NEC Electronics Announces Merger of a Subsidiary

NEC Electronics Corporation (TSE: 6723) has decided at a meeting of the board of directors held today to merge its wholly-owned subsidiary NEC Deviceport, Ltd., effective November 1, 2006. This merger will be implemented in line with "simple merger" procedures.

1.Reason for Merger
NEC Deviceport sells semiconductors mainly to the NEC Group. It will be merged with NEC Electronics to consolidate and concentrate management resources of the NEC Electronics Group and improve the Group's operating efficiency.

2.Conditions of Merger

(1) Schedule
	Meeting of the board of directors:		September 27, 2006
	Signing of the contract:		September 27, 2006
	General shareholders' meetings:
		NEC Electronics Corporation	Will not be held
		NEC Deviceport, Ltd.	Will not be held
	Date of merger:		November 1, 2006 (scheduled)
	Date of registration:		November 1, 2006 (scheduled)
	Note:	Pursuant to the provisions of Clause 3, Article 796 of the Company Law of Japan, NEC Electronics shall perform the merger with NEC Deviceport without the approval of the merger agreement by its shareholders. Pursuant to the provisions of Clause 1, Article 784 of the Company Law of Japan, NEC Deviceport shall be merged with NEC Electronics without the approval of the merger agreement by its shareholders.
(2) Merger Method
	NEC Electronics will absorb the subsidiary as the surviving company, dissolving NEC Deviceport.
(3) Merger Ratio
	As NEC Electronics owns all of the stocks issued for NEC Deviceport, no new stocks will be issued and paid-in capital will not be increased due to this merger.
(4) Merger Consideration
	No consideration will be paid in this merger.

About NEC Electronics

NEC Electronics Corporation (TSE: 6723) specializes in semiconductor products encompassing advanced technology solutions for the high-end computing and broadband networking markets, system solutions for the mobile handset, PC peripherals, automotive and digital consumer markets, and platform solutions for a wide range of customer applications. NEC Electronics Corporation has 26 subsidiaries worldwide including NEC Electronics America, Inc. (www.am.necel.com) and NEC Electronics (Europe) GmbH (www.eu.necel.com). For additional information about NEC Electronics worldwide, visit www.necel.com.