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OMRON Announces Partial Amendment to Demerger Contract

Wednesday September 26 6:30 AM

OMRON Corporation (TOKYO:6645; ADR:OMRNY; 'Omron'), has announced a partial amendment to the demerger contract it concluded with a wholly-owned subsidiary, Omron Precision Technology, Co., Ltd. ('OPT'), on August 30, 2007 regarding the transfer of Omron's small-size backlight business. The amendments have been made due to legal procedural reasons and were authorized at a meeting of Omron's board of directors held today, September 26, 2007. Amendments are indicated by capitalization.

(Before amendment)

2. Outline of Demerger

(1) Schedule

Approval by Board of Directors              August 30, 2007
Execution of demerger agreement             August 30, 2007
Effective date of demerger                  November 1, 2007 (planned)

(Note) This demerger is pursuant to the provisions of Article 784-3 of
the Corporate Law of Japan, and thus is not subject to approval by a
resolution at an ordinary general meeting of Omron shareholders.
FURTHERMORE, AS IT IS ALSO PURSUANT TO ARTICLE 796-1 OF THE CORPORATE
LAW OF JAPAN, THIS DEMERGER IS NOT SUBJECT TO APPROVAL BY A RESOLUTION
AT AN ORDINARY GENERAL MEETING OF OPT SHAREHOLDERS.

(2) Procedure

Omron will conduct a corporate demerger in order for OPT to succeed its small-size backlight business.

(3) Allocation of shares

AS THIS DEMERGER IS TO BE CONDUCTED BETWEEN OMRON AND A WHOLLY-OWNED SUBSIDIARY, NO SHARES WILL BE ALLOCATED AND ISSUED TO OMRON BY OPT AS A RESULT OF THIS DEMERGER.

(4) Calculation method for share allocation

AS THIS DEMERGER IS TO BE CONDUCTED BETWEEN OMRON AND A WHOLLY-OWNED SUBSIDIARY, NO SHARES WILL BE ALLOCATED AND ISSUED TO OMRON BY OPT AS A RESULT OF THIS DEMERGER.

(After amendment)

2. Outline of Demerger

(1) Schedule

Approval by Board of Directors              August 30, 2007
Execution of demerger agreement             August 30, 2007
OPT SHAREHOLDERS MEETING FOR
APPROVAL OF DEMERGER CONTRACT               OCTOBER 30, 2007 (PLANNED)
Effective date of demerger                  November 1, 2007 (planned)

(Note) This demerger is pursuant to the provisions of Article 784-3 of
the Corporate Law of Japan, and thus is not subject to approval by a
resolution at an ordinary general meeting of Omron shareholders.

(2) Procedure

Omron will conduct a corporate demerger in order for OPT to succeed its small-size backlight business.

(3) Allocation of shares

CONSEQUENT TO THIS DEMERGER, OPT WILL ISSUE AND ALLOCATE 1 SHARE OF COMMON STOCK TO OMRON.

(4) Calculation method for share allocation

AS OPT IS A WHOLLY OWNED SUBSIDIARY OF OMRON, AFTER MUTUAL DISCUSSION OPT WILL NEWLY ISSUE 1 SHARE OF COMMON STOCK UPON THE DEMERGER AND ALLOCATE THIS TO OMRON.

There are no other amendments to the contract other than the abovementioned.

About Omron

Headquartered in Kyoto, Japan, OMRON Corporation is a global leader in sensing, control and automation technologies, with more than 33,000 employees in over 32 countries. For more information, visit www.omron.com

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