0001193805-11-000783 Sample Contracts

Exhibit (a)(ii) MITSUI & CO., LTD. (Mitsui Bussan Kabushiki Kaisha) and CITIBANK, NA., as Depositary and All HOLDERS OF AMERICAN DEPOSITARY RECEIPTS AND EUROPEAN DEPOSITARY RECEIPTS Amendment No. 1 To Deposit Agreement Dated as of January 4, 2006 .
Deposit Agreement • April 25th, 2011 • Citibank,N.A./ADR • Wholesale-petroleum & petroleum products (no bulk stations) • New York

AMENDMENT NO. 1 TO DEPOSIT AGREEMENT, is made as of January 4, 2006 (the "2006 Amendment"), by and among Mitsui & Co., Ltd. (Mitsui Bussan Kabushiki Kaisha), a corporation incorporated and existing under the laws of Japan (the "Company"), CITIBANK, N.A., a national banking association organized under the laws of the United States of America and acting solely as depositary (the "Depositary"), and all holders from time to time of American Depositary Receipts and European Depositary Receipts issued under the Deposit Agreement.

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Exhibit (b)
Deposit Agreement • April 25th, 2011 • Citibank,N.A./ADR • Wholesale-petroleum & petroleum products (no bulk stations) • New York

Reference is made to the Deposit Agreement, dated as of October 1, 1982, and as amended by Amendment No. 1. dated as of January 4, 2006 (the “Deposit Agreement”), by and among MITSUI & CO., LTD. (MITSUI BUSSAN KABUSHIKI KAISHA) (the “Company”), Citibank, N.A., as Depositary (the “Depositary”), and Holders from time to time of American Depositary Receipts (“ADRs”) evidencing American Depositary Shares (“ADSs”) issued thereunder, each ADS representing twenty (20) shares of common stock (the “Shares”) of the Company. Capitalized terms used herein without definition shall have the meaning assigned thereto in the Deposit Agreement.

Exhibit (a)(i)
Deposit Agreement • April 25th, 2011 • Citibank,N.A./ADR • Wholesale-petroleum & petroleum products (no bulk stations) • New York
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