NEC Corp – ‘20-F’ for 3/31/03 – EX-31

On:  Thursday, 9/11/03, at 9:45am ET   ·   For:  3/31/03   ·   Accession #:  1145549-3-1173   ·   File #:  0-12713

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Annual Report of a Foreign Private Issuer   —   Form 20-F
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        NEC Corporation                                      143    698K 
 2: EX-1        EX-1 Articles of Incorporation                        13     29K 
 3: EX-2        EX-2 Share Handling Regulations                       16     35K 
 4: EX-31       EX-31 Certifications Required by Rule 13A-14(A)        2     14K 
 5: EX-32       EX-32 Certifications Required by Rule 13A-14(B)        2      8K 

EX-31   —   EX-31 Certifications Required by Rule 13A-14(A)

EX-31
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                                                                      EXHIBIT 31

 CERTIFICATION

I, Akinobu Kanasugi, certify that:                                              

1.   I have reviewed this annual report on Form 20-F of NEC Corporation;        

2.   Based on my knowledge, this report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
    statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this  
report;                                                               

3.   Based on my knowledge, the financial statements, and other financial       
information included in this report, fairly present in all material   
   respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;     

4.   The company's other certifying officer(s) and I are responsible for        
     establishing and maintaining disclosure controls and procedures (as defined
  in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the company and have:

a)  Designed such disclosure controls and procedures, or caused such  
disclosure controls and procedures to be designed under our   
  supervision, to ensure that material information relating to the
       company, including its consolidated subsidiaries, is made known to us
    by others within those entities, particularly during the period in
which this report is being prepared;                          

  b)  Evaluated the effectiveness of the company's disclosure controls and
   procedures and presented in this report our conclusions about the
       effectiveness of the disclosure controls and procedures, as of a date
    within 90 days prior to the filing date of this annual report; and

   c)  Disclosed in this report any change in the company's internal control
      over financial reporting that occurred subsequent to the date of our
       most recent evaluation that has materially affected, or is reasonably
  likely to materially affect, the company's internal control over
financial reporting; and                                      

5.   The company's other certifying officer(s) and I have disclosed, based on   
     our most recent evaluation of internal control over financial reporting, to
  the company's auditors and the audit committee of the company's board of
directors (or persons performing equivalent functions):               

   a)  All significant deficiencies and material weaknesses in the design or
  operation of internal control over financial reporting which are
        reasonably likely to adversely affect the company's ability to record,
process, summarize and report financial information; and      

   b)  Any fraud, whether or not material, that involves management or other
 employees who have a significant role in the company's internal
controls over financial reporting.                            

September 11, 2003                                                              

/s/ AKINOBU KANASUGI                                                            
---------------------------------                                               
Akinobu Kanasugi                                                                
President and Member of the Board                                               

EX-31
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 CERTIFICATION

I, Shigeo Matsumoto, certify that:                                              

1.   I have reviewed this annual report on Form 20-F of NEC Corporation;        

2.   Based on my knowledge, this report does not contain any untrue statement of
a material fact or omit to state a material fact necessary to make the
    statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this  
report;                                                               

3.   Based on my knowledge, the financial statements, and other financial       
information included in this report, fairly present in all material   
   respects the financial condition, results of operations and cash flows of
the company as of, and for, the periods presented in this report;     

4.   The company's other certifying officer(s) and I are responsible for        
     establishing and maintaining disclosure controls and procedures (as defined
  in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the company and have:

a)  Designed such disclosure controls and procedures, or caused such  
disclosure controls and procedures to be designed under our   
  supervision, to ensure that material information relating to the
       company, including its consolidated subsidiaries, is made known to us
    by others within those entities, particularly during the period in
which this report is being prepared;                          

  b)  Evaluated the effectiveness of the company's disclosure controls and
   procedures and presented in this report our conclusions about the
       effectiveness of the disclosure controls and procedures, as of a date
    within 90 days prior to the filing date of this annual report; and

   c)  Disclosed in this report any change in the company's internal control
      over financial reporting that occurred subsequent to the date of our
       most recent evaluation that has materially affected, or is reasonably
  likely to materially affect, the company's internal control over
financial reporting; and                                      

5.   The company's other certifying officer(s) and I have disclosed, based on   
     our most recent evaluation of internal control over financial reporting, to
  the company's auditors and the audit committee of the company's board of
directors (or persons performing equivalent functions):               

   a)  All significant deficiencies and material weaknesses in the design or
  operation of internal control over financial reporting which are
        reasonably likely to adversely affect the company's ability to record,
process, summarize and report financial information; and      

   b)  Any fraud, whether or not material, that involves management or other
 employees who have a significant role in the company's internal
controls over financial reporting.                            

September 11, 2003                                                              

/s/ SHIGEO MATSUMOTO                                                            
-------------------------------------------------                               
Shigeo Matsumoto                                                                
Executive Vice President and Member of the Board                                

Dates Referenced Herein

				Referenced-On Page
This ‘20-F’ Filing		Date		First		Last			Other Filings
Filed on:		9/11/03		1		2			None on these Dates
For Period End:		3/31/03
									List all Filings