| SUBJECT | FINAL PRICING DETAILS: |
| ** APPROVED FOR EXTERNAL USE ** | Filed Pursuant to Rule 433 Registration Statement 333-160410 |
ORIX Corporation
US$500,000,000 Fixed Rate Senior Debt Securities Due 2017
| Issuer: |
ORIX Corporation | |
| Expected Security Ratings:* |
Moody’s: A3 (negative)
S&P: A- (stable) | |
| Format: |
SEC Registered | |
| Security Type: |
Senior Debt Securities | |
| Ranking: |
Direct, unsecured and unsubordinated general obligations of the issuer | |
| Currency: |
USD | |
| Size: |
US$500,000,000 | |
| Coupon: |
3.75%, Fixed Rate | |
| Net Proceeds before Expenses: |
US$497,820,000 | |
| Trade Date: |
March 6, 2012 | |
| Settlement Date: |
March 9, 2012 | |
| Maturity: |
March 9, 2017 | |
| Coupon Payment Dates: |
March 9 and September 9 of each year, beginning on September 9, 2012 | |
| Day Count Convention: |
30/360 (unadjusted) | |
| Pricing Benchmark: |
0.875% due February 28, 2017 | |
| Benchmark Spot (Price/Yield): |
100-08 3/4 / 0.819 | |
| Spread to Benchmark: |
5T+295bps | |
| Issue Price: |
99.914% of the principal amount | |
| Yield: |
3.769% | |
| Business Days: |
New York, Tokyo | |
| Minimum Denominations: |
US$2,000 and integral multiples of US$1,000 in excess thereof | |
| Listing: |
None | |
| Billing & Delivering: |
Morgan Stanley & Co. LLC | |
| Joint Bookrunners: |
Morgan Stanley & Co. LLC
Deutsche Bank Securities Inc.
Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Co-Managers: |
ANZ Securities, Inc.
Barclays Capital Inc.
BNP Paribas Securities Corp.
Citigroup Global Markets Inc.
Crédit Agricole Securities (USA) Inc.
Goldman, Sachs & Co.
Nomura Securities International, Inc.
Scotia Capital (USA) Inc.
UBS Securities LLC
Daiwa Capital Markets America Inc.
Mizuho Securities USA Inc.
Standard Chartered Bank
Houlihan Lokey Capital, Inc.
ING Bank N.V., Singapore Branch
Mitsubishi UFJ Securities (USA), Inc.
RBS Securities Inc.
SMBC Nikko Capital Markets Limited | |
| CUSIP: |
686330 AG6 | |
| ISIN: |
US686330AG66 | |
| * 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 Morgan Stanley & Co. LLC toll-free at 1-866-718-1649, Deutsche Bank Securities Inc. toll-free at 1-800-503-4611, or Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.
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