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Tata Motors Limited raises US$ 750 million through issue of Global Depositary Shares (GDSs) and Convertible Notes (Notes) Press kit

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9 October, 2009

Tata Motors Limited (“Tata Motors”) has issued today 29,904,306 new equity shares in the form of Global Depositary Shares (“GDSs”), at a price of US$12.54 per GDS, aggregating US$375 million and 3,750, 4% coupon convertible notes (“Notes”) due 2014 at a price of $100,000 per Note, aggregating US$375 million (together, the “Offering”). These GDSs and Notes, together aggregating US$750mn, will be listed on the Luxembourg Stock Exchange.

The Offering was successfully executed against the backdrop of volatile equity market conditions with strong investor interest resulting in the book being closed in less than an hour from launch generating a demand of US$1.25 billion from 40 investors. The deal size was upsized from a base $600mn to $750mn. The GDS pricing represents a tight 1.5% discount to the closing price on Oct 8, 2009 of Rs. 589.25, while the Notes were issued at a 7.5% conversion premium over the GDR price with a yield to maturity of 5.5%.

Citigroup Global Markets, Credit Suisse and JP Morgan are acting as joint bookrunners for the Offering.

Tata Motors intends to use the net proceeds from this offering for repayment of debt incurred in connection with the acquisition of Jaguar Land Rover, the outstanding of which stands at US$ 700 million and for other purposes such as capital expenditure, working capital and other general corporate purposes.

Mr. Ravi Kant, Vice Chairman of Tata Motors, said “This is a significant milestone for Tata Motors. This transaction is a re-affirmation of investor confidence in the automotive sector and bears testimony to the trust reposed in the long term outlook and performance of Tata Motors”.

Mr. C. Ramakrishnan, Chief Financial Officer of Tata Motors, said “We are delighted with the outcome. The offering will augment our long term resources, help us de-leverage and provide us the financial flexibility to pursue our strategic goals.”

The Offering is expected to settle on October 15, 2009, subject to customary closing conditions.

NOT FOR DISTRIBUTION IN THE UNITED STATES OF AMERICA

This press release is not an offer for sale within the United States of any equity shares or any other security of the Company. The securities of the Company have not been and will not be registered under the U.S. Securities Act 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold in the United States absent registration under the U.S. Securities Act or an exemption from such registration. There will be no public offering of the securities referred to herein in the United States.

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