EXHIBIT 4.(g)


                                                                 CONFORMED COPY

                    PATENT AND TECHNOLOGY LICENSE AGREEMENT

         This PATENT AND TECHNOLOGY LICENSE AGREEMENT (this "Agreement") is made
as of the Effective Date (as defined below) by and between Fujitsu Display
Technologies Corporation, a Japanese corporation ("FDTC"), and AU Optronics
Corporation, a Republic of China corporation ("AUO"). FDTC and AUO are
hereinafter also referred to collectively as the "Parties" and individually as
a "Party."

                                    RECITALS

         A.       FDTC owns certain patents and proprietary technical
information covering the Licensed Products (as hereinafter defined);

         B.       As part of a strategic alliance to be entered into with FDTC
and Fujitsu Limited, a Japanese corporation ("Fujitsu"), AUO wishes to obtain a
license with respect to such patents and technical information, and FDTC is
willing to grant such a license on the terms and conditions set forth herein;
and

         C.       The Parties agree that this Agreement will supercede in its
entirety the License Agreement between Fujitsu and Acer Display Technology
Inc., dated as of June 16, 2000 (the "Prior License Agreement") and the
Technology Transfer Agreement between FDTC and AUO dated as of October 16, 2002
(the "Technology Transfer Agreement").

         NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the Parties hereby agree as follows:

                                   AGREEMENT

1.       Definitions.

         The following terms when used in this Agreement shall have the
following meanings:

         1.1      "Additional Shares" is as defined in the Stock Purchase
Agreement.

         1.2      "Affiliate" means any Person:  (a) that is controlled by,
controls, or is under common control with a Party (collectively, a "Controlled
Person"); or (b) that is controlled by, controls, or is under common control
with any such Controlled Person, in each case for so long as such control
continues. For purposes of this definition, "control" shall mean the
possession, directly or indirectly, of the power to direct or cause the
direction of management or policies


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(whether through ownership of securities or other ownership interests, by
contract or otherwise).

         1.3      "Applicable Law" means, as to any Person, any statute, law,
rule, regulation, directive, treaty, judgment, order, decree or injunction of
any Governmental Authority that is applicable to or binding upon such Person or
any of its properties.

         1.4      "Confidential Information" is defined in Section 7.1.

         1.5      "Disclosing Party" is defined in Section 7.1.

         1.6      "Disclosure Action" is defined in Section 2.4(c).

         1.7      "Effective Date" means the date on which the Initial Purchase
Price (as defined in the Stock Purchase Agreement) paid by AUO is received in
the subscription account (betsudan yokin koza) designated by FDTC pursuant to
Section 1.3 of the Stock Purchase Agreement.

         1.8      "Enhancements" is defined in Section 2.4(a).

         1.9      "Filing" means the submission of any documentation,
application, filing, registration or the like required to perfect or enforce
the Parties' interest in any Enhancement under statutory Intellectual Property
Right protection mechanisms, including, without limitation, any correspondence
or other communication with any patent or copyright office or other
Governmental Authority with respect thereto.

         1.10     "Force Majeure" is defined in Section 9.15.

         1.11     "Governmental Authority" means any domestic or foreign
government, governmental authority, court, tribunal, agency or other
regulatory, administrative or judicial agency, commission or organization, and
any subdivision, branch or department of any of the foregoing.

         1.12     "Initial Closing" is as defined in the Stock Purchase
Agreement.

         1.13     "Initial Fee" is defined in Section 3.1.

         1.14     "Intellectual Property Rights" means, collectively, Patents,
Trade Secrets, Copyrights, Trademarks, moral rights, trade names, rights in
trade dress, and all other intellectual property rights and proprietary rights,
whether arising under the laws of Japan, Taiwan (Republic of China) or any
other state, country or jurisdiction, including all rights or causes of action
for infringement or misappropriation of any of the foregoing, in each case now
existing or hereafter developed during the term of this Agreement. For purposes
of this Agreement:


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(a) "Patents" shall mean all patent rights and all right, title and interest in
all letters patent or equivalent rights and applications, including any
reissue, extension, division, continuation, or continuation-in-part
applications throughout the world; (b) "Trade Secrets" shall mean all right,
title and interest in all trade secrets and trade secret rights arising under
the laws of any jurisdiction; (c) "Copyrights" shall mean all copyrights, and
all right, title and interest in all copyrights, copyright registrations and
applications for copyright registration, certificates of copyright and
copyrighted interests throughout the world, and all right, title and interest
in related applications and registrations throughout the world; and (d)
"Trademarks" shall mean all trademarks and service marks, and all right, title
and interest in all trademarks and service marks arising under the laws of any
jurisdiction, trademark and service mark registrations and applications
therefor, and all right, title and interest in related applications and
registrations throughout the world.

         1.15     "LCDs" means liquid crystal displays.

         1.16     "Licensed Patents" means those Patents of FDTC (a) which
exist as of the Effective Date, (b) under which FDTC has the right to grant
licenses of the scope set forth herein without incurring any obligation to pay
any fees, royalties or other consideration to any third party and (c) which are
set forth in Exhibit A hereto, and any foreign counterparts to the Patents set
forth in Exhibit A which meet the conditions set forth in clauses (a) and (b) of
this Section 1.16.

         1.17     "Licensed Product" means (a) LCD panels and (b) LCD modules
consisting of a LCD panel assembled with a back light, driver circuit and
interface circuit (and not including (i) electronic circuits not commonly
included in an LCD module, such as the following: Micro Control Units (MCU),
sealing circuits, On Screen Display (OSD) circuits, Analog to Digital converter
circuits, AC-DC power circuits, inverter circuits, and audio circuits; and (ii)
cabling, connectors, and other mechanical parts not commonly included in an LCD
module), now or hereafter made or used, or sold or otherwise disposed of, by or
on behalf of AUO that falls within the scope of, or that utilizes any method or
process which falls within the scope of, any of the claims of the Licensed
Patents, or any of the Licensed Technical Information, or that incorporates, or
is itself the subject invention of, any of the Licensed Patents or any of the
Licensed Technical Information.

         1.1.8    "Licensed Technical Information" means the Trade Secrets and
other proprietary information and know-how of FDTC (a) which FDTC and AUO agree
are related to the manufacture of Licensed Products, (b) with respect to which
FDTC has the right to grant licenses of the scope set forth herein without
incurring any obligation to pay any fees, royalties or other consideration to
any third party and (c) which FDTC discloses to AUO pursuant to this Agreement.

         1.19     "Manufacturing Capacity and Foundry Agreement" means that
certain Manufacturing Capacity and Foundry Agreement to be entered into by and
between FDTC and AUO within a reasonable period after the execution of this
Agreement.

         1.20     "Person" means a natural individual, Governmental Authority,
partnership, firm, corporation, or other business association or entity.


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         1.21     "R&D Agreement" means that certain Joint Research and
Development and Cost Sharing Agreement by and between FDTC and AUO dated March
10, 2003.

         1.22     "Receiving Party" is defined in Section 7.1.

         1.23     "SEC" is defined in Section 7.3.

         1.24     "Stock Purchase Agreement" means that certain Stock Purchase
Agreement to be entered into by and among Fujitsu, FDTC and AUO within a
reasonable period after the execution of this Agreement.

         1.25     "Subsidiary" means, as to a Party, any Person in which such
Party owns more than fifty percent (50%) of the capital stock of such Person.

         1.26     "Term" is defined in Section 8.1.

         1.27     "Transaction Documents" means this Agreement, the Stock
Purchase Agreement, the R&D Agreement, and the Manufacturing Capacity and
Foundry Agreement.

         1.28     "Yen" or "(Y)" means Japanese Yen, the legal currency of
Japan.

2.       Grant of License

         2.1      License.

         (a)      Subject to the terms and conditions of this Agreement, FDTC
hereby grants to AUO a royalty-bearing, non-exclusive, non-transferable (except
pursuant to Section 9.3), non-sublicensable (except as pursuant to Section 2.2)
world-wide license under the Licensed Patents and the Licensed Technical
Information, to (a) design, develop and manufacture (but not to have
manufactured) the Licensed Products, and (b) sell, offer for sale, import and
use the Licensed Products developed and manufactured by AUO, all solely in
connection with the conduct of AUO's business in the ordinary course, effective
commencing with FDTC's receipt of the Initial Fee as set forth in Section 3.1.

         (b)      The term of the license granted to AUO pursuant to Section
2.1(a) shall be effective from FDTC's receipt of the Initial Fee pursuant to
Section 3.1 and Section 3.3 and shall be (i) perpetual, with respect to the
Licensed Technical Information, and (ii) effective until the expiration of the
last-to-expire Licensed Patent, with respect to the Licensed Patents, subject
in the case of each of clauses (i) and (ii) to earlier termination in
accordance with Section 8.


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         2.2      Sublicensing.

         (a)                *                .

         (b)      In the event that AUO desires to grant a sublicense under any
Licensed Patents to any third party, including, without limitation, any
subsidiary company of which AUO owns fifty percent (50%) or less of the total
equity interests, the Parties will work together to determine how to grant
rights to such third party in a manner that will maximize the Parties'
respective interests; provided, however, that, subject to AUO's right to grant
sublicenses to third parties pursuant to Section 2.2(a), in no event shall AUO
grant any such sublicense without FDTC's prior written agreement, provided FDTC
should not unreasonably withhold its consent.

         (c)      Any sublicense granted by AUO shall (i) be in a form
reasonably acceptable to FDTC (such acceptance not to be unreasonably
withheld), (ii) contain all the terms and conditions set forth in Section 2 of
this Agreement with respect to the scope of the license granted hereunder and
the protection of FDTC's right, title and interest in and to the Licensed
Patents and the Licensed Technical Information, (iii) provide that the
sublicensee is subject to the terms and conditions of this Agreement and that
FDTC shall be an express third party beneficiary thereunder with respect to all
of AUO's rights thereunder, including, without Limitation, with respect to the
sublicensee's non-assertion covenant thereunder (which shall be fully
consistent with Section 4.1 hereunder) and shall have a right of action against
such sublicensee of AUO to the same extent as against AUO itself, and (iv) not
permit any further sublicensing by any sublicensee. Without limiting any of the
foregoing, AUO shall be fully responsible for compliance by the sublicensee
with all the terms and conditions of this Agreement, and any act or omission of
the sublicensee shall constitute an act or omission of AUO.

         2.3      Ownership - Licensed Patents and Licensed Technical
Information. As between the Parties, FDTC is and shall remain the sole owner of
all right, title and interest in and to the Licensed Patents and the Licensed
Technical Information throughout the world. All rights not expressly granted
hereunder are reserved to FDTC. AUO shall not take any action that is
inconsistent with FDTC's ownership of the Licensed Patents and the Licensed
Technical Information. AUO agrees that nothing in this Agreement, and no use of
the Licensed Patents and/or the Licensed Technical Information by AUO shall be
construed to vest in AUO any right, title or interest in or to the any Licensed
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         * Certain information on this page has been omitted and filed
separately with the Commission. Confidential treatment has been requested with
respect to the omitted portions.


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Patent or Licensed Technical Information other than the rights expressly
granted to AUO pursuant to Section 2.1(a).

         2.4      Ownership - Enhancements.

         (a)      AUO shall be the sole owner of all right, title and interest
in any improvements, revisions or enhancements to, modifications of or
derivative works from any Licensed Patent or Licensed Technical Information
invented, conceived, created, developed or authored by or on behalf of AUO,
including, without limitation, all Intellectual Property Rights therein or
thereto throughout the world (collectively, "Enhancements"), subject in each
case to FDTC's ownership of all underlying Licensed Patents and/or Licensed
Technical Information.

         (b)      AUO hereby grants to FDTC an irrevocable, perpetual,
nonexclusive, worldwide, fully paid-up, royalty-free license under all
Enhancements. The license granted pursuant to this Section 2.4(b) includes,
without limitation, the right to use, execute, display, reproduce, perform,
disclose, prepare derivative works from, distribute, transmit (internally and
externally) and otherwise exploit such Enhancements and derivative works
therefrom, and to make, have made, use, have used, import, sell, offer for
sale, lease and/or otherwise distribute any product, and to practice and have
practiced any method in any Enhancement, and to grant revocable or irrevocable
sublicenses to its Affiliates to do any or all of the foregoing. In the event
that FDTC desires to grant a sublicense under any Enhancements to any third
party other than Affiliates, the Parties will work together to determine how to
grant rights to such third party in a manner that will maximize the Parties'
respective interests; provided, however, that, in no event shall FDTC grant any
such sublicense without AUO's prior written agreement, provided AUO should not
unreasonably withhold its consent.

         (c)      In the event that AUO desires to file any patent application
in any jurisdiction based in whole or in part on any Enhancement, or to make
any other disclosure or take any other action with respect to any Enhancement
that could result in the loss of any Trade Secret protection available to such
Enhancement or otherwise cause such Enhancement not to be confidential (any
such filing, disclosure or action, a "Disclosure Action"). AUO will, prior to
taking such Disclosure Action, provide FDTC with written notice of the
Disclosure Action AUO desires to make. Such notice will include, without
limitation, a reasonably detailed description of the Disclosure Action AUO
proposes to undertake, any Enhancements that would be in whole or in part the
subject of the proposed Disclosure Action and any Licensed Patents or Licensed
Technical Information underlying such Enhancements. AUO will not perform any
Disclosure Action without obtaining the prior express written consent of FDTC.
FDTC shall have the right to withhold consent to any proposed Disclosure Action
if FDTC determines, in its sole discretion, that the Disclosure Action may (i)
affect the


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availability of Trade Secret protection for any Licensed Technical
Information or (ii) otherwise adversely affect any other rights of FDTC with
respect to any Licensed Technical Information or the confidentiality of any
Licensed Technical Information.

         2.5      License Restrictions.  AUO shall not: (a) sell, lease,
license, sublicense, distribute or otherwise exploit or practice any Licensed
Patent (and the subject matter thereof), Licensed Technical Information or
Licensed Product except as may be expressly permitted pursuant to this
Agreement; (b) provide, disclose, divulge or make available to, or permit use
of any Licensed Patent or Licensed Technical Information by any third party
without FDTC's prior written consent, except as may be expressly authorized by
this Agreement; or (c) seek to obtain, or have a third party seek to obtain,
any Intellectual Property Right with respect to the Licensed Technical
Information; (d) use any Licensed Patent or Licensed Technical Information for
any purpose except as may be expressly provided for in this Agreement.

         2.6      Markings; Requests for Disclosure.  AUO shall comply with any
reasonable patent marking requirements provided by FDTC with respect to
Licensed Products and related documentation manufactured, used, sold or
otherwise distributed by AUO or any sublicensee of AUO under this Agreement.
With respect to Licensed Patents in the United States, AUO shall respond to any
request for disclosure under 35 U.S.C. ss. 287(b)(4)(B) only by notifying FDTC
of the request for disclosure.

3.       Fees and Royalties

         3.1      Initial Fee.  In partial consideration of the rights and
license granted to AUO hereunder, AUO shall pay to FDTC an initial, non-
refundable license fee of          *                .

         3.2      Annual Royalties.  In partial consideration of the rights and
license granted to AUO hereunder,                   *                , AUO shall
pay to FDTC             *                 .  If AUO has not purchased all of the
Additional Shares in accordance with Section 2 of the Stock Purchase Agreement
within twenty-six (26) months after the first of the Initial Closing, AUO shall
continue to pay                *         .

         3.3      Payment Terms.  All of the annual royalties payable pursuant
to Section 3.2 shall be paid              *                .  AUO shall pay to
FDTC the royalties corresponding to the preceding quarter within thirty (30)
days after
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         * Certain information on this page has been omitted and filed
separately with the Commission. Confidential treatment has been requested with
respect to the omitted portions.


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the end of each FDTC fiscal quarter. All fees and royalties due
hereunder shall be paid by wire transfer of Yen in immediately available funds
to such financial institution and account number as FDTC may designate in
writing to AUO.

         3.4      Maintaining Legal Protection.  Without limiting any of the
foregoing, as additional consideration of the rights and license granted to AUO
hereunder, AUO shall pay to FDTC an annual fee equal to fifty percent (50%) of
FDTC's costs of preparing, revising, pursuing and prosecuting patent
applications for the Licensed Patents and for maintaining any legal protections
applicable to the Licensed Technical Information (including, without
limitation, reasonable attorneys' fees in connection with any of the
foregoing), with the amount of such fee determined and payable in accordance
with the R&D Agreement.

         3.5      Late Payments.  If AUO fails to make any payment due under
this Agreement on or before the required payment date and fails to cure its
non-payment within fifteen (15) days after receiving notice from FDTC, AUO
shall be liable for interest on such payment at the rate of ten percent (10%)
per annum or the maximum amount allowed by Applicable Law, whichever is less.

         3.6      Taxes.  AUO shall provide FDTC with all reasonable assistance
in FDTC's obtaining any and all tax waivers available in the Republic of China
with respect to payments due to FDTC under this Agreement. Any payments made by
AUO to FDTC hereunder are net and exclusive of all taxes. AUO shall pay or
reimburse FDTC for all sales, use, value added, withholding or other taxes
(excluding only taxes based on FDTC's net income). Alternatively, if FDTC is
able to claim a tax credit in Japan for any amount of tax withheld or paid by
AUO and notifies AUO to this effect, AUO shall withhold such amount, pay the
same to the relevant tax authority and promptly furnish FDTC with appropriate
documentation of the amounts so withheld or paid, including without limitation
appropriate tax exemption certificates in a form satisfactory to the Japanese
National Tax Office. AUO shall be solely responsible for obtaining any such tax
exemption certificates.

4.       Other Obligations

         4.1      Non-Assertion.  As additional consideration of the rights and
license granted to AUO hereunder, AUO hereby covenants that it will not, during
the term of this Agreement, sue or bring, prosecute, assist or participate in
any judicial, administrative or other proceeding of any kind against FDTC, its
Affiliates, distributors or resellers or any customers or other users of any
FDTC products, for infringement of any Patents owned or controlled by AUO or
any AUO Affiliate.

         4.2      Prosecution of Infringers.  AUO shall give FDTC written notice
of any acts of infringement or misappropriation by third parties involving any


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Licensed Patent or Licensed Technical Information anywhere in the world of
which AUO has or obtains knowledge. FDTC shall have the exclusive right to take
action to enforce such rights. AUO shall render to FDTC such cooperation and
assistance as FDTC may reasonably request in proceedings relating to any such
infringement or misappropriation, at FDTC's expense. FDTC will be solely
entitled to any and all damages that might be awarded as a result of any such
proceeding or legal action.

         4.3      Other AUO Obligations.  AUO shall use commercially reasonable
efforts to actively promote AUO's business, the sale of the Licensed Products
and the adoption of Multi-domain Vertical Alignment technology as a de facto
standard in the LCD industry. AUO shall operate its business solely in
accordance with all Applicable Laws.

         4.4      Review of Terms and Conditions.  Upon the request of either
Party, within a reasonable period of time after the fourth (4th) anniversary of
the Effective Date, FDTC and AUO will meet and discuss in good faith certain
terms and conditions of this Agreement, including, without limitation, the
Patents included in the Licensed Patents, the amount of any additional license
fee and the running royalties payable by AUO to FDTC.

         4.5          *             .

5.       Warranties and Limitation of Liability

         5.1      Mutual Representations and Warranties.  Each Party represents
and warrants to the other Party that it has the power and authority to enter
into this Agreement and to perform its obligations hereunder, that this
Agreement is binding on and enforceable against such Party and its Subsidiaries
in accordance with its terms, subject to laws of general application relating
to bankruptcy, insolvency and the relief of debtors and other laws of general
application affecting enforcement of creditors' rights generally, and that
compliance by such Party with its obligations hereunder does not and shall not
conflict with or result in a breach of any agreement to which such Party is a
party or is otherwise bound.

         5.2      Exclusions.  Nothing in this Agreement shall be construed as:
(a) a warranty or representation by FDTC as to the validity or scope of any
Patent, whether within the Licensed Patents or otherwise; (b) a warranty or
representation by FDTC that anything made or used under the license granted
herein is or shall be free from infringement of any Intellectual Property
Rights of any third party;
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         * Certain information on this page has been omitted and filed
separately with the Commission. Confidential treatment has been requested with
respect to the omitted portions.


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(c) a requirement that FDTC shall file or maintain any patent application,
secure any Patent or maintain any Patent in force; (d) a requirement that FDTC
shall maintain the confidentiality or Trade Secret status of any Licensed
Technical Information or Confidential Information; (e) an obligation to bring
or prosecute actions or suits against third parties for infringement of any
Patent, whether within the Licensed Patents or otherwise, or for
misappropriation of any Licensed Technical Information; (f) conferring a right
to use in advertising, publicity, promotion or otherwise any Copyright,
Trademark or trade name; or (g) granting by implication, estoppel or otherwise,
any licenses or rights under any Intellectual Property Rights other than those
expressly licensed under this Agreement.

         5.3      No Implied Warranties.  FDTC HEREBY EXPRESSLY DISCLAIMS ANY
AND ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE LICENSED PATENTS,
LICENSED TECHNICAL INFORMATION AND CONFIDENTIAL INFORMATION (DEFINED BELOW IN
SECTION 7.1) AND ANY OTHER SUBJECT MATTER OF THIS AGREEMENT, INCLUDING BUT NOT
LIMITED TO THE WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, THE WARRANTY OF VALIDITY, ENFORCEABILITY OR SCOPE OF ANY OF THE
LICENSED PATENTS, AND THE WARRANTY THAT THE ACTS LICENSED HEREUNDER, AND THE
LICENSED TECHNICAL INFORMATION AND CONFIDENTIAL INFORMATION DO NOT INFRINGE ANY
INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. FURTHERMORE, FDTC PROVIDES AUO
WITH THE LICENSED TECHNICAL INFORMATION AND CONFIDENTIAL INFORMATION ON AN "AS
IS" BASIS, AND DOES NOT MAKE ANY WARRANTIES, WHETHER EXPRESS, IMPLIED OR
OTHERWISE, CONCERNING SUCH LICENSED TECHNICAL INFORMATION AND CONFIDENTIAL
INFORMATION, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES OF FREEDOM FROM ERRORS AND
DEFECTS,

         5.4      Limitation of Liability.  IN NO EVENT SHALL FDTC BE LIABLE TO
AUO FOR (A) DAMAGES OF ANY KIND, WHETHER DIRECT, INDIRECT, SPECIAL
CONSEQUENTIAL OR OTHERWISE, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY,
WHETHER FOR BREACH OF CONTRACT, IN TORT OR OTHERWISE, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS,
LOSS OF BUSINESS, LOSS OF DATA AND/OR INTERRUPTION OF BUSINESS, OR (B) ANY
CLAIM AGAINST AUO BY ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE LICENSED PRODUCTS,
LICENSED PATENTS, LICENSED TECHNICAL INFORMATION OR CONFIDENTIAL



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INFORMATION, EVEN IF FDTC HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH
DAMAGES OR CLAIM.

6.       Indemnification

         6.1      AUO Indemnity.  AUO shall indemnify and hold harmless from and
against all claims and damages of any kind, and any other costs and expenses
incurred, arising our of or in connection with AUO's exercise or inability to
exercise of the licenses granted hereunder, defects of Licensed Products of AUO
or infringement of third parties rights by Licensed Products of AUO.

7.       Confidential Information

         7.1      Obligations.  The Parties acknowledge and agree that all
proprietary or nonpublic information disclosed by one Party (the "Disclosing
Party") to the other Party (the "Receiving Party") in connection with this
Agreement, directly or indirectly, which information is (a) marked as
"proprietary" or "confidential" or, if disclosed orally, is designated as
confidential or proprietary at the time of disclosure and reduced in writing or
other tangible (including electronic) form that includes a prominent
confidentiality notice and delivered to the Receiving Party within thirty (30)
days of disclosure, or (b) provided under circumstances reasonably indicating
that it constitutes the confidential and proprietary information of the
Disclosing Party ("Confidential Information"). Without limiting the generality
of the foregoing, all Licensed Technical Information shall be deemed
Confidential Information, regardless of whether any particular Licensed
Technical Information is expressly marked or designated as "proprietary" or
"confidential" at the time of disclosure. The Receiving Party may disclose
Confidential Information only to those employees who have a need to know such
Confidential Information and who are bound to retain the confidentiality
thereof under provisions (including, without limitation, provisions relating to
nonuse and nondisclosure) no less restrictive than those required by the
Receiving Party for its own confidential information. The Receiving Party
shall, and shall cause its employees to, retain in confidence and not disclose
to any third party (including any of its sub-contractors) any Confidential
Information without the Disclosing Party's express prior written consent, and
the Receiving Party shall not use such Confidential Information except to
exercise the rights and perform its obligations under this Agreement. Without
limiting the foregoing, the Receiving Party shall use at least the same
procedures and degree of care which it uses to protect its own confidential
information of like importance, and in no event less than reasonable care. The
Receiving Party shall be fully responsible for compliance by its employees with
the foregoing, and any act or omission of an employee of the Receiving Party
shall constitute an act or omission of the Receiving Party. The confidentiality
obligations set forth in this Section 7.1 shall apply and continue, with regard
to all Confidential Information disclosed hereunder, during the Term (as
hereinafter


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defined) and for a period of five (5) years from the date of termination of
this Agreement.

         7.2      Exceptions.  Notwithstanding the foregoing, Confidential
Information will not include information that: (a) was already known by the
Receiving Party, other than under an obligation of confidentiality to the
Disclosing Party, at the time of disclosure hereunder, as evidenced by the
Receiving Party's tangible (including written or electronic) records in
existence at such time; (b) was generally available to the public or otherwise
part of the public domain at the time of its disclosure to the Receiving Party
hereunder; (c) became generally available to the public or otherwise part of
the public domain after its disclosure other than through any act or omission
of the Receiving Party in breach of this Agreement; (d) was subsequently
lawfully disclosed to the Receiving Party by a Person other than the Disclosing
Party not subject to any duty of confidentiality with respect thereto; or (e)
was developed by the Receiving Party without reference to any Confidential
Information disclosed by the Disclosing Party, as evidenced by the Receiving
Party's tangible (including written or electronic) records in existence at such
time.

         7.3      Confidentiality of Agreement; Publicity.  Each Party agrees
that the terms and conditions of this Agreement shall be treated as
Confidential Information and that no reference shall be made thereto without
the prior written consent of the other Party (which consent shall not be
unreasonably withheld) except (a) as required by Applicable Law including,
without limitation, by the U.S. Securities and Exchange Commission and the
Republic of China Securities and Futures Commission (collectively, the "SEC")
and Japanese or Republic of China Governmental Authorities, provided that in
the case of any filing with a Governmental Authority that would result in
public disclosure of the terms hereof, the Parties shall mutually cooperate to
limit the scope of public disclosure to the greatest extent possible (and in
connection therewith and without limitation of the foregoing, AUO shall give
due consideration to any request made by Fujitsu or FDTC regarding confidential
treatment of provisions of this Agreement or any related filing proposed to be
made by AUO with the SEC or other Governmental Authority), (b) to its
accountants, banks, financing sources, lawyers and other professional advisors,
provided that such parties undertake in writing (or are otherwise bound by
rules of professional conduct) to keep such information strictly confidential,
(c) in connection with the enforcement of this Agreement, (d) in connection
with a merger, acquisition or proposed merger or acquisition involving such
Party, provided that the potential merger partner or acquiror prior to receipt
thereof undertakes in writing to keep such information strictly confidential,
or (e) pursuant to agreed joint press releases prepared in good faith. The
Parties will consult with each other, in advance, with regard to the terms of
all proposed press releases, public announcements and other public statements
with respect to the transactions contemplated hereby.


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8.       Term and Termination

         8.1      Term.  Except as otherwise provided herein, this Agreement
will be effective as of the Effective Date and will continue in full force and
effect indefinitely, unless terminated as set forth in this Section 8 (the
"Term").

         8.2      Termination for Breach.  In the event that either Party
materially defaults in the performance of a material obligation under this
Agreement, then the non-defaulting Party may provide written notice to the
defaulting Party indicating: (i) the nature and basis of such default with
reference to the applicable provisions of this Agreement; and (ii) the
non-defaulting Party's intention to terminate this Agreement. In the event that
such material default is not cured within thirty (30) days after receipt of
such notice, the non-defaulting Party may terminate this Agreement upon written
notice to the breaching Party.

         8.3      Cross-Termination.  Unless otherwise expressly agreed in
writing by the Parties, this Agreement shall automatically terminate upon the
termination of any other Transaction Document.

         8.4      Termination for Insolvency, Certain Actions.  FDTC shall also
have the right to terminate this Agreement immediately by giving written notice
of termination to AUO at any time, upon or after: (a) the filing by AUO of a
petition in bankruptcy or insolvency; (b) any adjudication that AUO is bankrupt
or insolvent; (c) the filing by AUO of any legal action or document seeking
reorganization, readjustment or arrangement of AUO's business under Applicable
Law relating to bankruptcy or insolvency; (d) the appointment of a receiver for
all or substantially all of the property of AUO; (e) the making by AUO of any
assignment for the benefit of creditors; (f) the institution of any proceedings
for the liquidation or winding up of AUO's business or for the termination of
its corporate charter; or (g) any activity or assistance by AUO challenging the
validity of the Licensed Patents or restricting the scope thereof.

         8.5      Termination for Change of Control.  FDTC shall also have the
right to terminate this Agreement immediately by giving written notice of
termination to AUO at any time, upon or after: (a) AUO's consolidation with or
merger with or into another entity, provided that any Person and its Affiliates
hold in the aggregate more than one-third (1/3) of equity ownership interest in
AUO upon consummation of such transaction or series of transactions; or (b)
AUO's sale or other disposition of, or entering into an agreement or commitment
to sell or otherwise dispose of all or substantially all of its assets to a
third party.

         8.6      Effect of Termination; Survival.  The terms and conditions of
the following Sections will survive termination of this Agreement: 1, 2.3, 2.4,
3, 5.2, 5.3, 5.4, 6, 7 (in accordance with its terms), 8.6 and 9. In addition,
the termination of this Agreement shall not relieve either Party of any
liability that


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<PAGE>


accrued prior to such termination. Except as expressly provided in this Section
8.6, all other provisions of this Agreement shall terminate upon the
termination hereof. Upon any termination of this Agreement by either Party, (i)
all rights and licenses granted to AUO under this Agreement and all other
rights and obligations hereunder shall terminate (except as otherwise expressly
set forth in this Section 8.6), (ii) AUO will immediately cease using and
return, or at FDTC's written request destroy (and promptly provide FDTC with
written confirmation of such destruction, signed by an officer of AUO who has
supervised such destruction), all representations of the Licensed Technical
Information and Confidential information in its possession, custody or control
in whichever form held (including, without limitation, all documents or media
(including, without limitation, electronic media) containing any of the
foregoing and all copies, extracts or embodiments thereof), and (iii) AUO will
immediately cease using the Licensed Patents and the Licensed Technical
Information.

9.       General Provisions

         9.1      Language.  This Agreement is in the English language only,
which language shall be controlling in all respects, and all versions hereof in
any other language shall be for accommodation only and shall not be binding
upon the Parties. All communications and notices to be made or given pursuant
to this Agreement shall be in the English language.

         9.2      Governing Law.  This Agreement shall be governed by, and
construed in accordance with, the laws of Japan, without regard to the
conflicts of law principles thereof.

         9.3      Successors and Assigns.  Except as expressly provided herein,
the rights and obligations hereunder may not be assigned or delegated by FDTC
or AUO without the prior written consent of the other Party. Any purported
assignment, sale, transfer, delegation or other disposition of such rights or
obligations by either Party, except as permitted herein, shall be null and
void. Subject to the foregoing, this Agreement shall be binding upon and shall
inure to the benefit of the Parties and their respective successors and
permitted assigns.

         9.4      Entire Agreement; Amendment.  This Agreement and the other
Transaction Documents constitute the full and entire understanding and
agreement between the Parties with regard to the subject matter hereof, and
supercede any prior agreements, written or oral, with respect to such subject
matter, including, without limitation, the Non-Disclosure Agreement among
Fujitsu Limited, FDTC and AUO dated November 5, 2002, the Prior License
Agreement and the Technology Transfer Agreement. Any term of this Agreement may
be amended only upon the Parties' written agreement. No failure to exercise and
no delay in exercising any right, power or privilege granted under this
Agreement shall operate as a waiver of such right, power or privilege. No
single


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<PAGE>


or partial exercise of any right, power or privilege granted under this
Agreement shall preclude any other or further exercise thereof or the exercise
of any other right, power or privilege. The rights and remedies provided in
this Agreement are cumulative and are not exclusive of any rights or remedies
provided by law.

         9.5      Notices and Other Communications.  Any and all notices,
requests, demands and other communications required or otherwise contemplated
to be made under this Agreement shall be in writing and shall be provided by
one or more of the following means and shall be deemed to have been duly given
(i) if delivered personally, when received, (ii) if transmitted by facsimile,
on the date of transmission with receipt of an error-free transmittal
confirmation, or (iii) if by international courier service, on the third (3rd)
business day following the date of deposit with such courier service, or such
earlier delivery date as may be confirmed in writing to the sender by such
courier service. All such notices, requests, demands and other communications
shall be addressed as follows:

                  If to AUO:

                           AU Optronics Corporation
                           No. 1, Li-Hsin Road
                           Science-Based Industrial Park
                           Hsinchu 300, Taiwan
                           Attention:       Chief Executive Officer
                           Telephone:       886-3-563-2899
                           Facsimile:       886-3-577-2730

                  If to FDTC:

                           Fujitsu Display Technologies Corporation
                           4-1-1 Kamikodanaka, Nakahara-ku
                           Kawasaki, Kanagawa
                           Japan
                           Attention:       Chief Executive Officer
                           Telephone:       81-44-754-3476
                           Facsimile:       81-44-754-3846

or to such other address or facsimile number as a Party may have specified to
the other Party in writing delivered in accordance with this Section 9.5.

         9.6      Severability.  If any provision of this Agreement is found to
be invalid or unenforceable, then such provision shall be construed, to the
extent feasible, so as to render the provision enforceable and to provide for
the consummation of the transactions contemplated hereby on substantially the
same terms as originally set forth herein, and if no feasible interpretation
would save such provision, it shall be severed from the remainder of this
Agreement, which


                                      15
<PAGE>


shall remain in full force and effect unless the severed provision is essential
to the rights or benefits intended by the Parties. In such event, the Parties
shall use best efforts to negotiate, in good faith, a substitute, valid and
enforceable provision or agreement which most nearly effects the Parties'
intent in entering into this Agreement.

         9.7      Dispute Resolution.  All disputes between the Parties arising
out of this Agreement will be settled by the Parties amicably through good
faith discussions within sixty (60) days, failing which the dispute will be
finally settled by confidential, binding arbitration using the English language
before a single native English-speaking arbitrator appointed by the Parties.
Any such arbitration will be conducted, if initiated by FDTC, in the Republic
of China by the Arbitration Association of the Republic of China in accordance
with the Arbitration Law of the Republic of China and the Rules for Arbitration
Procedures of the Arbitration Association of the Republic of China or, if
initiated by AUO, in Japan in accordance with the Commercial Arbitration Rules
of the Japan Commercial Arbitration Association. Notwithstanding the foregoing,
either Party shall have the right to institute a legal action in a court of
proper jurisdiction for preliminary injunctive relief and/or a decree for
specific performance pending final settlement by arbitration. The Parties
further agree that any arbitral award rendered by the Arbitration Association
of the Republic of China in accordance with this Section 9.7 will not require
that a court order be entered to be enforceable and that either Party may
enforce such an arbitral award without obtaining a court order for the
enforcement thereof.

         9.8      Expenses.  Except as otherwise expressly set forth in this
Agreement, each Party will bear its own costs and expenses, including without
limitation, fees and expenses of legal counsel and other representatives used
or hired in connection with the transactions described in this Agreement.

         9.9      Attorneys' Fees.  If any action or proceeding shall be
commenced to enforce this Agreement or any right arising in connection with
this Agreement, the prevailing Party in such action or proceeding shall be
entitled to recover reasonable attorneys' fees, costs and expenses incurred by
such prevailing Party in connection with such action or proceeding.

         9.10     Section References; Titles and Subtitles.  Unless otherwise
noted, all references to Sections and Exhibits herein are to Sections and
Exhibits of this Agreement. The titles of the sections and subsections of this
Agreement are for convenience of reference only and are not to be considered in
construing this Agreement.

         9.11     Execution.  This Agreement may be executed in two (2)
counterparts, each of which shall be an original, but all of which together
shall constitute one instrument. Execution and delivery of this Agreement by
exchange


                                      16
<PAGE>


of facsimile copies bearing the facsimile signature of a Party shall constitute
a valid and binding execution and delivery of this Agreement by such Party.

         9.12     Export Restrictions.  AUO understands and acknowledges that
FDTC is subject to regulation by Governmental Authorities of Japan, which may
prohibit export or diversion of certain technical products to certain
countries. In connection with the foregoing, AUO acknowledges that the Licensed
Patents and Licensed Technical Information may be subjected to restrictions on
export or re-export by the Ministry of Economy, Trade and Industry of Japan
(METI). AUO warrants that it will comply in all respects with all export or
re-export restrictions applicable to the Licensed Patents, Licensed Technical
Information and Licensed Products, including, without limitation, the Foreign
Exchange and Foreign Trade Act and Export Trade Control Order of Japan, and
further warrants that it will not export the Licensed Patents, Licensed
Technical Information or Licensed Products, either directly or indirectly,
without first obtaining any required licenses, permits or approvals to so
export from appropriate Governmental Authorities.

         9.13     Rights and Remedies.  No exercise or enforcement by either
Party of any right or remedy under this Agreement will preclude the enforcement
by such Party of any other right or remedy under this Agreement or that such
Party is entitled by law to enforce.

         9.14     No Agency.  The Parties are independent contractors.  Nothing
contained herein or done pursuant to this Agreement shall constitute any Party
the agent of the other Party for any purpose whatsoever.

         9.15     Force Majeure.  Neither Party will be liable to the other for
failure or delay in performing its obligations hereunder if such failure or
delay is due to circumstances beyond its reasonable control, including, without
limitation, acts of any governmental body, war, terrorism, insurrection,
sabotage, embargo, fire, flood, strike or other labor disturbance, interruption
of or delay in transportation, or unavailability of or interruption or delay in
telecommunications or third party services ("Force Majeure"); provided,
however, that (a) a lack of credit, funds or financing, or (b) strikes or other
labor disturbances that are limited to AUO's employees shall not constitute
Force Majeure.

         IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed and delivered by their respective duly authorized representatives as
of the date first above written.

Fujitsu Display Technologies Corporation             AU Optronics Corporation

By: /s/ Yoshihiro Matsuda                            By: /s/ K.Y. Lee
   ----------------------                               -----------------------
    Chief Executive Officer                              Chief Executive Officer


                                      17
<PAGE>

                                   EXHIBIT A

                               Licensed Patents*






---------------------------
         * Certain information on this page has been omitted and filed
separately with the Commission. Confidential treatment has been requested with
respect to the omitted portions.



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