, Number  Article 5. (Total Number of Authorized Shares and
of Shares Constituting One Unit(tangen)and             Issuance of Share Certificates)
Non-issuance of Share Certificates for Less than a
Unit(tangen)of Shares)
1.  The total number of shares authorized to be issued 1.  The total number of shares which the Corporation
by the Corporation shall be ten billion                is authorized to issue shall be ten billion
(10,000,000,000). Provided, however, that in the event (10,000,000,000).
the Corporation repurchases and cancels any of its
issued shares, the total number of such authorized
shares shall be reduced by the number of such
repurchased and cancelled shares accordingly.
(New)                                                  2.  The Corporation shall issue share certificates
                                                       representing its issued shares.
(New)                                                  Article 6. (Number of Shares Constituting One Unit
                                                       (tangen), Rights to Shares Constituting Less than One
                                                       Unit (tangen) and Non-issuance of Share Certificates
                                                       for Shares Constituting Less than One Unit (tangen))

                                                       1.  The number of shares constituting one unit
                                                       (tangen) of shares of the Corporation shall be one
                                                       hundred (100).


2.  The number of shares constituting one unit
(tangen) of shares of the Corporation shall be hundred
(100).
(New)                                                  2.  The shareholders of the Corporation are not
                                                       entitled to exercise any rights to shares constituting
                                                       less than one unit (tangen) of shares held by the
                                                       shareholders, other than the rights provided for in
                                                       each Item of Article 189, Paragraph 2 of the
                                                       Corporation Act (Kaisha-hou).

3.  The Corporation shall not issue shares             3.  Notwithstanding Paragraph 2 of the preceding
certificates for shares less than one unit (tangen) of Article, the Corporation may choose not to issue share
shares. Provided, however, that this provision shall   certificates representing its shares constituting less
not apply if the Share Handling Regulations            than one unit (tangen) of shares.
established by the Board of Directors provide
otherwise.

Article 6. (Repurchase of Shares)                      Article 7. (Acquisition of Own Shares)

The Company may repurchase its own shares upon         The Corporation may acquire its own shares by a
approval by the Board of Directors by resolution in    resolution of the Board of Directors in accordance
accordance with the provisions of the Commercial Code  with the provisions of Article 165, Paragraph 2 of the
Article 211-3 Paragraph 1 Item 2.                      Corporation Act.

Article 7. (Transfer Agent)                            Article 8. (Transfer Agent)

1.  The Corporation shall have a transfer agent for    1. The Corporation shall have a transfer agent
its shares.                                            (kabunushimeibo-kanrinin).


2.  The transfer agent and the location of its office  2.  The transfer agent and the location of its office
shall be selected by a resolution of the Board of      shall be designated by a resolution of the Board of
Directors, and public notice thereof shall be given.   Directors, and public notice thereof shall be given.
3.  The register of shareholders (including the        3.  The register of shareholders (including the
register of beneficial shareholders; hereinafter the   register of beneficial shareholders; hereinafter the
same interpretation being applicable) and the register same interpretation being applicable), the register of
of lost stock certificates shall be kept at the office lost share certificates, and the register of stock
of the transfer agent. The registration of the         acquisition rights shall be kept at the office of the
transfer of shares, the purchase of shares             transfer agent.  The entry or recording into the
constituting less than one unit(tangen)and any other   register of shareholders, the register of lost share
matters related to the shares shall be handled by the  certificates and the register of stock acquisition
transfer agent and not by the Corporation.             rights, the purchase of shares constituting less than
                                                       one unit (tangen) and any other matters related to the
                                                       shares and stock acquisition rights shall be handled
                                                       by the transfer agent and not by the Corporation.

Article 8. (Share Handling Regulations)                Article 9. (Share Handling Regulations)

The denomination of the share certificates of the      The denomination of the share certificates issued by
Corporation, and the procedures for and fees for       the Corporation, and the procedures for and fees for
registering the transfer of shares, purchasing shares  the entry or recording into the register of
constituting less than one unit(tangen)and any other   shareholders, the register of lost share certificates
matters relating to the handling of shares shall be    and the register of stock acquisition rights,
subject to the Share Handling Regulations established  purchasing shares constituting less than one unit
by the Board of Directors.                             (tangen)and any other matters relating to the handling
                                                       of shares and stock acquisition rights shall be
                                                       subject to the Share Handling Regulations established
                                                       by the Board of Directors.

Article 9. (Record Date)                               Article 10. (Record Date)

1.  The Corporation shall, with respect to the shares  1.  The Corporation shall deem any shareholder
issued on or before March 31 in each year, deem any    (including beneficial shareholders; hereinafter the
shareholder (including the beneficial shareholder;     same interpretation being applicable) entered or
hereinafter the same interpretation being applicable)  recorded in the final register of shareholders as of
entered or recorded in the final register of           March 31 in such year to be a shareholder entitled to
shareholders as of March 31 in such year to be a       exercise its rights at the ordinary general meeting of
shareholder entitled to exercise its rights at the     shareholders for that business year.
ordinary general meeting of shareholders for that
particular accounting period.  With respect to the
shares issued during the period from April 1 to the
date of the ordinary general meeting of shareholders,
the Corporation shall deem any shareholder entered or
recorded in the final register of shareholders as of
the date of issue of such shares to be a shareholder
entitled to exercise its rights at such ordinary
general meeting of shareholders.

2.  (Omitted)                                          2.  (Unchanged)

CHAPTER III.  GENERAL MEETINGS OF SHAREHOLDERS         CHAPTER III.  GENERAL MEETINGS OF SHAREHOLDERS
 Article 11. (Resolutions)                             Article 12. (Resolutions)

1.  All resolutions of a general meeting of            1.  All resolutions of a general meeting of
shareholders shall be adopted by a majority vote of    shareholders shall be adopted by a majority vote of
the shareholders present at the meeting, unless        the shareholders present at the meeting who are
otherwise provided by laws and regulations or the      entitled to vote, unless otherwise provided by laws
Articles of Incorporation of the Corporation.          and regulations or these Articles of Incorporation of
                                                       the Corporation.

2.  Special resolutions as specified by Article 343 of 2.  Special resolutions as specified by Article 309,
the Commercial Code shall be passed by not less than   Paragraph 2 of the Corporation Act shall be adopted by
two-thirds of the voting rights held by the attending  not less than two-thirds (2/3) of the votes of the
shareholders who hold not less than one-third of the   shareholders present at the meeting who hold shares
voting rights of all shareholders.                     representing in aggregate not less than one-third (1/
                                                       3) of the voting rights of all shareholders who are
                                                       entitled to vote.
Article 13. (Exercise of Voting Rights by Proxy)       Article 14. (Exercise of Voting Rights by Proxy)

1.  (Omitted)                                          1.  (Unchanged)

2.  In cases where the preceding paragraph applies,    2.  In cases where the preceding paragraph applies,
the shareholder or its proxy shall file with the       the shareholder or its proxy shall file with the
Corporation a document establishing the proxy's power  Corporation a document establishing the proxy's power
of representation.                                     of representation for each general meeting of
                                                       shareholders.
 (New)                                                 3.  The Corporation may refuse a shareholder having
                                                       two (2) or more proxies attend a general meeting of
                                                       shareholders.

(New)                                                  Article 15. (Deemed Delivery of Reference Documents,
                                                       etc. for General Meeting of Shareholders)

                                                       Upon convening a general meeting of shareholders, the
                                                       Corporation may deem that the information which is
                                                       required to be described or indicated in reference
                                                       documents for the general meeting of shareholders,
                                                       business reports, financial statements and
                                                       consolidated financial statements shall be provided to
                                                       the shareholders, in the event that it is disclosed,
                                                       pursuant to laws and regulations, through the method
                                                       by which shareholders may receive such information
                                                       through an electronic means.

CHAPTER IV.  DIRECTORS AND BOARD OF DIRECTORS          CHAPTER IV.  DIRECTORS AND BOARD OF DIRECTORS
Article 14. (Number of Directors)                      Article 16. (Number of Directors)

The Corporation shall have no more than thirty (30)    The Corporation shall have no more than thirty (30)
Directors.                                             Directors.

Article 15. (Election of Directors)                    Article 17. (Election of Directors)

1.  Directors shall be elected at general meetings of  1.  Directors shall be elected by a resolution of a
shareholders.                                          general meeting of shareholders.
2.  Directors shall be elected by a majority vote of   2.  A resolution for the election of Directors shall
the shareholders present at the meeting who hold       be adopted by a majority vote of the shareholders
shares representing in aggregate not less than         present at the meeting who hold shares representing in
one-third (1/3) of the voting rights of all the        aggregate not less than one-third (1/3) of the voting
shareholders.                                          rights of all the shareholders who are entitled to
                                                       vote.

3.  (Omitted)                                          3.  (Unchanged)
Article 16. (Term of Office of Directors)              Article 18. (Term of Office of Directors)

1.  The term of office of Directors shall expire at    1.  The term of office of Directors shall expire at
the closing of the ordinary general meeting of         the closing of the ordinary general meeting of
shareholders to be held for the last fiscal year of    shareholders to be held for the last business year of
the Corporation ending within one (1) year after their the Corporation ending within one (1) year after their
assumption of office.                                  election.
2.  The term of office of any Director elected in      2.  The term of office of any Director elected in
order to increase the number of Directors or to fill a order to increase the number of Directors or to fill a
vacancy shall be the balance of the term of office of  vacancy shall be the balance of the term of office of
the other Directors who hold office at the time of his the other Directors who hold office at the time of his
/ her election.                                        / her election.

Article 17. (Representative Directors and Executive    Article 20. (Representative Directors and Executive
Directors)                                             Directors)

1.  The Corporation shall, by a resolution of the      1.  The Board of Directors shall designate one or more
Board of Directors, designate one or more Directors    Representative Directors by its resolution.
who shall represent the Corporation.
2.  The Corporation may, by a resolution of the Board  2.  The Board of Directors may appoint one Chairman of
of Directors, appoint one Chairman of the Board, one   the Board, one President and one or more Vice Chairman
President and one or more Vice Chairmen of the Board,  of the Board, Executive Vice Presidents and Senior
Executive Vice Presidents and Senior Managing          Managing Directors by its resolution.
Directors.

 Article 18. (Honorary Chairmen and Senior Advisors)   Article 21. (Honorary Chairmen and Senior Advisors)

The Corporation may appoint Honorary Chairmen and      The Board of Directors may appoint Honorary Chairmen
Senior Advisors by a resolution of the Board of        and Senior Advisors by its resolution.
Directors.
Article 19. (Board of Directors)                       Article 19. (Board of Directors)

(New)                                                  1.  The Corporation shall have a Board of Directors.


1.  (Omitted)                                          2.  (Unchanged)
(New)                                                  3.  With respect to matters to be resolved by the
                                                       Board of Directors, the Corporation shall deem that
                                                       such matters were approved by a resolution of the
                                                       Board of Directors when all the Directors express
                                                       their agreement in writing or by electronic records.
                                                       Provided, however, that this provision shall not apply
                                                       when any Corporate Auditor expresses his/her objection
                                                       to such matters.
2.  In addition to the provisions of the preceding     4.  In addition to the preceding two (2) paragraphs,
paragraph, the management of the Board of Directors    the management of the Board of Directors shall be
shall be subject to the Regulations of the Board of    subject to the Regulations of the Board of Directors
Directors established by the Board of Directors.       established by the Board of Directors.
Article 20. (Exemption from Liability of Directors)    Article 22. (Exemption from Liability of Directors)

The Corporation may exempt Directors(including former  In accordance with the provisions of Article 426,
Directors)from liability for their actions as          Paragraph 1 of the Corporation Act, the Corporation
stipulated in Article 266, Paragraph 1, Item 5 of the  may, by a resolution of the Board of Directors, exempt
Commercial Code within the limits specified in Article Directors (including former Directors) from
266 Paragraphs 12,17,and 18 of the Commercial Code by  liabilities provided for in Article 423, Paragraph 1
resolution of the Board of Directors adopted in        of the Corporation Act within the limits stipulated by
accordance with applicable law when such Directors     laws and regulations.
were performing their duties in good faith and in the
absence of gross negligence.

CHAPTER V.  CORPORATE AUDITORS AND BOARD OF CORPORATE  CHAPTER V.  CORPORATE AUDITORS AND BOARD OF CORPORATE
AUDITORS                                               AUDITORS

Article 21. (Number of Corporate Auditors)             Article 23. (Establishment of Corporate Auditors and
                                                       Number of Corporate Auditors)

                                                       The Corporation shall have no more than seven (7)
The Corporation shall have no more than seven (7)      Corporate Auditors.
Corporate Auditors.
Article 22. (Election of Corporate Auditors)           Article 24. (Election of Corporate Auditors)

1.  Corporate Auditors shall be elected at general     1.  Corporate Auditors shall be elected by a
meetings of shareholders.                              resolution of a general meeting of shareholders.
2.  Corporate Auditors shall be elected by a majority  2.  A resolution for the election of Corporate
vote of the shareholders present at the meeting who    Auditors shall be adopted by a majority vote of the
hold shares representing in aggregate not less than    shareholders present at the meeting who hold shares
one-third (1/3) of the voting rights of all the        representing in aggregate not less than one-third (1/
shareholders.                                          3) of the voting rights of all the shareholders who
                                                       are entitled to vote.
Article 23. (Term of Office of Corporate Auditors)     Article 25. (Term of Office of Corporate Auditors)

1.  The term of office of Corporate Auditors shall     1.  The term of office of Corporate Auditors shall
expire at the closing of the ordinary general meeting  expire at the closing of the ordinary general meeting
of shareholders to be held for the last fiscal year of of shareholders to be held for the last business year
the Corporation ending within four (4) years after     of the Corporation ending within four (4) years after
their assumption of office.                            their election.
2.  The term of office of any Corporate Auditor        2.  The term of office of any Corporate Auditor
elected to fill a vacancy shall be the balance of the  elected to fill a vacancy shall be the balance of the
term of office of the Corporate Auditor whom he/she    term of office of the Corporate Auditor whom he/she
succeeds.                                              succeeds.
Article 24. (Full-time Corporate Auditor)              Article 27. (Full-time Corporate Auditor)

One or more full-time Corporate Auditors shall be      The Board of Corporate Auditors shall, by its
elected by the Corporate Auditors from among           resolution, select one or more full-time Corporate
themselves.                                            Auditors.
Article 25. (Board of Corporate Auditors)              Article 26. (Board of Corporate Auditors)

(New)                                                  1.  The Corporation shall have a Board of Corporate
                                                       Auditors.

1.  (Omitted)                                          2.       (Unchanged)


2.  (Omitted)                                          3.  (Unchanged)


Article 26. (Exemption from Liability of Corporate     Article 28. (Exemption from Liability of Corporate
Auditors)                                              Auditors)

The Corporation may exempt Corporate Auditors          In accordance with the provisions of Article 426,
(including former Corporate Auditors) from liability   Paragraph 1 of the Corporation Act, the Corporation
for their actions as stipulated in Article 266         may, by a resolution of the Board of Directors, exempt
Paragraph 1 Item 5 of the Commercial Code within the   Corporate Auditors (including former Corporate
limits specified in Article 266 Paragraph 12 of the    Auditors) from liabilities provided for in Article
Commercial Code as applied mutatis mutandis under the  423, Paragraph 1 of the Corporation Act within the
provisions of Article 280 Paragraph 1 of the           limits stipulated by laws and regulations.
Commercial Code by resolution of the Board of
Directors adopted in accordance with applicable law
when such Corporate Auditors were performing their
duties in good faith and in the absence of gross
negligence.
(New Article)                                          Article 29. (Liability Limitation Agreement with
                                                       Outside Corporate Auditors)

                                                       In accordance with the provisions of Article 427,
                                                       Paragraph 1 of the Corporation Act, the Corporation
                                                       may enter into an agreement with outside Corporate
                                                       Auditors, limiting liabilities provided for in Article
                                                       423, Paragraph 1 of the Corporation Act.
(New Chapter)                                          CHAPTER VI.  ACCOUNTING AUDITOR
(New Article)                                          Article 30. (Accounting Auditor)

                                                       The Corporation shall have an Accounting Auditor
                                                       (kaikeikansa-nin).

CHAPTER VI.  ACCOUNTS                                  CHAPTER VII.  ACCOUNTS

Article 27. (Fiscal Year and Closing Date of Accounts) Article 31. (Business Year)

The fiscal year of the Corporation shall be from April The business year of the Corporation shall be one (1)
1 in each year to March 31 of the following year, and  year from April 1 of each year until March 31 of the
the closing date of the Corporation's accounts shall   following year.
be the last day of each fiscal year.

Article 28. (Dividends, etc.)                          Article 32. (Dividends from Surplus, etc.)

1.  Dividends of the Corporation shall be paid in      1.  Dividends from surplus of the Corporation shall be
accordance with the register of shareholders as of the paid to the shareholders or registered share pledgees
closing date of the Corporation's accounts.            entered or recorded in the final register of
                                                       shareholders as of March 31 of each year.

2.  The Corporation may, pursuant to a resolution of   2.  The Corporation may, by a resolution of the Board
the Board of Directors, distribute such money as       of Directors, distribute dividends from surplus as
provided for in Article 293-5 of the Commercial Code   provided for in Article 454, Paragraph 5 of the
(hereinafter referred to as interim dividends) in      Corporation Act to the shareholders or registered
accordance with the final register of shareholders as  share pledgees entered or recorded in the final
of September 30 of each year.                          register of shareholders as of September 30 of each
                                                       year.
(New)                                                  3.  In addition to the preceding two (2) paragraphs,
                                                       the Corporation may, by a resolution of the Board of
                                                       Directors, decide on matters provided for in each Item
                                                       of Article 459, Paragraph 1 of the Corporation Act.
3.  No interest shall be paid on unpaid dividends or   4.  No interest shall be paid on unpaid dividends from
unpaid interim dividends.                              surplus.
Article 29. (Dispensation from Payment of Dividends)   Article 33. (Dispensation from Payment of Dividends
                                                       from Surplus, etc.)
The Corporation shall not be obliged to pay any
dividends or interim dividends after three (3) years   In the case where the dividends from surplus are paid
have expired from the date of tender thereof.          by cash, the Corporation shall not be obliged to pay
                                                       any dividends from surplus after three (3) years have
                                                       expired from the date of tender thereof.

               SUPPLEMENTARY PROVISIONS                               SUPPLEMENTARY PROVISIONS

Article 1. (Term of Office of Corporate Auditors)      (Delete)

With respect to the term of office of Corporate
Auditors in office prior to the closing of the
ordinary general meeting of shareholders held for the
fiscal year ending in March 2003, 'within four(4)years
after their assumption of office' as it appears in
Article 22 shall be read as 'within three(3)years
after their assumption of office.'

                                                        (END)

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