December 26, 2012
BY EDGAR
Mr. Hugh West
Accounting Branch Chief
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington D.C., 20549-5546
U.S.A.
| Re: | SEC Comment Letter dated December 10, 2012 to Mizuho Financial Group, Inc. |
Dear Mr. West:
Mizuho Financial Group, Inc. (the “Company”) is submitting this letter in connection with the Staff’s review of and comments to the Company’s annual report on Form 20-F for the fiscal year ended March 31, 2012 filed on July 23, 2012, and the Company’s responses to the Staff’s comments, dated December 10, 2012 which were submitted on December 26, 2012 on behalf of the Company by its legal counsel, Simpson Thacher & Bartlett LLP, as well as any subsequent comments the Staff may have to such reports and any response of the Company thereto.
In connection with responding to the Staff’s comments, the Company acknowledges that:
| • | the Company is responsible for the adequacy and accuracy of the disclosure in the filing; |
| • | staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and |
| • | the Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Please contact Mr. Takahiro Saito of Simpson Thacher & Bartlett LLP at +81-3-5562-6214 (fax: +81-3-5562-6202; email: tsaito@stblaw.com) with any questions.
Mr. Hugh West
Accounting Branch Chief
December 26, 2012
Page 2
| Very truly yours, |
/s/ Hideyuki Takahashi |
| Hideyuki Takahashi |
| Managing Director / CFO |
| cc: | Simpson Thacher & Bartlett LLP |
Mr. Takahiro Saito