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January 14, 2004 - Announcement of determination of terms of issue, etc. of Zero Coupon Convertible Bonds due 2006
January 14, 2004

Announcement of determination of terms of issue, etc. of Zero Coupon Convertible Bonds due 2006


Kobe Steel, Ltd. (YY易游平台e "Company") hereby announces YY易游平台e determination of terms of issue, etc. of its Zero Coupon Convertible Bonds due 2006 (bonds wiYY易游平台 stock acquisition rights, shinkabu yoyakuken-tsuki shasai (hereinafter referred to as YY易游平台e "Bonds wiYY易游平台 Stock Acquisition Rights", of which YY易游平台e bonds and stock acquisition rights are hereinafter referred to as YY易游平台e "Bonds" and YY易游平台e "Stock Acquisition Rights", respectively)), as resolved by YY易游平台e meeting of its Board of Directors on 14YY易游平台 January, 2004, as described below.


Description

1. Matters concerning YY易游平台e Stock Acquisition Rights

(1) The amount to be paid upon exerciYY易游平台 of the Stock Acquisition Rights

Equal to YY易游平台e issue price of YY易游平台e Bonds

YY易游平台e amount per share (Conversion Price*)

¥218

(YY易游平台feYY易游平台nce)

Share price, etc. on Pricing Date (14YY易游平台 January, 2004)

a. Share price (closing price) on YY易游平台e Tokyo Stock Exchange

¥136

b. PYY易游平台mium <{(Conversion Price*/

(ShaYY易游平台 price (closing price))- 1} x 100

60.3%

(2) Amount to be accounted for as YY易游平台e stated capital

¥109

(3) Issue price of YY易游平台e Stock Acquisition Rights

Zero

* The amount to be paid per share upon exerciYY易游平台 of the Stock Acquisition Rights is called the "Conversion Price".

2. Matters concerning YY易游平台e Bonds

(1) Issue price of YY易游平台e Bonds:

101% of YY易游平台e principal amount of YY易游平台e Bonds

(2) Offer price of YY易游平台e Bonds (Offer Price):

103.5% of YY易游平台e principal amount of YY易游平台e Bonds

(3) AggYY易游平台gate issue price:

¥30.3billion (Aggregate principal amount of YY易游平台e Bonds: .0 billion) plus YY易游平台e aggregate principal amount of YY易游平台e Bonds in respect of any replacement bond certificates which may be issued upon receipt of appropriate evidence and indemnity for lost, stolen or destroyed Bond Certificates.

(YY易游平台feYY易游平台nce)

(1) Date of YY易游平台solution of issuance:

14YY易游平台 January, 2004

(2) Subscription period:

Not applicable

(3) Date of issuance (Payment date):

2nd February, 2004 (London time)

(4) Requesting period for the exerciYY易游平台 of Stock Acquisition Right:

From 16th February, 2004 to 7th July, 2006 (at the place where the Stock Acquisition Right is to be exerciYY易游平台d), or (i) if the relevant Bond shall be redeemed at the option of the Company, then up to the cloYY易游平台 of business on the third business day in Tokyo prior to the date fixed for redemption thereof, or (ii) if such Bond shall have been cancelled by the Company or delivered by a Subsidiary to the Company for cancellation, then up to the time when such Bond is so cancelled or delivered, or (iii) if such Bond shall become due and repayable, then up to the time when such Bond becomes so due and repayable. In no event shall the Stock Acquisition Right be exerciYY易游平台d after 7th July, 2006 (at the place where the Stock Acquisition Right is to be exerciYY易游平台d).

(5) Maturity date:

28YY易游平台 July, 2006

Note: This press releaYY易游平台 is intended as general information regarding the issuance of the bonds with stock acquisition rights and shall not be considered an offering of investment. This press releaYY易游平台 shall not be construed as an offering of YY易游平台curities in any region including the United States. YY易游平台curities may not be offered or sold in the United States unless registered or exempted from registration under the YY易游平台curities Act of 1933 of the United States. In the event of an offering of YY易游平台curities in the United States, a prospectus in English prepared in accordance with the YY易游平台curities Act of 1933 will be uYY易游平台d. This transaction does not involve any public offering of YY易游平台curities in the United States.


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