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                                                                     Exhibit 1.3

(Translation)

                 Board of Directors Regulations of Hitachi, Ltd.

Establishment: June 25, 2003

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Article 1.  (Purpose)

            In addition to what is provided in laws, regulations, the Articles
     of Incorporation or the regulations of the Committees, matters relating to
     the Board of Directors and the Committees of the Company shall be governed
     by these Regulations.

Article 2.  (Powers of the Board of Directors)

            The Board of Directors shall decide the affairs of the Company as
     provided for in the Article 8, paragraph 1 of these regulations and
     supervise the execution of the duties of the Directors and Executive
     Officers.

Article 3.  (Person having power to convene meeting)

            A meeting of the Board of Directors shall be convened by the
     Chairman of the Board and Director (herein called the "Chairman"). If the
     Chairman is prevented from discharging his duties, such meeting shall be
     convened by one of the other Directors in the order previously fixed by
     resolution of the Board of Directors.

            Notwithstanding the preceding paragraph, a meeting of the Board of
     Directors may be convened by a Director, excluding the Chairman, who is a
     member of a Committee and appointed by such Committee.

Article 4.  (Request to convene meeting)

            When a Director or an Executive Officer has requested that a meeting
     of the Board of Directors be convened, submitting to the Chairman a written
     statement giving of the matters to be taken up by such meeting, the
     Chairman shall convene a meeting of the Board of Directors without delay.

            If a meeting of the Board of Directors is not convened without delay
     in the case of the preceding paragraph, the Director or the Executive
     Officer who has made such request may convene a meeting of the Board of
     Directors.

Article 5.  (Convocation notice)

            Notice of a meeting of the Board of Directors shall be dispatched to
     each Director one week prior to the date of meeting; provided, however,
     that in case of urgency such period may be shortened and such notice may be
     dispatched three days prior to the date of meeting.

            With the consent of all Directors, a meeting of the Board of
     Directors may be held without conforming to the procedure of convening.

Article 6.  (Chairmanship)

            Chairmanship of a meeting of the Board of Directors shall be assumed
     by the Chairman. If the Chairman is prevented from discharging his duties,
     one of the other Directors shall assume the chairmanship in the order
     previously fixed by resolution of the Board of Directors.

Article 7.  (Method of resolution)

            Resolutions of the Board of Directors shall be adopted by a majority
     vote of the Directors present at a meeting of the Board of Directors
     attended by more than one-half of the Directors.

            A Director who has a special interest in a resolution under the
     preceding paragraph shall not take part in the voting thereon.

Article 8.  (Matters requiring resolution)

            Resolution of the Board of Directors shall be required for the
     following matters:

               1.  Basic management policy such as management concept,
                   medium-term management

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                   plan and management policy on a consolidated basis.
               2.  Matters relating to internal control as provided in the
                   Ministerial Ordinance of the Ministry of Justice as necessary
                   for the execution of the duties of the Audit Committee.
               3.  Matters relating to assignment of duties of Executive
                   Officers and relationships between or among Executive
                   Officers such as relationships of directions and orders.
               4.  Selection of a Director who shall receive the request for
                   convening a meeting of the Board of Directors from Executive
                   Officers.
               5.  Selection of Directors to constitute each of the Nominating
                   Committee, the Audit Committee and the Compensation
                   Committee.
               6.  Selection of a person who shall represent the Company in
                   respect of the action to which an Audit Committee Member is a
                   party.
               7.  Selection and removal of Executive Officers.
               8.  Selection of Representative Executive Officers.
               9.  Exemption of Directors and Executive Officers from
                   liabilities to the Company.
               10. Approval of the balance sheet, statement of income, business
                   report and the plan for appropriation of retained earnings or
                   disposition of deficit, and detailed statements attached
                   thereto.
               11. Interim financial results (including interim consolidated
                   financial results).
               12. Consolidated financial results.
               13. Convening of a General Meeting of Shareholders.
               14. Matters and proposals to be submitted to the General Meeting
                   of Shareholders as the subjects to be discussed thereby
                   (excluding the proposal concerning election and removal of
                   Directors and the accounting auditor, and non-retention of
                   the accounting auditor).
               15. Matters relating to transfer of the whole or an important
                   part of the Company's business which is subject to approval
                   at a General Meeting of Shareholders, and matters relating to
                   acquisition of the whole of the business of any other company
                   which is subject to approval at a General Meeting of
                   Shareholders.
               16. Approval of transactions of Directors or Executive Officers
                   competitive with the Company and exercise of power to
                   intervene with respect to such transactions.
               17. Approval of transactions between Directors or Executive
                   Officers and the Company and approval of transactions by the
                   Company which might cause a conflict of interest between
                   Directors or Executive Officers and the Company.
               18. Approval of transfer of stock acquisition rights on which
                   transfer restrictions are imposed.
               19. Decision on distribution of money (interim dividends) to the
                   shareholders or registered pledgees.
               20. Matters relating to an agreement on exchange of shares which
                   is subject to approval at a General Meeting of Shareholders.
               21. Decision on a stock-for-stock exchange.
               22. Matters relating to a plan or an agreement on corporate split
                   which is subject to approval at a General Meeting of
                   Shareholders.
               23. Matters relating to a merger agreement which is subject to
                   approval at a General Meeting of Shareholders.
               24. Selection of a Chairman of the Board and Director.
               25. Selection of a President and Chief Executive Officer.
               26. Decision on titles of Executive Officers in addition to that
                   mentioned in the preceding item.

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               27. Commissioning of Chairmen Emeritus.
               28. Conclusion of contracts with outside Directors to limit
                   liabilities of such Directors.
               29. Matters relating to issuance of stock acquisition rights for
                   the purpose of granting stock options.
               30. In addition to the foregoing items, matters provided in laws,
                   regulations or the Articles of Incorporation.
               31. Matters entrusted to the decision of the Board of Directors
                   at a General Meeting of Shareholders.
               32. Other matters the Board of Directors may deem necessary, such
                   as important matters comparable to those mentioned in the
                   foregoing items.

            Decision on any affairs other than those mentioned in the preceding
     paragraph shall be entrusted to each Executive Officer in accordance with
     the assignment of duties provided in item 3 of the preceding paragraph.

Article 9.  (Matters to be reported)

            A Director shall report to the Board of Directors on the following
     matters without delay:

               1.  Important matters relating to transactions by himself which
                   are competitive with the Company.
               2.  Important matters relating to transactions between himself
                   and the Company and transactions by the Company which might
                   cause a conflict of the interest between himself and the
                   Company.
               3.  Other matters the Board of Directors may deem necessary.

            A Director who is a member of a Committee and appointed by such
     Committee shall report to the Board of Directors on the progress in the
     execution of the duties of such Committee without delay.

            Executive Officers shall report to the Board of Directors on the
     following matters without delay:

               1.  Quarterly financial results.
               2.  Matters relating to issuance of new shares.
               3.  Matters relating to transfer of reserves to stated capital.
               4.  Matters relating to splitting-up of shares and amendment of
                   Articles of Incorporation thereof.
               5.  Matters relating to reduction of the number of shares to
                   constitute one unit of shares and amendment of Articles of
                   Incorporation thereof.
               6.  Matters relating to issuance and cancellation of stock
                   acquisition rights.
               7.  Matters relating to issuance of debentures.
               8.  Matters relating to issuance of debentures with stock
                   acquisition rights.
               9.  Matters relating to purchase of its own shares.
               10. Matters relating to disposal and cancellation of its own
                   shares.
               11. Important matters relating to transactions by themselves
                   which are competitive with the Company.
               12. Important matters relating to transactions between themselves
                   and the Company and transactions by the Company which might
                   cause a conflict of the interest between themselves and the
                   Company.
               13. Matters relating to material amendment of the Share Handling
                   Regulations.
               14. In addition to the foregoing items, matters relating to the
                   progress in the execution of their duties.
               15. Other matters provided in laws or regulations and the Board
                   of Directors may deem necessary.

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Article 10. (Presence of Executive Officers)

            Executive Officers shall be present at meetings of the Board of
     Directors by request from the Board of Directors, and shall explain matters
     demanded by the Board of Directors.

Article 11. (Minutes)

            With respect to the proceedings at a meeting of the Board of
     Directors, minutes shall be prepared with names and seals or electronic
     signatures of the Directors present thereat. Such minutes shall be prepared
     entering or recording therein a summary of the proceedings and the results
     thereof.

Article 12. (Constitution of the Committees)

            Each Committee shall consist of three or more Directors.

            The majority of the members of each Committee shall be outside
     Directors who are not Executive Officers of the Company.

            The Directors constituting the Audit Committee shall not assume
     Executive Officers or employees of the Company or its subsidiaries or
     Directors executing business affairs of its subsidiaries.

Article 13. (Convocation of meetings of the Committees)

            Notice of a meeting of the Committees shall be dispatched to each
     member one week prior to the date of meeting; provided, however, that in
     case of urgency such period may be shortened and such notice may be
     dispatched three days prior to the date of meeting.

            With the consent of all Directors constituting each Committee, a
     meeting of the Committees may be held without conforming to the procedure
     of convening.

Article 14. (Powers of the Nominating Committee)

            The Nominating Committee shall decide the matters relating to a
     proposal concerning election and removal of Directors to be submitted to
     the General Meeting of Shareholders.

            In addition to what is provided in the preceding paragraph, the
     Nominating Committee shall have powers of the following matters:

               1.  Selection of a Director who may convene a meeting of the
                   Board of Directors from among the Directors constituting the
                   Nominating Committee (herein called the "Nominating Committee
                   Member").
               2.  Selection of a Nominating Committee Member who shall report
                   to the Board of Directors on the progress in the execution of
                   the duties of the Nominating Committee.
               3.  Reception of the report relating to candidates for Executive
                   Officers.
               4.  In addition to the foregoing items, matters provided in laws
                   or regulations.

Article 15. (Powers of the Audit Committee)

            The Audit Committee shall audit the execution of the duties of the
     Directors and Executive Officers and decide the matters relating to a
     proposal concerning election, removal and non-retention of the accounting
     auditor to be submitted to the General Meeting of Shareholders.

            In addition to what is provided in the preceding paragraph, the
     Audit Committee shall have powers of the following matters:

               1.  Matters relating to auditing policy, plan and standards, and
                   internal control of the Company, method of investigating the
                   activities and the state of property and other matters
                   relating to the execution of the duties of the Audit
                   Committee.

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               2.  Selection of an Audit Committee Member who may request other
                   Directors, Executive Officers or employees to report to him
                   on the matters relating to the execution of their duties or
                   investigate the activities of the Company and the state of
                   its property (herein called the "Audit Committee Member in
                   charge of the investigation").
               3.  Selection of an Audit Committee Member who may request the
                   subsidiaries to report on the business or investigate the
                   activities of the subsidiaries and the state of their
                   property (herein called the "Audit Committee Member in charge
                   of the investigation of the subsidiaries").
               4.  Request to the Audit Committee Member in charge of the
                   investigation or the Audit Committee Member in charge of the
                   investigation of the subsidiaries for the report on the
                   execution of their duties.
               5.  Selection of an Audit Committee Member who may convene a
                   meeting of the Board of Directors.
               6.  Selection of an Audit Committee Member who shall report to
                   the Board of Directors on the progress in the execution of
                   the duties of the Audit Committee.
               7.  Selection of an Audit Committee Member who shall represent
                   the Company in respect of the action between a Director or an
                   Executive Officer and the Company.
               8.  Preparation of the audit report.
               9.  Reception of the financial statements, detailed statements
                   attached thereto and consolidated financial statements from
                   an Executive Officer appointed by the Board of Directors.
               10. Direction to an Executive Officer relating to the
                   presentation of the financial statements, detailed statements
                   attached thereto, accounting auditor's audit report and Audit
                   Committee's audit report to Directors excluding the Audit
                   Committee Members.
               11. Reception of the audit report from the accounting auditor.
               12. Pre-approval of the amount of fees paid to the accounting
                   auditor.
               13. Pre-approval of non-audit services provided by the accounting
                   auditor to the Company and its affiliated companies.
               14. Selection of an Audit Committee Member who may request the
                   accounting auditor to report on the audit.
               15. Reception of the report which shall be made if the accounting
                   auditor has, in performing the duties, found any unjust act
                   or material fact of violation of laws, regulations or the
                   Articles of Incorporation relating to the execution of the
                   duties of the Executive Officers.
               16. Reception of the report on the internal control from the
                   Executive Officers and employees and direction relating to
                   audit.
               17. Reception of prior explanation of personnel change in the
                   employees of the Board of Directors Office.
               18. Pre-approval of disciplinary action against an employee of
                   the Board of Directors Office.
               19. In addition to the foregoing items, matters provided in laws
                   or regulations.

Article 16. (Powers of each Audit Committee Member)

            Each Audit Committee Member shall have powers of the following
     matters:

               1.  Reception of the report from an Executive officer on any fact
                   which could cause significant damages to the Company.
               2.  Request to an Executive Officer to stop his act which could
                   cause significant

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                   damages to the Company in the case where he has done such act
                   as is not within the scope of the object of the Company or is
                   violation of laws, regulations or the Articles of
                   Incorporation, or he is likely to do such act.
               3.  Consent to submission by a Director of a proposal concerning
                   exemption of Directors or Executive Officers from liabilities
                   to the Company to the General Meeting of Shareholders.
               4.  Consent to submission by a Director or an Executive Officer
                   of a proposal concerning exemption of Directors or Executive
                   Officers from liabilities based on the provision of the
                   Articles of Incorporation to the Board of Directors.
               5.  Consent to the Company's offer to participate in an action
                   for enforcing the liabilities of Directors or Executive
                   Officers for the purpose of assisting such Directors or
                   Executive Officers.
               6.  Request to the accounting auditor for explanation relating to
                   the audit report.
               7.  Addition of his opinion relating to the matters provided in
                   laws or regulations to the audit report.
               8.  In addition to the foregoing items, matters provided in laws
                   or regulations.

Article 17. (Powers of the Compensation Committee)

            The Compensation Committee shall decide the matters relating to the
     compensation of each Director and Executive Officer.

            In addition to what is provided in the preceding paragraph, the
     Compensation Committee shall have powers of the following matters:

               1.  Decision on the policy relating to the decision on the
                   compensation of each Director and Executive Officer.
               2.  Selection of a Director who may convene a meeting of the
                   Board of Directors from among the Directors constituting the
                   Compensation Committee (herein called the "Compensation
                   Committee Member").
               3.  Selection of a Compensation Committee Member who shall report
                   to the Board of Directors on the progress in the execution of
                   the duties of the Compensation Committee.
               4.  Decision on the policy for granting stock options.
               5.  Reception of the report on the matters relating to the
                   compensation to be paid to Corporate Officers, Fellows,
                   Senior Advisers and Associates.
               6.  Decision on the matters entrusted to the Compensation
                   Committee at a General Meeting of Shareholders.
               7.  In addition to the foregoing items, matters provided in laws
                   or regulations.

Article 18. (Method of resolution of the Committees)

            A majority of the members shall constitute a quorum for each
     Committee.

            Unless otherwise provided by laws or regulations, resolutions of
     each Committee shall be adopted by a majority vote of the members present
     at a meeting of such Committee.

Article 19. (Confidentiality)

            Directors shall maintain the confidentiality of information obtained
     in performing their duties.

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Article 20. (Office in charge of affairs relating to the Board of Directors)

            Board of Directors Office shall take charge of affairs relating to
     the Board of Directors.

Article 21. (Amendment)

            Resolution of the Board of Directors shall be required for any
     amendment of these Regulations; provided, however, that in case of amending
     the Regulations to respond to amendment of laws or regulations or change in
     the Company's organization, such amendment may be made by decision of the
     Executive Officer in charge of legal matters.