31 May 1999 - All Nippon Airways (ANA), today announced a Medium-term Corporate Plan for the fiscal years 1999-2002 -- April 1, 1999 to March 31, 2003. This plan represents ANA's corporate vision and its specific course of action as it strives to strengthen its position as a global airline into the 21^st Century.

Kichisaburo Nomura, President & Chief Executive Officer of ANA said, "Many of the reforms we will undertake are going to be challenging, even painful. All of our Group employees and Management will have to work together to achieve these goals, while maintaining our focus on safety as a top priority. But by doing so, we will be able to provide the high-quality product that our customers have come to expect from ANA, while reassuring our investors with strengthened finances, supported by improved profitability and reduced debt.

"The business environment in Japan is extremely difficult right now, and will remain so through the plan term. Ongoing changes in accounting and financing standards in Japan, combined with the continued liberalization of the domestic aviation industry and the resulting increase in competition, ensure it.

"Against this backdrop, we will bring about the transformation of ANA and the ANA Group by undertaking sweeping reforms that will affect every area of our business. As we begin to reform ANA, we have one overriding goal: to exceed the expectations of our investors and customers."

Details of the plan follow.

1. Profit to Total Assets Ratio (PTAR)

	PTAR is an index designed to measure the profitability and efficiency of business operations. PTAR = Operating Profit + Interest and Dividend Total Assets Target: Over 6%
2. ANA Operating Profit to Operating Assets Ratio (ANA OPAR)
	ANA OPAR directly reflects the effectiveness of ANA's reforms. ANA OPAR= Operating Income - (Operating Expenses - Public Taxes and Charges) Operating Assets Target: Over 17% Note 1 "Public taxes and charges" include airport charges, jet fuel tax and aircraft property tax. The aim is to analyze the effectiveness of ANA's reforms by understanding the changes in costs before these expenses, and by exposing shifts in operating profit. Note 2 "Operating assets" is assets employed for air transport activities. This is calculated by subtracting investments and other assets, deferred charges and construction in progress from total capital, and adding aircraft under leases and net worth.
3. ANChanges in Index Fiscal Year PTAR ANA OPAR Operating Profit (¥100 million) ANA Transport Industry 1996 1997 1998 2.0% 0.3% 0.9% 3.5% 3.2% N/A 15% 13% 11% 180 6 132 1999 2000 2001 2002 0.8% 2.4% 4.2% 6.1% __ __ __ __ 11% 13% 15% 17% 20 260 440 620 Back to Details of the plan IV MEDIUM-TERM CORPORATE PLAN : CORE INITIATIVES 1. Reform of ANA Group Management 2. Strengthening of Finances 3. Focus of Resources and Rationalization of Air Transport Activities 4. Reduction of Non-operating Fixed Costs and Improvement of Efficiency 5. Reform of Group Companies 6. Reform of Sales Structure 7. Reform of Airport Services/Operational Support Structure 8. Development of Alliances 9. Enhanced Product Competitiveness 1. Reform of ANA Group Management 1) Streamlining of Management Structure The effective implementation of the reforms laid out in this plan require a strengthened ANA management able to make swift, timely decisions. To this end, ANA established a Management Strategy Committee in April 1999 and, following the Annual Shareholders Meeting in June, will streamline the ANA Board of Directors by reducing the number of Board Members to 19 from 31. A performance-linked pay system, including stock options, will be considered for Board Members 2) Changes in ANA Group Management Structure The management structure of ANA Group companies will be streamlined in order to support swift, effective decision-making. Consolidation of management resources within the Group will be promoted by eradicating task duplication from within group companies. Through these measures, the ANA Group will become more effective and achieve greater cost savings. I) Significantly reduce the number of Board of Directors within the principal Group companies II) Continue to investigate the legislation surrounding and the feasibility of implementing stock option programs for the Board Members of principal Group companies III) Achieve substantial synergies by creating an overall joint task structure combining the administrative, sales and technical functions of the Group air transport companies; establish a Group Headquarters, a Group Sales Center and a Group Technical Center (will be started in fiscal 1999) IV) Establish a Group fund pooling system and integrate Group company accounting functions (from fiscal 2000) V) Unite and reorganize the core air transport-related associated businesses. Once reorganized, ANA will make these businesses full subsidiaries and will improve their performance and efficiency by having ANA Board Members concurrently participate in their top management, encouraging sharing of Group and ANA management objectives. VI) Investigate establishing a holding company during the plan period to supervise Group airline companies so as to further reform Group management. Back to IV 2. Strengthening of Finances ANA will target increased profitability by reducing investments and improving its cost structure over the period plan. Total capital employed will be reduced by 8%, while real outstanding liabilities, including lease-related accrued liabilities, will be reduced by 22% (compared to fiscal 1998). 1) Reduction of investments ANA will reduce the number of aircraft to be introduced during the plan period by 9 (from 19 to 10). Through this and other measures, the company will trim investments to a yearly average of ¥84 billion, a figure less than cash flow from operations. 2) Reduction of Interest Bearing Debt i) Reduce interest-bearing debt by ¥130 billion (17%) * to ¥610 billion in fiscal 2002 ii) Decrease lease-related accrued liabilities by •140 billion (30%) * to ¥340 billion in fiscal 2002. Reduce ANA's real outstanding liabilities (including lease-related accrued liabilities) by ¥270 billion (22%)* . iii) Reduce ANA Group outstanding liabilities by ¥320 billion (20%)* * (compared to fiscal 1998)

3. Focus of Resources and Rationalization of Air Transport Activities

4. Reduction of Non-operating Fixed Costs and Improvement of Efficiency

6. Reform of Sales Structure

7. Reform of Airport Services / Operational Support Structure

8. Development of Alliances

9. Enhanced Product Competitiveness

1. Number of Flights/Available Seat Kilometers

3. Jet Fleet Planning