September 22, 2006

Via U.S. Mail and Facsimile

Nobuo Kuroyanagi
President and Chief Executive Officer
Mitsubishi UFJ Financial Group, Inc.
7-1 Marunouchi 2-chome
Chiyoda-ku, Tokyo 100-8330
Japan

	Re:	Mitsubishi UFJ Financial Group, Inc.
		Form 20-F/A for the Fiscal Year Ended March 31, 2005
		Filed February 28, 2006
		File No. 333-98061-99

Dear Mr. Kuroyanagi:

      We have reviewed your response letter dated September 7,
2006
and have the following comments.  We welcome any questions you may
have about our comments or on any other aspect of our review.
Feel
free to call us at the telephone numbers listed at the end of this
letter.

General
1. You state in your response letter that you have provided loans
"to
entities in or affiliated with Iran and other countries identified
as
state sponsors of terrorism (Cuba, North Korea, Sudan and
Syria)..."
You refer in your proposed Risk Factor to your "activities with
counterparties in or affiliated with Iran, Cuba and other
countries
designated as `state sponsors of terrorism`..."  Please provide
the
same type of information regarding your contacts with each country
identified by the U.S. as a state sponsor of terrorism as we
requested in our letter of August 16, 2006, regarding your
contacts
with Iran, and as we request in the following comments regarding
your
contacts with Iran and Cuba.
2. Please refer to comment 1 in our letter dated August 16, 2006.
Please provide us with more detailed information regarding the
nature
and scope of your business activities in Iran and Cuba, including
the
extent to which the governments of Iran and Cuba, or entities
affiliated with or controlled by those governments, are parties
to,
or otherwise participate directly or indirectly in, the petroleum
projects, trade financing and other transactions or financial
services with which you have been or are involved in Iran and
Cuba.
Identify the government agencies or government-controlled entities
that have been parties to such transactions or services, and state
the dollar amounts involved for each of the past 3 fiscal years.
3. Please advise us whether, to the best of your knowledge,
understanding, or belief, any of the activities or transactions in
which you have participated in Iran or Cuba have involved or
involve
goods that might be considered "dual-use" items, or funds or
services
that could be used or have been used for military purposes by the
Iranian or Cuban government.
4. With respect to your proposed risk factor, it appears to the
staff
that it would be appropriate for future reports on Form 20-F,
including the report for the fiscal year ended March 31, 2006, to
state not only the percentage of total assets represented by loans
outstanding to borrowers in or affiliated with Iran and Cuba
during
the most recently completed fiscal year, but also the total dollar
amount of loans per country which the stated percentage
represents.
5. Please remove the mitigating term "limited" from the first
sentence of your proposed risk factor.
6. We note the disclosure in your response and in the proposed
risk
factor that your "operations with entities in Iran consist
primarily
of loans to Iranian financial institutions in the form of
financings
for petroleum projects ..."  Please address the applicability to
your
Iran-related operations of the Iran Libya Sanctions Act, which
authorizes the President of the United States to impose sanctions
on
any company that knowingly makes an investment in Iran of $20
million
or more in any 12-month period that directly and significantly
contributes to the enhancement of Iran`s ability to develop its
petroleum resources.

* * * * *


      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please file
your
response letter on EDGAR.

      Please understand that we may have additional comments after
we
review your response to our comments.  Please contact Pradip
Bhaumik,
Attorney-Advisor, at (202) 551-3333 if you have any questions
about
the comments or our review.  You may also contact me at (202) 551-
3470.

								Sincerely,



								Cecilia D. Blye, Chief
								Office of Global Security
Risk



cc: 	Donald Walker
		Accounting Branch Chief
		Division of Corporation Finance
	Tong Yu, Esq.
	Paul, Weiss, Rifkind, Wharton & Garrison LLP
	Fax: (011-81-3-3597-8120)

Nobuo Kuroyanagi
Mitsubishi UFJ Financial Group, Inc.
September 22, 2006
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