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3. Share Exchange Terms and Conditions (1) Schedule (provisional)   (2) Ratio of Exchange Hitachi requested Nomura Securities Co., Ltd. ("Nomura Securities"), UNISIA JECS requested Mizuho Securities Co., Ltd. ("Mizuho Securities") to calculate the ratio for the exchange of shares. The results of these calculations were referred to in discussions between the two companies, which agreed to the ratio shown below. The following ratio may be subject to change following discussions between the parties in the event that there should arise any significant change in the terms and conditions used to arrive at the ratio. Notes: a) Share allocation ratio There will be an allocation of 0.197 shares of Hitachi stock per share of UNISIA JECS stock. However, there will be no allocation of shares with respect to UNISIA JECS stock held by Hitachi. b) Result, method and basis of calculation by third-party institution Nomura Securities used the market price analysis to evaluate Hitachi, and the market price analysis, discounted cash flow (DCF) analysis and the comparable companies analysis to evaluate UNISIA JECS. The results were used as a basis for calculating the share exchange ratio. Mizuho Securities used the market price analysis and the comparable companies analysis to evaluate Hitachi, and the market price analysis, the comparable companies analysis and discounted cash flow (DCF) analysis to evaluate UNISIA JECS. The results were used as a basis for calculating the share-exchange ratio. c) Number of Hitachi shares to be issued for the exchange: 25,143,245 ordinary shares d) Date from which the dividend on the new shares is calculated: October 1, 2002 e) Hitachi may use its treasury stock in substitution for a part of Hitachi's shares to be issued for the exchanges. 4. Outline of Each Company

WRITTEN BY Corporate Communications Division