Repurchase of Shares

Toyota Motor Corporation
18 May 2001

      Notice Concerning Repurchase of Shares for Stock Option Plan

The Board of Directors of Toyota Motor Corporation ('TMC') resolved to
repurchase its shares as described below at its meeting held on May 16, 2001.

Repurchase of shares in accordance with Article 210-2 (Transfer of its shares to
Directors or Employees) of the Commercial Code.
 
1. Details of Repurchase

(1) Type of shares to be repurchased

Par value shares of common stock of TMC

(2) Aggregate number of shares to be repurchased

Up to 1,500,000 shares

(3) Aggregate purchase price of shares
 
Up to JPY 7,500,000,000
 
2. Details of Transfer 

(1) Recipients

All of the 58 directors and 432 employees among those who are qualified for the
position of a senior general manager or senior grade 1 (note) at the time of
conclusion of the 97th Ordinary General Shareholders' Meeting scheduled to be
held on June 27, 2001 (Wednesday) (however, it shall be subject to his/her
holding of the position of the director of TMC or qualification for the position
of a senior general manager or senior grade 1).

(Note) Senior general manager: the highest rank for employee.
       Senior grade 1: the second highest rank for employee.

(2) Number of shares to be transferred

A maximum of 1,500,000 shares in total will be granted to those recipients
provided for in (1) above.
A maximum number and a minimum number of shares for which option is granted to
one Director are 15,000 and 5,000, respectively.
The number of shares for which option is granted to one employee is 2,000
shares.
 
(3) Transfer Price

The closing price on the Tokyo Stock Exchange on the date of grant of options
(if there is no transaction made on that day, then the dosing price of the
latest date prior to such day, on which a transaction was made) multiplied by
1.025.

(4) Date of Grant of Options
 
August 1,2001

(5) Period of the Exercise of Options

Four years from the day of grant of options.

(6) Conditions on the Exercise of Options

(A) Cases of Director's retirement, employees' mandatory retirement, employment
transfer or death of the recipients provided for in (1) above will be handled as
follows:
- Directors' retirement, employees' mandatory retirement and employment
transfer: The options granted to the recipients may be exercised for up to 6
months following his/her retirement, mandatory retirement and employment
transfer.
- Death: The options granted to the recipients shall become void at the time of
his/her death.

(B) Other conditions relating to the exercise of options shall be provided for
in the contracts to be concluded between the Company and the recipients provided
for in (1) above, pursuant to the resolution of the Ordinary General
Shareholders' Meeting of this year and the resolution of the meeting of the
Board of Directors.

3. Reason for Transfer

To make Directors and Employees interested in and determined to improve TMC'S
performance and enhance TMC'S international competitiveness.

 
(Note) The above resolution shall be conditional upon the agendum 'Acquisition
of treasury shares for award to Toyota Directors and Employees' being approved
at the 97th Ordinary General Shareholders' Meeting scheduled to be held on June
27, 2001 (Wednesday).              '

English translation from the original Japanese-language document