TOKYO, September 11, 2002 - At board meetings today, the directors of CSK Corporation ("CSK") and CSK Communications Corporation ("CCO") resolved that the latter become a wholly owned subsidiary of CSK through a share swap, concluding a memorandum of understanding on the decision.

The two companies plan to conclude a formal share swap contract in mid-November, with CCO seeking approval from shareholders at an extraordinary meeting in late December. The share swap is scheduled for February 1, 2003.

1. Outline of Full Takeover

The outline of the transformation of CCO into a wholly owned subsidiary (delisting) is as follows:
·	Nasdaq Japan started with the goal of harnessing Nasdaq's outstanding concepts and market management expertise to build an open, fair, and global marketplace. CSK Communications concluded that Nasdaq Japan would allow the company to obtain the best valuation for its businesses, centered around information technology support. The company thus decided when it listed on Nasdaq Japan in September 2000 not to list on other exchanges.
·	Now that the Nasdaq market is closing, CSK has decided that the best approach is to bolster its competitiveness and operational foundations by integrating CCO's specialized technical support operations with its IT services.

2. Terms of share swap
(1) Planned share swap schedule

September 11, 2002	Boards approve memorandum of understanding on share swap
September 11, 2002	Memorandum of understanding concluded
Mid-November 2002	Boards approve share swap contract
Mid-November 2002	Share swap contract concluded
Late December 2002	General shareholders meeting at CCO to authorize share swap contract
January 31, 2003	Due date for submission of CCO stock certificates
February 1, 2003	Shares swapped

Note: In line with Article 358-1 of the Commercial Code, CSK will carry out the share swap contract without obtaining approval at a general shareholders meeting.

(2) Share swap ratio
CSK and CCO commissioned Chuo Aoyama Pricewaterhouse Coopers Financial and Risk Management to calculate the share swap ratio. The two companies discussed the results of that calculation and reached the agreement below.

In the event of significant changes to the conditions on which the share swap ratio was based, the two companies may agree to change the assumed share swap ratio.

	CSK (Full parent)	CCO (Wholly owned subsidiary)
Share swap ratio	1	74

Notes:

1.	Chuo Aoyama Pricewaterhouse Coopers Financial and Risk Management, which advises CSK and CCO, used the following basis to calculate the share swap ratio. With CSK, it used the average share price method to compute enterprise value. For CCO, the measures were the average share price method and discounted cash flow.
2.	As of October 18, 2002, CCO will make a one-for-three split of its shares of common stock. The share swap ratio above will be for shares after that split.
3.	The number of new shares issued through the share swap has yet to be decided. CSK may offer treasury stock instead of issuing new shares for the swap.

(3) Proceeds from stock exchange
The timing and amounts of payments in relation to the share exchange have yet to be decided.

3. Company outline as at March 31, 2002

(1) Company name	CSK Corporation (Parent company)	CSK Communications Corporation(100% subsidiary)
(2) Main business	Systems integration services; systems development and consulting; network systems development; applications development/ component technology and tool development; outsourcing service; systems related hardware sales; training services; user support services etc.	Technical support services; e-contact center integration services, training services
(3) Established	October 1968	April 1998
(4) Head office	2-6-1 Nishi-Shinjuku, Shinjuku-ku, Tokyo	245-3 Tsubogawa Nahashi, Okinawa
(5) Representative	President & Chief Executive Officer Masahiro Aozono	President & Representative Director Hisatoshi Kawamoto
(6) Paid-in capital	¥69,029 million	¥557 million
(7) Shares outstanding	74,700,164	9,895 (Note:1)
(8) Shareholders' capital	¥151,446 million	¥1,409 million
(9) Total assets	¥264,143 million	¥2,096 million
(10) Fiscal year end	March 31	March 31
(11) Number of employees	4,678	254
(12) Key clients	Nippon Life Insurance Company Sumitomo Trust Bank (others)	CSK Corporation (others)
(13) Principal shareholders and percentage held	SEGA CORPORATION: 5.89%; OE Corporation: 4.76%; Nippon Life Insurance Company: 4.10%	Okinawa CSK Corporation: 40.83%; CSK Corporation: 12.12%; CSK VENTURE CAPITAL Co., LTD.: 9.99%
	(As of July 31, 2002) (Note:2)
(14) Main bank	Sumitomo Trust Bank; others	Okinawa Bank; others
(15) Company relationship	Capital relationship CCO is a consolidated subsidiary of CSK Corporation. Further, OKINAWA CSK Corporation is a 100% subsidiary of CSK Corporation Personnel relationship One director of CCO is also a director of CSK Corporation, and one director and one auditor is an employee of CSK Corporation. Transaction relationship CSK Corporations IT technical support operations are handled by CCO.

Notes:
1.	On October 18 2002, CCO is conducting a 3 for 1 share split.
2.	Because of changes to shareholding since April 1, 2002, principal shareholders are presented as at July 31, 2002.

4. Results of past three financial years

(Unit: yen, million)

CSK Corporation - Parent company - CSK Communications Corporation - 100% subsidiary - FY ended: March 31, 2000 March 31, 2001 March 31, 2002 March 31, 2000 March 31, 2001 March 31, 2002 Net sales 101,840 120,982 127,633 389 1,092 2,035 Operating income 6,839 11,682 10,532 21 245 313 Ordinary income 11,358 12,189 9,202 17 261 412 Net income (loss) 5,879 (5,613) (29,852) 6 157 256 Net income (loss) per share (¥) 91.42 (75.15) (399.63) 10,111.37 46,743.24 29,091.33 Dividend per share(¥) 12.00 12.00 12.00 - - - Equity capital per share (¥) 2,248.92 2,455.70 2,027.40 70,107.75 127,303.95 142,446.45

5. Share transfer situation

	(1)	There are currently no plans to change the company's name, main business, or head office location in association with the share transfer.
	(2)	Capital/capital surplus
	The amount of increase or surplus in CSK's capital has not yet been finalized.
	(3)	Impact on CSK's consolidated results.
	Because CCO is already a consolidated subsidiary of CSK, the impact of this transfer on CSK's   consolidated results is expected to be minimal.