Mizuho Financial (MFG) F-3ASRAutomatic shelf registration (foreign)

An indeterminate amount of senior debt securities and subordinated debt securities to be offered at indeterminate prices is being registered pursuant to this registration statement. In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrant is deferring payment of the registration fee. The registrant will calculate the registration fee applicable to an offering of securities pursuant to this registration statement based on the fee payment rate in effect on the date of such fee payment.

This registration statement also relates to offers and sales of senior debt securities and subordinated debt securities after the initial sale of such securities in connection with market-making transactions by and through broker-dealer affiliates of Mizuho Financial Group, Inc., including Mizuho Securities USA LLC. These securities consist of an indeterminate amount of such securities that are initially being registered, and will initially be offered and sold, under this registration statement and an indeterminate amount of such securities that were initially registered, and were initially offered and sold, under registration statements previously filed by the registrant. Pursuant to Rule 457(q) under the U.S. Securities Act of 1933, as amended, no separate filing fee is required for the registration of securities to be reoffered solely for market-making purposes by an affiliate of the registrant. All such market-making reoffers and resales that are made pursuant to a registration statement after the effectiveness of this registration statement are being made solely pursuant to this registration statement.