Holding in another Company

Toyota Motor Corporation
6 April 2001



Form No. 1(1)
                                                      Amendment No.1(a)

To:  Director of Tokai Local Finance Bureau

Name  Fujio Cho, President, Toyota Motor Corporation (b)

Address or head office location: 1 Toyota-cho, Toyota City Aichi Prefecture(b)

Effective date of reporting duty: April 2, 2001 (c)

Submitted on  April, 2001


1.  Matters Regarding Submitter

   1.  Issuing company (d)

Name of issuing company:    Aioi Insurance Co. Ltd

Listed securities exchange:  (1) Tokyo  (2) Osaka  (3) Nagoya

Total number of submitter and joint holders:   3

Head office location:  28-1, Ebisu 1-chome, Shibuya-ku, Tokyo

Submitting method (e):  1. Jointly

2.  Submitter (Substantial Shareholder) (f)

Judicial person / Joint stock company

Name:   Toyota Motor Corporation

Address or head office location:  1 Toyota-cho, Toyota City, Aichi Prefecture,  
                                  471-8571

Judicial person:  Date of incorporation:   August 27, 1937

Name of representative:    Fujio Cho

Title of Representative:   President

Business purposes:  The manufacture, sale, leasing and repair of motor vehicles,
                    industrial vehicles, ships, aircraft, other transportation  
                    machinery and apparatus, space machinery and apparatus, and 
                    parts thereof, etc.

Place to contact and name of person in charge:  Tsunehiro Matsumo, General      
                                                Manager of Financial Reporting  
                                                Department, Accounting Division

Telephone number:     0565 (28) 2121


3.  Holding purposes (g)

For strategic investment (maintenance and development of the business
relationship)


Form No. 1 (2)

Name of submitter
(Substantial Shareholder)         Toyota Motor Corporation

4.  Breakdown of stock, etc. held by the submitter (h)

                                    Main Text of
                                    Article 27-23,
                                    Paragraph 3

Shares                              252,567,758 shares

Total                               252,567,758 shares

Number of held shares, etc.         252,567,758
(Total)                

Total number of issued and          756,188,286 shares
outstanding shares
(as of April 2, 2001)

Percentage of shares, etc. held      33.40%
by the above-stated submitter

Percentage of shares, etc, held      19.28%
stated in preceding report


5. Conditions concerning acquisition or disposal during the last sixty(60) days
of shares, etc. issued by issuing company

Date           Kind of stock, etc.      Number              Distinction   Unit 
                                                            between       Price
                                                            acquisition
                                                            and disposal
                                                      
March 16,2001  Shares of Common Stock   78,482,000 shares  1.Acquisition    Y370
April 2,2001   Shares of Common Stock  174,085,758 shares  1.Acquisition  Merger

Form No. 1 (3)


Name of submitter               Toyota Motor Corporation
(Substantial Shareholder)


7.  Funds for acquiring held shares, etc. 

(1) Breakdown of funds for acquisition
    
    Amount of own funds          53,675,288
    (Y1,000)

    Total amount of funds for    53,675,288
    acquisition
    (Y1,000)




Form No.1 (1)
                                                       Amendment No.1

To:  Director of Tokai Local Finance Bureau


1.  Matters Regarding Submitter

   1.  Issuing company (d)

Name of issuing company:    Aioi Insurance Co. Ltd

Listed securities exchange:  (1) Tokyo  (2) Osaka  (3) Nagoya

Total number of submitter and joint holders:   3

Head office location:  28-1, Ebisu 1-chome, Shibuya-ku, Tokyo

Submitting method (e):  1. Jointly

2.  Submitter (Substantial Shareholder)(f)

Judicial person / Joint stock company

Name:   ARACO Corporation

Address or head office location:  25 Kami-fujiike, Yoshiwara-cho, Toyota City,
                                  Aichi Prefecture, 473-0916

Judicial person:  Date of incorporation:   July 24, 1947

Name of representative:    Masanao Shiomi

Title of Representative:   President

Business purposes:  The manufacture and sale of motor vehicles and other        
                    transportation machinery and apparatus and parts thereof,   
                    etc.


Place to contact and name of person in charge:  Akhiro Tsutsumi, Manager of     
                                                Accounting & Finance Department

Telephone number:     0565 (52) 4141


3.  Holding purposes (g)

For strategic investment (maintenance and development of the business
relationship)

We jointly hold the shares of Aioi Insurance Co., Ltd. as Toyota Motor
Corporation holds a majority of our shares.

Form No. 1 (2)


Name of submitter
(Substantial Shareholder)         ARACO Corporation


4.  Breakdown of stock, etc. held by the submitter (h)

                                    Main Text of
                                    Article 27-23,
                                    Paragraph 3

Shares                              42,194 shares

Total                               42,194 shares

Number of held shares, etc.         42,194 
(Total)                

Total number of issued and          756,188,286 shares
outstanding shares
(as of April 2, 2001)

Percentage of shares, etc. held      0.01%
by the above-stated submitter



5. Conditions concerning acquisition or disposal during the last sixty(60) days
of shares, etc. issued by issuing company

Date           Kind of stock, etc.      Number              Distinction   Unit 
                                                            between       Price
                                                            acquisition
                                                            and disposal
                                                      
April 2,2001   Shares of Common Stock   42,194 shares     1. Acquisition  Merger


Form No.1 (1)
                                                       Amendment No.1

To:  Director of Tokai Local Finance Bureau


1.  Matters Regarding Submitter

   1.  Issuing company (d)

Name of issuing company:    Aioi Insurance Co. Ltd

Listed securities exchange:  (1) Tokyo  (2) Osaka  (3) Nagoya

Total number of submitter and joint holders:   3

Head office location:  28-1, Ebisu 1-chome, Shibuya-ku, Tokyo

Submitting method (e):  1. Jointly


2.  Submitter (Substantial Shareholder) (f)

Judicial person / Joint stock company

Name:   Toyofuji Shipping Co., Ltd.

Address or head office location:   33-3, Shinpo-cho, Tokai City, Aichi          
                                   Prefecture, 476-8522

Judicial person:  Date of incorporation:   March 10, 1964

Name of representative:    Tokuo Ogawa

Title of Representative:   President

Business purposes:  Business relating to marine transportation, etc.

Place to contact and name of person in charge:  Osamu Omo, Assistant General    
                                                Manager & Finance Department,   
                                                Finance Office

Telephone number:     0565 (603) 61111


3.  Holding purposes (g)

For strategic investment (maintenance and development of the business
relationship)

We jointly hold the shares of Aioi Insurance Co., Ltd. as Toyota Motor
Corporation ('Toyota') and companies controlled by Toyota hold a majority of our
shares.

Form No. 1 (2)

Name of submitter
(Substantial Shareholder)           Toyofuji Shipping Co., Ltd.


4.  Breakdown of stock, etc. held by the submitter (h)

                                    Main Text of
                                    Article 27-23,
                                    Paragraph 3

Shares                              42,194 shares

Total                               42,194 shares

Number of held shares, etc.         42,194 
(Total)                

Total number of issued and          756,188,286 shares
outstanding shares
(as of April 2, 2001)

Percentage of shares, etc. held      0.01%
by the above-stated submitter



5. Conditions concerning acquisition or disposal during the last sixty(60) days
of shares, etc. issued by issuing company

Date           Kind of stock, etc.      Number              Distinction   Unit 
                                                            between       Price
                                                            acquisition
                                                            and disposal
                                                      
April 2,2001   Shares of Common Stock   42,194 shares     1.Acquisition  Merger


Form No. 1 (3)



Name of submitter                  Toyota Motor Corporation
(Substantial Shareholder)     

Total number of submitter and      3
joint holders

Submitting method                  (1) Jointly



III. Summary List Regarding Submitter and Joint Holders

1. Submitter and joint holder(n)

Toyota Motor Corporation
ARACO Corporation
Toyofuji Shipping Co., Ltd.



2. Breakdown of stock, etc. held by the submitter and the joint holder(o)

                                    Main Text of
                                    Article 27-23,
                                    Paragraph 3

Stock                               252,652,146 shares

Total                               252,652,146 shares

Number of held shares, etc.         252,652,146
(Total)                

Total number of issued and          756,188,286 shares
outstanding shares
(as of April 2, 2001)

Percentage of shares, etc. held     33.41%
by the above-stated submitter

Percentage of shares, etc, held     19.28%
stated in preceding report




                            POWER OF ATTORNEY

                                                      March 23, 2001

Address or head office location     25 Kami-fujiike, Yoshiwara-cho, Toyota City,
                                    Aichi Prefecture
Name                                ARACO Corporation

                                    President, Masanao Siomi (seal)

I hereby appoint the following person as attorney in fact to do any and all acts
in connection with the preparation and submission of various reports prescribed
in Chapter 2-3 (disclosure of the conditions of holding the substantial shares,
etc.) of the Securities and Exchange Law of Japan, and delivery of copies of
such reports.



     Address or head office location of      1 Toyota-cho, Toyota City,
        the attorney-in-fact                 Aichi Prefecture

                                             Toyota Motor Corporation
                                             President, Fujio Cho