UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 13F

                               FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended:    March 31, 2013

Check here if Amendment [  ]; Amendment Number:  _____
  This Amendment (Check only one.):       [  ] is a restatement.
                                          [  ] adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name:       The Bank of Tokyo-Mitsubishi UFJ, Ltd.
Address:    7-1, Marunouchi 2-chome
            Chiyoda-ku, Tokyo 100-8388
            Japan

Form 13F File Number:  28-05836

The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:       Tadashi Yamamoto
Title:      Chief Manager
Phone:      81-3-3240-3665

Signature, Place, and Date of Signing:


    /s/ Tadashi Yamamoto           Tokyo, Japan               May 10, 2013
-----------------------------  -------------------------  ---------------------
         Signature                  City, State                   Date


THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. (BTMU) IS THE PARENT COMPANY OF A NUMBER
OF OPERATING SUBSIDIARIES, SOME OF WHICH ARE OR MAY BE INSTITUTIONAL INVESTMENT
MANAGERS FOR THE PURPOSES OF THE REPORTING REQUIREMENTS UNDER SECTION 13(F) OF
THE SECURITIES EXCHANGE ACT OF 1934 (THE ACT) AND THE RULES PROMULGATED
THEREUNDER. BTMU ITSELF DOES NOT DIRECTLY EXERCISE INVESTMENT DISCRETION WITH
RESPECT TO ANY SECTION 13(F) SECURITIES POSITIONS EXCEPT THOSE THAT MAY BE
INCLUDED IN THIS FORM 13F. TO THE EXTENT THAT BTMU'S OWNERSHIP INTEREST IN SUCH
OPERATING SUBSIDIARIES IS DEEMED THE EXERCISE OF INVESTMENT DISCRETION REGARDING
CERTAIN OF SUCH SUBSIDIARIES' MANAGED ACCOUNTS, THE INFORMATION REQUIRED BY FORM
13F WITH RESPECT TO SUCH ACCOUNTS IS INCLUDED IN THE REPORT SEPARATELY FILED BY
EACH OF THE OPERATING SUBSIDIARIES THAT ARE INSTITUTIONAL INVESTMENT MANAGERS
SUBJECT TO SECTION 13(F) OF THE ACT.




Report Type (Check only one.):

[ ]  13F HOLDINGS REPORT.  (Check here if all holdings of this reporting manager
     are reported in this report.)

[ ]  13F NOTICE. (Check here if no holdings reported are in this report, and
     all holdings are reported by other reporting manager(s).)

[X]  13F COMBINATION REPORT. (Check here if a portion of the holdings for this
     reporting manager are reported in this report and a portion are reported
     by other reporting manager(s).)

List of Other Managers Reporting for this Manager:


      FORM 13F FILE NUMBER     NAME
      --------------------     -----

      28-04665                 UnionBanCal Corporation







                              FORM 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:           1
                                           -----------

Form 13F Information Table Entry Total:      3
                                           -----------

Form 13F Information Table Value Total:     $1,224,148
                                           -----------
                                           (thousands)


List of Other Included Managers:

Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.

       NO.       FORM 13F FILE NUMBER      NAME
       ---       --------------------      -----

       01        28-13582                  Mitsubishi UFJ Financial Group, Inc.






                           FORM 13F INFORMATION TABLE




       COLUMN 1       COLUMN 2     COLUMN 3   COLUMN 4         COLUMN 5         COLUMN 6     COLUMN 7             COLUMN 8
--------------------  --------    ----------  --------   -------------------   ----------   ----------  ---------------------------
                       TITLE                   VALUE     SHRS OR   SH/  PUT/   INVESTMENT     OTHER           VOTING AUTHORITY
    NAME OF ISSUER    OF CLASS      CUSIP     (X$1000)   PRN AMT   PRN  CALL   DISCRETION    MANAGERS     SOLE      SHARED   NONE
--------------------  --------    ----------  --------   -------------------   ----------   ----------  ---------------------------
                                                                                              
POWERSHARES           UNIT
QQQ TRUST             SER 1      73935A104    168,977    2,450,000  SH          DEFINED        01       2,450,000

SPDR S&P 500
ETF TR                TR UNIT    78462F103    543,645    3,470,000  SH          DEFINED        01       3,470,000

SPDR DOW JONES
INDL AVRG ETF         UT SER 1   78467X109    511,526    3,520,000  SH          DEFINED        01       3,520,000