TDK Corporation Announces 1st Quarter Results


Tokyo, Japan, July 29, 2004 (PRIMEZONE) -- TDK Corporation today announced its consolidated business results prepared in conformity with accounting principles generally accepted in the United States of America (the "U.S. GAAP") for the 1st quarter ("Qtr.") of fiscal year ("FY") 2005 and 2004, the three months ended June 30, 2004 and 2003 are as follows:

1) Summary Consolidated results (April 1, 2004 - June 30, 2004)


      Term     The 1st Qtr. of      The 1st Qtr. of          Change
                    FY2005             FY2004

         (April 1, 2004 - June 30,  (April 1, 2003 - June 30,
                         2004)                      2003)
  Item
             (Yen        %    (U.S.$        (Yen       %    (Yen   %
            millions)        thousands)  millions)      millions)


  Net sales  157,891  100.0  1,461,954    153,216  100.0  4,675   3.1

  Operating
  income      14,025    8.9    129,861     10,180    6.6  3,845  37.8

  Income      14,950    9.5    138,426     11,164    7.3  3,786  33.9
  before
  income
  taxes

  Net
  income      10,163    6.4     94,102      8,025    5.2  2,138  26.6

  Per
  common
  share  :
  Net income
  /Basic   Yen 76.75         U.S.$ 0.71  Yen 60.51
  Net income
  /Diluted Yen 76.69         U.S.$ 0.71  Yen 60.51

  (Sales breakdown)

      Term     The 1st Qtr. of      The 1st Qtr. of          Change
                    FY2005             FY2004

         (April 1, 2004 - June 30,  (April 1, 2003 - June 30,
                         2004)                      2003)
  Product
             (Yen        %    (U.S.$        (Yen       %    (Yen   %
            millions)        thousands)  millions)      millions)

  Electronic 130,468   82.6  1,208,037    123,789   80.8  6,679   5.4
  materials
  and
  components

  Electronic
  materials   44,763   28.3    414,472     40,420   26.4  4,343   10.7

  Electronic
  devices     28,248   17.9    261,556     25,817   16.9  2,431    9.4

  Recording
  devices     52,163   33.0    482,991     53,840   35.1 (1,677)  -3.1

  Semi         5,294    3.4     49,018      3,712    2.4  1,582   42.6
  conductors
  & others

  Recording
  media       27,423   17.4    253,917     29,427   19.2 (2,004)  -6.8
  & systems

  Total
  sales      157,891  100.0  1,461,954    153,216  100.0  4,675    3.1

  Overseas
  sales      115,113   72.9  1,065,861    112,783   73.6  2,330    2.1

Notes:

1. Consolidated results for the 1st quarter of FY2005 and FY2004 are unaudited by independent accountant.

2. U.S.$1 = Yen108

2) Business Results and Financial Position

1. Summary

Consolidated results for the first quarter of fiscal year 2005, or the three-month period from April 1, 2004 through June 30, 2004, were as follows:

Consolidated net sales were Y157,891 million (U.S.$1,461,954 thousand), 3.1% higher than the Y153,216 million recorded in the corresponding period of the previous fiscal year. Operating income rose 37.8% to Y14,025 million (U.S.$129,861 thousand), from Y10,180 million. Income before income taxes increased 33.9% to Y14,950 million (U.S.$138,426 thousand), from Y11,164 million. Net income was Y10,163 million (U.S.$94,102 thousand), 26.6% higher than the Y8,025 million recorded in the first quarter of the previous fiscal year. Consequently, basic net income per common share was Y76.75 (U.S.$0.71), up from Y60.51.

Average first-quarter yen exchange rates for the U.S. dollar and euro were Y109.63 and Y132.15, respectively, as the yen appreciated 7.5% from Y118.50 versus the U.S. dollar and 1.9% from Y134.66 against the euro, compared with the first quarter of the previous fiscal year. This resulted in lowering net sales by approximately Y8.0 billion and operating income by approximately Y3.4 billion.

(Sales by Segment) TDK's businesses are broadly classified into two business segments: electronic materials and components segment and recording media & systems segment. The following is an explanation of sales by segment.

(1) Electronic materials and components segment This segment is made up of four product sectors: (1-1) electronic materials, (1-2) electronic devices, (1-3) recording devices, and (1-4) semiconductors & others.

Segment net sales rose 5.4% to Y130,468 million (U.S.$1,208,037 thousand), from Y123,789 million, while segment operating income climbed 36.3% to Y14,931 million (U.S.$138,250 thousand), from Y10,958 million. The electronics market in the first quarter of fiscal year 2005 saw demand continue to grow for mobile phones and digital home electronics appliances such as flat-screen TVs, digital still cameras and DVD recorders. These robust market conditions supported firm demand for electronic components as a whole. Sector results were as follows.

(1-1) Electronic materials This sector is broken down into two product categories: capacitors and ferrite cores and magnets.

Sales in the electronic materials sector increased 10.7% to Y44,763 million (U.S.$414,472 thousand), from Y40,420 million. (Capacitors) Sales of capacitors increased year on year. Multilayer ceramic chip capacitors, the main products in the capacitor sector, recorded growth in sales due to demand for use in digital home electronics appliances and mobile phones, a rising proportion of which have color displays and cameras. This growth absorbed the effect of downward pressure on sales prices and the higher yen. (Ferrite cores and magnets) Sales of ferrite cores and magnets increased year on year. In ferrite cores, sales were buoyed by healthy demand for use in coils and transformers in digital home electronics appliances and information and communications equipment. Magnet sales rose too on the back of higher shipment volumes.

(1-2) Electronic devices This sector has three product categories: inductive devices, high-frequency components and other products.

Sales in the electronic devices sector increased 9.4% to Y28,248 million (U.S.$261,556 thousand), compared with Y25,817 million in the first quarter of the previous fiscal year. (Inductive devices) Sales of inductive devices, the largest product category in the electronic devices sector, rose year on year on higher sales to the communications equipment field, which offset the effect of downward pressure on sales prices and the higher yen. (High-frequency components) Sales of high-frequency components edged up over the previous fiscal year. There was an upswing in shipment volumes that resulted from strong demand for components used in mobile phones, the main market for these components, and successful activities to win new orders. This growth was largely negated, however, by a continuing overall glut in the supply of high-frequency components, which prompted customers to demand price reductions that were higher than in other electronic component categories. (Other products) Sales of other products rose year on year, with sensors and actuators and power systems both recording higher sales to the communications equipment market.

(1-3) Recording devices This sector has two product categories: HDD heads and other heads.

Sector sales declined 3.1% to Y52,163 million (U.S.$482,991 thousand), from Y 53,840 million. (HDD heads) Sales of HDD heads declined from the first quarter of the previous fiscal year due to a decline in orders for TDK's HDD heads, which reflected the effect of a customer producing heads in-house and lower production levels of major HDD manufacturers. (Other heads) Sales of other heads declined year on year.

(1-4) Semiconductors & others This sector has two product categories: semiconductors and others.

Sector sales climbed 42.6% to Y5,294 million (U.S.$49,018 thousand), from Y3,712 million. (Semiconductors) Sales of semiconductors declined due to lower sales to the communications equipment market. (Others) Others sales increased year on year mainly on higher sales of anechoic chambers for electromagnetic noise control.

(2) Recording media & systems segment This segment is made up of four product categories: audiotapes, videotapes, optical media and other products.

Segment sales declined 6.8% to Y27,423 million (U.S.$253,917 thousand), from Y 29,427 million. The segment recorded an operating loss of Y906 million (U.S.$8,389 thousand), which was 16.5% higher than last year'fs operating loss of Y778 million.

(Audiotapes and Videotapes) Sales of audiotapes and videotapes declined year on year. This was because, while TDK maintained a high market share, demand continued to decrease due to structural changes in the market. (Optical media) Sales of optical media increased, as strong sales of DVDs due to expanding demand absorbed the effect of downward pressure on sales prices. (Other products) Sales of other products decreased year on year, the result mainly of the sale in the previous fiscal year of a U.S. software development subsidiary and sluggish sales of recording equipment. On a brighter note, sales of LTO-standard* (Linear Tape-Open) tape-based data storage media for computers continued to increase.

* Linear Tape-Open, LTO, LTO logo, Ultrium and Ultrium logo are trademarks of HP, IBM and Certance LLC in the U.S., other countries or both.

(Sales by Region) Detailed geographic segment information can be found in the segment information on page 10. By region, sales in Japan increased in all sectors with the exception of electronic devices. The decline in sales in electronic devices was mainly the result of customers shifting production to Asia as their main base. In the Americas, sales decreased, except in electronic devices and semiconductors & others. The major causes of these declines were lower sales to the automotive sector and the effect of the higher yen versus the U.S. dollar. In Europe, sales fell, except in electronic devices and recording devices. In Asia (excluding Japan) and other areas, sales increased in all sectors, except recording devices.

2. Financial Position (2-1) The following table summarizes TDKfs balance sheet at June 30, 2004, compared with March 31, 2004.


  Total assets                 Y792,179 million   2.8% increase
  Total stockholders'  equity  Y593,086 million   2.9% increase
  Equity ratio                 74.9%              0.1 percentage
                                                  point increase

At the end of the first quarter of fiscal year 2005, cash and cash equivalents were Y3,462 million higher than at March 31, 2004, net trade receivables were Y2,737 million higher and inventories were Y4,842 million higher. Net property, plant and equipment rose Y4,570 million. As a result of these and other changes, total assets increased Y21,860 million.

Total liabilities increased Y4,839 million. While retirement and severance benefits declined Y7,448 million, other current liabilities increased Y7,910 million and deferred income taxes rose Y2,859 million. Total stockholders' equity increased Y16,867 million. This reflected a Y5,849 million increase in retained earnings and a Y10,616 million decrease in accumulated other comprehensive loss.

(2-2) Cash Flows


                                                        (Y millions)
                                     FY 2005      FY 2004     Change
                                        1Q           1Q

  Net cash provided by operating      18,825       25,685    (6,860)
  activities

  Net cash used in investing         (14,060)      (8,238)    (5,822)
  activities

  Net cash used in financing          (3,856)      (3,378)      (478)
  activities

  Effect of exchange rate changes on   2,553          631      1,922
  cash and cash equivalents

  Net increase in cash and cash        3,462       14,700   (11,238)
  equivalents

  Cash and cash equivalents at       227,155      170,551     56,604
  beginning of period

  Cash and cash equivalents at end   230,617      185,251     45,366
  of period

Operating activities provided net cash of Y18,825 million (U.S.$174,306 thousand), Y6,860 million less than a year earlier. Net income rose Y2,138 million to Y10,163 million (U.S.$94,102 thousand) and depreciation and amortization increased Y591 million to Y12,308 million (U.S.$113,963 thousand). In changes in assets and liabilities, trade receivables increased Y2,353 million, inventories rose Y1,262 million and accrued expenses increased Y1,321 million.

Investing activities used net cash of Y14,060 million (U.S.$130,185 thousand), Y5,822 million more than a year earlier. Capital expenditures increased Y5,790 million to Y14,345 million (U.S.$132,824 thousand).

Financing activities used net cash of Y3,856 million (U.S.$35,704 thousand), Y478 million more than in the first quarter of the previous fiscal year. Dividends paid increased Y656 million.

3. Fiscal 2005 Projections TDK's consolidated projections for fiscal year 2005, or the year ending March 31, 2005, are as follows.

(Consolidated Projections for Fiscal 2005)


                Year ending      % change      Year ended
                 March 2005    from FY2004     March 2004
                (Y million)                    (Y million)

  Net sales       680,000            3.2         658,862

  Operating        60,000           10.5          54,322
  income

  Income before    62,000           11.5          55,603
  income taxes

  Net income       46,500           10.4          42,101

 Notes:

  1. The above projections for fiscal year 2005 are the same as those
     announced on April 28, 2004.

  2. The projections are based principally on the following
     assumptions:

        - An average exchange rate of Y105=US$1 for fiscal year 2005
          from the second quarter onward.
        - Orders for passive components (electronic materials and
          electronic devices) as a whole are expected to remain at a
          comparatively high level, supported by firm demand in the
          first half of the year. However, this demand may wane by the
          end of 2004.
        - Orders for recording devices are expected to decline in the
          first half of fiscal year 2005, but second-half sales of
          these products should be supported by growth in demand for
          HDDs used in PCs and consumer electronics.
        - In the recording media & systems segment, lower sales of
          audiotapes and videotapes are forecast. However, sales may
          rise year on year in the segment as a whole, with higher
          sales of optical media products absorbing this decline.

Cautionary Statement About Projections

This earnings release contains forward-looking statements, including projections, plans, policies, management strategies, targets, schedules, understandings and evaluations, about TDK and its group companies that are not historical facts. These forward-looking statements are based on current forecasts, estimates, assumptions, plans, beliefs and evaluations in light of information available to management on the date of this earnings release.

In preparing forecasts and estimates, TDK and its group companies have used, as their bases, certain assumptions as necessary, in addition to confirmed historical facts. However, due to their nature, there is no guarantee that these statements and assumptions will prove to be accurate in the future. TDK therefore wishes to caution readers that these statements, facts and certain assumptions contained in this earnings release are subject to a number of risks and uncertainties and may prove to be inaccurate.

The electronics markets in which TDK and its group companies operate are highly susceptible to rapid changes. Furthermore, TDK and its group companies operate not only in Japan, but in many other countries. As such, factors that can have significant effects on its results include, but are not limited to, shifts in technology, demand, prices, competition, economic environments and foreign exchange rates.

The premises and assumptions used in computing the projections in this earnings release include, but are not limited to, those explained above.


                                                  Consolidated
  3) Statements of income

      Term     The 1st Qtr. of          The 1st Qtr. of        Change
                    FY2005                    FY2004

                 (April 1, 2004 -        (April 1, 2003 -
                  June 30, 2004)           June 30, 2003)

             (Yen        %    (U.S.$        (Yen    %       (Yen   %
            millions)        thousands)  millions)      millions)
  Item

  Net
  sales      157,891  100.0  1,461,954   153,216    100.0  4,675  3.1

  Cost
  of
  sales      112,549   71.3   1,042,121  111,359     72.7  1,190  1.1

  Gross
  profit      45,342   28.7     419,833   41,857     27.3  3,485  8.3

  Selling,
  general
  and
  administrative
  expenses    31,317   19.8      289,972  31,677     20.7   (360) -1.1

  Operating
  income      14,025    8.9      129,861  10,180      6.6  3,845  37.8

  Other
  income
  (deductions) :

  Interest
  and
  dividend
  income         267               2,472     316             (49)

  Interest
  expense       (51)                (472)    (56)              5

  Foreign
  exchange
  gain          119                1,102     297            (178)

  Other-net     590                5,463     427             163

  Total
  other
  income
 (deductions)    925    0.6        8,565     984      0.7    (59) -6.0

  Income
  before
  income
  taxes       14,950    9.5      138,426  11,164      7.3  3,786  33.9

  Income
  taxes        4,647    3.0       43,028   3,034      2.0  1,613  53.2

  Income
  before
  minority
  interests   10,303    6.5       95,398   8,130      5.3  2,173  26.7

  Minority
  interests      140    0.1        1,296     105      0.1     35  33.3

  Net income  10,163    6.4       94,102   8,025      5.2  2,138  26.6

 Notes:

 1. Statements of income for the 1st quarter of FY2005 and FY2004
    are unaudited by independent accountant.

 2. U.S.$1=Yen108

                                                     Consolidated
  4) Balance sheets
                              ASSETS
          Term   As of June 30, 2004    As of Mar. 31, 2004

                 (Yen                   (U.S.$     (Yen
                 millions)     %     thousands)  millions)     %

    Item

  Current
  assets          491,546    62.0    4,551,352     475,773    61.8

   Cash and
   cash
   equivalents    230,617              2,135,343   227,155

   Marketable
   securities         403                  3,732       402

   Net trade
   receivables    141,068              1,306,185   138,331

   Inventories     82,143                760,583    77,301

   Other
   current assets  37,315                345,509    32,584

   Noncurrent
   assets         300,633     38.0     2,783,639   294,546     38.2
   Investments
   in
   securities      18,284                169,296    18,381
   Net
   property,
   plant and
   equipment      213,515               1,976,991   208,945
   Other assets    68,834                 637,352    67,220
   TOTAL          792,179    100.0      7,334,991   770,319    100.0


                                                        Consolidated

                                 ASSETS

    Term                 Change       As of June 30, 2003

                          (Yen        (Yen
                      millions)   millions)        %

   Item

   Current assets       15,773     437,085      57.5

   Cash and
   cash
   equivalents           3,462     185,251

   Marketable
   securities                1

   Net trade
   receivables           2,737      138,814

   Inventories           4,842        76,942

   Other current
   assets                4,731        36,078

   Noncurrent
   assets                6,087       323,402     42.5

   Investments in
   securities              (97)       18,493

   Net property,
   plant and
   equipment              4,570      222,772

   Other assets           1,614       82,137

   TOTAL                 21,860      760,487     100.0


                LIABILITIES AND STOCKHOLDERS' EQUITY

          Term   As of June 30, 2004    As of Mar. 31, 2004

                 (Yen                   (U.S.$     (Yen
                 millions)     %     thousands)  millions)     %

   Item

   Current
   liabilities    124,594    15.7     1,153,648    115,218   15.0

    Short-
    term
    debt              440                 4,074        416
    Trade
    payables       59,917               554,787     59,917
    Accrued
    expenses       46,250               428,241     45,534
    Income taxes
    payables        5,415                50,139      4,689
    Other current
    liabilities    12,572               116,407      4,662
    Noncurrent
    liabilities    71,069     9.0       658,047     75,606     9.8
    Long               68                   630         27
    term
    debt,
    excluding
    current
    installments

    Retirement
    and severance
    benefits       66,073               611,787     73,521
    Deferred
    income taxes    3,074               28,463         215

    Other noncurrent
    liabilities     1,854                17,167      1,843

    Total
    liabilities   195,663    24.7     1,811,695    190,824     24.8

    Minority
    interests       3,430     0.4        31,759      3,276      0.4
    Common stock   32,641               302,231     32,641
    Additional
    paid in
    capital        63,051               583,805     63,051
    Legal reserve  16,817               155,713     16,497
    Retained
    earnings      566,605             5,246,343    560,756
    Accumulated   (79,771)             (738,620)   (90,387)
    other
    comprehensive
    income (loss)

    Treasury stock (6,257)               (57,935)   (6,339)

    Total
    stockholders'
    equity        593,086     74.9     5,491,537   576,219      74.8

    TOTAL         792,179    100.0     7,334,991   770,319     100.0


               LIABILITIES AND STOCKHOLDERS' EQUITY

    Term                 Change       As of June 30, 2003

                          (Yen        (Yen
                      millions)   millions)        %

    Item

    Current
    liabilities           9,376      108,069      14.2

    Short-
    term
    debt                     24        1,865

    Trade payables                    55,548

    Accrued expenses        716       38,071

    Income taxes
    payables                726        3,707

    Other current
    liabilities           7,910        8,878

    Noncurrent
    liabilities          (4,537)      90,826       12.0

    Long                     41          107
    term
    debt,
    excluding
    current
    installments

    Retirement and
    severance benefits  (7,448)      88,567

    Deferred income
    taxes                2,859        2,152

    Other noncurrent
    liabilities             11

    Total liabilities    4,839       198,895       26.2

    Minority interests     154         3,372        0.4

    Common stock                      32,641

    Additional paid in
    capial                            63,051

    Legal reserve           320       16,352

    Retained earnings     5,849       530,229

    Accumulated          10,616       (79,197)
    other comprehensive
    income (loss)

    Treasury stock           82        (4,856)

    Total stockholders'
    equity               16,867       558,220       73.4

    TOTAL                21,860       760,487      100.0

 Notes:

 1. Balanace sheets as of June 30, 2004 and 2003 are unaudited
    by independent accountant.

 2. U.S.$1 = Yen108

                                                         Consolidated
  5) Statements of cash flows

              Term      The 1st Qtr. of               The 1st Qtr. of
                              FY2005                      FY2004

                         (April 1, 2004 -            (April 1, 2003 -
                          June 30, 2004)              June 30, 2003)


                    (Yen millions)  (U.S.$ thousands) (Yen millions)

  Item

  Cash flows from
  operating
  activities:

  Net income                10,163            94,102          8,025

  Adjustments to
  reconcile net
  income to
  net cash provided
  by operating activities:
  Depreciation and
  amortization              12,308           113,963          11,717
  Loss on disposal of
  property and
  equipment                    207             1,917             718
  Deferred income taxes       (276)           (2,555)            916
  Loss (gain) on securities    (95)             (880)          1,180
  Changes in assets and
  liabilities:
  Decrease (increase) in
  trade receivables           (411)           (3,806)          1,942
  Increase in inventories   (3,780)          (35,000)         (2,518)
  Decrease in trade
  payables                  (1,458)          (13,500)         (2,093)
  Increase (decrease) in
  accrued expenses              41               380          (1,280)
  Increase (decrease) in
  income taxes
  payables, net              1,300            12,037           2,641
  Increase in retirement
  and severance
  benefits                   2,009            18,602           2,522
  Other-net                 (1,183)          (10,954)          1,915

  Net cash provided by
  operating activities      18,825           174,306          25,685

  Cash flows from
  investing activities:
  Capital expenditures     (14,345)         (132,824)         (8,555)
  Proceeds from sales and
  maturities
  of available-for-sale
  securities                   190             1,759              89
  Payment for purchase of
  available-for-sale
  securities                  (196)           (1,815)              -
  Payment for purchase of
  other investments              1                 9             (10)
  Proceeds from sales of
  property,
  plant and equipment          291             2,695             340
  Acquisition of
  minority interests             -                 -            (100)
  Other-net                     (1)               (9)             (2)
  Net cash used in investing
  activities               (14,060)         (130,185)         (8,238)

  Cash flows from
  financing activities:
  Proceeds from long-term
  debt                         132             1,222              33
  Repayment of long-term
  debt                         (25)             (232)            (79)
  Increase (decrease) in
  short-term debt, net         (51)             (472)            (15)
  Sale (purchase) of
  treasury stock, net           60               556              (1)
  Dividends paid            (3,972)          (36,778)         (3,316)
  Net cash used in
  financing activities      (3,856)          (35,704)         (3,378)

  Effect of exchange         2,553            23,639             631
  rate changes
  on cash and cash
  equivalents
  Net increase in cash
  and cash equivalents        3,462           32,056          14,700
  Cash and cash
  equivalents at beginning of
  period                    227,155        2,103,287         170,551
  Cash and cash equivalents
  at end of period          230,617        2,135,343         185,251

 Notes:

 1. Statements of cash flows for the 1st quarter of FY2005 and
    FY2004 are unaudited by independent accountant.

 2. U.S.$1=Yen108

                                                     Consolidated
  6) Segment Information

  The following industry and geographic segment information are
  required by the Japanese Securities Exchange Law.

  1. Industry segment information


            Term     The 1st Qtr.            The 1st Qtr.
                      of FY2005              of  FY2004

                  (April 1, 2004 -          (April 1, 2003 -   Change
                   June 30, 2004)            June 30, 2003)

    Product     (Yen   %        (U.S.$   (Yen      %     (Yen     %
            millions)        thousands) millions)     millions)

  Electronic
  materials
  and
  components
  Net sales    130,468 100.0 1,208,037   123,789  100.0  6,679    5.4
  Unaffiliated
  customers    130,468       1,208,037   123,789         6,679    5.4
  Intersegment       -               -         -             -      -
  Operating
  expenses     115,537  88.6 1,069,787   112,831   91.1  2,706    2.4
  Operating
  income        14,931  11.4   138,250    10,958    8.9  3,973   36.3

  Recording
  media &
  systems
  Net sales     27,423 100.0   253,917    29,427  100.0 (2,004)  -6.8
  Unaffiliated
  customers     27,423         253,917   29,427         (2,004)  -6.8
  Intersegment       -               -        -              -      -
  Operating
  expenses      28,329 103.3   262,306   30,205   102.6 (1,876)  -6.2
  Operating
  income
  (loss)          (906) -3.3    (8,389)    (778)   -2.6   (128) -16.5

  TOTAL
  Net sales    157,891 100.0 1,461,954  153,216   100.0  4,675    3.1
  Unaffiliated
  customers    157,891       1,461,954  153,216          4,675    3.1
  Intersegment       -               -        -              -      -
  Operating
  expenses     143,866  91.1 1,332,093  143,036   93.4     830    0.6
  Operating
  income        14,025   8.9   129,861   10,180    6.6   3,845   37.8

 Note: U.S.$1 = Yen108

 2. Geographic segment information

            Term               The 1st Qtr. of FY2005

                               (April 1, 2004 - June 30, 2004)


    Region                       (Yen       %             (U.S.$
                               millions)               thousands)


  Japan        Net sales           86,661    100.0        802,417
               Operating income     5,783      6.7         53,546
  Americas     Net sales           22,654    100.0        209,759
               Operating income       272      1.2          2,519
  Europe       Net sales           17,266    100.0        159,871
               Operating income
               (loss)                (269)    -1.6         (2,491)
  Asia and     Net sales           93,440    100.0        865,185
  others
               Operating income     8,955      9.6         82,917
  Intersegment Net sales           62,130                 575,278
  eliminations Operating income       716                   6,630
  Total        Net sales          157,891    100.0      1,461,954
               Operating income    14,025      8.9        129,861

                       The 1st Qtr.of  FY2004                  Change

                (April 1, 2003 -   Change  June 30, 2003)

                                (Yen       %          (Yen         %
                            millions)             millions)

  Japan      Net sales         77,112    100.0        9,549       12.4
             Operating income   1,510      2.0        4,273      283.0
  Americas   Net sales         24,752    100.0       (2,098)      -8.5
             Operating income     814      3.3         (542)     -66.6
  Europe     Net sales         17,847    100.0         (581)      -3.3
             Operating income
             (loss)              (215)    -1.2          (54)     -25.1
  Asia and   Net sales         88,203    100.0        5,237        5.9
  others
              Operating income   8,108      9.2          847      10.4
  Intersegment Net sales        54,698                 7,432
  eliminations Operating income     37                   679
  Total         Net sales      153,216    100.0        4,675       3.1
               Operating income 10,180      6.6        3,845      37.8

 Notes:

 1. The sales are classified by geographic areas of the seller and
    include transfers between geographic areas.

 2. U.S.$1 = Yen108

 3. Sales by region

            Term     The 1st Qtr.            The 1st Qtr.
                      of FY2005              of  FY2004

                  (April 1, 2004 -          (April 1, 2003 -   Change
                   June 30, 2004)            June 30, 2003)


    Region     (Yen   %        (U.S.$   (Yen      %     (Yen     %
            millions)        thousands) millions)     millions)

  Americas    20,577  13.0     190,528    22,498  14.7   (1,921) -8.5
  Europe      17,328  11.0     160,444    18,025  11.8     (697) -3.9
  Asia and
  others      77,208  48.9     714,889    72,260  47.1    4,948  6.8
  Overseas
  sales
  total      115,113  72.9   1,065,861   112,783  73.6    2,330  2.1
  Japan       42,778  27.1     396,093    40,433  26.4    2,345  5.8
  Net
  sales      157,891 100.0   1,461,954   153,216 100.0    4,675   3.1

Notes:

1. Sales by region are classified by geographic areas of the buyer.

2. U.S.$1 = Yen108

Consolidated (Notes)

1. The consolidated financial statements are prepared in conformity with the U.S. GAAP.

2. During this consolidated accounting period, TDK had 71 subsidiaries (20 in Japan and 51 overseas). TDK also had 8 affiliates (5 in Japan and 3 overseas) whose financial statements are accounted for by the equity method.

3. Comprehensive income comprises net income and other comprehensive income. Other comprehensive income includes changes in foreign currency translation adjustments, minimum pension liability adjustments and net unrealized gains (losses) on securities. The net income, other comprehensive income (loss) and total comprehensive income for the three months ended June 30, 2004 and 2003 were as follows;



            Term          The 1st Qtr.              The 1st Qtr.
                           of FY2005                   of FY2004

                         (April 1, 2004 -           (April 1,2003 -
                          June 30, 2004)              June 30,2003)
  Item             (Yen millions)  (U.S.$ thousands) (Yen millions)
  Net income             10,163             94,102         8,025
  Other
  comprehensive
  income (loss),
  net of tax:
  Foreign currency
  translation adjustments 5,464             50,593           717
  Minimum pension
  liability adjustments   5,518             51,092        (1,485)
  Net unrealized gains
  (losses) on securities   (366)            (3,389)          395

  Total comprehensive
  income                 20,779            192,398         7,652

Note: U.S.$1=Yen 108

Contact in Japan : Nobuyuki Koike TDK Corporation Tel: 81-3-5201-7102 E-mail: nkoike@mb1.tdk.co.jp

Notice Regarding the Allotment of Stock Options Stock Acquisition Rights

TOKYO, JAPAN, July 29, 2004 ----- TDK Corporation (the "Company") announced that the Board of Directors today decided the details of stock acquisition rights to be issued as stock options (the "Stock Acquisition Right(s)") pursuant to Article 280-20, -21 of the Commercial Code of Japan and the resolution at the 108th ordinary annual general meeting of shareholders on June 29, 2004.

1. Class and number of shares to be issued upon exercise of Stock Acquisition Rights:

234,300 shares of common stock of the Company

2. Total number of Stock Acquisition Rights:

2,343

The number of shares to be allotted to each Stock Acquisition Right (hereinafter referred to as the "Number of shares to be allotted") shall be 100 shares. In the case that the Company splits or consolidates outstanding shares, the number of shares to be allotted shall be adjusted in accordance with the following formula with any amount less than one share arising out of such adjustment to be discarded.



  Number of shares =   Number of shares  X   Percentage of stock split
  after adjustment     before adjustment     or consolidation

In the case that the Company merges with another company, performs a division or makes a reduction of paid-in capital or in other similar cases where the number of shares to be allotted needs to be adjusted, the number of shares to be allotted shall be appropriately adjusted.

3. Issue price and issue date of Stock Acquisition Rights:

Free of charge On August 6, 2004

4. Amount to be paid upon the exercise of each Stock Acquisition Right:

To be determined on August 6, 2004 The amount to be paid upon the exercise of each Stock Acquisition Right shall be the amount to be paid per share, which is issued or transferred upon the exercise of the Stock Acquisition Rights (hereinafter referred to as the "Exercise Price") multiplied by the number of shares to be allotted. The Exercise Price shall be an amount which is the average of the closing prices of the Company's shares of common stock on the Tokyo Stock Exchange on each day (other than any day on which no sale is reported) of the month immediately preceding the month in which the date of the issue of the Stock Acquisition Rights falls, multiplied by 1.05 with any amount less than one Japanese Yen arising out of such calculation to be rounded upward to the nearest Yen; provided, however, that if such price is less than the closing price reported on the date of the issue of the Stock Acquisition Rights (the closing price of the immediately preceding day, in case no sale is reported on the day of the issue), then the closing price reported on the day of the issue of the Stock Acquisition Rights shall be the Exercise Price.

5. Adjustment of Exercise Price:

In case that any of the events stated in the following clause (1) or (2) arises, the Exercise Price shall be adjusted in accordance with the following formula (hereinafter referred to as the "adjustment formula for the Exercise Price") with any amount less than one Japanese Yen arising out of such calculation to be rounded upward to the nearest Yen.

(1) In case that the Company issues new shares or disposes of its treasury stock at a price less than the current market price (other than shares issued upon exercise of stock acquisition rights or transfer of its treasury stock pursuant to the provisions of Section 2, Article 5 of the Supplement of the Law regarding the Partial Amendments, etc. to the Commercial Code, etc. (Law No.79 of Heisei 13 (2001) , or the transfer of its treasury stock pursuant to a request by a shareholder for a sale of shares constituting less than one unit which, when added to shares less than one unit currently owned by such shareholder, shall constitute a full unit).


                                  No. of shares         Amount paid
                 No. of            newly issued     X    per share
                 shares issued  + ----------------------------------
  Exercise
  price   =  Exercise
             price                        Current market price
  after
  adjustment before
             adjustment  X
                          ---------------------------------------

                     No. of shares issued + No. of shares increased
                                            after new issue

i. The "number of shares issued" used in the adjustment formula for the Exercise Price shall be the number of issued shares of the Company on the date of allotment of shares to shareholders, as the case may be, or the number of issued shares of the Company on the date in the previous month corresponding to the date on which the Exercise Price after adjustment is enforced after deducting the number of its treasury stock at that time.

ii. In the event that the Company disposes of its treasury stock, the "number of shares newly issued" used in the adjustment formula for the Exercise Price shall be read as meaning the "number of shares disposed of".

(2) In case that the Company shall make a stock split or stock consolidation of its outstanding shares.


  Exercise Price      =  Exercise Price                    1
  after adjustment       before adjustment    X----------------------
                                               Percentage of stock
                                               split or consolidation

In case that the Company merges, performs a division or makes a reduction of paid-in capital or in other similar cases where the Exercise Price for the Stock Acquisition Rights needs to be adjusted, the Exercise Price for the Stock Acquisition Rights shall be appropriately adjusted to reflect the conditions of merger or division, or the extent of a reduction of paid-in capital.

6. Exercise Period of the Stock Acquisition Rights: From August 1, 2006 to July 31, 2010

7. Other conditions for exercise of Stock Acquisition Rights: Partial exercise of each of the Stock Acquisition Rights is not exercisable.

8. Events and conditions of cancellation of Stock Acquisition Rights

(1) In case an agenda for approval of a merger agreement, under which the Company is dissolved, is approved at a general meeting of shareholders of the Company, or in case an agenda for approval of a stock exchange agreement or an agenda for share transfer is approved at a general meeting of shareholders of the Company, the Company may cancel the Stock Acquisition Rights without compensation. (2) The Company may, at any time, cancel free of charge, such outstanding Stock Acquisition Rights as have been acquired and owned by itself.

9. Transfer restrictions on Stock Acquisition Rights: Any transfer of the Stock Acquisition Rights shall be subject to approval of the Board of Directors of the Company.

10. Issuance of certificates of Stock Acquisition Rights: Certificates of Stock Acquisition Rights shall be issued only upon the request from the holders of the Stock Acquisition Rights.

11. Total paid-in value of the shares of the common stock of the Company to be issued or transferred upon exercise of all the stock Acquisition Rights: To be determined on August 6, 2004

12. Amount that is not transferred into paid-in capital from the issue price of shares, in case new shares of common stock of the Company are issued upon exercise of Stock Acquisition Rights:

This shall be an amount obtained by deducting an amount transferred to paid-in capital from the Exercise Price. The amount transferred to paid-in capital shall be the Exercise Price, multiplied by 0.5, and any amount less than one Japanese Yen arising out of such calculation shall be rounded upward to the nearest Yen.

13. Individuals who will be allotted the Stock Acquisition Rights:

The directors and employees of the Company and its affiliates, totally 187 persons.

* 1. Date of resolution of the Board of Directors that decided the proposal at the 108th ordinary annual general meeting of shareholders:

April 28, 2004

2. Date of resolution of the 108th ordinary annual general meeting of shareholders:

June 29, 2004

Paste the following link into your web browser to download the PDF document related to this announcement:

http://www.rns-pdf.londonstockexchange.com/rns/3581b_-2004-7-29.pdf



            

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