05 19-13 mazda results-q4_2013

Consolidated Financial ResultsFor the Fiscal Year Ended March 31, 2013

Prepared in Conformity with Generally Accepted Accounting Principles in JapanEnglish Translation from the Original Japanese-Language Document

April 26, 2013Company Name : Mazda Motor Corporation (Tokyo Stock Exchange / Code No. 7261)URL : http://www.mazda.co.jpRepresentative Person : Takashi Yamanouchi, Representative Director and PresidentContact Person : Shinji Maeda, General Manager, Accounting Department, Financial Services Division

Phone 082-282-1111General Meeting of the Shareholders : Scheduled for June 25, 2013Payment of Dividends : -Filing of Yuka Shoken Hokokusho ,

annual securities report : Scheduled for June 26, 2013Supplementary Material : YesBriefing Session : Yes (Intended for securities analysts, institutional investors and media)

(In Japanese yen rounded to millions, except amounts per share)1. Consolidated Financial Highlights (April 1, 2012 through March 31, 2013)

(1) Consolidated Financial Results(Percentage indicates change from the previous fiscal year)

Net Sales Operating Income/(Loss) Ordinary Income/(Loss) Net Income/(Loss)millions of yen % millions of yen % millions of yen % millions of yen %

FY2013FY2012Note: Comprehensive income/(loss) FY2013 millions of yen ( %)

FY2012 millions of yen ( %)

Net Income/(Loss) Net Income Ordinary Income/(Loss) Operating Income/Per Share to Total Assets (Loss) to Sales

yen yen % % %FY2013FY2012Reference: Equity in net income of affiliates (for the fiscal years ended March 31) FY2013 millions of yen

FY2012 millions of yen

(2) Consolidated Financial Position

millions of yen millions of yen % yenAs of Mar. 31, 2013As of Mar. 31, 2012Reference: Equity (as of March 31) FY2013 millions of yen


(3) Consolidated Cash FlowsCash Flows from Cash Flows from Cash Flows from Ending Cash &

Operating Activities Investing Activities Financing Activities Cash Equivalentsmillions of yen millions of yen millions of yen millions of yen

FY2013FY2012

2. Dividends

yen yen yen yen yen millions of yen % %FY2012FY2013FY2014 (Forecast)

3. Consolidated Financial Forecast (April 1, 2013 through March 31, 2014)(Percentage indicates change from the previous term)

FY2014 millions of yen % millions of yen % millions of yen % millions of yen % yenFirst HalfFull Year

28,412(104,511)

10,0909,552

Per Share (Diluted)

9.4 292.21,120,000 45,000 21,000

Net Sales OperatingIncome/(Loss) Ordinary Income/(Loss)

-

Full Year

Net Income/(Loss) PerShare

468,854

Dividends PayoutRatio

(Consolidated)

Ratio of Dividends toEquity

(Consolidated)

0.00

97,000

Total Amount ofAnnual Dividends

Dividends per Share

1st.Qtr. 2nd.Qtr. 3rd.Qtr. Year-End

70,000

-2,205,2702,033,058 (12.6)

8.5 53,936 -(38,718) -

33,087 -(36,817) -

34,304 -(107,733)

Total Assets Equity Equity Ratio

Net Income/(Loss)

193.22,480,000

11.48(57.80)

-

120,00012.5 122.5

Return on Equity

104.1

--

Equity per Share

10,000

166.04156.85

444,875477,307

-7.1

(24.0)1.7

(2.0)2.4

(1.9)

1,978,5671,915,943

513,226474,429

25.124.5

49,033(9,098)

(40,287)(70,317)

(57,181)236,462

0.000.00

---

0.000.000.00

0.00

3.3523.42

--

---

--

74.1

496,312

0.000.00

---

*Notes

(1) Changes in Significant Subsidiaries during the period (changes in specified subsidiaries resulting in the changein scope of consolidation): None

Newly added subsidiaries: None Excluded subsidiaries: None

(2) Changes in accounting policies/ Changes in accounting estimates / Restatement:

1) Changes in accounting policies with accompanying revision of accounting standards Yes2) Voluntary changes in accounting policies except 1) None3) Changes in accounting estimates Yes4) Restatement None

Note: Please refer to "4.Consolidated Financial Statements (5)Footnotes to the Consolidated Financial Statements" on page 19 ofthe attachment.

(3) Number of Outstanding Shares (Common Stock)

1) Outstanding shares at period-end (including treasury stock) As of March 31, 2013 sharesAs of March 31, 2012 shares

2) Treasury stock at period-end As of March 31, 2013 sharesAs of March 31, 2012 shares

3) Average number of outstanding shares during the period Year ended March 31, 2013 sharesYear ended March 31, 2012 shares

(Reference)Unconsolidated Financial Highlights (April 1, 2012 through March 31, 2013)(1) Unconsolidated Financial Results

(Percentage indicates change from the previous fiscal year)Net Sales Operating Income/(Loss) Ordinary Income/(Loss) Net Income/(Loss)

millions of yen % millions of yen % millions of yen % millions of yen %FY2013FY2012

Net Income/(Loss) Net Income/(Loss)Per Share Per Share (Diluted)

yen yenFY2013FY2012

(2) Unconsolidated Financial PositionEquity

Per Sharemillions of yen millions of yen % yen

As of Mar. 31, 2013As of Mar. 31, 2012Reference: Equity (as of March 31) FY2013 millions of yen


Note on Progress in Audit Procedures by Independent AuditorsThis document is out of the scope of the audit procedures based on the Financial Instruments and Exchange Act.The audit procedures for the financial statements under this Act have not been completed as of the timing of disclosure of this document.

Cautionary Statements with Respect to Forward-Looking StatementsThe financial forecast and other descriptions of the future presented in this document are an outlook based on our judgments and projections.The judgments and projections are based on information presently available. As such, the financial forecast and future descriptions are subjectto uncertainties and risks, and are not contemplated to ensure the fulfillment thereof.Accordingly, the actual financial performance may vary significantly due to various factors.For detail such as precondition of the financial forecast, please refer to "1.Financial Results and Financial Position - (1)Analysis of FinancialResults" on page 2 of the attachment.

2,989,171,5331,863,949,680

-- 11,107

(13.4) (55,747) -

Equity Ratio

-48,443(57,503) - (139,523)

28.6166.65166.70

10,201,538

2,999,377,3992,999,377,399

10,211,948

1,781,1851,743,567

498,145498,559

1,538,578

498,300498,139

Total Assets Equity

1,694,765 10.2 73,288 -

28.0

3.72(74.85)

--

AttachmentTable of Contents

1. Financial Results and Financial PositionP. 2(1) Analysis of Financial ResultsP. 2(2) Analysis on the Financial PositionP. 5(3) Dividend Policy..P. 6(4) Risks.P. 6

2. Mazda Group of Companies.P. 7

3. Management PolicyP. 8(1) Basic Policy of Corporate Management.P. 8(2) Target Business IndicatorsP. 8(3) Issues to be Addressed and the Mid- and Long-term Corporate Business Strategy.P. 10(4) Other Important Items for the Company's Business Management..P. 10

4. Consolidated Financial Statements.P. 11(1) Consolidated Balance Sheet.P. 11(2) Consolidated Statements of Operations and Comprehensive Income..P. 13(3) Consolidated Statement of EquityP. 16(4) Consolidated Statement of Cash FlowsP. 17(5) Footnotes to the Consolidated Financial StatementsP. 19

Note on the Assumptions as Going Concern..........P. 19Significant Accounting Policies in Preparing the Consolidated Financial StatementsP. 19Changes in Accounting Policies / Changes in Accounting estimates / RestatementP. 22Changes in Financial Statement PresentationP. 22Segment Information..P. 23Information on Amounts Per Share of Common Stock.P. 25Significant Subsequent Events.P. 25

5. Unconsolidated Financial Statements..P. 26(1) Unconsolidated Balance Sheet..P. 26(2) Unconsolidated Statement of Operations.P. 28(3) Unconsolidated Statement of EquityP. 29(4) Footnotes to the Unconsolidated Financial Statements..P. 31

Note on the Assumptions as Going Concern..P. 31

6. Other..P. 31(1) Production and Sales Information.P. 31

(References)Financial Summary (Consolidated) For the Fiscal Year Ended March 2013Financial Summary (Unconsolidated) For the Fiscal Year Ended March 2013

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1. Financial Results and Financial Position(1) Analysis of Financial Results

(Financial Results for the Fiscal Year Ended March 31, 2013)Economic and business environment surrounding Mazda Group for the fiscal year ended March 31, 2013 wasas follows. Overall, a sense of economic stagnation was deepened. Although U.S. economy is in the trend ofrecovery, its pace of recovery is slow and the economic stagnation in European countries has been prolonged.And also, in emerging countries, the pace of economic expansion has slowed down, while some countriesshowed signs of picking-up. In Japan, reconstruction demand following the Great East Japan Earthquake isexpected to prop up the economy and the improvement in export environment with the correction of yenappreciation is expected to lead to economic recovery. But the outlook for the economy remains uncertainaffected by concern about downturn in overseas economy.Under such situation, Mazda Group is stepping up its efforts to improve earnings structure by steadyimplementation of key measures based on Structural Reform Plan and introduction of the new models withthe new generation technology, SKYACTIV TECHNOLOGY (hereinafter referred to as SKYACTIV),which thoroughly improves the base technologies of vehicles core performance, to the major markets in series.

Retail volume by market for the fiscal year ended March 31, 2013 was as follows. In Japan, the retail volumeincreased by 5.2% year-over-year to 216 thousand units; mainly due to the strong sales of "Mazda CX-5" andall-new Mazda Atenza. On the other hand, in overseas, in North America, retail volume remained almost flatfrom the previous year to 372 thousand units. In Europe, retail volume decreased by 6.2% year-over-year to172 thousand units, while the sales of CX-5 continue to be strong. In China, retail volume decreased by21.5% year-over-year to 175 thousand units, while the sales are in the trend of recovery. In other areas, retailvolume increased by 13.5% year-over-year to 300 thousand units through high level of sales maintained inAustralia and ASEAN countries. As a result, the global retail volume in total was 1,235 thousand units, down1.0% from the prior fiscal year.

Financial performance on the consolidated basis for the fiscal year ended March 31, 2013 was as follows.Net sales amounted to 2,205.3 billion, increased by 172.2 billion year-over-year or 8.5% from the prior fiscalyear, owing to the increase in wholesale volume and the product mix improvement. Operating resultsamounted to a profit of 53.9 billion, owing to the improvement in volume, products mix and cost.(Consolidated operating result in the last fiscal year was a loss of 38.7 billion.) Ordinary results amounted to aprofit of 33.1 billion. (Consolidated ordinary result in the last fiscal year was a loss of 36.8 billion.) Netresults amounted to a profit of 34.3 billion. (Consolidated net result in the last fiscal year was a loss of 107.7billion.)

Financial results by reportable segment were as follows.In Japan, net sales increased by 148.6 billion (up 8.5%) year-over-year to 1,893.6 billion and segmentincome (operating income) increased by 126.8 billion to 108.4 billion. In North America, net sales increasedby 78.3 billion (up 13.7%) year-over-year to 650 billion and segment loss (operating loss) increased by 8.6billion to 48.9 billion. In Europe, net sales decreased by 5.7 billion (down 1.6%) year-over-year to 354.8billion and segment income (operating income) decreased by 2.5 billion to 3.1 billion. In other areas, netsales increased by 124.4 billion (up 42.3%) year-over-year to 418.7 billion and segment income (operatingincome) increased by 6.8 billion to 16.8 billion.

Business overview of Mazda Group by activity for the fiscal year ended March 31, 2013 was as follows.In terms of products, since November last year, we have launched the all-new Mazda Atenza (called Mazda6in overseas markets) in the major markets as the second of Mazda's new generation of products, whichincorporate both the full range of SKYACTIV and the new KODO-Soul of Motion design theme. The

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all-new Atenza is a flagship model, which delivers responsive, high-quality, sporty driving along withoutstanding fuel economy, environmental and safety performance. With regard to the engines of all-newAtenza, in addition to SKYACTIV-D 2.2 clean diesel engine which CX-5 received high praise for, newlydeveloped SKYACTIV-G 2.5 gasoline engine which satisfies both of ample torque and a superbly quietcabin is newly added to the line-up. In addition, the all-new Atenza features "i-ACTIVSENSE", a series ofadvanced safety technologies, and the real-world fuel economy is further improved with i-stop, Mazda'sidling stop system, and i-ELOOP, which is the world's first brake energy regeneration system in a passengervehicle to use a capacitor to store electricity.And also, we launched the freshened versions of Mazda CX-9 and Mazda Premacy (called Mazda5 inoverseas markets) to the markets in series. The facelifted CX-9 carries over the utility and dynamic drivingperformance of the previous model while adopting Mazdas new KODO design theme for even sportierstyling and stronger presence. In addition, the major 2WD model grades of the facelifted Premacy featuretwo SKYACTIV, a highly efficient direct injection SKYACTIV-G 2.0 gasoline engine and a highlyefficient six-speed SKYACTIV-DRIVE automatic transmission, which contribute to further evolution of thehigh-quality and more comfortable ride while achieving an outstanding fuel economy.In November last year, CX-5, which is the first model to adopt the full suite of SKYACTIV, won the2012-2013 Car of the Year Japan. The last Mazda to be named the Car of the Year Japan was the MazdaRoadster in 2005. The CX-5 is the fourth Mazda to win the award.

In the sales area, CX-5 has maintained a high level of sales since its launch in February last year and was thebest selling SUV in 2012 in Japan. The mix of clean diesel engine models accounted for about 80%, exceedingour initial forecast. And also, in Australia where we have continued strong sales trend, we marked record highsales of 104,000 units and share of 9.3% in 2012 and Mazda3 (called Mazda Axela in Japan) was the bestselling model two years in a row.

In R&D area, we incorporated "i-ACTIVSENSE" technologies into the all-new Atenza. Thei-ACTIVSENSE is a series of Mazda's advanced safety technologies designed to aid the driver inrecognizing hazards, avoiding collisions and reducing the severity of accidents. The i-ACTIVSENSEincludes systems which automatically apply the brakes in an emergency, sound an alarm if the vehicle drifts outof its lane, and prevent the car from taking off if the driver mistakenly steps on the accelerator instead of thebrake. At Mazda, the research and development of safety technology is based upon the company's safetyphilosophy, Mazda Proactive Safety, which aims to minimize the risk of an accident by maximizing therange of conditions in which the driver can safely operate the vehicle. Mazda's i-ACTIVSENSE is anumbrella term covering a series of advanced safety technologies, developed in line with Mazda ProactiveSafety, which make use of detection devices such as milliwave radars and cameras. They includes activesafety technologies that support safe driving by helping the driver to recognize potential hazards, and pre-crashsafety technologies which help to avert collisions or reduce their severity in situations where its difficult toavoid an accident. The ultimate goal of Mazda Proactive Safety is the realization of a collision-freeautomotive society. In pursuit of this ideal Mazda will continue to expand its research and development ofsafety technologies in order to provide all customers with both driving pleasure and outstanding environmentaland safety performance.

In the production area, Mazda is in the way of advancing an approach to reinforce business in emergingcountries and establish global production footprints. In May last year, Thailand plant increased the productioncapacity of pickup trucks by 20,000 units per year to meet the increased global demand for all-new pickuptrucks. In Russia, we established a joint venture company with Sollers. Following the production of CX-5from last October, we started to produce the all-new Mazda6 in Russia. In China, we obtained an approval torestructure the joint venture company to optimize our business structure and operational system. The

3

restructuring went into effect in last November. And also, we decided to construct a transmission plant with anannual production capacity of approximately 400,000 units in Thailand in order to respond to increasingdemand for models featuring SKYACTIV and to strengthen its global production footprints. Operations atthe new plant will commence in the first half of the fiscal year ending March 2016. In Malaysia, we establisheda joint venture company with Bermaz and started local production (consignment production) of CX-5,following the local production of Mazda3.With regard to the construction of new plant in Mexico, we are making smooth progress to start operations inthe fourth quarter of the fiscal year ending March 2014. Although annual production capacity will beapproximately 140,000 units at the beginning of the operations, we are planning to further increase theproduction capacity up to 230,000 units in the fiscal year ending March 2016 in order to meet the increasingdemand for SKYACTIV models that are successful globally; in addition to production of a Toyota brandvehicle based on Mazda2 (called Mazda Demio in Japan) that we will produce approximately 50,000 units atour Mexico plant starting from the summer of 2015.

With regard to the promotion of global alliances, in January this year, we signed the agreement on cooperationwith Fiat. Through this contractual agreement, we will produce an open-top two-seater sports car for Fiats AlfaRomeo brand. The new Alfa Romeo roadster will be developed based on the FR architecture of the nextgeneration Roadster (called Mazda MX-5 in overseas markets) and will be produced at our Hiroshima plantin Japan, starting from 2015. And also, we are supplying Nissan Motor Co., Ltd. with the freshened version ofPremacy on an OEM basis, just like previous model. This is the first time SKYACTIV is supplied toanother company.

(Financial Forecast for the Year Ending March 31, 2014)With the protracted problem of the European sovereign debt crisis and the outlook for economic trends inemerging counties, the overall operating environment is expected to remain unclear, while the correction of yenappreciation is expected to improve corporate performance. Under such situation, Mazda Group aims toimprove the profitability through steadily carrying out Structural Reform Plan.Consolidated financial forecast for next fiscal year ending March 2014 is as follows.

Our global retail volume for next fiscal year is projected to be 1,335 thousand units, up 8.1% year-over-year.Looking at retail volume projection by market, the retail volume in Japan is projected to increase by 1.7%year-to-year to 220 thousand units. The retail volume in North America is projected to be at 415 thousand units(up 11.4%), 200 thousand units in Europe (up 16.6%), 200 thousand units in China (up 14.5%) and 300thousand units in other markets (up 0.1%). The exchange rate assumption is 90 to the US dollar and 120 tothe Euro.As for the consolidated financial performance for next fiscal year, sales revenue is projected at 2,480 billion, up12.5% year-over-year. Operating income and net income are projected at 120 billion (up 122.5%) and 70billion (up 104.1%), respectively.

Consolidated Financial Forecast for the Year Ending March 31, 2014 (April 1, 2013 through March 31, 2014)First Half vs. Prior Year Full Year vs. Prior Year

Sales 1,120 billion yen 9.4 % 2,480 billion yen 12.5 %

Operating Income 45 292.2 120 122.5

Ordinary Income 21 4,661.9 97 193.2

Net Income 10 74.1 70 104.1

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Note: The forecast stated above is based on managements judgment and views in the light of information presently available.By nature, such forecasts are subject to risks and uncertainties, and are not contemplated to ensure the fulfillment thereof.Therefore, we advise against making an investment decision by solely relying on this forecast. Variables that could affect theactual financial results include, but are not limited to, the economic environments surrounding our business areas andfluctuations in yen-to-dollar and other exchange rates.

(2) Analysis on the Financial Position(Analysis on Assets, Liabilities, and Equity)As of March 31, 2013, total assets amounted to 1,978.6 billion, an increase of 62.6 billion compared to theend of the last fiscal year, mainly reflecting increases in cash and time deposits as well as inventories. Totalliabilities amounted to 1,465.3 billion, an increase of 23.8 billion compared to the end of the last fiscal year,mainly reflecting an increase in account payable, while interest-bearing debt decreased by 59.1 billion fromthe previous year.Equity amounted to 513.2 billion, an increase of 38.8 billion compared to the end of the last fiscal year.Equity ratio increased by 0.6 percentage points from the end of the last fiscal year to 25.1%. Equity ratio afterthe recognition of equity credit attributes of the Subordinated Loan was 26.9%.

(Analysis on Cash Flows)Cash and cash equivalent as of March 31, 2013 amounted to 444.9 billion, a decrease of 32.4 billioncompared to the end of the last fiscal year.Net cash provided by operating activities was 49.0 billion. (For the previous fiscal year, net cash used inoperating activities was 9.1 billion.) Net cash used in investing activities was 40.3 billion, mainly reflectingcapital expenditure for the acquisition of tangible fixed assets and intangible fixed assets of 76.0 billion andthe proceeds from sales of investments in subsidiaries and tangible fixed assets of 35.9 billion. (For theprevious fiscal year, net cash used in investing activities was 70.3 billion.) As a result, consolidated free cashflow (net of operating and investing activities) was positive 8.7 billion. (For the previous fiscal year,consolidated free cash flow was negative 79.4 billion.) Also, net cash used in financing activities amounted to57.2 billion, mainly reflecting the redemption of bond and payment of long-term loans payable. (For theprevious fiscal year, net cash provided by financing activities was 236.5 billion.)After deducting cash and cash equivalents from financial debt, net financial debt totaled 274.1 billion, and thenet debt-to-equity ratio was at 55.2%. (Net-debt-to-equity ratio after the recognition of equity credit attributesof the Subordinated Loan was at 45.0%)

(Trends of cash flow data)As of /

Year Ended

March 31, 2009

As of /

Year Ended

March 31, 2010

As of /

Year Ended

March 31, 2011

As of /

Year Ended

March 31, 2012

As of /

Year Ended

March 31, 2013

Equity Ratio (1)Equity Ratio (2)

22.9%-

26.1%-

24.2%-

24.5%26.3%

25.1%26.9%

Fair Value Equity Ratio 11.9% 23.9% 18.3% 22.6% 42.5%Cash Flow to Total Debt Ratio - 6.5 45.2 - 14.7Interest Coverage Ratio - 8.1 1.3 - 3.6

Equity Ratio (1): Equity/Total AssetsEquity Ratio (2): Equity (after the recognition of equity credit attributes of the Subordinated Loan) / Total AssetsFair Value Equity Ratio: Gross Market Capitalization/Total AssetsCash Flow to Total Debt: Total Debt/Operating Cash FlowInterest Coverage Ratio: Operating Cash Flow/Interest Payments1) All indicators are calculated on the basis of consolidated financial values.2) Gross Market Capitalization is calculated based on the total number of outstanding shares excluding treasury stock.3) Cash flows from operating activities are used as Cash Flow for calculation purpose.4) Total Debt includes all debts that interests are paid on among debts booked in consolidated balance sheet.

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(3) Dividend PolicyOur policy on distribution of earnings is to declare dividends by carefully considering each fiscal years financialresults and business environment. As our retained earnings carried forward are still negative as of the end of thefiscal year ended March 31, 2013, while we reported a net profit in that fiscal year, we have decided to forgo thepayment of year-end dividends for the fiscal year ended March 31, 2013.In addition, we are expecting that retained earnings carried forward of Mazda Motor Corporation(Unconsolidated) will be still negative, and therefore payment of dividends is to be suspended for the next fiscalyear ending March 31. 2014. We really regret the necessity of this decision and ask for shareholdersunderstanding.

(4) RisksNo significant changes from the descriptions of business risks presented in Mazdas Yuka Shoken Hokokusho(annual securities report) for the last fiscal year and the latest Shihannki Hokokusho (quarterly securitiesreport). Please see Mazdas Yuka Shoken Hokokusho and Shihannki Hokokusho from the URL below.(Japanese only)

Mazda Website:http://www.mazda.co.jp/corporate/investors/library/s_report/

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2. Mazda Group of Companies

(Japan) (North America) (Europe) (Other areas)

S) Mazda Autozam, Inc. S) Mazda Motor S) Mazda Motors S) Mazda AustraliaS) Kanto Mazda Co., Ltd. of America, Inc. (Deutschland) GmbH Pty. Ltd.S) Tokai Mazda Hanbai Co., Ltd. S) Mazda Canada, Inc. S) Mazda Motor E) FAW Mazda MotorS) Kansai Mazda Co., Ltd. and others Logistics Europe N.V. Sales Co., Ltd.S) Kyusyu Mazda Co., Ltd. S) Mazda Motor Rus, OOO and others

and others and others

S) Mazda Parts Co., Ltd. S) Mazda Motor E) Mazda Sollers E) AutoAllianceS) Mazda Chuhan, Co., Ltd. Manufacturing de Manufacturing Rus LLC (Thailand) Co., Ltd.S) MALOX Co., Ltd. Mexico S. A. de C. V. E) Changan MazdaS) Mazda Engineering and Automobile Co., Ltd.

Technology Co., Ltd. E) Changan Ford MazdaE) SMM Auto Finance, Inc. Engine Co., Ltd.

and others S) Compania ColombianaAutomotriz S.A.

S) Mazda PowertrainManufacturing

S) Kurashiki Kako Co., Ltd. (Thailand) Co., Ltd.E) Japan Climate Systems Corp.

and others S) Consolidated subsidiariesE) Equity method-applied affiliates

Flows of automobiles and automotive partsFlows of services

Mazda group of companies consists of Mazda Motor Corporation, 56 consolidated subsidiaries and 15 equity method-applied affiliates (as of March 31, 2013) and is mainly engaged in the manufacturing and sales of automobiles andautomotive parts as well as in other automobile-related businesses.

In Japan, Mazda Motor Corporation manufactures automobiles. Mazda Motor Corporation, Kurashiki Kako Co., Ltd. andother companies manufacture automotive parts. In overseas, AutoAlliance (Thailand) Co., Ltd. and other companiesmanufacture automobiles and automotive parts. The automobiles and automotive parts manufactured by our group ofcompanies are sold to customers by our sales companies. In Japan, Mazda Autozam, Inc., Kanto Mazda Co., Ltd. and othercompanies sell our automobiles and automotive parts to customers. To certain corporate customers, Mazda MotorCorporation directly sells our automobiles. In overseas, the sales companies that sell our automobiles and automotive partsto customers include Mazda Motor of America, Inc. in North America, Mazda Motors (Deutschland) GmbH in Europe,and Mazda Australia Pty. Ltd. in Other areas, among other companies.

The following diagram approximately illustrates the roles, and the relations with segments, of Mazda Motor Corporationand its main related companies in conducting the group's business. The segments shown are identical to those discussed inthe applicable section of the footnotes to the consolidated financial statements.

Domestic Automotive PartsManufacturers

Customers

Other Automobile-RelatedBusiness Companies

Domestic Sales Companies

Mazda MotorCorporation

Foreign Sales Companies

Foreign Automobile Manufacturers

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3. Management Policy(1) Basic Policy of Corporate Management

Mazdas Corporate Vision is comprised of three factors: Vision (corporate objectives) along with astatement of Mission (roles and responsibilities) and Value (the values Mazda seeks to produce). Theseprinciples help express what Mazda and Mazdas employees aim for, their roles and responsibilities, and thesense of worth with which they seek to achieve these aims. Through the realization of this Corporate Vision,we aim to consistently augment corporate value, which we view as leading to meeting the expectations of ourstakeholders including shareholders, customers, suppliers, employees and the community and also leadingto realizing sustainable development of society and of Mazda.

Vision: To create new value, excite and delight our customers through the best automotive products andservices.

Mission: With passion, pride and speed, we actively communicate with our customers to deliver insightfulautomotive products and services that exceed their expectations.

Value: We value integrity, customer focus, creativity, efficient and nimble actions and respect highlymotivated people and team spirit. We positively support environmental matters, safety and society.Guided by these values, we provide superior rewards to all people associated with Mazda.

(2) Target Business IndicatorsIn February 2012, we announced a Structural Reform Plan to strengthen our Framework for Medium- andLong-term Initiatives, in order to respond to harsh external environment and ensure future growth. Since theannouncement of the plan, we have forcefully advanced the structural reforms using SKYACTIV as thelinchpin.Although it is expected that the harsh external environment may be continued, we will maintain the currentmomentum and further advance/accelerate the Structural Reform Plan so that we can go up to the next stage.The principal measures set forth in the Structural Reform Plan and its progress are as follows.

1. Business innovation by SKYACTIVWe are launching new vehicles equipped with the new generation technology, SKYACTIV, in series,which delivers the ultimate improvement of the base technology of the vehicles. With such base technology,we are combining electric device technologies step by step, which we call Building Block Strategy.SKYACTIV has received excellent feedback from various quarters and high reputation since theintroduction to the markets, which continuously improve the brand value. The Mazda CX-5, which is thefirst model fully equipped with SKYACTIV, received high praise because of its styling based on MazdasKODO new design theme as well as the vehicle dynamics that combine driving performance and fueleconomy at the same time. In November last year, the CX-5 won the 2012-2013 Car of the Year Japan.On the sales front, the CX-5 became a big hit, significantly contributing to minimizing incentives as wellas improving residual value and profit. And also, starting in Japan, we globally launched the all-newMazda Atenza as the second of Mazda's new generation of products, which incorporate both the fullrange of SKYACTIV and the KODO new design theme. Sales of the CX-5 have been exceeding ourinitial sale plan since its launch. Especially, SKYACTIV-D clean diesel engine models, just as CX-5,have received high praise, creating a new market for clean diesel in Japan.Using SKYACTIV, we will advance product strength, the brand, and design, while building a coststructure that can respond to a strong yen environment. This will also drive technological innovation as wellas our business innovation itself.

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2. Accelerate further cost improvement through Monotsukuri InnovationWe are accelerating further cost improvement actions through Monotsukuri Innovation, improvingvehicles performance at the same time.Cost improvement of new generation products, starting with CX-5 and continuing with the all-newAtenza is proceeding according to the plan. In addition to the improvement in product marketability, weare also steadily making progress in vehicle development that is profitable even in the strong yenenvironment. We also reinforce our business structure against exchange fluctuations by promoting optimumglobal procurements and expanding sourcing in foreign currencies continuously.

3. Reinforce business in emerging countries and establish global production footprintsTo aim at the increase in retail volume in emerging markets, we have achieved steady results of increase insales and expansion of production bases in the markets. At the same time, we have accelerated our actionsto establish global production footprints.In Russia, we established a joint venture company with Sollers. Following the production of CX-5 fromlast October, we started to produce the all-new Mazda6 in Russia. In China, to meet market needs andstrengthen business through optimizing business structure and operational system, we restructured the jointventure company. In Thailand, in addition to the expansion of the production capacity at vehicle plant, wedecided to construct a transmission plant in order to meet the increasing demand for SKYACTIV modelsand to establish stronger global production footprints. In Malaysia, we established a joint venture companywith Bermaz and started local production (consignment production) of CX-5, following the localproduction of Mazda3. The construction of our plant in Mexico is also progressing smoothly. We decidedto further increase production capacity from the original 140,000 to 230,000 units in order to produce aToyota brand vehicle and to meet the increasing demand for SKYACTIV models that are successfulglobally.We will steadily promote the establishment of well-balanced production footprints globally, whilemaintaining domestic production at a certain level.

4. Promote Global AllianceIn order to strengthen the Mazda brand, we are proactively pursuing an alliance strategy to build appropriateand complimentary relationships in individual products, technologies, and regions.Following the licensing of hybrid system technology from Toyota Motor Corporation, we will start theproduction of a Toyota brand vehicle at our Mexico plant from the summer of 2015. In addition, we signedthe agreement on cooperation with Fiat. Through this contractual agreement, we will produce an open-toptwo-seater sports car at our Hiroshima plant in Japan. And also, we are supplying Nissan Motor Co., Ltd.with the SKYACTIV equipped model on an OEM basis. Through this OEM supply, we aim to improveour business efficiency. And we are planning to start the sales of light automobiles with 3 rows of seats,which SUZUKI MOTOR CORPORTAION will supply in Indonesia.

The business indices in the fiscal year ending March 2016, which we announced in Structural ReformPlan to strengthen our Framework for Medium- and Long-term Initiatives, are as follows.

Outlook of business indices in the Fiscal Year ending March 2016- Global sales volume: 1.7 million units- Consolidated operating profit: 150 billion yen- ROS (Consolidated operating return on sales): 6% or more

9

Please note that business indicators and other descriptions of the future are based on certain assumptionsjudged by Mazda Group as of March 31, 2013. Such description may differ from the actual results andthe achievement of such description is not guaranteed in any way.

(3) Issues to be Addressed and the Mid- and Long-term Corporate Business StrategyUnder the uncertain economic situation, including the prolonged economic stagnation in European countries andstagnation of economic growth in emerging counties, we will actively continue and strengthen the measures toimprove the cost structure and invest in manufacturing and sales bases in Mexico and ASEAN countries, etc.and environmental and safety technologies. In the medium- and long-term, as stated in (2) Target BusinessIndicators, we will advance Structural Reform Plan using SKYACTIV to reinforce Framework forMedium- and Long-term Initiatives and push through fundamental structural reforms so that Mazda Group canrealize a steady growth in the future and profitability even in an environment with strong yen.

(4) Other Important Items for the Companys Business ManagementMazda formed a global partnership with the Ford Motor Company in 1979, and since then both companies havefurther developed and strengthened their cooperative relationship. An agreement was concluded in 1996 tofurther bolster that relationship with an increase in Fords equity in Mazdas total shares outstanding to 33.4%.On November 19, 2008, Ford sold a portion of its shareholding, reducing its stake in Mazda to 13.8%.Subsequently, Mazda carried out a capital increase by means of public offering; the payment date was October21, 2009. Mazda also carried out a capital increase by means of third-party allotment; the payment date wasNovember 12, 2009. As a consequence of these capital increases, Fords shareholding was reduced to 11.0% ofMazdas total shares outstanding. On November 19, 2010, Ford sold a part of its stake in Mazda. As aconsequence, Ford owned 3.5% of Mazdas outstanding shares. Further, Mazda carried out a capital increase bymeans of public offering; the payment date was March 12, 2012. Mazda also carried out a capital increase bymeans of third-party allotment; the payment date was March 27, 2012. Though Fords stake in Mazda decreasedto 2.1% as a result of aforementioned capital increase, Ford is still one of Mazdas largest shareholders and, assuch, the two companies have agreed to continue their strategic partnership. The two companies will continue tocollaborate on areas of mutual benefit, such as key joint ventures, joint projects, and exchange of technologyinformation.

10

4. Consolidated Financial Statements(1) Consolidated Balance Sheet

(Millions of Yen)

As of

ASSETS

Current Assets:

228,442 301,133166,008 171,770

Securities 249,874 144,871Inventories 216,190 265,687Deferred tax assets 45,997 59,999Other 84,643 85,019Allowance for doubtful receivables (1,457) (1,002)

989,697 1,027,477

Fixed Assets:

Tangible fixed assets:142,094 139,035157,070 156,150

Tools, furniture, and fixtures (net) 18,518 19,605Land 426,700 409,926Leased assets (net) 8,391 5,245Construction in progress 31,319 54,307

144 123784,236 784,391

18,463 18,3362,273 2,121

20,736 20,457

Investments and other fixed assets:93,358 120,806

Long-term loans receivable 5,411 5,552Deferred tax assets 6,035 5,155

20,781 19,311(3,787) (4,058)

(524) (524)121,274 146,242926,246 951,090

Total Assets 1,915,943 1,978,567

FY2012March 31, 2012

FY2013March 31, 2013

Total fixed assets

Other

Investment valuation allowanceTotal investments and other fixed assets

Buildings and structures (net)

Total intangible fixed assets

Allowance for doubtful receivables

Other (net)Total tangible fixed assets

Intangible fixed assets:

Investment securities

Cash and time depositsTrade notes and accounts receivable

Total current assets

Software

Machinery and vehicles (net)

Other

11

(Millions of Yen)

As ofLIABILITIES

Current Liabilities:Trade notes and accounts payable 244,405 279,642Short-term loans payable 65,842 97,833Long-term loans payable due within one year 41,439 91,518Bonds due within one year 45,100 10,100Lease obligations 7,702 2,652Income taxes payable 8,684 11,454Other accounts payable 23,040 22,146Accrued expenses 119,346 145,706Reserve for warranty expenses 33,178 28,626Other 34,063 69,235

Total current liabilities 622,799 758,912

Fixed Liabilities:Bonds 50,650 40,550Long-term loans payable 563,043 473,115Lease obligations 4,309 3,215Deferred tax liability related to land revaluation 79,774 75,209Employees' and executive officers' severance and retirement benefits 76,150 69,790Reserve for loss from business of affiliates 7,671 6,957Reserve for environmental measures 1,494 1,577Other 35,624 36,016

Total fixed liabilities 818,715 706,429Total Liabilities 1,441,514 1,465,341

EQUITY

Capital and Retained Earnings:Common stock 258,957 258,957Capital surplus 242,649 242,649Retained earnings (88,715) (46,299)Treasury stock (2,190) (2,192)

Total capital and retained earnings 410,701 453,115

Accumulated Other Comprehensive Income/(Loss):Net unrealized gain/(loss) on available-for-sales securities (160) 409Net gain/(loss) on derivative instruments (3,529) (15,064)Land revaluation 143,108 135,565Foreign currency translation adjustments (76,833) (72,200)Pension adjustments recognized by foreign consolidated subsidiaries (4,433) (5,513)

Total accumulated other comprehensive income/(loss) 58,153 43,197Stock Acquisition Rights 259 6Minority Interests in Consolidated Subsidiaries 5,316 16,908

Total Equity 474,429 513,226Total Liabilities and Equity 1,915,943 1,978,567

FY2012March 31, 2012

FY2013March 31, 2013

12

(2) Consolidated Statements of Operations and Comprehensive IncomeConsolidated Statement of Operations

(Millions of Yen)

For the years ended

Net sales 2,033,058 2,205,270

Costs of sales 1,662,592 1,729,296

Gross profit on sales 370,466 475,974

409,184 422,038

Operating income/(loss) (38,718) 53,936

2,244 2,659284 289

Rental income 1,885 2,088Equity in net income of affiliates 9,552 10,090Foreign exchange gain 2,929 -Other 2,593 2,880

Total 19,487 18,006

Interest expense 11,451 14,062Loss on sale of receivables 983 813Foreign exchange loss - 19,538Other 5,152 4,442

Total 17,586 38,855

Ordinary income/(loss) (36,817) 33,087

185 508Gain on sales of subsidiaries and affiliates' stocks - 9,574State subsidy - 2,746Reversal of investment valuation allowance 495 -Other 458 921

Total 1,138 13,749

3,455 3,3337,171 2,795

Reserve for environmental measures 19 60Loss on disaster 3,731 -Loss on abolishment of retirement benefit plan 1,044 -Business restructuring costs 4,079 1,212Other 84 335

Total 19,583 7,735

Income/(loss) before income taxes (55,262) 39,101

March 31, 2012

Interest incomeDividend income

Non-operating expenses

Selling, general and administrative expenses

Non-operating income

FY2013March 31, 2013

Extraordinary losses

Extraordinary profitsGain on sale of tangible fixed assets

Loss on retirement and sale of tangible fixed assetsLoss on impairment of fixed assets

FY2012

13

(Millions of Yen)

For the years ended March 31, 2012FY2013

March 31, 2013FY2012

Current 15,755 16,231Prior years (2,158) -Deferred 38,759 (11,606)

Total 52,356 4,625

Income/(loss) before minority interests (107,618) 34,476

115 172

Net income/(loss) (107,733) 34,304

Income taxes

Minority interests in consolidated subsidiaries

14

Consolidated Statement of Comprehensive Income(Millions of Yen)

For the years ended

Income/(loss) before minority interests (107,618) 34,476

Other comprehensive income/(loss)Net unrealized gain/(loss) on available-for-sale securities 8 542Net gain/(loss) on derivative instruments (719) (11,366)

11,250 -Foreign currency translation adjustments (1,494) (4,497)

(2,106) (1,080)

(3,832) 10,337

Total 3,107 (6,064)

Comprehensive income/(loss) (104,511) 28,412

Comprehensive income/(loss) attributable to:Owners of the parent (104,871) 26,891Minority interests 360 1,521

Share of other comprehensive income/(loss) ofequity method-applied affiliates

Revaluation reserve for land

Pension adjustments recognized by foreignconsolidated subsidiaries

FY2012March 31, 2012

FY2013March 31, 2013

15

(3) Consolidated Statement of Equity

(Millions of yen)

Years ended

March 31, 2011 186,500 170,192 15,082 (2,189) 369,585 59,227 460 1,267 430,539

Issuance of new common stock 72,457 72,457 - - 144,914 - - - 144,914

Net loss - - (107,733) - (107,733) - - - (107,733)

Land revaluation - - 3,936 - 3,936 7,314 - - 11,250

Treasury stock - - - (1) (1) - - - (1)

Net unrealized gain onavailable-for-sale securities - - - - - 7 - - 7

Net loss on derivative instruments - - - - - (688) - - (688)

Adjustments from translation offoreign currency financial statements - - - - - (5,600) - - (5,600)

Pension adjustments recognizedby foreign consolidated subsidiaries - - - - - (2,107) - - (2,107)

Stock acquisition rights from grantingof share-based payment - - - - - - (201) - (201)

Minority interests inconsolidated subsidiaries - - - - - - - 4,049 4,049

March 31, 2012 258,957 242,649 (88,715) (2,190) 410,701 58,153 259 5,316 474,429

Net income - - 34,304 - 34,304 - - - 34,304

Land revaluation - - 7,543 - 7,543 (7,543) - - -

Change of scope of consolidation - - 569 - 569 - - - 569

Treasury stock - - - (2) (2) - - - (2)

Net unrealized gain onavailable-for-sale securities - - - - - 569 - - 569

Net loss on derivative instruments - - - - - (11,535) - - (11,535)

Adjustments from translation offoreign currency financial statements - - - - - 4,633 - - 4,633

Pension adjustments recognizedby foreign consolidated subsidiaries - - - - - (1,080) - - (1,080)

Stock acquisition rights from grantingof share-based payment - - - - - - (253) - (253)

Minority interests inconsolidated subsidiaries - - - - - - - 11,592 11,592

March 31, 2013 258,957 242,649 (46,299) (2,192) 453,115 43,197 6 16,908 513,226

Capital and retained earnings

Commonstock

Capitalsurplus

Retainedearnings

Treasurystock

EquityAccumulated

othercomprehensiveincome/(loss)

Stockacquisition

rights

Minorityinterest in

consolidatedsubsidiaries

TotalTotal

16

(4) Consolidated Statement of Cash Flows(Millions of Yen)

For the years ended

Cash flows from operating activities:Income/(loss) before income taxes (55,262) 39,101Adjustments to reconcile income/(loss) before income taxes to net cash

provided by/(used in) operating activities:Depreciation and amortization 68,791 59,954Loss on impairment of fixed assets 7,171 2,795Allowance for doubtful receivables (245) 113Investment valuation allowance (495) -Reserve for warranty expenses (9,378) (4,552)Employees' and executive officers' severance and retirement benefits (2,134) (5,739)Reserve for loss from business of affiliates (2,327) (714)Reserve for environmental measures 19 60Interest and dividend income (2,528) (2,948)Interest expense 11,451 14,062Equity in net loss/(income) of affiliates (9,552) (10,090)Loss/(gain) on retirement and sale of tangible fixed assets 3,270 2,721Loss/(gain) on sale of investment securities 36 (329)Loss/(gain) on sales of subsidiaries and affiliates' stocks - (9,574)State subsidy - (2,746)Decrease/(increase) in trade notes and accounts receivable (15,709) (4,532)Decrease/(increase) in inventories (28,185) (37,187)Increase/(decrease) in trade notes and accounts payable 37,551 33,994Increase/(decrease) in other current liabilities 2,142 21,716Other 7,581 (20,686)

Subtotal 12,197 75,419Interest and dividends received 3,112 3,075Interest paid (11,267) (13,678)Income taxes refunded/(paid) (13,140) (15,783)

Net cash provided by/(used in) operating activities (9,098) 49,033Cash flows from investing activities:

Payments into time deposits (1,000) (3,644)Proceeds from withdrawal of time deposits - 3,574Purchase of investment securities (12) (5,097)Proceeds from sale and redemption of investment securities 600 1,166Acquisition of tangible fixed assets (61,724) (69,899)Proceeds from sale of tangible fixed assets 1,412 16,065Proceeds from state subsidy - 2,746Acquisition of intangible fixed assets (8,160) (6,110)Decrease/(increase) in short-term loans receivable (1,321) 1,317Long-term loans receivable made (319) (467)Collections of long-term loans receivable 219 345Proceeds from sales of investments in subsidiaries resulting in

change in scope of consolidation - 19,804Other (12) (87)

Net cash used in investing activities (70,317) (40,287)

FY2012

March 31, 2012FY2013

March 31, 2013

17

(Millions of Yen)

For the years endedFY2012

March 31, 2012FY2013

March 31, 2013

Cash flows from financing activities:Increase/(decrease) in short-term loans payable (9,983) 25,683Proceeds from long-term loans payable 227,550 2,680Repayment of long-term loans payable (96,492) (41,647)Redemption of bonds (20,100) (45,100)Proceeds from issuance of common stock 144,656 -Payment of lease obligations (12,858) (7,980)Proceeds from stock issuance to minority shareholders 3,691 9,364Cash dividends paid to minority shareholders (1) (15)Treasury stock transactions (1) (2)Other - (164)

Net cash provided by/(used in) financing activities 236,462 (57,181)(2,589) 15,041

Net increase/(decrease) in cash and cash equivalents 154,458 (33,394)Cash and cash equivalents at beginning of the period 322,849 477,307Increase/(decrease) in cash and cash equivalents resulting from

change of scope of consolidation - 962

Cash and cash equivalents at end of the period 477,307 444,875

Effects of exchange rate fluctuations on cash and cash equivalents

18

(5) Footnotes to the Consolidated Financial Statements

(Note on the Assumptions as Going Concern)There are no matters to be discussed.

(Significant Accounting Policies in Preparing the Consolidated Financial Statements)

1. Consolidation Scope and Application of Equity Method1) Consolidated Subsidiaries 56

Overseas 33 Mazda Motor of America, Inc.Mazda Motors (Deutschland) GmbH and others

Domestic 23 15 dealers and 8 others

2) Equity Method-Applied Affiliates 15

Overseas 6 AutoAlliance (Thailand) Co., Ltd.Changan Mazda Automobile Co., Ltd. and others

Domestic 9 2 automotive parts sales companies and 7 others

2. Changes in Consolidation Scope and Application of Equity MethodThe changes in Consolidation Scope and Application of Equity Method are as follow.1) Consolidated Subsidiaries

(Newly added) 4Overseas 4 (increased in materiality)

Logistics Alliance (Thailand) Co., Ltd.Kurashiki Kako (Dalian) Co., Ltd.

(newly founded)Mazda Malaysia Sdn. Bhd.Mazda Powertrain Manufacturing (Thailand) Co., Ltd.

(Excluded) 4Overseas 2 (decrease in the ratio of voting right with an allocation of

new shares to a third party)MAZDA SOLLERS Manufacturing Rus LLC (Note: its companyname was changed from Mazda Motor Manufacturing Rus, OOO)

(liquidation)Mazda America Real Estate LLC

Domestic 2 (transfer of stocks)Toyo Advanced Technologies Co., Ltd.Microtechno Corporation

2) Equity Method-Applied Affiliates(Newly added) 3

Overseas 2 (new joint venture companies)MAZDA SOLLERS Manufacturing Rus LLCChangan Mazda Automobile Co., Ltd.

Domestic 1 (decrease in the ratio of voting right)Toyo Advanced Technologies Co., Ltd.

(Excluded) 1

Overseas 1 (restructuring)Changan Ford Mazda Automobile Co., Ltd.

19

3. Accounting Periods of Consolidated SubsidiariesThe year-end consolidated balance sheet date is March 31. Among the consolidated subsidiaries, the followingsubsidiaries have a year-end balance sheet date (in its statutory financial statements) different from theyear-end consolidated balance sheet date.

(Company name) (Balance sheet date)Compania Colombiana Automotriz S.A. December 31 (Note 1)Vehiculos Mazda de Venezuela C.A. December 31 (Note 1)Mazda Motor (China) Co., Ltd. December 31 (Note 2)Mazda South East Asia, Ltd. December 31 (Note 2)Mazda Motor de Mexico, S. de R.L de C.V. December 31 (Note 1)Mazda Servicios de Mexico, S. de R.L de C.V. December 31 (Note 1)Mazda Motor Manufacturing de Mexico S.A.de C.V. December 31 (Note 1)Mazda Motor Operaciones de Mexico S.A.de C.V. December 31 (Note 1)Mazda Motor Rus, OOO December 31 (Note 1)Mazda Motor do Brasil Ltda December 31 (Note 2)Logistics Alliance (Thailand) Co., Ltd. December 31 (Note 2)Kurashiki Kako (Dalian) Co., Ltd. December 31 (Note 2)Mazda Malaysia Sdn. Bhd. December 31 (Note 2)Mazda Powertrain Manufacturing (Thailand) Co., Ltd. December 31 (Note 2)

(Note 1) In preparing the consolidated financial statements, special purpose financial statements prepared forconsolidation as of the consolidated balance sheet date are used.

(Note 2) In preparing the consolidated financial statements, adjustments necessary in consolidation were madefor material transactions that occurred between the balance sheet dates (in its statutory financial statements) ofthese subsidiaries and the consolidated balance sheet date.

4. Accounting Policies

1) Valuation Standards and Methods of Significant Assets

a) SecuritiesAvailable-for-sale securities

With available fair value: Recorded at fair value estimated based on quoted market prices on thebalance sheet date, with unrealized gains and losses excluded fromincome and reported in a separate component of equity net of tax. Thebases of cost are on a historical cost basis mainly based on a movingaverage method.

Without available fair value: Recorded at cost on a historical cost basis mainly on a moving averagemethod.

b) Derivative instruments: Mainly a fair value method.

c) Inventories: For inventories that are held for the purpose of sales in the normalcourse

of business, inventories are recorded mainly on a historical cost basisbased on an average method. (The carrying value in the consolidatedbalance sheet is determined by the lower of cost or net realizable value.)

2) Depreciation and Amortization Methods of Significant Fixed Assets

a) Tangible Fixed Assets (excluding leased assets)Mainly a straight-line method over the estimated useful lives of the assets with an assumed residual value atone yen (i.e. memorandum value).

b) Intangible Fixed Assets (excluding leased assets)Straight-line method with periods of useful life estimated by a method equivalent to the provisions ofJapanese income tax law. Software for internal use is amortized on a straight-line basis over the period ofinternal use, i.e., 5 years.

c) Leased assets

20

For finance leases which do not transfer ownership, depreciation or amortization expense is recognized on astraight-line basis over the lease period. For leases with a guaranteed minimum residual value, the contractedresidual value is considered to be the residual value for financial accounting purposes. For other leases, theresidual value is zero.

3) Standards for Recognition of Reserves

a) Allowance for doubtful receivablesAllowance for doubtful receivables provides for the losses from bad debt. The amount estimated to beuncollectible is recognized. For receivables at an ordinary risk, the amount is estimated based on the pastdefault ratio. For receivables at a high risk and receivables from debtors under bankruptcy proceedings, theamount is estimated based on the financial standing of the debtor.

b) Investment valuation allowanceInvestment valuation allowance provides for losses from investments. The amount is estimated in light ofthe financial standings of the investee companies.

c) Reserve for warranty expensesReserve for warranty expenses provides for after-sales expenses of products (vehicles). The amount isestimated per product warranty provisions and actual costs incurred in the past, taking future prospects intoconsideration.

d) Employees and executive officers severance and retirement benefitsEmployees and executive officers severance and retirement benefits provide for the costs of severance andretirement benefits to employees and executive officers. For employees severance and retirement benefits,the amount estimated to have been incurred as of the end of the current fiscal year is recognized based onthe estimated amount of liabilities for severance and retirement benefits and the estimated fair value of thepension plan assets at the end of the current fiscal year. The recognition of prior service cost is deferred on astraight-line basis over a period equal to or less than the average remaining service period of employees atthe time such cost is incurred (mainly 12 years). The recognition of actuarial differences is also deferred onthe straight-line basis over a period equal to or less than the average remaining service period of employeesat the time such gains or losses are realized (mainly 13 years). The amortization of net gains or losses startsfrom the fiscal year immediately following the year in which such gains or losses arise. For executiveofficers retirement benefits, the liability is provided for the amount that would be required by the internalcorporate policy if all the eligible executive officers retired at the balance sheet date.

e) Reserve for loss from business of affiliatesReserve for loss from business of affiliates provides for losses from affiliates businesses. The amount ofloss estimated to be incurred by Mazda Motor Corporation is recognized.

f) Reserve for environmental measuresReserve for environmental measures provides for expenditure aimed at environmental measures. Theamount of future expenditure estimated as of the end of the current fiscal year is recognized.

4) Foreign Currency TranslationReceivables and payables denominated in foreign currencies are translated into Japanese yen at the exchangerate on the fiscal year end; gains and losses in foreign currency translation are included in the income of thecurrent period. Balance sheets of consolidated foreign subsidiaries are translated into Japanese yen at the rateson the fiscal year ends of the subsidiaries accounting periods except for equity accounts, which are translated atthe historical rates. Income statements of consolidated foreign subsidiaries are translated at average rates of thesubsidiaries fiscal years, with the translation differences prorated and included in the equity as foreign currencytranslation adjustments and minority interests.

5) Accounting for Hedging ActivitiesFull-deferral hedge accounting is mainly applied. Also, for certain interest rate swap contracts that are used ashedges and meet certain hedging criteria, the net amount to be paid or received under the interest rate swapcontract is added to or deducted from the interest on the assets or liabilities for which the interest rate swapcontract was executed.

21

6) Amortization of GoodwillGoodwill is amortized on a straight-line basis over a period (primarily 5 years) during which each investment isexpected to generate benefits.

7) Cash and Cash Equivalents in the Consolidated Statement of Cash FlowsCash and cash equivalents consist of cash on hand, bank deposits that can be readily withdrawn, and short-term,highly liquid investments with maturities of three months or less at the time of acquisition that presentinsignificant risk of changes in value.

8) Othersa) Accounting for Consumption Taxes

Tax-excluded methodIn addition, any non-deductible consumption taxes associated with asset purchases are recorded as anexpense during the current fiscal year.

a) Adoption of Consolidated taxation systemConsolidated taxation system with domestic subsidiaries has been adopted since the current consolidatedfiscal year.

(Changes in accounting policies / Changes in accounting estimates / Restatement)(Changes in accounting estimates)Useful lives and residual values of tangible fixed assets of Mazda were estimated by a method equivalent to theprovisions of Japanese Corporation Tax Law until last Fiscal Year ended March 31, 2012.The use of machinery and equipment, tools, furniture and fixtures was investigated as the utility of productionfacility is broadened in line with the introduction of the next generation models equipped with SKYACTIV,manufactured by flexible production system led by Monotsukuri (Manufacturing) Innovation and the increase ininvestment in associated production facility.As a result of the above mentioned research, useful lives for most of the tangible fixed assets turned out to belonger. The effect of the change in useful lives was recognized prospectively from the Fiscal Year ended March 31,2013. Also, residual values for all of the tangible fixed assets were revised as it will be one yen (i.e. memorandumvalue) at the end of the useful lives.By the above mentioned changes in useful lives, operating income for the Fiscal Year ended March 31, 2013increased by 5,114 million, ordinary income and income before income taxes increased by 5,269 million,respectively.

(Changes in accounting policies which are difficult to distinguish from changes in accounting estimates)From the Fiscal Year ended March 31, 2013, domestic consolidated subsidiaries changed the depreciation methoddue to the revision of Japanese Corporation Tax Law for depreciable assets acquired on or after April 1, 2012. Theeffect of this change on the consolidated statement of operations for the Fiscal Year ended March 31, 2013 isimmaterial.

(Changes in Financial Statement Presentation)(Consolidated Statement of Operations)The amounts of Extraordinary profits-Gain on reversal of subscription rights to shares and Extraordinaryprofits-Compensation for the exercise of eminent domain for the previous fiscal year are included inExtraordinary profits-Other for the fiscal year ended March 31, 2013 due to decrease in materiality. For thepurpose of reflecting this change in financial statement presentation, we reclassified Consolidated FinancialStatements for the fiscal year ended March 31, 2012.As a result of this change, 201 million presented as Extraordinary profits-Gain on reversal of subscription rightsto shares and 257 million presented as Extraordinary profits-Compensation for the exercise of eminent domainfor the fiscal year ended March 31, 2012 were reclassified to Extraordinary profits-Other of 458 million.

22

(Segment Information)1) Overview of Reportable Segments

2) Measurement of Sales, Income or Loss, Assets, and Other Items by Reportable Segments

3) Sales, Income or Loss, Assets, and Other Items by Reportable Segments

(For the fiscal year ended March 31, 2012) (Millions of Yen)Reportable Segments

North Other Adjustment ConsolidatedYear Ended March 31, 2012 Japan America Europe areas Total (Note 1) (Note 2)Net sales:

Outside customers 824,383 568,340 347,299 293,036 2,033,058 - 2,033,058Inter-segment 920,594 3,305 13,142 1,190 938,231 (938,231) -

Total 1,744,977 571,645 360,441 294,226 2,971,289 (938,231) 2,033,058Segment income/(loss) (18,417) (40,277) 5,627 10,072 (42,995) 4,277 (38,718)Segment assets 1,750,262 162,676 161,487 126,532 2,200,957 (285,014) 1,915,943Other items

Depreciation and amortization 64,035 863 2,684 621 68,203 - 68,203Amortization of goodwill 33 450 102 3 588 - 588

9,615 29,421 - 42,953 81,989 - 81,989

64,758 11,660 621 1,001 78,040 - 78,040

Notes: 1. Notes on Adjustment:(1) The adjustment on segment income/(loss) are eliminations of inter-segment transactions.(2) The adjustment on segment assets are mainly eliminations of inter-segment receivables and payables.

2. Segment income/(loss) is reconciled with the operating income in the consolidated statement of operations for thefiscal year ended March 31, 2012.

Investments in equity method-applied affiliates

Increase in tangibleand intangible fixed assets

The reportable segments of Mazda Group consist of business components for which separate financial statements areavailable. The reportable segments are the subject of periodical review by board of directors' meetings for the purpose ofmaking decisions on the distribution of corporate resources and evaluating business performance.

Mazda Group is primarily engaged in the manufacture and sale of automobiles. Businesses in the Japan are managed byMazda Motor Corporation. Businesses in North America are managed by Mazda Motor of America, Inc. and Mazda MotorCorporation. And business in Europe regions are managed by Mazda Motor Europe GmbH and Mazda Motor Corporation.Areas other than Japan, North America and Europe are defined as Other areas, regarding it as one management unit.Business deployment in countries in Other areas are managed in an integrated manner by Mazda Motor Corporation.

Accordingly, Mazda Group consists of regional segments based on a system of managing production and sale. As such,Japan, North America, Europe and Other areas are designated as four reportable segments.

The accounting treatment of reportable segments are the same as that described under "Significant Accounting Policies inPreparing the Consolidated Financial Statements."

From the fiscal year ended March 31, 2013, Mazda has changed its useful lives for most of tangible fixed assets andresidual values for all of the tangible fixed assets. As a results, segment income of "Japan" for the fiscal year ended March31, 2013 increased by 5,114 million yen.In addition, from the fiscal year ended March 31, 2013, domestic consolidated subsidiaries grouped in "Japan" segmenthave changed the depreciation method due to the revision of Japanese Corporation Tax Law. The effect of this change onsegment income for the fiscal year ended March 31, 2013 was immaterial.In detail, please refer to "Changes in accounting policies / Changes in accounting estimates / Restatement" on Page 22.

23

(For the fiscal year ended March 31, 2013) (Millions of Yen)Reportable Segments

North Other Adjustment ConsolidatedYear Ended March 31, 2013 Japan America Europe areas Total (Note 1) (Note 2)Net sales:

Outside customers 795,919 647,382 344,434 417,535 2,205,270 - 2,205,270Inter-segment 1,097,663 2,598 10,348 1,123 1,111,732 (1,111,732) -

Total 1,893,582 649,980 354,782 418,658 3,317,002 (1,111,732) 2,205,270Segment income/(loss) 108,389 (48,877) 3,122 16,839 79,473 (25,537) 53,936Segment assets 1,775,831 309,211 162,047 176,543 2,423,632 (445,065) 1,978,567Other items

Depreciation and amortization 55,899 847 2,220 748 59,714 - 59,714Amortization of goodwill 14 226 - - 240 - 240

15,573 35,635 2,280 55,558 109,046 - 109,046

56,043 19,520 633 994 77,190 - 77,190

Notes: 1. Notes on Adjustment:(1) The adjustment on segment income/(loss) are eliminations of inter-segment transactions.(2) The adjustment on segment assets are mainly eliminations of inter-segment receivables and payables.

2. Segment income/(loss) is reconciled with the operating income in the consolidated statement of operations for thefiscal year ended March 31, 2013.

Investments in equity method-applied affiliates

Increase in tangibleand intangible fixed assets

24

(Information on Amounts Per Share of Common Stock)

Equity per share of common stock (Yen) 156.85 166.04Net income/(loss) per share of common stock: Basic (Yen) (57.80) 11.48

Diluted (Yen) - -

Note1: The calculation basis of Net income/(loss) per share of common stock is as follows.

Net income/(loss) per common stock:Net income/(loss) (Millions of Yen) (107,733) 34,304Amount not attribute to common stock shareholders (Millions of Yen) - -Net income/(loss) related to common stock (Millions of Yen) (107,733) 34,304

1,863,949 2,989,171

-

(Note) Stock acquisition rights (stock option) resolved at the general meeting of shareholders on June 25, 2008.On June 27, 2012, we acquired a part of the stock acquisition rights with no compensation on rightholders' consent and cancelled them.

- Number of stock acquisition rights cancelled 1,802 units- Number of common shares underlying the share option

for the cancelled stocks 1,802,000 shares

Note2: The calculation basis of Equity per share of common stock is as follows.

Total Equity (Millions of Yen) 474,429 513,226Amount deducted from total equity (Millions of Yen) 5,575 16,914

(of which Stock Acquisition Rights) (259) (6)(of which Minority Interests) (5,316) (16,908)

Equity related to common stock (Millions of Yen) 468,854 496,312

2,989,175 2,989,165

(Significant Subsequent Events)None

Number of common stock used in the calculation of equity per share (Thousandsof shares)

FY2012(as of March 31,

2012)

FY2013(as of March 31,

2013)

FY2012(April 1, 2011 toMarch 31, 2012)

FY2013(April 1, 2012 toMarch 31, 2013)

For the fiscal year ended March 31, 2012, although potentially dilutive securities exist, since net loss was recorded,diluted information is not presented. For the fiscal year ended March 31, 2013, since there are no dilutive potentialsecurities that have dilutive effects, diluted information is not presented.

FY2012(April 1, 2011 toMarch 31, 2012)

FY2013(April 1, 2012 toMarch 31, 2013)

(Note)

Average number of shares outstanding during the period(Thousands of shares)

Outline of dilutive potential securities, which undergo important changes fromthe end of previous fiscal year and are not used to calculate net income pershare because they do not have dilutive effects

25

5. Unconsolidated Financial Statements(1) Unconsolidated Balance Sheet

As of

ASSETS

Current Assets:

Cash and time deposits 129,776 183,151Accounts receivable - Trade 210,617 249,089Securities 247,000 143,000Finished Products 26,355 32,555Work in process 54,523 61,735Raw material and Supplies 6,229 5,130Prepaid expenses 2,224 2,458Deferred tax assets 35,761 41,913Accounts receivable - Other 53,642 57,671Short-term loans receivable 106,035 116,462Other 10,467 11,828Allowance for doubtful receivables (394) (328)

Total current assets 882,234 904,664

Fixed Assets:

Tangible fixed assets:Buildings (net) 83,613 81,960Structures (net) 15,567 14,478Machinery and equipment (net) 134,039 135,290Transportation equipment (net) 1,246 1,277Tools, furniture and fixtures (net) 15,121 16,047Land 305,921 291,145Leased assets (net) 6,942 3,803Construction in progress 25,247 26,514

Total tangible fixed assets 587,697 570,514Intangible fixed assets:

Software 15,375 15,195Leased assets (net) 19 10

Total intangible fixed assets 15,394 15,205Investments and other fixed assets:

Investment securities 3,084 3,351Investment securities for affiliates 219,696 243,644Investments 3 3Investment for affiliates 23,213 34,635Long-term loans receivable 1,467 1,467Long-term loans receivable for employees - 1Long-term loans receivable for affiliates 2,604 2,604Claims in bankruptcy, rehabilitation and others 989 989Long-term prepaid expenses 4,470 2,722Deferred tax assets 2,647 1,191Other 3,680 3,982Allowance for doubtful receivables (3,100) (3,276)Investment valuation allowance (511) (511)

Total investments and other fixed assets 258,243 290,802Total fixed assets 861,333 876,521

Total Assets 1,743,567 1,781,185

FY2013March 31, 2012 March 31, 2013

(Millions of Yen)

FY2012

26

As ofLIABILITIES

Current Liabilities:Trade notes payable 553 830Accounts payable - Trade 195,095 219,282Bonds due within one year 45,000 10,000Long-term loans payable due within one year 38,599 89,824Lease obligations 4,080 2,008Accounts payable - Other 10,467 77,922Accrued expenses 48,791 56,097Income tax payable 559 4,352Unearned revenue 579 632Deferred revenue 173 271Deposit received 16,779 23,920Reserve for warranty expenses 33,032 28,307Forward exchange contracts 10,067 41,750

Total current liabilities 403,774 555,195

Fixed Liabilities:Bonds 50,000 40,000Long-term loans payable 556,088 466,264Lease obligations 3,297 2,075Deferred tax liability related to land revaluation 79,774 75,209Employees' and executive officers' severance and retirement benefits 53,767 48,493Reserve for loss from business of subsidiaries and affiliates 86,054 82,765Reserve for environmental measures 1,454 1,514Guaranty money received 3,389 3,562Asset retirement obligations 4,844 6,784Other 2,566 1,179

Total fixed liabilities 841,233 727,845Total Liabilities 1,245,007 1,283,040

EQUITY

Capital and Retained Earnings:Common stock 258,957 258,957Capital surplus

Capital reserve 168,847 168,847Other capital surplus 73,802 73,802

Total capital surplus 242,649 242,649Retained earnings

Other earned surplusUnappropriated retained earnings (140,785) (122,135)

Total retained earnings (140,785) (122,135)Treasury stock (2,185) (2,187)

Total capital and retained earnings 358,636 377,284

Valuation and Translation Adjustments:Net unrealized gain/(loss) on available-for-sale securities 61 168Net gain/(loss) on derivative instruments (3,505) (14,878)Land revaluation 143,108 135,565

Total valuation and translation adjustments 139,664 120,855Stock Acquisition Rights 259 6

Total Equity 498,559 498,145Total Liabilities and Equity 1,743,567 1,781,185

(Millions of Yen)

FY2012March 31, 2012

FY2013March 31, 2013

27

(2) Unconsolidated Statement of Operations

For the years ended

Net sales 1,538,578 1,694,765

Costs of sales 1,370,328 1,399,325

Gross profit on sales 168,250 295,440

Selling, general and administrative expenses 223,997 222,152

Operating income/(loss) (55,747) 73,288

Non-operating incomeInterest income 1,802 1,755Interest income of securities 206 316Dividends income 1,521 1,264Rental income 4,998 5,102Foreign exchange gain 3,040 -Other 778 1,009

Total 12,347 9,446

Non-operating expensesInterest expense 8,318 11,094Interest paid on bonds 1,587 1,167Foreign exchange loss - 18,129Stock issuance cost 422 -Other 3,776 3,901

Total 14,103 34,291

Ordinary income/(loss) (57,503) 48,443

Extraordinary profitsGain on sale of tangible fixed assets 70 163Gain on sale of investment securities - 8,738Gain on sale of stock for subsidiaries and affiliates 10 18,915Gain on reversal of subscription rights to shares 201 253State Subsidy - 2,379Compensation for the exercise of eminent domain - 43

Total 282 30,491

Extraordinary lossesLoss on sale of tangible fixed assets 440 110Loss on retirement of tangible fixed assets 2,171 2,518Loss on impairment of fixed assets 6,701 2,031Loss on sale of investment securities 36 -Valuation loss on investments 1 -Reserve for loss from business of subsidiaries and affiliates 45,553 65,905Reserve for environmental measures 17 60Loss on disaster 3,654 -

Total 58,573 70,624

Income/(loss) before income taxes (115,794) 8,310

Income taxesCurrent 1,459 (377)Prior years (2,048) -Deferred 24,318 (2,420)

Total 23,729 (2,797)

Net income/(loss) (139,523) 11,107

(Millions of Yen)

FY2013March 31, 2013

FY2012March 31, 2012

28

(3) Unconsolidated Statement of Equity

Mil.yen Mil.yen Mil.yen Mil.yen Mil.yen Mil.yen

Balance at March 31, 2011Changes during the period:

Issuance of new common stock

Net changes during the periodBalance at March 31, 2012


Balance at March 31, 2011

Changes during the period:Issuance of new common stock

Acquisition of treasury stockRe-issuance of treasury stock


* breakdown of other earned surplus

Mil.yen Mil.yen Mil.yen



(In Japanese yen rounded to millions)

(8,152) (127,435) (135,587)- (140,785) (140,785)

Reversal for land revaluation 3,936 3,936Net income/(loss) (139,523) (139,523)

Transfer from reserve(deduction of fixed assets) (8,152) 8,152 -

Reserve fordeduction offixed assets

Unappropriatedretainedearnings

Otherearnedsurplus

8,152 (13,351) (5,198)

61 (3,505) 143,108 139,664 259 498,559

6,440

18 (690) 7,314 6,641 (201) 15,767

Net changes in accounts other thancapital and retained earnings 18 (690) 7,314 6,641 (201)

Net income/(loss) - (139,523)- (1)- 0

Reversal for land revaluation - 3,936

133,023 460 482,792

- 144,914

on derivativesecurities instruments

44 (2,815) 135,794

Valuation and Translation AdjustmentsStock

acquisitionrights

TotalEquity

Net unrealized NetLand

revaluation

TotalValuation and

translationadjustments

gain/(loss) on gain/(loss)available-for-sale

258,957 168,847 73,802 (140,785) (2,185) 358,63672,457 72,457 (0) (135,587) (1) 9,327

Acquisition of treasury stock (1) (1)Re-issuance of treasury stock (0) 0 0

Reversal for land revaluation 3,936 3,936Net income/(loss) (139,523) (139,523)

144,91472,457 72,457

earned Retained earningssurplus*

186,500 96,390 73,802 (5,198) (2,184) 349,309

Capital and Retained Earnings

Common stock

Capital surplus RetainedearningsTreasury stock

Total

Capital reserve Other capitalsurplus

Other Capital and

29



Issuance of new common stock



Balance at March 31, 2012

Changes during the period:Issuance of new common stock

Acquisition of treasury stockRe-issuance of treasury stock


(In Japanese yen rounded to millions)

168 (14,878) 135,565 120,855 6 498,145

(19,062)

107 (11,373) (7,543) (18,809) (253) (414)

Net changes in accounts other thancapital and retained earnings 107 (11,373) (7,543) (18,809) (253)

Net income/(loss) - 11,107- (2)- 0

Reversal for land revaluation - 7,543

139,664 259 498,559

- -

on derivativesecurities instruments

61 (3,505) 143,108

Valuation and Translation AdjustmentsStock

acquisitionrights

TotalEquity

Net unrealized NetLand

revaluation

TotalValuation and

translationadjustments

gain/(loss) on gain/(loss)available-for-sale

258,957 168,847 73,802 (122,135) (2,187) 377,284

Re-issuance of treasury stock (0) 0 0- - (0) 18,650 (2) 18,648

Net income/(loss) 11,107 11,107Acquisition of treasury stock (2) (2)

Reversal for land revaluation 7,543 7,543

258,957 168,847 73,802

-

Capital and Retained Earnings

Common stock

Capital surplus RetainedearningsTreasury stock

Total

Capital reserveUnappropriated

retainedearnings

Other capitalsurplus

Capital andRetained earnings

(140,785) (2,185) 358,636

30

(4) Footnotes to the Unconsolidated Financial Statements(Note on the Assumptions as Going Concern)There are no matters to be discussed.

6. Other

(1) Production and Sales Informationa) Production Volume

units units unitsJapan Passenger cars 831,025 863,626 32,601

Trucks 15,549 15,503 (46)

Total 846,574 879,129 32,555Note: Production volume figures do not include those Mazda-brand vehicles produced by the following

joint venture assembly plants with Ford Motor Company (that are equity method-applied affiliates):

AutoAlliance International, Inc. 39,546 units 37,563 units (1,983) unitsAutoAlliance (Thailand) Co., Ltd. 75,630 units 115,815 units 40,185 units

b) Sales by Reportable Segment

millions of yen millions of yen millions of yen824,383 795,919 (28,464)

568,340 647,382 79,042347,299 344,434 (2,865)293,036 417,535 124,499

2,033,058 2,205,270 172,212Note: Inter-segment transactions are eliminated from the sales figures shown in the above table.

c) Sales by Product Type

units millions of yen units millions of yen units millions of yen1,016,430 1,510,789 1,053,262 1,753,850 36,832 243,061

- 93,113 - 55,938 - (37,175)- 200,107 - 189,749 - (10,358)- 229,049 - 205,733 - (23,316)- 2,033,058 - 2,205,270 - 172,212

< Wholesales Volume by Market >

units units unitsVehicles Japan 226,242 225,683 (559)

North America 361,917 370,263 8,346Europe 170,771 157,608 (13,163)Other 257,500 299,708 42,208

790,188 827,579 37,391Total 1,016,430 1,053,262 36,832

Overseas Total

FY2012Year Ended March 31, 2012

Year Ended March 31, 2012

Japan

North America


Increase / (Decrease)

EuropeOther areas



Vehicles

Parts









Year Ended March 31, 2012FY2012

FY2013

FY2013

Knockdown Parts (Overseas)

FY2012

Total

TotalOther

31

Financial Summary (Consolidated) April 26, 2013For the Fiscal Year Ended March 31, 2013 Mazda Motor Corporation

(In 100 millions of yen)(In thousands of units)(Upper left: return on sales)

% % %

1 5,602 3.5 1,425 1,520 1,201 1,734 5,880 5.0 5,900 0.3

2 14,729 (17.5) 3,641 3,649 3,916 4,967 16,173 9.8 18,900 16.9

Net sales 3 20,331 (12.6) 5,066 5,169 5,117 6,701 22,053 8.5 24,800 12.5(1.9%) 0.4% 1.9% 1.6% 5.1% 2.4% 4.8%

Operating income/(loss) 4 (387) - 18 97 81 343 539 - 1,200 -(1.8%) (1.8%) 1.8% 4.1% 1.7% 1.5% 3.9%

Ordinary income/(loss) 5 (368) - (89) 93 210 117 331 - 970 -(2.7%) (1.9%) 3.3% 4.5% 1.3% 1.8% 3.5%

6 (553) - (97) 170 228 90 391 - 880 -(5.3%) (1.3%) 2.4% 3.9% 1.3% 1.6% 2.8%

Net income/(loss) 7 (1,077) - (65) 122 199 87 343 - 700 -

Japan 8 (184) 63 256 191 574 1,084

North America 9 (403) (107) (153) (123) (106) (489)

Europe 10 56 9 (6) 19 9 31

Other areas 11 101 41 45 56 26 168

Operating profit changes

Volume & mix 12 242 (7) 97 6 338 499

Exchange rate 13 (79) (32) 95 200 184 560

Cost improvement 14 93 78 101 95 367 157

Marketing expense 15 (43) 14 10 (49) (68) (183)

Other 16 36 29 105 (65) 105 (372)

Total 17 249 82 408 187 926 661

JPY / USD 79 80 79 81 92 83 90

JPY / EUR 109 103 98 105 122 107 120

JPY / USD 79 78 79 82 80 79 88

JPY / EUR 111 103 104 103 102 103 117

Capital investment 20 780 151 188 193 240 772 1,300

Depreciation and amortization 21 688 152 146 151 151 600 580

R&D cost 22 917 218 209 224 248 899 1,000

Total assets 23 19,159 18,717 18,146 19,141 19,786

Equity 24 4,744 4,792 4,864 4,897 5,132

Financial debt 25 7,781 7,660 7,447 7,661 7,190

Net financial debt 26 3,008 3,265 3,243 3,451 2,741

27 (794) (203) 7 (280) 563 87

Domestic 28 206 (0.2) 51 59 40 66 216 5.2 220 1.7

North America 29 372 8.5 90 92 88 102 372 0.2 415 11.4

Europe 30 183 (13.6) 44 41 34 53 172 (6.2) 200 16.6

China 31 223 (5.6) 46 44 39 46 175 (21.5) 200 14.5

Other 32 263 (4.7) 69 77 79 75 300 13.5 300 0.1

Overseas 33 1,041 (2.4) 249 254 240 276 1,019 (2.2) 1,115 9.5

Global retail volume 34 1,247 (2.0) 300 313 280 342 1,235 (1.0) 1,335 8.1

Domestic production volume 35 847 (2.4) 207 205 221 246 879 3.8 960 9.2

36 37,617 37,745

Note: Global retail volume refers to the total retail units of Mazda-brand vehicles sold on a global basis.

Number of employees(excluding dispatches)

Operating income/(loss) bysegment (geographic area)

Transaction rate

Income/(loss) beforeincome taxes

19

Overseas

(Apr.'13-Mar.'14)

Domestic

Average ratefor the period 18

Free cash flow(Operating C/F & Investing C/F)

Fiscal YearEnded Mar. 2012

FY 2014Full Year Forecast

(Apr.'11-Mar.'12)

Fiscal YearEnded Mar.2013(Apr.'12-Mar.'13)

1st. Qtr. 2nd. Qtr. 3rd. Qtr. 4th. Qtr.

Financial Summary (Unconsolidated)For the Fiscal Year Ended March 31, 2013 April 26, 2013

Mazda Motor Corporation(In 100 millions of yen)(In thousands of units)(Upper left: return on sales)

% %

Domestic 1 3,738 11.0 4,002 7.1

Export 2 11,648 (19.1) 12,946 11.1

Net sales 3 15,386 (13.4) 16,948 10.2(3.6%) 4.3%

Operating income/(Loss) 4 (557) - 733 -(3.7%) 2.9%

Ordinary income/(Loss) 5 (575) - 484 -(7.5%) 0.5%

Income/(loss) before taxes 6 (1,158) - 83 -(9.1%) 0.7%

Net income/(loss) 7 (1,395) - 111 -79Yen/US$ 83Yen/US$

Average rate for the period 8 109Yen/EUR 107Yen/EUR

Capital investment 9 552 487

Depreciation & amortization 10 559 482

R & D cost 11 887 876

Total assets 12 17,436 17,812

Equity 13 4,986 4,981

Financial debt 14 6,971 6,102

Net financial debt 15 3,213 2,850

Domestic 16 234 10.8 229 (2.0)

North America 17 353 0.8 379 7.6

Europe 18 176 (17.5) 166 (5.7)

Others 19 211 (22.3) 225 6.4

Wholesales (units) 20 974 (6.9) 999 2.6

Domestic production units 21 847 (2.4) 879 3.8

22 20,863 20,566

Fiscal YearEnded March 2012

Fiscal YearEnded March 2013

Number of employees(excluding dispatchees)