FOR IMMEDIATE RELEASE

Hitachi to Commence Tender Offer for the Shares etc. of its Subsidiary,
Hitachi Plant Technologies
Tokyo, July 28, 2009—Hitachi, Ltd. (NYSE: HIT/TSE: 6501/“Hitachi”) today
announced that it has decided to acquire the common stock and stock acquisition rights
of Hitachi Plant Technologies, Ltd. (Masaharu Sumikawa, President and Chief
Executive Officer/TSE: 1970), by way of a tender offer (the “Tender Offer”).
1. Purpose of the Tender Offer(1) Outline of the Tender Offer
Hitachi currently holds 68.88% of Hitachi Plant Technologies’ issued shares, including
indirect shareholdings of 0.74%, and thus accounts for Hitachi Plant Technologies as aconsolidated subsidiary. Hitachi intends to acquire all of the issued shares of Hitachi
Plant Technologies, the stock acquisition rights that were issued pursuant to theresolutions adopted at the Hitachi Plant Technologies Ordinary General Meeting of
Shareholders held on June 29, 2005, and the Hitachi Plant Technologies Board of
Directors’ meeting held on July 25, 2005, and the stock acquisition rights (the “3rdStock Acquisition Rights”) that were issued pursuant to the resolution adopted at the
Hitachi Plant Technologies Board of Directors’ meeting held on November 27, 2006
(the “FY2006 Stock Acquisition Rights”; collectively the “Stock Acquisition Rights”
together with the “3rd Stock Acquisition Rights”) (exclusive of its treasury stock) inorder to make Hitachi Plant Technologies a wholly owned subsidiary through theTender Offer. The Tender Offer does not set maximum and minimum limits to thenumber of shares to be purchased.
According to Hitachi Plant Technologies, Hitachi Plant Technologies resolved toapprove the Tender Offer, to recommend that the shareholders of Hitachi Plant
Technologies subscribe to the Tender Offer and to leave the decision whether tosubscribe to the Tender Offer regarding the Stock Acquisition Rights up to thediscretion of the holders of the Stock Acquisition Rights at a meeting of its Board of
Directors held today.

- more --2-(2) Decision-Making Process of the Tender Offer, and Management Policy after
the Tender Offer
The Hitachi Group, which consists of Hitachi Ltd., its subsidiaries and affiliatedcompanies, conducts a wide range of business activities, from the development,
production and sales of offerings to the provision of relevant services in seven businesssegments: Information & Telecommunication Systems; Electronic Devices; Power &Industrial Systems; Digital Media & Consumer Products; High Functional Materials &Components; Logistics, Services & Others; and Financial Services.
In the severe economic environment of the worldwide structural recession that has
been continuing since the second half of the previous fiscal year, the Hitachi Group
must urgently optimize the allocation of the entire Group’s resources and accelerate therestructuring of the business portfolio to secure a foundation for future growth.
In particular, the market for the social and industrial infrastructure business, which
includes power, transportation, roads, water and other public systems, as well as
production facilities for the manufacturing industry, is expected to grow, especially indeveloping countries. Even in developed countries and regions that have already built a
certain degree of social and industrial infrastructures, there is growing demand forrenovation of social and industrial infrastructures, supported by advanced informationand telecommunication systems. In addition, it is essential to build social
infrastructures going forward that minimize the impact on the global environment.
Therefore, with its extensive track record in the conventional fields of both social
infrastructure and information & telecommunication systems, as well as
environmental-related businesses, the Hitachi Group intends to utilize that experience,expertise and technological capabilities to concentrate on the “social innovation
business” that integrates the social infrastructure business with the information &telecommunication systems business.
Hitachi Plant Technologies was launched in April 2006 through the merger of Hitachi
Plant Engineering & Construction Co., Ltd., Hitachi Kiden Kogyo, Ltd., Hitachi
Industries Co., Ltd., and part of Hitachi, Ltd.’s Industrial Systems Group, toconsolidate these companies’ strengths in engineering, MONOZUKURI(manufacturing) and construction, with the aim of creating a global company
responsible for social and industrial infrastructure. Since its establishment, Hitachi
Plant Technologies has been engaged in the development, design, manufacturing, sales,
servicing and construction of social infrastructure systems, industrial systems, airconditioning systems and energy systems as its main businesses, and has achieved
steady growth through efforts to expand global market share and to enhance earnings
strength.

- more --3-Within the social innovation business that the Hitachi Group is emphasizing, the areas
closely tied to Hitachi Plant Technologies include water cycle systems such as waterproduction, waste water treatment, water recycling and water supply; air-conditioning
systems including eco-conscious data centers; transportation systems; power systems
including nuclear power plants, high-efficiency coal-fired power plants and smart grids(next-generation power networks); and industrial systems including the building oflarge-scale and comprehensive infrastructures and the construction of industrial plants.
All of these areas are targeted at global markets and have many large-scale projects atthe national, regional and municipal levels, making it necessary to operate in an
intensively competitive environment against global players. Among these large-scale
projects, market growth can be expected in overseas projects, while it is indispensible
to strengthen both strategic marketing capabilities and ability to assemble systems, inorder to achieve a high level of stable earnings while providing highly reliable social
infrastructures.
Going forward, Hitachi will respond to the growing need for new construction andrenovation of social infrastructures in all regions around the world while providing safeand highly reliable social infrastructures. In order to do so, Hitachi is bolstering its
ability to construct large-scale social and industrial information and telecommunication
systems by organically fusing information and telecommunication systems with power
and industrial systems, and strengthening its comprehensive marketing and solution
capabilities in its core product lines, primarily in power and industrial systems.
Meeting customer needs in an integrated and flexible manner will be an essential
element for accelerating growth and increasing earnings strength.
Against this backdrop, from around April 2009 Hitachi and Hitachi Plant Technologies
began discussing and investigating various measures to enhance the enterprise value ofboth companies. The resulting conclusion reached by both companies was for Hitachi
to make Hitachi Plant Technologies a wholly owned subsidiary. By establishing a morestable capital relationship, Hitachi Plant Technologies will further strengthen its ties tothe Hitachi Group and work with the Hitachi Group in the areas it has pursued to date
and that are also important to the social innovation business being emphasized by the
Hitachi Group, including water cycle systems, air-conditioning systems, transportation
systems, power systems and industrial systems. Integrating the management of Hitachi
Plant Technologies with the Hitachi Group will not only increase Hitachi Plant
Technologies’ enterprise value, but is also seen being very beneficial in increasing theoverall enterprise value of the Hitachi Group.
Specifically, having Hitachi Plant Technologies’ management integrated with Hitachi
will enable Hitachi Plant Technologies to make maximum use of the Hitachi Group’s
brand strength, capital strength and research infrastructure. This will reinforce the
Hitachi Plant Technologies’ key components that functionalize various plants and its- more --4-ability to assemble subsystems, strengthen the Hitachi Group’s core businesses andorganically combine these elements for further enhancing their ability to provide totalsolutions, thereby allowing the Hitachi Group and Hitachi Plant Technologies to work
more closely together. Hitachi believes this will make it possible to create further
synergies in the following diverse fields:
Water cycle systems: Provide total solutions to the water issues that are becoming
increasingly serious on a global scale, by supplying equipment and systems
and managing and maintaining facilities. (Middle and Near East, Southeast
Asia, etc.)
Air-conditioning systems: Provide solutions for energy savings at data centers,featuring monitoring and control technologies for IT equipment, including
servers, which face the growing problem of increasing heat generation anda rapid increase in power consumption due to high density of servers etc.,
as well as air-conditioning equipment, including local cooling units for
direct cooling of servers; and various environment control technologies,
including clean rooms. (Europe, China, etc.)
Transportation systems: Provide one-stop solutions overseas, from supplying
railway vehicles to laying track and building assembly, inspection andrepair facilities. (Europe, the United States, Southeast Asia, etc.)
Power systems: Globally develop power plants by effectively allocating andmanaging personnel for local construction, promoting the use of modular
construction methods and other rationalization expertise in construction.
(Europe, the United States, Southeast Asia, West Asia, etc.)
Industrial systems: Increase the efficiency of design, engineering and construction
works for the projects of building large-scale and comprehensive
infrastructures and constructing industrial plants in developing countries.
(Middle and Near East, China, etc.)
By working more closely together in these areas, Hitachi will be able to make products
and systems commercially viable and bring them to market more quickly, and achieve
additional Group synergies.
Even after making Hitachi Plant Technologies a wholly owned subsidiary, Hitachiintends to reinforce the businesses of Hitachi Plant Technologies by paying attention toits business features and the management that can fully utilize the operational andstructural strengths.

- more --5-(3) Measures to Ensure the Fairness of the Tender Offer including Measures to
Ensure the Fairness of the Tender Offer Price and to Avoid Conflicts ofInterest
Hitachi principally took into consideration the following matters to ensure the fairnessof the Tender Offer.
1) Acquisition of the valuation report on the equity value from an independent
third-party appraiser
In determining the purchase price for the Tender Offer (the “Tender Offer Price”),
Hitachi requested that Nomura Securities Co., Ltd.(“Nomura Securities”), a financial
adviser as a third-party appraiser independent from Hitachi and Hitachi Plant
Technologies, calculate the equity value of Hitachi Plant Technologies as one of themeasures to ensure the fairness of the Tender Offer Price.
To calculate the equity value of Hitachi Plant Technologies, Nomura Securities used
the average market share price method, the comparable company analysis method andthe discounted cash flow method (the “DCF” method). Hitachi obtained the valuation
report on the equity value of Hitachi Plant Technologies (the “Valuation Report”) from
Nomura Securities today. (Hitachi did not obtain an opinion on the fairness of thevaluation results of the Tender Offer Price, the so-called Fairness Opinion, from
Nomura Securities.)
The range of valuations per share of common stock of Hitachi Plant Technologies
calculated according to each method is as follows.
Average market share price method¥376 to ¥474
Comparable company analysis method ¥284 to ¥503
DCF method¥443 to ¥643
First, under the average market share price method, Nomura Securities judged therange per share of common stock to be ¥376 to ¥474 based on the closing price ofHitachi Plant Technologies’ common stock on the First Section of the Tokyo Stock
Exchange on the record date of July 24, 2009, the average closing price for the mostrecent one week, for the most recent one month, for the most recent three months andfor the most recent six months.
Secondly, under the comparable company analysis method, Nomura Securities judged
the range per share of common stock to be ¥284 to ¥503, evaluating Hitachi Plant
Technologies’ equity value by comparing share prices and financial indicators such as
the profitability of listed companies engaged in relatively similar businesses to those of
Hitachi Plant Technologies.
Finally, under the DCF method, Nomura Securities judged the range per share ofcommon stock to be ¥443 to ¥643 after analyzing enterprise value and equity value by- more --6-discounting free cash flows Hitachi Plant Technologies is expected to generate in the
future by a certain discount rate to arrive at a net present value. This analysis was
based on Hitachi Plant Technologies’ estimated future profits from the fiscal year
ending March 31, 2010 and later, taking into consideration Hitachi Plant Technologies’
business plans, an interview with the management of Hitachi Plant Technologies,
recent business performance, public information disclosures and other contributing
factors.
Hitachi took into account the valuation results received from Nomura Securities using
each method in its Valuation Report as reference and comprehensively considered
examples of premiums added as of determining tender offer prices in past examples oftender offers for shares by entities other than issuers; whether the Board of Directors ofHitachi Plant Technologies would accept the Tender Offer; the market share price trendof Hitachi Plant Technologies’ common stock; the expected number of subscriptions to
the Tender Offer; and other factors. Furthermore, taking into account the results ofconsultations and negotiations with Hitachi Plant Technologies, the final Tender Offer
Price was determined at ¥610 per share of common stock by Hitachi’s President andChief Executive Officer today.
The Tender Offer Price per share of ¥610 represents a premium of 29.8% (rounded to
the first decimal place) on the closing price of ¥470 of common stock of Hitachi Plant
Technologies on the First Section of the Tokyo Stock Exchange on July 24, 2009. (*) It
also represents a premium of 32.3% (rounded to the first decimal place) on the simple
average of ¥461 (rounded to the nearest yen) of the closing share prices of common
stock of Hitachi Plant Technologies for the past one month (from June 25 to July 24,2009), a premium of 33.2% (rounded to the first decimal place) on the simple averageof ¥458 (rounded to the nearest yen) of the closing share prices of common stock of
Hitachi Plant Technologies for the past three months (from April 27 to July 24, 2009),
and a premium of 62.2% (rounded to the first decimal place) on the simple average of¥376 (rounded to the nearest yen) of the closing share prices of common stock of
Hitachi Plant Technologies for the past six months (from January 26 to July 24, 2009).
(*) The stock price of Hitachi Plant Technologies rose following a news report
regarding the business restructuring of the Hitachi Group on July 27, 2009, which isthe day before the day when the aforementioned decision was made by Hitachi’s
President and Chief Executive Officer. Considering this rise in the stock price, thepremium was calculated using the stock price on July 24, 2009, a business day before
July 27, 2009. The calculations of the respective premiums on the simple average ofthe closing share prices of common stock for the past one month, for the past threemonths and for the past six months were made in the same manner.
The Tender Offer covers the Stock Acquisition Rights, which were issued as stock
options for directors, executive officers and employees of Hitachi Plant Technologies.
The exercise conditions of the Stock Acquisition Rights require that, in principle, the- more --7-holder of the Stock Acquisition Rights shall be 1) a director, executive officer,
corporate auditor or employee of Hitachi Plant Technologies or its subsidiary in thecase of the 3rd Stock Acquisition Rights, and 2) a director, executive officer or
employee of Hitachi Plant Technologies in the case of the FY2006 Stock Acquisition
Rights, at the time the Stock Acquisition Rights are exercised. Since its is understoodthat Hitachi cannot exercise the Stock Acquisition Rights that Hitachi has purchased
through the Tender Offer, the purchase price for the Stock Acquisition Rights has been
set at ¥1 per stock acquisition right.
On the other hand, according to Hitachi Plant Technologies, Hitachi Plant
Technologies requested that Mitsubishi UFJ Securities Co., Ltd. (“Mitsubishi UFJ
Securities”), a financial adviser as a third-party appraiser independent of Hitachi and
Hitachi Plant Technologies, evaluate and analyze the value of the common stock of
Hitachi Plant Technologies (Mitsubishi UFJ Securities is not a related party of either
Hitachi or Hitachi Plant Technologies.).
To collect and discuss the information that would be needed for the aforementioned
analysis and evaluation, Mitsubishi UFJ Securities, a third-party appraiser, obtained
information and received explanations from Hitachi Plant Technologies on the current
status of its businesses, future profit plans and other matters. Mitsubishi UFJ Securities
then evaluated and analyzed the equity value of Hitachi Plant Technologies based on
the above information and filed preliminary data for equity value evaluation on July 27,
2009.
The methods used by Mitsubishi UFJ Securities to analyze the value of the common
stock of Hitachi Plant Technologies are the market share price analysis, the comparable
company analysis and the discounted cash flow analysis (the “DCF” analysis). The
range of valuations per share of the common stock of Hitachi Plant Technologies using
each of these methods is as follows.
Market Share Price Analysis: ¥376 to ¥461
Comparable Company Analysis: ¥450 to ¥631
DCF Analysis: ¥524 to ¥769
2) Legal advice from a law officeAccording to Hitachi Plant Technologies, Hitachi Plant Technologies obtained an
opinion from Oka Myoga Kuroda Law Office, a legal adviser, on the legality of theprocedures of the Tender Offer, guarantee of fairness, the procedures for avoiding any
conflict of interest, the appropriateness of managerial judgment at a meeting of theBoard of Directors of Hitachi Plant Technologies and other matters.

- more --8-3) Approval of all the directors attending the Board of Directors’ meeting
Furthermore, according to Hitachi Plant Technologies, Hitachi Plant Technologies
carefully deliberated on the terms and conditions of the Tender Offer, while referring to
the above opinion, at a meeting of the Board of Directors held today, which wasattended by seven Directors (including three outside Directors) out of the eight
Directors (including four outside Directors). As a result, it has been concluded that theTender Offer will contribute to the strengthening of Hitachi Plant Technologies’
operating base and the restructuring and future development of its business structure,and that the conditions of the Tender Offer are reasonable, providing the shareholders
of Hitachi Plant Technologies with an opportunity to sell their shares of Hitachi Plant
Technologies at a reasonable price. Therefore a resolution to approve the Tender Offer,to recommend that the shareholders of Hitachi Plant Technologies subscribe to theTender Offer and to leave the decision whether to subscribe to the Tender Offer
regarding the Stock Acquisition Rights up to the discretion of the holders of the Stock
Acquisition Rights was made by unanimous approval of the attending Directors.
(Hitachi Plant Technologies did not obtain an opinion on fairness from a third-party
appraiser, the so-called Fairness Opinion.)
Again, according to Hitachi Plant Technologies, Hiroaki Nakanishi, an outside Directorof Hitachi Plant Technologies, concurrently serves as an Executive Officer of Hitachi
and therefore took no part in the deliberation and resolution on the Tender Offer fromthe viewpoint of avoiding any conflict of interest.
4) Setting the Tender Offer Period at a relatively long period
By setting the Tender Offer Period at 33 business days, which is a relatively long
period, Hitachi provides the shareholders of Hitachi Plant Technologies with theopportunity to fully reflect on the application for the Tender Offer, and ensures thefairness of the Tender Offer Price.
(4) Policy on Matters including Organizational Restructuring after the Tender
Offer (Matters concerning the so-called Two-Step Acquisition)
As described in “(1) Outline of the Tender Offer” above, Hitachi aims to make Hitachi
Plant Technologies a wholly owned subsidiary and intends to acquire all the issued
shares of Hitachi Plant Technologies (exclusive of Hitachi Plant Technologies shares
held by Hitachi) through the Tender Offer and a series of subsequent procedures.
If Hitachi cannot acquire all the issued shares of Hitachi Plant Technologies (exclusiveof its treasury stock) through the Tender Offer, Hitachi aims to acquire all the issued
shares of Hitachi Plant Technologies (exclusive of Hitachi Plant Technologies shares
held by Hitachi) by way of a share exchange with Hitachi Plant Technologies so that
Hitachi will become a wholly owning parent company and Hitachi Plant Technologies- more --9-will become a wholly owned subsidiary (the “Share Exchange”) after the Tender Offer.
The Share Exchange intends to deliver Hitachi shares in compensation for the Hitachi
Plant Technologies shares held by Hitachi Plant Technologies’ shareholders other than
Hitachi. With the Share Exchange, all the Hitachi Plant Technologies shares (exclusiveof Hitachi Plant Technologies shares held by Hitachi), including those that will nothave been applied for the Tender Offer, will be wholly exchanged with Hitachi shares,
and the shareholders of Hitachi Plant Technologies to whom one (1) or more Hitachi
shares are allotted will become Hitachi’s shareholders. The Share Exchange is planned
to be implemented through a simplified share exchange (kani kabushiki kokan), which
is set forth in the main clause of Article 796, Paragraph 3 of the Companies Act,
without approval at a General Meeting of Shareholders of Hitachi. Meanwhile, theShare Exchange may be implemented through a summary share exchange (ryakushiki
kabushiki kokan), which is set forth in Article 784, Paragraph 1 of the Companies Act,
without approval at a General Meeting of Shareholders of Hitachi Plant Technologies.
The share exchange ratio for the Share Exchange will be finally determined upon
consultations between Hitachi and Hitachi Plant Technologies after the completion of
the Tender Offer with due consideration of the interests of the respective shareholders
of Hitachi and Hitachi Plant Technologies. In determining the compensation (Hitachi
shares; provided, however, that if fractional shares less than one (1) share are to be
allotted, sales price equivalent to such fractional shares will be distributed; the same
shall apply hereinafter) to be received by the shareholders of Hitachi Plant
Technologies through the Share Exchange, Hitachi Plant Technologies shares are
expected to be evaluated to be equivalent in value to the purchase price for the Hitachi
Plant Technologies shares of common stock in the Tender Offer.
Upon the Share Exchange, the shareholders of Hitachi Plant Technologies, which will
become a wholly owned subsidiary of Hitachi, may request that Hitachi Plant
Technologies purchase their shares in accordance with the procedures of theCompanies Act and other applicable laws and regulations. In such a case, the purchaseprice would be determined in the last instance by a competent court.
The Share Exchange is scheduled to be implemented by around April 2010 at thelatest.
Meanwhile, as described in “(1) Outline of the Tender Offer” above, Hitachi aims to
make Hitachi Plant Technologies a wholly owned subsidiary and therefore intends toacquire all the Stock Acquisition Rights of Hitachi Plant Technologies through theTender Offer. In the case that Hitachi cannot acquire all the Stock Acquisition Rights ofHitachi Plant Technologies through the Tender Offer, Hitachi may request that Hitachi- more -- 10 -

Plant Technologies take necessary procedures to extinguish the Stock Acquisition
Rights and Hitachi Plant Technologies may take necessary procedures to extinguish theStock Acquisition Rights in response to such request from Hitachi.
(5) Likelihood of the Delisting of the Shares and the Reasons thereof
As of the date hereof, the common stock of Hitachi Plant Technologies are listed on
the First Section of the Tokyo Stock Exchange and the First Section of the Osaka
Securities Exchange. As Hitachi has not set a maximum limit to the number of shares
to be purchased in the Tender Offer, Hitachi Plant Technologies shares may be subject
to delisting upon the fulfillment of certain predetermined procedures if the result of theTender Offer falls under the respective delisting standards of the Tokyo Stock
Exchange and the Osaka Securities Exchange. In addition, even if the delisting
standards are not met upon completion of the Tender Offer, the shares of Hitachi Plant
Technologies are likely to be delisted in accordance with the delisting standards
because Hitachi intends to make Hitachi Plant Technologies a wholly owned
subsidiary through the Share Exchange, as described above in “(4) Policy on Matters
including Organizational Restructuring after the Tender Offer (Matters concerning theso-called Two-Step Acquisition)”. Trading of common stock of Hitachi Plant
Technologies will become unavailable on the Tokyo Stock Exchange and the Osaka
Securities Exchange after the delisting.
(6) Matters concerning Material Agreement regarding the Application to theTender Offer between the Tender Offeror and Shareholders of the Target
Company
Not applicable- more -- 11 -

2. Outline of the Tender Offer and Other Information(1) Outline of the Target Company
Corporate Name
Hitachi Plant Technologies, Ltd.
Development, design, production, sale, service and construction
Description ofrelating to social infrastructure systems, industrial systems,
Businesses
air-conditioning systems and energy systems, etc.
Date Established
June 10, 1929
Head Office5-2, Higashi-Ikebukuro 4-chome, Toshima-ku, Tokyo, Japan
Name and Title of
Masaharu Sumikawa, President and Chief Executive Officer
Representative
Paid-in Capital¥12 billion (As of March 31, 2009)
Hitachi, Ltd.
68.14%
2.94%
Japan Trustee Services Bank, Ltd.
Credit Suisse Securities Europe Limited
1.64%(Standing proxy: Citibank Japan Ltd.)
Hitachi Plant Technologies Employees’
0.91%
Shareholding Association
0.66%
Major Shareholders Nippon Life Insurance Company
0.60%
and Shareholdings Mizuho Bank, Ltd.
0.58%
The Master Trust Bank of Japan, Ltd.
Bank of New York JASDEC Non-Treaty Account
0.46%(Standing proxy: Mizuho Corporate Bank, Ltd.)SUMITOMO LIFE INSURANCE COMPANY
0.33%
0.33%
The Daiichi Mutual Life Insurance Company(As of March 31, 2009)
Hitachi holds 134,718,918 shares of Hitachi Plant
Technologies, equivalent to a shareholding ofCapital
68.88% of the total number of issued shares,
Relationships including indirect holdings of 0.74%. (As of
March 31, 2009)
Relationships
between the Tender
Offeror and theTarget Company

Personnel
One Hitachi executive officer sits on Hitachi Plant
Relationships Technologies’ Board of Directors.
Hitachi purchases industrial machinery fromTransaction Hitachi Plant Technologies, outsources plant
Relationships construction and conducts fund transactions underthe Hitachi Group’s cash pooling system.
Hitachi Plant Technologies is a consolidated
Status as a subsidiary of Hitachi, and therefore a Related
Related Party Party of Hitachi.

- more -- 12 -

(2) Tender Offer Period1) Initial Period of the Tender Offer in the Registration
From Thursday, August 20, 2009 to Thursday, October 8, 2009 (both inclusive) (33business days)
2) Possibility of Extending the Above Period upon Request of the Target Company
None(3) Tender Offer Price:1) ¥610 per share of common stock2) ¥1 per right of 3rd Stock Acquisition Rights¥1 per right of FY2006 Stock Acquisition Rights(4) Basis of Calculation of the Tender Offer Price
1) Basis of Calculation(i) Common StockFor reference in determining the Tender Offer Price, Hitachi requested that Nomura
Securities, a financial adviser as a third-party appraiser independent from Hitachi and
Hitachi Plant Technologies, calculate the equity value of Hitachi Plant Technologies.
To calculate the equity value of Hitachi Plant Technologies, Nomura Securities used
the average market share price method, the comparable company analysis method andthe DCF method. Hitachi received the Valuation Report from Nomura Securities today.
(Hitachi did not obtain an opinion on the fairness of the valuation results of the Tender
Offer Price, the so-called Fairness Opinion, from Nomura Securities.) The range ofvaluations per share of common stock of Hitachi Plant Technologies calculated
according to each method is as follows.
Average market share price method
Comparable company analysis method
DCF method¥376 to ¥474
¥284 to ¥503
¥443 to ¥643

First, under the average market share price method, Nomura Securities judged therange per share of common stock to be ¥376 to ¥474 based on the closing price ofHitachi Plant Technologies’ common stock on the First Section of the Tokyo Stock
Exchange on the record date of July 24, 2009, the average closing price for the mostrecent one week, for the most recent one month, for the most recent three months andfor the most recent six months.
Under the comparable company analysis method, Nomura Securities judged the range
per share of common stock to be ¥284 to ¥503, evaluating Hitachi Plant Technologies’- more -- 13 -

equity value by comparing share prices and financial indicators such as the profitabilityof listed companies engaged in relatively similar businesses to those of Hitachi Plant
Technologies.
Finally, under the DCF method, Nomura Securities judged the range per share ofcommon stock to be ¥443 to ¥643 after analyzing enterprise value and equity value by
discounting free cash flows Hitachi Plant Technologies is expected to generate in the
future by a certain discount rate to arrive at a net present value. This analysis was
based on Hitachi Plant Technologies’ estimated future profits from the fiscal year
ending March 31, 2010 and later, taking into consideration Hitachi Plant Technologies’
business plans, a management interview conducted with Hitachi Plant Technologies,
recent business performance, public information disclosures and other contributing
factors.
Hitachi took into account the valuation results received from Nomura Securities using
each method in its Valuation Report as reference and comprehensively considered
examples of premiums added as of determining tender offer prices in past examples oftender offers for shares by entities other than issuers; whether the Board of Directors ofHitachi Plant Technologies would accept the Tender Offer; the market share price trendof Hitachi Plant Technologies’ common stock; the expected number of subscriptions to
the Tender Offer; and other factors. Furthermore, taking into account the results ofconsultations and negotiations with Hitachi Plant Technologies, the final Tender Offer
Price was determined at ¥610 per share of common stock by Hitachi’s President andChief Executive Officer today.
The Tender Offer Price per share of ¥610 represents a premium of 29.8% (rounded to
the first decimal place) on the closing price of ¥470 of common stock of Hitachi Plant
Technologies on the First Section of the Tokyo Stock Exchange on July 24, 2009. (*) It
also represents a premium of 32.3% (rounded to the first decimal place) on the simple
average of ¥461 (rounded to the nearest yen) of the closing share prices of common
stock of Hitachi Plant Technologies for the past one month (from June 25 to July 24,2009), a premium of 33.2% (rounded to the first decimal place) on the simple averageof ¥458 (rounded to the nearest yen) of the closing share prices of common stock of
Hitachi Plant Technologies for the past three months (from April 27 to July 24, 2009),
and a premium of 62.2% (rounded to the first decimal place) on the simple average of¥376 (rounded to the nearest yen) of the closing share prices of common stock of
Hitachi Plant Technologies for the past six months (from January 26 to July 24, 2009).
(*) The stock price of Hitachi Plant Technologies rose following a news report
regarding the business restructuring of the Hitachi Group on July 27, 2009, which isthe day before the day when the aforementioned decision was made by Hitachi’s
President and Chief Executive Officer. Considering this rise in the stock price, thepremium was calculated using the stock price on July 24, 2009, a business day before- more -- 14 -

July 27, 2009. The calculations of the respective premiums on the simple average ofthe closing share prices of common stock for the past one month, for the past threemonths and for the past six months were made in the same manner.
(ii) Stock Acquisition Rights
The Tender Offer covers the Stock Acquisition Rights, which were issued as stock
options for directors, executive officers and employees of Hitachi Plant Technologies.
The exercise conditions of the Stock Acquisition Rights require that, in principle, theholder of the Stock Acquisition Rights shall be 1) a director, executive officer,
corporate auditor or employee of Hitachi Plant Technologies or its subsidiary in thecase of the 3rd Stock Acquisition Rights, and 2) a director, executive officer or
employee of Hitachi Plant Technologies in the case of the FY2006 Stock Acquisition
Rights, at the time the Stock Acquisition Rights are exercised. Since its is understoodthat Hitachi cannot exercise the Stock Acquisition Rights that Hitachi has purchased
through the Tender Offer, the purchase price for the Stock Acquisition Rights has been
set at ¥1 per stock acquisition right.
2) Background of the Valuation(Background to the decision regarding the Tender Offer Price)

Hitachi Plant Technologies is a consolidated subsidiary of Hitachi. Within the social
innovation business that the Hitachi Group is emphasizing, the areas closely tied to
Hitachi Plant Technologies include water cycle systems such as water production,
waste water treatment, water recycling and water supply; air conditioning systems
including environmentally friendly data centers; transportation systems; power systems
including nuclear power plants, high-efficiency coal-fired power plants and smart grids(next-generation power networks); and industrial systems including the building oflarge-scale and comprehensive infrastructures and the construction of industrial plants.
All of these areas are targeted at global markets and have many large-scale projects atthe national, regional and municipal levels, making it necessary to operate in an
intensively competitive environment against global players. Among these large-scale
projects, market growth can be expected in overseas projects, while it is indispensible
to strengthen both strategic marketing capabilities and ability to assemble systems, inorder to achieve a high level of stable earnings while providing highly reliable social
infrastructures.
Going forward, Hitachi will respond to the growing need for new construction andrenovation of social infrastructures in all regions around the world while providing safeand highly reliable social infrastructures. In order to do so, Hitachi is bolstering its
ability to construct large-scale social and industrial information and telecommunication- more -- 15 -

systems by organically fusing information and telecommunication systems with power
and industrial systems, and strengthening its comprehensive marketing and solution
capabilities in its core product lines, primarily in power and industrial systems.
Meeting customer needs in an integrated and flexible manner will be an essential
element for accelerating growth and increasing earnings strength.
Against this backdrop, from around April 2009 Hitachi and Hitachi Plant Technologies
began discussing and investigating various measures to enhance the enterprise value ofboth companies. The resulting conclusion reached by both companies was for Hitachi
to make Hitachi Plant Technologies a wholly owned subsidiary. By establishing a morestable capital relationship, Hitachi Plant Technologies will further strengthen its ties tothe Hitachi Group and work with the Hitachi Group in the areas it has pursued to date
and that are also important to the Social Innovation Business being emphasized by the
Hitachi Group, including water cycle systems, air conditioning systems, transportation
systems, power systems and industrial systems. Integrating the management of Hitachi
Plant Technologies with Hitachi will not only increase Hitachi Plant Technologies’
enterprise value, but is also seen as being very beneficial in increasing the overall
enterprise value of the Hitachi Group. Consequently, Hitachi decided to conduct theTender Offer, and determined the Tender Offer Price resulting from the following
backgrounds.
(i) Common Stock(a) Name of the Third Party from Which Hitachi Obtained Valuations
In determining the Tender Offer Price, Hitachi, around May 2009, requested Nomura
Securities as a financial adviser which is a third-party appraiser independent from
Hitachi and Hitachi Plant Technologies, calculate the equity value of Hitachi Plant
Technologies. Hitachi received the Valuation Report on the equity value of Hitachi
Plant Technologies from Nomura Securities today. (Hitachi did not obtain an opinion
on the fairness of the Tender Offer Price, the so-called Fairness Opinion, from Nomura
Securities.)(b) Outline of the Valuation Report

To calculate the equity value of Hitachi Plant Technologies, Nomura Securities used
the average market share price method, the comparable company analysis method andthe DCF method. The range of valuations per share of common stock of Hitachi Plant
Technologies calculated according to each method is as follows.
Average market share price method¥376 to ¥474
Comparable company analysis method ¥284 to ¥503
DCF method¥443 to ¥643

- more -- 16 -(c) Process for Determining the Tender Offer Price Based on the Valuation Report

Hitachi took into account the valuation results received from Nomura Securities using
each method in its Valuation Report as reference and comprehensively considered
examples of premiums added as of determining tender offer prices in past examples oftender offers for shares by entities other than issuers; whether the Board of Directors ofHitachi Plant Technologies would accept the Tender Offer; the market share price trendof Hitachi Plant Technologies’ common stock; the expected number of subscriptions to
the Tender Offer; and other factors. Furthermore, taking into account the results ofconsultations and negotiations with Hitachi Plant Technologies, the final Tender Offer
Price was determined at ¥610 per share of common stock by Hitachi’s President andChief Executive Officer today.
(ii) Stock Acquisition Rights
The Tender Offer covers the Stock Acquisition Rights, which were issued as stock
options for directors, executive officers and employees of Hitachi Plant Technologies.
The exercise conditions of the Stock Acquisition Rights require that, in principle, theholder of the Stock Acquisition Rights shall be 1) a director, executive officer,
corporate auditor or employee of Hitachi Plant Technologies or its subsidiary in thecase of the 3rd Stock Acquisition Rights, and 2) a director, executive officer or
employee of Hitachi Plant Technologies in the case of the FY2006 Stock Acquisition
Rights, at the time the Stock Acquisition Rights are exercised. Since its is understoodthat Hitachi cannot exercise the Stock Acquisition Rights that Hitachi has purchased
through the Tender Offer, the purchase price for the Stock Acquisition Rights has been
set at ¥1 per stock acquisition right by Hitachi’s President and Chief Executive Officer
today.
(Measures to Ensure the Fairness of the Tender Offer including Measures to Ensure theFairness of the Tender Offer Price and to Avoid Conflicts of Interest)
Hitachi principally took into consideration the following matters to ensure the fairnessof the Tender Offer.
(a) Acquisition of the valuation report on the equity value from an independent
third-party appraiser
To ensure the fairness of the Tender Offer Price, in determining the Tender Offer Price,
Hitachi requested Nomura Securities, a financial adviser as a third-party appraiser
independent from Hitachi and Hitachi Plant Technologies, calculate the equity value of
Hitachi Plant Technologies.
To calculate the equity value of Hitachi Plant Technologies, Nomura Securities used
the average market share price method, the comparable company analysis method and- more -- 17 -

the DCF method. Hitachi received the Valuation Report on the equity value of Hitachi
Plant Technologies from Nomura Securities today. (Hitachi did not obtain an opinion
on the fairness of the valuation results of the Tender Offer Price, the so-called Fairness
Opinion, from Nomura Securities.)
Hitachi took into account the valuation results received from Nomura Securities using
each method in its Valuation Report as a reference and comprehensively considered
examples of premiums added as of determining tender offer prices in past examples oftender offers for shares by entities other than issuers; whether the Board of Directors ofHitachi Plant Technologies would accept the Tender Offer; the market share price trendof Hitachi Plant Technologies’ common stock; the expected number of subscriptions to
the Tender Offer; and other factors. Furthermore, taking into account the results ofconsultations and negotiations with Hitachi Plant Technologies, the final Tender Offer
Price was determined at ¥610 per share of common stock by Hitachi’s President andChief Executive Officer today.
On the other hand, according to Hitachi Plant Technologies, Hitachi Plant
Technologies requested that Mitsubishi UFJ Securities, a financial adviser as athird-party appraiser independent of Hitachi and Hitachi Plant Technologies, evaluate
and analyze the value of the common stock of Hitachi Plant Technologies (Mitsubishi
UFJ Securities is not a related party of either Hitachi or Hitachi Plant Technologies.).
To collect and discuss the information that would be needed for the aforementioned
analysis and evaluation, Mitsubishi UFJ Securities, a third-party appraiser, obtained
information and received explanations from Hitachi Plant Technologies on the current
status of its businesses, future profit plans and other matters. Mitsubishi UFJ Securities
then evaluated and analyzed the equity value of Hitachi Plant Technologies based on
the above information and filed preliminary data for equity value evaluation on July 27,
2009.
The methods used by Mitsubishi UFJ Securities to analyze the value of the common
stock of Hitachi Plant Technologies are the market share price method, the comparable
company analysis method and the DCF method. The range of valuations per share of
the common stock of Hitachi Plant Technologies using each of these methods is asfollows.
Market Share Price Analysis: ¥376 to ¥461
Comparable Company Analysis: ¥450 to ¥631
DCF Analysis: ¥524 to ¥769

- more -- 18 -(b) Legal advice from a law officeAccording to Hitachi Plant Technologies, Hitachi Plant Technologies obtained an
opinion from Oka Myoga Kuroda Law Office, a legal adviser, on the legality of theprocedures of the Tender Offer, guarantee of fairness, the procedures for avoiding any
conflict of interest, the appropriateness of managerial judgment at a meeting of theBoard of Directors of Hitachi Plant Technologies and other matters.
(c) Approval of all the directors attending the Board of Directors meeting

Furthermore, according to Hitachi Plant Technologies, Hitachi Plant Technologies
carefully deliberated on the terms and conditions of the Tender Offer, while referring to
the above opinion, at a meeting of the Board of Directors held today, which wasattended by seven Directors (including three outside Directors) out of the eight
Directors (including four outside Directors). As a result, it has been concluded that theTender Offer will contribute to the strengthening of Hitachi Plant Technologies’
operating base and the restructuring and future development of its business structure,and that the conditions of the Tender Offer are reasonable, providing the shareholders
of Hitachi Plant Technologies with an opportunity to sell their shares of Hitachi Plant
Technologies at a reasonable price. Therefore a resolution to approve the Tender Offer,to recommend that the shareholders of Hitachi Plant Technologies subscribe to theTender Offer and to leave the decision whether to subscribe to the Tender Offer
regarding the Stock Acquisition Rights up to the discretion of the holders of the Stock
Acquisition Rights was made by unanimous approval of the attending Directors.
(Hitachi Plant Technologies did not obtain an opinion on fairness from a third-party
appraiser, the so-called Fairness Opinion.)
Again, according to Hitachi Plant Technologies, Hiroaki Nakanishi, an outside Directorof Hitachi Plant Technologies, concurrently serves as an Executive Officer of Hitachi
and therefore took no part in the deliberation and resolution on the Tender Offer fromthe viewpoint of avoiding any conflict of interest.
(d) Setting the Tender Offer Period at a relatively long period

By setting the Tender Offer Period at 33 business days, which is a relatively long
period, Hitachi provides the shareholders of Hitachi Plant Technologies with theopportunity to fully reflect on the application for the Tender Offer and ensures thefairness of the Tender Offer Price.

- more -- 19 -

3) Relationship with the Appraiser
Nomura Securities is not a Related Party of Hitachi.
(5) Number of Shares to Be Purchased
Number of Shares to Be
Minimum Number of Shares to Maximum Number of Shares toPurchased
Be Purchased
Be Purchased
63,121,235 shares— shares— shares
Notes:
1. As the maximum and minimum limits to the number of shares to be purchased through theTender Offer are not set, all of the tendered shares will be purchased.
2. Less-than-one-unit shares (tangen-miman-kabushiki) are also eligible for the Tender Offer. In
addition, Hitachi Plant Technologies may purchase its own shares during the Tender Offer
Period, pursuant to applicable laws and regulations, if shareholders owning less-than-one-unit
shares exercise their right to request purchase of their shares in accordance with the relevant
provisions of the Companies Act.
3. Hitachi does not intend to acquire treasury stock held by Hitachi Plant Technologies through theTender Offer.
4. The maximum number of shares of Hitachi Plant Technologies to be acquired by Hitachi
through the Tender Offer (in terms of shares) is stated in the “Number of Shares to be
Purchased.” This number indicates the Hitachi Plant Technologies shares (63,121,235 shares)that are to be obtained by deducting the total of the number of shares held by Hitachi as of thedate hereof (133,276,584 shares) and the number of shares of treasury stock held by Hitachi
Plant Technologies as of March 31, 2009 (1,056,079 shares), from the sum of the total number
of issued shares of Hitachi Plant Technologies as of March 31, 2009 (195,590,898 shares),which are stated in the securities report of the 114th term filed by Hitachi Plant Technologies onJune 24, 2009, and the number of Hitachi Plant Technologies shares (1,863,000 shares), whichis stated in said report as the objective being subject to the Stock Acquisition Rights that existed
as of March 31, 2009 (inclusive of the shares having been issued or transferred as a result of theexercise of the Stock Acquisition Rights on and after March 31, 2009, by the date hereof).
5. Although the Stock Acquisition Rights may be exercised by the end of the Tender Offer Period,
the shares of Hitachi Plant Technologies issued or transferred as a result of such exercise ofrights are also eligible for the Tender Offer.

(6) Changes in the Shareholdings due to the Tender Offer
Number of voting rights represented byshares held by the Tender Offeror
immediately before the Tender Offer
Number of voting rights represented byshares held by Special Related Parties
immediately before the Tender Offer
Number of voting rights represented byshares to be purchased by the Tender Offer
Total number of voting rights held by all theshareholders in the Target Company

133,276 units(Shareholdings immediately
before the Tender Offer: 69.07%)780 units(Shareholdings immediately
before the Tender Offer: 0.40%)

63,121 units(Shareholdings after theTender Offer: 100.00%)

192,965 units

Notes:
1. The “Shareholdings immediately before the Tender Offer” was calculated using the “Total
number of voting rights held by all the shareholders in the Target Company” as thedenominator.
2. The “Number of voting rights represented by shares held by Special Related Parties
immediately before the Tender Offer” represents the total of voting rights relating to shares
held by respective Special Related Parties as identified by Hitachi as of the date hereof.
Provided, however, that such Special Related Parties shall exclude those to be excluded from- more -- 20 -

3.

4.

5.

6.

the category of Special Related Parties in accordance with Article 3, Paragraph 2, Item 1 of the
Cabinet Office Ordinance regarding Disclosure of Tender Offers for Shares, etc., by Entities
Other than Issuers (Ministry of Finance Ordinance No. 38 of 1990; including amendment
thereof; the “Ordinance”) in calculating the shareholdings, as set forth in the respective itemsof Article 27-2, Paragraph 1 of the Financial Instruments and Exchange Law (Law No. 25 of
1948; including amendment thereof; the “Law”).
The “Number of voting rights represented by shares to be purchased by the Tender Offer”
indicates the number of voting rights relating to the number of shares to be purchased in theTender Offer (63,121,235 shares).
Because the shares held by respective Special Related Parties (exclusive of its treasury stock
held by Hitachi Plant Technologies being a Special Related Party) are also subject to the Tender
Offer, the “Number of voting rights represented by shares held by Special Related Parties
immediately before the Tender Offer” is not included in the numerator in the calculation of“Shareholdings after the Tender Offer.”
The “Total number of voting rights held by all the shareholders in the Target Company” (1,000
shares represent the number of shares per unit (tangen)) indicates the number of voting rights
of all the shareholders of Hitachi Plant Technologies as of March 31, 2009, which is stated in
the securities report of the 114th term filed by Hitachi Plant Technologies on June 24, 2009.
Because Hitachi has not set the maximum limit to the number of shares to be purchased in theTender Offer, and all the shares issued by Hitachi Plant Technologies (exclusive of treasury
stock held by Hitachi Plant Technologies but inclusive of Hitachi Plant Technologies sharesthat may be issued or transferred as a result of the Stock Acquisition Rights exercised by thelast date of the Tender Offer Period) and the Stock Acquisition Rights are subject to the Tender
Offer, the “Shareholdings after the Tender Offer” was calculated using the number of voting
rights (196,397 units) for the number of shares of Hitachi Plant Technologies (196,397,819
shares)—which corresponds to the number obtained by adding the number of Hitachi Plant
Technologies shares subject to the Stock Acquisition Rights as of March 31, 2009 as stated insaid securities report (inclusive of the shares of Hitachi Plant Technologies issued ortransferred as a result of the Stock Acquisition Rights exercised by today after March 31, 2009)(1,863,000 shares) to the total number of issued shares of Hitachi Plant Technologies as ofMarch 31, 2009 stated in said securities report (195,590,898 shares) and subtracting thenumber of shares of treasury stock held by Hitachi Plant Technologies as of March 31, 2009 asstated in said securities report (1,056,079 shares) —as the denominator.
The figures in the “Shareholdings immediately before the Tender Offer” and the“Shareholdings after the Tender Offer” were rounded to two decimal places.

(7) Tender Offer Cost: ¥38,504 million
Note: The Tender Offer Cost is calculated by multiplying 63,121,235 shares by the Tender Offer
Price per share of ¥610, based on the assumption that all of the tendered shares are common
stock.

(8) Method of Settlement
1) Name and Location of Head Office of Securities Companies/Banks, etc., in
Charge of Settlement
Nomura Securities Co., Ltd.
9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo
JOINVEST Securities Co., Ltd. (Sub-Agent)
15-1, Konan 2-chome, Minato-ku, Tokyo
2) Commencement Date of Settlement
Friday, October 16, 2009
- more -- 21 -

3) Method of Settlement
With respect to tendering shareholders through the Tender Offer Agent, upon
expiration of the Tender Offer Period, Hitachi will, without delay, send notice of theTender Offer purchases to the addresses of tendering shareholders (in the case of aforeign resident who does not hold a working account with the Tender Offer Agent(including the case of an institutional shareholder), to the address of its standing proxy).
With respect to tendering shareholders through JOINVEST Securities Co., Ltd., the
Sub-Agent, the notice will be delivered in accordance with the method described on
the Sub-Agent’s website (https://www.joinvest.jp/).
Purchases will be made in cash. Payment for purchased shares will be made by meansof remittance, etc., in accordance with the instructions of tendering shareholders. (Feesmay be incurred for remitting payment.)4) Method of Returning Shares
In the event that Hitachi does not purchase all of the tendered shares in accordancewith the conditions mentioned in “2) Conditions of Withdrawal of Tender Offer,
Details thereof and Method of Disclosing the Withdrawal” of “(9) Other Conditions
and Methods of the Tender Offer” below, Hitachi will return shares by recovering therecord to the status immediately before the shares were tendered, soon after thecommencement date of settlement (if the Tender Offer is withdrawn, the date ofwithdrawal). (If shares are to be transferred to an account of a tendering shareholder at
another securities company, etc., please provide instructions to that effect.) Hitachi will
return the 3rd Stock Acquisition Rights and the FY2006 Stock Acquisition Rights bydelivering the certificates of stock acquisition rights submitted when subscribing to the
3rd Stock Acquisition Rights; and the “documents indicating the information containedin the registers of stock acquisition rights”, “contracts for allotment of stockacquisition rights” and the documents required to request for the name transfer of theregisters of stock acquisition rights subject to the completion of the Tender Offer
submitted when subscribing to the FY2006 Stock Acquisition Rights, respectively, orby mailing those materials to the addresses of the tendering shareholders as per theirinstructions.
(9) Other Conditions and Methods of the Tender Offer
1) Conditions and Details in Each Item of Article 27-13, Paragraph 4 of the Law
As the maximum and minimum limits to the number of shares to be purchased throughthe Tender Offer are not set, Hitachi will purchase all of the tendered shares.

- more -- 22 -

2) Conditions of Withdrawal of the Tender Offer, Details thereof and Method ofDisclosing the Withdrawal
Upon the occurrence of any event falling under the provisions of Article 14, Paragraph
1, Items 1.1 through 1.9 and 1.12 through 1.18, Item 2, Items 3.1 through 3.8, Item 4,
Item 5 and Article 14, Paragraph 2, Items 3 through 6 of the Enforcement Regulationsof the Financial Instruments and Exchange Law (Regulation No. 321 of 1965;
including amendment thereof; the “Enforcement Regulations”), Hitachi may withdraw
the Tender Offer. If Hitachi decides to withdraw the Tender Offer, Hitachi will make apublic notice electronically, and publish a notice in the Nihon Keizai Shimbun.
Provided, however, that if it is difficult to make such a public notice by the end of theTender Offer Period, Hitachi will make an announcement as provided for in Article 20of the Ordinance and thereafter give notice without delay.
3) Conditions for Reducing the Tender Offer Price, Details thereof and Method ofDisclosing the Reduction
If Hitachi Plant Technologies takes any actions provided for in Article 13, Paragraph 1of the Enforcement Regulations during the Tender Offer Period in accordance with theprovisions of Article 27-6, Paragraph 1, Item 1 of the Law, the Tender Offer Price may
be reduced in accordance with the provisions of Article 19, Paragraph 1 of theOrdinance. If Hitachi decides to reduce the Tender Offer Price, Hitachi will make apublic notice electronically, and publish a notice in the Nihon Keizai Shimbun.
Provided, however, that if it is difficult to make such a public notice by the end of theTender Offer Period, Hitachi will make an announcement as provided for in Article 20of the Ordinance and thereafter give notice without delay. If the Tender Offer Price isreduced, the shares tendered before the public notice will also be purchased at the
reduced Tender Offer Price.
4) Matters concerning Tendering Shareholders’ Rights to Cancel Agreements
Any tendering shareholder may cancel agreements relating to the Tender Offer at any
time during the Tender Offer Period. If tendering shareholders who tendered throughthe Tender Offer Agent intend to cancel agreements relating to the Tender Offer, theyshould deliver or send a Cancellation Statement for Tender Offer Agreement (the“Cancellation Statement”) along with the tender offer application acceptance receipt tothe head office or nationwide branch offices of the Tender Offer Agent who accepted
the application, by 3:30 p.m. on the last day of the Tender Offer Period. Provided,
however, that the Cancellation Statement sent by tendering shareholders, must reachthe said offices by no later than 3:30 p.m. on the last day of the Tender Offer Period. If
tendering shareholders who tendered through JOINVEST Securities Co., Ltd., the
Sub-Agent, intend to cancel agreements relating to the Tender Offer, they mustcomplete the cancellation procedures by 3:30 p.m. on the last day of the Tender Offer- more -- 23 -

Period in accordance with the instructions on the Sub-Agent’s website(https://www.joinvest.jp/).
The agents with the authority to receive a Cancellation Statement:
Nomura Securities Co., Ltd.
9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo(other nationwide branch offices in Japan)
JOINVEST Securities Co., Ltd. (Sub-Agent)
15-1, Konan 2-chome, Minato-ku, Tokyo

Hitachi will not make any claim for damages or the payment of penalties to a tendering
shareholder if a tendering shareholder cancels an agreement. In addition, Hitachi willbear the costs of returning tendered shares.
5) Method of Disclosure if Conditions, etc., of the Tender Offer are Changed
If Hitachi decides to change the Tender Offer conditions, etc., Hitachi will make apublic notice electronically, and publish a notice in the Nihon Keizai Shimbun detailingthe changes. Provided, however, that it is difficult to make such a public notice by theend of the Tender Offer Period, Hitachi will make an announcement as provided for in
Article 20 of the Ordinance and thereafter give notice without delay. If Tender Offer
conditions, etc., are changed, shares tendered before the public notice will also bepurchased under the amended conditions.
6) Method of Disclosure When Submitting an Amendment Statement
If an Amendment Statement is filed with the Director of the Kanto Local Finance
Bureau in Japan, Hitachi will immediately announce details from the Amendment
Statement that relate to the contents of the public notice of the commencement of theTender Offer, in accordance with the manner prescribed by Article 20 of the Ordinance.
The Tender Offeror will also immediately change the Tender Offer Explanatory
Statement and deliver the amended document to tendering shareholders who havealready received the Tender Offer Explanatory Statement. However, if the changes are
only minor in nature, Hitachi will prepare a document stating the reasons for such
amendments, the items that have been amended and the details, and deliver said
document to tendering shareholders.
7) Method of Disclosing Tender Offer Results
The Tender Offeror will publicly announce the results of the Tender Offer the day after
the last day of the Tender Offer Period, in accordance with the provisions of Article 9-4of the Enforcement Regulations and of Article 30-2 of the Ordinance.
- more -- 24 -

(10) Date of Public Notice of Commencement of the Tender Offer
Thursday, August 20, 2009(11) Tender Offer Agent
Nomura Securities Co., Ltd.
9-1, Nihonbashi 1-chome, Chuo-ku, Tokyo
To delegate a part of its duties, the Tender Offer Agent has appointed the following
company as a Sub-Agent:
JOINVEST Securities Co., Ltd. (Sub-Agent)
15-1, Konan 2-chome, Minato-ku, Tokyo
3. Management Policy and Outlook after the Tender Offer(1) Management Policy after the Tender Offer
Refer to “1. Purpose of the Tender Offer” with regard to the management policy after
the Tender Offer.
(2) Outlook for Future Business Performance after the Tender Offer
The expected impact of the Tender Offer on the Hitachi Group’s business results will
be announced as soon as it is determined.
4. Other Information(1) Agreement between the Tender Offeror and the Target Company and/or Its
Directors
According to Hitachi Plant Technologies, Hitachi Plant Technologies resolved toapprove the Tender Offer, to recommend that the shareholders of Hitachi Plant
Technologies subscribe to the Tender Offer and to leave the decision whether tosubscribe to the Tender Offer regarding the Stock Acquisition Rights up to thediscretion of the holders of the Stock Acquisition Rights at a meeting of its Board of
Directors held today, which was attended by seven Directors (including three outside
Directors) out of the eight Directors (including four outside Directors). The resolution
was made by unanimous approval of the attending Directors.
Refer to “(2) Decision-Making Process of the Tender Offer, and Management Policy
after the Tender Offer” and “(3) Measures to Ensure the Fairness of the Tender Offer
including Measures to Ensure the Fairness of the Tender Offer Price and to Avoid
Conflicts of Interest” of “1. Purpose of the Tender Offer” with regard to the“Decision-Making Process of the Tender Offer” and “Details of Measures to Avoid
Conflicts of Interest.”- more -- 25 -

(2) Other Information Considered Necessary for Helping Investors Decide
Whether to Subscribe to the Tender Offer
Hitachi Plant Technologies publicly announced its closing of accounts information for
the first quarter of the 115th fiscal term at the Tokyo Stock Exchange and the Osaka
Securities Exchange today. A summary of Hitachi Plant Technologies’ consolidated
operating results and other financial information based on this release is provided
below. The summary of this disclosed information is an excerpt of the announcement
released by Hitachi Plant Technologies, and Hitachi is not in a position to
independently verify the precision and truthfulness thereof and has not verified it, in
effect.
1) Operating Results (millions of yen)First Quarter of 115th Business Period(From April 1, 2009 to June 30, 2009)
64,42457,391
8,593
207
174
(901)

Accounting Period
Net sales
Cost of sales
Selling, general and administrative expenses
Non-operating income
Non-operating expenses
Net income (loss)
Note: Net sales exclude consumption tax, etc.

2) Data per Share (yen)Accounting Period

First Quarter of 115th Business Period(From April 1, 2009 to June 30, 2009)

Net income (loss) per share
Dividend per share
Net assets per share(4.63)
505.40- more -- 26 -

Cautionary Statement
Certain statements found in this document may constitute “forward-looking statements” as defined in
the U.S. Private Securities Litigation Reform Act of 1995. Such “forward-looking statements” reflect
management’s current views with respect to certain future events and financial performance and include
any statement that does not directly relate to any historical or current fact. Words such as “anticipate,”“believe,” “expect,” “estimate,” “forecast,” “intend,” “plan,” “project” and similar expressions whichindicate future events and trends may identify “forward-looking statements.” Such statements are basedon currently available information and are subject to various risks and uncertainties that could cause
actual results to differ materially from those projected or implied in the “forward-looking statements”
and from historical trends. Certain “forward-looking statements” are based upon current assumptions of
future events which may not prove to be accurate. Undue reliance should not be placed on“forward-looking statements,” as such statements speak only as of the date of this document.
Factors that could cause actual results to differ materially from those projected or implied in any“forward-looking statement” and from historical trends include, but are not limited to:
-

-

-

-

-

economic conditions, including consumer spending and plant and equipment investments in Hitachi’smajor markets, particularly Japan, Asia, the United States and Europe, as well as levels of demand in the
major industrial sectors which Hitachi serves, including, without limitation, the information, electronics,
automotive, construction and financial sectors;
fluctuations in product demand and industry capacity, particularly in the Information &Telecommunication Systems segment, the Electronic Devices segment and the Digital Media &Consumer Products segment;
increased commoditization of information technology products and digital media related products andintensifying price competition for such products, particularly in the Information & Telecommunication
Systems segment, the Electronic Devices segment and the Digital Media & Consumer Products
segment;
uncertainty as to Hitachi’s ability to continue to develop and market products that incorporate newtechnology on a timely and cost-effective basis and to achieve market acceptance for such products;
rapid technological innovation, particularly in the Information & Telecommunication Systems segment,
the Electronic Devices segment and the Digital Media & Consumer Products segment;
exchange rate fluctuation for the yen and other currencies in which Hitachi makes significant sales or inwhich Hitachi’s assets and liabilities are denominated, particularly against the U.S. dollar and the euro;
fluctuations in the price of raw materials including, without limitation, petroleum and other materials,
such as copper, steel, aluminum and synthetic resins;
uncertainty as to Hitachi’s ability to implement measures to reduce the potential negative impact offluctuations in product demand, exchange rate and/or price of raw materials;
general socio-economic and political conditions and the regulatory and trade environment of Hitachi’smajor markets, particularly Japan, Asia, the United States and Europe, including, without limitation,
direct or indirect restrictions by other nations on imports, or differences in commercial and businesscustoms including, without limitation, contract terms and conditions and labor relations;
uncertainty as to Hitachi’s access to, or ability to protect, certain intellectual property rights, particularly
those related to electronics and data processing technologies;
uncertainty as to the outcome of litigation, regulatory investigations and other legal proceedings of which
the Company, its subsidiaries or its equity method affiliates have become or may become parties;
the possibility of incurring expenses resulting from any defects in products or services of Hitachi;
uncertainty as to the success of restructuring efforts to improve management efficiency and to strengthen
competitiveness;
uncertainty as to the success of alliances upon which Hitachi depends, some of which Hitachi may notcontrol, with other corporations in the design and development of certain key products;
uncertainty as to Hitachi’s ability to access, or access on favorable terms, liquidity or long-term
financing; anduncertainty as to general market price levels for equity securities in Japan, declines in which may require
Hitachi to write down equity securities it holds.

- more -- 27 -

The factors listed above are not all-inclusive and are in addition to other factors contained in Hitachi’s
periodic filings with the U.S. Securities and Exchange Commission and in other materials published by
Hitachi.
Other Cautionary Matters- In accordance with the provisions of Article 167, Paragraph 3 of the Financial Instruments andExchange Law and Article 30 of its Enforcement Regulations, anyone having read this news releaseis considered a primary recipient of information from the viewpoint of insider trading regulations.
Hitachi accordingly urges you to exercise due care as you may be prohibited from purchasing theshares of Hitachi Plant Technologies before 12 hours have passed from the time of thisannouncement. If you are held liable under criminal, civil, or administrative laws for making such aprohibited purchase, Hitachi notes that it will assume no responsibility whatsoever.
- This news release is to announce the Tender Offer and has not been prepared for the purpose ofsoliciting an offer to sell shares. If shareholders wish to make an offer to sell their shares, they should
first read the Explanatory Document for the Tender Offer and make their own decision. This news
release does not constitute, nor form part of, any offer or invitation to buy, sell, exchange orotherwise dispose of, or issue, or any solicitation of any offer to sell or issue, exchange or otherwise
dispose of, buy or subscribe for, any securities. In addition, this news release does not constitute, orform part of, any offer or invitation to sell, or any solicitation of any offer to purchase any securities
in any jurisdiction, nor shall it (or any part of it) or the fact of its distribution form the basis of or be
relied on in connection with any agreement thereof.
- The Tender Offer is targeted at the common stock of Hitachi Plant Technologies, a company
incorporated in Japan. The Tender Offer is to be conducted in compliance with the procedures andinformation disclosure standards prescribed in the Financial Instruments and Exchange Law of Japan.
These procedures and standards are not necessarily the same as the procedures and information
disclosure standards in the United States. In particular, Section 13(e) and Section 14(d) of the U.S.
Securities and Exchange Act of 1934 and the regulations stipulated thereunder are not applicable to
the Tender Offer and the Tender Offer does not conform to those procedures and standards. Not all
financial information included in this news release is in conformity with the U.S. GAAP. Further, as
Hitachi is a company incorporated outside the U.S. and most officers of Hitachi are residents outside
the U.S., it may be impossible to exercise rights and claims that may be asserted under the
securities-related laws of the U.S. There is also a chance that it may be difficult to instituteproceedings in a court outside the U.S. against a company outside the U.S. or its officers based on aviolation of the securities-related laws of the U.S. Additionally, there is no guarantee that it would bepossible to make a company outside the U.S. and its subsidiary or affiliate subject to the jurisdictionof a U.S. court.
- Some countries or regions may impose restrictions on the announcement, issue or distribution of thisnews release. In such cases, please take note of such restrictions and comply with them. In countries
or regions where the implementation of the Tender Offer is illegal, even upon receiving this news
release, such receipt shall not constitute a solicitation of an offer to sell or an offer to buy shares
relating to the Tender Offer and shall be deemed a distribution of materials for informative purposes
only.

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Information contained in this news release is current asof the date of the press announcement, but may be subject
to change without prior notice.
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