| SUBJECT | FINAL PRICING DETAILS : |
| ** APPROVED FOR EXTERNAL USE ** | Filed Pursuant to Rule 433 Registration Statement 333-160410 |
ORIX Corporation
US$400,000,000 Re-Opening of 5.00% Senior Debt Securities Notes Due 2016
| Issuer: | ORIX Corporation | |
| Expected Ratings:* | Moody’s: A3 (negative)
S&P: A- (negative) | |
| Format: | SEC Registered | |
| Security Type: | Senior Debt Securities | |
| Further Issue: | Senior Debt Securities due 2016 will be issued as additional securities and will be consolidated and form a single series with the US$400,000,000 principal amount of 5.00% Senior Debt Securities due 2016 originally issued on January 12, 2011 | |
| Ranking: | Direct, unsecured and unsubordinated general obligations of the issuer | |
| Currency: | USD | |
| Size: | US$400,000,000 | |
| Coupon: | 5.00%, Fixed Rate | |
| Net Proceeds before Expenses: | US$406,588,000 | |
| Trade Date: | April 20, 2011 | |
| Settlement Date: | April 26, 2011 | |
| Maturity: | January 12, 2016 | |
| Coupon Payment Dates: | January 12 and July 12 of each year, beginning July 12, 2011 | |
| Pricing Benchmark: | 2.25% due March 31, 2016 | |
| Benchmark Spot (Price/Yield): | 100-19/2.123% | |
| Spread to Benchmark: | 5T+240bps | |
| Issue Price: | 101.997% of the principal amount, plus accrued interest from January 12, 2011 | |
| Yield: | 4.523% | |
| Day Count: | 30/360 | |
| Business Days: | New York, Tokyo, following, unadjusted | |
| Minimum Denominations: | US$2,000 and integral multiples of US$1,000 in excess thereof | |
| Listing: | None | |
| Billing & Delivering: | Merrill Lynch, Pierce, Fenner &
Smith Incorporated | |
| Active Joint Bookrunners: | Merrill Lynch, Pierce, Fenner &
Smith
Morgan Stanley & Co. Incorporated
UBS Securities LLC | |
| Passive Joint Bookrunners: | Nomura Securities International, Inc.
Citigroup Global Markets Inc. | |
| Co-Lead Managers: | BNP Paribas Securities Corp., Daiwa Capital Markets America Inc., Mizuho Securities USA Inc. | |
| Co-Managers: | ANZ Securities, Inc., Credit Agricole Securities (USA) Inc., Scotia Capital (USA) Inc., Standard Chartered Bank, China International Capital Corporation Hong Kong Securities Limited, Deutsche Bank Securities Inc., Goldman, Sachs & Co., Houlihan Lokey Capital, Inc., ING Bank N.V., Singapore Branch, Mitsubishi UFJ Securities (USA), Inc., SMBC Nikko Capital Markets Limited | |
| CUSIP: | 686330 AF8 | |
| ISIN: | US686330AF83 | |
| * Note: | A security rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time by the assigning rating agencies. |
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The issuer has filed a registration statement (including a base prospectus) and a prospectus supplement (together with the base prospectus, the “prospectus”) with the U.S. Securities and Exchange Commission, or SEC, to which this communication relates. Before you invest, you should read the prospectus and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus, if you request it by calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322, Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649, or UBS Securities LLC toll-free at 1-877-827-6444, ext. 561-3884.
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