Edgar Filing: HONDA MOTOR CO LTD

Form 6-K

No.1-7628

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF October 2012

COMMISSION FILE NUMBER: 1-07628

HONDA GIKEN KOGYO KABUSHIKI KAISHA

(Name of registrant)

HONDA MOTOR CO., LTD.

(Translation of registrant’s name into English)

1-1, Minami-Aoyama 2-chome, Minato-ku, Tokyo 107-8556, Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

Contents

Exhibit 1:

On October 29, 2012, Honda Motor Co., Ltd. announced its consolidated financial results for the fiscal second quarter ended September 30, 2012.

Exhibit 2:

Honda Motor Co., Ltd. revised its forecasts for consolidated and unconsolidated financial results of the fiscal year ending March 31, 2013 that were announced on April 27, 2012.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HONDA GIKEN KOGYO KABUSHIKI KAISHA (HONDA MOTOR CO., LTD.)

/s/ Fumihiko Ike

Fumihiko Ike

Senior Managing Officer and Director

Chief Financial Officer

Honda Motor Co., Ltd.

Date: November 8, 2012

October 29, 2012

HONDA MOTOR CO., LTD. REPORTS

CONSOLIDATED FINANCIAL RESULTS

FOR THE FISCAL SECOND QUARTER ENDED SEPTEMBER 30, 2012

Tokyo, October 29, 2012 – Honda Motor Co., Ltd. today announced its consolidated financial results for the fiscal second quarter ended September 30, 2012.

Second Quarter Results

Honda’s consolidated net income attributable to Honda Motor Co., Ltd. for the fiscal second quarter ended September 30, 2012 totaled JPY 82.2 billion (USD 1,060 million), an increase of 36.1% from the same period last year. Basic net income attributable to Honda Motor Co., Ltd. per common share for the quarter amounted to JPY 45.63 (USD 0.59), an increase of JPY 12.10 (USD 0.16) from JPY 33.53 for the corresponding period last year. One Honda American Depository Share represents one common share.

Consolidated net sales and other operating revenue (herein referred to as “revenue”) for the quarter amounted to JPY 2,271.2 billion (USD 29,269 million), an increase of 20.4% from the same period last year, due primarily to increased revenue in automobile business operation as the production has recovered from the impacts of the Great East Japan Earthquake, despite unfavorable foreign currency translation effects.

Consolidated operating income for the quarter amounted to JPY 100.8 billion (USD 1,300 million), an increase of 92.1% from the same period last year, due primarily to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and R&D expenses and unfavorable foreign currency effects.

Consolidated income before income taxes and equity in income of affiliates for the quarter totaled JPY 106.2 billion (USD 1,369 million), an increase of 38.8% from the same period last year.

Equity in income of affiliates amounted to JPY 27.4 billion (USD 354 million) for the quarter, an increase of 76.7% from the corresponding period last year.

- 1 -

Business Segment

Motorcycle Business

For the three months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Three months ended Sep. 30, 2011		Three months ended Sep. 30, 2012		Change		%		Three months ended Sep. 30, 2011		Three months ended Sep. 30, 2012		Change		%
Motorcycle business		3,811		3,879		68		1.8		2,187		2,377		190		8.7
Japan		63		57		-6		-9.5		63		57		-6		-9.5
North America		53		60		7		13.2		53		60		7		13.2
Europe		47		38		-9		-19.1		47		38		-9		-19.1
Asia		3,102		3,235		133		4.3		1,478		1,733		255		17.3
Other Regions		546		489		-57		-10.4		546		489		-57		-10.4

With respect to Honda’s sales for the fiscal second quarter by business segment, in motorcycle business operation, revenue from sales to external customers decreased 13.3%, to JPY 309.7 billion (USD 3,991 million) from the same period last year, due mainly to unfavorable foreign currency translation effects, despite of the increase of the consolidated unit sales. Operating income totaled JPY 25.4 billion (USD 327 million), a decrease of 34.8% from the same period last year, due primarily to decrease of the sales of the exported parts for production from Japan to overseas and unfavorable foreign currency effects, despite decreased SG&A expenses.

Automobile Business

For the three months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Three months ended Sep. 30, 2011		Three months ended Sep. 30, 2012		Change		%		Three months ended Sep. 30, 2011		Three months ended Sep. 30, 2012		Change		%
Automobile business		678		996		318		46.9		571		816		245		42.9
Japan		133		169		36		27.1		131		168		37		28.2
North America		269		404		135		50.2		269		404		135		50.2
Europe		40		44		4		10.0		40		44		4		10.0
Asia		190		301		111		58.4		85		122		37		43.5
Other Regions		46		78		32		69.6		46		78		32		69.6

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. Certain sales of automobiles that are financed with residual value type auto loans by our Japanese finance subsidiaries are accounted for as operating leases in conformity with U.S. generally accepted accounting principles and are not included in consolidated net sales to the external customers in our automobile business. As a result, they are not included in Consolidated Unit Sales, but are included in Honda Group Unit Sales of our automobile business.

- 2 -

In automobile business operation, revenue from sales to external customers increased 32.5%, to JPY 1,766.2 billion (USD 22,760 million) from the same period last year due mainly to an increase in consolidated unit sales, despite unfavorable foreign currency translation effects. Operating income totaled JPY 37.1 billion (USD 479 million), an increase of JPY 66.2 billion (USD 854 million) from the same period last year, due primarily to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and R&D expenses, and unfavorable foreign currency effects.

Financial Services Business

Revenue from customers in the financial services business increased 3.1%, to JPY 130.4 billion (USD 1,680 million) from the same period last year. Operating income decreased 10.6% to JPY 38.2 billion (USD 493 million) from the same period last year due mainly to increase of gross residual losses on leased vehicles.

Power Product and Other Businesses

For the three months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales/ Consolidated Unit Sales
	Three months ended Sep. 30, 2011		Three months ended Sep. 30, 2012		Change		%
Power product business		1,276		1,288		12		0.9
Japan		115		88		-27		-23.5
North America		437		436		-1		-0.2
Europe		200		150		-50		-25.0
Asia		390		462		72		18.5
Other Regions		134		152		18		13.4

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. In power product business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales for the three months ended September 30, 2011 and for the three months ended September 30, 2012, since no affiliate accounted for under the equity method was involved in the sale of Honda power products.

Revenue from sales to external customers in power product and other businesses decreased 5.9%, to JPY 64.9 billion (USD 837 million) from the same period last year, due mainly to decreased revenue in other businesses and the unfavorable foreign currency translation effects, despite increase in consolidated unit sales of power products.

Operating income increased by JPY 167 million (USD 2 million) to JPY 53 million (USD 1 million) from the same period last year due mainly to an increase in sales volume and model mix of power product, despite increased SG&A expenses and unfavorable foreign currency effects.

- 3 -

Geographical Information

With respect to Honda’s sales for the fiscal second quarter by geographic segment, in Japan, revenue from domestic and export sales amounted to JPY 925.0 billion (USD 11,921 million), an increase of 14.9% from the same period last year due mainly to increased revenue in the automobile business operation, despite decreased revenue in the motorcycle operation. Operating income totaled JPY 30.0 billion (USD 387 million), an increase of JPY 65.3 billion (USD 842 million) from the same period last year due mainly to an increase in sales volume and model mix, despite increased R&D expenses.

In North America, revenue increased by 32.8%, to JPY 1,054.7 billion (USD 13,592 million) from the same period last year due mainly to increased revenue in the automobile business operation. Operating income totaled JPY 26.7 billion (USD 345 million), a decrease of 43.9% from the same period last year due mainly to increased SG&A expenses, despite an increase in sales volume and model mix.

In Europe, revenue stayed the same level at JPY 144.5 billion (USD 1,863 million) from the same period last year due to unfavorable foreign currency translation effects, despite increased revenue in the automobile business operation. Honda reported an operating loss of JPY 8.7 billion (USD 112 million), a JPY 4.6 billion (USD 60 million) deterioration from the same period last year mainly due to increased SG&A expenses and unfavorable foreign currency effects, despite an increase in sales volume and model mix.

- 4 -

In Asia, revenue increased by 32.3%, to JPY 539.4 billion (USD 6,952 million) from the same period last year mainly due to increased revenue in the automobile and motorcycle business operations, despite unfavorable foreign currency translation effects. Operating income increased by 66.5%, to JPY 36.4 billion (USD 469 million) from the same period last year due mainly to an increase in sales volume and model mix, despite unfavorable foreign currency effects.

In Other regions including South America, the Middle East, Africa and Oceania, revenue decreased by 6.0%, to JPY 229.6 billion (USD 2,960 billion) from the same period last year mainly due to decreased revenue in the motorcycle business operation and unfavorable foreign currency translation effects, despite increased revenue in automobile business operation. Operating income totaled JPY 10.5 billion (USD 136 million), a decrease of 54.3% from the same period last year mainly due to increased SG&A expenses and unfavorable foreign currency effects, despite an increase in sales volume and model mix.

Explanatory note

United States dollar amounts have been translated from yen solely for the convenience of the reader at the rate of JPY 77.60=U.S.$1, the mean of the telegraphic transfer selling exchange rate and the telegraphic transfer buying exchange rate prevailing on the Tokyo foreign exchange market on September 30, 2012.

- 5 -

First Half Year Results

Honda’s consolidated net income attributable to Honda Motor Co., Ltd. for the fiscal first half year ended September 30, 2012 totaled JPY 213.9 billion, an increase of 132.0% from the same period last year. Basic net income attributable to Honda Motor Co., Ltd. per common share for the fiscal first half amounted to JPY 118.71, an increase of JPY 67.54 from JPY 51.17 for the corresponding period last year.

Consolidated net sales and other operating revenue for the period amounted to JPY 4,707.1 billion, an increase of 30.7% from the same period last year, due primarily to increased revenue in automobile business operation as the production has recovered from the impacts of the Great East Japan Earthquake, despite unfavorable foreign currency translation effects.

Consolidated operating income for the period amounted to JPY 276.8 billion, an increase of 268.7% from the same period last year, due primarily to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and R&D expenses, and unfavorable foreign currency effects.

Consolidated income before income taxes and equity in income of affiliates for the period totaled JPY 301.0 billion, an increase of 184.4% from the same period last year.

Equity in income of affiliates amounted to JPY 48.2 billion for the period, an increase of 9.1% from the corresponding period last year.

- 6 -

Business Segment

Motorcycle Business

For the six months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Six months ended Sep. 30, 2011		Six months ended Sep. 30, 2012		Change		%		Six months ended Sep. 30, 2011		Six months ended Sep. 30, 2012		Change		%


Motorcycle business		7,288		7,790		502		6.9		4,136		4,743		607		14.7
Japan		115		116		1		0.9		115		116		1		0.9
North America		99		119		20		20.2		99		119		20		20.2
Europe		109		98		-11		-10.1		109		98		-11		-10.1
Asia		5,980		6,520		540		9.0		2,828		3,473		645		22.8
Other Regions		985		937		-48		-4.9		985		937		-48		-4.9

With respect to Honda’s sales for the fiscal first half by business segment, in motorcycle business operation, revenue from sales to external customers decreased 4.6%, to JPY 656.3 billion from the same period last year, due mainly to unfavorable foreign currency translation effects, despite increased consolidated unit sales. Operating income totaled JPY 62.2 billion, a decrease of 25.8% from the same period last year, due primarily to unfavorable foreign currency effects, despite increase in sales volume and model mix.

Automobile Business

For the six months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales								Consolidated Unit Sales
	Six months ended Sep. 30, 2011		Six months ended Sep. 30, 2012		Change		%		Six months ended Sep. 30, 2011		Six months ended Sep. 30, 2012		Change		%


Automobile business		1,303		1,995		692		53.1		1,029		1,665		636		61.8
Japan		225		354		129		57.3		222		351		129		58.1
North America		494		854		360		72.9		494		854		360		72.9
Europe		75		83		8		10.7		75		83		8		10.7
Asia		406		563		157		38.7		135		236		101		74.8
Other Regions		103		141		38		36.9		103		141		38		36.9

- 7 -

In automobile business operation, revenue from sales to external customers increased 45.7%, to JPY 3,656.7 billion from the same period last year due mainly to an increase in consolidated unit sales, despite unfavorable foreign currency translation effects. Operating income totaled JPY 137.7 billion, an increase of JPY 243.1 billion from the same period last year, due primarily to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and R&D expenses and unfavorable foreign currency effects.

Financial Services Business

Revenue from customers in the financial services business decreased 0.2%, to JPY 261.6 billion from the same period last year due mainly to the unfavorable foreign currency translation effects. Operating income decreased 18.0% to JPY 79.1 billion from the same period last year due mainly to increase in gross residual losses of leased vehicles, increased cost of credit risk and unfavorable foreign currency translation effects.

Power Product and Other Businesses

For the six months ended September 30, 2011 and 2012


	Unit (Thousands)
	Honda Group Unit Sales/ Consolidated Unit Sales
	Six months ended Sep. 30, 2011		Six months ended Sep. 30, 2012		Change		%
Power product business		2,788		2,913		125		4.5
Japan		235		170		-65		-27.7
North America		1,014		1,194		180		17.8
Europe		507		386		-121		-23.9
Asia		789		883		94		11.9
Other Regions		243		280		37		15.2

Note: Honda Group Unit Sales is the total unit sales of completed products of Honda, its consolidated subsidiaries and its affiliates accounted for under the equity method. Consolidated Unit Sales is the total unit sales of completed products corresponding to consolidated net sales to external customers, which consists of unit sales of completed products of Honda and its consolidated subsidiaries. In power product business, there is no discrepancy between Honda Group Unit Sales and Consolidated Unit Sales for the six months ended September 30, 2011 and for the six months ended September 30, 2012, since no affiliate accounted for under the equity method was involved in the sale of Honda power products.

Revenue from sales to external customers in power product and other businesses decreased 5.7%, to JPY 132.4 billion from the same period last year, due mainly to decreased revenue in other businesses and the unfavorable foreign currency translation effects, despite increase in consolidated unit sales of power products. Honda reported an operating loss of JPY 2.2 billion, a decrease of JPY 2.3 billion from the same period last year due mainly to increased SG&A expenses and unfavorable foreign currency effects.

- 8 -

Geographical Information

With respect to Honda’s sales for the fiscal first half by geographic segment, in Japan, revenue from domestic and export sales amounted to JPY 1,931.7 billion, an increase of 35.0% from the same period last year due mainly to increased revenue in the automobile business operation. Operating income totaled JPY 91.0 billion, an increase of JPY 172.2 billion from the same period last year due mainly to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and R&D expenses.

In North America, revenue increased by 48.5%, to JPY 2,269.4 billion from the same period last year due mainly to increased revenue in the automobile business operation. Operating income totaled JPY 108.9 billion, an increase of 64.6% from the same period last year due mainly to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and unfavorable foreign currency effects.

In Europe, revenue decreased by 1.0%, to JPY 292.4 billion from the same period last year mainly due to unfavorable foreign currency translation effects, despite increased revenue in automobile business operation. Honda reported an operating loss of JPY 16.3 billion, a JPY 6.2 billion deterioration from the same period last year mainly due to increased SG&A expenses and unfavorable foreign currency effects, despite an increase in sales volume and model mix.

In Asia, revenue increased by 34.7%, to JPY 1,052.2 billion from the same period last year mainly due to increased revenue in the automobile and motorcycle business operations, despite unfavorable foreign currency translation effects. Operating income increased by 45.1%, to JPY 68.1 billion from the same period last year due mainly to an increase in sales volume and model mix and cost reduction, despite increased SG&A expenses and unfavorable foreign currency effects.

In Other regions including South America, the Middle East, Africa and Oceania, revenue decreased by 5.1%, to JPY 450.0 billion from the same period last year mainly due to decreased revenue in the motorcycle business operation and unfavorable foreign currency translation effects, despite increased revenue in automobile business operations. Operating income totaled JPY 22.8 billion, a decrease of 41.2% from the same period last year mainly due to increased SG&A expenses and unfavorable foreign currency effects, despite an increase in sales volume and model mix.

- 9 -

Consolidated Statements of Balance Sheets for the Fiscal First Half Ended September 30, 2012

Total assets decreased by JPY 333.1 billion, to JPY 11,447.5 billion from March 31, 2012, mainly due to a decrease in cash and cash equivalents and unfavorable foreign currency translation effects, despite increases in fixed assets, property on operating leases and inventory. Total liabilities decreased by JPY 331.5 billion, to JPY 6,920.8 billion from March 31, 2012, mainly due to a decrease in trade accounts payable and foreign currency translation effects. Total equity decreased by JPY 1.6 billion, to JPY 4,526.6 billion from March 31, 2012 due mainly to unfavorable foreign currency translation effects, despite increased net income.

- 10 -

Consolidated Statements of Cash Flow for the Fiscal First Half

Consolidated cash and cash equivalents on September 30, 2012 decreased by JPY 265.8 billion from March 31, 2012, to JPY 981.3 billion. The reasons for the increases or decreases for each cash flow activity, when compared with the same period of the previous fiscal year, are as follows:

Cash flow from operating activities

Net cash provided by operating activities amounted to JPY 309.8 billion of cash inflows for the fiscal first half ended September 30, 2012. Cash inflows from operating activities decreased by JPY 183.8 billion compared with same period of the previous fiscal year due mainly to increased payments for parts and raw materials caused by an increase in automobile production, despite an increase in cash received from customers primarily led by increased unit sales in the automobile business.

Cash flow from investing activities

Net cash used in investing activities amounted to JPY 551.0 billion of cash outflows. Cash outflows from investing activities increased by JPY 272.4 billion compared with the same period of the previous fiscal year, due mainly to an increase in capital expenditures, an increase in purchases of operating lease assets and acquisitions of finance subsidiaries-receivables.

Cash flow from financing activities

Net cash provided by financing activities amounted to JPY 22.7 billion of cash inflows. Cash inflows from financing activities increased by JPY 147.4 billion compared with the same period of the previous fiscal year, due mainly to an increase in proceeds from long-term debt, despite increase in redemption of corporate debt securities.

- 11 -

Forecasts for the Fiscal Year Ending March 31, 2013

In regard to the forecasts of the financial results for the fiscal year ending March 31, 2013, Honda projects consolidated results to be as shown below:

Fiscal year ending March 31, 2013


	Yen (billions)		Changes from FY 2012
Net sales and other operating revenue		9,800		+23.3	%
Operating income		520		+124.8	%
Income before income taxes and equity in income of affiliates		540		+109.8	%
Net income attributable to Honda Motor Co., Ltd.		375		+77.3	%

	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		208.07

Note: The forecasts are based on the assumption that the average exchange rates for the Japanese yen to the U.S. dollar and the Euro will be JPY 80 and JPY 103, respectively, for the full year ending March 31, 2013.

The reasons for the increases or decreases for forecasts of the operating income, and income before income taxes and equity in income of affiliates for the fiscal year ending March 31, 2013 from the corresponding period last year are as follows.


	Yen (billions)
Revenue, model mix, etc., excluding currency effect		382.8
Cost reduction, the effect of raw material cost fluctuations, etc.		167.0
SG&A expenses, excluding currency effect		-181.0
R&D expenses		-35.2
Currency effect		-45.0

Operating income compared with fiscal year 2012		288.6

Fair value of derivative instruments		9.0
Others		-15.0

Income before income taxes and equity in income of affiliates compared with fiscal year 2012		282.5

- 12 -

Dividend per Share of Common Stock

The Board of Directors of Honda Motor Co., Ltd., at its meeting held on October 29, 2012, resolved to make the quarterly dividend JPY 19 per share of common stock, the record date of which is September 30, 2012. The total expected annual dividend per share of common stock for the fiscal year ending March 31, 2013, is JPY 76 per share.

This announcement contains “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that Honda’s actual results could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in Honda’s principal markets and foreign exchange rates between the Japanese yen and the U.S. dollar, the Euro and other major currencies, as well as other factors detailed from time to time.

- 13 -

Other Information

1. Accounting policies specifically applied for quarterly consolidated financial statements

(a) Income taxes

Honda computes interim income tax expense (benefit) by multiplying reasonably estimated annual effective tax rate, which includes the effects of deferred taxes, by year-to-date income before income taxes and equity in income of affiliates for the fiscal six months ended September 30, 2012. If a reliable estimate cannot be made, Honda utilizes the actual year-to-date effective tax rate.

2. Changes in accounting policy

(a) Adoption of New Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-05 “Presentation of Comprehensive Income”, which amends the FASB Accounting Standards Codification (ASC) 220 “Comprehensive Income”. This amendment requires reporting entities to report other comprehensive income as components of comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements and is effective retrospectively.

In December 2011, the FASB issued ASU 2011-12 “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05”, which defers the effective date of pending amendments to current accounting guidance prescribed in ASU 2011-05.

Honda adopted ASU 2011-05 as amended by ASU 2011-12, effective April 1, 2012, and discloses consolidated statements of comprehensive income as two separate but consecutive statements.

(b) Change in depreciation method

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. In recent years, because sales of global strategic product models are increasing, Honda has been enhancing its production systems and the versatility of production equipment to have better flexibility to meet changes in global customer demand. Further, Honda has resumed more normalized capital expenditures which Honda had previously held down due to financial crisis beginning in the fiscal year ended March 31, 2009. Effective April 1, 2012, Honda changed to the straight line method of depreciation because management believes it better reflects the future economic benefit from the usage of property, plant and equipment under this more flexible and versatile production arrangement. The effect of the change in depreciation method is recognized prospectively as a change in accounting estimate in accordance with the FASB Accounting Standards Codification 250 “Accounting Changes and Error Corrections”.

As a result of the change in depreciation method, depreciation expense for the six months and three months ended September 30, 2012 decreased by approximately JPY 21,471 million and JPY 11,332 million, respectively. Net income attributable to Honda Motor Co., Ltd. and Basic net income attributable to Honda Motor Co., Ltd. per common share for the six months and three months ended September 30, 2012 increased by approximately JPY 13,716 million and JPY 7.61, JPY 7,286 million and JPY 4.04, respectively.

- 14 -

Consolidated Financial Summary

For the three months and six months ended September 30, 2011 and 2012

Financial Highlights

Yen (millions)

Three months
ended
Sep. 30, 2011
Unaudited

Three months
ended
Sep. 30, 2012
Unaudited

Six months
ended
Sep. 30, 2011
unaudited

Six months
ended
Sep. 30, 2012
Unaudited

Net sales and other operating revenue

1,885,892

2,271,286

3,600,488

4,707,195

Operating income

52,511

100,867

75,090

276,880

Income before income taxes and equity in income of affiliates

76,555

106,260

105,854

301,040

Net income attributable to Honda Motor Co., Ltd.

60,429

82,233

92,226

213,956

Yen

Basic net income attributable to Honda Motor Co., Ltd per common share

33.53

45.63

51.17

118.71

U.S. Dollar (millions)

Three months
ended
Sep. 30, 2012
Unaudited

Six months
ended
Sep. 30, 2012
Unaudited

Net sales and other operating revenue

29,269

60,660

Operating income

1,300

3,568

Income before income taxes and equity in income of affiliates

1,369

3,879

Net income attributable to Honda Motor Co., Ltd.

1,060

2,757

U.S. Dollar

Basic net income attributable to Honda Motor Co., Ltd per common share

0.59

1.53

- 15 -

[1] Consolidated Balance Sheets


	Yen (millions)
	Mar. 31, 2012 audited		Sep. 30, 2012 unaudited
Assets
Current assets:
Cash and cash equivalents		1,247,113		981,309
Trade accounts and notes receivable		812,155		774,265
Finance subsidiaries-receivables, net		1,081,721		1,049,450
Inventories		1,035,779		1,080,940
Deferred income taxes		188,755		196,661
Other current assets		373,563		316,450

Total current assets		4,739,086		4,399,075

Finance subsidiaries-receivables, net		2,364,393		2,319,902

Investments and advances:
Investments in and advances to affiliates		434,744		461,596
Other, including marketable equity securities		188,863		162,289

Total investments and advances		623,607		623,885


Property on operating leases:
Vehicles		1,773,375		1,794,052
Less accumulated depreciation		300,618		301,439

Net property on operating leases		1,472,757		1,492,613


Property, plant and equipment, at cost:
Land		488,265		488,440
Buildings		1,492,823		1,539,947
Machinery and equipment		3,300,727		3,309,321
Construction in progress		191,107		193,494

		5,472,922		5,531,202
Less accumulated depreciation and amortization		3,499,464		3,490,868

Net property, plant and equipment		1,973,458		2,040,334


Other assets		607,458		571,778

Total assets		11,780,759		11,447,587

- 16 -

[1] Consolidated Balance Sheets – continued


	Yen (millions)
	Mar. 31, 2012 audited			Sep. 30, 2012 unaudited
Liabilities and Equity
Current liabilities:
Short-term debt		964,848			940,914
Current portion of long-term debt		911,395			934,743
Trade payables:
Notes		26,499			28,993
Accounts		942,444			763,023
Accrued expenses		489,110			490,516
Income taxes payable		24,099			28,517
Other current liabilities		221,364			212,197

Total current liabilities		3,579,759			3,398,903

Long-term debt, excluding current portion		2,235,001			2,137,288
Other liabilities		1,437,709			1,384,708

Total liabilities		7,252,469			6,920,899

Equity:
Honda Motor Co., Ltd. shareholders’ equity:
Common stock, authorized 7,086,000,000 shares; issued 1,811,428,430 shares on Mar. 31, 2012 and 1,811,428,430 shares on Sep. 30, 2012		86,067			86,067
Capital surplus		172,529			171,117
Legal reserves		47,184			47,457
Retained earnings		5,769,029			5,921,434
Accumulated other comprehensive income (loss), net		(1,646,078	)		(1,804,147	)
Treasury stock, at cost 9,128,871 shares on Mar. 31, 2012 and 9,129,505 shares on Sep. 30, 2012		(26,117	)		(26,119	)

Total Honda Motor Co., Ltd. shareholders’ equity		4,402,614			4,395,809

Noncontrolling interests		125,676			130,879

Total equity		4,528,290			4,526,688

Commitments and contingent liabilities

Total liabilities and equity		11,780,759			11,447,587

- 17 -

[2] Consolidated Statements of Income and Consolidated Statements of Comprehensive Income

Consolidated Statements of Income

For the three months ended September 30, 2011 and 2012


	Yen (millions)
	Three months ended Sep. 30, 2011 unaudited			Three months ended Sep. 30, 2012 unaudited
Net sales and other operating revenue		1,885,892			2,271,286
Operating costs and expenses:
Cost of sales		1,405,811			1,702,835
Selling, general and administrative		299,897			327,472
Research and development		127,673			140,112

		1,833,381			2,170,419

Operating income		52,511			100,867

Other income (expenses):
Interest income		8,508			6,661
Interest expense		(2,520	)		(3,115	)
Other, net		18,056			1,847

		24,044			5,393

Income before income taxes and equity in income of affiliates		76,555			106,260

Income tax expense:
Current		35,772			37,915
Deferred		(6,128	)		6,898

		29,644			44,813

Income before equity in income of affiliates		46,911			61,447
Equity in income of affiliates		15,562			27,497

Net income		62,473			88,944
Less: Net income attributable to noncontrolling interests		2,044			6,711

Net income attributable to Honda Motor Co., Ltd.		60,429			82,233


	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		33.53			45.63

- 18 -

Consolidated Statements of Comprehensive Income

For the three months ended September 30, 2011 and 2012


	Yen (millions)
	Three months ended Sep. 30, 2011 unaudited			Three months ended Sep. 30, 2012 unaudited
Net income		62,473			88,944
Other comprehensive income (loss), net of tax:
Adjustments from foreign currency translation		(157,807	)		(101,851	)
Unrealized gains (losses) on available-for-sale securities, net		(8,616	)		(2,420	)
Unrealized gains (losses) on derivative instruments, net		87			210
Pension and other postretirement benefits		1,740			1,903

Other comprehensive income (loss), net of tax		(164,596	)		(102,158	)

Comprehensive income (loss)		(102,123	)		(13,214	)
Comprehensive income (loss) attributable to noncontrolling interests		3,083			(4,911	)

Comprehensive income (loss) attributable to Honda Motor Co., Ltd.		(99,040	)		(18,125	)

- 19 -

Consolidated Statements of Income

For the six months ended September 30, 2011 and 2012


	Yen (millions)
	Six months ended Sep. 30, 2011 unaudited			Six months ended Sep. 30, 2012 unaudited
Net sales and other operating revenue		3,600,488			4,707,195
Operating costs and expenses:
Cost of sales		2,695,451			3,494,049
Selling, general and administrative		592,064			670,155
Research and development		237,883			266,111

		3,525,398			4,430,315

Operating income		75,090			276,880
Other income (expenses):
Interest income		16,344			14,360
Interest expense		(5,064	)		(6,131	)
Other, net		19,484			15,931

		30,764			24,160

Income before income taxes and equity in income of affiliates		105,854			301,040
Income tax expense:
Current		58,250			73,786
Deferred		(4,700	)		48,860

		53,550			122,646

Income before equity in income of affiliates		52,304			178,394
Equity in income of affiliates		44,200			48,229

Net income		96,504			226,623
Less: Net income attributable to noncontrolling interests		4,278			12,667

Net income attributable to Honda Motor Co., Ltd.		92,226			213,956


	Yen
Basic net income attributable to Honda Motor Co., Ltd. per common share		51.17			118.71

- 20 -

Consolidated Statements of Comprehensive Income

For the six months ended September 30, 2011 and 2012


	Yen (millions)
	Six months ended Sep. 30, 2011 unaudited			Six months ended Sep. 30, 2012 unaudited
Net income		96,504			226,623
Other comprehensive income (loss), net of tax:
Adjustments from foreign currency translation		(194,397	)		(152,299	)
Unrealized gains (losses) on available-for-sale securities, net		(5,311	)		(12,228	)
Unrealized gains (losses) on derivative instruments, net		202			349
Pension and other postretirement benefits		3,446			4,266

Other comprehensive income (loss), net of tax		(196,060	)		(159,912	)

Comprehensive income (loss)		(99,556	)		66,711
Comprehensive income (loss) attributable to noncontrolling interests		932			(10,824	)

Comprehensive income (loss) attributable to Honda Motor Co., Ltd.		(98,624	)		55,887

- 21 -

[3] Consolidated Statements of Cash Flows


	Yen (millions)
	Six months ended Sep. 30, 2011 unaudited			Six months ended Sep. 30, 2012 unaudited
Cash flows from operating activities:
Net income		96,504			226,623
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation excluding property on operating leases		152,677			142,150
Depreciation of property on operating leases		101,715			118,213
Deferred income taxes		(4,700	)		48,860
Equity in income of affiliates		(44,200	)		(48,229	)
Dividends from affiliates		22,649			31,365
Provision for credit and lease residual losses on finance subsidiaries-receivables		3,900			2,664
Impairment loss on investments in securities		485			—
Impairment loss on property on operating leases		—			2,208
Gain on derivative instruments, net		(26,332	)		(24,656	)
Decrease (increase) in assets:
Trade accounts and notes receivable		146,466			(8,278	)
Inventories		39,586			(91,728	)
Other current assets		75,350			53,338
Other assets		(3,553	)		(18,574	)
Increase (decrease) in liabilities:
Trade accounts and notes payable		29,631			(120,313	)
Accrued expenses		(18,304	)		24,494
Income taxes payable		(8,833	)		5,407
Other current liabilities		(32,784	)		(387	)
Other liabilities		(6,106	)		1,290
Other, net		(30,512	)		(34,640	)

Net cash provided by operating activities		493,639			309,807

Cash flows from investing activities:
Increase in investments and advances		(10,813	)		(10,928	)
Decrease in investments and advances		7,135			9,572
Payments for purchases of held-to-maturity securities		(11,156	)		(1,118	)
Proceeds from redemptions of held-to-maturity securities		45,052			6,435
Capital expenditures		(148,098	)		(282,332	)
Proceeds from sales of property, plant and equipment		11,575			19,932
Proceeds from insurance recoveries for damaged property, plant and equipment		—			2,917
Acquisitions of finance subsidiaries-receivables		(942,009	)		(992,380	)
Collections of finance subsidiaries-receivables		905,972			908,938
Purchases of operating lease assets		(330,307	)		(416,447	)
Proceeds from sales of operating lease assets		194,073			204,356

Net cash used in investing activities		(278,576	)		(551,055	)

- 22 -

[3] Consolidated Statements of Cash Flows – continued


	Yen (millions)
	Six months ended Sep. 30, 2011 unaudited			Six months ended Sep. 30, 2012 unaudited
Cash flows from financing activities:
Increase (decrease) in short-term debt, net		(23,676	)		19,166
Proceeds from long-term debt		373,379			592,080
Repayment of long-term debt		(405,943	)		(520,564	)
Dividends paid		(54,069	)		(61,278	)
Dividends paid to noncontrolling interests		(14,435	)		(5,060	)
Purchases of treasury stock, net		(4	)		(2	)
Other, net		—			(1,614	)

Net cash provided by (used in) financing activities		(124,748	)		22,728

Effect of exchange rate changes on cash and cash equivalents		(49,937	)		(47,284	)

Net change in cash and cash equivalents		40,378			(265,804	)

Cash and cash equivalents at beginning of the year		1,279,024			1,247,113

Cash and cash equivalents at end of the period		1,319,402			981,309

- 23 -

[4] Assumptions for Going Concern

None

[5] Significant changes in Honda Motor Co., Ltd. shareholders’ equity

None

[6] Segment Information

Honda has four reportable segments: the Motorcycle business, the Automobile business, the Financial services business and the Power product & other businesses, which are based on Honda’s organizational structure and characteristics of products and services. Operating segments are defined as components of Honda’s about which separate financial information is available that is evaluated regularly by management in deciding how to allocate resources and in assessing performance. The accounting policies used for these reportable segments are consistent with the accounting policies used in Honda’s consolidated financial statements.

Principal products and services, and functions of each segment are as follows:


Segment	Principal products and services	Functions
Motorcycle business	Motorcycles, all-terrain vehicles (ATVs) and relevant parts	Research & Development, Manufacturing, Sales and related services

Automobile business	Automobiles and relevant parts	Research & Development, Manufacturing Sales and related services

Financial services business	Financial, insurance services	Retail loan and lease related to Honda products, and Others

Power product & Other businesses	Power products and relevant parts, and others	Research & Development, Manufacturing Sales and related services, and Others

- 24 -

1. Segment information based on products and services

(A) For the three months ended September 30, 2011


	Yen (millions)
	Motorcycle Business		Automobile Business			Financial Services Business		Power Product & Other Businesses			Segment Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		357,333		1,333,051			126,498		69,010			1,885,892		—			1,885,892
Intersegment		—		4,094			2,665		3,123			9,882		(9,882	)		—

Total		357,333		1,337,145			129,163		72,133			1,895,774		(9,882	)		1,885,892

Segment income (loss)		38,934		(29,141	)		42,832		(114	)		52,511		—			52,511

For the three months ended September 30, 2012

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power
Product
& Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

309,714

1,766,213

130,400

64,959

2,271,286

—

2,271,286

Intersegment

—

3,582

2,770

2,330

8,682

(8,682

)

—

Total

309,714

1,769,795

133,170

67,289

2,279,968

(8,682

)

2,271,286

Segment income (loss)

25,400

37,137

38,277

100,867

—

100,867

- 25 -

(B) As of and for the six months ended September 30, 2011


	Yen (millions)
	Motorcycle Business		Automobile Business			Financial Services Business		Power Product & Other Businesses		Segment Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		687,697		2,509,964			262,321		140,506		3,600,488		—			3,600,488
Intersegment		—		6,009			5,471		5,565		17,045		(17,045	)		—

Total		687,697		2,515,973			267,792		146,071		3,617,533		(17,045	)		3,600,488

Segment income (loss)		83,867		(105,369	)		96,446		146		75,090		—			75,090

Assets		1,013,316		4,422,585			5,169,282		299,983		10,905,166		8,093			10,913,259
Depreciation and amortization		19,912		127,257			102,469		4,754		254,392		—			254,392
Capital expenditures		24,828		111,314			332,068		4,169		472,379		—			472,379

As of and for the six months ended September 30, 2012

Yen (millions)

Motorcycle
Business

Automobile
Business

Financial
Services
Business

Power
Product
& Other
Businesses

Segment
Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

656,364

3,656,723

261,679

132,429

4,707,195

—

4,707,195

Intersegment

—

7,832

5,517

4,818

18,167

(18,167

)

—

Total

656,364

3,664,555

267,196

137,247

4,725,362

(18,167

)

4,707,195

Segment income (loss)

62,202

137,798

79,114

(2,234

)

276,880

—

276,880

Assets

903,372

4,946,320

5,577,763

284,322

11,711,777

(264,190

)

11,447,587

Depreciation and amortization

16,420

120,868

118,872

4,203

260,363

—

260,363

Capital expenditures

26,653

230,473

417,058

6,780

680,964

—

680,964

Explanatory notes:

1.	Intersegment sales and revenues are generally made at values that approximate arm’s-length prices.

Unallocated corporate assets, included in reconciling items, amounted to JPY 465,864 million as of September 30, 2011 and JPY 228,945 million as of September 30, 2012 respectively, which consist primarily of cash and cash equivalents, available-for-sale securities and held-to-maturity securities held by the Company. Reconciling items also include elimination of intersegment transactions.

3.	Depreciation and amortization of Financial Services Business include JPY 101,715 million for the six months ended September 30, 2011 and JPY 118,213 million for the six months ended September 30, 2012, respectively, of depreciation of property on operating leases.

4.	Capital expenditure of Financial Services Business includes JPY 330,307 million for the six months ended September 30, 2011 and JPY 416,447 million for the six months ended September 30, 2012 respectively, of purchase of operating lease assets.

5.	The amounts of Net sales and other operating revenue Intersegment for the three months ended and six months ended September 30, 2011 have been corrected from the amounts previously disclosed.

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. Effective April 1, 2012, Honda changed to the straight line method of depreciation. As a result of the change in depreciation method, depreciation expense for three months ended September 30, 2012 decreased by approximately JPY 1,503 million in Motorcycle Business, JPY 9,566 million in Automobile Business, JPY 19 million in Financial Services Business and JPY 244 million in Power Product & Other Businesses, respectively. Depreciation expense for six months ended September 30, 2012 decreased by approximately JPY 2,700 million in Motorcycle Business, JPY 18,037 million in Automobile Business, JPY 36 million in Financial Services Business and JPY 698 million in Power Product & Other Businesses, respectively. It resulted in an increase of segment income. For further information, refer to “Other Information, 2. Changes in accounting policy, (b) Change in depreciation method”.

7.	For the three months ended September 30, 2012, impact of the floods in Thailand is included in Segment income (loss) of Automobile business, refer to “[7] Other, 3. Impact on the Company’s consolidated financial position or results of operations of the floods in Thailand”.

- 26 -

In addition to the disclosure required by U.S. GAAP, Honda provides the following supplemental information in order to provide financial statements users with useful information:

2. Supplemental geographical information based on the location of the Company and its subsidiaries

(A) For the three months ended September 30, 2011


	Yen (millions)
	Japan			North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		415,310			746,735		128,642			354,136		241,069		1,885,892		—			1,885,892
Transfers between geographic areas		390,025			47,396		15,915			53,648		3,318		510,302		(510,302	)		—

Total		805,335			794,131		144,557			407,784		244,387		2,396,194		(510,302	)		1,885,892

Operating income (loss)		(35,305	)		47,706		(4,033	)		21,869		23,064		53,301		(790	)		52,511

For the three months ended September 30, 2012

Yen (millions)

Japan

North
America

Europe

Asia

Other
Regions

Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

487,603

991,793

125,461

442,879

223,550

2,271,286

—

2,271,286

Transfers between geographic areas

437,483

62,969

19,110

96,582

6,122

622,266

(622,266

)

—

Total

925,086

1,054,762

144,571

539,461

229,672

2,893,552

(622,266

)

2,271,286

Operating income (loss)

30,047

26,749

(8,725

)

36,404

10,542

95,017

5,850

100,867

- 27 -

(B) As of and for the six months ended September 30, 2011


	Yen (millions)
	Japan			North America		Europe			Asia		Other Regions		Total		Reconciling Items			Consolidated
Net sales and other operating revenue:
External customers		753,908			1,438,584		265,242			675,893		466,861		3,600,488		—			3,600,488
Transfers between geographic areas		676,803			89,489		30,228			105,343		7,449		909,312		(909,312	)		—

Total		1,430,711			1,528,073		295,470			781,236		474,310		4,509,800		(909,312	)		3,600,488

Operating income (loss)		(81,203	)		66,218		(10,133	)		46,976		38,808		60,666		14,424			75,090

Assets		2,884,276			5,706,119		443,498			971,348		688,254		10,693,495		219,764			10,913,259
Long-lived assets		1,036,486			1,727,544		96,927			224,247		149,569		3,234,773		—			3,234,773

As of and for the six months ended September 30, 2012

Yen (millions)

Japan

North
America

Europe

Asia

Other
Regions

Total

Reconciling
Items

Consolidated

Net sales and other operating revenue:

External customers

999,565

2,147,345

247,479

873,541

439,265

4,707,195

—

4,707,195

Transfers between geographic areas

932,179

122,128

44,971

178,730

10,749

1,288,757

(1,288,757

)

—

Total

1,931,744

2,269,473

292,450

1,052,271

450,014

5,995,952

(1,288,757

)

4,707,195

Operating income (loss)

91,025

108,966

(16,359

)

68,154

22,819

274,605

2,275

276,880

Assets

3,099,854

6,136,429

481,588

1,170,618

615,405

11,503,894

(56,307

)

11,447,587

Long-lived assets

1,085,389

2,000,980

106,766

301,710

127,950

3,622,795

—

3,622,795

Explanatory notes:

1.	Major countries or regions in each geographic area:


North America		United States, Canada, Mexico
Europe		United Kingdom, Germany, France, Italy, Belgium
Asia		Thailand, Indonesia, China, India, Vietnam
Other Regions		Brazil, Australia

2.	Sales and revenues between geographic areas are generally made at values that approximate arm’s-length prices.

Previously, Honda used principally the declining-balance method for calculating the depreciation of property, plant and equipment. Effective April 1, 2012, Honda changed to the straight line method of depreciation. As a result of the change in depreciation method, depreciation expense for three months ended September 30, 2012 decreased by approximately JPY 8,939 million in Japan, JPY 1,188 million in North America, JPY 538 million in Europe and JPY 667 million in Asia, respectively. Depreciation expense for six months ended September 30, 2012 decreased by approximately JPY 16,995 million in Japan, JPY 2,507 million in North America, JPY 795 million in Europe and JPY 1,174 million in Asia, respectively. It resulted in an increase of segment income. For further information, refer to “Other Information, 2. Changes in accounting policy, (b) Change in depreciation method”.

5.	For the three months ended September 30, 2012, impact of the floods in Thailand is included in Operating income (loss) of Asia, refer to “[7] Other, 3. Impact on the Company’s consolidated financial position or results of operations of the flood in Thailand”.

- 28 -

[7] Other

1. Revisions of the prior year’s Consolidated Statements of Cash Flow

Revisions have been made to adjust overstatements in both acquisitions of finance subsidiaries-receivables and collections of finance subsidiaries-receivables in the consolidated statements of cash flows, that amounted to JPY 93,124 million for the fiscal six months ended September 30, 2011.

The revisions have no impact on net cash used in investing activities.

2. Impairment loss on investments in affiliate

For the six months ended September 30, 2012, Honda recognized impairment loss of JPY 6,525 million, net of tax, on certain investments in affiliates which have quoted market values because of other-than-temporary decline in fair value below their carrying values. The fair values of the investments were based on quoted market price. The impairment loss is included in equity in income of affiliates in the accompanying consolidated statement of income. For the three months ended September 30, 2012, Honda does not recognize impairment loss on investments in affiliates.

3. Impact on the Company’s consolidated financial position or results of operations of the floods in Thailand

In October 2011, Thailand suffered from severe floods that caused damage to inventories, and machinery and equipment of certain consolidated subsidiaries and affiliates of the Company. Accordingly, production activities in plant facilities at Honda and its affiliates had been temporarily affected by the floods for the year ended March 31, 2012.

Honda recognized insurance recoveries of JPY 6,271 million which is included in selling, general and administrative expenses in the accompanying consolidated statement of income for the three months ended September 30, 2012. Honda recognizes insurance recoveries in excess of the incurred losses when settlements with insurance companies are reached.

- 29 -

[Translation]

October 29, 2012

To:	Shareholders of Honda Motor Co., Ltd.

From:

Honda Motor Co., Ltd.

1-1, Minami-Aoyama 2-chome,

Minato-ku, Tokyo, 107-8556

Takanobu Ito

President and Representative Director

Notice Concerning Revision of Forecasts for

Consolidated and Unconsolidated Financial Results of the Fiscal Year Ending March 31, 2013

Honda Motor Co., Ltd. (the “Company”) revised its forecasts for consolidated and unconsolidated financial results of the fiscal year ending March 31, 2013 that were announced on April 27, 2012.

Particulars

Rivision of Forecasts for Consolidated Financial Results of the Fiscal Year Ending March 31, 2013


	(Millions of Yen, except Basic net income attributable to Honda Motor Co., Ltd. per common share)
	Net sales and other operating revenue		Operating income		Income before income taxes and equity in income of affiliates		Net income attributable to Honda Motor Co., Ltd.		Basic net income attributable to Honda Motor Co., Ltd. per common share (Yen)
Forecast previously announced on April 27, 2012 (A)		10,300,000		620,000		635,000		470,000		260.78
Forecast revised on October 29, 2012 (B)		9,800,000		520,000		540,000		375,000		208.07
Change (B-A)		-500,000		-100,000		-95,000		-95,000		—
Percentage change (%)		-4.9		-16.1		-15.0		-20.2		—
(Reference)
Results of the fiscal year ended March 31, 2012		7,948,095		231,364		257,403		211,482		117.34

Reason for Revision of Forecasts

Due mainly to decreased unit sales caused by factors such as changes in the business environment surrounding the Company, and unfavorable foreign currency effects, the Company has revised its forecasts for the consolidated financial results of the fiscal year ending March 31, 2013 which was announced on April 27, 2012.

Rivision of Forecasts for Unconsolidated Financial Results of the Fiscal Year Ending March 31, 2013


	(Millions of Yen, except Net income per common share)
	Net sales		Operating income		Ordinary income		Net income		Net income per common share (Yen)
Forecast previously announced on April 27, 2012 (A)		3,320,000		50,000		190,000		140,000		77.68
Forecast revised on October 29, 2012 (B)		3,200,000		50,000		190,000		140,000		77.68
Change (B-A)		-120,000		0		0		0		—
Percentage change (%)		-3.6		0.0		0.0		0.0		—
(Reference)
Results of the fiscal year ended March 31, 2012		2,740,052		-136,757		40,388		46,280		25.68

Reason for Revision of Forecasts

Due mainly to changes of the business environment surrounding the Company and unfavorable foreign currency effects, the Company has revised its forecast for unconsolidated net sales of the fiscal year ending March 31, 2013 which was announced on April 27, 2012.

*	For more detail, please refer to the Company’s investor relations website (URL http://world.honda.com/investors/).

These forecasts for consolidated and uncosolidated financial results of the Company are based on management’s assumptions and beliefs taking into account information currently available to it. Therefore, please be advised that the actual results of the Company could differ materially from those described in these forward-looking statements as a result of numerous factors, including general economic conditions in the principal markets of the Company, its consolidated subsidiaries and its affiliates accounted for by the equity-method, and foreign exchange rates between the Japanese yen and the U.S. dollar, the Euro and other major currencies, as well as other factors detailed from time to time.

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