Merger of Sumishin Matsushita Financial Services Co., Ltd. and STB Leasing Co., Ltd.

1. Purpose of Merger

SMFC is a comprehensive financial services company that develops various businesses such as leasing, installment sales, credit card and financing, primarily for a wide range of clients of the Panasonic group. STBL is a professional leasing company that specializes in leasing business for large corporations, primarily for the clients of Sumitomo Trust.

SMFC and STBL integrated their businesses through a holding company structure on March 31, 2008, and have promoted cooperative operations and complementary relationships, such as sharing know-how, exchanging human resources and mutually introducing clients, mainly in the leasing business. However, due to the increasingly difficult environment surrounding the leasing business, Sumitomo Trust and Panasonic decided to merge SMFC and STBL in order to further improve competitiveness.

Sumitomo Trust and Panasonic will promptly realize the effects of rationalization arising from Lease Subsidiary Merger, and attempt to improve profitability by expeditiously shifting personnel to business with growth potential by way of reassigning personnel upon the merger of the head office and business departments, and by strengthening their characteristics.

Prior to Lease Subsidiary Merger, Sumitomo Trust will acquire a portion of SMFC’s shares (equal to approximately 11% of the total number of issued shares of SMFC) from Panasonic around the beginning of November 2009.

2. Direction of the Newly Merged Company

The newly merged company that will be established as a result of Lease Subsidiary Merger will be a comprehensive financial services company that provides a variety of sophisticated financial instruments, such as leasing, installment sales, credit card and financing, to a wide range of clients of Sumitomo Trust and the Panasonic group.

In addition to such a diverse client base, the most significant characteristics of the newly merged company will be its small-amount leasing and installment sales businesses infrastructure distinctive to manufacturers as well as propose-based sales, high risk-control ability and stable fund-raising capability that are characteristics associated with Sumitomo Trust.

The newly merged company will aim to evolve and develop into a unique corporation by merging individual characteristics of banks and manufacturers. Specifically, the newly merged company will focus on (i) enhancing businesses such as leasing, installment sales and financing based on products, (ii) expanding dealer leasing (i.e., small-amount vendor leasing) with growth potential, and (iii) promoting a new environment-related business with products such as solar loans for solar power generation systems.

The corporate name of the newly merged company is expected to be “Sumishin Panasonic Financial Services Co., Ltd.”, and the newly merged company will further strengthen its cooperation with the Panasonic group, and actively promote sales financing to support local electrical stores and sales of products of the Panasonic group.

3. Scheme of Merger

As of April 1, 2010, (i) the merger of SMFC and STBL and (ii) the merger (“Lease Holding Company Merger”) of Sumitomo Trust and STB Leasing & Financial Group Co., Ltd. (“STBLFG”) as a result of Lease Subsidiary Merger as described in (i) are scheduled to be executed at the same time.

For further information of the transaction described in (ii) above, please see the notice titled “Merger of The Sumitomo Trust and Banking Co., Ltd. and Subsidiary (STB Leasing & Financial Group Co., Ltd.)” disclosed by Sumitomo Trust today.

Note: Sumitomo Trust will acquire a portion of SMFC’s shares (equal to approximately 11% of the total number of issued shares of SMFC) from Panasonic around the beginning of November 2009.

7. Outlook

There will be no effect on Sumitomo Trust’s and Panasonic’s earnings forecast for March 31, 2010 as a result of Lease Subsidiary Merger.

The Sumitomo Trust and Banking Co., Ltd.
+81-3-3286-8354
IR Office, Financial Management Department
or
Panasonic Corporation
Akira Kadota, +81-3-6403-3040
International PR
or
Panasonic News Bureau
+81-3-3542-6205